I do not own X Men Evolution or any of the characters nor do I profit from this writing.

The sun beamed down through the large windows in the foyer of the institute just like so many other days that had preceded it, but today something was off. As Kitty entered the kitchen for lunch she saw a familiar blue elf sitting at the table downing enough food for two grown men. 'Jeeze his metabolism must be, like, off the charts, but what do I know? All I do is phase through walls. I can't teleport myself two miles from where I'm standing with a given thought.' Her doubts about her powers being of substantial worth paled when she compared it to the telepathy or pyrokinesis of her peers (but then what teenage girl doesn't have her insecurities).

She sat down with her smaller portions and tried focusing on the plate before her. Her fuzzy companion moved up right next to her and in a familiar gesture placed his hand over her own to get her attention and she now lifted her gaze, still deep in thought over her impending dilemma. As she stared blankly at Kurt he returned it with an inquiring glance. "Earth to Keetty. Are you okay?" 'I hope I didn't do anything wrong this time.'

"Huh? Yeah..fine…totally." The two sat in silence until the kitchen seemed to fill not even a full minute later with rest of the schools' occupants. Kitty, as usual, desiring her time alone, especially so early on a Saturday morning left the table and took with her the envelope that had been laying beneath her palm. Kurt had not noticed the tiny package before and thought to swipe it from Kitty when he thought better of it, because of her mood. He would ask later but for now continued on with his meal.

Upstairs in the seclusion of her room, Katherine Pryde was reading the letter or rather invitation that had been sent to her adding it to her list of daunting things to do or figure out.

Two Weeks Before

Kitty and Kurt walked side by side as they had become so accustomed to in recent times ever since their exposure as mutants. Whatever semblance of a normal life they had had was now shattered. Kurt looked around them as they passed their peers and was grateful that he at least looked normal. At school he continued to wear his image inducer which gave him a safety blanket of sorts to hold onto. Beside him, he could tell that Kitty felt naked beneath their glares. He could only imagine that he would feel much the same way as her if people could see his blue fur, pointy ears and spaded tail. He shuddered at the thought and reached out to grab Kitty's hand. She looked up at him and smiled slightly. 'At least I still have her, even if just as a friend.'

The two had grown closer as had many of the Xavier students since the bonds of discrimination bound them all to each other much tighter than before, but for Kitty and Kurt the natural attraction seemed obvious to most as it had grown since their exposure. Jean and Scott, at the head of the group, had also strengthened their bonds and led the group as a only Xavier's oldest students could.

Kurt though joking and funny by nature took time to listen to Kitty's worries and stresses. He offered this service to the other mutants of the house, but she was his primary client. He was always there with a shoulder to cry on, a hand to hold and a tail to rub her back with; for her reality had become much darker and life less hopeful as she was exposed to humanities less humane side.

The day wore on in it's usual manner with most teachers trying to ignore the mutants in their classes and the students continuously back away from them as they passes by to their desks.

That afternoon when they got back to the institute, they headed to Kurt's room, which to Kitty seemed homey or atleast warm thanks to its tenant. For quite some time now they made of habit of spending time together after school and when ever else they could afford time. They could sit in silence for hours and simply be with each other; it was natural for them to be so comfortable around one another and Kurt was happy to have Kitty around. Her companionship lent to him a sense of normalcy almost, but also regret in that he could never be with her as intimately as he wanted.

She sat at the foot of his bed with a pillow behind her while he sat at the top of the bed, both trying to concentrate on their homework. 'For a Friday night, this sure blows' they thought in unison. They looked up and shrugged then peered out Kurt's window to the ocean that lay beyond, but Kurt's gaze lingered much longer than Kitty's. His mind was on the Cat at the foot of his bed, but if his gaze lingered too long she might get suspicious. 'The last thing she needs is a fuzzy blue demon asking if she wants to go to the movies or get dinner.' His pointed ears almost visibly fell at the notion and it would have been noticeable if his dear Katzchen had been looking up at that moment.

Another look at the clock told them that movie night was about to start. "Hey Kurt, it's almost time to go down."

He looked at her thinking he had heard wrong for a second and then realized his mind was in the gutter. 'Come on Kurt. Get it together and think clearly about what she's saying you dirty little elf.' "Ok" was his only reply until he caught a glimpse of an emotion he hated seeing on her features – sadness. It was all too common place for phasing mutant these days and as she looked back at him she took her place in his arms where he waited with them open to her.

"I'm sorry Kurt. You must totally get tired of doing this for me, but I don't know who else to talk to, ya know?"

"Nein, Katzchen. You know that I'm always here for you no matter what. Now, what's on your mind?"

He sat there, shifting to his side slightly and leaning toward her feeling the tell tale signs that this wasn't going to be one of her shorter melt downs as her slight shoulders shuddered with the beginnings of her confession. Kurt loved her, but that didn't cloud his vision to how sheltered she was. Ever the proper girl that her father raised her to be she had been truly shocked and taken aback when their identities as mutants had become public knowledge. He knew better; that the world was truly unkind, especially for those who were different, and he knew what it meant to be different and for others to be able to tell. He hated that it was now her turn and wished that he could keep her from the hurtful truth.

"Kurt, I was talking to my cousin the other day she told me this aweful story of her classmate. She was found out as a mutant and was attacked by these boys; my cousin said her family had to move away and start all over, but that's not even the worse part. When I asked her if she had seen this herself she said yes. I asked her then if she had helped the girl and when she said no she ... said it was cause … mutants had no business going to public schools in the first place. It was only a matter of time before she was…" That was all she could get out before that tears streamed and she let go of all of her emotional control. In Kurt's arms she could afford to be this defenseless, because she knew that no matter what, he would protect her.

She looked up at him, into his now bluish black eyes, tears marring her otherwise perfect face, but to Kurt she still looked angelic. She curled into him and he felt his fur start to become damp where her tears leaked through his shirt. He drew her closer, his arms wrapped securely around her and his tail going to her lower back from beneath his hologram induced shirt to draw small circles. They remained like this for a short eternity till their thoughts were brought back to the present by the loud summons coming from the foyer. Obviously Even, was in charge of getting everyone in the common room before they could start the movie.

Kurt looked down at Kitty once again as he wiped her tears from her face and was surprised when she caught his right hand. She held onto it and reached for the watch turning it off and gazing up into Kurt's now golden eyes. "Much better Fuzzy; you know – I really do prefer you like this."

Kurt was shocked. He was sure that just like most of the newer mutants, she would also prefer a more 'normal' looking Kurt. He saw the looks they tried to cover when teleported right beside them at the table or when they walked around the corner and were caught off guard. He looked at her wondering why. 'Why doesn't go she go to Scott or to one of the others? Surely this angel is too pure to be meant for the likes of me. All she has to do is pick and they would gladly be hers.' Why did she prefer the abnormal eyes, strange ears and deformed hands to handsome and fur-less boy that could offer her a normal life. His thoughts continued on until he shuddered all of a sudden. He looked over to Kitty. She now sat not too far from him stroking his tail much as she normally would his fur, except she was now petting him somewhere that was significantly more sensitive and left him quite responsive. He bit his lip with his fangs drew tiny pricks of blood as he resisted his baser instinct to jump her right there.

"You ok Fuzzy?"

"Yeah why?"

"Cause you look a little tense."

He looked at her and found that she had put back on her cute little grin that she normally wore. Kurt nodded in response. 'You have no idea what you do to me Schatz.' As they left his room he took the opportunity of having her walk in front to appreciate her cute well rounded back side (to check her out). The journey to the top of the stairs was not long enough as his hungry gaze traveled from her cute butt to the well toned and slender thighs that were attached to it. As they came to the top most step he looked to Even who was standing at the foot of it his tail now making larger sweeping motions showing visibly his agitation.

They reached Even and Kitty continued on while the boys fell behind. Even shot Kurt an incredulous look as they started off towards the common room and Kurt put one broad finger to his lips praying that this time Even, would keep his thoughts to himself. His tail made large sweeping motions back forth much like an agitated cat and he was thankful that Kitty didn't notice cause then she would want it on what was so interesting. The girl continued on and led the way working on getting all that happened out of her head leaving the boys in back to their own devices and communication which took place through well placed shrugs, nods and winks.

Kurt took his place on the couch and spread his legs so as to accommodate Kitty's now established place in his lap. This was routine as all the students found their places trying never to touch one another, but always finding that room was slightly hard to come by.

Kurt's focus on the movie that evening waned as he tried to keep his mind on not becoming too excited – not while Kitty was sitting in his lap anyway. He tried to sniff out the smell of paint that still lingered on the air slightly since the mansion had just been finished. He tried to look around and appreciate the furnishings of the room, but what was most prevalent to his senses was the feeling of warmth where Kitty was sitting with her back to his chest, her head to his shoulder. He tried to desperately not to go any lower in his inspection of where they touched lest he be tempted by this angel's perfection.

As the movie ended he got up to go to his room rather more quickly than usual and it was not without several people noticing that he made his hasty retreat. As he teleported to his room he looked up and 'bamfed' up to hang from his new reinforced chandelier (one of the features he enjoyed about the new mansion). 'Come on Kurt breath, breath. Focus on something else,' but the tightening of his pants was more than enough to indicate that he was failing miserably at his endeavor. He leapt down from his hanging position to the ground and went to the shower that was now a part of his room to relieve himself. He took off the open button down and shirt along with the shirt that lay beneath that. By the time he made his way to the bathroom was letting his cargo pants fall to his ankles.

As he turned on the hot water he leaned against the cool tile wall, he began to think of Kitty; imagining how soft her skin must feel along her stomach, her thighs. How she would look if her hair was down and pooled around her head like a halo. How gorgeous her soft pale skin must have looked when she was getting out of a warm shower. Twenty minutes later he emerged having well satiated his need and washed his fur clean of the evidence. He walked back into his room, his gold eyes went the size of dinner plates.

"Katzchen! What on Earth are you doing in here? How long have you been here?" Kitty looked rather shocked herself.

'Oh my God, he's gorgeous.' Her hungry eyes roamed over his fur which usually left something to the imagination, but at the moment did nothing to hide the sleek planes of his well toned shoulders, abs and…thighs. 'Why haven't I ever noticed him like this before. Oh God – I'm still staring.' A slender hand made its way to cover her mouth as she abruptly shifted her gaze to a wall to her left trying but failed to truly notice his selection of books and novels that laid on the shelves.

Kurt was at a loss. Proper, little Kitty had just spent the better part of 40 seconds looking at him much the way a lioness stalks her prey. Silence reigned over the room until Kurt could get his thoughts together. "Kitty, it's okay I simply didn't hear you come in and I thought I locked the door earlier."

"You did, but I wanted to see if you were okay, ya' know, so I kinda phased through it. You just took off there and I thought I did something to upset you." Kurt looked at his feet as she continued to talk in the direction of the wall.

"Kurt," he looked up, "why were you saying my name?"

If Kurt's skin weren't covered in fur Kitty might actually have noticed that he paled and then started turning dark purple. "What? Um…" He was coming up short. He hadn't realized that while he had been taking care of a certain problem he had also been vocal as he fantasized about her moaning and writhing beneath him. The image was making its way once again to the forefront of his mind try as he might to suppress it. He was focusing so much on procurring the words he was trying to form he missed the few steps she had taken towards him.

As he looked back at her he saw her hand reaching, not for anything in particular, but she didn't have to. The elf simply froze where he stood his eyes wide and his mind blank. 'I don't want to hurt her; don't want to lose her. She can't possibly want this for herself.' His mind was brought back to reality by her hand on his hip and in particular her thumb that was massaging small circular patterns just to the inside of his pelvis. He was shocked when he noticed the intent in Kitty's eyes as she continued her small movements. 'She can't want this; can't want me. She's confused and still emotional from earlier. She's my friend; I can't take advantage of her.'

Kitty felt something almost foreign to her. Sure she had had crushes and knew lust, she'd had boyfriends and knew devotion, but never had she had a friend so good and loyal and true as Kurt, but now that she looked at him again she saw him through new eyes; not only a friend, but as a young man. She focused on her goal and was rewarded as she heard purring and maneuvered her other hand to the back of his head right at the base of his neck, where her grip tightened slightly in the indigo tresses there and pulled him down into a kiss.

"Katzchen, stop." She looked confused. "This isn't what you want, trust me. This may seem right or feel good right now, but you'll regret it later and I can't let you do that. You are my friend, my best friend and I would never…" he was cut short by another short kiss and the girl…no…young woman before she pushed herself flush against his body. 'Wait, this is Kitty; she's supposed to be my friend.' The lack of conviction was just as present in his thoughts as it had been in his voice.

"Kurt, I do trust you, but you're wrong. If it's you I won't regret it."

Kurt took a moment to realize that she wasn't wearing much more than a thin night shirt and short shorts, exposing more than usual of her thighs to his hungry gaze. He could also feel her breasts pressed against him as she nibbled his lower lip asking permission to enter. He parted his lips and allowed her to enter as their tongues danced and soon sought dominance.

Kitty was surprised, but not let down when Kurt took it upon himself to deepen the kiss now embracing her with his hands on her hips leaving his tail to support the towel, which was not leaving much to the imagination any more. 'So much for just being friends' Kurt's conscience chided him, but he ignored it as Kitty persisted in exploring the planes of his back and shoulder with her hands all the while raking her nails through his soft fur. Her hips pressed against his own his erection brushing against her stomach.

He moaned at the loss when she backed away and moved to turn off the lights leaving the only source of light to be the pillar of moonlight she was now moving back to. As she glided toward him she let her hair down and moved her hands to the edges of her shirt. Kurt moved forward suddenly grasping her thin seemingly fragile wrist and looked deep into her blue orbs. "Katzchen, liebchen, are you sure you want to do this? You can walk away right now if you want." A part of him hoped that she would just so neither of them would regret it I the morning, but the other side of mind was hoping to god in heaven that she wouldn't turn away.

His worries were answered when she pulled her hand free and took a step back. She looked at him and made sure he could see her – not that much could escape his amazing vision, even in this light. When she saw that the glowing embers of his eyes were on her she proceeded to lift her shirt up and over her shoulders.

Kurt hissed with a quick intake of breath as he reigned in his self control willing himself not pounce on her right there. She was naked from the waist up and he could think of nothing that compared to her beauty. "Keety, you are an angel."

Her brown hair fell around her face which looked paler in the moonlight and fell just over her slight shoulders. All her curves looked divine in the silvery light from the contures of her tones shoulders to the softness of her abs. She shivered a little under his ravenous gaze and moved forward once again to his open arms, but this time it wasn't as a girl who needed a friend's ear, it was as a young woman who was seeking the love of a young man. As his self control waned his tail, as it so often did, took it's own course of action which was to sweep back and forth in large pattern showing his excitement.

Kitty blushed in the moonlight as she realized he was now naked before her, the towel having been forgotten along witht the rest of the world. He moved forward closing the small gap between them and scooped up Kitty bridal style in his arms moving her to his bed. As he lay her down her hair fanned out around her just as he had fantasized earlier. He moved himself so that he was hovering over her and he knelt down and eagerly began placing kisses along her neck and jawline then, moving down to the juncture of her shoulder and neck, bit there lightly eliciting a gasp from the girl beneath him. He shivered with anticipation as he set forth to make sure that this was as pleasurable as possible for his partner.

He moved lower to pay attention to her breasts licking and kissing one while paying attention to the other with his hand. She smiled and groaned slightly as he switched over to the other. She truly was perfect. Her breasts were big enough to be a handful, but nothing more than that and he bit lightly onto one drawing another slight groan from her. He moved further down trying the trick that she had used to get him hard to begin with. He placed his thumb on the inside of her wide yet slight hip and began drawing deep circular patterns there just beneath the hem of her shorts.

She bit back a moan as she spread her legs slighty. "Oh God, Kurt. Please, now."

"Tell me Schatz, tell me what it is you want," he said as he moved back up to look at her flushed appearance. She arched her back as high as she could finding the friction there that she so desired.

"You…I want you in me…now." That was all he needed to hear. His thumbs hooked onto the edge of her shorts and pulled them down and she raised her hips I compliance. As his tail pulled them the rest of the way down as threw them to be lost outside their world.

She began to shiver slightly. She wanted this, wanted him more than she had ever wanted to be with anyone, but she was nervous.

"What is wrong Keety? I promise I won't do anything you don't want me to. Just tell me to stop and I will." He looked down at her as her arms went around his neck instinctively seeking comfort.

"No Kurt, I do want this. I want you. I suppose I have for some time, but I'm just nervous. Just be gentle okay?" 'God did I really just say that?' Kitty hoped she hadn't used the wrong words. She was being honest she had wanted this, wanted him, but she had never been like this with a man before and it was overwhelming and powerful.

Kurt's brow furrowed at her last words 'Be…?"!!! "Kitty, is this your first time? Are you…" he trailed off not believing he was really considering this. Sleeping with her - that was something he didn't mind in fact he invited the idea, he loved her, but the prospect of being her first time was not something he was looking forward to contending with in the morning.

She drove her hips upward once more seeking to relieve the tension and heat that was growing there. He held her hips down and kissed her once more before seeking an answer in her eyes. When she looked up at him and nodded he positioned himself at her entrance and began entering her. She gasped at the intrusion as she urged him on and he paused only when he was fully inside her. The tearing and slight pain she felt was starting to ebb away, but not before she noticed that there were actually tears sliding down her cheeks. Kurt noticed as well as he leaned down and wiped them away. Only a moment later she was shifting her hips upward once more telling him to move and as he took her hint. He started slowly at first and then increased his pace shifting position and found what he was looking for as she moaned loudly almost screaming. Her nails raked over his back and shoulders and he started growling deep within his chest.

"Yes Kurt, again, just like that, please." That was all it took to push him over the edge. With her voice continuing to plead for her release, he held nothing back as he groaned inarticulate phrases in German to her. He continuously increased his tempo determined to find his release only after Kitty had achieved hers. As she screamed his name he thrust a few more times finding his own soon after.

They stayed like they were for moment before Kurt pulled from her. Kitty moaned realizing how sore she was and realized then that he slightly more endowed than most average young men. His tail whipped out to pick up the towel bringing around his hips once more as he stared at the gorgeous angel before him. He leaned down kissing her agian,"Mein Gott Katchzen, you are beautiful." She blushed under his gaze once more as he reached to the foot of the bed to pull a blanket over her.