I'm so happy! Lot's of lovely reviews for the last chapter! If you like this one, don't forget to review, I get the warm fuzzies when I see them.

Thanks to all reviewers!

Snowee2003 – looking forward to your pics!

Enfant-terrible – I'm gonna have a couple of line up changes, just for fun. Stay tuned!

Rogue14 – glad you liked it!

Risty – I agree that the Brotherhood would be more effective with a telepath. Might not get their behinds kicked so much…

Lady Evils – I'm glad you found it realistic (that was one of my biggest worries, what with Jean being so goody-good). Glad you enjoyed it!

XX-Goth-gal – There'll be a few more turncoats in later chapters (laughs evilly).

DemonRogue13 – Glad you enjoyed it!

Disclaimer: I don't own X-Men: Evolution. My lawyer made me say that!

Scott Summers opened his locker to retrieve his history book, not looking forward to the lesson. He shared the class with Duncan Matthews and two of his football buddies and in Scott's opinion they were all assholes. It was impossible to concentrate with those three sat behind him and the worst part was, Bayville High was very sports oriented and that meant that Duncan was going to get a C-average no matter what he did in class.

To add insult to injury, Scott noticed Duncan by the drinking fountain, flirting with the gorgeous redhead that he's been eying for weeks but hadn't had the courage to speak to. He should have known she'd fall all over Duncan. All the other girls did.

His glare hidden by his shades, Scott watched as the girl touched the lump on Duncan's forehead and he gave an exaggerated wince. Scott himself had inadvertently caused the injury by blowing up a propane tank with his mutant powers trying to stop Matthews beating up a skinny runt named Todd Tolansky. There was something weird about that kid, but he didn't deserve to get the crap kicked out of him either.

"Snap out of it Scott!" said Paul, appearing at his side. "We're gonna be late!"

"Yeah, sure." Scott slammed his locker closed and he and Paul walked to class, past Duncan and the redhead. Much to his surprise, as they passed the girl turned her head to look at them and winked at him. His cheeks going nearly as red as his shades, Scott put his head down and hurried off to class. There was something about that girl. Maybe he should get to know her…

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"Scott Summers." Raven opened the window of her office. "Enrolled at the Xavier Institute."

Jean and Todd exchanged glances. "What's that?" asked Jean with a frown.

"It's a school for people who have special powers."

"You mean mutants? Like us?" Jeans eyes were wide. "What are they like?"

"Summers is cool, yo," said Todd, cleaning out an ear with his finger and examining the contents. "Wasn't for him, those jocks woulda stomped my skull flat."

"There are only two students enrolled at Bayville High from there – Summers and a new boy, Kurt Wagner." Raven paused briefly, an odd look on her face. "Kurt starts at Bayville High on Monday. There are two instructors, Xavier and a woman named Ororo Munroe. I expect their numbers will grow as time goes by."

"What's this Xavier like?" asked Jean.

Raven snorted. "The man's a fool. He believes that humans and mutants can co-exist without prejudice, in spite of history proving him wrong time and again. It's that sort of thinking that will lead to disaster for us. Whilst Xavier preaches his ridiculous philosophies, humans will be passing laws to have us in chains."

Jean shuddered at the thought. "But we're more powerful than them. We can stop them doing that to us!"

"Yes we can. But not if mutants continue to listen to Xavier's imbecilic ideas. I was going to ask Toad to befriend Summers, find out what goes on at the Institute, since they've already struck up an uneasy alliance. But why risk something going wrong when we can just take the information right out of his head?"

"You want me to read his mind?" asked Jean, sounding as nervous as she felt. "The only mind I've ever really tried to read was Todd's – "

"Hey! When was that, yo?"

"- And I'm just not sure I'm ready."

Raven gave Jean one of her cold smiles. "I have faith in you, my dear. And since you've become so adept at blocking out the thoughts of others, consider this the next step in your training."

"Well…" Jean thought about it for a moment. "Oh, what the hell, I'll try."

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Scott sat at a table outside, eating his lunch and wondering where the hell Paul had gotten to, when a female voice startled him out of his reverie. "Hi, mind if I sit here?"

He looked up to see the redheaded girl he'd noticed so often before standing beside the table holding a tray. "Uh, yeah, sure, go ahead."

"Thanks." She sat opposite him and smiled. "You're Scott, right? I'm Jean Grey."

"Good to meet you," replied Scott and inwardly grimaced. How stupid did that sound?

"I've not been in Bayville very long," she told him, sticking a straw into her milk carton. "It's kinda hard adjusting, y'know? Or maybe you don't. You've probably lived here your whole life."

"No, I only moved here recently myself," said Scott, frowning slightly. He had a weird sensation inside his skull. "I live at the Xavier Institute."

"I've heard of it. Nice place?"

"Yeah."

"Are there a lot of people living there?"

"Not at the moment, just me and…"

"Hey Jean." Duncan Matthews stopped at their table and glared at Scott. "Is it be kind to losers week or somethin'?"

Before she knew that she was going to do it, Jean had sent a telepathic command to Duncan. Go away and forget that you saw me here.

Duncan looked confused, blinked a couple of times, then abruptly turned and walked away. Scott watched him go and turned back to Jean with an eyebrow raised. "Care to tell me what that was about? What did you do to him?"

You're going to forget that Duncan was here. You didn't see anything.

Scott seemed bemused for a moment, then frowned. "Sorry, I've lost my train of thought. What was I saying?"

"You were telling me about the Institute." Jean took a bite of her salad as Scott told her about the mansion, skirting around the truth – but his mind was easy to read. Jean was jubilant as she carefully examined his thoughts about the things he wasn't telling her. Not only could she read minds, she could alter them too!

She had more power than she had ever dreamed.

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"Are you alright Scott?" the Professor asked as he entered the kitchen to find the boy taking two aspirin with a glass of water. When his powers had first manifested, Scott had suffered from a series of migraines and Xavier was concerned they'd returned.

"I'm fine, Professor," Scott told him. "I've just had a really weird feeling in my head since lunchtime. It doesn't hurt, it just kinda…tickles."

"Tickles?" The Professor looked amused. "What were you doing at lunch to make your head 'tickle'? Or daren't I ask?"

"Nothing much. I was having lunch with this girl Jean and – what?"

"Jean Grey?"

"Yeah. You know her?"

"I think you'd better let me read your mind," said the Professor grimly. "I suspect the feeling you describe is an amateurish attempt at telepathy." And if it is, this girl is more of a threat than I first realised.

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The following morning, Scott was slamming his books into his locker, not caring that he was damaging them. He was livid. The Professor had restore his true memories of the previous day and revealed that Jean Grey was a mutant, a telepath and possibly telekinetic too, and she'd screwed with his mind, Duncan's too, read his thoughts. Asking about the Institute had made him think about it and she'd just taken those images right out of his head while he was carefully editing his words. The Professor believed she was working for a mutant called Mystique. Scott had wanted more details, but at that point there had been a new arrival at the mansion, a man that the Professor had introduced as an old friend, Logan.

"I came back because I smelled trouble," Logan growled and in spite of his obvious concern, the Professor had seemed pleased to see the other man. Scott had been in no mood for small talk and had gone to his room instead. He'd tried to be friendly when Kurt had bamfed up to see if he wanted to watch a movie – he knew it was his responsibility to make the strange-looking boy feel welcome – but he just wanted to be alone. He felt betrayed. He'd really thought that Jean was a sincere, friendly person and finding out that she'd used him hurt.

"Hi Scott." Jeans already familiar voice interrupted his brooding. "You know, those books'll fit a lot easier if you're a little more gentle."

Without even looking at her, Scott snarled, "Get away from me you bitch."

Jeans jaw dropped. "What did you call me?"

"You heard." Scott slammed his locker and turned to face her. "I know you read my mind yesterday. I know you're a mutant!"

"What – how – "

"Oh, drop the act. I know you read my mind to get information about us for your boss – what's her name, Mystique? You had to know I'd find out, what with the Professor being a telepath."

"Xavier's a telepath too?"

"Like your boss didn't tell you." Scott checked the hallway to make sure that no one could hear them. "Just stay away from me and anyone else from the Institute too. 'Cause if you don't…"

"What? You'll blast me through a wall?" Jean folded her arms and glared at him. "You and everyone else at that mansion are living a fools dream, you know that. If the humans knew what we could do, they'd hunt us down. They'll never live in peace with us. We can fight back; take our rightful place as the future of the world instead of always hiding who we are, as though we're ashamed! You should join us, not stand against us!"

"If you think I'd join you to fight for something that warped, then you're the fool."

Scott stormed off and Jean stared after him, blinking back tears. She'd never been spoken to so harshly before and she would never have read his mind if she'd known that Xavier was a telepath and would probably notice. Why hadn't Mystique told her that he was a telepath anyway?

On impulse, she hurried to Ms Darkholmes office and managed to get a brief audience with the school principal. Quickly, she explained what had happened with Scott. "Why didn't you tell me about Xavier? I would've been more careful if I'd known!"

"I didn't tell you because I didn't want to worry you." Even in her head teacher guise Raven was intimidating and it wasn't helping Jeans distressed state. "I knew you'd be afraid to touch his mind if you knew. I was aware that Xavier might find out, but I deemed it an acceptable risk. He would have discovered us eventually and this was we have valuable information about the Institute, including security measures should we ever need to enter the mansion."

"Yeah, I know," said Jean miserably. "It's just that – Ms Darkholme, he was so mad at me! He said some really bad things and I just don't understand it! Doesn't he know we've no hope of winning when the humans find out about us unless we work together? But when I asked him to join us, he just laughed in my face!"

"Don't worry about Summers," said Raven. "He's no more than a puppet of Xavier's, with no free will and no ideas other than those spouted by his mentor."

"Thanks Mystique," said Jean gratefully. "You always manage to put things into perspective."

"It's alright Jean. Just one more thing, you and I have a day off tomorrow. We're going on a field trip."

"Why? Where?"

"Irene has foreseen two mutants who would be valuable additions to our little cause. One has some control of his powers and is a virtual certainty, the other will discover her power tonight, but Destiny sees a shadow over her – she may not wish to come with us."

"Then of course I'll go. Who are these people?"

"Their names are Lance Alvers and Kitty Pryde."