Disclaimer: X-Men and all the characters aren't mine (sadly), they all belong to Marvel and their creative writers. I'm just borrowing them for my entertainment and hopefully yours. So please don't sue me!!!

A/N: Well, I've thought of writing this fic a long time ago, well after I saw what a disaster X3 was. But I kinda put it on hold because I was busy with finals and other end of the school year crap that teachers thought of and gave us. But when I saw what I had written for this fic, I decided to continue it. It's kinda AU since I'm not really following the 3 X-Men films EXACTLY so if you read this and see that some of the quotes from the movie are wrong, please forgive me. I didn't really watch all 3 dvds just to get the quotes right. And because this is written in Scott's POV, all of the scenes from the movie are only the scenes where he appears. The prologue is somewhat comic based.

Summary: Sorta, kinda AU. Post-X3, the professor, Jean and Scott are all alive, not dead. Scott watches Jean late at night while she's working and thoughts of her, their past, present and future invade his mind.

Well, without further ado, here's the story. I hope you all enjoy and don't forget to leave me a review. But please no FLAMES!!!

//- means telepathic conversation

'hi'- means thoughts

Thinking of You

Prologue

Scott's POV

I sat in my office at the Xavier's Institute for the Gifted grading the Calculus test papers. After grading the last test, I set it down on my briefcase along with the other tests. The students did well on the test with the exception of two or three of them. After organizing everything that was scattered on my desk, I got up to stretch my tired limbs and took my glasses off for a moment to rub my eyelids. It was already past ten thirty at night and I know that everyone in the mansion was already in bed with the exception of me and my fiance, Jean Grey. I know she's still at the medlab because I can feel her still working on the experiment that she and Hank had started in the morning through our psychic bond.

I walked out of my office and made sure it was locked before I headed to the elevator. But instead of taking the elevator upstairs to the room Jean and I share, I decided to go down to the lab instead and wait for Jean so we can go to bed together. As soon as the doors opened, revealing the dimly lit hallway of the lower levels, I stepped out of the elevator and started walking towards Jean's office. As I got there, I saw that her door was open so I leaned against it and watched as she gave her full attention on the experiment she was working on. I knew that she hasn't sensed my presence in the room with her yet because if she did, she would've stopped working and turned to me. So instead, I kept quiet and watched her work in silence. I love watching my fiance when she's working. She just has this aura or glow around her that I can't describe in words when she's working either here in the lab or in her chemistry class teaching her students about chemicals, protons, neutrons, electrons and other stuff that involves chemistry. As I stood watching the love of my life work, thoughts of her, our past, our present and our future invaded my mind.

Flashback

I was only seventeen when the professor took me out of the streets and into his home. I was blind and scared and have been posing as a blind kid wandering the streets for food, money, and shelter until the professor found me. Charles Xavier rescued me, gave me a home and literally saved my life. He and Hank, one of my closest and dearest friends, worked day in and day out to find a way to keep my deadly concussive beams in check and for me to finally open my eyes and see without killing anybody in front of me or in my line of sight. It took many failed trails and attempts and me walking around the mansion blindfolded for them to finally figure it out. Actually, it was Hank who figured it out, he figured out that only a gem made out of ruby-quartz can contain my powers; therefore, he made my glasses out of ruby-quartz crystal. Even my visor that I wear out on the field is made of ruby-quartz. It was because of Hank's genius and the professor's resources that I was finally able to open my eyes again and see the world around me. The only downside; however, is that I only see the world in a haze of red. Red is the only color that is clear to me, the others are just shades of black and gray.

Shortly after, I met Jean Grey who was originally the professor's first student. She came back to the institute because she needed the professor's help with her powers. When I first saw her, I knew then what love at first sight felt. But I couldn't tell her what I felt in the beginning, especially since we became best friends and because of the fact that I didn't want get too close to Jean or anybody else just to get hurt. Ever since my parents died and I lost my only brother, Alex to adoption while I was in a coma, I trained myself to be closed-off emotionally and reserved. But as time passed, I found myself falling in love with my best friend, Jean Grey and couldn't fight my feeling for her anymore. But I still couldn't bring myself up to tell her what I feel for her because I'd be jeopardizing my position as the X-Men's field leader but the main reason was, I was afraid. Afraid that if I tell her I love her, she might not feel the same way, and our friendship is screwed. I'd rather have Jean as my best friend than not have her at all.

Then when she left the school again so she can continue her premed studies in med school, I felt like a part of me was missing. She would come visit us here at the Institute any time she can, but it just wasn't the same. Then one day when she came to visit, she brought her new boyfriend. He was one of her colleagues at the hospital. Warren and Bobby of course hated him the moment they met him because of the fact that he's with Jean. I also hated him too, on the inside. But Ororo- the prof's new recruit and Jean's female best friend- said that Warren and Bobby were just jealous. But when I saw Jean and her boyfriend together, I felt like someone had just ripped my heart out right from under me. Jean was with him for a while, even when she came back to the institute to stay full time, they kept seeing each other. Until the idiot made Jean chose between him and her friends here at the institute. Jean had told him that if he can't accept us, then she can't see him anymore. It was over between them right when those words left Jean's mouth and I could not help but scream for joy inwardly, but showed understanding and remorse on the outside.

Jean moped for days and 'Ro and I tried to cheer her up, but to no avail. Desperate to make her feel better, I did something out of character for me... I asked her to go out to dinner and maybe a movie if we had time left. It wasn't a real date, I wished it was, but it succeeded in cheering her up. When we got home after that night, I walked her up to her room.

"Thank you, Scott. I had a great time." Jean said as she hugged me.

"You're welcome Jean, and I'm glad that you had a good time, you deserved it." I said as I hugged her back.

We pulled away and she went back to her room. I watched her go into her room for a moment before finally heading back to my own room. I found myself lying on my bed thinking of Jean and my feelings for her. I knew then that I was in a point of no return, because beginning now, everytime I would see Jean I would have to fight my feelings for her, but I don't want to do that. I would either tell her how I feel about her soon or suffer while I watch her be in a relationship with another guy who won't treat her right anyway. I sighed and told myself to deal with it tomorrow and get myself some sleep.

To be continued...

A/N: I know I know it's short, but I hope you all enjoyed the first chapter. So please leave a review and let me know. The more reviews I get, the faster I update.The second one will be longer.