It was the shaking.

Not anything that changed in Pinky's demeanor, not his odd voice tics or his enthusiasm.

The shaking was what finally clued Brain into what he could not smell or sense.

When his genes had been altered he'd been given a biological choice (though at the time he didn't know it.) He could embrace a higher version of intelligence or he could retain some more of his basic Rodentia instinctual, such as the sense of smell, hand in hand with the sense that something in a colony/nest had gone off, simply gone wrong.

He, of course, chose the first.

He was the Brain and his intelligence was beholden to no one.

But something the scientists couldn't take out of him or splice, was his heart.

Something was wrong with his friend. The small vibrations carried through the metal floor.

Then other things began to surface, beyond Brain's (fear) unease. Pinky would go to the water bottle and fought to catch his breath after a few sips. Pinky struggled to finish more than one food pellet, then struggled to simply finish one. He slowed down, Pinky, whom Brain used to want to knock out just to get him to somehow stop for just one second.

Brain knew Pinky was aware of it, and the other mouse not only didn't mention it but actively tried to hide it. It was so unlike the ditzy chatterbox that Brain's irritation was a nanosecond, then his growing worry expanded and bloomed day by day.

Enough was enough and if anyone asked Brain why he was hesitating about even bringing it up to his cage mate, he would be at a loss to answer. It wasn't that he was afraid of the answer. Certainly not.

Pinky had his back to the edge of the cage, but his hands were empty. He wasn't fidgeting or playing with his ears and tail. He was staring off in the distance.

The spaced-out stare wasn't unusual, but Brain knew by now that there was always something going on in that mind, no matter how inane.

"Pinky." Pinky glanced at him and a smile immediately lit up his (adorable) ridiculous buck-toothed mouth. Brain could see the smile was not fake, Pinky was incapable of that, but still forced.

"Yes Brain?" Pinky didn't jump to his feet. He got up slowly and swayed where he stood.

Brain's mouth went dry. "P-pinky." Brain cleared his throat. "Wh-, I…."

His friend's open and kind face didn't falter, and those innocent blue eyes showed a patience Brain knew but sometimes forgot Pinky was capable of.

"Just, please tell me what's going on."

The pleading tone wasn't something Brain planned, it just came out. Unlike the scratchiness behind his eyelids.

Pinky walked to a corner of the cage and gently pushed his wheel but didn't get on it. Brain's near perfect memory flashed suddenly and his heart fell when he realized how long it had been since his energetic friend had last run until he dropped.

Brain usually discouraged this as much as he could, usually with a not so subtle hint in the shape of a pencil. He needed his (friend) assistant for each takeover endeavor. A rather poor excuse, Pinky could usually run for hours and help him, and then have energy to spare.

It was truly (endearing) annoying.

"Pinky" Brain let his deep voice resonant in a way he usually reserved for getting his authority through to dim-witted humans. He almost never used it on Pinky. He never really needed to, Pinky followed, though he didn't always truly listen to, Brain regardless.

Pinky flinched, and Brain took a step back. "Pinky" he said softening his tone, "You will tell me what is going on immediately. You are my (partner, friend, truest companion) min-, er, sidekick and as Earth's future ruler I demand to have all the necessary information I may need."

Pinky looked at him and a quick flash of confusion came and went but it was the deep, deep sadness in his eyes that really brought the lump to Brain's throat.

"I-I didn't want to distract you Brain. P-P-Poit."

"And what do you think this is doing to our nightly plans?" Brain barked and instantly regretted it. Pinky's eyes widened.

"I meant distract you _more_ Brain." Even Pinky's inexplicable accent was softened and despondent.

"Well…. I…. You…." Brain found himself stammering. The lump in his throat had grown tentacles and was choking him even more. "You _are_ distracting me! Here and _now_ and…." He trailed off.

"It's something icky, sticky wrong Brain." Pinky's soft tone never wavered. He put a small paw over his stomach. "It keeps growing and makes me, me not w-want food pellets, or run-n on my wheel…. or help you take over the w-w-world.

It's not going away. But I, I think I am."

Pinky's ears wilted. He moved away to sit quietly. That enough frightened the Brain. Pinky was a spastic, moronic burst of love and color. He didn't have an off switch. Somehow all his energy, enthusiasm and endless affection, not to mention kindness, constantly spilled out of the lanky pink-eared vessel.

And then, just a whiff, Brain caught it. He'd smelled it for weeks but had utterly ignored (denied) it. An evil creeping through their cage, through their lives, through his friend.

Pinky noticed Brain's wince and looked even more despondent. He also looked thin, tired and, aged. It was still him, it would always be him. No disease could take that away, but he'd obviously done battle.

A battle Brain hadn't known about, one his best friend had waged alone and probably frightened. Instead the gangly idiot had misdirected, distracted or simply scoffed off any misgivings the Brain had had except for the usual, 'No, No…s…"

Pinky finally stood up (knees shaking, then legs shaking) and faced Brain. He looked very tired and the exhaustion reached those crystalline blue eyes.

Brain swallowed hard. He'd asked the question and received the answer, but he only felt afraid. It was Pinky, he suddenly realized, who was the courageous one.

Pinky who did anything he asked, Pinky who followed nearly always without question unless it pushed boundaries Brain himself had misgivings about. Pinky who believed in him failure after failure, who helped him back up every time he stumbled and fell.

"I-It's been growing aw-awhile Brain." Pinky's stuttering and even more pronounced accent suddenly pushed through. Brain knew he was emotionally distraught.

Brain felt his own ears droop significantly. That stupid something was still strangling him, what a completely unscientific observation.

Pinky then told him everything. Told him of the pains followed by dull aches then finally the dark spread beyond what could be contained.

Brain had nightly imagined what it would feel like when the world was finally his. The stunning silence followed by the roars of accolade and giddy triumph accompanying his breathtaking ascension into power.

Then it would be quiet again, there would be a moment of…well…. momentous Silence beyond even celebratory glee. And he would rule over all.

This moment of silence, in his imagination, never extended into his and Pinky's cage.

What do you do when your world comes tumbling down around you and you are powerless to stop it?

Pinky had crept up close and his paws were nervously twitching. "B-Brain? You w-wanted to know…"

Had he? No, he needed to know but he didn't _want_ this. Brain looked up at his friend and let the wetness flow from his eyes. There had been only a few times he'd wept in his short life. He realized then, on perhaps only this third time, that each had been for Pinky.

Pinky was more than just an amusing and loving but admitted thorn in Brain's side. He was the megalomaniac's conscious, his grounding to the complex, emotional and often chaotic world he so wanted to rise above and conquer.

Brain crept away and huddled in a corner of the cage. The scent he'd ignored for so long was nauseatingly strong, permeating everything. Pinky sighed deeply and went to sit on their bed. Neither spoke. There were no more words to be said.

It was quicker than the Brain would have thought. Quicker but not easier and especially no less painful.

Pinky was an exemplary patient. He lay quietly, attempting to eat everything Brain tried to tempt him with. In the end, mere sips of water sufficed but Brain administered those with the tenderest of gestures.

Pinky would double over, quietly moan, even silently cry from the pain and Brain's helplessness was infuriating. He dared not leave the other mouse for fear…well, just fear, but he desperately needed answers.

He never got them.

It was coming to the evening, the sun slipping past the horizon and the beautiful rosy glow of sunset lit up the Acme Labs windows.

It would soon be another night for planning and plotting but the Brain sat quiet and still besides Pinky's struggling form.

Pinky would occasionally twitch and 'Narf' (each tic stabbed Brain through and through). Then he too quieted.

Twilight shone through the glass and Brain held onto Pinky's paw. The other mouse smiled. It was so sad, so full of regret yet full of the joy and love that Pinky had given to the Brain. There was an echo of apology in the eyes and Pinky patted Brain's clasped paws, those clenched and holding his own, twice, then three times.

Pinky faded, then was gone.

Snowball was bored.

He'd been watching events, media and especially that accursed Acme Labs like a hawk for several days and nothing significant or even mildly interesting had come around.

His own plans for world domination had, though he could never truly admit this, been disappointingly mediocre as of late. All hadn't even gotten off the ground.

He needed an outlet, someone to torment to get his juices flowing. And he knew just the large-headed mouse that he could count on to get a rise out of.

The hamster crawled through the window into the nearly deserted lab. It was eerily quiet, with a deserted feel that he didn't recognize.

Snowball scowled. Whatever the Brain had been concocting, he'd certainly kept it completely under wraps. There was no outlandish equipment, no computer printouts, no blueprints, nothing.

Nothing.

Snowball raised an eyebrow and scanned the lab again. There, in a corner of the window on the opposite side of the lab was a familiar cranium.

The figure was slumped over, ears wilted. It looked as though it hadn't moved for days.

Snowball's face broke into an evil grin. It was even more fun to get Brain riled up and oh so easy. He remembered when that moronic sidekick of his former companion had been taken to Hades, how easy it was to taunt Brain into action.

Feeling such Idiotic sentiment.

Snowball scurried across the floor and up the other side, approaching the despondent figure. Though Brain must have heard him, there was absolutely no response.

Loudly clearing his throat, Snowball came closer, then stopped suddenly when fully taking in Brain's physical appearance.

The genius mouse looked terrible. His fur was in disarray, he was much thinner than Snowball remembered and his eyes…his eyes looked utterly flat and empty. This was a shell of a mouse and Snowball felt a tremor of unease at the unfamiliarity of the situation.

He pushed it down viciously.

"So, Brain, been having a bit of a dry spell lately? Must be business as usual for you."

Brain didn't respond, didn't even look the hamster's way. Snowball felt fury boil up inside of him.

"Where is your imbecilic shadow? Did the scientists here finally realize the value of vivisection?"

Finally, a response. Brain winced at that final word, then his ears and head drooped lower. He curled up into a ball, covering his head with his arms.

Snowball was now confused and angry. What the devil was going on? Where _was_ that ridiculous annoyance Brain chose to associate with anyway?

"Listen you incompetent…."

"Go away Snowball. Just, just go." Brain's raspy voice sounded like it hadn't been used in a while.

"When do I ever do what you say, _dear_ Brain?" Snowball taunted. Brain just shook his head, curled up tighter and turned his back to Snowball, significantly.

A lightbulb went on in the hamster's cruel mind. "I see." He said slowly, drawing the words out.

"Your companion has, in so many words, exited this establishment."

Brain began to shake, his paws reaching up to grab his ears. Snowball watched, fascinated.

"Why Brain, I thought you'd be overjoyed. What did that useless fool ever do than disrupt your plans and frustrate us all with his inane behavior?"

"Pinky was _good_." Brain's reply was choked and full of pain.

"Ah yes, _was_" Snowball sneered. "And see how far it got him, and you."

Deep fury twisted Brain's features and he took a few steps toward the hamster. "Don't talk about him. You don't get to talk about him, you're beneath him in every way. You…."

"Now Brain, I've come to offer a bargain." He really hadn't, but Brain's words and expression were unnerving. Snowball backed away at the intensity.

"You don't have anything I want."

"What about the world?"

There was no glimmer of frantic excitement at the words, Brain just stared at him as though not comprehending.

"What about it?"

"I could help you attain it Brain. Now that that, er, distraction is gone you and I could be unstoppable."

An uneasy expression crossed Brain's face. Snowball could see the wheels turning.

"Ah yes, of course we would have to share it and there will be the inevitable domestic squabble, but it could be done in a few days' time."

Now Brain did look interested, but in a feverish, delirious sort of way that Snowball didn't really care for.

So, he landed the final hook. "Or a night. You and I Brain, in a single night. It would be done."

Brain stared at him and for the first time in days felt something other than soul-crushing grief and loneliness.

Pinky was gone. For all of Brain's brilliance, he hadn't been able to save him.

There was nothing for him here, nothing left but bittersweet memories.

Snowball was still speaking. "Those wretched humans would be our slaves, do our bidding. We can build or tear down anything we want! We can rewrite history! The world is ours and we could make it a place where only desirables live and continue on."

Brain looked hard at the hamster. The words were echoes of his own, yet they weren't. He didn't like the direction Snowball was going, it sounded, reminiscent, of dark and terrible times.

On the other hand, he could counter Snowball. An enormous game of chess, global-level, and he would of course come out on top. A glorious struggle.

He could pour every ounce of his intellect, his energies into it. He would create greatness that would change the world for all time. He would be inexhaustible.

He wouldn't have to feel anymore, ever again.

That would be worth it. He opened his mouth for a signature 'Yes!" but the word died in his throat.

Hanging on a side of his and Pinky's cage was a glittering keychain. It was a cheap thing, blue plastic with poor renderings of maps etched on its surface.

He had no idea where Pinky had gotten it, but it still shone brightly. Brain, from the moment Pinky had given it to him, had polished it and kept it safe. The world that Pinky had so innocently and generously handed him.

Brain suddenly felt hollowed out. Pinky had always believed and had said so in his letter to Santa those years ago, that he, the Brain, deserved the world not because of his superior intellect but because of his good heart.

Pinky had always seen the best in him, even when Brain was at his irritable worst. He had always reminded Brain that certain things should never be compromised.

His moral compass.

But now Pinky was gone, and Brain was free. He didn't need some ridiculous figurine of the world when he could have the real thing.

He didn't need…. Pinky.

The sheer audacity, and atrocity, of the lie nearly knocked Brain down. It didn't even bear repeating.

He was over by the side of the cage, holding the little globe tenderly. His heart was threatening to break all over again but, for some reason, Brain fought against it.

Pinky had fought to protect him up until the very end. The other mouse had been a spastic, incomprehensible and overtly needy creature, but he was good and kind and selfless through and through.

Brain hugged the silly, beautiful little trinket close and glared over at Snowball who was watching him, mystified.

"Do as you wish, Snowball. I-I…I'll find another…" but here Brain faltered. Another what? Goal? Outlet? Hobby, even?

Dearest friend?

"Purpose. I'll find another purpose, another means. There, there is always another way." Brain hugged the world, _his_ world, close one more time before gently hanging it up again in its place of honor.

"Brain you'll…"

"Find my own way. And, it…" Brain swallowed thickly, his chest felt as if it was opening up from the pain, but he continued on, "It will be for Pinky. With Pinky."

"You'll gain your greatest desire from your dead, useless friend?" Snowball sneered before being slammed back against the window.

The force of Brain's blow was miles beyond what he'd ever used on Pinky. Pinky's bops were from frustration, yes, but never with the ultimate intention to harm.

This blow had the intention to harm. Snowball had often used Pinky against Brain, always terrifyingly aware of what the two meant to each other.

No longer. Pinky was Brain's now, in his deepest affection, his life, his memory. And the Brain was going to share it with the world. He would share his wonderful, eccentric, loving oddball of a friend.

The world would love it, and would love Pinky as much as he, the Brain, had.

Snowball dizzily got back to his feet. Brain looked at him and felt a stab of pity. This could have been his fate. He could have ended up alone and angry, spinning his wheels, planning vengeance and living out the rest of his days fighting a useless battle.

But he'd had Pinky and his life was infinitely better for it, even though he'd lost him.

"Snowball go away. We're finished here. I can't believe there was ever a time you were a friend. You are so inferior to Pinky it, it's an embarrassment."

Snowball went to tackle Brain, paws made into claws. Brain easily sidestepped him, and Snowball went over the edge of the shelf.

The landing sounded painful, but Brain didn't really care.

He slowly made his way over to the computer, booted it up and began using his typing contraption.

After a few paragraphs, he had to stop. He was weeping so badly he could barely breathe, but he pushed on.

"P-Pinky, my dear friend. Are you pondering, are you pondering what I'm pondering?"

And he could hear every reply he'd ever been given clear as day.

He'd never really lose his friend, something that inspired such love and loyalty would last the ages.

AN; This is of course dedicated to Rob Paulsen and Maurice LaMarche. Not only are they unbelievably talented but the fact that they've allowed us, the fans, to witness their incredible friendship through the years is an amazing and unbelievably moving thing. Rob beat cancer, thank god, and nothing this dramatic would happen but I like to think that something as odd but wonderful as Pinky and the Brain would be a testament to the team that created it and it would show how precious and wonderful this duo really is.

And Snowball vamoosed for good this time.