Author Notes: Apologies for such a fickle muse, followers. X Men is not my area of expertise. Though, who am I to turn down a challenge?

X Men First Class

Takes place right after Charles and the team leave the CIA building to travel to his childhood home.

Charles Xavier considered himself to be a tolerant man. Being a telepath enabled him to see motives behind cruelty, to understand the thinking behind narcissism, to empathize with someone's experience. When he had connected to Erik's mind for the first time, his empathy had actually caused him physical pain.

On the coast guard's ship he had cried out, startling Moira. Erik's emotional mind had struck him like a physical blow. He saw more than he ever wanted to see of concentration camps during the anti-Semitic holocaust and tortured and mutilated soldiers. Every new mind he connected with sent him a new set of visual memories.

Erik's memories were more than vivid. He could almost taste, smell, and touch the sooty air, the rotting corpses, and the meager rations.

Charles's considerable abilities allowed him to take another's visage into his head, to block a person from their own destructive memories. It was rare that he employed this talent, for some visions were meant to be had, reflected upon to heal by that individual. He would often share visions, but not cut that person off from their feelings and thoughts. It was a natural gift, almost a requirement to feel and see with another.

He had welcomed in Alex's mind and his memories like he had Erik's. Alex was almost as damaged. It was little wonder he had preferred solitary confinement in prison, given how much others had hurt him. And then there was Sean, ridiculed and bullied.

Hank had gotten his share of misfortune and ridicule until he emotionally repressed himself, delving into his work to forget, until one day his anger and hurt would build until something broke.

His team was a ticking time bomb of hurt mutants, and he was in the vortex. He liked to see himself as the glue that held their surrogate family together. That glue was dripping, running as far as he could see. Hank and Alex kept on snapping at each other, emotions raw. Erik was little better, teasing them mercilessly to deal with his own inner turmoil. He had conveniently forgotten that these teenagers were just kids and they broke far more easily than Charles did.

As they drove out to the mansion, jam packed in two government cars, Charles gave directions. Alex's grief kept on invading his mind, along with Erik's brooding and Sean's sadness. Raven was angry with him and Moira was frustrated with her boss. Hank was irritable with all of the noise. A dull ringing began in Charles's ears.

All of the negative emotions tapped against Charles's skull until he gave Erik the map and pointed to their destination. Charles let his head sink into his hands. He was startled when he felt a warm palm on his shoulder. He looked up to see Erik frozen, holding the map and Charles's shoulder. The German was staring at him. Everyone else was too deep in thought to notice something was off with Charles.

"I'm fine, old boy, you go ahead and help Moira with the map. My eyes were getting tired."

Erik shrugged and did as he was asked.

After the tour of the mansion, they had held a service for Darwin. It was deeper than tearful, more painful and raw. Charles processed it, but let them grieve on their own. He hoped that it would be cleansing, that it would bring them closer. For much of the day, it did.

The teenagers were distracted with exploring the rooms further and making themselves at home. Charles had picked a room on the first floor to inhabit, avoiding his tiny, old bedroom. His father's old study was a fitting bedroom once he dragged the mattress in. It was helpfully distracting, moving a mattress. At least it was until Erik saw him struggling with it. Erik used the metal springs to levitate it into the room in less than a minute. Charles humbly thanked him.

Nearly everyone chose to reside on the second floor, except for Hank, who liked being near the low-ground laboratory. Hank was delighted to move some of his old and new science equipment in while having plenty of room to spare.

When night started to fall and the sun began to set, Hank started to bitterly reflect on humanity. It was doing him no good, so Charles eased some relaxation into Hank's mind. It was as easy as pouring himself a glass of water, and he felt appreciation being reflected back at him from Hank's thoughts.

A burst of harsh anger and sorrow came from Alex. Alex had always felt strongly, Charles had learned that quickly from the start. Charles felt the emotions with him until they doubled him over like they did with Alex. Charles took on his physical pain, but let him mourn. Alone in Charles's room, the professor found himself holding his team together, comforting and reassuring.

Nightfall brought heavy dark clouds that furthered the tension in the house. Unbidden, Charles found Erik's memories of the camps flashing through his mind, of scrawny corpses piled in heaps, of dark sooty buildings meant for burning-Charles dropped to his knees, trembling, feebly attempting to shake the visions out of his head to no avail. Charles tried to take the sensations from memories in more slowly.

Sean was being pushed against a locker, being humiliated. He was struck by his tormentors; there were whoops of victory and pleasure at Sean's pain.

Charles had gone from peacefully standing by his window surveying the view, to crouched over on the rug, pulling at the carpeting with his fingers. The emotions were too potent. Tears leaked out from his eyes, his stomach ached and he choked on his own spittle. He was dizzy, angry, and terrified all at once. Charles gripped at his hair, trying desperately to calm himself to be able to calm the others.

Thunder boomed in the distance. His head shot up, looking at the sky outside. His mind quieted for a moment until it became another surge of grief and emotion. After what was an hour of soothing everyone's demons, but seemed more like a year, things had started to quiet a little. Charles, on the other hand, had taken in too much from everyone. His eyes were red and raw, his skin was ruddy, and his lip was bloody from gnawing at it. He had thrown up bile on the carpet and he was continuously shaking.

He stood with great effort, quivering. His fingers fumbled for the window latch. He threw open the window. The curtains blew around him and papers were scattered about in the wind of the brewing storm. The air was cool, fresh. Charles's heart was beating fast, and the adrenaline was triggering a fight or flight response. He was tired of fighting, so he ran for it. There was little thought dedicated to the decision, only instinct.

Charles tumbled out of the window, until he was crumpled in a heap on the cold gravel below. He had chosen a bedroom on the first floor so that he could protect the entrance, though if he were on the second floor he might have thrown himself out of the window anyway. Charles got up and ran. He was barefoot, but clad in his day clothes.

The earth was cool and already slightly damp. Charles kept running. He slipped and fell, but continued on. The knee of his trousers was torn. Mud caked his legs, feet, and palms when he tried to catch himself. His feet were scratched up from the thorns and pine needles on the ground.

With each step he took, the voices in his head became quieter, with every leap the visions started to fade out. He started to regain control. Charles was panting, sweat soaked, and dirty with mud and blood. When he finally started to slow his steps, he took note of his surroundings.

He was in the woods, woods that he had no memory of. He had strayed far from the estate. He had completely lost his sense of direction in his flight. The only way he would be able to find his way back now would be to open his mind to the thoughts of anyone close by. Something he was sensible enough to avoid after the prolonged mental torture of his comrades' thoughts. The clouds overhead were darker and they roiled around the heavens at greater speeds. The wind picked up, chilling Charles to the bone.

The professor shuddered and sat down next to a sturdy looking yew tree while the wind blew and shrieked. All the while he processed that he had ran from his home, like a sulking teenager or a terrified child. He was not one to do anything rash, or at least he had thought so until now.

Still, he felt better if not slightly chillier and dirty. Rain started to speckle down on him from the angry sky. Charles looked up irritably. He was not ready to go back to the mansion, not when out here it was so much quieter. He was safe here, not at the precipice of losing his mind. So, when the rain started to pour down in torrents, he stayed. His faithful yew tree was shelter, but hardly sufficient shelter.

Soaked, shivering, and aching inside, he let the rain fall. The thunder boomed out with the accompaniment of eerie lightning flashes. Charles withstood it all. Nature could not throw anything more harrying at him than humanity did.

A thumping noise woke Erik in the early hours of the morning. He groaned, rolled over, and put the pillow over his head.

"Go away." He groaned.

The thumping noise continued. Erik shifted and looked at his alarm clock.

"It's four in the bloody morning." He called contritely.

"Erik?" A young voice called.

Erik sat up, sheets pooling around him. Was that…Hank? The scientist had uttered his name in a high, panicked voice. Hank had never spoken like that before. Erik tore himself out of the cocoon of warm blankets, not bothering to put on a shirt before throwing open the door.

"Erik! Erik, you have to come quick. Charles is gone!" Hank panted.

The young scientist was clad in his pajamas, hair sticking up as if he had just rolled out of bed. Yet, the shadows under his eyes were deep, as if he had spent much of the night awake, no doubt working on one of his projects.

"Gone? Gone where?" Erik growled far more menacingly than he intended. It was four in the bloody morning, after all.

"I don't know! I went into his room to tell him ideas about the training suits and, well, you have to see for yourself." Hank started tugging at his wrist, gesturing down the hallway to the flight of stairs.

"Hang on a minute." Erik threw on his coat over his bare torso, zipping it up. The air was chilly after the rain they had last night.

Erik followed the scientist, easily keeping up with his long strides. Hank led him down to Charles's room and flicked the lights on. The first thing that Erik processed was that the room was cold. The curtains were wide open, and there was a damp spot beneath the window where the rain had poured in.

He looked around. Charles was nowhere to be found. He sniffed the air and noted a slightly sour smell. Yellow bile was on the rug. Erik wrinkled his nose. Charles had been…sick?

Hank was gesturing to him to come to the window. Erik came and looked out. There were footprints in the mud, bare footprints. Erik raised the window higher and hopped out. He landed neatly on the gravel. He inspected the small rocks for a moment.

"Someone lay here." Erik frowned.

Hank climbed out and joined him.

Erik inspected the footprints.

"About Charles's size." He muttered. Their resident telepath had small feet that were suited for his smaller stature.

Like a bloodhound on the scent, Erik kept on following the footprints, footprints that were spaced wide apart.

Hank tensed.

"He was running." Erik told the scientist unnecessarily.

They walked southwest on the grounds, following Charles's footprints. Erik started jogging alongside them, and Hank did likewise.

Erik paused to inspect the ground twice, noting, "He stumbled and fell."

Charles had kept going. Erik found himself biting back a curse. Charles had been in a panic, running in his bare feet and falling. His feet were likely uncalloused, and would be torn up from the rough ground. Then again, if Charles had been in too much pain, he would likely have slowed down. That meant he would be nearby.

Erik and Hank were quickly coming to the edge of woods. The forest had not withstood the downpour well, every leaf to every twig was soaked and dripping. Hank paused.

"Should we get the others?" Hank asked.

Erik shook his head.

"He's nearby, I can sense the metal on his clothes." Erik followed the pull of metal instead of the tracks.

Hank tagged along.

"Charles?" Erik called loudly.

Several birds took flight from the tall pines.

Hank gave a small jump.

"Charles?" Erik yelled again.

"Erik, maybe he's not here-" Hank placed a hand on his shoulder.

Something caught the German's eye on the forest floor, a flash of blue. Suddenly he was running, lurching out of Hank's grip, skidding to a halt on the forest floor. Erik started digging frantically through the dead leaves, until he unearthed a pale, soaked Charles. Charles was not moving. Erik dragged him into his lap, shaking him.

"Charles!" Erik frantically tried to rouse him.

Hank froze; it felt like his heart had shot into his throat. Charles was so pale, so still. Erik slapped at the professor's face. Hank felt like he was moving through molasses as he came towards his mentor and their friend.

Erik shouted his name louder and struck Charles's face harder. Charles gasped and twitched.

"Charles?" Erik's voice softened.

"Why are you hitting me?" the professor groaned.

The telepath started to shake in Erik's grasp.

"He needs warmth!" Hank attempted to startle Erik into action.

Charles's wool cardigan was wet through, as was his pale blue button-up. Hank visibly relaxed when he noticed Charles was shivering. If his body recognized the cold, he was likely not hypothermic. The professor's skin was so pale that it looked nearly transparent.

Erik gently settled Charles on his lap and then fumbled with his own jacket zipper. He took off his jacket and wound it around Charles. Erik shivered, chest now bare and goosepimpled. Charles was snug as a frigid man could be in wet clothes. Charles blinked up at him with confusion.

"Erik, what are you doing? You'll freeze." The professor chided him.

Charles's hazy words seemed to snap the German into action.

"Hank, do you think you can carry him? You're faster than me." Erik asked.

"No. Just give me a hand up. Don't fuss." Charles was grabbing at the tall man's shoulder and leveling himself up.

"Professor, that wouldn't-" Hank trailed off when Charles showed an amazing feat of strength by attempting to stand.

His shivering was so intense that he almost toppled over. His teeth chattered. Erik drew Charles's arm over his shoulders and tucked an arm around his waist to steady him. Erik took a step with Charles and paused. He looked down.

"Your feet…"

Charles looked down and noted that the arches of his feet and his toes were scratched bloody. The bottoms of his feet must be in a much worse state. Already, Charles could feel Erik's gloomy thoughts surfacing, thinking about the camps.

"Stop, Erik. Please don't think about that right now. Can't you just think about warming up and having a cup of tea?" Charles protested.

Erik's eyes widened. Charles's voice was oddly strained, emotional.

"Erik, we have to get him back or he'll get pneumonia." Hank broke into their conversation.

Erik secured Charles closer to him and they started on their trek back to the house. After many stumbled steps and pauses to let Charles catch his breath they found themselves back on the mansion grounds. Charles started chuckling weakly.

"What a group of proper fools we look, hobbling back together in muddy pajamas."

Erik just mumbled an affirmative and steered Charles through the front entrance. With a wave of his hand, Erik unlocked the door and led them inside. Erik hated this, had hated every moment of this. Charles was obviously distressed and partly delirious. He was also pained and hyper-sensitive to Erik's thoughts. Something had happened, but Charles was not forthcoming, had no explanation why he had been outside in the rain all night.

Charles then decided to do something colossally foolish. He attempted to slip off of Erik and limp towards his room. Erik was caught so off guard by the move that Charles was already a few steps away from him before Hank and Erik captured him in their arms.

"Going to my room, stop-" Charles choked off with a small yelp.

"No, professor. We have to get you warm. You were completely unresponsive about an hour ago. Erik, do you think you could bring him to the main room? I'm going to get him some clothes and dry towels." Hank received an affirmative from Erik.

Charles was half carried, half dragged through the mansion toward their main living room with the largest fireplace. Charles let the fight go out of him and let Erik settle him on the couch while he got a fire started. Time started to pass quickly and hazily. Charles's ears were ringing, and every time Erik stoked up the fire, his headache throbbed against his skull.

Time seemed to skip a beat. Hank was back in the room, drying Charles off and taking off the sodden jacket and all of his upper layers. Charles was still shaking too much to work the buttons by himself. Hank batted his trembling fingers out of the way. Erik came out of nowhere and tucked fire warmed blankets around Charles. Charles squirmed. They felt too warm to his clammy skin. Charles did not know he was struggling to get away until Erik was shushing him and pinning him down.

Charles was tangled uncomfortably in the blankets, struggling to catch his breath that seemed to momentarily escape him. The professor gave a dry, rasping sob, skin oversensitive and mind balking with dread of the mental torture that was about to afflict it. He loved his students and friends, he truly did, but he could not stand being amongst them so soon. Long, strong fingers carded through his hair.

"Charles, stop it, you're safe." Erik soothed him.

Charles stopped struggling. He lay there, shivering. Erik held him down a moment more, gripping his wrists and hovering over his upper body. Charles proved to be docile after the brief struggle.

A young voice from the hall doorway startled the three men.

"What's going on? Hank, what are you-?" Alex had appeared, rubbing the sleep out of his eyes, in rumpled navy colored pajamas.

The teen's blond hair stuck up in every direction. He was squinting into the room. Muddy clothes lay on the floor while Hank and Erik hovered over the couch that was turned towards the fireplace. Alex's mind drew a blank, trying to make sense of the scene.

"The professor's very sick, Alex. Why don't you go back to bed, it's still early." Hank responded, trying to steer Alex out of the room.

Alex's eyes widened, gaze locking onto the couch that was turned away from him.

"No way, man. Teach, you okay?" Alex breezed past Hank and came to the other side of the couch.

"Teach?"

Erik let go of Charles, backing out of the way. Charles Xavier fixed a bleary gaze on his youngest student. The professor had never looked so…unraveled before. Dark shadows lingered under his eyes and his lips were bloodless. His hair was unkempt. His slender chest was visible above the blankets wrapped around him. His collarbone was prominent under his sickly pale skin.

"Alex? What are you doing up? Did you need something?" Charles asked.

Alex shook his head, biting his lip.

"Alex, could you go make him some tea?" Erik asked.

Charles opened his mouth to argue the errand, but shut it when Erik directed a mild glare towards him.

Alex nodded. His grandmother had been rather fond of tea and had taught him how to make it. It would be easy enough. Alex slipped out of the room.

"Feeling any warmer?" Hank asked.

Charles nodded.

"Honestly chaps, I am quite recovered. It takes more than one night in the cold to put me out." Charles was all bravado again.

"Damn it, Charles, you look…" Erik hissed.

"Yes, well, that fire is doing me good. I know I was a little drowsy when you found me, but look, I don't have any frostbite." Charles tugged his hands out of the blankets and wiggled his fingers in front of Erik and Hank.

"Professor, what happened?" Hank asked.

Charles blinked up at him.

"What?"

"You ran off in the middle of the night to go sleep in the rain, Charles. Anyone would be a little concerned." Erik said dangerously.

"Oh." He blinked up at his two friends, gnawing on his lip.

"And stop that." Erik growled.

"Stop what?"

"Biting your lip. It's bleeding." Erik said.

Now that Erik mentioned it, he felt a warm trickle of liquid drip down his chin.

"Did you get in a fight?" Erik asked softly.

"No."

Hank sighed heavily.

"I know you're frustrated, Hank. It's just hard to talk about this without making other residents of the house feel guilty." Charles said calmly.

"What happened?" Erik was becoming more and more insistent.

Charles took a deep breath.

"Sometimes, my telepathy gets too strong-too vibrant would be the word. You all have been rather stressed with what happened at the CIA facility. And to teach some of the younger mutants I have to let their memories into my head, to see how much they know that I can build on. A lot of mutants don't have happy memories; I'm sure both of you know that."

Hank swallowed.

"It all just got a bit much for me. Usually I brush other minds off. Letting everyone's thoughts in would have worked fine if not for the funeral we had yesterday. The grieving was what got through my mental defenses." Charles explained.

"So, you were feeling the grief and memories of 5 people?" Hank asked.

"All at one time, yes." Charles answered.

"Why did you do that?" Erik demanded loudly, face twisting into a contemptuous sneer.

"Erik!" Hank protested.

"No, why the hell did you do that, Charles?" Erik placed his hands on Charles's bare shoulders, seemingly tempted to shake them.

"Erik, let him go. If he doesn't want to talk-" Hank tried to undermine Erik's anger yet again.

"Shut the hell up, Hank! Don't you see? He did this to himself, for us. I was feeling like crap yesterday, but I could feel Charles in my head. I felt better. I thought it was because I knew I wasn't alone. But that isn't true, is it Charles?" Erik was shaking the telepath in earnest now.

Another drop of fluid flowed from Charles's face, but it was not blood from his lip. Nothing made Erik feel more like a monster than the tear that leaked from the corner of Charles's eye. Erik swore and backed away.

"No, my friend, you have every right to be angry. It was pretentious of me to take on everyone's pain as my own. It was controlling. I should know better than to meddle." Charles croaked.

Erik sighed.

After searching for mutants, Erik had gotten to know Charles Xavier. He was an intelligent, infuriating man. Charles was so self-sacrificing sometimes. He seemed so eager to throw himself into danger before examining the consequences, before determining the value of his intervention. Charles was so caught up in his head and everyone else's that he had forgotten to prioritize. So much money and education for such a foolish idealist made Erik angry, no, furious.

A shattering noise came from the kitchen. Charles started up, while Erik pushed him back down.

"No, Erik. It's Alex. He heard us shouting and he's afraid." Charles said insistently.

Charles turned one significant look at Hank. The young scientist nodded and slipped out of the room. Within a few quiet, tense minutes they heard Alex and Hank talking. Hank's voice had taken on a softened tone and they heard the sound of clinking china pieces being swept away.

Erik was staring into space with his arms crossed. He seemed to be considering something, but Charles blocked the thoughts from his mind. Erik had gone from thinking Charles had lost his mind in delusions to Charles was being a stubborn ass in a relatively short time, and Charles was reluctant to try his patience yet again. Charles's head was hurting too much to risk another shouting match.

Erik's booming voice had dredged up Alex's memories of his parents' fights and violence. Erik cast an uncertain look towards the kitchen. He took a few deep breaths as if calming himself before he spoke.

"You should have blocked us."

"I can't. Once I open all those lines of communication I can't simply close them off like shutting a door. It takes time to detach myself." Charles explained patiently.

"Then you could have come to me or Moira. We could have driven you out someplace without people. You didn't have to go on foot." Erik rationalized.

Charles raised his eyebrows.

"That would have worked, I suppose" He grudgingly admitted.

"Of course it would have worked. That is why you should have shown some sense of self-preservation and told someone. And you accuse me of being reckless." Erik said grimly.

Charles chuckled.

"Oh my friend, I think we have started to rub off on you."

Erik fell silent, unsure of what to say next. Charles coughed weakly.

"You should get some rest." Erik commented.

"Actually, I could go for a game of chess, if you would be willing." Charles said.

"Of course."

Erik stood up to go retrieve the board from Charles's room. Halfway across the room he changed tack and came up to Charles. Erik stooped down a little to look him in the eye.

"Will you come to me next time? It is better to make a stupid decision with someone else than to be alone." Erik propositioned him.

Charles appeared to consider for a moment before he looked up at Erik.

"I promise I'll be more considerate next time and let you be a fool with me." Charles said in all seriousness, but with a slight smirk tugging at the corner of his mouth.

"That's all I ask."

Erik ruffled Charles's hair playfully and went in search of the game board, leaving Charles to smile warmly after him.

The End

A/N: I'm a far better artist than writer, so if you have time check out my fanart. I'm summerartist on Tumblr and redsailor on Deviantart.