marionut247: That innocence is also what I like, and I try to emphasize that in his character.

Well, here it is! Enjoy!

systemcat: Yep. I like to keep people on edge.

With Brain's posture, his legs actually aren't perfectly straight. He disguises it with baggy pants, but in reality, he can only straighten them out about as much as a bear can when standing up. If someone looked hard at him, they'd notice something off about his posture, though they wouldn't be able to identify it. I do have an explanation for why he can do this, which will come later in this arc.

I hope you all enjoy this chapter!

Assignment 3.3: Deconstruction

School was school, no matter how you put it, and there was no way school can really be made all the more interesting. This was especially true when you didn't go to the same school as a lot of your friends.

This was the situation Kayla currently found herself in. Sure, she had plenty of friends at P.S. 246, but considering the other members of Team Gadget went to Riverside Prep, there were times she was horribly bored with the old public school. If the others were there, at the very least she could discuss the issues of Team Gadget with them.

Of course, if they weren't at Riverside, there probably wouldn't have been a Team Gadget. Penny and Linc were tech wizards and Rheeci knew just about everything zoological, both of which had saved their skins against M.A.D. on multiple occasions. Heck, even Eli's football scholarship came in handy at times.

It wasn't that Kayla felt bad around them. She was just as much a member of the team. No, it's was quite the opposite. When you've saved the city, and maybe even the world, on multiple occasions, talking about what new lip gloss color was coming into style suddenly loses its appeal.

She was currently sitting in third period biology, staring out the window. The teacher was droning on about mitosis or something like that, but with everything that had recently occurred, it was rather difficult to pay attention.

Unfortunately, something would soon come up that would make a boring lesson look downright desirable.

"So once the DNA has separated completely," the teacher, Mr. Englbaum, was saying, when he was cut off by a sudden earthquake. The whole building shook, sending everything into a state of panic and chaos.

"Alright, everyone stay calm!" Mr. Englbaum shouted out, not taking his own advice. "I'm sure there's a reason we are having a major earthquake. Just get under your desk and everything will work itself out!"

Most of the students, including Kayla, followed his advice, ducking beneath their desks, but a couple of others rushed to the window instead. "Hey!" one boy cried out. "There's a guy out there with robot arms! I think he's-" Another tremor cut the speaker off, sending everyone who wasn't already on the ground sprawling.

Hearing this, Kayla scowled. So After-Shock was behind this. If only she still had her gear, she could go do something about him. However, she didn't have even the slightest shield with her. She had to figure out some way to get help.

Pulling out her cell phone, Kayla quickly dialed out the numbers, starting up a group call. "C'mon guys," she said through gritted teeth as the phone rang. "Please pick up!"

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At the rally, chaos reigned. As soon as Talon and his cronies had decided to reveal themselves, everything turned into a big panic. The police officers present attempted to rush in to face off the threat, but the present and panicking civilians made their jobs incredibly difficult.

"Well, well, it look like they want to play," Talon said, giving a smirk. "Syreen, why don't you give us some mood music."

"Gladly," the girl responded. Touching a dial on her throat, she took a breath and let out an unearthly shriek. Everyone who had been rushing around was forced to stop and grab their ears to block out the horrid sound.

Indeed, even back on the stage, the two W.O.M.P. agent present were struggling just as everyone else. "Go-go Gadget Hearing Protection!" Gadget called out, desperate to have some sort of relief. A bar, not unlike a smaller copy of his Copter, popped out of his hat and bent down, coving his ears with dome-like coverings.

"Ah, thank you," he said with a smile to his hat. Noticing Heather struggling next to him, he turned back. "Any extra?"

Heather was hardly aware of what was going on when she felt a pair of large earphones place over her head. Looking up, she saw Gadget, who was now trying to help her to her feet. Much to her relief, the earphones he had placed on her drowned out the horrible screech.

"So," he said, motioning to the troublemaking teens. "Looks like we've got a bit more work than we expected. You feeling up to it?"

The agent gave a small smile. "You go on ahead. I just need to get something and then I'll join you."

Thankfully, Gadget and Heather were not the only ones with defense against the sonic attack. Near as soon it was unleashed, Penny ducked down to the ground, trying to concentrate through the pain. "Go-go Gadget Earrings!" she called out. "Code Word: Hearing Protection!" At her words, the angel-wing cuff earrings she was wearing expanded out, covering her ears and filtering out the offending signal.

Now free from the onslaught of the sonic attack, she was able to reach into her backpack and fish out some extra hearing protection. "Here," she said, showing them to Brain. "These will filter out the sound and let us stay in contact."

The dog nodded, allowing her to put them on him. Once he had them, he nodded over to where the M.A.D. cybers were attacking.

Penny smiled. "You got it. Let's go show those guys why you don't attempt an attack like this."

Of the defenders, Gadget made it out first. Not wasting any time, he moved over to where Syreen was still making her sonic attack. "Young lady!" he called out through a megaphone that had come out of his hat. "I order you to cease and desist your attack, and you and your friends will accompany me back to a W.O.M.P. facility."

"Cease and desist this!" Wildfire called out. His hands shifted in form, and twin streams of fire shot out in the direction of the inspector, along with any unfortunate civilians who happened to be in the way.

"Go-go Gadget Snow Gun!" Gadget called out, shooting out a stream of snow to counteract the flames before they could harm anyone. "Now, young man, that was at truly unsafe thing to do! Someone could have gotten hurt!"

"That's the idea, Gramps!" Wildfire snapped. He was prepared to unleash another stream of flames when someone in a hoodie came and wrestled the M.A.D. cyber to the ground.

Gadget wanted to make in to assist his new coming helper when he was knocked aside by a heavy piece of equipment. He looked up and realized that it was the other boy, the one who had been called Malware. He had taken over one of the huge stereos and had transformed it to be a more attack based weapon. "You and me, old-timer!" Malware shouted out.

"I'm not old!" Gadget called. "I'm forty-four!"

Seeing two of his teammates thus engaged, Talon prepared to move in to help Wildfire when he was heavily shoved aside. The blow wasn't enough to knock him down, but it was unexpected and did knock him back a few paced. When he looked up, he wasn't surprised to see who it was who had launched the surprise attack.

"Well, if it isn't Pretty Penny Gadget," he laughed. "After our last encounter, I might have supposed you'd be locked in your room. Seems I underestimated you somewhat."

"You tried to kill my uncle," the blonde responded. "There's no way I'm letting you get in another attempt."

"What makes you think you can stop me?" he asked, and he lunged at her. She responded as fast as she could, having already scanned a chip. As she dodged out of the way, several long spikes emerged from her watch, which she used as both weapon and defense.

That left only Syreen without a personal opponent, though not for long. As the female cyber stood, enjoying the havoc she was wreaking, she was hit with a hard blow from behind, forcing her to stop with her sonic assault.

The cyber spun around to see Heather standing there, armed with a small gun. "Forgot about you, red," Syreen said with a smirk. "You gonna read me my rights, too?"

"He seemed to do a thorough enough job of that," the agent responded. "I say we get right to the point. You choose. We can do this the hard way or the easy way."

Syreen responded by charging at Heather, two long blades emerging from her arms. The agent jumped back and fired off a few shots. The bullets found their marks on the long blades…and bounced right of.

"Well, crud," Heather sighed. "Looks like we're doing this the hard way."

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Riverside Preparatory High School

Rheeci and Linc were in the middle of an English class when both their cell phones went off. The twin sounds of a mingling ringtones shattered the once silent classroom.

"Miss Tran, Mr. Washington," Mr. Ekles, their English teacher said in a scolding voice. "What is going on?"

"Sorry, sir," Rheeci said glancing down at her phone. "It probably-oh." On her screen, the word "Emergency" was flashing in bright lights. "Uh, sir, this looks like this is important. Do you mind if we take it."

"If it is such an emergency, Miss Tran, then the whole class can hear it." Mr. Ekles was one of those old fashioned teachers with the intent belief that publicizing the privet would discourage such interruptions.

Rheeci glanced down at the panicking phone and decided to risk it. "Alright, sir." She answered the call and handed it up for all to hear.

"Rheeci?" Kayla's voice came clear over the speaker. "Thank goodness I got you! Penny, Linc, and Eli aren't picking up!"

"That, young lady, is because they are in the middle of class, as I suppose you should be," Mr. Ekles responded in a scolding voice. "What do you want?"

"Huh-what?" Kayla said, surprised by the new voice. "Oh, never mind. The thing is, there's big trouble! Talon and his cyber goons are attacking all over the city! After-Shock's over here, which is what broke up my class. From what we've heard, the others are out there, too!"

"Now, young lady, it is very reprehensible of you to be making up stories to make calls," the teacher scolded.

"I'm not making it up!" Kayla insisted. "Just look up any news sight."

Mr. Ekles snorted skeptically. "If it will get you to go away," he said, calling up the local channel seven news on the classroom computer, "but I'm sure it's all…nonsense…oh."

There, in bold words on the screen, was the headline "Teenage Cyborgs attack Political Rally. Other Areas of the City also Under Attack." Underneath, there was link for a live feed of the action, taped by the few brave or crazy souls who would stick around to get a good shot.

"Oh, my," Mr. Ekles said, turning pale as he saw the headline. "Well, young lady, it appears I owe you an apology." He then quickly turned to his own phone to call the principal to see what to do.

Rushing to the front of the classroom, Linc and Rheeci pressed for more information. "Linc here," the boy called out, turning down the volume and looking to make sure the other students were focusing on the news report. Thankfully, they were. "We can hear you loud and clear. Can you do anything about the earthquake problem?"

"I'm afraid not," came the response. "All my tech is back in my room."

"We're down on personal tech here, too," Linc said, a downcast tone in his voice. "There's got to be something we can do."

"Wait!" Rheeci said. "Penny's lab isn't too far from here. It's in the bunker. We'll probably be heading down to the storm shelters anyways. If we can make it there, we might be able to take the tunnel and activate some of the G-units."

"That way, we'd be able to deal with our cyber problem more remotely!" Linc said, catching on. "Just hold on, Kayla," he said, turning back the phone before hanging up. "Help will be on the way soon."

Nearly as soon as they had hung up, Mr. Ekles came back. "Alright, students, I just got confirmation from the Mrs. Lienwin. We are all to move in a calm and orderly fashion to the emergency bunkers. We'll get more information later."

With that, the students got into line, waiting to head out to the bunkers, most of which hadn't been used since the 1950's nuke scare. Linc and Rheeci both kept an eye out for Eli with the intent of bringing him into the plan.

They could only hope that Penny, wherever she was, wouldn't be in too much trouble.

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"You're getting slower, Mini-Gadget," Talon taunted as he swung again at Penny. The girl had ducked in time to avoid a hard blow the head. He did end up clipping her, though, and she could feel a stream of blood trickling from her forehead.

She chose to ignore the taunt, instead using her lowered position to use the opportunity to ram into his stomach. This tactic succeeded in knocking him back, but also put her in his reach.

Responding to her blow, he reached down and grabbed one of her pigtails. He yanked her back, and she gave a yelp of shock and pain.

Penny wasn't helpless, though. Reaching up, she stabbed with some of the spikes in her watch. This succeeded in forcing her opponent to drop her hair. It also revealed something else about him.

"That was metal!" she exclaimed in surprise. "You're a cyber!"

Talon smirked. "What did you think, kitten?" he asked, the sparking wound in his robotic arm showing clearly. "Do you think a team of cybers would listen to me if I wasn't one?" Without waiting another moment, he charged again. This time, though, she was more prepared, and responded by maneuvering around him.

Wildfire was now reduced to firing off random blasts, trying to shake his surprisingly strong opponent. "Why. Won't. You. Just. Fry?" he growled in an irritated manner.

The opponent didn't answer, holding on to the pyromaniac with the best of his abilities. Eventually, however, one of the fireballs hit its mark. The fighter was force to release his hold and jump back with a yelp. He tore off the hoody as quickly as possible, which revealed his identity.

"You're a dog? Fighting on two legs?" Wildfire said questioningly.

Brain snorted. It was clear he didn't see why his species should be that confusing.

The cyber scowled. "Oh, I get it. You're one of those mutant animal freaks that wild-man doctor whipped up. Well, dog or not, you're still toast!" With that, he whipped along, searing hot chain, which he attempted to strike Brain with.

The dog moved out of the way, alternating between running on two legs and running on four, depending on which was more convenient. Once he got in close enough to make an attack on his opponent without getting a face full of broiling hot metal, he lunged at his opponent, biting down hard on the arm, right where the fuel line of the flame thrower was.

Wildfire was shook that arm hard, eventually shaking the canine off. However, Brain's attack had already made its mark. While the cyber still had intense strength, the access to the fire abilities was gone in that arm.

Not that this would make the fight any easier for his attacker. Brain recovered from the toss in a matter of minute and straightened out, raising his hackles. This fight was now on, and since he didn't have to hide the fact that he was a dog, he was fighting like a dog.

Heather's battle with Syreen had reached similar levels. Both soon found themselves at and advantage and at a disadvantage. With the hearing protection that Gadget had passed on to her, the agent was immune to any of the special attacks that the female cyber would try to use. Unfortunately, the only weapon that Heather could get a hold of for herself was the little gun, which Syreen had her own protection against, as it turned out.

"Gonna keep firing shots off like that, cop?" the cyber laughed. "How long before you run out of ammo?"

The agent gritted her teeth. She soon realized her rough position. These were the type of thugs they were now going to be dealing with, and unlike Gadget, she wasn't a cyborg with similar level of weaponry. She made a mental note to ask Dr. Bradford about upgrading her armory.

Of course, assuming she got out of this alive. She fired off another couple of rounds, only to be rewarded at the end with a sickening click.

"Ohh, looks like you're out of bullets!" The teenager laughed. "Luckily for me, I'm not out of knives! What'cha gonna do now?" She lunged at the redhead, attempting to land a stab at her head.

Heather jumped back and did the first thing she could think up. Taking the empty gun, she whipped out with it, tossing it hard. "This!" It met its mark at the side of Syreen's face, leaving a large dark mark.

It was then that the agent realized her opponent's weakness. For all the weapons she had, the cyber was light on defenses, other than those knives. She might be able to use the big knives to block smaller projectiles like bullets, but if Heather could get in closer with some a larger form of attack, that would be more likely to leave a mark.

She didn't have all too much time to process this realization, however, since Syreen had by now recovered from the unexpected attack. "That's not fair!" she shrieked, lunging as Heather in rage. "You're not supposed to hit me! I'm a lady!"

"You're lots of things, sister," Heather laughed in response, "but I doubt a lady's one of them."

Meanwhile, Gadget was having a much harder time dealing with Malware than he had expected. It appeared that the boy's cybernetics gave him the ability to assimilate and adjust any technology he came in contact with to suit his own purposes. Thus, every time the older cyborg got any sort of advantage over one weapon, all Malware had to do was abandon it and turn to a new system of attack.

Frankly, this was starting to wear on the inspector's endurance. Not that he'd ever willingly let that show. "Just surrender now," he called out. "I'm sure if you don't put up too much of a struggle and help to stop the rest of your group, the courts can work out some sort of plea deal."

The cyber just laughed. "You're slowing down, old timer. It's won't be too long now."

Why does everyone keep calling me old? Gadget couldn't help but think to himself.

He didn't have too much time to think, though, as he had to dodge out of the way of a controlled motorcycle that his enemy had sent his way. He got out of the way just in time, only to move right in to the path of a pincer-crane, which had been brought for the decorations. The detective was trapped, both arms clamped to his side.

Now that the older cyber was trapped, Malware smirked. "Get ready," he said into a microphone clamped onto his uniform. "He's about to be all yours."

Moving in front of the inspector, Malware acted fast. Tossing aside the inspector's hat and grabbing both side of his head, the teen gave a cruel grin. "There all sorts of tech in you, isn't there. Let's see what I can do with that."

Gadget desperately tried to think of something he could do to escape his enemy, but it was too late. As soon as Malware had laid hold of him, a metal membrane spread over Gadget's eyes and the top of his head. There was nothing he could do to stop it. In a moment, there was a searing pain as he could feel wires being shifted and extended. He screamed in pain and horror.

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"Alright, guys, we made it," Eli said as he, Linc, and Rheeci slipped out of the tunnel that lead to Penny's private workshop. It was one of the old nuke bunkers from the 1950's that had been empty for a long time, but never really abandoned. The tunnel that lead to it connected to the school storm shelters, so it was perfect for setting up a secret area to do her work.

Going up to one of the primary monitors, Linc pressed several keys. "Alright," he said, scanning the information he was getting, "it looks like we've got the locations of all of Talon's band of thugs. Along with After-Shock, who we already had a memo on, we've got Joltwave at the pier and Drillbit in the subway tunnels. Other M.A.D. goons are at different areas, but hopefully W.O.M.P. and the cops can handle them."

"Got it," Rheeci said, sliding the seat of a secondary monitor. "G-5 and G-8 are still down for repairs, and Penny hasn't finished G-11 and G-12, but the others are all online. Who should I bring out?"

"I'll send G-9 and G-10 to deal with After-Shock," Eli responded as he got online to help her with the robot controls. "They're our heaviest hitters. G's 2 and 3 three are the only ones with water capability, so it's probably best to send them at Joltwave. That leaves G-4 and G-7 to deal with Drillbit."

Rheeci nodded. "What about the four at the rally?"

"Penny, her uncle, and that agent woman are there," Linc replied. "Hopefully, the three of them can handle those perps." He gave a dry laugh. "'Sides, there's really not much help we can give them. The only 'bots left is G-1 and G-6, and considering that 1 is modeled on a hare and 6 on a fox, I don't think they would help much."

"Let's go," Eli said. "I'll take 9 and 10. Let's go!" As he spoke, a robotic dog and a robot bear shot out.

"I'll take 2 and 3," Rheeci commented. "Let's go guys!" Two more robots, this time a dolphin and otter, were launched out into the stream that passed by the school. "We're making our way to the pier!

"Guess that means I'm on 4 and 7," Linc said. "I'm on it!" A huge robotic bat flew out, carrying a smaller robotic porcupine with it. "Let's go kick some bad guy butt!"

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Penny's heart stopped the moment she heard her uncle cry out. Something was happening, something worse than she could have predicted. She attempted to get away from her own fight with Talon and make her way over to help him.

Talon wasn't about to let that happen. "Ah-ah," he started, grabbing her by her arm. "There-"

He didn't have a chance to finish his taunt. With a strength born of fear for her loved one, Penny spun around and stabbed down hard with her watch spikes. She struck even harder than she had intended, and the blow cut deep, damaging important circuitry to the limb.

Talon let go, almost more in shock from the sheer intensity of the attack then from the pain. She had never attacked this fiercely before, and the blow had caught him off guard.

Not wasting any time, Penny rushed away from Talon over to where Malware was still tormenting Gadget. Swinging with as much strength as she could muster, she punched the distracted cyber, forcing him away from her uncle. She then bent down and hugged Gadget. "Please, Uncle, I'm here!" she cried. "Please, respond to me!"

Talon stood back, prepared to spring at Penny again, but he glanced over to Malware. Despite being stunned by the punch, the other boy looked confident. The message was clear. The mission was a success. Let Miss Gadget do what she wanted now; there wasn't going to be much she could do soon. The two of them would be distracted, and Syreen and Wildfire kept the other two goody-goodies busy. There was other business to attend to.

Gadget was breathing hard by the time he finally heard Penny's voice. He still couldn't see, or get the film covering his face off. Furthermore, there was something wrong with his head. He could just feel it. Malware had changed him in some way. He just wished he knew how.

"Penny…?" he said weakly, trying to break free from the immaterial bonds that held him back.

"I'm here, Uncle Gadget," he head, faintly feeling that she was trying to remove the film covering his face.

He heard another voice, too. "Her attempt is valiant, but futile. You belong to me now, detective."

"What? Who are you?" Gadget asked the voice, getting an odd and disturbing feeling of déjà vu.

"It's me! Penny!"She was pleading by now, and becoming more desperate by the moment.

"Oh, don't worry about my identity, detective," the voice said. There was a mocking tone in the laugh that followed. "All you need to know is that I know all about you, and as of now, you are in my control."

While this was going on, Talon made his way onto the stage. Picking up the microphone that had been discarded by the mayor in her panicked flight, he turned back to the crowd. "Alright, all you eggheads, listen up!" he shouted out. "As of now, this city belongs to M.A.D.!" He extended his arm, and suddenly the huge screen changed, showing images of computers and televisions all over the city, as their screens changed to match. "Thanks to our own special signal, all forms of communication and electronics belong to us. That's computers. That's TV's. That's the trains. Heck," the boy said, giving a dark laugh, "that's even the good inspector over here."

"Alright, detective, give an example," the voice that only the cyborg could hear said.

Gadget's blood ran cold when he heard the order. "Please, no," he begged.

Despite his desperation, there was nothing he could do. He could only feel with horror as he became aware that he had shoved Penny aside.

Seeing their puppet forced to do their will, Talon smiled. "Have fun. All hail M.A.D."

To be continued…

Author's note: Well, crud. That can't be good. Tune in next week to see what happens. Hope to hear from you!-SilverWarriorWolf.