Part 22: The Fall of WOOHP

Over 25 years Jerry had fought to keep the world safe from those whose desires would place lives in jeopardy. He'd fought madmen, lunatics... the greatest evils mankind could spawn. The World Organization Of Human Protection was his weapon against those forces, the shield that kept the world safe, and the sword that cut down chaos. Now the very people he'd used those weapons to protect were fighting against him... viciously, hatefully. There was no controlling it now...

He heard the door to his new office open as a WOOHP Officer walked in calmly. "Sir, your WOOHP Team has returned... they have Sam and Alex in custody." He said. Jerry looked back at him in surprise. He hadn't expected the girls to fall so quickly... Pam, Alice and Crimson weren't nearly as rusty as he thought they were. Or perhaps he was overconfident in his girls' abilities.

"I'll come interrogate them personally." Jerry said.

"Yes sir." The officer saluted swiftly and left the room, closing the door behind him. Jerry still remembered having Clover on the table... writhing in pain. It was one of the hardest things he'd ever done in his WOOHP career, but there was nothing he would not do for the protection of humanity. No lengths he wouldn't go to, to ensure their survival.

He turned to leave the room, missing the presence of his A.I. companion. GLADIS was unable to accompany him to this new base however, so he just had to make due without her. He walked down the hallway with his hands in his pockets, making his way through the mazelike corridors of WOOHP's second base down toward the detention cells.

He walked down the long steel hallway, looking inside each cell as he passed. A few recaptured villains, a few rogue Officers who had realized the truth. At last he came to a certain cell and stopped, staring inside it. Sam was leaning against a wall, looking tired and weak as Alex knelt down beside her, running one hand over her forehead and speaking in a soft tone.

"You'll be okay Sammy... don't worry, I won't let them hurt you." Alex told her.

"Alex, you've got to escape..." Sam told her softly. "Forget about me, get out of here. Someone has to lead the fight... we can't let Jerry's insanity enslave mankind. We've always fought people like that... we can't lose now."

"You still don't understand." Jerry sighed. Both girls' head snapped toward the door at the sound of his voice. Jerry approached the door and pushed it open slowly. Alex dropped into a fighting stance, her eyes locked onto Jerry's. "I don't want to fight Alex. Merely to talk."

"Talk to someone who cares what you have to say." Alex growled. "You've taken this whole thing waaaay too far Jerry. I didn't want to believe it at first... but after what you did to Sam I'm NEVER listening to you again!"

"I didn't do anything to Samantha." Jerry retorted. "Thanks to you girls, the entire world is rebelling against peace. Chaos is growing across the globe, and there's not a damn thing I can do about it."

"You mean you've lost control." Sam sneered. "Good. You're too insane to trust with the kind of power you had..."

"I am deeply sorry you girls still haven't seen the light." Jerry sighed deeply, genuinely sad that they hadn't realized what he was trying to do. All of this was for the sake of peace... the good of humankind. An end to war... that had been his dream forever. A dream he thought they shared.

"You lost my sympathy when you had your flunky hurt my friend you evil, evil bastard!" Alex charged suddenly with a howl, leaping into the air and bringing one fist back in a quick, expert strike. Jerry dodged the blow swiftly, catching her by her wrist and halting her in mid-flight. Alex stumbled to keep from falling, giving Jerry time to push her up against the wall roughly, but not hard enough to cause serious injury.

"I don't want to fight you Alex." Jerry repeated. "Please don't make me."

"Shut up!" Alex howled in a blind rage, lunging at Jerry again with a feral growl. Jerry's hands flashed in a blur, sweeping Alex's arms out to the sides and wrapping one arm around hers, holding it in a vice and spinning in a circle. He let go of her suddenly, sending her hurtling face-first into the solid steel cell wall. Alex bounced off and collapsed to the ground, groaning in pain and clutching her nose.

"Stop Jerry..." Sam grunted, pushing herself up to a standing position. Her limbs shook with every movement, and she was leaning heavily against the wall, but her face was full of determination as she stared at her former boss. "There's no need for this... you're right, we shouldn't be fighting each other."

"Is that so?" Jerry asked, surprised.

"Sammy?" Alex looked up in surprise as well, still holding her nose.

"Someone's pitting us against each other..." Sam said. "Someone attacked the settlement outside of WOOHP Headquarters... they looked like WOOHP Officers, but one of them told me he had nothing to do with WOOHP... before he shot me in the stomach." She walked up to him slowly; her body moving almost like one would expect a zombie's to move. "We're falling right into their hands..."

"Do you have any proof of this?" Jerry asked.

"I... well... no..." Sam admitted. "But you have to believe me Jerry. Someone attacked the settlement, that's why the civilians started declaring war on WOOHP. We're being played against each other!"

"I'm sorry Samantha..." jerry shook his head. "I do wish I could believe you, but I can't afford to put my trust in anyone right now. Things are too fragile... too easily disrupted." Jerry turned away from her, straightening his tie after the scuffle with Alex. "And I feel I can trust you least of all." With that he left, closing the cell door behind him. Sam and Alex remained silent as he turned to leave, but he stopped when he heard Alex call from behind him.

"Wait!" Alex called sharply. "At least... at least let us see our mothers." Jerry turned around slowly, seeing Alex clutching the bars tightly with a gentle, worried look on her face. "We haven't seen them since the war began... we're getting worried about them."

"I assure you they're alright. I would not leave an innocent woman behind." Jerry told them.

"Can't you let us see them? Just to talk to them?" Alex begged softly. "Please, Jerry..." There were tears welling up in her eyes, her lip quivering. It was a look Jerry had seen before... he was sure it wasn't genuine. She was going to try to get her mother to help them... turn them against Jerry too. But, despite knowing what they were for... he could never deny those eyes...

"Alright." Jerry nodded. "Wait here, while I send for Carmen, Stella, and Gabriella." He turned to leave.

"Thank you so much Jerry!" Alex shouted gratefully. Jerry left the holding cells, making his way up the building to the outside, where the hot desert sun was beating down on the sandy Earth. Area 51... so many people knew of this place's existence... of course, none of them knew what was really here. No aliens, no giant conspiracy to cover up aliens... that was all a cover for WOOHP's main weapon laboratory.

He approached one of the officers nearby. "I want you to go down into the base, and move Sam, Alex, and Clover to Interrogation Room three. Keep a constant guard posted outside AND inside the room. I don't want them to be left alone, even for an instant."

"Yes sir." The officer saluted and went back into the building as Jerry made his way across the desert.

He made his way across the hot sand to the living quarters on the other side of the base, knocking lightly before poking his head in through the door. Three older women, so much like their daughters, were talking amiably over small mugs of coffee. They all looked up when Jerry entered, each of them flashing him a weary smile.

"Any word on our girls?" Gabby asked hopefully.

"Actually, that's what I'm here about." Jerry closed the door behind him. "Your girls are here, at this base." All three women climbed to their feet excitedly, but Jerry quickly waved them down. "But I'm afraid things have become complicated... their minds are being affected by the stress of everything that's been happening lately."

"What do you mean?" Gabby asked worriedly.

"I'm afraid it's resulting in hallucinations... delusions. I have no choice but to keep them confined for their own good." He told them. The women exchanged a worried glance. "I'll allow you to see them, but only under strict guard... we're doing everything we can to help them, but it will take time." He told them.

"Yes, of course." Gabby turned back to him and nodded. "Their health is the most important thing to us..."

"I know it is..." Jerry smiled slightly. "Follow me, I'll take you to see them." He left the shelter, crossing the small desert path back to the base proper, taking them down the elevator deep into the main structure. The women remained stonily silent as they followed behind him. Jerry proceeded down the hall to a nearby interrogation room, where the girls were no doubt being held by now.

Jerry opened the door and stepped inside, holding the door open. Sam, Alex, and Clover all looked up from what appeared to be a group hug. All of their eyes went wide when they saw the women standing beside Jerry.

"Mommy! You're alright!" Alex broke from the trio and ran up to Carmen, leaping against her and throwing her arms around her neck. "I'm so glad to see you! I missed you..."

"I missed you too sweety..." Carmen said happily. "Why ever did you leave without telling me...?" Alex opened her eyes, glancing at Jerry, who was still standing nearby.

"I... I guess it doesn't matter." Alex shook her head. Clover was more reserved in her approach, eyeing Jerry wearily. She had been acting different ever since Jerry's interrogation the other day. She never had given in... it was sheer chance that Jerry had intercepted Alex's call. Otherwise he might never have found the girls.

"Hey... mom..." Clover said softly.

"Clover..." Stella's eye grew wet and she pulled Clover into a tight embrace. "I thought you promised to tell me when you were going to leave... you promised never to do this to me again." She said tightly.

"I didn't have a choice... I'm sorry..." Clover replied. Gabby moved past the others, walking around the table to Sam. The two hadn't seen each other since their initial arrival at WOOHP headquarters, since Sam had immediately gone to Jerry and then disappeared. Sam looked up, not rising from her chair since her limbs were still weak. The doctors told him there was nothing wrong with her, except that they found nano-bots in her bloodstream after examining her on arrival. How they got there, Jerry didn't know.

"Hi... mom..." Sam said softly.

"Sam..." Gabby said softly. "Are you okay?" she knelt down in front of her daughter, putting her hands on her shoulders.

"I'll be okay..." Sam nodded slightly. "I just got hurt... but I'm getting better, thanks to Alex and Clover." Gabby nodded, and there was a tense silence between them. Gabby stared at her daughters eyes, then slowly stood up, her hand lingering on Sam's shoulder. Sam watched her, obviously struggling to hold back the tears.

"I hope you get better soon, dear Samantha..." Gabby said softly. She brought one hand up and ran it through Sam's hair, letting her fingers slide into the long red locks. Sam looked past her, glancing just momentarily into Jerry's eyes. It seemed in that instant she realized what must've happened... Jerry wouldn't let them speak freely. And even if they did, he made sure their mothers wouldn't believe them.

"I will... mother..." Sam lowered her head and squeezed her eyes shut, tears sliding down her cheeks. "I'll get better..." Gabby smiled tenderly and leaned down to kiss her daughter tenderly on the forehead.

"That's my girl... be brave, I know you can do anything." Gabby stood up straight, looking back at her friends. Alex and Clover were chatting amiably with their mothers, as if they were sitting around a dinner table instead of in a WOOHP interrogation room. Silently Gabby turned to leave, leaving Sam sitting alone on the chair. Jerry watched her go, then turned to watch the other girls for a while.

"It's getting late." Jerry said at last, after several hours had passed.

"Can we do this again some time Jerry?" Carmen asked.

"Of course, I would never want to keep families apart." Jerry smiled back. None of the girls looked at him as their mothers bid them tearful goodbyes and turned to brush past Jerry on their way out. Jerry watched the girls as they all turned their suddenly cold eyes on him.

"You're evil..." Sam growled.

"Take them back to their cells." Jerry told the nearby officer. He approached the girls and cuffed each of them, several more officers arriving to help him get them from the interrogation room to the cells. Jerry watched them go, then turned to leave the room himself, walking down the hall toward his secondary office in the middle of the building.

He looked down in surprise when his wallet began to beep. He pulled it out and opened it. "Yes?"

"Jerry! I finally got a hold of you!" Brittany yelled over the communicator. Her hair whipped around her face, and the X-Powder was held extremely close to her. It looked like she was flying. "We just encountered the source of these rebellions, there are Scamlar warriors scattered among the civilian population."

"Do you have any proof?" Jerry asked.

"We were just attacked by three of them, they looked and acted just like civilians until we engaged them in combat." Brittany replied. "We're on our way back to tell you what happened in greater detail."

"Come to the secondary WOOHP Headquarters." Jerry told them. "On the double, I'll begin fortifying our defenses as best I can."

"Understood." Brittany said before the communication went dark. Jerry put his wallet back in his pocket. So Sam was right...

"Scamlar?" A young voice asked. Jerry turned to see Arnold standing behind him. Since Sam's treasonous rebellion the boy's mood seemed to change more than Clover's fashion sense. Lately though he seemed to solidify... becoming much more thoughtful and serious. He was quickly becoming a genius in the WOOHP offices, contributing to some of their most advanced projects now that he was focused. "What's that?"

"A dangerous substance created by a former WOOHP technology designer." Jerry told him.

"A substance? She made it sound like it was alive." Arnold said.

"It just might be." Jerry replied. Arnold looked like he was about to reply, but suddenly the alarm went off, the entire base flashing red. Jerry looked up as a voice began speaking over the intercom.

"WARNING, THE BASE HAS BEEN BREACHED IN SECTOR 6. REPEAT, THE BASE HAS BEEN BREACHED IN SECTOR 6." The voice exclaimed.

"That's the prison cells... girls!" Jerry whirled and ran down the hall, hearing Arnold running right behind him. They charged through the winding hallways, stopping at the thick door that lead to the cells. Jerry slid his card through the electronic lock, waiting anxiously. He could hear screams from further inside the prison, and could see spots of red blood dotting the walls, several bodies littering the floor.

Finally the door opened and Jerry charged down the hall, turning the corner quickly and running toward the girls' cell. Lady Luna was watching from inside her cell.

"Something just went in there!" Lady Luna shouted. Jerry ran up outside the cell, but suddenly the door flew off the hinges with a tremendous clatter, slamming into him and smashing him against the far wall. Jerry groaned and collapsed to his knees as the door fell in front of him. The sight before him was blurry, but would probably remain etched in his mind forever.

Sam stood in the middle of the cell, holding by the neck a second Sam, who was sobbing and grabbing at her attacker's wrist in vain. Clover and Alex were both leaning against the walls, hunched over and watching the scene before them unfold with horrified expressions on their faces. Even as the Scamlar warrior turned back to Sam another alarm sounded.

"WARNING, THE BASE IS UNDER ATTACK FROM THE SURFACE. REPEAT, THE BASE IS UNDER ATTACK." The alarm blared. Jerry pushed himself up the wall painfully.

"Sam! No!" Arnold screamed, but there was nothing he could do. The Scamlar warrior hefted her up from the ground, bringing its second fist back. Its arm melted into liquid silver, forming itself into the shape of a three-foot long blade, aimed straight at Sam's heart. Nobody could do anything as the blade struck, plunging straight into Sam's chest, emerging from her back, coated in thick blood.

"Hugh..." Sam gasped in horror, her eyes going wide. The others just watched in horror, but Sam didn't go limp. She blinked slowly, opening her mouth and staring at the Scamlar assassin with wide eyes. The Scamlar's delighted grin faded as suddenly, its blade began to dissolve. It drew back, but it didn't stop. The blade vanished slowly into thin air.

"What... what the...?" Clover exclaimed in shock.

"The nanobots the WOOHP scientists detected..." Arnold realized. "They saw the blade as a threat... so they're neutralizing it, and whatever it's attached to." The Scamlar melted into a liquid form, but it didn't seem to help. A hideous scream of frustration erupted from the gelatinous mass of silver, slowly dissolving until at last it faded completely.

Sam collapsed to the ground, clutching her chest and breathing heavily. Blood was dripping from her chest and her mouth, her face going pale. "Sam!" Alex and Cover rushed to her side, kneeling beside her. Jerry and Arnold walked into the cell, taking a moment to assess the situation. Jerry stepped forward and knelt in front of Sam in a moment, touching her shoulder.

"Samantha, are you alright?" He asked. The nanobots were quite powerful, one of WOOHP's greatest gadgets... but that blade had pierced her heart. If the nanobots couldn't help her, nothing else possibly could. Meanwhile the warning of the attack continued to blare over the sound of Sam's panting, warning them of the escalating attack on the surface.

"I..." Sam stammered, looking up at him. Her breath slowly steadied, the blood flow from her chest slowly diminishing until the hole in her chest completely vanished. "I'll be okay..." Sam said weakly. "I just feel... drained..." She spit out a mouthful of blood, wiping her lips with the back of one hand.

"The nanobots draw power from your body... it must require tremendous power to keep you alive after something like that." Jerry said. "But we don't have time to discuss it, we have to leave now." Indeed, the red lights were still flashing throughout the entire base, keeping track of the attacker's progress through the base, straight toward the jail section. And it didn't take a genius to figure out who the attackers were.

Alex and Clover got on either side of Sam, hefting her arms over their shoulders and pulling her up from the ground between them. "Come on, this way." Jerry walked out of the cell with the others following right behind him. He turned to leave, but voices began to call from the other cells.

"Wait!" Lady Luna shouted. "You can't leave us here with more of those things coming!"

"Yes, let us out!" Professor Zero agreed. More and more prisoners began to speak up, drowning them out quickly.

"They're right, we have to free them." Alex said.

"We don't have time." Jerry replied.

"I'll take care of it." Arnold said quickly. "I've been studying the WOOHP computer systems, I think I know it well enough to disable all of the electronic locks if I can find the main console."

"Down the hall that way, inside the first door to your left with the bulletproof glass window." Jerry told him. Arnold turned to rush down the hall. "Come on girls, Sam is in no condition to fight, and if we're caught we won't have a prayer." Jerry ran down the hall with the girls, ignoring the shouts of protest from the prisoners.

They left the prison cells and made their way through the hallways. Jerry stopped when he heard a thunderous bang from the door in front of them, a large dent appearing in the six inch deep steel. "It doesn't look like we're going this way..." Clover said darkly.

"It's not the only exit... girls, you need to leave, now." Jerry said. "There's an exit in the back of the prison cells, it's hidden by the holographic projector. Arnold should be able to disable it."

"What about you, Jerry?" Sam asked. The door behind him creaked again, the hinges creaking with the strain of keeping the massive thing in place.

"I'm going to do what I've always done, protect humanity." Jerry turned away from them, facing the door. "By giving absolutely anything I have to give." The girls behind him remained silent. "Now go. Every moment you waste makes it less likely for you to get out, and to get the other prisoners out. I'll hold them as long as I can, but I doubt it will be long."

"Jerry..." Sam said softly. Jerry looked back at her over his shoulder. "I don't think I'll ever forgive you for what you did... but... I think I understand..." She said. Jerry turned back to the door, listening as the girls' footsteps rushed down the hallway away from him. The door in front of Jerry soon exploded inward, falling to the ground. There was a sea of silver waiting just outside, each looking like WOOHP Officers and each with a pair of blades for arms.

Jerry raised his arms in front of him, watches on his wrists sprouting two long, thin wires. The two Buzzsaw Wristwatches buzzed to life, whirring on his wrists as the blades cut through the air. He held them out in front of them, eyeing the Scamlar soldiers as they moved through the hall toward him. One of them lunged suddenly, bringing its blade around in a wide vertical arc.

Jerry's Buzzsaw cut straight through the middle of the blade's liquid-based substance. The blade liquefied and Jerry brought his other arm around, slicing the Scamlar soldier clean in half at the stomach with one sweeping arc. Jerry whirled into the other soldiers, his blades cutting through anything they came into contact with, sending liquid silver flying in every direction.

He leaned back to avoid a stray blade, then cut it in half and leapt in the air, his foot knocking the offending soldier back as his second blade decapitated another nearby soldier. He landed in a crouch, plunging both blades straight into the stomach of one of his attackers. He yanked his arms out to the sides in an arc, cutting it in half and cutting through several more Scamlar soldiers that were attempting to flank him.

He cut another warrior in half straight up the middle with a sweeping uppercut, sending it falling away to either side, but another soldier took its place instantly, lunging at him and barreling into his stomach. Jerry slammed into the wall with a heavy thud, grunting in pain. The Scamlar tried to plunge a bade into his stomach, but Jerry's wristwatch moved into the way, slicing the blade into ribbons before it could touch his stomach. He thrust his arm out, decapitating the soldier cleanly.

Jerry ducked several more blows, whirling out of the way and leaping back down the hall, landing in a crouch and putting his blades up in front of him. He was panting hard and his back was aching. He wasn't as spry as he used to be. And the Scamlar soldiers looked unphased. Even those he'd already cut in half were now back together, watching him with cold, almost evil looking expressions on their faces.

Jerry rose to his feet as they rushed him all at once in a silver tidal wave, dozens of blades all rushing to skewer him all at once. Jerry stood his ground, like he'd always done. He would do anything to protect humanity... he would give anything. Millions of lives... or his own life... it didn't matter. The world had always come first, and it always would.

Jerry let out a howl and lunged toward the oncoming wave, his buzzsaws slicing into the wall even as the blades plunged into his body. He continued to slice, his buzzsaws cutting limbs and pieces off of the silver wave, ignoring the blades that continued to plunge deep into his body, piercing his stomach, back and chest. His blood dripped to the floor below him, but still he refused to stop, his blades cutting through the substances until his arms went numb.

His arms fell to his sides, his vision growing dark as the blades withdrew from his body, letting him fall to the ground like a wasted piece of meat. Jerry collapsed to the floor, staring at the ceiling. If anyone could save the world now... it was Sam, Alex, and Clover. The world would be saved... they would become the heroes who could bring true peace to the world...

And he could finally rest...

TO BE CONTINUED