"I gotta' admit, you actually managed to catch me off guard here. I never expected you folks to be the ones to draw me out...never expected y'all to find our hideout at all." 13 said, slowly landing in the courtyard, a pale white mist starting to circle in the air. "You got one up on old 13. Savor that, cause none of you are gettin' out of here alive."

"Says you." Raditz said, before loudly snorting and then spitting onto the cracked ground.

Yamcha suddenly took a step forward, gritting his teeth in pure rage "I've had enough of your damn ego-stroking! Tell us where Tien is! Now!" he snarled.

For a brief moment, 13 seemed genuinely surprised. The towering blue-skinned robot thn shrugged his shoulders in a dismissive fashion and then said "That three-eyed freak? How the hell should I know? Don't you keep muties like him on a leash?"

That little insult was enough to push the scar-faced bandit over the edge. He let out a loud yell that sent his scarlet aura around his whole body, amplifying his speed fiftyfold. "Yamcha, wait!" Kakarot yelled, all too late. Yamcha lunged forward, crossing the entire courtyard in the span of a second. When he reached 13 he immediately launched into a barrage of kicks, each of which strong enough to paste a normal human being.

13 didnt bother dodging. Why should he have to? Every strike bounced against his face and budged his head by a few millimetres, yet they were doing zero damage to his durable hull. Yamcha yanked both of his fists above his head, this time increasing his physical might by a factor of sixty.

He swung both fists down in unison, both striking the Android's left temple and hitting hard enough to make his body skid a few inches to the side. "Hmph. That all? Pansy." he grunted, vanishing and then reappearing behind Yamcha, before he slammed his knee into his foes back hard enough to launch him clean through one thick metal wall.

The giant blue Android spun around a split second after he was done with the human, his finger crackling with a pale golden light. 13 swung his arm out, an arc of light bursting from his finger and hurtling toward the other warriors, the explosion that followed hitting hard enough to blow the other human warriors away and forcing the others to brace themselves against the immense force.

13 shot through the smoke cackling like a madman, swinging his giant fist down at Kami. The Namekian only barely dodged the downward strike, responding with a rapid knee that smashed into 13's face and knocked his head back a few inches. "Ha! That all you got?!" 13 spat, before jamming his elbow out and striking Kami in the forehead, sending his body soaring back across the length of the courtyard.

Raditz suddenly lunged at the blue-skinned monster before he could go after Kami again, striking him three times across the face, each punch hitting him hard enough to knock him back a step. Raditz drove both of heels into 13's sternum, the blow hitting with enough force to send a few small cracks running up his armoured skin. "Ha! You like that?!" Raditz spat.

"Can't say I'm a fan." 13 replied dismissively, gripping one of Raditz' ankles in one giant hand. He swung his foe around like a ragdoll, smashing the long-haired Super Saiyan into the ground at least four times, before spinning his dazed foe around and flinging him up into the blue sky.

The twins were rushing him from behind, and 13 quickly turned and braced himself for the impending assault. While his sensors were telling him they hadn't reached the same level of Kakarot or Raditz, they were still decently powerful and could make for a decent threat now that they were attacking him in unison.

He was soon flanked on both side by rapid-fire punches and kicks, moving his large arms to block every strike. They were fast but he was faster, though he could feel the odd little dent form on his armoured body from the Super Saiyan attacks. Gohan ducked under one large fist and punched 13 in the chin, and with their foe briefly staggered Tanip let a white energy wave fly from her fingertips and explode against his abs.

The blasts managed to send him skidding back a few inches, but then he swiftly lunged forward and punched the twins at the same time. Both half-Saiyans were knocked clean across the area, their bodies smashing into the concrete and then skidding along the hard surface.

A series of grunts to his side cause 13 to turn around, until he saw Kakarot helping Raditz up from the crater his body had formed on the hard ground.. "So you're Kakarot huh...? We've got plenty of records on ya...I've been waiting a long time to try you out for myself." He punched his fist into his open palm, and then slowly advanced toward the two Saiyan brothers.


"Are you nuts?!" Tien snapped, clenching his fists together. An Android...He had been kidnapped and turned into some kind of mechanical man against his will? "You changed me, converted me into a robot?!"

"A cyborg would be the more accurate term." Dr. Gero replied, folding his arms. "Desperate times call for desperate measures Tien." he said.

The triclops paused for a moment and then cocked his head to one side "What do you mean by that?" he asked.

Dr. Gero sighed and then paced around the room "Are you aware that your friends are up topside right now, fighting 13? They stand very little chance of beating him...And even if they do, the Emperor can still release Cell who is even more powerful...Even killing the emperor leads to the possibility of the two going rogue." He trailed off and then pointed a wrinkled finger toward the martial artist "However...with the boosts my mechanical components have given you, you have enough strength to stop either Cell or 13."

That caused the triclops to frown again, before he turned his focus down to his hands. He was able to effortlessly swat 16 aside, so at the very least he was stronger than 14 had been. Could he really be as strong as this geezer was saying?

It was at that moment that he recalled what Gero just said. His friends were up on the surface, fighting for their lives against Android 13..."I don't have time to waste here. I'm going to find Chiaotzu and talk him down. I'm assuming you still have my clothes?" Hachiko nodded and reached into one locker, pulling out Tien's green pants, his black karate shoes and his arm guards.

He dressed at super speed, and in the span of two seconds he was decent again. Tien punched his palm and then looked over his shoulder at Gero "We're not done talking about this. But I have to stop Chiaotzu from killing my allies. And once that's dealt with, you and I are going to have a chat about why you shouldn't stick machines in people without permission."

With that, Tien dashed off into the metal corridors, a blur of green that the human eye could only barely see. Gero sighed once he left, shaking his head. Tien would learn soon enough that that boy's mind had been broken beyond all sense of reasoning.


Kakarot dodged around another punch, only barely able to outspeed 13's giant blue fist. He crossed his arms before his face, using the x-shape to block another strike that sent tremors throughout his whole body. He grunted and pitched sideways, before striking 13 under the ribs with a strong kick that made a small dent in his hard shell.

The attack barely slowed the towering Android's momentum, and he promptly knocked his foe down to earth with a swift slap across the face. Kakarot's body formed a deep dent in the rock and kicked up a large cloud of dust, but before he could get up he was struck from behind by an explosive bolt that sent his body spiraling away.

Once Kakarot struck the ground, Kami moved over to help him to his feet. "I'm fine...fine..." the Saiyan mumbled as he got up "Damnit...these muscles make me stronger but they're also slowing me down..."

"You don't look fine." Kami said grimly "But I can't let you just sit this out. We'll need all the help we can get against this guy..."

"I have an idea." Kakarot said, looking to his adoptive father and placing a hand on his shoulder "Just listen...I'll need your help to pull this off."

Before 13 could pursue the guardian, he was swarmed by Krillin, Nam and Yamcha. He was forced backward by the rapid storm of attacks being unleashed on him, powerful punches and kicks that struck off his armoured hide. Their strength was being amplified to an impressive degree, but any damage they were doing to him was negligible at best.

Krillin jammed one hand upward, firing a bolt of bright yellow light from his palm. 13 cocked his head to the side to avoid the blast and then promptly flicked Krillin on the cheek with enough force to smash his body into the smouldering wreckage of one ruined mech suit. "One." 13 murmured.

Nam dashed around, ducking under one giant blue arm and then skidding to a halt directly behind his foe. He jammed both hands outward and a flurry of orange and red ki bullets flew from his palms, bombarding 13's back and leaving several scorches and burns in the broad surface area. 13 suddenly lunged while still keeping his back to Nam, and in the span of a single second he struck him in the ribs three times.

Nam felt his eyes bulge from his head while blood and bile flew from his open mouth. He stumbled back, a few large bruises quickly forming on his skin.13 then spun around ad then hit him in the jaw with a mighty uppercut that sent his body hurtling straight up into the air, barely conscious. "Two."

He turned and then saw Yamcha dashing towards him again, red ki swirling around his entire body. 13 smirked and braced himself, just as Yamcha threw a right hook. "Thr-" His fist froze up, a feint to distract him, and then he was struck across the face by a super charged left jab, the ki charged punch causing an explosion that sent his head jerking back and caused him to stumble back a few steps.

A small trail of smoke had formed on the buff Android's face, gradually fading away. Some small blue shards fell off his face, revealing glints of silvery steel underneath. "Oh you little piece of..." His fist quickly hammered into Yamcha's face, both arms moving like blue blurs as he forced the former bandit backward.

A cross to the jaw sent blood gushing down past Yamcha's lips, a strong upper cut knocked his head backward, and 13 followed up with a powerful boot to the gut that slammed into his opponent's stomach and drove him into the hard ground. "Now, as I was saying. Three."

It was at that moment that another ki blast was sent hurtling his way, but the Android was able to quickly swat it away. He turned to see Chi Chi rushing his way, his scanners telling him that she was stronger than the other humans. Maybe he'd get a decent challenge out of this one...

Chi Chi moved with impressive speed, dashing around 13 in a random pattern, leaping around him and continuing to keep him on his guard. The Ox princess seemed to have made Zen Kaioken into a fine art, able to seamlessly switch between amplifying her speed, strength, durability and ki power on the fly with seemingly no delay. She was able to constantly move around 13 and keep him on his toes, but it seemed that with every once in a while she would pause for a quarter of a second just to strike a different portion of 13's body with a charged physical strike.

She hit pretty damn hard despite her relatively athletic frame, and it seemed that wherever she struck she managed to either dent or crack a portion of his body. 13 was getting furious, being blitzed by some lowly human bitch. However his scanners quickly picked up on something, that Chi Chi was developing a pattern in her motions.

A strike to the back of the knee, a punch to the hip, an elbow to the collarbone and a karate chop to the temple. Strike to the back of the knee,punch to the hip...She went for his collarbone, but this time 13 sidestepped her and got her with a high-speed backhand to the face that knocked Chi Chi backward. He dashed after her and intercepted her, before kicking her high into the sky like a human football.

The Ox Princess fell back down through the air and had one rough landing, tumbling along the ground until she skidded to a halt. Just as she forced herself to her feet, a searing beam of heat flew from 13's eyes and hit her in the gut with enough kinetic force to launch her back into the hard ground. She clutched her burnt stomach, grunting and groaning in pain. "Hmph. You got a few good licks on me, but if that's all you people have to offer-"

13's sensors abruptly beeped a warning, and he promptly backflipped to avoid an incoming kick from Kami. He landed behind his foe and kneed him in the small of his back, the impact staggering him forward. Kami spun a quick roundhouse kick, but it seemed his bulked up muscles had slowed him to the point where the Android could just move his head back a few inches to avoid the attack.

"Too slow green bean. What the heck are you hopin' to accomplish against me?" 13 asked mockingly, while alternating between blocking and dodging the Namekian's physical attacks. His large fist shot out like a rocket and hit Kami in the abdomen, the attack lifting his feet a few inches off the ground and causing Kami to gag. Before he could react further, he drove his elbow down between the Super Namek's shoulderblades, forcing him to the ground on his hands and knees.

"You might be as strong as a Super Saiyan, but that don't mean much to me." He reached purple bruises on his dark green skin. A series of pained grunts fell from Kami's lips as his head was forced up to look 13 in the eye. "I mean what in Sam Hill were you thinkin' rushin me like that with those slow-ass attacks?"

Surprisingly, Kami grinned. "I was thinking of distracting you." he began, a small twitch causing his antennae to move "And then stunning you."

Kami's antennae were suddenly aglow with a white light, before two streams of electricity burst from them. 13 was soon wreathed in electricity, yelling and yowling in pain while Kami poured out the majority of his ki to keep the blue giant stunlocked.

In his pained state, 13 released his grip on the Namekian and gave him the chance to move away. Kami's muscles collapsed back inward, and then he promptly leapt backward. Over the noise of his pained howls and the electric buzzing filling his audio sensors, he could faintly hear Kami yell out "Kakarot, do it now!" And then, 13 heard another yell.

"RAGING BLAST!"

The Android awkwardly shifted his body, his hydraulics and motors jittering all over the place from the lightning coursing throughout his lumbering frame. He turned until he was facing Kakarot, and then his amber eyes widened in horror once he saw the full-blooded Saiyan launch a column of gold and red energy his way.

The blast struck dead on against 13's broad chest, hitting with enough explosive force to shake the entire fortress and cause snowy avalanches on the surrounding mountains. Another long scream escaped the towering Android's mouth, drowned out by the explosive noise of Kakarot's Raging Blast attack, the wave of energy continuing to burrow against his hard outer shell, releasing enough kinetic force to gradually push him across the war torn courtyard.

Finally, the attack died down and the full-blooded Saiyan slumped forward an tried to catch his breath. A great stretch of smoke obscured his target, and as he was a machine Kakarot had no idea if he had snuffed him out or not. "That...agh...It hit dead on...he couldn't possibly still...hah..."

"You...BASTARD!" the sudden voice bellowing across the yard caused a cold sweat to break out across Kakarot's body. Through the plumes of smoke he could see a silhouette of a large bulky figure, that grew clearer and clearer with each passing second. Android 13. Alive.

When the smoke cleared it became obvious that Kakarot's energy wave had done a decent amount of damage, forming a deep molten scar, a burnt circle of twisted grey metal on his pectoral's and upper abs. 13 was huffing slowly and steadily, rage plain on his face. He clenched his fists and glared at the Super Saiyan. "You...hurt me! You outright damaged me! You bastard! Nobody damages me, I'm the strongest one around!"

13's large foot pushed him off the ground, letting him move at superspeed. He grabbed one of Kami's wrists and punched him in the face hard enough to tear his arm off at the elbow, sending the screaming Namekian flying back, with a trail of purple blood marking his path.

"I'll show you..." he snarled, dashing toward the fatigued Kakarot. Gohan and Tanip shot forward to intercept him, only for 13 to hit them with a spinning clothesline. Both of his fists struck the twins across the face, knocking them both away from him until their bodies crashed into the terrain. "Kid gloves are comin' off now!"

He kept charging like an enraged bull, closer and closer to Kakarot. He slammed into him with a powerful shoulder charge that knocked the wind straight out of him. Kakarot was slammed into one wall hard enough for his body to dent the metal, only to be immediately smashed deeper into the metal by 13's boot.

"You think you can hurt me? ME?!" 13 snarled, slamming his boot against Kakarot's torso a few more times "Well fuck! You! Kakarot!" he snapped, punctuating every word with another kick.


Chiaotzu continued to watch the battle unfold through his view screen, a frown creasing his ageless features. Their attacks wer starting to really show on 13's chassis, and the more damaged he became the more likely his foes were to take him down through some stupid stroke of luck.

His eyes glanced across his throne room, coming to rest on the tube that Cell was stored in. A creature designed to be the most powerful killer on the planet, the apex predator. There was a good chance that 13 would still kill them all, but he stll didn't want to risk losing another Android and leaving him with just one ace. He needed a little extra insurance it would seem.

Chiaotzu's eyes let out a faint purple glow for a fraction of a second, until there was a loud clinking sound from Cell's storage tube. Green liquid dribbled from the top of the tube as the grey metal lid opened up.

From within the tube, the creatures glassy orange eyes began to glow and it stirred within the tight confines of its tube. Ivory hands gripped at the rim of the top of the tube, and then slowly it began pulling up out of the water. It's hands and feets were a clear ivory in colour, as was the dagger-shaped tip of it's tail. However it's fingers, toes and the length of it's ringed tail matched the rest of it's skin, a dark navy in colour. Black spots, like the signs of decay on a banana skin, were dotted all along its skin.

Cell's head was adorned with four pointed black spines, like the points of a crown sticking out from around it's skull. In a manner similar to an Arcosian, he had a black shining bio-gem on the top of his head, surrounded by his quartet of horns. His shoulders and pectorals were covered in an armoured, chitinous material of the same colour.

More water continued to spill out of the tube as Cell pulled himself loose of the tight confines. His orange beak opened wide to take his first breath of air. Finally his feet touched the hard floor, and his solid orange eyes surveyed his surroundings. Cell's focus turned toward his white palms, examining the two red gems embedded in his hands for absorbing ki.

The apex predator was awake.


A/N: Things are looking bleak for the Z-fighters, with Cell and Super Android 13 set to take them down. Will Tien be able to intervene and stop the Emperor in time?

Okay, for Cell's design I tried to incorporate a lot of different elements. Right now he looks like a sort of mix between the imperfect and semi-perfect Cell from canon. The bug-like features and stance of the imperfect form, with the bulkier and more armoured look of semi-perfect Cell. Seemed appropriate, since he's supposed to be about as strong as Super Android 13, if not stronger. In addition he has the pointed horns like Cooler's fifth form, the blue skin and glassy eyes of Wheelo/Kochin's bio-men. Plus I decided to give him the energy-absorbing gems that Android 19 and 20 have in canon.

And this seems like as good a time as any to let y'all know that I'm going on vacation fro August 23rd to September 5th. A fortnight where I likely won't be able to do any work on any of my fics. Still, I worked extra hard to give you a decent chapter here, to hold you all over.

-BlazingCarnage: Woah o.O didn't see that coming. Maybe you should have Gero turn Bulma into Android 18. Now That would be something.

Well, that certainly would be an interesting change from canon.

-pointer39: Tell us though... Can Gero force Tien to do things like with 16? Unknown to Tien, that is

Unfortunately for Gero, no. Much like the 17 from canon, Tien can rebel against Gero however he wants. He's just not a dick about it.

-Sup: Do you plan on adding anymore female fighters? Just curious.

I...might. I mean Videl still has to appear, so I might try utilize her character and make her more powerful than in canon. We'll see.

-DaOneInDaCorner: So, I only just thought of this but is it possible for either Tien or Android 13 to absorb the other? Or maybe even Cell absorbing Tien since he's technically Biological and mechanical just like Androids 18 & 17.

Not really. Tien's power core is incompatible with 13's design, unlike the power cores of the other Android's. With Cell's ki absorbing gems though, he could absorb the power from either of them.

-jcogginsa: Gero must have seriously upgraded the Red Ribbon Army's tech. In the original series Tao Pai Pai was the only person unfiliated with them to be a threat in a straight fight. the moment Goku decided to actually attack them, he destroyed them without a thought

Well they've had like, an extra 30 years to expand and improve their resources without interruption.