A bolt of lightning shot out across the sky. The rain poured down hard that night. Rogue hadn't seemed to work up the courage to talk to Gambit about what was going on. She sighed as the shut the window in her room and headed down to the Dinning Room. Kitty was out with lance so Rogue had had the room to herself.

Dinner was unusually quiet that night. Jean, Tabitha, Pyro and Rogue seemed to be acting strange, as if they were lost in thought or something was troubling them. Xavier noticed this but had no idea what was going on. Another streak of lightning screamed across the dark sky, illuminating the clouds as it pasted by.

Rogue was trying her hardest to avoid eye contact with Gambit, and he noticed this. She looked up at him but found it hard to look away from his intense crimson eyes. She blushed and drew her attention to he plate.

Gambit was the first one, much to everyone's surprise, to brake the uncomfortable silence, "Um, if ya dun' mind, Ah'm not really hungry." He got up from his chair and began to walk into the front room, then up the stairs.

No one seemed to know how to react so everyone just stayed silent. Know Xavier knew there was something going on.

A little while later, just as everyone was finishing up, Xavier opened his mouth as if to say something but as if on cue, the lights suddenly flickered off, throwing the room into an unexpected wave of darkness.

Everyone looked around as if to say 'what just happened' but no one got to it.

"The storm must have knocked the power out." Xavier said to calm the younger students, "I'll have a look and see what's going on."

Beast got up with him and they headed up to the fuse box somewhere in the main power room. A few people had gone back upstairs to get flashlights, candles, etc. (Pyro of course had his own definition of the term 'candle') but Rogue took the opportunity to go find Gambit.

Pyro noticed her leave the room and head up stairs. He silently nudged Tabitha and they followed.

Rogue walked through the dark hallway, not quite sure of where she was. Everything looked different in the dark and she was sure she had gotten off at the wrong floor.

As she walked, she casually pressed her hand against the wall to guide her. She knew Gambit was able to see perfectly in the dark so she wasn't to worried about him. But as she walked further into hallway, it became more and more clear that she was lost. There were plenty of places Rogue had never been to in the Institute mainly because it was so big. But she soon noticed the staircase at the end of the hall and began to walk towards it. There was a small plate next to the doorway that read '2nd Floor: Lower Level'. Rogue sighed. Great, she was in the basement. Now how'd she get there? Rogue just shrugged it off and began to enter the staircase. But before she could put one foot on the bottom stair, she heard something run across the hallway. She whipped her head around but only saw shadows twisting around every nook and cranny. She stepped back out in the hall and looked around. There was the sound again! She slowly walked to the edge of the hallway and looked around. There was nothing there.

'C'mon, Rogue. It's jus yer imagination.' She told herself. But some how those light words didn't help.

She continued to walk through the hallway on her left, seeing how the other way just lead to a dead end, the darker it became until she could barely see her own hand in front of her face.

Rogue stopped dead in her tracks. The sound was very close to her now. She turned around to walk back but she bumped into something and fell to the floor and her back.

She looked up at the figure standing there in front of her, "Remy?"

He leaned down, his piercing red eyes glowing in the darkness, and looked at her, "Rogue, wha are you doin down here?"

She got to feet, as did Gambit, "Ah should be askin you the same question."

Gambit leaned up against the wall and folded his arms across his chest.

'This is it Rogue, wha' a perfect opportunity the ask him wut's goin on.' She told herself, "Remy, Ah need to ask you sumthin…"

He practically knew what she was going to say, "Akay, wut's up?"

"Now Ah'm askin you that. Wuts' up? Wut's goin on? You've been actin' very strange lately. There's sumthin goin on that Ah don't know 'bout. And Ah wanna kno wut it is. So start talkin'."

Gambit sighed. He hated lying to her, but he had to. He wouldn't let her get hurt, "Rogue, Ah assure, nutthin's goin on. It's just…"

"Wut? Wut are you tryin the say?"

Gambit's heart was racing; he had never lied to her before, "Rogue, it's jus that, Ah'm a little worried bout Magento. Ah'm jus worried that he might come bak."

Rogue could tell he was lying. He was actually a very good liar, but something was different. She could barely see a thing but she could still make out Gambit's eyes, and that's all she needed to see, "Gambit, why are you lying to meh? Sumthin else is goin on."

"Rogue Ah'm sorry, but Ah can't risk you getting hurt." Gambit could feel his head beginning to throb. It seamed as if it had taken him years to spit out those words.

Now she knew something was going on. She wasn't sure what he meant but she also knew Gambit wasn't going to tell her. Rogue sighed.

"Ah'm sorry."

"It's okay. You don't hafta tell meh." She whispered. Rogue looked to the ground, 'Ah'm sorry too, but Ah hafta kno…' She thought.

Without warning, Rogue's body went limp and fell into Gambit's chest. He grabbed her, a little surprised, and looked down; her eyes were shut.

"Rogue? Rogue ahr you okay?" He asked her, but he got no response, "Rogue?"

He held her close to him, not letting her fall, and stood up against the wall so Rogue could lean on him. Rogue's head was resting on his chest and she could hear his heat speed up. She slowly opened her eyes and looked up at him wearily.

"Rogue, wut happened?" He asked again.

She picked her head up and looked at him, barely an inch away from his face. She could still hear his heart beating fast. She put her arms around his neck. Rogue wanted just wanted to stay like that forever. She couldn't believe what she about to do. Rogue put her lips up against his and he returned her kiss. Gambit put his hands on her hips but sooner hand she kissed him, that he began to feel dizzy. He didn't want to draw away but her powers forced him too. He fell back into the wall but caught himself before he hit the floor.

Rogue suddenly got a jolt of information swarm through her head. Like a flash of lightning, she saw Mesmero, his deranged face, him explaining what he had done to her, how he wanted Gambit to join him, everything.

She shook her head slowly, unable to comprehend all that had happened, and took a step back. She couldn't believe it. Gambit was willing to do all this to save Rogue. Rogue felt terrible after what she had just done (well, in a sense ).

"Remy, Ah…Ah'm sorreh." She whispered, putting her hand over her mouth.

Gambit looked up at her, "Well, tha' was one Hell of a thrill ride." He joked. But his tone became serious, "Well, I guess now you kno why Ah couldn't tell you."

"Ah'm so sorreh, A didn't…Ah, Ah don't wut to say."

Gambit got up to his feet, "It's akay Rogue, but ya' can't tell nobody, got it?"

"Remy, let meh help youh, please, we can destroy Mesmero together."

Gambit shook his head, "No, Ah can't. If sumthin were ta' happen to ya, Ah could never live with maself. Ah don't want you getting hurt causa' me."

"Remy, you love me. And Ah love you. But won't chu give meh the choice the make mi'own decisions?'

Gambit had to process those words a little bit, but he looked up at her and smiled, "Ahlright."

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(eyes get huge and watery) Awwww……it's a special moment. But as I was writing this last part, I just had a sudden flash back from Spiderman 2. I dunno if you guys saw it but this was kinda like the ending with Mary-Jane and Peter. Anyhoo… please review (that rymed!)