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The morning sky was aflame with oranges and purple hues as Victor trudged out of his motel room and to his truck. The foul air stained with gas and smoke as well as other city smells made his nose twitch. God he couldn't wait to get away from this fuckin shit hole of a city. He threw his trench coat into the passenger seat before turning the key and letting the truck grumble to life before pulling out onto the highway.

He hadn't gotten any sleep last night, he'd gone and picked up the other half of his paycheck after he'd gotten rid of the shit heads that'd attacked Stripes and the Pup. Why he even lifted a finger and went through the trouble he still had no idea. Especially since the little cunt had tried to rip his throat out. Well maybe that was a lie. It wouldn't do any good for her to get picked up by the feds before he even got to see her again, which was bound to happen seeing as they played on opposing teams.

He couldn't help a small smirk at the thought of her. He'd never seen anything like her that was for damned sure. She wasn't a normal X-geek , that he was sure of. Her movements while not great due to lack of experience, had been practiced, and she'd been unaturely calm during the incident whereas poor Stripes nearly had heart failure. Part of him thought he was an idiot for just letting her go like that. Feral females are few and far in between, soft curves a pretty face didn't help her either.

Turning around and plucking her out of that fuckin school had crossed his mind, more then once; he could take her with him and show her a real good time. It was obvious she couldn't keep a lid on her animal, and since Stripes had snuck out outta the place with her, he was willing to bet his piece of shit brother wasn't even there to help coach the Pup through what was happening to her, not that he'd be much help. Too bad he hadn't found her first, he could think of a lot better things to teach her then just how to coincide with her inner animal.

'Damn shame.' He thought to himself, but no matter he'd see her again.

Max hoisted her bag higher on her shoulder as she walked casually through the parking deck of the shopping center. The cab ride from the institute had been silent and guilt ridden and awkward. Not guilt ridden for killing the assholes that had been after her, but for running out on Rogue. They'd been best friends ever since Max had gotten to the institute, and it broke her heart to feel like she had abandoned her just like Logan does.

A sleek black corvette came into view and she circled it in thought. It wouldn't really draw attention no matter where she went since it wasn't to new.

'A '92 maybe.' she thought to herself, and it probably didn't have an alarm system… plus she just liked the way it looked. A trait she inherited from her father who always preferred older more classical cars to the hot rods people were obsessed with today. She looked around to make sure she was alone and pulled a pocket knife from her boot and dropped her bag to flip open the blade. After sniffing the air to make sure no one was near, she slid the blade into the key hole and popped the lock.

Tossing her bag into the passenger seat she slid in a shut the door and admired the new interior and leather seats that definitely weren't original. She gave a slight smile and bent down to pop open the interior piece that covered the wiring under the steering wheel. She couldn't stop her mind from wandering back to her abandoned friend. Rogue would have liked this car too.

'She'll be fine. She's got the others and the Professor, and Logan...' Speaking of the Badger, she really hoped he wouldn't get a mind to out his nose to the wind and come hunt her down. Hopefully they would respect her wish to leave and just stay put.The thought gave her little comfort but she forced herself to accept it and push it to the back of her mind. The wires slipped through her fingers drawing out a curse, she was definitely out of practice. She ginned in triumph when they finally sparked and the car roared to life, practically purring under her. She took off her tobbogan and shook her hair letting her ears pop up before backing out of her parking spot and chirping tires out onto the road. If she hurried, she could beat the morning traffic. As she drove her mind took a turn to the stranger in a long back coat and a cocky fanged smirk.

The hours ticked by as she distanced herself further and further from New York. Classic rock blared through the speakers and the sun had come out shining through the sun roof and putting Max in better spirits then she had been in a long time. God how she had missed driving. The windows were rolled down making her hair flutter and she resisted the urge to hang her head out of the window. The car handled the curves of the winding road like a boat slicing through water and begged for more as she kept a steady pressure on the gas pedal. Traffic was at a minimum on the long roads heading north. She'd been driving steadily for almost 48 hours. She thanked the lord she had a healing factor.

A sign appeared for a motel up the road. Max contemplated if she should rest up or try to push on. Her ass was long past being numb and her left foot was starting to fall asleep. She hadn't seen a soul in the last 300 miles but it didn't stop her from constantly checking out her mirrors for signs of anyone who had been sent to finish the job the two goons had failed to carry out.

Gravel crunched under the tires as she rolled the car into the parking lot. It didn't look like a complete shit hole, definitely wasn't no Hampton Inn either but it was better then the back seat. The corvette went quiet and she quickly pulled a red bandana from her bag to tie around her head. She ran her hands over the top to make sure her ears wouldn't be noticed before grabbing her stuff and walking into the office.

A skinny man with a striped shirt and a flyswatter was seated behind the counter. He ran his eyes shamelessly over her form and gave her a yellowed smile. She fought back a grimace and pulled out a small wad of bills.

"Just one?" he asked

"Yes jus' one," she answered dropping the money on the counter.

"Hard to believe someone would let such a helpless little girl travel by herself, you might get lonely," he leered sliding a key over. Max gave a hard smile and showed a hint of fang, leaving her hand on the counter longer a little longer then she should have so the man could see her claws which may be small but far from delicate. His eyes widened and he sat up a little straighter, his scent taking on a nervous edge.

"I don't mind bein' alone, and I'm far from helpless," and with that she sauntered out and went to find her room.

Later, after she'd washed the travel and weariness away she sat on the bed and rifled through her bag. She pulled put her small box and rifled through its contents. Pictures of her and Rogue made her heart sink, when nauseating feeling of guilt became to much she set them aside and picked up a set of dog tags. The pads of her fingers ran over then engraved metal. Her dad had been a marine serving four terms oversees, two of which he had been a part of a special-forces team. She picked up a picture of a man with her eyes and sandy blond hair nursing a cigarette and a beer. She remembered when she was left with her mother and he wouldn't be home for days. He'd been working, her mom had told her. He was released from duty the year she turned 6. It wasn't until she'd turned 13 that she finally figured out that her father's absence wasn't entirely military related, and that he wasn't working a regular 9-5.

She remembered the day she'd finally worked up the courage to ask him about it. He didn't even try to deny what he did for a living he said it was because he knew she would figure it out sooner or later. Her mother had been furious, then spent the next couple of hours crying at the kitchen table. Max tried to comfort her and told her that she still loved them.

Flashbacks rushed forward in blurs of color and pictures. Her first self-defense lessons in the back yard, nature skills, learning about cars, and the day she learned to shoot a gun. She remembered how proud her father looked when she made her first paper target explode. She'd been 8.

"Look Dad! Perfect shot! Now I can hit the bad guys to!" He ruffled her hair and tweaked a fuzzy ear, a stern look replacing the smile he'd worn before.

"You ain't gonna shoot nobody little trooper. I'm only teaching you this in case you find yourself in a tight spot and have no other way to defend yourself ya hear? Now that's enough for today come over here and clean it like I showed you and let's get somethin to eat."

She was 13 when they came to the house. Five men dressed in black and ski masks. Max and her parents were in the middle of eating dinner when the smoke bombs broke through the windows.

Shattering glass cut her mother off from asking how her father to pass the salt. She screamed and shot up from her chair grabbing Max and throwing her arms over her to protect her. Her father pulled a pistol from its holder under the table before grabbing his wife's wrist and dragging them into the living room. The smell of gun powder and the gas scorched her nose and burned her eyes making them water. Bullets penetrated the house and tore holes through anything in their path. They made it to the back bedroom before her father was forced to turn and open fire as strangers infiltrated their home. Her mother threw open a trap door in the floor that Max had never seen before. Yells and her mother's sobs added to the fear and panic thumping in her ears.

She hadn't wanted to leave them, they had to stay together. She tore away from her mother and clung to her father's shirt.

"Daddy please, I can help, please please don't make me go. Not without you and Mom." He handed the gun to his wife who took up his position and grabbed Max by her arms his grip fierce and commanding. She started to cry.

"Listen to me baby, I need you go through that door and get out of the house and make for the woods. Your Mom and I have to stay here. We won't let them get you okay? We'll meet you outside when this is over but I need you to get out and run. I promise we'll be right behind you. Don't stop no matter what okay? Promise me." He looked so scared. He'd always been a man of few emotions so his usual cool demeanor had come to be comforting but, she'd never seen him look like this. The gravity of the situation hit her full force.

"I promise," she said. He kissed her forehead hard before handing her off to her mother who pushed her through the door. Tears were streaming down her face and the smell of her fear overtook the smell of ammunition and blood.

"Whatever you do, don't scream and don't turn back okay? We'll find you." Then she was gone. The door shut and Max crawled as quickly as she could under the rest of the house. The shooting stopped when she reached the tree line followed by a sorrowful wail. Max skidded to a halt and turned to see her father being dragged out of the house sobbing and covered in blood. He was thrown to his knees in the yard, three of the five men were still alive and stood behind him. She couldn't hear what they were saying, she could only watch in horror as one raised his gun to the back of her father's head. A scream was lodged in her throat choking her.

Silver gray eyes met hers as her father mouthed the last word he would ever say to her.

'Run.' The last gunshot echoed through the trees and her world shattered.

Max bolted awake a hoarse scream on her lips followed by a sobbing gasp as she tried to work air into her aching throat. She hadn't even realized she'd fallen asleep. She threw the blankets off of her sweating body and ran a hand through her hair. The dream hadn't visited her in some time, she was a fool to think she'd stop having completely. The clock beside the bed read 3:20 a.m. With a sigh she flopped back onto the bed and tried to calm her racing heart. She sighed and forced herself up and made her way to the bathroom. She couldn't sleep reeking of her own fear.