Obligatory Author's Notes:

This continues directly from X-Men Rising: Part One – 'Birds of a Feather.' Please read that first. You can go directly to it with the following link.

Disclaimer from Part One applies here as well.

Like in the Part One, there are footnotes that link you to pics on deviant art. They are noted appropriately within the text. Please check them out. I am quite proud of them. However, I am disappointed in myself for how few there are this time around.

Finally… my appreciation abounds.

Thank all the lovely, wonderful, generous reviewers of "Birds of a Feather." I would have included replies to those added after I posted the last chapter of Part One, but it is late and I am tired. So, please forgive me.

Thank you also, SLH, Ludi, and Strannik for your beta-skills. (Apologies for leaving you out last time, Strannik.)

Without further adieu…


Part Two - 'Fox in the Henhouse'

Chapter One

Frost Inc. was a rapidly growing force in the business world. It probably had something to do with the founder gleaming insider information and manipulating soft-minded industry leaders with her telepathy.

"No, Mr. Lehnsherr, I am quite certain that I am not interested in joining you in a tête-à-tête against the human government, as you so eloquently put it, in an attempt at a coup de grâce or coup d'état, whatever you would-be dictator types would call it, now, or at any time in the future."

Emma was not the least bit intimidated with the statuesque man on the other side of her desk. He was holding a purple helmet, of all things, and managed to appear stately despite it. She completely dismissed the blue scaly woman beside him for this conversation. Any subordinate to anyone—would-be-assistant-world-dominatrix or not—wasn't worth her attention. Besides, even if she angered them enough to kill her, well, she'd be dead, so what would she care. Living long enough to suffer the fall of her enterprise, however...

"As much as I enjoy a good thrashing of the little people," she continued, "Doing it your way would likely put an end to any and all contracts my company has with them. Unfortunately for you, I happen to like my life as it is."

A quick staccato knock preceded the entrance of Amara Aquilla, a princess in her own way, Emma's secretary and personal assistant. Most people didn't know that Amara could create molten lava hot enough, dense enough, that with some effort and time, she could turn coal into diamonds. That very ability made her one of Emma Frost's pupils… and bodyguards. Should some unsavory public display occur, Amara could ride to the rescue. Emma would remain safe—her human body and her human image.

"I know you said you didn't want to be interrupted, Ms. Frost, but that man you said to let through no-matter-what is on line three."

"Thank you, Amara."

Amara looked around the room, finding it confusingly empty other than Emma. "I thought I heard voices in here."

"I was watching the commercial proposals," Emma said matter-of-factly. "Any other messages?"

"Yes," Amara said, her thoughts immediately returning to her job. "Warren confirmed the two o'clock meeting. Also, Mr. Leland called again, as did Mr. Shaw. They insist it's urgent."

"Of course they do," Emma said condescendingly. "Men of power always seem to believe the world revolves around them." She flicked her eyes towards Magneto. Keeping his and his subordinate's presence clouded from Amara's mind as she was, Amara assumed she was looking at the opened window.

"Want me to close that? It's getting chilly in here."

"No, I might want to throw something out it."

A small laugh and Amara asked, "Commercials that bad?"

"Does nobody understand the concepts of subtlety and elegance anymore?" Again, that was directed at Magneto, though this time she didn't look at him. "Ramming ideas down everyone's throats seems to be the theme nowadays. Speaking of which, I better take this call."

Amara nodded with the hint, and backed out the door, closing it behind her.

"Personal barbs aside," Erik said, "Perhaps your intern would like to hear of my invitation?"

Emma narrowed her eyes as a diamond sheen formed across her skin. It glittered like ice, but it's facets caused more light to dance and sparkle off her, as though she had bathed in crystalline dust. "Those, whom I mentor are none of your concern. I've lost my patience with you, Mr. Lehnsherr. Take your scaly floozy and leave."

Mystique eased a vicious and greedy smile.

An undulating rustle and Mystique's slicked red locks tumbled loose, a sound like shifting sand, to frame her face in platinum luster. Blue skin faded to a tawny undertone. Scales lifted and stretched and wrapped into pearlescent bustier, skirt, and pumps that were supposed to qualify as a business suit. It was a pristine transformation that captured Ms. Frost's likeness down to the black and green flecks in her blue eyes, the pale freckles only a magnifying mirror could find on her cheeks and shoulders, and even the ethereal Victorian fashion trinket choked around her neck (2).

In Emma's voice, Mystique said, "Careful what you project, Emma. You are disposable too."

Magneto grinned with pride at her, Mystique, his prized possession. He made the smallest of gestures, a call upon his namesake powers, to levitate the thin metal discs that he and she stood atop. As Magneto and Mystique left through the opened window in which they had arrived, the very same one Amara had offered to close, Emma's diamond shell evaporated.

Emma was a model of calm enduring strength that the business world boasted a necessity of its leaders. Too bad the quiver of the cameo on her choker gave her slight trembling away. The diamonds accenting the edge of the cameo reflected light like a loose bulb flickering from an upsetting jostling. Even the ghostly figure imbued upon the blue stone seemed to shudder a sigh.

Her fingertips fluttered to steady it with a caress.

Emma picked up line three. When she spoke, the voice did not belong to Emma, but to that of the face on the cameo.

"You were right," She said without bothering with a greeting. "Magneto was just here. Recruiting. He's moving faster than Sabretooth thought he would."

Sabretooth closed the final slab restraint on the mutant subject 47, otherwise known as Caliban to the Morlocks.

"That will be all for now, Creed," Essex told him. "When I have completed this one's alterations, we'll proceed with Remy's conquests."

Before Creed was out the door, Essex returned to the phone call with Emma… or her parasite, rather. Malice.

"He was prepared for the possibility that we would compromise Victor. But, it matters not with our plans. I've done some preparing on my side for such contingencies. His war will be but a trifle in comparison to what will inevitably come after."

An anticipatory tremor, pleasurable, palpitated Emma/Malice. It was echoed in the cameo.

"My new host," she said. Her voice was breathy, as with foreplay.

"Almost ready," Essex said. Though his voice was steadier, he looked hungrily at the specialized reinforced cell that Kitty had merely mentioned to the other X-Men while they were in Essex's lab earlier.

Logan's initial observance of Hank when they were riding back to the Xavier's in the Blackbird would have been more aptly suited to Essex, the man responsible for McCoy's transformation from a mild-mannered, cultured, inquisitive, stocky biologist to the blue furred monstrous Beast that was rescued.

"Are you complaining about your current host?"

Malice/Emma sobered. She did not want to suffer Essex's brand of a hasty solution.

"She is tasty enough," Malice explained. "Her pupils seem to be catching on that something's different with their revered mentor. There's an empath or two among them."

"I see," Essex said. "Trickier than telepathy to circumvent, in its own way. If they were here now, I could easily remedy it with the chip as I did Remy. No matter, though. It won't be long now."

"Two days," Callisto agreed with a nod. "We'll be waiting."

"And watching, Weather Witch," Marrow piped in. "Don't think we didn't notice the military girl all cuffed up and knocked out. You X-Men taking prisoner's now, are you?"

"Sarah, that is quite enough!" A clap of lightning and a rumble of thunder echoed from above in accompaniment.

Callisto narrowed her eyes on Storm. "She has a point. We don't need that kind of trouble. Got enough of our own just trying to survive. And now, with Caliban's disappearance…"

"You're not possibly suggesting we had anything to do—"

"You best not be playing us for fools, is all I gotta say."

"Never." It was stern, solid, confident, and responsible, with an undercurrent of compassion. Storm was coming into her own as much as the younger, newer team members were. They all had their own evolutions to undergo.

"Excuse us while we don't just take your word on that."

With that, tenuous and tethered and trying, the Morlocks went home.

"You just let them go?"

"What did you expect me to do, Scott? Lock them up and throw away the key?" Xavier wheeled around behind his desk. "They are precisely the people I want to help most. They are hiding in the sewers, fearing the smallest glimpse that humans may catch of them."

"Even more reason to make them stay," Scott rationalized. "This place is a paradise compared to that kind of life."

"If I forced them, they'd hide from us, too."

"What about the other two we brought back?"

"What about them? We are giving the Major medical treatment for injuries that one of our own inflicted. When she recovers, she will be free to leave. And Remy, well…"

Xavier closed his eyes in concentration for a moment. With a gentle, knowing smile, he added, "It seems he's already accepted the invitation. For the time being, at least."

Scott flinched as if slapped. "You don't think that's too much of a risk? He broke out of the adamantium military cuffs we were holding him in. I don't even want to imagine what he could break into here."

"It's a chance I'm willing to take."

"Even if it costs someone their life? One of the kids, even?"

"…" Xavier took a deep steadying breath. "This is what I was afraid of. You're so easily upset. Ever since Jean—"

"Don't do this."

"You need time, Scott. We all do, but you most of all. That is why I've been divvying some of the responsibility onto Storm as co-lead—"

"Don't use her as a reason to keep me out of the loop."

"It's why," Xavier continued, speaking over him, "against all of my better judgment, I've allowed those four kids onto the team. You're just not ready, yet."

"That's just it, though," Scott all but yelled. "Four more people, untrained, inexperienced, and so young! Kitty's only now sixteen, Professor! I feel like a babysitter not a mission leader. And then, to walk out of that jet and see those Morlocks… and you… I thought we were under attack again. But Storm knew them. You knew them."


"I don't need more confusion. I don't need to be coddled," Scott emphasized. "I need to keep busy, Professor. The school, the team… they're all I have left anymore."

Teacher and student. Mentor and apprentice. Friend and family. Respect between them, respect, and care, and heartache, and encouragement, and defeats, and victories, and beliefs, and opinions, and… and differences.

"I'm sorry you feel that way, Scott." Such finality.

Scott turned away in a disgruntled huff. If this wouldn't convince Xavier to let him back in, he didn't know what would.

"More so, I'm sorry I misjudged the situation so terribly." The gates opened.

Scott turned, warily and tethered and pleading, back to the Professor.

"Forgive me for holding you back."

Scott nodded, half 'yes' and half 'go on.'

Xavier opened a drawer in his desk.

"There are some things I think I must confer with you about."

He reached in.

"A puzzle I could use your assistance in piecing together."

He shuffled around some papers inside.

"All of what's been happening lately."

He pulled out several files.

"The disappearances."

Caliban, Henry…

"The power surges."

Leach, Jean, Jono, Jubilee, Kitty, Kevin…

"Daresay I, the advances of some mutants powers."

He reached in again.

"Stryker's attack with Cerebro."

He pulled out a book. It's aged leather bound cover, warped and tattered, but oiled with great care.

"My visitor this morning."

He set it all atop the file atop the desk.

"If you would be so kind as to look through these and tell me what you think."

A mourner's pause, then Scott picked up the proffered items. "Certainly, Professor."

But, Xavier grabbed Scott's hand. "I would request that you wait, though. Not because I don't trust you to handle the task. Not even because I loathe the idea of the journal, myself. But for a simpler reason of one who cares about your well being, of which I am quite guilty. It is late—"

He glanced at the daylight blasting through the windows of his office.

"—Late morning, actually. We had a long day, and an even longer night, and if this is what I think it is, we could all use all the rest we can get before we confront it. Read it tomorrow?"

Caution's pause.

"It is only a request." Xavier released Scott's hand. "The choice is yours to make, not mine."

Relief's release.

"Thank you, Professor."

"No, Scott. Thank you."

"Need a lift?"

"No thanks—" too late.



"Let me know when your birthday's getting close," Logan said as they arrived in the medlab. "'Cause, I swear I'm getting you some of those little pine tree things to hang off your ears and tail."

Kurt beamed a smile. Logan was certainly growing on him.


A pillow smacked into the side of Logan's head.

"Keep it down, will ya?" Complained Jono telepathically from the second occupied bed. "A half-faced bloke can't even get a half-arsed night of sleep around here anymore."

By way of explanation, Piotr enlightened the psi-startled Hank with, "Telepathy is the only form of 'speech' left to Jono since his accident." To the young man of topic, he said, "Apologies." To the rest, he said, "We are leaving."

"Yeah, sorry," Bobby said and gave Rogue's gloved hand a tug, indicating she should walk with him.

The gesture was not lost on Gambit. "Monsieur Popsicle already knows his way around, chére. Why don't y' tuck in Remy instead?" He flicked out a card, charged it, and let it fizzle out as he said, "Bet it be a warmer bed too."

Rogue scoffed. "In your dreams, swamp rat." Scathing, yet still, that thread of near-endearment. Perhaps… perhaps, it was homesickness for the south.

"Oh, y' can be sure of that, chére."

"Keep a lid on it, Cajun," Logan said. "Everyone's going to their own bed, ain't that right, Bobby, Rogue?"

"Of course, Logan, sir," Bobby reassured Logan…like a suitor to his date's dad on prom night.

"Like it'd even matter, anyways," Rogue said. She tried for matter-of-factly, and failed.

"You can all pile into a bed together for all I care," grumbled the sleepy Jono. "Just do it somewhere else!"

"Go on, get," Logan said with a swat to Rogue and Bobby.

"Sleep tight, Sugah," Rogue told Jono with a wave. "Don't let the bed bugs bite."

Remy fought down the biting innuendo that sprung to his lips as well. The mischievous scoundrel's grin, well, that he couldn't help. Soon as Rogue and Bobby were out of earshot, he glanced at Logan, and said, "See, claw-man, Remy can restrain himself."

Logan gave him a shove towards the door. "Maybe, maybe not. Either way, the elf and I are watching ya in shifts."

Colossus and the good doctor McCoy were the last of the sleep-intruders to leave.

"This way," Piotr told McCoy before flipping out the light.

"Finally," grumbled Jono.

Slipping back into much-needed slumber, Jono heard, faintly, in the growing distance…

"He sure is colorful, isn't he?" Hank.

"Which one?" Piotr.

"…All of them, actually."

Piotr laughed. "Good answer."

End Chapter 01 of 05.
(Anticipate daily updates.)

Next Chapter: "The medlab is where we repair ourselves," Xavier said. "But here, here is where we prepare ourselves."

Originally drafted April, 2003.
Edited/rewritten/added-to April 27, 2006.
Posted on May 25, 2006.
Footnotes (links to pictures):

(1) http/www(dot)deviantart(dot)com/deviation/33777188/
Header poster for XMR: Part Two – 'Fox in the Henhouse.'

(2) http/www(dot)deviantart(dot)com/deviation/33777345
Choking Malice aka Malice's choker. Directly corellates with the following text.

It was a pristine transformation that captured Ms. Frost's likeness down to the black and green flecks in her blue eyes, the pale freckles only a magnifying mirror could find on her cheeks and shoulders, and even the ethereal Victorian fashion trinket choked around her neck.


Emma was a model of calm enduring strength that the business world boasted a necessity of its leaders. Too bad the quiver of the cameo on her choker gave her slight trembling away. The diamonds accenting the edge of the cameo reflected light like a loose bulb flickering from an upsetting jostling. Even the ghostly figure imbued upon the blue stone seemed to shudder a sigh.

Thank you for indulging.