Disclaimer: The X-Men and Brotherhood characters aren't mine. The only characters that are would be Benj, Leo, Ty, Clay, Cloak, Portal, and Seth. All other OCs belong to their respective owners, which by the way: ARE AWESOME!

Author's note: Here's an update.

Sorry for the wait, but this chapter needed some "extra attention". I hope you guys enjoy it. I'm taking the Haven storyline a lot farther with this one. And yes this means that the reason I named this story D-Factor will come soon (though I'm sure some of you have guessed by now).

So on Haven Origins, I plan on having the first be Zendi/Knife, then Rena/Fenris. The reasons why are that when I played it out they were the two who've probably been at the Haven the longest, besides Clay and Cloak of course. It'll probably be an every other week update for the two stories, and Chapter 20 shall be up soon as well.

Read. Enjoy. Review. (And stay tuned for Haven Origins)

A motorcycle weaved through mid-day traffic. As it swerved in front of a semi the driver honked his honk and hit the brakes. The motorcycle rider looked back for second then added the turbo, flying through cars on the interstate. He ducked down lower to increase aero-dynamics, and seemed to meld into the bike, his back matching the arch of the bike. The green stripes on the bike seemingly blurred as the bike's speed reached well above eighty miles an hour.

The rider swerved onto the off ramp and slowed down to blend into downtown traffic. He slowed and parked the bike alongside the curb next to a grocery store.

The rider wore a heavy leather jacket, rough jeans, leather gloves, and a black helmet with reflective visor. Getting off his bike he glanced down at a piece of paper with an address on it and matched it to the store's.

"Bueno." He muttered, walking inside.

On the wall to the left was some construction tape, and two workers who were repairing the wall. The rider approached the check-out counter where a bald man was standing.

"Excuse me," The rider said. "But did these two girls come in a couple days ago?" He held up a photo to show to the man.

The clerk lazily looked up. "Sorry, didn't hear you, you'll have to remove that helmet."

The rider growled slightly irritated. "No time for that. Did, They. Come. In?" His voice was slightly muffled.

"Sir, if you can't remove the helmet, I can't help you." The clerk replied.

Another customer came up behind the rider. He tapped his foot impatiently and then shouted out. "Hey, if you don't mind, I would like to check out!"

The rider tore off his helmet in a frustrated manner. Underneath the helmet his skin was bright red, with horns on the top of his head. Tyler "Spades" Dyson. Ty locked his icy blue eyes with the clerk's.

"Better?" He asked.

The customer jumped back and set down his items. "Mutant!" Other customers turned and stared, a few shouted things out.

The clerk leaned forward and whispered to Ty. "Sir, you're making the other customers uncomfortable, I have to ask you to leave."

Ty got in his face and gnashed his teeth. "I can make you uncomfortable too. Now answer the question."

"Alright, alright." The clerk looked around nervously. "Wh-what was the question again?"

"Did you see these two girls come in?"

The clerk looked at the photo and squinted. "…Yes, a few days ago… why?"

The mutant glanced back at the growing crowd. He needed to finish this fast. "What happened when they came in?"

"I don't—" The clerk started then he looked at the expression on Ty's face. "They bought a game… then… a mutant came in and tried to buy some food. A robber came in almost immediately after, the mutant stopped him."

"Did the girls leave before the robber came in?"

"One for sure did… I don't know about the other." The clerk saw the crowd becoming more hostile. "Look, you gotta leave. Now!" He added the last part with emphasis.

The red mutant held up his hands in defeat, still holding the photo. "Alright, I'm leaving." He said. "This never happened." He added quietly.

He walked outside the store past the group of humans who were yelling things at him. Removing his glove he looked at the photo again; then he allowed flames to crawl up the paper and burn.

The faces of Claire Darth and Zendi Idnez crumpled and singed as Ty let the burning paper to fall to the ground.

On Saturday morning most of the students were relaxing outside. Most of the older students were at the mansion's pool as well as Xavier and Logan. The gruff man raised an eyebrow. "Alright, what's up Chuck?"

Charles folded his hands under his chin. "I don't know how the students will react to the news that we're partnering with the school."

Logan shrugged. "I think they'll do fine. As I said before, the one thing they're good at is keepin' their cool and keepin' their secrets. So how's it gonna work?"

"For right now it's a sort of club after school where mutants can just come for support and minor control lessons." Xavier answered. "Eventually I hope we can offer lessons here, or persuade some of the mutants to join us here."

"Sounds like a good plan. The kids will be fine with it."

"I hope so." Xavier sighed.

Suddenly there was an explosion off to the side of the mansion.

"Now what?" Logan growled, running over.

As he arrived he saw Beast stumbling out of some smoke singed. Beast coughed up some smoke and looked at Logan.

"Forge is –hem- trying to make some machine." He choked out.

Logan growled. "So…?"

Beast brushed off some ash. "Well how do you think it went?" Some of the other students began filtering out of the smoke cloud.

"Dude, never again." Ray muttered as he and Bobby found their ways out.

Xavier came up beside Logan and gazed at the mess. "Is anyone hurt?"

Storm glided down to above their heads and conjured up a strong wind to blow the smoke away. As the black smoke blew away it revealed Forge and some blackened machinery.

"Note to self: Adjust the compacting mechanism and air filtration systems." Forge muttered as he removed a pair of goggles and wiped soot from his face.

The professor rolled himself up to the middle of the blast zone. "Forge, I thought we talked about this…"

"No worries professor, I did the experiment outside." The other students gathered back around.

Logan groaned and rubbed the bridge of his nose. "Kid…"

Xavier sighed. "That's not what I meant! You need to be more careful of where you do these experiments, besides, what was this machine?"

Forge become very excited and gestured to his destroyed machine. "I was working on a 'power amplifier'. It could take the next step in power manipulation, allowing mutants to do ten times more with their powers!"

"Didn't you already invent one of those, bub?" Logan asked, sniffing harshly at the fried electronics.

"Well… no the one I made was specifically for Kurt. But this one will be much more versatile, capable of working with nearly any mutant's powers! Eventually it'll be a backpack design that can be carried around with ease!" Forge exclaimed.

Rogue walked up and cast a doubtful glance at the machine. "Why wouldn't ya try makin' the opposite first, like a powah dampenah?"

Forge looked at the girl like she was insane. "Why would I want to do that?"

"Riiiight." Rogue rolled her eyes. "When would we evah want ta possibly take down a mutant with outa control powahs, that's nevah happened before!" She replied with sarcasm.

"Rogue, relax." Xavier softly said. "It's a good idea though."

"Maybe I'll try that if I can finish this…" Forge said, drifting off as his mind went to the mechanics he had to repair.

Logan turned on the students. "What are all of ya doin' standin' there? There's a Danger Room session in thirty, gear up!" He commanded.

Complaining under their breath the students turned toward the mansion.

"Crap, Logan's gonna kill me." Benj said as he skated down the sidewalk.

He and Vince raced down the streets toward the mansion.

Vince's scratchy voice sounded from behind the blonde skater. "Dude, how'da forget 'bout this one?"

"I don't even know!" He yelled as he jumped over a railing. "If I'm late for this DR session I'll never live to see another day."

"Why don't you just fly?" Vince asked when he got closer.

"'Cause it takes extreme amounts of concentration and currently? I'M FREAKIN' OUT!"

Benj's wheel caught on a dip in the sidewalk and his board flipped, sending him skidding into the ground. Luckily he was wearing his helmet and padding, otherwise it would have been a lot messier.

"Dude!" Vince yelled, jumping off his board and rushing to his side. "You okay?"

Vince helped his friend up and Benj brushed himself off. "Yeah, nothing too bad, I'm still gonna die… so it doesn't matter."

"So… dramatic." Vince said laughing.

Benj readjusted his chin-strap and placed his board back down. He was about to jump on when something caught his eye. He grabbed Vince's arm and pulled him aside so they were flat against the buildings.

"Dude, what—?"

The blonde skater motioned to be quiet. He looked back down the sidewalk and saw what he saw before: Ty, image inducer off, in the middle of the city, about to get on the Dyson's motorcycle.

The other skater merely looked at his friend and saw that something was up. Benj turned his face back to Vince and whispered. "It's Ty."

"Your older brother slash guardian?"

"Yeah, but you know how I said he doesn't go outside much?" Benj asked as he glanced back down the street again.

The black-haired skater nodded.

"That's why." The other said, pointing to Ty.

Vince followed where he was pointing and at that point saw Tyler. His green eyes widened a little then he watched intently.

'I don't know what he's doin', but it doesn't make sense.' Benj said telepathically to Vince. 'Ty would never go out without his image inducer… I don't get it… Somethin's not right.'

'What should we do?' Vince asked, turning back to Benj.

'There's no time to go back to the Institute or really call ahead. I say we follow him.' The blonde skater replied.

"Besides, I'm gonna be late anyways, at least this way I have an excuse."

Ty pulled up his motorcycle in front of the Brotherhood Boarding House. He walked up to the door.

The construction had come a long way since it started on the old decaying house. Scaffolding still covered a corner of the boarding house but the rest was quite impressive. The wooden siding had been torn down and replaced and all the shingles had been repaired. As Lance said, the mold was gone, and better yet, most of the walls had been torn away and rebuilt with iron supports on the inside, making the building able to deal with a lot of damage. The inside still looked basically the same, except the actual building was twice as wide. The hall where the boys' (and Wanda's) bedrooms were spanned the distance of the house, now with a total of fifteen rooms.

"No, no, no!" Benj cried. "Not the Brotherhood. Darn it, Ty! What the hell have you done!"

Vince looked confused at Benj from their vantage point behind some bushes. "Shh! He'll hear you."

They watched in silence as Ty knocked on the door. From where they were they couldn't see who opened the door, but Ty walked in calmly.

Benj jumped up onto the concrete block that served as the Brotherhood's front porch and stuck his foot in the door.

I'm so gonna die.

He caught the door so it didn't bounce and peered inside. No one was inside the entryway, kitchen, or living room from what he could tell; so he did the smartest thing he could: He went inside.

Vince swore. He wasn't going to be as foolish though and threw his board down on the sidewalk. If Benj wouldn't get the X-Men, he would.

Benj crept though the Brotherhood house. He was surprised at its appearance. He'd heard about when Rogue had lived there and was expecting demons to be crawling out of the walls. It just looked like a simplified version of the Xavier Mansion.

He heard footsteps and voices coming from the closet under the staircase so he tip-toed forward and opened it a crack. A whole new flight of stairs went down from there. He bent the air around him so he could glide just over the tops of the landings and stopped at the base, hiding behind the arch of the doorway.

Light spilled in from a room just ahead with computer monitors. The floor, ceiling, and walls were all metal, Ty's footsteps clanged around the room as he walked.

Ty stopped in the center of the room and waited for the man at the computers to turn.

Magneto faced Tyler with a content expression under his helmet.

"I assume your back with news?" He asked.

Ty nodded. "The girls are indeed Claire Darth and Zendi Idnez."

"Good." Magneto almost smiled.

Magneto turned to his right. "Mastermind, I am done here."

A man walked out of the shadows. The man looked oddly primate, with slightly graying messy hair and a brown coat on. He, Mastermind, moved forward to Tyler Dyson and gestured to the metal chair behind the young man.

"Take a seat, Ty." Mastermind said, his eyes glowing. Ty complied and sat without looking around, his eyes were blank.

"What does the kid think he's doin'?" Sabertooth growled.

"Mastermind has made him believe he is helping Xavier locate two kids gone missing from Bayville High. If he wasn't so far into Xavier's lies he would be a nice addition to our cause."

Suddenly Ty looked around startled, only to have Mastermind place his hands on the mutant's forehead. His expression dimmed and as the telepath removed his hands he stood up and moved toward the stairs.

Benj squeezed closer to the wall to avoid Tyler, but the red mutant wasn't paying attention to what was going on around him, he was only focused on exiting.

Better do the same. Benj thought. He moved to glide up the stairs when—

"Let's put our plan into action then." Magneto said. Benj was too curious to do what he knew was good for him and slunk back into position.

"So which of those shelias do ya want be ta go get?" Benj didn't recognize the voice, but it was Pyro. The pyromaniac let a little flame out of his flame pack and made it into a tiny horse. The horse galloped around in circles, and then dissipated with a little wave of Pyro's hand. "Please tell me I can get Darth's kid." He and Sabertooth stood at the far side of the room.

Magneto hid his annoyance and nodded. "Yes, Pyro, I want you to get Claire Darth." He typed a few things into the computer and her photo appeared. "Only her, if anyone else gets in your way… well be creative."

"How's this going to get us to the Haven?" Sabertooth growled from behind Pyro. He frowned suddenly, sniffing the air. He snarled. With cat-like agility he ran around the corner and pounced on Benj. Grabbing him around the throat he lifted the teen into the air.

"What the hell do you think you're doing here runt?"

Benj tugged at his captor's hands and tried to choke out an answer.

Magneto called out to his follower. "Bring him in here!"

Sabertooth snarled and hauled his prize in. "It's one of Xavier's brats."

Magneto smiled. "Benjamin Dents." He caused wires to fall from the ceiling and wrap themselves around Benj. Sabertooth released the teen into his master's grasp.

The skater struggled against the wires as they became taunt and held him tight, suspended above the ground. "Let me go!"

Magneto pulled the wires a little tighter, causing Benj's limbs to be spread farther. He gasped in pain and gritted his teeth. "You and your brother are funny when it comes to pain, aren't you?" As the teen continued to struggle, Magneto sighed and another wire fell from the ceiling and strung itself around Benj's neck. Instantly he stopped struggling.

"What's the Haven?" Benj asked breathless, the wire across his neck freaking him out. If he was going to hang there, he might as well get some answers.

The master of magnetism smiled at Benj's restlessness. "Honestly I am surprised Xavier hasn't figured it out yet." He examined Benj. "You have something I think the rest of the Brotherhood could use, guts."

"Yeah, I realize this." Benj grunted. "The others don't seem to be able to stand up to a fight."

Pyro stifled a laugh in the back. If this kid could show attitude when he was at a severe disadvantage, he couldn't be that bad.

Magneto's eyes flashed at Pyro, then he continued speaking. "Are you not bothered by the way we are treated as mutants by humans?" He paused, walking around the hanging Benj. "Do you not care about how the world sees us?"

Benj gritted his teeth. "One of my best friends is human. They aren't all bad."

"So, one in a million treats you nice? What about the rest? You were friends with Socks and Matt as well." Magneto continued.

Benj tried to pull his arm back and whirl his head around, but instead his wrist was slit and he caused his neck to bruise. "They were never my friends!"

"The Brotherhood could use someone like you. Smart, powerful, not afraid of what they have to do… you have a future here you don't have with the X-Men. There they haven't even allowed you on the normal team. Here you would be a leader."

How did Magneto know these things? It was promising though. Benj didn't want to be a follower like he was with the X-Men, he knew he could lead; no one was ever willing to give him a chance though. Sure he took chances he shouldn't, and was a bit reckless at times, but he knew what he was doing. Well, most of the time.

Stop it, stop it! He yelled at himself. "I'm a part of the X-Men, I don't change sides once I've made up my mind!" Benj yelled.

Magneto walked back around to face him. "We will see how long that lasts."

He turned to his right where Mastermind stood. "You know what to do."

"As you say…" Mastermind said, stepping forward. He extended his hands and approached.

The Haven

Zendi was incredibly bored. Oddly enough no one had plans on that Saturday morning except Seth. Mr. Severus reported straight to work at the zoo nearly first thing in the morning. Not everyone was awake, but most were.

In order to entertain herself Zendi decided to scale the walls of the common room and to wait patiently on the ceiling by one of the two hallways. If someone started walking down one she would drop down and scare them. Of course, Portal hadn't enjoyed her secondary wake-up call.

"Why the hell did you do that!" She yelled.

Zen grinned. "Xander gave me caffeine."

"Oh God." Portal groaned, rolling her eyes. She peeled herself off of the wall (she'd jumped about five feet back when Zendi dropped down on her), and continued on into the common room. She scoped out where Xander was and approached. "You! What have you done?"

Xander threw his head back over the back of the couch and smiled. He obviously had drunk some coffee, his eyes a brighter blue, dancing with the light of a caffeine high.

"I'm sorry, what?"

Portal growled and tossed her two-toned hair back. "Ugh, you're so… uh!"

Enrique waved her over to where he sat on the armchair. "Relax Portal. Today is Saturday. Let them have fun." He turned his head to the side and watched Fenris in her wolf morph play with Nico and a large red rubber ball. He grinned flashing his perfect teeth.

Zendi jumped back up onto the ceiling and crawled across so she was just above the boys' hall. She saw Sionnach walking down the hallway and simply couldn't resist when he came directly beneath her.

"Boo!" She yelled, dropping from the ceiling.

Sionnach jumped back startled, then rushed forward and slammed her into the wall. Knife cringed as her head hit the wall, as reflex she bent her legs up and kicked them into his chest. He stumbled back and growled.

"WHAT THE HELL!"

"I'd be asking you the same thing!" Zendi yelled back. She started grumbling something in what was probably Italian and walked back into the common room, sitting down on the couch.

Sionnach huffed angrily and considered going back to his room; then he saw Enrique and changed his mind.

"Calm down, both of you." Enrique said. "Sionnach: Zen has had too much caffeine. Zen: Sionnach is naturally angry. Everyone is happy."

Things started to settle down a bit in the room as the teens became drawn into early morning TV. Then Zendi realized something.

"Wait… where's Clay? She's usually the first one up."

The team paused in their actions and looked at each other.

"Is it possible the one who doesn't stop going slept in late?" Portal laughed. She frowned. "No… that's not possible."

Zendi leapt up. "I'll check her room." Portal followed her as they made their way to the leader's room.

They knocked, but no one answered. Portal shrugged. With a wave of her arm she brought up a portal and stepped through with Zen. They landed on the other side of the door and immediately spotted Clay.

She sat on the mat that served as her bed and stared straight ahead at the wall.

Knife flinched. She'd seen her once like that before. It appeared as though her seer abilities had kicked in.

Portal made as to move forward, but Zendi held her hand out to stop her.

"Let her come out of it on her own."

Suddenly Clay's head snapped around to look at the two in her room. There was almost a frantic light in her eyes, but that quickly faded away to anger.

"Suit up, now!" She shouted. "Tell the others."

Zendi and Portal nodded, they knew better than to question when things got like this.

The pair came back out into the common room and Zendi began yelling orders.

"Suit up, be ready to go! Portal!"

"Don't worry, I got it!" She yelled, jogging back to get the location to where Clay wanted to go.

Their leader burst from her room all suited up, sword slung over her shoulder. She handed a piece of paper to Portal, who looked back up quizzically.

"Yes, there."

Portal nodded and walked into her room to put on her own uniform.

"Alright, Portal's gettin' suited up, you guys too!" She turned to Rena and Nico. "Sorry squirt, you'll have to hang back on this one." Nico sighed, but nodded. "Where's your sister?"

"Sleepin', I think…" Nico answered.

"Alrighty, let her be, if she wonders where we went, let her know." She turned her attention to Sionnach. "You too, get suited up."

"I don't got—"

"Yes you do. Cloak, show Kitsune." Clay said, issuing more orders. "Cloak, you're gonna stay close to Kitsune on this one, we're still tryin' to arrange his death in Phoenix, and can't afford him being seen by anyone who might alert law enforcement."

"Wait a sec… my death?" Sionnach cried.

Clay rounded on him. "Uh, yeah, death. You want to finish your senior year right? Well, we need people to stop searching for you. By the way, would you prefer to be found dead in the wilderness or drowned in the river?"

The fox mutant froze. "Wilderness, definitely wilderness."

The green-eyed girl stopped for a second at his blunt answer. His tone freaked her out a little, but she got over it and continued barking orders.

Enrique grabbed Sionnach's arm and dragged him down the hallway. He ducked into his room quickly then darted back out. Sionnach tried to lean in to see the inside of the other mutant's room, but he was in and out so fast he didn't even see a glimpse.

"Your uniform." Cloak said, handing a black bundle to the other boy.

Sionnach unfolded it. As it rolled out he raised an eyebrow, hiding his joy at the pure awesomeness of it. It was pure black and appeared as though it would be a mold-like fit. It looked a bit like a martial arts uniform. He turned it around to see the back. There was a hole in the back for his tail(s). Most noticeable was the cartoonish fox face that was identical to the one on the back of his jacket, only surrounded by blue flames.

"Wow, this is…"

"Awesome? Yo sé. One of the mutants here goes by the name Graphic. He can make anything drawn, painted, or imagined into reality. I showed him your jacket, and he came up with the flame idea." Cloak said. "You know, it does not hurt to have a few good artists around here." He winked at Sionnach with the last part.

The other teen's cheeks flared, and he pulled his hat down over his face and turned to his room.

A knock sounded on the metal door that lead to the squad's floor. Grumbling, Clay answered it.

Digger was on the other side, his chest heaving. "I… ran… all the way… up… Jaller… is… on his way."

Clay swore so hard it would have made a sailor blush. "That no good, rotten…" She sighed. "Stall him, please."

Digger nodded and sprinted back to the stairs.

"Whisper!" Clay shouted, the boy came running up to her clothed in his black sweatshirt and jeans. She leaned in close and whispered in his ear. "I need you… to get Jaller to leave. I don't care how, if you get in any sort of trouble, throw me under the bus." She pulled back and stared straight in his eyes. "I'm serious, have all the fun you want with him… and swear you will pull out if things get bad. And get angry."

"Of course Clay." Xander said. He ran over and jumped on the couch. Instantly his body went slack and there was almost an audible sigh as his mind left his body.

Clay leaned back against the wall. She couldn't just have everyone leave, someone had to be here to deal with Jaller if need be.

Oh man, Zen's not going to like this. She thought.

"Zendi!" She called out.

Her friend cart wheeled down the hallway and into the common room. Man, she was jacked up on caffeine.

"Now don't get mad at me. I need you to stay here—"

"What?"

"Jaller is coming, I need you to deter him from what we're doing. You're the only one who probably wouldn't rip his head off."

Knife did a puppy-dog face, but nodded.

The rest of the squad gathered in the common room and Clay nodded to Portal. "If you would."

Portal waved her arm up and conjured up a swirling portal.

"Where are we going?" Fenris asked.

"Brotherhood House."

And, scene. This chapter was going to be longer but I decided to split it as one: I didn't have it finished, and two: It would have been outrageously long. Oh and wondering if I got Mastermind's powers right, and did I spell Sabertooth correctly?

Here's a preview for Chapter 20:

Chap 20: Continues storyline of chapter 19... Haven and Brotherhood clash. Vince tries to warn the X-Men of Benj's situation, during a Danger Room session. During the fight to protect and/or secure him, Benj has to choose... there are three sides that want him.