So, I've thought for a while that it's sort of unnecessary to put author's notes before every chapter... Until I realized how awful that 'next chapter' thing looks when it breaks up the actual chapter text. I mean, that thing right there - Or there-ish, I guess.


There was someone working for Noelle.

The thought seemed ponderously slow to me, drifting through my mind as if through molasses. She had a cape on her side, an actual human person who had sided with her. It didn't make sense, she wanted to smash what little was left of Brockton Bay, why would they be helping her, unless—

Her teammates. He had to be one of them, but which one? His costume was definitely familiar, all red and black with a top hat, but I couldn't remember his name. He'd been talking to Tattletale, once.

It didn't really matter now, except that it did and something in the back of my head was screaming at me to make the connection now, before it was too late.

Alexandria was lifting me up and away, even more impossibly out of range for Noelle and the mist generator, and that should be calming me down, but something was still niggling at the back of my mind. I turned to look down at the slowly receding figure, staring up at me with a hand outstretched—and then there was a wall in front of me and something slammed into the backs of my legs with the force of a rampaging bull, and the whole world went sideways.

I bounced off the brick wall like a pinball and rolled painfully onto my stomach on the street, head spinning. My eyes opened, but the world was still dim and hazy, all buried under a blanket of fuzzy whiteness.

"Wha?" I mumbled groggily, pushing myself up onto my elbows. The gloom ahead of me shifted, providing just the slightest bit of warning. I tried to scramble away, but part of my mind was still up in the sky, safe in the knowledge that I was a couple hundred feet out of reach. Shaking my head in an attempt to clear it, I watched as the mist ahead of me seemed to darken and writhe.

I stumbled backwards, diving to the side as one of Noelle's tongues erupted from the fog. It chased after me, stretching and elongating like a worm. I scrambled away on my hands and feet, crab walking with my back scraping the road beneath me. My whole world tunneled, all my focus directed towards my feet, and trying to get them back under me.

The mist seemed to thin again, and without even thinking I pushed myself up onto my knees, hauling myself to my feet and sprinting off into the thicker part of the cloud. It took me a moment to realize why—I might be able to see better without all that fog in the way, but so could Noelle. Not only that, but it had been right after the mist cleared away that I'd somehow ended up back on the ground. I still wasn't entirely sure what had happened, though teleportation seemed a likely bet.

So, if I was right, and whatever it was had been line-of-sight, then I should stick to the fog as much as I could. Grimacing, I dodged behind a building just before the mist around me evaporated. Scanning the street around me frantically, I dashed toward the next group of buildings, weaving in between them as quickly as I could. The fog had almost totally dissipated behind me, though an ever-receding wall of the stuff always stood a few feet in front of me. I could see through it, though only vague outlines and not as far as I usually could. Still, it was enough to judge where I was going, and where to run.

My feet pounded on the ground beneath me, and as I looked up I thought I saw shapes overhead. The sky was still cut off by the mist, but if I was right than there might have been fliers above me. Whether they were friendly capes or clones, I had no way of knowing, but there wasn't much I could do about them. I kept running, barely managing to dodge a signpost as it emerged from the gloom.

Leaving the mist was almost as disorienting as entering it. One moment I was sprinting full-out, panting for breath more out of fear than exertion, with the fog clinging to me in clammy wisps. The next, I was squinting against sudden brightness as the world around me burst back into life. Color returned to the buildings around me, once again sharp in their clarity. I glanced back over my shoulder, and caught a glimpse of the fog swirling at my heels, intangible tendrils reaching out as if to grab me.

Noelle was still moving, I knew. I could almost feel the tremors of her feet hitting the ground. So I kept moving, running in the same direction I had been. Only then did I realize that I was headed back toward the command center. I knew I shouldn't—people hadn't been evacuated yet—so I skidded to a sudden halt and turned left down a side-street.

Soon, running became almost routine. I stumbled repeatedly on bits of rubble and trash washed out onto the road, but always managed to keep my balance. Water sloshed beneath my boots, but I kept to the sidewalks where it was shallower and tried my best to find to solid ground whenever I could.

Then, above me, I heard a sudden commotion. Glancing up, I tripped over a hidden bit of refuse and nearly brained myself on an abandoned car as I sprawled face-first on the concrete. Wincing as my helmet rebounded off the rearview mirror, more or less painlessly thanks to the padding, I rolled back to my feet and looked at the sky.

Far, far above, so distant that they were nearly invisible, I saw the same gathering of specks that I had before. Even though the mist was now behind me, I couldn't really see them any better. They were farther away, and all I could really make out was a larger white blob, coupled with two—no, three—darker dots silhouetted against the evening sun. It was loud, though. Bright lights kept going off between them, and sometimes time a sharp crack would accompany them, almost like distant thunder.

I didn't really mean to slow down, but I suddenly realized that I'd been gawking and not running, and Noelle was probably getting closer. Cursing, I started sprinting away again, ignoring the figures above me entirely.

That, it turned out, was a mistake. As soon as I passed underneath them, I caught a glimpse of motion in the corner of my eye. Turning, I froze for a moment at the sight of one of the fliers plummeting toward me like a rock, and of her face—so distorted by Noelle's power that her jaw was frozen open in a permanent scream.

The clone nearly plowed into me, but I just managed to throw myself out of the way, landing painfully on my hands and knees. The weight of the impact buzzed up through my bones, jarring my elbows and sending me sprawling flat on my face.

I pushed myself over, wincing at the motion, and threw up a hand to shield my face—an instinctive reaction rendered a bit moot considering I had a helmet. There was a flash of bright light, searing into my eyes even as I shut them reflexively. I could actually feel a wave of pressurized air driving me into the asphalt, and a wall of noise blasted into my eardrums.

When I came back to my senses the whole world was ringing like a bell, and water was soaking into the back of my armor. I opened my eyes, blinking away bright spots to reveal a hand, not three inches from my face.

Pure instinct saved me. I reached up, grabbed the offending limb by the wrist, and pulled. The clone flipped head over heels, revealing that she probably didn't have any superstrength—that hadn't worked nearly so well on Glory Girl.

As soon as she managed to right herself, her hand raised once again. This time I was too far away to stop her, so I turned away and snapped my hands over my ears just before the second flash. This time I had braced myself, and now that it wasn't quite point blank I recovered quickly. Struggling to my feet, I whirled around and struck out at her head, aiming to put a fist through her temple.

The clone caught my punch on one hand, and I caught a glimpse of a brilliant mosaic of red energy before it shattered under the force of the blow. My fist kept going, and crashed into her arm with about half the initial force—which, with my armor, was enough to snap her wrist.

She didn't look like she was in that much pain, but she hopped back into the air just the same, hovering a few feet above my head and preparing another blast. I backed off, turning away fully and covering both my eyes with one arm. The blast wasn't so bad when I was ready for it, and I turned back around almost immediately, only to find her barreling towards me again.

I don't have time for this, I thought, frustrated. If I could disable her and make a run for it, I didn't think she'd be able to do much to stop me, since her attacks were much more manageable when she wasn't right next to me. Her flight would be a problem, though. When all this was over, I didn't care how much my power whined at me, I was going to install some ranged options into my armor.

Grimacing, I tried keeping some distance between us, but she caught up to me with barely a thought, her toes skimming over the water flooding the street. I was starting to see some of the strange fog coiling on the ground a couple of blocks away, and Noelle probably wasn't far behind. I was out of time.

A glance upward showed me that the other three capes were still locked in their aerial battle, though the white one looked like it was gaining ground. No help from that front, assuming all the darker spots were clones. I couldn't rely on help from the command center either, not unless they knew where I was.

Just like that, it clicked. I tried to reach for my armband, to send a message for Dragon, but the clone had gotten close enough that it was raising its hand to blast me again. I shielded my eyes as best I could, but it was too slow. A wave of light blasted into me, making me fight to keep my balance, and the dazzling brightness bled through my eyelids and seared into my skull.

For a moment I stood still, gritting my teeth and waiting for my vision to clear. I stretched out a hand, waving it blindly in the air in front of me in a vain attempt to compensate for my temporary blindness. Something brushed against it, and I had only an instant to try and dodge before I felt something tugging on my armor.

And, for the third time in one day, my feet left the ground. I swore aloud, finally blinking away enough of the leftover glare to make out the clone hovering right beside me, gripping my breastplate in one hand and holding me up in the air. The other was positioned right in front of my visor.

I jerked back and away, turning my head as far as I could and ramming my knee into her sternum. Something crunched, but her attack went off just the same, with a deafening crack and another wave of light. The clone howled in pain, and I reached both hands up to try and grapple her, seeking out more vital areas like the chest and face.

So, like any flier that had picked up an unexpectedly violent opponent, she dropped me.

Despite how obvious the maneuver had been, I wasn't expecting it. She was, like all the clones would be according to Lisa, completely nude. There were no loose bits of fabric to grab onto, and I hadn't reached high enough to get a grip on her hair. Instead, I slipped off and began to fall, spinning and twisting uncontrollably through the air.

There was the moment of weightlessness that seemed to last barely an instant before I slammed into something hard—though not nearly as hard as I was in free-fall. Whatever it was caved in almost immediately with the sound of breaking glass.

My eyes fluttered open, revealing the remains of someone's very expensive looking SUV. The whole roof had flattened inwards, crumpling until I lay in a small depression in the middle of the car.

From that position, I had a perfect view of the sky above—and for once, the people fighting up there. The white dot I'd noticed before was now rather clearly two people, both wearing light-colored costumes, one apparently clinging to the other.

I swore aloud, and began extricating myself from the shell of the car. That was almost definitely Glory Girl and Panacea, and if Tattletale was to be believed then leaving them to the clones was a bad idea.

The clone I'd been fighting before was only about a dozen yards above me, so I had to act fast. Grabbing my armband, I jabbed the button on the left and bellowed, "Clones attacking Panacea and Glory—!"

Another blast detonated, cutting me off mid-sentence. Caught off-guard, I hadn't had time to brace myself, but the clone was thankfully too far away for it to have the same devastating effect. I still managed to haul myself over the edge of the car roof and land heavily on my side.

Pushing myself back upright, I saw the clone readying another attack. She was staying out of my immediate range this time, sacrificing power until she could fly into my guard while my eyes were closed. Grimacing, I turned my back on her and sprinted in a straight line, avoiding most of the light effect. My ears were still ringing a little, though I honestly wasn't sure if that was because she'd just blasted me again or if it was just left over from her first attack.

I knew she was going to try and use the time I spent recovering to get close and blast me again. She would have to be in front of me, if she wanted to hit me with the light effect. But more than that, I guessed she would probably try and come up from behind if she could, while I was still a bit dazzled, to hit me harder and keep me off-balance for longer. I tried to listen for the sound of her approach, but my hearing still hadn't fully recovered. That, and someone who can fly doesn't have footsteps. So, abandoning anything resembling technique, I whirled around and leveled a punch at chest height, throwing all my weight behind it.

It nearly missed. In fact, the attack only barely grazed her side, and a shimmering red field appeared to dissipate the force of it even further. Yet, it did break through, and glanced off of her with enough force to knock her off balance. Twisting myself around again, I backhanded her hard across the face.

With a sickening crunch and a spattering of gore, the clone crumpled bonelessly to the ground. I stumbled back, doubling over as a wave of nausea crashed over me. The clones were surprisingly fragile, though I supposed I should be grateful for that.

Slowly, steadily, I breathed in and out, and stood to my full height again. As soon as I had composed myself, I craned my neck back to look up. Glory Girl was still ducking and weaving, trying to distance herself from the clones, but they seemed to be keeping her penned in. Even as I watched, she was forced into an honest-to-god barrel roll in order to keep Panacea safe from one of the clones, which kept firing thin red lasers at her as it circled around them.

Steeling myself, I cupped both my hands around my mouth and shouted, "Hey!" at the top of my lungs. The combatants ignored me completely, though one of the clones had stopped flying rather abruptly before continuing its attack on Glory Girl. They had heard me, they just didn't care what I had to say—yet.

"I'm Cobalt!" I yelled, waving one arm over my head. "Noelle wants you to kill me!"

That got their attention. All four capes turned to look down at me almost in unison, and Glory Girl seized the opportunity to dive through the nearest opening while the clones were distracted. She flew straight toward me, and the two remaining copies soon followed hot on her heels.

Skimming low along the road, she didn't land, choosing instead to hover a few feet above me. Panacea hung loosely in her grip, and would probably have fallen if it hadn't been for Glory Girl putting both arms around her back in an attempt to shield her from enemy fire.

"The hell are you doing?" Glory Girl demanded, turning to keep her eye on the clones. One was hovering in place, glowing a bright green, and the other was trying to circle around to attack us from the other side.

"Distracting them," I answered. "I'm the one Noelle wants dead."

"It won't work," she replied grimly. "They... they're copies of Laserdream."

I winced. "I'm sorry."

"You killed that other one?" Glory Girl asked, ignoring me in favor of glancing down at the body.

"Yeah."

"Good. I'll deal with the one behind us, you take out the other one. I can't really fight without getting Amy hurt." The girl in question shifted slightly, and I grimaced at the sight of her right sleeve, which was beginning to turn pink even through the layers of cloth that made up her costume. I suspected Glory Girl had learned not to engage the clones the hard way.

The two of us stood, or in her case hovered, almost back to back, as the clone in front began closing in on us. Glory Girl lifted off to lead the other one away from me, to let me handle the more close-ranged fighter on my own.

Staring down my opponent, I suddenly realized that she did bear a noticeable resemblance to Glory Girl herself, aside from her strangely rigid-looking skin. It was easy to believe that they were cousins.

Then, she flew over a dozen yards in half a second and a burst of green energy, and I immediately pushed aside that line of thought. Her lunge was insanely fast, considering the distance she'd covered, but I could still see it coming enough to deflect her punch off one of my gauntlets. As soon as she disengaged, she started to glow again, hovering backward until she was just outside my reach.

I had maybe a few seconds to stop her before she charged another attack. Rushing forward, I tried to get closer, but she just flew around me in a circle, forcing me to keep turning to face her. I felt my boot slide a little on something stuck to the road—and then she was shooting toward me, flying at her full speed with one glowing arm outstretched. I tried to dodge, but by the time I even realized she was coming she was already only inches away.

The clone's light-wreathed fist slammed into my chest with the force of a train and a blast of green light, luckily connecting right at the center of my breastplate where the armor was thickest. Still, it rang like a gong and dented hard enough to make my entire upper body buzz with suppressed pain response even through a layer of padding. A huff of air was forced out of my lungs, and I stumbled backwards.

Raising my arms into a more defensive position, I realized with a shock that the clone was already starting to glow again. I honestly wasn't sure if I could take another hit like that. Even if she didn't hit one of the chinks in my armor, I could already tell that the damage to my chest was more extensive than I would have expected—every breath made my nerves tingle. My ribs were probably bruised, maybe cracked.

I was stepping back a little, hoping that this clone's attacks would be weaker with distance like the other one, when a gunshot rang out across the street. I jumped, startled, and glanced behind the copy of Laserdream. I nearly cried out in sheer relief as I saw Miss Militia standing at the entrance of a side street. She had some kind of rifle couched in one shoulder, and was firing shot after shot toward the unfortunate clone.

One bullet in particular found the back of the clone's knee, and the strange energy that had been gathering in her fists all dissipated with a bang as the shot went right through her leg and ricocheted off my shin guard. She turned, hissing with displeasure, and started to fly toward the hero, with more energy already gathering across her whole body.

I flung myself after her, locking both my arms about her neck and wrapping my legs around her waist from behind, then slamming my helmeted head into hers.

The green energy met my attack with a crackling sound and the smell of ozone. My neck was wrenched back as the recoil nearly tore me off of her, but I held on and tried to squeeze her windpipe instead. Again, her power protected her and the attack let off a shower of sparks. She kept charging forward, but she was much slower now, apparently unable to handle the weight, and was hovering sluggishly only an inch or two off the ground.

Miss Militia never stopped firing. Shots impacted the clone left and right, though each one was repelled. Still, I'd realized by now that whatever it was she was using to block our attacks, it was the same thing that enhanced her own. If we kept hitting her, she wouldn't be able to hit back.

Satisfied that the gunshots were keeping the clone mostly unable to retaliate, I focused on stopping her steady advance on Miss Militia. Instead of trying to choke her, I moved one hand and clamped it over her face, covering her nose and mouth. She bucked, suddenly panicked, and tried to shake me off, but she couldn't charge her own strength, and so her feeble attempts to move my hand were easy to shrug off.

Still, she kept flying toward Miss Militia, and soon the hero would have to move to keep the bullets off her. I needed to slow her down, so I let go of her with my legs and dug my toes into the ground, wincing at the high-pitched screech of metal on asphalt.

Then, after many long seconds, she finally snapped. The green energy abandoned most of her body, and all shot to her arms to let her yank me off, and I found myself flying away from her, landing heavily on my back almost ten feet away.

As I looked up, her head and chest were already peppered with bullets. She collapsed soundlessly, face down. In the sudden silence following the outburst of gunfire, I could hear distant shouts and explosions. There must have been other capes fighting Noelle somewhere close.

Groaning a little at the effort, I hauled myself upright again and looked around. Glory Girl was back on the ground, with the clone that had been harassing her dead as well. Aegis and, to my surprise, Tattletale were both there as well, though the latter was keeping her distance from the New Wave capes. She had a gun, too, which surprised me more than it should have—as a thinker, she could probably use all the extra firepower she could get.

I jogged toward them, meeting Miss Militia around halfway there. "Thanks," I told her, as we moved in toward the rest of the group. She nodded back, expression somehow warm despite the fact that I could only see half of it.

"Amy's hurt," Glory Girl said almost immediately, as Miss Militia and I approached the other group. "She needs a medic." I could see that Panacea was almost hanging off of her shoulder, her face sweating heavily. Her sister didn't look great either, with her hair mussed beyond recognition and her costume covered in dirt and not a little blood.

"We need to get her out of here first," Tattletale urged. "Noelle is barely two blocks away."

Despite shooting a withering glare at Tattletale, Glory Girl picked her sister up once again, this time in a bridal carry. She looked frighteningly pale to me, with her freckles standing out starkly against her cheeks.

"Stay close to the ground," Miss Militia advised. "One of her teammates is working with her, he can swap people's positions if he has line of sight. You'd be safer following the streets."

Glory Girl opened her mouth to reply, then froze in midsentence. I turned to look over my shoulder, and saw a man in a lime green coat stumbling out of a side-street. Behind him, a clone that was nearly eight feet tall was lumbering down the road, swaying back and forth drunkenly and holding out clawed hands as if to strangle him. Another explosion sounded, this time not nearly so distant as before.

"Go!" Tattletale screamed. "Get out of—"

And in her place, the man in green was looking around, bewildered. "Damn it!" he hissed, then turned back toward the fight.

Tattletale was now trying her best to dodge the manic attacks of the strange clone, firing her gun into its face and backing away as it swiped at her face. I started towards her, only to find myself ten feet in the air. Actually managing to land on my feet this time, I let my legs absorb the shock of my fall and whirled around, trying to pick out the teleporting cape. There was a figure on a distant rooftop that looked familiar, but there were already several other capes mobbing him, so there wasn't much I could do to help. More people were emerging from side streets as the fight moved toward us, and soon I could actually feel Noelle's massive footsteps shaking the ground. I cursed, then resumed sprinting towards Tattletale.

The rumbling of the ground was getting louder, and I knew I should probably run—I was the one Noelle wanted dead, after all. But it still seemed wrong to leaver her there. I couldn't help remembering how cold Glory Girl had been to me, and how she'd protected Dinah, just because one of us had been forced to fight her.

That sounded crazy even in my head, but I kept going anyway. Tattletale had already put a lot of holes in the clone, and luckily for us whatever armor it had wasn't quite enough to stop a bullet completely. It was already staggering, so the second I was close enough I grabbed one of its flailing arms and yanked it off its feet. As it was falling, I brought my knee up and smashed it right in the face.

I only had about half a second to feel relieved at how easy that had been. Just as the dead clone was hitting the ground, a huge shape smashed its way through a chain-link fence blocking off the yard of an abandoned factory and began rushing towards us. Monstrous heads and a tangle of mismatched legs writhed in ragged unison, and Noelle let out a howl of unrestrained fury.

Tattletale and I bolted. I was soon to grab the thinker by the arm and drag her along with me so that she could keep up, praying that the rest of the capes fighting Noelle could slow her down enough to let us escape. Soon we were passing the spot where we'd been before, and I realized with sudden dread that Glory Girl was almost a hundred feet in the air, probably due to the teleporting scramble form earlier, while Panacea was still down on the ground. She was leaning heavily on the side of a nearby car, obviously unable to stand on her own.

"Fuck," Tattletale hissed.

Just as we were about to pass by her, I reached out a hand to snag the healer's and carry her with us. My glove brushed against the tips of her fingers—and something slammed into my back, making me pinwheel through the air and tearing Tattletale's arm out of my grip. I slammed back-first into the street, struggling to right myself. A thick tendril of sickly-smelling flesh was hovering above me, and I only just managed to push myself out of the way before it crashed down on the spot where I had been.

Looking up, I saw Tattletale frantically retreating, nearly tripping over some rubble as she tried to get out of range of the tongue that was thrashing around trying to grab her. Another three had targeted me, and I was forced to backpedal to avoid being pinned down.

Then, when I turned my attention farther to the right, my heart sank. Panacea had been knocked to the floor, and was trying to get a grip on the car she'd leaned on earlier to pull herself back upright. But behind her, another one of the tongues was rising off the ground, ready to strike. I tried to rush over to her, to push her out of the way, but Noelle blocked me easily, and I was forced to duck to avoid being captured myself. Tattletale called out a warning, but she could barely even move, let alone dodge an attack.

I watched, helpless, as the tongue wound itself around the healer's chest. Noelle lifted her easily into the air, and opened her mouths to swallow her whole.