"Man that's a long ride." Kurt yawned as he hopped out of the Blackbird. "You slept for half of it!" Scott replied, stretching. "Ok guys, me and Ororo are going to find James, you guys stay." Jean ordered as she floated out of the jet in normal clothes. "Are you sure that's a good idea?" Scott questioned for the fifth time. "It's Ok Scott, we'll be fine." Ororo assured as she followed Jean. "You two aren't vearing your uniforms?" Kurt noticed. "Nope, it may scare him to see us in them." Jean answered as she put on a hat. "We'll be back in an hour or two tops." The red head assured. "What do we do until then?" Scott called. "Get dressed and wander around?" Ororo suggested as she caught up with Jean. "So, what do you want to do?" Scott sighed as the women disappeared. "Find a burger house, I'm starving!" Kurt laughed as he teleported back inside to grab his inducer and normal clothes.

"Do we even know where to get started?" Ororo questioned as they hit downtown. "Well, Cerebro has noticed a lot of activity in an area a few miles from here, maybe we should check that out first." Jean guessed. "That sounds like our best bet." The white haired woman agreed as they turned the corner.

"Pleasant." Ororo said sarcastically as they entered an abandoned apartment complex. "Can you sense him?" She questioned as she flew over a fallen beam. "Someone's here, but I can't pinpoint him." Jean replied as she tried to step over a rafter, but tripped and bumped into a support beam. The impact caused the entire building to shake. "Careful child, this place could come down at any moment." Ororo warned as she helped Jean up. "Sorry." Jean blushed. The other woman smiled and they continued their search. They reached the second floor and began to search rooms. Jean went to push open a door and found it to be jammed. She pushed a little harder and it gave slightly, she peeked through the crack and found it to be locked. "Ororo! I think I found him!" She hissed. She used her telekinesis and unlocked the chain and pushed the door all the way open. "Hello?" She called. Nothing. Suddenly, Jean was thrown back into the railing, and was almost sent over. Another blast of what seemed to be nothing hit her again, canceling out her TK. She flipped over the railing and hit the floor with a ~THUD~. "Jean!" Ororo exclaimed as she ran to the railing and looked down. Jean was unconscious, but she looked to be fine. Her eyes turned from soft with concern to hard with anger; No one hurt her friends. Her eyes went pale as she sent a lighting bolt into the room, hitting an abandoned sofa and destroying it. The house shook again. She flew in, scanning the room. Nothing. Suddenly, she was hit with a force that sent her careening out of the room and into the banister. She stopped herself and conjured hurricane force winds back into the room. "Come out here, NOW!" She ordered as she fought against his powers. Nothing at first, but then a boy of medium height appeared. She looked at his face as she calmed the wind: it was the face of a timid person, he had not been trying to hurt Jean and herself, he had been trying to protect himself. She looked into his brown eyes and saw fear. "Child, please stop." She asked as she felt his powers kicking in. He looked hesitant for a moment, but then let her down. "Hey there, my name's Ororo." She said as she offered her hand. He glanced at it, then back to her face, searching for a reason to why she was here. "James." He replied finally. "What do you want?" He questioned, mustering up his courage. "We want to talk to you." Ororo replied. "About?" He asked. "We would like you to come with us, I work at a school in New York, and it helps people like us control our powers." She began, but was cut off by James. "I know how to control my powers." He assured her as he began to back up. "You think you do, but you don't know the full potential they have. If you come with us, we could help you find it." She explained. "How do I know you're not lying?" He asked her, suspicion showing in his eyes. "How do you know I'm not telling the truth?" She asked, placing a hand on his shoulder. The sudden movement terrified James, causing his powers to activate. He slammed her into the banister, and her momentum threw her over. She didn't have enough time to conjure winds to soften her fall, and she landed next to Jean, but did not fall unconscious. That impact caused the decrepit building to begin collapsing, and there was no time to get out. Jean could not protect them; she was still unconscious and Ororo's winds would do nothing but cause more damage. James looked around as the building began to crumble around him and was about to run. He looked down and saw Ororo had gotten trapped under a support beam and he gasped. He had never wanted anyone to be hurt by his powers, and he didn't want anyone to be killed by them now. He jumped off the banister and triggered his powers to cushion his landing. He landed next to the trapped women and placed his hands on their shoulder. He then concentrated on the building above them. The violent shaking slowed, and he released the women, still concentrating on their surroundings. With a wave of his hand, the beam that had trapped Ororo was sent flying. "C'mon," He ordered. "I can't keep it up forever." He said as Ororo scooped up a still unconscious Jean and headed for the door.

"Is she Ok?" James questioned as Ororo sat Jean down against the ally wall. "She'll be fine." Ororo replied as she tucked a strand of hair behind her ear. "Thank you." Ororo said quietly. "Don't. I'm the one who almost got you killed." He reminded. "It was an accident, you'd be surprised how many of those happen at the Institute." She smiled a bit. "And accident or not, you still saved us. And the offer still stands: you can come with us if you wish, if not, here's the number. Call us anytime." Ororo gave up. She was too tired to try and convince him to come with them. He nodded and took the card, stared at it for a minute and then looked back at the woman. "I kinda want to go with you, if that's Ok. You were right; I don't have control over my powers like I thought I did. I can't risk this happening again." He said as he scuffed his Nike's on the ground. "Wonderful, I think you'll really like it at the Institute." Ororo smiled warmly. She bent down to tend to Jean, who was starting to come to. "Ow." She moaned as her eyes fluttered. "Are you Ok?" James asked. "I'm great," She replied, dazed. "And who are you?" She asked him. "Jean, this is James, the boy we've been looking for?" Ororo explained, hoping to trigger the girl's memory. "Oh yeah. So, do you wanna come back to the mutant manor with us?" She asked hopefully. James looked to Ororo for help, but the white haired woman shrugged her shoulders. "Sure?" James said hesitantly. "Good, now, back to the Blackbird!" Jean exclaimed as she stood up. She had apparently hit her head harder than any of them had thought. "Jean, are you sure you're Ok?" Ororo questioned as she steadied the wobbly girl. "Yeah, I'm fine. You're the one I'm worried about. Look at you, you're under so much stress, you're hair's turning white." Jean pointed to her friend's hair. "Oh dear." Ororo sighed as she led James and Jean back to the Blackbird.

~~**~~**~~**~~**~~**~~**~~**~~**~~**~~**~~**~~**~~~**~~~***~~**~~**~~

When the group arrived in Alabama, Rogue was practically out of the jet before it landed. She cracked her neck and inhaled deeply, Remy followed her suite. "Tah be back in de South." Remy sighed happily as the humid June air filled his lungs. Rogue nodded in agreement. Tabitha, Kitty and Logan looked at each other and raised an eyebrow. "Like what's the difference between the air in Alabama and New York?" Kitty questioned. "It smells, Ah don't know, friendlier." Rogue tried to explain. "Smells like rain." Tabitha corrected after she sniffed. "Nope, smells like pine trees." Kitty joked. Logan sighed and sniffed. After a second, he realized something smelled familiar. **Sabertooth?** He thought to himself. He quickly shook the feeling off; there was no way his enemy was down this far. He called the group together and split them into teams and they headed off into their separate directions, agreeing to be back there before nightfall.

Little did Wolverine know that when he shrugged off Sabertooth's scent, he shouldn't have. Magneto, Sabertooth and the rest of the Acolytes were in Alabama, searching for Riley Marsters as well.

"Sabertooth, I want you to track Wolverine and his batch of munchkins, if he finds the girl, make sure he looses her." Magneto ordered. Sabertooth nodded and grabbed Pyro's shoulder and dragged him towards the city. "I suppose you and I should search as vell?" Colossus assumed. "Knowing how much Pyro will slow down Sabertooth, of course." Magneto sighed as they headed out of the park and downtown.

Riley sniffed the air; someone was following her. She had seen a group of girls a few minutes ago: A Goth, A Valley Girl, and a Punk blonde. She had turned on her heel when she noticed them; she had no intent of bumping into them. That was about 2 miles ago, and she could still smell them. She peered over her shoulder and saw no one, and then she quickly ducked into an alley. She sighed as she got out of the bright sun and was enveloped in the shadows. She could stand the sun, but wasn't too fond of it. Her sensitive hearing picked up the scuffing of a shoe, and she quickly ducked behind a few discarded boxes. "Are ya sure ya saw her come this way?" The blonde questioned as they stood at the alley entrance. "Yeah, she's here somewhere." The Goth replied as she took a step forward. The other two exchanged glances and slowly followed the apparent 'leader'. Riley snuggled deeper into the boxes and waited for the trio to pass. As soon as the Valley Girl walked by her, she jumped from her hiding place and kicked her in the back. The girl was sent flying, and slammed into the Punk. The two landed in a heap and scrambled to their feet. The Goth turned as Riley lunged at her throat. The two-toned girl sidestepped and tripped the vampire-like girl as she passed. Riley landed on her hands and knees and jumped up to face her stalkers. "What do you want?" Riley snarled, making sure the girls saw her fangs. "We only want to talk." The Valley Girl assured as she stepped forward. "Unlucky for you, I hate talking, its boring." Riley retorted as she attacked. She dove for the perky Valley Girl and somehow, went right through her. "What?" Riley said in disbelief. "This is what we want tah talk tah yah about!" The Goth explained as she saw the look on Riley's face. "What are you?" Riley asked as she paused for a moment. "Mutants, and so are you, babe." The blonde explained. Riley narrowed her eyes. "Yeah, I got that I was different, so what do you want to do about it?" She sneered. "We want you to come back with us." The Valley Girl replied. "Back where?" Riley questioned. "New York. We live at a school there. They help us with our powers." The blonde answered. "Why help? Do you plan on doing something important with your powers?" Riley asked, becoming slightly interested. "We're just there tah learn how tah control them. We use them tah protect people." The Goth replied. "Sorry, not interested." Riley said, slightly disappointed. She turned to leave when she felt a hand clasp down on her shoulder. Reflexes kicked in, and she attacked. Luckily for The Goth, she had reflexes as well. She dodged the swipe at her neck and stepped back. "Wait!" She cried as Riley continued her assault. "You've wasted enough of my time, and you obviously won't take 'No' for an answer, so let me try a different reply!" Riley continued as she slashed The Goth's arm. She hissed in pain and stepped back. "Hey!" The Punk called as she tossed a few glowing orbs at her. Riley looked down in confusion, and then they exploded. Riley was sent careening backwards and landed in a trash heap. Unfortunately for her, there were broken shards of glass in that particular pile of trash. She hissed as she pulled a 3-inch piece of glass from her back. She felt her healing ability kick in, but she was in no condition to fight. She realized that those bombs had left a smoke screen; she took advantage of this and scurried out of the alley, clutching her wound.

She ran for a while, and then stopped in another alley a few miles away. Riley exhaled and felt her would again, it was almost completely healed. She leaned against the wall to catch her breath when she smelled someone. "Are there no empty alleys in this town anymore?" She whispered as she scanned the dirty alleyway. "I see you've run into the X-Men already?" A voice chuckled from above her. She looked up and saw a man in a cape float down. "Who?" She questioned. "A blonde, a brunette, and a two-toned?" He elaborated. "Them." She growled. "And I'm guessing you're another freak trying to convince me that we should save man-kind with our gifts?" She sneered. "Quite the opposite. I believe mutants are superior, we should rule over the humans." He corrected her. He saw a glint of interest arise in her eyes, but she hid it well. "Seriously? So you aren't in league with them?" She questioned. "The X-Men?" He asked. "No shit Sherlock." She replied. "No, we aren't. Me and my team, the Acolytes, aren't to fond of Xavier and his group." Magneto assured. "How do I know you're telling the truth?" She questioned. "If you don't like it with us, you can leave anytime." He replied. Riley narrowed her eyes, searching his face for any signs of deceit and found none. "Why not." She said simply as she shook his hand.