Belasco smiled. Years of deliberate planning were finally coming to fruition. Limbo was once again his, the usurper fled back to Earth, undoubtedly to marshal the forces against him.

His hand twisted in the air, a trail of green fire in its wake. A shriek erupted from the lesser demon he had charged with the blond witch's capture.

"Master!" came the high-pitched, beginner's violin-like voice, "Show mercy!"

"Mercy?" His eyes slanted evilly as he gazed on the wretched thing writhing in the eldritch flame, but the smile never left his face. "What would an imp know of mercy? Why, nothing! And so you deserve!"

His fingers danced, becoming a claw, which he then slowly tightened into a fist. The energy crackling around his victim collapsed in response, and the creature's shriek grew to a wail, which then cut off abruptly.

"Not very robust, are they?" he asked the hulking figure in the black vest beside him.

"Nah, not too much. Always saw 'em as more cannon fodder anyways. Overwhelm yer opponent with superior numbers, that sorta thing."

"Well, I expect we shall have visitors soon, so I hold you personally responsible for ensuring a proper welcome." The demon lord's voice was urbane, and yet dripped with malice. And through it all, the smile. "I would suggest that you do not disappoint me, as did your… brother."

"Wouldn't dream of it, boss," the large red creature replied, chomping on a cigar. "Oh, hey boss, one thing…"


"Why toast the imp? I mean, ain't no moss off my horns, but it ain't like you didn't plan on the wench going topside."

"Of course."

"So… y'know…" He gestured at the expanding vapor that was all that remained.

"He failed his task. I knew he would, I intended it, or else the Szardos girl would not even now be running to the X-men in furtherance of my designs. But I realize that part of what led to my… inconvenience at the hands of my former student, and others, was that I had grown soft. I began to toy with them, and it came back to haunt me. I do not plan on making such an error again. Failure is not an option."

Only then did his smile fade, for just a moment. "My own masters have taught me that lesson."

The large red demon looked into Belasco's eyes, and shuddered.

Kitty Pryde was terrified. That itself felt alien to her. Fear? She and fear were old, old friends. But stark terror, to a mutant ninja superhero? She hadn't felt this way in years.

She dove straight down into the ground. Thank God she could still phase. But the sharp, stinging sensation in her left arm told her that her talent might not be enough to get her out of this. She "swam" down several meters, hoping to find some cavern in which to hide. She was blind here, only able to differentiate solid ground and open air by the differences in their subatomic structure. She groped around for that feeling until finally, her lungs burning, she rose to the surface.

Her head peeked out from a boulder, just enough to allow her to breathe. In the distance she could see the Institute in flames. It barely registered with her at this point, the destruction of her home. The loss of life, however, was another matter. The sight of students and faculty – her friends and loved ones – being torn limb from limb, being eaten alive- that was more than she could bear.

A menacing shadow flickered across her face. With a quick gasp of air, she slid back down and began to move away rapidly. She could feel the vibrations as the earth behind her was town asunder, and she redoubled her efforts. She swam as far as she could, heading in what she hoped was the direction of Breakstone Lake. She broke the surface and gave herself a split second to orient herself. There was a hideous baying, and she knew she wasn't moving fast enough. These… things seemed to be able to track her, even when she was intangible. She considered an attempt to airwalk above the pack, but seeing winged creatures swooping over the grounds made her disregard that notion.

She rubbed her left arm absently. She'd bound the wound, but it hurt like hell. There was a vague sense that there should be some sort of protection there, some armor that was lacking. She pushed the thought from her head, getting back to the here and now.

She took a few deep breaths, gathering her strength, then phased out of the ground. She hit the grass at a dead sprint, and for a few heartbeats, she thought she might make it to the lake, where she felt she could lose her pursuers. There was a moment there, where there was no indication that she'd been spotted.

"There she is! The girl the Master wants! Get her!"

So much for that idea. She had another option- a final resort. In her life she had managed to phase herself free of Earth gravitational pull to the extent that she would remain still while everything else moved away at speeds in excess of the speed of sound. But once she'd been unconscious and inside adamantium Mandroid armor and another time she had Magma's protection and Sage's computer mind doing the calculations. On her own, the odds were high she would run out of air in the middle of an object, and that would be… messy. The alternative, however, was a dozen creatures that had just crested the hill and were racing down towards her.

She closed her eyes, focusing her will. It was working- in a second, she would be miles away from here- or rather, here would be miles away from her.

It was a strange feeling, to feel lines of gravimetric force slide through her. It tingled, like static cling inside her body. It gave her goosebumps. It-

It was like hitting a wall. A pinkish, muscular hand was around her throat, and her legs flailed wildly seeking purchase. She couldn't breathe, couldn't phase. In desperation, she reached out to summon her Soulsword.

Why did she think she had the Soulsword?

A fiery silver blade appeared to her left, as a frighteningly familiar German accented voice spoke, "Looking for this, Kätchzen?"

As Belasco crushed her windpipe, she expended the remainder of her air in a scream.

"Kurt! No!"

"Katya- Katya! Please wake up!"

The familiar voice cut through the blackness, and Kitty struggled to rise out of the abyss of her nightmare. She gasped for air, her hands flying to her throat.

Peter continued, his voice quiet but earnest. "Katya, it is very important that you listen to me right now. I need you to stay very relaxed and climb up from the floor. Most importantly – you need to stay phased."

She opened her eyes, and quickly realized that she was less than a foot above the throw rug that was under the bed. She'd sunk down into the floor, bottom first, and only her head and knees were above the solid oak. Her eyes lit upon Peter's bare feet and ankles, gleaming in the moonlight. He'd shifted to his armored form for some reason. Glancing up quickly provided the explanation; he was holding their four-poster king-sized bed aloft, and staring down at her with his concern plain on his face.

The door burst open as Marvel Girl's telekinesis tore it out of its frame. "Kitty!" she cried out as she flew in, her body glowing with power.

"I'm all right, Ray," she said, calmly. "Only I seem to be having some difficulty getting up right now – can't seem to get any traction, so to speak."

Suppressing the urge to giggle, Rachel quoted something from the top of her friend's thoughts, "'What a revolting development', indeed. Well, I think I can lend you a hand with that. So to speak." She reached out, and her face contorted with intense concentration. Getting a hold of Shadowcat's intangible form was like trying to grasp vapor, even for someone with her mastery of telekinesis, but by working together, they managed to pull Kitty up above the floorboards, where she then resumed a solid form.

"Bad dream?" the redhead asked her former roommate.

"The worst. Limbo's hell on earth. Belasco. Evil Kurt." She shivered with the memory. "I think I must've tried to take a breath while I was phasing through the bed – it translated as being choked to death in my dream."

"Da," Peter agreed. "I suddenly felt you move, or rather, I no longer felt you next to me. Your scream was cut off, waking me from my own nightmare, and I saw you sinking. That's when I grabbed this," referring to the bed he continued to hold in the air.

"And sent a telepathic SOS to me," Rachel added, cheerfully. "Good thing, too. Another foot and everyone on the first floor below you was going to know what color panties you wear."

In spite of the edges of fear that still clouded her thoughts, Kitty felt her ears burn red, and she self-consciously tugged at the hem of her nightgown. "Um, Ray, can you fix the door, I'm feeling a little exposed."

Her friend complied, pulling the pieces of the door into place, and then with an almost negligent wave of her hand, fusing it together. Then she just collapsed to the ground in laughter. Peter and Kitty looked at each other, perplexed, and Kitty moved to her friend's side.

"Are you OK? Is it some sort of attack?"

Rachel struggled to regain her breath. "No… heehee… I'm sorry, Kate… snort… it's just… heh… gasp… you said that you felt exposed, and poor Petey's over there doing an Incredible Hulk impression!"

Kitty looked over at her lover, and saw that his transformation had left his pajama bottoms in tatters. She found herself giggling a little bit, before looking around for a bathrobe. Peter, glad his armored form did not show him blushing, finally put down the bed and took the offered robe.

An hour later, several members of the X-men were gathered around a roaring fireplace. Kurt Wagner perched on an antique chair in his traditional crouch, his two elongated toes gripping the front of the cushion. He stared out the window, where dawn was threatening to break. It had taken them a while to get the students back in bed, including some judicious use of Rachel's telepathy to preserve Peter and Kitty's modesty from the first kids who'd come rushing to see what all the commotion had been about.

Given the year the Institute had suffered through – especially the losses to the student body – Kurt had made a mental note of which students had come running towards the potential trouble. He could meet with Scott later to see if they might pursue an advanced course of study for those individuals that had shown such promise and courage.

Kitty had given an account of her dream, and it bothered him. He knew that he was not that twisted, sniveling version that served the Demon Lord Belasco, but the idea that such evil could somehow be found and drawn out of his character shook him to his core. He murmured a little prayer under his breath, asking God for guidance and strength.

After they had sat in silence for several minutes, contemplating the horrors that Kitty had recounted, he asked, "Peter, you mentioned that you also had a nightmare?"

"Nothing so dramatic," Colossus said with a nod. He was behind Kitty, his giant hands gently massaging her shoulders. "I was back home – near Lake Baikal – and I saw a runaway tractor bearing down on my sister again, only it wasn't Illyana, but Katya. She was in my sister's armor, and it was Belasco driving the tractor. As I did so long ago, I transformed and jumped in front of it, expecting it to crumple like before. However, as it hit me, my organic steel crumpled like so much tinfoil, and we were both dying."

He shuddered. "That is when Katya woke me up with her cry."

"Two Belasco related dreams," Scott Summers began. "Assuming it is not somehow a coincidence, what do we do? I thought he had been killed?"

Wolverine scoffed, "We all know better'n that. Creeps like that don't know how to stay dead."

"I could visit Amanda," Kurt volunteered, "She would be the first to know if that verdammt… creature… were to pollute Limbo with his fetid stench."

"Belay that, Nightcrawler," Scott said in his quiet, commanding voice. "I don't need you teleporting into a situation blind, especially if there's a chance it's been compromised. What are our other options?"

"You know me an' Strange are tight now," Logan said, leaning against a bookcase. "I call him up, he looks into that fancy Eye of Amaretto, gets us a sit rep on what's going on down there." Without giving his team leader a chance to reply, he pulled out a cell phone and hit a button. He walked out into the foyer, his voice low, "Yeah, Wong, is the Doc in?"

"I know you and Logan don't get along all the time, Scott," Kitty said, forcing herself into a more jovial tone, "But the man has the Sorcerer Supreme on speed dial- you gotta be impressed with that."

Cyclops grunted. "What else? Can someone call Forge?"

"I will," said Peter, who seemed restless even as he absently continued to work the tension out of his girlfriend's neck muscles. "I know he has been to Limbo before, but it was against his will and I am not sure he knows the way."

With a nod, their team leader continued, "Failing that, we'll try Kurt's port, and as an absolute last resort, I still have some thunderbolts left over from Arkon. But I would much rather hear back that this was just a case of eating a late, spicy dinner, and Miss Sefton is doing just fine."

Kurt nodded solemnly. He rested his chin on interlaced fingers. "Danke, meine Freunde. It would be good to quiet my mind." Everyone in the room knew of his history with Jimaine Szardos, better known as Amanda Sefton. She'd created that identity to be close to her foster brother. First love had blossomed into a long-term relationship, and while that hadn't lasted for a variety of reasons, they were still connected by emotional bonds as any they'd ever had. He chided himself for getting so worked up over a mere dream – and someone else's at that. Still, concern for Amanda gnawed at him, an ache in his very soul. And upon reflection, it was an ache that may have started last night. He'd dismissed it as midwinter melancholy, but it had intensified with the recounting of Kitty and Peter's respective dreams.

All this talk of Limbo made him think of the soulsword, buried deep within him by some magic that he wasn't at all comfortable with. He stifled the sudden urge to pull it out, but he started to wonder – the sword was connected to Limbo, and in myriad ways to Amanda, Kitty, and all the others who had wielded it. And the way it was hidden inside him, in a metaphysical state, in much the same manner as he would explain to a child the location of his soul. Which was aching.

He turned to his teammates. "Something is wrong in Limbo. I am sure of it."

"More than you know, fuzzy" a weak, very familiar voice said.

"Was?" exclaimed Kurt, broken from his reverie. "Amanda!"

Amanda Sefton was in bad shape, leaning heavily against Logan in the doorway. She was not in her Magik raiment, but instead wore a tattered outfit that didn't fit her well. Makeshift bandages soaked through with blood adorned her head and several other locations on her body, and her left arm hung limply at her side.

"Yeah," Wolverine said as Kurt appeared next to them in a burst of sulfur and brimstone. "Ya never know what you'll find on the doorstep in this place."

Kurt took Amanda from his teammate. He shouted, "Someone, please call Dr. Reyes to the medlab!"

With that, he teleported away with the soft "bamf" of imploding air.

"Guess we can call off the search party," quipped Logan. "If anyone needs me, I'll be in the kitchen with a brew."

The blond woman managed a smile, despite the pain. "Really, Kurt, I'm fine. You're overreacting."

"Don't hate me if I don't take your word for it," Dr. Cecilia Reyes countered as she cut off one of the scraps of cloth binding a nasty looking scratch on Amanda's arm. "Kurt, please hand me that antiseptic. What did this to you, girl?"

"Imps. Demons. Maybe an efreet. It was hard to keep track."

"Miss Sefton," Cyclops began, "I realize you've been injured, but any information you can give us-"

Kurt shot back, his voice thick with anger and worry. "For mercy's sake, Scott, can't this wait? She's been wounded…"

"No, Fuzzy elf, it's OK." Wincing, the sorceress lifted her head off the table to address them, "Belasco… attacked with out warning. Brad and Roger barely slowed him. I barely had time to 'port out of there. He's much… stronger now."

Dr. Reyes scolded them, "That's enough. I think she'll be all right, Kurt, but some of these gashes are unusual- I hate this magic stuff – but right now, at this moment, she needs her rest." With that, she gave her patient a hypodermic, and began typing information into a palm computer. "That's your cue to leave, by the way."

Kurt bowed his head in assent. "If I must go – vas?"

Amanda had reached out and taken his hand. "Kurt… before I fall asleep, there's something you must know. Before I got out of there, I heard him talking. He's planning on revenge… against me… against the X-men… and against…" Her voice was fading quickly as the sedative took effect.

"Against who, Amanda?"

"Against the person… who first took Limbo from him…against… the first Magik."

Kurt protested, "But Illyana's dead-"

Amanda peered up through heavy-laden eyes. "Are you sure?"

And then she was asleep, and Cecilia was telling him in no uncertain terms that his presence in her medlab was not welcome. He fled as far as the observation room, where fretted away the next several hours, fielding and deflecting questions as a parade of X-men came in to see how she was doing.