A/N Hey everyone, I know, it's been forever since I updated, but I wanted to put up a chapter on my other story, and it was kind of confusing making him a sort of bad guy in this story, and the hero in the other, so I just dropped both for a bit. Any way's, I know I said this would be the last chapter, but it was really long, so there's one more. RR please!

Kurt had stayed far enough behind Kitty that she wouldn't be able to see him, but he still was afraid she would notice him, and get mad. She didn't seem that happy to see him at school, it worried him, so he decided to follow her home.

After 20 minutes of following her, he realized he didn't have much to worry about. She was off in her own little world, stopping to stare at a random cloud or flower, and she took 45 minutes to get home, twice as long as it normally took. He didn't know it was because she was trying to think things out.

He didn't know anything about what was going through her head when she was kidnapped. He didn't know that she was thinking about him, how she couldn't remember first meeting him. All he knew was someone had taken her, and he had to get help. He quickly teleported back to the mansion, in search of help.

"Scott! Scott!" He called as he landed in the front room. "Professor, Logan, anybody!" Usually, screaming loudly could bring at least five people out in seconds, but Kurt was afraid that they didn't have enough time, and yelled louder, as if to make the others go faster.

"What is it, Kurt?" Scott asked. He was pulling on his boot; he was already halfway dressed for whatever Kurt was yelling about.

"It's Kitty!" Kurt exclaimed, "She's been kidnapped!"

Bobby, who was leaning on a door frame, said, "Oh, is that all? I thought it was something important."

"Back off Drake," Scott said sternly, "If Kitty needs our help; we have to give it to her. If you want to sit this one out and let Ray take your place, that's fine, but I don't want you coming if you're going to act like that."

Bobby threw his hands up in the air in exasperation. "Am I the only one who realized that she ditched us? Why should we go try and save her every time she gets in trouble, she would have been fine if she never left."

Scott stared at him for a second, and said, "You have five minutes to get ready, if you're not out in the garage by then, Ray's taking your spot." He and Kurt took off to round up the others.

"Don't bother waiting!" Bobby called after them.

"How are we going to find her, Scott?" Kurt asked. "We have no idea where she is."

"Then we'll have to go to the source of the problem," Scott said, and Kurt gasped.

"You can't mean…"

"Yup, we're going to the Brotherhood's house."


"You know, I've never been in here," Amara said, as the X-van pulled into the Brotherhood's driveway.

"You're probably better off," Kurt said, "I went there once with Kitty, and there was pizza boxes stacked to the ceiling."

"Yeah," Jean agreed, "they're not exactly known for being neat-freaks."

"Well, they're the only one's who can help us," Logan, who was driving, said. "And besides, elf," he grinned, "you're room's starting to look like a shrine to Burger Bomb."

"That's different," Kurt insisted.

Logan, Jean, Scott, Rouge, Kurt, Amara and Ray had piled into the X-van to go to the Brotherhood's house. Amara had replaced Kitty on the main team, and Ray was there in Bobby's place. Storm and the Professor were back at the mansion, trying to use Cerebro to contact Kitty.

The Professor was trying to telepathically contact Kitty when she was kidnapped. He noticed that something was wrong with her mind immediately, and was startled when he found her memories had been changed. He had called Logan and Storm even before Kurt started following Kitty home. They had been preparing the X-van, and Rogue, Jean, and Scott had already started getting ready by the time Kurt got back.

The other X-men were just pulling up into the house when Lance, Todd, and Fred came running out, with Pietro right behind, looking more worried about the murderous glares the others were giving him than hurrying to the jeep.

By the time Lance saw the X-men, he had already grabbed Pietro, and was pushing him to the car, mumbling something about the fastest guy around was too slow, when he noticed them.

"What do you want, we're busy now," he snapped.

"We just want to help you find Kitty," Scott said.

"How'd you know she was gone?" Todd asked.

"You took her, didn't you?" Fred accused.

Lance rolled his eyes. "Fred, we know Magneto took her."

"Oh, yeah," Fred said, scratching his head in confusion.

"Look, we just want to make sure she's okay, do you know where Magneto's base is?" Scott asked.

Lance paused, as if trying to figure out where it was. "No, I don't," he admitted after a few seconds.

"I do," Pietro said. "I need to see some maps though, I haven't been there in a while, and I don't know if I'll know how to get there."

"Than how have you been talking to him?" Fred asked.

"My cell phone, it was his idea to let Kitty join us," Pietro admitted. "I've been calling him every couple days, and he said that there was a good chance that she'd switch to our side, and he told me to convince her to come over here, to join us. But he never said anything about changing her memories," he insisted.

"Wait, change her memories?" Ray asked. "Who said anything about changing her memories?"

"Mastermind changed her memories," Lance explained, "all of ours actually. We didn't even realize until Pietro mentioned that she was one of you."

"And then everything fell apart," Todd said.

"It was really weird feeling," Fred finished.

"So that's why she was acting weird today!" Kurt exclaimed.

"Yeah," Todd agreed, "until a couple of minutes ago, I would've sworn she never was an X-man, but now, it's all really confusing."

"Well, let's not waste time talking," Scott said, going into his leader-mode, "lead us to Magneto's base, and we'll take it from there."

"What!" all the members of the Brotherhood exclaimed.

"Why should you get to save her?" Lance demanded, going right up in Scott's face. "You kicked her out, remember? Besides, she's my girlfriend, she's on our team. Why should you get to be the ones to rescue her?

"Because, let's face it Lance," Scott said, smirking, "we can save her, when was the last time you guys defeated Magneto?"

Lance cheeks burned with embarrassment. "Well, see if you can get to him without us," he said, and grabbed Pietro. He threw him in the jeep, and glared at Todd and Fred. They followed him into the jeep, and they took off.

"X-men, back in the jeep," Scott said. "We've got to follow them."

"Why?" Kurt asked. "They don't know where they're going anyway; Pietro never got the maps he needed."

"And with a car full of guys, you can guarantee they're not going to stop for directions," Rogue said.

"And there's probably not going to be a sign saying, 'Magneto's secret lair; 5 miles," Ray said.

"This is no time for jokes," Scott told them sternly, "we've got a GPS locator in the X-van, if we catch up to them, we can give them the maps they need."

"So, let's go," Jean said.


Somewhere else

They kicked her out. One little fight and Scott had thrown her out. Yeah, she broke curfew to go out with Lance, and she called them all jerks, but that was no reason to kick her out. She barely had enough time to pack her stuff when Scott came into her room.

"Where were you all night?" he demanded. "It's almost 2 in the morning."

"I was with Lance," Kitty said. "I told you I'd be late when I left."

"That was seven hours ago!" Scott said. "Kitty, if you can't follow the rules, you're not going to be allowed to stay."

"You can't kick me out," she said, "the professor's in charge, not you."

"Watch me," he smirked, and picked up some of her bags. He carried them down the stairs, threw open the door, and tossed them outside. "The professor's in Washington right now, he won't be back till Sunday, I'm in charge. Now get out."

"What about Logan, and Mr. McCoy?" Kitty asked. "You can't just kick me out, Scott. Where am I supposed to go?"

"Why don't you go live with your little boyfriend?" He sneered. "Obviously, you'd rather be with him than with us."

"You know what? That sounds like a great idea," Kitty said, picking up one of her bags. "I'm going to join the Brotherhood."

"Good riddance," Scott said. "In fact, I'll even call him so he can pick you up." He went inside, and she could hear him talking to Lance. "Lance, it's Scott, get over here and pick up your girlfriend, now."

There was a pause, and Scott said, "Because I'm sick of her sneaking out of here to see you. From now on, she's on your team, you can deal with her."

Another pause, "No, he's not, and if you call him Baldy one more time…"

Pause. "Yes, I'm serious, just get over here and pick her up before I put this place on Defcon 4, and it fry's her." He slammed the phone down, and, right in Kitty's face, slammed the door.

Another time

Kitty had just started getting used to the staring people had given her, they all knew she had joined the Brotherhood, and they weren't happy.

She was slammed into her locker, and when she looked up, Bobby was there, ready to punch her. But it wasn't just Bobby, Ray and Sam and Jubilee was there as well. Kurt was watching from down the hall.

Bobby punched her, knocking her to the ground, and Ray kicked her in the stomach.

"Did you think you could just leave us?" Bobby asked, pulling her up by her ponytail.

"What are you talking about?" Kitty asked.

"Don't play stupid with us, Shadowcat," Ray said, "Scott told us that you walked out on the X-men. We're your teammates, did you think you could leave, just walk out on us?"

"Bobby, Ray, stop it! You guys don't know what you're talking about! I didn't leave willingly, Scott kicked me out!" Kitty screamed.

"Sure," Sam said, "don't bother lying, Kitty, its over."

"There's no way Scott's going to let you back now," Bobby said.

"Kurt," she called out, hoping he would stop the others. "You know I didn't want to leave, Scott kicked me out," but Kurt just turned away.

"So when you realize that living with those losers isn't working out, don't bother coming to us," Ray said, and they left.

Kitty was confused; her friends weren't her friends anymore. Kurt, who was once her best friend, had left her to the mercy of her old teammates. The only ones she had now where the Brotherhood, and Magneto. Magneto was her leader now. She had no loyalty to Xavier anymore.

The X-men weren't her teammates any more.

Kitty opened her eyes, a swirl of confusion at first, but suddenly, she knew where she was, and why she was here.

She was waiting to destroy the X-men.


"You changed her memories so she'll kill the X-men?" Pyro was asking Magneto. "Boss, have you realized the serious flaws in this? I mean, besides the fact that no amount of brainwashing can make an X-men go against the team, this same idea was used on last weeks episode of 'Teen Titans'."

"How do you know?" Remy asked.

"There's some great material on that show," Pyro said. "Anyways, am I the only one who sees how crazy this is? Besides, her powers are defensive, she can't hurt anybody, she can just go through them. 'Ahh! She's put her arm through my chest.' Yeah, that strikes fear in my heart."

Remy burst out laughing. "Magneto, Remy's sorry, but if the Pyro can tell that your idea's a bust, you're in big trouble."

"You don't understand," Magneto insisted. "She can't defeat the X-men single handedly, she is merely a test. As we speak, the X-men are on their way here, coming to save her. But now she thinks that they've betrayed her-left her to us. Even if these false memories don't work again," he glared at Mastermind, "the X-men could never let her back on the team."

"What about Rogue? And Boom-boom?" Pyro asked. "They fought against the X-men, and they're on the team."

"Rogue was misled by Mystique, the X-men knew that, and, well, Tabitha isn't the most well-controlled child there is," Magneto said.

"Are you kidding?" Pyro asked. "I've met her; she makes your kid look like an angel."

"You don't think the Brotherhood would have told them?" Remy asked.

Magneto was fed up. "Just leave," he said. "I can take care of my ideas by myself."

Remy and Pyro left, Pyro grumbling about how Magneto got all his evil ideas from television, and that he could get much better evil plots. Magneto sighed; he wished he could get rid of John, but he was one of the only ones willing to work for him.

But if this experiment worked on Kitty, all that would change. The values of right and wrong would be eliminated, replaced by fury, much like what had happened to his daughter. She had become most powerful when she was angry. With Kitty's only memories being one's where the X-men had left her out, she would stop at nothing to defeat them. Xavier had spent countless hours working with her, training her, and preparing her for the life that she was going to lead. She was ready attack the team who had taught her to fight.

If half of his team would be like that, Magneto would be unstoppable.

Ok, RR please! Hope you liked it!