In a quick motion Fang did a side step to avoid Max's backhand fist. He raised his hands in a defensive motion, in a whoa-Nelly movement as her fist aimed again for his opened hands. With ease he blocked each one, "it's my shift." No one made a sound, only the panting from Max's chest and Fang's silent breathing was distinguished in the dark, hush night. His face gave no hint of her sudden outburst from before, her scream but Max could read his face. He was slightly curious but mostly moreover worried, his jaw was tense.

"Your shift for what?" She hissed in his face, her nose already touching his. Her teeth were bare and shinning, gleaming white and perfect in the moonlight. Her brown eyes only burned into his like a flamethrower, he blinked once before he felt them get moist. He reached forward with a tentative finger, stroking her pale-scared face.

He leaned close before Max jumped back. "Stop it." He chuckled loving the way her nose snorted and wrinkled in disgust or anger or when she was just plain irritated. And right not he was irritating her. He just said three words and already she was being defensive. Although his chuckle seemed to only enhance her fury as she balled her fists, "why are you laughing?"

With a shake of his head he gave her a crooked smile, a flop of his dark, silk hair feel over one of his right eyes. "Nothing, Max. It's my turn to take watch." Even if it was unknown to Fang's knowledge, Max immediately calmed after seeing his smile in the moonlight. Realization dawned her, he wasn't accusing her of anything, he didn't see her monstrous and horrendous reflection in the water. He didn't know and she could breathe once more.

"What we're doing out here anyway?" He shifted uneasily wondering if an enemy was on them, feeling the trees closing around him, but he knew he could take flight at any moment he desired.

Sweat beaded her forehead as she wiped it away with the back of her hand, "I thought I heard something." Her eyes flashed to his, "false alarm." She charged passed him bumping her shoulder against his. When a firm, olive wrist caught her arm.

"You okay?" Max flinched, her entire body jumping a few inches off the ground. She dared to turn and confront that face once again. She didn't like lying to him but she didn't like discussing it either. The Eraser faces happened once before awhile back in book 2. Maybe you remember it? Maybe you don't, regardless she would have Fang deal with it if something ever happened. Now that it was backed she wanted it erased from her and her past. And the truth was she was scared. And fear was weakness and she didn't discuss weakness to anyone, not even Fang.

Not brave, fearless Max. She was the leader leader's don't act that way. Fears only make you stronger, Maximum. Max pretended she didn't hear that. Ignoring the voice, "yeah, I'm fine."She wretched her hand away from his grasps and reclaimed her spot next to Angel.

It was like nothing disturbed this place. Everything was as she left it, she took a quick peek at her hands. They were normal…well bird-kid normal. Half-bitten nails, dirtied fingers, were all she saw. Nothing Eraser-fied about it, not six inch claws or haired paws, she sighed with relief.

She laid her head down and waited to hear Fang's quiet footsteps brushing against the grass as he made his spot to a tree branch. There was a swoosh when he landed in the tree then nothing as if he sound wasn't a possibility for him. The fire was still crackling softly and she let the warmth lull her to sleep but she wouldn't get any real sleep tonight.

Fang watched as Max closed her eyes within minutes. When she bore her teeth at him he could of swore he saw her eyes dilated to an elliptical and shine a strange yellow. And her teeth were razor sharp but maybe that was a trick in the moonlight. But when he looked at his hands he saw the scratch marks. Marks that didn't belong to fingernails especially Max's bitten ones they weren't deep but disguisable. The curve of the scratch and the width was similar to the one Ari inflicted on him so long ago.

His eyes glazed over the flock and then rested back onto Max's sleeping form, her face was twisted into that of a snarl.

It was still night and Rayne knew the flock was close by. Her flight to and fro to the school wasn't that long maybe less than hour at best. And she didn't feel like fighting not after the brawl and Omega's punishment, she shivered at the thought. So instead she flew as far as she could even farther away from the flock than she was supposed to. If Omega had something to say about it she would have felt it, literally. A hand automatically went to her chest almost feeling the panged from before.

Others were advised to accompany her on this mission but she dismissed it. She didn't want anyone working with her, they always held her back and always had their two-cents to inform Omega. And usually she would be the one to take the consequence. Despite her words, someone did accompany her and she didn't want anything to do with him even if he was feigning-compassion. He couldn't fly of course, but he could run and right now he was running the forest.

His scent following wherever Rayne led him he looked and watched her figure shown in the moonlight, his eyes stared in awe. Elegantly she would spin, dip and dive then ascend again. He let out a low whine when she disappeared from sight. His ears perked catching the slightest wind-slice or the swoops from her winds. Again, he whined when he felt a gentle hand danced between his ears. "I wouldn't leave you Sammy," Sam gave a yelp of joy and licked her face. She quickly swats his snout, "don't, we're not friends only allies."

The Eraser Sam began to transform right in front of her. Standing perfectly naked in front of her but she wasn't easily tempted by lust. Her eyes were up at the sky staring at the alabaster moon. "You could smile more." He winked although Rayne didn't catch it. "It's beautiful." His breathe musty and he was standing too close for proximity. If Omega was dead, Sam would be the next beautiful mutant except for the dark, one Fang.

A smile spread across her lips, "There you go." Sam barked. Before it formed it was gone, all smile gone. "There close aren't they?" The wind was blowing and Sam could already smell the sweat of Maximum Ride.

Both their heads were turn towards the same direction catching their scent in instant. "Yes." Already Sam was charging west south-west, forty degrees. His from on all fours and his lips pulled back from his teeth. "Wait!" Rayne propelled herself with wind speed of seventy miles per hours and put herself in from Sam's Eraser form. She caught him levitating him in his tracks as he trashed to move his excited body. After a moment, his body slumped looking at her with questioning eyes.

Her hands were still out stretched in front of him watching as he rose and fell in the air, "not yet." She looked over her shoulder hoping the flocks haven't heard her. "Wait till daylight then we strike."

Slowly she set Sam down, his ears flat against his hand, "You're not going soft now are you?" A low-mocking growl rattled in his throat. He cocked his head to the side and let his tongue flop out.

In response a howling wind smashed into the trees, "of course not. Screw those bird-freaks." Her feet were several inches of the ground her hair whipping against her face.

"You're cute when you're like that." A side-long glance flashed her way resulting in warmth to creep along her neck and cheek, "hmm that hue of red is even cuter."

"Shut up, you mutt!" She shook her fist slowly letting herself touch the ground, as she did so. She lashed out in fury when she felt to claws bite deep into her shoulder. His face suddenly close to her's. She was shocked to be found in this position, not by the sudden pounce. "What are you doing-"

"Shh!" He was almost lying on her as he crouched down even lower. "Something coming."

Lying perfectly still she tried to summon a wind enhancing sound affect and sure enough the flap of wings hissed through the trees. As a dark figure flapped through the forest, it was him! The dark one from before, Rayne saw the hair on Sam's neck rise. A low growl resonates from his throat. "Not yet." She whispered, Sam gave her a look saying why-not-this-is-what-we-are-suppose-to-do. She only shook her head bringing a finger to her lips. She mouthed, 'daybreak'. And they both waited to Fang were out of earshot to move.

The warmth from Sam's body could still be felt on skin she kept casting him a glance but he kept his post. Rising his snout every so second. He was clearly not satisfied with taking orders. "Why didn't we go after him? It was a perfect chance to nab him." He growled, "He was separated." Although Rayne never seen him so angry before she didn't rise to the bait.

"Why?" With a cocky grin she disappeared into a twister and appeared in his face, "why my darling?" She let one finger glide under his chin. "Because that wouldn't be any fun."

The muscles underneath his silver-grey coat shook, "What!" He howled in raged all compassionate and sardonic gone, "this isn't fun, this is work!" His jaws snapped out but were quickly closed as a small whirlwind snapped it shut.

"I do as I please, Sammy. And no one not even you tell me what to do. I' am free" She murmured with a purr. Light was breaking from the horizon she snapped her fingers letting the wind dispel, his jaw free. "Soon we will go."

Sam snorted shaking his muzzle, "except Omega," he muttered. Rayne turned so quickly that even a twister couldn't reach such speeds compared to hers.

"What!" she spat slamming the wolf into a tree. She heard a sickening crunch and turned watching his limp body fall in a heap. "That's what I thought you said." She held her hands behind her back waiting till the great ball of light made its way into the pools of orange and purple in the sky. Soon a shadow descended above her into the shape of giant, muscular, figure. She only turned around to have a paw around her face, pinching her cheeks.

"We're all changing Rayne." Her body continued rising from the ground, "all of us. Our bodies, our DNA, our strength, even stranger things than the whitecoats could ever comprehend are happening to us. Me? I don't know. You?" He shook his head, and dropped her into heap. Watching the stun face on her expression, "Let's go. It's past daybreak."

She watched as he stood on his hind legs, tall and muscular. The back of his spine was moving, correcting the broken bones, reconnecting itself. His body was like its own medical room. Bone cells multiple and reformed to their original forms. Sam could heal himself even from fatal wounds.

With a steady jog she strode to his side keeping pace. His legs were longer than hers, his pace faster. Lips were pressed into a thin line a question bubbling inside her. Her eyes drifted to his spine again, it wasn't moving meaning it was done healing the body's injury and damage. Then, her eyes shot back to his face again. His eyes were locked on her face before she broke the stare first. He knew something and she intended to find out. We were changing, but how? We were made as we were no add-ins. Once you were test-tube or whatever, whatever they put in before birth was the end of mutation process. There wasn't any hidden power to be unleashed, nothing deep within these cells, this DNA.

What you see is what you get. This was it and whatever the white coats put in your…Rayne froze staring at the marks on her arm. They continued to inject her and Sammy with something was that cause? Were they causing her DNA to divide and mutate? No, the flock didn't have anything injected in them for years thanks to that white coat, Jebidiah. So why would they mutate now?

She again, stared at ahead. She knew which bird-kid she wanted to snag in order to find the answer to her question.

The drumming of the keyboards beneath Omega's fingertips was the only sound that reverberated against the white walls of the corridors of his room. He clicked and tapped as he tried to tap into the Schools surveillances. Breaking every fire wall, virus blocker, and even every rule on School grounds; he knew Mr. Hart would have his heart if he ever found. That's why he had his trustee CPU at his side, which hummed quietly by his calf.

Almost there he had one wall to break before he had access. Well aware that the flock was not far from the vicinity thus meaning hidden cameras were lodged into every rock, every stone, and yes even some animals with miniature cameras to observe anything that moved less than thirty-five miles away from here.

A slow, cat-grin spread across his lips when the green monitor flashed revealing the face of his little toy and the pathetic mutt that was supervising her. Samuel, Sam or something was his name next to Mr. Hart and few other whitecoats, Omega disgusted this one the most.

He failed when he suppose to court Max (when they were with Anne Walker and took the great Maximum on date), but that didn't matter now. What mattered now was getting this mutant freaks back where they belong. Here, serving the School, the Whitecoats, and even Itex. They were created by them and thus designed to obey. Involuntarily he rubbed the back of his neck half-expecting to feel the black numbers there.

With a shuddered, he resumed typing ignoring the nagging thought at the back of his head. The whitecoats had a way of keeping their creations under a tight leash.

Maximum with her chip, Iggy with the lack of his sight all of them were made sure that the School would never fade from their memories. They were part of them all of them.

When he was on another window on his computer screen a shadow fell over his desk. He froze revealing no sign of guilt or fear, he knew who it was before he turned. Her scent was just a flowery as cactus. "What are you doing?" The screen flashed off as he turned around meeting Max II glare.

"The question is what are you doing?" She asked accusingly. Her hands were on her hips and her nose up high. She thought she was great because she was a clone of the great maximum ride. But she was just a copy nothing more.

In one quick motion he was by the door one hand on the frame in a second, "none of your business." He held the door open for her motioning her to leave.

However, as she took on step outside she ran into a white object. "Mr. Hart." She stood up straight but her eyes never met his. Her body was quivering till it was stopped by two hands locking around her throat. She gasped as she was tossed aside like garbage.

With a leveled glare that sent Max II crawling down the hall and around the corner. His eyes were once more on Omega, "you've been very deceptive, Omega." Another drag was taken from his long, white cigarette. "It is my business to know everyone's business." He flicked the ash on the boy's chest watching it as it burned.

No lies could ever get past Cole Hart, he was just too hard to deceive. He knew everything as if he was God or Satan himself. And he knew lying to one of the General Whitecoats were dire results. "I was hacking into our system."

Cole only nodded expecting as much, "and what did you find?"

"The whereabouts of Rayne and Sam, sir." He stood straighter, balling his fist. "Forgive me."

"Is that all?" It was obvious that Cole wasn't impressed; he figured the boy found something else. But all he did was tap into our surveillance. When Omega nodded Cole only sneered in disgust, "do you think we do not know where they are?" Before he allowed the boy to answer, he slapped him across the face, drawing blood on the inside of his cheek. "Get out of my sight."

There was a low-growl roaring in her ears when her eyes snapped open. At first she thought it was coming from her own throat but when she opened her eyes, she was wrong. She found an Eraser dripping saliva down her cheek. In fury she lashed out with her legs only to have two claws snatch her feet. She dangled upside down for moment, screaming in fury. "Yes, squirm little bird-girl."

Fang was the first to dive for her when a gust slammed into his chest and into a nearby tree knocking the wind right out him. He slid down the tree in one heap a stunned expression imprinted on his face.

The others were unfolding their wings as Angel was the first to order them with her mind powers, "Drop her." Yet, nothing happened, again. "What happened?" she cried.

With as much force as Sam could muster he threw Max hard into Fang's body. Gassy and Iggy were tagged team withdrawing bombs and dynamite from their pockets. They threw them at the Eraser first only to have their attack diverted by a simple gust of wind. "You lot are so pathetic?" Rayne landed gracefully on two bare feet.

"And you really gotta find a new nickname for us." Iggy commented only to have a gust of wind throw his head back. In instant, Nudge was their blocking the oncoming wind assaults by putting up her walls.

With a sigh, "must I suffocate you again?" Nudge only gasped, thrusting her hands forward into a fist to have her metal take shape into fist charge right for her.

After a moment the bombs from Iggy and Gazzy went off, Sending debris and dirt pouring over the flock like a rainstorm, they covered their heads till Sam made his move. He picked Max up with his claws, "you're not as pretty as before, Max."

Max was still trying to gather her thoughts when she looked into the wolves eyes she recognized him immediately, "Sam, I should of known." She kicked and flailed, squirming out his hold. One back flip was all she needed to kick him in the jaw, his head snapped back and she dived for his chest. Wings wide propelling her warp drive into action and her hands spread like she ready to claw him.

Slowly Fang was getting up clutching his side, he half-ran half walked to aid Max when he saw the claws coming from her fingertips. All around him the battle was raging, Angel was trying to land a punch on the other mutant but she was just twisted, turned around and flung away. Iggy was searching for any bombs that could not be diverted but he only had light weight ones, likewise Gassy was looking from some kind of explosive but instead resulted to flying into the sky and dive-bombing the enemy.

Again and again Nudge was constructing metal buildings, fists, pure art conjure from her metal as she tried to pummel Rayne however it was weakening her. Those metal objects were too heavy thus difficult to counteract. It required more wind more stamina to repel heavier objects.

He was on his way to aid Max when he saw her swipe her claws across the Erasers chest; he let out a howl and then dug his claws around Max shoulders. Fang was on him pounding his fists into his skull till he saw blood ooze from the mutt's ears, but when looked back at his leader he saw the unmistakable fangs again on her teeth, protruding from her upper lip.

"Max!" he called out her name. Hopping down from the Erasers shoulders and trying to calm her down. She was screaming in blood fury slashing and digging her claws into the Erasers slushy mess of blood and guts. Fang knew he was dead before he had Max in his harm. She was thrashing around like a grizzly bear, growling and groaning. He turned her around so that he could look in the eye, "Max! Stop it! He's dead! He's dead!" Slowly, Max's features resumed to her human ones. Her pupils went back to being circle rather than mere slits. Her claws slid back underneath her fingernails and fangs slid somewhere under gums. "He's dead." Fang repeated.

Max took a step back her eyes first went to her hands to the bloodied mess at her feet. She shivered and when Fang reached out she backed away even further. She didn't want him, especially him to touch her or anyone else. She brought her hands up to her face in horror. What have I done?

With the shake of her head she looked around wondering how the others were faring when she saw Gazzy and Nudge and Angel running towards her. Till they slowed to walk, "Max" Gassy asked carefully, "what happened, what did-"

"Status report." It took a long minute for them to respond their eyes glued to the mess at Max's face. And Max couldn't turn around to stare into Fang's dark ones resorting to the younger ones. She didn't know whose eyes were worse Fangs or theirs?

Almost in unison Gassy, Nudge, and Angel said, "They took him." Max didn't have to ask who took them. She looked to the sky watching as the tornado disappeared over the horizon and somewhere in there Iggy was being taken. Again Gassy asked, "Max, you okay?"

She didn't even reply she spread her wings and flew after them.

"Quit squirming" Rayne had a hard time restraining the blind boy. She knew she should have knocked him out but Sam was dead. And she wasn't going to fight all six of them especially when they have new powers. This was the one closest to her anyway. And Omega wanted to bring him something back. And she did, she hoped it was enough.

"Let me go, you bitch." A punch came for her face but she blocked it. Her twister was able to carry her long distances and also restrain foes. If she dropped him he would die, she would push all the air on him into the ground if she desired, she already warned him once. She doubts he would attempt to flee again.

But his squirming was making it difficult to concentrate, without letting the wind touch her she sent pressurized wind upon the boys skin. Like knives his skin turned into ugly red smiles with welts that bleed like a stream. He heard him scream as one went across his eyes. The blood loss was making him weak, fatigued, exhausted and soon he was a limp figure in her arms.

She knew that he would more than likely bleed to death and thus she rushed even faster to the School. They would fix him up nicely then torture him, test him, do as they would best see fit. Maybe even play with his heart like Omega did to hers a small grin etched across her face. It was payback for what he did in the forest.

When she tossed the blind, pale mutant on the floor at Omega's feet she expected a thank you, instead she got an insult. Jeb was there of course, he always was and the other white coat Anne Walker. Rayne didn't know which one she hated most. Jeb clicked his teeth, while Anne only scowled. "Why this one?"

Rayne was stunned she thought she done an excellent job, did her job accurately except for the one casualty."Why did you bring this one back?" She lifted Iggy's shoulder with her high heels then let him fall back with thud. She sighed, stroking her hair behind her ears, "Get the chopper ready." She stared hard at Jeb who was still staring at Iggy's unmoving from.

"Jeb!" She yelled, watching the emotions spread across his face. "Get the chopper. This one brought company with her." Her trimmed and polished fingernail was pointed at Rayne, when she turned she heard her mutter, "stupid mutant." Slowly, Jeb gathered Iggy in his arms not caring whether his white coat was stained red. One hard glare at Rayne and he was following close on Anne's heels.

"Nice job" Omega grunted as Rayne gave him a questioning look. "You let one Eraser die (not that it mattered), brought back a half-dead mutant, and led them right to our base." He shook his head in expiration, "you're the one that is pathetic."

He slammed the door open into the outside watching as the flock made themselves known in the sky with the wind howling, a storm was gathering overhead acting as a cover-up so that Anne and Jeb could escape. Already hours prior the other residents; Erasers, Whitecoats, and what not have evacuated the area.

Omega was already in the air. How he knew to fly without wings was beyond knowledge, maybe he could defy gravity? Nonetheless Rayne joined him ready to strike back when Omega gave her cat-Cheshire grin, "let's take another, hm? Maybe one worth having in this organization." Then he held out his fist one directed at the flock members, "there", he whispered finding the one he wanted. Then he squeezed his knuckled watching as they fell along with the rain that poured over them.

Woo long chapter, hope anybody, somebody likes it. Reviews are so amazing as the first three were :D Thank you all as for romance maybe a little FAX as for Rayne/Iggy again maybe moreover friendship but of course their be tons of angst, torture, pain, etc.

Again reviews are my writing juice. So flame, critique, write something please :D