Hellboy and Manning come into a vast chamber: Slavic motifs crown the rugged stone pillars and archways. Water runs down the walls. Across a small stone bridge, light pours from a hexagonal structure. They step onto the bridge. KLANGGG! two gears release a steel door from above, forcing them to forge ahead. Somewhere, a massive clockwork is ticking.

"What's that…" Manning asked, but Hellboy motions for silence.

"It's something big." Ariel says in a low voice. They stare into the darkness.

"We should go back - you - you could tear that door apart …" Manning said.

"Don't move. We …" Hellboy replied, but manning cut him off

"- should go back. Now!" Manning bellowed.

"No. Don't …" Hellboy tried again.

"I'm in charge. We go back!" Manning said while throwing a fit.

Hellboy yanks Manning just in time. BAMMM! A gigantic metal pendulum swings past and demolishes one third of the bridge a few feet from their feet. It takes Lime and the corpse with it. Another door on the far end of the bridge shudders downward.

"Son of a …" Hellboy starts but Ariel interrupts.

"It's a trap." Ariel yelled.

Whoosh! The PENDULUM swings back. It destroys more of the bridge. Manning sprints for all he's worth and crawls under the door. Ariel is the next to slide under the door. Hellboy runs, but chunks of stone disintegrate under his feet.

"Hurry up, Red." Ariel yelled at him.

The pendulum swings back taking out the final piece of the bridge just as Hellboy rolls under the door and makes it into the hexagonal building. Ariel rushes to his side and pulls him into a hug.

"Are you okay?" Ariel said as she frantically looked him over for any sign of injury.

"Ariel l, I'm fine." He said with a smirk.

"Oh good." Ariel said then proceeded to smack up. "If you ever do something that stupid again I swear I will kill you."

Ariel ranted and then stopped. She was breathing hard and glaring at Hellboy.

"Ow." He snapped at her, but then seeing her worried look pulled her into a one arm hug.

"You're the only brother I have so you need to take care of yourself." Ariel mumbled as they stood up.

"Don't worry so much, I can take care of myself." Hellboy replied, but a glare from Ariel had him put his hands up in surrender. "Okay, I'll be careful."

"If you're done with all of the family crap we need to get going." Manning snapped. Hellboy and Ariel both glared at Manning making him take a few steps back. They then started down the hall.

Hellboy, Ariel, and Manning found themselves in a very narrow, arched stone corridor. Its walls are lined with endless rows of rusty steel blades. Faint traces of WAGNER can be heard. They cautiously proceed ahead.

There, in yellow gaslight, Kroenen nods attentively as a phonograph plays the love duet from TRISTAN UND ISOLDE, above him, ropes, hooks and pulleys.

"Ouch!" Manning yelped having rested his hand to close to a blade.

Kroenen comes alert. He scans the room, quietly winds himself up. Hellboy and Ariel shoot a dirty look at Manning and then look back into the chamber, but Kroenen is gone.

"Crap. This guy moves like a cockroach." Hellboy commented as he readies his gun and then creeps toward the lab as Ariel draws her scimitars.

"Stay here." Ariel ordered Manning.

Hellboy's footsteps elicit soft creaks from the wooden floor. Manning moves along behind him having ignored Ariel. The record finishes playing. Silence fills the room.

SWISH! Kroenen's whirling blades slice the air, ripping into Manning's arm. As Kroenen goes in for the kill Ariel parries him with her sais. Kroenen bears down but Hellboy fends him off with powerful, deliberate blocks. Kroenen hauls out one of his long swords.

"Screw that." Hellboy yelled.

Hellboy yanks it away and bends it like a twig. BAMMMM! He punches Kroenen in the face, crumpling the steel mask, smashing its lenses as Ariel comes from behind and slices his legs and chest.

"You killed our father…" Ariel said in a deadly voice. "It's only fair that we return the favor."

BAMMM! another hit from HellBoy. Kroenen staggers back with each blow. Finally, the mask falls off.

"Give your soul to God, Your ass is mine." Hellboy states. An asthmatic wheeze erupts from his scarred face. Kroenen is laughing.

BAM! Under his feet, a huge trapdoor falls open. He and Manning drop through, along with the phonograph as Ariel jumps to the side.

Hellboy grabs a rope. It spins through a copper pulley, but a large knot jerks him to a stop. Hellboy snatches Manning's hand, but loses his backpack. He looks down. The phonograph hits the ground with a crash.

"Well, it's not that big a fall..." Manning pants out.

KLANGGGG! The entire bottom bristles with six-foot, sparkling steel blades. Ariel engages Kroenen in a sword fight in order to defend the ropes that her brother and manning are dangling from.

Kroenen gains the upper hand and manages to knock Ariel into a wall of pipes knocking some loose causing them to fall on her and trap her. He laughs as he approaches the pit intent on killing her brother and manning in front of her.

"Don't you dare." Ariel yells as she struggles to get free. Kroenen cautiously leans over the pit. He can't hear a sound.

As he peeks - SWISH! A loop of the rope wraps around his neck and yanks him forward! Before he goes over, he frantically digs his blades into the floor, anchoring himself.

Hellboy has used the rope hanging below him as a lasso. Manning clings to his powerful back as he climbs up, hand over hand. Kroenen goes to cut the rope... just as HellBoy reaches the top.

"Oh, no you don't…" Ariel comes up behind him and, with a brutal kick to his back, kicks KROENEN into the pit!

With a horrible scream, Kroenen drops headfirst past them and onto the spikes. He wriggles like a fish caught on a hook, only making it worse, as he slides further down the blades.

Hellboy climbs out and sits. Sees Kroenen's blade embedded in the floor holding it the prosthetic hand, still ticking.

"Thanks sis." Hellboy commented.

"No problem." Ariel replied. Hellboy peers down. Still alive, Kroenen frees one arm, slicing through his own ropy bicep.

"You like playing possum, you Nazi pinhead?" Hellboy asked as he looked down at him. "Then try playing dead."

Hellboy tips a massive cogwheel over the edge. Kroenen emits a horrid scream as it crushes him. Manning sits down, bandaging his injuries. Ariel kneels down and re does his sloppy work.

"Are you okay?" Ariel asks noticing is pale parlor. Manning nods weakly. Hellboy brings out a cigar and fires up his Zippo.

"You'd better stay here. We'll find a way out. We'll come back for you." Hellboy said as Ariel nodded and stood up.

"You call that thing a cigar?" Manning asked in slight shock.

"Yup." Hellboy replied as he kept trying to light the cigar.

"You never, ever light a cigar that way." He stated as he digs out one of his fine cigars, cuts it and hands it to Hellboy.

"Use a wooden match. It preserves the flavor." He lights it for him as Ariel grins at them. "Thank you."

"My job." Hellboy smiles.

-0-

Liz and Myers advance carefully down a narrow tunnel. Just ahead, cave-in. Pieces of ceiling, timber, coffins and corpses form a chaotic barrier.

"So, he thinks that you and I... That's why he's mad at me…" Myers asks as they squeeze past a few bones roll by. Wet earth drops onto their shoulders. They draw their arms close to their bodies, pointing their flashlight beams straight down. "But it's not true, is it?"

What - ?" Liz asks while distracted by their dark environment.

"That you feel that way about me." Myers pressed.

"You want to know - Now - ? Here? Red, white, whatever - Guys are all the same." Liz said in amazement.

Hellboy labors up a steep slope, using rocks and roots for handholds while Ariel uses her claws to effortlessly scale the terrain. He reaches a dead end and collapses, out of breath.

"Tired already? Wimp." Ariel taunts.

"Shut up." Hellboy gasps out.

Light filters through a crack in the ground; he can faintly hear Liz and Myers. Liz and Myers reach a wider section of Tunnel "B". They find themselves calf-deep in brown water. Myers lights Liz's path as she steps onto a large stone.

"Watch out. It's slippery..." Myers warns. His light shorts out. She shines her light past him.

"Oh, my God..." Liz starts. Myers turns. His flashlight comes back on, revealing a complex natural cavern. An entire wall is covered with translucent eggs.

Sammael is there, gnawing on a dry arm bone, with the hand still attached. When the light hits his face, his milky pupils constrict. A snarl as a second Sammael emerges from the water. It shakes itself off. A third one raises its head.

Myers and Liz try to back away, but a metal wall rises right behind them KLANKKKKK! They are trapped! Myers goes to grab a set of explosive belts. Tries to set up the timer. Zipp! - one Sammael snatches them away. Myers falls to the ground, clothes torn, injured.

"Marco, Marco, Marco... Get your Big Red butt over here!" Liz yells into the radio. Something stomps on the ceiling directly above them. Again and again.

Hellboy pounds the floor with his rock hand. Furiously.

"Hang on kid, I'm coming for you!" Hellboy calls out.

"Are you sure this is a good idea?" Ariel comments as she looks at the structural integrity. The rocks below them start to crumble.

Dust and rocks fall from above. The four identical creatures move in on Liz and Myers. Myers shoots one in the head three times. The creature shakes off the hits as if pelted with pebbles.

One of them springs. As it flies through the air, Hellboy crashes through the ceiling. He lands on top of it along with Noel and a ton or two of stone. The creature is crushed.

Two eggs glow, metamorphosing. Presto - two new Sammaels are born. The first two Sammaels growl, joined by the two new ones. Liz sprints to safety. Ariel stands groggily to her feet and shakes the dust off of herself. She limps over to the rest of the group having hurt her leg.

"Sorry. Just couldn't leave you two alone." Hellboy said sarcastically.

"Yeah we thought we would just drop in." Ariel adds on dryly. Hellboy scoops up Myers and deposits him next to Liz along with Ariel.

Lit by Myers' flashlight, two of the creatures jump. One clamps onto Hellboy's back, the other onto his leg. Hellboy howls. The third one joins in, like lions dragging down a zebra. This time, though, the zebra fights back.

Hellboy pulls out his gun and fires a round into the chest of a Sammael. Two eggs glow - two new Sammaels are born. They're five.

Hellboy's torso is covered in blood. He falls to the ground as a fourth and a fifth creature spring onto him, biting. Hellboy is in trouble. Liz watches and shivers. A ripple of heat shimmers over her body.

"Hit me." Liz tells Myers.

"What?" He asks. Liz is desperate, crying.

"Hit me…" She says again. "All of my life I've run away from it... Now I want it to happen! Do it."

Hellboy screams. Water explodes under the fighting bodies. Two of the Sammaels turn their attention to Liz and Myers.

"I can't, I …" Myers stutters. Liz slaps him.

"I know now: I love him. I've always loved him." Liz states.

"Oh, for the love of..." Fed up with the delay Ariel slaps her across the face, once. Hard. The heat ripple builds. The air vibrates around her. Her pupils kick back light, like an animal's.

"Go now." Liz said in a strained voice. Ariel grabs Myers and ducks behind a rock as Liz's arms blaze with fire.

The two approaching Sammaels are ready to pounce. Noel readies her swords. On top of Hellboy, one of them turns its head, like a lion hearing the hunter's gunshots. A staggering Hellboy sees Liz's body shake in a surge of white-hot energy.

"Liz..." Hellboy calls weakly. The water at her feet blows away as a concave shockwave of fire expands. The fire engulfs the creatures and devours them all.

Hellboy pushes away the half-cooked remains of two Sammaels. The other creatures are little more than blackened bones. He stumbles forward. No water left. Everything is half-buried in a cracked, bone-dry bed of mud. Liz lies on the ground, on her side, unconscious.

Myers is alive, but too groggy to even acknowledge it as is Ariel. Weakly, Hellboy turns around: In the eerie silence of his deafness, he sees Grigory - laughing noiselessly, witness to an absurd comedy. Ilsa approaches. And - in a simple, brutal move - hits him with a hammer.