Opens on a night mission. We see guards. Kitty phases up through the ground and sprays gas at a guard (Storm).

Kitty: North perimeter secure.

Evan: *at another guard. this time it's Wolvie* This guy's catchin' zs. Uh, I mean... south perimeter secure.

Scott and Kurt port through the ceiling. Jean catches them before they fall.

Scott: Ok. Let's make it a clean rescue. *Jean almost drops them* Jean!

Jean, over radio: Sorry. You guys are heavy.

Scott: storm? Storm. She's out. *he blasts, trying to hit the handcuffs on the victim*

Kurt: Nice aim.

Scott: Yeah!

Jean: Which one of you guys has been putting on weight? I can hardly hold you.

Scott: It's Nightcrawler. Burgers 7 days a week will do that to a fellow.

Kurt: Ah! The breakfast of mutants.

Logan: Hey! *grabs Jean, she gasps and drops the guys on the floor*

Scott: let's grab her and 'port outta here!

Scott: Gotcha!

********************

Opening Credits

********************

Scott: Hold it. Hold it! Stop the simulation.

Professor X: *entering the room with everyone else* Scott, you're never to stop a simulation unless you're hurt.

Kurt: Trust me--that hurt.

Scott: Why's Rogue in this mock-up? She was not part of the briefing.

Professor X: Simply the element of surprise. It's part of life, so expect it on every exercise. Well, we're finished. Better get to school.

Scott: Come on, Jean. We gotta help Redetzke load for the field trip.

********************

Outside the school.

Redetzke: All right. Double-check your spelunking gear. Make sure your packs contain a hard hat, spiked boots, s, rations, lamps, candles, and matches. Remember: there are no sporting goods stores in the tapo caves. Oh! And I'd better not see any gametoys.

Students grumbling: Aw! Come on! I just got a new game!

Jean: So he threw off your game by sticking Rogue in the simulation. What's the big deal?

Scott: Me fouling up isn't the problem.

Jean: What then? Because he chose Rogue?

Scott: Yeah...I guess. Look, how can we pretend she's the enemy in battle simulations while we're trying to convince her to be our friend? If we can't think of her as a friend, she'll never want to join us.

Jean: Hey, it was only a simulation, Scott. Nobody wants you to stop trying with Rogue.

Rogue inside the gym, doing kickboxing. She pauses and looks out the window.

Scott: Jean, tie that down over there. I got it. This trip oughta be fun. *gasps* Principal Darkholme!

Darkholme: He's never going to be your friend. You know that.

Rogue: Who, Scott? I ain't interested in him.

Darkholme: Really? Tell me, dear, have you forgotten how Mr. Summers and his friends attacked you?

Rogue: No. It's just that...

Darkholme: Just this morning I overheard them discussing their simulated battle exercises with you as their target.

Rogue: But why? Why would they do that?

Darkholme: I think it's time that you be reminded just who your friends really are. Enjoy the field trip, dear. It should prove most enlightening.

Back outside the school.

Redetzke: Jean... bad news. What? Seems administration won't clear your time off for the field trip. Something about too many absentee days in your file?

Scott: Whoa--w-wait a second! Those were all approved.

Jean: If they just call professor xavier, he'll-

Redetzke: I wish we had the time, jean, but they've already filled your spot. I promise we'll clear this up when I get back. Hey...i'm really sorry.

Jean: Yeah, well... have fun.

Scott: Oh, man. That stinks! Who filled her spot?

Redetzke: New student. Ok, junior geologists. Let's pile in. We're behind schedule.

********************

Slide to the mansion.

The prof's chair get pushed around.

Professor X: Magneto! Why are you here?

Magneto: I've come to pay you a compliment. Your young charges... they seem to be flourishing under your tutelage.

Professor X: Yes. They're doing quite well.

Magneto: I'm referring to the development of their mutant powers.

Professor X: I am very proud of them.

Magneto: Proud? Yet you don't trust them.

Professor X: But I do trust them- with my life! But not with the truth! [laughter and chatter]

********************

Back to the bus.

Redetzke: Oh, wonderful. It's starting to snow.

Paul: Yeah! Fresh powder!

Redetzke: This isn't a snowmobile trip, people. Too much of the white stuff means we turn around.

Students grumbling: What? What are you talking about? [kids complaining]

The bus begins to slide and everyone screams.

********************

The screaming continues. Scott blasts the snow to create a barrier.

Redetzke: everybody ok?!

Paul: Oh, now what?

Redetzke: We head back. [disappointed muttering] ok, ok, people. Now who wants to get out and push?

Rogue: Mr. Redetzke, why not take our snowmobiles to the cave and wait out the weather there?

Paul: Yes, love that idea.

General Students: Sounds good to me. let's do it.

On the snowmobiles.

Rogue: Test your mettle, tough guy?

Girl with Rogue: What? No. No racing. No!

Scott: Oh, you're on.

Rogue: Yeah!

Girl: aah!

Paul: huh? Wha- ok, you know what? I've had enough. Scott. Scott!

Girl: Oh! I think I'm gonna be sick.

Paul: No, no, no! Forget it, you maniac. [screaming] whoa!

Rogue knocks their snowmobile almost over the edge.

Scott: Oh! Lean in! Lean in!

Paul: Man, that girl is wiggy. She didn't care what happened to us.

Scott: Yeah. Where'd that come from?

Rogue: *at the finish* No trophies for second place.

Scott: How does a southern gal like you learn to handle a snowmobile?

Rogue: Let's just say I'm full of surprises.

********************

Back to the mansion.

Logan: Why not tell them the truth?

Professor X: How do you tell students that their principal, whom they're supposed to respect, and their enemy, are one in the same?

Logan: Look, if there's anything those kids are used to doing, it's keeping their cool and keeping their secrets.

Professor X: I don't know.

Logan: They'll deal with it. Trust me. you've taught 'em a lot.

Storm: trouble's brewing. A blizzard in the mountains.

Jean: the geology club left for their field trip up there this morning.

Professor X: Jean, I thought you were going with them.

Jean: Yeah, so did I, but I found out darkholme deep-sixed me at the last minute to make room for her little Rogue.

Professor X: Rogue. You're right. Trouble is brewing.

********************

Back to the mountain.

Redetzke: ok, we're stuck here. Might as well make the best of it. So in review- metamorphic rock. Question: what has altered it from its original state? Answer: heat, pressure, or chemical change. It was one thing. Now it's another. A mutation. Ok, over here... somebody point out examples of other igneous rock formations.

Girl: how about that, Mr. Redetzke? Exactly. Rock forms from very hot, molten material. It's deformation usually a result of stress, not weathering this far into the cave. And here you'll see indications of drapery formations.

Scott and Rogue wander off.

Scott: Wow. Wha--oh! Rogue?

Rogue: I need to know, Scott. What is it you want from me?

Scott: I--I don't want anything. Well, except maybe your friendship.

Rogue: Know what I want? The truth. Am I a target for you and your x-freaks?

Scott: We, uh-

Rogue: It's true, isn't it? I know all about your battle simulation- the one where I'm the enemy.

Scott: No, no. Wait. Rogue, it's complicated. We're not who you think we are. We've never tried to hurt you. You've been lied to. Look, we want you with us.

Rogue: Yeah? Well, sorry. Not interested.

Paul: hey, everything all right? Redetzke's looking for you.

Rogue: Paul here is your friend, but I bet you'd never practice fighting him.

Paul: [as darkholme] I'm afraid you'd lose that bet, Rogue. Hello, Scott. Are you more surprised to see me... [as mystique] or me? ha ha ha ha!

Scott: Principal Dark- you're Mystique? Something Professor Xavier neglected to tell you. Nice of him, wasn't it? You have no idea what he's been hiding from you. Let me fill you in. You x-men are nothing but puppets for Charles Xavier, and I am a sharp blade cutting your strings... just so I can watch you fall.

She pushes Scott off the cliff.

********************

Rogue: [screaming] No! Scott! Why did you do that?

Darkholme: I'm protecting you, dear, from his lies. He only wants to hurt you. Just like Charles Xavier and all the other x-men.

Rogue: And you don't?! What did you do to Paul?

Darkholme: Let's just say he missed the bus thanks to a little miscommunication about the departure time. Now let's rejoin the others *morphs into Paul* and break the tragic news.

Rogue: No more secrets. *she grabs Mystique*

Darkholme: No! Oh!

Rogue: Your powers are mine! Your memories are mine!

An entire little montage of how Mystique lied to her: (Absorbing his memories and physical abilities. Wonderful. She will come to us willingly... given the right incentive. You! Thought you could escape us, did you? We cannot lose her. Especially not to xavier. Jean: but some people just won't be helped! Yes, we were lucky to get to her first. Indeed.)

Rogue: [whimpering] oh. [gasps] oh, Scott! I'm sorry. *runs to the edge and finds him hanging* Gotcha!

Scott: It's gettin' kinda hard to tell the players without a score card around here. Thanks for the lift, Rogue.

Rogue: Don't thank me yet. Look!

Mystique rolls a boulder at them. They fall into the water.

Scott: Hang on to me!

They end up outside in the blizzard. Scott is hurt.

Rogue: Scott. Scott. Listen. Just hang on. You're gonna be ok. You're gonna be... oh, man. We're gonna die.

Scott: [moaning] Thanks for the pep talk. [shivering] Rogue...thanks. Y-you saved my life.

Rogue: I owed it to you. Mystique had me pretty mixed up. Her mind's a tortured mess, but I saw enough to know that you're not my enemy. I really thought she cared about me.

Scott: [groans] Uhhh... h-hey...she probably does. [shivering] sometimes it's really hard to...understand adults. They never seem to trust us.

Rogue: Scott. Don't pass out. Come on... w-wake up.

Up in the Blackbird.

Logan: We're movin' too slow. Spread a little more sunshine, would ya?

Storm: I'm a weather witch, not a snowplow. I'm doing the best I can.

Mystique morphs into a wolf and moves towards our trusty heroes.

Rogue: It's mystique! *she pulls Scott away*

Professor X: Scott. Scott! I hope you can hear me. we're on our way. We're--Scott! He's hurt.

Logan: Great. How're we gonna find him in this whiteout?

Scott: X-men... they're coming... what?

Rogue: They are? Great!

Scott: They...they can't... find us.

Rogue Figures. Grrr! Then we'll give 'em somethin' they can find. Open your eyes, Scott... now!

Logan: There! Charles, take the controls.

Rogue: [shivering] uhhh...uhhh. *she touches Scott* Uhh! [gasps] some friendly advice, teach... don't mess with the Rogue!

She hits the wolf with his optic blast and it falls over the cliff, morphing into an eagle on the way down.

Logan: Give it up, Mystique, or you'll be tanglin' with a Wolverine.

Logan: hang on.

Back on the plane.

Logan: Where's your allegiance, kid, us or them?

Rogue: [shivering] if I don't say "you," will I get thrown out of this jet?

Logan: Nope. Not our style. We've either earned your trust by now, or we haven't.

Rogue: You.

Logan: Hmm. Welcome to the x-men.

********************

Jean: It's the same as lying to us. We had a right to know who our principal really was.

Everyone: Yeah! Totally! How come you didn't tell us?

Kurt: Yeah, man. What did you think we were gonna do, go after her?

Evan: Man, we know better. She wants to play like nothing's goin' down, so can we.

Kitty: It's like we were playin' with fire and didn't even know it.

Professor X: Rogue?

Rogue: It's...not my place.

Kitty: Sure, it is. You're part of the family now.

Evan: Yeah, girl. Tell us what you think.

Rogue: Well... I think- no. I've learned that honesty is very important between people you care about. At least it is to me.

Professor X: You're right... all of you. I must apologize for keeping tht but please understand, there are many challenges in your future- secrets. Elements of surprise. Some you're ready to deal with... and some you're not. In the future, I will try to do better in knowing which is which.

Scott: Thanks, professor. We're all in this together. It's nice to know we've all got somethin' to learn. That's what makes us x-men.

********************