Andros got slammed against the ship by one of the CellBorgs. He grunted as the CellBorg continued to put pressure on his body. The red space ranger did all he could to push the mighty body of the CellBorg off of him. But he was growing tired and didn't have the strength.

"Get off him!" snarled Eric as he jumped the CellBorg, shoving him away from Andros. Eric, now partly in front of Andros, watched as the CellBorg he had jumped began to stand back up. Eric pulled out his sword and gripped it tightly in his hands, getting ready for the CellBorg to make his move.

It was a short moment, but long enough for Andros to gather his bearings back. And not a moment too soon - Andros watched as the CellBorg charged at Eric. Eric was ready for him and held his ground, as the CellBorg pushed against him. Andros quickly went to the quantum ranger's aid. Andros got his sword ready, powering it up. He began running towards the two, his eyes locked on the CellBorg. Andros was only a few feet away when he jumped high in the air. He was just above the CellBorg's head when he began to land back on the ground, slashing the CellBorg's back and side.

The CellBorg cried out angrily. Eric and Andros moved a few feet away, being cautious. The CellBorg's eyes turned to a darker shade of red. He looked furious. "You're going to wish you hadn't done that!" The CellBorg then turned around and faced Andros. And before Andros could say or do anything, the CellBorg went at him so fast Andros didn't have time to blink.

Andros felt a sharp pain as the CellBorg slashed his sword against his chest. "ANDROS!" yelled out Eric. Eric watched helplessly as Andros' body dropped to the ground. Red flashes and sparks twisted around his body. Once the smoke and red flashes faded away, Eric saw Andros' unmorphed body and the CellBorg standing right next to him.

The explosion seemed to get everyone's attention. The battle had stopped, all eyes were on Andros. "Oh man! Andros!" cried out Zhane, starting to head towards his fallen friend, but being pulled back by a CellBorg who had gotten behind him. Zhane struggled to get free, until the CellBorg punched him hard in the stomach. Zhane gasped for air as he dropped down to the ground. That one powerful punch took what little strength he had left. Zhane demorphed.

Andros slowly opened his eyes. His head was hurting and felt like it was spinning all around. His vision was partly blurry. Andros could see Eric looking right at him, probably wondering if he was all right. Andros started to pull himself up, but as he did so the CellBorg behind him pressed his foot against Andros' back, pushing him back to the ground. "Stay down, weakling," snarled the CellBorg.

The other rangers had now crowded around Eric. They were outnumbered greatly and none of them had much left to give. "Eric, what are we going to do?" asked Kelsey. With Andros and Zhane out of the picture, it looked as though leadership had fallen into Eric's hands. The problem was he didn't know what they could do. It looked hopeless and he knew it was only a matter of time until they were all in the same state as Andros and Zhane. For the first time Eric didn't have the answers. It didn't seem they would win this battle. It looked as though this time it was going to cost all of them their lives. So with that knowledge, it looked as though the only thing they could do was keep on fighting.

"Keep fighting. One way or another they're going down even if we go down with them!" announced Eric.

It might have not been words of inspiration or of hope. But then again there was never really much hope. They had all joined the mission knowing very well they might not make it out of this alive. They all knew the CellBorgs only had one weakness. So why had they come anyhow, knowing they all would probably die? They all had their reasons.

"You ready, guys?" asked Eric. No one answered and Eric didn't expect them to. Eric was the first to go charging at the army of CellBorgs that now surrounded their two fallen comrades.

"This one is for you Alec, I just wish you knew that I am very grateful for everything you've done for me. And for you too Taylor, I may not know what you are to me, but I do know I care about you……"

Eric was followed by Ryan.

"This is for you, Dad, Dana, Carter and to either my future niece or nephew. I'm not going to let these creeps take over our home…."

Then followed by Rocky.

"This is for you, Tommy. You paid the allotment price to save all of us and I will make sure your debt was not in vain..."

Chad was the next one to follow.

"I'm not sure why I may be doing this, but I know in my heart it is the right thing to do. I'm not afraid to die, as long as I have my friends and Kelsey by my side I know everything will be all right in the end!"

Kelsey followed after Chad, ready and willing.

"There's no way I'm going to let Chad do this without me. We joined this mission together and if we are to die on this mission, we'll die together….."

Joel was the last, following the others, joining them to take down the CellBorgs once and for all.

"This is for the two most important people in my life. I'll die for you two if that is what I have to do, to know you'll both be safe. I love you both so much….."

The rangers charged at the CellBorgs all of them determined to win this battle.

Back at the warehouse storage room, fire and smoke was everywhere. Some of the tanks had been hit by blaster fire and had began to explode, but not fully. There was still a little time left until the tanks would all ignite. Wes and Steelix fought back the CellBorgs as best as they could; they were both growing tired, and Steelix didn't look in good shape. Steelix had cuts and open wounds all over his body, covered in reddish blue blood.

The smoky fumes were starting to get to Wes. It was getting harder for him to breathe. Soft coughing sounds distracted Wes from fighting off one of the CellBorgs. It was Jen. Wes turned around and found Jen coughing and gasping heavily. "Jen…" he cried. While Wes was distracted with concern for Jen, the CellBorg kicked him in his side, sending him crashing against a wall. Wes felt dazed and winded. He wasn't sure how much time had gone by. But when his head stopped spinning he saw a shadow of someone standing right next to him.

"Get up and fight or both of us will be dead!" snarled Steelix, standing over Wes's fallen body. The three CellBorgs had begun to circle around the two. When Wes didn't make any attempts to get up, "GET UP AND FIGHT!" yelled Steelix. That seemed to do the trick. Steelix' loud voice had pulled Wes out of his confusion. Wes slowly stood up, coughing and gasping for air. The smoke was taking its toll on him. Wes could see the smoke had no effect on the CellBorgs or on Steelix. But it was affecting both him and Jen greatly. "It's about time," Steelix said when he saw Wes standing up. Wes didn't answer.

Wes looked past the CellBorgs over at Jen. She was still coughing deeply and gasping for air; being unconscious must have made the smoky fumes get into her system a lot faster. And then there was the blaster wound. Wes didn't know how badly it had hurt her.

"Hey, snap out of it and stop thinking about her for one minute! Unless of course you want to be killed by these freaks!" growled Steelix.

"Sorry that I'm concerned for my pregnant wife…" snapped Wes as he slowly got into a fighting stance.

"Pregnant? Jen's pregnant….." said Steelix softly. If Wes didn't know better it almost sounded like Steelix seemed to care. He shook the thoughts away, thinking it was the smoke that was doing it to him. He had to be crazy to actually think that Steelix cared about anyone but himself.

Billy could see the small sparks of sun slowly peaking through the gas. It wouldn't be long now. The Phantom Ranger had been silent for a long moment, resting or life slowly fading away from him, Billy didn't know. Billy was getting ready to say something when the Phantom Ranger leaned forward in his seat and turned to face Billy.

"This is where I bid you farewell, Billy. The rangers are going to need you once this is all over…"

"But wait! What about you?"

"I have to remain here…"

But…..Will I ever see you again? Are you going to be all right?"

The Phantom put his hand above a yellow button. "Goodbye, Billy, and tell the others I said goodbye…."

"Wait, you can't just…….." Billy's last few words were cut off in the teleportation. In a flash of light Billy was gone, leaving the Phantom Ranger alone in his ship. The Phantom Ranger then gazed out looking out the window seeing the light streaks of sun begin to shine through.

The building was now covered in smoke. Wes and Steelix were putting all they had into the battle, punching and kicking the CellBorgs wherever they saw an opening. But Wes was slowing down; he was doing more coughing than fighting. Wes watched as Steelix fought against two of the CellBorgs. His eyes were watering and it was getting harder for him to see. That's when he saw it; one of the CellBorgs began to sneak up behind Steelix. Wes could only make out a shadowy image. Steelix was in trouble. Wes knew he had to do something. The CellBorgs could not be allowed to win. Without any thought at all, Wes went charging at the CellBorg using what little power he had left. He jumped the CellBorg that was sneaking up behind Steelix, sending both the CellBorg and himself crashing straight at one of the tanks. The CellBorg's body seemed to ignite the gas tank. A huge explosion emerged, throwing Wes backwards across the room. Wes's body slammed against a wall and then dropped to the ground, force-demorphing him.

The explosion had been powerful enough to wipe out the other two CellBorgs as well. Steelix was thrown across the room also, but had been able to get back up to his feet, feeling winded and weary. Steelix looked around seeing the destroyed bodies of the CellBorgs. The bright light of the fire must have been too much for them.

He then saw Wes's limp form lying on the ground several feet away from him, and Jen was lying in a corner not moving. Something else then caught Steelix's eyes, one of the tanks had not yet ignited and it wouldn't be long before the fire would reach it. "I need to get out of here. This place is going to blow…" Steelix then began running as fast as he could towards the hallway which led to the exit, leaving Wes and Jen far behind.