Additional Notes:

1: All X-Men Characters look like they do in X3, and all Clone Troopers look like they do in Episode 3

2: This chapter will be long, what you've all been waiting for no doubt!

Authors Note: Thanks for all the kind reviews keep them coming!

Chapter 3: Blood Of The Innocent

12:30 P.M 'Xavier's School For Gifted Youngster's'

"Everyone is… running, everything is… burning, everything is… dying" said Xavier sadly getting a view of Washington D.C with his powers. "CNN just went out, there's something wrong." Said Logan.

Everyone seemed tense and scared; Jean was already in Scott's shoulders crying she couldn't stand the thought of all the people dying. Storm walked in, along with a few other students including Colossus and Rogue.

"The students think it's the end of the world, what is going on?" asked Storm. "There has been an attack on the International Space Station, and Washington D.C" explained Xavier. Storm was astonished. "What is it, terrorists? Or is it mutants?" asked Storm. Xavier shook his head, he didn't know the answer himself. One of the younger students gave Storm a hug. "I'm scared…" said the student. "It's okay honey, it's far away from here. Nothing is gonna to happen to you" said Storm feeling sorry for the student.

4:30 P.M Washington D.C

General Grievous, the other 4 ships, and a massive squadron of ARC-170 Starfighter's and V-Wings protecting the 5 ships and blasting at all buildings in there way. General Grievous was pacing around the ship impatiently, waiting to land at the country's capital. Grievous then grabbed his comlink.

"Where is this capital located, Sergeant?" asked Grievous. The comlink fizzled with static. "Somewhere in the east sir, it is a large white building" said the Sergeant. "Land the 482nd troops in the…" Grievous was cut off by a huge explosion that hit the ship. It was the U.S army fighting back! They were firing at the 5 ships! Grievous cackled. "If it is a fight they want, then it is a fight we shall give them…" said Grievous… "Sir!" said the Sergeant. "Yes, Sergeant, have you found out anything about the School?" asked Grievous. "Sir, we have found it 'Xavier's School For Gifted Youngster's'?" asked the Sergeant. "Yes, yes go on" said Grievous excited. "We're sending you the coordinates now… meanwhile the 482nd will go on reconnaissance to find another heavy population of these mutants, good luck General! Sergeant Xeo, over and out." Finished the Sergeant. "Pilot! Full speed ahead to these coordinates!" yelled Grievous.

Grievous typed in the coordinates for the pilot, but was still being shot at by the local militia. Grievous held up his comlink. "BARC Troopers, follow me!" yelled Grievous into the comlink. About 3 hours later, they could see the School from the sky, but they would sneak into tonight… they landed in a nearby forest and set up a camp. Grievous stepped out of his transport and went to Commander Faowat discussing the mission for tonight. "We shall hit the school in 0700 hours sir, we will be in BARC Armor, so we cannot be seen while walking around the camp, or while walking into the school, and we'll set our weapons for stun. The codename for this operation is, 'Order 19' sir!" Explained Commander Faowat. "Excellent plan, Commander, we shall CRUSH them!" said Grievous…

9:45 P.M 'Xavier's School For Gifted Youngster's'

Everyone was now worried at 'Xavier's School For Gifted Youngster's', every student were in there rooms asleep because of the attacks. Downstairs Storm, Jean, Logan, Professor Xavier, and Scott were discussing what they should do. Suddenly a door opened upstairs, it was none other than Kitty! She tiptoed downstairs and walked through the entrance of the school, with no one noticing. She walked outside, to her favorite spot, in the forest! She heard lots of mumbling, it scared her, but she continued to walk toward the mumbling…

She seen men in Green Uniforms, walking around they didn't seem to notice her so she let her curiosity consume her. She walked up to a man in a White uniform, who had his back turned to her. She tapped him on his shoulder.

"Excuse me, could you tell me what's going on?" asked Kitty. The white soldier turned around and looked at her then pointed his gun at her, Kitty fell down from the shock. "Hands up! Stand up!" commanded the soldier. Kitty was shocked, but she did as the soldier asked, she didn't want any trouble. "What did I do?" asked Kitty scared. "According to CIS 'Order 19' every single one of your kind… is an enemy of the Confederacy Of Independent Systems!" said the soldier. Kitty couldn't speak, she was shocked she couldn't believe all mutants were an enemy of something it made her so angry… but sad at the same time.

Suddenly another Green soldier walked up to the white armored soldier. "Commander! Sir, why are you talking to this… scum? Blast it!" yelled the BARC Trooper. They both pointed their guns at Kitty. "Wai…" Kitty was cut off by shots that hit her and… killed her. Drawing her last breath she heard huge footsteps coming toward her and a masked face with horrible looking eyes staring at her. And then a cackling voice…

To be continued…

Next Chapter: Order 19…