Disclaimer: Gen X, the X-men and Daytripper are not mine, they're Marvel's, and I didn't get permission to use them. (Bad author, naughty author) But I'm not making any money from this, so sueing me would be pointless. The kitty shapes are mine, as is Mervyn, and woe betide anyone who uses them without asking!

Author's note: Okay, now this story contains no sex or violence, but it does have some serious character development, and a bit of soppiness at the end, as well as numerous funny bits. You have been warned! Italics indicate private thought, these * are telepathic speech, and this ~ means kitty talk. Feedback, peoples! Please write to me with your comments, praise, threats, etc, as I am a desperate e-mail junkie in need of nice kind people like you to spare a moment of your time... Hmm, yes well, time to up the medication, I think. But I'll answer. Really. VITALLY IMPORTANT!! Say WHO you are writing to and WHY, please, as my sister Diamonde also has stuff up on Shifting Sands, and the little fiend keeps trying to steal my thunder. Thanks.

It started like any other morning...

"WHO ATE ALL THE SUGAR BOMBS?!?!?!" shrieked Jubilee, staring in horror at the empty packet.

"First come, first served, chica." Smirked Angelo, inhaling another gigantic spoonful. "Guess you'll have to go without the sugar fix today. Be nice for the rest of us, si?"

In an attempt to stave off the impending riot, Everett stategically placed himself between the two. "You can have mine, Jubes." He offered hopefully. "I hadn't even started yet."

"Hey, thanks, Ev." she smiled up at him. "That's so sweet!" She kissed him on the cheek and whipped the bowl out of his hands. "Are there any clean spoons left?"

Paige looked up from her bowl of Koko Puffs. "Jubilee!" she scolded. "You shouldn't take advantage of him like that! Just because he's nice, you'll deprive him of his breakfast?"

"That's all right, Paige." Everett said dreamily, helping himself to some toast. "I really don't mind." Angelo snickered. Jubilee blew him a raspberry.

*Children.* Came the telepathic voice of the White Queen. *A measure of decorum at the table, please.* The kids quietened down, but not much.

Upstairs, a shadowy figure chuckled evilly. Soon he would have his revenge on the White Queen, and she'd regret every insult... Call his magic second rate, eh? Second rate THIS, Queenie! He made a mysterious gesture...

Sean Cassidy woke, blinking a little. His room seemed very bright, somehow, and the wrong shape. Those beers must o' been stronger than I thought, he shrugged. He jumped off his bed, landing squarely on all four paws. Waving his tail, he headed for the suddenly very large door and -

Paws?

Tail?

He looked down. He looked over his shoulder. He blinked, and looked again.

Had anyone been watching, they would have seen a huge ginger tom leap out of the Headmaster's bedroom window and run towards the dorms, its tail puffed up and screaming like a (I'm sorry, I can't help myself) banshee.

~Well this is a fine state of affairs!~ snapped the elegant white cat, whose every inch screamed Breeding and Class, ~What are we going to do now?~

~How should we know, Frosty?~ inquired a dainty little calico with an adorably smudged nose. ~Yer the teach, remember?~

~Not now, Jubilee!~ hissed the other Headcat. Sean had the beginnings of a nasty headache as he surveyed his drastically altered class.

The large brown and black moggy he recognised as Mondo lay purring happily in a patch of sunlight, occaisionally nudging the two kittens who sat beside him. Artie and Leech were both a smoky blue, and were looking around them with wide, frightened eyes. A skinny mackerel striped tabby sat next to a sleek black-and-white house cat - Angelo managed to look scruffy no matter what shape he was in, it seemed, while Everett looked to be in a state of shock. An exquisite grey Persian sat squarely in front of him, perfectly composed - Monet. Paige, a sunny yellow tabby, was huddled against the small reddish-brown bit of fluff that had to be Penance. A thin, sleek black cat, the largest of them all save for Cassidy himself, hovered over them protectively.

~What'n 'ell's happened, Cassidy?~ he demanded. ~Who did this to us?~

~I don't know! To both questions!~ he said, too worried to notice Chamber's less than respectful wording. ~Em?~

~How should I know?~ She paused, and her eyes widened suddenly. ~My powers don't work! I can't contact anyone!~ She looked terrified. Quickly, everyone tried to engage their own special power. Nothing worked.

Jubilee suddenly looked very small. ~B-but how's anyone gonna find us? How'll they know it's us if they do?~

It was then that they realised the full extent of the disaster that had overtaken them. Not only were they trapped in unfamiliar bodies, without their powers, but even when someone came, which they would eventually, what was the likelihood of their realising why the school was suddenly infested with cats? Everett shifted closer to Jubilee, and Mondo purred reassuringly. Leech wailed.

~Leech no want to be kitty!~

~I know, lad.~ Sean rumbled. ~Dinnae worry. We'll find a way out of this mess, just like we always do.~ Suddenly, the door banged open.

"BWHAHAHAHAHAHA!!" came a huge voice. They all looked up to see a large human standing in the doorway. Ears flattened. Tails fluffed. The kittens hid behind Mondo. "Well, well. Not so uppity now, are you?" He sneered, and before anyone could move, he grabbed Emma by the scruff of her neck, lifting her to his eye level.

~Mervyn!~ She hissed, clawing at him. ~You pathetic little weasel, what do you think you're doing?!~

"Doing, Emma? I'm doing magic. Real magic. And you, my dear, are being punished for every insult, every threat, every indignity you ever thrust upon me. Now wave bye-bye to the kiddies, pet, because you are coming on a long trip with Mervyn, yes you are. I've never yet managed to keep a pet alive for more than a month or two, but who knows? Maybe you'll get luuueeeeaarrrgghh!!" He screamed and dropped her. Jubilee had dashed across the room and bitten him as hard as she could in the ankle.

"Fine." Mervyn hissed, glaring at them as they retreated to the other side of the room. "Be that way. Stay in a complex where everything is run by computers you can no longer control, in a school where no-one will recognise you even if they come before you starve." He grinned nastily. "Ta-ta, kiddies." With which he teleported away in a puff of pink smoke.

For the first time, Mondo looked worried. ~What did he mean, before we starve? There's lots of food in the refrigerator.~

~Yeah.~ Angelo grinned humorlessly. ~But how do you think we're gonna get it open, amigo, huh? Those things don't exactly come with cat flaps.~

~There are things in cupboards.~ offered Paige. It was the first time she had spoken. ~Ah bet we could get those open.~

~Apples?~ inquired a timid voice. Everyone turned and stared at Penance, who shrank closer to Paige.

~Uhhh... I dinnae think cats eat apples, lass. But we'll see what we can do.~ Sean was nearly bursting with joy. At last, Penance could communicate. Jubilee, having gotten the hang of cat behaviour much faster than the others, rubbed her head under Penny's chin and purred loudly.

~Artie too?~ inquired a soft mew. Obligingly, Jubilee knocked him over with her nose and sneezed into his furry little tummy. He squeaked happily. The others watched, smiling cat smiles.

Emma felt a soft purr rumble in her throat as she gazed proudly at her students. Even in the midst of disaster, they were enjoying and supporting each other's achievements. Perhaps this isn't a complete disaster after all, she thought happily. Happily? Yes, happily. Emotions are simple things to a cat.

~Hate t' break up th' little lovefest here.~ commented Chamber from the doorway. ~But I for one want to 'ave a bash at the kitchen.~ Everyone looked at him, and he yawned, displaying a very impressive set of teeth. ~F'r the first time in years, I can eat!~

Monet sniffed disdainfully. She was not enjoying this at all. Being a cat - even a cat with a pedigree - was simply not her cup of tea. She glared at Paige, who responded in kind. The two had been assigned to see which rooms and buildings could be accessed by a smallish feline, and so far the answer had been a resounding nil. Across the campus, Jubilee and Angelo were doing the same thing. Everett and Mondo were looking after Penny and the kittens...kids, not kittens, kids. Chamber and Sean, the biggest, were trying to get into the computer room, and Emma was trying to figure out how to send an e-mail.

It had come as something of a shock to all of them to realise that cats, however well-bred, intelligent, or perfect they may be, cannot read. Nor are paws much good on a keyboard, even if you could tell one from another, and as for the mouse... This was going to be even harder than they had originally thought.

Monet was rudely dragged back from her musings when a wet twig smacked her sharply across the nose. ~OUCH! Paige, be careful. I'm not invulnerable any more, remember?~

~Sorry~ Paige said, not sounding sorry at all. ~Ah'm still trying to get the hang of this whole four-footed horizonal-bodied type thing, okay? Ah'm not perfect like some people!~

Monet thought about that. Perfect? Now that she came to think about it, maybe she wasn't so perfect after all, and what did it matter anyway? Being friends and having fun were much more important. ~That's all right~ she purred. ~Accidents happen.~ Life was much simpler as a cat.

Jono stretched and yawned, obviously enjoying the sensations. Sean watched him, as he rolled on his back and snatched at air like a kitten. Th' lad's havin' the time o' his life, Sean thought regretfully, havin' a whole body an' all. What'll it mean tae him t' change back? Will he even want to? Which is the better life, a damaged human or a healthy cat?

Jono flopped onto his stomach and looked solemnly at his teacher. The effect was rather noticably damaged by the dust bunny which sat on his head like an absurd little hat. ~This is fun.~ he commented.

Sean looked at him sadly. An' how long has it been since the lad thought anythin' was fun? he asked himself. ~Glad ye're enjoyin' it, lad. Let's get back tae work.~ was all he said.

~Right.~ Jono was happy having a whole body again. He knew that when he turned back into a human he would have a hole in him again, but he really didn't see any point in worrying about it now. Now was fun. Let the future take care of itself. Life was much simpler as a cat.

~WHEEEEE!~ squeaked Jubilee, swinging from a door handle. Her paws slipped, and she sprawled on the ground. ~Ooops.~

Angelo laughed the silent laugh of cats. She was barely more than a kitten, after all, and she was utterly adorable with that surprised expresssion on her little face. He wished Ev could see this - his friend would fall in love with her all over again. ~Havin' fun, gatita?~

~Yup! What's that mean?~

~What, fun? Well, that's when you ...~

~Don't try and be funny, Scruffy. What'd you call me?~

~Gatita. Little cat, female kitten. Seemed appropriate for some weird reason.~

~Oh.~ she thought about it for a minute. ~Okay.~

She bounded over to the next door. It was a glass one with a touch pad, which they had Buckley's of getting open without hands. As he joined her, Angelo noticed his reflection. Scruffy, she'd called him. Yeah, that about covered it. Oversized ears, ragged whiskers, and a motheaten coat. Face only a mother could love. Just a common alley cat.

Hearing him sigh, Jubilee turned midway through her sprint for the next building. She was going too fast to stop, and ended up on her back, paws waving, as she squinted at her friend. He looked - droopy. His tail was drooping, his ears were drooping, even his whiskers were drooping. For the first time since she had met him, in fact, his skin was the only thing that wasn't drooping. He looked sad.

~S'up, dude?~

~Nothing. Just tired.~

She sat down right in front of him and gave him what was probably an attempt at the evil eye. Those big round kitten eyes just didn't quite make it. ~Don't you give me that, Ange. Something's bothering you.~

~Look, it's nothing. Really. I just... I mean, I wish... If I'd ever thought about it... I'm even worse looking as a cat!~ he wailed. Great, now Jubes was going to feel sorry for him, and they wouldn't have any more fun...

~Don't be silly.~ She purred. ~You're a totally cute cat.~

~Huh?~

~That forlorn, scruffy little look? Those big, sad eyes? You'll knock 'em dead!~ She rubbed her head under his chin in a cat hug. ~Now c'mon. We've got... to... get...~ She froze. Slowly, slowly, she crouched, her tail flicking, then suddenly she pounced. Something squeaked.

~HEY ANGE! I CAUGHT A MOUSE!! All by myself, look!~ She beamed up at him, holding the little wriggling thing carefully between her paws.

~That's great, Jubes! Instincts at work already! Uhh, what're you gonna do with it?~

~Errrr...~ She looked down at the pathetic little morsel. ~Aww, don't you look at me like that. Geez, okay, okay.~ She lifted her paw, and watched the little creature run away. ~I, like, stink at this whole cat bit. I can't eat something that's lookin' back at me!~

~Never mind.~ he purred, ~Wolverine's going to be so proud of you.~

~Ya think?~

Everett washed his shoulder absently. Leech and Artie were taking this whole cat thing pretty calmly, but he was a little worried abou them. And Penance. She'd only said the odd word or two, although she and the boys had had a lot of fun playing tag with Mondo as home. Mondo, he noticed sourly, was fast asleep in the same patch of sunlight he'd followed around the room all morning. He sighed, and started on the other shoulder. Leech, Artie, and Penance were also snoozing in a tumbled heap, and his eyes softened as he looked at them. They were so cute... So innocent and helpless, but not defenceless, not while he was around, no, he would take care of them. Rising and stretching, he padded over to the kittens, and arranged himself next to them. He purred, soft and low, until he, too, fell asleep.

He was awakened by a clawed weight that landed right between his shoulderblades. They scuffled for a minute, until he pinned his assailant and stared down into Jubilee's bright blue eyes. ~What'd you do that for, Lee?~

~You were, like, there. Hey, Ev, I caught a mouse!~

~Oh, you didn't!~

She pulled away, looking hurt. ~I let it go. I just...I could, ya know? I could do it by myself...~ she said in a small voice. He realised that he'd hurt her feelings.

~Pretty good for your first day. Wolverine's gonna bust a gut, he'll be so proud.~

She giggled. ~That's what Angelo said.~ Happy again, she bounced over to the little pile of kitten. ~Hey, guys, wake up! It's time for dinner!~ They woke up slowly, yawning little kitten yawns. Everett felt another wave of protectiveness wash over him, this time including Jubilee. She was so adorable, with that little kitten bounce...

She looked at the sleepers. ~You guys are filthy!~ She exclaimed. ~Where were you playing, the garbage bins?~

~No, under couch. Lots of interesting things there.~ Leech explained. Artie purred squeakily.

~Hey Lee... Aren't you on vacuuming in here this month? You been skipping bits?~

~Err...never mind. We're gonna have to get you guys cleaned up before ya eat.~ she thought about it for a minute. ~Urgh. I'm really gonna be eatin' my mistakes this time. Oh well. C'mere.~ She fell to washing Penance enthusiastically. Penny purred.

Everett pinned Artie under one paw, washing him firmly. He squeaked and squirmed, but realised the necessity of getting the worst of the dirt off. ~Leech and Artie no have water bath, Ev'ett?~ he mewed, twisting around to look at him anxiously. ~Kitties no like water bath.~

~No water bath, Artie.~ Everett reassured him, planting the other front paw firmly on the small head. ~Now keep still.~

Just as they had finished Leech (Jubilee and Penance) and woken Mondo (Everett) Monet slipped through the half open door. ~Jubilee, you got sent to fetch the others for dinner ages ago. What's the delay?~

~No delay, M.~ Everett said calmly, shepherding the others down the stairs. ~Just cleaning ourselves up a bit before eating.~

~You could use a quick go over yerself, M.~ Jubilee advised, falling down two steps and landing on her nose. ~Ouch! Your paws are a mess.~ Artie licked the injured spot, and she fluttered a quick purr at him before they continued into the kitchen. Thanks, kid. Everett grumped to himself. I wanted to do that.

Emma watched her students straggle in. There was little food that could be stomached by a cat in the cupboards they could reach, and she judged that they'd be very hungry in a few days. She licked her paw absently. She'd cut it on a tiny fragment of glass earlier and it still hurt.

~How're ye doin, lass?~ rumbled a deep purr behind her. She turned to see Jono dropping through the widow to land beside Sean, who was looking at her with concern. ~What have ye done to yeself?~

~Nothing important. Just a little cut. How did you do?~

~Nothing. We're gonna have t' think o' something else.~

~Hey, Jono! I gotta idea f'r getting the fridge open. Gimme a hand, here.~ Jubilee bounced over, ignoring the gloomy mood the three projected. She all but dragged Jono over to the fridge, muttering her plan into his ear. He stood on his hind legs, resting his front paws on the door. He could almost reach the handle, but that didn't seem to be the idea. He braced himself, and Jubilee ran up his back, standing on his shoulders and wrapping her paws around the handle.

~Pull!~ she yelled, gripping tightly. Jono ducked out from under her, grabbed a back foot in his mouth, and heaved. An anguished squeak and one or two very crowded seconds later, the kitchen was bathed in the light of the blessed box, and there was a tangle of black and calico fur halfway across the floor.

Jubilee picked herself up, then sat down again to lick the foot. ~You didn't have to bite so HARD, Starsmore.~ she sulked.

~Never mind, gel. It worked. Now let's get somethin' t' eat afore Mondo finishes the lot.~

A week and a half later.

The large orange tom stretched slowly, enjoying the feeling of awakening right down to his toes. He gently nosed the pretty white female beside him.

~Time t' wake up, Em.~ he whispered, trying not to wake the others. The kids slept in their usual tumbled heap, the kittens snuggled down in the middle. He hoped they would sleep a little longer.

~Hmmm?~ murmered Emma sleepily, blinking a little. He shushed her and they crept out into the hall. ~What are we going to do, Sean?~ she whispered when they were out of earshot of the children, her eyes worried.

He looked at her, helplessly, and realized with a pang how thin she was. They had run out of food some days before, and were reliant on what little could be caught around the grounds, most of which went to Penny and the kittens To everyone's surprise, Jubilee had proven to be a highly competent hunter, and it was largely through her efforts that they had managed as long as they had, but one small cat cannot catch enough to feed ten, and none of the others were much good at it. He had, Sean reflected proudly, seen off that posturing lump of a spotted tom from down the road when he'd come sniffing around two days ago, though.

He brought his mind back to the matter at hand. ~I dinnae know, lass, truly I don't. We cannae talk, we cannae write, and we have no way of contacting anyone even if we could.~

~Yeah we do.~ said a light voice behind them. They span around to see Jubilee standing in the doorway, a small feathery something hanging from her mouth.

~What do ye mean, 'we do'? If ye have an idea, why haven't ye told us before?~

~I tried, remember? Do the words 'not now Jubilee this is serious' ring any bells?~

~Yes~ interrupted Emma. ~We all remember the incident, Jubilee, and we apologise. Now, would you like to tell us your idea?~

~Better'n that, I'll give ya a demo.~ She dropped the sparrow on the mat, and jumped up onto the hall table, by the telephone. Grinning impishly, she knocked the receiver down, and smacked the speed dial button.

"Hello, Xavier Institute, Scott Summers speaking." Jubilee yowled into the receiver.

"Oh, it's you again. Listen, whoever you are, you may think this is funny, but enough is enough. I'm putting a trace on this call right now, and if you don't hang up in the next ten seconds -" Jubilee yowled again, louder this time.

"Fine, have it your own way. I now know that you're calling from - the Massechusetts Academy? Jubilee, if this is your idea of a joke..."

All three of them yowled in chorus.

"THAT DOES IT! I AM SENDING SOMEONE DOWN THERE RIGHT NOW AND YOU ARE GOING TO BE IN MORE TROUBLE THAN YOU KNOW WHAT TO DO WITH!!!" Slam.

Sean did an impromptu war dance. ~Ye're a genius, lass! They'll be here today!~ He dashed back into the kitchen to tell the kids.

Emma purred happily, washing her clever little kitten's ears. ~That was very clever, Jubilee. How did you do it?~

~I rang every morning when I went out for breakfast.~ the younger cat responded. ~I knew Cyke'd crack sooner or later. He hates prank calls.~ She licked Emma's cheek, and went to pick up the sparrow. ~The kids'll be hungry.~

Wolverine was worried. Cyke had been practically having a coronary this morning, screaming something about prank calls and no-one answering the phones. He and Bobby had volunteered to come on down and check things out, but Logan was more concerned about their failure to raise anyone than about some prank call or other, no matter how hysterical Scotty boy got over it. Scott was blaming Jubilee for the calls, but Logan had his doubts. One or two, maybe, but harrassment wasn't her style. Unless - his blood ran cold - she couldn't talk? What if she was calling for help the only way she could, and Cyke had yelled at her... Nah. He was getting paranoid in his old age. She was fine. They were all fine. He pressed the accelerator closer to the floor.

When they pulled up, they could tell immediately that something was seriously wrong. The place was a mess. It looked like no-one had been around for a week or two at least. Of course, the way the gate wouldn't open and the front door was swinging wide was a clue too.

"Jubilee?" he called, entering cautiously. Please let her be alright... "Are ya here, darlin'?" A small calico cat rubbed against his ankle. "Well, didn't know they had a cat. Whassa matter, kitty, they leave you behind? Isn't like them." He picked her up absently and tickled under her chin, making her purr even louder.

"Nah." Said Drake, sticking his head round the corner. "There's a whole bunch of them in the kitchen. Reckon they're strays."

"Ya think?"

"The white one bit me. Of course, that could just mean she's Emma's..."

"You check the place out, Drake. I'll have a sniff around outside." Logan decided. When he went to put the little cat down, she wailed and stuck to his arm like the world's cutest burr. "What? Look, I'll put ya in the kitchen with the others, okay? But I gotta go." She purred.

She didn't resist at all when he put her down in the kitchen, just hurried over to sit with the others. He was halfway out the door, however, when something niggled at him. He turned around. Drake had been right, the place was crawling with cats, well, not crawling exactly, they were all sitting still...a sudden fear gripped him as he looked again.

An orange tom and a white female sitting on the table.

A group of leggy adolescents on the floor in front of them.

Two kittens and a little red cat off to one side.

All staring at him.

He did a quick headcount. Numbers matched. No chance in heaven or hell that Sean and Emma would have let every kid on campus buy a cat, let alone get in on the act themselves. The little calico had padded out in front of him and was staring fixedly at him.

"Either I'm finally gettin' senile, or..." He looked down into a heartstoppingly familiar pair of blue eyes.

"Jubilee?" he squeaked.

Epilogue

It had taken a while, but eventually, with the aid of a few vicious bites from Emma, Iceman had been convinced that this was, in fact, Generation X. It had taken a while longer to convince everyone else, but they had managed, and Daytripper had been flown in to reverse the spell. She had warned them that the conversion wasn't entirely permanent - the kids and their teachers could still turn into cats, as Jubilee had demonstrated already. The thing seemed to kick in automatically in times of extreme crisis, which was a problem for a bunch of superheroes in training, but Amanda assured them that they would soon have the transformation under control.

Jubilee was sitting on the roof of the girl's dorm, looking up at the stars. Human shape felt strange after so long in cat form. Having enough to eat again was nice, though.

"Jubilee?"

"Yeah, Frosty?"

"Are you sitting alone up here for any particular reason, or are you just enjoying the view?" Emma sat down beside her.

"Miss Frost...why was everything so much easier when we were cats?"

"Well, apart from all that difficulty with food and no-one knowing where we were, and so forth, but I don't think that's what you meant."

"Well - You and mister Cassidy were gettin' along so good, y'know? And M wasn't being obnoxious and Paige wasn't being a control freak and Angelo was feelin' good about himself and Jono..." she trailed off, and they both smiled.

Everyone involved had agreed that the whole ordeal would have been worth it to see Jono's face, all of it, when he realised that he had changed back without the gaping hole in his face and chest. There had been several tears shed as he stood there with a look of unbelieving joy as he touched his fingers to his chest. He had then whooped, picked Paige up, kissed her (they'd sorted the whole mess out while they were cats and everything was simple), put her down again, done a highland fling around the kitchen, hugged everyone, kissed Paige again, and stuffed himself.

"You're right." Emma said softly. "Things were...easier." She had been happier then, food shortages and all, than ever before. No guilt.. No regrets. Just a deep and abiding love for the kittens placed in her care, and a growing feeling for her co-adult. She sighed, then smiled wistfully as she looked at the girl beside her.

Even more than her feelings for Sean, Emma had treasured her closeness to Jubilee. Never again would the girl's obnoxious behaviour make an enemy of the headmistress. Emma had come to love the motherless little kitten as if she were her own, and had been pleasantly surprised when that emotion had survived the changeover. Even though she had no doubt that Jubilee disliked her as much as ever, and that thought hurt, Emma clung to the feeling.

Jubilee sighed. "And I ... I was useful, you know?" she said in a small voice. "I mean, I wasn't a drag on the team like I am sometimes, when my mouth gets us into trouble or I don't follow orders or somethin'..."

"You are not a drag on this team. Not ever, do you hear me? A less than perfect cog in the mechanism, perhaps, but a vital part of Generation X none the less."

Jubilee's eyes filled with tears. "Thanks, Frosty." she whispered. Without even thinking about it, she reached out and hugged Emma tightly. Gentle arms went around her shoulders and hesitantly hugged her back.

Emma purred.