A Dark Rebirth

by Shadow Master

(Gender Bender)(BtVS/Earth-616 Mainstream Marvel Universe) Big things from small beginnings. These words have been used to encourage and inspire. However it looks like chaos bit off a bit more than it could chew this time.

2. The Usual Superhero Hijinks

Disclaimer: I do not own any of the copyrighted material contained herein. They are the rightful property of their respective creators and/or associated companies. I make no profit from this whatsoever and I have no intention of changing this at any point in the future. I write because it's fun and because there are those who enjoy my work.

The Forest Outside of Cooperstown, Alaska, USA

Xander's POV

Well this is getting me nowhere fast. He thought as his latest effort to will his female body to stop putting out fire, Can't stop burning and can't go anyplace new without setting that place ablaze too. They made learning how to control powers look so EASY in the comic books!

Sure he knew that the writers and the editors probably made the whole 'training to master my powers' scenes short on purpose since they'd lose the audience if it dragged out too long but he'd been trying for almost an hour. In that amount of time he should've gotten at least a 'warmer, colder' thing going with how to make the fire go away but instead he had nothing. Of course it didn't help that every so often his brain had these weird 'memory quakes' as he liked to call them where he wound up being bombarded by weird images, sounds, thoughts and…interests. It didn't happen at set intervals or anything but it'd happened twice more after the first one and hadn't been any easier for him to handle either. He still had no idea why they were happening or where all the alien info was coming from but he'd seriously like them to stop because he'd almost certainly get labeled a nutcase if it ever happened in public.

Assuming of course that this isn't some kind of alien world or an alternate Earth where people like me are killed on sight of course! He thought with a roll of his eyes before sitting down in the snow Indian style, Time to start 'get the fire under control' take ten and see if I can pull a hat trick at last.

He'd already tried every trick he'd ever seen in the comics for controlling a super power but now he'd try something he'd picked up from Giles. It'd started fairly early on when it became clear that Buffy didn't have the mystical sense that'd let her pick vamps out of a crowd or feel the presence of the mojo. The blonde Slayer had done everything she could, spent hours on patrol trying to sense the vampire, only to come up empty handed. It'd been then that Giles had started her on meditation exercises thinking that hey might successfully spark an internal connection or with practice help Buffy enter a mental state where she could utilize her arcane senses. He'd listened in on most of those lessons and even applied a few that the Watcher had said would help dull pain or in some rare cases shove it to the side. This had proven useful a couple of times after patrol when he'd come home and the reliable 'Icy Hot' did not do its job quite well enough.

In this particular instance though he'd be trying to suppress whatever it was that was causing his body to put out the flames so he could at least walk to the nearest town or city. What the 'whatever' was he wasn't quite sure but one possibility was the fact that he was still feeling quite a big freaked out by what'd happened to him. If the comic books were anything to go by a hero's super powers were often tied to their emotions so the more upset that person was the more chaotic their powers became. Someone like Storm losing it emotionally would cause typhoons, hail the size of baseballs and floods. If his emotions were indeed the 'whatever' behind his flame generation then he needed to calm down all the way if he wanted it to stop.

Unlike what some people might think calming down wasn't as simple as taking a couple of deep breaths and willing it especially when you were as freaked out as he was at the moment.

Thus he began to walk through the beginning steps of meditation hoping this would work out better than his other efforts had.

Step one: sit tall with your head, neck and back perfectly aligned in a straight line.

This had always been the hard part for him since he'd always been more comfortable slouching a bit but since it was required he closed his eyes and did what he could to follow the first step.

Step two: Relax the body one part at a time starting from the toes to the feet to the ankle and so on.

Doing this was harder than he was used to but that was understandable considering that he was not in the male body he was used to but rather a buxom teen female body. Still once he ignored the differences and focused on the similarities he managed to accomplish the second step to his satisfaction allowing him to move on.

Step three: be still and silent.

Those were two things that teenagers found it almost impossible to do and generally didn't get a handle on until they hit their early twenties. Still since they were needed for meditation he did his best to do both no matter what sort of sensory stimulus or thought entered his mind. This took longer than the previous steps since if he was able to identify something as what needed to be ignored then he wasn't ignoring it but he got it eventually.

Step four: Breathe.

Now this was something even he knew went with meditation but he still followed the directions he remembered Giles giving Buffy. Silently yet deep, fill your lungs but do not force it and notice how the air flowed inward than outward. It was actually oddly soothing but he made sure not too relax too much and fall asleep like Buffy had one of the times Giles had been teaching her.

Step five: Establish a mantra.

He'd almost chuckled the first few times he'd reached this step considering how TV and Hollywood had treated the word mantra but once he'd gotten over his chuckles he'd made it work. G-Man had said it could be a sound or a word or a phrase but that it's purpose was to give a person something to provide a point of focus. The simplest mantra a person could use would be something like 'I am breathing in, I am breathing out' so it had been the one he'd chosen to go with.

Step six: calm your mind.

According to Giles thoughts will pop up in a person's mind no matter what but rather than trying to suppress them you simply acknowledge them, set them aside and resume steps four and five. It was important according to the Watcher to not dwell on the thoughts that popped up but rather to just let them flow metaphorically down river to be forgotten. Kinda like how he tended to let some of the things adults say go in one ear and out the other at school.

Time passed as he followed the steps but even though he didn't focus on it or think about it he could feel his emotions begin to slide out of his body and fade away. He wasn't sure how long he'd been at it but when he finally chose to stop he opened his eyes to see a rather pleasing sight: no fire coming from his body. When he saw a flicker of flame start to rise he immediately did a quick return to meditation to get rid of it and remembered to remain CALM when he opened his eyes this time.

Getting back to his feet he began to make his way for the closest gap in the burning trees in the hopes of getting through it and to safety. Sadly he quickly found out that a man's center of gravity and a woman's center of gravity didn't quite match up making walking and therefore running difficult. He just thanked whatever gods or goddesses that'd taken pity on him that his boots didn't have high heels because figuring out his new center of gravity on top of walking on high heels would've been hell. The gap between the flames wasn't much, even as he squeezed through he winced as the heat almost became too much to bear, but eventually he made it back to an area where being slim wasn't crucial.

Nothing like being in a life or death situation to make you learn something in a hurry. He thought as he finished adjusting the way he walked to his new center of gravity.

Much like learning to skate or riding a skateboard you picked the basics up pretty quickly since both just required that you find your balance pretty quickly if you wanted to have any fun. Coughing a bit from the smoke as she had earlier she tried to get an idea of which way was the closest edge of the forest fire but without being able to get airborne he had no chance of managing that. So in the end all he could do was pick a direction and keep going in it hoping he hit open air eventually and trees that weren't being burned into ashes.

It worked for awhile since he was usually quick to find a gap in the flames he could fit through but his good fortune didn't last as long as he'd hoped it would. Eventually he came across a group of trees that had been burned in such a way that they'd fallen on their sides effectively barring his path both from the front as well as the sides. Turning around to backtrack and hopefully find another way out of the forest his luck only got worse as the opening he'd used to get this far disappeared as the trees on either side fell over slamming the proverbial door in her face.

Well this is a fine fucking mess I'm in! he thought angrily as he tried to figure a way out of said fucking mess, Can't go back, can't go forward and staying put will just get me buried under burning wood sooner or later.

Then a possibility came to mind that theoretically should work but also had the potential to backfire dramatically if he misjudged what he wanted to do. Still with death quickly approaching a certainty and him being in possession of a very functional survival instinct he decided that living with the consequences was preferable to dying needlessly.

Here's hoping that feeling my way through doing something like this is easier than figuring out how to turn my flames off. He thought as he extended his right arm towards the direction he wanted to go in.

Trying to focus with his mind he forced himself to believe that he could feel an energy in his mind, an energy he willed to drift outwards from his head until it was a sphere about three feet in front of his eyes. When nothing became visible immediately he doubled the amount of focus he was using and added no small amount of willpower to the mix. This seemed to do the trick as wisps of smoke like flame began to float through the air towards the desired spot before beginning to form the sphere he wanted. He waited until he could see a perfect sphere and then with a mental 'shove' he watched as it shot forth as though from a high tension slingshot. The sphere managed to shatter a good ten feet deep into his desired direction before exploding in a way that cleared the ground for a radius of about half that length. Thankfully though the sphere's passage and explosion didn't set any more trees on fire since the flames it had been composed of dissipated rather quickly after detonation.

Okay now! This is more like it. He thought with a smile as he walked quickly down the path he'd made, Assuming I can keep it up then getting clear of this forest should be a cinch.

We're not going to make it.

We're gonna DIE!

Our father, who art in heaven, hallowed be thy name…

Three thoughts that weren't his own, didn't even sound like his voice old or new, echoed through his mind causing him to stop in his tracks. Were the mind quakes back? Worried he waited for more of the usual to go through his head but when nothing happened he presumed that he was either getting better or had imagined the voices.

He made it two steps before it happened again.

Al and the others aren't going to get here in time. I'm sorry. Guess this is what I get for trying to play hero off duty.

Okay now I KNOW I heard that. He thought as he tried to figure it out.

Fortunately it didn't take him long thanks to his wealth of comic book knowledge and a little common sense. He'd dressed up as Dark Phoenix Jean Grey and while that obviously meant vast cosmic power it also meant telepathy and telekinesis on a level few could match. While he wasn't sure if what he'd used to clear the burning trees out of his way had been TK or cosmic energy it stood to reason if it'd been the former than he might also have telepathy. If he did have it then it meant that the foreign thoughts he was hearing weren't his own but from other people close by and they were obviously in trouble.

But if I'm using telepathy for the first time shouldn't I be painfully bombarded with the thoughts of everyone within range? He thought with a bit of confusion, That's how it went for Jean Grey in the comics.

However before he got too deep into that line of thinking he reminded himself that if there were other people close by then they were likely caught up in the blaze as well. If that was the case then unlike him they wouldn't be able to blast their way free as he had and judging from the thoughts he picked up on they were certain they were going to die. As a fighter of the good fight and a decent human being he couldn't let that happen but how was he going to wield his telepathy in such a way that he could find them? He was literally making most of this up as he went along. Still if he had to choose between trying and failing or not trying at all he would always do the former.

Closing his eyes he listened for the thoughts of the people in trouble waiting for them to enter his mind again and hoping that some instinct or feeling would let him know which direction they were coming from. For a time he thought he wasn't going to get anything but then just as he was going to give up it happened.

God? If you're listening I could sure use a little divine intervention right now. Came a woman's voice sounding like she was tough but at the moment at the end of her rope.

He might not be God but as he felt a mental tug in a specific direction he decided that maybe the Almighty might be lending a hand in his/her own way.

Time to do the hero thing. He thought as he began to run in the direction of the thought he'd picked up on.

Louise Spalding's POV

"Just hang on Mister Strickland." She said as she continued to scramble for some kind of plan that could get them out of their current predicament, "Help's on its way."

"Much as I appreciate what you're trying to do Louise unless they get here in the next five minutes we're done." Mister Strickland said before grimacing as another spasm of pain came up his injured leg.

Looking to the man's wife who'd taken up the job of praying for all of them she found she couldn't argue with that point since her experience as a firefighter had her estimating about the same before the flames got to them. She'd managed to get to the two campers by using the two fire extinguishers she kept in the back of her pick up truck but the last one had puttered out just a couple of minutes ago. She'd done her best to escort the married couple she knew from town out of the fire ridden forest but Lady Luck just wasn't with them as all avenues of escape wound up blocked. Even then she'd done her best to figure out some way they could survive but as she heard the crack of another tree breaking as the flames weakened it enough to fall she logically knew it was over.

She didn't like it and she refused to break down even in the face of this hopeless situation but she was coming up empty on all sides for a way to avoid death.

Then without warning the trees to her right exploded like someone had stuck a stick of dynamite in each of them and then detonated them all at once. Using her body to shield the Cooperstown civilians from harm she felt bits of wood pelt the back of her jacket but thankfully none of them were pointy enough or going fast enough to pierce through it. When the flying wood chips ceased coming at her she turned to look back at where they'd come from and saw something that made her both wary yet hopeful. Standing on the other side of a clump of jagged tree stumps was a young woman who looked to be between sixteen and eighteen years of age dressed up in some kind of costume. It looked like a red spandex bodysuit with thigh high shiny boots, gloves of the same material that stopped just shy of the shoulder, a sash that hung lopsided at the waist and some kind of golden bird symbol on the chest. The teenager herself had long thick red hair, green eyes, was about five foot five or so in height and by her estimate probably weighed about a hundred and ten pounds. Whoever she was should probably thank her mother every day for eternity since it was obvious that the teenager had been blessed with great beauty.

The only question I need answers to is whether she's here to help us or hurt us. She thought since she'd heard enough stories to know that trouble tended to follow capes around like puppy dogs.

It was entirely possible that this girl had started the fire in the first place and was just coming here now to kill off any potential witnesses or set herself up as some kind of hero. She didn't recognize the outfit from any of the heroes in the newspapers but that didn't mean much since the great white north wasn't exactly bustling with heroes outside of Alpha Flight. Still she couldn't deny that if the girl could do what she'd done to the trees a few more times a path could be cleared to safety allowing all of them to get out safely. So if the girl was a hero either by accident or by design she'd take it since it was the only way to get Mister Strickland and his wife to safety and that was her primary goal.

"Now I enjoy a good sweat lodge as much as the next person but whatsay we call it a night and get out of here?" the girl asked with a humorous smile on her face.

It reminded her of her roommate back in college who'd do some crazy things for fun and was a general hoot to be around most of the time.

That connection finally decided it for her as she put Strickland's arm around her neck and helped him to his feet.

"Sounds like a plan." She said putting a smile of her own on her face, "Lead the way Cherry-girl."

Once Strickland was standing and his wife providing the support from the other side she watched as the unknown teenager created a sphere of fire-like energy a few feet in front of her. This caused her suspicions about what'd started the fire to rise up again but not enough to do something that might make the one shot of escape change her mind. A few seconds later the sphere shot forward and obliterated another clump of trees without setting them on fire and clearing them a path through the burning forest. Following as fast as Mister Strickland could move given his injured leg would let him go she watched their mystery savior continue to use her powers to destroy trees in a straight line out of the forest.

"So what's your handle?" she asked after about a minute, "I mean all you spandex types have a codename right?"

"Haven't really decided on one but a friend suggested Phoenix." The girl replied before firing off another bomb sphere, "What do you think? Is it a keeper?"

"Certainly goes with the look and your powers." She replied after a few second's consideration, "Flamebird works too or Redwing."

"I'll keep it in mind." Cherry-girl said as they reached an area free of trees but not yet out of the forest itself, "What were you three doing in the forest anyway? If you don't mind me asking that is."

"My wife an I decided to camp outside for our anniversary." Mister Strickland replied sounding like the blood loss was just starting to get to him, "It'd been how I proposed to her in the first place. If I'd known that someone was gonna torch the place I would've just gone for dinner reservations at an expensive restaurant."

"Just having you with me is treat enough lover." Misses Strickland said with love for her husband.

"The Stricklands are pretty well known about town and I'd spotted them heading out here this afternoon." She explained while watching the teenager's face for any tells, "So when I saw the forest turn into a bonfire I hauled ass up here in my truck, grabbed two extinguishers from the back and went into find them. Did that well enough but gettin' back out proved to be a might more difficult."

"Then I guess it's good I came along when I did." Cherry-girl said as she resumed blowing a path to safety, "Just give me a little longer and we'll be clear."

"You here that Carol? A little while longer and I can get you back to Marlene." She said with a reassuring grin, "Bet your golden girl is worried sick right now but that won't be for much longer."

She'd seen it.

It'd only been for a second but she'd seen a look of guilt on the young woman's face when the story of how the Stricklands had come to be in the forest and then a second time when their daughter was mentioned. Still that left a few blanks to fill since guilt could be tied to a whole lot of things. Could be that the girl was throwing down with some super villain and the fight wound up rolling into the forest. Could be a stray shot from Cherry-girl set off the blaze. There was no way for her to know for sure and she sure as hell wasn't going to be like a lot a people and assume the girl was an evil mutant. None lived in Cooperstown and none had ever come through either so they'd never had any trouble one way or another. All she knew about mutants she got from TV and newspapers with her taking neither of them at face value. Everyone spiced up stories now and again to make them more interesting and the journalists were no different. As long as it made money and got more people hooked on them then the competition became more important than the truth the media did everything they could to grab people's attention. That meant flashier headlines and shocking TV reports but it also meant that a lot of things were taken out of context and little details fell through the cracks.

Details like not all mutants were dangerous or that some of them were heroes like the Avengers or Alpha Flight.

Until she heard something more damning from a trustworthy source she'd assume the girl was innocent and be grateful for being escorted to safety.

Mama Spalding had raised her to do no less.

Tony Stark aka Iron Man's POV

"We're coming up on the target area now." He said as he piloted the Quinjet down towards the fire that was still ablaze.

Once they were low enough that most of their non-flyer members could safely leap from the de-embarkation ramp to the ground below he set the jet on hover mode. A lick later and he was out of his chair while the ramp lowered all the way down.

"Iron Man. Spider-Woman. Stick to the air and try to get a bead on the Phoenix Force's host as well as any civilians that might be trapped in the forest. Cage, Spider-Man and I will make our way in on the ground." Cap said taking charge like he always did, "Getting civilians to safety takes top priority but keep an eye out for the Phoenix. We still don't know if the host is friend or foe but this fire is NOT a good indication."

Wolverine looked like he took exception to that assumption but the whole Phoenix thing was a touchy subject with the X-Man to begin with. While he didn't know the details he had learned enough through Charles and other sources to know that the host could quite possibly be Jean Grey-Summers. Logan had…feelings for the woman despite the fact that she was married to Scott Summers and the idea that she might be involved had him a little sensitive to the idea of treating her like an enemy. He understood this and the fact that they'd arrived to find no giant flame bird or hostile person hovering in the air was a point in favor of a peaceful resolution. Nevertheless they had to be prepared to go all out if the host did turn out to be hostile whether it was Logan's teammate or not. They were dealing with a threat that could wipe out all life on the planet in practically no time at all. Against such a threat they had to be prepared to do whatever was necessary to eliminate it even if it meant resorting to lethal force.

Stepping off the end of the ramp he activated his repulsor boots and immediately began scanning the forest below for any sign of human life signs or strong concentrations of the Phoenix's energy. Visually it was almost impossible to make out anything on the ground with all the flames and smoke but thankfully he wasn't relying on just his god given eyes. His armor had installed in it some of the most advanced sensors on the planet and he had a direct uplink to an orbiting satellite with sensors too big to be installed in his suit as well as a camera that could tell if you had crumbs on your face. With that kind of tech working in his favor he didn't think it'd take more than ten minutes to do a sweep of the forest for civilians AND find the cause of the inferno. His proximity sensor let him know that Jessica was staying on his six no doubt ready to back him up the moment either a civilian or their target was found.

As he went along he began to go over his model twenty-nine's capabilities in order to come up with a primary, secondary and tertiary weapon to use against the Phoenix should it prove hostile. Palm repulsors, uni-beam, sonics and concussion blasts made up the offensive gear while a repulsor shield could be generated to keep him safe from incoming fire. If it turned out that the host was just scared he'd lead in with the gentle touch using sonics calibrated to induce unconsciousness and if that failed a repulsor blast likewise calibrated to use the minimum force necessary to knock out the host.

If it turned out that the Phoenix and its host attacked them on sight he'd lead with a full power uni-beam then follow it up with some rapid fire blasts from his palm repulsors. With luck it'd keep the Phoenix off balance long enough for the rest of the team to converge on its location so they could come at it from all sides. While he'd usually prefer to have a few more heavy hitters for situations like this they didn't have the time to wait for them. Hopefully the fact that the Phoenix wasn't putting on a show meant that it was weaker than usual and perhaps even within their ability to defeat if peaceful negotiations proved impossible.

"So what're we going to do if whoever is 'partnered' with the Phoenix doesn't want to play nice?" Jessica asked as they continued to fly over the burning forest.

"We come at it hard and fast. We keep up the pressure until an opening pops up and then we exploit it." He replied not looking away from the results of his scans, "We try to knock the host out so we can extract the Phoenix without hurting them. If knocking them out or extracting the Phoenix turns out to be impossible…we'll try something else."

"Let's hope they've got a glass jaw and a low tolerance for pain then." Jessica said sounding doubtful about their chances of taking the Phoenix alive.

He wasn't feeling too hopeful himself but they owed it to whoever the Phoenix was possessing to at least try to free them before exploring less pleasant options.

It was just as he was about to adjust his course when his sensors picked up four life signs near the eastern edge of the forest and when he picked up a spike of Phoenix energy he knew he'd just hit pay dirt. Changing his path and putting himself on an intercept course for the four life signs he began to focus both his armor's senses as well the satellite overhead on the quartet. He was lucky in that the people he wanted a look at had entered an area where the smoke wasn't as dense nor the trees particularly ablaze. Zooming in for a closer look he didn't need to look long to find the Phoenix Host but he was surprised when it turned out to be Jean Grey-Summers. The surprising part wasn't the identity but rather how old Jean looked. She didn't look a day over eighteen! It was certainly unusual and given the sort of life he led there was no small shortage of possible answers. Temporal displacement. Alternate dimensional counterpart. Age regression as some sort of side effect of being the Phoenix Force's host. There were countless possibilities but the one thing that was clear was that the redhead was a ticking time bomb reaching its final minutes or final seconds.

She was clad in the uniform of the Dark Phoenix.

An outfit that according to the talks he'd had with Xavier and the files he'd read meant that the host was slipping into emotions more prone to a lust for power and destruction. How long did they have before what little kindness vanished from the young Jean Grey? How long before she got a hankerin' for a plate of yellow sun? They couldn't take the chance. Even if the young woman wasn't all the way gone the fact that she'd gotten this far down the dark path meant that dragging her back to the light side would be risky. Whatever pushed her this far was unknown and without knowing what it was it'd be far too easy to provoke her into going all the way evil by accident. They could wind up turning her into an extinction level threat all without meaning to. Given the potential for loss of life there was no other choice but to take Jean down as quickly as possible and sort matters out once she was properly restrained both mentally as well as physically.

"Iron Man to all Avengers!" he said transmitting to all team com-pieces, "Phoenix has been located. Home in on my location."

"What's the situation?" Cap asked sounding like he wanted intel in order to formulate a plan.

"The host looks to be Jean Grey but much younger. Late teens at the most." He replied as he flew closer to the target, "She's got three civilians with her, one injured, and it looks like she's been blasting a way out of the forest for them. Steve…she's wearing the Dark Phoenix costume."

"Anything else? Any signs of hostility or destructive behavior aside from creating a route out of the forest?" Steve asked in a way that made it clear the gears in his head were turning.

"Nothing obvious. No bird made of flame, no fire around her at all and it doesn't look like the civilians are afraid of her." He replied even as he chose to put forth his opinion, "Doesn't mean she's not controlling them telepathically somehow or won't when she sees us though."

"She won't." Logan said sounding absolutely sure of his words, "Even when she was Dark Phoenix Jeannie never used civvies as cannon fodder. She just came at us herself and rolled right over us."

"Noted. Get here as quick as you can." He said just before he saw young Jean stop walking and look right in his direction, "'Cause I got a feeling we're gonna need help! Spider-Woman, evac the civilians!"

With that kicked his repuslor boots to full and dived towards the target unleashing a burst from his palm repulsors aimed at the girl's feet. The combination of the force of the impact and the dirt sent into the air disoriented her just like he had planned and it bought him just enough time to tackle the girl back the way her group had come. When he was concerned that the effects of his tackle were wearing off he threw the girl into the nearest tree but kept the move measured since overkill wasn't yet the order of the day. He winced in partial sympathy at the impact but when it became clear that the young woman was still conscious he activated his sonics in order to take advantage of the disorientation that the tree impact produced. Hearing her cry out as the sonics took effect made him feel a bit bad but he consoled himself with the fact that he was doing the right thing. One way or another the Dark Phoenix could not be permitted to gain enough coherency to fight back because if that happened the forest, the nearby town and everyone present at either location would wind up dead or dying.

"S-Stop…I'm n-not…" Young Jean tried to say despite the disorientation and pain she was experiencing.

"Sorry but I can't take that chance." He said genuinely sorry for what he was doing.

As the seconds passed by and he watched the girl get weaker he breathed a sigh of relief since it looked like his preemptive strike had done its job. The threat of the Phoenix had been nipped in the bud before it could gather any momentum and the young girl would soon be safely secured for transport back to Stark Tower. Once there he could get the data he needed to safely separate the cosmic entity from its host. What he was going to do with such a large amount of cosmic energy…he hadn't quite gotten that far yet.

He'd come up with something.

He always did.

"RRAAAGGHH!" Young Jean exclaimed in rage and exertion as she fought off the effects of the sonics.

Less than a second later flames surged forth from teenager knocking him back a good dozen or two feet backward through the air before his automatic stablizers righted him. When his eyes locked onto Young Jean again he cursed himself for counting his eggs before they'd hatched and for not attacking more aggressively. Enveloping the girl were flames of cosmic energy and right before his eyes they took on the shape of a giant bird of flame that let out a avian screech that he was pretty sure could be heard for miles. However one thing he immediately noticed was that the fire Young Jean was generating didn't match what he'd seen in his records back home or what Charles had telepathically shown their secret group.

Where there should've been yellowish-orange there was blackish-grey.

Where there should've been fire red there was now blood red.

And where white should've been there was barely any to be seen.

Only the shape of the flame based Phoenix remained identical to what he knew of the cosmic being.

"You want a fight Tin Man?" Young Jean asked angrily as she glared at him with flaming eyes, "You GOT one!"

Rachel Summers' POV

"Gott im Himmel!" Kurt gasped as the X-Jet finally arrived at their destination of Cooperstown.

"Oh my stars and garters…" Beast said sounding about as worried as the rest of them felt at the moment.

Not that she could blame either of them because not only had the forest been pretty much been obliterated on one side of Cooperstown, the Avengers Quinjet was a smoldering wreck on the ground and the full flaming manifestation of the Phoenix was visible in a BIG way. Aside from the shape of the manifestation the coloring was different, darker, making her wonder if they were really facing the cosmic entity they were familiar with or something that was merely pretending to be the Phoenix.

Don't be absurd Miss Summers. Frost thought with contempt inside her head, The psionic energy pattern, the sheer strength of it and now the manifestation of the raptor...it all matches what we know of the Phoenix. What does it matter if it decided to change its appearance somewhat?

Ignoring the woman who'd seduced Scott away from her mother she couldn't help but think about what she'd felt when they'd finally made telepathic contact with the host's mind. It'd been a satellite network of random mental fragments surrounding the core mind and when she touched that mind with Emma she…she'd sensed her mother. Not all of her but a significant amount that from what she'd been able to determine was restricted to the subconscious part of the host's mind. Given how little time had passed since her mother's death she'd reflexively reached out to learn more but Emma had mentally stayed her hand. The bitch had reprimanded her and pointed out that if they alerted the host to their presence they could wind up being ejected from the core mind losing the opportunity they had to end their current problem before it even began.

Reluctantly she'd conceded that the woman might have a point.

However when they'd tried to learn more about the host they were only able to set a single foot inside the conscious mind before the host detected them. Immediately the wielder of the Phoenix Force attempted to find them, fight them and eject them but while they had done well in the beginning the power of the host's telepathic abilities amplified by the cosmic entity eventually won. Frost had done her best to make it sound like beginner's luck but she knew they were going to have a bit of a fight telepathically the next time they tried to enter the core mind. While she'd discovered much to her embarrassment that power could be trumped by superior skill she also believed that there was only so much skill could do if the gap in power proved to be too great.

Few beings could bridge the gap between mutants and the Phoenix.

And it looks like the Avengers aren't among those few beings. She thought as she watched Iron man zip about the Phoenix manifestation giving it his all but to no visible effect.

"I'm landing us well back from the fighting." Cyclops said as he matched action to words, "Kurt will get me, Gambit and Beast to Wolverine so he can bring us up to speed. We'll then formulate a plan for defusing this powder keg before it gets any more out of hand."

"I presume that since you did not mention us that we are to remain behind and continue our telepathic efforts?" Frost asked sounding a little disappointed that she wouldn't be getting any closer.

"Just you Emma." Cyclops replied as the X-Jet touched down, "Rachel will be coming with us. If you're right and there's a part of Jean in the host's mind then there's a chance they'll be more receptive to talking things out with her. Given how things ended between you and Jean having you physically present would probably have the opposite effect."

"Quite." Emma said sounding like she remembered all too well who'd won the last meeting of the minds between her and Jean Grey-Summers.

Like the time when she'd first heard of the event she wished she'd been there in person.

Walking forward to join Cyclops' group she put her hand on Kurt's back so that she'd be taken with him when he teleported. She knew they'd be pushing the elf's teleportational limits given the amount of mass he'd be taking along with him but time was something they couldn't afford to waste at the moment. Thus with a puff of smoke and a feeling of displacement she soon found herself in the open air with twigs beneath her feet and Wolverine only a few feet from them. The fellow X-Man looked like he'd already gone a few rounds against the Phoenix and only had his impressive healing factor to thank for his continued wellbeing.

"About time you showed up Cyke." Logan growled as he noticed their arrival, "What happened? Someone forget to top up the tank?"

"Nice to see you too." Scott said before looking towards the focus of their entire trip, "What's the situation?"

"Got here about twenty or so minutes ago and started lookin' for the Phoenix." Wolverine replied sounding like the memories weren't exactly positive, "Shell Head found her first and went in guns blazing while Drew evaced some civilians. Girl didn't take too kindly to that and we've been duking it out ever since."

"Is it…Jean?" Cyclops asked his voice charged with emotions.

"I dunno." Logan replied sounding like he wasn't in much better shape emotionally.

"What do you mean you don't know?" Scott asked sounding like he'd expected more from the man.

"I mean her scent's not a perfect match, she's way too young and she's definitely not acting like Jeannie." Wolverine replied with annoyance at Cyclops' tone, "Whoever it is definitely recognized me but Stark's pre-emptive strike's got her all worked up so she ain't interested in talking right now."

"Then we have to make everyone back off." Scott decided immediately even as the Phoenix knocked Iron Man from the sky with a flap of its right wing, "Trying to win through force isn't going to work. When it comes to the Phoenix the mind is where the battle's won. Emma's ready with Cerebra but we should still try to talk the girl down."

"Here's hoping you have better luck than me." Logan said before charging towards ground zero.

Following the group she looked ahead to try and get a look at this clone of her mother but between the Phoenix fire and the light show the Avengers were putting on her eyes alone couldn't get a clear line of sight. Navigating her way through toppled trees and burning bushes she decided to take her time to try and evaluate the abilities of their potential foe beyond what she knew telepathically. Her first impression was that the teenage girl had only gained a basic grasp of her powers, the same that all mutants did when their powers first manifested, learning through instinct or intuition rather than through structured lessons. As such the young woman's telekinetic attacks were crude, battering ram crude, and her defensive barriers were equally primitive being more an act of sheer will than anything else. Unfortunately for the Avengers this was proving to be enough to keep them from winning but not enough to turn things into anything more than a stalemate.

Hopefully additional numbers would prove to be enough upset the stalemate and end things in their favor.

It didn't take them long to get into the thick of things and it was a good thing too since after a earth shaking telekinetic attack sent Spider-Man, Luke Cage and Captain America flying. Reaching out with her telekinesis she took hold of them and gently lowered the three to the ground only releasing her hold when their feet touched the ground.

"Thanks for the save." Luke said wearing clothes that weren't in much better shape than Wolverine's uniform.

"Yeah! Not getting slammed into the ground for the umpteenth time is always a good thing." Spider-man said looking through cracked eye lenses.

"Fall back and recover Captain." Cyclops said his voice filled with authority, "The X-Men will handle the next round."

Great. Throw your weight around at THE Captain America with his team present. She thought mentally shaking her head in disbelief, That's a great way to inspire co-operation.

"I hope you do better than we did." Cap said sounding completely professional and unoffended, "We'll rejoin you the moment we get our second wind."

A nod was all that was exchanged and then the Avengers withdrew bringing a momentary calm to the fighting finally allowing her to get her first clear look at the wielder of the Phoenix Force.

Xander's POV

Tense.

Angry.

Confused.

All these words could be used to describe him at the moment but in his opinion he was perfectly justified in feeling those emotions considering everything that'd happened so far. He was tense because despite the decent job he was doing fighting at the moment it was a little more luck than skill and luck never stuck with him for very long. He was angry because he'd gotten cheap shotted by Iron Man who like most eggheads didn't think it was possible for him to be wrong and seemed determined to send him off to la-la land. While he wasn't averse to the soothing comforts of a good night's sleep he generally preferred to be the one to choose WHEN he'd go to sleep. As for confused there was the fact that every so often something inside his head kept triggering those weird mind quakes and he was almost positive that the 'something' was actually a someone poking where they shouldn't. Considering the fact that he was now certain he was in the Marvel-verse he'd bet good money that the someone was a telepath probably digging for info or looking to shut his brain off. Instead all they were doing was making him more excitable and irritable since no one likes to be interrupted with mental stuff that isn't their own getting thrown in their face.

Seeing the team he presumed were the Avengers, seeing as how Cap was leading them, pulling back he wondered if they'd finally gotten the message or if they were just taking a breather before coming at him again for round two. It turned out to be neither as he saw a new group move in and the visor on the one in the lead clearly told him who'd just arrived: the X-Men. Cyclops, Nightcrawler, Gambit, Beast and Rachel Summers made up the group with Wolvie returning for another beating or at leas that's what he'd get if he tried coming at him with those claws again. He might not be managing more than basic stuff with the power he had but it'd proven to his satisfaction that it was enough to hold the Avengers back.

If the X-men had come here looking for a fight like the Avengers had they'd get more of the same because there was no way he was letting himself get turned into a punching bag now that he had power enough to fight back.

"Mom?" Rachel asked looking a little shaken.

Not that he could blame her since he'd probably react similarly if he came across a de-aged version of either Giles or Missus S out of nowhere. While still feeling pissed at how he'd been treated by the Avengers when he hadn't done anything wrong except maybe accidentally setting the forest on fire he figured they'd be more willing to help him then the Avengers. First though he'd have to earn their trust and the best way to do that would be to be MOSTLY honest with them when it came to answering their questions.

"Haven't looked in a mirror lately but considering my voice, the clothes and the cosmic flame bird shacking up with me I know I probably look like her." He replied trying to sound like it was just another day at the office, "But I'm not. Mentally speaking anyway."

"Then who are you?" Cyclops asked with an 'I am the leader and I have authority' tone of voice.

Now that was the question.

Should he spill the WHOLE truth from the beginning or feed them just enough of the truth to keep them from thinking that there's more to tell? If he told them the whole truth, that he's a guy in a girl's body, they'll either think he's nuts or give him the uncomfortable look some people used when talking about guys who got surgically turned into girls. Personally he didn't have a problem with it…REALLY…cause if that's what a person wanted then that's all that mattered but not everyone was so open minded like he was. Living on the Hellmouth he'd seen enough things and been through enough things that the whole idea of a man or woman going under the knife to switch from a he to a she or vice versa didn't rate very high on his 'what the fuck'-o-meter. True there was the chance that they knew about magic and odd things happening to people out of nowhere but in the end he decided to keep things simple.

"My name's Alexia and considering you're all fictional characters where I'm from I'm thinking I've somehow hopped dimensions." He replied spitting out a female version of his real name.

"Fictional?" Rachel asked sounding only half as surprised as your average civilian would be.

"Comic books and cartoons." He replied with an affirmative nod.

When this didn't put an even more incredulous look on the faces of the assembled X-Men he took this to be a good sign that they'd be willing to give him the benefit of a doubt. Closing his eyes he fell back into meditation as he tried to draw back into himself the power he'd released when Iron Man had wound up ticking him off. He knew he probably looked weird to the X-Men but he figured they'd either figure it out or they could wait until he was finished. It wasn't as easy as it'd been the first time he'd tried it but he figured it probably had something to do with the amount of power he'd unleashed to take on the Avengers. When he'd first woken up to find himself in the forest he'd been generating flames unintentionally but that hadn't been the case with Iron Man and the Avengers so naturally pulling in that kind of power would be harder.

His heart almost leapt into his throat since he didn't gracefully descend to the ground as his power output dropped but rather began to fall at an increasing rate of speed. Opening his eyes in shock he tried to will his descent to be more gradual but much to his frustration consciously thinking about it was NOT having the desired effect. It'd come so naturally to him after he'd lost his cool against Iron Man or when he was trying to defend himself against the assault of the Avengers but now that he actually had to think about it the results weren't even a third of what he wanted. Had what he'd done up until now been purely instinctive or some kind of muscle memory thing? He didn't know but when he felt his descent slow to what he wanted he almost thought that he'd stumbled onto the trick of the power he possessed…right up until he saw Rachel with one arm extended towards him.

"They make it look so much easier to get a grip on super powers in the comics." He muttered almost used to the female voice coming from his lips.

When his feet finally hit ground Rachel's TK left him and with gravity no longer proving to be a concern he was able to pull in what Phoenix power his body was still putting out. Both due to his family situation and learning the truth about Sunnydale he'd developed a knack for learning things on the fly so he figured another couple of days of using the Phoenix's power and he'd master shutting it down. Then again he did have a record of thinking he had a problem covered only to find out he didn't have it covered at all and needing the other Scoobies to bail him out.

As long as the X-Men don't decide to throw me into some kind of containment pod or see if I'll 'rise again' the hard way I suppose I could learn from them. He thought as he walked towards the X-Men.

"So you have no theory as to how you traversed the dimensional divide to arrive in our homely habitat?" Beast asked sounding like Giles after he'd just been told an obscure fact that wasn't in any of his books.

"Nope. One second I was escorting a bunch of kids around trick or treating and the next I'm setting myself up to be killed in my own homemade funeral pyre." He replied honestly unable to remember how he got to C from A, "Still considering the sort of place my home town is my money's on magic."

"And you're hometown would be?" Nightcrawler asked clad in a variation of the costume he'd seen in the latest comic books.

"Sunnydale, California." He replied knowing his town wouldn't be here but interested in finding out if there was a counterpart in the Marvel-verse.

"After consulting the considerable collection of informative intel present in proper places it does not appear as though Sunnydale exists in our dimension." Beast said after doing quite a bit of typing on a device he had, "Where exactly is Sunnydale usually located in your dimension?"

"It's about a two hour drive northwest of Los Angeles." He replied trying to be helpful with the information.

"Hmmm….given that amount of time…and taking into account established highways along with posted speed limits and historical traffic patterns…AH!" Beast said proving to be quite the mystery solver, "It would appear that the location of Sunnydale in your dimension is the location of Santa Barbara in ours. Interesting."

"Yeah, very interesting, but what makes you think magic changed you into the Dark Phoenix?" Rachel asked obviously not as enthused as McCoy was.

"Because the weird, the bizarre and the supernatural happens in Sunnydale every other day." He replied with a shrug of 'been there, done that', "I figured since I dressed up as Dark Phoenix and now I apparently AM her now, or at least a good copy, then someone must've cast a spell to turn people into whoever they were dressed up as."

"And you dressed up as the Dark Phoenix, a murderer of over five billion sentient beings, even knowing you lived on a supernatural hot spot?" Cyclops asked sounding like he thought the move profoundly stupid.

"Hey! First of all we had an expert on the supernatural stuff and he said Halloween was completely dead when it came to weird stuff happening. Demons stay inside and nothing paranormal happens." He replied in his own defense even though he agreed that it'd been tempting fate dressing up as the Dark Phoenix on the Hellmouth during Halloween, "It was supposed to be the one night when we could just relax and enjoy sweets as well as a couple of horror flicks. Hell! If it hadn't been for our troll of a principle me and my friends would've been laid out in the living room sharing a bowl of candy."

True if he'd thought that something would happen he'd have willingly volunteered to chaperone the kids around to make sure they got home okay but he'd been clueless about the spell.

He was about to say more when he felt something in his head that wasn't supposed to be there and once more a mind quake hit him exposing him to mental elements that were not his own.

"Could you please stop trying to poke around in my head?" he asked Rachel even as he tried to keep the mental elements from affecting his mind too much, "It's bugging the hell out of me."

"I'm not doing anything." Rachel replied sounding genuinely innocent of the act, "It must be Frost."

"Frost? Emma Frost?" he asked wondering if he'd heard right.

"Yes." Rachel replied sounding a bit uncertain of the significance.

"Fantastic." He said sarcastically never having liked the character that much, "Then could you tell Miss 'Ethics are stock options' to get out of my head."

The sensation that he associated with someone being inside his head vanished a couple of seconds later and about twice that long the mental elements faded back to wherever they called home inside his head. He seriously hoped that someone could help him get rid of the stuff because it was more than a little uncomfortable dealing with it at random.

Normally this'd be the point where he'd ask them for help in getting rid of the Phoenix Force, turning him back into a guy and sending him home but his gut was telling him it'd be a waste of time. He had the power there was no denying that, the power of the cosmic Phoenix Force, even though Giles would probably state that it was likely just a pale imitation or reasonable facsimile. If he hadn't been transported to the fucking Marvel-verse he might've bought that line of thinking but he was in a world that until twenty-four hours ago had been fictional. The attacks, the appearances and the personalities of the Avengers were just too real to be dismissed so the fact that he'd been able to clumsily hold his own against them left very little to doubt. With that settled he very much doubted that they'd be able to separate the Phoenix Force from him since if they could do that they'd have done it to Jean Grey or Rachel in some prior issue he'd read. If they couldn't remove the cosmic being then it was unlikely that they'd be able to make him a guy again since he had a feeling that the Phoenix would resist such attempts.

As for getting back home…probably not happening.

As he understood it the multiverse was like a complex set up of mirrors all reflecting one another. The more similarities there were between reflections the closer they were to each other whereas the more differences there were the farther apart they were. Considering his world didn't have superheroes by the boatload or tech anywhere near advanced enough to build a copy of Iron Man's armor he figured it was a safe bet that he was a fairly large distance from home. Could it still be reached from here? He'd ask the eggheads and mystics but he wasn't going to get his hopes up on what'd likely be one helluva hail mary.

"So…what now?" he asked deciding the probably fear tinted thoughts going through their heads it'd probably put their minds a little at ease if he let them call the shots.

For now that is.

X-Jet, Spider-Man's POV

"Ssoooo…comic books and cartoons huh?" he asked the teenage Dark Phoenix named Alexia from the seat he'd called dibs on after the X-Men had offered to give them a lift back to New York.

"Yep. Some good, some bad, but I read and watched whatever I could get my hands on." Alexia replied with a polite smile on her face, "The cartoon about you that's on TV now is pretty good. A lot better than the older ones."

"A cartoon? About me? Specifically?" he asked a little thrown by the news that in another reality his life had been turned into a cartoon.

He was also a little worried about how accurate the animated series was when compared to his actual life since if it was TOO accurate then the teenager would know quite a few of his secrets. While his true identity wasn't a secret to his teammates in the Avengers or a few other trusted people he didn't know near enough about Alexia to know if she could be trusted.

"Yeah but the people behind the show didn't take things word for word from the comic books." Alexia replied with a more genuine smile on her face, "They just took the basics and put their own spin on it. Your powers, costume, secret identity, most of your friends and enemies were kept pretty much the same except with a few artistic differences."

GREAT! In other words Alexia knows just enough to bring my entire life down around my ears if she gets nay ideas. He thought with a mental groan as he tried to figure out how precisely he could ensure she didn't get too loose with those lips of hers.

"Don't worry about me spilling the beans Spidey." Alexia said with honesty that could be heard, "I know how the whole secret I.D thing works. Besides one way or another I don't think we'll be living in the same city from here on out."

"What makes you think that?" Jessica asked from the seat behind him.

"Well seeing as how the X-Men have called dibs on handling me I'll probably be heading to their place to stay for a bit." Alexia replied sounding like she had things mostly figured out, "If they can get me back home then it'll all be good since there'll be no one there who'll care who you are under the mask 'cause they'll already know. If I can't get home…well then I'll have the X-Men to make sure I think before I talk."

Well that was a relief.

He might not know Alexia but he'd worked with and was friends with the X-Men so he knew they'd be able to keep the young lady from blabbing about things she shouldn't. Plus if something unexpected happened then at least he'd know who to call to have some memories adjusted so Shocker didn't wind up ambushing him in his street clothes.

"Are you saying that you're incapable of controlling your mouth young lady?" Frost asked with her usual aristocratic pomp.

"I'm saying I'm a teenager." Aleixa replied in a 'duh!' tone of voice, "It's practically a law of the universe that the brain to mouth filter doesn't finish forming until you're in your early twenties or so."

"That explains so much." He said with mock realization.

This caused Alexia to giggle for a few seconds before she seemed to realize what she was doing and immediately stopped herself. Was she trying to pull off a tough girl routine and didn't think it allowed giggling? He'd come across a few of those both in costume and out of it: girls who thought being strong meant rejecting anything that they regarded as soft and feminine. Might explain why the young lady chose to dress up like Dark Phoenix since there was nothing weak about that cosmic destroyer. Still he was glad that the girl wasn't as nuts as he heard Jean Grey-Summers had been when she'd gone off the deep end playing host to the Phoenix Force. All in all Alexia reminded him a lot more of Marvel Girl back when she was wearing that studded red leather bodysuit from the early days of the team known as Excalibur. It didn't take a genius like Tony or Reed to tell that the teenager didn't have complete control over her powers but it was good that she had enough that he didn't think there'd be any accidents happening.

"Tell you what Frosty: I'll start minding what I say when you stop poking around people's heads without their permission." Alexia said looking at Emma Frost much the same way most people looked at Deadpool.

"Then you'd best start minding your mouth you little brat." Emma said sounding offended by the tone with which she was being spoken to.

"Please! If you've ever respected anyone's privacy over your own curiosity or amusement I'll make a bathing suit my new Phoenix costume." Alexia snorted with utter disbelief at the white clad woman's statement.

"Enough! Both of you." Cyclops said from the pilot's chair, "Just keep whatever you know or think you know to yourself Alexia and you'll be fine. Marvel Girl will stay close to make sure you don't accidentally broadcast anything mentally that could be picked up. Good enough Spider-Man?"

"Good enough One-Eye." He said figuring that'd be the best he could hope for under the circumstances.

Looking about the cabin he could tell that Tony still felt a little bit guilty about going in repulsor's blazing when he and Jessica had spotted Alexia for the first time. In all honesty it should've been shellhead's first clue that the girl was harmless when he didn't see any Phoenix fire or acts of destruction. Him and the rest of the team might've been spared quite a bit of damage, both to their bodies as well as their costumes, if the C.E.O had just tried talking things out first. Still no permanent harm had been done to them that wouldn't heal over the course of a week or so and all of them had long since learned that having a couple of spare costumes in the closet was a must for any hero. Sure in his case since his outfits were made of normal fabric available to any middle class citizen they couldn't stand up to punishment as well as say Iron Man's armor but that just meant double the extras.

Glancing at the girl in the red and gold outfit he wondered if it'd be a good thing or a bad thing if she stuck around in this reality rather than going back to her own.

One way or another it'd likely mean amazing times ahead for everyone.

Astral Plane, Emma Frost's POV

"So what do you have to tell us Hank?" Scott asked as he looked across the telepathic faculty room she'd provided for them.

"I've run the necessary genetic analysis using the blood sample acquired for purposes of ensuring that she did not possess any harmful contagions, toxins or chemicals in her system. She comes up clean in that regard just so you know." Beast replied as he flipped through his notes, "Based on the results young Alexia is physically identical to how Jean was when she was that age. Unlike identical twins though Jean and Alexia are one hundred percent physically identical."

"What do you mean more identical than twins?" Miss Pryde asked sounding a little confused, "Identical twins look the same because they are the same."

"Not entirely true. While it's accurate to say that identical twins share the exact same genetic material from their parents that does not mean they're one hundred percent physically identical." Beast replied going into a short explanation, "Depending on various variables in the womb one twin could grow up to be taller than their sibling or possess some other deviation. In the case of Alexia she is a perfect match for Jean physically. Every recorded measurement we have on file is the same."

"Shouldn't that be impossible?" Miss Pryde asked likely only just grasping what was being explained to her, "We've never encountered a method that can perfectly copy someone without something being off."

"True. In most matters of replication, whether it be due to powers or science, there normally is a quantifiable amount of variation but I am afraid that magic is beyond my expertise." Beast replied with a shrug of his shoulders, "All I can say with absolute certainty is that she carries nothing in her body that can be identified as harmful and in terms of DNA and physical measurements she matches a sixteen to seventeen year old Jean Grey."

"Nothing harmful you say?" she asked somewhat incredulously, "Have you forgotten that she's host to a cosmic entity capable of obliterating entire worlds? I would call that harmful."

"She hasn't done anything to anyone since she got here Frost." Pryde said quickly showing her usual ire, "In fact the only time she used the Phoenix Force was to defend herself or to help those civilians get out of the forest that was on fire."

"Considering Katherine that it was likely a fire she herself started you'll understand if I find her 'heroics' to be less than impressive." She said pointing out a fact that the little girl was overlooking.

"You're just mad because she called you on your bad habits." Pryde said with a smile on her face.

"It will take more than the words of a little girl to anger me Miss Pryde." She said brushing aside the statement as though it were a speck of dust, "In any case the fact remains as host to the Phoenix Force as well as replicated powers similar to Jean Grey-Summers she is indeed a threat until she is properly trained. Any emotional outburst could wind up destroying part of the Institute and harming the students."

"Then why don't we put her out in the boathouse?" Pryde asked while 'looking' at each of them in turn, "You're not exactly using it anymore Scott and it's far enough away from the dormitories and classrooms that even if she does lose her cool it won't hurt anyone. It'll cause lots of property damage but I think we're all used to that happening around here."

While she would have preferred that the building remain available should she and Scott desire to have some 'privacy' away from the students Pryde's idea was sound. It would protect the students and ensure that the only time she would have to see the mini-Jean Grey was during class time that thankfully only lasted a few hours.

She just had to phrase her support just right.

"Keeping her isolated would be prudent." She said with confidence and superiority, "At the moment we have only her word how she came be transformed into the Dark Phoenix or where she comes from. Until she is willing to undergo telepathic examination we would do well to keep an eye on her."

"You're talking like she's one of the Brotherhood who just showed up looking to become an X-Man!" Pryde exclaimed clearly opposed to such a practical outlook.

"However she may act Katherine we know next to nothing about her aside from the fact that she possesses power enough to reduce the Institute to a smoking crater." She coldly pointed out in order to pierce the brunette's youthful optimism, "To blindly trust her would be utter foolishness. Only once we've learned the truth for ourselves can we be sure whether or not she can be trusted."

"And if'n she doesn't want you mucking around inside her head?" Logan asked smoking a cigar that she was thankfully not close enough to be able to smell, "What then?"

"Logan has a point. By both your admission as well as Rachel's Alexia is at least proficient enough in her telepathy to sense when a foreign presence is inside her mind." Beast said not sounding enthusiastic about a mandatory telepathic scan.

"Then we earn her trust." Scott said sounding as though his mind had been made up, "We show her that we mean her no harm and that we're only looking after our own. Once she realizes that we would only be telepathically looking to confirm her past and nothing else she might be willing to submit to a scan willingly."

"You have a plan O fearless leader?" Beast asked much to Scott's private irritation.

"We put Laura in with Rachel and Kitty because they were closest to her in age. However since dorm rooms usually are limited to two people this has caused space to be limited for the three of them." Scott replied laying out his idea for the present faculty, "If we put Kitty and Laura in one room and then have both Alexia and Rachel relocate to the boathouse we'll be covering the students' safety as well as setting up an atmosphere for the two to get to know one another. Once enough trust has been built up as a result we can learn more from a voluntary telepathic scan."

"And if the girl doesn't submit even after that?" she asked pointing out the less optimistic possibility.

"Then we'll have to ask Rachel to do something rather distasteful." Scott replied not sounding happy with this part of his plan, "Regardless of finding out more about her she'll still have to be taught how to use her powers, both the ones identical to Jeans as well as the Phoenix's abilities, and as a former host Rachel is the best candidate."

"While Rachel is a competent telekinetic she is hardly the most skillful telepath at the Institute Scott. I should—" she said not willing to have her position as the Institute's telepathy instructor ignored.

"Alexia has made it clear she doesn't trust you Emma." Scott said interrupting her firmly, "A student won't learn anything if they don't trust their teacher. Rachel knows enough to help Alexia gain control and skill with her psionic abilities."

"And when Rachel's team is called away on missions of importance?" she asked pointing out that the alternate timeline daughter of Jean Grey had other responsibilities.

"Then your girls, the Cuckoos, can substitute." Scott replied without hesitation of any sort, "Remember Alexia is a beginner when it comes to psionics so she'd be way behind your class anyway. Both Rachel and the Cuckoos are closer to her age and level of experience. Besides which if you were to try and teach her it'd likely need to be private lessons since she's likely way behind your other students. I'd rather not tempt fate by putting you both in the same room together alone."

Grudgingly she had to admit that if the two of them were forced to spend time together without the presence of others to cause them to restrain themselves it would likely devolve into a fight. Not that it would be physical in nature but the end result, a great deal of property damage, would still be the same especially if the teenager lost her temper and manifested the fire raptor of the Phoenix Force while indoors. While her pride tried to convince her that keeping an inexperienced telepath in the form of a young Jean Grey contained would be all too easy for her but past experience kept her from falling victim to her arrogance.

"Very well. We shall leave Alexia's tutelage in the hands of Marvel Girl for the time being. My girls will easily correct any flaws in Rachel's instruction." She said unable to resist putting down Jean's alternate timeline daughter, "On another matter what about getting the young woman back to her reality of origin? Have you made any headway on that matter Hank?"

"Sadly yes." McCoy replied sounding quite despondent, "While I did not possess the knowledge or the technology for creating a reality bridging portal I did have the means to at the very least ascertain Alexia's quantum signature. Normally once one has that it would be a simple matter of asking Reed to use his gateway generator to home in on the reality with the same signature."

"I take it something went wrong." Miss Pryde said once again stating the obvious.

"Indeed. My mechanical means was easily able to discern the signature but…it's our signature. Most of it." Beast said sounding a little baffled but not completely at a loss, "As best I can deduce at the moment Alexia arrived in our reality her quantum signature began to change to better match our own. I suspect that had she refrained from tapping into the power of the Phoenix Force we might have been able to glean enough to send her home. However due to the fight she was in…"

"…the change accelerated." Scott said finishing McCoy's statement, "Is there nothing at all you can work with? A fragment that can be extrapolated from? Enough of her normal signature for an educated guess as to where her home reality is located?"

"I regret to inform you that the remains of the signature that I was able to identify was so small that the number of realities we would be left with would be astronomical." Beast replied clearly displeased that he was not able to do more, "We would have an easier time learning of the location with a wedgie board and an eight sided dice."

While she still didn't particularly like the mouthy little girl she wasn't completely heartless.

To learn that you'd never again see your home, your friends or your family was a true hardship that would shake anyone.

Still if Alexia is anything like Jean she will find a way to survive. She thought with a mental sneer, It's notoriously difficult to break anyone the Phoenix chooses as a host.

Xavier Institute Boatbouse, Xander's POV

Well as far as places to call home this isn't too bad. He thought as he looked about the interior of the boathouse, Not like I have much of choice though.

It'd been a little over an hour ago this morning that he'd been informed by Beast that while he wasn't going to make anyone sick he also wouldn't be getting home either. He didn't understand a lot of the science mumbo jumbo the blue furred scientist talked about but he did comprehend that thanks to him using the powers he now had the one chance he had for going home was gone. Apparently if he'd just stayed in one spot and waited for the X-men to arrive they might've been able to read enough of his reality address to get him home. However between his blasting a way out of the forest and fighting the Avengers he'd burned away too much of it to make opening a portal between realities worth it. So that pretty much settled things for him: he was stuck in the Marvel-verse and therefore stuck in the teenaged body of Jean Grey with the Phoenix Force shacking up inside of him.

Guess I should start changing my 'he' to 'she' and my 'him' to 'her' then. She thought figuring that if she was going to be stuck a girl for the rest of her life she might as well go all the way, The last thing I want is to pull a Buffy and reject my new 'circumstances' and wind up getting into trouble because of it.

Looking to the door that led outside she hoped that things wouldn't go too badly with her new roommate because his imagination could already see some potential for things to go pear shaped. When she'd been told that she'd be rooming with Rachel Grey-Summers in the boathouse that used to belong to Scott and Jean she'd innocently inquired if there was a room shortage amongst the dorms. It wasn't the fact that she'd be living away from the rest of the Institute inhabitants that bothered her but rather that she'd have a FEMALE roommate. If she'd been alone in the boathouse she would've had all the time she wanted to become 'familiar' with the basic hygiene for women without embarrassing herself or tipping off anyone to the truth about what went on inside her head. After all a little surfing on the internet through the computer she saw, some careful following of the necessary instructions on the boxes in the bathroom and she believed she'd be able to acclimate fairly well to her new gender. True she was pretty sure she'd freak out a bit later when she went to the bathroom or got changed into different clothes, kinda hard not to notice the new 'equipment' in moments like those, but if she could get over vamps being real in a day or two she could get over becoming a girl just as fast.

With an audience in the form of Rachel though…that would complicate things a little more than she'd like.

For one thing she hadn't told them that she used to be a guy and she was fairly sure that neither Frost nor Rachel had managed to root around in his mind deep enough to discern the truth. However with Rachel and her spending a lot of time together it'd only be a matter of time before her decidedly male mannerisms and unfamiliarity with things the province of females tipped her hand. She knew she should probably just come clean and tell them everything especially considering how keeping her former gender a secret could be seen as deception but it wasn't a topic easily introduced into conversation. After all you didn't see many TV shows or movies where the character changed their gender for whatever reason and neither did it show up often in books of fiction. Oh people knew it happened and that some people underwent the procedure but it wasn't something you could just talk about like the weather or how your day went.

So until she figured out a way to spill the truth without getting gaped at or treated awkwardly she'd keep it to herself and hope she didn't tip her hand too soon.

The one saving grace she had was that for some reason she wasn't broadcasting her thoughts to anyone able to pick them up and neither was she being flooded by the thoughts of others. She remembered reading in many X-Men comics that new telepaths had zero control over their powers meaning they heard what others were thinking and others unintentionally heard what they were thinking. While she couldn't say for certain she figured that whatever spell had turned her into Jean Grey must've left behind some kind of subconscious conditioning inside her head. After all she'd been thinking about if off and on since she'd arrived in the Marvel-verse but couldn't recall anything consciously that's explain why she wasn't suffering the usual pitfalls of a novice telepath. That only left something in the subconscious mind keeping her from hearing the thoughts of others or accidently broadcasting her thoughts to others. She wasn't about to look a gift horse in the mouth though since it'd prevent her from accidentally thinking too loudly and exposing the truth for all telepaths to hear.

That's got me thinking: are my thoughts coming through with a male voice or a female voice? She thought in puzzlement even as she heard the door to the boathouse open, If it's a female voice then as long as I don't specifically say or imply that I was once male no one would know the truth even if they did hear my thoughts. But if my mental voice is like my old guy voice then it'd tip them off immediately.

Turning to see who was coming she saw that it was Rachel and a young woman of similar age who she believed to be Shadowcat given the similarity to the costume she'd last seen in the comics. They were both carrying cardboard boxes but with only a little surprise she saw that behind them were two more loads being carried by some sort of invisible force. Shoving aside her questions about how her thoughts 'sounded' she got off the sofa she'd been sitting on and moved to help the two girls with their load. After all if Rachel was going to be her roommate and psi-teacher then it was only polite to help out where she could and when she could.

"Is this all of it or is there a mountain of boxes outside?" she asked with a bit of humor as she grabbed one of the levitating stacks of boxes.

"Just a few more." Rachel replied before heading to the master bedroom, "So…what do you think of the place?"

"Well it's definitely got that homey feeling." She replied honestly looking about at the furnished boathouse, "Still it screams 'couple' or 'relationship' a little too much for my liking."

"Don't worry. Give us a couple of days and it'll scream 'stunning girls' home'!" Rachel said with a smile on her face.

It only took a little while for them to get everything that was Rachel's into the master bedroom and while they did unpack some stuff the two X-Men decided to spend the rest of the evening just hanging out. The TV was already set up in the living room and according to Rachel it had the same number of channels that the TVs in the mansion had so they literally had hundreds of channels to skim through.

"If we're going to veg out we should probably slip into something a little more comfortable." Kitty said sounding both friendly and in favor of a 'girls night in', "Plus I'm sure you'd like to get out of that outfit."

"It is a bit clingy but not really uncomfortable." She replied with a shrug, "Still you're right. Not exactly fitting for vegging on the couch with friends. Only one problem: all my clothes are back in my home reality. So unless you two are okay with me taking a stab at being a nudist I'll have to keep this outfit on."

Seeing both girls blush in embarrassment and stutter a bit she realized that she'd painted a very shocking image in their minds.

Still the looks on their faces were priceless so when she felt the urge to laugh in amusement she didn't fight it.

"Hahahahahahahaha! You should see the look on your faces! PRICELESS! Hahahahahahaha!" she laughed heartily even as the two X-Men recovered from their shock.

"Okay! First I'm sure you can borrow some PJs from me." Rachel said with a little annoyance in her tone, "Secondly? Even if you're just in a magically created teenage version of my Mom's body…EW!"

Yep.

No kid, under any circumstances, wanted to see their parents naked.

Unless the kid hailed from banjo playing country of course.

With that they all went into the master bedroom where the boxes were and started sifting through them for suitable clothing to lounge about in. She wound up getting a tank top and what looked to be ladies boxer shorts and while they were definitely designed with appearance over function she didn't feel too uncomfortable at the idea of wearing them.

Deciding to go into the bathroom to get changed she left the two X-Men to change on their own and closed the door behind her once she was inside. Putting the clothes she'd been given down on the counter she reached back for the zipper she remembered her outfit having…only to find nothing. Confused she felt around with her hands trying to find the zipper so she could take off the Dark Phoenix outfit but after a few minutes of feeling every inch within her reach she finally turned her back to the mirror and looked at the reflection. Lifting her long red hair out of the way she discovered that there was no zipper down the middle of the costume's back. Fearing other changes she went at the shoulder length golden gloves but found to her relief that they came off much like normal gloves and after repeating the action with the boots found that they came off easily as well. She didn't know why she couldn't remove the bodysuit part or why it'd changed from the costume she'd put on as a guy but it was clear she'd need help.

Going back to the door she opened it just enough to poke her head through…to find Kitty Pryde down to her undergarments while Rachel apparently preferred to wear absolutely nothing under her pjs.

For a moment she couldn't help but gape a little because while she'd seen both characters in the comics wearing outfits that were as skimpy as the comic code people would allow and frames where certain parts of their bodies were artfully covered seeing the real deals was something else. Both of them…they were HOT…and proof positive that the lifestyle of a member of an X-team definitely helped keep you fit.

It was at this moment she realized she was staring and not wanting for them to get the wrong idea she used her door concealed hand to pinch herself to get her mind working again.

"Um…seem to have a bit of a problem." She said while trying to keep her eyes focused on everything ABOVE their shoulders rather than below them, "When I put this costume on back home it had a zipper in the back but…heh…zipper's gone now."

"And it's all one piece? Not a shirt and pants combo?" Kitty asked sounding like she was treating the situation analytically.

"Just one big bodysuit or at least that's what it was when I put it on." She replied even as her libido antagonized her in an effort to get her to drop her gaze a foot or two, "Um…I know this is a little weird but…Rachel do you think you can give me a quick crash course on the whole 'telekinetically changing your outfit' technique? Cause otherwise I'm probably gonna have to ask Miss Pryde to grab onto my outfit and phase it so I can take it off."

"Matter alteration is a bit advanced to just give the cliff notes version on." Rachel said as she slipped her pjs on, "So it's going to have to be Kitty that'll help you out of it. Kitty?"

"I gotta tell ya this is the first time anyone's actually asked me to phase their clothes off of them." Kitty said walking over before reaching out with her right hand to get a grip on the costume and only the costume.

It was weird as hell to see the red bodysuit become as tangible as smoke as it ghosted through her body until it was clear leaving her just as naked as Rachel had been before putting on her pajamas. It was then the little details that she'd been ignoring since she'd first arrived in the Marvel-verse became impossible to deny seeing as how there was nothing to obscure them any longer.

She had TITS!

Definitely the mid- Ds in size rather than the more modest mid-Cs he'd absentmindedly been thinking of shortly after regaining his senses in the forest.

Her COCK was GONE!

Only to be replaced with something she'd only ever seen in Penthouse magazines borrowed from Tony Harris' stash.

Shock was so bad that she almost didn't hear Kitty asked if everything was okay.

"Y-yeah. First time seeing something ghost through me." She replied trying to keep her lingering shock from mingling with her spoken words, "You guys get the popcorn and TV ready. I'll be out in a few minutes."

Hearing them walk out of the master bedroom she walked hesitatingly towards the bathroom mirror and took in the body that would be hers until her death. It was…attractive. If this wasn't her body but someone else's he'd definitely be attracted to it and find it sexy as hell especially with a rack that if she didn't know differently she'd think that it'd come from a plastic surgeon's skills. Still if what she'd heard from the girls around Sunnydale High School were correct maintaining this fit figure was going to be hell.

It meant she'd have to figure out what her healthy caloric intake was, eat plenty of greens and exercise whenever she had the free time to do it in. Seeing as how she couldn't see the amount of calories in a kitchen prepared meal, only packaged food, she'd probably need to go online to get a basic idea of what the average calorie amount was for things like a sandwich or a burger.

Here's hoping I find out that being a mutant means I burn calories quicker than your average homo sapien. She thought as she reached for the ladies boxer shorts she'd been given, It'd certainly make my new circumstances a lot easier to handle.

As she slipped the tank top over her head and took in her new clad form she could see the strain in the fabric around the chest area making her think that she conclusively had a bigger bust than Rachel did.

Why do I suddenly get the feeling I'm gonna be telling a lot of guys 'my face is up here'? She thought with a sigh of future exasperation.