Disclaimer: I do not own Teen Titans or any other DC characters.

Author's Comments: This is co-written by Thowell3. Yeesh, we're writing three stories simultaneously now. Make sure to check out his other work! Enjoy!

Chapter 1 – A Better Class of Criminal

"So Raven," Changeling shifted uncomfortably from foot to foot. "I know we've been friends for a really long time…" He paused, taking a big breath. "And I was just wondering if maybe we could be more than just good friends…" Silence. Changeling scowled. Deep green eyes set in an olive-green complexion with large pointed ears and one protruding lower canine scowled back at him. "Yeah like she's going to say 'yes' to that!" He exclaimed angrily. "That was lame dude! Lame!"

"What's lame?" Changeling spun around to see Cyborg leaning in his doorway. Most of the dark-skinned titan was high-tech prosthetics.

"I thought I smelt motor oil," Changeling scowled.

"You need to just ask her man," Cyborg ignored the green Titan's words. Changeling scowled and crossed his arms over his chest.

"I wasn't asking your advice Tin Man," he glared at the cybernetic Titan. Cyborg raised his hands up into the air.

"Hey man, chill!" he exclaimed. "You have to calm down and ask her."

"Easy for you to say," Changeling grumbled.

"Ask who what?" the sweet voice startled the two young men. Starfire's green eyes sparkled almost as much as the engagement ring on her finger. She reached up and brushed her fiery red hair out of her face. Her skin was slightly orange.

"Not…nothing," Changeling gulped. "Nothing at all."

"Our little man was about to ask out…" Changeling quickly covered Cyborg's mouth with his hands.

"He has a very overactive imagination," Changeling grinned nervously at Starfire.

"Hey what's going on?" Nightwing, leader of the Titans, poked his head around his fiancée.

"Friends Changeling and Cyborg were talking about asking someone something," Starfire replied. Cyborg tried to talk through Changeling's hands.

"It's nothing!" Changeling exclaimed. "Nothing at all!"

"I think that Changeling and Cyborg need to talk in private," Nightwing slipped his arm around Starfire's exposed waist. "Let's go over the wedding plans a little more." In his mind, Changeling thanked Nightwing and realized that he now owed the Titan's leader. Nightwing was thinking that now Changeling owed him when Raven appeared in the doorway, her dark eyes regarding the group dolefully.

"Um," her voice was gravely. "Nightwing did you call a secret meeting in Beast Boy's room?"

"It's 'Changeling' Rae," Changeling corrected. The telekinetic Titan was the only one who hadn't stopped calling him by his former name. Raven scowled, her dark eyes piercing him.

"I'll call you 'Changeling' as soon as you stop calling me 'Rae," she growled.

"Now you're just being difficult!" Changeling sighed.

"Whatever," Raven turned and strode away.

"Come on Star," Nightwing looked up at his fiancée as he spoke. "We better leave Cyborg and Beast…Changeling to talk." They strode away, arms around each other. Once they were out of sight, Changeling moved his hands away from Cyborg's mouth.

"Way to impress Raven man," Cyborg smirked. "Call her the one thing she hates being called."

"Shut it Tin Man," Changeling snapped. "I'm not asking for your help. I just…I just need more time to think about how I'll do it."

"You've had years man," Cyborg stressed the word 'years' as he said this.

"And I still have time," Changeling retorted. "I am only in my twenties."

"Why put something off to tomorrow that you could do today?" Cyborg questioned.

"Geez!" Changeling exclaimed. "It's not like she's not going to be here tomorrow!"

"You never know with our line of work," Cyborg shrugged. As soon as the words were out of his mouth, the alarm went off in the hallway.

"Saved by the bell," Changeling exhaled sharply.

"You are so lucky," Cyborg shook his head. "I'm not finished yet though."

"This can wait," Changeling replied. "For a long while. Let's find out who it is." The two young men trooped out of Changeling's room and into the main room. The other Titans were gathered around the television.

"It's Scarecrow," Nightwing gasped. "What's he doing in Jump City?"

"Scarecrow?" Raven repeated.

"Isn't he the dude who deals with fear?" Changeling piped up.

"I thought he was in Arkham," Raven frowned.

"He's supposed to be," Nightwing replied. "So let's catch him and put him back where he belongs."

- Scene Break -

The night was dark. The moon was hidden behind some clouds. The perfect night to inspire fear. Scarecrow took out a credit card that he had stolen and tried to force open the door to S.T.A.R. labs.

"Hold it right there Scarecrow!" Scarecrow turned to see five adults in front of him. The one in the lead was clad in black with a blue bird emblazed on his chest. Scarecrow knew that this was Nightwing. Hovering slightly behind Nightwing were two women. One was clad in a skimpy purple number, had fiery red hair and glowing green eyes. The other was clad in a black full-body leotard with a blue hood, blue wrist bands, and blue slipper-like shoes. Her hands were grey, and her eyes were dark. Crouched below her was a green skinned young man wearing a dark-magenta vest, fingerless gloves and black pants with dark-magenta shorts overtop. The last was a dark skinned young man who was mostly prosthetics.

"You think you can defeat me," Scarecrow scoffed. "I am not afraid of you. But you should be of me."

"Maybe you should be afraid," Raven growled.

"Why should I fear you?" Scarecrow asked.

"Trust me," Raven growled. "You don't want to see me angry."

"Come now and you'll avoid the beating," Changeling suggested. "There is a nice padded room too. You'll also avoid seeing Raven become The Hulk." This remark earned him a glare from the telekinetic Titan.

"Thank you Beast Boy," she hissed, a hint of a darker undertone in her gravely voice.

"It's Changeling," Changeling corrected.

"You should focus more on your opponent than on each other," Scarecrow mused. Changeling ran forward, breaking the ranks. "Now see your true fear!" He reached into his pocket and took out a little bottle and sprayed it in Changeling's face.

"Beast Boy!" Raven called. Changeling stumbled backwards, gasping for air. Abruptly, he clutched at his stomach and hunched over.

"Raven!" he gasped through clenched teeth.

"Changeling, you okay?" Cyborg approached the doubled-over Titan. Changeling looked up at Cyborg, his deep green eyes wild.

"You can't take her!" he screamed.

"Don't get too close!" Nightwing called to Cyborg. Changeling leaped at the cybernetic Titan, but Starfire swooped down and pulled him safely out of the way.

"What's happening to him?" Raven whispered.

"The Fear Gas has taken hold," Nightwing explained. "He is seeing one of the things he fears." Changeling growled, and his costume began to rip. The rest of the Titans watched as he began to shift into the beast. The creature gave a frightening growl, his powerful frame poised, ready to attack.

"Beast Boy?" Raven tentatively floated towards the quivering beast. He reached out one of his massive paws, and brought her gently towards him. He gave her a gentle nuzzle with his nose, and then placed her on the ground. With a roar of rage, he sprang forward and attacked the three other Titans. "Beast Boy, no!" Raven yelled, but the beast didn't seem to hear her.

"Well isn't this an interesting development," Scarecrow mused. "Now if you'll excuse me, I'll be off." He began to stride away. His legs became encased in black, and he was yanked off of the ground and hung upside down.

"Oh no you don't," Raven growled.

"Would you like to see fear as well?" Scarecrow asked her. "I suggest you let me go now or I dose you too." He glanced behind her as the beast let out a roar. "Besides, I think you'll need to save your friends."

"What have you done to him?" Raven bellowed.

"He is seeing something he fears," Scarecrow replied. "That is the nature of my Fear Gas." He glanced at the three Titans trying to fight off the beast. "But this isn't something I see often. He is fighting back. By all rights he should be cowering, curled up in a ball."

"Fix him!" she hissed.

"I can't," Scarecrow replied. "I don't have the cure for what ails him. He has to work through it." Raven glared at him, her anger rising. Rage coursed through her, causing her eyes to burn red. Black tendrils of energy snaked out of her cloak and grabbed Scarecrow.

"Ah, I see I get the same treatment Dr. Light did," Scarecrow mused.

"Fix him!" Raven bellowed, a darker, deeper voice overlaying her own.

"Perhaps I'll write a paper," Scarecrow shrugged. "Wouldn't be the first fear based one." The tendrils dragged him closer to the telekinetic Titan.

"Time for a taste of your own medicine!" Raven growled. The tendrils began to drag him under her cloak.

"Augh!" Scarecrow shrieked. "No!"

"What's the matter?" Raven growled, Rage coursing through her system. "Afraid?"

"Raven!" Nightwing bellowed. Raven turned to look at him, her red eyes burning. "We need help here. He's very afraid."

"As he should be," Raven bellowed.

"Not Scarecrow," Nightwing replied. "Changeling." Raven gasped, her eyes returning to normal. Scarecrow lay huddled in a little ball on the sidewalk. He twitched and whimpered. The beast charged and struck Nightwing with one of his massive paws.

"Beast Boy!" Raven flew over to the beast. "Beast Boy stop!" He looked at her, growling softly. Raven gently placed her hands on his furry face. "It's okay." She assured him. The beast's ears lowered. Raven gently pressed her lips to his nose. "It's okay." She whispered. "I'm here." The beast let out a contented sigh.

"Raven," Nightwing piped up. "How did you do that?" The beast turned and growled at him, baring its teeth.

"Shhhh," Raven soothed him, running her fingers through his thick green fur. "It's okay."

"Okay," Cyborg pointed at the two Titans. "Is anyone weirded out by this?"

"Why is friend Changeling so calm when friend Raven does this?" Starfire enquired. The beast began to make a throaty noise which Raven realized was similar to purring.

"Now that would be almost cute," Cyborg stated, "if it weren't for the fact that if we make any sudden noises he would attack us again." Raven stroked the fur of the beast's face. He continued to make the throaty noise.

"Come back Beast Boy," she whispered. The gigantic form of the beast began to dwindle. Raven pressed her lips to the thick fur of his face. The beast dwindled back down into Changeling. He collapsed. "Beast Boy?" Raven took him into her arms.

"Don't wake him up yet," Nightwing instructed. "The gas is still in his system. We should get back to the tower." Changeling stirred in Raven's arms.

"Raven?" he asked weakly.

"Shh," Raven placed her hand gently on his forehead. "Sleep."

"You…" he took in breath. "You're okay?"

"I'm fine," she assured him, a small smile crossing her grey lips.

"I thought…" Changeling looked up at her. "I thought I lost you."

"Shhh," Raven held him tightly. "Just sleep." Nightwing smirked as his thoughts about what the two Titans felt for each other were confirmed.

"Dude!" Cyborg exclaimed. "I totally knew it!"

"Shut up," Raven scowled at the cybernetic Titan. "He's almost fully asleep." A moan from nearby reminded the Titans that Scarecrow was still there. Nightwing walked over to him.

"What are you doing here Scarecrow?" he demanded.

"So dark!" Scarecrow whimpered. "Make it stop!"

"Raven is there anything you can do?" Nightwing inquired of the telekinetic Titan. "I need to question him."

"Oh it's too late for that," Scarecrow replied.

"What?" Nightwing glared down at him.

"I'm the least of your worries," Scarecrow replied.

"What are you talking about?" Nightwing demanded. "Why are you the least of our worries?"

"Scarecrow," the criminal mumbled. "Scarecrow."

"Raven," Cyborg frowned. "What did you do to him?"

"The joke's on you Titans!" Scarecrow babbled.

"I didn't do this," Raven replied.

"You'll scream," Scarecrow babbled. "And you'll cry."

"What is he talking about fiancée Nightwing?" Starfire inquired.

"He's psychotic," Raven replied.

"More of a reason for us to send him back to Gotham," Nightwing replied.