Billy strolled through the facility's fifth floor, hoping to catch up with Jill and tell her what he found. He absently rubs one of his wrists, not really thinking much of it. He found it to be nasty habit ever since he got his hands free from the Military-issue cuffs strapped to his wrists. He pushes the thought out of his mind as he draws his rifle. He thought he heard something in the walls, followed by a loud crash.

"That's it, I'm goin' nuts," Billy declares. He scrunches against the wall, holding tightly to his rifle. He takes a few deep breaths, slightly trembling.

A door in the side of the wall opens and Billy takes aim, catching a surprised Jill in the process.

"We have to stop meeting like this," Jill says tiredly.

"Yeah, but what're ya gonna do about it," Billy replies. "So, gettin' a little rowdy in the boys room, were you?"

"Yeah, an old boyfriend that won't seem to stay dead." Jill sighs. "What brings you here?"

"I found something, or someone, that tried way to hard to be like Wolverine," Billy explains. Jill looks at him with a strange expression. "Hugh Jackman from X-Men?"

"Oh! Oh, I see. Sorry. I ran into one too, and now it's in two."

"What happened?"

"A zombified version of the Incredible Hulk, that's what. Wanna see?"

"Sure!"

They enter the remains of the locker room. The gapping hole in the wall immediately caught Billy's attention, but when his boots connected with a set of metal claws, he looked down.

"This one looks a little different than the one I encountered," Billy says, giving one half of the thing a kick. "Looked like Vega from Street Fighter."

"Chris' favorite game," Jill adds. "What do you think it is?"

"I have no idea, but all I do know, this thing has a second thing in its back you have to shoot at. Everywhere else is futile."

"I see. Where does that shaft go?" Jill points to the hole the Nemesis made its exit in.

"All the way down to the eleventh floor," Billy answers. "Why?"

"That's where my 'savior' made his exit."

"Umbrella monster, or not, I doubt its getting up any time soon." Billy gestures towards the other hole in the room. "That where he came in from?"

"Yep." Jill draws her Magnum.

Billy goes first. With all the loud noise he heard through the halls, he wasn't taking any chances with Jill getting hurt. He knew she could definitely take care of herself, but he had this habit of being chivalrous. The hole in the wall lead to a medical examination room. Hospital beds and stretchers adorned the place, along with a few tubes of something in them.

"What exactly is going on here, Bill?" Jill asks in a Southern drawl.

"I got no idea, darlin'," Billy replies with a Arkansas accent, "but I do know is them Duke boys is causin' trouble."

Before the two was a tube filled with a strange liquid and a creature that defied God's creation, with its sewed together body, long sharp claws on its right hand, and a face that looked like it went a few rounds with a lawn mower blade.

Leon found his way to the monitor room, finding nothing of value on the rest of the fourth floor. His jacket was starting to make him sweat, but he didn't care. He spent good money on it when he got out of Raccoon City and he wasn't in the mood to get rid of it just because it got hot. He sits down at a computer terminal and lets out a deep exhale.

"I wonder how the others are doing," Leon thinks aloud. "Probably in the same boat as you."

"I don't know, they seem to be doing all right for themselves…Leonard," says a voice from behind Leon.

The government agent leaps out of the chair, brandishing his handgun. A man dressed in black, covert mission gear stands before Leon, staring at him with thick black shades.

"Wesker, I presume?" Leon inquires.

"You catch on quick," Wesker states dryly. "What do you intend to do, shoot me? Not if you want answers, you don't." Leon holsters the gun. "That's better."

"What are you doing here?" Leon asks, sizing Wesker up.

"I'm just here to collect what's mine, that's all," Wesker replies. "Is that so wrong?"

"I'm not sure. After all, that's what you said when you lead your team into that mansion."

"Heard about that, did you? It was quite fun, but the time for talking is over. I want to see what you're made of." Wesker adjusts his glasses and draws his knife.

Leon throws his jacket off, and unsheathes his knife.

"The guns as well, cowboy," Wesker warns.

Leon, begrudgingly, drops his guns to the floor. He holds his knife with the blade parallel to his forearm and Wesker brandishes his like a sword. Wesker kicks off the ground and dives towards Leon. The former cop deflects the blade, creating a rift of sparks between the two knives. Wesker impacts the floor, making a small hole with his feet.

"You're fast, I'll give you that," Wesker compliments, "but you won't last long against me."

Leon adjusts the position of his knife. "I have questions and you have answers, so why don' t you humor me for a bit?"

"Well, that depends. Think you can get 'em out of me?"

A devious grin comes to Leon's face. "Guess we'll see."

Sparks fly between the combat knives as their wielders try to overpower each other. Leon tries to dodge otherwise fatal swipes of Wesker's knife, forcing him to stay on the defensive. Then, the two combatants come face to face, their knives grinding into each other.

"So what's the story with this place, Wesker? Tryout before Raccoon?" Leon asks, grunting.

"Reverse order, Officer," Wesker replies. He boots Leon in the chest, sending him crashing into a wall. Leon collapses to the floor with a knife barely touching his neck. "See, after Valentine and her Latin boyfriend blew the whistle on Umbrella, along with you and Redfield's sister's testimony, the company fell on some hard times."

"Yeah, greatest day of my life," Leon spits back, knocking the knife away from his throat and standing up. He and Wesker circle around each other. "I take it they just wouldn't go quietly in the night?"

"You're sharp. Umbrella had to go into hiding…" Wesker grunts and takes a swipe that barely misses Leon's face. "…Until much of this mess was cleared up. That's when they came into contact with someone who was witness during the Code: Veronica incident."

"The European outbreak, as I recall." Leon rams his knife towards Wesker, to only have it deflected. Wesker takes advantage of Leon's opening and slams his hand against his chest. Leon tumbles through the air, and quickly rights himself. His feet dig through the cheap carpeting on the floor. "I guess that enhanced strength Chris talked about wasn't just smoke."

Wesker grins. He charges for Leon, who tries valiantly to dodge his strikes.

"The witness was intrigued with Umbrella's research and wanted to help them out," Wesker grunts, trying to push Leon back. "He presented them with a gift."

Leon executes a roundhouse kick upside Wesker's head. The older man tumbles back, otherwise unfazed. His glasses hadn't been knocked off his face.

"What kinda gift?" Leon asks, his interest now piqued.

"A DNA strand of a most unusual creature," Wesker replies. "Umbrella was intrigued that this creature, whatever it was, could regenerate dead cells in a different way than their viruses."

Wesker swipes at Leon shoulder. Leon counters with a cross to Wesker's jaw. He rubs his chin before continuing.

"So it was only natural that they test out their viruses on the sample. The creature's DNA bonded with the T-Virus on a completely different level and improved on it…but they couldn't stop there."

"The G-Virus?" Leon inquires.

"I like you, kid," Wesker states. "You're much faster at this than Redfield. Anyway, the same results happened, but the final test came with the Veronica strand. The creature's blood mutated its properties even further to the point where not even their precious anti-viruses could stop the mutation."

"But they needed somewhere to test it," Leon says.

Wesker chuckles. "Exactly."

Leon makes a diagonal slash with his knife, to have it blocked with Wesker's. With a grunt, the former S.T.A.R.S. captain hurls Leon through a wall and into the armory behind it. Various guns and rifles fall around Leon, but he didn't care. He stands and charges out to face Wesker.

"So why here?" Leon shouts, his knife almost making contact with Wesker's shades.

"Umbrella heard of a government instillation out here and couldn't resist," Wesker explains. He pushes Leon's blade away with his free hand and his knife lightly grazes Leon's neck. Leon strikes the knife away and the combatants circle. "They flooded the entire facility with knockout gas and executed the military personnel with their special army."

"The UBCS," Leon says. "Figures."

"But of course. Once the big guns were out of the way, all that was left were the administrators and paper pushers keeping this place up and running."

"Test subjects."

Leon throws his knife at Wesker. He catches the hilt of the knife with his free hand before it impales him between the eyes. Wesker than throws it back. Leon snags it back in a similar manner and readies himself.

"The first batch proved successful and could even survive shots to the face." Wesker growls and takes a swing with his left leg. Leon blocks the kick, causing his shoes to dig more into the carpeting. "Then they got kind of greedy."

Wesker's next roundhouse kick goes for Leon's head. He ducks out of the way and comes at Wesker with a punch, to have it blocked with one of Wesker's fists. Leon gets pushed back, ripping up even more carpeting. He shakes his hand, trying to restore the blood flow to it.

Wesker runs his fingers along the edge of his knife. "They administered all three viruses to the creature's DNA and found a most pleasing result, but at a price. Although these new breed of zombies could last longer, and yes, even regenerate a bit, they couldn't handle direct sunlight. Something about the external heat causing a fast metabolic breakdown on a cellular level."

"Which is why the infected townspeople came down here," Leon adds. "They didn't anticipate that, or them finding this place."

"Umbrella doesn't think anything completely through on these deals, Scott. Hasn't that accrued to you yet? Anyway, by that time, Umbrella was using the facility as a smoke screen to mask their devious intentions, which is why Commando Billy didn't know too much about how he got here."

"They kept enough personnel alive to keep the place running, in case the government got wise to them."

"Bingo."

Leon administers a flying dropkick at Wesker's chest, to have his ankle grabbed and slammed into the ground. "So, what brings the great Captain Wesker down here?"

"To find those mutant samples, why else?" A laser sight finds its way onto Wesker's forehead. "Well, well, the gang's all here." He releases Leon, and accidentally drops his knife.. "I guess I'll take my leave." Wesker drops a blue grenade that explodes into a white flash just before it hits the ground.

"He's gone!" Jill exclaims.

"How long have you guys been here?" Leon asks, his face red from the increased blood flow to his skull.

"Since 'They got kind of greedy'," Billy replies, helping Leon to his feet. "Friend of yours?" Leon points to Jill.

"Former captain," she replies. "You all right?"

"I'll be fine, but I don't think my knife will be." Leon holds it up, showing that its been dulled in several places.

"No sweat, man," Billy says. He picks up Wesker's knife. "Finders keepers, right?"

Leon notices it that it has a snake design etched into it, but thinks nothing of it. He takes it from Billy and sheathes it. Leon gathers his guns and holsters and straps them around his shoulders. He was just about to grab his jacket when Jill spoke up.

"Can I have that for a while?" she asked. "It's freezing down here!"

"Sure," Leon says, tossing it to her. "Startin' to sweat."

"Nice fit!" Jill says. "Find out anything else?"

"Yeah, but I'd rather not talk about it?"

"Dogs?" Billy asks.

"Dogs," Leon replies. "What'd you guys find?"

"I think we oughta show you," Billy says. "It'll blow your mind."

At the bottom of an elevator shaft, Nemesis slept. Its massive body collapsed the unfortunate elevator on the last floor. Suddenly, its single eye opened, with renewed rage.

"Staaaaarrrrsssss!" it roared.

The wounds it sustained from the bladed creature it ripped apart where gone, along with the injuries it sustained from the fall. The Tyrant let out a loud roar only heard in the basement level. Its hunting program kicked in, a leftover side effect the Umbrella technicians couldn't get rid of. Nemesis had to complete its mission: eliminate all Raccoon City S.T.A.R.S. members.

With renewed strength, Nemesis dug its powerful fingers into the shaft and began to climb. Its mass caused the vertical tunnel to shake and rattle, but it didn't care. A S.T.A.R.S. member was here, and it intended to kill her.