Disclaimer: Not mine except new characters.

A/N: Sorry if not PC, I'm not trying to offend just explain characters features. I have pictures for all returning X5's just no web site, so if you want to see I need your email.

Many Thanks:

Elle6778: Just a payback mission, nothing serious without Max.

Honey X5-452: Thanks.

Wildsky: Greg rock whose boat, Glad you're enjoying the 09ers and medicals.

EminemIsCool: The one you've been waiting for, hope you enjoy.

Darkangelgirl262: Issy was just musing, but it's a hint for the end point.

Who Loves The Teacher?

Chapter Fifty-three: Gillette

When they stopped at the services Dara looked at Max, "I'll sit in the back with you the rest of the way," she informed Max. "Hey Ben you're in the front for the rest of the journey," she called.

Ben looked at her confused, but as Max didn't seem to be protesting he thought it must be a girl thing and replied, "ok," as he went to the washroom.

"When he gets back I suggest you go and cool off before we continue," Dara said to Max.

Max looked at her, "where do you get off bossing me around," she snapped.

"Sorry Highness but I've been watching you for the last few miles," she replied, "I don't think 'Deck needs the distraction while he's driving."

"So how come you don't get this?" Max replied rolling up her top to get more air to her skin and glancing admiringly at the lorry drivers.

"I got mine removed straight after you took down Manticore," Dara replied. "Issy took Psyche and me to her place in Seattle did a few procedures then did some lessons on how to keep safe and below the radar. Then we left to find a safe place of our own."

"Ok let me get this straight," Max replied trying to keep focused, "Issy helped you escape and did these procedures on you straight after Manticore got blown." Dara nodded, "but I thought she was pregnant at the time?"

"She was," Dara stated, "we stuck around until after Alex was born, then she gave us a phone and a codeword and we left her."

"So why did you come back?"

"The broadcast included the codeword to rejoin and help our family," she replied softly.

Ben was returning from the washroom and Dara could see how Max was watching him, lust etched all over her face.

"Time you went to the washroom and snap out of it," commanded Dara pushing Max past Ben. Max reluctantly obeyed.

"What's up with Max?" Ben asked, as Max disappeared.

"It's her time of the month," Dara said hoping he hadn't smelt the pheromones yet. Leaving him to get settled she went to see Lydecker.

"How far to Gillette?" she asked.

"About 50 miles, why?" he asked gruffly.

"You'll need to step on it, Max's heat is progressing, I don't know how long I can control her," she replied.

"That why Ben is going to sit up front?"

"Yeah, but he doesn't know yet."

When Max returned they left the service station as fast as Lydecker dared.

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As they arrived at the Gillette base Max could feel the changes that her heat was causing, she'd realised that she was losing control but didn't know why she'd felt in control for so long. She had been looking at Ben with hunger in her eyes, ready to tear his clothes off for the last few miles.

Dara realised that she could no longer control Max, "we'd better get Max into solitary now."

"Why?" asked Ben.

"Ever been around an X5 in heat?" he looked confused, "thought not, trust me we need to get her into solitary quickly."

As the vehicle stopped Max leapt out to try and get to Ben as he opened the door. Max pulled the door so hard he fell on the floor and she was on top of him, hands all over his body.

Ben caught a whiff of her pheromones and was lost; his hands were roaming her body still lying on the floor next to the vehicle.

Lydecker came round and saw them, "so what do you suggest now, tranquiliser?"

Dara had been surveying the intensity of the exchange, "no point, though it would be nice to get them inside," she replied. "Pity we don't have some help."

At that moment five people came out of a near-by building, a white male and female, two black males and a black female. Dara recognised X5-914 and X5-759, "seems my prayers have been answered," she said quietly to Lydecker. "914 and 759, think the others are 772, 872 and 935, the South Africa mission."

"Seems you arrived before we got here," Lydecker called over. "So soldiers what are you looking at come and take these to a cell."

"Together or separate?" asked 759, not wanting to have to separate them, but surprised that 494 and 453 would be together even if she was in heat.

"I think it would be safer to leave them together, now move it," snapped Lydecker in military mode. "Afterwards we need to talk."

"Sir," they replied and proceeded to carry the still engrossed couple to a cell.

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When they returned 914 turned to the others, "Something strange is going on, that wasn't 494 it was 493."

"Yeah and the other one was 452," commented 759, "I thought she was still on the run."

"No I heard they'd caught her just before we left," replied 935 the black female.

"I thought it strange being recalled without completing the mission," stated 772, "but I expected a welcoming committee of Manticore guards not Lydecker and three X5s."

"Yeah I know what you mean, but let's find out what's going on," replied 914, "we can still take them out and go to ground."

"Just glad we didn't run out of meds, seems 452 is real hot," grinned 759.

"Trust you to be thinking with your pants," sighed 914, "not that you would've stood a chance there."

"Just cuz you want me for yourself," he smirked putting his arm around her.

"Whatever gets you through the day," she replied as she slid out of his grip.

"Come on you guys, didn't we have enough of this on the mission," 935 complained. "Let's go and find Lydecker so he can tell us what this is all about."

"And when did you get promoted to CO?" asked 872.

"I didn't but we're wasting time," she snapped.

"Keep your hair on," replied 914, the unit CO, "she's right let's get to the bottom of the mystery and if we don't like it we can find somewhere else to be."

Having been undercover for eighteen months they had learned to relax the military persona in order to survive, in the early days they'd nearly got caught but had improvised and established new identities when orders from Manticore had dried up.

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Max was grateful that when they picked her and Ben up that they hadn't separated them, she didn't feel like fighting but she would if provoked.

As soon as they'd put them down on the bed she had started to try and get Ben's shirt off, quickly followed by his trousers. As she had been undressing him, he had reciprocated by stripping her as quickly as he could.

They had barely stopped kissing since she'd thrown herself on top of him and now they could think of nothing but satisfying their carnal desires.

For four hours they remained entwined in each other then Max's heat began to subside and she started feeling guilty. Ben didn't need her raping him after all he had been through and now she had done just that.

As her pheromones subsided Ben started feeling scared, perhaps that wasn't what she had wanted but he couldn't help himself and boy did it feel good. He'd never thought he would feel good about being intimate with anyone, but even though her heat was over he still wanted to stay holding her this close. He felt her stiffen.

"I'm sorry," she started, but he hushed her brushing his lips across hers until they were kissing again.

She pushed him away, "are you alright with what happened."

"Do I look like I'm upset?" he replied brushing a wisp of hair out of her eye.

"No, but I thought after yesterday you'd want to take things slowly," she sounded concerned.

"Yesterday I needed to take things slowly, but this is today," he looked deeply into her eyes, "and today I just want to stay like this forever," he grinned.

"I suppose we ought to find out who carried us in here," she replied with a mischievous grin.

"I suppose you're right but I don't suppose they'll miss us just yet," he replied as he kissed her shoulder and caressed her nipple.

"Mmm I don't suppose so," she replied dreamily as she responded to his touch.

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They found Dara and Lydecker talking in the old briefing room.

"Sir, unit present as requested," 914 stated in Manticore mode as they lined up to attention.

"Stand easy soldiers," Lydecker replied as he turned to survey them. Eighteen months in the field and they still acted like good little soldiers, but as he said before you can never trust them, what was going on behind those masks.

"914 what are your thoughts on your return?" he asked, a satisfied smirk appearing as he watch the mask slip for a second and confusion take its place.

Mask back in place 914 replied, "it seems very quiet sir."

"What do you mean very quiet?" Lydecker pushed.

"Well there only seems to be us here, sir," she replied.

"What about the rest of you, have you any questions?" Lydecker was enjoying watching the confusion on their faces, as they struggled to keep the Manticore mask in place while sneaking looks at each other.

"Sir, permission to speak freely?" 759 asked.

"I wish you would, it'll save a lot of time," Dara suggested.

The X5s looked at her stunned, psy-ops always seemed to prefer to torture rather than ask. "We've got several questions," replied 759, "why here not Seattle, why no other Manticore staff, why are 452 and 493 here, why was the mission halted," he stopped for breath.

"Ok if we start there you can add anything else as we continue," Lydecker interjected.

"Before we answer the questions, why don't we go to the rec. room and make ourselves more comfortable and have a coffee," suggested Dara. "We could also dispense with designations, I'm Dara."

"Sound good to me," replied 914. "I'm Raven, Judd," she said turning to 759, "Jet," turning to 872, "Jez," turning to 772, "and Carly." Judd looked at Raven with a look to say what did you do that for.

"Nice to meet you all, so how about coffee?" Dara asked, "it's ok Judd we won't bite and I think we're out numbered for punishing you, especially with Max and Ben incapacitated, so to speak."

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They got settled in the in the rec. room and helped themselves to coffee. Once comfortable Judd said, "so you asked for questions when do we get the answers?"

"Typical X5 male impatience," Dara commented.

"As Max is incapacitated I suppose the answers fall to me," Lydecker responded gruffly. "The Seattle facility was destroyed twelve months ago by Madame Renfro," he started.

The X5s looked at one another, "so what happened to everyone?" asked Raven.

"Between Max and Issy a most of the higher Xs got out," Lydecker replied calmly, "those that didn't get out burned alive and several that did got shot by a group led by Agent White."

They looked at each other horrified, "so how come we've been receiving orders until now?" asked Jet.

"I've been trying to keep you safe away from here until the dust settled, so I've been sending you delaying orders," Lydecker replied.

"So why call us in now?" Carly asked.

"The transgenics have re-grouped under their own leaders in Seattle in a place called Terminal City," he explained, "now they need all the transgenics for a final battle against Agent White's friends to gain freedom for all."

"So who are the leaders and why should we want to help them?" asked Jez.

Max and Ben entered the room in time to hear the question, "I'm the leader and 494, Alec, is my SIC," Max stated. Seeing them staring at her she added, "sorry about the arrival that wasn't planned."

"I suppose if we'd arrived on schedule in two days it wouldn't have been a problem," Raven commented.

"If Ben and Alec had behaved Issy might have had time for the procedures before we left," Max mused, "but then you'd probably have got fed up with waiting."

"Ok so we know why not Seattle and why you're here, but what happened to the other staff?" Judd asked.

"The staff that got out went to ground as quickly as possible," Max explained, "anyone connected with Manticore either hid or got killed, no witnesses."

"So by keeping us in the field we were protected?" Jet queried.

"Effectively yes." Max replied, "many here have been killed and we only survive in TC because the ordinaries can't stay there long due to the contamination."

"So how come you're in charge not 494, er Alec?" Judd asked.

"I had been out long enough to have contacts and was responsible for Manticore being destroyed, so protecting everyone became my cause," Max replied. "Alec and I met in Manticore and after a few false starts we became friends, so he's been helping me ever since."

"So why should we believe your story?" Jez questioned, not sure what to believe it sounded so far fetched.

"Would you believe Alec?" Max replied.

"He was the CO," reasoned Raven. "How will we contact him?"

Dara had already thought of a plan, "same way you contacted Sandeman, Max." Max looked at her confused, "we've got a lap top, we can link to TC if we speak to Dix."

Realisation dawned on Max, "ok I'll call TC and get them to set it up."

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A/N: 336 reviews before the next.

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