Gakushuu had found himself doing a lot of thinking over the past couple of weeks, about the E-class system, about what strength and weakness really meant. It helped that he had been spending as little time around his father as possible, staying over at Ren's several nights a week under the guise of 'studying'. Well. It wasn't exactly a lie, the two did study together, it just wasn't a primary reason that Gakushuu was spending as much time as he could away from home..

He was forced to admit to himself, that despite his father's insistence and his own bias, the E-Class students weren't designated Losers. Their recent streak of successes wasn't a fluke, it was something they'd worked for and earned themselves. Focusing so much of his energy on tearing others down instead of building up his own strength had been a mistake. Crushing the weak had no value, but competing against worthy opponents- that could make you strong.

So, when E-class mysteriously underperformed on the next midterm tests, rather than vindicated, Gakushuu felt strangely disappointed.

They had a whole-school year assembly before autumn break were A-class spent the whole time gloating about dominating the top spots. The teacher overseeing the assembly even made some predictable digs about 'certain people' being put back into their rightful place. Gakushuu would normally feel amused by remarks like that, but now they just left a sour taste in his mouth.

It had only been a few weeks ago Gakushuu had been willing to use blackmail to crush E-class at the sports festival.. So what had changed?

His thoughts flashed back to the sounds of bone breaking and the splattering of blood.

Perhaps it was because, for the first time in his life, he was fully committed to not being like his father.

When Akabane had accused him of bullying others when he found Gakushuu covered in blood, he had raised a valid point. Why would he think any better of Gakushuu? Gakushuu had been vindictive and dismissive towards E class all year- through his whole time at this school, really. If Gakushuu wanted to be a better person than his father, he had to stop being pointlessly cruel.

As all the students poured out of the assembly room, the rest of the five virtuosos made a beeline for E class, ready to boast about their results. After a series of losses, his A class buddies were clearly desperate to bath in their glory.

"What a letdown." Teppei said, approaching three E-class boys (Shiota, Sugino and Okajima). "I guess your performance last time was just a fluke."

"Heh. I guess we didn't have to crush you at the sports festival anyway. You losers did that by yourself." Seo laughed. Koyama and Teppei joined in. Ren didn't laugh exactly, but he did look particularly proud of himself.

Okajima and Sugino both gritted their teeth, clearly irritated.

"Cat got your tongue. That's not surprising." Koyama sneered.

"In this school, grades are everything. Those on the bottom have no right to speak to those on the top." Seo said, with a menacing grin.

"Eh- so that means you can't say a word to me then." Said Karma Akabane in a sing-song voice as he sauntered over. That shut the others up. Karma had come in second place, after all. The only one above him was Gakushuu. "I mean, our teacher will probably just tell me 'it's not good enough if you don't come in first place'." He said with a casual shrug, smile still lingering on his lips. He glanced over the five virtuosos. "Since you haven't worked it out yet, I'll spell it out; I was the only one who tried this time. The rest of my class practically let you guys win. After all, we'd be a little embarrassed to call you rivals if you couldn't even score one victory."

His friends were fuming, all four of them had gritted teeth as they glared at Akabane, but clearly non of them could think of any sort of retort. Karma looked past them, his eyes meeting Gakushuu's and his smile growing.

"We'll have a proper contest at finals, kay?" He said, before carrying on walking through the virtousos and right past Gakushuu. "Don't let anything distract you till then," he said in a low voice that only Gakushuu heard.

His friends watched Karma leave with hateful eyes, and Gakushuu just knew he was going to be hearing ranting about Akabane's audacity for the next hour or so. The strange part was, that a few short weeks ago, Akabane's taunts would of left Gakushuu feeling just as angry, but it was like that burning hatred inside of himself for E-Class had just.. diffused. He guessed he had bigger demons to face.

"Ugh. That Akabane. He should be on some sort of Government watch-list. Being that smart and that antisocial guarantees he'll grow up to be some sort of master criminal. If he isn't already." Teppei was saying animatedly between sips of his milkshake.

"I bet he's not even that smart. He probably just cheats. Somehow." Seo added, the others nodded in agreement, although non of them believed that to be the case. The five of them were currently sat in a cafe that Seo and Teppei insisted they visit. It was nice, Gakushuu would give them that; it overlooked the town centre, and the coffees were good. It was definitely better than sitting at home waiting for his father to arrive back.

"Still. Thank goodness you still got your top spot at least, Asano, Karma really would of been unbearable if he snatched that." Teppei said. Gakushuu raised an eyebrow.

"You sound doubtful that I would." Gakushuu replied. He expected a chorus of 'we would never doubt you', but his friends were oddly silent. He looked over them. "Well. Why wouldn't I get the top spot? I always have done."

"No offence, boss, but you've been kind of.. not yourself lately." Koyama said meekly after a slightly painful silence. Seo jumped on.

"Yeah, I mean, clearly it hasn't effected your grades so it's fine, but you've been kind of.. spacey.. lately." He said, sounding unsure. "And you've been a lot quieter."

"Oh." Gakushuu said. He guessed he couldn't refute that. Memories of what happened at the sports festival had been flashing into his head at the most inconvenient times (the sound of bones breaking, the splatter of blood, the gleeful look in his father's eyes). And he had been worrying a lot too about his exchange- friends, about their burgeoning sports careers that his father might of destroyed. "I hadn't noticed."

"Well we have." Seo said.

"I'm sure Gakushuu has just been focusing on studying hard, like the rest of us." Ren interjected, coming to Gakushuu's defence.

"Well, you would know. Haven't you too gotten close lately? How long have you been calling him by his given name?" Koyama asked. He looked between them. "You've been having a lot sleepovers together lately too.."

"We've been studying together." Ren explained.

"You shouldn't be able to monopolise all Asano's time; I want to study with him too." Koyama retorted.

"He's not a toy- " Ren argued.

"- We're getting off topic." Seo said with an annoyed eye-roll at the two's bickering. He looked at Gakushuu face-on. "All I'm trying to say is, we're all your friends so if you need help with something, just let us know. It's our job as your supporters, right?"

Gakushuu was sure he must be going soft, because he suddenly has an inexplicable warm feeling in his chest. Seo might be kind of ineloquent and indirect, but he was saying he cared about him. He really thought of the other virtuosos sensed any weakness, they'd tear him apart- but that wasn't the case. "Thanks." He said, and he meant it.

"You managed to reach my expectations for once, how refreshing." His father said when he was back home later that day. He didn't really want to be here but it wasn't like he could just completely move out.

"Of course. I have yet to be knocked off the top spot." Gakushuu replied. The two were in his father's office, the Chairman sat behind the desk and Gakushuu stood in front of them. This was their default position.

"Well. I expect nothing less from the student I have taught the longest." The Chairman said. "Although I do admit, I was a little worried that you were going over to Sakakibara's house so often to do things other than... studying."

The Chairman gave Gakushuu a searching look and there was a tone to his voice that he didn't quite understand.

"I stuck to my usual studying time table." Gakushuu replied, slightly unsure of what to say. The Chairman laughed.

"I suppose my suspicion must of been wrong. It's just. You don't normally get close to your little school chums, do you? So forgive me for suspecting you may of been doing something you shouldn't of." The Chairman said. Gakushuu still didn't really know what he was talking about, and for once, his father seemed happy that he was clueless.

"What do you mean? It's not like Ren has a reputation as a rule-breaker."

His Dad laughed yet again. "You are still very naive, aren't you, Asano?" He mocked, before waving a hand over his shoulder. "You are dismissed."

Gakushuu nodded, turning to walk out of the office, intending to go straight to his bedroom.

"Oh- Asano," his Father called after him. "Even if it is for completely innocent reasons, you shouldn't spend all your time at that boy's house. He should know his place, he's your follower, not your friend. He could be a distraction to you. Besides. Your mother misses you."

"Right. I'll bare that in mind." Gakushuu replied as he left. He felt a stab of annoyance; his mother was upset Gakushuu didn't want to spend time in the house, but she wouldn't do anything to protect him when he was in the house.

Well. It's not like he could blame her, really, she was doing her best... right?

When Gakushuu explained the conversation he and his father had to Ren, the other boy seemed to understand something Gakushuu couldn't.

"Isn't that bizarre? Saying he thinks we were doing something we shouldn't just because we're spending more time together?" Gakushuu said. "I have no idea what he even means.."

"Yeah. No. Me neither." Ren said, his cheeks bright red. He quickly changed the subject after that.

Just because Gakushuu had some new found respect for E class didn't mean he was happy to be beaten by them. It was the opposite, even if it was only privately, he acknowledged that they were worthy adversary and he wanted to come out victorious against them. But instead of focusing his energy on trying to make them fail he wanted to make sure that he could succeed.

So, when the autumn festival rolled around, Gakushuu was prepared to pull out all the stops. The Kunugigaoka school festival was a BIG DEAL after all, it was a chance to prove your skills in business management. It was famous in their local area as one of the best events of the year.

Getting corporate a cooperate sponsor for his middle-school festival was impressive even for him (if he did say so himself) and he would be lying if he said he didn't find the shocked looks on his friend's faces satisfying.

The idea was to turn the school hall into an entertainment venue, food would be provided free (courtesy of the sponsors) but entrants would have to pay to see new acts which would be performing on alternative sides of the hall. Gakushuu had a lot of connections (networking was important to him) so a few phone calls had some relatively popular comedians and up-coming musicians willing to perform for him. The best part of it was, that because he was calling in favours from friends and getting the food free from sponsorship, they were completely under their budget. Gakushuu didn't really have to pay for anything.

His classmates all loved the idea, of course, and soon they were rolling full-speed ahead with their plans. They may have outside help for entertainment, but setting up the venue was all up to him and his class, so that's how they found themselves the day before the festival, all making sure the hall looked perfect.

Other than the the pole-toppling tournament, it was the first time the whole class had banded together to do something other than studying. Some of his classmates were setting up the lighting and sound, while others were putting finishing touches on the decorations. Gakushuu was walking around making sure everything was just right, and okay, maybe this was a little fun.

"Hey Asano- " Seo said, walking over to him, clipboard in hand. (He had been having way too good a time shouting directions at people). "Do you want me to scout out the competition? I could send a few people up the hill to see what we're up against."

"That won't be needed."

"Huh? But we don't even know what E class are doing." Seo frowned. "If we know what their sell is, we could put-compete them in whatever area they've decided to go in! That way, nobody will do to them because we're doing it better!"

"Seo, don't you have faith in our festival idea?"

"Well, yeah but- "

"Listen, we're going to make this so good, it doesn't matter what E-Class does. So we don't need to waste our time trying to undercut them or destroy them." Gakushuu said. Seo regarded him for a moment, then something seemed to click. He smiled.

"Fine. Your the boss. If you say we're going to win, we're going to win."

The festival was hectic in the best way possible. The A-Class venue was packed for the whole three days, and their class was constantly busy; managing the crowd, replenishing the food, operating the lights and sound system. Gakushuu even performed guitar on stage as a warm-up to one of the acts, and was pleasantly surprised when his four friends joined him.

For the first time in a long time, Gakushuu wasn't thinking about his Father or his fears or E-class... he was actually having fun.

He heard E-Class had opened a restaurant up on the mountains, which against all odds was actually doing inordinately well despite its secluded location. He didn't feel annoyed like he would of done just a few months earlier, instead, it just drove him to work harder. Make sure he didn't loose to them.

The last day the hall was the fullest it had been; people had travelled from pretty far to go to this event on the last day it was on. He and the rest of the class had been busy all day; making sure the food was cooked quickly enough, that the performers were looked after, keeping the hall clean with all the guests.

Gakushuu returned to the back stage after doing an opening act for a popular local band, guitar in hand, and straight away went to rush over to the other side of the hall to help with the ticket sales.

Ren, who was backstage overseeing the lighting was watching him intently. Gakushuu paused, noticing.

"What?" He asked. Ren looked flustered at being called out.

"Well.. it's just- " He stumbled over his words. "I've not seen you look this happy in a long time."

Gakushuu wasn't expecting that. He felt his cheeks heat up slightly. "Just pay attention to the lights." He said, feeling suddenly embarrassed before rushing off.

They did it. They had won. In terms of profit they had beat out everyone at the middle-school and high school as well. By a wide margin, too. Class 3A from the high school had come 2nd. That had to sting; getting beaten by kids three years your junior, Gakushuu was probably gloating about that more than he should do.

Against all odds and despite closing a day early, class 3-E had come in third place. Their score was even more miraculous than Gakushuu's own given their significant disadvantages. Well. He guessed that just proved they were worthy adversary's after all. Would Gakushuu have worked so hard if he wasn't up against them? He didn't think so.

When the results were announced that morning in homeroom there was a euphoric mood in A-Class. Everyone was congratulating each other and relaying stories about the events of the festival.

Gakushuu looked over his class with a fond feeling... he had only ever viewed them as pawns, something to make himself look better without outshining him, but he'd really grown to like these people. Especially his four friends. However, the celebratory atmosphere was suddenly cut short when there was the sound of a tannoy and an announcement came through the school's announcement system.

"Seo Tomoya, Akari Teppei, Natsuhiko Koyama, Sakakibara Ren and Asano Gakushuu, please report to the Chairman's office."

The class suddenly stopped talking as the the four of them stood up.

"I guess he wants to congratulate us in person." Seo was saying. Gakushuu didn't share his sentiments. They may have won, but that didn't stop the familiar feeling of dread clawing his throat as he left the classroom and walked the familiar route to his father's office. He hadn't been there in quite a while, he realised, in fact, the last time he'd set foot in his father's office was after the sports festival. (The sound of bones breaking, cries of pain, scrubbing blood off the carpet until his fingers were raw) he tried to block those thoughts out.

The principle sat behind his desk as the five of them walked in to his office. Ren found himself sticking close to Gakushuu, even as the Chairman watched him with disapproving eyes. He noticed that this may be the first time he'd even seen with his own eyes Gakushuu his his father in a room together, the realisation shocked him. The Chairman really didn't treat Gakushuu like a son...

Ren resented that he had to stand here and treat this man with respect, knowing what he'd done, what a monster he was. But he really didn't have any choice.

The Chairman should be happy now, right? A class had scored an undisputed victory. But for some reason, the atmosphere felt heavy and oppressive, he felt like he was lining up for the gallows. How on earth did Gakushuu tolerate his father's presence?

"So. The school festival has come to an end. I hope you've made some wonderful memories." The Chairman said, lacing his fingers together as he spoke. His voice was dripping with sarcasm.

"We secured the top spot and made the most profit by a sizeable margin. I trust that you are satisfied?" Gakushuu replied. He seemed even more robotic and closed off than usual, like he was reading from a very well-rehearsed script. Ren wondered how he was able to seem so composed in front of this man who had made his life hell.

"That may be so, but E-Class still managed to get third place. That's unacceptable.. it shows E-class in a positive light. That's counterintuitive to my education system." The Chairman said, narrowing his eyes. Ren felt a shiver run down his spine.

"E class secured that place through their own strength. There's nothing that could of been done about that." Gakushuu replied. There was a brief flash of rage in the Chairman's eyes, but he quickly composed himself.

"You lack imagination, Asano." The Chairman grinned. "They were running a restaurant, weren't they? It would of been easy to spread some rumours about them. Or perhaps, if you caused a few cases of food poisoning, their reputation would of been destroyed."

It took Ren and the others a moment to realise what the man was implying, but when they did, they were horrified. He wanted them to poison food! At a middle- school festival? Someone could of ended up really sick, or worse. Ren stared at the man in disbelief, still too afraid to say anything. It was no wonder that Asano was so ruthless if this was the kind of guidance he was getting. He already knew as much, but the Chairman was truly crazy.

"With all due respect, sir, I don't agree with that method, nor do you believe that it's effective." Gakushuu spoke out. Once again, Ren was surprised with how composed he sounded, given the situation, especially since Ren knew Gakushuu was truly terrified of his own Father. "In fact, I don't believe in your teaching philosophy at all."

"Oh?" The Chairman said, raising an eyebrow. His voice was low and dangerous. "Do elaborate."

"You always taught me to win by any means, to rely on nobody but myself and to crush the weak- " Gakushuu said, his eyes were intent and serious. "But focusing on my own strength instead of other's weaknesses is far more important.. and having E-Class as rivals and the support of my minio- friends has made me stronger than ever- "

("You were totally going to call us minions just now-" Seo grumbled).

"These bonds I've created have become a support, not a burden."

Ren felt a sudden surge of fondness towards Gakushuu; sure, the other boy had always complimented their abilities, but he'd never admitted that he needed them in any way. That he appreciated their friendship. Ren felt as if he was glowing, and an unconscious smile appeared on his face. The warm and fuzzy atmosphere was shattered as soon as the Chairman started speaking.

"Asano. Please step outside. I want to talk to your friends alone." He said. He was smiling, but the look in his eyes were anything but comforting. Gakushuu was suddenly ridged, his shoulders tensing.

"Anything you want to say to them, you can say in front of me. Sir." He said, his tone steely. He took a step forward, blocking his father off from his friends, his stance was protective.

"I've asked you to leave, Asano. Five minutes alone with your friends should be enough." The Chairman replied, his voice was icy and deliberate, Ren didn't miss the dangerous edge to it. Gakushuu didn't reply nor did he move, he stayed rooted to the spot. You could cut the tension with a knife. Ren was sure that Gakushuu was just giving himself more trouble by protecting him.

"It's fine, Gakushuu. Just go. It's only five minutes." Ren said with a forced smile. He took Gakushuu's forearm and pulled him closer before saying in a low voice "He won't hurt us."

Gakushuu met his eyes and there was a moment of silent understanding between them. He was sure Gakushuu could comprehend all the things he didn't have time to say; like how, if the Chairman wants the four of them alone, he has plenty of opportunity to do so at any time since it's his own school. Best just to get it over with. How he wont physically hurt his own students (With one glaring exception).

Gakushuu relented. "I'll see you in five minutes then." He said, walking out, giving reluctant looks back as he did so.

The other three looked suddenly even more nervous with Asano out the room, Ren didn't blame them. He turned his attention back to the Chairman. He had meant what he had said; he really didn't think the man would physically hurt them, but that didn't stop his eyes being drawn to the man's fists. Even in this dark light, he could make out the faintest bruises on the knuckles- from beating the exchange students, no doubt.

"You four are meant to be a shining example to the other students, but you've let your head be filled with nonsense about 'making friends' and 'fighting fair'. How has that been working out for you? I believe this is your first victory against E class all year." The Chairman sneered.. "Instead of supporting Asano you've become worthless distractions to him. In your bet, none of the four of you managed to get a single top spot. In the pole toppling competition you contributed nothing. Aren't you tired of being weak? Don't you want to begin to reach potential? You can't win against E class because you don't hate them enough."

God. He was good, Koyama, Seo and Araki were already seething. Ren wondered how Gakushuu coped being spoken to like this all the time. Still. If Gakushuu was able to stand up to this man and speak his truth after all he'd done to him, then Ren could too.

"It's true we've lost a lot to E-Class. Of course we're all mad about it. But we didn't loose because we didn't 'hate' them enough or- or because we're 'distracted by friendship'... anything it's because we underestimated them." Ren said. He didn't sound nearly as confident as he wanted, his words coming out as weak and scared. But at least he'd said it. The Chairman turned his attention to Ren, Mauve eyes filled with hate.

"Ah- Mr Sakakibara. The number one offender in trying to fill my Son's head with nonsense." The Chairman said with a cruel smirk. "I wonder. Perhaps you are jealous of Asano and that's why you're so hell-bent on trying to make him fail."

"I don't want Gakushuu to fail- " Ren cried out, hating how emotional he was getting already. "I just want him to be happy! Which is hard after everything you've done to him!"

Ren instantly regretted saying that out loud.

"What I've done!" The Chairman hissed, pulling himself out of his chair and standing at his full height, fists clenched. "If anyone has bad intentions for my son, it's you, Sakakibara! YOU keep trying to distract him- "

"I'm not- "

"You think I haven't noticed? The disgusting way you look at him. The way you fawn over him." The Chairman said, scornfully. "Dear me. Imagine how disgusted Asano would be if he found out. I wonder how he would feel if he knew this 'friendship' was just a cover-up for your perverse infatuation."

Ren felt as though his heart had stopped pumping, he felt as if he was turning red but the blood was draining from his face at the same time. He was aware that his other three friends were giving him questioning looks.

"I don't- It's not- It's not like that- " Ren stammered, unable to look up from the floor. Yet somehow, he knew the Chairman was smiling.

"That's probably why you're always trying to convince him he needs help. You probably enjoy him seeing him acting pathetic." The Chairman carried on. Ren tried to deny it, but the man talked over him. "Your twisted infatuation with Asano is just a symptom of your own weakness. I can help you overcome that- "

Ren wished the ground would swallow him up. He looked up at the Chairman, glaring at him with tear-filled eyes. This man really was a monster, he thought. It was the last coherent thought he had in a long time.

I really struggled with how to write this part of the story. Obviously, the Chairman turning Asano's friend's into zombie is a pretty significant part of the original story, but this is I guess a slightly grittier retelling and it's hard to write this in a way that is serious. I think the original balanced the cartoonish aspect and it's sometimes' serious themes so well partially because of the medium it is. It's a lot easier to draw his friend's as mindless zombies and have it be taken seriously compared to writing it. I think that's partially why I struggle to write Korosensei so much; he's such a cartoonish character and so much of his character is based on VISUAL aspects and how the artist portrays him. If I wrote 'Korosensei moved so fast it made clones' without the context of the original manga, people probably wouldn't even know what I meant, but in the visual medium of manga it works.

So. Anyway. I think I'll copy the original and leave the HOW part of the Chairman's mind control vague, since I don't think any explanation will be satisfying.

I re-watched a few scenes to write this chapter, like the scene where A class taunts E class after beating them in the exams. I ended up giving some of Ren's lines to Seo, because I don't think it makes sense for the Ren in this story to be trying to bully E class, since he's kind of ended up with the role of moral compass.

Like I said before, this is pretty much following the original story, and up till this point I think has been pretty cannon-compliant. I'm kind of debating altering cannon slightly (Not even sure in what ways) but just so I can stay true to THIS stories themes and narrative arcs. At the end of their arc in the original story, it's clear the Chairman is pretty much redeemed and implied their relationship is on the way to being repaired, but obviously, a quick reseloution like that may ring false in this story. I still haven't completely decided where I want to go with it yet though.

Gosh, this is a long authors note.

Anyway, thanks for the comments and support, I love reading them and seeing what people think, they really motivate me to keep writing!