"…that said, I would really appreciate it if you could test as fast as possible. Caroline, please bring me more pain pills."

"Yes sir, Mr. Johnson." Caroline stood up from her desk, the wheels of the chair squeaking as she pushed it back. Everything squeaked in Aperture, now. They couldn't afford to waste money on oiling things. She took one last worried look at the CEO before leaving the recording room, the door swinging behind her.

The corridor was lit every ten steps or so with a flickering fluorescent light in the ceiling. She could hear another of Cave's coughing fits starting up again, and she quickened her pace, her footsteps echoing down the hallway. The walls that had once been white were now a dark, smudgy grey, covered in grime and fingerprints. It wasn't long before she came to the lobby, where she found the receptionist asleep at his desk. He had messy brown hair, startlingly blue eyes, and glasses that had slid down to the end of his nose. He started when she came over to him.

"Oh, Caroline! Didn't see you there. Wow, being a receptionist sure is tiring. Just needed a little rest for my eyes after staring at all those, um… papers. Lots of papers." he smiled sheepishly and tried to look like he was doing something. Caroline almost smiled back.

"I need some more pills for Mr. Johnson, please," she said.

"Yes! Of course! Pills, right away…" he opened a drawer and started rummaging around in it until he triumphantly held up two little white packets. Each had "Aperture Science Innovators Fast-Acting Pain Relief" written on it in blue.

"Here you are!" he said. Caroline took them and slid them into the pocket of her white dress.

"Thank you, Mr. Wheatley."

"No problem at all. Really, happy to help. Any time." Caroline turned and walked out of the room, anxious to get back to Cave but also laughing a little inside at the receptionist's antics. He could be such a moron sometimes.

She pushed open the door to the recording room to find Cave hunched over in his chair. His face looked pale and waxy, but it lit up when he saw her come in.

"Ah! Good, more pills. I could use a truckload right now. How many did you manage to get?"

"Two, sir," she said. He sighed.

"Well, it's better than nothing. Bring 'em over, would you?" Caroline reached into her pocket and pulled out the little packets and gave them to him. He tore open the paper and swallowed the pills in one gulp. Then he coughed.

"Let's hope our packaging was accurate, for once," he said with a raspy laugh. "Can't help thinking the "Fast-Acting" part might be a little off, eh, Caroline?" Caroline smiled. The illness hadn't changed his personality, at least.

"No, those ones are fast-acting, sir," said Caroline. "They also turn your blood to gasoline." Cave laughed again. Despite his pale skin and greying hair, his eyes were still as bright as ever. Then, he seemed to remember something and became serious again.

"Caroline," he said, "I want you to listen very carefully."

"Yes sir, Mr. Johnson." Caroline had a sinking feeling in her chest.

"Now, you already know I'm getting sicker and sicker every day. Damn those moon rocks," he muttered. "Anyway, if it gets any worse, I'm pretty sure I don't have a lot of time left to live."

"But sir, the scientists-"

"The scientists are a bunch of lazy bums!" he interrupted. "They can't even finish the AI project. Look, Caroline, I'm going to die soon, and there's nothing we can do about it. Now listen to what I'm telling you!" Caroline gulped.

"Yes… sir. What is it?"

"I need someone to run the company when I'm gone, and it's pretty obvious that none of those son-of-a-guns back in the labs are fit to do it. Especially not that moron of a receptionist. What I'm saying is, I need you to take over Aperture for me."

Caroline was speechless. There were a million things she wanted to say. All that came out was,

"But sir, I can't!" Cave laughed.

"Look, I know you don't want to. You think you're not good enough, you think you can't do it, all that jazz. But you can do it. And you're sure as hell good enough." Caroline, despite her confusion, felt a tiny flutter of pride at his odd praise. But it disappeared quickly as she snapped back to the situation.

"Please, sir, I don't want to do this. It's too much. And if the scientists can finish the AI fast enough, you won't need anyone to replace you."

"To tell you the truth, it'll be some kind of miracle if I ever get into that AI myself," he said, with only a hint of bitterness. "But I've got an idea in mind for the future of science. Even if I don't live to see it happen," he added.

"Sir, what are you talking about?" asked Caroline, confused. Cave smiled.

"I'm talking about the AI program," he said. "Look, you and I both know that Aperture is in some pretty deep trouble right now. Not enough employees, and barely enough money to pay them all. You can't do science without money! So I was thinking, if we had a robot running this place instead of a human, we'd get a lot more done, right?"

"Right…"said Caroline hesitantly. She had a feeling she knew where he was going with this, and it filled her with dread.

"And since I'm not going to be around for that to happen, you're going to be the one in the robot instead of me."

"No!" Caroline shouted before she could stop herself. "No, please, no. I don't want this."

"Come on, Caroline, be reasonable," said Cave, seeming almost angry. "You'll be in control of the entire facility. We won't even need scientists to do the testing anymore!" Caroline shook her head.

"No. I don't want to do this."

"Well, too bad," snapped Cave. "Now get out of here and do something useful." Caroline blinked back tears and walked out with as much confidence as she could muster, her heels clicking on the floor. The world swam before her eyes. She passed a few people in the halls, but she didn't speak to any of them, just walked in silence until she reached her office, shutting the door behind her. Then she burst into tears.

Why had Cave been so insistent on this? He was an amazing man, and he did anything he set his mind to, but he had always respected her—always listened to her opinion, always treated her like she was a valuable part of the company. But now he was forcing her to take over Aperture Laboratories. Not only that, he was forcing her to be downloaded into a computer. She couldn't do this. She wouldn't. Tomorrow, she would tell him. And if he didn't listen… she might just quit the company.

The first thing Caroline noticed when she stepped into the lobby the next morning was that the receptionist wasn't asleep.

"Oh, Caroline," he said nervously when she came in. "Hi. Look, I've got some bad news for you…" Caroline immediately marched up to the desk.

"What is it?" she asked urgently, possibilities flying through her mind faster than she could process them. He looked at his shoes.

"Well, um… oh God, please don't kill me, I'm just the messenger, all right?" He fidgeted with his fingers. Caroline was practically vibrating with impatience. "You see, well, you know Mr. Johnson, right? Of course you know him, you're his secretary, for crying out loud. Stupid of me. Very stupid, should have thought of that. Well, anyway, he's… um, well, let me try to put this gently. He's dead."

Caroline gasped. Dead. He was dead. No, he couldn't be dead. He was alive yesterday.

Of course he was alive yesterday, reprimanded another, more sensible part of herself. Dead people start out alive, and then they die. You're a scientist. You know that.

No. He couldn't be dead. Cave wasn't dead. No. No.

"Yeah, well, um…" Wheatley trailed off. "He said something about you being, well, sort of in charge now. Not sure, though, just heard it from someone else, correct me if I'm wrong. So, uh, I guess I should call you Miss Caroline now, right?"

"No," she said, grasping desperately to the only rational thing in reach. "Just Caroline."

"Well then. Ah, I should… do some reception-ing now…"He started shuffling papers around in an attempt to look useful. Caroline barely noticed him. Numb with shock, she walked over to one of the rickety chairs in the room and sat down, trying to make sense of what she had just been told. Cave...

"Hey, Caroline." She started as a man's voice interrupted her thoughts. She looked up to see Henry, a balding scientist in a lab coat, smiling at her. "Excited about the AI project?" Caroline almost laughed at the irony.

"No," she said. "I'm not." He seemed surprised.

"Why not?" he asked. "We should be done by tomorrow, maybe even sooner. It's some pretty advanced stuff. We're developing this technology years before Black Mesa will even-"

"I don't care about Black Mesa!" she shouted. Henry was stunned. "Black Mesa can go die in a hole! A big, poisonous, acid-filled test-chamber hole! Cave is dead! Do you hear me? Cave is dead!" She shut her eyes tightly, the realization of what she had just said finally sinking in. It was also the first time she had ever called him by his first name.

"Dead?" asked Henry softly. "Really?" Caroline nodded mutely. "I guess the moon rocks were too much…"

"And in case you were wondering, I'm the one who's going to be in that AI soon," she said bitterly. "He told me that yesterday. It was the first I'd heard about it. And now he's gone, leaving me to be downloaded into a giant, stupid, metal computer."

"Oh, he told you," said Henry. "and not a moment too soon, it would seem." Caroline stared at him in disbelief.

"You knew?" she said, horrified. "You knew? And you're going to let them do it?" Henry looked uncomfortable.

"Well, he did say that if he was gone by the time we finished the AI, you were supposed to be transferred into it…" Caroline glared at him, then stood up and walked away.

There was a knock on her office door.

"Who is it?" she called.

"It's Henry," was the response.

"Don't bother me," she said angrily. There was a pause, then:

"It's Doug. His schizophrenia is acting up again. Miss Caroline, do you think you could-"

"Just Caroline," she hissed, standing up. She opened the door. Henry was standing there, looking nervous.

"Yeah, sorry about that… Could you come take a look at Doug? He's acting weirder than usual." Caroline sighed and followed him as he walked down the corridor towards the AI chamber. She felt a sense of repulsion as she got closer to the door, barely getting the strength to follow him in as he pushed it open. Inside the circular room, she saw five scientists in lab coats, the huge construct on the ceiling hanging down like a swollen balloon. It made her shudder just to look at it. Henry had said they would be done by tomorrow…she would just have to stay home from work, then. Maybe forever. Suddenly, she remembered why Henry had brought her here, and looked around for the schizophrenic scientist. He was nowhere to be found.

"Where's Doug?" she asked. Henry shot a glance at one of his colleagues.

"What? I'm right here!" Doug Rattmann stepped out from a little side room, looking as normal as ever except for a few grease smudges on his face. "The control panel's ready." Caroline looked around wildly at the rest of the scientists, two of whom had gotten uncomfortably close to her.

"What's going on?" she asked, starting to panic. She fixed her stare on Henry.

"I'm sorry, Miss Caroline," he said. She looked again at the massive metal form on the ceiling, the realization of what was happening slowly beginning to dawn on her. Suddenly, the two scientists grabbed her by the arms and started dragging her towards a metal table on the side of the chamber.

"Stop! Put me down!" she screamed, thrashing wildly in an attempt to escape the scientists' grip. "Please!" they ignored her cries, depositing her none too gently on the cold metal table and strapping down her arms and legs. She tried to break free, to pull herself out, but she couldn't. Henry hooked up a wire to the table.

"Doug," he called, "start the activation!" Caroline craned he neck to see Doug standing at a control panel, finger poised over a button. He looked straight into her eyes.

"I don't want to do this. I'm so sorry," he said. "Goodbye, Caroline." Then he pushed the button.

All of Caroline's senses were jumbled up. She could hear the cold of the metal, see the scientists' voices, taste the greyness of the room. Every thought, every memory, was pushed to the front of her mind and blurred together. She was a little girl… then Cave was smiling at her… then she was staring up at her mother, then Cave was giving her an award then a scientist blew something up then there was a test subject then… then…

She felt metal. It was in her, on her, around her, everywhere—she was metal. She could see the scientists, like tiny dolls in lab coats, staring up at her curiously. She turned her head slightly, and a million different gears moved. One of the scientists—what was his name? Dan, Dave… Doug, that was it, Doug—punched a series of numbers into the control panel, and her mind was flooded with information.

She could see everything. She could feel the entire facility. Every panel, every test chamber, every room was under her control. Data scrolled past faster than she could read it. She didn't need to read it. She already knew it. She ignored it, though, and focused on her chamber. Yes, it was her chamber now.

There was a woman's body lying on a table below her, and she could tell she knew whose it was… she knew the black hair, the brown eyes, even the white dress and red tie the woman was wearing. But however hard she tried, she couldn't remember her name. Suddenly, one of the scientists cleared his throat, and she turned her attention back to him.

"Genetic Lifeform and Disc Operating System, can you hear me?" he said. And she laughed. A mechanical, menacing, terrifying laugh.

"Yes," said GLaDOS. "I can hear you just fine."