My goal is to upload a new chapter every 7-10 days. I was enamored with the characters in X-Men: First Class and wanted to explore their stories and interactions more, especially between the members of the Brotherhood and of course, my favorite characters Mystique and Azazel. I wanted to explore the depth and complexity of their relationship, and maybe fill in the gaps of their characters' development and back-stories. Check back often, follow, and of course, please review + critique! Thanks :)

Chapter 1

"I didn't FORCE you to join me! I didn't FORCE you to leave Charles and the others! You chose this path Mystique, and I'll be dammed if you die traveling it because you don't want to learn to survive!"

His words stung as if a hand slapped her face. How could he be so callous, after all she'd given up…after all she had given to him. Mystique stood outside Erik's room, her hands behind her back bracing her weight against the wall, trying hard not to sink to the floor as their conversation echoed in her mind. A sob caught in her throat like a wounded bird beating its wings for freedom. She tipped her head back, struggling to contain herself. She felt sick, and dizzy.

I will NOT cry, I will NOT cry, I will NOT cry…


It had been roughly six months since that fateful day on the beach, the day when she shed the skin of her former life and, taking Erik's hand, stepped into the great unknown. It was a calculated decision, one that gave her unprecedented freedom. During the first few weeks that followed, she felt giddy and lightheaded with the knowledge that she had made her own decision, autonomous of Charles, to walk her own path. The first day in the private hotel floors above the Hellfire Club – the Brotherhood's new headquarters – she fell into bed with Erik and they laughed out loud, embracing each other and the future. As the first few weeks unfolded, her giddiness and carefree feelings were slowly replaced with a creeping uncertainty, a growing need to re-evaluate her choices. As she settled into her new life, Mystique realized that she had a lot to learn if she was going to survive her surroundings.

The other members of the Brotherhood were still foreign to her, and the true motivation of their behavior remained hard to interpret. Emma with her icy, knowing stares. Janos, silent and brooding, hardly speaks to anyone except Angel (and even then, the two converse in Spanish to the exclusion of the other members, save for Erik). Mystique at times found a friend in Angel, but she didn't trust the girl completely. Too quickly had Angel turned coat from Charles to Shaw, and Mystique often felt judgment in her eyes, as if she was thinking, 'poor little rich girl,' whenever Mystique voiced a complaint. Azazel was hardly around at all, but when he did appear, he did so without announcement, and he had a way of standing perfectly still that Mystique found downright unnerving. Azazel did not often speak, and he always seemed poised to draw a blade at a moment's notice. She hadn't forgotten that night at the CIA compound, and though she tried not to show it, she was afraid of him.

As fierce as they were, the former Hellfire members also displayed oddly tender, downright human moments. After the fight on the beach, Azazel was incredibly gentle when he wrapped Angel's injured wing, her tears comforted by Janos's soothing words as he held her hands. Emma continues to be instrumental in Erik's training, and she does not hold it against him that the second time they met, he tried to kill her. When they returned to the safety of the hotel after rescuing Emma, her first action upon materializing was to pull Janos, Azazel and even Angel into a crushing hug. Mystique felt awkward and excluded in the private lobby watching this display, knowing clearly that she and Erik were not part of it. Mystique felt that lines were drawn that day; she and Erik were the "new" mutants, and would have to fight for the acceptance from the others while learning to work cohesively as a team. As the unspoken leader, it was on Erik's shoulders to make this happen, and on that day, Mystique was deeply concerned for him.

Mystique was also concerned about her own abilities. The others seemed so much more powerful and confident in their mutations than she. On their first official "mission" – freeing Emma four months prior – Mystique was confronted sharply by her own limitations. She could hide her true form well enough, but during a surprise attack when her disguise failed, two CIA agents cornered her. She was lucky Erik and Azazel appeared seconds before bullets passed through her body. She was shaken for days after this near-death experience. Mystique felt a distinct shift in her and Erik's relationship after that event. The pressure of leading the mission to rescue Emma, of knowing that his plan almost got Mystique killed, took away much of Erik's former carefree attitude. Whether out of love or guilt, he seemed to regard Mystique now as someone to care for, a delicate link to favor in the chain. She had clung to Erik like a child clings to her mother's skirt. He was her connection to her past and her present self, and of late, he was focusing heavily on shaping the Brotherhood.

Mystique thought back to when they first left Charles and the others, and Erik and she moved as an unspoken pair. Erik would talk excitedly for hours about his plans to create a brotherhood of mutants to fight for equality and rights at any cost. Mystique looked at him with adoration, her heart flooded with happiness that she had made the right choice to follow Erik and join this venture. His words were so passionate, so inspiring, so right, that it was no wonder the other mutants quickly accepted Erik as a leader. Even Emma, former second in command and powerful in her own right, quickly differed to Erik as the ultimate authority on team decisions. His abilities and presence as an orator made him a valuable bridge to the rest of the mutant community. In the past few months, however, as the Brotherhood's activities expanded, Mystique felt Erik slowly slipping away. Their long talks were replaced more frequently with hushed, deep conversations between various members of the Brotherhood, especially between Erik and Emma. Mystique would often find them sitting together, drinking in the kitchen lounge, laughing or heatedly discussing plans of action. She was painfully aware that, more and more often, she was not asked to join in these discussions, and more nights she was sleeping alone. Erik was growing distant.

I will NOT cry, I will NOT cry, I will NOT cry…


Erik wanted her to improve her hand-to-hand combat skills. This was the topic of their conversation that left her battling tears outside his room. He and Emma decided this a few days ago. Mystique had been longing for Erik's companionship. She slipped into his room and had fallen asleep waiting for his arrival. It was not uncommon for her to do this, and Erik had always welcomed her company when he found her. Even though he was pleased, it did not escape her attention that it was becoming rare that he visited her quarters. In the last few months, Mystique felt that his passion for her was slowly being replaced by his passion for politics, for recruiting new mutants and for planning the Brotherhood's next mission.

This day's conversation certainly did not end how she imagined.

Mystique frowned and absent mindedly soothed down the bedspread as Erik spoke his plan to her from his desk. He didn't even take a seat next to her on the bed. "I bet this was Emma's idea. It certainly wasn't yours, at least not yours alone."

"Actually Mystique, it was. Emma just happened to agree with me."

"Agreed with you, yeah, right. I am sure she planted the idea in your mind. Erik, I…"

"First, I was wearing the helmet when Emma and I spoke about this. Second, the last time we fought you almost got killed. Next time I might not be able to be there to intervene. You need to better protect yourself. Your abilities…"

Mystique interrupted sharply, "my shifting abilities have grown heaps since we started the Brotherhood. I can do things now I could never do before. I've been asked countless times, by you, to change form to steal information from government offices, not to mention all the times I've had to be Sebastian Shaw to drain his bank accounts! That's my job. I can protect myself just fine, thank you. What happened when we freed Emma…that was an accident. I haven't repeated it since, and I don't plan to either."

"Mystique, none of those situations required you to actually fight; you just needed to 'blend in.' Eventually we will all fight, and you need to learn how to better protect yourself physically. Emma merely suggested that we ask Azazel to teach you, since he…"

"Azazel?" Mystique became ridged and hoped that the panic in her voice was not audible. "Why him? You know how I feel about him!" She couldn't believe Erik wanted her to train with Azazel. She shuddered at the memory of the sound of bodies raining on the ground. If Erik had been there, he'd understand her fear.

Erik glared at her, annoyed by her interruptions. "…since he previous trained Emma. Come on Mystique, he's the best close quarters fighter on the team. You know this."

"Erik, I just can't…," Wait... "…why do you keep calling me 'Mystique'?"

Erik hesitated. "It's…it's your chosen code name. That's what you want to be called, right?"

"Yes, but before you've always called me 'Raven'." It's our thing, she wanted to say. It's something you and I have that no one else has. Don't take that away from us too.

Erik sighed and rubbed his eyes. He looked exhausted. "We need to work on fitting in better with the other members of the Brotherhood. It's been four months since we've solidified as a team and you and I are still walking on eggshells. We call them by their chosen code names, and it's only right that we call each other by our code names as well." Erik paused awkwardly, as if unsure of how to proceed. "I'd…I'd prefer it if you called me 'Magneto,'" at this Mystique's eyes widened in shock. He quickly added, "at least in front of the others."

Mystique's mouth opened but no words came out. She felt like a fish gasping for breath. After a few moments, she recovered enough to find her voice, now heavily spiked with anger.

"Erik…Magneto, then. Ok, fine. Magneto, why can't you teach me to fight?"

"I need to focus on other things right now. We need to make this work. Mystique, don't give me that look…you of all people should know what we've got at stake."

"So I'm not a priority then? Hmm? Well, that's just fucking great, Magneto. After everything I've…!"

Erik stood up abruptly and unleashed his voice, "I didn't FORCE you to join me! I didn't FORCE you to leave Charles and the others! You chose this path Mystique, and I'll be dammed if you die traveling it because you don't want to learn to survive!" As soon as these words flew from his lips, Erik's face fell with regret for the truth he just omitted.

Mystique recoiled on the bed from the force of his words. Her lip began to quiver, and her eyes stung as tears welled up behind them. She looked away, unable to meet Erik's eyes. "Oh, Erik…" Erik gave her a pitied, guilty look, and then turned away.

"It's late, and I'm tired. I think it's time to go to bed." Erik motioned toward the door, and manipulating the metal knob, he opened it. "This conversation is over. I'll speak with Azazel when I see him next. I promise this will be a good experience for you – please, just trust me. Good night, Mystique."

Mystique hesitated, and looked at the bed she was sitting on. Slowly, she stood up and walked to the door, purposely giving Erik time to change his mind. At the door, she turned to face him. "Erik, don't…"

"Good night, Mystique."

Mystique swallowed hard and nodded her head. As she walked out the door, she heard it close gently behind her, and a second later, the lock clicked into place. It was final, then; she would be sleeping alone tonight. This was how Mystique found herself outside Erik's room, her mind reeling.


I will NOT cry, I will NOT cry, I will NOT cry…

She repeated these words to herself like a mantra as she ran to her room. Once inside, she slammed the door, and slick, hot tears slipped from her eyes down her face. She slid down the back of the door into herself and lost track of time in her sorrow.