Carlos felt panic first as he was jerked backwards, hands scrambling at the person holding him. They hissed softly in his ear, releasing him and he spun to stare wide eyed at Jay.

"You scared the crap out of me," he hissed, hand settling over his chest as he tried to force it to calm down.

"I scared you?" Jay whisper-growled back and his dark eyes were burning as he continued to match his glare, "What about me? Do you have any idea what it was like to wake up and find your bed suddenly empty?"

Carlos ducked his expression because he knew his friend was right. After everything that's happened in the past two days they were all on high alert and suddenly waking up to find one of them missing was probably terrifying.

"I'm sorry," he apologized meeting his friend's gaze, "You weren't supposed to wake up until I got back."

"Well… I did," Jay muttered as he straightened to his full height before slouching his shoulders and grumbled, "I'm sorry too. I shouldn't have grabbed you like that."

Carlos nodded, smiling slightly when something shuffled down the hall and Jay was shoving him back inside the kitchen. They just managed to duck behind one of the counters when the door opened and their parents walked back in.

Something in his chest constricted tightly, Jay's hand suddenly clamping over his mouth as he placed a finger against his own in the universal signal for silence. Carlos nodded in understanding, Jay's hand falling away as their parents clanged some more in the kitchen.

"I can't believe you left it," Cruella complained, voice shrill though Carlos suspected she wasn't helping much.

"I didn't leave it," Jafar growled back in annoyance and Jay's eyes hardened from across of him, hands curled in tight fists as he kept his gaze focused solely on Carlos, "We grabbed the wrong size, though I don't know how much potion she's planning on making. How much does it take to awaken one person?"

One person?

Carlos met Jay's confused stare with one of his own as he tilted his head, white hair brushing against the metal counter as he urged himself to calm down, to not shuffle in his unease. It was harder than it should've been, all things considered.

"Found it!" Jafar announced suddenly, causing Carlos's heart to leap in his chest slightly as Jay's hand ended up back over his mouth.

"Are you sure this time?" Cruella demanded as their footsteps echoed towards the door.

Jay stiffened, hand clutching his mouth almost painfully tight. His eyes were hard and focused as the door slammed closed behind their parents. Carlos managed to count to seven before Jay jerked him upright and ushered him out the door and back towards their room.

Neither one of them seemed to breathe until it locked closed behind Jay, the older boy leaning against it for physical support. Even then there was a long tense silence as Carlos strolled over to his bed and Dude, seeking comfort from the dog.

Jay moved first, straightened back up as he ran shaking hands through his rats nest for hair. It was also the first time Carlos noticed his friend was shaking.

"Are you alright?" he asked, running his hands through the dog's fur almost subconsciously as he continued to gaze up at his friend.

"I'm great," Jay replied sarcastically as he went over to where Carlos was still sitting, "What about you? You okay?"

Carlos nodded, ducking his expression as he asked after only a slight pause, "What do you think they're trying to do?"

"They said they needed the potion for only one person, right?" Jay inquired as he sat down beside his friend, close enough so only their shoulders were touching, "Who's the one person they would need a potion for?"

Carlos froze as it suddenly became clear, Jay turning a concerned look at him. So he hadn't gotten there yet himself then.

"Maleficent," Carlos whispered before jumping to his feet and heading towards the door.

"Whoa. Where do you think you're going?" Jay demanded, trailing after him so he could catch his shoulders and stop him.

"To go tell the others," Carlos explained, "They deserve to know."

"Not right now," Jay hissed as he glanced nervously at the door before back to his friend and added, "Our parents are roaming free in the halls."

"And they're trying to revive Maleficent," Carlos reminded, raising his voice slightly with the panic the words caused.

Maleficent had been frightening enough by herself, if all four of their parents teamed up then the school would probably be doomed.

"I know," Jay agreed softly as he reached up to run a hand through his long hair, "It's just… we can't go rushing out in the halls while everyone else is asleep. That's the whole reason our parents are currently active."

Carlos allowed his shoulders deflate because, logically, that made sense. He also knew that they might not have till morning, and watched as Jay's face seemed to crumple when he told him as much.

"I know," Jay nodded and he looked conflicted, "but if they do manage to revive Maleficent tonight then us telling the others won't do much. We can't stop them."

"Jay, we have to," Carlos reminded earnestly and Jay's gaze seemed to sharpen to almost defensive.

"I know that," he snapped and he was glaring but Carlos didn't allow that to force him to back down, "and if you're going to insist that we find the girls and probably sneak back out the second I go back to sleep than fine. Let's go."

Carlos brightened, whistling for Dude to follow as they crept out of the room and into the dark halls that suddenly seemed so much more daunting. Jay lead, accustomed to running on silent feet from years of robbing people blind. Carlos followed, clutching Dude to his chest as his heart hammered for an escape.

Somehow they managed to make it to the girls' room without getting caught or even seeing one of their villain parents. That didn't bring him any comfort, knowing that meant their parents were together and working on a way to rescue Maleficent.

Carlos figured Jay must feel his panic because he practically hammered the door down when he knocked, and he didn't stop until Mal opened it, a peeved expression in her green eyes.

"What are you two doing up?" she demanded and over her shoulder Carlos could see Evie sitting up in bed, long blue hair drawn up in a messy bun as she rubbed her eyes with the back of her hand.

"It's like three in the morning," she complained from inside the room once she realized who had woken them.

"We saw our parents," Jay hissed before Carlos got a chance to start rambling an explanation as he wormed himself inside, "They're going to try to revive Maleficent."

Mal tensed as Carlos passed, shoulders rigid as she demanded in a voice cold enough to burn, "Are you certain?"

Jay nodded, swallowed and continued as he glanced between the two of his female friends, "The Evil Queen is making a potion or something."

"Wait, where did you see your parents?" Evie asked suddenly, now standing beside her bed.

"Kitchen," Carlos informed before glancing at the mirror clutched in her hand and asked, "Can you find your mother with that?"

Evie blinked like the idea just struck her before she bent over and whispered, "Magic Mirror, where's my mother?"

She pulled away, Carlos making his way over so he could peer over her shoulder. It didn't seem to work, though, as Evie grunted and dropped the thing on her bed.

"They must've put up a magical block so we couldn't find them," Evie muttered in despair, "What are we going to do now?"

"Where are they keeping Maleficent?" Jay spoke up after a long pause, eyes twinkling in thought as he seemed to mentally calculate everything.

"One of the rooms in the school," Mal muttered and Carlos didn't bother to question how his friend knew that, "They were waiting until they could set up a prison equivalent to the isle but just for her."

"So we need to find the room and guard it from our parents," Jay concluded and Carlos was so glad Evie seemed to blanch at the idea, knowing he wasn't the only one who thought that plan was insane in so many different ways.

"We need to inform Fairy Godmother and the teachers so they can stop our parents," Evie protested and it sounded logical to Carlos at least, his grip tightening slightly on Dude still clutched in his arms.

Apparently, their other two friends disagreed.

"No time," Jay protested already shaking his head and Carlos swallowed because some part of his brain knew he was right; it's felt like hours since they last saw their parents rummaging in the kitchen.

"Evie, he's right," Carlos concluded when he saw the girl was about to start arguing again, "Our parents could have already found Maleficent and start working on a way to free her."

Evie still seemed reluctant but a quick glance around the room revealed that she was outnumbered and she swallowed as she nodded, "Okay. So what's the plan now? How do we find Maleficent before our parents?"

All eyes turned to Mal, who blinked in surprise at suddenly being signaled out.

"Why me?" she asked but Carlos suspected she already knew the answer.

"She's your mother," Jay explained, "You'll be the most likely to know where they put her."

"No," she denied with a shake of her head, "They never told me. I think they were afraid one of us might try and do something if we ended up in the same room."

"So we're back with nothing," Jay growled and it was clear the agitation was getting to him as he threw his hands in the air and exclaimed, "We're wasting time standing around and arguing."

"The west wing," Evie muttered suddenly elaborating when all eyes turned to her like she was crazy, "Doug once told me they keep magical items in the west wing for safe keeping. Usually artifacts they dig up around here to place in the museum."

"Good as place to start as any," Mal decided already hurrying out the door; the rest of them followed.

The west wing was on the other side of the school, a ten minute sprint that seemed to stretch on forever. By the time they finally did make it, Carlos was certain his arms were going to fall off from where he was clinging onto Dude, panting slightly from the exertion.

One of the benefits from growing up on the isle is that running was a necessity. Otherwise he figured his friends would've left him far behind, though another part tried to argue and say they wouldn't really leave him.

Mal jerked on the door, surprising all of them when it opened with no resistance. Upon closer inspection, they realized why.

"The lock's broke," Mal explained as she glanced up at the dark hallway with slight fear in her eyes, "Our parents have definitely been through here."

Evie seemed to pale slightly, shuffling so she stood closer to Jay. Carlos didn't blame her, itching to do the same but knew under a confrontation with their parents Jay would do everything to protect them with little regard of himself. Carlos decided it would be best if he was on his own.

"Alright guys," Mal whispered in the darkness, back tense in anticipation as she turned to lock gazes with each of them, "We can do this."

"After you," Jay agreed and she glared before creeping inside, Carlos following last and stopped the door from clanging shut behind him.

It clicked in place, sending an eerie chill down Carlos's spine as he followed silently. The hall was bare, doors lining either side as the shadows seemed to warp into invisible almost ghostlike figures. Carlos blinked at the thought, gripping Dude a little tighter.

He knew he would do anything to protect the dog from his mother, recalling the many stories she would often brag about how she killed dogs for their coats. He wouldn't let her take one of the only things he genuinely cares for.

"Anyone know which door to look in?" Jay whispered suddenly, causing Mal to jump in surprise.

She spun around to glare, eyes seeming to glow in the darkness. If the situation wasn't so nerve-wracking then he probably would've found it in himself to laugh. Instead he gripped Dude a little tighter, almost certain he was crushing the poor animal.

Mal hissed something about being quiet, Evie already sneaking around her to a door identical to the rest in the hall. Identical except for the lock, broken and she quickly ushered for them over before pushing it open with her fingertips.

They entered as one, bunched together in a tight group as they sought out comfort from each other. It helped but not much as he realized what they were doing was incredibly dumb. He also knew that it had to be done. Chad had already been injured and despite his roots Carlos has found himself grow incredibly fond of the people here.

The room was too dark to make anything out, he couldn't even see Dude still in his arms and they stopped barely inside.

"Find the light switch," Mal commanded and they dispersed in their search, but as it turned out there was no need.

The door slammed closed about the same time the room was illuminated in a bright green light, twisting the cream color of the walls into something foal and poisonous. Several feet away, all his friends tensed at a menacing voice spoke by the doorway.

"Hello children."

Ben was woken by a frantic pounding at his doorway.

He groaned, blinked bleary eyes open before crawling out from under his warm sheets to answer. It was Doug, eyes frantic, and he didn't stop knocking when the door gave away. He stumbled in surprise, Ben catching his shoulders and help straighten him back out.

"Doug?" he yawned tiredly as his window indicated that the sun was just starting to come up, peaking over the horizon in vibrant colors, "What are you doing up so early?"

"I went to check on Evie," he explained hurriedly and something cold curled inside Ben's chest at the name, "but she wasn't in the room. Neither was Mal and I can't find them anywhere."

Ben bit back the urge to rip the school apart as he reassured as sensibly as he could, "They're probably in the boys' room. They tend to hang out with each other and the news of their parents probably has them all rattled."

It definitely had him, and everyone else once Fairy Godmother announced the news school wide, rattled. He also knew it was the reason Doug went to check on Evie at all, concerned about her in much the same way as he was about Mal.

"No," Doug denied shaking his head as he added quickly, "I checked there to. They're all gone."

Ben's chest constricted tightly as he demanded a little less calm then before, "What are you saying?"

"I'm saying that they're all gone," Doug confirmed and it was like a nightmare turned to reality, "The villain kids are all missing."