Disclaimer: Guess what? I *still* don't own Max Steel.

A/N: Okay, since my best friend opted, rather than leave a review complaining about it, to call and actually yell at me about it, I think I might have overdone it a little on the cliffhanger at the end of the last chapter. Sorry. I didn't plan to do that. It just kinda turned out that way. And, hey, I need to keep you guys interested somehow. (Evil grin)

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Max stopped demolishing the punching bag when he heard Mindy speak. She was alive and safe. For now. He listened intently to her conversation with Psycho. It was nice to know she had so much faith in him. He couldn't help but smile when she called Psycho Smiley. Her last words, however, made him frusterated again. He wanted to help her so badly. Thanks to Rachel's stupid plan, he wasn't allowed to.




Berto smothered a laugh at Mindy's last comment to Psycho. So much alike, her and Max. Just one of the reasons why he couldn't understand his attraction to her. He wasn't blind, he never thought she was ugly. Then, when he actually met her and talked to her, he'd noticed just how pretty she actually was. The thing that really surprised him was that she seemed unaware of it. Of course, she was also just as annoying as she had seemed and was fully aware of it. In fact, she seemed to like being annoying.

"Max, where are you?"

There was fear in her words. He felt bad leaving her hanging like this. He didn't even want to think about how Max felt hearing her whispered question. Max was taking it as well as could be expected, he supposed. Sure, they would probably need to replace most of the equipment in the training room, but that was okay. What he didn't think was okay was that he was sitting here trying to figure out why he liked this girl at a time like this.

Not too long after that little chat, the signal showed as the signal remained in a single location. Berto locked in on the location. Hopefully, Psycho wouldn't decide to take her somewhere else after this. Now all they had to do was wait another half an hour before Team Steel went after them both.




Nearly fifteen minutes after her attempt to question Smiley, the van slowed and stopped. Smiley shoved open the back doors and yanked Mindy roughly out behind him. She winced as her bare feet came in contact with the gravel covered ground. Mentally, she cursed herself for not taking the time to slip on at least a pair of slippers before venturing out of the house. The sharp gravel felt as though it were cutting into her feet. Smiley either didn't notice her plight, or didn't care. He continued to drag her along behind him. She was almost relieved when they actually entered the building. Almost.

Smiley didn't slow his pace even for a second. Mindy practically had to run to keep up with him. She stumbled a few times before he looked back at her. Not really caring about her comfort, but annoyed with her stumbles, he picked her up and carried her the rest of the way.

Mindy would rather have been running to keep up than be trapped under the freakshow's arm. She put as much distance as she possibly could between them as he carried her, which wasn't much at all. She was beginning to worry about the signal from the transmitter. The place wasn't exactly Fort Knox, but was still heavily armoured. The outer walls were a few inches thick and made of metal. That was going to interfere with the signal, if not block it completely. And the deeper they went into the building, the weaker the signal would get.

Psycho stopped in front of a row of metal doors. He yanked open one of them, set Mindy down and pushed her inside. She stumbled forward into the dark little room. The door slammed shut behind her. Faintly, she heard his footprints fading away.

Her eyes adjusted to the dark fairly quickly. She could just make out what looked like a cot. Other than that, the room was empty. She looked all around for some sort of light source. Nothing. Great, she thought. So I've got to sit here in the dark and wait for Max to show up and get me the hell out. If he can even find me.

Cautiously, she walked around the room. The walls felt smooth and polished. They were made of metal, too, she realized. The floor was concrete and there were no windows. Even Max would have trouble getting out of this room. Or in. That was probably the whole point. Dejectedly, she made her way back to the bed and sat down. There was nothing she could really do now except wait and hope the signal was still getting through.




The second the signal began to fade, Max had told his father. Smith didn't look happy at all about this new development, but reminded Max that they had less than half an hour left, so he was to wait. Feeling extremely agitated, he headed for the hanger to make sure everything was ready.

The signal grew weaker and weaker, until he could barely hear it at all. With each passing minute, Max grew more impatient. He paced the room like a caged animal.

Finally, the rest of the team, except Berto, came into the room to prepare for the mission. Max was a little confused. Didn't they still have fifteen minutes left?

"Smith gave the go ahead," said Kat, as if reading his mind. "He's just as..." she looked at him, "almost as anxious as you are. Rachel's not thrilled about going early, but Berto says the signal didn't move anywhere, just faded. He also said the signal would get a little stronger as we got closer to the source."

Max felt somewhat relieved. No more waiting. A few minutes after that, he took off in Hawk while the others followed in other crafts.




Mindy started as she heard the bolt on her door sliding open. She held her breath as the door swung open. A Dread soldier walked in and the door closed behind him. A second later, light flooded the room. Mindy squinted against the sudden brightness. The soldier walked over to her and held out his hands. In one was a paper plate with some kind of sandwich on it. In the other was a paper cup filled with water.

Mindy looked at him, confused. This was an odd time to be feeding her. Hesitantly, she took the offered items.

He glanced at the ground. After a time Mindy followed his gaze. Her eyes widened at the sight of blood. There was a small trail of it leading to her feet. She set the plate and cup down next to her and picked up her feet. Looking at the bottom of her feet, she could see a cut on her left foot.

"I guess that gravel was a little sharper than I thought," she mumbled.

The soldier turned and left without saying a word. There was the audible sound of the door locking behind him. The lights, though, remained on.

Mindy looked suspiciously at the sandwich. She lifted one of the bread slices. Peanut butter. It didn't sell funny or anything, but she still decided not to eat it. She didn't have much of an appetite right now, anyway. The water, on the other hand, looked rather inviting. If it was drugged, she couldn't smell it.

The Dread soldier came back in. He said nothing, but knelt down in front of her and lifted her left foot off the ground. For the first time, she noticed he carried a small box, which he now opened. Silently, he cleaned the cut, pausing when she jerked a little at the stinging sensation from the iodine he used. After that, he bandaged the injury.

She was surprised. The cut wasn't very serious. Why was he bothering to treat it?

When he finished, he put the items he'd used back in the box, which Mindy now knew to be a firt aid kit. He stood and headed to the door. He paused for a second as he heard her quiet, "Thank you." Then, he was gone and she was alone again.

She sat on the cot with her back against the wall and sighed. She would've tried to fight the guy and make a break for the door, but knew it was pointless. There was no way she was getting out of this place. Not without some sort of plan and knowledge of the layout. She had neither. Even if she had gotten out of the cell, she wouldn't know which way to go to get out. Besides, this place was crawling with goons. If, by some miracle, she actually got past them and outside, she wouldn't know where to go anyway. No, she would have to stay put for now.

She was fairly certain there was a hidden camera somewhere in the room. That was the reason she fought her tears so much now. They may have caught her and be holding her against her will, but she'd be damned if she let them see her cry.

"Max, if you can hear me, please hurry."




"Max."

"What up, Berto?" he answered as he manuvered Hawk through the air.

"I just got a call from our mole. Mindy is at the base. She's perfectly fine except for a cut on her foot. They have her in a prisoner's cell that's made of metal and concrete. They're expecting you to try and get her back, they just don't know when."

"The signal is getting stronger. How close are we?"

"Close. You should be there within a few minutes."

"Good." A pause, then, "Just a cut, huh?"

"Yeah."

"Smiley's gonna pay for that."

"Oh, and the clean-up crew just got back from picking up the trash in front of your house. There were four soldiers, not two."

"Huh. Well, I only remember taking out two." He smiled. "The other two must have been Mindy's."

"Now, why does that not surprise me?" He thought for a moment. "Oh, yeah. It's because she reminds me of you."

Max smirked. "I should be really grossed out by that little fact."

"Why is that?"

"Because of the way you were looking at her half night when we went dancing."

Berto turned bright red and thanked god that no one was around to see his face right now. He noticed? Great. Just great. "I don't know what you mean."

"Please. You were a lot more subtle than Pete, but you were looking. And I did *not* miss that look you had when I cut into your dance."

"What look?"

"That dissapointed look. You were having fun."

"Can we not talk about this right now? There's a job to do," snapped Berto.

"We *will* be talking about this later, bro," said Max.

"I don't doubt it, hermano. You should be close enough to see the base by now."

"All I see is trees right now. Wait. There's a building."

"That has to be it."

Max landed Hawk behind some trees about 100 yards from the building. He contacted the others and told them exactly where he was and where the base was. Then, he switched to stealth mode and crept toward the building.

"You know," he said quietly to Berto, "I should warn you now, Morgan is pretty picky about guys she's willing to be friends with. You can imagine how picky she is about who she'll date."

"Max, now is not the time."

"I'm just sayin', you're gonna have to show her that she can trust you before she'll even consider dating you."

"Max, first of all, I never said I want to date her. I just think she's interesting. Second, will you please stay focused on the mission?"

"Alright. Fine. Whatever."

"Do you think you can manage to find a way in without drawing attention to yourself?"

"You know me, bro."

"Exactly. That's why I'm asking."

"Ha, ha. Very funny." Max seriously lucked out right then. A pair of Dread soldiers, who were patrolling the perimeter, walked by. Quickly and silently, Max crept up behind them. They never knew what hit them. He dragged them into the trees. The handcuffed them together and sat them on opposite sides of a tree. He then handcuffed their other hands together so that they were pretty much wrapped around the tree. They wouldn't be going anywhere for a while. Max noticed that one of them had a key ring with a number of keys attatched to his belt and took those with him, just in case.

Soon after, he was through the first door. To his chargin, there was another door that he needed a card and code to get through. The card wasn't a problem, there was one attatched to the key ring he'd borrowed. He had no way of knowing what the code was.

"Our mole gave me the code," said Berto, "but there's a camera on the other side of that door. If they see the door open and close on it's own, they might get a little suspicious."

"So what do I do? Wait for someone else to open the door?"

Two Dread soldiers came in from outside. Max pressed himself against the wall.

"Max, are you in here?" hissed one of them.

"Kat?" asked Max.

"We found those two guards you took out. We borrowed their outfits. They didn't seem to mind."

"I hope you remembered that mask so Mindy doesn't recognize you."

"Max, chill. It's taken care of." She moved over to the other door. "What's the code?"

Berto told Max, who repeated the numbers. And they were in.

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Sorry guys. I'm leaving you on another cliffhanger. I don't know why I keep doing this latley. Anyway, I am really, *really* sorry for taking so long with this chapter. I hope some of you are still reading. And thank you to one of my readers for that e-mail. I must confess, I can't remember all the details. It's been so long since I've been able to watch the show. I miss it so much. Just for you, I changed the summary to let people know that it's an AU story. And Thank you for liking Mindy. Why do you think I made her the way she is? I'm sick to death of the helpless female crap you usually see, too. It's irritating when you only have either the little Mary Sue girls or the tough girls. There's almost no in between. So I decided to make Mindy walk right along the border separating those two types. She isn't exactly Buffy the Vampire Slayer, but she's not the type to go down without a fight either. She's also not a total tomboy (she wears make-up and dresses like a girl), but girly she ain't (you remember the belching contest).
Anyway, I'm done babbling. Once again, sorry it took forever. The next chapter could take awhile. I have a pretty good idea what will happen, but I need to come up with all the details.

Rhiannon Faylinn

P.S. Please review. Pretty please. It helps to inspire me.