All characters of this fic are the property of Kids WB and Marvel comics. I am making no money.

Okay anyway sorry for the delay I had to finish finals before starting up this new fic. Well tell me if you like it and give me suggestions of what you'd like to see. Well here we go. BTW this is now post Under Lock and Key

"Professor" Kitty yelled in her mind, which shook the elderly mentor from his sleep.

"What is it Kitty" he thought to her, with a startling tone as he sat up.

"Professor, Kurt and Rogue just teleported out of here. I tried to stop them, but they acted like I wasn't there" she said with an upset tone back to his mind.

"All right kitty relax, we'll find them" he said gently. "Everyone suit up and meet in the cerebro room" he mentally told everyone as they awoke.

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Several minutes later, what was left of the x-men in the mansion, entered suited up. Beast was already at work trying to find a trace of the missing children, on the mansions master computer. While Storm stood waiting for information, Bobby, Kitty, and Amara, struggled to stay awake, while the professor used cerebro. To keep attentive they started to talk.

"It makes no sense. Why would Kurt and Rogue just bolt in the middle of the night" Bobby said.

"Yeah why would they do something like that" Amara wondered.

"I tried to stop them. But it was like they didn't even notice me" Kitty told them.

After several minutes, he took off the helmet and turned to the x-men.

"Cerebro has located Rogue and Kurt on a train headed for Penn Station. If we leave now we can catch them before they get there."

"All right. Let's do it X-men style" Bobby said as he turned into ice.

"Wait Bobby. They like are our friends" Kitty said. "We can't just attack them.

"Oh yeah. I forgot about that" He grinned nervously looking embarrassed.

"Yes Kitty they are. But I have a feeling that a darker force is manipulating them. So we must be prepared for the possibility they might try and fight us. So proceed with caution. But remember you are not to harm them" the professor instructed. They nodded and the group headed for the Velocity.

Outside the ground opened up and the Velocity flew out into the dark ski, as a pair of red eyes lid up from the forest.

"Excellent. Xavier did exactly what I expected" he laughed to himself.

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An hour later inside the vast Penn Station, in New York, three young teens wearing heavy trench coats, wait at a departure gate.

"You know we are getting a lot of stares" Amara said as she looked around at the people passing by.

"You think?" Bobby said sarcastically. "I mean what's so weird about three teenagers in trench coats, hanging out at a train station at 4:30 in the morning.

"Yeah like these coats are suppose to hide our uniforms, but I think they just draw more attention" Kitty added. "Well we better keep an eye out, the trains like do any minute." As if on cue the speakers came on.

"4:30 Train from Bayville now arriving" it said.

"Okay we know what do right. Just make sure we get them outside" Bobby said as he got ready.

"Like calm down Bobby. Your such a Cyclops want a be sometimes" Kitty said rolling her eyes. He ignored her, Amara laughed at the comment a little.

The amount of passengers on the train was minimal so Rogue and Kurt were easily spotted very quickly.

"Look there they are" Amara said pointing at them, which Rouge and Kurt reacted by starting to run.

"Oh no you don't" Bobby said as he shot a patch of ice that made the two slip. It gave the three just enough time to catch up with them. "Hold on what's the deal Kurt?" Kurt gave him a cold stare.

"Get out of my vay" Kurt said darkly. "Or I'll make you" he sneered as he pushed Bobby, who then grabbed him.

"Hey guys, we don't know what's going on. But your not going anywhere to we figure it out."

"Yeah guys like what's going on. We're your friends we care about you" Kitty said grabbing Rogue who stared at her coldly.

"Yah best let go, or ya'll ain't gonna like da consequences" she sneered.

"Come on guys, why are you acting so strange" Amara asked them.

"Vhy don't you just mind your own business. This is your last warning" Kurt said sternly.

"Hey man, we might be friends but if you want a fight, I suggest we take it outside" Bobby snapped back as his hand started to ice up.

"Good idea" Kurt smirked as he grabbed Rogue and then teleported out.

"Professor" Kitty began to mentally contact him but he was already aware.

"Yes Kitty I know, they have gone to the ally at the north of the building, just keep phasing north and you'll get there, Storm and Beast are on their way" he instructed.

"Right" she acknowledged, and without warning grabbed Bobby and Amara and started running. Meanwhile outside Storm and Beast started heading toward the ally when a strange mist surrounded them.

"Very Peculiar" Beast commented as he and Storm tried to see through the mist.

"Yes very. There is something very familiar" She began to say but was interrupted by a voice.

"Auntie O come I need you" Said a voice.

"Evan!" Storm yelled as she turned and saw him deep into the mist. She started to run deeper into the mist. "I'm coming Evan."

"Storm what are you doing" Beast yelled as he saw her run in that direction. "That is the wrong direction, and who are you talking to." He chased after her.

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As that is happening Kitty is phasing her teammates through wall after wall, as they try not to be startled over it.

"Kitty where are we going" Bobby asked as they were running.

"To the ally, that's where they are" she responded.

"Oh just thought I'd ask where the hell we were going." They phase through one more wall and end up in a dark ally.

"Eww it is like so gross in here, and I can't see a thing"

"I'll take care of that" Amara said as she lit up her hands, and shined light into the dark ally.

"Much better" kitty said. The three then went and started walking through but can't seem to find Kurt and Rogue.

"Where are they" Bobby wondered as he looked around.

"Professor can you sense them" Kitty asked mentally.

"It is strange, there is something trying to block me, but I'll try harder" he told her as he tried to concentrate. But then the Velocity started to shake violently. "What in the world" the professor thought but then he saw a frightening sight.

"Hello brother" Juggernaut sneered from the outside of the chopper as he picked it up and started shaking it and pounding it.

"Damn his helmet is on I must use the defenses" Xavier thought as he started to access the controls, but Juggernaut punched through them and grabbed him. "My students I need help" Xavier said as he sent a mental message.

Back in the ally Kitty, Bobby, and Amara got it. "The professor" Kitty said. "We have to go help him."

"But what about Kurt and Rogue, we have to find them" Bobby argued.

"We'll have to get them later, the professor is in trouble right now." Bobby and Amara nodded and the three started to head back to the velocity when a figure got in their way.

"Now what ye be doing here" Said a police officer with a rich irish accent. "It be a crime to be loitering back here."

"Sorry officer, but this is an emergency" Bobby said as he rushed by the officer. The officer drew a strange staff and fired a beam at Bobby knocking him down. "Oh no ye don't" he sneered.

"Bobby" Amara and Kitty cried and Kitty grabbed Amara and phased through the imposter officer and went to Bobby's side.

"Is he okay" Amara asked concerned. Kitty looked him over and he groaned.

"He'll be fine, just a little scratched up" she replied and he started to get up.

"Yeah I'm okay, but that isn't a cop, and he isn't going to be" He said as he turned into ice. Amara turned into fire, and Kitty got battle ready as well. "Okay Amara, we'll fire at him and then Kitty phase us out of sight" Bobby told them and they nodded. As they were about to fire, Kurt and Rogue appeared and Rogue grabbed Amara, draining her

"What are you like doing Rogue Kitty" asked but Rogue simply ignored her and looked at the imposter cop.

"We've done our part, ya'll do yours" She said and Kurt, after giving Bobby a swift kick, teleported out.

"What was that all about" Bobby wondered before he saw Amara done. "Damn it, we've got to get her out of here!" Then a familiar face came on the scene.

"Look it's Storm" Kitty said. "Storm you have got to fly Amara out of her, we'll like attack this weirdo."

"Of course my child" Storm said with a smirk and went and carried Amara away, her eyes glowed yellow and she disappeared off the scene. While Bobby charged at the imposter, and threw an ice blast at him knocking him on his butt. Bobby jumped on him and grabbed him by the collar.

"Okay man, who the hell do you work for, and what's going on" he began but suddenly stopped when heard this beautiful voice.

"Bobby are you like okay" Kitty asked as Bobby got off the man, and started walking toward the source of a music, a beautiful red headed girl, as the man smiled.

"He trapped under the siryn song, ye best go stop him" he sneered. Kitty looked at him coldy then ran after Bobby. The man took a communicator out.

"Yeah Black Tom here, we got things almost rapped up. Is everything else taken care of. Excellent" he smiled.

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Down town at the docks Beast chased after Storm, who was still yelling Evan's name.

"In here Auntie O" Evan's voice called from, indicating a large crate on a large ship. Storm flew up to the boats deck, and entered.

"Evan where are you" she called out his name over and over. Then suddenly the metal crate snapped shut and Storm screamed. "What let me out let me out."

Outside a masked witch doctor smiled and chanted something. Inside Storm passed out. Down on the docks, Beast heard Storm's screams and started to run to her.

"Storm where are you. What happened" he yelled. He started to climb a chain connecting the dock to the boat but suddenly heard shots, and felt pain in his back and dropped. He looked up and saw two familiar faces. "You" He groaned before falling asleep.

"Yep us, you mutie" one hunter sneered. "You'll bring a lot of money where your going." The two laughed and started to drag him away.

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Meanwhile the siryn girl had led Bobby into a warehouse and up the stairs. Kitty followed and then saw the girl.

"If I can just get behind her" Kitty thought and then phased through a wall. The girl continued to sing her soft song and Bobby followed.

"Yes my dear, I shall follow" Bobby said in a trance like state. She led him to the top floor and was about to open the door when she felt something grab her mouth.

"Not so tough when you can't talk" Kitty said as she strengthened her choke hold on the girl. Bobby then snapped out of it.

"Hey what's going on" he asked as he saw Kitty strangling this girl. "Oh Kitty, jealous as usual." He covered the girl in ice and kitty let go.

"Like yeah right, now come on. I think there's something important on the roof." The two ran past the girl who was struggling to get out and were about to enter the roof when they saw Amara being carried away by Juggernaut into another room, not noticing the other man freeing the girl.

"Hey metal head stop" Bobby yelled as he chased the two into another room and Kitty followed. Bobby shot a patch of ice that knocked Juggernaut flat on his face, and he struggled to get back up. "Wow that was easy."

"Yeah" Kitty added. "Too easy, that can't be Juggernaut.

"Hey can't you just give me credit for once, took down Juggernaut" he beamed with pride.

"No seriously that's not Juggernaut," she said as Juggernauts eyes became yellow and turned into Mystique.

"Very perceptive" she said while Bobby went over to pick up Amara, who smiled at him and gave him a big kiss.

"Sorry sugah" she said as she turned into Rogue and he passed out. Then Kurt appeared and grabbed both.

"Sorry we couldn't stay longer Shadowcat, but my children and I have some catching up to do" she said and the three teleported away.

"Witch" Kitty yelled and tried to help Bobby up when the room started to shake from a loud scream. Kitty turned and saw the red-haired girl screaming loudly at her and the ceiling and walls started to collapse on the two before she could react.

Watching this the man patted the girl on the back. "Good job Siryn, now let us be off, we got what we came for."

"Thank you Uncle Tom" she beamed as the two walked off.

"Oh and Juggernaut finish the job will ya" he called out as Juggernaut came into the hall and grabbed the hallway walls and shook the whole building violently making it unstable.

"That should do it, within 10 minutes this building will be nothing but a pile of rubble" he laughed and followed the two up to the helicopter, they entered and Tom took the controls.

"Make sure your brother and the girl are comfortable Cain" He said as both Amara and the professor, who were unconscious, were chained up, wearing collared and secured in their seats. "Yes I'd say this was a very profitable venture" he laughed.

"Just remember my brother is all mine" Juggernaut growled.

"Don't ye worry, the ransom in gold we'll get from the princess will be more then enough" he laughed and Juggernaut joined in as Theresa sat in the corner and just thought to herself. As the helicopter flew away into the dark ski. While Mesmero, who had observed all the events smiled to himself, and walked into the darkness.

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In the building under the rubble, Kitty and Bobby were covered with little room to move their wastes, Kitty tried to phase but her legs were trapped under a rock, and injured. She looked to see Bobby still passed out.

"Come on Kitty, you've got to get out of this" she thought to herself and then heard the building rumble. "This buildings going to collapse, and we're going to be in it." She thought. "Help. If anyone can here me, help we're trapped under here" She yelled over the rumbling building. "Bobby come on get up, get up" she yelled as she used her free hand to shake him, he started to moan, but still wasn't getting up.

As the rumbling got louder, Kitty started to prepare for the inevitable. She closed her eyes. "Wait Kitty you gotta try and think positively and things will work out." She tried to and suddenly the rumbling stopped. "Okay I know positive thinking is healthy but that healthy?"

The pain was getting to her and she started to lose consciousness right before two metal hands pulled the rubble off her and Bobby.

"Good work Colossus" Said Magneto who was concentrating his energy on the building. "Pyro, Gambit, help him carry our guests back to the spheres" he instructed as they pulled the two X-men out of the rubble.

"But boss, why we helping the X-men. It makes no sense they're the enemy." Pyro asked.

"They are fellow mutants," Magneto said. "Besides I sense that the X-Men are no more, and these two could provide useful. Something has happened and I intend to find out."

Gambit and Colossus placed Kitty and Bobby each into a sphere. Then the four mutants entered their spheres and they rose into the sky and floated away, just as the building started to collapse.

Okay that's the second part. Please read and review. Tell me what you like and don't like. I'll write more soon. Suggestions open.