Disclaimer: I don't own or have anything to do with the creation of the show or its characters.

A/N- In the show, I just didn't like that Ben died, so here's something different. Also the time table in this story is a little different. Max is around 18. She had already met Zack and Logan an the rest of the things are like in the show, but assuming that all of this happened a year earlier. Also Tinga doesn't have a son and isn't married to Charlie, they have just started dating when she had to leave. The characters used in tis story will have the same personalities and backgrounds like in my other story.

Like it or not, leave me reviews so that I know what you think. If you do, I will post another chap very soon.


Chapter one

As usual, dirty market was buzzing with life. All around the place were people bargaining prices, buying with that little money they had, or just discussing the daily gossip. Max only stopped by while coming back from her usual night ride. Again, she couldn't sleep all night. Partly because of shark DNA, but partly because of the nightmares. They were getting worse.

Somewhere behind her, on the other side of the market, something clucked. A cat part of her DNA instantly recognized it's prey. She turned around and with predatory smile started closing in on it, making her way through the mass of people. Some middle age women was talking with a current owner of Max's food. It seemed like she was about to buy it. Her inner cat hissed.

Max turned toward an owner and smiled charmingly. -How much for the chicken?

-I am buying it at the moment, young lady. -the woman said scowling.

Max just ignored her, still smiling at the old men. After some sputtering from him, more Max's smiles and some woman's angry outburst, Max left with chicken in the cage, smiling widely. This Saturday was turning out to be better than she expected.


Young man in his late teens exited out of the train. His dark blond hair glistened in the rare Seattle sun. Scowling, he made his way toward station exit. His steps even, controlled, soldier like. Sun's reflection from some object caught his attention and he turned his gaze toward it. At that moment his posture changed into one of a hunter. His gaze focused, shoulders lightly crouched and dangerous glint entered in his eyes.

The direction of his walk changed. Now he was walking toward his prey.

Toward the owner of a golden locket.

Locket with merciful face on it.

The face of his Blue Lady.


-You sure you don't want any, OC? It's delicious. -Max asked her best friend, finishing her chicken meal.

OC only looked at her for an answer and Max barely suppressed giggles. After she killed the chicken, OC lost any appetite and now she was giving her the same look she did then. Pure disbelieve.

Before she had the chance to say anything else, her beeper announced that Logan needed something. Again.

He seemed serious on the phone so she went to see him. Not really knowing what to expect, but not really caring either, she came inside.

The news turned out to be much worse than she expected. When he told her that her brother Ben's body was found, the memories of their time together assaulted her mind and a lone tear made it's way down her face. She went to the morgue to say goodbye and pay her respect to the fellow soldier and a long lost brother, but what she found there was much worse than dead brother.

As if things couldn't have gotten worse, the next day Logan found out she have been lying to him and wouldn't let her go. She was barely paying attention to him, only occasionally putting him off. But his next words made his way through her weird haze.

- ...two in Chicago, four in Miami, three in New York. -she heard the end of his sentence.

Turning around, she finally started paying some attention to him. Ben killed so many?

-And each time Lydecker swooped in and closed the investigation. For some reason, he's been protecting a killer and apparently so are you. -he said in that disappointed, accusatory voice.

What is he trying to do? Make me feel even worse? -I'm not protecting anybody.

-Why did you lie to me?

-If your brother was a killer would you want people to know?

-I'd want him stopped. -And, not knowing, he said the worst possible words. Stopped. As in... killed? Captured?

-I'm on it Logan.

-Let me help.

-I don't want your help. -she turned around, not able to listen to him anymore.

-Why not, what's going on, what are you not telling me?-his voice rose.

-Back off and let me handle this. -and just like that, she was gone.


The guards dragged his limp body through the simple, gray corridors. They threw him to the cot and left him there. He didn't move a muscle. Everything hurt, but his head the most. After six months of constant torture, they finally let him go. He was supposed to be happy because of that. He was supposed to be happy he survived. He was alive. And very aware of that, with the constant pain. Yet, all he felt was huge hate toward his clone. Toward 493. Even now, years after the escape, he was still able to make his life a living hell.

Again, the door of his cell opened with a click. 494 blinked couple of times, trying to see who came inside, but his vision was still blurry of all the drugs they pumped in his system in PsyOps.

-Hey... I heard you were released... How you feeling man? -masculine voice reached his ears.

-All...- 494 started, but his voice came out as a croak. He coughed a bit and continued. -All right. I'm always all right.

510 rolled his eyes. Always the same story with his CO. -Good.

-I'm gonna find him one day... and I'm gonna bring him here.

510 nodded his head. -And I'm gonna help you.

But 494 continued, not even hearing his best friend's words. -And then, I'm gonna find each and every one of them. They deserve to suffer too. It's all their fault anyway.


The night fell over Seattle, an orange lights glowed through a polluted fog, making it look even dirtier than during the day. Max was leaning on the wall in the Space Needle, deep in thoughts. Earlier that day, she came across Ben, in the church. After nine years, she finally saw him again. But the circumstances were all wrong. That was not how it was supposed to happen. She wanted to scream. Or cry. Whatever will help. But she did none, instead she decided to solve the problem.

She heard steps and prepared herself. Ben was finally leaving his high place. As soon as he came close enough, she jumped, with cuffs prepared in her hand. She bumped into him, instantly locking it on his wrist. She sent them both flying across the room until they reached some iron bars. That's where she closed the other cuff. She held his free arm behind his back.

-The priest, where is he? Tell me! It's over. -he tested his restrains while she was yelling at him.

-Is it? What are you gonna, call the police now? -Max held his gaze, but said nothing. -I didn't think so. Exposure for all of us. -he said confidentially, testing the cuffs again.

-I can turn you over to Lydecker. -her voice was one of a little girl, trying to threaten to someone, knowing it was in vain.

You wouldn't do that, would you? Your own brother?

-I bet he would like to figure what the hell went wrong with you. -she was so mad at him. The words came out before she could stop them.

-Nothing went wrong with me! I m doing what I was made to do! What we were taught to do! -he yelled. Her words finally made some effect.

-Hunt people down to perform amateur dental surgery? I must've missed that class. -now she was mad too.

Ben only smiled. -You seem to know quite a lot what I've been up to.

-Where's Destry?

-Not that I mind. -he just continued, like she never interrupted. -You are one of the few people who could possible understand.

-You see that's where you're wrong. I don't understand.

-C'mon Maxie, don't tell me you've forgotten that day.

She didn't. -Believe me I've tried. -she said, her voice quiet, like she was somewhere far away.

-But you can't can you? And you wanna know why? Because it was the most accelerating day of your life. -she started to shake her head. -For one brief moment you were what you were meant to be. A predator. What's the matter Maxie? You afraid to remember?

-I don't wanna remember.

-Because it scares you? -he yelled, trying to bring her out of her weird funk. -I think we even scared Lydecker that day. -his eyes glinted predatorily again. -I remember watching him run off to the woods. How long it seemed for Lydecker to count down the seconds. -Max remembered that too. -He never had the chance. Don't tell me you don't wake up with the sound of your heart pounding in your ears?

-Shut up! -she remembered felling just like he described. She never wanted to feel like that again.

-The taste of blood in your mouth?

-I said, shut up!

-You're like a wolf in sheep's clothing Max. You're hiding your instincts! Every minute of every day, so no one would know what you really are. A soldier. A hunter. A killer.

-Shut up! -she yelled, slapping him across the face. She grabbed his hair, making him look at her.

He wiped the blood from his lip with his cuffed hand. -See... What did I tell you.

She let go of him, feeling like shit. Pissed at herself and him. And Lydecker and Manticore. At the world actually.

She sat all the way across the room. She wouldn't let him make her loose her control like that again. It was her turn to speak.

-The barcodes. Why the barcodes?

-They're soldiers. Worthy opponents.

-But you're not giving them just any barcodes. Your giving them yours.

-War is art. Remember? -he became sarcastic. -So what if I sign my work. -and sarcasm became defensive.

Max saw her opportunity to broke his defenses. She was on the right path. -No, there's more than that. You give them your barcode and you hunt them down and then kill them. -he looked away -Don't you get it? You're killing yourself over and over again. -he laughed, defensive again. So she pushed even further. -Do you hate yourself that much? Hate what you're doing that much?

-I do it for her. -And he truly believed in that.

-The Blue Lady? C'mon Ben! We made her up.

-Don't say that Max. Don't ever say that.

-Normal kids had the Tooth Fairy, we had her.

-She's real.

-Then, why didn't she protect us? Why didn't she protect Jack?

-Because we failed her.

-Or Eva?

-Because we weren't strong enough.

-Like hell we weren't. We got out didn't we?

His confidence wavered again -I know what my mission is. I have faith in her.

-Is that why you give her your victim's teeth? To make her heart stronger? To fight the Nomalies? -now she was sarcastic.

-Shut up. -Ben started to see how naive that sounded, but he couldn't let that happen. He was right. He had to be.

-You're the Nomaly.

-No. -Was he?

-The genetic mistake.

-No! -his voice rose. He couldn't be!

-The monster in the basement. Ben you know what you're doing is wrong. Some part of you wants to end. - And that was true. It was becoming too hard! -So end it. -an unwanted tear escaped from his eye. Could he really end it? Could Maxie help him? -Tell me where Destry is. Your mission is over. You can't keep trying to recreate Manticore.

-We never should have left. Everything made sense there.

Max took his hand in hers. He could feel her warmth. -No. Nothing made sense there!

-I'm a good soldier. I try so hard. -but he was alone all this time. It was so hard to be alone.

-Tell me where he is. -Max said gently. And he decided that was exactly what he was gonna do. Maxie was gonna help him.

She didn't take off his cuffs, he deserved them. He brought her in the abandoned factory, where he lived these days.

He showed her where Destry was and she pushed him on the floor. Why was she so pissed at him? He looked around the place.

Mission.

Duty.

Discipline.

He abandoned his mission. Good soldiers don't do that. It was his duty to continue his work. He needed discipline in his life, or Blue Lady will leave him!

And Max was standing between him and his goal. That's what bad soldiers did.

He booted her in Destry's cell, and took the priest out, slamming the door shut. Max started to yell, warning Father to run.

-Yes father. By all means. Run. -he said calmly. He was back on a good track.

By the time, Max got herself out of the cell, Ben had Destry on the floor.

-We can let him go. Find someone better. -she tried. What did she think, that he was an idiot?

All he wanted was for her to understand.

She jumped and kicked him in the chest. His pray got away. And it was all her fault.

Family or not, she had no right to do that. Now, he was pissed.

They started circling each other. If he beats her fast enough, he could still catch the priest. He attacked first, but she gave as good as she got. Most kicks she blocked or avoided, but this wasn't the first time they fought. He remembered how sometimes she left her head unprotected, so he strike, hitting her across the face.

That pissed her off. Was he playing dirty? Well, he wasn't the only one with a card in his sleeve.

Staying out of options, he kicked her, and she went flying through the air, finally hitting the tree.

He thought that he had her now. But Ben was wrong. She kick her leg out and broke his knee. Excruciating pain overtook him and he rolled down. It hurt so bad, he couldn't even sit normally.

Max went by his side, but he didn't want her here. Still, she wouldn't go.

Once they calmed a bit, the sound of a approaching helicopter reached their ears.

-Don't leave me here. -Ben said in a voice of a little, lost boy. It broke Max's heart. -Don't let them take me.

-Ben, I can't carry you. We'll both get caught.

-I know. -he interrupted.

Max looked down at him, instantly knowing what he meant.

-Ben I can't. -she really couldn't.

-Please. You know what they'll do to me. They'll put me down there. With them. The Nomalies. Please... -he sounded so broken.

She almost said yes, but then remembered all the good moments they shared together. He was her Ben. There was no way she was gonna kill him. Looking down in his hazle eyes, she knew that if she left him here, he will just do the job himself. She considered knocking him out, but knew he will find the way. If not now, than in Manticore. In the cell, or during the transport. No. She won't let that happen.

She grabbed his collar and hissed in his face. -Obviously, you leave me no option! I will not kill you and I won't let you do it yourself! So the only thing left is for you to fight! Now, prove how good soldier you are and fight that pain! Is that clear soldier?!

Ben looked at his childhood best friend. She was always so persistent. She won't let this one go.

He gritted his teeth and with her help, got to his feet. Black spots messed with his vision.

-Now, walk. -she ordered. Most of his weight was on her, and they made slow progress. He started to lose his hope again.

But she wouldn't let him. She kept pushing him forward. So he complied. It was long since somebody did something like this for him. Fought for him.

The soldiers, that were hunting them, were closer and closer, and finally, Ben let go of his hope. -Maxie... -he started. -Just leave me here. Save yourself. We will both get caught.

She shook him, furiously. -I'm not leaving you Ben! Now, if you don't wanna do this for yourself, do it for me. Because if they catch us, they will catch us both. And then, you will kill yourself and I will be left alone, for the Nomalies.

The picture of Nomaly eating his Max wake him up. Adrenaline coursed through his veins, blocking the pain. He will do this for Maxie. He won't let them hurt her.

TBC


Like it or not, leave me reviews so that I know what you think. If you do, I will post another chap very soon.