Disclaimer: I do not own anything xmen.

Quick note! I've never been to Broadway nor New York. So if things don't sound right or aren't correct logistically speaking, just humor me and pretend they are. ;

O what can ail thee, knight-at-arms,

Alone and palely loitering?

The sedge has wither'd from the lake,

And no birds sing.

-John Keats

Alone and palely loitering?

The light of a cigarette butt glowed in the darkness across the street from an opera house. It was opening night for La Traviata in New York and there were plenty of pockets and silver encrusted clutches to pick; however the thief on the corner was in no mood for business tonight.

At least, his kind of business.

Across the street, the Broadway bustled. Spotlights were flashing, cars were coming and going, dropping off tall women in expensive dresses and dashing men in tailored tuxedos. The lights that illuminated the sign La Traviata cast an eerily glow on the audience whom waited outside impatiently; some complaining of the cold, their feet, the service. Some of the light and glamour spilled into the street and almost all the way across to where Remy stood. Yet, his disposition set an impenetrable barrier around the gloom that enfolded him.

The cigarette blazed hotter for an instant as he inhaled deeply; the increased flare was completely unseen by the ritzy horde.

'Remy will not be seen tonight,' he thought coldly and set to watch the masquerade ensue before him.

"Jesus CHRIST!" Scott stood at the bottom of the stairs with Logan, Storm, Hank, and the Professor. He started to impatiently tap his foot, vehemently thinking to himself, 'Why aren't these kids ever on time!'

While the adults watched him and all asked themselves just how old did the boy-leader thought he was.

The men were all garbed in almost identical tuxedos, much to Logan's dismay. He had been forced to shave, shower and brush his hair; a cleanly Wolverine was not a happy Wolverine. Hank had gone in for a trim a few days before; while most of his blue fur was covered, the spots that shown were glossy and well kept. He done even donned contacts for the occasion. Scott had placed on his most discrete eyewear and slicked back his straight hair; a surprisingly refreshing look on him. However handsome they looked, though, none of them could compare to the breathtaking elegance and beauty that was Ororo Monroe.

Her long hair was let loose and shimmered down her back like a clear starry night. She was wearing a deep blue, backless dress that hung delicately to her figure. She had the air of a goddess; towering over most of her companions in a graceful demeanor that she was fully aware she possessed.

She glided over smoothly, flawless even in heels and long gown, to the impatient boy and calmly reassured him.

"We aren't late, Scott, far from in fact. Be patient. Trust me; it will be worth your time." She smiled down at him, knowing full well what was going on upstairs.

"Oh HELLZ nah!" Rogue stared in horror at the 2 inch stilettos that had been placed before her. "Dress, fahne. Makeup, fahne. Hair? Pushing it, but fahne. This! Nah! Nah!"

Kitty, desperately applying last minute concealer to an unsightly blemish, whirled on her friend. A dark look passed over her usually light features

"Listen, you!" she fiercely stabbed the cover-up stick at her friend, "I did not spend my entire afternoon discounting myself to make you look good just for you to not wear the brand new Jimmy Cho's the Prof. coughed up for us! So suck it up, girl!"

Kitty threw her a fierce look and turned abruptly back towards the mirror. Her mouth fell open and her brow furrowed in concentration as her slowly dabbed a pimple with the makeup. Giving up in pure frustration, her let out a half-scream, brutally rubbed her chin and plopped face down on the bed.

"I'M HOPELESS!" she wailed into a pillow

Rogue's jaw dropped; the girl had just had a massive mood swing and was almost on the verge of tears. She realized that no amount of protesting from her would get through to Kitty, with her in this state of panic. It's not like she had any other shoes anyways.

Jean threw open the door, causing it to crash wildly again the wall. With a frenzied look in her eyes, she tottered in as fast as she could in her own heels.

"Quick! Help! Blue shawl or green!" She help up to deeply colored warps, equally beautiful and elegant; both matching perfectly to her dress. Kitty rolled of the bed and inspected the two.

"Blue." Kitty yelped.

"Green." Rogue said, simultaneously.

Jean growled in frustration and exclaimed, "You are NO help!" she then stamped her foot in annoyance and marched over to Kitty. "You and I have got to work on that blotch."

"IIIIIIIIIIIIIIIIII know!" Kitty cried and immediately sat herself down in a chair by the mirror. Jean went straight to work and not another word passed between the two girls as she worked. And the room lapsed into an uncanny silence.

Rogue took this opportunity to check her own makeup. Leaning around the two girls, she stretched at her cheeks, angled her face and made every possible expression her could muster to make sure that the makeup would hold. After a few rounds of poking and prodding, she was satisfied.

The makeup once-over seem to have soothed the frantic girls. Rogue put on a grim face as Kitty helped Jean into her dark blue shawl and proceeded to strap on the heels. They were fantastic and all, but it would demolish her reputation.

Jean idly stared into space while looking at Rogue's shoes. She muttered finally managed to mutter out, "Jeez, Rogue, those look incredible on you."

Rogue looked up, foot propped up against the bed and the skirt of her dressed hiked up to her thigh so she could easily access the ties, and smiled. "Thanks, and the blue shawl was a good choice."

They all smiled warmly at one another and for the first time that evening, the three girls were at peace and almost ready to go.

"Are you guys ready?" Kurt's head popped in the doorway, his thickly accented voice cutting through the tranquility unawares. His face was swiftly met by flying pillows and a chorus of "NO!"

"Alright, alright. Frauen!" he yelped, dodged a few more pillows and raced downstairs to await with the others. He himself was running late as he had forgotten to use the Head and Shoulder's Anti-Shedding Formula and had blue hair all over his grey, pinstripe suit. He had spent the last hour with three lint brushes, two hands and a tail trying to get it all off.

"Nice suit, bub," muttered a jealous Logan when Kurt had made it downstairs. He would've given anything to wear something not matching with Scott. The kid had spunk, true, but corresponding him was an agony he was almost unable to bare.

Sensing the malicious jealousy in his tone, Kurt moved to stand next to the Professor with a quick "Danks." Xavier smiled softly, amused at the two.

"I think it's time to get going, my friend," he spoke and mentally called the last remaining three of their party downstairs.

Quite contrary to their attitudes only minutes before, the three came down quietly and calmly. Their minds were all racing a millions times a minute.

Jean sauntered down the stairs in a dress of rich, ombré hues. Surplice V-neckline, attached brooch detail at empire waist, and a flowing skirt of sheer-over silk that stopped halfway down her calves; Jean looks amazing. Her hair was loose and slightly curled which startling red gave a pleasant contrast to the dark teal of the dress. The classic gold heels make her legs look deadly long and athletic. Scott was literally almost drooling. Giving herself a mental pat on the back for the victory, Jean linked arms with her equally gorgeous friends next to her.

Kitty was in a black, crinkled silk chiffon dress with gold, braided straps, and a gold charmeuse sash tied in a pretty bow at the empire waist. Bubble hemline gave the look a fun finish, which was trademark Katherine Pryde. She pulled the dress off elegantly with simple black pumps and gold shrug, which her hair half up and pale gold dangling earrings to top the outfit off.

Rogue, still skeptical at her new found control, decided on something a bit more conservative. The dress was black silk with a wide neckline that was worn off her shoulder, exposing ceramic white skin below. It was ruched at neckline, bodice and on the three-quarter sleeves. The waistline dropped into a full A-line skirt that fell below the knees. If anything, she felt fit for dancing in the free flowing dress. She had let Jean and Kitty curl her hair completely, save for the white bangs which they only gave a slight wave. She wore a black chocker collar with a fake black jewel that hung at the hallow of her throat. With stiletto black Jimmy Choo's, she looked absolutely stunning.

The men were flabbergasted, minus of course the Professor. They hadn't known that such beauty had laid hidden beneath the surface of their fellow teammates.

"Such a fine evening has only been made finer by these elegant beauties before us," Hank spouted, breaking the almost-too-long silence. He offered his arm to Rogue, saying, "Shall we, m'dear?"

Rogue gave him breathtaking smile, "Why, of course, good sir. I apologize for the wait."

He clucked his tongue at her, "Not at all! It was well worth the wait." He wink at Storm and proceeded to lead Rogue out to the limo they were taking to New York.

Scott quickly took the hint and offered Jean his own arm. Smiling, Jean took it and they followed. Kurt stood, jaw-hanging, looking at Kitty until Logan gave him a good hard push followed by a quick, murmured, "You aint gon' get her that way, Elf."

Ororo walked by the Professor's side out to the car, followed lastly by Logan, who was still fiddling with the bow tie he was wearing.

'I don't understand why I have to wear a bow-tie and the elf doesn't….,' he thought, turning off the lights and shutting the door behind him.

'Because, old friend, I'm sure the tie you would have picked out would have been slightly inappropriate,' Xavier commented lightly to him.

Logan smirked and said out loud, "Sure as hell it would've been."

The Professor laughed and Storm looked at the two quizzically. Shrugging it off, she climbed into the car, followed by the other two and they were off to Broadway.

"Uh….Ah have to use the restroom…." Rogue said quietly when the reached the crowded theater. She had no desire to be around that many people at once. The Professor gave her a knowing look and before anyone could oppose, he gave her permission.

"We will go inside and take our seats. Here is your ticket and when you are ready, you can join us." He handed her a large ticket that she swiftly clipped into her small clutch, whispered a thank you and separated from the group.

The limo had taken off a few minutes ago, but it had only taken that long for her to feel uncomfortable. Rogue still couldn't handle large crowds, regardless of her progress. Plus, she really did need to use the restroom. It had been a long drive and she never really did have a mother to tell her, "Use the bathroom before we go 'cause we aren't stopping." So she clicked her way into a large, white marbled bathroom.

On her way out, she inspected herself in a large vanity mirror. She looked beautiful. More beautiful than she had in a long time. And she liked it. Her curls were just beginning to fall out, giving her a more relaxed look than she had started with. The makeup had righted itself and blended in with skill that only wear could bring. Smiling, she touched her reflection and watched it touch her back.

'Soon,' she promised herself, 'Ah'll have full control…' Her face hardened slightly, 'Ah swear ta' God Ah will.'

Standing straight, she walked out of the bathroom proudly, back into the lobby of the theater. It was still slightly crowded and while she could handle it, she felt the irresistible urge to feel the night breeze on her skin and to let the wind play with her hair. She smoothly bypassed people and weaved her way to the door and stepped outside.

He took a last drag on his cigarette and flung it to the sidewalk.

'De' time has come, non?' he thought bitterly and, narrowing his eyes, he raised them to the theater. He picked himself off the wall he was leaning on and took a step forward when the door opened.

'Mon Dieu…' he thought as his eyes widened. Out of the Broadway had stepped a magnificent creature. Proud, tall, beautiful, she was drastically alone and completely unaware of Remy. She tossed her head and let her glossy, auburn locks caress her face. The angel closed her eyes and smiled, throwing her hair back and her arms out. He could hear her tinkling laugh floating on the night air and across the street to him. Her striking skin held him captive and he was overcome with the desire to race over there and touch it, to see if it were as soft and smooth and if appeared to be from his side of the street.

'Un ange est venu m'épargner de mon devoir,' he thought.

He inhaled sharply as she lowered her head and looked directly at where he stood. Piercing green eyes locked him into place and held him there. He couldn't more, breathe, or thinking. He could only stare. She looked at him, blinked only once, and then turned back into the theater.

He let his breath go. He had never had such an encounter with any woman before. She was forever embedded into his mind.

'That is, until,' he thought and smiled, 'Je l'ai pour mon proper.' With a devilish smirk, he quickly and silently stole across the street and into the theater lobby where the pâlir ange was due to be loitering.

Translations:

1.Women!

2. An angel has come to save me from my duty

3. I have her for my own

4. Pale angel

Yeah, sorry it's a little late. And I know Remy sounds really evil now, but he'll meet Rogue next chapter and we get to find out what his "duty" it. :

-insider0132