"A little warning next time, Professor?"

He's dangerous.

I wonder if there's anything he can't do?

So glad I'm on his side.

Charles forced a sheepish smile on his face. "Sorry about that," he muttered. Focus on the mission, Charles, he told himself. Once this is all over, you won't ever have to see any of them ever again.

Finding more mutants wasn't the dream-come-true that Charles had thought it would be. It was supposed to be the beginning of something wonderful. Charles had only ever wanted to be accepted by someone, anyone. He thought that if he found other mutants, he would finally be accepted. He'd tried that with humans. He would tell everyone he met about his special gifts, and then prove it, hoping someone would understand. Their reactions were all disturbingly similar- horror, fear, disgust, monster, evil, he was even called 'spawn of the devil' once. He would immediately wipe the knowledge of his abilities from their minds, because thoughts like those hurt to listen to on a daily basis. He'd told his father once and ended up in a lab for a brief time. The cold, clinical thoughts of his father's scientific mind hurt almost as much as people's fear of him. So, Charles wiped his memory. He had told his mother, as well, but wiped her memory when she started thinking of dumping him somewhere, anywhere, far away from her.

He only tolerated Raven's reaction because she was another mutant like himself. Her attitude toward his telepathy lightened considerably when he promised he would "stay out of her head." He couldn't just turn off his abilities on command, but she didn't need to know that, as long as she felt safer around him. At one time, Raven was a reminder that there had to be others out there like them. Now she was living proof that he was more alone than ever. Yes, it was all "mutant and proud" most of the time, but around Charles was the constant chant, stay out of my head, stay out of my head, stay out of my head.

"That was inspired, Charles," said Moira.

-dangerous, shouldn't be allowed that kind of power-

Charles tried to ignore the stray thought that accompanied her words. Didn't these people realize they were broadcasting? He was tired of this. The longer Shaw evaded them, the longer Charles was forced to tolerate these people and their fear. Each time he revealed a new facet of his talents that fear grew. Charles loathed that fear, because he had done nothing to inspire it. He had never used his gifts to hurt people, only to help them. Charles was done. Sure, he would see this mission through because he had given his word, but afterwards, he was done. He'd let them all go their own separate ways, and then he'd find a new dream to chase. Maybe even do some travelling.

Before he knew it, the jet had made a rough landing, and Charles found himself issuing instructions to everyone. Efficiency was the key. The sooner this was done and over with, the better.

Then, the unthinkable happened: Erik lost Shaw.

"What?" Charles snapped . "He's got to be there. He has to be! There's nowhere else he can be. Keep looking."

"And I'm telling you he's not. There's no one here," Erik insisted. Charles felt a hot rage flow through him. They had it all planned out. Or rather, he had it all planned out. It was supposed to end today. Tomorrow, they were going to celebrate a job well done, and the next day they'd say goodbye and go their separate ways.

"Charles?" Charles blinked. Moira was eyeing him in concern, and there was confusion coming from Erik, and from somewhere Charles couldn't pinpoint was -angry telepath, can't be good- Charles shook his head to clear it. He must have been projecting.

I'm on my way, Erik, Charles said mentally. They would find Shaw today. Charles didn't know how much longer he could handle this.

Ignoring Moira's questions and Erik's objections, Charles stepped out of the plane and ran toward the submarine, neatly dodging Hank and Azazel falling out of the sky and mentally advising Riptide that it wouldn't be wise to upset the telepath. Charles had nearly arrived at Erik's location, when he heard a voice speaking, and he mentally shot a wave of annoyance at Erik. Couldn't the man at least have told Charles he found their target? A slight shudder shook Erik's body, but aside from that he ignored Charles. The telepath refrained from smothering the metal-bender with his frustration. There were bigger fish to fry.

"Ah, Erik, you brought a friend!" came a delighted exclamation.

Charles stepped around Erik so he could get a good look at their adversary for the first time. He couldn't see much more than Shaw's face, due to the ridiculous helmet he was wearing, and something about the mirrored room they were now standing in felt wrong somehow. But something about Shaw himself was different from anyone Charles had ever met, something Charles couldn't quite lay his finger on. It was almost intriguing, but Charles couldn't dwell on it. He had a mission to focus on.

"You must be Charles Xavier, telepath extraordinaire," Shaw beamed, as if meeting Charles was the happiest moment in his life.

"Do it now, Charles!" Erik said tensely.

Now he acknowledges me, Charles thought bitterly. But this wasn't the time or place for self-pity. Charles reached out toward Shaw's mind and- felt nothing! Startled, Charles took a quick step backward. This had never happened before. Why couldn't he read Shaw's mind? Charles glanced around the room for an answer, any answer, and finally his gaze rested on the Helmet. It was his new nemesis; it deserved to be capitalized. Charles eyed the Helmet with a new respect.

"Do you like the helmet?" Shaw asked. He then confirmed Charles' suspicion. "It keeps telepaths out of my head. Never needed it before-" Shaw broke off and stepped aside as Erik lunged at him without warning. With a mere touch, Shaw sent Erik flying into a wall. Charles winced inwardly, wishing for the first time that he had a more aggressive mutation. Telepathy could be quite powerful, true, but as long as Shaw was wearing that blasted Helmet, Charles was useless here. Emma Frost had a nice secondary mutation that complemented her telepathy quite nicely, why couldn't Charles have the same?

Shaw turned to Charles. "You remind me of my Emma," he said. "You appear so calm and collected, but I bet deep down you are burning with a fierce anger. I can help you with that." With a flick of his wrist, he sent Erik smashing into another wall. "Don't interrupt, Erik. It's rude," Shaw admonished. He turned back to Charles. "I don't understand. Why are you on their side?"

Erik, get the helmet off, while he's distracted. There is nothing I can do as long as he is wearing it.

"They'll never accept you."

"I'm not on anyone's side," Charles replied. It dawned on him that this wasn't true until recently. If he had not gotten himself involved in this mess, he would still be happily living under his idealistic delusions. "This is only temporary. A week from now, all of this will only be an interesting memory."

"But now the humans have seen what you can do," Shaw countered. "Do you really think they'll just let all of you walk away?"

"What makes you think they'll remember?" Charles answered. He tapped his temple. "People have poor memories, you know."

Shaw laughed delightedly. "Oh, I like you. I like you a lot. You'll fit in quite nicely."

STEP BACK! Erik's mental voice screamed. It was all Charles could do not to react outwardly. Seriously, Charles should have taught him not to think so loudly. The man did not know how to project.

Charles stepped backward through the doorway of the mirror room just in time. Glass shattered as various pipes and metal framing burst through the walls and ceiling, flying straight at Shaw. Charles couldn't help but be impressed, but he had to admonish Erik.

That was entirely unnecessary. I told you, you need to get the helmet off.

GIVE ME A MINUTE.

Shaw was not affected in the slightest by Erik's show of power. He simply pushed the metal bits aside and stepped towards Erik, trapping the metal-bender behind a large metal support beam. "You've come a long way from bending gates, Erik," Shaw said softly. "And you're just starting to scratch the surface. Think how much further we could go together."

Charles could only stare at Shaw in awe. His mutation was amazing! It was a shame the man was a dangerous psychopath. Charles would have loved to learn more. Then Shaw leaned forward and spoke softly to Erik. Charles frowned, curious about what was being said, but his attention was drawn to a metal wire slowly moving toward the unsuspecting Shaw. It was about time! Charles raised his hand to his temple and waited.

"Now, Charles!" Erik shouted.

Charles immediately dived into Shaw's mind just as the man whirled around to make a useless grab for the Helmet. A moment later, Charles had frozen the man in place. Then he frowned. Most people Charles froze put up a big fight to regain control of their bodies. Shaw didn't protest. He wasn't even preparing to fight, which confused Charles. It was as if Shaw wasn't even-

I'm not. came Shaw's mental voice.

Charles paused. Then- Pardon me?

You're broadcasting. You were thinking that it's as if I'm not even afraid of you. I'm not.

You should be. I can do anything to you now.

I'm not.

Charles prodded deeper into Shaw's mind-with no resistance- and realized it was true. Charles shook his head at the irony. All his life he had searched for someone who wasn't afraid of what he could do and now he had found him in a madman. Now what?

Join me, Shaw entreated. It's a lonely,cruel world for a telepath. For any mutant, really, but more so for a telepath.

Charles thought about it. He couldn't just join Shaw could he? The man was unbalanced. He was trying to start a war. He was-

Time is running out, Charles. Or are you going to let Erik just kill me?

Startled, Charles peered out of Shaw's eyes to see that Erik had been talking this whole time, clearly under the impression that someone was listening. "I'm going to count to three and I'm going to move the coin," Erik was saying. Then a coin was floating through the air straight at Charles- no, straight at Shaw.

In a split second, Charles released Shaw, shouting, "Don't kill him!" Charles didn't know whether he was yelling at Shaw or Erik, but he did know that he didn't want either of them to die. He and Erik had grown quite close over the past weeks, and Shaw- Shaw understood.

Shaw snatched the coin out of midair, delighted. Erik stared at Charles in shock. "Why did you let him go?"

Charles could only stare in disbelief at Shaw's Helmet, which was now on Erik's head!

"Erik, what are you doing with his Helmet?" Charles demanded.

"You let him go!" Erik growled.

"Why do I feel like there are two different conversations going on here?" Shaw said calmly, toying with the coin in his hand. Irritated, Erik flung a pipe in Shaw's direction.

"The Helmet, Erik! Answer me!" Charles snapped.

"A murderer is standing in front of us and you're worried about a helmet?" Erik said incredulously. "Your job was simple: Just keep him under control. Instead, you let him go!"

"It's not just a helmet, Erik, " Charles retorted. "Why are you wearing it? I'm not your enemy! And I'm the only telepath here!"

"You would have stopped me," Erik replied. "You would have insisted he have a fair trial, when we both know he won't make it that far! Look at him! He's too dangerous to be allowed to live! Why did you let him go?"

"Charles and I were having a pleasant conversation," Shaw cut in. "A conversation we didn't get to finish. Join me, both of you, and together we can set the world on fire. Mutants will take their rightful place as the superior race. Isn't that what we all want?"

"You killed my mother," Erik said through gritted teeth. "I will never join you!"

Shaw shook his head. "That is a pity. Charles?"

"That's not what I want," Charles said softly.

"I know what you want," Shaw said quietly. "You want someone who isn't afraid of your gift. You found me. You want someone who understands what you're going through. You've met Emma. In fact, I believe the company of a fellow telepath is just what you both need."

Charles hesitated. When he had first met Emma, he had been upset that she was blocking him. The second time they had met, their mental connection had been brief but intoxicating. They hadn't exchanged words so much as feelings. There was recognition-joy-contentment, interrupted by Erik's impatience, and then there was a brief sorrow-disappointment before they parted. It would be nice to meet his fellow telepath under more ideal circumstances. And Shaw. Yes, the man was a bit mad, but he didn't view Charles' gift as something that needed to be repressed. And Shaw's own mutation was amazing. Charles was fooling himself if he didn't admit that he wanted to see more of it.

"Charles," Erik said uncertainly. "Surely you aren't considering it for even a second. It goes against everything you believe in!" Charles' gaze turned toward Erik. He only had to stare disdainfully at that Helmet in order to make up his mind.

Shaw's smile was almost predatory. "Don't you deserve to get what you want?"

"I do," Charles replied.

Erik's eyes darkened in anger. Around them the metal of the submarine groaned. The floor under Charles' feet shifted.

"Now, now, Erik, is that how you treat your friends?" Shaw admonished. A light tap sent Erik sprawling on the floor. Shaw knelt down next to Erik. "This isn't yours," he said, slipping the Helmet off Erik's head.

Shaw slowly stood up. Charles stood still, staring mesmerized at that troublesome Helmet. Erik kept his eyes on Charles. Shaw walked toward Charles, lovingly stroking the Helmet. Then he smiled. "Why don't you hold on to this for me?" He held out the Helmet. Charles took the object and stared at it, gripping it tightly in his hands. Who would have guessed that such an innocent-looking object could cause so much trouble?

I don't need it now that I have you.

***Author's Note***

The original prompt was:Charles is the world's strongest telepath. He know's literally want it feels like to be feared. He hates being feared. When the group goes up against Shaw, in Cuba, he can't feel Shaw's emotions because of the helmet. Erik and Charles enter the submarine together. After they get off his helmet, Shaw doesn't fear Charles' gift.

Some how Charles leaves with Shaw and his people.
I'm wondering if there is a believable way to have a story where Charles stops Erik from killing Shaw. Not because Charles thinks he shouldn't be killed, but because of Shaw's lack of fear.

I was going to leave it at that, but my brain decide to create an entire universe out of this. We'll see how that turns out.