DISCLAIMORE: I DO NOT OWN ANYTHING FROM MARVEL OR X-MEN: EVOLUTION, ALL OCs ARE MINE AND IF YOU WANT TO USE ANY OF THEM OR STORY IDEAS PLEASE ASK ME, CHANCES ARE I'LL SAY YES.

AN: TAKES PLACE IN MY AGU SERIES, IF YOU'RE NOT FAMILIAR WITH IT YOU MIGHT WANT TO LOOK IT UP. TAKES PLACE DURING THE ADJUSTMENTS TIMELINE. ALSO THE THING WITH JEAN'S FRIEND ANNIE DID HAPPEN IN THE COMICS.

She was playing in the street with her friend Annie. They were just ten years old just playing like they always did, they were at a park not far from their houses. They had been best friends since they had known each other, one a green eyed redhead with shoulder length hair and Annie, with short curly brown hair.

The redhead was Jean Grey, and on this day her life was changed forever. Jean through a ball to her friend Annie but it went just over her head. Annie tried to jump for it but missed and the ball went into the street so Annie went after it.

Jean remembered how her parents told her not to just run into the street and was about to tell Annie not to, then she saw it. A car was moving fast down the street, too fast in fact. "Annie watches out!" Jean screamed to her friend.

Annie saw the car coming while in the road and froze like a deer in the headlight. Jean ran to her but was too far and too late. She watched in horror as the car hit Annie, she saw her go under the car. The driver stopped for a minute but must have panicked cause the driver sped off. Jean ran to her friend's body.

"ANNIE!" Jean cried out her name. She saw her friend all bloody and her flesh torn in a few places. Other people had seen it and were gathering around her. Jean knelt down to her friend cradling her head and crying. "It's going to be okay, you'll be okay." Jean kept saying over and over.

Annie moaned from the pain and she was so scared. Then it happened, like a switch in her mind Jean suddenly heard Annie's thoughts, and she could feel her pain. Then Annie's presence started to fade, Jean was feeling her best friend die in her arms.

Suddenly everything got black, and Jean was her normal nineteen years of age again, but was still holding Annie's body. The dead eyes looked up at her. "Why did you let me die?" Jean didn't know what to say she tried to speak but no words came.

"Why did you let us die?" Came another female voice. Jean turned her head and saw there a girl of seventeen in a tight black costume with waist long raven hair and green eyes staring at her. But what really horrified her was the fact that the girl was April, someone who had recently died at the mansion. Her face was bleeding from her ears, nose, a little from the mouth and from her eyes.

"Why did you let us die?" The ghostly apparition accused her.

At that moment Jean bolted upright in bed cover in sweet and she touched her face feeling tears there as well. She went back down onto the bed and curled up into a ball, as more tears fell from her face. She saw the clock reading four in the morning, but she couldn't sleep, not after that.

For years she had been plagued with Annie's death and when April had died her nightmares had returned. There was a soft knock on her door. "Jean." Came a soft and familiar voice. Jean used her TK to open the door and Scott stepped through. He had 'felt' Jean through the mental link that had formed with them and knew something was wrong.

He closed the door behind him and could feel and see Jean was upset. He went to her side and on her bed wrapping his arms around her. Jean embraced him crying on his shoulder as he tried to soothe her. He knew it was one of her nightmares, she always had them and only Xavier and Scott knew what they were about. Even he had nightmares about the death of his parents and until recently of his brother too, the ones of his brother had ended when he found out he was alive.

Jean felt the warmth of Scott's body pressed up against her and let it flow over her. When Annie had died she had been catatonic for two years until Xavier had found her. For over a year Xavier had worked with her to get over the trauma of the event. Then one day her powers began again but uncontrollable this time, she began to hear 'voices' all the time and her parents called Xavier again. He said that Jean had to learn to control her powers so after much discussion she had gone to live at Xavier's.

It was there she had met Scott. She was scared of how huge the mansion had seemed and Scott had been there for a few months before her so he had showed her around. At first they were a little awkward around each other then one night she had the nightmare of Annie's death again. Scott had heard her and had gone to her.

While in his arms at this moment Jean smiled at the memory, he had stayed up all night with her and comforting her through it. Jean had told him about Annie and he told her about his parents and brother. They had shared each other's pain and comfort for the first time that night and after that night they started on the road to friends. Then they began close friends then best friends. Not long ago after mutants were revealed to the world they were boyfriend and girlfriend and now she had wished that they had started on this path sooner, she wished all that time she had spent with Duncan she had instead spent with him.

She was closer to Scott then anyone in her life. And not long ago they also had taken their relationship even further, they also had recently became lovers too, and not just the act of it, but she did truly love Scott with all her heart and soul.

While Scott was holding the person he held dearest in his heart close to him he rested his chin on her head, he could smell her hair and he loved the run his hands through her long red hair. There was a time he would have given anything to be this close to Jean, at first they were friends then he realized his feelings had grown but she hadn't seemed to feel the same. His feelings ached for her and for the longest time he felt she would never feel the same about him.

But she did feel the same, she loved him now just as much as he loved her. There was no other girl for him then the one in his arms crying her pain out on him. He hated to see her like this, and he always did what he could to help her though this. The others didn't know what Jean had gone through as a child, it was too personal and painful for Jean to talk about to anyone. Only he and the Professor and her parents knew what she had gone through on that day, and even today the events still haunted her.

Soon she had stopped crying but he didn't stop holding her, and neither did she. They just lay there in bed holding each other. "Better?" He softly asked.

"Yes, thank you."

"Well I should let you get back to sleep then." He was about to pull away when she held him tighter.

"Stay." She pleaded into his chest and he didn't have the heart to say no.

"Alright." He responded and kissed her head she sighed and snuggled into him. He loved to hold her in his arms like this, just them together. Sure it wasn't the first time they had shared a bed so they both knew how to be comfortable together like this as they slightly shifted their positions.

So far he wasn't too worried if someone found them like this. Most of the mansion knew how far they were as a couple already, and the only adult who knew, or at least suspected was Hank since Jean had gone for him for birth control and he had told the students to come to him and if it wasn't life threatening or serious he would keep it in confidence.

All the students had learned about it eventually. First Vincent had caught Jean coming out of his room early in the morning. 'I still wish I had known the guy only sleeps six or seven hours instead of eight before that day.' He thought. Vincent had kept his mouth shut unfortunately he had blackmailed them with it for one favor each.

Then when Jean and the girls had their sleep over not long ago they had pried it out of Jean and then all the girls knew, and of course the girls would tell their boyfriends, he was just glad it hadn't gone to the adults. He wasn't sure who he feared most, Xavier, Logan or worse if they had involved Jean's parents. That was a nightmare he didn't want to see.

While Scott thought about that Jean just put her head over his chest listening to his heartbeat. It was a soothing sound to her and in her entire life she didn't know just how close two people could get. It was a wonderful feeling and she felt herself relax and slowly drift off to sleep. Scott had noticed Jean had gone off back to sleep and smiled. He caressed her hair once more "Goodnight beautiful." He whispered to her and watched her sleep until he too nodded off.

When Jean's alarm went off she made a motion to slap the snooze button but couldn't reach it. Then she felt something shift under her and slowly opened her eyes to see Scott there. He moaned and he also tried to hit the alarm off but in her room her alarm was in a different place then in Scott's and he couldn't find it with his arm. Jean smiled and used her powers to 'hit' the off button. She remembered how last night she had that horrible dream again and Scott had come to comfort her.

She put her head on his shoulder just looking at him and smiled. He shifted again and even though she couldn't see his eyes she knew he was looking at her too. "Morning." She said sweetly.

"Morning." He smiled back at her then he got a little more serious. "It was that dream again wasn't it." It wasn't a question he had known since it was the only thing that could upset her like that.

Her face fell at his words and she nodded looking away. "Yes...but with a twist...April was there too." Even though she knew Scott had always told her there was nothing she could have done to save either of them, her heart wouldn't let go of it. She had watched and felt her best friend die in her arms and then she had missed the mental programming of Sinister in April's head. And she didn't stop April until it was too late to save her, and once again Jean had to watch someone die in front of her.

Scott just held her then as he felt her tense up. He also felt responsible for letting that happen, he was supposed to be the leader of the group, he was the one that had to look out for the others to make sure they were safe. But he had failed and someone was now dead. Jean had told him it wasn't his fault that there was nothing he could have done...he wasn't sure what was worse.

Failing and her dying or not being able to do anything about it that caused her death.

"We should get up soon. If we're late for breakfast someone might check up on us and this isn't exactly the best situation to be caught in if it's one of the adults." Scott said to her and even though she let out a slight moan of disappointment of getting up and breaking this intimate moment she knew he was right too.

She slowly got of him and stretched her arms out as Scott got off the bed. "See you at breakfast then." Jean said over her shoulder heading to the bathroom for a shower. Scott nodded and went to his own room.

At breakfast things were hectic like always, some of the students were sleeping in while the summer lasted while others wanted to get their breakfast before the crowd. And over the last few months it had gotten slightly more crowded in the mansion with all the new arrivals, such as Warren, X23 or Sarah as she was calling herself now, Blink, Gale, Vincent, Dani, his own brother Alex, Piotr, and Wanda of all people.

Things were much more interesting he thought while going for a muffin only to have a purple blur swoop in and snag it. Scoot looked to see the little purple pet dragon of Kitty's she called Lockheed fly away with it. 'Oh yeah interesting is right.' He thought darkly then reached for another one. It was then he noticed that Jean was mostly poking at her cereal then actually eating it. He knew that she was still thinking of the nightmare last night.

After breakfast there wasn't any Danger Room for the day so he went to find Jean. He found her out back looking at the water nearby. "What's wrong Jean?"

She shook her head. "I don't know Scott...it's...it's just hard some days, with everything we've all gone through at times, I mean who's to say one of the others will get killed, or what about the FOH or Trask or Magneto and the other mutant groups. Scott last night reminded me of how dangerous our world is and...and what if I lost everyone else close to me...what if I lost you too?"

He walked up behind her and held her. "I know...believe me I know, I've thought about that too. Some days I just don't think I could go on fighting. But I find the strength to go on Jean you know why? Because Jean you're my strength, when I was lost at sea with Alex the thought of seeing you again kept me going, when Mystique had left me in that dessert a part of me knew you'd find me...and you did both times."

Jean leaned back into his embrace and held his hands at her stomach. "You've done the same for me slim, you've always been there for me, especially the bad times." Both just stayed there holding each other both feeling their love through their link and for one moment nothing else mattered except what they had at that moment. They both knew that they had been through some hard times, and that in the future things would most likely get worse but they both knew that with each other in there lives they were stronger, and they would find the courage and comfort they needed in the worse of those times in each together. In that moment they knew that they would face their past and whatever the future would throw at them, they would face it together.