A/N: I'm back with a new chapter!

However, this is certainly a "Dumbledore Explains It All" kind of chapter, similar to how Dumbledore would explain the significance of each event in the book at the end of the first five and last one of the Harry Potter books (despite being dead during the time of the latter). So, this chapter is very heavy on the exposition, but questions are answered at long last.

If there's any aspect of this chapter that confused you, please let me know and I'll my best to clarify. Also, if there's any remaining unanswered questions that weren't addressed in this chapter, please contact me.


Sauntering toward her, clad in what basically amounted to a gleaming white bikini and thigh-high boots, Emma Frost wore the complacent smile of a great cat as it prepared to devour its prey.

For several moments, Anna couldn't so much as process what was taking place. Then she sent a quizzical glance at Frost.

"Are you here to help us, Ms. Frost?" Anna's mind was racing for an explanation. "You didn't need to neutralize Stark. I don't think that he would've impaired us- he didn't even seem to realize that Kitty was trapped here- "

Emma's smile widened, as she stopped, her face perhaps within three inches of Anna's. Puzzled, Anna was unable to tear her gaze away from Frost's glacier blue eyes, which were glinting with intensity and self-satisfaction.

In that moment, Anna knew that Frost had not arrived to aid their group. Searching the woman's gaze, Anna could only find cold amusement that set her on edge. An icy knot of dread formed in her stomach as no warmth whatsoever melted the smug expression that had overtaken Frost's aristocratic features. Her devious blue eyes seemed to burn into Anna's green haze, and Anna suddenly felt as though her feet had risen off the ground and her body was lifting into the air.

The white walls around Anna were abruptly marred with slats of black that expanded till darkness dominated the hall. For several seconds, as Anna's breath caught in her throat, she had the strangest sensation that she was floating away . . .

Emma, Pyro, and the unconscious Tony Stark faded from as Anna was surrounded by black. The sudden transition was jarring, but she found that she could still clearly see herself; she was able to look over her form as though she were standing in a pool of sunlight. She felt oddly weightless, and though there didn't seem to be solid ground under her feet, she was easily standing steadily.

There was a shimmering brightness, then a diagonal cone of light emerged, similar to a spotlight. Another second or so passed before Emma Frost appeared within the moderately sized circle of illumination.

"What's going on?" Anna demanded, trying valiantly to suppress her fear at the unexpected turn of events. "Where am I?"

"An astral plane," Emma responded calmly. "I thought it would be simpler to speak to you on a psionic level rather than physical. If Mystique has trained you so well that you're capable of felling the Sentry, I'm much more comfortable here."

"Do I have a reason to attack you? Are you planning on bringing harm to me or my friends?" Anna knew that she was asking foolish and naive questions, but she struggled to rationalize: her mind felt as though it was clouding over.

Frost strolled closer and leaned so her cheek was pressed against Anna's. Tender lips tickled Anna's ear as Frost spoke, her voice dangerously soft. "I don't wish to bring you harm, my darling Anna. I wish to bring you . . . knowledge. The truth about why you're at Xavier's Academy."

"What?" The air suddenly became too thin for Anna to breathe; it was as though oxygen escaped from her windpipe when she attempted to inhale. "I'm at the Academy because my mutation surfaced and nearly killed Ms. Marvel. My aunt wants me to learn how to control my abilities- "

"Not so," Frost said serenely. "You're here as an undercover agent for the Brotherhood of Mutants."

For a moment, Anna froze, staring in incredulity, but then a laugh burbled from her throat, sounding oddly desperate even to her own ears. "That's ridiculous! If I was an undercover agent, wouldn't I remember it?"

"Look at your fingernails, darling," Frost told her conversationally.

Heart increasing in tempo, Anna raised her hands, inexplicable trepidation rising inside her. Her nails had been painted with purple polish that remained despite weeks passing; the chips and nicks that speckled the coating indicated the amount of time since the last touch-up, which had taken place before she arrived at Xavier's Academy. But now, the shiny lacquer that covered her fingernails was blemished and blackened.

Frost arched a delicate eyebrow. "Do you remember painting your fingernails, Anna? No? Well then, surely you remember dropping by the security room in this building and disabling all of the defense mechanisms? You pulled some of the wires straight out the walls- you would have been electrocuted if it hadn't been for your invulnerability. As it is, since the decoration on your nails doesn't have the same resiliency as the rest of your body, the polish became somewhat charred during the process."

She couldn't speak: Anna's jaw was locked shut.

"The reason you don't remember painting your nails, darling, is because you did so while you were at the Brotherhood base, and Raven wiped every detail of the Brotherhood from your mind. But I'm getting ahead of myself. Let me begin at the beginning."

Briefly, Anna closed her eyes, trying to ward off a sensation of nausea churning in her stomach. She wanted to summon the energy to protest, to call Frost's words lies, but at the moment it was all she could to remain upright. Gravity wanted to drag her down to the floor.

"As you recollect, you visited New York City while with your aunt Raven during the last weekend of September. Raven claimed that it was for her government position, but in truth, I was meeting Raven for a discussion about the groups we were working with. Raven had the Brotherhood, and I am involved with the Mutant Liberation Front, organized and led by Gene and Alice Hayes. I was giving the locations of Sentinel manufacturing sites to Raven so that her forces could destroy them. Unfortunately, you unexpectedly returned to the hotel room during our conference, and your mutation activated just as you stumbled and collided with me."

"That never happened -" Anna argued weakly, but Frost cut her off.

"You don't remember because Raven ordered one of the Brotherhood, a telepath, to wipe your memory."

"Not true," Anna gasped, trying to breathe regularly. Her head was swimming; she thought she would collapse at any moment.

"Then why are there holes in your memory?" Frost queried rhetorically. "Why do you have shoes that fit your taste exactly, but you don't recall buying? I'll tell you: those items were purchased while you were out shopping with Lorna and Wanda, friends of yours from the Brotherhood."

Stunned into silence, Anna could only gaze at her in mounting alarm as she realized the accuracy of Frost's words.

"Though our contact was very brief, and you only gained a fraction of my consciousness, due to the circumstances of your mutation, several of my thoughts, instincts, and skills were transferred to you," Frost continued. "Of course, I immediately attempted to expunge the fragments of my mind from yours. But you must have automatically utilized the telepathy you gleaned from me to shield those pieces from me. At the time, I was unaware of this."

Anna closed her eyes, swaying dizzily. She could feel sweat matting her hair and moistening her palms. An odd feeling had taken root within her.

"You embodied my goals, my convictions," Frost went on. "You espoused my mission as your own. And my mission was to break into the headquarters of the Friends of Humanity and free the captured Emma Frost."

Riddled with shock, Anna snapped her gaze up to the woman's icy eyes. "What are you talking about? You're Emma Frost!"

"Not so," the woman said unceremoniously. "I am a clone of Frost. Along with others, I was created by scientists affiliated with the Friends of Humanity. I have Frost's abilities and appearance, as do my clone sisters. In my dreams each night, I can hear them calling me, begging me to find them and free them." The woman who was not Frost stared past Anna, her eyes focused but unseeing, haunted despite their gelid elements.

"Emma Frost had been captured weeks earlier. She and I had been in contact; she was attempting to locate the remaining clones of her. In tribute to Emma, I assumed her place at Xavier's Academy and sojourned off with the redheaded telepath calling herself Jean Grey. She was too distracted to know the difference. Emma was scheduled to attend conferences and meetings with government officials concerning the status of mutants in society, and that's what I did. But I managed to cajole and wrangle information about the Sentinel Project, which I handed over to your aunt so she could send her strike teams and destroy any progress in the robots' construction."

"At an interlude in our journey, I met with your aunt, as I've already mentioned. My encounter with you and our skin-against-skin contact seemed to trigger a psionic connection between us, because when I forced my way into the base of the Friends of Humanity, you followed my lead, arriving shortly after I did, my thoughts and instincts undoubtedly encouraging you to do so."

As she listened to the clone's words, Anna could sense her strength returning to her, rejuvenating her. She imagined healing blue veins of energy bleeding into her muscles, restoring her will and endurance.

"Regrettably, your stealth prowess isn't on par with mine." Frost's clone seemed far from finished with her explanation. "You triggered an alarm, alerting Stark's team of heroes who supported the Friends of Humanity to our presence. Ms. Marvel soon joined us, but not before you found Kitty."

"Not many of the interrogation techniques conducted by the Friends of Humanity had an effect on Emma, but they were able to extract information about Xavier's Academy and its latest potential student: Kitty Pryde. They kidnapped her in a matter of hours. Their telepaths scourged her mind, absorbing every aspect of her personality, disposition, and behavior."

Despite her astonishment, anger and disgust flooded Anna as she listened to the underhanded ploys of these fascist knight templars, who were willing to do anything to crusade for the improvement of humanity's future, including kidnapping and false imprisonment of a child like Kitty Pryde.

"They then brainwashed Vanessa Carlyle, a shapeshifting mutant who was imprisoned at the start of the Superhuman Registration Act, till she was a duplicate of Kitty Pryde in both appearance and action. They placed her the Pryde home that very night. None of Kitty Pryde's family noticed the difference, and it was Vanessa Carlyle who was welcomed to Xavier's Academy." The clone was almost reciting at this point, but Anna was unable to look away from her.

"For the few moments you were with Kitty, you established a mental bond with her. It must have been my telepathic abilities that you submerged deep in the recesses of your mind. For weeks, your dreams have been Kitty's impressions of the facility. The voice whispering in your head every so often is hers. However, I did mitigate and isolate her thoughts in your mind to preserve your obliviousness."

The pieces were all falling into place, now, but instead of renewed shock, Anna was slowly being pervaded by a foreign sense of tranquility.

"When Ms. Marvel gracelessly stumbled onto the scene, she saw what she wanted to see: one of the mutant menace attacking a civilian girl. Marvel went in for the charge, and you reacted in self-defense. Unhappily for her, she discovered the true extent of your mutation as you unintentionally utilized your abilities to ravage her psyche. You left her a shell of her former self."

"I remember a supervillain attack," Anna murmured, though the conflicting accounts of past event hardly seemed to matter. She felt fresh and new, like she had just been reborn.

"More so-called 'heroes' were surging toward the facility, and in your half-crazed state, you were the only one I was able to help escape. I was forced to leave Emma and Kitty behind. I brought you back to Raven and explained what had happened." The clone kept going on, as if she hadn't heard Anna.

"I suggested that Raven send you to Xavier's Academy for training purposes. She agreed, realizing that due to your raw power, it would be difficult to effectively coach you. But she wasn't going to waste this opportunity. Like me, she already had a spy within Charles's school, but she decided to use you as a sleeper agent. She had her chief telepath hone your newfound abilities, allowing you to practice on college students, thus granting you considerable knowledge and information at your disposal. Once you had refined your talents, Raven's telepath influenced your parents and convinced them to allow you to switch schools."

"There was no supervillain attack. Your memories of nearly killing Carol after her rescue of you are false, implanted by Raven's telepath so you would feel guilt over the situation and thus make a greater effort toward developing your abilities. Moments before you entered the Xavier's Academy, Raven wiped your memory so you would be completely innocuous and Charles would suspect nothing."

Anna methodically tested her muscles, tensing, then relaxing, ascertaining that she would be steady on her feet when she made her move.

"But she didn't leave you defenseless. On her orders, the telepath embedded Carol's field skills and military training, along with Raven's physical combat capabilities, into the depths of your mind, so that you could fight on instinct, your responses reflexive and premeditated. Raven did this in order to assure that you would always have the upper hand. That's why you almost always black out during combat; your actions aren't truly your own, your body is just a marionette with someone else pulling the strings."

"Raven wasn't the only one to realize how truly useful you are." The clone proceeded in her exposition. "I became aware that your presence could also benefit me. I had Pyro, my fellow agent for the Mutant Liberation Front, keep an eye on you, and just in case, I gave you the necklace, which contains a tracking device, and telepathically encouraged you to wear it. I must say, you have an abnormally thick skull: I was beginning to think you would never don the thing. If it hadn't been for your invulnerability, I would've wrapped that chain around your neck and strangled you weeks ago."

Closing her eyes, Anna calmed by the continual, balanced pace of her pulse. She was vaguely aware that with these newfound revelations, she shouldn't be so serene, but she was unable recapture the edge of her shock and confusion.

"The fundamental security of this building may be typical, but the specialties are not." The recount of events seemed to be endless. "The walls here are constructed from a special material gained from the Kree race, also frequently used in the Breakworld. That's why Carol was in charge of security for this facility: the material reacted to her genetics."

"The matter interferes with intangibility and telepathy, hence why Emma and Kitty experienced difficulty escaping this place. However, the substance blocks neither of the abilities completely, and if a telepath is adequately prepared, then one can circumvent the obstruction. Additionally, the matter was created with the intention of only allowing Kree to enter. But several of the great minds on earth modified the material."

A plan that already had taken root in Anna's brain now began to bloom as a new thought occurred to her.

"Carol was an abnormality: she was a perfect synthesis of the human and Kree genetic template. Scientists have been struggling to replicate her genetics for years. They have achieved a sythesis, but on a small, limited scale. However, they are able to restrict the Kree genetics to certain area of the body. To enter this facility without triggering any of the alarms, an individual must have a synthesis of human and Kree genetics within their left hand. Obtaining Kree genes is nearly impossible. Only the most powerful and influential scientists of earth manage to acquire the sufficient amount- scientists such as Tony Stark, Reed Richards, and Hank Pym."

"Scientists of this facility must be regularly implanted with the adapted Kree genes- once every ten days. With the war of the Superhuman Registration, I risked capture and indefinite imprisonment in the Negative Zone if I erred on my mission- if that happened, I would be unable to help anyone. Kidnapping a scientist of this facility would prove impractical- those in authority here keep careful logs on its scientist, to the extent of hiding bugs and cameras in their residences. The moment a scientist differed from their usual schedule and didn't arrive at the routine time, there would be suspicions."

"And so you decided to use me," Anna concluded.

"Yes," the clone said unapologetically. "When you took Carol's psyche, you also somehow removed her genetics and installed them in your own pysique. I knew I would have to use this to my advantage."

"I saw your disdain for the imposter Kitty Pryde, and I encouraged it. I pitted you against her, playing on your jealousy and insecurity. When I learned of your plans for visiting New York City, I directed you to have confidence in your arrangements in hopes that you might discover the truth about Pryde. I was careful to ascertain that you would reach conclusions on your own, though, or else you might not have accepted your discoveries. Your mind is exceedingly complex, no thanks to various telepaths manipulating your memories."

"And then at our tea, I determined that your feud with the imposter Pryde was at its height. I gave you mental pushes and nudges to escalate the disdain you felt for her, in hopes leading you to a confrontation and conflict with her. I then directed your attention to the odd dreams you've been subject to, leading you to realize where the actual Kitty was, and bolstered your faith in yourself in order for you to be prepared to command a rescue mission. And once here, you would disable all of the security features, allowing the Mutant Liberation Front to overtake the facility."

"You certainly are a Machiavellian mastermind," Anna admitted.

"How flattering that my unwitting pawn compliments my intelligence," the clone returned dryly.

"One question, though." Some of the rejuvenating calm had fled, and Anna's heart was pounding. "If I'm going to admit defeat, I need to acknowledge the better opponent. What's your name?"

The clone appeared taken aback by this question, glacial blue eyes wide with surprise, which soon faded into pained longing.

"Spice," she murmured softly, and Anna was almost sure she had misheard her.

The clone looked directly into Anna's eyes. "My name is Esme," she stated with certainty.

"Good to know," Anna replied grimly.

She leapt up from the floor and launched herself at Esme, catching the clone, driving her thumb and fingers into the cheeks and clenching the woman's beautiful face with her hand.

Esme threw her fist into Anna's face, knocking her to the ground.

"Sorry, darling," she said with disdain. "The astral plane is entirely mental. Your abilities and strength don't have much of a use here. I'm the telepath here, we're just playing along to my own little game."

Anna pushed herself up off the ground. "Why would you bother telling me all of this?"

"Because you're far too trusting, my dear," the clone responded simply. "You still put Carol Danvers on a pedestal, despite knowing what she's done. She doesn't deserve your grief and guilt, let me assure you. Do you think she ever felt anything but disgust and hatred for mutants?"

"I want you to remember this encounter, but once you return to the physical plane, you'll again forget everything Raven had wiped from your memory. But you'll remember that both the Kitty Pryde and Frost you knew were imposters, and that the Friends of Humanity scientists weren't above experimenting on mutants, condoned by the Pro-Regs, including Carol Danvers."

"But one day, you'll remember what Raven has hidden from you. At first, it'll be a half-thought daydream drifting across your brain, but then all the knowledge will return to you. And perhaps then you'll understand me. I want to recreate in my own image. I don't trust anyone, not even Emma Frost. There's no reason for you to trust anyone, either."

Anna jumped at her again, grabbing a handful of her face and maintaining her grip, straining, foraging in her own consciousness.

"We might be on an astral plane, so this might not have a physical effect," Anna ground out. "But then this is just a mental thing to help me gain focus. I was able to keep Carol's abilities, so this might help me to bring your own abilities that I've stored away to the surface."

A whisper.

Then a trickle.

A surge of power from somewhere deep within her, and a torrent of raw energy flooded into Anna. The clone evanesced, though Anna was unsure of where to.

Concentrating, Anna closed her eyes as a sense of omniscience poured into her brain. Clumsily, she reached out with her mind, imagining enveloping the entire earth in a direct feed to her thoughts. In her desperation, she latched onto the first friendly name she could think of- Jean Grey. She needed to contact Jean Grey.

She was scanning, searching, whipping about wildly for just a hint of familiarity.

But this power- too much power-

Jean Grey! She called desperately into the psionic abyss of minds. JEAN GREY, WE NEED YOU!

Any contact was abruptly severed as the surface on which she stood wobbled and shifted beneath her legs, causing her to stumble. She strained to stand again; the ground wouldn't steady, instead quivered more violently.

The astral plane was collapsing. Anna was fairly sure that she didn't want to stick around to survey the damage in the aftermath.

Distantly, Anna could hear the shouts and thuds of a battle, crackling with energy beams, but it was echoing and distorted, as though from far away.

Reaching a decision, Anna backed up several steps, then began sprinting, and took a running leap, falling into the darkness beyond.

Ripped away from her dreams, Jean Grey bolted upright in her queen-sized bed, looking about wildly. Finding her room empty beyond herself, she listened for a moment, muscles tensed, trying not to breathe too heavily.

Had it just been a dream?

When the seconds passing turned into minutes, she lay back down, trying to relax and slip back into unconsciousness.

Strange. She had been certain that someone was calling her name. And it must have been a dream, but the urgency in the other girl's tone rendered the voice far too realistic.

A/N: I have a new poll up on my author profile. Don't forget to check it out.

As always, feedback is teh awesomz.

BTW: Gene and Alice Hayes were underground mutant terrorists in the main Marvel universe, but they never had any connection to the Mutant Liberation Front. That's creative license on my part, once again.

They first appeared in a comic books series known as Runaways, which I would recommend to everyone. The Runaways book, especially the first two volumes, is a great read.