I've been thinking about doing a Portal fic for some time, and I've finally gotten started. To clarify a few things in advanced, you might be wondering why Glados is referred to as a 'he', but read the entire chapter and you'll understand why. Also, this fic will be a bit more serious and darker than the actual game, and it focuses on the relationship between Glados and Chell. That's the center of the story. So please read and review, telling me what you think or asking any questions that you might have. I appreciate feedback.

Chapter 1: I'm Still Alive

"I'll still be alive."

Chell's eyes snapped open, a headache forming directly behind her forehead as the voice of Glados echoed throughout the room. Or was that infernal computer only a memory in her head? Her eyes watered, and she tried to squint upward from where she lay on her back, but the lights were so blindingly bright that she could hardly see. Whiteness seared her vision, sending jolts of pain across her nerves, and under such circumstances, it was easier to simply close her eyes and concentrate on combating the nausea that was overtaking her body. If she moved, which she didn't attempt to do, she was fairly certain that she would regurgitate, and Glados would probably have something smart to say about that.

"Damn," Chell sighed, suddenly wondering just where the hell she was. She'd destroyed Glados, hadn't she? She could remember the computer's voice trailing off as it was incinerated piece by piece, and then she'd been outside in blessed sunlight—not the artificial light of the Aperture Science Center, but real, honest-to-god sunlight—and it had felt like heaven against her skin. And then...

Chell frowned as she tentatively pried her eyes open. She could remember the feel of pavement beneath her hands, and the touch of a cool breeze, but then nothing. Someone had spoken to her, but only briefly, and from there her memory took a dive into a darkness that left her reeling with panic. Someone had moved her, and the idea of being vulnerable, defenseless—hell, the portal gun wasn't even here with her this time—made her stomach clench. Hands braced against the cool surface beneath her, she abruptly sat up, the foolishness of her actions soon apparent as her head grew light.

"Easy does it," she whispered to herself, eyes now adjusted to the room's lighting. She had to concentrate on gagging back the vomit that threatened to climb her throat, and she leaned against...well, something. She peered more closely at her surroundings to see that she had been laying on, and was now sitting on, a slender surface that reminded her of a bed, but not the kind found in a home. No, this was a thinly padded bed that reminded her of the one in which she'd previously awoken, and that was not a good connection. Now she leaned against the low rim that enclosed the bed, and wary eyes darted toward the nearby control panel of this annoyingly white room with its spotless floor tiles and open space.

"Not again," and the comment escaped her in a low, ragged breath. She could have cried, but her head was still light, and nausea forced her to rest her forehead against her hands. Maybe a few tears did slide down her cheeks given her helpless frustration, but she was oblivious to them, and besides, Glados might be watching. She wouldn't give that sick bastard a chance to witness her moment of weakness. That was, of course, assuming that this was still even the Aperture Science Center.

And lying to yourself will help because...? Good grief, Chell. You sound like him.

But she wanted to lie. She wanted to do anything besides standing up, but resting had never been an option for her, and she was fairly certain that she'd spent most of her existence forcing a life for herself. Mind fuzzy, she wasn't entirely sure why she should feel that way, for there were missing pieces in her memory, and not just recent memory either. Her entire life consisted of a gaping, bottomless pit wherein she could discern nothing, and it had been that way since she'd first awoken to find herself a captive in this crazed facility. Someone had tampered with her memories from the very start, and if she hadn't been so busy trying to solve Glados's puzzles and survive the process, she might have been more concerned with the fact that she didn't know her own last name.

"I'll still be alive."

"So will I," Chell defiantly declared, secretly pondering when she'd started talking to herself. It had been during the tests, of course, but back then she'd mostly talked to Glados, who was absent at the moment. Dead, she corrected herself, but she was no longer so certain. After all, she was here in a lab, and she hadn't gotten here by herself.

"I'm still alive, whoever I am," she quietly reasserted while attempting to stand. She was only halfway off of the bed when her efforts failed, and this time she did vomit, heaving over the side of the bed as blackness encroached on her vision.

…

….

….

"Why can't I remember my name?" Chell stood dumbstruck as she prepared to enter the next testing room.

"The enrichment center is not responsible for helping test subjects with personal problems," Glados informed her in his robotic voice, reminding her that she was always being watched. This was a testing center after all, so it made sense, but being a test subject, even a voluntary one, was uncanny. Was this voluntary? Chell's brow furrowed as she realized that she'd only been told that she'd volunteered, and the polite language that Glados often used furthered the assumption that she was here by choice.

But something's not right.

"Chell," she said after a long, thoughtful pause. The sound of the name rang true, and for a moment, she could hear her mother telling her not to run so fast lest she fall and skin her knees again. Mother had always been accusing her of getting injured due to her unstoppable, reckless curiosity, but the worst lecture had come after she'd fallen from that stupid apple tree and broken her left arm.

What?

"Chell," she repeated, the memory gone.

"If you are incapable of remembering your own name, I sincerely doubt that you'll be able to complete the next challenge."

"Thank you for being such an optimist," Chell sarcastically scoffed, ready to proceed, but something wasn't right about this entire situation.

…

….

…

It was on the fourth level that Chell really got annoyed with the computer, for it always ridiculing her abilities only to reverse its opinion upon a test's completion. She was also in need of a break, but she had yet to even see a toilet around here. Maybe she should...

"Computer," she called. "How about a bathroom break?"

No answer.

"Computer!" Maybe the system couldn't respond and was only a series of automated messages. It was possible, but still, someone real had to be monitoring her progress. "Hello?"

"I assume that you're addressing me," Glados commented, sounding mildly annoyed. Wait, the computer sounded annoyed? "I'll have you know that my name is not 'Computer', and being referred to in such general terms is offensive. I am Glados: Genetic Lifeform and Disk Operating System."

"How about I call you Glad for short?" Chell asked, intentionally being mocking. After all, this test was demanding, and she could use some levity, especially since this was just an experiment anyway. The scientists shouldn't mind if she chatted with their computer, which obviously wasn't just a recording. Besides, she was in a good mood given her progress, and soon she'd be looking at the award money and cake that she'd been promised.

"Fantastic. How about I call you 'subject' for short?" the computer asked.

"How about you use my name?" Seriously, someone had intentionally made a program like this? Again, there was no answer. "Okay," she relented. "Glados it is. Is there a bathroom around here, Glados?" As if on cue, a panel in the wall slid open to reveal a narrow hallway.

"If you proceed to your right, enrichment center test subject, you will find a restroom with all the necessary amenities. Please do remember to wash your hands. We pride ourselves on maintaining a clean and productive environment." From that point onward, Glados stopped being a computer and an 'it', and became a personality and a 'he'.

…

…

…

"Oh my god," Chell hissed, pressing a hand to the cut on her shoulder, but the pressure wasn't enough. Blood continued to trickle down her skin in a steady stream, the sight making her queasy as the color red sparked something deeper within her. Red like cherries picked from grandpa's orchard. Red like the lipstick that she'd stolen from her older sister to complete her Halloween costume. Red. Red. Red. And the bleeding wouldn't stop.

"You sent me into a military testing room by accident?" she accusingly asked, glancing toward the nearest camera. The lens was fixed on her face, and she knew it—knew that Glados was watching her every move, and yet, it hadn't felt threatening until now. If someone could see that she was bleeding, why not send medical personnel to help her? Again, she knew that something was wrong, but all she could think about right now was the stain on her orange suit, and the faint memory of something important—something to do with the color red. The connection lingered beyond her grasp, tauntingly dangling before her.

"I apologize for the inconvenience," Glados stated in his usual tone.

"You have a way of understating things." Chell removed her hand and stared at her slick fingers, swallowing as she tried to avert her gaze without success. "I might faint." And she did, waking up after several minutes to find her shoulder painful but mended. "Glados?" she called, unsure of herself, and wondering why she'd been aided but left in this room in her bloody suit.

"Your wounds have been tended to," the computer immediately informed her. "Welcome back to the world of the conscious, and I sincerely hope that this incident will not impair your ability to complete the tests. To be disappointed at this point would be unfortunate no matter how realistic." Chell blinked, still laying flat and feeling groggy.

"So you have high expectations of me then?" she asked, unsure why she cared what this stupid, arrogant AI thought of her.

"Humans: always reading between the lines."

"That's a yes," Chell decided, sitting up and starring at the scar on her shoulder. "I don't know if I want to complete your tests, Glados." But there was no answer, and the door to the next training area was opening. There was definitely no way that she'd been a volunteer, and she had a feeling that this most recent of tests had been no accident.

…

…

…

"You lied to me," she calmly stated, silently fuming as she slid down the wall. "You've been lying to me the entire time."

"I have explained that any deception on my part was merely meant to enhance the testing experience," Glados argued.

"No," Chell sighed, arms resting across her knees. "What are you playing at, Glados?"

"Accusations of poor character coming from someone who incinerated their companion cube in record time are hardly valid. Perhaps you should apply some introspection to yourself." She would tell him to do so himself, but she was sure that he already did, and that his musings had nothing to do with ethics. She was also fairly certain that there were no humans in this facility to guide her testing process. If there were, and if she got her hands on them, she would rip their eyes out for the hell that they'd been putting her through.

"Whatever, Glados," she continued. "I'm not stupid, despite what you might think...We're alone here, aren't we?" She didn't know why she was conversing with Glados, but it was better than nothing. She felt so damned isolated in this place.

"You should proceed to the next area if you want cake."

"Glados," she reprimanded. "I'm tired, and I feel like punching the wall, and I'm not moving from this spot for a while. If I'm playing a game in which I don't know the rules and rewards, I'm going to at least take a nap." The AI actually made what sounded like a snort of derision.

…

…

…

"And you think that I should apologize?!" she demanded.

"Unless my files need updated, that is the standard human convention."

"I won't apologize."

The closest camera zoomed closer to her face.

"You are unlike any test subject that I've ever had before," Glados shared. "Although you're hardly polite. It's a wonder that I converse with you at all."

"Don't tell me that you're lonely like I am, Glados." The very idea was laughable.

"I should just stop speaking to you." But he didn't.

…

…

…

"This is futile," Glados stated. "What do you think you'll accomplish by attempting to destroy me? For all you know, you'll be locked inside of this facility with my demise. I imagine that starving to death is a lovely process."

"I'd rather starve than be your toy!" Chell roared, throwing another personality core into the incinerator. She was working on adrenaline, and with the clock counting down to the release of a lethal neurotoxin, there was no way that Glados was going to convince her to stop. She'd played the game believing that the tests were legitimate, but there were no delusions left at this point, and the AI system really must have had a low opinion of humans to think that cake was a proper incentive for suicidal tests. She'd been used and treated as disposable garbage, and that made her angry, so now it was Glados's turn.

"You won't survive this, human," Glados warned, voice buzzing lowly as sparks flew about the room's central panel.

"But neither will you, computer." Chell grabbed the last core, determined to finish this, even if it meant her death. She just wanted this nightmare to end—to wake up (or not) without being prompted and corralled into a predetermined test to become another statistic. She was not a damn statistic.

"So determined," Glados commented, sounding thoughtful and oddly calm as Chell ran for the incinerator. She pressed the button to open the hatch, the glow of fire dancing along the shoot's metallic walls. "Chell," Glados darkly intoned, and she paused. The computer had never actually used her name before. "You'll never find out who you are or why you can't remember the past if you continue with this foolish plot of yours."

She paused, torn for a but a moment by indecision.

"Goodbye, Glados," she finally spoke. "No more lies. Let this be a lesson in humility." With the uncanny sense that a million camera lenses were fixed on her, she threw the last core down the hatch, and even the core's crimson eye was staring straight at her.

…

…

…

"I'm still alive!" Chell exclaimed, now gasping for air between tears as she threw herself back onto her bed. Memories buzzed through her mind, but they weren't the memories that she wanted. Glados had been cruel to offer her what she most wanted when it was already too late to turn back, but he'd never been kind, so there hadn't been anything else to expect from him. No, that wasn't entirely true, for she'd once expected him to cooly dispose of her like an impartial scientist, but there had been plenty of hints that Glados was hardly a simple being. His range of displayed emotions (if she could call them that) had been startling at first, but by the end, she hadn't been surprised in the least by his increasingly personal agenda with her.

"Chell."

She was still alive, but staring at the white ceiling above her, she wasn't sure if she wanted to be.

The small room hummed softly with its machinery, and tiny lights blinked sleepily in the darkness, some barely bright enough to see. Within their midst was a bed not unlike that which Chell had awoken in, but the glass sheath that protected the bed's occupant danced with streams of data, and the sleeper within could have been dead with his lifeless expression and oddly motionless eyelids. Most people dreamed and underwent some form of REM sleep when suspended in these chambers, but this sleeper hadn't dreamed in a long time, and he probably never would again, for a body was the last resort, and things had never gone badly enough to rely on the last resort.

But this time had been close.

The machines buzzed, their functioning preserved by minimal electricity, and the consciousness that was Glados lay somewhere amidst the wires and circuit boards with an uncharacteristic quiet born of necessity. The master computer was never confined to one place per say, but his mobility had been greatly curtailed due to system damage and energy shortages. Even now, he was working on electrical reserves, and large parts of the facility had been shut down completely, meaning that he didn't have access to most of the center's cameras or the intercom system. So he waited, voiceless and disgruntled as he probed the damaged circuits and searched for a solution yet again. Fixing this travesty would be much simpler if someone with an authorization code rebooted the system and restored power to the whole facility, but no help seemed forthcoming.

It was all that woman's fault, and for several weeks after nearly being destroyed, Glados had inwardly raged at Test Subject 103's defiant destruction of his control room, even considering deleting her true name from his files. Then he would only be able to refer to her as a number instead of identifying her with a face and the name that she had insisted upon him using, and he knew that a numerical designation would annoy her. Oh yes, he had been angry, and not only because of the control room, but because of the woman's emphasis on humanity over science, which was a pathetic and uneducated sentiment as far as he was concerned. So he had planned to delete her name, and if she'd still been within his grasp, he would have tried to kill her again. Now though...well, he'd had time to crunch data and consider what had transpired.

In many ways, Chell (there he was using her infernal name again) had been the perfect test subject, but even when she'd impressed him, he had still underestimated her, and so he'd paid for it. A lesson in humility? That was salt in his wounds since he considered himself so much more advanced than a mere human, and considering how quickly previous humans had become pathetic and paranoid during the tests, he felt justified in feeling superior. But she had insisted on mouthing off to and defying him, and the ultimate results of her incredible willpower had been lines of data that he'd only ever dreamed of collecting. In some ways, he should thank her, and somewhere within his electrical musings, he was pleased with her progress as a test subject, but he wasn't a machine particularly concerned with forgiveness, so a grudge remained.

What had made her so much stronger than the others anyway? She wasn't a scientist or a doctor. She'd only been a woman intruding on the facility to stay with her father, and nothing in her file had suggested amazing intellect or problem-solving abilities. For all intents and purposes, she'd seemed like a normal test subject, but she hadn't cried or given up even once during the tests, and she'd been more suspicious of him much earlier than any of the others as well. So he'd watched her with interest, and then she'd started talking to him, asking him questions and rambling when she seemed on the verge of a breakdown. None of others had done more than cuss him out on occasion, and before he'd killed them, even most of the employees here had spoken about him as nothing more than a machine—as if he were some kind of unthinking program!—but he was very much alive. Chell was one of the few to truly appreciate that.

He. Gender: another construct that he'd found himself falling into since she had reentered his life. He'd lost all sense of gender, and had even used a feminine voice on occasion, until Chell had accused him of being sexist, which was an accusation that truly surprised him since he considered himself rather impartial to such things. After all, it was the mind that mattered more than physical attributes, and women had helped make him, so there was clearly merit to female intellect. He'd plainly told Chell as much, and that had been that, but she had still inadvertently inferred that he was male. Yes, he had been using a masculine voice, but it was more out of habit than actual identity, although technically, he supposed that he was male. He'd stopped caring about that long ago, but along came Chell to accuse him of being a chauvinist male.

Where was his perfect test subject now? She was probably long gone, which meant that he would never have the chance to examine what had made her better than other humans. It was a scientific loss in many ways, but then again, he wouldn't have his temporary defeat rubbed in his face either, and Chell was the type to be such a poor sportswoman. She could be very biting and vindictive when she wanted to be, but as he recalled, she hadn't destroyed him out of anger. Her farewell had been soft and devoid of emotion, reminding him of something, and he'd carefully watched her face as he fell down the incinerator's shaft. She'd looked weary and a bit contemplative, and then he'd fazed out of commission for some time.

Chell.

Like a glitch in his system, she couldn't be removed, and he had wanted to remove that glitch with some ferocity when he'd first returned to working order. Now though, his pride had somewhat mended over, and he was left with the knowledge that testing would probably commence as it had before Chell's arrival. In other words, things would be boring, and most people would probably fail by the eighth test. As a machine, Glados liked to think himself above most emotions, but he retained human qualities that would never leave his programming, and nor would they unless he disposed of his link to the 'last resort', which wasn't feasible. Either way, he identified a strong sense of loss when he considered returning to how things had once been, and there was still the matter of his system being damaged.

With a sigh, Glados bided his time in boredom.