Disclaimer: G-Force isn't mine ... Neither is Zoltar ... Neither is Al Capone ...

Valentine's Day...

"Two down, five to go, my beautiful one," Zoltar breathed across Princess' helmet as he stood in front of her tethered body with his fingers threaded into hers above her head. "You'll make history, you should feel honoured."

Princess winced and turned her head away from his rancid breath. She pulled at her hands to try to separate her fingers from his. "Get away from me, you sick freak."

He chuckled deeply against her helmet, which scraped his glossed lips across the white lacquered surface. "You can do better than that, Swan. When you resort to using verbal insults it demeans us both."

She grunted and tugged harder at her tied wrists. The blood had all but drained from her hands, which were tightly tied to the red brick wall behind her. She lacked the strength in them to even move her fingers out of his. "When Mark gets here, you'll be sorry you did this to me and Keyop."

"Keyop and I, little one," he chided with a gentle click of his tongue. "Someone as exquisite as you should learn to speak with proper etiquette."

She smirked. "Does fuck you count."

Zoltar grunted in a disappointed manner and pulled back from her. He waved a finger from side to side in front of her visor and clicked again at her, "Tsk, tsk, tsk, Swan. Language like that is what I expect from your Condor, not from a young lady."

"You act like I care what you think of me," she muttered through a smile. "I care about as much as you do for me."

Zoltar blinked and returned her smile. His fingers traced along her jawline to her neck, then settled against the thick fabric of the turtleneck of her mantle. "All I care about, is that you fear me with your entire being. I will be your death, as I am your life."

"My life doesn't involve you, Zoltar, you are nothing to me."

Zoltar angled his head back, set his hands on his hips, and laughed. His amusement echoed throughout the empty warehouse walls, making her feel as though he was all around her. "I am EVERYTHING to you, Swan!" He rushed her to press his entire body against hers. His hands circled her wrists. Her breath caught in shock and he felt her shudder. Zoltar hissed against her visor, obscuring her green eyes with the fog from hot breath. "You are nothing without me, absolutely nothing. I am the reason you exist."

"I'll let you live that fantasy, Zoltar, but I assure you that without you, I would still be who I am today."

Zoltar let out a facetious moan as one of his hands slowly moved along her gloves, down her arm, over her chest, then to her belt. "I make you so much more. Would you be the winged beauty admired by the world if it weren't for me?" He flicked open the pouch of her belt, and removed her yo-yo. "Would you have all you have if it weren't for the fact that I existed within your life?" The yo-yo was tossed across the room, and his hand shifted to the small of her back and pulled her closer to him. "You hold feelings for me far deeper than you want to admit."

Princess gasped. "No … no, I don't." Her shaky voice told Zoltar he was correct in his assumption.

"Your words say one thing, your voice another," he breathed. "What is it? Yes? Or no?"

"Ma-ar-rk," she pleaded quietly. "Mark, where are you? Get us out of here … please."

Zoltar chuckled and slowly stepped away from her, his eyes flicked to her unconscious team mate, then back to her. "Yes, I hope he does come. Then, when I have the five of you, I can force your Chief Anderson to join us." He flicked his cape behind him and set his hands on his hips. "I need the six of you in total for this recreation of one of the most wonderful events in history."

Princess frowned and tugged again at her wrists. Her feet met the red brick wall behind her and she strained to push herself off it. "What … are you … talking about?" She frowned when she couldn't budge off the wall. She took a breath, and then focused her gaze on him again. "Recreation of what?"

Zoltar lifted a solitary long-stemmed red rose from a table and lowered his head to smell it. "Do you know what day it is, Swan?"

"No, but I'm sure you'll tell me."

"The day of love. The day that cupid's arrow thrusts itself into the hearts of millions, and love is made in every home." He swirled the rose in the air, his eyes watching it's every petal shift and glisten with movement and fluorescent lighting. "The day your Eagle should have been able to take you into his winged arms and speak nothing but love and passion to you."" His eyes lowered to her startled face and he tucked the rose in between her teeth. "Instead, you are here with me, ready to fulfill your destiny. Unlike your beloved Eagle, I won't let you down … I will let you have all that you deserve."

Princess spat the rose down at his feet, "Mark won't let me down. He will make sure you suffer for what you're doing now. He is better than you!"

Zoltar chuckled, then stooped to pick up the bruised rose from the floor. He held it gingerly in his hands and shook his head at her. "How rude, you reject what is obviously a gift of beauty worthy of only you. It seems to me that your upbringing has been less than what should have been."

"As was yours, you freak."

"Indeed, but enough of this foreplay. Do you even want to know why you and your little brother are doing here, still alive?"

Princess raised her head and took a much-needed deep breath. She lowered it again to look at him and sighed, "for the same reason you always do. To trap Mark and have your little victory dance. You haven't been able to pull it off any other time, what makes you think this moment will be any different?"

He smiled widely at her. "History, my love, history."

Princess frowned in slight confusion. "I don't understand."

Zoltar took a seat at a small metal table only feet in front of her and lay his forearm on it. His fingers tapped at a vintage 1920's-style machine gun. "Does this, and the wall you rest against look familiar in any way to you?"

Princess' eyes widened at the weapon on the table. "That is from the early 1900's, they've not been used in over 50 years. I don't know what significance that holds, but it is nothing but an expensive paperweight."

"Significance? Why, my love, this will be the weapon that ends your life."

Princess frowned again. "I wasn't aware that any ammunition still existed for those kinds of primitive firearms."

Zoltar pulled the weapon onto his knees and studied it with great admiration. "You would be surprised what collectors keep these days, Swan. My men managed to find five of these guns and enough ammunition to perfectly recreate the most famous criminal act of the 20th century."

Princess' eyes widened and she gasped. "You aren't serious, are you?"

"Deathly serious, Swan."

Princess shook her head and struggled again. "That's ludicrous, the St. Valentine's Day Massacre was a heinous act by a completely insane man!"

"I beg to differ," he snorted as he replaced the firearm gently on the table. "Al Capone was a brilliant man. A genius mind with great power."

"He was nothing but a thug, a schoolyard bully. Why someone who is so self-righteously evil as you claim to be would want to emulate an act of such a man, I have no idea."

Zoltar tilted his head at her and gave her a lazy smile. "He was eliminating his competition and sending a message to his foes that he was not a man to be reckoned with. Yes, it was crude, messy and bloody, but it sent a definite message, and gave him much of the notoriety that he has. Had he not performed such an act upon his enemies, he might not be as well known as he is."

"That's just stupid. He was a criminal, and was taken down like all criminals should be. History has proven that it was this act that finally brought him to his knees in front of the law."

"Say some historians," he stated flatly as he rose to his feet once more. "History is as much speculation as it is fact. What is truth is that it was because of the likes of him that much of the legend behind organized crime exists. He created that society, he was that society, and he will be the basis for which my New World will grow."

"You are a fool if you believe that."

Zoltar approached her again and softly snorted a chuckle as his eyes met hers. "We are all fools in one way or another, Swan. You are a fool to think you and yours can save this planet from destruction. But I won't resort to such low tactics as to call you one with the intention of insult." His fingertip traced a line from her helmet to the tip of her visor. "That is best left for the school-yard. We are both adults here."

"I know one of us is, at least."

He hummed at her and kissed the tips of his index and middle finger. He kept his lips pursed as he pressed those same fingertips to her mouth, "hush now. I can hear my men arriving now with their bounty. You'll have company now."

Princess' heart fell as three men, dressed in 1920's-style clothing entered the warehouse with a stumbling Tiny walking through shoves and pushes in front of them. Zoltar clapped his hands together and slapped the G-Force pilot heartily on the back. "Welcome to the party, Owl. Do join your friends by the wall. The Swallow has been quiet for much of the festivities, but your Swan has been most talkative. It will be refreshing to indulge in conversation with a new voice."

Tiny stumbled and "oomphed" as he hit the wall face first. His face turned instantly to Princess. "Are you alright, has he hurt you?"

Princess shook her head, "I'm okay, Tiny. Keyop was hit pretty hard, I think he has a deep concussion, he's been out for over an hour." Her eyes quickly scanned him for any sign of injury. "And you? Are you alright?"

"They took me down with stun guns. Other than a few bruises I'm okay. Jason got the Chief out of the summer home just in time. They stormed the place as Jason sped off."

Princess took a deep breath. "And Mark?" Her concern was obvious in the breathless way she asked the question.

Tiny lowered his head. "He hasn't been heard from since you and Keyop were taken. We don't know where he is."

Princess turned her head from Tiny and leaned it back against the wall. Her eyes closed over her tears and she inhaled a fearful breath. "Oh Mark," her breath escaped her mouth to whisper those two words.

"Prin, don't worry he'll be okay. He'll come swooping in here in no time to save us all and take you out on that date he promised you."

Zoltar laughed loudly to interrupt them. "Oh how very touching. Love and concern within the ranks of your team. You'd better watch the fat one, Swan. I think he has a crush on you."

Two sets of eyes immediately flashed angrily in his direction. "Mark will be here soon, you'd better watch yourself," Tiny responded, then grunted as he was upended by one of the "Gangsters" pulling at ties on his feet.

Zoltar laughed again, "Owls aren't well known for their grace and coordination. They chose your bird very well, didn't they?"

"You just wait until I get myself out of these ties, and I'll show you just how deadly an owl can be."

Zoltar shrugged and walked past Princess. He tapped her on the helmet as he passed. "My, my, were you all chosen for your confident little speeches? It is a trait I notice you all hold."

"That's because we all end up with the same asshole," Princess spat back. "You tend to bring it out in us."

"Indeed."

There was silence of about 45 seconds, in which the only sounds were of breathing, and of ropes and metal cuffs dragging along old brick. Finally, Princess could handle the quiet anymore.

"You say you want to create the Massacre of 1929?"

Tiny looked puzzled, Zoltar nodded. "Yes, that's correct."

"But didn't that have seven victims?" Her voice was calm. "Even if you were to take all five of us down and add Chief Anderson to the mix, that only leaves you with six victims. That isn't exactly accurate to the event you're trying to recreate."

Zoltar smiled at her, and then took a seat again at the table. His legs crossed and his fingers played with the slowly wilting rose. "Are you sure there will be only six?"

"By my count, yes."

"You six are only minor victims in this game. My seventh and final victim will be this planet and life as it is known on each continent."

Tiny and Princess each gasped, but surprisingly didn't immediately struggle in their ties. Princess practically yelled her response at him. "You can't be serious. You can't destroy the entire planet!"

"You think I am talking destruction? Well no, my love, I am talking life as it is known. When I take over and rule, things will happen much differently than it does under the control of your federation and it's agencies. With your demise, the hopes of the people of this world die with it. They will have no choice but to follow my rule." He took a deep breath and jutted his chin towards a small world globe hanging from a string beside Keyop. "This world will be my seventh victim."

Princess turned her head to the globe and exhaled a long. Her eyes slowly blinked and she returned her gaze to Zoltar. "It is such a subtlety that I doubt anyone would understand, which makes your desire to recreate the night that Chicago died pointless. People will only comprehend the evidence they see, not the metaphors behind your twisted plan."

"Don't you see? I don't care about the minions who will be beneath me. All I care is that you, my beautiful enemy, and your friends understand why you die like this. It is to be our last dance, our finale, and I want it to mean something to us all." He then smirked, "besides, I will have history books rewritten and new ones penned to say what I desire. I will show how the protectors of their world, with their state of the art weaponry and training, failed against the plans of a bully with primitive and outdated methods." He licked his lips and approached her once more. "As the icing on the cake, I will recount how the beautiful Swan used her last breaths on this planet to speak of her love for the world's new ruler."

Tiny and Princess gasped in horror at the voice of their Chief behind Zoltar. "Noone will believe that, it's insanity."

Their Administrative and tactical leader had bound hands and was lead towards them by two more Gangster dressed individuals. This brought the 1920's-styled people to five and had Princess worrying.

"Chief. What have they done are you?"

"I'm fine, Princess." He was brought face to face with Zoltar, and for the first time, the G-Force Project head gazed at the face of the man who had threatened the Federation planets for near on five years. Even though Zoltar's face was half obscured by the mask of a jackal, Anderson could see the villain's eyes glint with victory. "Zoltar, finally we meet."

"You know me better than you know yourself, Anderson, I'd say we'd met before … perhaps in another life."

Anderson's hands hung together in front of his crotch. He was expressionless as he looked over the form of the much taller enemy. "Indeed, and now that you have me, you can let my team go."

Zoltar appeared to think over the matter, and then calmly shook his head. "No, I don't think so. They have been the bane of my existence for too long now. If I were to set them free, then I am willingly handing them my dreams of taking over this planet." He stepped back and swept one arm to a seat beside the metal table. "Do sit, we have much to discuss. Your Condor and Eagle should be joining us momentarily."

"I'd much rather stand, thank you. The arrival of my two team leaders is much anticipated, although I doubt very much that it will be to your liking." Anderson never moved an inch as he spoke. He stood tall and proud, as his team did when faced with similar circumstances.

"You have confidence in them I see. It is such a shame that your team can come down to the competence of only two of its members. Your Swan, Swallow and Owl were very easy prey, I must admit."

Anderson tilted his head at Zoltar, but remained expressionless. "I have complete confidence in the competence of all of G-Force's members. Their skills differ, but it is their uniqueness as individuals is what makes them, as a team, so strong. Otherwise, they would not be wearing the uniforms. My Swan, Swallow and Owl are as integral to the structure of the group as the Condor and the Eagle. I certainly would not want any of them running loose within one of my bases. They can do more damage with their own intelligence than their brawn."

Zoltar let out a single laugh, "your pride in them can only be compared to that of a parent, Anderson. It is a pride that is as biased, as it is foolish. My mother thought I was an angel, and still does. Of course, you and yours know that this isn't the case. I have brought you here to prove to you and your world that they are not as invincible as you wish to think they are. And my, won't it be a show to the world."

"The fat lady hasn't sung yet, Zoltar. I'd try not to be so cocky if I were you."

Zoltar raised a brow, rubbed at his chin, and stood. "You sound awfully sure of that. I will ensure that my base here is heavily fortified for their arrival. I want them in the fun, but it will be on my terms, not theirs."

"The Condor has a mind of his own. He doesn't listen to me or his commander, what makes you think you'll have control over him?"

Zoltar chuckled and circled Anderson, "I have you, their purse holder, in my clutches."

"They know that I am less important to the project than they are. All five of them have been instructed not to risk their lives for mine."

"Oh, really?" Zoltar seemed intrigued. His eyes moved to Princess, Tiny, and the slowly recovering Swallow. "Is this true?"

The three birds kept their mouths shut and their eyes fixed on their foe. Princess' eyes flicked to Anderson, as if asking his permission to speak, then moved back to Zoltar. He moved closer to her and pulled at her visor with his forefinger and thumb. "Are you going to answer me?"

"They've not been instructed to speak to you, Zoltar. When in my presence, they know better to say anything."

"Well, that proves to me that they can be trained. Just like a little puppy dog." His voice took on that of an adult baby-talking to a small dog. "Do you get treats for doing good? Does your big, mean owner smack you on the nose when you do wrong?"

Princess curled a lip, then spat into his face. As she saw his eyes widen through mesh eyelettes, she snarled. "Fuck you."

Zoltar was frozen on the spot. Anderson frowned and chided her with a carefully spoken, "Princess, that's enough."

"Sorry, Chief."

Zoltar slowly raised his hand to wipe her spit from his face. He looked at the red material darken with moisture and slowly balled his hand into a fist. "You have disrespected me for the last time, Swan." His tone was calm and monotone. "You will die this day, even if it means I will stage your corpse to look as though you were murdered by the hand of Capone."

Princess' breath caught. She'd never heard a threat uttered to her with such intensity. Her eyes flicked to the Chief, and plead with him to help her out of this. He shook his head at her slowly. It was obvious he was disappointed in her acting so foolishly. "Zoltar, leave her alone. It is me you want, not her."

Zoltar's hand slowly rose, as did the angered redness of his neck and cheeks. "No, Anderson. Today it is she who I want. I will kill her first." His hand grasped at the white fabric of her turtleneck and slowly found it's way around her throat. "All beauty must die, my love. It should always be at the hand of the one who adores you." His lips met with her jawline, then nipped at her cheek. He could hear her gasp desperately for breath. "Happy Valentine's Day, Princess."

Her strangled voice called out for her commander, "Mark … Mark, help me."

Zoltar laughed against her cheek and applied harder pressure against her throat. To his left he could hear the Owl curse and demand that he let her go. On his right, the Swallow sobbed and struggled for his sister's safety. Behind him, Anderson said nothing, did nothing.

…And then, the sound of two sharp blades striking against each other, and the thuds of three bodies on the ground.

"Take your hands off her, Zoltar. Take on someone your own size."

Zoltar relaxed his grip on Princess' throat and turned his head to the voice behind him. Mark's piercing blue eyes glared at him through his brows, and his chest heaved with angered and controlled breaths. Open in his hand, but hung at his side, was his birdrang with it's blades sharp and ringing in the light. Zoltar had never seen him looking quite so pissed off before. "Eagle, how nice of you to join us."

Mark's position and expression didn't change. He watched Zoltar's hand leave Princess' throat out of the corner of her eye and twitched his fingers on the boomerang. "Princess, are you alright?"

She coughed, sucked in a gasp of air, and then nodded. "Yes, Commander."

"Jason. Free them and get the Chief out of here. Leave Zoltar for me."

Zoltar snarled at him and took a step backward. "You think you have me now, Eagle? Do you really think you will kill me on this day?"

"If I thought you deserved to die, I would do it," Mark responded, still in the same darkened stance. "You need to be brought up on charges for your acts against this planet." His head slowly rose, and he looked down at Zoltar. "However, as you threatened my team mates and hurt my love, I will make sure that you won't be sent to the jury in one piece."

"Strong words, little Eagle, do you have what it takes?"

The edge of Mark's mouth twitched upward into a smile. His response was physical. In a flash, the Eagle leapt upward and dropped, feet first, towards Zoltar. His boomerang was raised above his head, ready to fire it off if he made another move for one of his team. "Team, attack!"

Zoltar shifted out of Mark's kick range and made the same order to his own men as Mark's elbow struck him hard on the shoulder. Instantly the room was ablaze with machine-gun fire and fighting. Mark landed on a knee in a crouch and leapt again at Zoltar. His boomerang swiped blindly through the air, striking the Spectran leader with it's beak. The crack of metal against skin and bone and the cry of agony from Zoltar echoed out above the din of the fight. This spurned Mark on more, and he ran, head first, into his enemy's stomach.

"Take down the Eagle! Forget the rest," Zoltar yelled in a loud order to his men. He was relieved when the brutal offence of his mean took the Eagle's attentions and defense off him.

Spectran soldiers filed in from all entrances and instantly joined in the fight. G-Force were outnumbered, and all walked backward into another as the circle of goons closed in on them.

"Team, prepare for Whirlwind Pyramid," Mark called out as his eyes searched out his swan. "Princess, can you handle it?"

She leapt up onto Tiny's shoulders and extended a hand to him. "Let's do it!"

Mark leapt high and landed on Jason's shoulder next to Princess. As he felt Keyop's feather-soft feet touch at his shoulders, his arm circled Princess' waist. He gripped tight as her arm moved across his shoulder. All G-Force members spread their wings, and with Keyop's loud cry of "Whirlwind attack, GO", they began a slow spin that quickly escalated into a full F-5 tornado.

Keyop leapt off his shoulders, Princess let go of him, and he leapt off Jason's shoulder. They shot out into five directions to take out any stragglers that might have survived their twister. In this instance, there were none. They all landed in the middle of the warehouse as a group, with their backs together and searched out for any sign of Zoltar.

"Shit," Jason seethed finally, breaking the silence of the moment. "He got away, again!"

Mark's breath was staggered, and he curled a lip as he looked around the room. "Dammit!" His hand found Princess' and he gripped it tightly. "Jason, where's the Chief?"

Jason kicked at a prostrate goon and picked up an errant shuriken. "He's in the G-2. I've got her set to full lock-down mode. Noone will get him."

"Good, take him back to Centre Neptune. I'll call for clean up and we'll follow in the Phoenix." He waited for Jason to nod an affirmative, and turned to Princess. He looked her over as Keyop and Tiny made their way slowly out of the building. "Are you alright?"

She gave him a smile and a nod. "Yes, Mark. But you scared me there, I didn't think you were coming."

His hand rose to her face and he stroked her cheek with his thumb. "You know I'd never let anything happen to you. I'm always with you, even when you think I'm not."

Princess laughed and kissed his thumb. "That just sounds corny. But thank you for saying it."

Mark ran his hand across her shoulder. He pulled her to the side of him. "Corny? Well, today is the day for it."

She held the hand that rested on her shoulder and let him walk her out of the building. "Today is the day for a lot of things."

They walked out of the building, arms around each other, into the spotlight of the Federation clean-up trucks. Mark quickly lead her away from the giant vehicles and stooped to pick a flower from the curb beside the ramp of the Phoenix. He passed her the small daisy and took a quick look around. When he saw noone was watching, he leaned in and gave her a small kiss on the cheek.

"Happy Valentine's Day, Princess."