Disclaimer: All X-men are property of Marvel. The Neo-X concept and the characters themselves are property of their creators. The story is property of Robert Geiger and Trish Oliver. Please don't archive without permission. No profit is being generated from this story.

Notes: This is an AU. It splits from Marvel continuity just before the return of Chris Claremont in X-men #100. And there are also a few other differences. (ex. Mariko Yashida and Illyana Rasputin did not die). From that point the timeline moves forward approximately 25 years. Now a new threat faces the world and the children of the original X-men step forward to take their parents' place. Chastity Wagner is the daughter of Nightcrawler and Amanda Sefton and Samantha Guthrie is the daughter of Cannonball. This story takes place after the events chronicled in Neo-X: Genesis and those issues are suggested reading.

Feedback: Encouraged. Either by direct email or on the message board of our home site http:/www.nextxcomics.com

It was a dark and stormy night. The pounding of wind and rain echoed throughout the nearly abandoned halls of The Xavier Institute For Higher Learning. Nestled snuggly in one of the guest rooms of the estate's boathouse was Ororo Munroe. Sleeping next to her rasping a slight but steady snore was her paramour, the mutant artificer known as Forge. This had become their safe haven while portions of the main house, and primarily Storm's loft, were being rebuilt. The couple felt oddly at home in their new sanctuary. Storm felt that perhaps the spirit of her dearest friend, the late Jean Gray-Summers still inhabited the room that had served as her bridal chamber. Jean's fairy-tale love affair and ultimate marriage to Cyclops, the erstwhile leader of the X-Men, had been filled with more heartache and tragedy than the best of all Shakespeare's play combined. It had been a love that transcended both life and death, and reached beyond the stars themselves. In her dreams Ororo purred as ! she heard the words "Sleep well, my sister" and felt a familiar embrace that reassured her that she was truly at home.

Elsewhere inside of the mansion, the remaining denizens also slept. Sam Guthrie finally managed to relax for the first time following the chaos of Warren's death and the ensuing attack by the Phalanx.

The days and weeks that followed had been almost as tumultuous with the decision to reopen the school as a training ground for a new team of X-Men suitably dubbed "Neo-X". The stress of coordinating class schedules and the rebuilding of the devastated mansion had finally caught up with Sam, and so it was with secret delight that he had waved goodbye to his new charges as they left for Florida and a much-needed vacation. He and Storm agreed that the impromptu getaway would be good for the kids mentally and socially. They had gelled quickly as a team, but downtime and a rare moment to just be teenagers would hopefully draw them even closer together as a unit.

Likewise, Doctor Richard McCoy took advantage of the peace and quiet to catch up on some overdue rest. Taking care of Samantha Guthrie had been a near full time job for him. Add that responsibility to treating cuts, bumps and bruises from nine other equally demanding children, and Richard suddenly found himself being nearly overwhelmed by the task. Now, stretched out on a black leather sofa in the Med-Lab he drifted into a deep, peaceful sleep. A medical journal lay open on his massive chest, rising and falling with each cleansing breath. His glasses had fallen onto the floor, unnoticed.

Only a few doors down, his primary patient, Samantha slept soundly. Her roommate, Chastity Wagner tossed uncomfortably in her bed. The young girl had opted to stay home rather than join her extended family on its trip to the X-Isle Theme Park. She feared that in such a large crowd she might suffer one of her panic attacks and lose control of her mutant ability to cast illusions of fantasy, desire or fear. The others had tried repeatedly to coax her along, but she didn't quite trust herself to go. Instead she opted to stay and get better acquainted with Samantha. The two girls had made a full day of exploring the lake and fields near the mansion. Doctor McCoy had accompanied them, but kept his distance and allowed the two girls to be girls. They feverishly tried to guilt him into joining their picnic/tea party, but he resisted their beguiling charm, pouting lips, and puppy-dog eyes. Instead, he propped himself under an aged oak tree and began reading from his secret stash of vi! ntage comic books.

Now, after an exhaustive day of exploration, followed by ice-cream sundaes and hot showers, the two girls had settled in for a night of girl-talk and movies. The challenge was to see who could stay up the longest or at least to see the witching hour of midnight tic by. Samantha was first to drift off. A content smile stretched across her freckled face. Chastity crept out of bed and pulled the covers up close around her new best friend's neck and shoulders. She didn't want her to catch a chill during the night. It wasn't too much longer after that when Chastity finally fell asleep. Try as she might she just could not stay awake. "I can do this. I'm a big girl now…" was her final thought before the dream bringer, Morpheus claimed her for the night.

Images of ghosts and ghouls and things that go bump in the night continued across the room's small television screen to finally be replaced by static and "snow". The "Monster Marathon" came to an abrupt and untimely end. A downed tree limb was the culprit some miles away as a cable line was severed. The storm was turning pretty nasty. The sound of the wind and rain was replaced by the white-noise hiss now coming from the television screen.

As the girls slept, oblivious to the world, the knob on the closet door began to turn, oh so gently without making a sound. Slowly the closet door swung open and a chill crept into the room. A pair of glowing yellow eyes glared at the sleeping girls from within the darkness and mist that surrounded the opening.

Chastity stirred irritably in her bed. From somewhere within her slumber she felt like she was being watched. It was almost like a sixth sense perception of having someone look over her shoulder. You couldn't see the person, yet you felt they were there. A brisk chill sent a shiver across her spine, and with a violent protest, she woke up, rubbing her hands across sleepsand-filled eyes.

And then, she screamed. There in the relative darkness of the room, silhouetted by the blue-white cast of the television's glare, she saw the face of evil. Jagged white teeth curled into a malevolent smile, and drool puddled onto the closet floor. Whatever it was, it was toying with the girl, taking great joy in the fear that its presence brought. It was with even greater delight that it took a slight step forward, urged on by the scream of the second girl who now joined in with the high-pitched cacophony of the first.

With one hand braced on the doorjamb, and the other on the doorknob, it seemed ready to pounce, but at the last instant, the closet door slammed shut. At the same time, the bedroom door flew open and a more than disheveled Sam Guthrie rushed into the room. He flicked on the overhead light and looked around trying to find the intruder. What he saw instead were two young girls screaming from nightmares brought on by the scary movies they had sat up watching.

Holding his hands up in a calming motion, Sam came further into the room. "Shhh! Ya'll are hollerin' loud enough to wake the dead." Before he could finish his admonition, both girls pointed frantically at the closet door, shouting, "The…there's a monster in the closet. There's a monster in the closet."

Frazzled, he walked over to the closet door and grabbed the handle. "Girl's ya'll settle down. Ya'll know there ain't no such a thing as monsters. Now settle down."

Against violent protests from both girls, he swung the door open to reveal the horror of frilly dresses and semi-abandoned toys. "Ya'll see? There ain't no such things as closet monsters. No more late-night horror movies for either of ya." Unnerstand?"

Still a little frightened, the girls started to giggle, realizing that Sam was right. Their over-active imaginations had seen something that wasn't really there. They breathed a collective sigh of relief, realizing that they had been saved by their white knight. Relief quickly turned to terror once more as the sea of clothes parted and the thing that had taken up refuge inside the closet wrapped claw-tipped arms around Sam Guthrie and started pulling him into the abyss.

Sam, nearly paralyzed by the brute strength of the creature, tried reaching for the girls. He activated his blast field, but the demon held tight. In fact, the arms drew tighter around Sam's torso and neck, and he felt the air being forced from his lungs. Out of sheer desperation, the yelled to the girls, "RUN!" With a loud whoosh, the door slammed once again, leaving the two girls screaming at the top of their lungs.

"We have to get out of here!" Chastity shouted as she threw the covers back and swung her feet over the side of the bed. Her intention was to help Samantha into her wheelchair, and then hightail it to Doctor McCoy's lab. In the short amount of time she had been at the Institute, Chastity already knew that was the most likely place to find him; even at this late hour. Yes, running would have been the greater part of valor, but Samantha had other thoughts in mind and before Chastity could reach her, she pressed a "panic button" and instantly phased into her artificial body. On most occasions she would simply utilize her mutant ability to "jump" into other bodies and trade places with the host. However, the urgency of the moment warranted a more extreme measure, and the crippled girl merged mind, body and soul with the synthetic Box unit that stood at her bedside. Chastity Wagner gasped as the blonde haired girl disappeared and the bed covers collapsed around the empty space wher! e she had been.

"Daddy!" the Box unit cried out, and in an instant was at the closet door. In her Joyride form, Samantha barely knew her own strength and what should have been a simple motion nearly ripped the door off its hinges. Wide-eyed both girls expected to find a helpless Sam Guthrie grappling with some demon from beyond. Instead they found - clothes, lots of clothes, and toys - mountains of them, but no Sam Guthrie and certainly no monster.

Desperately Samantha grabbed at hangers and tossed the clothing aside. Frantically she clawed at the back of the closet wall, but there was no sign of her father, and still no evidence of the monster. "Daddy! Where are you?" her synthetic voice quivered. "Daaaaddddyyyyyyyy!"

"That's it kiddo. This is getting to be too creepy, even for me." Chastity said, and grabbed Samantha's hand. "If that thing comes back, it might be hungry. We need to find some bigger bait if that's the case, an I'm too young and pretty to be some lame nightmare's midnight snack. Now come on." She yanked Joyride as hard as she could, hardly managing to budge the chassis of the synthezoid. Reluctantly, Samantha pulled away from the vacant closet, and together the two girls made their way to Richard McCoy's lab.

Mechanical legs pumped with incredible speed, threatening to leave a frightened Chastity Wagner behind. Not wanting to be left alone in the dark and spooky mansion halls, she threw caution to the wind, and let her façade fade. The red pigtails and pale skin dissolved into shades of indigo as Chastity took on her true guise. Like her father, she possessed a high degree of speed and agility. Bounding over banisters, safety rails, and an occasional furniture piece, Chastity managed to keep up with her robotic roommate, and in short order they stood pounding on Richard McCoy's door.

Inside the Med-Lab, the doctor nearly fell off of the couch he was sleeping on, and was jolted into harsh reality by the sudden Banshee-wail of the girls' screaming. The journal that was lazily draped across his chest was sent sailing across the room - the involuntary result of having the bejeepers scared out of him. Groggy and still more than half asleep, Richard fumbled and stumbled his way towards the entryway. A sudden crunching of glass and a sharp pain in his foot indicated that he had stepped squarely on his discarded bifocals, imbedding tiny shards into the ball of his foot. He yelped, grabbed his damaged appendage, lost his balance, and promptly fell over a side table and landed in a pain-riddled heap on the floor.

The access panel to the Med-Lab hissed open as it slid into its recess, and in spilled the two terrified little girls. Their calamitous cacophony arrived moments before they did, and poor Richard wasn't sure which was worse; the pain in his foot and other assorted body parts, or the shrill squeaks emitting from the hysterical children.

"Unca' Richard! Unca' Richard!" Samantha cried. "Ya've gotta do something, quick! A monster grabbed mah daddy and dragged him off inta' the closet." She tugged earnestly and tried to help her counselor to his feet.

"Monster?" he asked. "Hon, what are you talking about? There's no monsters." He protested.

"Yes there is, Unca! Ah seen him! So did Chastity. Please ya've gotta' do somthin'." Samantha urged. It was then that Richard noticed a very blue-skinned Miss Wagner frantically tried to key in the lock code for the infirmary.

"Okay, that's enough you too. I don't know what kind of game you're playing but enough is enough. Chase, have you been using your illusion casting abilities to scare Samantha? He accused. This was his first time seeing the girl in her true form and assumed that she was up to some sort of shenanigans.

Hurt, the child turned Richard and shouted, "I would never do such a thing, herr doktor!" she deliberately forced a thick German accent to spit at the man. "She's telling the truth. Something came out of the closet and grabbed Mr. Guthrie and then disappeared."

Still skeptical, the doctor pulled himself onto the couch and examined his foot. He could see specks of light glistening from the fragments of the shattered lenses that had embedded themselves there. "Okay, calm down. I believe you, I suppose." He conceded. "Sammy, would you get me some tweezers, some alcohol and a roll of bandages from the supply cabinet. Chase, get me the phone. I'll call the boathouse and have Storm and Forge come right over. Well get to the bottom of this." Obediently, the girls did as they were told.

Richard McCoy punched in the number for the lakeside cottage and waited for a dial tone. None came. The phone line was dead. A moment later, the lights flickered and then went out. On cue, the two girls screamed and held onto each other for dear life. The emergency back-up generator kicked on, as did the safety lights.

"Ah'm really, really gettin' scared, Unca' Richard." Samantha was trembling and Chastity was in tears. Still not convinced that there was a monster, Dr. McCoy tried to think of a way to placate the girls and try to calm them down long enough for him to make sense out of the situation.

And then, it happened. The sound like nails being dragged across a chalkboard filled the medical lab. Three sets of eyes focused on the locked door. The noise was coming from just on the other side of the entryway. Whatever was in the hallway knew they were inside, and was sadistically toying with them. Again the screech of fingernails being dragged from top to bottom of the steel door sent chills running down the spines of the three youths. A brief moment's silence was followed by a heavy thud against the omnium steel plating that separated them from impending death, claws and rabid teeth. Evidently, the Closet Monster had come to collect them as well.

**********

The voice drifted in like a whisper on the wind. >>Storm<<. In her borrowed bed, Ororo Munroe tossed and turned restlessly. Beads of perspiration glistened on her forehead and her hair was matted against her pillow. >>Storm<<. Again, the incessant pushing against her mind >>Join Me<<.

Fog billowed in from under the double French doors that lead to the balcony and crept across the floor. Ephemeral hands caressed the sleeping goddess, coaxing her out of bed. Mindlessly, she made her way outside only to be embraced by the mist. Piercing blue eyes glowed from the distance, drawing the weather witch deeper into ethereal whiteness.

>>I have missed you, my bride<< the voice gently pressed across her sleeping mind. A dark haired, pale skinned man stepped forward and gathered Storm into his embrace. His smile revealed a set of dazzlingly white teeth framed by a pair of razor sharp incisors. Storm pulled her hair back and tilted her head to the side exposing her slender, delicate neck to the man she would call master. The teeth parted and the fangs distended slightly before they were plunged into the soft tissue of flesh being offered. "Unh…" Storm moaned as her life fluids were drained away.

**********

A final jab from enormously powerful muscles knocked the Med-Lab door off of its pneumatic track. Impossibly long talons curled around an opening at the top where the steel panel now sagged, and like a soda can being torn apart, the door was ripped in two. The creature let loose a roar of victory as its massive frame entered to room. Yellow eyes of evil scanned the infirmary in search of doomed quarry. The massive head of the beast moved from side to side as it tested the air for the scent of its prey. Black nostrils flared and moistened as the sweet odor of blood was detected. The creature kneeled down by the couch to find the broken bifocals and a small pool of blood that trailed off to the other end of the room only to disappear behind a solid wall.

>>Sniff<< Once more the nostrils flared. Something was not right. Where was the meat it had tracked to this place? It knew that the meat was here, somewhere; there was no other way out. The monster let out a hideous roar as it slammed its fist into the wall. Enraged that its prey had eluded it, and was somehow hiding, the creature began ransacking the lab, overturning tables and smashing vials from critical experiments as it tore around the room.

>>Pup! Heel!<< a voice commanded. Obediently the creature softened, a snarl still registering on its lips. Reluctantly it padded its way back to the entrance where it was greeted by its master who ran a loving hand across the thick mane of the beast.

>>There, there, my pet. You shall have your dinner soon enough. Be patient and let the hunt continue.<< The master spoke, his words like a satiny purr continued to calm the huge beast. As he scratched behind "Pup's" ear, a pleasure trigger caused one of the creature's hind legs to wiggle joyfully in response. >>Now, there is only one likely place they could have gone, and that would be the boat house.<< The master brought himself eye-level with "Pup" and stared into the smoldering eyes of his pet. He reached into his pocket and pulled out a shirt that Chastity had worn the day before and held it in front of "Pup".

>>Scent<< he commanded, and the creature sniffed the garment eagerly. Once the master was convinced that his pet had the proper scent, he leaned forward and whispered, >>Fetch.<< whereupon the beast growled, and bounded down the hallway. The master casually followed, singing to himself >>Tale as old as time…Beauty and the Beast.<<

Outside, Chastity, Samantha and Richard made their way down the lane to the boathouse. To their credit, the girls stifled screams that would have lead to their detection by the monster. In a stroke of quick-thinking genius, Chastity had created a three-dimensional illusion that made the Med-Lab seem slightly smaller than it was. The trio had hidden behind the imaginary wall, and as soon as the creature began its rampage into the room, they snuck out undetected by the either the beast or its master. Their only thought now was to reach Storm and Forge in hopes of finding some protection from the thing from Chastity's closet.

Surprisingly, the front door was open and the three terrified kids raced up the stairs in hopes of finding a safe haven. Convinced that the worst part of their nightmare was behind them, they finally called out. "Help us! Don't let it get us! HELP!"

The trio skidded to a halt as they entered the bedroom suit where Storm and Forge were staying. A dense mist swirled about the place and Storm hovered inches above the floor. "Hello children. We've been waiting for you." She smiled and a hint of blood flowed down the side of her mouth. Her tongue darted out to retrieve the red elixir before curling around newly grown incisors.

A moan came from the bed and that's when their world really turned upside down. Forge lay there in a pool of his own blood from having his bionic limbs forcibly removed. Storm giggled mischievously, and the kids turned to run back down the stairs. Unfortunately their way was blocked. "Pup" stood at the base of the stairs, and shadowed in the moonlight came the master. Casually, almost gingerly, he began to ascend the steps.

>>I love a full moon. Don't you<< he said dryly. >>It brings out the best in us, don't you think? Now, don't try running any more, because there is nowhere left to go.<< His devilish smile was even more frightening than "Pup's" snarl.

Chastity felt as if the world were closing in on her and her head began to swim. Images swirled through her mind and she felt as though she were about to faint.

>>Chastity<< she felt her name echoing inside of her head.

>>Chastity<< the push came more insistent.

She flinched as a mechanical hand came to rest on her shoulder and began to shake her. It was one of Forge's amputated limbs, placed there by a now vampiric Storm. She smiled as she pulled at the wires and levers inside of the device causing the hand to grow even tighter. Feeling that the end was near, Chastity squeezed her eyes shut and awaited the inevitable.

The shaking increased, as did the calling of her name.

>>Chastity!<<

She wanted to scream, and felt on the verge of panic. Finally, in a maddening rush she dared to open her eyes.

"Wake up sleepy head. You were having a nightmare." Daniel Wagner smiled down at his sister.

"Daniel?!?" she cried out. "Is it really you?" She threw her arms around her brother's neck and squeezed for dear life. He finally had to push her away or risk having his windpipe crushed.

"Liebchen, it's okay. You were only dreaming." He assured her. "It was only a dream. Now, come downstairs and join the others. We've just returned from Florida and everyone is anxious to share our adventure."

Breathing a sigh of relief, the girl laughed at herself, realizing that her overactive imagination had gotten the best of her. She gave Daniel another hug before pulling on her robe and walking with him to greet the rest of the team.

In the silence of the room all seemed to be as it should. Unmade beds, dirty clothes and discarded toys marked the territory of two best friends; Chastity Wagner and Samantha Guthrie. The creaking of a rusty hinge on the closet broke the silence of the room. Slowly, the door inched forward, and in the deep recess of the void inside glowed two yellow eyes.

Original can be found at http://www.nextxcomics.com/NEO-X/i21.htm