Soul Eater 1. Prologue- You're Not Alone

A/N: Warnings- violence, character deaths (major and minor), implied sexual content, and language; Pairings- MakaXHarvar, SoMa, hints of TsuStar, AsuraxLiz, JacKim,

To say she was nervous was the understatement of the century. Maka Albarn was just fifteen-years old when she left the comfort of her home. She was terrified. The looks she got on the bus were enough to make her on alert. Did they know? Was it possible to tell mutant from non-mutant now? It was not every day that a fifteen-year old boards a bus with a suitcase in hand. Was she too obvious? All of these thoughts, questions, and concerns flitted through her hyper-stimulated mind as she had her nose buried in a novel that she had grabbed from her bookshelf before booking it out of her house. She should not have had that coffee before she left; she was far too jittery to relax and enjoy the eloquently written words of Austen's _Pride and Prejudice_. She longed to escape her reality and replace it with the universe that she yearned to be in, one where she didn't have to fear death at the blink of an eye. However, the excess of caffeine made that impossible, so she closed the novel with an irritated huff and directed her attention to the ever-changing scenery that could be seen through the window. As the trees rushed past, she reflected on her decision. She had heard that Shibusen was a wonderful place, a safe haven even, for her kind. However, was it a wise idea to abandon home for this Academy? What if the stories she heard over the years were a cover up and mutants were murdered there behind closed doors? What if she got there and realized that she did not fit in there either? She wrung her hands nervously, her fears starting to get the best of her. She was tempted to pull the stop request rope and run off the bus back towards her house, territory she was familiar with. As she was struggling with this internal conflict, she felt the weight of the accusatory stares and curious glances that were directed her way. She felt herself flush from being put on the spot like this, embarrassment and panic clouding her thoughts and judgment. She could not do this, there was no way. Her hand inched toward the rope, intent on tugging it, when the voices of the passengers around her started overcoming her thoughts.

'_Boy, that girl is a strange one.' _

'_I hope she is not a runaway… should I call the cops now and alert them?'_

'_Do not look her way…she looks like trouble.'_

She pulled her arm back from the rope and pressed her hands to her temples, trying to will away the voices. This, this was why she needed to escape to Shibusen. If she did not, she would never learn how to truly master her "gift." With as frightened as people were of the gifted now, one not able to fully control his or her abilities meant certain death. Taking a deep breath, she steeled her resolve; she needed to go there, fears be damned. It was best for her to get a new start rather than pressing her luck by remaining in Aurora; it was only a matter of time before her fellow Kansans learned of her secret and decided to persecute her. Decision made, she pulled her iPod out, popped in the headphones, and cranked up her music to drown out any lingering doubts she had, as well any stray voices. A change was definitely needed in her life, and this was the perfect opportunity. A ghost of a smile danced across her lips as she cracked open her book once again, ready to get swept up in the intricacies of Austen's work as she waited for the bus to make the final stop for her: Death City, Nevada.

Whatever her expectations of Death City had been prior to her arrival, they all paled in comparison to the beauty of the city. As she was caught up in its marvels, she shook her head, reminding herself why she was there. She had to find Shibusen Academy; it was the only reason her father was letting her get away from her wretched home in the first place. She had been promised protection from the cruel world in exchange for learning how to use and control her abilities. She wandered the streets for a few minutes, enjoying the farmer's market in the town square until she was able to hail a taxi.

"Where to?" the man asked as she stuffed herself in the small backseat.

"Shibusen Academy," she replied in a daze after getting comfortable. He gave a low hum and began driving. She was lost in the scenery; the mountains that surrounded the plaza were beautiful and provided a much more interesting landscape than she was used to back at home.

"That will be 25 dollars," he said gruffly, pulling over. It startled her out of her daydreaming as she reached into her purse, trying to scrounge up the money.

"Thank you," she replied in a breathy manor as she handed over the money, eyes already focused on the sheer size of the Academy. He grunted in response as she pulled herself and her luggage out of the cab before tearing off, wanting to be as far away from the Academy as possible. Her jaw slackened as she took in the sheer magnitude of the building; the staircase seemed like it went on for miles!

"You must be the new girl that the Professor was telling us about," a voice called from her right, causing her to jump slightly and focus her attention on him. "The name's Harvar, nice to meet you," he said politely, extending his hand for her to shake.

"Maka," she responded as she gave him her hand, her eyes narrowing to scrutinize him. He was of medium height and had dark hair that was slicked back into a neat ponytail; he did not seem like much of a threat to her. The only thing that she found unsettling about him was that his eyes were hidden by what appeared to be sunglasses to her; she had always believed that a person's eyes were the key to his or her soul, and it always made her uneasy when she was not able to see them.

"Well," he said as he relinquished his grip on her. "We should not keep the Professor waiting, he is a very busy man." He turned around and began to lead her up the mile-long staircase.

"Are you blind?" she blurted without thinking. Once she realized what she had asked, she slapped her hand over her mouth as her face turned beat red. What a way to make a great first impression. How could she be so stupid? A hearty chuckle broke her out of her self-deprecating thoughts.

"Do not worry, you are not the first one to ask me," he grinned. "However, no, I am not blind, though I do tell most people I am to keep them from asking anymore questions. But since you are going to be a student here at the Academy, there is no use in hiding it from you."

"Do tell," she replied, interest piqued at hearing about another person's gift.

"The glasses, visor really, help keep my powers in check. Without them, I have to keep my eyes closed at all times or I risk ruining anything that is in front of me."

"W-what exactly is your power?" she asked shyly, not wanting to come off anymore rude than she already had.

"To put it simply, I emit a blast of energy, almost like a laser beam if you must, from my eyes. The visor helps control it because it blocks the energy from shooting out randomly." He pointed to the side of the visor and she peered over to see a small button. "This right here is what unleashes the energy," he smirked, taking in her awestruck face.

"That… that is so cool!" she squeaked, shocking him from her statement. She could only wonder what other abilities students of the Academy possessed.

"Well, that certainly is a first for me," he laughed. "I cannot wait for the Professor to meet you." They continued their walk in silence for Maka was giddy with nerves. This was going to be her chance; her chance to escape from the hell of torment, her chance to meet others who shared her unique talents, her chance to be free, and dammit, she was happy. As he led her through the halls, she noticed others expressing their talents freely, which made her heart swell with joy.

"Well, here we are," Harvar spoke, breaking her out of her reverie as they stopped in front of a large oak door. "My advice to you is be upfront and honest with him; he has a way of knowing if you are lying," he chuckled.

"Gee, thanks for making me even more nervous," she retorted dryly, glaring lightly at him. He gave a hearty laugh and rapped on the door with eight swift knocks, which puzzled her slightly; why eight times?

"Come in," a suave yet gruff voice called from inside. She gulped visibly; this was it. Her knuckles tightened on the door knob, going white from the tension.

_'Just breathe,'_ she thought as she started pushing the door open.

"Do not worry your pretty little head off, you have got this. Good luck," he whispered as he walked off, leaving her to handle this on her own. She took a final shaky breath and made her way into the office, ready to have this be over.

The first thing that caught her attention when she entered was how perfectly the room was put together. Everything on the left mirrored what was on the right. It was unnerving in a way; some chaos was always good in a person's life.

_'It's almost like symmetry,'_ she mused as she looked around the room with wide eyes, waiting for the professor.

"Why yes child, it is symmetry," a voice chuckled, causing her to start and panic. Her eyes scanned the room for the source of the voice and they landed on a figure looking out the window that overlooked the front yard. Was this the Professor? And she didn't realize that she had said her musing aloud.

"Such an intuitive child," he spoke, turning his chair around to face her; golden eyes seeming to pierce through her soul. "Sorry to be so rude; let me introduce myself. I am Kid, the Professor of this wondrous Academy. Most of the students refer to me as Professor K, however, so call me what you deem appropriate. I have heard much about you, Miss Albarn." As he finished his rapid succession of a speech, he approached her, his chair gliding towards her with ease.

"All good things I hope," she smiled, extending her hand for him to shake. He took it gingerly in his own, his grip stronger than she had previously thought based on his appearance. _'Idiot… never judge someone based on appearances,'_ she scolded herself.

"Dear child, it is quite alright. No need to scold yourself. You cannot help your thoughts," he grinned and that was when she got it. She had not spoken aloud earlier; he could read her thoughts. Just like she could. "I see you understand now. I hope that you will find this Academy to be one where you can fit in just right," he said as she caught a peek into his mind, full of all the wonders of the school and of the many friends she was destined to make.

"I have a feeling that that will not be a problem at all," she laughed. Her trepidation about the Academy was lessening from her encounter with the Professor, and that delighted her. To be able to have somewhere that she belonged made her extremely giddy.

"Well, I figure that you must want to be shown to your room by now. It has been a long day for you, after all. Sid, could you please come here?" Her head cocked to the side slightly, wondering who she was going to meet now. She heard his mind before she saw him, so she directed her gaze to the door, and was shocked by the person who greeted her. He was tall, muscular, and had tattoos covering his skin. But that was not what shocked her; what did, however, was that he was blue-skinned and had features that resembled a zombie from her old comic books rather than a human.

"This is Sid; he is my right hand man and legs," Kid chuckled. "He will be showing you to your bunk now. I wish you a good night's rest and I await to meet with you later this week to delve into your abilities." She nodded and swallowed the lump in her throat as she followed the massive man out of the study. She was a tad nervous being around someone of that size for the only men she had ever been around in her life were scrawny like she was. She tried to not let her fear show though, because she wanted to be as friendly with everyone as she could possibly be. This was her new start and she would be damned if her fears messed it up for her.

"Let me properly introduce myself," he said, his deep voice startling her. "My name is Sid Barret. I have been with the Professor since the beginning of the Academy. It is nice to meet you Miss…"

"Maka. I am Maka Albarn," she introduced shyly, slightly in awe of the man now. From what she had heard, the Academy was founded in the late '60's, so to meet one of the founding members made her head spin slightly. It was a lot to take in at once.

"I like that name, it suits you. So, Miss Maka, what power has brought you here? I do enjoy learning about the different abilities that our kin have bestowed upon them."

"I-I can read minds, and if I-I concentrate hard enough, I can move objects with it as well," she admitted with a blush.

"Telepathy and telekinesis huh," he murmured, intrigued that another telepath had been found. "That means you are similar to the Professor. That explains why he wants to work with you personally." That statement confused her slightly; did the Professor not normally work with new students? Pushing that thought aside, her curiosity got the best of her.

"What is your ability, if I may ask? I have to admit, I have never seen a blue man before." He just guffawed at her admission.

"It's okay, Miss Maka. It's not every day that you see a blue man roaming the streets. But to answer your question, my ability is super-human strength and agility. The blueness to my skin is just an adverse effect of the mutation. It wasn't until recently that I embraced my true self; it was Kid, I mean the Professor, who made me realize that there was no need to hide my gifts." Her eyes sparkled in wonder from his words; this place got more and more extraordinary with every person she met. She was so wrapped up in her thoughts that she didn't realize that they had arrived at her designated room.

"Well, this is your room. If you need anything, my room is upstairs. Do not hesitate to find me, alright?"

"Okay. Thank you so much Mr. Barret," she smiled.

"You can just call me Sid," he assured her. "Sleep well and I hope the Academy will be a great home for you as it is for many others." He left her side and walked down the hall as she entered her room, lying her suitcase down and flopping on the bed. Unpacking could wait until tomorrow; she just wanted to get some rest. As she reflected on the events of the day, her eyes fluttered shut and a grin broke out across her face. She did it; she finally found a place where she belonged. She couldn't wait to see what wonders the Academy would bring to her life.


	2. Hear Me Now

~Ten Years Later~

_'How the hell did I get into this mess?'_ Soul groaned, sitting up slowly. He had been minding his business and going on with his daily agenda when she appeared.

_It was a normal day for him: spend the early mornings living out of the camper attached to his truck and working on a new composition, and spend the evenings cage fighting for extra money at one of the local bars under the stage name Wolverine. All had been going smoothly, that was, until he met her. _

_ He sat down at the bar next to a raven-haired girl who looked no older than seventeen, counting his earnings as he ordered a whiskey from the bartender before lighting up a cigar. He could feel her eyes on him, as if begging to ask a question, but he was not in the mood for shit like that right now. He just wanted his alcohol, his cigar, and his money. He felt a presence behind him and sighed; this didn't seem like it was going to be good._

_ "What?" he barked out, not wanting to deal with this._

_ "You owe me money. That was not a fair fight," the guy taunted before lowering his voice. "I know what you are." He just rolled his eyes, ignoring the man. They all thought they 'knew' what he was. They just wanted to rough him up for some money._

_ "LOOK OUT!" the girl next to him shrieked and it threw him into action. He whipped around, pushing the guy into the wall, making him drop the knife he had pulled out. With a grimace, his blades extended pinning the guy and nearly slashing his throat open. A cock from a gun and a menacing growl of 'get out of my bar you freak,' was nearly enough to throw him into a frenzy. But there were witnesses. He relaxed his shoulders before slashing at the barrel of the shotgun held against his head, earning multiple gasps from the customers at the bar. He was done with the shit; he retracted his blades, took one last shot of his drink, placed his tab on the counter, and left the place, jumping into his truck and speeding off. _

_ "Well…" that could not have been any worse," he muttered to himself as he lit another cigar, taking a hearty puff of it as he traveled through the open road; not many people wanted to be out in the snow in Canada at this time of night. He did not blame them, the roads were shitty and you were lucky to see ten feet in front of you. His mind flitted back to the shocked look on that mysterious girl's face when his blades appeared. He did not know why she was on his mind, but he could not help but wonder if that was her first time seeing a mutant before. Probably was since most kept themselves hidden. That was when he noticed something strange; there was a sweet scent coming from his vehicle. It smelt almost like flowers. Wary of this, he pulled over and went to investigate. _

_ He approached the back of his camper with caution, following the scent. It was wafting up from underneath a tarp and he tentatively poked it, only to find resistance coming from underneath. He poked it again and heard a soft grunt. Sighing, he pulled the tarp away and came face to face with bright blue eyes and raven hair. No fucking way. _

"_What are you doing?" he snapped on her. He had his own shit to deal with; he was not going to babysit some runaway. _

_ "I needed help. You seemed like you could help me," she whispered timidly, crawling out of the bed. _

"_Too bad," he grunted, pulling her bag out and throwing it beside her before stomping back over to the driver's door. _

"_You cannot just leave me!" she cried. He was about to scoff at her and climb in when he looked over his shoulder and saw how pitiful she looked. He had to leave her! He had to! But those blue eyes were filled with so much sorrow. He just could not do it. _

"_Get in," he sighed in resignation. He couldn't believe that he was going to be a babysitter to some brat he met at a bar. He climbed in, pointedly ignoring her delighted 'thank you' as he started the engine. He took off again, just wanting to get away and find his next town to stay in temporarily. _

"_Do you have any food?" she asked meekly after about half an hour of driving. Grunting,_ _he opened up the glove box and handed her a granola bar that he had stashed away. She tried engaging him in small talk that he tuned out as he focused on the road. From what he gathered from her constant blabbering, her name was Tsubaki, but she went by the name Rogue and she was a runaway, but that was already apparent to him. _

_ "You know, you should really wear a seatbelt…"_

_ "Listen here kid, do not start scolding me…" he started before a tree crashed on top of his truck, jolting him through the windshield. He grunted in pain, his body already starting to repair itself as he stood. He looked around, disoriented for a moment before he locked eyes on Tsubaki. _

_ "You okay?" he called. Her cry of 'I'm stuck!' fell on deaf ears, however, as he noticed the tree was slashed to hell, not uprooted like he originally thought and a strange, yet familiar scent filled the air. He let his blade slip out once again and that was when he appeared. He barreled into him like a freight train, pushing him into a nearby tree._

_ "Hello, Brother," he called and Soul just sneered._

_ "What the hell are you doing here Wes?" he spat, but it was no use as he was lifted into the air by his leg and hurled onto the cab of the truck. The impact was enough to knock the breath out of him and make his blades retract. He could hear Tsubaki's scared screams fill the air as his elder brother approached him again, ready to destroy him. Snow began flurrying around them as he slowly started fading out. He thought it was his imagination, but he swore that he saw two people standing behind Wes, one a woman whose eyes were rolled back in her head, and the other a man with a visor on, blasting at his brother from his eyes. The last thing he remembered before losing consciousness was being slung across someone's shoulder and seeing Tsubaki's tearful gaze locked on him as the imaginary woman helped her escape from the burning vehicle. _

He rested his head in his hands, groaning louder this time. He had no idea where he was at and his head was killing him. He blinked back tears and took in his surroundings. The room looked very sterile; it seemed as if he was in a hospital. However, he knew that was not the case for he could smell mutant underneath the heavy antiseptic scent.

"Glad to see you are awake. Are you feeling okay?" a voice asked kindly from his side. He spread his fingers to peek at her from between them. She was of medium height with ashen-blonde hair and the most interesting shade of green eyes that he had ever seen. They seemed almost familiar, but he could not quite place where he had seen eyes that bright before, so he just shrugged it off.

"I have been better," he grunted, lowering his arms and cracking his neck to alleviate some of the tension in his body. He gave her a proper once over as she turned around to pick up equipment off of the table next to the bed. She was pretty fit, yet lacked the curves that he saw on most women. Did not mean that he did not find her to be gorgeous upon first glance. He felt a blush warm his cheeks, and another area of his anatomy, as he continued checking her out.

"Maka!" a voice called, causing his gaze to snap away from her ass to the source. The blonde, Maka as he now knew her, turned around and smiled warmly at the man.

"Harvar," she smiled, walking over and giving him a warm hug and a soft peck on the cheek. Soul could feel the waves of jealousy coming off the man, and he just rolled his eyes. Of course Mr. Harvar here would be all possessive of Maka. Whatever though, he was not here to find a girl, and he certainly was not looking to steal one either.

"So... I hate to break up the love fest going on here, but could I have my shirt back?" he asked with a smirk, trying to see if he could get under this guy's skin. It seemed to work as he stiffened and snarled at him as Maka danced out of his grip and walked over to him, shirt in hand.

"I just need to take a quick blood sample then you're free to go," she smiled, brandishing a syringe. He gulped loudly; he did not quite get along well with needles. There were too many bad memories associated with them.

"Do not tell me you are afraid of needles," she giggled, reaching out for his arm. He was about to snarl at her for reaching for him when he heard a chuckle come from Harvar, which pissed him off. Oh hell no, that bastard was not going to get the upper hand. Grimacing slightly, he gave her his arm and she prepped it, inserting the needle slowly.

"So where am I exactly? And what about that girl that was with me?" he asked, trying to get his mind off the fact that he was getting blood drawn.

"Shibusen Academy for the Gifted is where you are at. As for the girl, she is fine. She is currently with Patty talking to the Professor. She seemed pretty shaken up over the whole situation; from what she told me, you took quite the beating," she murmured, eyeing him speculatively. He knew that look- it was the one he had gotten for years, especially after Stein had gotten his grubby hands on him. The look of how- how in the world did you survive? He had a sinking feeling that was why she was taking blood from him, to try and figure out what made him tick.

'_I only ask because I am curious. No need to be afraid,'_ he heard as he was about to wretch his arm from her grasp, get his shit, and book it out of there. His eyebrows shot up in question, eyes widening slightly at her. Did she just-? There was no way. A wink from her confirmed what he thought and he was speechless. _'Don't tell Harvar… he hates when I do this,'_ she pleaded silently and he understood. Would not want to piss loverboy off.

"Yeah, it was pretty brutal. He got a couple good hits in on me. What hurt worse was being thrown from the car. Guess I should have listened to Tsubaki and worn my seatbelt after all," he chuckled.

'_I won't say a word.'_

'_Thank you,'_ she replied. She pulled the needle out and he scrunched his eyes in revulsion. He absolutely hated needles and blood work. "All done! Well I am glad you are alright! It probably would have been more traumatizing for that poor girl had she seen you die before her," she said as she took care of the sample.

"Hey new guy, the Professor said he wanted to see you," Harvar grunted out, pulling Soul from his thoughts.

"The name is Soul," he retorted with equal venom as he slipped his shirt back on. Seriously? What was this guy's deal? "Where is this Professor dude?" he asked as he stood, popping his neck one last time.

"The Professor is in his office. I will escort you there," he spat, turning his back to him. Soul rolled his eyes; this guy was so dramatic. He heard Maka sigh quietly behind him as she cleaned up her area.

"Bye Maka. See you again sometime," he called over his shoulder, trying to rile him up even more. He followed the man into the hallway, but not before he heard her call back to him.

"Yeah yeah, see you Soul." _'You are an idiot,'_ she scolded mentally but he shrugged it off. He was enjoying this too much. As soon as he stepped foot out of the door, he was slammed against the wall.

"What the fuck!" Soul roared, blades breaking through his skin and stopping just short of Harvar's jugular. He was sick and tired of being slammed around like this. If he wanted that, he would have stayed at the bar in Canada.

"Stay away from Maka," he growled, hand inching toward the side of his visor. "She is mine."

"Did not know she was a piece of meat," he shot back, not liking this guy even more. Who the hell thought that they owned a person?

"What did you say punk?" he yelled, flipping the switch and letting the energy gather. Soul pulled his hand back, ready for the fight. Just as he was about to dig his blades into the douche, he found that he couldn't move his body.

'_The fuck?'_

'_Damnit Professor, let me at him!' _Harvar mentally cursed, stuck as well.

"That will be enough men!" a voice bellowed. Soul shifted his eyes to the left and saw a man in a wheelchair approaching with Tsubaki and another woman following. Maka threw the door open, eyes set to kill as she took in the situation before she stomped over to Harvar and hit the switch again, closing the lens.

"You idiot!" she screamed, smashing a book on Harvar's head. Ouch, that had to hurt. Soul resisted the urge to snicker. The urge soon died as he felt his blades retracting against his will. Fuck that hurt. He bit back a scream and as soon as the pain started, it was gone. He blinked and felt his hand fall to his side, and that was when he realized that he could move again. He clutched his hand to his chest glaring at Harvar once again. Fucking bastard.

"I am disappointed in you Harvar," wheelchair main spoke with disdain, shaking his head slowly. "I thought you would have been more mature than that."

"Harvar is in trouble! Harvar is in trouble!" the blonde behind him laughed, prancing over to his side as he rubbed his head from where Maka hit him.

"Shut up Patty," he grumbled, swatting her hands away from him. "Sorry Professor, I am not sure what came over me," he apologized, bowing his head in shame as Maka continued glaring at him.

'_Bullshit,' _Soul thought, knowing that if he were to say that out loud, it would cause the situation to escalate even more than it already did. Maka as well as the supposed Professor gave him a quizzical look and he gulped. Fuck, he forgot Maka was telepathic. He had no idea why the Professor was looking at him, however.

"Nevermind it. Just do not let it happen again," the Professor sighed. "You must be Soul, welcome to the Academy," he smiled, his mood and gaze shifting as he extended a hand to Soul. "Sorry that your experience so far has been less than pleasurable."

"Well, there are certain parts that have been enjoyable," he quipped, knowing that he was pressing his luck with lover boy. Maka sighed again and he felt slightly bad. He knew that he had caused this whole scene to happen to begin with, and it was not fair to Maka that he did that. He threw his hands up in a silent surrender and she gave him a slight smile.

"Well, that certainly is delightful to hear. My name is Kid and I am the leader of this Academy. You have already met Maka and Harvar, and this here is Patty," he introduced and the blonde, now known as Patty, danced around and waved at him. "Now, if you will follow me to my office, we have much we need to talk about," he commanded. Soul groaned quietly, he did not like having to follow a person's commands, but he already caused enough trouble as it was. He could not afford to piss the Professor off as well. He pushed himself from the wall and followed Kid down the hallway, feeling the burning hatred from Harvar as he walked away.

The walk was silent; Soul was still attempting to calm down from the near fight. Why was it that he couldn't go anywhere without a fight starting around him? His thoughts then drifted to Maka again and his face flushed. She was gorgeous, that much was for sure. Yeah, many other women had caught his eye, but this was different. She was intelligent and snarky; he liked that in a woman. However, she was with that dickhead Harvar. That, he was not pleased about. Who treated women like a piece of property anyways? If she was his, he would make sure to treat her right. He started getting caught up in fantasies of dates with her, and what it would be like to hear her screaming his name when a cough brought him out of his thoughts.

"Could you please refrain from thinking such lewd thoughts about Miss Albarn in my presence? I already get enough of that from Harvar," Kid shuddered with a grimace, opening the door to his study and letting Soul in. Soul was taken aback slightly; so the Professor was a telepath as well? His face lit up like a Christmas tree as he realized that that had meant that he just 'heard' his sexual fantasies about a girl he met thirty minutes ago! He groaned and sunk into the chair, making sure to keep his eyes averted from the knowing stare of Kid.

"No need to be embarrassed lad, it is quite natural to have thoughts like that of a beautiful woman, and Maka certainly fits that bill. I know I would myself if I was romantically or sexually attracted to anyone," he said with a small smile, wheeling behind his desk to be face to face with Soul. "However, I have not brought you here to ask you about Maka or scold you about your near altercation with Harvar. I am more interested in what happened on the highway. I got parts of the story from Tsubaki, but I would like to hear your recount of it." He folded his hands and placed them atop the table, waiting for him to explain.

"There is really not much to recall," he shrugged, trying to make himself comfortable in the office. Everything was too neat and symmetrical for his tastes; he felt that a bit of disorganization was best for the mind. "I inadvertently picked up Tsubaki as a hitchhiker and we were making small talk as I drove to god knows where. I took my eyes off the road for a minute and then next thing I know, we crashed into a tree that had just fallen. It ejected me from the truck and I could hear her screams. It took me a couple seconds to recover and as I was walking to the truck to help her out, I noticed that the tree trunk was still rooted in the ground yet the tree was shred to hell. That is when I knew it was that bastard," he spat with venom.

"Who exactly is 'that bastard'?" Kid asked, intrigued now and having a sinking suspicion as to where this tale was leading.

"My bastard of a brother Wes." His eyes narrowed as he glared at the table intensely. After seeing the quizzical look on the Professor's face, he continued. "After finding out about my abilities, I ran away from home and he followed. He had kept his a secret from Mother and Father as long as he could. I told him to get lost and it lead to a clashing of blades. After duking it out, I thought that was the last time I would ever see him. Guess I was wrong," he said bitterly. Why, after all these years, did he suddenly reappear to try and fuck his life up once again?

"Back to what happened on the highway. The fight between us was relatively short. I had yet to finish healing from the wreck and he took that to his advantage. Slammed me into a tree a couple of times and threw me onto the cab of the truck. That is when things got fuzzy for me. I remember that he was about to attack, then next thing I knew, there was a crazy snow flurry. Unlike anything I had ever seen. I vaguely remember seeing a man and woman before I blacked out from the pain."

"Ah yes, that would have been Patty and Harvar. It sounds like they had made it just in time, as a matter of fact. It was not long after they grabbed you and Tsubaki that the truck exploded. At least, that is what Patty told me. She does tend to over exaggerate a bit," he sighed rolling his eyes. Soul bit back a growl and grit his teeth; he seriously got saved by the prick he could not stand?

"I faintly remember an explosion, but I thought it was just a hallucination." He was still having troubles getting over the fact that the idiot had saved his ass. He had to make sure that that never happened again; he did not want to be indebted to him any more than he already was.

"I am curious, now that you are done thinking hateful thoughts about Harvar, about this brother of yours. After the quarrel you both had, do you happen to know what became of him?" he asked, resting his head on his hand.

"All I really knew is that he told me that he hated me and would get back at me for what had happened. I have not seen him in almost fifteen years before today, err, yesterday. Why are you so curious about him anyway? He is just a prick with talents."

"I have a feeling that there are some who say the same about you," he challenged and Soul swallowed back his rage. How dare the Professor say something like that about him! As he calmed down though, he realized that he was probably right. In this world, if you had a talent you had to hide it just right or face getting shunned or your ass kicked. He guessed that would make him seem like a prick to others.

"Anyways, I wonder about your brother's sudden reappearance because I fear that an uprising is upon our kind." Soul's eyebrow quirked at this; what could the old man possibly be saying? Was there not a war already going on? There could not possibly be another one about to start, was there? He knew that he was behind on the news, but he was sure he would have heard about threat of war in passing.

"Let me explain. It was about a week ago that I was at a conference with Maka as she presented her data on the mutant X gene that we possess to the United Nations. As things started to go sour, I happened to notice a presence at the conference. An old, how do I put this, acquaintance of mine was also in attendance. I could tell that he was not pleased with what he had heard. He had actually told me to not get in the way of what he wanted."

"So someone you knew was pissed off because the government sucks and would not listen to Maka's findings. Big whoop. What makes you think that this could be the start of World War Three?" He felt that the Professor was over thinking this a bit and blowing it all out of proportion. People with differing opinions got pissed off at one another every day; it did not mean that a rebellion was going to arise from it.

"You do not know this man as I do. Nor do you know to what extremes he will go to have his way," he warned, eyes narrowing at the white-haired man's laidback attitude towards the situation.

"Then educate me, Professor," he snarkily retorted. He was growing tired of being stuck in this office. He could think of at least seven different things he could be doing instead of listening to him scold.

"Eight… please child, if you are going to think numbers, please make them symmetrical," Kid pleaded with teary eyes, which threw Soul off a bit. What the fuck was this man going on about now?

"Damnit, if you do not like what I am thinking, then get out of my head!" he yelled.

"Sorry. It is hard when you are practically shouting your thoughts at me. However, you want to know more about this man? So be it. His name is Asura. He used to be one of my greatest allies. He actually helped me found the Academy back in the nineteen sixties. However, pride and greed was his downfall. He wanted to show the world what people like us could do. He wanted our kind to dominate over everyone. Many arguments were started over his ideals versus mine. The world may have advanced from when I was young technology wise, but the fear and hatred from what is unknown is still as prevalent as ever."

"Okay? So you wanted to keep things under wraps and he wanted to show them off. That still does not explain what makes you think that he going to start a rebellion."

"He is a man who, once determined, will let nothing stop him from reaching his desired goal. He is ruthless and will sacrifice anyone necessary. He almost caused a war once in his attempt to show that the world should bow down to us. He stole someone very precious from me and he actually is the reason I am wheelchair bound for the rest of my life," he admitted solemnly, and Soul felt a bit bad for the guy. He could understand all too well what it was like to lose someone precious. But to sacrifice a friend's ability to walk in order to get what you wanted seemed to be a pretty harsh thing to do. A dark chuckle escaped the Professor's lips.

"Friend? I wish he would have merely been a friend to me. Then maybe it would have been easier to forget his actions. This man, no, this monster that we are facing is my brother." Soul gulped loudly; he knew the pain of having to face someone that was supposed to be there for you until the very end. He could tell that this must be hard on the Professor.

"Okay, that does sound pretty bad. But are you sure that he is attempting to start a rebellion?" He did not want to get panicked just quite yet, but this situation was starting to sound more and more abysmal.

"He has already made the first move. He is attempting to gather more of our kind to his side for support. I have a feeling that is why you and Tsubaki had the run in with your brother. From what information my partner Sid has been able to gather for me, Wesley Evans had joined my brother's side a few years back and has been doing reconnaissance for him this whole time. Asura is trying to get enough of a following to overthrow the world leaders at the United Nations Annual Peace Conference. It is my guess that he had spies planted all over the world, trying to find mutants who are just beginning to develop their abilities to recruit." This information made Soul's blood boil. His brother was already on his shit list for everything that they had been through. But finding out that he was siding with someone who was trying to take over the freaking world did not sit well with him. Not to mention the fact that he was pissed off that someone as sweet as Tsubaki was almost harmed because of these assholes.

"What are you going to do about all of this?" he asked through gritted teeth. Something needed to be done as soon as possible.

"Currently I have been working with Sid to try and track down adolescents who are starting to become aware of their gifts. Whenever we get a lock on where they may be, that is when I send recruiters out to get to them before Asura and his followers get to them. They are also there for protection, as you and Tsubaki came to find out."

"How exactly are you tracking these people down?" He knew that the professor was a telepath, but that could only stretch so far, right?

"Follow me," he chuckled, wheeling to the back of the room and placing his hand upon a touchpad, which unlocked a sliding door. Soul was a bit confused but followed him nevertheless. He was taken down a brightly lit hallway before they encountered another door. Another palm reading and the door opened to a vast room with what looked like a helmet atop a desk. He followed him to the desk and looked around the room and at the helmet with puzzlement. What did this have to do with anything?

"It has to do with everything," he grinned, picking up the helmet gingerly. "This is Cerebro. Before the Academy was started, Asura and I were trying to recruit other gifted people to join us in order to hone in our abilities. This helmet here uses my telepathic abilities and amplifies them in order to reach across the world. Using this, I am able to pinpoint others who have the mutant X gene purely off of thought patterns. It is actually how we found out where you and Tsubaki were," he chuckled. Soul was flabbergasted by this. Yet, it seemed so familiar to him. He felt like he knew this already, or at least, he was familiar with how it operated.

"So wait a minute. If this thing can track down anyone with the mutation, then could you not just track down this Asura guy and finish this whole thing here and now?" It seemed like the simplest solution and that suited Soul just fine. He hated when things were complicated.

"If that were the case, I would have done that years ago. He has the ability to bend and manipulate metals to his will. I know that that doesn't sound like it would affect what I am able to do, however, he had constructed a metal helmet that he wears at all times. For whatever reason, my powers are unable to penetrate this helmet, which makes it to where we are practically sitting ducks. Even with Cerebro's amplifications, I am not able to pick up on where he is."

"Well fuck. That really sucks then. So it seems that we are going at this blindly then, huh?" This type of situation always sucked; it is always either you catch them before it is too late, or they catch you. There is never any in between.

"Seems like I have recruited you to my side then," he gave a hearty laugh. "And for the most part we are going at it blindly. I have some scouts in cities scattered around the United States alone where a majority of the gifted that Cerebro picked up are likely to be found. We have been doing pretty well in getting to these people before Asura and his men since they are without a telepath. However, we are not able to get to all of them before he is able to. But what counts is that we have a majority with us, which saves them from the corruption that is Asura."

"A majority is better than none at all." Soul mused, mulling over all of the information thrown at him in this last half hour or so. They needed a battle plan for this. If he knew anything about wars, it was that going into it blindly only resulted in a fifty percent success rate. And since his brother was on the opposing side, dirty tricks and tactics needed to be taken into account. They could not be too careful with this. Kid cocking his head to the side as to listen to thoughts coming from outside of the room temporarily snapped Soul out of his thoughts.

"It seems that a new recruit has just arrived," he smiled, tilting his head back to normal and placing Cerebro on the desk table. "Time to go give this one a warm welcome and call the others to a meeting." He started gliding out of the room, and Soul, feeling awkward standing in the room himself, followed behind him. "I do have to warn you, you are about to meet one of the most rambunctious members of the Academy. Please do try to not maim him for he is a valuable asset to us, no matter how annoying he may be." Soul just scoffed at this. This guy could not be too bad, could he? Oh how he should have never said that.

They approached the front doors of the Academy and all Soul spied was a very timid looking person with pink hair staring at everyone milling about with extreme trepidation and an African American male who seemed completely at ease with the world. Nothing seemed too out of the ordinary and neither of these two seemed like they were a handful like the Professor had previously said.

"Just wait for it," Kid muttered and Soul gave him a quizzical look. That was when he felt a rush of air hit him and knock him on his ass.

"What the-" he started and that was when he realized that there was a very muscular, blue haired kid standing in front of him, flipping through his god damned wallet.

"Soul Michael Evans… Driver's License number E648-8458-7985… Social Security Number 840-95-8910… God you sound so boring!" he cried, throwing the wallet back at him. It hit him with a thud as he saw red. Who the fuck did this brat think he was?!

"Oi! What the fuck man!" he yelled, standing up only to find that the kid was gone. Hearing a creaking sound, he looked up to find that he was sitting on the staircase, feet dangling back and forth rapidly.

"My name is the great Black*Star! But you can call me God!" he cackled right by his ear, making him jump about a foot in the air. How in the hell was he getting around so fast?

"Black*Star, calm down. Now is not the time," Kid sighed, scrubbing his face with his hand. "Kilik," he called to the dark-skinned man, who acknowledged him with a nod. "Please take this young lady to the conference room and have Sid fill her in on where she is at." Kilik nodded and led her away. "Black*Star," he called, freezing the young man in his tracks. "Could you please gather up the rest of the team and have them meet us in the conference room as well?" A slight nod was all he needed to release him from his mind grip and he tore down the hallways to gather the others. As Soul followed Kid to the conference room, two things flitted through his mind. One was that he was going to get to see Maka again. And the second was what the hell did he get himself into?


	3. Spectrum

They entered the conference room and Soul gave a small smile in Maka's direction. She gave a shy smile back at him before moving her glance from him to the front of the room as Harvar wrapped his arm around her shoulder possessively, causing Soul to roll his eyes. Whatever, let the macho man be a dick; he didn't have the time nor energy to get into another fight with him.

He surveyed the room, trying to get a feel for what he was in for. The annoying bastard was in the room, as was the African American, Patty, Tsubaki, and the timid pink haired person. There were a few other people in the room that he didn't recognize: a tall blue man that strangely resembled a zombie, a small-statured African woman with dreadlocks, and a strange looking guy who appeared to be his age with the most ridiculous goggles he had ever seen.

"Thank you for gathering everyone here Black*Star," Kid spoke smoothly, interrupting the idle chatter that was filling the room.

"No problemo Professor K! Only ones I couldn't find were Fire, Thunder, and Hiro," he exclaimed, leaning back in his chair and propping his legs up on the table, earning a glare from the Professor.

"That is not of an issue; I have Fire and Thunder on a mission of their own, and Hiro comes to us only when he feels like it. Such a diva that one is," he mused. "Never mind that though. There is a reason to call you here, and that is to discuss the danger we are facing."

"D-d-danger? I don't know how to deal with danger!" the shy person exclaimed, looking close to fainting.

"Hey, it will be alright Crona, the Professor knows just how to keep us safe," Maka smiled reassuringly, reaching her hand out to squeeze the other's gently.

"It's nice to meet you Crona. I am sure you will fit right in with us," he acknowledged the trembling person before turning back to the rest of them. "As I was saying though, there is a grave danger being presented against us. As most of you know, the government is not too fond of us genetically modified people. They are constantly looking for ways to eradicate us from existence."

"Currently, they are working on a "cure" for the mutant gene," the blue man piped in. "I am still in the process of trying to find out who is behind this research, but my hunch is that Dr. Franken Stein may be the one." Soul's fists and jaw clenched; why would a bastard like that be working for the government still? Had he not had his fill of messing with people?

"Thank you Sid," Kid nodded. "This is just one fraction of the issue that we are facing. Maka here has been working hard to try and convince the government that mutants are of no issue currently, but to no avail," he grimaced. "This leads into the other issue. There are others who are gifted as well. However, they are currently in the process of teaming up to overthrow the current structure and prove that mutants are the superior race. This poses a threat to us because if they succeed in taking over, they have no qualms in ridding the world of mutants that do not agree with their ideals."

"Could we try reasoning with them?" Crona asked shyly.

"If only it were that easy," the dreadlocked woman replied coolly. "The way they see it, if you aren't with them, you're against them. And if you are against them, you are just bad as the humans."

"Nygus is right, these bastards don't give two shits about us," Patty spoke in a dangerously low voice, the room taking on an eerie chill. A hand to her shoulder from Nygus seemed to break her from her trance and the chill dissipated as quickly as it came.

"Then why don't we take down the leader? That seems to be the simplest thing to do," Soul commented, wondering why this hadn't been thought of already.

"Man, if only we could," the dark-skinned guy chuckled. "Their leader is cunning and ruthless. He has always been that way, even before he went all corrupted on us. Not to mention the fact that it is near impossible to get anywhere near him with any weapons. If you have metal on you, you're fucked." His grip on the table increased, a clear indication of his hatred for this leader.

"Going off of what Kilik said, you can't even find where he is," the weird-looking guy chimed in. "I have been on many recon missions and can't even find any sign of him or the mutants who follow him. Not to mention the fact that he had a terrifying ally with him."

"Ox, you better mind your words," Patty growled, anger radiating from her.

"I didn't mean any harm!" he yelled, throwing his arms up in defense. "You and I both know she is terrifying!"

"Enough!" Kid bellowed, trying to reign in the situation before it escalated any further. "We don't need bickering amongst ourselves. That only makes us weaker!" His expression softened as he turned to Patty. "I know it's hard Patty. I care about her as much as you do, but Ox is right. As long as she is on his side, then they have the advantage." Her shoulders slumped in defeat, placing her head in her hands as Nygus rubbed soothing circles on her back.

"Um Professor, who exactly is this enemy you speak of?" Tsubaki asked in a breathy voice, not wanting to anger either one of them.

"The person who they were talking about is Elizabeth Thompson, Patty's older sister," he muttered with a sad smile. "She used to be one of us, back when we were all one team. And she is almost as deadly as their leader because of her abilities."

"What makes her so special? She's nothing for a God like me!"

"Black*Star, you are so naive," Maka sighed. "Liz's abilities allow her to take on the appearance of anyone. I'm sure you can see why this is an issue."

"Well shit," he muttered, sitting back down. Soul groaned, on top of this seemingly untraceable leader, they had to deal with someone who could pose as anyone of them and infiltrate them. This was just fucking fantastic.

"W-what about the leader?" Crona asked, and Soul wasn't sure if he wanted to hear the answer.

"The leader?" he laughed. "That would be my dear older brother Asura." The room went silent at the admission and Soul could feel the pain that Kid was going through, as well as Patty. It always sucked when a relative turned on the other; he knew from experience with Wes.

"All that Kilik said is true; Asura is a cunning bastard who will do whatever it takes to get what he wants. Manipulation is his forte and he uses it well: that's how he was able to convince Liz to join him. And metal is something you don't want to have anywhere near him. His ability allows him to bend metal and control it to his heart's content."

"Couldn't you just use your mind magic and find him?" Soul inquired, feeling at a loss knowing that he would be of no help against Asura himself.

"Asura has found a way around telepathy," Maka piped up. "Since he grew up with Kid, he learned quickly that it is harder for telepaths to pick up on thoughts when the head is covered with metal. It's similar to how people paranoid about alien invasions wear tinfoil hats to 'keep them out of their heads'. It's the same principle, and Asura used that to his advantage, creating a metal helmet worn at all times to keep the Professor out of his head."

"So, basically we're fucked?" he groaned.

"Not completely. While we cannot find him directly, we can predict where they will appear. The Professor has his eye on mutants who have extreme abilities for their ages. From there, we assume that Asura and his followers will appear to try and persuade them to join their side. So, we try and find them before they can," Sid explained calmly.

"While it isn't much, it is the best we can do," Kid sighed before cocking his head to the side slightly, listening. "Looks like Fire and Thunder have returned." The door opened as he spoke, and the tan-skinned twins entered. They didn't look like they could be any older than sixteen, but he knew that looks can be deceiving. They looked at around the room, taking in the newcomers before looking at one another, as if in a silent conversation. Hell, for all Soul knew, that could be just what was happening.

"We think we found Asura's next target," the male spoke finally.

"It wasn't easy to track her down based on the information given, but we found her. However, we think that there will be some complications," the girl finished.

"What kind of complications are we talking about here, Fire and Thunder?" Sid asked. The twins looked at one another, hesitant to speak. An audible gasp came from Maka and Kid paled, gulping heavily as they saw into their minds.

"The next target," Fire started.

"Is Kim," Thunder finished, eyes diverting to the floor.

"No…" Black*Star breathed, falling into his seat. "Quit joking around guys, this ain't funny," he glared, fingers tightening on the tabletop. "GOD FUCKING DAMNIT!" he screamed, shooting to his feet when no one confessed that it was a cruel trick.

"Black*Star, stop," Kid tried reasoning, but it was to no avail; the boy had already dashed out of the room, screaming profanities to the heavens. "Sid, please?" he sighed and with a solemn nod, he left the room to try and calm the young man. The new additions had confusion etched into their features at 'Star's outburst.

"Kim is Black*Star's twin sister," Maka explained somberly. "Their abilities did not surface at the same time, and after 'Star's appeared, their mother panicked, sending Kim away to a boarding school to try and keep her from knowing that there was a possibility that she had the mutant gene as well. It didn't keep 'Star from going almost every other week to check in on his sister and show off his skills to her. Even after coming here, he has made sure to keep an eye on her to make sure she is safe. Now we can only hope that we get to her in time."

"Then shouldn't we get going? It makes no sense for us to sit on our asses right now when they could be close to getting to her," Soul uttered, looking around the room as he stood. It was a bold move, but he felt that it needed to be done instead of everyone sulking about how terrible it was; that would accomplish nothing but letting the enemy win.

"Soul is right," Harvar spoke through gritted teeth, and Soul just couldn't help but to smirk smugly at the bastard choking down some crow to admit that. "Did you guys get a location for her?"

"No we didn't, but we figured that 'Star would know where she was," Fire shrugged. Kid just clicked his tongue at the two of them, not happy with their reply.

"I guess this means that we will have to rely on his sense of direction then," he sighed. "I just hope that he knows where she is."

"Should we go check on him?" Tsubaki asked timidly, tears in her eyes. She couldn't fathom having her brother be hunted by the enemy and she could only imagine what he was feeling.

"That would probably be wise. We need to make sure he hasn't destroyed anything yet," Kilik sighed, standing up from the table. "Should we go get the plane ready Professor?"

"Yes, you and Patty should go get that ready."

"Aye aye Sir," he mock saluted before leading with Patty in tow.

"Soul, come with me," Kid commanded, already starting towards the hallway. "Tsubaki and Crona, I am sorry, but I don't think either one of you are prepared to go out on a mission yet, what with being new to your abilities and all."

"That's quite fine with me" Tsubaki spoke and Crona nodded her head in agreement. Soul trudged behind him, still trying to wrap his head around how much of a suck fest this was. Sure, he and Wes weren't the best of siblings, but if the enemy tried taking him to their side, Soul knew that he would be just as worked up as Black*Star was.

They entered the study and Kid immediately rolled himself over to a wardrobe, pulling out a piece of clothing that looked suspiciously like a polyester morph-suit. "Here, put this on."

"No way in hell," Soul spat, looking at the offending garment with a scathing glare.

"You will wear it," Kid spoke authoritatively, eyes narrowing at him, daring him to challenge him.

"That will never fucking happen," he growled. "I don't do one-piece suits."

"Let me try this again, you will wear this. Otherwise, I will force you into it myself. Do not test me lad." Soul groaned and took it from him, knowing that he lost this battle. He yanked off his shirt and pulled down his jeans as Kid adverted his gaze to glance out the window. It was a tight fit and he felt every bit ridiculous as he thought he would.

"Why do I have to wear this damn thing?" he whined, plucking at the sleeves to try and give his arms some breathing room.

"Symmetry, it's all about the symmetry," he replied and Soul just rolled his eyes. Batshit crazy professor and his weird as fuck rules. "Anyways, you need to go join the rest at the plane, it is just down the hallway and to the left. We can't afford to waste any more time. This will be a simple recon mission; you go in and get Kim and convince her to come back here. If all goes well, you should be able to get to her before Asura does. That is the hope at least; I would hate for you to have to get into a fight so soon after your encounter earlier today."

"Is that all?" he asked, rolling his shoulders and walking towards the door.

"Yes that is all. Good luck. And please try to not get into a quarrel with Harvar while you are gone," he warned. Soul waved his hand dismissively at him; he had no intention of fighting with that bastard at the moment. Right now he just wanted to help out 'Star; even though the kid was annoying as all hell, he felt sympathy for him.

As he approached the plane, he saw that Black*Star, Harvar, Maka, Patty, Kilik and Sid were already there. 'Star was bouncing nervously, his jaw clenching and unclenching rapidly as he tried to calm his nerves.

"So the Professor only sent you? This shall be interesting," Harvar quipped, trying to rile him up. Maka swatted his arm, annoyed that he was still trying to pick a fight.

"Harvar, knock it off. Let's go do this and get back fast quick as we can," 'Star murmured as the plane started up, engines roaring to life. Soul took a seat next to Maka, intentionally pissing Harvar off in the process. Sid and Patty maneuvered the plane out of the Academy with ease, Black*Star directing them where to go. Recon missions were always a piece of cake, what could possibly go wrong?


	4. Everybody Wants to Rule the World

Why had he thought that? What in the name of god made him think that it was a good idea to assume that things would go easy? He should have known by now that nothing in his life would ever be easy. It had started off well enough; the ride was quiet, the tension palpable. He could feel Harvar's glare boring into him, but he just shrugged it off. He really didn't want to deal with him. He could hear mutters from the cockpit, Black*Star trying to navigate them to Kim's location while Patty hummed lightly. Kilik bounced his leg up and down, looking around with a bored expression on his face. Maka had her eyes closed, head rested on the back of the seat. Her eyes opened quickly, sitting up straight.

"Patty, you need to give us some cover," she called, looking towards the cockpit.

"What's up?" she asked, looking back at her with her head cocked to the side in confusion.

"I'm picking up on some weird thoughts from below. I also think it would be a good idea that way no one spots us coming."

"Ah, okay!" she squealed before jumping up and walking towards them, hitting a switch on the wall to open the platform below which filled the cabin with wind.

"Make this quick Patty so we don't lose altitude!" Sid yelled to her. She nodded and placed her hands out in front of her, eyes rolling back into her head. The temperature dropped rapidly as fog filled the air, giving them a perfect cover.

"There you go!" she chirped, returning to normal and shutting the cabin up once again. She pranced towards the cockpit and that was when the plane began its descent, indication that Black*Star was able to find his sister. He cracked his neck, an uneasiness settling over him that he blamed on the excessive fog; he didn't want to believe that there was something wrong. Once the plane halted, they all exited, the fog their friend as it concealed them.

"We are only a bit away from her," 'Star muttered, jaw tense. They followed silently, on alert for any signs of danger. Soul couldn't shake the overwhelming sense of doom, but tried not to show it too much lest he be paranoid over nothing. Before long they found themselves in a clearing, empty save for a petite girl with shockingly pink hair. Her green eyes widened the slightest bit before she took off running, throwing herself into Black*Star's arms with a cry.

"I've missed you brother," she whispered, arms tightening ever so slightly. His arms gingerly wrapped around her small frame, chin resting on her hair.

"And I have missed you sis," he smiled affectionately and Soul adverted his gaze, feeling awkward from the display of sibling affection. He still couldn't shake the feeling that something was wrong; why would she be in a clearing like this instead of at her school?

"It's been such a long time since you have visited me. I was beginning to think you wanted nothing to do with me anymore," she admitted sadly as they broke apart.

"That will never happen!" he exclaimed, ruffling her hair. "Sorry it took so long. I had some work that I needed to take care of." She nodded simply, accepting his words and apologies. "I actually came here with some friends to spring you from the hell-hole ma put you in!"

"Spring me? But why should I leave?" she pouted, arms crossing her chest as she gave him the puppy dog look.

"It's not safe for you to be here Kim," he tried reasoning.

"But I made friends! I shouldn't have to leave!" she cried, stomping her foot. As if sensing her distress, a young girl with mid-back length dark hair came running from the tree-line, arms enveloping her in a hug.

"Shh Kim, it's okay," she whispered, hugging her closer.

"Who the fuck are you?" 'Star growled, not liking the intruder one bit.

"Don't talk like that to her!" Kim yelled. "This is my f-friend Jackie! I don't want to leave her!" Black*Star balked at her sister's sudden display of anger, but shook it off quickly.

"Sorry Jackie, Kim," he murmured. "But it's really not safe for you here. You both can come with us. My friends and I can make sure you both are protected. Just please Kim, come with me," he begged, which threw everyone off. Black*Star NEVER begged for anything. The brunette looked to her expectantly, waiting to see what the other was going to decide. Before she could speak, another girl joined the group, her pigtails fluttering in the breeze.

"You guys can't leave me!" she whined, tugging on Kim's sleeve as she panted.

"Maybe you can come with us Tsugumi," Jackie smiled, resting her hand on the younger girl's shoulder. Her face instantly scrunched into a frown, a chilling glare directed at the other group.

"I don't trust them," she spat venomously, hatred rolling off of her in waves as she stared intensely past Black*Star to the rest of the group. Soul followed her line of sight and saw that the hateful look was set on Maka, whose head was cocked slightly to the left in what Soul reasoned was an attempt to piece together fragments of thoughts coming from the girl. Whatever her deal was, he didn't like the feeling of "get the fuck out of there" that his body was screaming at him.

"But Tsugumi! He's my brother!"

"So? Family can betray you. It happens all the time. Besides, you are perfectly safe here!" Kim's gaze flitted between her brother and friends, hesitant in whom to join.

"S-Sorry brother, but I want to stay here," she muttered quietly as she stepped towards Jackie and Tsugumi, trying her best to ignore the hurt in his features.

"Kim…" he breathed, hand stretching towards her as if it would change her mind. She looked away ashamedly, Jackie clinging to her arm and Tsugumi placing her hand on her shoulder, assuring her that she made the right decision. Soul felt his blades extending from him, a reaction to both his uneasiness and from the betrayal his comrade faced from his sister. He knew that feeling all too well.

"Come on Bro, can't change someone's mind one she's made it up," Kilik muttered, offering his hand to 'Star, pulling him from the ground as his sister turned his back on him, heading back to her boarding school.

"Oh I forgot!" Tsugumi exclaimed, causing everyone but Jackie, whose hand tightened on Kim's arm, to look at her with confused faces. "Gotcha! Go Jackie!" she smirked and the brunette nodded, lifting Kim into her arms and running off with her, despite her vocal protests. It was then that three things happened simultaneously: Maka audibly gasped, finally breaking through Tsugumi's mental barrier, Soul picked up on the scent of the enemy surrounding them, and "Tsugumi" grinned sadistically as her appearance phased before their eyes, pale skin and underdeveloped body shifting to a curvaceous woman with royal blue skin, gold eyes, and a shock of red hair.

"Fuck, it's Liz," Kilik muttered, ripping off his gloves, energy gathering at his clenched fists.

"Sissy!" Patty cried, falling to her knees, clouds gathering around the clearing, the distinct crack of lightning splitting the air.

"She's not alone," Soul growled, blades fully unsheathed. "There's about," he sniffed the air, "three to four others with her." Harvar nodded towards him, powering his visor for an attack.

"Well, aren't you special? Being able to detect us and all," an eerie voice whispered in Soul's ear, causing his spine to stiffen as he whipped around. A short red man, if he could even be called that, stood before him, a sadistic grin splitting his face as he adjusted his suit's tie.

"Too bad," he continued, disappearing right before his eyes. "You won't be able to stop us," he mocked, appearing behind Maka with a knife to her throat. He growled, preparing to pounce on the bastard when he was knocked over suddenly, breath leaving in a whoosh of air.

"You really must learn how to control your rage, brother," Wes smirked, pinning him down with a boot to the throat. His eyes narrowed in a glare; why the hell was he here?

"Soul!" Sid yelled, starting to run to his aid when he was barreled over. The giant man continued running, his momentum keeping him going. However, it didn't work quite to his advantage as he couldn't stop himself, crashing into the trees.

"Idiot," Liz muttered, placing her face in the palm of her hand. "Free! How many times have we told you to wait until it's necessary?!"

"Sorry!" he called from the shrubs, pulling himself up and out of them. Liz just shook her head before charging forward, grabbing Black*Star by the neck and hoisting him into the air. Her fist cocked back, ready to punch him, when lightning struck between them, causing her to job and drop him before whipping around.

"Don't you lay a hand on my friends," Patty whispered dangerously, eyes glowing white as she approached her. "You may be my sister, but that doesn't mean I won't stop you!" she yelled, lunging forward.

"Oh, this will be good," Liz smirked, dodging to right before giving her an uppercut to the abdomen, causing the younger to cry in pain, lightening ripping through the sky. Black*Star, previously been paralyzed by his sister's betrayal, snapped out of his stupor, taking in his surroundings. Sid was picking himself up off the ground, spitting as his eyes narrowed dangerously at the bushes where Free was untangling himself from. Soul was pinned to the ground, slashing at Wes from below as the other laughed at the attempts. He noticed Kilik stealthily approaching the two, an orb of energy forming in his hand. Maka was held at knifepoint by the little red bastard, Harvar seeming too in shock to do anything. Seeing where he was needed, he took off, dashing faster than the eye could see to sneak up on Oni, disarming him as he went. The look on the bastard's face was priceless when he saw his weapon at his feet, and Black*Star couldn't help but guffaw at him.

"Now!" Maka yelled, striking him in the crook of his elbow and ducking down to the ground and rolling away as Harvar pressed the button on his visor, a blast emitting from it towards the demon. He vanished in the nick of time, sparing himself from damage, and reappeared at the edge of the clearing.

"Thanks man," Harvar grinned, high fiving the other. Maka nodded at the two of them before focusing, lifting herself off the ground to join the fight. Harvar followed her and Black*Star took off towards Oni, grinning at the prospect of a fight.

"Face it brother, you are inferior," he snarled, leaning forward and letting his talons extend. Soul tried striking him again, however, was not able to lay any hits on him.

"Fuck off, Wes," he growled, trying to move his arm in a position where he would be able to get him. It seemed futile though as Wes pulled his arm back, talons ready to pierce into him. As he was about to strike, a blinding white ball of energy shot into his chest, knocking him away from Soul and hitting the ground with a loud thud. Soul choked down air, rejoicing in the fact that he could breathe again as he craned his neck to see who his savior was.

"Figured you could use a hand," Kilik smirked, extending his arm to help him up. Soul took it gratefully, relieved that it wasn't Harvar who saved his ass.

"Thanks," he replied gruffly, rolling his shoulders to get the knots out, glaring as Wes got to his feet once again. Now that he was on his feet, he stood a better chance against him. Soul charged, knocking him down again, as his blades slashed out at him. A few swipes hit their mark, slashing him open as he wrestled beneath him, throwing punches to Soul's stomach to try and loosen his grip, managing to dodge nearly-fatal blows. Soul was out for blood; no longer would he be patronized by Wes. He had a score to settle, and he would be damned if he didn't do it now. Lightning illuminated the clearing, the sounds of clashing bodies ringing out as they battled. It was the perfect time to severe one of the ties from his past. Wes's chest was heaving, eye swollen from the punches given to him, even though they were already trying to heal. Soul grabbed him forcefully by the throat, making sure the bastard looked him in the eye as he reared his arm back to deliver the fatal strike to the chest that was needed to kill him.

_'Retreat!'_ Maka's voice split through his skull as his arm surged forward. The interruption shocked him, causing him to miss his target and slice his way through the other's shoulder, Wes's cries of pain filling the air. He was tempted to ignore the command, but the urgency of her voice was too great. Reluctantly, he pulled back, and stood up, sneering down at his brother.

"Next time, you're dead," he spat, turning his back to the groaning man on the ground, and walking towards their plane. Maka was panicked, rushing everyone in to get them away as fast as possible. Black*Star was carrying Patty in his arms, head lolled back against his shoulder. Kilik and Harvar were helping Sid limp his way up the ramp, obvious that his leg was broken. After everyone was ushered into the plane, she shut the ramp and ran to the cockpit, starting the engine.

"Harvar, attend to the injured," she hollered, as they began to gain altitude. Soul barreled towards the cockpit, seething.

"What the fuck was that all about?" he growled, slamming his hand on the back of the seat adjacent to her. "Why did we run?"

"We failed the objective. There was no need to stay," she replied in a clipped tone, eyes trained on the sky.

"So what, we didn't get Kim? We still could have gotten rid of the rest of them!" he shouted, fingers digging into the cushion, tearing it.

"No we couldn't have Soul! They were beating us senseless. Patty is unconscious over there!" she cried, grip tightening on the yoke. "We weren't prepared for an ambush." His eyes narrowed, there was something she wasn't telling them. When her spine stiffened, he knew he had hit the nail on the head.

_'What else is going on?'_

_'The boarding school heard the commotion and saw Liz. The National Guard is on the way to attack since the government isn't too fond of mutants. I needed to get us out of there before things got worse.'_

"Fuck…" he breathed. He knew that the bigwigs at the capitol weren't too fond of their kind, but to bring the National Guard in? That just foretold of something terrible that was to come. Before he could even utter an apology for his behavior, the plane rocked hard, jolting everyone from their seats. The smell of sulfur filled the air, smoke filling in the cockpit and cabin from the gaping hole that was blown into the plane. They began losing altitude, another blast jolting the other side, ripping the wing off and causing it to spiral in a downward descent. Judging from the speed they were going, it wouldn't be long before they crashed onto the shore,

"Soul, go gather everyone up," she commanded calmly, standing up and ghosting to the hatch. He followed her with a quizzical glance, motioning for everyone to follow. They stood, their backs whipped by the raging winds that filled the cabin.

"What's going on Maka?" Harvar asked, worry filling him from the look she gave everyone.

"The plane's trajectory at this moment is the heart of Los Angeles. If we were to crash right there, the government would secure the area in no time, any survivors under permanent lock and key."

"So…?" Soul prompted, having an idea of where this was going, and hating every second of it.

"I can't let the plane land there. So, this is goodbye," she whispered.

"Maka no!" Harvar yelled, trying to run towards her, but she evaded him, sending a blast of psychic energy out that threw him back with the others.

"I love you all. Don't forget that," she smiled, a tear falling from her cheek as she sent out another wave, knocking them all from the ramp. Sid quickly grabbed Harvar and Kilik, his body durable enough to resist the impact that they were going to make with the ground shortly. Soul followed suit, grabbing onto Black*Star and Patty, bracing himself. Moments later, they came in contact with the ground, sand billowing up in an explosion. He bit back a cry of pain, the collision sending shockwaves through his spine. He looked around and saw that everyone was okay, sore, but okay. Harvar's eyes were trained on the sky, and he turned his gaze towards it as well. The smoking plane hurdling its way through the atmosphere, course changing as Maka manipulated the controls as she directed it towards the ocean. As soon as the craft made contact with the water, Harvar leapt up, barreling towards the ocean.

"Do you think she made it?" Black*Star muttered, watching him jump into the water, searching for her.

"I'm not sure if anyone could have survived that crash, we were going so fast. I feel for him," Sid groaned, sitting up. Harvar had disappeared beneath the waves, intent on finding her. It was like a train wreck; it hurt to watch, yet none of them could look away. Maka meant the world to all of them, and to see her sacrifice herself like that killed them. A few moments later, Harvar resurfaced, wreckage floating around him as he had Maka's limp form slung over his shoulder. Soul closed his eyes in agony; he didn't want to see her like that. He didn't think he would be able to bear it. He could hear Sid on the phone, arranging for Nygus to meet them with another plane. He couldn't believe she was gone. Why did she have to do something so stupid like that?

"Holy shit," Kilik muttered, and Soul's eyes shot open, looking over at Harvar who was being smacked upside the head by a miraculously alive Maka before giving him a kiss. There was no way she could be alive, yet there she was, smiling and laughing like normal. He had so many questions for her, mainly how the hell did she survive that, but there was no time to ask them. He didn't want to interrupt their reunion, and the sound of a jet landing let him know their salvation had come.

"Come on everyone, get in," Nygus called in a clipped tone. "Professor needs all of us back as soon as possible. There had been a development." They all filed in, Soul sending curious glances Maka's way, inspecting her for any signs of damage as she chatted away with her boyfriend. He kept an eye on her the whole way home, deciding that he would catch her alone after their meeting with the Professor. Something was up, and he wanted to know what it was.


	5. The Edge

He didn't have the chance to confront Maka when they returned, as he had hoped. Kid had them all ushered into the conference room once again, Thunder already tending to Sid's leg as Patty regained consciousness. Black*Star sat somberly in the corner, still pissed off that he wasn't able to save his sister in time. The others who had stayed behind were crammed into the room as well, nervous looks upon most of their faces.

"Sorry to call you all in at such a short notice. We gained new intel from Fire and Thunder that Asura is on the move now. He and his men are currently traveling to New York to invade the Peace Conference as a way to display mutant powers to prove superiority. We also have reason to suspect that the Military is about to unveil a new weapon against our kind, a cure, if you will."

"So, what you're saying is that we need to prepared for war in New York?" Soul asked, irritated. He wanted to get this meeting over quickly so he could talk to Maka.

"Yes Soul," Kid sighed, "we need everyone to start preparing to head out immediately. The plan is to be on our way to New York by tomorrow night."

"What about Sid and Patty?" Tsubaki asked, worried for her friends as she sat next to Black*Star, consoling him.

"A day and a half is plenty of time for me to heal," Sid assured as Thunder set the bones in his leg the right way. "As for Patty, I'm sure she'll be fine. I think it was more the shock of seeing Liz that got to her rather than the fight."

"Patty is stronger than most people give her credit for, Tsubaki. There's no need to worry about her," Kid smiled to reassure her as Thunder walked to Patty's side to assess the damage. "Anyways, that is mainly what I called you in for. Get some sleep and prepare yourself. We leave at 20:00 hours tomorrow."

"Professor, I would like to have a word with you," Maka said as the crowd began to disperse, which aggravated Soul more since she wasn't going to be free for him to grill about the details.

"Of course Maka," he smiled, rolling away from the office, her following closely behind. Instead of giving her the privacy that she deserved, he followed her, wanting to have the opportunity to question her next.

"Dude, leave her alone," Harvar warned, placing a hand on Soul's shoulder. "She's in a bad mood and you don't want to cross her when she is pissed." Soul just shrugged the hand off, ignoring him and following the pair, giving them enough distance to make it seem like he wasn't trying to eavesdrop. They rounded the corner into the study and Soul took a seat at one of the benches further down the hallway, close enough to hear but far enough away to not look suspicious.

"What can I do for you Maka?" Kid asked quietly.

"How did I survive? I know Sid filled you in on the wreck, so don't play stupid with me. What have you been hiding from me?" she spat, anger coating her voice. A loud sigh came from Kid, his elbows hitting the desk in a defeated thump.

"When you first arrived here, your powers were too raw for you to handle. I could see what hardships you went through as a child, and how you wanted to fit in. I was concerned that if your abilities manifested at the speed that they were already heading, you were going to end up harming yourself or someone else."

"What did you do to me?" she seethed. Soul shivered; he hoped he would never be on the receiving end of that anger.

"When we were training, I put a cap on your powers. I wanted you to be able to develop them at a normal rate, just like everyone else. It was for your own good," he pleaded, wanting her to understand. "My guess is that once the plane made contact with the water, your mind overrode the cap since you were in a severe life or death situation, which saved your life."

"You… how dare you!" she screamed, fists slamming on the table in rage. "You had no right to mess with me like that! You don't get to decide how I am!" He could hear what seemed like a gust of wind tearing through the study, picking up objects and tossing them around the room.

"Maka, I did it for your own good! Look at yourself, your emotions are messing with your powers!" he yelled back, trying to make her see reason. A sharp smack resonated through the air and Soul cringed; he could feel the burn from the slap from where he was at.

"You should have let me learn my mistakes on my own, you bastard," she replied coldly. "It's my life and I am tired of other people making my decisions for me."

"Where are you going Maka?"

"I need some time alone," she replied over her shoulder, walking out of the study and slamming the door in his face. She stomped past Soul, hands balled in a fist and teeth gritted, ignoring him completely. He knew he should give her some time to cool down, but his body didn't listen, standing and trailing after her. He followed her as she walked towards one of the only lakes that surrounded the area, but stopped short when he saw Harvar there waiting for her.

'_Must be one of their private places,'_ he thought, crouching down and situating himself to where he could see them, but they couldn't see him. He could tell by her posture that she was pissed that he was there, but he decided to not listen in this time to give her some privacy. He knew she was yelling, mouth moving rapidly and arms flailing animatedly, sometimes shoving him, other times just making nonsensical patterns in the air. He stood calmly though, listening to her, not letting her hits affect him at all. As she lost some of the heat fueling her actions, her shoulders slumped forward, exhaustion evident. It had been a long day for all of them, especially her. Harvar reached out and took her hand, pulling her into his arms. She tilted her head back, gazing at him before leaning forward, connecting her lips with his as her hands rested on the sides of his face, pulling him closer to her.

'_Lucky bastard,'_ he thought venomously. If only he could be the one kissing her like that. He started to turn away to leave and give them their privacy when a strangled gasp filled the air. He whipped around, jaw dropping at the scene. Harvar was suspended in the air, Maka's hands still on either side of his face, an evil smirk crossing her features. Her eyes were trained on him, lost in focus as he struggled, trying to claw her arms away from him. Soul was about to intervene when it happened. Loud screams filled the area, blood spraying from his head as his skull was crushed from the sheer force of Maka's mind. He kicked out at her, trying to save himself but it was too late. He went limp, the blood loss too great as she cackled maniacally, the same magnitude of energy from when she was in the study surging around them, hitting Soul as well. As quickly as the surge of energy and malice came, it disappeared and she screamed shrilly, dropping his corpse into the lake before staring at her bloody hands.

Her head snapped up as she picked up on Soul's thoughts of disbelief, looking like a deer caught in the headlights.

'_I'm sorry,'_ filled his head as she ran, blowing past him until she reached the Academy, sprinting to her room and locking herself in the bathroom. He was still too stunned to move. He couldn't believe that he just saw what he did. It had to be his mind playing tricks on him, it just had to be. As if on autopilot, he turned around, walking towards the Academy himself, mind still trying to process what just happened. He knew she was going to need someone to talk to, but he decided to take his time to get back, letting her have the personal space she needed to sort through herself.

'_There is something that the Professor is hiding,'_ his mind whispered as he trudged along. It made sense; even if her true potential had been awoken, it shouldn't have affected her personality at all. He knew she felt betrayed, but he didn't think Maka would ever be the type to slap someone, especially the person who took her in. He knew he needed to see Kid himself to ask him some questions, but first he needed to help Maka. He ended up outside her room faster than he thought, peering in to see her curled up in a ball, body shaking with silent sobs. It was now or never, he supposed.


	6. Starry Eyed

"How are you doing?" a quiet voice broke her out of her trance. She glanced at the door and saw Soul standing uneasily against its frame.

"Just dandy," she quipped with a soft glare. She didn't know why she was being this way to him. He wasn't the one who killed Harvar, it was her, though the secret was kept between the two of them.

"May I come in?" he sighed. He knew she was hurting; he would too if he killed someone he was in love with. She nodded weakly and he crossed the threshold before looking around in uncertainty.

"Here," she whispered, scooting over and patting the space on the bed beside her. He sat down hesitantly, not quite sure what he should do. "Sorry…" she whispered.

"Why are you sorry?" he asked in confusion, eyebrows knitting together. "You didn't do anything wrong."

"I'm being a bitch to you. You weren't the one who killed him, I am! I have no reason to be this way to you!" she cried, starting to put herself into a panic as her arms flailed about. He quickly pulled her into an embrace, smooshing her face against his chest to silence her cries, lest someone hears and comes to investigate.

"Shhh… Maka calm down. It's okay," he murmured. He didn't like seeing her so upset like this; it always was weird to see a strong woman break down. "I know it's nothing personal. You're upset; you have every right to be. I'm not mad at all, okay?" he reassured, running his hands soothingly up and down her back. And that's when the tears started.

"W-Why did it have to happen Soul? Why?" she sobbed, wrapping her arms around him as her tears started soaking through his shirt.

"I wish I could give you the answer Maka, I really wish I could. But I don't know," he muttered, squeezing her tighter. "Sometimes things just happen."

"Breakups happen Soul. Accidents happen. But murdering someone doesn't!" she cried louder. "I've always feared my powers, and this is why!"

"Maka, listen to me. You didn't murder him, okay? It was an accident. It could have happened to anyone." He needed to make sure she understood that. Otherwise, it could lead to something worse happening that neither of them would want.

"How was it an accident Soul? You saw it with your own eyes; I kissed him, then revulsion swept through me from the mere sight of him. I wanted him dead. And I crushed his skull, made it cave in, with just my mind. How in the hell is that an accident?" she asked, trying to pull away before she hurt him too. He caught onto her and refused to let go.

"You weren't yourself Maka, that's why it was an accident. I know you wouldn't do that. You loved him, I could tell," he muttered with a subtle undertone of sadness, suppressing his feelings for her. Now was not the time. He did want to know what was up with her sudden shift in control; he figured he would have to ask Kid about it later. Things hadn't been the same since she saved them.

"I did love him," she sobbed, pulling him away from his questions for Kid. "It had nearly been eight years. But I am a monster Soul, I killed him."

"Just because he's dead doesn't make you a monster. It wasn't you," he stated, placing his hands on her cheeks, forcing her to look at him. "Death happens all the time. It's a part of life. Accidents happen."

"Quit saying that!" she screamed, swatting his hands away. "You don't fucking understand! You don't know what it's like to have the death of someone you love on your hands!"

"You think I don't know what it feels like? I fucking killed my mother, god damnit. So yes, I know what it feels like!" he yelled back at her.

"Y-your mother?" she gasped in shock, tears streaming down her face once again. He groaned, burying his face in his hands.

"Yes. It was when I first developed the blades. We were arguing about something, I can't even remember what it was. I screamed and pushed her away and that was when the pain hit me, forcing me to scrunch my eyes closed in sheer agony. I opened my eyes and found her impaled on them, a look of horror on her face as she glanced from them to me. I lost my shit; I was crying and screaming, holding her and telling her how much I loved her. All she did was smile at me serenely, place a hand on my cheek, and tell me to not be guilty and that she loved me. Then she died in my arms. So yes, I do know what it feels like," he murmured darkly.

"I'm so sorry Soul… I never knew," she breathed, wrapping her arms around him comfortingly.

"It's okay. Shit happens. What I want you to know, though, is that accidents do happen. Even when we think we have our shit under control, we can slip up. You can't guilt yourself over Harvar's death. Please, you can't do it," he begged, looking into her eyes, trying to make her understand.

"O-Okay. I'll try not to," she whispered before lying her head on his shoulder. He could feel her tears soaking his shirt again but he didn't mind. He was going to be there to comfort her. He wrapped his arms around her waist and let her weep it out. His thoughts wandered once again to how familiar this felt; how right it felt to have her in his arms. He would do anything to make her happy, to make her feel better.

"Anything?" she murmured, pulling back slightly to look into his eyes.

"Y-yeah," he stuttered, embarrassed that he forgot she could read his mind. But he was absolute in that statement; he loved her, as wrong as it was since she is, well was, taken, and he would do anything to see that smile back on her face once again. Her eyes flitted up and down before settling on his once again.

"Then make me forget," she whispered in a low yet sultry voice. He was taken aback; she couldn't possibly be suggesting what he thought she was, was she? His confirmation came in the form of her arms winding around his neck, fingers burying in his hair as she leaned in and kissed him passionately. He couldn't help the groan that escaped his lips, his hands tightening on her hips as he pulled her closer. This was so wrong, but he couldn't find it in him to care.

"Make it so you are the only thing on my mind. I want to forget everything but you," she purred in his ear before licking the shell of it and a shiver ran down his spine. Fucking seductress.

"Just remember, you asked for this," he groaned as she nibbled on his ear. While he wanted to claim her as his, he wasn't going to take advantage of someone who is in emotional turmoil. That just wasn't cool.

"I know fully well what I am asking for," she winked seductively, leaning in to kiss him once more. He groaned into the kiss, rolling them over and caressing her tenderly as their clothes were pulled from one another's bodies in the heat of their passion, bodies becoming one as the night went on.

Soul stirred, groaning as he awoke. His limbs felt heavy and sore and his bladder was protesting against him. Muttering curses beneath his breath, he went to sit up, only to find a weight pressing down on him, trying to keep him from moving. His eyes snapped open, nostrils flaring as his body prepared to go on the defensive. What he saw, however, made him stop in his tracks and his breath hitch in his throat. Maka was halfway on top of him, and very naked.

'_What the fuck'?_ he thought, trying to recall the events of the previous night. A small sigh escaped her lips and it was enough to trigger all the memories to come flooding back to him. The feeling of her lips on his, of her skin sliding against his, of her nails digging into his back when he did something extremely right. How she looked, breathless beneath him, cheeks rosy and hair splayed out around her on the pillow as she pulled him in for another kiss. How she could go from breathy moans and mewls of pleasure to screaming loud enough that he feared she would wake everyone else in the Academy.

"Well damn," he breathed, face reddening at the recollection as he looked down at her sleeping form, loving how peaceful her features were, a stark contrast to the sobbing mess she had been when he first came into her room the night before. She looked so innocent, as if the horrors of their lives had yet to catch up to her. He could lie in bed forever, just admiring her beauty. His bladder, however, reminded him that that wasn't an option at the moment. Groaning, he shifted her off of him so he could climb out of the bed, and the disturbance was enough to wake her.

"W-wha? Where are you going Soul?" she murmured lethargically, rubbing the sleep out of her eyes as she sat up. He bit back a smirk at the love bites peppering her skin; he would get hell for it later, he was certain of that. But he could care less. He was on cloud nine right now. Everything felt so right, being with the woman he loved.

"Need to take a piss. I'll be right back," he promised, kissing her forehead. It was assurance enough for her as she crawled back under the covers, muttering something about men and small bladders. He chuckled lightly as he made his way to the restroom. His mind played over the previous afternoon as he relieved himself. There had been a change in Maka, there was no doubting that. He knew she was strong, but he had a nagging suspicion that she shouldn't have been able to come out of the wreckage almost unscathed. Hell, even he had damage done to him from that fiasco, and his body naturally repairs itself. Not to mention the Harvar incident; that is something he isn't sure he will ever be able to erase from his mind. The icy look on her face as she killed him, the look of panic that overtook his normally stoic features when he realized what his fate was. It sent a shiver down his spine just thinking about it.

'_This seems like it has happened before_,' he mused while washing his hands. He couldn't fight that nagging little thought as he made his way back to the bedroom. He stopped in the doorway, admiring how the sunlight filtering through the blinds licked at her skin, the gold and orange rays bathing her in warm glow.

'_Almost like a fire.'_ He pushed that sentiment away as he crawled back into bed with her, it not settling well with him. He swallowed her up in his embrace, pressing a kiss to her furrowed brow as she slept, muttering intangible phrases under her breath. He traced indecipherable patterns into the skin of her arms while staring at the ceiling, her breathing calming him as he continued mucking through his thoughts. The feeling of Deja-vu continued overrunning his senses, disorienting as ever. There had to be a reason that this all felt so familiar; he could feel it in his gut. Small whimpers occasionally left her, and he didn't have to be a mind reader to know what she was dreaming of. He squeezed her closer, lips pressing against her forehead to reassure her that things were going to be okay.

"P-Phoenix…" she choked out, squirming restlessly, brow furrowed as she clutched at the sheet wrapped around them. "N-No! Leave him alone!" she cried, thrashing now.

"Maka! Maka! Wake up!" he pressed urgently, shaking her. The Phoenix bit confused the hell out of him, but he knew he needed to wake her up before the nightmare progressed any further. She tensed in his arms, eyes flying open as she shot straight up, a scream tearing through her as she sobbed. He immediately wrapped his arms around her, embracing her while whispering reassurances in her ear as he stroked her hair and back tenderly.

"Shhh, it's okay Maka. I'm here. It was just a nightmare," he cooed, squeezing her as another sob ran its way through her, causing her to grip his arms in desperation. They sat there for what seemed like hours, just holding her as she cried. He wasn't going to feed her lines of bullshit; he knew it hurt like hell and there was nothing he could say to make it automatically better. So he held her, a testament of how he would be by her side through all of this.

"T-thanks," she hiccupped as the tears subsided, puffy, red-rimmed eyes opening to look at him before burying her face in the crook of his neck.

"No problem," he replied, kissing the crown of her head as he lowered them both back into the sheets. "It will be tough, but I'll be here," he promised, cupping her cheek tenderly as her breathing started to even out.

"L-love you," she yawned, curling into his chest, the tears exhausting her. He couldn't help the grin that crossed his lips as he kissed her sweetly in reply. She drifted to sleep quickly in his arms and he sighed lowly, the uneasy feeling still not leaving him.

'_Phoenix… Fire… this has all happened before'…_ he mused as sleep licked at him, trying to pull him under. He succumbed to its call, mind idly trying to put the pieces of this messed up puzzle together.

He woke with a start, heart racing as the realization hit him with full force. It all made sense now, the attraction he felt towards her once they met, the Deja-vu and whispers of fire. It felt like it happened before because it had; the girl his soul had been trying to find for years finally came to him. They had been together many years previous, her going by a different name and appearance save for the hypnotizing green eyes. It was the first time he let himself love, and they were inseparable and elated. He felt like nothing could ever get in the way of his happiness. That was, until he came home from running errands to find their apartment engulfed in flames, her shrill cry piercing the afternoon air as the flames took her, and his happiness, away from him.

He broke, trying every mean possible to rid himself from this world after that. However, that was not an option, his genetics repairing every wound he inflicted on himself. He began to drink to ease the pain, the alcohol numbing him to the point he couldn't think anymore. Think about what he had, what he lost. He thought reprieve was coming as he got piss drunk one night and found himself submerged in water with a weight tied around his waist, a result of a bar fight gone wrong he assumed, limbs flailing to try and find purchase with the current, to no avail. As the frigid water fought against him, serenity washed over him. He finally found his way out of this shitty life and would be reunited with his love once again. He let his arms fall to his sides, the frigidness and beating of the current sucking the life out of him. He looked to the heavens, a single tear rolling down his cheek and mixing with the water around as he started sinking down. He couldn't wait to be with her again. However, the universe had other plans in store for him as he woke to find himself strapped to an operating table in Dr. Franken Stein's facility, where he was experimented on relentlessly until he was practically a metal skeleton encased in flesh. Why did the world have to be so cruel to him?

Elated by the prospect of having his love by his side once again, he rolled over to share the good news with Maka. When he realized the bed was empty, save for a piece of paper that had the words 'I'm sorry' scratched quickly on them, he felt his heart drop into his stomach. No, he couldn't lose her, not again. He rushed out of the bed, haphazardly throwing his discarded clothing on as he made his way to the Professor's study. If someone were to have any idea on where she went, it would be him. And maybe he could explain the phoenix bit to him since he was still clueless on that. He walked into the study, foregoing knocking, and uttered two words.

"Maka's gone."


	7. The Phoenix

"So it seems," Kid sighed, turning his chair around to face Soul. He had feared that this day would come, dreaded it was the more likely term. He could see the fright in the young man's features, how his jaw was clenched and muscles tense, waiting for an answer to the unspoken questions racing through his mind. "Sit down and I shall explain, though I know you have already pieced together a good chunk of it," he spoke, gesturing to the chairs. Soul threw himself into one, knee bouncing in agitation. He needed to find her as soon as possible.

"Listen, I already know about how you put the cap on her powers. I get she's super strong. Wasn't a cool thing to do to her. But things don't make sense. She shouldn't have had a personality change like she did. And she keeps muttering something about a phoenix. What is going on with her?" he asked rapidly, just wanting to go find her.

"I know it was unjust of me to do what I did. However, I did it to protect her. When she came to the Academy, I sensed a strong force in her, something that wasn't quite like the rest of the gifted I have come across. I put the cap on her to keep her from getting hurt, and to give me time to research what I had sensed in her. It was only in the last few days, especially after the plane wreck yesterday, that I figured it out."

"And?" he asked impatiently, hating how it took the man forever to get his point across.

"To put it simply, there is a cosmic entity known as the Phoenix. It seeks hosts to do its bidding, whether it be to bring justice upon the world or to destroy it. Upon her birth, the Phoenix chose Maka to be her host," he sighed and Soul felt himself blanch. Something that powerful was residing in Maka?

"What does that mean for Maka now?" he asked, afraid to know the answer.

"Maka is scared and vulnerable now, which makes it easy for her to be manipulated into doing its bidding. What is worrisome is that she ran away. If Asura happens to find her while she is in this state of mind, I fear for the outcome of this battle that is to come."

"Then shouldn't we go and try to find her now? Before it is too late?"

"She has blocked me out," he murmured sadly. "After the argument we had, I can't get a read on her. The only time I was able to was after she locked herself in her room after killing Harvar, yes I know about that, don't give me that look. After that, though, I haven't heard anything from her."

"Maybe she is on her way to New York already?" he asked, standing up and pacing around the room. He had a terrible feeling about all of this; he knew they needed to get to her before the others did.

"That is a possibility. I will have Black*Star round everyone up. The sooner we leave the better. Go get ready, we leave in half an hour," he commanded, but he didn't have to tell Soul twice. He was already out of the room, heading to his bunk to prepare. As he was readying himself he could hear Black*Star running from room to room, relaying the message. As he made his way to the runway, he could see a rather large amount of people were gathered, ready to fight. Fire, Thunder, Nygus, Tsubaki, Crona, Ox, and the Professor joined the regular crew, along with other students he had yet to see before. Silently, they all boarded the jets, one piloted by Nygus and the other by Patty, all solemn as the news of Harvar's death and Maka's disappearance had already spread. They took off, Soul staring out the window, hoping they weren't already too late.

The five hours passed by agonizingly slow for Soul, as sleep evaded him unlike his teammates. He was antsy to arrive; he wanted to find Maka and save her and get this god-forsaken mission over with. The revelations of the previous day kept playing themselves through his head, taunting him until he was mad. He couldn't stand to lose her again, he wouldn't allow it to happen. He felt the subtle decrease in altitude and looked toward the cockpit, Nygus easing the jet to land. He cracked his neck, trying to ease the tension in his shoulders and body, needing to be ready for anything. The rest of the cabin stirred awake as the wheels touched down, preparing themselves as well. Black*Star was uncharacteristically quiet, none too pleased with the idea that he was going to have to face his sister as his enemy. Soul brushed past them all to exit the jet, nerves jittery with what was coming.

They all congregated outside, waiting for the command. Kid wheeled himself out, Sid by his side and he faced them, face set in a frown.

"My children, today will bring unpleasantries for us all. Remain strong and don't lose hope, no matter what happens out there," he bellowed and all nodded in agreement.

'_And Soul, please be careful. She may not be the person you knew before,'_ he warned, and his teeth gritted. He refused to believe that, absolutely refused to. The set off on foot, towards the Brooklyn Bridge. It was eerily quiet as they made their way there, as if the world knew that something was to come. Sensing no immediate danger, they started across it, trying to make their way from Manhattan to the city. A heavy fog settled over them, making it nearly impossible to see more than a foot ahead. No matter what Patty attempted, it wouldn't lift, so they had to take their chances and enter blindly, much to everyone's chagrin.

They made it halfway across when Kid suddenly stopped, signaling everyone to follow in his lead. The fog started to lift, across from them an army of mutants just as impressive as theirs facing them. A tall man with a billowing jacket stood at the lead, a helmet covering the crown of his head, his three read eyes staring them down. Liz stood to his right, clutching onto his arm and sending a devilish smile towards them. Soul's stomach dropped when he saw who was to his left. Wearing a skin-tight green jumper with a cloak drifting lazily behind, Maka stood across from them, eyes steely as she looked down her once-comrades. Soul had to swallow the bile that rose in his throat, sick knowing that they didn't make it to her in time.

"Well, well, look what we have here. Are you here to fight me, brother?" Asura quipped, eyebrow quirked in humor.

"Stop this madness, Asura. You've already taken so much, don't make it more," he pleaded, gazing strongly into the other's eyes.

"If I must remind you, I never took her from you," he mocked, wrapping his arm around Liz's torso, kissing her cheek. "She chose me. I gave her what you never could. Just like I am giving the rest of our brothers and sisters what they need. They don't need to hide in the shadows any longer!" he bellowed and many cried of affirmation were heard from behind him.

"They don't need the death you promised them! They need a chance to live, to learn!" he retorted and Asura just laughed moving himself out of Liz's grasp and beckoning him forward with a flick of the wrist. Kid's chair flew forward, stopping short of him as he continued to laugh.

"To live? You call hiding in your pathetic Academy living? Besides, how can you say you give them the opportunity to learn when you stifled her abilities for years?" he asked, motioning to Maka, whose glare snapped towards him, hatred evident. "You can give them nothing! I can at least promise them the freedom they deserve." He turned to face the masses behind him, hands raising in the air. "Now, my brothers and sisters, fight! Fight for your freedom! Show the humans the power we possess!" he shouted and they rallied, rushing forward.

"Stop them! But protect yourselves at all cost!" Sid yelled, taking off to meet the opposing force. The others, except Soul who was rooted to the spot, followed in his lead. Soul couldn't take his gaze off Maka, not wanting to believe what was before him. He slowly walked forward, winding his way around the masses, the surroundings lit up in a multitude of colors and explosions filling the air. His goal was Maka, to save her, to reason with her. So when Wes stood in his way, he didn't hesitate, lashing his blades out and through his chest before the other could even utter out a taunting remark. He fell to his knees, slumping forward as he coughed up blood. Soul knew he should have felt remorse, but he didn't. It was just another tie from his past severed for good.

Even though he was focused on Maka, he couldn't help but notice a man who belonged to neither side join the fray, a man he knew all too well. Stein positioned himself behind the crowd, aiming a gun at Asura. Liz seemed to notice as well, throwing herself in front of the projectile as soon as she saw his finger pull on the trigger. She screamed in agony as the dart hit its mark, body going into convulsions as her skin changed colors rapidly before she hit the ground, naked with her straw colored hair hiding her face.

"Liz!" Kid screamed, heart breaking as he saw her slumped over, twitching slightly and unable to call on her abilities. Asura shrugged, kicking her out of the way and raising his hand towards Stein, who was reloading his gun. With a quick clench of his fist, the screw in Stein's head shifted, blood spraying as he died instantly, slumping over.

"See brother, that's what they do to us. They strip us of our powers in the name of protecting the country. We are the stronger ones! We deserve to live! Not them!" he bellowed, rising into the air, the bridge moving from his force. Everyone lurched forward, Kid falling out of his chair. He tried pulling himself forward towards Liz, to hold her, but before he could make it, he was lifted to the air by telekinesis, forced to face Maka.

"Maka, don't do this," he pleaded, looking into her eyes, but she showed no signs of listening or caring. She continued to gaze through him, lifting him higher into the air. "Don't let it take over you, please," he whispered, skin starting to disappear as she tore him apart, piece by piece. Asura looked behind, starting as he saw Maka killing Kid slowly.

"Maka no! Stop!" he yelled, but she ignored him, closing her fist, making Kid implode. Soul was flabbergasted from the spectacle. First Harvar, now the Professor? This couldn't be real. She walked off, heading to the mainland and towards an abandoned building. He took off after her, ignoring the battle behind him. He needed to save her, one way or another. He lost sight of her momentarily as she ducked into the shack. He stood outside it, gathering the courage to enter. Steeling his resolve, he walked through the door, and upon seeing her, adverted his gaze to make it less painful.

_Look at me Soul,_ her voice rang clearly in his mind. He tried to avoid it; this wasn't his Maka, yet he couldn't resist her pull. His head moved of its own accord, staring into the lifeless green eyes. A smirk was across her lips, and he gravitated towards her, one foot in front of the other until he was nearly pressed against her.

"Good pet," she purred, running her hands up and down his arms. It felt so wrong; they should be facing Asura together, not standing against one another. Her fingers ran through his hair, and he resisted the urge to hold her close. This wasn't his Maka, the one whom he loved, whom he gave himself to. No, this was the Phoenix, the entity who possessed her after the plane crash, giving her a new life.

"Join me Soul, you know you want to," she whispered, caressing his face. Her voice was like honey, trying to draw him in and trap him. But he had to remain firm in his resolve. This was not his Maka.

"Stop this," he growled, swatting her hands away. "I can never join you. You aren't Maka."

"But don't you remember that sweet night? When we laid together? I am just as much Maka now as I was then," she cooed, stepping towards him. His blood ran cold, he should have known that it wasn't truly Maka that night; she would have never gone for it, especially after Harvar's death. Her arms wound around his frozen form, fingers tangling with the tiny hairs at the nape of his neck. His hands unconsciously glided to her hips, pulling her closer to him. His tongue was heavy as she leaned into him, kips capturing his. This all felt so wrong, yet so right. Her breathy sigh made his head spin. As they pulled apart from the kiss, his eyes opened, staring into hers. She gazed back, smirking, before panic wrought her features.

"Please… save me!" she croaked, looking at him with desperation as she trembled. As swift as it came, the terror left and the smirk replaced itself. Confusion led to realization for Soul; THAT was his Maka shining through this imposter. She was trapped and able to break free from Phoenix's reigns long enough to cry to him for help. His gut twisted sharply with the implications of what he had to do. He couldn't resist it though, he had to save her.

She pulled him in for another kiss, back to being Phoenix, and he didn't hesitate this time. He pulled her close, lips pressing against hers roughly and furiously, trying to drink her in. She returned with equal fervor, hands gliding over his shoulders and down his back. His tongue licked at her lips, asking her for permission and distracting her from his hands as he accepted. One arm wrapped tightly across her torso, as if hugging her. The other rested against her abdomen, hand loosely fisted.

Adrenaline coursed through his veins, from both the kiss and what was to come. They parted, panting heavily as they gazed into one another's eyes. He bit back the guilt, moving in to kiss her neck, lips trailing upwards across her jaw until he reached her ear. His stomach churned as he peppered kisses on the shell of her ear, hearing her soft pants and moans.

"I love you so much Maka," he breathed, nuzzling his cheek against hers. "Never forget that." His heart raced as held her closer, preparing her for what was to come. "I'm sorry…" he whispered.

"For wha-?" she started before her words were cut off with a shrill shriek, his blades protruding from his fist and embedding themselves deep into her abdomen. Her hands clawed at him, trying to push him away while the area around them became chaotic, anything not anchored to the ground flying around as she screamed in agony. Biting back the bile, he pushed harder and further, ignoring her curses directed at him.

_This is necessary to save her_, he repeated over and over again, a mantra to soothe his quaking soul as he finally pierced through her back, causing her to sputter, tears leaking from her eyes. The energy around them began to dissipate as she slumped forward, coughing violently. He quickly retracted his blades and caught her, tears flowing freely as he held her small frame in his arms, already getting coated in her blood as it gushed from her in a steady stream. At this rate, it wouldn't take long for her to bleed out. He eased himself to the ground, cradling her to him as he ignored her whimpers of pain.

"F-fuck you," she coughed, glaring at him. Her brow was covered in sweat, breathing labored as her shirt stuck to her from the crimson spilling from her. As if she was made of porcelain, he delicately moved her bangs from her face and tenderly cupped her cheek, looking into her eyes, losing himself in the depths of them.

"I'm sorry Maka," he whispered, afraid to speak any louder and let her hear the emotions take over. It was of no use though, since she heard it all. Heard how much he loved her, how he hated that things had to end this way, how he wished he could have another day with her, how he wished there had been another way to save her. She heard it all. A ghost of a smile graced her lips, a faint chuckled escaping her as she raised her hand to lie atop his, gripping it loosely.

"I-I love you," she groaned, clutching him as a spasm of pain tore through her body. "I-I will be back. I promise you that. Don't give up," she murmured, eyes beginning to unfocus. His hold on her tightened, knowing that their time together was almost over. His vision blurred, tears racing down his cheeks and landing on her face as he leaned down, pressing his lips to hers softly.

"I love you too, Maka," he assured as he pulled away, eyes opening once again. A serene smile was set on her face as she went, her soul leaving to join the stars above. A sob bubbled up from him, the pain of losing her too hard to comprehend. He buried his face in her hair, screams tearing through him as he took in her scent one last time, trying to imprint every last detail of her into his mind. He pulled away, taking in her appearance and becoming sicker than before. Lifeless eyes gazed to the heavens, blonde hair splayed out around her, her blood smeared across her face from his hands. Her shirt sopping and stained, the wounds still fresh and dripping. He gripped his hair roughly, trying to bite back the screams as his eyes stung, sharp teeth biting through his lip in his attempt. His hands fell limply before him, palms mocking him as he stared listlessly at them, glistening as red as his eyes. He couldn't help the hysterical chuckle that escaped him; her blood streaking through his hair and down his face, making him look every bit the demon he had always been accused of being. He tilted his head back, eyes trained on the sky as if he were searching for her soul to pluck from the stars and hold close.

"I love you… I will find you, I swear," he muttered, gulping down the rest of his emotions and putting them under lock and key. He scooped her up in his arms, refusing to look down as he stood with a grunt. His resolve now strengthened by the prospect of finding her once again, he carried her out of the shoddy building and towards the heart of the battle, refusing to look back ever again.


End file.
