Disclaimer: Marvel related characters belong to Marvel, anyone else is mine.

Author's Note: Winding down to the grand finale, folks. This is part one of Emplate's revenge--'nuff said!

"Why are you here?!" I exclaimed, backing against the wall of my room as Emplate walked towards me. "What do you want?!"

"I told you I would use you to destroy your friends," he snarled through the respirator. He reached out a razor-sharp hand and touched my face lightly. "I do not intend to break my promise." He grabbed my arms and I felt a wrenching sensation as he began to shift us beyond, and I struggled against his iron grip. "Now..." he hissed, "Let's see what you taste like." He began to siphon my genetic material through my arms as we entered the place called 'between'. Suddenly thousands of hands appeared and began clawing at him, pulling on his clothes and shredding his skin in an attempt to pull him down. He ignored them and concentrated on me, forcing his mind into mine, twisting my will to his own ends.

And I began to scream.

I woke up drenched in sweat. This was beginning to be a familiar scene for me, though sometimes it was real and sometimes not. I looked around my room--there was no sign of a struggle, and my clothes from last night were still in one piece, hanging on the chair nearby. I was in my nightclothes and lying in a tangle of sheets, which were twisted around my legs and arms. I wiped the sweat from my forehead and got up. I looked at my clock--it was early, about four o'clock. I sighed and tried to go back to sleep, but I couldn't. Finally I got dressed in my jeans, leather jacket, and an Xavier's shirt. I kept trying to brush my hair out of my face, but it didn't work. I got annoyed and finally pulled out a pair of scissors and started to cut my hair. I cut most of my hair very short, to about three inches in length, but kept the very back of it long. I smoothed the short part out of my face and picked up all the blue and white hair from the ground. As I threw it away I checked the mirror and discovered I looked almost exactly like Threnody, which might have been what I had been planning all along. With a shrug I looked at my school uniform, which was piled at the foot of my bed. I picked the whole thing up and threw it out the window in disgust. I was sick of wearing that stupid skirt and jacket. In fact, I was sick of the whole stupid school. The way no one ever sat by me, the way they kept whispering behind my back, it made me sick. I wanted to go HOME.

Well, THAT could be easily remedied. I summoned Clarice's spirit and 'blinked' myself back to the Academy. I ended up in the kitchen, which was fine with me. I was starving, so I pulled out a leftover hamburger and some orange juice. I ate ravenously, but it didn't seem to help much. I dumped the dishes in the sink and decided to go for a walk. I walked around the campus aimlessly, unable to shake the feeling of wrongness. The dream had really shaken me up, but I dismissed it as too much sugar. Yet, it had seemed so real it was creepy. I tried to distract myself by focusing on the surroundings and discovered I had walked into the Bio-Sphere. This was a little strange, since I had intended to go down to the lake, but I didn't think much of it. I decided to pay Penance, Artie and Leech a visit and got an apple from the cache in the Control Booth. I cast about for Penance and found her drinking water from the creek. I walked down to the creek and watched her for a minute. She was definitely looking softer then before, and she was a lighter shade of red as well. I walked up to her and said, "Good morning, Penance. Would you like an apple?"

Penance looked at me, then at the apple. She reached a hand out to take it, and suddenly her eyes widened. Her skin darkened and hardened again, and she bolted through the woods, terrified. I felt confused and a little angry. Why had she done that? I had just come to offer her and apple, for God's sake! I threw the apple in the creek in disgust and left the Bio-Sphere. I walked around the campus until about five o'clock and finally settled down by the lake. I watched the morning sunlight playing off the ripples in the water, but it didn't seem as peace full as it had other times. The sense of wrongness I felt was growing, and I still couldn't figure out where it was coming from. I got up and went back to the main building, feeling irritable.

Everett, Angelo and Jubilee were in the kitchen fixing their breakfasts, though they looked a little sleepy. I had hung in the doorway for a second, but my stomach growled and I decided to have breakfast. Again.

"Morning, D," Jubilee murmured over a box of Coco Puffs. Then her head jerked up. "Dawn! What're ya doin' here? I thought ya went back to St. Anne's last night."

"St. Anne's can bite me," I said, peeling an orange with telekineses. "Everyone there hates me anyway." I took a bite of the orange and threw the peel into the trash can.

"Um, are you feeling all right, chica?" Angelo inquired.

"I'm feeling FINE, thank you," I snapped. Angelo's eyebrow raised but he turned back to his toast. Everett looked at me strangely but said nothing.

"So... um, are you gonna stay this time?" Jubilee asked after along moment.

"Maybe," I said, finishing the orange and beginning on a banana.

Jubilee continued her valiant attempt to strike up a conversation. "I... er, like your hair," she told me.

"Thanks," I said flatly. "Now if you don't mind, I'm going for a walk. ALONE." I walked out the door and towards the Bio-Sphere again. I heard Everett getting out of his chair, but I ignored him. I continued to walk until I reached the Bio-Sphere, where I sat down next to the brook and rippled the water with my fingertips. Everett walked up behind me, but I didn't even turn around.

"Dawn."

"WHAT?"

Everett touched my shoulder and I shuddered slightly as his sympathetic aura touched me. A tiny voice, more of a feeling, actually, spoke up. ::Danger:: it cautioned me.

"Dawn, I think you might be in trouble."

"And why is THAT?"

"This morning, when you came into the kitchen, I felt something different about you," he told me.

"So what?" I snapped.

"So, I've felt it before," he said.

"So what's the problem?" I asked.

"It's the same kind of feeling I got when I met Emplate."

A chill went through my body, but my brain ignored it. I said nothing.

"Do you know what I think?"

"No, and I don't care, either."

"Monet told us about him. How he can enslave people and make them do his will."

The feeling spoke again. ::Danger/escape::

"So?" I said, ignoring it.

"So she also said he'd met you before," Everett said. "She said he came close to taking YOU over."

My muscles tensed. "And what do YOU think?" I asked.

"I think he has."

The feeling nagged at me again. ::Threat/stop/kill:: and a frightening new sensation, ::FEED:: I tried to shove the feelings away, but they would not be denied.

"I think I should take you to Mr. Cassidy," Everett said. "Come on, we'll--"

"Shut up!" I cried, knocking his hand off of my shoulder. "You aren't taking me anywhere!" The feelings pulsed in my every thought ::Threat/eliminate/kill/feed:: over and over again, blocking out all other senses.

"Dawn, I don't want to hurt y--" Everett began as he started to activate his aura. I punched him in the face, adding some T.K. to make it harder. He was flung against the far wall and the wind was knocked out of him. He fell to his knees, gasping for breath, and I walked over to him.

"Oh, I wouldn't worry about THAT," I told him, charging up to blast him with a powerful psi-bolt. "I'd worry more about what *I* am going to do to YOU." I reached towards him, the small mouth on my hand nearly drooling in anticipation.

Suddenly my sanity returned in the form of two small, brave little children.

"Dawn?"

I turned around to discover Leech clutching Artie's hand, both of them peering out from between the underbrush.

"Why does Dawn attack Everett?" Leech inquired. "Leech and Artie thought Dawn and Everett were friends."

"I... Leech, I..." I stammered. The feeling had become a voice now, and it was telling me to feed on all three of them. I clutched my head, struggling to regain control. Leech and Artie had gotten through to me, their sheer trusting innocence overwhelming the hate Emplate had programed into me. I stared at my hands, noticing the mouths for the first time. I think they had been there since Emplate finished with me the night before, but I had been half blinded by his influence, so was unable to see them. Now, in a fleeting moment of sanity, I noticed them, and I was terrified.

I looked back at Everett, still struggling for breath, a trickle of blood running down his face from a cut he had receive from the wall, and at Artie and Leech, their eyes so wide and trusting, and then at myself, about to feed on their genetic marrow, and I went pale. "My God..." I whispered in horror, "I was going to... I almost... no. NO! I won't be a party to this atrocity!" I backed away, forcing myself to make a fist with my outstretched hand so I couldn't hurt them anymore.

"Dawn..." Everett gasped, finally catching his breath again, "come back. Mr. Cassidy and Ms. Frost can help you..."

"No!" I cried. "I'll hurt you again! He'll make me hurt you, and I won't allow myself to be used like that!" I summoned Clarice's power and 'blinked' myself as far away as I could, orienting on a place that could possibly be able to help me.

The Muir Island Research Center.

I arrived in a bedroom, where a woman of about thirty or so was looking through her drawers for something. I landed atop the bed, catching her by surprise. I recognized her from the files I had seen as Dr. Moira MacTaggert, head of Muir and the first non-mutant ever to contract Legacy.

"Occh, what's this?" she demanded, looking at me. "Who are YE ta be poppin' inta me quarters like this?"

"Dr. MacTaggert, I'm one of Mr. C-Cassidy's s-students at... at the Academy," I stammered, trying to fight the urge to attack her. "I n-need your help! I c-can't control myself!"

Moira squinted at me and said, "YE are Dawn Embers? I didna recognize ye wi' yuir hair like that! Lass, tell me what's wrong wi' ye, or I canna help ye!"

"Emplate... p-p-possessed me... and I... can't... help it, I'm going to..." I was unable to restrain myself, the genetic imperative took over. "I'm going to KILL you!" I finished, lunging towards her. She dodged me, but I kept advancing on her, my hands outstretched. "Please, Dr. MacTaggert!" I begged. "Just run! Get away from me before I kill you!" I made a grab for her, but missed. Moira ran over to the intercom on the wall and pressed a button. "Excalibur, this is Dr. MacTaggert. Get ta my personal quarters--NOW!"

I felt a new psi-print appear behind me and turned around just in time to see Kitty Pryde, a member of Excalibur, emerging from the wall behind me.

"Moira, what's going on?" she inquired.

"Just being attacked by one o' Sean's students," Moira said. "If ye're no' going ta be of help, young lady, I suggest ye get someone who will."

"Someone stop me!" I cried. "I don't want to HURT anyone!" I grabbed for her arm, but my hand passed through it.

"Then why are you attacking us?" Kitty asked as she solidified her arm and hit me in the stomach with her elbow.

"THIS!" I exclaimed, showing her the mouths on my hands. "I can't stop myself from trying to KILL you people!" I managed to get a hold of her solid arm and almost initiated the feeding process, but with a supreme effort managed to let go. Kitty looked at her arm in surprise, noticing the blood seeping through the shredded blue material of her uniform around the wound.

"You... your hand BIT me!" she exclaimed in astonishment.

"THESE AREN'T JUST FOR SHOW!" I screamed, thrusting my hands in front of her, palms up. "If you give me a chance I'll KILL you! For the love of God, just take me down!"

There was a 'bamf' and the a stench of brimstone as another player entered the game. "Guten morgan, fraulein," a German voice said from above me. I looked up to discover a blue-furred man with a pointed tail and three fingers clinging to the ceiling above me. It was Kurt Wagner, Nightcrawler, the leader of Excalibur. "I am sorry for this, but, as you have said, I must take you down." He leapt down from the ceiling and to the ground behind me, then hit me in the back of the neck. I passed out before I hit the ground.

When I woke up I was strapped to the table, my hands securely bound in manacles and my leather jacket off. I wanted desperately to rub my aching head, but I couldn't move. There was something on my forehead, but since I couldn't see or feel it I had no way of knowing what it was. I took a deep, pained breath and said, "Where am I?"

"The Med-Lab," Moira's voice came. I looked over to my right and discovered her standing next to me. "Dinna think aboot usin' yuir telepathy ta make me undo the restraints, I've fitted ye wi' a psionic inhibitor." Well, that would explain what was on my head... "Nightcrawler took ye out wi' tha' crack on the head, but it didna do a thing aboot yuir condition. Shadowcat's arm is all right, the damage was mostly superficial--though I dinna have a doubt tha' it could ha' been much worse if ye had willed it ta be. How do ye feel?"

"Rotten and ashamed," I said. "Right now I'm in control--for the moment." I sighed deeply. "Now what do we do?"

"Well, I've been runnin' diagnostics on ye fer an' hour or two, an' I'm still drawin' a blank," she replied, sitting down in a chair next to me. "Ye'll have ta bear with me on this one, we've precious little information to consider here."

"How's she doing, Moira?" came a voice from the far side of the room. I craned my neck and discovered Kitty coming in through the wall.

"See for yuirself," Moira said. "Dawn, this is Kitty..."

"I know, the one I assaulted," I said bitterly. "Nice to meet you."

Kitty spread her hands. "Hey, I don't take it personally," she told me. "I've been possessed before too, you know."

"Yeah? Well, I bet YOU didn't gain two other sets of mouths to feed," I said. "Sorry about the arm."

"That's all right," she assured me. "It wasn't exactly your fault."

"Try explaining that to Artie and Leech," I said. "They saw me belt Everett across the Bio-Sphere--it was like watching two little puppies getting kicked in the face."

"I'm sure they'll understand," Kitty told me. "Moira forgave me when I punched her in the face and stubbed a cigarette out on her. Right, Moira?"

"Mmmm," she murmured as she fiddled with something electronic.

I flexed my stiff fingers inside of the manacles, shivering as they touched the mouths. "I hate these... these THINGS on my hands," I frowned.

"Better then pulling a sword out of your stomach," Kitty told me. I made a face, that DID sound disgusting.

"Dr. MacTaggert, there are some people here to see you," Kurt's voice came through an intercom.

"Occh, what now?" she muttered, looking up from her work. "Who is it, Kurt?"

"Sean, Emma, and their students," he replied.

"Thank God," Moira said. "Maybe they'll have some suggestions on this. Let them in, Kurt."

The door slid open and my friends filed in, followed by the rest of Excalibur (or at least those that were on Muir at the moment) which consisted of Rahne Sinclair (Wolfsbane) Pete Wisdom, Piotr Rasputin (Colossus) and Meggan.

"Everett told us what happened, lass," Sean said as he came over to me. "How are ye feeling?"

"Lousy," I replied. I looked at Everett, who had a bandage around his head. "Ev, I'm really sorry about--"

"It's all right," Everett grinned. "It was only a mild concussion, anyway."

"If that's the WORST that happens to you today consider yourself lucky," Pete said, lighting cigarette. "Better'n bein' beaten to a bloody pulp."

"Peter Wisdom, WHAT have I told ye aboot smoking in my lab?!" Moira snapped.

"And *I* told YOU to get a bloody extractor fan," he said calmly, exhaling a little ring of smoke. Kitty shook her head and took the cigarette right out of his mouth and stubbed it out, on the ground.

"I should never have given you back those packs of cigarettes Lockheed was hording," she said, shaking her head.

"Hey!" Pete exclaimed, annoyed. "I thought you were on MY side."

"Sorry, Pete, but Moira's the landlady," she said. "If she tosses us out we'll have to stay with your family."

"Oooooh, not this early in the morning," Pete said, making a face.

"A-HEM," Emma said impatiently. All eyes immediately turned towards her, mine included. "Enough of this," she said. "I believe we should be discussing what to do about Dawn's condition, NOT Mr. Wisdom's chain smoking."

"Aye," Moira nodded. She picked up a handful of computer printouts and handed them to Emma and Sean. "As ye can see from these readings, Dawn's genetic code has been altered," Moira said. "Her DNA is now incapable of remaining stable without continuous replenishing from an outside source. I believe--"

"*I* believe I have seen enough," a voice came. I snapped my head around just in time to see Emplate materializing along with a little troll-like thing beside him.

"Emplate!" I cried, terrified. I wanted to run, but the restraints held me tight.

"Emplate, Master, it matters not what you call me," he sneered. "You shall bow to me in the end all the same."

TEASER: Hooo-boy, stay tuned for the double sized next chapter and epilogue, where you get to see MY version of Emplate's secret.