When Bill Guarnere had washed most of the mud off of his face and dried himself off, he quickly returned to the living area where Professor Xavier and the boy who had imitated him were sitting with Babe. As soon as Babe caught sight of Bill, he hopped to his feet and ran forward to wrap his arms around Bill's legs. "Hey kiddo," Bill said, patting him on the top of his orange head. "Missed you too."

"George," the Professor said to the boy on the couch who seemed to be nodding off. "Why don't you get to bed and get some sleep. You were very helpful tonight, thank you." George seemed relieved and nodded, making his way sluggishly upstairs and leaving the other three alone in the dimly lit sitting room that was probably old enough and fancy enough to be called a parlor.

Professor Xavier wheeled forward and put his hand on Bill's shoulder. "Normally we don't allow this. New students are placed in dorms according to their age and gender, so I would separate the two of you and leave it at that if this were a normal case. But if this case were normal, Babe would be too young for my school regardless. So I have a solution for the time being while all of us adjust to this."

He began to lead the two of them down another hallway but Bill interrupted his progress. "Uh, professor?" he asked.

"Yes?" the Professor answered.

"You ain't really gonna separate us, are you?"

Professor Xavier smiled at the two boys. "No Bill. No I don't think I could do that if I tried." He stopped in front of a door at the very back of the house and let them in. One double bed sat in the corner of the room and a very small bed, clearly for someone who had just left their crib, sat in the other side of the room. "This room hasn't been used for years, but I do like to be prepared for anything," the Professor told them. "I trust that you can get to the kitchen for food and water easily if you need to throughout the night. And I will come by in the morning to talk some more and make sure you two are alright. But for now, you're tired and need rest."

"Thanks, Professor," Bill said with a nod. "Say goodnight, Babe." He gave the boy a little nudge, but Babe refused to say anything.

"I don't think Babe will be talking to anyone for a while," Professor Xavier said. He turned to Babe and put a hand on his tiny and narrow shoulder. "But it's alright to retreat into yourself once in a while. There are lots of people here to take care of you now."

Babe didn't say anything but his wide brown eyes were blinking at the Professor's blue ones like they were having a silent conversation. Though for all Bill knew, maybe they were. Professor Xavier had known Babe's name right away and Bill could tell that the only reason why he asked questions instead of looking into their minds for the answers was out of courtesy. This was clearly the telepath that Henry had given them instructions to find and even though Bill was bone tired and still in survival mode, he felt safe here with the Professor. When Professor Xavier and Babe broke eye contact, he turned to make his way out of the room.

"Goodnight boys," he said before clicking the door softly shut.

Bill let out a sigh that he hadn't realized he'd been holding in and methodically started checking over Babe to make sure absolutely nothing was wrong with him. No bruises or scratches, no more mud on his face, and no tears in those bright brown eyes. After months of worrying over the small boy, living in a house with a mother and father who had treated him so horribly that Bill's stomach turned just thinking about it, seeing Babe so whole and safe made Bill's heart warmer.

"Come on, kid," he said once he was sure everything was finally alright. "There's a Babe sized bed with your name on it."

Babe nodded and walked over to the bed, sitting on it and holding out his feet in a silent request for assistance. Bill rolled his eyes and untied Babe's sneakers. "You know, sooner or later, you'll have to do this on your own. This isn't even the hard part, you just like being lazy." Usually remarks like this would get some sort of comment out of Babe, but it seemed like the Professor was right about him not talking to anyone for a while. And after all of the change and trauma the poor boy had suffered, Bill could understand that wholeheartedly. He just wished there was more he could do.

"Goodnight Babe," Bill said, tucking the little redhead under the sheets and going to his own bed before flicking the light off. He laid there in silence for a few long moments, staring at the ceiling and taking deep breaths. Though they'd only been traveling a few days, the journey north from Philadelphia had been so hard on the two young boys. Bill had used so much of his powers to make his arms stronger and hold Babe whenever he could, now his body felt like it would have to even itself out by loosening itself up and phasing through everything. Lying there in the darkness, Bill realized that he'd just about forgotten how it felt to have a pillow under his head at night and wondered if he would fall right through the bed in his sleep.

Just as his eyes were fluttering closed for the night, Bill heard movement from the other side of the room. He rolled over to see that Babe had gotten out of his bed and wandered over to stand next to Bill's, frowning in the way that little kids did when they wanted something. Bill sighed. "Come on," he said, lifting up the covers and inviting Babe up. His face broke into a smile and the back of his t shirt moved as the boy's wings were attempting to stretch out.

"Here kid," Bill said, changing the density of his hands so that he could easily rip two thin slits into the back of the shirt. "That better?"

Babe wiggled his shoulders around until his tiny white wings poked out and extended slightly. He smiled and nodded vigorously. "Okay good," Bill said. "Now it's way past your bedtime." He laid back down and pulled Babe against him, draping an arm over top of the boy and holding him close. Bill stayed awake in the darkness until the child next to him started breathing slowly and his little wings stopped fluttering. He fell asleep with a smile on his face because he knew Babe had never been safer or more content in his entire life.


Bill woke up the next morning with a jolt, briefly having forgotten where he was and what he and Babe were doing there. After reassuring himself that everything was safe and there was no cause for alarm, he was suddenly aware of how hungry he was. The Professor had told him to help himself to the kitchen, so Bill attempted to get out of the bed without stirring the sleeping child with the twitching wings. He felt himself relaxing, loosening his molecules and becoming as light as air. Phasing through Babe was no problem, but since the kid was a menace, of course it didn't work. The moment Bill was out of the bed and solidifying himself again, Babe's eyes had opened and he was staring intently at the older boy.

Bill heaved a sigh. "You hungry?" he asked.

Babe sat up and nodded vigorously. "Well then let's go," Bill said, pulling on some shoes and huffing out a laugh when Babe held out his own tiny pair of sneakers. "I seriously gotta teach you how to do this yourself," Bill said. He sat Babe down on the edge of the bed and tied the shoes, griping as Babe kicked his feet contentedly.

The kid looked better than he had in days, but his ginger hair was practically matted with knots. Bill shook his head and went over to the dresser in the corner, hoping to find a brush. When his search proved successful, Bill put one hand on the back of Babe's neck and brushed through the knots with the other. Babe closed his eyes and smiled. "Much better, right Babe?" Bill asked with a smile of his own. "Now let's go, I'm starving."

They raced over to the kitchen together, not expecting to see anyone waiting there when they arrived.

"Hello," said a young man, smiling warmly at the two of them. Bill couldn't quite tell how old he was, his face was still boyish and he wasn't very tall, but he definitely seemed to be an adult. "Professor Xavier would like to see you in his office, Bill. There's a lot you need to talk about."

The man smiled and crouched down to Babe's level. "Hey there," he said. "Wanna help me make some lunch?"

Babe looked up at Bill, wanting him to answer the question. "I gotta talk to the Professor," Bill said. He patted Babe's soft, downy feathers. "I'll be right back."


"You don't need to worry about Babe," was the first thing out of the Professor's mouth when Bill entered his office. "Harry is back from college for the summer and his specialty there is young children. Those two will be just fine."

The office was huge and had bookshelves of heavy leather volumes on all sides. The furniture was dark and regal looking. Bill had never seen anything like it, not even in the rest of the mansion and he spent a moment hovering nervously in the doorway. West Chester was nothing like South Philly.

"Please, sit down," the Professor insisted. "I want to talk to you about the future of you and Babe here at my school."

Bill nodded and sat down slowly, feeling intensely uncomfortable in the intimidating and lavish office. And despite the Professor being a comforting presence, he couldn't keep his mind away from all the terrible things that could happen. What if Professor Xavier sent Babe away because he was too young? The boy couldn't go back to his parents, Bill wouldn't let it ever happen.

The Professor looked Bill over with sadness in his eyes. "To begin, I want to apologize to you."

Bill was taken aback. "Why?" he asked boldly.

Professor Xavier sighed. "I have a way of locating mutant children across the country. Usually, that's how they end up at this school. Sometimes their families know their situation and are supportive and bring the student here themselves. I also have several advocate families that I am close friends with who host rallies and go on talk shows; I'm suspecting the ones you saw were the Websters. But when the safety of one of you is in danger, it is my job to find you and bring you here. In Babe's case, I failed to do so."

Bill frowned. "I don't really think it was your fault, Professor," he said.

The Professor smiled at him. "Thank you for saying that, Bill. But even so, it is my responsibility. Someday we'll have this conversation again and you'll understand." Bill nodded, though he wasn't entirely sure that he knew what the Professor meant.

The two were silent for a long moment before Professor Xavier went on. "I'm assuming Babe was born with his mutation? And you were neighbors."

"A lot of kids on the street knew about the baby boy who had wings," Bill said. "Nobody really talked about it; I don't think the adults knew. But my older brother Henry told me. He said that the Heffrons were ashamed that their son was a mutant."

"Did Henry help you find your way here?" Professor Xavier asked.

Bill nodded. "He'd been watching the mutants on television for a while. And we'd been making friends with Babe, that's how I found out I was a mutant too. He lived a few houses down from me and we'd sneak in after his parents had finished screaming and went to sleep. I was outside the house and I could hear Babe crying and I just wanted to get inside and help him feel better."

"Tell me about Henry," the Professor urged gently.

"He's my best friend," Bill answered without hesitation. "He's twelve years old and he's the only one who knows about me. He said that…" He trailed off and glanced down at the floor for a moment. "He said that he'd keep me safe from our parents finding out. And he'd help Babe and I get to your school. I don't know how he found out where to go, but he did it for us."

The two looked sadly at each other while the silence hung between them, almost a visual presence as the July sun caught small pieces of dust floating through the air. In a way, it looked beautiful, but mostly it just reminded Bill of why they were being so quiet. It almost felt as though someone had died. And honestly, he'd probably never see Henry again. So in a way, he was right.

"Bill," Professor Xavier began carefully. "We both owe your brother a great deal. I hope that you will write to him to let him know that you and Babe are safe here and that we all greatly appreciate the sacrifice you boys went through." Bill nodded, understanding how serious it all was.

"Now," the Professor said, this time less sincere and more business. "You're eight years old, yes?"

"Uh-huh," Bill said. "Just turned eight last month."

"Well, that would mean that you'd be placed in what we call our Level Two schooling at the beginning of next year. There aren't enough students here on a regular basis to have traditional grade levels. It's based on age, but a lot of times if students come in the middle of a year, I'll have them placed lower so that they can adjust to their lives here. Would Level Two suit you?"

Bill thought for a moment. "Where would Babe be?"

"Babe is too young for our Level One program yet," the Professor explained. "We've never had a case quite like him. But I'll talk with Harry about what to do with Babe until he's about two years older. Then he can join Level One."

"Could I be in Level One instead?" Bill asked, earning him a surprised look from Professor Xavier. "I just don't want to be away from him, he really needs me. So that way we're closer together."

The Professor smiled. "If that's what you want to do, then that's what I'll arrange. There are four boys in particular in the Level One class that I think you'll get along with very well. One you met last night, George Luz."

Bill smiled back, pleased to learn that he would get to keep taking care of Babe. "What about our room?" he asked.

"Well," the Professor began. "You seem comfortable where you are. I see no reason to move you boys until Babe is big enough for a regular sized bed."

"So we can stay together?" Bill asked to make sure, sounding incredibly excited.

"Absolutely," the Professor promised. "Now I think we're done here. Head back to Babe in the kitchen and ask Harry about introducing you both to everyone in the mansion. You and Babe will have a family here."


Bill could vividly remember rushing back into the kitchen, worried that Babe was still afraid of who, at the time, was a total stranger. Even though Babe still wouldn't talk to anyone but Bill, and even then it was in small doses, he had started smiling again with Harry. They were floating around in the kitchen, Babe's wings stretched out as though he really were flying while Harry used his powers to send them in circles around the room. Bill walked in to see them laughing together like he'd worried Babe would never really be able to do.

The two boys easily made friends with George, Frank, Don, and Skip due to the love of trouble making that they all shared. They had all suffered different trails before they came to the mansion, so everyone was very understanding of Babe's refusal to talk for his first few weeks there. When he finally broke his streak of silence around others, it was during one of his silent conversations with Professor Xavier.

"I can't go back to my Mommy and Daddy," Babe had said, shrugging his shoulder nonchalantly. "They don't want me because of my wings. Because there's something wrong with me."

Everyone was speechless at how to respond to such a wonderful young boy thinking that of himself and thinking that it was normal. It looked like the Professor was sad enough about it to shed a tear. But slowly everyone got Babe used to his wings and made him understand that there wasn't anything wrong with him at all. And eventually, he learned how to fly with them, amazing everyone in the mansion with how impressive it was every time he managed to improve.

As they grew up together, especially in the first month or so at the mansion, Babe would sleep squished up against Bill's side. Things in their dorm room were safe, comfortable, and quiet. They were alone to comfort each other and even as the years went by, some nights would still end with Babe lying beneath Bill's arm. Even once they moved to a larger room on the second floor with two twin beds to accommodate their now grown sizes, Babe would still feel safest and happiest when Bill brushed the knots out of his hair or rearranged his white feathers.

Bill wrote letters to Henry and missed him every day since he'd left home. The brothers talked often, but Bill never asked how Babe's parents, or his own, were reacting to their disappearance and Henry never offered up information about it. Bill felt like it was better that way, but so much of his life seemed to be missing. He'd look over at Babe, or think of Don and Skip and their time spent roaming the country, and remember what they had all chosen run away for. It would make him feel better, but still not whole.

"Bill?" Babe asked one day. He was eight now, the same age Bill had been when they'd made their journey to the mansion. God, he looked so young. And Bill wasn't even a teenager yet. "You're my best friend, right?"

"Of course, kid," Bill assured him. "What're you asking that for?"

"It's just," he said with a shrug. "I dunno. You're not my brother, but sometimes it feels like you are."

"Nah," Bill replied. "You're my brother, Babe. Always have been."