I do not own Jonny Quest or Resident Evil. I am not making any money off of this. All I am getting from this is bleary eyes, a constant lack of sleep, and a bad cough from smoking too much.

I hope that those of you who have read my story are enjoying it. I haven't received any reviews yet, so I'm a little concerned. Either way, I'm going to finish it. Hope you all enjoy.

WHEN NIGHTMARES WALK AMOUNGST US

CHAPTER 8

Phil moved through the door, staying low in order to present as small a target as possible. As soon as he was in he scanned the area; attempting to take it all in at once and ascertain the best routes. They were in another large warehouse, boxes and crates stacked high, forming rows and passageways. He motioned to Jessie, telling her to get behind some of the crates and stay hidden. He moved forward down the main aisle, glancing off to the left and right as he passed open areas. He could see where the rows of boxes ended and the rest of the warehouse was clear. He saw a flight of metal stairs leading to a room with darkened windows, 'That must be where they are.' He thought to himself as he continued forward. The far wall contained large doors which must have been a docking bay for trucks, and a small door off to the left for workers to enter and exit. His view to the left and right was still obscured by the crates which prevented him from acknowledging a set of large reinforced steel doors off to the right. He stopped in his tracks as a voice came over the loud speaker.

"Ahh, so you have decided to come for the final performance." It was Krumlanski again, mocking him with his sarcastic and annoying voice. "Like I said before, it will be most enjoyable watching you die, Mr. Corbin."

Phil tried to ignore the man, cursing him aloud. Then he heard another sound off to his right, the sound of automatic doors being opened. "Meet my latest and most wonderful creation, Agent Corbin; he has been dying to meet you for so long. He's quite hungry." The words echoed off the walls of the large room.

Phil continued forward and emerged from the crates just as the doors slammed open. What he saw scared him to death. The beast had to be at least 8 or 9 feet tall. Its pale grey skin had a slimy appearance to it and he noticed that it was sexless. It was covered with crude stitching patterns across its body and two large, pulsating parasitic creatures were attached to its shoulders, their tentacles stuck into the thing's neck. Its head was gigantic and grotesque. Its eyes were completely black and its mouth was lined with huge fangs. One of its arms had a razor sharp blade fused to it, similar to the creature they had fought earlier; the other had a misshapen hand with four large fingers, each containing a long, hideous claw. Phil took the creature in within seconds and his hope began to sway. He could hear Krumlanski's sadistic laugh emanating from the speakers. The creature let out an unearthly cry and charged; it was fast, but due to its size it couldn't maneuver well among the crates..

Phil opened fire on the thing, the bullets ripped through its body, splattering a sick black-red blood about, but it continued on. The thing swung its clawed hand at him and he dove out of the way, but it still managed to graze his head. If it had connected fully he would more then likely have been decapitated. He shook off the pain and scrambled to his feet, trying to get back behind the crates for cover. He felt the side of his head; the thing's claws had ripped at his stitches, pulling them out and reopening his previous wound; the blood was already flowing freely.

He tried to think of a strategy, remembered Jessie and knew he had to get her out He ran to where he had motioned for her to go, but she was gone. He looked around frantically and saw her at the far end of the warehouse, trying to get up the stairs.

The creature called Hades had seen her as well and it turned to focus its attention on her. It stalked after her, its long bladed arm scrapping across the ground. Phil ran after it and began to fire, causing it to shriek, but whether in pain or anger, he didn't know. The thing turned on him and he kept firing, when he heard the click that indicated his magazine was empty he dove behind some boxes, quickly reloading. The beast crashed into the boxes, splinters of wood flying in every direction. The thing brought its fist down, aiming to crush Phil where he stood, but the man quickly rolled away at the last second. He came up on one knee and fired again, aiming for the creature's legs. The bullets pelted the creature, keeping it temporarily at bay. Phil decided to use a 40mm grenade, he was close and in danger of shrapnel, but at this point he was quickly running out of options and didn't care about the consequences. He got up and ran backwards, trying to put some more distance between him and the thing that was trying desperately to kill him. He turned, his breathing coming in quick ragged breaths, took aim and fired the M203, the round popping out and flying into the beast's leg. He had missed the knee, but the round did some damage. The creature staggered, fell, but was quickly returning to its feet. Phil tried to reload the launcher as he ran, moving away from the thing and heading towards the stairs where Jessie had gone. The creature was back up and in pursuit once again. Phil turned back towards it, but was too slow; the thing swung, knocking the rifle out of his hand and slicing his vest all the way to the skin. He fell backwards, banging his head on the floor. He winced in pain as he tried to stand, his body bloodied, broken, and weakened. When he looked up again the creature was standing over him, ready to kill.

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Jessie ran up the stairs, determined to get inside the control room. She had watched the huge monster as it attacked Phil, but she knew there was no way she could help him. If she could get to the control room, perhaps there was a way to stop it from there.

Without thinking she burst through the door of the room and was immediately grabbed and disarmed by one of the guards. He squeezed her arm, causing her to wince in pain. She saw Krumlanski watching the fight down below and her hatred grew. That thing was going to kill them all.

"Jessie!" Dr. Quest exclaimed and jumped to his feet; running towards the girl. The other guard stepped forward and slammed the butt of his rifle into the doctor's abdomen, causing him to keel over in pain.

"This is over now!" Krumlanski barked and he grabbed Jessie from the guard. "Kill him." He spat as he turned and left, holding Jessie as a hostage.

The guards raised their rifles at Dr. Quest, but they never got a chance to fire. Dr. Elaim pulled out a revolver and shot both the guards, killing them instantly. He hurried to Dr. Quest and helped him to his feet. "I'm so sorry, Benton. I can't believe it went this far. I just…"

Dr. Quest stared at the other man and nodded. "Help us. Can you stop that creature?"

Dr. Elaim shook his head, "No. There is nothing I can do for Agent Corbin."

"We have to do something." Benton spoke the words aloud, but in his heart he knew that there was little they could do to help the other man.

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Phil Corbin saw his life flash before his eyes as he lay helpless beneath the monster that Krumlanski had created. He was bleeding and broken and he was about to die. He kept his eyes open and watched as the thing raised it blade, ready to strike. He saw the arm swing down, but the blade never penetrated his flesh.

He heard the gunshots and saw the creature reel back as it was bombarded with bullets. The thing crashed to the ground, but it still wasn't dead. Phil rolled over and pushed himself up to his knees, spitting blood upon the floor. He looked up and saw Race, Jade, Jonny, and Hadji standing on a catwalk that led to the control room. He staggered to his feet, glancing back at the creature as it tried to stand.

"Phil," Race yelled. "Krumlanski took Jessie." He pointed to the door next to the docking bay. "Go get her. We'll take care of this thing."

Phil nodded and was moving. He saw his rifle at the foot of the stairs, realized he didn't need it so he picked it up and tossed it as far up the stairs as he could, then he stripped off his tactical vest, body armor, and grenade belt and did the same. Hopefully, if Race could reach them he could use them to kill that thing. That left him with his .45 and combat knife.

He ran to the door with all that the strength he had left. His lungs burned as he ran, but he could not allow the pain to slow him down. It was no longer about him or his vendetta against Krumlanski; he had to get Jessie back. Who knew what that psycho would do to her?

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Race saw Phil throw the weapon and ammo up the stairs and he ran for it. If he could get the launcher, he should have a chance against that thing. The creature was back up and moving; trying to figure out how to get its new prey to come to it.

Race fired at the thing as he ran to the stairs and grabbed the launcher and ammo. "Get into the control room." He yelled at the others. Jade led the boys to the room, her shotgun useless at this range, the pellets doing nothing more then enraging the unearthly creature further.

Race opened the tube, saw it was loaded, closed it, aimed and fired. He was successful where Phil had failed. The round hit the monster in the knee and exploded. It blew the creature's leg clear off. The monster howled in agony as it fell, but it continued to try and get to him, clawing its way forward, it claws making a horrible screeching sounds as they pulled the thing forward across the floor.

Race saw the parasites on the thing's shoulders and fired at them, the 5.56mm rounds ripping them apart. Soon one exploded and then the other. The monster convulsed as the creatures that were attached to it died. Race could see it was weak and he continued to fire, moving forward towards the thing. He reloaded the launcher, fired the last of his magazine into the creature's chest, and then took aim on its head.

"Go back to whatever Hell you came from." He growled through gritted teeth. He fired the 40mm round and watched as it flew into the creature's face and exploded. Blood and brain matter blew into the air, landing with audible thuds all around him. When the smoke cleared, the monster was dead, its head completely gone. Race's body relaxed as he lowered the rifle and slumped against the railing. Then he turned and ran to the control room.

Race was overwhelmed with relief when he saw Dr. Quest alive and relatively unharmed. The two men nodded to each other. "Doctor, are you alright?"

"I am now." Dr. Quest responded, still hugging Jonny closely to him. "Dr. Elaim knows how to blow this place sky high."

Dr. Elaim fidgeted nervously, "The whole place is rigged with explosives. In the event there was ever an outbreak we could destroy the whole facility, then cover it up as an unexpected explosion at an abandoned military weapon's depot."

"Charming," Race responded. "How soon?"

Dr. Elaim shrugged. "I can start the count down at any time."

"What about Jessie and Phil?" Hadji asked.

"We're not leaving without them." Race stated.

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Phil ran at the door, hit it with his shoulder and plowed through full motion. He stumbled down the stairs for which he was fortunate due to the fact that Krumlanski had been waiting for him and fired his pistol at him as soon as the door sprang open.

Phil regained his footing and ran in the direction of the gunshots. Krumlanski had turned and fled, but he still held Jessie in his grasp. Phil saw the man disappear around a corner. He followed and stopped as he reached the corner. He listened, heard Krumlanski swearing and babbling on; Jessie was crying. He took a quick look around the corner, saw the man was fumbling with a door to a black van, and stepped around the corner.

Krumlanski stopped when he heard Phil's footsteps and watched the man emerge from the hallway. He raised his pistol in his direction ordering the agent to stop. When he saw the other man continuing on he placed the pistol against the girl's head, which achieved the desired result.

"Don't come any closer. You are not going to ruin all this for me."

"Let her go." Phil demanded.

Krumlanski laughed, "Why? So you can have a clear target? I don't think so."

Phil reached down and drew his sidearm. Then he threw it to the floor, kicking it out of sight. He saw Jessie's eyes grow wide with shock and he tried to give her a reassuring look.

Krumlanski saw what Phil had done and contemplated shooting the man dead right then, however he wanted to make him suffer for all the grief he had caused him. "Fine." He stepped away from the truck and then in one motion, threw Jessie up against the side of the vehicle, her head banging against the side.

As soon as Krumlanski had released the girl Phil ran at the man. Krumlanski reacted by raising his pistol, not caring anymore, just wanting the man dead, but before he could take aim, Phil crashed into the man throwing them both into a pile of boxes that sat behind them. Krumlanski exhaled, the wind being knocked out of him from the force of the blow.

Phil jumped to his feet, grabbed the other man by the neck and hauled him off the ground. He punched the man in the stomach, then threw him up against the opposite wall. He no longer cared about anything, just killing Krumlanski. His rage had taken over completely. He did not know that Jessie was still conscious and was watching the whole scene as it unfolded. She cowered up against the van, wanting to run back, but not wanting to be alone.

Krumlanski tried to stand, but Phil was on him again in a matter of moments. He swung, pummeling the man's face and kicking him in the chest and side. Krumlanski, trying to block the blows, managed to get a foot up and thrust it into the other man's lower abdomen and groin, sending Corbin staggering backwards, but he did not fall. Krumlanski stood, glared at the other man, who glared back at him.

"You fool," he spat, still attempting to beat the man, "If you kill me another will just take my place. You cannot stop Umbrella."

Phil advanced again, slowly this time. Krumlanski tried to swing at the man, but Corbin blocked it, twisting and hyper extending the other man's arm and then brought his opposite elbow down against the arm. Krumlanski hollowed in pain and he heard and felt his arm snap in two. Phil let go and Krumlanski fell to his knees. Phil backed off watching the other man attempt to crawl away; he said nothing, rage still controlling him. He looked at Jessie, saw her fear, and went to her, he reached down to comfort her, but she cowered away from him. He stood back, unsure why she would act in such a way.

He looked back over and saw Krumlanski going for his fallen gun. The man had reached it and was bringing it up to fire with his one good arm. Phil stalked over to the man and slapped the pistol from his grip. It was at that moment that Krumlanski knew he was about to die. He had pushed this man too far, effectively sealing his own doom. Corbin reached down, grabbed the man off the floor, and then slammed him up against the wall once more. He held him in place, his left arm across the man's throat, his body pressed up against the squirming scientist. He reached around his back and withdrew his combat knife.

He pressed the knife up against Krumlanski's chest and felt the other man's body tense with fear. He had no control anymore as he slowly drove the knife into the man's flesh. He gritted his teeth as he stared into the dying man's eyes, feeling the blade as he continued to push further.

Krumlanski knew he was dying, but he would not give up, he would still win. He was choking on his own blood when he forced a grin and laughed in the face of the man who was currently taking his life. He looked Corbin in the eyes and spoke, his voice raspy and low. "You have become what I made you." He coughed up more blood, but continued. "You are my greatest creation."

Phil heard the man's words and slammed the blade the rest of the way into the man's chest. He held him there and watched him die. "There. Be done by as you did." Phil hissed at the dead man. Krumlanski's dying words killed him almost as effectively as he had killed Krumlanski.

After a few moments he released the dead man, pulling the blade out and letting the lifeless body fall to the ground. Corbin staggered backwards and fell to his knees, dropping the bloodied blade next to him. He looked at his blood soaked hands clenching them tightly as if trying to cleanse them of his sins. He looked back at the dead man and realized that he felt nothing. The anger was gone, the rage disappeared, but so had everything else. He had waited so long for this moment, but nothing came. No relief or joy. No guilt or fear. Nothing. 'What have I become?' He thought to himself.

Jessie stood up; the nightmare was over. She had watched with fear as Corbin killed Krumlanski, but she was also relieved. It was all over. She saw Corbin kneeling on the ground and she slowly walked over to him. She placed a hand on his shoulder and was surprised at how cold he felt.

"Mr. Corbin?" She said.

He did not respond; he didn't even move to acknowledge her presence.

"Mr. Corbin?" She said again. She moved to his side, kneeling next to him. He turned his face towards her and she saw his pain etched beneath the grime and blood. She couldn't interpret what he was probably feeling, but she attempted to reassure him. Jessie had not heard Krumlanski's dying statement to the man. "It's over now. We should get back to the others." She grabbed his arm as she stood and he stood up with her.

He moved to collect his pistol, but he left the knife where it was. "Jessie?" He said worry clouding his voice.

She turned back to him and saw the concern on his face. "Don't worry," she stated, "What happened here…will stay here. No one needs to know the details. Its alright, you did what had to be done. I for one don't think less of you for it."

Phil nodded his head. Finally he felt something, relief. She was right, it was over, and he knew that Jessica Bannon would keep her word. He had become something that he hated, something he never thought he could become, but she would keep his secret.

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Back in the control room, Dr. Elaim began typing in the self-destruct sequence codes. He knew what had to be done and only the total destruction of the facility would guarantee that all the creatures he helped create would be destroyed for good.

"They're back." Jonny exclaimed; he had been watching from the window and saw Jessie and Phil emerging from the door next to the docking bays. He ran out the door, taking the stairs two at a time, to greet them with the others following behind in step.

Jessie ran to her father as she saw him and jumped into his arms, embracing him tightly. She didn't want to let go, not after everything that she had been through.

"You ok, honey?" Race asked, concern etched into his voice.

"Yeah, I'm alright." She responded.

Race let her go and she went over to talk with Jonny and Hadji, hugging them as well, glad to see her friends were alright. Race looked at Phil, who just stared back at him, and without any words, Race knew that Krumlanski was dead. He nodded at his superior who gave him a slight nod back. Race handed the M4 with the M203 launcher back to Phil.

"You may want this back. Thanks for letting me borrow it." Race smirked.

"You fired it last, you get to clean it." Phil said as he took the weapon and some ammo back, reloading it. Just because Krumlanski was gone didn't mean they were out of the woods just yet.

Jade walked over to the man, placing a hand on his shoulder, "Glad to see your ok." She said softly to him.

Phil didn't respond, just glanced at her, but said nothing. He wasn't in a very talkative mood and the last thing he wanted was to discuss what he had just done.

Dr. Quest had been standing at the top of the stairs, not wanting to let Elaim out of his sight. "Come on, everyone, we're going to have to get out of this place in a hurry."

"Good, I for one will be glad once we are gone." Hadji stated.

Dr. Quest turned back towards the other scientist who was typing in the last of the sequence. "Dr. Elaim, please hurry."

Dr. Elaim finished the last of the code and the timer began to count down from twenty minutes. "It's done." He said, "Now you all have to get out of here, you have less then twenty minutes. Go back out the door they came from, follow the corridor and you'll get to the exit. I'm sure there are some vans there that you can use. The keys should be inside."

Dr. Quest eyed the other man, "You're coming with. You need to testify to what went on here. You can help stop Umbrella from ever doing this again."

"No, Dr. Quest. I would never make it to a witness stand, you know that." He lowered his head, ashamed of himself and what he had been a part of. "There is only one court left that can administer the punishment that I so rightly deserve."

Dr. Quest stepped towards that man, "You were deceived; forced to participate in these deadly experiments." He reached for the other man, but was pushed away; he pointed his revolver at Dr. Quest's face.

"Go, Benton. You're wasting time. I'm ready for my final judgment. Leave me to die with what little dignity I may have left."

Dr. Quest saw the determination in the other man's eyes. He turned and left, running down the stairs to the others. "We have to go now. We've only got about fifteen minutes before this place goes up in flames."

They all ran towards the door. Dr. Quest heard the single gunshot that emanated from the control room; he didn't stop as he sadly shook his head. 'This has all been a horrible waste of life.' He thought to himself as he followed the others through the halls.

Race and Phil ran as fast as they could through the halls, looking for their means of escape and hoping that Dr. Elaim hadn't set them up one final time. As the group passed the scene of Phil's and Krumlanski's final encounter they kept running. No one said anything, but the scene was clear, and Phil thought he could feel the others staring at him as they ran to the next hallway. He realized it was probably his own conscience and was relieved to finally have some emotions returning to his body.

As they reached the next corridor they saw at the end a large bay door where the trucks would enter. Unfortunately there were no trucks inside.

"Now what?" Jonny asked.

Race ran to the end and found a side entrance door unlocked. He nodded his head towards the others, "This way."

Race exited first, feeling the chill of the night's wind and was thankful to be out of that horrid building. It took a few moments for his eyes to adjust to the darkness, but as they did he saw one of the vans that Dr. Elaim had spoke of. "Over there." He stated as he pointed to the van and ran over to it. He tried to doors, but found them locked. He cursed under this breath, but before he could say anything, he saw Phil walk up to the driver's side window, raise his rifle, and smash the butt stock through the window. Then he reached in and unlocked the door.

"I could have done that." Race said as he walked past Phil and climbed into van, unlocking the other doors so everyone else could get in.

Dr. Quest, Jade, and the kids piled into the back of the van; it had no seats, but they didn't care, as long as they were leaving this place. Phil got into the passenger seat and Race jumped into the driver's seat. He couldn't find any keys, so he pulled out his knife and began to strip the steering wheel.

"How do you know how to do that?" Phil asked jokingly.

Race grinned, "Someone taught me once."

"You criminal." Phil retorted, "I need to review your file."

Race twisted some wires together and the engine roared to life. As he put the van into drive and hit the gas he replied, "If you want I'll show you how to do it."

Phil snorted back at Race, but smiled. Both Jonny and Jessie were somewhat amazed that the two men could speak so lightly about things in middle of escaping from the horror of the labs they had just scene.

Jonny shrugged, "Defensive mechanism, I suppose."

Race drove the van as fast as he could around the facility's yard towards the front gate. Dr. Quest glanced at his watch. "About eight minutes left I would say."

Race nodded and drove faster, he hit the front gate; bursting through the small opening and past the guard shack they had entered earlier in the day, but what seemed like ages ago.

They were entering the woods when they heard the first explosion. Soon the others began to go off and the sound was deafening. The kids tried to watch through the windows as the facility went up in flames, all evidence of Umbrella's horrible experiments destroyed in fire and rumble.

"Someone will have to know what went on at that place." Hadji said to no one in particular.

Race stopped the van next to the truck that they had parked in the woods. They didn't want to be seen driving an Umbrella vehicle and also the SUV would be more comfortable for everyone. Race collected all the weapons, ensured they were unloaded and put them in the back of the truck. Jade, Jonny, and Dr. Quest piled into the far back seat of the SUV, and Jessie and Hadji took the other. Race got back in to drive as Phil took the passenger seat.

"Anyone object to getting the hell out of here?" Race asked as he started up the truck.

There was a series of grumble and retorts, which Race took to be sarcasm, so smiling he began to drive off, back towards home, which seemed an awfully long ways away.

"We probably need to stop and get cleaned up somewhere." Race said, "I don't know about you, but walking around with monster goop all over me isn't exactly what I call fun."

"You do kind of smell, dad." Jessie said giggling.

Phil stared out the window at the passing trees, not saying anything. He was tired and his head was pounding; he wanted nothing more then to sleep and try and forget everything that had happened. Jessie tapped him on the shoulder, pulling him away from his thoughts as he glanced back at her.

'Thank you.' She mouthed silently to him and handed him a small scrape of paper. He looked at it and saw that it was the photo of him and his wife that he had dropped in the lab when Krumlanski was tormenting him through the phone. He smiled back at Jessie, glad she had recovered it for him. He noticed also that Jessie still had the backpack with the documents in it. It wasn't much, but perhaps it would be a starting point to bringing Umbrella down.

"Yeah, you too." He replied back to her. Then he closed his eyes and was asleep within minutes.

Race continued to drive, noticing that everyone in the truck was fast asleep, exhaustion finally catching up to them all. He would have to rest soon too, but for now he wanted to get as far away from that place as he could. He glanced at his friend and was happy that this episode was over for him, but Race knew that the next step would be Umbrella and he prayed that Phil Corbin and Intelligence One would have what it would take to bring the corporation to its knees, and if need be, Race would be there to see it done as well.

THE END

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I hope that those who read this enjoyed it. Sorry it took so long to get the last chapter out, but being in the Army takes up a lot of time and I am currently in command of my company, so I've been super busy.

Any and all feedback is welcome. Please let me know what you thought of this story, I may try and write another JQ/Resident Evil if the feedback is positive.