Jean's breakdown

|at school|

"Yes our girls had a winning soccer season. They fought like a team, they played as a team and they respected each other as teammates. And it's those teammates that unanimously voted their choice for most valuable player award: Jean Grey." Principal Kelly announces, giving her trophy and the microphone, making everyone in the theatre applaud and cheer her on, with Risty Wilde who's sitting next to Rogue being the loudest. Rogue only claps a few times uninterested and Risty asks her why she's not showing any support for her housemate. Rogue replies "Jean's got enough people gushing over her." Sulking to herself.

"What are you talking about don't you have that sexy boyfriend of yours yourself?" Risty questions.

"Yeah, but this is different. It just ticks me off that I can't even compete." Rogue says saddened.

"Why's that?" Risty inquires.

"Uhh, medical reasons." Rogue answers quickly.

Back on stage Jean is starting to give a speech when she looses control of her powers and can hear everyone's thoughts.

"Yeah Jean, ride that popularity train for all it's worth." Rogue thinks.

"You got this Jean, don't get stressed." Scott thinks.

"Oh man is she freezing up?" Evan thinks.

"Glad that's not me up there." Kitty thinks.

Ben sees her overwhelmed expression and tries to help, reaching out to her telepathically telling her "clear your mind. You control your powers not the other way around. Follow my voice and focus only on me."

Jean manages to get powers under control with Ben's help and quickly says into the microphone "Thank you everyone and go Eagles!", fleeing the theatre afterwards .

A few minutes later in front of the school buildings

"I just think it's not fair is all. I'd so be an MVP." Evan complains to Kitty.

"Evan, face it Skateboarding will never be a real sport." Kitty tells Evan as he walks away, heading to his next class.

"Kitty, hey wait up and I'll walk you to chemistry!" Lance yells, going over to her.

"No thank you." Kitty replies and leaves him standing dumbfounded while Pietro is chuckling at him.

"Hey Jean, you OK now?" Ben asks the redhead walking up to her with Scott, having found her sitting in an empty staircase to get some rest.

"Yeah, I think so. I just don't know what happened. Thanks anyways." Jean replies and gets up to leave the building, heading for her next class with Ben and Scott strolling behind her.

"I'm just glad you're alright." Scott tells her.

"Listen, I've got to go to class but see you at Duncan's tonight?" Jean tells the two boys.

"Duncan's?" Scott asks her confused with Ben looking at her bewildered as well.

"The party. Didn't he invite you?" Jean asks.

"It's OK, I've got all this homework and stuff, so…" Scott says trying to play it cool.

"Be there for me. It'll be fun, you two Ben maybe Kitty or Rogue will like it there." Jean tells him.

"I'll ask them." Ben agrees.

|chemistry lab|

"You know I really like chemistry, at the other school I was totally into it." Lance tells Kitty, having taken a seat close to hers.

"Yeah? Ever make a stinkbomb?" Kitty asks.

"No but Blob's got us covered there if you get my drift." Lance remarks.

"The time has come the walrus says, to talk of many things and the first is an apology. I'm Mr. McCoy and I'm sorry for being late, they have me serving double duty as your phys. ED coach.

So anyways that experiment that everyone is dying to do, let's get it done and over with. Who's up for building a stinkbomb." Mr. McCoy, a buff blue haired teacher says walking into the room.

|later that day|

Scott getting ready for the party and rushes towards the entrance while Ben is in Kitty and Rogue's room.

"You sure, you don't want to come with Kitty? I'm certain we could figure something out regarding your stink bomb accident smell." Ben asks her with him already ready, wearing normal clothes consisting of blue jeans, a green shirt and a black Jacket while Rogue is wearing a dark green dress with arm length gloves and leather boots, along with a scarf thrown around her neck.

"Yeah, I'm sure. You two just go enjoy." Kitty tells them, pushing her considerate friends out of the room.

"Alright, you ready?" Ben asks Rogue, offering his arm and she links herself into his arm and follow Scott to his car, where is already waiting impatiently.

Ben opens the car door for her and closes it behind her before running around Scott's car and getting into the passenger side seat.

The three of them then head towards Duncan's house and soon arrive, parking near the rather large house.

Once the three enter Rogue gives Ben a quick kiss on his cheek and tells him that she'll be catching up with Risty, seeing the purple haired girl standing in a corner. Scott simply leaves, looking for Jean who is chatting with Duncan, leaving Ben standing there and he decides to get a drink and chill on the balcony.

"So that's the famous Ben I've heard about." Risty says greeting her friend.

"Yeah." Rogue replies.

"Well I've got to hand it to you, you snagged one fine looking guy." Risty tells her, smirking.

"What's up moody girl, cat got your tongue?" Risty asks seeing Rogue quickly fall into her sulking mood upon seeing Scott start to duke it out with Duncan over a game of ping pong.

"I'm pretty much done celebrating Jean's popularity." Rogue tells Risty and goes to the front door to leave.

"You're just leaving? What about your boyfriend?" Risty asks her.

"He'll manage." Rogue replies and the two of them leave the party.

"Hey Rogue." Ben yells from the balcony, seeing the two girls take off and throws them a key he magnetically steals from Scott.

Rogue catches the key and looks at him surprised.

"See you later." She yells back, entering Scott's car with Risty and drives off, headed for the Xavier Institute.

"He seems cool you know, your boyfriend." Risty says.

"He is. Though sometimes he can be too caring for his own good." Rogue tells her, thinking back on the tape the professor showed her and him collapsing a few days ago when he replaced those memories with the professor.

"Oh, do tell." Risty asks intriqued.

"Maybe another time, how about I show you around the Institute?" Rogue offers to which the purple haired girl readily agrees.

|back at the party|

Jean watches Duncan and Scott make a fool of themselves trying to win over the other, throwing over some other kids during their wild game of ping pong until she has enough and catches the ball, putting it down and drags Duncan away to confront him about his problem with Scott but Duncan doesn't understand her and tries to divert her attention from the topic.

Jean suddenly gets hit by another spike of her powers and can again hear everyone at the party thinking and runs out of the room, onto the balcony where Ben is already having company courtesy of Scott.

"So how's your night going?" Scott asks him, leaning onto the rail Ben is sitting on, next to him.

"I won't lie, it could be better. Rogue took off, I gave her your keys btw." Ben replies.

"Wait, how did you, when? What?" Scott asks surprised and annoyed.

"how do you think?" Ben asks making a metal chair near the pool underneath them float in the air before dropping it back down.

Jean stumbles onto the balcony groaning while holding her head, alearting the two teens.

"Jean, what's wrong?" Scott asks concerned and rushes over to her only for her to shrow him telekinetically over the railing and into the water.

"Calm down red." Ben tells Jean, getting her back to reality.

"Scott!" Jean says worried and Ben only replies, "chill he landed in the pool.", making the redhead relax.

"Hey, what happened?" Duncan asks having followed Jean, only to hear splashing underneath them and sees Scott in his pool.

"Summers what the heck are you doing?" Duncan yells down to him.

"Oh that's my bad." Ben tells him.

"And who are you again?" Duncan asks.

"Ben Tennyson. I live at the Xavier Institute with Jean and Scott." Ben introduces himself.

"Oh now I remember the one with the weird goth chick as a girlfriend." Duncan says, only to get thrown over the railing, landing in the pool right next to Scott.

"And now you know why Scott was in there in the first place, don't insult my friends, especially my girlfriend." Ben shouts down to him and leaves with Jean in tow. The two wait for Scott to climb out of the pool and join them.

"What the hell was all that about?" Scott asks them.

"It was an accident, I'm sorry." Jean apologizes.

"I was just pissed for him calling Rogue weird." Ben replies.

"Wait, how are we getting home?" Scott asks recalling that Ben gave his keys to Rogue, while wrining out his sweater.

"Just hang on and shut up for a second." Ben says and picks up Jean, turning into XLR8 and speeds her home before repeating the process with Scott.

"There, we're home. Happy?" Ben says sarcastically.

"I'd be happier if I wasn't soaking wet." Scott says.

"What happened?" Professor Xavier asks wheeling over to the three.

"It's not worth talking about." Jean says and Kurt teleports next to the professor asking, "What's not worth talking about?"

"Nothing, ugh. I'm going to bed." Jean says, walking towards the stairs leading upstairs to her room when Rogue comes out of a room with Risty telling her "Ororo is visiting her sister up state but maybe the others are around. And that leads us back to the foyer, where everyone forgets their manners and just stares at you."

Kurt quickly turns on his image inducer while hiding behind the professor's wheelchair.

"Sorry Rogue, you must be the Risty I've heard about." Ben says greeting the other girl formally with a wave.

"Pleasure to make your acquaintance, why is Scott wet?" Risty says pointing at the glasses wearing teen.

"Be honest, how do I smell now?" Kitty asks phasing into the room from behind Risty.

"Huh where did you come from?" She asks surprised.

Kitty mumbles something but the attention of the people in the room gets shifted to Logan who uses his claws to pick up an apple but quickly turns his back to the group upon seeing the new girl and mumbles "And they say I don't follow the rules."

"Rogue, I think it's best if you show your guest outside, it's late already afterall." Charles tells her.

"Alright, alright." Rogue agrees annoyed.

"Don't worry about it Rogue, I'll see you at school." Risty tells her, patting her friends arm.

"Yeah, see ya." Rogue says disappointed and goes back into the Institute.

"I'm sorry Rogue, visits need to be scheduled for obvious reasons." Charles tells her.

"Whatever, I just won't have anymore friends over." Rogue says offhandedly and leaves for her room.

As Rogue passes Jean she accidentally reads the white banged girl's mind thinking "You wouldn't treat Jean like this."

"Hey that's not true. He doesn't treat me any different than he does you." Jean defends herself.

"Hey, who gave you permission to go into my head?" Rogue says pissed and stomps off towards her room.

"hey wait up Rogue." Ben says, going after his girlfriend with Kitty.

The three of them go into the girl's shared room with Ben and Rogue putting some distance between them and Kitty.

"So, what's up Ro? What's got you so bothered?" Ben asks her, sitting down next to her.

"I'm just annoyed that Jean with her powers can do whatever she wants and I can't even try to compete in a sport because chances are I'll blow our cover and hurt somebody." Rogue informs them saddened.

"Come on Rogue, how about this? I intended to give everyone a day off soon anyways, I can easily make it a competition instead." Ben suggests.

"It's not the same." Rogue disagrees.

"Sorry, it's all I can think off, or you take part in a solo player sport, like golf or something." Ben tells her.

"Thanks, but no thanks, don't worry about me. I was bound to have a reality check after everything went so smooth for us." Rogue tells them, pointing around the small group.

"Rogue, don't take it so hard girl. It's not like competing in sports is that big of a deal anyways." Kitty says, going over to them, making Rogue's nose scrounge.

"What I'm still smelling? Useless junk." Kitty says annoyed and throws a pack of perfume onto her bed.

"Come here honey, I think I can help." Ben says getting up and meeting the girl in the middle of the room while transforming into Gutrot an alien in a containment suit with metal plates on some parts of his body and a window on his belly where you can see gases swirling.

Ben concentrates for a second, during which the gases in his belly start mixing and churning before he stops and releases a powerful smell into the room, smelling as though they are standing in the forest behind the Institute.

Ben then transforms back to human and embraces Kitty playfully, smelling her hair and gives her a thumbs up.

Kitty cheers jokingly and gives Ben a hug and a kiss.

Ben sees Rogue still moping out of the corner of his eye and whispers to his other girlfriend, "I think Rogue needs some attention. I'll take her to our little hideout, don't wait up for her."

"Ok sweetie." Kitty says giving him a kiss on his cheek.

"Rogue, come here for a sec." Ben says going over to her and helps her onto her feet from her lying position on the bed. Ben then transforms into XLR8 and speeds them into his self-made home.

|lemon|

"What do you want? I'm not really in the mood for a pep-talk." Rogue asks Ben flopping down on the bed in the cave lifelessly.

"OK, what do you say to a little distraction though?" Ben asks flirtingly.

"Mhh, what do you have in mind?" Rogue questions, glancing up at him.

"Well you know, I've heard both you and Kitty whispering behind my back that you want to take things a step further in our relationship." Ben says.

"YOU! You heard us?" Rogue asks embarrassed.

"Uh-huh." Ben says nodding his head.

"Ugh, this is so embarrassing." Rogue says putting his hands over her face.

"Look at me Rogue. You don't have to feel embarrassed, it's no secret that I've been thinking of similar things myself." Ben tells her, taking her hands off her face and rubbing calming circles on the back of them.

"So you really want to do it, now?" Rogue asks.

"Just a sec." Ben replies and turns into XLR8, appearing on his previous spot a few seconds later.

"Yes, if you want to. I'd like to explore our carnal desires." Ben tells her, grabbing Rogue by her waist and lifting her up so she's standing and engages her in a feverish kiss, one she replies to quickly.

Rogue takes Ben's jacket off of him and leans against him during their kiss.

Ben lets his hands glide through her hair.

Rogue soon throws him onto the giant mattress and crawls up, so she's kneeling over him.

"Are you sure this will still work when we're having sex?" Rogue asks taking one of Ben's hands, playing with his fingers.

"Yes. I'm quite certain, or do you want to get kinky?" Ben asks her with a small smirk only to get slapped on his arm for his teasing.

"Shut up and take off your clothes." Rogue orders, getting off of Ben and stripping down herself, looking over at Ben the whole time, who`s watching her just as carefully.

Due to him watching Rogue strip out of her clothes Ben's dick is getting more erect by the second and Rogue looks at it shocked. 'That's supposed to fit inside me?' She asks herself.

Ben sees her freezing and takes her hand, pulling her down so they are lying on their sides looking at each other.

"You know, it's not to late to postpone this." Ben says nibbling on her ear.

"That's not it. It's just this is my first time, I'm not sure if I'll be any good, not even counting the danger my powers add." Rogue tells him honestly.

"Sweetheart. This is my first time too, but believe me. I'm confident that I can keep things in check and us from knocking the other out." Ben tells her, caressing her hair.

"Alright, I'm ready." Rogue tells him and Ben wastes no time turning her, so she's lying on her back and kisses her sensually.

A few moments into the kiss Rogue feels somewhat reassured and moves her hand down to Ben's dick, exploring the hot appendage with interest, getting Ben to groan into the kiss.

Ben moves down to her neck, kissing along her collarbone and descends downwards, reaching her breasts.

He squeezes them curiously, getting a low mewl out of his girlfriend and leans his head down, taking a nipple into his mouth and sucks on it, twirling it around and gracing his teeth over the bundle of nerves, making Rogue moan in delight, while putting her arms around his head, trying to keep him there.

Ben however gets bold and sneaks one hand down to her crotch as he switches to her other breast and probes around her pussy, inserting a finger carefully causing Rogue to gasp in surprise at the new sensation.

Ben adds another finger and starts to thrust them in and out slowly. Rogue leans back into the bed as far as she can, just taking in all the ministrations Ben is doing to her.

Ben continues this for a while before he positions himself over Rogue, looking at her for confirmation and only receives a nod. Ben wastes no time putting on a condom, which he got earlier with XLR8 and leads his cock to her entrance.

"You ready?" Ben asks her concerned.

"Yes." Rogue tells him decidedly and Ben slowly pushes himself into Rogue's pussy, stopping once he reaches her hymen and embraces her strongly as he pushes past the barrier, making Rogue cry out in pain. Ben refrains himself from moving, staying inserted into her until she gives him a hungry kiss and wheezes out "I think we can continue."

Ben then slowly inserts himself until he's sheathed all the way in her pussy. Once his whole dick is inserted, he starts to thrust in and out of her in short bursts, only pulling out a few centimeters before plunging back in.

"Oh Ben." Rogue moans, spurring him on and once her pelvis bucks, he start to gain speed, gaining more eagerness and speed, causing him to grunt out in pleasure while Rogue is screaming to the high heavens, enjoying every second of it.

The two continue to fuck like this for a few minutes until Ben feels himself close and speeds up even more, causing Rogue to gasp out breathlessly, clenching her toes and finger into the bed as she orgasms. Ben, feeling Rogue tremble in pleasure stops trying to hold himself back and bucks his hips violently a few more times, getting squeals of approval from his beautiful girlfriend and cums, releasing his load into the condom.

The two stay in an embrace for a while, catching their breath until Ben lies down next to her, disposing of the condom and says "Man I'm glad we didn't do this at the Institute. You would've woken everyone up." Laughing.

"Is that a bad thing?" Rogue questions.

"No, your moans are an irresistible turn on." Ben replies kissing her deeply before he covers them with the blanket, with him sleeping on one side of the giant bed while Rogue takes the other, so they avoid skin contact during the night.

|The next day - school|

The classes with Ben, Kitty, Rogue, Jean and Scott are having P.E. for first period and are on the field doing various exercises like spear throwing, high jump and obstacle running. Scott is constantly butting heads with Duncan, being placed in the same group as him and Jean.

During the obstacle run Duncan knocks Scott over, knocking him to the floor and causing his glasses to come flying off.

Scott groans at the rough landing and quickly holds his hands over his eyes, to keep them closed.

"Hit the showers Matthews, you're off the team." Mr. McCoy tells the teen having seen him knock over Scott. He then goes over to the downed teen and puts his glasses back on him, telling him "keep your eyes closed." Quietly, letting on that he knows what would happen otherwise.

After receiving his glasses Scott looks over the field and sees Jean kneeling on the grass, holding her head and whimpers while a spear is floating through the air, taking off towards where Kitty and Rogue are getting ready for the sprint.

"Oh no." Scott says shocked and Ben, who was sitting on the bleachers waiting for his turn while watching his two girlfriends compete sees the incoming projectile and his hair suddenly turns a bright pink with a hand, he stretches out towards the spear turning purple.

The spear suddenly stops in its tracks and soars down as though it weighed a hundred pounds.

"Phew, close one." Ben says looking over to Jean worriedly while losing his partial transformation to an Anodite.

Jean stumbles across the field trying to get to the lockers and is walking through the shotput section of the field. The four heavy balls suddenly go flying into various directions, with two heading right at Mr. McCoy who catches them one ball in each hand.

The other heads towards Scott, who dives down to dodge it and the last ball soars towards Ben, who jumps off the stands he's sitting on, landing near his girlfriends and the other girls competing who were looking at the spear which sunk into the earth.

"Jean! Jean what's wrong?" Scott shouts concerned and Jean falls over, slipping into unconsciousness with tears streaming down her cheeks while mumbling "I- I can't stop it. Help!"

Scott, Ben, Kitty and Rogue quickly load the girl into Scott's car, and he races her to the Institute with Ben, Kitty and Rogue being sped over there ahead curtesy of Ben as XLR8 to fill in the professor about what is going on.

|Institute|

Once Scott arrives, he carries Jean into the Institute and into the infirmary bay, where the professor prepared a table in the middle of the room.

"Put her on the table Scott." Charles tells him, wheeling over to the metal table.

Once Jean is lying still the lose appliances and objects in the room start to swirl around violently and Logan, having been asked by Charles to help, leads Scott outside while Charles says "Please Scott, give us some room. I'll alert you as soon as we know something."

The professor then looks into Jean's mind and sees the thoughts replaying of everyone she overheard in the last two days. Charles tries to reach Jean and offer her his help, only for Jean to release a shockwave so powerful that is causes Charles to fly against a wall and the door to fly off its hinges, knocking over Logan, Ben and Scott who were waiting there.

Jean levitates into the air and Scott tries to get to her, only for the objects floating around her to increase and knock the unprepared teen out.

"What is going on up there?" Kurt asks assembling with the other older students while Logan wheels Charles to the group and Ben carries the knocked-out Scott over his shoulder as four arms.

"Is Jean alright?" Kitty asks concerned.

"No, she's not. Her powers are evolving too rapidly for her to control." Charles explains.

"I have an idea, if there is too much going on in her head, why don't I just drain some off?" Rogue offers, taking off one of her gloves.

"No, it may be too much for you." Charles tells her.

"I can do it, just let me try." Rogue disagrees.

"There is too much chaos going on in her mind, what she needs is something to focus on." Charles tells her.

"How about Rogue and I do it together?" Ben suggests.

"We don't have too many options Charles." Logan says.

"very well then." Charles agrees and the group take the elevator upstairs, coming upon the wreckage that was formerly the infirmary bay and a few other rooms with Jean floating in its middle, surrounded by objects circling around her.

"Her telekinesis seems to be rearranging matter on a molecular level, I fear we don't have much time." Charles says, seeing a chair and table get twisted around like they were dough.

Alright, let's go." Logan says leading the charge with the others following, they stop once the pressure coming from Jean added to the flying objects is getting to much for them.

"Kitty, mind giving us a hand?" Ben asks, taking cover besides Rouge while the others try to keep the objects away from them as best as possible.

"With pleasure." Kitty says running over and grabs the shoulders of Rogue and the now into Chromastone transformed Ben. She leads the two into the whirlwind of mass, but the power of the circulation is too much for them and they are levitated off the floor, flying around Jean alongside the other objects.

"Kitty, stay phased out, this is getting dangerous." Ben says and grabs Rogue, holding her close to him.

"I've gotta shift. You'll need to start draining her solo for a second or two, can you handle it?" Ben asks Rogue, implying the danger.

"YES!" Rogue shouts back over the noise of the whirlwind.

"OK. Hang on." Ben says and transforms into four arms, picking up Rogue by her small waist with two of his arms while the other two hold onto a nearby pillar, with him standing on solid ground again thanks to the increase of mass.

"Here we go!" Ben shouts, throwing Rogue towards Jean with enough force for her to break through the force pushing them back. Rogue screams scared but manages to hang onto the floating girl and quickly puts her hand on Jean's face, making the whirlwind surrounding them dwindle and slow down while Rogue screams out from taking in too much of the stuff roaming around in Jean's head.

"Hang on Babe, I'm here." Ben shouts sprinting over to the two transforming into Chromastone again and grabs both girls' hands, lighting up from the cracks visible in his rock-like body and causes the gem on his head to shine brightly.

Ben notices Rogue's tired face and yanks the girl off Jean, shoving her towards the now waiting Kitty, who catches her roommate.

Ben then puts both of his hands on Jean's head and the two of them yell out in pain before Ben shoots a laser into the air, right out of the Institute, releasing some of the overwhelming energy having been stored up in Jean.

"Jean, come back to us." Ben says weakened himself, pashing between Chromastone and Brainstorm every few seconds, looking as though he was flickering and tries to communicate with her telepathically while absorbing some more of the power influencing her.

After a few seconds of this the two fall down on the floor, Jean appearing like she's fallen asleep while Ben is breathing heavily.

Charles wheels over to them with Kitty and Rogue already at the other teens' sides.

"Take Jean to my office, she can rest there." Charles says, looking towards Kurt and Evan who follow the order and carry the girl out, to the professor's office where Scott is already lying.

"What about Ben, is he OK?" Kitty asks looking at him worried, seeing him take in gulps of air erratically.

"He should be. But absorbing all that power must have strained him too much and since he's not used to this form unlike Rogue who is constantly using this power his drawback seems more severe." Charles explains.

"How are you feeling Rogue?" Charles asks looking at the pale girl.

"I'll live, I wouldn't mind a handful of aspirin though this headache is killing me." Rogue says holding her head.

"Logan, please take Ben to his room. Kitty I trust you can help Rogue to yours?" Charles says.

"Actually, I think it'd be better if Ben stayed in our room, so I can keep an eye on him." Kitty says.

"Very well." Charles agrees and leaves to check in on Jean and Scott.

Logan then brings the strained Ben to Rogue's and Kitty's room, where he places him on Kitty's bed.

"How long do you think he'll be like this?" Kitty asks Rogue, who's lying on her own bed having taken some medication for her head.

"I don't know hopefully a day or less." Rogue says.

"Yeah…" Kitty sighs.

"Just our luck to fall for the guy who's always risking his life for others." Kitty says sarcastically, brushing Ben's hair back and giving him a kiss on his forehead.