A/N: I've been planning on writing a Manticore fic for a while now. I just couldn't figure out when I wanted it to take place. I've read many that take place after the escape with her capture or where she didn't manage to escape. I've read some that occur after AJBAC. They all present an interesting AU where we see more of Manticore, both the good and bad. I just recently got this idea, so I'm taking it for a spin and seeing how it will turn out. Reviews appreciate and suggestions welcomed. I haven't really thought about the pairings yet, but if anyone has a preference, feel free to let me know.

Chapter 1: New Beginnings

2020: Manticore, southwest Seattle

Max had been placed in isolation as soon as she no longer needed the constant attention of the medical staff, but that didn't mean she felt great. Her stitches were still healing, so she had to be careful not to pull them. The slot on the door opened, revealing a pair of eyes. Fresh food was offered through a larger slot below.

"State your designation."

"My name's Max!"

The food was removed as the slot closed.

Max sighed. It had been the third day she had turned away food. Their bodies were engineered to go days without it, and she was going to take advantage of that, but in her weakened state, food seemed more desirable. For one, it would help her heal faster, and she wouldn't feel so tired from her body already working overtime to repair itself as soon as possible. She wasn't ready to give in though, not now, not ever.

As she laid on the bunk, her mind drifted back to the dream she had of making love to Logan in the moments before her life slipped away. Logan was still out there, probably thinking she was dead. After all, she did die in his arms. She would have to get out soon to let him know she was still alive, but she couldn't do that if she was going to be kept in isolation, or psy-ops. She would have to play along, but she also had to make sure they believed it.

After her display these recent days, she had made it clear she was not interested in cooperating. She would have to hold out a little longer if this show was going to be believable. The following day, she said nothing when the guard returned, asking the same question. The guard watched suspiciously.

When she saw him waiting for a response, she gave him one. "Kiss my transgenic ass," she muttered, barely loud enough for him to hear.

The guard walked away, taking the food with him. She would break soon, he thought to himself. He smirked as he finally had something positive to present to Director Renfro.

On the fifth day, she stayed quiet the whole time when the guard brought food. It wasn't too difficult, as she was in the middle of a nap when the loud clank from opening of the slot awoke her. Her body had weakened even more the past couple of days, but her wounds were nearly healed. The stitches had dissolved and only a scar remained where she had undergone surgery.

The guard waited impatiently as silence greeted him. "State your designation," he repeated once more.

But Max said nothing, and so he turned away.

On the sixth day, she felt even weaker, and decided today would be the day she started to play along. She had held out long enough, and she was certainly starting to feel the hunger creep up on her.

"State your designation," the guard demanded.

"X5-452," she mumbled.

The guard could not hide the triumph in his eyes, and Max could tell she had played her part well. She just had to keep it up.

"State your designation," the guard demanded, louder this time.

Max raised her voice as well, knowing what he wanted – a strong, firm answer. "X5-452!"

The guard walked away, leaving the food and some water with 452.

Max took the food and filled her stomach, downing the water after she had finished everything. Her body was already beginning to feel better.

Max then relaxed, mentally preparing herself for harder times ahead. They would put her into Psy-ops for reprogramming, now that she was "accepting" her soldier identity. They would make her forget all she cared about outside. They would make her a soldier again. She promised herself she would not forget the people on the outside. The only problem with that – she would have to forget them before they could make her truly forget. So with that in mind, she assigned everything that ever meant anything to her a keyword and locked her memories away, putting the rest on hope.

Seven Months Later, Manticore

"You wanted to see me, ma'am?"

Renfro looked up to the psy-ops scientist in front of her. "Your report – 452 is ready to return to training?"

"Yes ma'am."

"Your report indicated that there were some subtle signs that she still maintains her old identity when she was outside."

"Yes ma'am, but the case was the same with 734. These...identities were created while they were young at Manticore. The only way to completely erase their identity is to erase their earliest years here, but that would erase their training as well."

Renfro nodded and then asked, "How do you suppose an X5 unit would respond to her command?"

The scientist looked at her in surprise. "Ma'am?"

"Hypothetically, if she were made CO of a unit, how would they treat her?"

The technician shifted from foot to foot. "Ma'am, after the escape, the X-series were programmed to believe that the escapees were traitors and deserters. Although they were also trained to obey their commanding officers, taking orders from a traitor would most certainly lead to conflict."

"How much conflict?"

"I'm not sure. It would depend on 452's ability to lead. Ma'am, if I may advise, placing 452 in such a position is not beneficial for group morale. Not only that, but 452 lacks 11 years of training. Any unit she is assigned should be able to easily overpower her."

"Oh, I'll give her some time to catch up," the Director announced, with a small smile. "A month should suffice."

"Ma'am, it's not possible for her to learn eleven years of training in merely a month."

"She better learn quickly then. Thank you. You may go now."

The scientist nodded and left, not quite understanding Renfro's decision.

Renfro browsed through 452's profile that was displayed on her computer. The unit that escaped encompassed the best soldiers Manticore had to offer. 452, although one of the youngest in her unit, still excelled above her peers in numerous fields. Her personality profile was fit for leadership.

The Director knew, however, that 452 had developed many more friendships on the outside than 734 ever did based on the psy-ops reports. There were indications that she may have even loved someone, but psy-ops was unable to find anything concrete. If 452 gained any of those memories back, she would have no desire to serve Manticore. Even now, the Director doubted 452 belonged to Manticore. No, 452 was merely playing along until an opportunity would present itself to escape, and she couldn't let that happen – the Committee would not be pleased.

Giving 452 a unit was risky; she could turn them all against Manticore if she knew what she was doing. And after the damage three of the other escapees had done, the power of a unit was unimaginable. Yet, if she wanted to keep 452 here, then giving her a huge responsibility might just do the trick. She won't care for her unit at first, especially with all the trouble she can expect from them, but after a while, being a commanding officer can change a person. Renfro knew 452 would eventually watch out for them, as she would do for her siblings, and when that happened, 452 would once again belong to Manticore. Besides, if things go wrong, she could always take it out on 452. Who could complain? She is a traitor, after all. Renfro smiled to herself. This would work. It has to.

Renfro was disrupted from her chain of thought as a guard arrived and announced his presence.

"Come in."

"Ma'am, 452 is here to see you."

"Thank you. Bring her in."

The guard stepped back as Max entered the Director's office and saluted.

"State your designation," Renfro simply began.

"X5-452!" the soldier standing before her yelled.

Renfro stood up from her desk and paced for a bit. It sounded clear, loud, and confident, just like any other soldier would sound, yet she heard it – a slight tone of rebellion and mockery. Yes, 452 was merely playing along.

Renfro smiled as she asked her next question. "How does it feel to be home, 452?"

"Great, ma'am!" Max had rehearsed this phrase over and over to answer this type of question, yet saying it was still difficult, and Renfro could tell. But Max was in for a surprise, for instead of receiving a trip back to Psy-ops as she had expected, Renfro continued by welcoming her back to training.

"I've been told that you are ready to begin training. What do you think?"

"Ma'am, I am not in a position to say." Max knew it was another trick. She could tell Renfro was already suspicious of her.

"Very well then. You are to report to the training field this afternoon at 1300. You will begin your training with X5 Class Alpha. You have been assigned Cell 306. You will find your training schedule inside. Class Alpha is composed of the current top-ranking units. I expect that they will help you catch up. Within a few weeks, you may find your place among a new unit, but in the mean time, you will follow the orders of any instructors."

"Yes, ma'am."

Just as Renfro was about to dismiss her, she added in a lightly threatening undertone, "Oh and 452, I suggest you take your training seriously. You'll be needing it in a few weeks, and you have a lot of catching up to do."

"Yes, ma'am." Max tried to ignore the small smile upon Renfro's lips. She knew this woman was seriously planning on making her life living hell. Well, this place was already hell, and she was here living it, so how much worse can it get? She saluted and walked out, followed by the guard that had brought her here. The guard took her to her cell and left.

Max sighed as she examined the training schedule. Things haven't changed much since she left. There was still the standard hand-to-hand combat, escape and evade, weapons and marksmanship practice, engineering courses, espionage tactics, and so forth. It was going to be a long day. Psy-ops had left her with random gaps in her memory and filled it with the Manticore mantra of duty, discipline, and honor. She couldn't remember her life outside very clearly, but she saw blurred figures of friends she knew she once had. There names were gone, something she knew she did before being brought to Psy-ops, because all she could tell the people at psy-ops was a vague description of people she knew and names she had made up ahead of time. She had a vague idea that she loved being outside, no matter how much Psy-ops had pounded into her that the world outside Manticore was filthy and not her place. She still had memories of her old unit, as well as bits and pieces of the escape, but there were still gaps even there. They wanted her to forget how she escaped, as well as why, but they wouldn't let her forget that she did escape. They wanted her to know that she was a traitor, and that her actions were wrong.

Throughout the sessions, Max kept reminding herself not to believe them, but it was rather difficult when there were transgenics that specialized in telecoercion. Yet, every few seconds, she would remind herself. She was not going to give herself up to Manticore. She had too much to lose.

Max changed into her training clothes and quickly memorized her schedule. She was not exactly looking forward to the inevitable meet and greet. As 1300 approached, she exited her cell and headed towards the training field. X5 Class Alpha was scheduled for hand-to-hand combat. She could use a little ass kicking. It certainly had been a while, and she was dying for some action.

When she arrived on the training field a few minutes in advanced, she saw several other X5s already standing around, conversing amongst themselves. It was the size of a typical unit. She wondered how many units would make up Class Alpha.

Not to her surprise, an uneasy silence filled the air as the X5s became aware of her presence. So Max kept her distance and continued surveying the rest of the Manticore training grounds. The Seattle facility was not too different than the Wyoming facility, except that it was much bigger.

"You must be 452," a voice approached her from behind.