Thanks as always goes to my beta, Mel.

Thanks for reading this story. Hope it was fun.

Disclaimer: I don't own X-Men: Evolution or any of its characters.


"No. No. No. Absolutely not," Xavier admonished.

"Why not?" Magneto asked.

"You were sent to that facility for a specific purpose. You are not mentally healthy. You are simply unable to adapt to the world without resorting to your base desires. Leaving there before the doctors deemed you fit means that you are still ill-equipped for the world at large. I will not condone your behavior by helping you liberate people who are in the same state as you are. Nor will I tolerate your presence here."

"What exactly are you saying?"

"You are going back."

Magneto pulled his head back in disgust. "You wouldn't dare."

"Do not try me. I have had enough rebellious behavior for one day. You will be going back."

"I am going to liberate those who were held with me. That is the only reason I will be returning."

"Perhaps the time you spent running roughshod over your collective teams has warped your perspective of reality; you are going back. Furthermore, I must also say that from what Dr. Chilton has told me about your behavior I am in no way convinced that you can remain out of therapy."

"Charles –"

"No Erik! Your example has rubbed off enough on my students. I will tolerate this no longer."

"Charles Francis Xavier, do not take me for one of your students! I do not answer to you and I will not abide by your presumption of ordering me around. You have only two options at this point in time: either help me in this noble cause or get out of my way."

"Then I only have one option…"

There was a loud hum as Xavier's wheelchair began to liquefy. The metal rose into the air, wrapping around the Professor's hands and head, leaving only his nose exposed. Muffled cries were heard as the wheelchair rolled backward into the wall. Magneto glared at Hank.

"Do you have anything to say to me?"

"Nothing whatsoever."

"A very wise choice. Gather the X-Men immediately."


"Isn't it a little late for this?" Rogue asked the rest of the X-Men.

"I'm sure that the Professor had a good reason for it," Jean replied. The team had gathered together in the staging area, huddled around the massive computer.

"Where are the teachers?"

"Probably with the Professor," Scott said. "Although, it is odd that we would gather without any warning."

"Emergencies happen. Nothing we can do about it," Bobby said while he stifled a giant yawn.

The door slid open and Logan and Ororo walked in. "Any idea what's got Chuck so worked up?"

Scott frowned. "We were hoping that you would know."

"I haven't heard from the Professor. In fact, Hank was the one who notified me of this session," Ororo commented. Logan nodded gruffly to indicate that the same had happened to him.

"The Professor didn't contact you at all? Not even telepathically?" Scott asked. Two head shakes answered his question.

"This is exceedingly peculiar behavior for Charles," Ororo stated.

The door slid open again as Hank walked into the room. He was greeted by a flurry of questions. He held up his hands.

"Please calm down. I'm afraid I can only answer one question at a time."

"What are we doing down here Furball?" Logan growled.

"This meeting is of the utmost importance Logan, I assure you."

"Where's the Professor?" Scott inquired.

"He will not be joining us."

"So he wanted us to gather down here in the middle of the night and he's not going to bother to join us?"

"The Professor did not order this gathering."

"What? Then who did?"

"I did."

The X-Men turned to see Magneto standing in the doorway, dressed in his full battle gear.

"What are you doing here?" Scott spat.

Magneto turned to look at the goggled mutant, his eyes glowing in the shadows of his helmet. "I have left that accursed prison that I was confined to. While I was able to escape those horrors, there are others who were not so fortunate. We will be going back there to free my captive brethren."

"What makes you think you can just order us around? Where's the Professor?"

"Charles is indisposed at the moment. As such, I am in command of the mansion and the team. You will do what I say or I will make you personally experience why the New Mutants quiver at the very sound of my name."

"What? We're not taking orders from you," Scott said.

"I'm afraid that you have no choice in the matter, Cyclops."

"What are you talking about? We don't have to listen to you – do we Logan?"

"Actually, we do."

"What?"

"After Apocalypse, when Mags moved in, Chuck changed the standing orders so that if anything happened to him, Buckethead is in charge."

"What? He's in charge? Not you? Not Storm? Not Hank? Not ME?"

"Afraid not. He's in charge."

"Why can't you just get the Brotherhood to do this?"

"Even though I would have absolutely no difficulty in reciting a laundry list of reasons, it would ultimately boil down to competency and their astonishing deficiency in it. Now if we have exhausted these mutinous questions, let's get down to business."


"Wait a second. You're saying that Mystique is the only one of us who managed to actually get away?" Forge whined. "What a gyp."

"What I want to know is how she got away when you got caught?" Ulysses asked.

"She waited behind in the tunnel until Chilton took me away," Magneto answered as he cast a brief glance towards the orderlies silently guarding the door. For the briefest of moments, his eyes flashed yellow.

"She escaped while we rot here? That's not fair! I'm sure she's frolicking her way across the country while we're surrounded by Chilton's gargoyles," John lamented.

"I am sure that she is not gallivanting anywhere but working arduously to assure our freedom," Magneto said as his eyes flashed dangerously.

"Good riddance I say. We don't need that harlot around here. We'll get along much better with out her."

"I'm sure you don't mean that," Magneto said with a glare.

Deadpool ignored the look. "Of course I do."



"I understand what you want to do and I sympathize, I really do, but I'm not helping Creed escape from anything," Logan said.

Magneto sighed. "It's a television show. Get over it."

"This has nothing to do with that. I can't help Creed on general principles, like how you can't help Pietro."

"The two situations are in no way similar Logan. You're going to help get all of them out, regardless of your personal feelings on the matter."

"Or what?"

"I'll magnetize your skeleton so that you can never get anywhere near a can of beer ever again."

"Canned beer tastes better than the rest! Why are you so mean?"

"I'm a super-villain."

"Oh. Right."

Magneto crooked his eyebrow. "Anything else you want to ask?"

"Yeah – isn't going back to rescuing everyone awfully sentimental for you? Did you grow a heart in rehab?"

"Of course not. I can not enjoy a full victory over Chilton until I manage to steal all of his patients away from him without him being able to cure them."

"This whole thing has been some sort of sick, twisted game of revenge?"

"What else would it be?"


"You want us to stage a massive break-in to the mental facility?"

"Crudely described Cyclops, but accurate."

"How do you want us to carry out this foolish exercise?"

Magneto cast a cold glare at the team's field leader. "You seem unenthusiastic about this endeavor."

"Unenthusiastic? Not in the least, I've always wanted to stage a massive breakout of criminally unbalanced sociopaths."

Magneto cocked his head in thought. "I can't argue with that, especially when describing Forge. There's something wrong with that man."

"What's your problem with Forge? He's a perfectly nice guy."

"He's a hippy."

"You're going to sum up the entire spectrum of your dislike for him with three words?"

"I can sum up my dislike for Mystique in two."

"Back to your crazy plan," Scott said with a gesture towards a blueprint of the facility.

"Of course. I would like for you to lead the X-Men in the front causing as much destruction and explosions as possible. This should cause Chilton and Rachet to focus their attentions there; also this should bring the orderlies up. During this distraction, I will enter the rear with Shadowcat where we will liberate the rest of the patients."

"If we do this lots of innocent people will get hurt."

"So?"

"Look, I was willing to let you send the team on some foolish errand but I'm not going to cooperate when you're trying to hurt people."

"I'm not going to try. I'm going to succeed."

"I'm not going to let you do it."

Magneto's eyes narrowed dangerously. "There's no way you will stop me."

"The X-Men will stop you."

Magneto crossed his arms defiantly as Logan and Ororo entered. "You forget yourself Cyclops."

"What's going on here?" Logan asked.

"Young Cyclops is showing a streak of insubordination."

"I won't let you use the team to hurt people."

"Psychiatrists aren't people!"

"I won't!"

"Scott," Ororo began, her voice carrying a warning. She was cut off by Magento.

"Since you are unwilling to cooperate, I believe you are no longer fit to lead the X-Men. Consider yourself removed from command and off the team."

"What? You can't do that!"

"I can and did. Join the New Mutants for their training session."

"I have to train with the New Mutants?"

"Ororo – please take Cyclops to his new team."

"If Scooter's off the team, who's in command?" Logan asked.

"I believe that Nightcrawler would excel as field leader." 1

"Kurt? You can't be serious!" Cyclops whined.

"He'll do rather well. Now, if you don't mind, this is a strategy session for X-Men only."

"Argh! Fine! I'm leaving!" Cyclops shouted as he stormed out.

Magneto watched him leave. "He must have been a pain when he hit puberty."

"Why do you think I left here to travel around up north for a few years?" Logan replied. 2



"What happened to you?" Forge asked John when the latter walked into the room holding a hand over his eye.

"Research."

"Research? What could you possibly be researching?"

"Sabretooth said that he smells Mystique around here. I'm trying to find her."

"How does that explain why you're holding your face like that?"

"Well, thanks to a crack piece of advice from Deadpool, I figured that Mystique was simply posing as someone else. The question is who."

"Please don't tell me that you went around asking everyone if they were Mystique."

"No," John spat, waving his hands in the air. "I'm not that stupid!"

"This leads to you having a black eye how?"

"I may have made an inappropriate comment to one of the guards in order to tell if he was Mystique. It hurts quite a bit."

"What did you learn?"

"Don't talk dirty to a 300 pound man in order to discover if he's really a shape-shifting woman in disguise?"

"No."

"Sabretooth's sense of smell isn't as good as he claims it is?"

"Try again."

"I should have had Ulysses ask for me?"

"One more time."

John tapped his chin in thought as he pondered the question. "Nope, I'm out of ideas." John turned and walked away, humming. Forge stared after him in amazement.


"How are you planning on getting everyone out of the facility?" Ororo asked.

"There's a multi-million dollar helicopter in the basement."

"We're just going to fly it in unnoticed?"

"I'm sure that some people will be aware of the helicopter. With the chaos up front though, there shouldn't be enough to cause problems," Magneto replied.

Ororo looked at the spread out blueprints. "What about a need for moving quickly or defending yourself? Kitty can only take so many people at a time and with a plastic helicopter around, there isn't much for you to use."

"You're right. Who should I take with me? Logan is obviously unfit since Sabretooth will be there. Likewise with Rogue, due to her feelings towards Mystique. Kurt is needed up front. Hank is only good if he can get his hands on someone. Bobby would simply be too unpredictable, especially with Pyro and Deadpool already there. That leaves either you or Jean. Do you want to volunteer?"

"I probably should go with you, if only to make sure that Forge makes it out alive."

Magneto cast a sideways glance at the weather witch. "You say that like it would be a tragedy."

"You are exceedingly mean to him."

"If it makes you feel better, I'm exceedingly mean to Colossus."

"Why would that make me feel better?"

Magneto shrugged. "It used to work with making Wanda happier when I did the same to someone else."


"If Mystique is going to rescue us, she's taking her sweet time," Ulysses moaned into his bowl of Jell-O.

"I'm telling you that she's still lurking around here. I can smell her," Sabretooth replied as he gnashed on his food.

"If your nose is so good then how come you can't track her down?"

"Who says I can't track her?"

"Everyone. You've been making this claim for a while but have neglected to do anything about it. I bet Logan could have found her."

Sabretooth rose to his feet. "How dare you, you little blue pimple! I'm ten times better than that wimp!"

Ulysses smirked. "Prove it."

"I will," Sabretooth huffed as he marched off.


"This is the final plan: Nightcrawler will lead the team in through the front, and Storm and Shadowcat will accompany me in the Velocity while we land in the back during the distraction. This is an incredibly time sensitive mission – everything must go off without a hitch."

"What's the window?" Logan asked.

"The assault team will leave here in fifteen minutes. The helicopter will be arriving at the facility in exactly one hour. The assault must begin no more than ten minutes prior to that and no less than eight."

"You're not exactly giving us a lot of time Mags," Logan growled. Magneto flinched at the nickname.

"Timing is essential Logan. If Chilton is able to recognize that this is a feint, it will make the extraction much more difficult."

"We'll do our best Mags."

"Any final questions?"

"Where did Scott wander off to?" Jean asked.

Magneto gave a half-hearted shrug. "If he's not with the New Mutants then it's beyond the realm of my care."

"Couldn't you just say you don't know?"

"I will never utter those words."

"How do you fit that head inside your helmet?"


Forge stared in awe. He was paying so much attention that he didn't notice Magneto walk up next to him.

"What is that idiot doing?" Magneto growled.

"Apparently Deadpool decided that Sabretooth was telling the truth about Mystique lurking around here."

"That leads to him doing this how?"

"According to his twisted sense of logic, he believes that if he simply insults Mystique loud enough at the top of his lungs, she'll lose her temper and reveal herself to him."

"That's his master plan?"

Forge shrugged. "At least Pyro was able to convince him that playing a continuous loop of the Golden Girls would be a waste of time."

"Most of Deadpool's plans are wastes of time."

"I'm so glad Mystique isn't here anymore. The only thing that smells worse than her is a wet skunk!"

Forge blinked. "I think he's on to his B material."

"He has A material?"

"Forge! You know what scientists call Mystique? Blue whale!"

"I'm going to kill him," Magneto muttered.

Forge blinked. "What?"

"Huh? I didn't say anything."

"You know why Oedipus really stabbed out his eyes? Because he saw Mystique naked!"

"I'm going to flail the skin from his bones," Magneto hissed under his breath as his eyes flashed yellow.


Magneto peered around at the controls for the helicopter. He scratched his head for a moment as he continued to look around. At his side, Kitty looked on with an amused glare.

"Aren't we supposed to be going?" she asked.

"In a minute. I'm trying to figure something out."

"You have no idea how to fly this thing, do you?"

"I can fly by my own power, why should I need to learn how to fly a helicopter?"

"In case you would want to take someone with you."

"I have giant metal orbs for that."

"Those are the most uncomfortable modes of transportation of all time."

"I don't have to ride in them. What do I care?"


Ulysses looked down at Kitty Pryde. "How'd you get in here?"

"I can walk through walls."

"Really?" Ulysses said as he scratched his head. "I make stuff blow up."

"Why are you so blue?"

"Well, Pyro thinks I'm just depressed, Forge thinks that it's probably because I have a malfunctioning liver, and Deadpool thinks I used markers."

"Uh huh. Well, I'm supposed to get you all out of here. Where is everyone?"

Ulysses shrugged. "Around."

"Go round them up. We have to get out of here while there's a distraction."

"What distraction?"

"Didn't you notice the giant explosion? The building trembling? The orderlies shouting and running to the entrance?"

"Can't say that I did."

Kitty frowned. "Just round everyone up. Magneto sent me to get you all."

Now it was Ulysses's turn to frown. "How could Magneto send you? He's been here all the time."

"We don't have time for this. MOVE!"


A short time later, most of the group had gathered in the therapy room.

"The pixie girl is going to get us out?" Pyro asked.

"Is everyone here?" Kitty said, pointedly ignoring the question.

"Everyone except for Sabretooth and Magneto," Forge said.

The door burst open as Magneto entered. Seeing Kitty, he sighed. "It's about time. We've been waiting."

"Well, lets get out of here," Kitty said. "It'll take some time. Who wants to go first?"

"Dibs! I want to get out of here before the red-haired harpy of night shows her gorgon-like face again."

Magneto glared. "You have said quite enough about her. Stop."

"What do you care?"

"It's rude."

"Can you two bicker after we get out of here?"

There was no reply as the outside wall collapsed in a flash of light and noise. Dust kicked up everywhere, blinding the room. As the light died down and the dust cleared, Magneto and Storm, both dressed for battle, glided into the room.

"My brothers," Magneto said. "I have returned to liberate you from this place."

Silence dominated the room as everyone stared at the floating pair. The awe lasted momentarily as Sabretooth, seemingly appearing from thin air, tackled the airborne Magneto to the ground.

"Gotcha Raven! You might have everyone else fooled but you couldn't trick me!" the feline man hissed.

"Get off of me," Magneto growled.

"I'm not letting you go!"

"I'm not Raven you nincompoop. Now get off!"

"Nice try!"

"I said off!" With a loud hum the metallic remains of a chair shot into the air and knocked Sabretooth to the ground. The furred mutant looked up in astonishment.

"Boss? Is that really you? Then where's Raven?"

"I'm right here you idiot!" Mystique said as she morphed back into her own body. Twisting around in the blink of an eye, she slugged Deadpool in the face. The assassin slumped to the floor. "That was for all your insults!"

"I knew what that was for."

"If you all don't mind, we should be escaping now! Most of the orderlies and guards are distracted by the X-Men's assault but there are still some in the back. We are going to need to fight our way out so I brought some supplies," Magneto said as a metal crate was placed on the floor. The top was thrown off as the group rummaged through its contents.

"Alcohol! Oh, sweet sweet nectar of the gods!" Sabretooth shouted as he cracked open a bottle of whiskey and chugged.

Pyro was even more delighted by what he found. "Lighters! I missed you ladies so much!"

Magneto watched this glee with a slight smirk. The tranquility was interrupted by loud bang and a shockwave knocking him off his feet. Turning over, he looked outside to see the smoking remains of the X-M Velocity.

"What the hell just happened?" Storm screeched.

Magneto looked over to see Deadpool, holding a grenade launcher. "Pretty."

"You idiot! Do you have any idea what you did?"

"I blew up a helicopter. I'm an expert in blowing things up. I know exactly what I did. Besides, you gave me a grenade launcher – what am I supposed to do with it?"

"Now we have to go out through the front – where all the carnage and chaos is!" Kitty shouted.

"Sounds fun," Sabretooth said.

"Alright, then we'll have to go through the front. Brace yourselves, this will be difficult. Heavy hitters up front – cause as much damage as possible."

Magneto took the air as the group lined up with Sabretooth and Pyro in the front, Storm and Shadowcat in the back, and Deadpool standing adjacent to the Master of Magnetism.

"Prepare yourselves. For our freedom!" Magneto cried out.

"For pony!"

Magneto paused. "What? You can't use that as your battle cry."

"Why not? You have one."

"Mine is for the nobility of our cause, for the goal of throwing off the oppression which has tried to destroy us for so long."

"Mine is for ponies."

"That's not…"

"For Pony!" Deadpool cried as he ran out the door. 3



It was complete and total anarchy. Tables and chairs were hurled at bodies. Punches were thrown, faces were bruised beyond recognition. Fires burned while lightning crackled through the air. There were shouts of battle, screams of rage, and cries of pain.

It was beautiful. Until someone had to go and ruin it.

Magneto looked around quickly, trying to decipher what had just happened. The sounds of the fighting had suddenly ceased. The orderlies had frozen in place, leaving only the mutants to wonder what just happened.

"Did we win?" Pyro asked as he lightly tapped one of the statuesque orderlies.

"If they're not fighting anymore, we win," Sabretooth said as he pushed one man over harshly.

A door on the side of the room was thrown open, which was difficult considering that it had been knocked off its hinges only moments earlier. Chilton and Ratchet stalked into the room aghast.

"What is going on here? What did you do to my people Lehnsherr?"

"I had nothing to do with this," Magneto replied.

"No – I did," Charles Xavier said as he wheeled into the room through gapping hole in the front wall. Behind him was Cyclops, who was presumably sending a glare at the Master of Magnetism.

"Wait a second. You can only control people's minds. How are you able to simultaneously take control of everyone's mind and freeze their bodies in place? Especially since you knock yourself out when you erase five minutes of memory from a smaller amount of people than are here?"

Xavier shot a dark look over at Deadpool. The masked mercenary placed his hand up on his head, as if he was trying to feel something.

"Hmm. I think baldy just gave me an aneurysm." Deadpool collapsed to the floor immediately.

"Oh my god!" Ulysses shouted. "He killed Deadpool!"

"You bastard!" Pyro added. 4

"Bastard? The man is a hero for that," Mystique commented snidely.

Ignoring the comments, Xavier wheeled up to Chilton. "Doctor, I am truly sorry for what happened here. Erik managed to break out of your clinic last night. When I refused to help him conduct this very raid, he trapped me in an undisclosed location and then usurped my place with my students. Fortunately, Scott would not follow along and he eventually found me."

"Lehnsherr did all of that – without using any violence?"

"Yes. Now Erik, what do you have to say for yourself?"

"Thanks? It was fun?" Magneto offered.

Xavier sighed and looked at the X-Men. "You all should have known better. Scott was the only person who behaved properly."

"To be fair Chuck, you did tell us that Magneto should be in charge if anything happened to you."

"I assumed that you would have been cognizant of the fact that those orders would only apply while Erik was in a sound frame of mind, which he is obviously is not! As for you Erik, you will be going back into rehab until you are fit to be a productive member of society."

"Actually, that won't be necessary," Chilton interjected.

Xavier did a double take. "What?"

"There is no longer any reason for Mr. Lehnsherr to remain in rehab. He's perfectly healthy."

"What are you talking about?" Xavier snapped.

"Yes – what on earth are you talking about?" Magneto echoed.

"Mr. Lehnsherr's problem was that he resorted to using violence. He managed to live here for a significant period of time and not harm anyone. He managed to break out of here without harming anyone. He managed to infiltrate your home and take over your team without harming anyone. He's perfectly fit to live among the outside world."

"What about us?" Pyro asked.

"You all are lost causes. Nothing can fix you people."

"Erik is not fine! A sane man does not do this. A sane man would not kidnap his friend. He would not hijack a mutant strike force to liberate cronies. He would not wear that stupid looking helmet!"

"Being sane, Professor, has very little to do with one's actions. Mr. Lehnsherr uses logic perfectly, he just makes decisions that we disapprove of. However, there is very little to be done on that front."

"Get over it Charles. I'm perfectly fine."

"No you aren't! Doesn't anyone see that? Or am I, as always, the only person who is capable of knowing anything? Must I teach everyone in the world how to recognize insanity?"

"Stop being so melodramatic, Charles. You just can't stand it whenever someone disagrees with you. You always have to be right and everything always has to be done your way. You're an über-control freak with perfectionist issues."

"No one listen to him! He's stark raving mad! I'm not a control freak. I'm not a perfectionist!"

Magneto looked at his oldest friend with apprehension. "It's all right Charles. I happen to know a wonderful place that will help you with this. Won't you Dr. Chilton?"

"Fine – but only if you pay to rebuild this place plus triple what I got paid for you."

"Done. See Charles, everything is going to be better."

Xavier nodded. "Everything is going to be better."

With that Chilton walked out of the room, pushing Xavier in front of him. The assembled mutants stared at the departing figure of Xavier until Deadpool leapt to his feet.

"That's it! Now I have a 38th way to kill a person before they hit the floor. What a wonderful day!"

Magneto looked around at the group. "Come on. It's time to go home."


Epilogue

Magneto remained in command of the X-Men for 17 months, 3 weeks, 2 days, 13 hours and 23 minutes. Tiring of his position, he blackmailed the world into giving him the island of Genosha to retire to. Upon discovering where Genosha was, he promptly traded it for the Federated States of Micronesia.

Charles Xavier remained in rehab for about two months. He spent the next two years traveling around the world on goodwill missions. After his mansion was destroyed for the 13th time, he retired and moved to the Federated States of Micronesia. He got bored quickly and persuaded Magneto to exchange it for Belize.

Mystique decided that her children weren't worth the sacrifice that she had tried to make. Abandoning her reformation, she quickly returned to the life of a hired assassin. She maintains a penthouse in Beverly Hills and has several maids to ensure that she never has to clean again.

Pyro returned to the Brotherhood and promptly burnt down the decrepit house as revenge for sticking him in rehab. He spent a few years a as a member of Freedom Force. He currently lives in New York where he works on his best selling set of novels – Pyro and Deadpool.

Sabretooth, after leaving the rehab, broke into the first beer factory he could find. He ended up drowning in a vat of beer.

Deadpool, having learned how to figure out 38 ways of killing a person before they hit the floor, spent many years trying to figure out a 39th way. He has yet to be successful.

Forge moved back in with his parents. People still thought that he was crazy for claiming he is so old. One year on his birthday, he received a pet rabbit and a bar of soap. No one has seen him since.

Dr. Chilton moved to Baltimore to treat a notorious mass murdering cannibal.

Nurse Ratchet remains at the rehab institution, which is now run by Dr. Boles.

It turned out that Ulysses actually was Apocalypse. Who knew?

THE END

As always, thanks to everyone who read this story. If it was half as much fun to read as it was to write, well, then I had twice as much fun writing it as you did reading it.

1 – Nightcrawler lead the Excalibur team in the comics for awhile.

2 - Seriously, why else would Logan have left the mansion?

3 – Taken from the online comic "Looking for Group" which can be found at lfgcomic. com. Deadpool is a dead-ringer for Richard

4 - Obviously, what used to be said on "Southpark" whenever Kenny would die