~X~X~X~X~X~

In: two, three, four, five. Hold: two, three, four, five. Out: two, three, four, five.

Inhale through the nose. Hold. Exhale through the mouth.

Deep breaths.

Just BREATHE.

Rogue coached herself through the torrent of emotions - the ones she'd absorbed from a dozen dying victims, as well as her own.

An unassuming, broken down building was nestled within a horde of overgrown vines and dead, thorny bracken. The house - more of a shack, really - had been white once, but the paint had peeled away from the wooden slats, and there were several holes decaying through the siding. The roof had partially caved in, and she could see a few collapsed trusses through the missing bits of glass where the windows had long ago been shattered.

Swallowing hard, Rogue inhaled again, slower and longer, willing her heart to beat a less frantic pace against her breast. She released the stale, humid air through her mouth as if blowing through a straw, deliberate and purposeful.

Beyond the decrepit looking door, just past the crumbling plaster of a false wall, was Sinister's lair. She'd have to get past his lackeys before she could search for Gambit. Apocalypse's temple was obscured and hidden underground, but connected with the scientist's high tech laboratory.

Sinister's men hadn't been inside Apocalypse's sanctuary, but they knew OF it; had seen the door, and the massive, terrifying frame of the megalomaniac emerging from it. She had seen it in their memories, felt that cold shiver of fear as he leveraged his violet gaze in their direction while they knelt and cowered.

The X-Man - or FORMER X-Man, as was likely to be the case once her teammates discovered what she'd done - took another deep breath. There was no plan here. None of Cyclops's carefully calculated risks, concise objectives, strategically placed back up, or meticulously studied blueprints. This was all instinct and impulse. All emotions, a foolhardy sense of chivalry, and feigned bravery.

Guilt.

Rage.

Regret.

Love.

No matter the outcome, Rogue wasn't about to let her man rot in whatever Hell Sinister and Apocalypse had planned for him. Mystique's memories of Irene's diary - those visions of Rogue's and Gambit's potential futures - made the X-Man's heart leap with hope and relief that her Cajun might still be alive. But then she had remembered his lack of heartbeat; the way his cold flesh had felt beneath her fingers; the lifeless, unresponsive yielding of his lips against hers.

And she knew: there were fates WORSE than death.

Pulse wild, head throbbing with dozens of psyches, body thrumming with multiple stolen power sets, Rogue managed one unsteady step toward the compound when she instinctively twisted sideways, allowing a bullet to whiz harmlessly past her ear.

"ScalpHunter, honey," she hissed, eyes suddenly flaring white as she sensed him between the trees. "Didn't your momma ever teach ya it ain't nice ta sneak up on a lady?" With one hand extended, a bolt of electricity shot from her fingers, arcing around numerous trees to find their target. His shriek of surprised pain made the corner of her lips curl in a sadistic, satisfied smile, but she nearly lost her footing when a wave of nausea overcame her.

Vertigo.

The green haired woman had stepped out from the tree line while Rogue had her back turned. Vision swirling, the X-Man dropped to one knee, stretching the muscles along her back to fully extend her borrowed, skeletal wings and psychedelic, glowing feathers. A burst of blinding, rainbow colored lights pulsed from the southerner's back, and she heard Vertigo cry out in alarm.

"Argh! My eyes!"

The female Marauder was clutching her face, trembling, as Rogue stood and whirled around just in time to telekinetically block a blast of Arclight's shockwaves. With the heroine momentarily distracted, Riptide constructed a hurricane, hurling it at Rogue and sweeping her up. In a blink, she was standing beside him though, smirking coyly as her body shimmered with Pixie's borrowed teleportation.

"S'prise sugah." She winked flirtatiously, immediately punching the man so hard he splintered half a dozen trees, exploding through them under the force of her blow. He landed in a heap, presumably down for the count, when Gorgeous George completely enveloped her in his sticky tar.

Before he could cut off her oxygen, his screams echoed through the forest, sending shivers up the spines of the Nasty Boys and Marauders alike as they converged. Sinister's men watched as part of the tar pit's elongated appendages smoldered and ignited with ghostly blue flame. In moments, the eerie fire had burned a hole through the middle of what should have been his back.

"Aie!" His shrieks of agony reverberated against the trunks of trees as Rogue emerged, wielding a long stick and a wicked scowl. Upon closer inspection, the others realized her stick was, in fact, a bone, something resembling a femur. Spinning in a circle, the X-Man gathered Gorgeous George upon it like a flaming torch before flinging it at Hair Bag, who was trying to sneak up from her right side.

"Gah!" The ape-like man didn't even have a chance to utter a full syllable before he was enveloped by his sticky, burning compatriot. His shouts of agony combined with Tar Pit's as the smell of burnt rubber and fur wafted through the forest.

"Alrighty then, who's next?" Rogue sneered, casting her eyes around the small clearing. Vertigo was still cowering on her knees, clutching her blinded eyes, and Riptide was presumably out of the fight. Scalphunter, she knew, possessed super strength - just like Arclight - and had likely already recovered from her first bolt of electricity. That left him, Arclight, Scrambler, Ruckus, and -

Blockbuster, who, belying his size, had somehow snuck up behind her. He grabbed her about the arms and ribs, careful not to allow her hands to touch his bare, hulking arms. Rogue's own strength was equivalent to his, and though he wasn't able to crush her outright, she could not break free of his grip.

Resorting back to the blue flames she had procured from a dying man on a cot, she tried to burn her way out of Blockbuster's grip. He proved to be nearly as invulnerable as Rogue, however, and it accomplished next to nothing in terms of escape.

Instead, Rogue pulled on the swirling sands from another young woman's powers and simply melted out of Blockbuster's grip just long enough to grab him with her bare hands. His powers weren't much different from Carol's, but at least her natural absorption put him down quickly. She felt his brute strength and vitality rush into her consciousness, but the flood of a new, unwelcome psyche left her momentarily disoriented and dizzy. Ruckus and Arclight both took the opportunity to simultaneously blast her with their powers, Ruckus nearly deafening her with his ear-splitting shrieks, and Arclight barraging her with a shockwave.

The force of the combined blows slammed her into a wide tree, and she landed at the base of it in an ungraceful heap. A series of gunshots rang through the air, and Rogue forced herself into sand form, synchronously splitting into several copies as dust swirled across the forest floor. Ruckus opened his mouth to scream in an attempt to blast the sands away, but as he inhaled, a cyclone of the granules invaded his lungs, and he grabbed his throat, suffocating on the particles.

Arclight's eyes widened as Ruckus fell, shock momentarily overtaking the purple haired woman's senses. Lashing out in fear, she attempted to send her shockwaves toward the incorporeal dust devils. She managed to hit a few of them, but the piles of sand simply disappeared as Rogue's intangible multiples disintegrated. The X-Man rematerialized between Arclight and Scalphunter an instant later, and the two fired off their respective powers simultaneously - a psionic pulse of energy and several rounds of gunfire. Neither of them hit their intended target, however, as Rogue's copy disappeared and was reabsorbed into the original, leaving the two Marauders to fire at each other.

Scalphunter took the brunt of Arclight's shockwave, and was knocked out, landing several yards away. Arclight, in turn, managed to miss most of Scalphunter's shots, but she could not escape the barrage of bone spikes Rogue unleashed on her a moment later. Using a combination of absorbed powers - including nearly indestructible green scales, the sharpness of metal skin, the crackle of blue electricity, and the force of her borrowed telekinesis - the X-Man hurled a half dozen shimmering, sparking bone spikes from her wrists, elbows, and chest.

The projectiles precisely impaled Arclight's hands, shoulders, and ankles, pinning her to a wide tree. Judging from the screams, the agony was excruciating, but Rogue had calculated the impact to cause minimal damage to the Marauder. Arclight was unable to remove her limbs from their quasi crucifixion against the tree trunk, and continued screeching curses as Rogue casually approached.

"Seems there ain't no one left of the cavalry, suga'," Rogue sneered, her eyes dark and hollow as her irises and sclera rapidly shifted colors.

Still spewing obscenities, Arclight gasped as the Southerner sauntered forward, stopping just short of the Marauder. The purple haired woman spat at Rogue, who simply lifted her hand to stop the wad of saliva and mucus, allowing it to burn up in her borrowed blue flames. The X-Man lifted her other hand, red energy surrounding shimmering, scaled fingers. Without taking her eyes from Arclight, Rogue began squeezing, her expression never flickering from haughty disdain and disinterest.

The Marauder glanced around the clearing, eyes landing on the fallen forms of her teammates. Blockbuster and Scalphunter were unconscious, but likely to recover. Riptide hadn't moved from where he'd collapsed against the last of several destroyed trees, a small puddle of blood pooling around his body. Ruckus was unconscious and barely breathing as he wheezed around a lungful of sand. Gorgeous George - aka Tar Pit - and Hair Bag were tangled together, smoldering and moaning. Vertigo's eyes were scorched and unseeing as she fumbled around in the detritus of decaying leaves and dirt.

"You - you're an X-Man," Arclight gasped around the invisible hand gripping her throat.

"WAS, peaches," Rogue jeered. "Then y'all went and took mah man's body, and forced me into THIS." She gestured toward herself with her free hand. "New and improved, and enough ta take him back from Sinister and Apocalypse, Ah'd wager. Now, why don't ya save yourself some misery and tell me where he is. Ah can just take it from ya, but that way's gonna just leave us both with a headache, and you with a few new holes for mah trouble…"

As an assurance of her threat, Rogue grew two new shimmering, metallic bone spikes from her forearms, flipping them into the air to catch in her bare, flaming hands as she smirked at the wide-eyed Marauder. Still, Arclight clenched her jaw, refusing to utter a word.

"No?" Rogue asked, quirking one eyebrow. "Too bad for you, Ah suppose." She shrugged and sneered, letting the makeshift weapons float in the air. Before she could drive the spikes into the other woman, the X-Man twisted, grabbing the scrawny, nearly silent Scrambler by the forearms as he reached for Rogue's head.

"'Bout time you showed up, shorty," the Southerner taunted. Using her strength, Rogue forced Scrambler's hands against Arclight's temples, instantly knocking the other woman out. "'Fraid you missed most of the party, but Ah'll let you give the final send off, anyhow."

With a shake of her head, she telekinetically pulled long, flexible strands of liquid metal from her fingers and secured the scrawny Marauder's bare hands against Arclight. Scrambler whimpered, shaking as he struggled against the X-Man's super strength while she tied him to both the tree and his teammate. The pair of shining bone spikes still hung in the air, circling the man's head threateningly.

"You feelin' any chattier than your teammate, here, or do Ah need ta turn you into a pincushion, too?"

Scrambler shook his head to the best of his ability as he stammered. "N-No! I'll talk. What do you want to know?"

~X~

Scrambler sang like a death row inmate with a midnight hour plea deal. Within the space of a few minutes, Rogue had secured an access card to the underground facility, Sinister's whereabouts, and everything the greasy little man knew about Apocalypse's plans. Erring on the side of caution, the Southerner absorbed a dose of the man's disruption abilities, ensuring he hadn't been lying.

"Well, boys and girls," Rogue muttered as she reinforced his unconscious form against both the tree and Arclight. "It's been fun, but I've got a Cajun ta save and an omnipotent being ta take down all by mah lonesome. Unless any of y'all wanna rise and shine and switch sides … ?"

The solitary figure glanced around the clearing, eyebrow cocked and hands on her hips, a self-satisfied smirk playing at the corner of her mouth. Her eyes were dark, sullen, and rueful, however, as she took in the damage she had caused in a matter of minutes. Riptide and Ruckus were severely wounded and could very well perish from her misuse. Arclight's puncture wounds left trails of blood across her arms, legs, and torso. Hair Bag and Gorgeous George were an absolute mess of burnt rubber, fur, and flesh. Only Scrambler, Scalphunter, and Blockbuster were likely to recover any time soon, and she briefly wondered if she should dispatch them, too.

With a deep breath and a shake of her head, Rogue dismissed the thought. She wasn't going to kill anyone in cold blood. If her enemies perished in the heat of battle, that was one thing, but she wasn't going to take their lives while they were unconscious.

"No takers then?" She quipped, trying to lighten her own mood - and conscience. She fiddled with the access card in her bare hand. The blue flames had died down somewhat, her hair no longer floating with ethereal flames, but rather bathed in a haze of sapphire highlights.

"Guess Ah'm on mah own then," she sighed, despondent.

"Guess again, darlin'," a familiar, gruff voice echoed through the trees and Rogue whirled, eyes wide with shock and a touch of alarm.

"Wolverine?!" The Southerner breathed as her eyes alighted on his tense, stocky form. Through the forest, she could see two more bodies take shape in the looming darkness of the twilight - Morph, and Nighcrawler.

"What - what are y'all doin' here?" Her bravado and badassery suddenly failed under the leery gazes of her - former? - teammates. While the other two men assessed the damage Rogue had caused, her brother never took his eyes off her altered state. It made her more uneasy than the stacks of bodies surrounding her.

The gruff Canadian spoke first, his stern voice and body language contradictory to the twitch of his lips and quirk of his brows. "Jeannie called. Said Cerebro was goin' nuts with hits on your signature. We hightailed it back before we even got to Siberia to make sure you were okay."

Rogue scoffed, folding her arms across her chest as they switched between sparking electricity and swirling dust. "Ah'm fine." A kaleidoscope of colors bloomed in iris and sclera alike, and she cast her altered eyes away from Kurt's searching gaze.

"Truly, Rogue?" Nightcrawler questioned, approaching her with more caution than he would a Sentinel. "You do not look it. You do not seem yourself at all."

Blue flames fully ignited once more, licking across her entire body as rage boiled below the surface. "Ya don't say?" She sneered. "Ah'm a bit busy here, 'Crawler, so if ya ain't here ta help, then kindly get outta mah way."

Shoving past a surprisingly silent Morph and similarly troubled Nightcrawler, the Southerner kicked in the barely attached door to the shack, sending it flying into the opposite wall where it splintered into pieces.

"Rogue, wait," Kurt pleaded, teleporting directly in front of his sister and blocking her path.

Electric fury crackled across Rogue's fingertips. "Move, Kurt. Now. Ah'm warning ya."

"Or what? Are you going to absorb me? Fight me?" His expression never wavered from compassionate concern, and it somehow made her even angrier.

"Goddamn it, Kurt! Ah don't have TIME for this! Ah got one chance ta save Remy from Apocalypse, and Ah'm not about ta waste it sittin' around here chattin' 'bout inconsequential NONSENSE!"

"Your health - your SOUL - are not 'inconsequential', meine schwester," Kurt gentled, reaching out for her like she was a lost puppy.

"Are you here ta help, furball, or am Ah gonna have ta move ya?" The bone spikes on Rogue's joints and skeletal wings extended slightly as her agitation grew, and she had to clench her jaw to keep them in check.

"Ain't no way in hell we're lettin' you take on Apocalypse alone, Stripes," Wolverine placed a hand on her shoulder, wincing slightly as the flesh on his fingers began to burn away. "So let's deal with him first, THEN we'll sort out your shit. Deal?"

The Southerner slanted her eyes between Nightcrawler and Morph, then back to Wolverine before taking a deep breath. She forced the bone spikes and sparking blue flames back down slightly.

"Deal."

~X~

The quartet of heroes infiltrated Sinister's main base with little fanfare, using Scrambler's key card for access to the lower labs. They encountered little to no resistance, save a few security alarms and lasers, but since Rogue had already dispatched all of the Nasty Boys and Marauders, the place was eerily devoid of life.

It wasn't until they approached the giant sandstone doors of Apocalypse's temple that all hell broke loose. They had expected an ambush, of course, but had rather thought it would happen AFTER they breached the temple, not as they approached.

Thankfully Wolverine's sense of smell had given them enough warning, and Kurt had teleported everyone out of the center of the room just as a triad of energy, metallic, and fire bolts exploded where they'd stood. When the smoke had cleared, Rogue, Morph, Wolverine, and Kurt had immediately split up to battle against the four figures in the room.

The first Horseman was a tall, thin woman with flowing brown hair and a purple scarf. She wore flowing red robes that enveloped nearly every inch of her skin. What they could see of her flesh was covered in boils and oozing green patches resembling gangrene. She carried a sword at her back, but her touch was far deadlier than her weapons, and Rogue knew she must have been converted into Pestilence for the second time.

The second individual Rogue recognized only from Scrambler's memories. Shiro Yoshida, Sunfire, originally hailed from Japan. He had the ability to convert radiation into the same type of plasma as the sun, and with it could fly and 'see' heat signatures. Rogue could also see from Scrambler's thoughts that Shiro's legs had been crushed and amputated during the attack on Genosha. The firebug had been enraged and near death when the Marauders had found him, and he had gone with them willingly under the pretense that Apocalypse could grant him vengeance and a new pair of legs. He was completely encased in flames now, and had bands of black metal wrapped around his limbs, as if trying to contain his plasma into a corporeal form. Finishing off his look was a white mask with a red dot in the center, reminiscent of the Japanese flag, and behind which burned his molten red eyes.

Beside him stood a green haired woman Rogue immediately knew as Polaris, daughter of Magneto. Despite what she'd learned about the Master of Magnetism's manipulations, the X-Man's heart clenched to know that Erik's youngest (and probably most beloved) child had fallen prey to Sinister and Apocalypse. The magnetic manipulator wore a skintight purple dress with a plunging neckline and bare midriff. It was coupled with an armored chest plate that encircled her neck and shoulders, as well as a smattering of studded leather arm and wrist cuffs and a purple belt. She also had a strange choker necklace with the emblem of a skeleton. Finishing off the look was a pair of thigh high leather boots secured with purple cinches and a pair of studded ankle cuffs.

Last, a giant of a man whose skin was completely encased in metal finished off the Horsemen's troupe. The four X-Men gasped in horror as they recognized the recently deceased Colossus. He was even larger now, having gained at least a foot in height, and every inch of his skin glittered with dangerously sharp metal.

As the group faced off against the corrupted mutants, Rogue searched frantically for another familiar face. When she saw no other assailants, her heart raced and her stomach sank. Were they too late? Or perhaps they had arrived too soon? Based on the images she had seen in Mystique's mind - those haunting sketches turned visions - Remy should be a Horsemen. Yet, there were already four of them, and her Cajun wasn't amongst them.

The Southerner's hands shook as her mind whirled with the possible implications, but she had no time to dwell on her conflicted emotions as Apocalypse's minions suddenly launched themselves at the X-Men.

Morph engaged Pestilence, transforming into Daredevil, complete with billy club turned nunchucks. "Bow before the touch of Pestilence!" the woman hissed as she threw punches and kicked out with bare feet, intent on infecting the shapeshifter with her toxic touch.

As 'Daredevil' blocked and parried each of Pestilence's grabs, Wolverine took on Colossus. "You are no match for WAR," the gigantic man bellowed, his once warm voice now dark and hollow. The former ally was able to extend parts of his metallic body into weaponized shards, blasting them at Wolverine much as Archangel had been able to do with his 'feathers'. Gratefully, the X-Man's healing factor was able to accommodate dozens of tiny knives as he was brutally impaled. Both Colossus and Plague had blue lines snaking up and across their bare flesh, as if infused with electronic components.

Nighcrawler faced off with Polaris, who manipulated the metal in the lab to form an iron maiden around the blue-furred mutant and attempted to stab through him with several transmuted swords. Kurt, however, instantly teleported, somehow managing to bring three of the 'swords' with him, descending on Polaris.

"Come then, Rogue, and fight Famine." Sunfire's voice crackled and popped like the flames that engulfed his plasma form. "The great Apocalypse is impressed with how you dispatched the others. He invites you to join him and fight at his side."

Rogue snorted as she looked around at the X-Men who were battling Apocalypse's other minions. "By mah count, Apocalypse's little club is full. 'Sides, Ah just came for mah man. Why don't you hand Gambit over quiet like, and Ah'll be outta the way." The Southerner held up her hands in mock surrender, even as the blue flames on her hands grew brighter and her hair danced in a halo of sapphire flames.

"It is too late for that," Sunfire sneered. "Gambit is no more. Apocalypse wishes for us to battle you. Whomever still stands will serve as his Horsemen."

As Famine spoke, Rogue's heart splintered, her hands shaking. "Where. Is. Remy?!" Her voice was barely more than a whisper, but the ferocity and emotion behind her words rang through the remains of Sinister's lab.

Although the fight had just begun, the place was already decimated. Shelves had been melted and reformed to create weapons against Nightcrawler, glass bottles were shattered and pulverized into sand as Morph lobbed them at Pestilence, and huge chunks of wall were pounded into dust from the force of Colossus's fists going through them.

"Death awaits you. You will be reunited once you accept your fate." Sunfire - Famine - promised, his red eyes shifting back toward the massive stone entrance to Apocalypse's temple.

Rogue's eyes shifted with realization, her natural hazel-green shimmering into the foreground of her irises for a moment before being swallowed up by the motley of psychedelic colors. Gambit had already been cconverted into Death, fulfilling at least one part of Destiny's vision. So much for Plan A, at least. She'd known going into this fight that there was a slim chance of victory, let alone survival, but that didn't discourage her indomitable spirit.

"Didn't anyone tell ya? Ah make mah OWN fate!" The X-Man immediately went on the offensive, whirling around so her back faced Famine. The prismatic colors of her wings stretched, sending a blinding wave of light through the enclosed space at the same moment she used the last of Emma's telepathy, warning the others to close their eyes.

Shouts of pain echoed from Polaris, War, and Pestilence as the phosphorescent glow temporarily blinded them. Unfortunately, when Rogue had used the trick earlier, Vertigo had been closer, with her eyes focused directly on the X-Man. As such, the Horsemen didn't suffer the same ill-effects. She'd been certain Sunfire would have succumbed to instant blindness, though, and was therefore caught off guard by the fireball that exploded against her back a moment later.

Rogue barely kept herself from screaming out in pain, and instead tried to hurl a bone spike through Sunfire/Famine as she spun back toward him. The shard turned to dust as soon as it entered the Horseman's plasma, and the Southerner gritted her teeth. Famine answered her bone weapon with another fireball, and Rogue caught it within her blue flames, flinging it toward Pestilence with a telekinetic wave of her hand. The other woman was too busy battling Deadpool/Morph, and the scorching sphere hit her directly in the back, incapacitating her. The shapeshifter gave the fallen Horseman a K.O. kick to the head, then leapt to aide Nightcrawler.

The Southerner forced herself to split into half a dozen multiples, once more turning into swirling sands as the last of Dust's powers began to wane. Creating a tornado of swirling sand, she caught Famine up in her whirlwind, intent on smothering his flames.

An inferno raged within the center of her incorporeal form, but instead of suffocating, the Horseman burned brighter, and Rogue was forced to pull herself out of the fray to try and make more multiples. The sands from her other copies began turning to glass shards as the heat from Sunfire's powers solidified the dust, and the X-Man had to throw up a telekinetic shield against the onslaught of microscopic glass flung her way.

She did a quick inventory of the powers left at her disposal as she held the shield against another lobbed fireball. Pixie's powers were still strong enough despite the limited time the girl had actually held onto Rogue. Emma's telepathy was completely exhausted, but there was still a small chance she could access the woman's diamond form. She had a bit of electricity and telekinesis to spare, but the psychedelic strobe lights from her feathers were utterly used up. The multiples were quickly fading, too, as they engaged Sunfire with more bone spikes. The liquid metal skin she'd possessed was gone, as was the armored green scales of the reptilian woman. The blue flames she'd taken from a man who had died under her touch were still useable, but were also hazy as they waned.

She did still have a full dose of Scrambler's abilities, but those were practically useless against her current adversary. Rogue knew she couldn't get close enough to touch the Horseman, as even her invulnerability would be hard pressed to withstand Sunfire's tremendous heat. At least her flight was a boon, and she used it now as Sunfire/Famine gave chase, the last of her multiples fading under the onslaught of his incandescence. The space was small, though, and the Horseman hurled fireballs with reckless disregard.

"MORPH, look out!"

Rogue whirled at the sound of Wolverine's voice, eyes turning just in time to see a flaming globe of plasma glance off Morph's chest and shoulder.

Morph screamed in agony as uniform and flesh melted into one, and powers began to short circuit. The shapeshifter randomly transformed between featureless mutant face, to the true form of Kevin Sydney, and back again. Seeing his best friend in mortal peril (again) Wolverine abandoned his fight against Colossus/War and leapt on Morph, using his own hands to slap out the smoldering flames.

War thundered toward the distracted X-Men, and Rogue saw her opportunity, flying down and grabbing her former friend's head with her bare hands. Using Scrambler's abilities, as well as her own, she tried to short-circuit the man's powers and Apocalypse's influence before stealing his ability to turn into metal. The absorption was difficult, but thankfully instantaneous. She had the advantage of having absorbed one of his Horsemen before, and she used some of the Professor's teachings to help wall off her consciousness from the pain and horror of Colossus's rise from the dead.

"Sorry 'bout this, Pete." Through a clenched jaw, she uttered an apology to the incapacitated Colossus as she fought to keep control of her own mind against Apocalypse's influence. With a tremendous effort, she tossed the hulking man's human form at Polaris. Somehow, she managed to stay airborne, transforming into flaming blue steel, turning a somersault in the air, and launching herself directly at Sunfire's flying, raging inferno of radiation. The force of the two super powered beings' collision created a shockwave of energy, knocking all those left standing off their feet.

~X~

Holding Morph in his lap, Wolverine glanced around the decimated lab. Polaris - or whomever she had become - was unconscious, as was Kurt. Colossus was down for the count and back in his human form, thanks to Rogue's absorption powers. He could see the steady rise and fall of the other man's chest, and was grateful for the small reprieve. Tainted by Apocalypse or not, Shadowcat would be over the moon to have the Ruskie back among the living.

Pestilence was still knocked out, slumped against the wall where she'd fallen earlier to one of the fireballs Rogue had expertly deflected.

Speaking of…

Still in metal form, Rogue had quickly, miraculously, recovered from the explosion and was already on her feet, slowly and methodically pummeling the weakened Sunfire turned Famine into oblivion. After a few more blows, the Horseman's white mask cracked and fell away, and his flames smoldered as he finally lost the battle with consciousness.

"Rogue!" Wolverine shouted as she continued beating Sunfire. "He's down, and Morph needs medical! Help me!"

The gruff man's pleas finally cut through the haze in her brain, and she straightened, dragging Sunfire's crumpled form behind her. As she approached, Nightcrawler finally came around and quickly teleported next to Wolverine to help him stand with Morph. The two men quietly discussed something before Kurt 'Bamfed' around the room, gathering up the other three unconscious Horsemen and disappearing briefly.

By the time he returned, Rogue was only a few feet away from the, but her steps were suddenly halting and jerky.

"Rogue?" Kurt asked, concern marring his slightly singed fur. "Vhat is wrong?"

"Ah can't…" she cut off, her steel body suddenly freezing mid-step and mid-sentence, an expression of pain and shock fixed upon her face.

"Rogue!" The blue furred mutant vaulted forward on all fours, skidding to a stop in front of his sister. Her steel 'skin' had oozed and melted under the extreme heat of Sunfire/Famine's radiation abilities. As the superheated metal had cooled, her body had essentially hardened into a steel statue, unable to move.

"Mein Gott!" Kurt cried, grasping Rogue's plated arms with his bare hands and shaking her gently. She only rocked back and forth, her metallic feet clinking against the concrete. "Rogue! Come on! Turn it off! Wolverine…?"

The blue furred mutant turned toward the senior X-Man, his yellow eyes frantic.

"She's tough. She'll be fine," Wolverine breathed, adjusting the barely conscious Morph in his arms. "Once his powers wear off, she'll snap out of it." His voice sounded resolved, but there was an uncertainty behind his eyes that left a stone of worry in Nightcrawler's stomach.

"Come on, Elf," Wolverine tore his eyes away from Rogue's completely encased metallic form. "Let's get on the jet and get outta here. I know savin' Gumbo was the point of this excursion, but she ain't in no condition ta take on Apocalypse, and neither are we. We can still save the rest of his Horsemen though, if we get 'em back ta Genosha ASAP."

Nightcrawler nodded wearily, then reached for Wolverine and Morph and Rogue simultaneously. In a blink, they were back on the aircraft. Kurt made his way to the cockpit to start the pre-flights while Wolverine tended to Morph's wounds in the back. Neither man noticed the fine cracks that had formed in the creases of Rogue's body, nor the fine dust that was slowly seeping from the gaps.

Wolverine's nose twitched with the new smell, and he turned toward the metallic statue of Rogue just as he finished strapping the shapeshifter into a seat. "Kurt!" The Canadian barked, and Nightcrawler teleported from the cockpit before he could even start the jet.

Slowly, a fine mist of sand and fog exuded from the statue and formed a tower of particles between Logan and Kurt before finally taking shape. Rogue stood, looking bedraggled and singed as she wobbled on unsteady feet.

"Rogue!" Kurt cried, enveloping her in a hug. "You're alright!"

She gave him a wry grin, and took a moment to regain her bearings. "Might say that. Feel a bit like a lobster in a gumbo pot, but Ah'll live." Realizing where they were, her eyes, which were slowly fading back to hazel-green, darted around the jet. "Where - where's Remy?" Green eyes went wide, anxiousness spiking, and Wolverine took the opportunity to grab her by the shoulders, trying to ground her against the panic he could smell on the Southern spitfire.

"Morph's hurt, Rogue. Bad. We need to get him to a doctor. We grabbed the four Horsemen, and by the smell of it, they're mostly free of Apocalypse's influence now. But some of 'em need medical attention, too, and you ain't exactly in the best shape, either."

Rogue positively growled, shaking Wolverine's hands off her shoulders. "Ah'm not leavin' without Remy - one way or another."

"Rogue, darlin'..." Wolverine scrubbed a hand across his face in frustration. He was aware of the parallels between the X-Men's first mission against the Mutant Registration Act when Morph had been left behind for dead. He had been where Rogue was now, frightened, frustrated, and full of contempt for Cyclops, who had suggested leaving their teammates behind in the hopes of saving the rest of their friends. Logan had always despised Scott for leaving Morph for dead, and Beast to get captured, but now that he was essentially wearing the younger man's shoes…

"Don't you dare, Logan!" Rogue seethed. "Don't you DARE tell me ta leave him behind! Ah didn't come all this way ta turn back now. Ah aim ta see this through, come hell or high water!"

"Rogue, my sister," Kurt beseeched, a gentle hand grasping her covered elbow. "We don't vant to leave Remy behind, either. But there is no guarantee he is even here, or zhat Apocalypse has transformed him. You are exhausted, Morph needs help, and we cannot leave you behind to fight against Apocalypse on your own. Whatever powers you had are gone - it is only by the grace of God that you were able to survive that." He gestured to where the metallic doppelganger of Rogue still stood against the wall. "Please understand…"

"No, YOU understand, both of ya!" Rogue snarled, yanking her arm away so hard that Kurt actually stumbled. "Ah am NOT leaving without Remy!" With that, she stalked out of the back of the jet, although she could barely make her legs work. She hadn't made it 10 feet from the gangplank before she was back in the jet, choking on Kurt's sulfuric smoke.

"Kurt!" Rogue shouted, blinking in rage and surprise as she tried to force her way out of the seat he had deposited her in. Wolverine watched, smirking. Even though he agreed with Nightcrawler, he took no small pleasure in watching the stubborn woman try to outmaneuver the slippery elf. Although Morph was still in bad shape, and they needed to move things along.

"Sit down, Stripes," he barked. "You know 'Crawler could do this all day."

Rogue was positively growling as she tried to get a bare hand on Kurt, only to have him teleport away, then back again, continuously pulling her back into the plane's seat. After the fourth unsuccessful attempt to escape, Rogue's eyes suddenly shimmered, her skin glowing a light pink.

"Fine. Y'all wanna go ta Genosha so bad, have it your way." Clenching her fists and eyes, she exhaled an enchantment that was somehow bouncing around in her brain.

"Sihal Novarum Chinoth!"

In the space of a breath, Rogue, Morph, Logan, and Kurt, along with Polaris, Colossus, Pestilence/Plague, and Sunfire - all of whom were still unconscious - were enveloped in a shroud of pink light.

When the three cognizant X-Men opened their eyes again, they were standing on the crumbled concrete of what had once been Genosha's Main Street - not 30 yards from the hospital-hotel.

"Vhat?" Kurt looked around, bewildered, before meeting Rogue's eyes as she stumbled and nearly fell. He reached out to steady her, and without a word, she stepped into him, tucking her face against his covered shoulder as he gently wrapped his arms around her. He could feel a dampness against his uniform and gripped her tighter, sighing with shared grief over what she'd been forced to give up.

"Thank you for comin' back for me," she whispered, watching as Wolverine lifted Morph into his arms once more. "Ah'm glad ta call you mah brother. You know that, right?"

Nightcrawler nodded slightly, and lifted a hand to pet along Rogue's hair as she shuddered.

"Give mah love to the others, will ya?" she asked, sorrow blanketing her slumped frame.

Before Kurt could respond, she twisted her head, kissing his cheek just long enough for his legs to buckle and his eyes to roll up inside his head. Wolverine turned to see Rogue gently lower Kurt to the ground next to the pile of unconscious Horsemen. Her naturally brown and white hair flicked across tear stained cheeks, and she met the Canadian's eyes briefly, offering an apologetic side smile.

"Rogue!" he warned, gruff voice a whisper edged with panic.

"Bye, Logan," the Southerner touched her lips with bare fingers, blowing him a soft kiss. "See ya on the other side."

Her body flickered with that same rosy glow, and she was gone.

~X~

The remains of Sinister's lab creaked and groaned as debris and rubble settled in the darkness. Beyond the obliterated space, just behind the massive stone doors of Apocalypse's temple, a faint pink light shimmered through the paper thin gaps of the frames.

Rogue blinked once and collapsed to her knees, a wave of dizziness and nausea engulfing her overtaxed body. She grappled with her lungs, forcing one deep breath after another in the dank, putrid atmosphere of evil and decay. In the deep of the darkness, a faint fwip, fwip, fwip sound echoed, catching in her throat.

Heart stopped, eyes wide, and tears already pooling, Rogue slowly lifted her gaze to meet a familiar red glow.

"Remy…?" She dared to breathe, and the echo of her whisper was deafening in the silent space.

From about 50 feet away, small floating red lights suddenly illuminated the space around his eyes, and Rogue gasped at the visage that greeted her.

"Bienvenue, ma belle fille. Death has been waiting for you."

~X~X~X~X~X~

Bienvenue, ma belle fille (welcome my beautiful girl).

Polaris as Malice (Evo Style, by Saphari) saphari/art/X-Men-Evolution-Polaris-as-Malice-288063149

Colossus as War . /marveldatabase/images/e/ed/Extraordinary_X-Men_Vol_1_12_ /revision/latest?cb=20160419162853

Gambit and Sunfire ans Death and Famine:

img/b/R29vZ2xl/AVvXsEjslInM_CECegJqMqhlUw5fZxg-e1zSrputdz9f8lvylLRK8DxWWYXowYASHUqLCp0s80gN9MO45JMLIG71f6Q6iTyOnHkh8R7iCf2ET3d4VlX0Uc1xFPwsYtfxNPGIV_MeKmO82Zk2JSc/s1600/To+Better+Know+a+Villain+Horsemen+of+Apocalupse+-+Blood+of+

Backstory of Gambit becoming Death:

abandoned-love-remember-when-gambit-was-a-horseman-of-apocalypse/

Plague as Pestilence:

. /revision/latest/scale-to-width-down/250?cb=20131021123527

Gambit as Death:

X-Men (1991), #185