Author's Chapter Notes:
One of my longer chapters. I really need to add an update, this is not as long as I intended, but I am pleased with it. Hope you enjoy. Please read and Review. Thanks

Disclaimer : I OWN NOTHING! ARGH!
Constant thoughts. Constant thinking. Constant hearing.

Sometimes a constant torture. A mind can be a wonderful thing or for some, a personal hell hole. For Emma Frost, current head Mistress of Xaviers School for Gifted Students, it is all this and more.

Since the events of their last encounter with the Marauders, everything at the school has been turned upside down. Everyones thoughts, emotions and even some dreams have been making their way to Emma's mind.

Constantly she tries to keep them all at bay. Tries to sort out where they all belong. On top of all this is Scott Summers. Her teammate, her consort, her lover.

His thoughts alone have been unreadable. For two days now, he hasn't slept, hardly eaten, has barely said more then a few words.

Now, she finds herself standing in the doorway of their room, watching as her loved one just sits with his back to her staring blankly out the window into the nights sky.

"Dearest, you really should try eating something." Was the only thing she could come up with to clear the silence.

"Even take a shower, maybe that would help you sleep." This time she speaks with a smile, still in return all she receives is silence. Not even a nod.

The smile on her face fades and her brow tilts down slightly, worried. "Well, I will be with Cerebra if you..."

"I understand." Cyclops rises from his chair, his gaze now landing on her. "Don't you?"

Confused, Emma takes a few steps towards him, her arms crossed. "Understand what, Scott? Why you've been up here for two days? No I don't and frankly..."

"You of all people should see what they are doing." He shakes his head, completely lost as to why she doesn't understand what he's talking about.

Emma continues to stair at what now seems to be a delirious Scott Summers, one of her eye brows shift as if waiting for him to explain.

"They made sure you were going to sense a mystery mutant. Hell they even made sure we knew where they were going. There was no special reason for them to attack that village. I doubt they were even going to attack anyone." He takes a deep breath and walks across the room over to their bed.

"The only reason we knew anything at all was because Sinister wanted us to, right?"

Emma nods her head, waiting patiently for him to get to the point.

"Look, the only reason they did any of this was to make a point." Again he takes another breath. "They just wanted us to know that they have the Phoenix and that she's not going anywhere fast or willingly."

Understanding what this might mean, Emma becomes lost for words. Resting her arms at her side, she makes her way over to her lover and sits next to him. "Scott, I don't know what to say."

"How about, whatever they plan next is going to be big and that we are really screwed this time." He snorts out.

"No...What I mean is, that there must be a way they are controlling her. Some kind of mind trick. Something."

Their fingers intertwine. The former White Queen sees past the visor and looks at Cyclops in the eyes. "I will do everything in my power to find out what they are doing with her and what their intentions are."

His frame quivers and he exhales. "I know you will." His attention goes back to the night sky. "Do you always know what to say?"

"Why of corse dear. Now hush." Her finger lingers on his lips silencing him. "You need to rest." She kisses him lightly and then slowly pulls away licking her lips.

"Stay." He pulls her close to his frame wrapping his arms around her slender torso. "Please." He kisses her hard parting her lips with his tongue.

"Only if you promise that we both gets some rest later." She gives him a devilish smile and he returns it.

*~*~*~*~*~*~*~*

The light of the moon shines brightly across the pebbled bedroom floor. Gambit sits propped up against the wooden headboard. His eyes trace the rose pattern of their bed. The one corner of his lip quirks up as he thinks.

"Hmph." He breathes out, almost laughing, almost in disbelief. "Our bed."

Red hair stirs beside him. Green eyes take in the sights before them, of his chest, his face, his eyes. "Remy..."

"Sorry chere. I didn't mean to wake you." He lightly pushes back the fallen hair in her face to behind her ears. "Now why don't you lay back down and close dem pretty eyes of yours."

Jean lies her head on his abdomen and smiles into his skin. Tracing small circles with his palm on her naked back, Gambit stairs out into the nights sky, letting his thoughts wonder.

Ah wonder if she's alright. Seeing me and Jean. She must of...God only knows what they all think of me now. What she thinks.

He lets his head fall backwards to the headboard and he swallows hard.

What does it matter? Not like we were ever going to make anything out of it.

Gambits eyes linger back to the redheaded beauty sleeping on him. He drags his fingers lightly through her flowing locks.

And now...I have a real chance at a real life. A chance to start new.

But these thoughts. They are dangerous. Think of who is lying on you now boy. This ain't just any woman.

But her mind has been wiped clean. No more memories of real pasts. No more memories of being a telepath.

No...but youknow. How can you go on wid yourself? You just a thief. Stealing peoples lives again.

She won't find out.

And what about Rogue? You just going to forger her to? Leave her behind again?

He stares out at the stars and sighs, knowing that his choices are slim.

"Ah got no choice."

*~*~*~*~*~*~*~*

A match flickers and comes to life, strong hands introduce it to a cigar. Logan inhales a few puffs, pulling back the taste into his mouth. His tongue pushes his newly lit friend to the corner of his mouth, his teeth bite down lovingly making sure not to rupture its delicate skin. Smoke slowly seeps out from the corners of his mouth, making its way across his face. His left eye winces, as the passing by smoke irritates his vision.

He tosses the no longer useful match aside and shoves his hands into the pockets of his jacket. Letting his gaze wonder he looks to the stars. Some of them seem so close, the rest seem so far away. A breeze sundenly picks up and he takes in a new smell.

"Hey." He says, without even turning around.

"Hey."

"What you doing out here so late?" He shifts his cigar to the other side of his mouth and takes another inhale.

"Same as you sugah." Rogue takes her usual spot by her tree. "Ah can't sleep."

Logan watches her from the corner of his eyes, as she makes her way to the gigantic maple and sits down in the grass.

A long silence pause is passed, neither of the two knowing what to say. Logan shifts his weight from one side to the other, adjusting his knee he looks down and plants his heel in the ground. He clears his throat, then decides to sit next to her.

The young woman next to him continues to gaze at the star scattered sky before them. Her arms crossed neatly across her chest, her legs bent comfortably. He notes how at peace she looks. He smiles.

"Rogue, I honestly thought you'd be mest up the most after...well all of this."

She leans her head to her shoulder and smirks. "Are we going to go through this again, Wolverine?"

He clears his throat again, takes the cigar from his lips and stares back at her. "I...it's just."

Her eyes seem to dull over with boredom waiting for his explanation. "Look honey, Ah know yah don't age all that fast, but Ah certainly ain't gettin any youngah."

"Yeah yeah." His eyes almost seem to change color as he looks at her this time serious. "Maybe I'm just as shocked as you are. Here I was thinking that I'm so suppose to be angry, jealous even."

Rogue straightens her back against the tree, trying to show this man that he has her attention.

"And I'm not." The corner of his lip curls. "I think that I'm ok with it." The cigar is once again placed in the safety of his lips. He inhales.

"You're tired aren't yah..." Her hands snake around his forearm. His gaze goes from her hands to her face. "Of haven tah kill her."

His eyes stay focus on hers. "You're afraid that maybe....yah don't love her anymore."

He turns his face away and looks to the grass. Ashamed. "Is it so wrong if I don't?" His hands tighten into fists. "I'll always love her. I just think I'm tired of it all. And maybe...I'm just not in love with her anymore. Is that wrong?"

His face turns back to hers, looking for a sincere answer. The truth.

"No sugah. Not at all. Yah just being honest with yourself. There's nothing wrong with that. Nothing for you to be ashamed of."

He lays his head back against the tree, relieved, free. Smoke again begins to irritate his eyes. He takes the remainder of the cigar rubs it out in the grass and tosses it. A grin plays across his face. He had just told someone the truth and that made him feel free. Weird.

Soft lips caress the skin of his cheek, his eyes widen and his muscles tense at the shock of the sudden contact.

"G'night Logan." Rogue stands and makes her way back to the mansion. "Try not to stay up to late." She gives him a wink.

"Ah, yeah. Night." He watches her walk past him and then just stares out into oblivion.

*~*~*~*~*~

Fire balls blaze to the left and head right for a girl. She doesn't duck or move, she stands her ground and lets them sale right through her. Katherine Pride stands tall smiling.

"HA! Right through me!" Her hands grab hold of a giant piece of cement wall and she heaves herself over it. Again, more fire is sent blazing her way. Her mutation kicks in, the fire does no damage as she lands softly on her feet. "That's right! Double HA!"

Using a scrap piece of metal, Rogue holds it in place shielding the rest of her teammates. Making a fist, Cyclops signals for Colossus to push his way through the debris on the other side. Just as he's about to do that, the weight of the metal seems to be taking its toll on Rogue and she begins slipping. Colossus turns and heads back to help her out.

"Simulation. End." Cyclops yells out to the computer programmed room.

The battle ends. The smoke, the debris and the darkness vanish. The scrap metal that Rogue and Colossus had been reinforcing disappears and they both tumble to the ground.

Although they can't see it in his eyes, they can sense it.

Anger. Disappointment. Aggravation.

"What the hell was that?" He says calmly but sternly. The leader studies the group infront of him. "Colossus, you broke formation." His vision lands on Kitty. "You did not take this seriously."

Pinching the bridge of his nose, he sighs. "Rogue...Why are you wearing that here?"

The young woman stands up brushing herself off. "Excuse me?" She lifts her brow in disbelief. "What are you talking about?"

"The bracelet, Rogue. Why did you wear that here?" He takes a few steps towards her and grabs hold of her left forearm. "I'm happy that this is working for you..." He pushes her sleeve up. "But this really isn't the....No bracelet..."

Her arm quickly retracts from his grip. "Do yah think Ah'm insane?!" Her other hand quickly adjust her clothing to hide her exposed flesh. "Of coarse Ah don't wear it here. Or during a battle. Evah!"

He takes a step back, realizing how close he was to being sucked dry. "I'm...I'm sorry."

"Whatevah! Don't evah touch me again, unless you want to end up on the floor." Angry, Rogue stomps off towards the doors.

"We're not done here!" He yells behind her.

Patience wearing thin she doesn't turn around. "The hell we're not! Ah'm done! We've gone over this almost twenty damn times." Pressing her hand against the doors, she takes one glance behind her. "Scott yah need to get some down time sugah."

*~*~*~*~*~

"I don't get it." Cyclops splashes some warm water on his face rinsing off the shaving cream. "If she wasn't wearing that piece of jewelry, how is it that she wasn't able to hold up that sheet of metal?" He brings a pair of ruby red glasses to his eyes.

Emma rakes her fingers lightly across his naked chest. "Maybe you're just being too hard on them dearest." She senses his disbelief. "Maybe doing the same scenario over and over, got... well a little tiring. I think you might be reading into this a little too much."

He shakes his head. "No. I know I'm not. I lifted her sleave Emma. I touched her skin. Not long. But there was a few seconds. I should have been on the ground." He adjusts his jeans and notches the belt.

"Either way." She says calmly inching her waist closer to his. "We will have to wait for her to come to us. We can't force her to try anything. Maybe she didn't notice. Maybe she did and will come to us in time."

Tilting his head back, trying to relieve the strain he feels in his neck he inhales deeply. "I don't know. She might be a danger to the team or herself. What if we are in battle and her powers don't work. Or she's in mid flight and she suddenly starts free falling." He tilts his head forward and shrugs his shoulders. "I don't think I could live with myself if there was something I could have done to prevent that."

"Very well, you've made your point. I will speak with her in the morning. But right now you should be getting ready." She hands him a dark blue T-shirt. "You agreed that everyone was to have the night off. That includes yourself."

"I know. I'm only going because they expect me to." He tucks his shirt into his jeans, then finger combs his hair checking his appearance in the bathroom mirror.

"Admit it, you want to go out. Alcohol and good company, how does that not sound tempting?" She grins.

*~*~*~*~*~

Rogue tosses in her bed. Her room seems chilly. Odd. Being cold. Still getting use to having the bracelet. She tugs on her blankets and covers her shoulder and nuzzles her face into her pillow. She thinks back to the last time she felt cold and can't seem to recall it. Having invulnerability has its perks she thinks to herself.

Then her mind drifts to the danger room. Scott touching her skin. Two thoughts come to mind. One how dare he and two, how could he? Her fingers graze against the cool metal of her bracelet.

After the danger room, she had gone straight to her room showered and then put on the bracelet. Smiling. Then she had head down stairs to wish everyone a goodnight. Kitty put up the biggest fight about her not going out. Said she needed the time to unwind, but in the end she understood that Rogue had wanted some alone time.

Four horror flicks and one bowl of popcorn later she had called it a night. Everyone was still out and it was midnight, there was no need for her to stay up.

Now, she lies still, attempting to keep the heat under her covers. Listening carefully, she hears only one thing, quiet. Either everyone is home in bed, or everyone is still out. Wanting to know the time Rogue shifts her body to her left side to look at the clock on her night stand. 4:00 AM stands out in blinding green.

Thinking her eyes are playing tricks on her she squints and looks to the far left end of her bed. A silhouette sits hunched on her bed, its legs hanging over the side, so still that if she hadn't of turned over she wouldn't of noticed it.

"That's why the bedding wasn't moving." She sits up slowly and reaches for her lamp. A lite warm glow enveloppes the corner of her room, revealing only the torso of the night intruder, his face still concealed by darkness.

"Logan?"

He doesn't reply, just glances over his shoulder and gives her a sad one sided smile. "Hey." He says weakly.

"Uh, hey." She studies his figure that doesn't move. "Are yah ok sugah?"

His hands are placed on his lap, palms up. Blue eyes seem to scan them over and over, judging them. He shakes his head and then rubs his palms briskly against his thighs.

"I'm sorry I woke you."

Rogue blinks her eyes quickly, removing herself from the daze. "Nah, it's alright. Ah was cold and wasn't really sleeping anyways." She offers.

"I haven't been here long. If that's what you're thinking about." Still sitting at the edge of her bed, Wolverine studies the stars outside the windows in her room.

He feels her body inch closer to his. "Logan, why are you here?" Her hand squeezes his left shoulder.

Again he smiles weakly. "Tired."

"You're tired? Sugah then go to bed. Your room is just down the hall..." She sees him stare at his hands again. "Logan did you go out with everyone else? Ah didn't see you leave with them."

"No."

Confused she sits beside him, her legs also now hanging from the edge of the bed barely touching the floor. "But yah did go out?"

"Yup."

"Logan, sugah what's the matter?"

His eyes seem to bounce from one star to another and then back to the moon, still amazed at how bright it can really be. The Wolverine in him growls, but the man sighs out loud. "I thought about what you said, about not being an animal."

He feels her gaze on him, why is it comforting, but yet uneasy at the same time? "But Rogue, I don't believe it."

Hands form fists and then unclench on his lap. "An animal kills without thinking about it. An animal enjoys the hunt. Sometimes loses control. Sometimes, that's me." His hands form fists again grabbing at his jeans. "I think I understand why I'm so at peace with her being with someone else now, instead of me."

Rogue looks up into his face puzzled.

"Because I won't be there to hurt her." He snikers. "In more ways then one."

Logan leans his head against her shoulder, noticing how smooth her skin can feel. She cradles him, her right arm draped over his shoulder, her free hand softly running through his hair, her chin pressed against his forehead.

"Yah know darlin, sometimes I think you're the only person who's never been afraid of me. The only one that's really ever put up with my crap." His hands still sit relaxed in his lap. "I don't understand why, but I gotta tell yah, sometimes it's nice to know that."

She giggles softly. "Only sometimes?"

The constant massage of her fingers against his scalp send calming sensations through his body. Eyelids grow heavy, his body slowly begins to succumb to all the exhaustion. His heavy body begins to weigh down on her tiny frame.

"Logan...here." She moves back to her preferred side of the bed and taps lightly on the top of the covers over the empty side.

Wolverine removes his boots, pushing them off one by one with his feet and tosses his sheep skin and jean jacket to a near by chair. He lies beside her still facing the window. Rogue places a blanket that she had at the end of the bed over his massive frame covering his bare shoulders, secretly fearing she'd somehow manage to hurt him, even with the bracelet on. She props her elbow and leans her head on the palm of her hand. Her fingers find their way back to his scalp, tracing fine soft lines through his hair. He smiles knowing she can't see him.

"Ah still find it funny that you're not scared of me." She giggles.

His eyes shift back and forth trying to figure out what she meant. "What you talkin bout?"

"Don't play the fool Wolverine. Mah skin. Yah never acted strange around me. Not that I can remember anyways." She continues playing with his hair.

"Never had a reason to." He says honestly.

"Hmm. Well everyone else, even with this fancy piece of jewelry, are still afraid of me. Like Ah'm going to suck them dry whenever they get to close or somethin."

"That's cause their asses, are just plain dumb." His eyes begin to close.

"See that's what I like about yah too Wolverine. Yah never been scared to be around me."

"Well darlin, yah never gave me reason to be. An I don't get scared." He says matter-of-factually.

"Whatevah yah say Logan." Again, she giggles. "Now get some sleep sugah."

Rogue turns off her lamp, adjust herself in her sheets and drapes an arm over her friend. Letting him know that she's there for him. She nuzzles her cheek against his shoulder blade and she can hear that he's already fast asleep. His breathing is not as heavy sounding as she had expected. Hell she half expected him to be one of the people that snored the loudest in this place. But here he is, his side gently rising and falling to the long deep inhales and exhales of his dreamless sleep barely making a sound.

"Night Logan." She whispers behind him.
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