Author's Note: As indicated below, this is a flashback chapter. I believe it will be the only one. (In that first paragraph, I want to call them good men, but Parkman kind of ruins it with having pulled this crap before. Although I guess Suresh has had problems too.)

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Chapter 11: (Flashback)

Even before Noah Bennet was kidnapped by Peter Petrelli, Mohinder Suresh, and Matt Parkman, he knew that this new government agency was seriously flawed. It was just the kidnapping, seeing what these mostly good men had been reduced to, that made him realize that he was on the wrong side of this fight. The agency could not simply be fixed, Danko could not be convinced. It needed to be stopped, rebuilt, and maybe the government needed to be taken completely out of the equation. Bennet knew of only one person who was working to achieve the same goals. He just did not know where to find that person. So he went to Angela Petrelli.

Angela welcomed Bennet's decision to resolve his split focus on the side of evolved humans. However, she warned him that Rebel would be more skeptical and less welcoming. All Bennet wanted was a meeting, a chance to discuss it with this Rebel. Angela did not tell Bennet Rebel's identity, only that he had his reasons to be reluctant. She set up a meeting, but told Bennet not to be surprised if Rebel did not show up.

At the time of the meeting, Rebel did leave Bennet waiting for a long time. Eventually, Bennet gave up and left. A few minutes into the drive, Claude Rains appeared in the passenger's seat of Bennet's car. He looked different than before, not just older, but scruffier. "I hear you've had a change of heart since we last met."

There was a time when Bennet had been used to Claude popping up out of nowhere, but that was no longer the case. He swerved a little and then righted himself. "So you're Rebel." It was not a question.

Claude ignored that. "I have trouble believing it myself, but Angela is sure that you're on the up and up."

Claude would probably be harder to convince of Bennet's sincerity than anyone. They had a longer and rockier history than Bennet did with anyone else. "I am. This is not what I signed up for. I wanted to help people, save lives."

"I helped people, and you tried to kill me for it."

Bennet thought back to that time to try to remember where Claude was coming from. "You were right back then. About Claire, about protecting some people from the Company. I understand that now. I can see that the Company was flawed. But much, much more than that, I can see that this agency now is flawed."

Claude did not look impressed. Bennet went on. "I've done what I had to do to protect Claire. Now I want to help you protect others too. It's not right to let good people, human beings, be rounded up like cattle and drugged into unconsciousness just so long as it doesn't affect Claire. That's a point that has been driven home to me recently." He still did not say anything. "Couldn't you use a man on the inside?"

Claude scoffed. "I can get on the inside of any building I want, Noah. What do you want in return?"

"Nothing." he answered. He could tell that Claude was skeptical. "All I want is to get back to doing the good work we were doing before. Flawed or not, the Company served a purpose. There were dangerous people out there who needed to be stopped, and we stopped them. People like that are still out there, and not even this agency is equipped to handle them. For example, Sylar has cut through two teams like they were nothing. An agency that can't stop him and locks up people like Peter Petrelli is useless." He brought up Peter now because it seemed on that rooftop the year before that Peter and Claude had some sort of a connection. Right then something occurred to Bennet, but he needed to be careful about how he approached it.

Claude shook his head. "Sylar was after my time, but I understand he's a bit of an obsession of yours."

Bennet was glad that he had stayed on the subject of Sylar, because he did not know how he would bring it up again if the conversation moved on. "It's not an obsession, it's a necessity. He is one of the most dangerous evolved humans I have ever seen, and he needs to be put down, the sooner, the better. The problem is we can't get anyone close enough to do it." He pretended like it had just come to him in that moment. "But you could get close enough."

Claude laughed. "Just because he was after my time doesn't mean I don't know about him. There are a number of abilities he could possess that would allow that to backfire, and I would be dead. No, you need someone who could actually get close to him."

Bennet sighed. Claude had a point about it backfiring, but Bennet found it unlikely. Still, he did not want to push this too hard. Sylar was not the point of this meeting. So he just said, "Sylar would see through that."

Bennet expected that to be it, but Claude said, "He didn't see through it when Elle did it."

That was a good point. Elle got plenty close enough to kill Sylar. If only they had known then what they knew now. He realized that was well after Claude's time too. "How did you know about that?"

"Elle came to see me, after her father was killed. She wanted to know about the testing, about everything her father had done. And she told me about Sylar, what you two—what the Company did to him."

Bennet marveled that Elle had managed to find Claude when no one else had been able to. "Well, Elle's dead now. Sylar killed her a couple months back."

Again, Bennet thought that would be the end of the discussion. In fact, he hoped it would. He did not like to think about Elle's death. But instead of changing the subject back to the government, Claude grew pensive. "So I heard. That's unfortunate. She was probably the best shot you had at getting close to Sylar. And she'd be all the more motivated now I imagine."

Bennet was not sure where Claude was going with this. "Maybe. But I didn't ask for this meeting to talk about Sylar. I want to know how I can help you. Dealing with him will have to come later."

"No, letting you in on anything more than my identity will have to come later. I still don't know that I can trust you, Noah."

That was fair, but Bennet decided to go with indignation. After all, things had changed dramatically since he and Claude were partners. "Me? I've been here this whole time, working with these people, trying to help them. You've been a recluse for the last ten years, letting everyone think you were dead." Bennet knew that was mostly his fault. "Why do you suddenly care what happens to these people? Why come out of hiding now?"

He took a moment before answering. "A friend of mine was snatched up by your government in London. She was to be married in a few months, and now she's disappeared. People all over the world, not just the people your government has a right to control, but all over the world, people are disappearing from their lives, and the plan is that they will never be seen again. It sounds like something out of an Orwell novel. This is worse than the Company. With my skills and training, I can't stay out of it anymore."

They rode in silence for a couple minutes. Bennet thought about what more he could say to convince Claude. Finally, he just asked. "What do you want from me? What will it take for you to trust me?"

Claude seemed to ponder this. "I do want a man on the inside, Noah. And I know that you are a good agent, smart and capable, and high up in the organization. But any working relationship, especially one like this, needs to be built on trust. I don't trust you. When you tried to kill me, I saw how far your loyalty stretches."

There was nothing Bennet could do about the past. "All right, I'm sorry for that. There was a time when I would follow orders even when they were bad orders. But I am thinking for myself now. Ever since I found out about Claire, I've known what had to be done. Now, I don't need you. I can work this from my own angle. I just think that we'll be more effective if our efforts are coordinated."

Claude took this in a completely non-sequitur direction. "Adam Monroe claimed that his blood could cure any infirmity, including death."

Bennet could only assume that he was referencing Claire in some way. "What's your point?"

"You need someone who can get close to Sylar without making him suspicious, and that person needs to be motivated. We already know of someone like that, and her death may not stand in the way of using her. All you'd really need is the body and some blood."

There was a little more to it than that, like the fact that Elle hated him. Also, although Bennet had his own experiences with being raised from the dead, and he was grateful for that, he felt that it was not right to play God. "Adam Monroe is dead too. And Sylar set Elle's body on fire; I don't even know if there is one anymore."

Those were the most logical arguments, but they were not unassailable, as evidenced by Claude's response. "You have access to a room full of evolved humans lying unconscious on cots. You're telling me that not one of those people has Adam's ability? If I can get the body, can you get the blood?"

Bennet should have said no. He should have pointed out how crazy this plan was. He should have reminded Claude of what a loose cannon Elle was. He should have mentioned how suspicious it would be for her to show up alive when Sylar watched her burn. Instead, he said, "Yes." He just wanted Sylar killed so much, and he was at the point of being willing to try anything.

Since he had not been given any direction on where to go, Bennet had allowed himself to get stuck in Washington traffic. They were stopped at a light. Claude opened the car door and said, "I'll be in touch." A second later, he had disappeared into thin air.

Four days later, Claude called him. "I have the body." He told Bennet where and when to met him.

Bennet drove way out of the city to a part of rural Virginia he had never been before. Claude had gotten off the phone too quickly for Noah to bring up all the reasons this was crazy, the things that had been going through his head for the last few days. The last thing they should do was give Sylar back his twisted, sadistic girlfriend. Claude did not know Sylar, and he had not been there when Elle really went around the bend. This was a really bad idea, and he would explain that to Claude when he got there.

The directions led Bennet to a shell of a farmhouse and most of a barn. He walked cautiously into the barn. On first glance, there was no one and nothing there. Eight years of partnership were coming back to Bennet, and he waited for the inevitable reveal. As if on cue, Claude and the body appeared on the hard dirt floor. "Do you have the blood?" Claude asked.

Bennet did have a vial of healing blood and a syringe with which to inject it into the corpse. He did not know why he had brought it if he had no intention of bring Elle back. The idea of Sylar finally dying was a seductive one. As much as he wanted to talk Claude out of this, he wanted more for Claude to talk him into it.

Elle looked worse than Bennet expected. It was difficult to think of that mangled mass of charred meat as Elle. It did not even look human "I don't know if this blood can fix that damage."

"It's worth a try. If not, no harm done."

Claude reached out for the blood, but Bennet held it back. "She was working with Sylar the last time I saw her."

Claude stood, to take the blood by force if necessary. "And then he killed her. I know how to handle Elle."

Bennet did not see how that was possible. "She's insane. You're talking about bringing back the most unstable agent we've ever had. She would never have even been an agent if her father was not a founder. She probably would have been locked up. What's to stop her from killing us as soon as she wakes up?"

"She likes me." He emphasized the last word to show that he was aware that she was not too fond of Bennet. "You have a gun. Give it to me. If we have to, we'll just kill her again. She's supposed to be dead anyway."

Bennet withheld both his gun and the blood for just one more question. "How is this any less likely to backfire than having you do it?"

Claude shrugged. "It's not. It's probably more likely to. The difference is that if this doesn't work, I won't have my brains eaten by a madman."

Bennet smiled, just a little. There was no evidence that Sylar ate brains. In fact, the weight of the evidence was against it, but he appreciated the imagery. He reluctantly handed over his gun, understanding why Claude needed to be the one holding it. If Bennet tried to shoot Elle, she would just electrocute him. Claude tucked it in the waist of his pants and held out his hand for the blood once again. After a second's hesitation, Bennet gave him that too. "Why do you care so much about killing Sylar?"

Claude knelt down over the body and prepared the syringe. "I know what he's done, the kind of threat he is. Eventually, he would need to be put down. But it would not be a priority for me if it weren't for you. Your loyalty is up for grabs, and if I can give you something you want, something your government can't give you, then maybe I'll be able to believe in you again." He plunged the syringe into the place on the body where the heart would be and waited for the results.

The first indication that it was working was her arms splitting off from the torso. Then her legs lengthened. Before her skin had even started to return, she drew a gasping breath of life. As the skin slowly grew back, starting at her extremities and working its way to the body, she grunted and moaned in pain. Bennet had found the body disturbing enough, but the process of rebirth was worse. When the skin got to her shoulders and thighs, it became increasingly apparent that she was naked and Bennet quickly took off his trench coat and laid it over her. Everything about this felt wrong.

Finally, when she looked completely healed, Elle opened her eyes. Bennet expected questions, but she did not say anything. She just looked around the barn, confused.

"What do you remember?" Bennet crouched down to be closer to her level.

She turned her head in his direction, looking startled. "Sylar—We were on a beach, and he cut into my head." She looked at him some more. "You shot me," she said accusingly. Her hand went first to the upper thigh where she had been shot and then to her forehead. "Did I die?"

The answer to this question came from Claude. "Yes."

She looked at him and then back at Bennet. She seemed out of it, which was probably understandable. "Why does it smell like... burned flesh?"

There was smoky smell to be sure, but Bennet did not think he could have immediately identified it as burned flesh. He figured Elle must be more familiar with the scent, having burned several people herself. "He set your body on fire."

Elle nodded as though it all made sense now, and then she laughed. "That's kind of overkill, isn't it? If I was already dead? I guess he wanted to really make sure I couldn't come back." She seemed abnormally amused by this. It just made her come across all the more unstable. "Why am I back?" she asked.

Bennet look to Claude. He was the one who said he could handle her. "We need your help," Claude said. "It's time this Sylar was stopped for good, and you're the only one who can do that."

She pulled her hair up over her face and examined the ends. "And why would I want to help you with that?"

Bennet had been prepared for some reluctance, but this was more than that. She was really asking, and there was an easy answer. "Because he killed you, Elle. After you had sex with him, after you cried over his dead body, after you helped him go after Claire, he killed you. I don't know what happened on that beach, but it must have been a betrayal."

Elle let her hair fall from her fingers. "Yeah, it must have been," she said thoughtfully.

"You don't remember?"

"No, I remember every word," she said with a wry smile. "I remember how he kissed me and pinned me down. 'Nobody ever really changes... We're both just damaged goods.' I remember that it was very upsetting at the time, but it's..." She shook her head. "It's not upsetting now."

Noah got to his feet. "It's no use. She's just..."

From the ground, Elle finished his sentence. "Inhuman." Bennet was not sure what he was going to say she was, but it was definitely not that. She rubbed her chest. "Something's missing, Noah. Right here. It's not upsetting. It's your fault he killed me, but I'm not angry at you. I think being dead broke me."

There was a complete lack of emotion in this, and yet there was so much sincerity. Bennet found that compelling. "I've been dead, Elle. I came back the same."

"Oh, then I must be wrong," she said sarcastically. "I'm just lying here going through all the worst things that ever happened to me in my life, trying unsuccessfully to recapture those feelings. But the fact that I can't feel my father's death and I can't feel that betrayal on the beach, that means nothing because you've been dead before."

This was getting more interesting. "What about the best moments in your life? Can you feel those?"

She closed her eyes and held up her hands, crackling with electricity. The electricity stopped and then started again. Finally, she opened her eyes. "No."

Noah crouched down again. This might actually work better than he imagined. "Okay, then you don't feel anything. You should still want to help us stop Sylar. I don't need to remind you that you are partly responsible for what he's done, and you need to take responsibility for ending it. Now, I've done everything I can. It's all on you. If you don't feel anything for him, it should be easy for you to betray him, right?"

Elle considered this seriously for a moment. She started to sit up and then laid back. "Would you mind turning around so that I could put this thing on properly?"

Bennet had never liked turning his back on Elle, but he did want her to get as dressed as possible. So he turned around, wishing that he still had his gun, not that it would do him much good.

"So that's why you brought me back?" Elle asked. "You want me to go to him and kill him?"

Bennet waited for her to give him the signal that it was safe to look again. When he did not say anything, he had expected Claude to jump into the conversation, but he did not. It was a good thing because there was one more variable they had not considered, and that was Sue Landers.

Elle tapped him on the shoulder, and Bennet turned to face her. "No, that's only the second part of it. First, we need his help."

Elle furrowed her brow. "With what?"

Bennet started to explain to her all the things that had happened in the two months since she died, but she got hung up on that time frame. "Seven weeks? No one has ever come back from being dead for that long." She started to pace. "I thought it had just been a couple days. I didn't know why we were in a barn, but I was willing to go with it. Seven weeks! No wonder I don't—It's brain damage. Why would you bring someone back after seven weeks?"

Bennet stole a glance at Claude. "Because neither of us can go to Sylar. It would be one thing if all we wanted was to kill him, but since we need his help, we require someone with a little more finesse. You two had something, and we know that you are talented enough to build on that. If there's anyone he would listen to, it's you. And when the time is right, when you can do it cleanly, then you'll kill him."

Elle smiled, so easily willing to do it. "Thus repaying my debt to society for making him this way."

She made no mention of revenge, and it was probably better that way. Bennet and Claude went on to explain about Building 26 and Rebel. The whole time she listened and nodded and took orders like a pro. Bennet knew that he could not count on her to always be this way, but for right now, this crazy plan of Claude's seemed like it was actually going to work.

As he walked Bennet out to his car, Claude said, "See, you handled the girl better than you thought."

Bennet kept his voice low. "Sylar has a lie detector. She has to believe that crap about wanting his help. It's the only way it'll work."

Author's Note: As wonderfully British as Claude was, if I tried to write him like that it would be hokey. So I can hear every line in Christopher Eccleston's voice, and that has to be good enough. (It isn't not British.)

I really, really wanted to make the Haitian Rebel. I always wanted it to be the Haitian, but I kept running into the brick wall that is his deep religious beliefs. I don't think he would ever play God like that, and I needed Rebel to take the lead on it. And then I needed to explain why Claude would care. I'm not sure that worked as well on paper as it did in my head. And another interesting thing about Claude is that he is purely Season 1, and Seasons 1 and 3 do not mesh well together. (Bennet did not work there for twenty years! It was seventeen at the very outside. Where do those other three years go? And Claude did not seem to know who the Petrellis were, from the way he was with Peter. But how's that possible? I could go on.)