Serena turned and faced Shadow, their eyes locking. Then Serena noticed it, that same little hint of gold that used to flick in the eyes of Stanton before he became the Dark Prince. Serena chose her words carefully and spoke slowly so that she would not offend Shadow, "you did not go to the Atox of your own will, did you?"

Shadow quickly broke the intense star and nodded in the affirmative. "It took me because it knew of the great power that wielded within me. Power that was meant for good was then twisted for evil. I was a Daughter…" She let her words trail off, letting time for the important words to register in Serena's mind.

Serena gasped at the words. Then, when the sudden realization hit her, she bolted upright again. "Then there is a good chance we could save you!" She practically shouted, "there is still hope for your rescuing!"

Shadow shook her head sadly, "no, it is too late for me now. I have caused so much pain, seen so much destruction. The only peace I may have is playing my fife." She patted the small wooden pipe on the black strap.

Serena was ready to contradict Shadow's claim, but was stopped due to a sudden gust of wind that just blew open her French doors that led to the balcony. The wind was strong and it wailed like a screaming child. It blew dust and dried leaves in a great swirl into the room. Serena and Shadow raised their hands and protected their eyes from the flying debris.

Shadow shouted above the wail, "oh no! He knows I came to warn you!" the sound of terror in Shadow's voice frightened Serena even more.

Serena quickly shouted a respond, "warn me about what?"

"He is coming for you soon. He will either make you join him, or destroy you. I am sorry. Because of me he has come for you sooner than I had expected. I wanted to give you time to get your friends."

"Why?" Serena shouted back, now holding onto her bedpost for balance. "Why do you want to help me?" But she didn't need an answer. If Serena were to destroy Raphael, Shadow would be free.

The swirling wind intensified, throwing objects in Serena's room to the ground. Shadow was on the floor, holding onto the bed stand and Serena was clinging to her bedpost. Serena let out a blood-curling scream as a giant gust lifted her off her bed and towards the balcony.

Without hesitation, the wind carried Serena out into the open. The wind ceased in the bedroom and Shadow got up on her wobbly feet. "Help me now!" Serena's voice called in her mind, "Get my friends and help me." Shadow bit her lip, uncertain on what to do. She patted the dirt off her new dress and found a nice rip along the back.

"That bastard!" She hissed. She turned on her heels and went off to find the Daughters.

Serena awoke with a jump. She had been knocked unconscious one mile from her house by a low hanging branch. That explains the intense throbbing headache she has. She slowly sits and steadies herself on the rough cement floor. Slowly, she looked around surveying her surroundings as she gently rubbed her hurting head.

She was in a factory that much was for sure. "What is it with these guys and factories?" She thought to herself.

Her senses told her she was not alone. The very fine hairs on the back of her neck were standing on their ends.

"Careful, Goddess, don't over exert yourself." Raphael came around from behind her and kneeled by her side. "You were out for hours."

"Seconds or hours, it doesn't matter, my decision will never falter." She protested, glaring at him with hatred and disgust.

He looked agitated, but remained calm, "and that is?"

"I will never join you." She said with all her might.

He chuckled at her; this fool was actually laughing at her. "You know its an 'either do or die' situation?

She lifted her head, showing that she is strong. "I do, it doesn't matter."

"Fine then," he simply said. He stood up and dusted the dirt off his black shiny pants. "Shall we get this over with?"

Serena closed her eyes as Raphael raised his pale hands. Energy surged between his crooked fingers into a large green fireball. Serena closed her eyes and braced herself. 'I will not let this guy get to me. If I must die, I shall not give him the pleasure of my scream.' She thought boldly to herself.

The gathering of energy subsided. Suspense consumed Serena; she kept asking herself, 'when is he going to hit?' When she finally succumbed to the suspense, she opened her right eye. Raphael grinned at her and threw the blazing green orb of energy at Serena's ankles. To Serena's amazement, the green mesh took form of a dress.

Simple at first, the dress began to turn lighter shades of green as delicate designs grew up around the bodice. Small glass beads formed in swirling designs, curling in and out, ending in a stitched leaf. When the gown grew to a dazzling pearly white, the design on the dress also finished itself. The long flowing skirt was of pure white silk. The low cut bodice was of the same white with the small glass beads in the design of ivy with leaves and flowers embroidered in white thread. The sleeves, made of a sheer, soft material, flowed the length of the gown with slits to where the elbow would be.

Serena gaped at the dress before her; it was so beautiful. "Your shroud, my lady." Raphael said from across the room with malice in his voice. At this Serena looked away from the dress, and stared into the eyes of the enemy.

"Aw," she began in heavy sarcasm, "you shouldn't have." As the words left her, a dull blue smoke enclosed Serena and she fell immediately into a deep sleep.

"What the?" Serena awoke with a sever headache. "Was that all a dream?" She spoke to herself unknowingly. Upon opening her eyes, however, she soon remembered that, in fact, this was no dream. All of it was real. "Damn" she said to herself as she pulled her aching body to a sitting position. "I feel like I've been hit by a truck." Then she noticed it, the dress, it was on her. "That rat bastard!" She began, "How dare he!"

"I did it with magic," Raphael's voice sounded from behind her, "No peeking, I promise."

"How is it I find it hard to believe you? What did you do to me?" She asked when she found that she lacked the strength to stand. She felt his strong hands take her about the waist. He lifted her in one easy fluid motion.

"A simple drug so that you will not find it in you to fight back. Try to relax." He picked her up and carried her effortlessly to a stone altar. He laid her on her back and fixed her dress so that it took shape around her. "Scared?" He asked.

"Minime!" She responded in Latin. She could tell by Raphael's expression that it surprised him as much as it surprised her. She, however, was able to hide her shock at the unfound knowledge of the 'dead' language.

"Oh, the Goddess speaks Latin?" He regained his cool quickly. "You answer 'no' so hastily, which leads me to believe you lie. It doesn't matter though," he turned his back to her and walked over to a table eight feet ahead of her, "your fear means nothing to me. I was just curious." He messed around with some concoctions at the table, then returned to the altar.

"In these movies these days, the villain always spoils his evil plan to the hero, or victim in some cases." He began, holding up as black cylinder and flashed his white grin. "I will do the same for you. You see, you are no use to me dead, I need to bring you to the Atrox, and I cannot do that if you are no longer alive." He paused here for effect. "But since you are so persistent on not joining me, I gander that I could just torture you till you are near death and too weak to resist. Sound okay to you? Good." He did not wait for her answer. He concentrated on the black cylinder and a blue flame emerged from the end. "Now lets get started, shall we?" He lowered his arm.

He held the flame just above Serena's right toe. She felt its heat immediately. 'Don't scream, don't scream.' She ordered herself.

"Master!" Came a voice from the other side of the empty factory. "I have come." It was Shadow. She was wearing a black blouse with quarter length sleeves and killer black leather pants with flames rising from the cuffs. Her long, shiny black hair hung free and twisted around her waist as she walked quickly over to Raphael and Serena. "What do you bid of me?" She asked.

"It's about time, Shadow." Raphael began. "I have several things you need to do. First you need to," Shadow took him by the arm and led him away from the altar, turning his back against Serena.

"Its better that she is left in suspense, my lord." She explained. Serena noticed something. Shadow was inviting her into her mind, but why? Was this all part of his plan?

Serena decided against it, it's too risky, she thought. Just then pair of strong, rough hands that went around her waist and neck startled her. The owner took her into him, for it was obviously a man, and cradled her to his chest.

Serena looked at her savior now, and was surprised at who it was. "Shh," whispered Collin. "Like the dress" he commented and grinned.

"Oh, shut up" Serena whispered back, letting a smile appear on her face. "What are you doing here? Oh, never mind that, get me outta her!"

"No problem," then he nodded behind him. Serena looked to where he prompted her. There were the other Daughters, silently getting ready for battle in a dark corner. Then with his free hand, Collin pointed to the balcony in front of the old office. There Stanton and Babylon were standing. "Since I lack the powers to fight, my job is to get you out when they make their move."

"Aw, big bro, that's so cute." Serena gave him an encouraging smile.

"What the hell is going on here!?" Raphael's voice bellowed from across the room. Serena and Collin, snapped out of their quiet reverie, stared in horror as Raphael bounded towards them. A look of fury was on his face that Serena had never seen before. He stride was quickening now. Serena glanced nervously at Collin, who was looking back at Jimena.

He was no more than twenty feet away when the earth began to quake. In response, the old, battered walls of the factory began to shake madly, matching the fury on Raphael's face. The rusty pipes aloft on the ceiling broke and water rained down on them.

Raphael, Serena finally realized when he was close enough to see Raphael's eyes, was not stalking towards her and Collin, but the Daughters. "He's after you!" She shouted behind her. As Raphael passed the spot where they were crouching, he raised his hand made a small wave with his fingers. At this Collin flew up into the air, screaming obscenities all the while. Raphael than gave a flick with the same hand and in response, Collin flew across the vast factory and smashed into a pile of moldy crates.

Raphael was now standing still in front of the Daughters. Serena gave herself a little push so she could see better. The Daughters were dressed to kill, which they were probably planning to do. Unfortunately, the broken pipes had caused all their hair to cling to their face and bodies and all their make up to wash away.

To everyone's surprise, Raphael laughed when he faced them. "Come to stop me, have you?" He gave snort. "How can you be so naïve to think you can stop me now?"

He continued to taunt them, but Serena's attention was pulled from them--to a loan shadow stalking towards her. "Shadow?" Serena said in a weak voice. She materialized, kneeling next to Serena.

"They cannot save you, Serena" Shadow said, "it is not their Prophesy."

Serena now understood. She alone had to fight Raphael. Serena nodded and Shadow helped her up. Serena wobbled, hanging on to Shadow for support, so she was aligned with Raphael's back. "Thanks." She whispered to Shadow, who, giving a small smile of encouragement, blurred and became shadow.

"Serena! No!" Jimena yelled, causing Raphael to turn and face her.

"I am the one who have to face him, Jimena. I am the one who has to destroy him. And he knows it's true."

"Very good, little Goddess." Raphael sneered in response. In one fluid motion, he raised his hand. "INCENDO," he bellowed. A large green lightening bolt emerged from his palm, stretching for Serena with a frightening howl.

"NO!" A voice screamed. Shadow had reappeared now in front of Serena. She took the hit to the abdomen and sank to the floor. Serena took advantage of Raphael's shock and used her powers.

Serena's red energy was focused on where Raphael's heart should be. His stunned face looking down upon it. He knew he had lost. The red glow bounced off the water droplets and reached every corner of the old factory, causing Stanton some obvious discomfort. Until finally, with one scream of agony, Raphael blew apart into an evil green light and dust.

When Serena ceased her powers, she swayed with exhaustion. She looked down to see Shadow. Serena fell on her knees and lifted Shadow's head on her lap. She looked up to see the Daughters along with Stanton and Babylon, holding Collin up between them, surrounding her.

"I got shot." Shadow mumbled, "damn…How do I look?" She asked, not looking away from Serena.

Serena looked down at Shadow's torn black dress, stained with blood. She then turned and looked at Shadow's knotted and askew hair. Serena was going to say she looked fine, but got cut off by Babylon.

"You look sexy, girl." He smiled down at her.

"Baby?" Shadow croaked, peering up at Babylon.

"It's time for you to rest, Cassia." He answered simply. He bent down and picked her up, cradling her to his chest. He then spoke to her in Latin.

Serena was very confused about this, but kept her mouth shut because she knew Shadow didn't have much time.

The Daughters watched as Babylon prayed over Shadow's dying body. When he finished, Shadow broke the silence, "Pollicere te me numquam amare desistere."

"Ita vero, Cassia, Ita vero."

Cassia smiled and began to cry. "Now I can die in peace." With those final words, Shadow died.