NOTICE: I do not own the following characters: Agent Smith, Agents Jones and Brown, Neo, or the location Zion. HOWEVER: I do own the characters Persis, Calyx, Priest, Aei, Seefa, Sol, Titus, Neso, Echo, Syenes, Syllis and the ships Antigone and Apollo.

2. The Element Of Surprise.

The agent punched his fists into the concrete and levered himself up in one fluid movement. Though her face was expressionless Persis felt the beginnings of a tight

knot of fear rising in her throat. She reached for her gun, knowing she did so too slowly. Her index finger tightened on the trigger. The distant phone ringing jangled in her brain. Then-

A shot sounded and the agent fell backwards, a perfect hole in his forehead the size of a pea. Persis blinked.

She hadn't fired the shot.

The sound of a rubber sole on the tarmac behind where she stood lifted her from her reverie.

"Surprise, Miss. Carlisle, is the most effective form of attack".

Persis turned slowly. Her clip was empty. She had one gun left, and that was in the holster by the small of her back. At the bottom of her spine, covered by her coat. She could feel it tingling. Or maybe that was just her. The speaker, she acknowledged with gradual shock, was another agent. He stood, calmly, his suit perfectly pressed. But then all agents looked like that, pre-battle. She took in his tall frame, brown hair and the regulation shades. There was something different about him that she couldn't put her finger on. It lingered in the back of her thoughts as he spoke again.

"You'll forgive my-"

( he paused as if considering his choice of words...that was ridiculous, agents didn't choose words for maximum effect)

"-somewhat rash actions, but I felt that although you would have been more than happy to dispose of my compatriot, you didn't completely have the means to do so".

Rash. Felt. Sentient programmes didn't feel, that was something humans did. What was he saying?

He was walking now, slowly, round to where the phone box was. He stood a little to the left of it, a subtle, but nevertheless significant obstacle in her effort to reach it. Persis regarded him warily. There was something about that voice. It was unlike any other agent's she'd heard. Most agents sounded electronic, like the virtual voice of an old computer game. The kind that said, "Game Over". But this one was different. His voice resonated in the simulated air. In a bizarre moment of thought, it reminded her of the voices of news readers in the 1950s-or rather, the years that she'd been informed to call the 1950s. Impersonal, but with a tinge of humanity, and...she could hardly stand to think it...warmth. She noticed the street was suddenly deserted.

"Who might I have the pleasure of disposing next?" she asked, her voice cold and hard, like rain on a stone to her own ears.

The agent smiled. It temporarily disconcerted her, primarily because she had the

sudden, fleeting urge to smile back.

"A Smith".

Persis did smile. She smiled grimly. Then she realised. He's not wired in. That was the difference-unlike all other agents, he was not wearing the ear piece and wire that she had assumed was as necessary to him to function as her gun was to prolong her survival.

"You're not an agent".

"Correct. Rather, I'm no longer an agent in the sense that I do not answer to programmed instructions other than my own".

"Smith".

"Yes".

She remembered. The last time she had returned to Zion she had overheard the one called Neo talking about Smith in what she could only describe as undertones. Neo was a mystery. He could do things within the Matrix that she'd never seen before. But then, Smith was meant to be destroyed and non-existent.

"I suppose you mean to kill me".

Smith laughed. It was a slightly husky and disturbingly knowing laugh. Persis felt the hairs on the back of her neck stand on end.

"Miss. Carlisle-"

"My name is Persis".

"I see. I hate to interject this conversation with an obvious statement, but the phone is still ringing".

So it was. She hadn't realised. While Smith had been talking, it seemed as if the street was completely silent. She heard the phone now, urgently ringing, vibrating the air waves as if calling her by name.

She had to get to the booth.

Smith raised an eyebrow.

"I wouldn't do that".

She had been reaching imperceptibly for her gun. She withdrew her hand from under her coat. To her mixed surprise and dread, Smith threw his gun casually to the ground. He clicked the knuckles in his hands. Persis relaxed and flung her last hope onto the tarmac. Guns would not help her now. She needed to use every move she knew to get to the booth.

The ringing seemed to get louder.

Back on the Antigone, Calyx gazed anxiously at the screens in front of him. He nervously sipped from a glass of water.

"Come on, sir", he whispered to the silent screens. Then the alarm sounded. Calyx looked up in recognition. There was no time. Persis had to get out of the Matrix in the next few minutes or they were all Sentinel fodder. From the deck above came sounds of running boots on the metal stairs as the rest of the crew took to the gun turrets. Calyx looked at the red arm of the EMP switch and winced.

Smith came at her like a thunderbolt with a carnal twist to his face, his teeth bared in a grimace. Persis ducked his first two punches, and then spent what seemed like an eternity fighting off his precision-timed blows. She leapt over his head and aimed a powerful side kick at his unprotected back. Smith turned and grabbed her leg in his vice like grip, pressing the flesh near her hip. Persis near blanched-he's going to throw me into the booth-she thought with fearful anticipation. Then-hope.

"NO!!"

The sound ripped from her throat like a tearing curtain. Persis grabbed Smith by the lapels of his jacket and kicked out at his right knee with her free leg. The force of the kick toppled Smith's balance and he fell forward onto her. Now you're on my turf, Persis thought grimly. They tumbled to the ground, but Persis was ready. She curved her back so that she rocked on the tarmac, generating the momentum with her free leg, until she had rolled them both so that she was on top of Smith-her fingers at his throat. She pressed harder. Smith chuckled.

"I'm impressed, Miss. Carlisle".

"Oh I'm just starting", she heard herself say.

Freeing one hand, she repeatedly smashed it into his smug face, driving her fist into his jaw bone while the other tightened round his throat. She wanted to hit him so his skull caved in, which was odd-she'd never got so angry fighting an agent, she

normally remained as mentally cool and impassive as they did. Then, the unthinkable happened.

"SENTINELS APPROACHING!!" Calyx heard Priest bellow from the top deck.

"JUST GET THE GUNS MANNED!!" he cried back.

"CALYX!"

"WHAT?"

"IS PERSIS OUT YET?"

Calyx looked in desperation at the screens around him. "No", he whispered.

Smith caught her off guard. He kicked out with his leg and, reaching an angle she would have called impossible if she hadn't known better, delivered a stunning blow to her left shoulder blade. Persis cried out at the pain. In a fraction of a second, Smith flipped her over onto her back and all too quickly, his hands were at her throat, lifting up until she was held, legs flailing in the air with his knowing grin snarling up at her. Persis felt the air slowly leave her lungs. She struggled, and Smith only tightened his grip. In desperation, she summoned all her remaining strength and executed an almighty kick into his ribcage. Persis thought she saw the air around her leg ripple in rings of molecules as it did around Neo when he fought. No, she reasoned, that's not possible. I can't do that. I can't move that fast.

Smith flew backwards from the force of the kick. Persis dropped to the floor, gagging for oxygen, yes, she thought, even the kind that isn't real. Coughing, she spat blood onto the tarmac. Stumbling, her muscles gasping for air, she made for the booth.

Calyx fought with himself on the Antigone.

She'll make it, she thought-she's almost at the booth. She'll make it.

Persis opened the door of the phone booth and fell inside.

Three sentinels rushed through the passages of their old service and away stations. The Antigone lay, almost completely defenceless and still broadcasting within one of the chambers. Her signal drew them to her like locusts.

Calyx jumped. The thundering sound within the ship was that of the guns being fired at the sentinels. He heard the metallic clang of the rounds as they hit the machines' hard exterior shells. Come on Sir, he thought, glaring at the screens. Get up.

Persis collapsed in the booth. Her legs had given way. Smith had deprived her of air for too long, her muscles were almost useless, weary from fighting two agents off.

She reached upwards for the receiver. Behind her, Smith was already back on his feet.

And walking towards her.

"CALYX YOU HAVE TO UNPLUG HER!"

"NO, SHE'S ALMOST THERE!"

"WE CAN'T USE THE EMP!! THE GUNS AREN'T HOLDING OUT- SEEFA'S

ALREADY DEAD!"

No, Calyx reasoned, not Seefa. Not the youngest. She was just 14 when Persis unplugged her from the Matrix. Seefa was special, her strength and incredible efficiency in manning the tail gun, for one so young. Not Seefa. Not like this.

"No", he heard himself say, as if it was someone else talking,"I can't cut the cord". 'It was true. He couldn't bring himself to do it. Even with Persis lying there, so peaceful, so relaxed as she never was in life. She was always tensed, watchful, alone. He'd be damned if he let her die, alone again, in the Matrix.

"Dammit Calyx, then I'll do it!" Priest came bounding down the stairs with a vengeance. A beam of red laser light ripped through the hull. HULL BREACH! appeared in neon flashing letters on the screen next to Calyx. Priest ran to where Persis lay, and reached for the cord inserted into the back of her head. He would have pulled it out without thinking, if not for the laser that cut him in half as he reached.

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