Important Notice: I am currently re-writing all of the chapters in this story, because, looking back, I have a lot of plot holes and my writing is pretty weak at some parts. Please bear with me I would still appreciate feedback on if you like the new version of the chapters and if it makes more sense. It would suck to rewrite everything and then have it be worse than before. Thanks! You guys are awesome 

I also want to apologize for the lack of updates. I have no excuse. I'm just an awful person  I hope I haven't lost too many of you. For those of you still reading, you are the BEST and I love you to pieces!

A/U: Lance Alvers was orphaned when he was 7 and sent to an orphanage. There he met Katherine Pryde, a fellow orphan at only 5 years old. Ten years later, they meet again, but this time on opposing teams.

Disclaimer: I do not own X-Men, and I am not making any money off of this.

Taking Over Me

She was all alone, lost in a dark abyss. She could hear thunder, and someone was crying. She looked around, but saw no one. She opened her mouth to speak, to call out to someone or something, but suddenly she felt a presence behind her. The …person wrapped its arms around her waist and held her close.

"Don't worry…I'm here now…You're going to be fine…"

The voice was low and masculine. It sounded comforting… and yet, at the same time, the voice hurt to listen to.

She was confused. Who was this person, why was he holding her, and what on Earth was he talking about? Of course she would be fine. There was nothing wrong with her… yet. She struggled to get out of his grasp and cried out. He took a step back. She couldn't see his face, but his body language showed that he was discouraged.

"What's…what's wrong?" he said, his voice ridden with confusion.

"I- Do I know you?" she spoke for the first time.

"Kitty…" the boy said; hurt clouding his face even more. "Don't—don't you remember me?"

A puzzled look made its way onto her face. "I-"

She stopped when the boy turned away and bowed his head. "You don't, do you?" he said, dejected. "I should have known."

He sighed. "Goodbye, Kitty."

"But—wait! Please don't go!"

She moved to stop him- something had seemed familiar about him, she just couldn't rememberwhat—but he was gone. He had dissolved into thin air!

She was back where she started now, all alone. The crying grew louder, finally turning into a horrified shriek. That's when she realized it—she was the one screaming!

She was falling, falling into nothingness, dark blackness, screaming for help, but to no avail. Out of the darkness appeared two glowing eyes. They were filled with sadness. She screamed even louder.

"Someone…Anyone—Help me!"

"Don't you remember?" the voice echoed over and over again.

Still screaming, she clutched her head as if trying to drown out the voice, trying to make it stop. A ghostly feeling ran through her body as she screamed louder, falling faster.

"Remember…remember…remember…"

Her screaming stopped abruptly as she hit something hard.

Kitty's eyes flew open as she hit the ground. She expected to see the familiar crème colored rug from her room, guessing that she had fallen off her bed. She panicked when she awoke on a cold, cement floor. Where was she? Her heart pounded faster and faster.

She let out an earsplitting shriek.

Quickly, she picked herself off of the floor, looking around desperately for clues as to where she was. An old couch with broken springs sticking out of it was to her immediate left, a washing machine next to a dryer, a small television on a table… She was in her basement. From where she was lying, she could she the cobwebs in the corner of the room.

She screamed again. She was breathing heavily, holding herself, trying to figure out how she got into her basement.

Finally, light entered the basement as her parents opened the door, and, seeing her there, rushed down the stairs to her.

Her mother ran to hug her, calming her, patting her back soothingly. "It's okay, Kitty. You're fine, everything's okay. You were just sleep-walking, you had a bad dream," her mother told her. "Shh… calm down…deep breaths…"

Kitty gradually started breathing normally again. "But how could I have gotten down here? The door was locked!"

Silence followed her statement. Then her father spoke. "I… I think I have an idea of how…" he trailed off, looking at the ceiling. Hanging there, suspended halfway through the ceiling, was her pillow and her blanket. Kitty and her mother gasped.

"But… but how? I-I can't do that!" Kitty said hysterically, her breaths becoming rushed and uneven again.

"I… don't know…" her father said, walking over to her, hugging her.

"What am I? What's happening to me? I'm- I'm a freak, aren't I?" she sobbed, not able to hold in all these emotions she was feeling. Wonder, fascination, curiosity, horror, disgust, self-loathing...

"You are NOT a freak, Kitty! And no matter what, we will always love you."

Kitty's crying gradually lessened as her parents held her.

After Kitty had managed to calm down, she went back up to her room, got dressed and ate breakfast. She was still in denial, and doing everything in her power to try not to think about it.

"Kitty?" her mother asked. "Are you sure you want to go to school?"

"Yeah—it'll give me something else to think about. I think… I'll go crazy just sitting here all day…" she looked away from her mother, ashamed.

"Kitty, it's not your fault…people don't have any control over these things…"

"I know, I know, but—why me? What did I ever do wrong? I- I just feel like I'm being punished for s-something…" she said, rubbing her red eyes.

"It's not a punishment…you were just born that way, honey. Everyone is different…"

Kitty nodded and looked down. "Well, I'd better get to school…bye Mom," she said as she kissed her mother and headed for the door. With a final wave she headed out, beginning her walk to school.

Kitty's mother sighed and sat down at the table in the kitchen with a huge mug filled to the brim with coffee. Boy was she ever going to need it! It was barely 8 o'clock, and she already was having a bad day. She hardly knew it was going to get even worse…

In front of a very large computer screen sat a man wearing a headset, his brow furrowed in concentration. Suddenly a red signal went off.

"Discovery- Mutant signature. The second detection in this vicinity. Extrapolations complete. Identity confirmed. Name: Kitty Pryde. Residence: Northbrook, Illinois. Age: 15," a monotone computerized voice stated.

The man took off the headset and gently set in down on the desk before him. "Jean, prep the Blackbird."

The red-head behind him looked a little surprised. "Just me, Professor? Why not all of us?" she asked.

"Because I think that you have the best chance of connecting with this girl," he told her confidently.

"Ach…I hope so… But how are we handling the other kid Cerebro spied out—the one in the foster home?"

"Yes, Lance Alvers—I'll worry about that. I think it would be best if you just keep you focus on Kitty's parents. After all, you'll be like a model of what we're offering them. No pressure."

Jean laughed. "Yeah, no pressure," she said sarcastically. "I think I would have preferred my midterm…"

"Don't worry, you'll do fine," Professor Xavier told her, smiling. And with that, they headed towards the hangar.

Little did they know that there was someone else in the room. A mouse scurried outside. Once safely outside the gates of the Institute and out of sight, the mouse morphed into the silhouette of a woman.

She laughed. "You may have a head start on the girl, Charles, but I'll beat you to Mr. Alvers." A malicious smile found its way onto her features.

Mrs. Pryde sat in her kitchen, eating her lunch, thinking about what had happened earlier that day.

All she had ever wanted was a child, someone to take care of, to nurture, to watch grow, and naturally, when she found out she couldn't have children she had been very depressed.

Then Arthur had looked up all the information about the orphanage and told her about it and she had been so excited! And when she had first seen Kitty, with her big, blue eyes, her heart-warming smile and gorgeous brown hair, she had felt so utterly content knowing that she was going to be her mother!

And now, her heart was breaking as she had watched Kitty leave this morning knowing that her little girl, her baby, was loathing herself, blaming herself, for simply being different. She felt so helpless, not being able to make her daughter smile, not being able to make her understand that she and Arthur loved her no matter what!

Mrs. Pryde's reminiscing was interrupted by the doorbell. She blinked quickly, and then turned to look at the clock. It was 3:30…That's odd, she thought. I wasn't expecting any company…

She set her coffee down on the table and answered the door. "Yes?" She was slightly confused—she had never seen these people before…There was a bald elderly man in a wheel chair, and next to him a tall redhead stood smiling.

"Good afternoon," the man said. "Are you Mrs. Pryde?"

"Yes... How may I help you?" she asked, more than a little confused with what these strange looking people were doing at her house.

Arthur came out of his office. "Who's there, honey?"

"Please, may we come in for a moment? We'll answer all you questions and anything you need—" the redhead spoke.

"Miss, you can talk to us out here," the man Jean assumed to be Kitty's father came up behind Mrs. Pryde.

"Very well," the man said, not looking taken aback in the slightest. "I'm Professor Charles Xavier and I run a special boarding school in Bayville, New York. This is Jean Grey, a student of mine-" he gestured to the girl at his side. "We wished to speak to you about Kitty and her situation. I think you have realized Kitty is going through a very unique transition right now. We just want to help her through it-"

"Look, sir, that's none of your business-" Kitty's father started.

"Please, just give us a chance," Jean said. "The Professor can help Kitty control her abilities so she can be a normal teenager; at least as close as we can get to being normal…" she added as an after thought.

Mr. Pryde looked ready to close the door in their face, but Mrs. Pryde hesitated. "Maybe we should let Kitty decide… She should be getting home soon."

Her husband looked at her oddly, silently questioning her. She looked away. Even she wasn't sure why she had said it.

The woman known as Mystique was on yet another of her 'recruiting' missions. She was in Chicago, looking for the teenager named Lance Alvers.

According to what she had overheard from Xavier, he was living here in a foster home. He had been expelled from his current high school, for breaking into an administrative office to steal test answers. This is almost too easy.

Before emerging from the shadows where she had been watching him, she morphed into Raven Darkholme. Lance was sitting alone on a hill.

"I'd say you've blown your chances at this school," she remarked.

"And you are?" he snapped.

"Your new advisor. I've made an opening for you at Bayville High School." Having said this, she morphed into her natural blue form. The boy looked taken aback for a moment but soon recovered. "I have much to teach you, my young Avalanche," she smirked.

Kitty was upstairs in her room, packing. When she had gotten home exactly a week ago, her parents and two strangers had been sitting in the living room. Her parents had looked sullen.

"Is everything all right?" she had asked them. Then they explained who the man was, and now she was going to live with them. She didn't want to leave her parents, her home, but she really wanted to learn how to get her powers under control. She just wanted to be normal.

All her life, people had always treated her differently once they found out she was adopted; they always felt sorry for her. Now, with this new 'gift' surfacing, she was sure that people would treat her differently, but not with pity.

Kitty sighed. The older girl, Jean, seemed nice enough, so she was hoping that the other kids at Professor Xavier's 'school' were as kind. I wonder what kind of powers they'll have.

Once she had packed her vitals (a couple of outfits, pajamas, her laptop, and basic hygiene products—she could buy more stuff once she got settled in) she went back downstairs.

Her father and Professor Xavier were discussing something or other about the Institute and Jean was reassuring her mother, who was more than a little nervous about sending her daughter all the way to Bayville. She had been like that all week.

The conversations stopped when she reentered the room.

"Do you have everything you'll need?" Jean asked her.

"Yeah."

"Okay then. We'll just wait for you by the jet in the clearing."

Kitty smiled weakly. "Thanks, Jean," she said as the Professor and Jean left the house. They had arrived back at her home to pick her up an hour or two ago, and she now had all of her stuff together and it was time to leave.

"Well, I guess this is it," she said softly as she turned to her parents. "I'm—" she sniffed. "I'm really going to miss you mom, dad…" she was trying not to cry, trying to be strong. After all, she didn't want them to cry either. "I really love you guys," she said as she moved to hug her mom.

"We love you too, Kitty," her mom managed to get out before breaking onto sobs. "Just—please, be careful, and don't—don't get into trouble, okay?" she smiled to lighten her mood.

"Don't worry Mom, I won't. I'll email you and Dad every day, okay?" She looked at her dad.

"Okay, honey," he said. "Now go and catch up to them, you don't want to keep them waiting," he said and cracked a grin.

"Okay, Dad," Kitty couldn't help but grin, too, as she hugged her dad. She finally broke away and walked to the door. "Bye, Mom! Bye, Dad! I'll miss you!" she called form outside. Then she ran off towards Jean and the Professor.

One Week Previous

A scruffy teenage boy sat by the window of an ancient looking boarding house. His eyes were yellowish and his skin had a mild green tint to it. It didn't seem like he bathed much. He had gone over to the window when he had seen a sleek, black car pull up in front of the old house, which seemed to be collapsing.

"Hey, yo," he shouted to the other room. "Do ya think it's the boss lady?"

What appeared to be a white blur zipped over to him. When the figure became clear, a skinny, pale boy with white hair was visible. "Gee, Toad," he said to the first boy. "How many people do you know with nice cars like that would actually stop in front of this dump?" he asked him, his voice dripping in sarcasm.

"Shut up, Pietro," Toad retorted, glaring.

At that moment, a huge guy with blond hair and a Mohawk walked in. "I dunno, Pietro," he said, scratching his head. "How many do we know?"

Pietro rolled his eyes. How he, Pietro, God's gift to the world, ended up living with these losers, he did not know. It was Mystiques fault, he supposed. After all, she did recruit them. "Never mind, Freddy. Just go back to watching TV." he said as if speaking with a child.

"Okay…" and with that Fred walked back into their pathetic excuse of a living room and settled down on the couch which was littered with stains and holes.

"I'm with him, yo," Toad said as he hopped off to join Fred on the sofa.

Pietro stayed put and watched as Mystique got out with some guy he had never seen before. Oh great, he thought, another idiot to add to the collection. He turned from the window and went to the living room to watch TV with Fred and Toad.

A/N: So how was it? I'm sorry it took so long, but at least it's a bit longer than most of my chapters…Please review, and thanks for reading!