Disclaimer: Portal and its characters belongs to Valve. Which is a shame, because I'd quite like a Wheatley. Not that I'd trust him, but he'd make an excellent alarm clock.

Author's Note: This initially came about because I wanted to know what was going through Chell's head during Portal 2. Then the AU/continuation part of it grew and grew until I had to include it. This story refers to events that happened in the Lab Rat comic. If you haven't read it, I definitely recommend it :)

Want to skip the retelling? Read chapter three, then jump to chapter eight :)

Quick note about my characterisation of Chell. I really liked the idea of her being quite articulate even though she chooses not to talk. Also, I've read a few characterisations of her where she's portrayed as a kind of tough Amazonian superwoman. I wanted to steer clear of that. Yes, she's tough, but I wanted her to be someone who isn't aware of how good she is. She's vulnerable, she gets hurt, she gets depressed, she wants to give up, but she doesn't. That was what was most interesting for me :)

By the way, I'm sorry for how monstrously huge this first chapter is! It just didn't seem right to cut it any sooner.

Chapter One – Rude Awakening.

Confusion is the first thing I experience when I wake. I don't know how long I've slept, what finally woke me, or where I am. My eyes open and my mind immediately overflows with questions. One thing I do know, one thing that remains firmly established: I am alone. I am always alone.

I shift my stiff, aching limbs out of bed and stand up. My movements are wobbly, uncoordinated. It's frustrating, and not like me at all. I try some simple exercises, jumping up and down, stretching, and I feel the stiffness start to ease. It should get better with further use.

The cracked, distorted voice that floats impersonally out of the speakers in the ceiling is familiar and disturbing. It is a voice that belongs to one place only, and it dawns on me with sluggish, cold horror that I'm still here. I never escaped. This realisation affects my entire body. My posture grows tense, my fists clench, nails digging into my palms, a droplet of cold sweat rolls between my shoulder blades, and my throat tightens. It's hard to breathe, and I have to force myself to calm down. Panicking will not help me, and in fact might speed up my imminent death. There's always something trying to kill me in this place.

I'm beginning to remember waking up here before. Looking around the room, I can tell that considerable time has passed since I last saw it. Where before it was sterile, trying very hard to be pleasant, it is now dilapidated, filled with mould and a stench of decay. The monitor barely works, and the furniture is ruined. The air conditioning has also shut down. The room is stifling. I unzip my orange jumpsuit, which, judging by the smell, I've been wearing for some time, and tie the arms around my waist. Underneath I'm wearing a white vest, on which the Aperture logo is proudly stamped. I pick at it with a fingernail. It would come off eventually, but I have bigger things to worry about, and must leave it alone, even though the sight of it makes me want to run a mile. My feet are bare, my tanned legs scarred and scraped from my time in the test chambers. I examine the marks at the back of my calves where my implants had been. I don't remember them being removed. As uncomfortable as they had been, they had allowed me to jump further and fall greater heights than I was capable of on my own.

The voice from the speakers declares that I've been in suspension for 9999999...actually, I lost count of how many 9s. Too many days to count. I don't know if the A.I. that powers the announcer is damaged, or if my time in suspension has somehow maxed out the day-counter. I literally have no idea how long I've been asleep. It's jarring to have this happen again. My body has left a considerable dent in the mattress. This and the overall state of the room indicates that it's been years, maybe even decades. I glance down at my hands, my legs, every piece of exposed skin. I haven't aged. Judging by the unhealed scrapes on my knuckles, I haven't even aged a day. Just like before. And once again, I have no time to wonder how this is possible. The sense of disorientation is palpable, but I have no time for it. I need to get out of here.

The fog is gradually lifting from my sleep-drugged mind, and I notice another voice. This one is coming from the door. I glance in its direction, wide-eyed. It sounds human! A real, live human! It's been too long since I heard another person speak. Every voice in this place is in some way processed, robotic and unfriendly. I dart towards the door and wrench it open.

"Agggh! Oh God."

There's no man outside. Instead, a grey metal ball stares at me with a vibrant blue optic. I stare back. Words die in my throat.

"You look terri...um...good. Looking good, actually."

He's not human. Not even human-shaped. Yet, if I closed my eyes I could almost imagine that he is real.

"Are you okay?" he asks, moving further into the room. "Are you- don't answer that. I'm absolutely sure you're fine. There's plenty of time for you to recover. Just take it slow."

He seems to be attached to some kind of rail in the ceiling, able to move forward or back, and nowhere else. I unconsciously back away from him until my legs connect with the bed. He looks a little like one of the personality cores I removed from her, only they didn't seem to have so much...well, personality. He babbles like a real person with a bad case of nerves.

"Please prepare for emergency evacuation," the announcer declares calmly.

I glance quickly at the monitor, feeling the first stirring of concern in my gut. The screen is still frozen unhelpfully.

"Stay calm! Stay calm!" the core exclaims, his optic narrowing in what looks suspiciously like panic. "Prepare, that's all they're saying: prepare. It's all fine, all right? Don't move. I'm going to get us out of here."

Moving isn't something my limbs seem keen on doing any time soon. It seems I was awoken to comply with the evacuation order. So nice that Aperture is so caring towards its test subjects.

"Oh," he adds, vanishing through a hatch in the ceiling. "You might want to hold on to something. Word of advice. Up to you."

I frown. Why does he want me to hold on to something? The room gives an impolite lurch, sending me sprawling backwards on the mattress. I roll and cling on to the bed frame, hiding my face in the sheets as bits of old, crumbled ceiling tile rain down on top of me.

"You all right down there?" the core yells. "Can you hear me? Hello?"

I can't answer him. The noise is too much, and I'm not sure I want to anyway.

Then, suddenly, the shuddering stops, and the core reappears. His tone is calm and almost friendly, the British accent very different to the cores I've come across in the past. On a whim I decide to refer to him as Pendleton. He seems like a Pendleton. He hasn't told me if he has a name, and I'm not about to ask. As pleasant as he seems to be, he's still an Aperture creation, and I refuse to utter one word to anything in this place.

"Most test subjects do experience some cognitive deterioration after a few months in suspension," he says conversationally. "Now, you've been under for...QUITE a lot longer, and it's not out of the question that you may have a veeerrrry minor case of serious brain damage."

I blink, taken aback by the speech that seems to be equal parts brutal honesty and softening the blow.

"But don't be alarmed, all right? Although, if you do - if you do feel alarm, try to hold on to that feeling. Because that is the proper reaction to being told that you've got brain damage."

I glance at him in mild exasperation, getting to my feet. There's a bizarre kind of logic to his words, but I don't have brain damage. I'm not sure how that's possible, if what he says is true, but I'm pretty sure that I don't.

"Do you understand what I'm saying at all?" he asks patronisingly. "Is any of this making any sense? Just tell me, just say 'yes'."

I stare at him for a moment. The expression on my face should tell him what he needs to know. I turn away to continue shaking the stiffness out of my limbs. I get the feeling that I'm going to be on the move fairly soon.

"Okay," he interrupts, "what you're doing there is jumping. Um...you just...you just jumped."

I roll my eyes at the wall. He's so literal!

"But never mind, say 'apple'. 'Apple'."

I spin to face him again, one eyebrow raised. I have absolutely no intention of saying 'apple'. I hope he doesn't plan on spending long on these little games if we're supposed to be escaping.

"Simple word: 'apple'...Just say 'apple'. Classic. Very simple...A-Double P-L-E."

I bite my lip to keep from smiling at the earnest, helpful spelling. I should be irritated that he genuinely thinks I've got brain damage, but I can't help but be amused, despite the situation.

"Just say 'apple'. Easy word, isn't it? 'Apple'...How would you use it in a sentence? 'Mmm, this apple's crunchy', you might say. And I'm not even asking you for the whole sentence, just the word 'apple'."

A persistent alarm begins to wail, startling us both.

"Okay, you know what? That's close enough. Just hold tight."

He disappears through the ceiling hatch again.

The speakers sputter to life with the same calm and falsely cheerful announcer. "All reactor core safeguards are now non-functional. Please prepare for reactor core meltdown."

"You've got to be kidding me," I mutter under my breath.

There's one thing I've always been certain of: I don't want to die, and I especially don't want to die here. But if the announcement is accurate it looks likely that I will. The irony is, of course, that if I hadn't shut her down GLaDOS would have been able to fix this.

The room begins to shake again. As I'm thrown against the wall like a rag doll, I wonder what the hell Pendleton's doing up there. I brace myself, once again hanging on to the bed, which seems to be bolted to the floor.

"Okay, look," he shouts down, "I wasn't going to mention this to you, but I'm in pretty hot water here."

The worse the shuddering gets, the more the room falls apart. Wall panels, ceiling tiles, and, alarmingly, one or two floor panels, fall away, revealing a glimpse of the outside. Somehow, my room is being moved. The area beyond is vast and industrial. We're a very, very long way up, and I eye the now flimsy-looking floor with concern.

"How you doing down there? You still holding on?"

'With white knuckles,' I think to myself.

"The reserve power ran out," he explains over the noise of falling debris, "so of course the whole relaxation centre stops waking up the bloody test subjects."

I'd always assumed I wasn't the only test subject here, but to know that there are other people, real people, so close by is overwhelming. And now Pendleton is moving me further away from them all! I open my mouth to voice this. It will mean breaking my own vow, but I figure this is worth it.

"Hold on! This is a bit tricky!" he prattles on, unable to hear me.

The room scrapes cringe-worthily along the side of one of the other structures, and more panels tumble off. The entire far side of the room is now nothing but metal girders, and I back further into the corner, clinging on to the walls of the bare alcove that was once a small cupboard.

"And of course nobody tells ME anything. Noooo, why should they tell me anything? Why should I be kept informed, you know, about the life functions of the ten thousand bloody test subjects I'm supposed to be in charge of?"

My heart skips a beat. Ten thousand?

"Aggh, it's close. Can you see? Am I going to make it through? Have I got enough space?"

I glance ahead at the gap he's referring to. There seem to be other rooms like mine, stacked on top of each other like a child's building blocks. There is a space there, but it barely looks big enough.

"Aggh. Just...I just gotta get it through here. Right, I just gotta concentrate."

We almost get stuck trying to get through, and he changes his mind, taking us sideways. More ceiling tiles collapse, and daylight hits my eyes, teasing me through huge holes high up in the roof. This might well be the closest to the surface I've ever been in all my time here. The thought makes me giddy with longing.

"And whose fault do you think it's gonna be when the management comes down here and finds ten thousand flipping vegetables?"

The room tilts alarmingly as we collide with something, and I wedge myself more firmly into the empty cupboard.

"Aggh! See, I hit that one, I hit that one!"

We're moving a little more steadily at last, and I blow loose strands of hair out of my face.

"Okay, listen," Pendleton goes on, "we should get our story straight, all right? If anyone asks - and no one's going to ask, don't worry - but if anyone asks, tell them as far as you know, the last time you checked, everyone looked pretty much alive. All right? Not dead."

My mind reels and I feel a queasiness that has nothing to do with the swaying box I'm riding in. Ten thousand dead test subjects? How did I survive if nobody else did? I wonder if it's true, but I figure that Pendleton should know. He's in charge of them after all. If I had the luxury of being upset by this, I would be. But I have to put it aside and think of myself. Nobody else is going to.

"Okay, almost there! On the other side of that wall is one of the old testing tracks. There's a piece of equipment in there that we're gonna need to get out of here."

He must mean the portal gun. As loath as I am to ever set eyes on it again, I can't help but feel he's right. It will come in handy for bypassing difficult areas.

"I...I think this is a docking station. Get ready!"

The room surges forward, only to crash into the wall. As several pieces of masonry fall off it, I notice that the wall is helpfully signposted, telling us that the docking station is below us. 500 feet below us.

"Good news. That is NOT a docking station. So there's one mystery solved. Uh...I'm going to attempt a manual override on this wall. Could get a bit technical. Hold on!"

I tighten my grip on the wall, wondering what a manual override involves. It becomes very apparent very quickly that manual override is Pendleton-speak for 'smash into it repeatedly'.

"Almost there! Remember, you're looking for a gun that makes holes. Not bullet holes, but...don't worry, you'll figure it out. Seriously do hold on this time."

The wall gives, filling the room with brick dust. I cough, taking a few seconds to realise that everything is finally still and we made it. Pendleton reappears out of the ceiling hatch, and I release my death-grip and emerge from the empty cupboard.

"Whew! There we go," he says, as if he hasn't just dragged us across the entire relaxation centre and informed me that my fellow test subjects are all dead. "Now, I'll be honest, you are probably in no fit state to run this particular type of cognitive gauntlet. But...um...at least you're a good jumper. So...you've got that, you've got jumping on your side. Just do your best and I'll meet you up ahead."

I venture out of my corner and take a proper look at my exit out of the room. The hole in the wall is generous, but I don't like the look of the sharp pieces of metal and stone sticking up everywhere. Below me is a glass suspension chamber, much like the one I woke up in on my first introduction to the test chambers. The only way down is through the ceiling.

"All right, off you go!" Pendleton chirps. "Go on. Just...march on through that hole."

I ignore him. I'm aware of the imminent danger, but there's no way I can make it to the surface with my feet cut to ribbons. I head back into the room, to the closed door in the short corridor to the main door. On the off-chance that there's something helpful, it'll probably be in there.

"I know, I have painted quite a grim picture of your chances, but if you simply stand here we will both surely die."

I shoot him a dirty look for good measure before wrenching open the door. It's a bathroom, or had been. It's just as decayed as the rest of the room, and now covered in masonry. The shower and toilet have been half ripped out, dangling outside the room on a few scarce plumbing pipes. There's another cupboard on the far wall, and I take a look inside it. There's a neat stack of orange jumpsuits, a few vests hanging up, and a pair of white boots. I smile to myself. I have no time to change my horrible old jumpsuit, so I ignore the fresh ones and reach for the boots. They're of an unusual design, incorporating the curved braces that I'd worn as implants before. I strap them in place, adjust the fit, and take a few experimental, teetering steps. They'll take some getting used to, but they're better than nothing. They might even be useful.

"Your destination's probably not going to come and meet us here," Pendleton says as I exit the bathroom. "Is it? So, go on!"

I think he's trying to be encouraging, but he can't quite hide the snarky tone behind it.

"That's the spirit!" he exclaims as I step through the wall.

I send him a small smile. He did get me out of the relaxation centre, after all. I step onto the glass ceiling and promptly fall through it. The shards make tiny cuts up my calves and arms. The glass crunches under my boots, which absorb the shock of the landing.

"Good luck!" I hear from above.

The announcer's voice bursts cheerfully out of the speakers. "Hello, and again welcome to the Aperture Science Enrichment Centre. We are currently experiencing technical difficulties due to circumstances of potentially apocalyptic significance beyond our control."

Knowing Aperture, this is probably bluster and exaggeration. But a tiny part of me is terrified of what I might find when I reach the surface. The clock above me is frozen at 12:00. There are a hundred reasons for why that might be, but it doesn't bode well, and seems to emphasise the way time feels like it has no hold on this place. I realise this is slightly ironic, considering that the trailing vines and crumbling debris indicate that the centre is feeling the effects of the passage of time, but as a test subject running chamber after chamber, time stretches on forever.

"However," the announcer goes on, "thanks to Emergency Testing Protocols, testing can continue. These pre-recorded messages will provide instructional and motivational support so that science can still be done, even in the event of environmental, social, economic, or structural collapse."

Aperture, of course, has its own view on what the top priorities are in 'potentially apocalyptic' circumstances. Needless to say, they don't match up to what anyone else's top priorities would be.

"The portal will open and emergency testing will begin in three, two, one."

With a familiar dull pop, the portal springs to life on the room's sole patch of wall. I duck through it, emerging in the outer chamber that the glass suspension cell is contained in. I briefly catch sight of myself as I pass through. I look paler than I'm used to, and I wonder how long it's been since my skin saw the sun.

The first test chamber is gloomy and bleak. Not just because I've lost the light seeping in from the relaxation centre. The very feeling of being back on a testing track again is oppressive to say the least. A weighted storage cube drops into the room with a thunk.

"Cube-and-button-based testing remains an important tool for science," the announcer assures me, "even in a dire emergency."

I sincerely doubt the truth of this statement, but obediently place the cube on the button.

"If cube-and-button-based testing caused this emergency, don't worry. The odds of this happening twice are very slim."

I gather that I'm meant to feel reassured by that, but all I can think about is how completely absurd it all is. It's a mystery to me how Aperture was ever taken seriously as a science lab.

When I enter the next chamber, the sense of déjà vu is strong, and I begin to realise that this is the exact same test track I ran before. It's altered dramatically, but still recognisable under the layers of grime and dilapidation.

The first time I travelled through these chambers, I was enjoying myself. I let out a small, humourless chuckle at this memory. It seems completely alien now. Back then I didn't know what this place was really like. Everything was happening as I'd been assured it would, I didn't think that the voice I was hearing over the speakers was anything other than a series of pre-recorded messages. But then I began to notice things that weren't right. The tests became more and more dangerous, the absence of scientists in the observation rooms began to seem sinister rather than a simple oversight, and the robotic voice, who I soon discovered was an A.I. known as GLaDOS, began to make remarks that seemed more specifically directed at me. I found scribbles on the walls warning me about her, telling me where to place portals to avoid being hit by remote rockets. By the time she tried to send me into a fire pit, my guard was already well and truly up. It was at that point that it became crystal clear that she was sentient, and the graffiti had been right.

I escaped to the area 'backstage' of the test chambers, figuring that would lead to a way out, or to a scientist who could shut GLaDOS down. It was immediately evident that there had been no human activity there for a good few years. This was a huge shock to me, on top of having a science-mad A.I. attempt to kill me. When I'd been put in suspension prior to my first test, the facility had been abuzz with staff and visitors enjoying Bring Your Daughter To Work Day. I'd come along to volunteer to test the portal device my mother had been so proud of working on, in addition to helping with the young children.

My mom always told me stories about her day at work: things her colleagues had said, ideas they were developing. In hindsight, she was probably breaking some kind of confidentiality clause every time she opened her mouth, but she knew I'd be discreet, and I was always proud to be trusted. Those stories saw me through high school, university, and the first few months of my post-graduation job. Dad and I lived and breathed the portal device along with Mom. I couldn't wait to get my own hands on it. Ironic, really.

"Hey, hey!" calls Pendleton, startling me out of my reminiscing. "You made it!"

I can't help but smile at him. His genuinely cheerful tone is so nice to hear.

"There should be a portal device on that podium over there. I can't see it though. Maybe it fell off."

I turn to see. The podium is sticking up out of a collection of broken tiles, gently sparking as it tries to rotate. The portal gun is nowhere to be seen. As I step closer, the floor gives way and I find myself falling.

"Whoa!" Pendleton exclaims.

I land not too far down in ankle-deep, filthy water. I can feel a coating of slime on the bottom of the pool, and I wrinkle my nose in disgust.

"Hello?" his voice floats down to me.

I glance up. I'm only a few floors below where I was. It shouldn't be too hard to find an alternative route back.

"Can you see the portal gun? Also, are you alive? That's important, should have asked that first. I'm...do you know what I'm going to do? I'm going to work on the assumption that you're still alive and I'm just going to wait for you up ahead. I'll wait - I'll wait one hour. Then I'll come back and, assuming I can locate your dead body, I'll bury you. All right? Brilliant. Go team! See you in an hour. Hopefully. If you're not...dead."

Silence falls, and I take a look around me. I make my way towards the only patch of light I can see. The portal gun is there, having landed on top of some malfunctioning floor panels, but it's not what holds my attention in this area. There are paintings here. More graffiti. Most of them are quite disturbing, images of what I assume to be the time when GLaDOS took over and killed everyone with neurotoxin. Although the drawings are crude, one of the screaming faces looks like my mom, and I have to turn away. After piecing together information about what happened when they activated GLaDOS, I'm pretty certain that my mom died with everyone else. And Dad...he's probably dead now too, if as much time has passed as I suspect. I wonder if he ever found out what happened to Mom and me. I'm trying so hard not to cry, my throat hurts.

On the other side of the room there's a picture of GLaDOS offering cake to a female test subject. When I see the next painting, I realise that it's meant to be me. There's a drawing of a stick figure person holding up the portal gun, while GLaDOS disintegrates in the background and I float ambiguously on top of it all. The next painting is a portrait of me, lying in suspension and looking unnaturally serene. Unlike the other stylised images, this one actually looks like me. It's a tribute, almost a...shrine.

The painting blurs as my eyes fill with tears. All this time I'd assumed that the graffiti I'd seen in the test chambers had been put there to help any test subject who might need it. Now it seems that it was there to help me. This person, whoever they are, knows me...knew me. I wonder for a brief, hopeful moment if it's Mom. But then I dismiss that thought. If it was Mom, she wouldn't have hidden in the shadows. And that drawing on the other wall really looks like her...

I brush my fingers over the paint. I want, more than I've ever wanted anything in the world, I want this person to still be alive. Because then I would know that I had a real friend. Or an ally at least.

I allow myself a moment to cry for this person, probably long dead. I would never have survived if not for them. But then I straighten up, pull myself together, and do what I always do: carry on.

With greater resolve, I climb up to the portal gun and pick it up. I notice that it's only the model that shoots single portals. That's not ideal, but it will be more help than no gun at all. Its weight feels familiar in my hands, almost comforting. The orange portal has managed to come to life on the far wall, which is useful. I shoot a blue portal into the artwork and continue on my way.

I move quickly through what was once part of the observation offices. They look abandoned in a way that the rest of the facility does not, despite its state. Papers and mugs on the floor, desk chairs tipped over give the impression of rooms that were vacated in a hurry. I can easily imagine the desperation of scientists trying to escape these offices as neurotoxin seeps through the air conditioning. Not for the first time, I wonder where the bodies are. I've never come across one in all my time here, a fact which I'm both grateful for and confused by.

A jump through a broken observation window puts me back on the testing tracks, and I continue to solve the puzzles as best I can. After being reassured that smooth jazz would help me complete the test, told to disregard undeserved compliments, and warned against falling space debris, I make it to the chamber where Pendleton is waiting.

"Hey!" he greets. "Oi, oi! I'm up here!"

He's hovering above a huge partition of fallen debris that I think used to be a supporting wall. A slab of stone with a closed orange portal sits nearby. I'm pleased to see it, because I don't feel like clambering over the rubble to get to the room beyond. That's the drawback with portal technology: it makes you lazier.

"Oh brilliant, you did find a portal gun! Oh, d'you know what? It just goes to show, people with brain damage are the real heroes in the end, aren't they? At the end of the day. Brave."

I huff slightly, but my annoyance isn't pressing. He can believe what he wants, it makes no difference to me.

"Pop a portal on that wall behind me there, and I'll meet you on the other side of the room."

I do as he suggests, dropping down from the portal as he spins around to face me.

"Okay, listen. Let me lay something on you here, it's pretty heavy. They told me never, never, ever to disengage myself from my Management Rail or I would DIE." His optic widens in a comical imitation of alarm. I'm pretty sure he's not trying to be funny though, so I keep my expression placid. "But we're out of options here. So...get ready to catch me, all right? On the off chance that I'm not dead the moment I pop off this thing."

I glance up. Sure enough, he's run out of rail to trundle along. The damage to this room has snapped it in two. I study him, trying to work out how much he weighs, bringing to mind the cores I took from GLaDOS. Warily I put the portal gun down and position myself beneath the rail.

"On three. Ready? One...Two...Three!"

On three, instead of dropping as I expected, he launches himself several feet backwards. He moves side to side, shaking his head, as it were.

"That's high," he states emphatically. "It's too high, isn't it, really, that..."

I sigh and bend my fingers, waving him forward. Obediently, he moves up to the break in the rail.

"All right, going on three just gives you too much time to think about it. Let's, uh, go on one this time. Okay, ready?"

I nod.

"One!" He drops like a stone. "Catch-me-catch-me-catch-me-catch-me!"

He's heavier than I anticipated, and he slips out of my arms, bouncing once and rolling to a stop.

"Ow," he grunts. "Ow."

I wonder how much he's actually capable of feeling.

"I...Am. Not. Dead! I'm not dead!" he laughs.

I give a silent giggle myself, because laughter wasn't what I expected and it's a little infectious. The melancholy I felt looking at the paintings eases a little, and I'm grateful for it.

"I can't move though, that's the problem now."

I retrieve the portal device and pick him up with it. As with the cubes in the tests, it holds him in a kind of magnetic field.

"Plug me into that stick on the wall over there. Yeah? And I'll show you something. You'll be impressed by this."

I plug him in, hoping that what he wants to show me is a way out of this room.

"Ummmmm, yeah, I can't do it if you're watching."

He actually sounds embarrassed. As loath as I am to praise anything created in this place, I have to admit his A.I. technology is amazing.

"Seriously," he goes on, "I'm not joking. Could you just turn around for a second?"

His optic spins, a helpful gesture for if I get confused about what turning around means. To save hassle, I do as he asks.

There are a few beeps, then he says I can turn around again.

"Bam!" he states, removing himself from the plug and rolling gently to the floor. "Secret panel. That I opened. While your back was turned. Pick me up. Let's get out of here."

A large section of wall opens, revealing a metal walkway and the dark, dingy view of Aperture outside the testing tracks.

"And off we go," Pendleton says as I pick him up again.

"Look at this!" he enthuses, watching me head across the walkway and through the following door. "No rail to tell us where to go! Oh, this is brilliant! We can go wherever we want! Hold on, though, where are we going? Seriously. Hang on, let me just get my bearings." He spins to face the direction I'm walking in, then quickly looks back at me. "Um...just follow the rail, actually."

We progress down a series of metal walkway corridors. There are various glass tubes lining the walls. When they're working properly, they transport things around the facility, such as weighted cubes for tests. Half of the ones I've seen today, however, seem to be clogged with junk. And then we come upon one that has a live turret inside it. The blinking red laser sight stops me in my tracks.

"Oh no," moans Pendleton, but that seems to be the extent of his concern.

"Hello?" says the turret. It doesn't sound threatening, but then they never do. "Hello?"

"Yes, hello! No, we're not stopping!" he tells it. "Don't make eye contact, whatever you do," he hisses at me.

Warily, I continue on, ready to duck at the first hint of gunfire. The turret never fires a shot.

"Excuse me? Hello?"

"No thanks, we're good! Appreciate it!"

"Thanks anyway," the turret says sadly.

"Keep moving, keep moving."

I agree with him, and keep up my brisk pace. Behind us the turret continues with its soft, "Hello?"

I've never come across a turret that doesn't shoot before. I don't know whether to be relieved or suspicious.

"I'm different!" I hear it say as we leave the area.

I'm not sure what to make of that, so I put it out of my mind and head through the door.

"Probably ought to bring you up to speed on something right now," Pendleton speaks up. "In order to escape, we're going to have to go through HER chamber."

I glance at him sharply.

"And she will probably kill us if...if she's, um, awake."

Looking around, I recognise these corridors all too well. I'm not sure how I feel about going back inside that room, even though I'm fairly positive that had GLaDOS been awake, we would have heard about it by now.

"If you want to just call it quits, we could just sit here. Forever. That's an option. Option A: sit here, do nothing. Option B: go through there, and if she's alive, she'll almost certainly kill us."

Well, I'm certainly not going to sit and do nothing. I march down the glass corridor towards her chamber. Despite my logical theory that she must still be deactivated, my heart speeds up and my mouth goes dry. I tighten my grip on the portal gun, my palms becoming clammy with sweat. I can't afford to be afraid.

As the door begins to open, Pendleton gets increasingly agitated. "Okay, I'm going to lay my cards on the table. I don't want to do it. I don't want to go in there. Don't-don't go in there! She's off. She's off! Panic over! She's off! All fine! On we go."

I pause just inside the room, gazing about me in a kind of horrified wonder. The room is a total wreck, almost unrecognisable, with gaping holes in the ceiling. I continue walking, my pace slow and unobtrusive, and I gaze down at my fallen enemy. Whatever gravity well had pulled us both to the surface after we fought, it must have dropped her eventually. She's lying in pieces on the overgrown ground, half in and out of dirty puddles, linked together by a single, snaking cable.

"There she is," says Pendleton, apparently not noticing my sombre mood. "What a nasty piece of work she was, honestly, like a proper maniac." As we get closer, he seems to pick up on my need for silence, and his voice grows quieter. "Do you know, uh, do you know who ended up taking her down in the end? You're not going to believe this: a human. I know, I know! I wouldn't have believed it either. Apparently this human escaped and, uh, nobody's seen him since."

I wonder where he got that story from.

"Then there was a sort of long chunk of time where, um, absolutely nothing happened. And then there's us escaping now. So, um, that's pretty much the whole story, you're up to speed. Don't touch anything."

That's really not an issue. I feel an overwhelming instinct not to disturb anything in here. I move past GLaDOS's motionless head, taking slow, deliberate steps to minimise splashing. At the end of the room, next to the incinerator, I spot a scribbled arrow on the wall, pointing me in the right direction. My mystery ally again.

I reach a set of stairs and head down them, only to find most of the steps have crumbled and fallen. It's a long way down. First real test of my new boots, I guess. Pendleton chirps up as I prepare to leap.

"Jump! Actually, looking at it, that is quite a - that's quite a distance, isn't it? Okay, you know what? Uh, go ahead and jump. You've got - you've got braces on your legs, so you're all set."

He's just beginning another speech when I jump. He yells for the entire duration of our short trip downwards. The boots don't fail me, though, and we land safely.

"Still held!" he shouts triumphantly. "Still being held! That's a great job! You've applied the grip. We're all fine. That's tremendous."

The area underneath GLaDOS's chamber is dimly lit and cold, made up entirely of metal walkways and maintenance pipes.

"Aggh!" yells Pendleton, making me jump. "I - sorry, I just looked down. I do not recommend it. Agh! I've just done it again!"

I take a look down through the grille of the walkway. I can't actually see any floor beneath us on any level. It stretches down so far, it's impossible to see the bottom. Heights don't really bother me, but this causes my stomach to flutter a little, especially considering the age of the walkway. It looks like a fall too far for these boots.

We press on, eventually reaching a tiny, tall, circular room that looks a little like an elevator shaft. There's a large console in the centre of it, and the walls are entirely covered in different coloured switches.

"This is the main breaker room," Pendleton announces importantly. "Let's go in!"

I manage to squeeze inside, even though the console doesn't leave much standing room.

"Look for a switch that says escape pod. All right? Don't touch anything else. Not interested in anything else. Don't touch anything else. Don't even look at anything else. Just - well, obviously you've got to look at everything else to find escape pod, but as soon as you've looked at something and it doesn't say escape pod, look at something else, look at the next thing. All right? But don't touch anything else or look at any - well, look at other things, but don't...you understand."

Yes, against all the odds, I do. He seems to be an expert at using twenty words where two would suffice. He's a complete polar opposite to me. Especially in this case, since I've decided to say nothing at all. It should be irritating really, but I'm still kind of grateful to be able to listen to a voice that sounds human.

"Can you see it anywhere?" he asks, and I shake my head. "I can't see it anywhere. Uh, tell you what, plug me in and I'll turn the lights on."

The console opens up and I plug him in. Immediately the room floods with light. The switches go up almost to the top, far beyond reach or sight. Even if we found the escape pod switch, I'm not sure how we'd be able to press it.

"Let there be light! That's, uh, God. I was quoting God."

The console beeps, and the whole unit, including the piece of floor I'm standing on, begins to move. Startled, I take one hand off the portal gun to hang on to the console.

"Oh, look at that!" Pendleton says brightly "It's…turning. Ominous! But probably fine. As long as it doesn't start, you know, moving up. Now...escape pod, escape pod..."

An alarm begins to buzz, and I get the familiar sinking feeling that things are about to turn sour. Perhaps the reactor core has finally given up the ghost, although I haven't heard any announcements about its status for a while. The console starts a steady ascent, flipping switches as it goes.

"It's...it's moving up!" Pendleton points out, seemingly attempting to hold his panic in check.

The hatch above us opens. We're heading back up to her chamber. My unease rises with us.

"Okay...No! Don't - don't worry, I've got it, I've got it, I've got it. This should slow it down."

The change in our speed is instantaneous.

"No, makes it go faster," he muses.

We emerge back into the light, finding ourselves almost level with GLaDOS's detached head.

"Uh oh," Pendleton says, and I wonder what he knows that I don't. I only hope and pray that it isn't-

"Power up initiated," the announcer tells us.

"Okay, don't panic!" Pendleton yells heatedly. "All right! Stop panicking! I can still stop this. Um...oh, there's a password. It's fine. I'll just hack it. Not a problem. Ummmm..."

Before my very eyes, the pieces of GLaDOS's chassis are knitting themselves back together, pulling her head away from us. I can only stare in horrified silence. I can't think. I can't move. I'm vaguely aware of Pendleton's hacking attempts, but his chatter fades to a clogging buzz in my ears.

"Power up complete."

"Act natural," he says, his words finally cutting through the fog, "we've done nothing wrong."

I'm not so sure about that. I have a horrible feeling that he's about to get punished for helping me. I open my mouth to apologise, but the words stick in my throat.

GLaDOS's head snaps up and her cold, yellow optic bores into us.

"Hello!" Pendleton shouts, injecting as much cheeriness into the word as possible.

"Oh," she says, "it's you."

"You know her?" Pendleton asks in wonder, and I'm not quite sure which one of us he's talking to.

"It's been a long time. How have you been? I've been really busy being dead. You know, after you murdered me!"

"You did what?!"

Two cables descend, their steel grips grabbing us both.

"Aaaggh!" Pendleton yells as the cable rips him away from the console. "Oh no! No, no, no, no, no!"

As I'm pulled upwards by my vest top, the portal gun slips from my grasp and vanishes down into the breaker room. She doesn't care, doesn't even seem to notice.

"Oh no, no, no!" wails Pendleton. "No! Noooo! Gah!"

"Okay, look," she says, her tone unnervingly calm. "We've both said a lot of things that you're going to regret."

Pendleton's really terrified, and I gasp in dismay as the metal grip crushes him, tossing him carelessly aside like a used tissue. I bite my tongue against the anger. If she was hoping to provoke me, that was really the worst thing she could have done. Last time I discovered that I'm more focused when I'm angry.

"But I think we can put our differences behind us. For science. You monster."

As I'm lifted slowly across the chamber, she continues. "I will say, though, that since you went to all the trouble of waking me up, you must really, really love to test. I love it too. There's just one small thing we need to take care of first."

The movement stops. I have just enough time to look down and see where I am before the grip opens and I'm falling.

A/N: Again, sorry for the length! Future chapters will be a bit shorter. Also, this won't be a walkthrough. When things are more established, I will be skimming over large parts of the test chambers and dialogue. By the way, the parents Chell refers to here are her adopted parents.

Reviews are much appreciated :)