Disclaimer: I do not own x-men first class. If i did...well, there would be a LOT more slash. Just sayin'.

A/N: I am SO sorry for the late update, I'm trying to update a new chapter at least once a week now, but school has gotten SO SO SOOOO annoying! Please be patient with my inconsistencies! ):D

It wasn't a surprise really, that Erik had killed five men in twenty seconds. 'They were in the way,' he had stated, walking forward and punching his numbers into the coded box on the alleyways wall. The blood that coated his hands he wiped away on his jacket absentmindedly, the rain now droning down in a dull simple beat. Raven stepped nimbly over the bodies, the blood running and gathering into the sewer. No one noticed, or even looked this way. Which was eerily good. Raven reached for Hank's hand and found its warmth as they gathered to stand by Erik. She felt her nerves sing happily at the added warmth, and she curled her fingers around it. Hank was blushing profusely but made no move to pull away as the group began to step through the wall…Before Erik shot them back. The metal they carried on them pulled them back at least ten feet, whether it was a small zipper or a button with metallic lacing they were gone. Raven felt her head jostled, her shoulders bump onto the bend in the dripping wet sidewalk, and she had no time to react as Sean's head smacked against hers, a dull banging throb erupting around her bruised skull. She raised her head and caught a glimpse of Erik surrounded by a heavily armed police squad. He sent her a nod before the wall hardened, and the group and Erik were gone. Raven shifted out of the form she was in, and it melted away like sugar in the rain. She felt arms wrap up under her shoulders and help pull her clumsily to her feet, Hank's dark hair tickling comforting against her cheek. She swayed, her head throbbing, and reached for Sean to help him up as well. Alex was already standing. The rain was steady now, building up and around, and Alex took his place by Sean's side.

"Is there a back way in? That's what we need." Raven grumbled, taking Hank's arm and pulling him down the sidewalk. The others followed suit. Their feet sloshed against the wet washed streets and Alex slid easily through a growing puddle.

"There's always more than one entry. We just have to look." Hank murmured, eyes directing up toward the rain. The droplets fell and splattered like blood against the glass lenses of his thick prescription glasses, and he doesn't bother to wipe them away. In truth, he doesn't mind. It makes the real world seem fleeting.

The guard's uniforms were itchy. Erik hated them from the moment he flung one on, regardless of the blood, regardless of the bone fragments. He could ignore the petty details. It was harder to ignore the material. It was slim fitting, the fabric some sort of cotton of cheap polyester, and a bulletproof strip was sewn on the thighs and forearms. It was uncomfortable. The security, once you became the security, was very weak. All he had to do to get in was swipe "his" badge. All he had to do to open door upon door upon door was keep the visor of his helmet shielding his eyes. Simple. The boots were soft though, and they made no sound against the white tiled floors, no scraping noises or squeaking chirps due to the rain and mud that caused the slick friction. The metal of a gun lay heavily in his hand, and he felt big and clumsy carrying it. He didn't need this metal. Not when he could control it without touch. But what was a guard without his weapons?

Emma Frost could feel him in her mind now. Her hands were frozen above the numerous amounts of silver switches, each carefully labeled and ordered, and although she tried to move she could not.

"Emma? Darling, what's wrong?" Shaw's voice would normally send a shiver down her spine, would make her head feel light. But, when her mind wasn't truly hers any more it filled her with a loathsome disgust.

"It won't work, Shaw. Subtracting energy from all the mutants in these labs won't work. This machine, this dial can only be powered by Xavier. He won't do it. You won't be able to succeed in the world's radiation and mutants reborn. You won't-" His hand collided with Charles' face, snapping his head back against the table, the haunting melody of skin slapping skin echoed around the room. Emma blinked and stumbled rear, fingers flying to her temples.

"He- he was in MY head?" She gasped, eyes wide and frantic, as Shaw connected the leading tubs onto one of the inverted switches.

"I broke his concentration, now get a hold of yourself." He snarled, Charles shifting some on the table.

"To think you could get into her head, how much power do you truly hold?" Charles didn't respond, he just closed his eyes and breathed. Shaw, this machine, it was strange, that this man would go to such lengths for a box of metal. He saw so much in Emma's head, so much wonderful, wonderful thoughts! The labs were created for a sole purpose, finding someone powerful enough to power this machine, this monster, that would turn Sebastian into a walking bomb. The humans, his head reasoned, were inferior. They should be under the mutants, not vise versa. So…Charles' eyes opened slowly, and he turned his head gently to see where the wires connected up to him lead. If he were to destroy that machine, Shaw would be nothing. That's how he gets his power after all.

To destroy it, Charles had to get in it.

The rain had matted Raven's hair, made it cling in sopping blonde strands to her cheeks and neck, and she sneezed, the cold finally giving in. They had circled the block three times, gone down every alleyway and checked every store wall. There was nothing that signified a back way in. Raven shifted into the form a police officer yet again, and Alex caught her wrist as she began to speed up her walk.

"What the hell are you doing?" He hissed, her wrist slipping out from between his fingers as Raven turned, pointing to the other officer a ways down the street.

"I'm asking for directions."

"Your insane! He won't buy that!" She smiled then, spinning around and cocking her head to the side.

"Why wouldn't he? I'm a guard, leading three mutants to Shaw. Its his job to show me the way in."

"If you work for Shaw you're already supposed to know the way in!" She bit her lip, Alex's argument fair, and turned a glance toward Hank who couldn't make out much of anything from his glasses. So he shrugged.

"I'm going. I'm new, remember?" Without another word she grabbed Sean's shoulder and led him roughly beside her, Alex following hot on her heals. The officer at the end of the street didn't turn or make much of a movement as Raven approached, and it was then that the situation and consequences of such began to dawn on the shape shifter. If they were caught, they would be killed. Raven stalked confidently forward, though there was a sway to her hips that didn't very well resemble that of a man's walk. Alex groaned and shifted some behind Sean, who, out of the instinct of feeling nervous, reached out and grasped Alex's hand in his. The comforting weight and added warmth that shot through his veins gave Sean a sense of comforted security, like he was just covered in a fluffy dry towel. Alex stilled, turned slightly behind him, and gave his smaller pale hand a reassuring squeeze.

Raven swallowed the lump in her throat, swallowed whatever it was she had for dinner back down, and approached the stiller guard. They didn't even turn their head.

"I'm here for Shaw. He said to use the back exit. I can't seem to get through." The guard shuffled some and moved forward, eyes and half of their face shielded by the tinted dark glass visor. They inclined their head to the small metallic box behind him and Raven resisted the urge to grin. Instead, she nodded, and punching in her numbers as she had seen Erik do before, she ushered the mutants in after her as she followed them through the fake brick wall.

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