Man, it's already been over a month? Time flies. Gonna earn that T rating with some 'advanced' language (and Rouge) because I just kinda roll like that. Nothing above par for the Japanese dubs- and NOWHERE near Virtua Cops...

Some quick reviewer feedback...

I imagine G.U.N. is benevolent in the grand scheme of things as opposed to a 'shadowy government agency' in retrospect. They seem more analogous to a branch of the military (which, considering this is a Japanese production, is probably specifically based on the JSDF) as opposed to something like CIA or NSA, and the agents seem decent enough people, if slightly jerkish- they actually arrest G-men from another more shadowy agency in X. I didn't intend G.U.N. would end her if she simply failed the mission, although they probably wouldn't be too broken up if she did get killed in the process (she DID agree to this to avoid punishment for her crimes after all.) That's not to say that everything they do is unquestionably legal or ethical though. Of course, I'm not exactly an idealist...

Better. Not great, but better. At least she'd finally gotten to wash up a little bit, though nowhere near as much as she would have liked because she was on a short time limit and Agent Topaz had not exactly given great answers to the questions of whether or not her necklace was waterproof and what might happen if the bomb got a little wet. "Better safe than sorry," was the most helpful part though so she was going to follow it.

Then she suited up in the outfit G.U.N. had given her. It wasn't anywhere near as stylish as her own, but admittedly better suited to sneaking around at night: solid black and covering the entire body including the head. It fit amazingly well, accommodating her ears and tail comfortably, and it even had an opening for the wings so she could still freely use them. She had to give her compliments to G.U.N.'s tailors, though she couldn't help but wonder how exactly they got so close to her measurements.

Now she had been given back her own bag of tools which contained everything she could ever need. And what she needed most now was her makeup kit, because her face was in dire need of a touch up. "Are you serious?" Topaz asked. "You're not going out on a date here."

"Hey, a girl's always gotta look her best. You should give it a try sometime. Maybe then you might actually get Westwood's attention."

The agent's response was a flat, "What."

"I've noticed you two have this kind of... magic going on between you."

"What magic?"

Rouge paused while she applied lipstick. "That's exactly it... It's almost like... nothing. You're both just so boring. You'd be perfect for each other."

"You know, I could call him right now and say you're trying to escape. Nobody would even ask any questions."

"See? That sounds just like something he'd say."

"Just hurry it up. The rest of the team is waiting for us."

"The rest of the team? I thought it was just going to be me and my personal escort."

They started walking. "As far as you're concerned it is. Everyone else is strictly on standby for backup. That would be me, Westwood, and a few other agents."

"Backup? That mean if something goes wrong, you're going to rush in and save me?"

"Not exactly, but maybe we will if it's not too inconvenient." Rouge was pretty sure what that meant: the backup team wasn't for her benefit. But she had to admit that her escort was probably going to need it...

Now they were outside the building and heading towards one of the many flying vehicles the humans had to use to do what she could naturally. It was admittedly impressive, though a lot less so to someone born with wings of their own. Captain Westwood stood in their path, simply nodding at them (or probably just Topaz) as they passed. More agents were nearby, though a considerable distance away from the noisy aircraft, huddling around someone or something with interest. She followed Topaz into the open rear of the aircraft. The female agent walked for few moments before stopping to point at the bench running along the side and command, "Sit."

More of that? She nonetheless did, Topaz taking a seat next to her. The rest of the team began to file in and take seats, all a good distance from her. Westwood went straight to the front of the craft where the pilot was. The male agents all looked much the same except for one: a real short guy about half the height of everyone else. He was also not wearing the same outfit as the others but rather one like hers. The unusually short agent stopped right in front of her, practically at eye level even though she was sitting down. While the suit concealed most of his body, it couldn't hide a pair of large triangular ears and a tail that was waving around quite excitedly. He's not a human. She wasn't expecting THAT, but things started to make a little more sense now. Guess I'm not so special after all...

He spoke. "'Sup."

"Uh... hi," she responded, caught off-guard. What even was he? She figured he had to have some sort of flight ability in order to follow her, but that was a short list. Not a bird... Definitely not a bat... Or a bug... Maybe a flying squirrel? What else was there? She had managed to recover enough to quip, "So, you're my escort tonight, huh? I was expecting someone taller."

"Not yet," he replied, further hammering in another point she realized from his chirpy high voice.

"Not to mention older. What are you anyway?"

"Yeah, well sorry to disappoint you," he responded without actually answering the question. He turned around to take the open seat next to her, giving her a good look at his- Wait a minute... What she had thought was a very hyperactive tail swishing around was in fact TWO. There was the answer: a fox. And there was only one fox she knew of that it could be... Tails? HIM?

"Hey... I know you."

The short agent pulled down his mask to reveal that smiling cute face she recognized. "Really?" he asked in a rather overexcited voice. "You do?"

"Well, yeah," she answered like it was obvious- because it was. "Of course I know about you and Sonic. I don't live under a rock." Although I did live in a cave...

"Oh." His excitement abruptly died. In fact he suddenly looked downright disappointed somehow. What's with him? A little sensitive there, kid? There was an awkward silence before he awkwardly asked, "So... what's your name?"

"You don't know?" she asked even as she realized nobody had told her anything about him either.

"It's not really Batgirl, is it?"

"No it's not," she replied indignantly. "It's Rouge."

"Rouge, huh?" he repeated. At least SOMEONE gets it... "And you're a bat?"

"Yeah."

"So, uh... what did you do?"

She wasn't really in the mood to talk. Why didn't G.U.N. explain any of this to him? "Stealing," she said simply.

"What, that's it?"

"Yeah. Why, you disappointed or something?"

"Well, it's not that but..." he began, clearly aware he was bothering her, "I mean, since G.U.N. had you, I kinda was expecting more. Were you stealing national treasures or something?"

That made her smile. "Well, they were treasures all right. Jewels, gems, you name it."

"Emeralds?"

She had a feeling he was referring to some very specific ones. Her smile widened. "Those too." Not that she'd ever actually seen one- what she would give...

"Watch out Knuckles," he said under his breath. Or at least that's what it sounded like, even if it didn't make sense. "Why?"

"Why what?" she asked back, not knowing what the question was for.

"Why do you steal them?"

She looked at him like that was the dumbest question ever. "I just felt like it."

"No, I mean to what end?" he asked, obviously acting like he hadn't caught what she thought of his question. "Do you sell them or something?"

She smiled again, not minding this particular subject. "No. I keep them all to myself."

"You mean you just collect them?"

"Of course. Why would anyone give up such beautiful things? They deserve to have the best owner who appreciates them."

"Oh, okay," he said while rolling his eyes. I saw that... You judging me, you little goody two shoes? I was probably stealing well before your age... She stared straight at him. He looked away. "So... how long have you been on Earth?" he asked to change the subject.

What was with all the questions? Was he going to talk the entire trip? "Curious little fox, aren't you? You writing a book or something?"

"No," he replied sheepishly, "I'm just asking..."

She put up a hand. "Uh, Tails? I think you're doing this wrong."

"What? How do you mean?"

"Well, you're supposed to watch me and make sure I don't escape, right?"

"Yeah," he replied in an uncertain tone, not knowing where this was going.

"You're being rather friendly."

"Yeah, so?" he asked, clearly not seeing the point.

"Shouldn't you be acting all mean and tough instead? You know, keep me in line, warn me about what a bad idea it would be to try to escape?"

"Isn't that already obvious?"

"With you? Not really."

The small fox scowled. "Well, suffice it to say that it would be very bad."

"Hmmm... Like how bad?"

"Like with fatal repercussions bad."

"Oh Tails... Somehow when you say that, it just doesn't sound very threatening. You gotta say something menacing."

"Like what?" he challenged back.

She wasn't prepared for that response. "Well..." she began, stalling as she reached for ideas, not having made many threats before either. Good thieves didn't ask someone to hand over valuables; they just took WITHOUT being noticed. "You say something like..." No ideas yet- she put on her most threatening voice. "If you try to run..." Still nothing... "I will find you."

"Wow," Tails said flatly, clearly unimpressed, "that was super generic." She just glared at him. "Is there a second half of that sentence where you say something actually cool?"

Well, the smart boy had a smart mouth. "Oh shut up. You're one to talk with a voice like that. You think you could stop me, kid?"

"I know I can." A surprisingly cocky response. Now I wonder who he picked that up from...

"Love the confidence, but I'm still not convinced. What are you going to do?"

"What, you mean besides press the button to the bomb around your neck?" Tails wasn't the happy smiling kid she had always seen before right now.

"Ooh, are you getting mad? That's a start! Little foxy has some bark!"

"Yeah, I'd say enough to handle a mere thief at least."

Now THAT was an insult. "Mere? I steal things worth more than your life, kid."

"Too bad you're not very good at it evidently."

She didn't have a retort for that. The two were disrupted from the tense staring contest by the aircraft lifting into the air. She instinctively looked around but nothing had changed inside. Eventually her gaze returned to the fox, who was looking at her like they weren't done yet. "Anything else?"

"I believe it was your turn where we left off."

"Yeah, I believe we were discussing how anybody is supposed to take a little runt like you seriously."

"You DO actually know who I am, right?"

Yes indeed. There was much talk of the heroic duo stopping some kind of evil plan by a madman, though Sonic was the real hero of the story, even by Tails' own admission. She had also heard that the fox once fought the Doctor on his own and won, but had trouble believing it. Then again, she wasn't sure beating a human was all that impressive a feat anyway from what she saw. Of course she was going to downplay it regardless. "Why of course I do. You're Sonic's faithful sidekick."

"And savior of the planet," he added.

Rouge took a mock thoughtful pose. "Really? I thought Sonic was the one who saved the planet."

"Technically. It's a team effort."

"How so?"

"You know how when the world's in trouble, Sonic is the one who saves it? Well when Sonic's in trouble, I'M the one who saves him."

She whooped. "That was actually pretty good, kid. But doesn't Sonic save you too?"

"Eh," he replied, an outstretched hand wavering. "Fifty-fifty."

She laughed. "You're a funny guy..."

"I have my moments."

Maybe her opinion of the little fox was starting to improve, because she ALMOST didn't want to continue with the teasing. "...but not at all scary. You're just so adorable," she practically cooed. She was getting to him now. His snout curled up to show some teeth, and she was pretty sure he even growled. "Oh, don't be so mad. I was only saying nice things about you."

"You were mocking me."

"I was complimenting you."

"Yeah, in a backhanded way that makes me look less intimfh-" The rest of the sentence got muffled as she grabbed his snout.

"Oh Tails, you do that yourself whenever you open that cute little muzzle." He flushed and swatted away her hand.

"Hey, you kids better behave yourselves or we're turning this thing around," Agent Topaz interjected, although she was having some trouble keeping a serious and forceful tone.

"Aw, but we're just starting to get along," Rouge protested. "I'm liking this side of you much better, Tails."

"Can't imagine why," he replied.

She faked hurt. "When you say that it almost sounds like you don't like me."

"Just your attitude. It kind of makes you hard to like."

Never heard THAT one before. She smiled slyly. "Well, you'd be the first guy to think so..."

He rolled his eyes. "Yeah, I'm sure you're very popular."

Rouge just kept smiling at the naive little fox until Topaz snickered, "I'll bet."

Or was he? She narrowed her eyes in an attempt to read his deadpan face. He seemed innocent but WAS also a genius. She just had to ask, "And what would you know about that, kiddo? You ever have a girlfriend?"

"Uh..." He squirmed, put on the spot. "I don't know?"

"Whaddya mean you don't know? If you don't know, then it doesn't count."

"Oh. So what's your count?"

"Much better than yours, kiddo."

"Does that mean 'a lot'?"

Topaz was quivering now, barely holding together. Rouge fumed. Truth was the only relationships she'd had were just a thief and her mark. The longest lasted maybe three hours, tops. And she had no remorse about any of them, not that they deserved any. But somewhere deep down it still touched a nerve. "Got something you wanna say?" she dared.

"I'm just wondering whether more or less means having better success."

"You're a real smartass, you know that?"

"Yeah well, preferable to being a dumb one."

Rouge almost gasped. Did he just flip her words back as an unspoken insult? At this point it was hard to tell but she had a feeling... Sure, it was only a minor one at most but... this was coming from Tails. "I thought you were supposed to be a NICE boy."

"I am nice... but when someone is being nice, you're supposed to reciprocate." They had yet another stare down. "We can go back to being nice if you want."

As much as she hated to admit it, she wasn't so sure she would win the battle of wit against the fox, but wasn't about to surrender just yet. "Let me think about it... Will being nice involve more talking or less?"

"For you Rouge, it will-"

Captain Westwood suddenly appeared and slammed his hand into the wall between their heads, startling them both. "How about NO talking? This is a military operation, not a school fieldtrip, Tails." The captain seemed to be speaking in the loudest voice possible without actually yelling. Tails shrunk down into the seat, ears flattening against his head. "Not another word out of you two. Got it?"

Silence. She glanced over to Tails out of the corner of her eye, pretty certain he was doing the same. She dared to respond, "Do you want us to answer or just be quiet?"

That got her a(nother) glare. Whatever response he wanted, that definitely wasn't it. But he didn't say anything back and simply sat down across from them, watching with a fierce look. Tails leaned forward, placing his arms on the legs and propping the head up with them, looking totally put out. Geez, Westwood was a jerk even to Sonic's partner. She mimicked the pose, but instead positioned her hands in front of her mouth to block the captain's view. "I don't really like him very much," she said softly.

Tails' ears were able to catch it despite the noise of the rotors above. He moved his hands likewise. "Me neither."

If Westwood wasn't fooled, he didn't react. They sat quietly for the rest of the trip, which was perfectly fine by her. Eventually the captain stood up and spoke, though his voice now came directly through her ear. "It's time. Com check- you reading this?"

"Yes sir," Tails answered promptly.

"Batgirl?"

She had to fiddle with the device. "Yes, Westwood."

Apparently she did it right. "Get up." They got up. "You each know what you're supposed to do, so do it. No playing around out there. Not one word over the coms unless absolutely necessary. And remember, you kids are to be back home by 2." Amazing- somewhere in that person was a sense of humor. "If you're not gonna make it in time, you call us. But you better have a very good reason." He looked to her. "That goes double for you, Batgirl. Or you know what will happen."

Rouge turned towards Tails. "Now THAT was 'generic'. But he did sound scary." Hopefully she had the com thing set right so the captain wouldn't hear.

She was pretty sure a smile came from behind the fox's mask before Westwood barked, "Tails!"

Serious-faced fox now. "Yes?"

"Don't take any crap from her."

"Sir yes sir!" he said boldly, though without yelling or saluting.

Westwood was clearly unimpressed. He hit a button and the back of the aircraft opened again, revealing a cityscape below. Westwood pointed. "There it is. Now get going."

Given an order she was actually happy to follow, Rouge stepped forward and jumped out the rear. She simply freefell towards the lights below, picking up speed. She looked back/up/whatever and spotted a shape that was probably Tails against the sky- a true shadow now. She looked back down. Coming up fast on a rooftop, she spread her wings to catch air and swoop back up, before leveling out on a course for the target building. Already at high speed coming off the freefall, she flapped her wings to gain even more, going nearly all out. But she wasn't actually trying to escape; she was just trying to see how fast her tail was. She glanced back over her shoulder and saw the answer to the question was a little disheartening. The flying fox was at least keeping pace if not gaining on her. It seemed outrunning him wasn't going to work. Sonic's best friend is also fast. Well fancy that.

She slowed to a normal speed, allowing Tails to close the gap before he started to think this was an actual escape attempt. She aimed for a landing on the building just before the one she was supposed to break into, doing half a frontal flip and landing on her feet, sliding sideways across its gravel surface with a spray of pebbles. Her shadow touched down a second later in the same manner. The landing looked natural but he snuck a glance at her on the downlow. Is he trying to look cool? Impress me? How cute... She waited to see if he was going to call her on the little speed test. He didn't. So they just kind of stood around, the fox notably keeping a good distance.

She sized up the one thing that stood between her and freedom: young, short, not much in the way of visible muscles, and maybe fifty pounds soaking wet. While she might not be able to outrun him, she was 99% certain she could overpower him easily. But that 1% somehow managed to keep her from trying. How am I afraid of this kid? Well, he DID have the advantage of only needing to press a single button to win the fight... IF he would press the button; she didn't think he had it in him. Then again he was also young, reckless, and possibly emotionally unstable with something to prove. He just might. He could also just run away and call for the backup team- she couldn't catch HIM. The real obstacle to freedom was the detonator.

"So how are we doing this?" Rouge stepped forward... Tails stepped back... and slid his hands behind him. It was a casual-looking pose but she had a feeling exactly where his hands were positioned... She stopped in place. Smart boy...

"I guess I'll just hang out around here while you go in."

That agreed with what she had been told earlier but she had no idea how he was supposed to keep watch over her that way. "You're not coming in with me?"

"It's your mission. I'm not supposed to help. I'm only here to reel you back in if you try to escape." Foxboy was starting to get into character now.

"Reel me in? You mean pick up what's left of me."

"You mean this thing?" He waved his armpiece around like wearing a detonator on his wrist was as normal as a watch. Though with Tails, maybe it was.

"Yeah, I mean THAT thing."

"Well... it's strictly a last resort."

Interesting- that was a helpful fact to know for a future escape attempt. "A last resort? Does that mean you'll try to capture me alive first?" Good luck with that, kiddo...

"Well, yeah. It's not like I WANT to blow you up."

Rouge laughed. Tails looked down and scratched the back of his head as the absurdity of that sunk in. "Aw, that's so sweet of you. How did you become a G.U.N. agent anyway? You seem way too nice for that."

"You think so? Maybe that's because I'm not."

"You're not? So why are you here? They get you for something too?"

"No. They asked me."

"They asked you?"

"Yep."

"And you said yes?"

"Yeah. Why not?"

"I don't know... Don't kids your age normally spend their free time doing safe stuff like playing and not dangerous stuff like hanging out with criminals past bedtime?" Or kids with cushy lives, I guess...

"Seriously? We going back there? You're only marginally more intimidating than me, you know."

"Marginally? Does that mean 'not a lot'?"

"You wear a giant pink heart."

He had her there. She crossed her arms. "So I have a feminine side."

"Yeah, and it's the hypotenuse."

"What?" she said flatly.

He shrugged. "I don't know. It sounded clever."

She might not have understood every word he threw at her but she could at least follow the gist of it. "You got a problem with girls being feminine?"

"No, I actually prefer them being nice and kind and stuff."

"Of course you would."

"Wouldn't everyone?"

Such a pure thought could have only come from the mouth of an innocent soul. She was a criminal- that made her one of the 'bad guys'. He was a hero- that made him one of the 'good guys'. They were opposites and he was also her overseer- that made them enemies. Or so she thought, but Tails certainly didn't. This conversation was going as if their earlier spat had never happened, despite her continued teasing. It was really hard to hate the sweet little fox. She should actually probably be thankful to have him instead of either Westwood or Topaz. He was the closest thing to a friend she had here, so maybe she should play nice. Otherwise I'm the jerk here... Of course that still didn't change what would happen when she got a chance.

"What?" Tails' voice penetrated her thoughts.

She realized she had been staring intently and he was getting uncomfortable. Oh well, may as well just ask. "If you're not coming with me, how are you going to keep watch on me?"

"Well that was subtle."

She played dumb. "What do you mean?"

"Don't worry about it. It's not like you weren't expected to try to escape."

"What?" She wasn't playing dumb that time.

"I'm not really supposed to tell you this, but part of the point to the mission is to see if you'll try to run."

"Really? Why are you telling me?"

"To warn you not to. You might be able to get away from me, but you can't get out of the detonator's range, trust me." That could have actually been a threat, if it hadn't been given as friendly advice. "You really don't want to cross G.U.N. They're like nothing back home."

"Well thanks for looking out for me, angel."

"You're welcome. You should probably get going though."

"I probably should. But let's just say IF I did manage to get away from you... Would you really press the button?" she asked with her sweetest voice.

She was pretty certain he frowned. "I... don't know. So please don't try." Those blue eyes pleaded with her. But something about hearing that response delivered in such an honest and innocent voice made her entire body go cold.

"I was wrong about you, kid. You might scare me more than Westwood does."

"Thanks, I guess."

She stepped up to the edge of the building and looked down. Tails did the same. "I thought you weren't coming along."

"I suppose I should at least accompany you to the place."

"Well aren't you a gentleman?" She looked up to the mostly black sky. "Nothing is going to top this as the weirdest night of my life. And you are the weirdest kid I've ever met."

Tails' namesakes suddenly paused in their wagging, as if tensing up... And it suddenly occurred to her that was an unfortunate choice of words. She looked away. "Guess I was just born that way." The voice sounded dryly humorous. Spoken like someone who accepted their lot in life...

With nothing to say back, she simply spread her wings and took flight for the target building. The rooftop was clear as expected- they weren't exactly popular places to hang out. They touched down same way as before. She took a look around, Tails asking what she was thinking. "So how are you gonna get in?"

"Probably through the door."

"That's it?" He sounded disappointed. She wondered if the real reason he followed was just out of curiosity.

"That's it. If I can open it, it's good enough for me." She tried the door. It was unsurprisingly not locked. Lacking the gift of flight, humans generally didn't bother locking doors that were difficult to reach for other humans. "Yep." After a quick peek to see if anybody happened to be nearby, she stepped inside and turned to wave as the door closed. "Bye."

"See you later," he replied as if to counter the hint that he wouldn't ever see her again. He had the last laugh there. She believed Tails' warning that she couldn't get out of range; G.U.N. wouldn't have given her the opening otherwise. Escape hinged entirely on getting the detonator from him. She had to play along for now and wait for a chance.

Now it was time to get to work. She descended the stairs to the 32nd floor without seeing or hearing any sign of anybody. Expected- most animals tended to be asleep at this hour, humans included. Finding the Yamamoto office was easy; it was apparently the entire floor. A set of double doors was the entrance. These doors were locked, but easily picked.

Now came the hard part: she could hear that there were people inside, either guards or workers of some sort, but obstacles to be avoided either way. Fortunately she was equally skilled as not being seen as she was at drawing the eye. And as far as animals went, humans were easy prey; they didn't have especially good sight, hearing, or smell. Their biggest strength was all their fancy gadgets, which did a good job making up for their weaknesses. Somehow just stepping in a beam of light or touching the wrong thing would alert anybody nearby- she had to learn that by trial and error. Fortunately humans couldn't fly either, so escaping wasn't a problem. Once she adapted, this world was easy pickings...

Until she got careless. Turns out the humans didn't like her stealing so much that they tracked her and set a trap. Which she fell for. They dangled the biggest jewel she had ever seen before, lured her into an enclosed chamber, and sprung upon her. She might have still been able to escape if they hadn't managed to hit her with one of their weapons; not meant to kill but painful enough to make escape impossible. A nasty welt still lingered. Which led her to NOW.

The Yamamoto offices were no fortress. No fancy devices here, only people to protect the place. She easily avoided them, able to hear them coming long before they would ever have a clue she was there. There was still plenty of time before the deadline. She acted almost on pure instinct, leaving her mind free to think about how she was going to make her escape...

DVD commentary: have Blu-Rays become widespread enough to make that term obsolete, like calling albums records?

Okay... This chapter worked: one chapter, one POV. It came out maybe on the longer side, but I thought going in that I was gonna have to cut it in half for sure. This won't be a long story- under 10 chapters if I don't misjudge the content that badly.

This one was a real pain to edit... I brainstormed all the dialog piecemeal and had to spend an entire week just figuring out how to make them all flow somewhat smoothly from one to another. Can you tell? There was even more stuff I ended up cutting.

I did have to wonder if Tails would really ever say some of these lines, but I imagine he does lean on the naive side so at least a certain comeback isn't as mean as it seems...

Yeah, the insertion method is probably a little too epic for a rather mundane mission. I did juggle a few more exciting premises like her going somewhere G.U.N. wouldn't have jurisdiction, but there are a few elements to the story that I had to work with. Maybe it could involve a patch of sovereign soil or something just across the border but certainly nothing too deep.

Figured I'd drop a little nugget of my idea of Rouge's backstory, which I would guess is probably not a happy one. It's something I thought up for perhaps another project inspired by this one and thus was not explored in my original vision but I figured I'd at least throw a bone in showing that her behavior is manipulative rather than promiscuous in nature (which was probably the intent, this being a FAMILY-FRIENDLY franchise.) But again, best not to think too hard about the logistics here...