Title: Show and Tell

Pairing: Rogue/Mystique

Fandom: X-Men Movieverse

Rating: R

Disclaimer: Don't own them.

Warning: Spoilers for X3 so if you haven't seen it and don't want to be spoiled wait until after the movie to read!


Marie flinched as she felt someone touch her hand automatically yanking the appendage into her body protectively, the motion instinctual. She had only gotten out of the treatment center an hour ago and had just made it to the hotel where they were putting up the cured mutants for the night so that their bodies could adjust to the change; though as Marie slowly lowered her arm she thought that it wasn't her body that would have to readjust itself.

"We both know there's no need for that anymore," a voice drawled from her side. Marie turned to see a tall brunette woman smirking at her as she leaned against the alcove in the lobby where the payphones were.

"Excuse me," Marie asked staring hard at the woman irritated at her presumption and unnerved that she seemed to know what her mutation had been because she didn't recognize her though she did seem somewhat familiar.

"I thought the point of getting the needle was to be touched," the woman responded reaching out for Marie's hand once more, grasping her fingers almost as if they were at a ball and she was going to chivalrously kiss the back of her hand.

Marie frowned. "Touched, not groped by random strangers," the southerner retorted pulling her hand back, but she knew that some of the sting had been taken out of her response due to the fact that she had allowed the woman to hold her hand for a moment, that she had been memorizing the sensation.

"We're hardly strangers," the woman responded. "But it's not surprising that you don't recognize me," she went on leaning her head against the wall though her eyes remained focused on Marie. "They got me too you see. The homo sapiens and their guns," she continued her voice darkening as she spoke. "I used to wear so many faces, but now this is my only one."

Marie's eyes widened. "Mystique," she breathed out unable to help running her eyes up and down her former enemy's length. She wanted to say that she could see the resemblance now but other than a killer body and full lips there was nothing that resembled the blue woman she had done battle against. Even her voice was different.

"In the pale, white, unchanging flesh," Mystique responded with a sigh tugging at her suit jacket as she spoke irritably.

Marie watched her as she began to adjust the material, frustration, anger and sorrow showing on her lovely pale, white, unchanging features. Marie remembered seeing Mystique change forms in the past and that she created entire looks including clothes. The woman was used to being nude and obviously hadn't adjusted to wearing clothes yet.

"You should have started with something more comfortable," Marie said as Mystique finally abandoned fiddling with her clothes.

"I didn't really have a choice in the type of attire," Mystique told her. "I haven't really had a choice in much lately," she continued her eyes panning over to the side staring at something off in the distance. "I'm not considered high risk anymore." They never would have pardoned her in exchange for information on Erik if they hadn't been fully convinced she was well and truly neutered.

Marie looked over at her dubiously. "You might not be able to change forms but I remember you kicking quite a bit of ass."

Mystique smirked then sighed. "I used to have very few bones. It's what allowed me to change forms, and contort my body to fight the way I did. I really am virtually helpless now," she finished averting her eyes from Marie's.

"I never used to have to worry about unwanted touches either," Marie volunteered. She had hated being untouchable, but being vulnerable was unnerving as well.

Mystique looked at Marie speculatively for a moment. "And wanted touches? How do you feel about them now?" It had been something she had been contemplating in regards to herself since the cure was forced upon her. No one had touched her, really touched her in her true form. She was no virgin, but she had always been in another form when she had had sex in the past, and she had never been able to fully let go for fear of losing her form. Although she was in no way happy about what had happened to her, she did wonder what it would be like to have someone touch her as she was.

"Excited, anxious, impatient," Marie admitted. She had wanted this for so very long, dreamed speculated and despaired that it would never happen. And now that she had gotten the cure, since the doctor had taken her bare hand in his and smiled at her she had wanted to explore her new found freedom. Her hand had brushed the doorman's on the way in, her fingers slid against the desk clerks as she picked up her keys. She wanted to touch.

"Come with me," Mystique said finally reaching for Marie's hand again. She had seen the longing in the girl's eyes and was convinced that they could help each other.

Marie allowed her to take her hand but made no move to step with her instead choosing to look at her uncertainly. Mystique fought the urge to sigh. Once an X-Man always an X-Man.

"The Brotherhood abandoned me, Magneto abandoned me. I'm with myself now," she continued as Marie looked at her uncertainly for a moment. "I'm not going to hurt you."

"Where are we going?" Marie asked trying to keep her eyes on Mystique's when really she just wanted to look down at their joined hands and run her thumb over the warm skin pressing against her own.

"My room," Mystique replied softly watching as Marie's eyes fluttered down to her hands again. "I want to show you something," she continued holding the southerner's gaze as Marie looked up at her once more.

Marie held Mystique's gaze, the look in the other woman's eyes giving her a very good idea what it was the older woman wanted to show her. She had never gone to bed with someone else but she knew what bedroom eyes looked like. "Okay."


Mystique took off her blazer and flung it over a nearby chair as she strode into the main part of the room. It wasn't much, but it was certainly better than some of the lairs Magneto had created in the past. Kicking off her shoes she turned around to face Marie who had stopped by the dresser and was looking at her apprehensively. She considered offering the girl a drink, but decided against it. Marie was obviously uncertain and she didn't want to give her a chance to think too much.

"You're going to have to come closer," Mystique said softly holding out her hand again encouraging Marie to step forward and take it. "I won't bite," she continued smiling as the girl began to walk towards her. "At least not the first time."

Marie lifted an eyebrow at that though she continued to move towards the beautiful older woman.

"It's an interesting sensation," Mystique told her, "very pleasurable. Though so are most things that involve ones mouth," she continued leaning forward to brush her lips against Marie's once the girl was in range. She started slowly at first, just barely brushing her lips against Marie's, the touch light and teasing giving the girl only a hint of what her lips would feel like pressed against her own. Marie made a soft sound in her throat, almost a whimper and squeezed Mystique's hand in hers grasping hard enough that Mystique felt her hand begin to throb.

Mystique parted her lips slightly her tongue fluttering against Marie's full bottom lip before she took it into her mouth sucking on the soft flesh, directing Marie's hand towards her stomach where she slipped the girls bare appendage under her tank top and lay it to rest against the warm, firm skin of her abdomen.

Marie moaned and her hand immediately began to slide underneath Mystique's shirt running over all of the skin she could reach, pressing, rubbing, and scratching as she tried to etch the feel of the older woman's skin into her brain. She lifted her other hand from where it had been hanging uselessly at her side and brought it under Mystique's shirt as well, sliding it around her so that she was running her fingers up and down the taller woman's spine.

Mystique sighed contentedly as Marie clutched at her the girls excitement and desperation to touch her deeply arousing her. She needed more contact, and as Marie's fingers began to poke at the waistband of her pants her fingertips just barely slipping under the material as she frantically tried to reach more skin, Mystique knew that the southerner needed more as well.

"Take off your clothes and come to the bed," she said huskily pulling back from the girl's touch. "I want to show you something," she continued smiling playfully before reaching for her shirt and pulling it over her head as she strode towards the bed.


Marie ran her fingertip around Mystique's areola enjoying the feeling of the skin pebbling and hardening beneath her finger. The older woman moaned softly and Marie leaned over her and covered her nipple with her mouth sucking gently, running her tongue around the hard nub in circles her eyes closing as she concentrated on the texture of the flesh in her mouth.

She felt Mystique's hand on her forehead, brushing back the dampened white streaks in her hair and released the woman's nipple allowing Mystique to draw her face up towards her own and kiss her softly.

Mystique relaxed back against the pillow giving control of the kiss over to Rogue. She was exhausted in the most blissful way but enjoyed the southerner's touches nonetheless. The girl just seemed unwilling or unable to stop touching her. Even when they lay recuperating from their love-making Rogue was running her hands up and down her thighs, or kissing her hips and stomach, her fingers running up and down her arms or tracing her features. She had never luxuriated like this before with a lover and found that she was enjoying the constant contact almost as much as Marie was.

Marie moved down kissing along Mystique's neck as her hand slipped between the older woman's thighs. Being inside of Mystique, feeling her warm, wet sex pulsing around her fingers, pulling and squeezing her further inside, her juices coating her fingers had been perhaps the most amazing of a series of indescribably incredible sensations. Even after Mystique had come she had left her fingers inside of her closing her eyes to focus all of her attention on the nerve endings in her fingers and the feelings flowing through them. And when she had worked her way down Mystique's body to make love to her with her mouth, she had laid her head on Mystique's thighs rubbing her cheek along the slick skin of her inner thigh as the older woman's body trembled beneath her.

"I can't," Mystique said softly grasping Marie's wrist gently lifting the girl's hand away from her sex. "Not so soon," she continued when Marie lifted her head to look down at her, disappointment shining on her face. "I'm not eighteen anymore, and this body doesn't recover as quickly as my old one."

Marie nodded and blushed. "I'm sorry, I just …"

"I know," Mystique interrupted not wanting the girl to feel bad for desiring her. She should never have to apologize for that. "Don't be sorry. I haven't felt this good in a very, very long time."

Marie smiled at that and allowed the taller woman to roll them over so that Mystique was leaning over her and relaxed against the mattress as the formerly blue woman rested her hand on her stomach stroking tenderly. Mystique had taken control when they started, laying her on the bed kissing her and touching her, slowly introducing her to feelings she never thought she would get to experience, showing her what amazing feelings could be produced with ones lips, tongue, fingers and thighs. But after that first orgasm she had reached with Mystique's face between her thighs the older woman had graciously given her body over to Marie's hungry mouth and roving hands, allowing the southerner to explore her every way she could imagine for the past few hours. And Marie had it enjoyed it immensely but she was also looking forward to receiving some of Mystique's attentions once more.


Marie held Mystique's hand in her own running her thumb along the other woman's palm, tracing her life lines. She thought that she should feel bad about what she had just done. She had cheated on Bobby, and lost her virginity to a woman that had once helped kidnapped her in a hotel room of all places after taking a cure that everyone seemed to believe was an affront to mutant-kind, but she didn't feel bad. She felt good, she felt very good, she felt whole for the first time in years and she refused to regret anything that had happened.

"I'd ask you to come with me, but I know you won't," Marie said finally looking up into Mystique's blue eyes.

"The institute is not the place for me, especially now," Mystique sighed softly. She'd never agreed with Xavier's fluffy puppy version of achieving peace between mutants and human's, but beyond that she was no longer one of them anymore. To be at a school surrounded by mutants learning to use their powers while she herself had been robbed of her own would be too much. No, despite the fact that she was now living her worst nightmare, she had to find a way to live with it on her own terms.

"I'd like to see you again," Marie said squeezing Mystique's hand, watching as the woman in front of her smiled wickedly. "I'm serious," she said even though she smiled a little as she thought about what they might find themselves doing if they met up again. "I'd like to know how you're doing, in addition to … other things."

"I know where you live," Mystique responded reaching out to stroke Marie's cheek lightly before stepping away from the girl.

"Mystique," Marie said not sure what to make of the woman's response and hoping to assure her that she really did want to see her again. The transformation she knew had been more difficult for Mystique because it had been forced upon her and she wanted the woman to know that she wasn't alone. Mystique had done so much for her that she wanted to do something for her as well.

"No," Raven responded turning to look at Marie with a sad smile. "Not anymore," she continued holding Marie's gaze. "Until we meet again," she went on smiling softly and with that she headed toward the door only stopping to remind Marie to drop off the key at the front desk before closing the door behind her.

Marie stared at the closed door for a moment wondering how the woman she had once known as Mystique would fare in the world before picking up her discarded duffle bag and the key and heading for the door herself looking forward to going outside and facing her future for the first time in years.

The End

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