Kim Possible and all related characters are the property of Disney. Buckaroo Banzai and all related characters are the property of Earl Mac Rauch and W.D. Richter.

----

It was going perfectly. He had the layout of the Middleton Tech Museum on a heads up display on the lenses of his new helmet, showing him where to go. He had his to do list stored in the new PDA he had built into the left glove of his uniform, so there was no chance of losing it and having Kim Possible use it against him. But best of all, with Dr. Drakken and Shego out of the game, no one would beat him to the punch or try to steal his prize from him later; not like with the pan dimensional vortex inducer. He had even managed to bypass all of the security measures guarding the device. Zis will be like taking candy from a baby, he thought. Oh yes, this midnight break in was going absolutely perfectly.

When Professor Dementor learned that the oscillation overthruster once used by Buckaroo Banzai to drive through a mountain would be exhibited in Middleton, it was too good pass up. True, the machine no longer worked, but it was still worth the effort to retrieve it. Even if Dementor couldn't get the device functional again, he could still sell it at auction for a pretty penny.

The diminutive madman quickly and quietly removed the vent grating and rappelled out of the ventilation system. "Come to me, mein little treaure," he said to himself as he approached the display case. Dementor was about to take out his signal jammer when an ear splitting alarm went off. Dementor's shoulders slumped. "For ze out loud crying," he muttered. "Vill someone please SHUT OFF ZAT INFERNAL ALARM! I am going to be having ze ringing of ze ears after zis."

But no guards came. Instead, several of the security camers deployed a separate lens which projected a holographic image of the former Dr. Drakken and Shego. "Well hello there, shorty," the holo-Shego said. "We just knew you'd try for the overthruster."

"That's right," the Drew Lipsky hologram agreed. "We left this little surprise especially for you."

"We hope you like it," the holographic Sheila Gordon-Lipsky said in a mocking voice. The two holograms faded and were replaced with a wall sized image of Professor Dementor in a purple dress and a wig. "Love the dress, by the way. That color suits you."

"It is not a dress," Dementor protested, "it is a HOUSECOAT!"

"Housecoat, dress, who cares?" Drew mocked.

"You're in drag, Dementor, get over it," Sheila added.

A wave of panic swept through the mad scientist. "Don't tell me zis is a live feed."

"You're probably wondering if this is a live feed," Drew said. "It's not. We knew all about your little dress/housecoat fiasco from Kim Possible's computer guy, so we set up this little surprise for you."

"You've gotta have a pretty big ego if you think we'd sit around and wait for you to lift the overthruster just so we could mock you," Sheila chuckled. "We do have a life, you know. Oh, and FYI, this little mugshot has just been transmitted to every criminal syndicate and law enforcement agency in the world. You might want to get a face plate for that helmet, 'cause you won't be able to show your face anywhere for a long, long time."

"Nnnngggg. Sheila, I wanted to taunt him about that."

"Next time, honey. Promise." The audio ended, but the image remained, burning itself into Dementor's memory.

"Mein career is over" Dementor said to himself, mortified at the repercussions that having that picture circulated through the super villain underworld would have on his reputation. He barely even noticed when the police came to take him away.

----

At that exact same moment across town, a smart phone sitting on a nightstand started playing an MC Honey track, rousing a pale green skinned woman from her sleep. Half opened eyes scanned over the device. Had she been more awake, Sheila would have laughed hysterically. Instead, she only chuckled.

"What is it?" her equally incoherent husband asked, not even bothering to roll over and face her.

"Dementor tried to steal the overthruster," Sheila yawned. "He just set off the hologram that we had Nerdlinger set up."

Drew finally sat up. "Tell me you got security camera footage of the look on Dementor's face."

"Oh yeah! Like I was going to pass that up."

"Ha!" Drew proclaimed. "At long last, victory is mine!" He caught the dirty look he was getting from his wife. "Well, ours. He had this coming after the incessant mockery he heaped on us after we were pardoned."

"Not to mention the little helmet he sent Joey for his first birthday," Sheila said with a shudder. "Well, that's one lowlife down."

"About a dozen or so more to go," Drew finished. No one said sticking to the straight and narrow would be easy, but they also never said it could be this much fun.

----

Ron Stoppable sat alone in his living room in the dark, staring at a blank TV screen. At 1:30 in the morning, he really should have been asleep, but he just couldn't seem to reach that state of blissful unconsciousness.

"You know," a voice from behind him said, "most people turn the TV on before they veg out in front of it."

"I'm not vegging, Monique," Ron said. "Just can't sleep. What are you doing up this late?"

"I got thirsty," she replied, taking a seat beside Ron on the couch. "Can't a girl get a glass of water in the middle of the night anymore?"

"I dunno," Ron said in a monotone voice, "can she?"

"Boy what's up with you? You barely said a word all through dinner, then you went to bed, like, mondo early! What's your damage?"

"No damage, just thinking."

"No wonder I smelled smoke when I came in here," Monique smirked.

"Oh, ha ha very funny," Ron shot back. "I was just thinking about something Buckaroo said earlier tonight."

"I've been meaning to ask; what kind of a name is 'Buckaroo,' anyway?"

"I think it came from the fact that his dad really liked westerns," the voice of Kim Stoppable said as the living room lights came on. "So, you'll listen to what one world saving hero said to you after only one sit down, but not to what another world saving hero has been saying to you for the last two years. A world saving hero who, I might add, you're married to." She saw the look of panic on Ron's face and giggled. "Relax, honey, I'm just playing you."

Kim took a seat on the other side of her husband, and took his hand. Rufus, who had hitched a ride in the pocket of Kim's robe, scampered up on his person's shoulder. "Aw, it's okay," he cooed.

"I really didn't have a choice, did I?" Ron asked no one in particular. "I mean, you and Sensei kept saying that the Lorwardians just would've kept on thrashing stuff and hurting people. It really would have been worse if I didn't do anything."

Kim smiled at her guy. "It only took two years, but it finally got through to you."

Monique wore a look of total confusion. "Wait, I'm in the dark here. What exactly did Ron do?" All Kim and Ron had told her was that the aliens had been stopped, not how or by whom.

"He took out the Lorwardians," Kim replied. "He saved me, you, and everyone else on the planet."

"And just how did he do that? I mean, you said those things were crazy strong!"

"It's a long story, and one we can't really get into," Kim said. "But the important thing is, my Ron is a hero."

"Uh huh," Rufus agreed. "Big hero!"

Ron shook his head a little. "I don't feel like a hero."

"I got news for you, boy," Monique said, "most heroes don't."

----

Warpaath watched in silence as a large, spherical asteroid drifted by on the port side of his ship. That body would make an excellent staging area, he thought. This system has so many strategic points from which to launch an invasion. A pity it is so far away from the main centers of galactic commerce. The tall, green skinned humanoid looked over at his chart. They were now about halfway thorugh the asteroid belt. Soon they would pass the orbit of a world called Mars. A blood red world named for a god of war. Perhaps I will build a palace there after I conquer Earth.

Earth. Had it not been for Warmonga's belief that the Great Blue was on that mud ball, Warpaath would never have heard of it. Then she and that fool Warhok died there. That alone makes up for its insignificance in the grander scheme. Warpaath never liked Warhok. Like the rest of his peers, Warhok looked down on Warpaath for his slighter stature and lack of a so called "warrior's physique." Warmonga had been different, until she and Warhok became battle-mates. After that, even she turned against him. Now I will succeed where you both failed by conquering this worthless rock, and crushing the one who defeated you. After I destroy this "Great Blue," I will focus on Lorwardia itself. Warpaath smiled at that thought. He would soon have a device that could imprison anyone in a shapeless void for all eternity. What better way of getting revenge on a world that had wronged him?

----

A sleek spaceship with swept back dual thrusters was the sight that greeted Dr. Buckaroo Banzai when he entered the main hangar and launch prep area of the Middleton Space Center. "There she is," Dr. James Possible proudly declared. "The Keppler III. We finished her six months ago."

"Impressive," Buckaroo said. "But I doubt that she was designed with interstellar combat in mind."

"Oh, heavens no," James confirmed. "But that didn't stop Ronald and Sheila from taking her predecessor up to get Kimmie and Drew out of that alien ship."

"The Banzai Institute was sent some of the wreckage from the Lorwardian ship, as well as from a few walkers. Unfortunately, we've had no luck at all in reverse engineering the technology. I guess the Lorwardians don't want their machines falling into alien hands. Every time we try to scan a piece of hardware, or take something apart, the object we were examining self destructs. The only real success we've had is in analyzing the signal they sent out to disrupt the world's power grids, and that's only because we were able to record the signal itself."

"Can we defend against it?" James asked.

"Now we can. And we think we're getting close to figuring out the programming for the walkers. I've turned over the data we currently have to young Mr. Load. I figure if anyone can decipher the Lorwardian computer code, it's him."

"Wait, if their tech self destructs...."

"How do we know anything about the walkers' programming?" Buckaroo smiled. "Fortunately for us, the Lorwardians don't seem to consider computer nerds a threat. They safeguarded the hardware, not the software. Actually, that's how Wade thinks that Smite fellow was able to use part of a walker to build that monster android body of his last year."

James winced at the mention of Smite, formerly known as Erik, or Syntho-Drone 901. James and Kim had launched his remains into the sun from the controls in this very hangar. "So Wade can hack in, download the operating system, and use it to write a new code that lets us shut them down," James said, getting back to business. "Well, I guess we can expect an oversight like that from a species that puts on off switch on their engine cores."

"Exactly!" Buckaroo looked up at the sleek spacecraft again. "This is a fine looking ship, James. Hopefully she'll be able to fulfill her primary function, unlike the two that came before her."

The sound of the Captain Constellation theme came from James's pocket. He pulled out his cell phone and answered it. "They are? Great. Have them meet us in the conference room." He closed the fold and put the phone back in his pocket. "Kimmie and Ronald are here."

"Good," Buckaroo said. "Now we can start planning."

----

A small blue orb grew larger in the forward viewport. Emerging from behind it was an even smaller grey orb. "So this planet has a moon," Warpaath said. "Perfect. It will make an excellent place to house my trophies." He initiated a sensor sweep of the area, focusing on the flotilla of satellites orbiting the planet. "These humans do like their satellites, don't they? And a space station, as well. Best to not take any chances." His ship was virtually undetectable, but that didn't mean someone couldn't get lucky and spot it. Warpaath expertly guided his ship through the Earth's atmoshere, controlling his descent so his ship wouldn't appear as a fireball streaking across the sky. Once through that envelope of air, Warpaath guided his ship directly towards a large body of water near the planet's northern polar region. A black ship in the dark ocean depths would be difficult to spot.

"Hiding from the humans, Master?" John Ya-ya taunted from the small chair in the back of the command center he was permitted to use. "Don't tell me that a mighty Lorwardian like you is afraid of primitive hairless monkeys."

Warpaath pressed a small button on his right gauntlet. A jolt of excruciating pain shot through the Red Lectroid's body, causing him to seize up, fall to the floor, and scream in agony. "Do you like it?" Warpaath asked. "I spiked your last meal with nano-bots that were preprogramed to assemble themselves as a series of punishment modules. They have positioned themselves throughout your body at specific nerve clusters. Quite ingenious, actually. They use your own nervous system against you. I can make you feel the most intense pain you've ever experienced, or I can just kill you and put you out of my misery." Warpaath calmly walked over to his pet and pulled him up by the collar. "Let this be a warning to you, reptile. I own you. And I will not tolerate any more disobedience."

Warpaath dropped the Red Lectroid and walked away. John Ya-ya, infuriated over this latest indignity, charged at the larger alien. But before he could reach his target, he was again enveloped by a blanket of pure agony. "Did I forget to mention that the punishment modules will activate automatically if you think about or try to commit any act of violence against me? Again, they are quite ingenious. The central control relay is in your own prefrontal cortex. It can pick up on your emotional states and give you a reminder of who holds your leash." Warpaath took a seat in his command throne. "But enough of this." His fingers punched in a series of commands on the armrest control panel. "Now that we are sufficiently hidden, it is time to launch my spies."

With the push of a button, a small fleet of basketball sized drones left the ship and shot up out of the water; streaking into the sky above. After clearing the atmosphere, the watchers took up their positions beyond the orbits of Earth's fleet of satellites. They were far enough away that they would not be detected by terrestrial observers, but close enough to listen in on all of Earth's transmissions and conversations. "My eyes and ears in the sky," Warpaath said. "The humans can keep no secrets from me."

"But why hide, Master?" Ya-ya, panted, still trying to regain his composure. "I've seen the vids in your conquest archive. Disrupt their power grids, launch your walkers and be done with it!"

"No, John Ya-ya," Warpaath said in a condescending tone. "The humans have faced that tactic before and will no doubt be prepared for it. We need a new strategy."

"There is no proof that they know we are here!"

"And none that they do not know, either," Warpaath pointed out.

"You overestimate the humans, Master."

"And you know nothing of warfare," Warpaath said calmly. "If the humans could not only fight back against, but defeat, two of the most feared Lorwardian conquerers ever known, then they are not to be trifled with. My watchers will let me determine if the humans know we are here, and if they have any defenses against us. Only after I know their capabilities will I make my first move."

"Then at least point one of those watcher things at the Banzai Institute in New Jersey," Ya-ya demanded. "Buckaroo Banzai is one of the most dangerous hairless apes to walk that mud heap. Besides, it may tell us where he's hiding the overthruster."

Warpaath raised an eyebrow at his captive. "An excellent suggestion, John Ya-ya. I think I will give you an extra helping of final meal tonight."

Mock me while you can, "Master," Ya-ya thought resentfully. Once I get that overthruster I'll.... his body again went rigid as the punishment modules attacked his pain receptors, reacting to the thoughts of violence against his master.

"You shouldn't have done that, John Ya-ya. Now there will be no dinner for you."

----

"Here's what I've got," Wade Load said over the Mark I Kimmunicator that Buckaroo Banzai was using. Buckaroo, Kim and Ron were in the main conference room of the Space Center, trying to figure out their first move against the invaders. "The walkers are preprogrammed to hit specific targets," Wade continued, "usually large population centers. They have a pretty sophisticated sensor apparatus that lets them home in on large energy sources and life sign readings."

"That makes sense," Buckaroo said. "These things are the perfect first wave. Send them in to destroy infrastructure and decimate any defense forces so the invaders themselves can come in and finish the job with minimal resistance. I take it that, since you figured out the program, you also figured out a way to shut it down."

"Well, since I've been able to really see the ones and zeroes of these things, I think I can whip up a program that will actually let us take control of the walkers. Instead of shutting them down, we can use them to give the Lorwardians a taste of their own medicine."

"Good thinking, Wade," Buckaroo said, obviously impressed. "That's brilliant! I knew you were the right man for the job."

The young genius blushed. "Well, uh, th-thanks, Dr. Banzai." Wade had just been praised by one of his heroes; he could now die happy.

"It's Buckaroo, Wade."

Wade's smile grew wider before he got serious again. "There is one problem. We'll have to upload the program to one walker at a time. These things aren't networked, and they don't have radio receivers."

"If they don't have receivers, how will we upload the control program?" Kim asked.

"That's the hard part," Wade replied. "There's an interface port at the very top of the walkers; probably for downloading their marching orders directly from the mother ship's main computer. That's the only way to hack into these things and upload the new program."

"Okay, why do I get the feeling I'm not gonna like this?" Ron said.

"I've whipped up some adapters that will let you plug the Kimmunicators directly into the walkers," Wade continued. "Once I send you the program, you'll be able to upload it right into their CPU's. Of course, that means you're gonna have to get on top of these things, since that's where the ports are."

Ron's shoulders slumped. "There it is. That's why I get the feeling I'm not gonna like this."

"So we have to do this with every walker we run across?" Kim asked. "Not your best plan, Wade."

"You only have to do it to a few of them," Wade said. "The ones we get under our control will go after their brothers."

"What's to stop it from getting blown up by those same brothers?" Kim asked, still not convinced.

"It's a distraction," Buckaroo surmised. "With the walkers fighting each other, it might give us the time we need to launch a counterstrike, and take out some of their hardware at the same time."

"Exactly!" Wade confirmed. "At the very least, it might help us even out the playing field."

"It's what we have," Buckaroo said. "All right, Wade, get on it."

"I've already started writing the new command protocols for the walkers," Wade said. "We should be up and ready in about two hours."

The screen went dark and Buckaroo nodded in approval. "Yet another person I wish had been born a few decades earlier. You have quite a team there, Kim."

Kim smiled and took Ron's hand. "They're the best. I couldn't save the world without them. Any of them."

----

Warpaath was almost amused as he checked over his incoming intelligence. If these humans spent as much time training for war as they do gossiping about their leaders and celebrities, they would almost be dangerous. They do fight amongst themselves, but their so called "wars" are no more than the play fighting of children! Warpaath's amusement turned to disgust. It was this rabble that was able to halt a Lorwardian onslaught? Unthinkable. These pitiful creatures aren't even worthy of being slaves.

Warpaath looked over at a side view panel. It showed a region of the North American continent called Colorado; specifically a city known as Middleton. It is there that Warmonga and that dolt Warhok met their maker. For a brief moment, a look of sadness softened the alien's face. You didn't deserve so inglorious an end, my old friend. No, you deserved a death worthy of being praised in song until after the stars have gone dark. His features hardened again as the old feelings of scorn flooded his heart. No, you didn't deserve to die here anymore than I deserved your mockery and spite when last we spoke; anymore than I deserved your betrayal. What I do here, I do for my own glory, Warmonga. Not yours.

Warpaath turned to the watchers that were searching for the remains of Warhok's ship. Theye found it in two places; at a base in the Nevada desert called Area 51, and at the Banzai Institute in New Jersey. Maybe I should feed Ya-ya for his suggestion after all, he mused. Warpaath deepened the scan on the Institute in search of the oscillation overthruster; a search that came up empty. Then again, perhaps I should consider using starvation as a motivator. "It seems your overthruster is not in this Banzai person's fortress, Ya-ya. You have failed me yet again. I advise you to not make a habit of it."

John Ya-ya glared at his captor with disgust. Ever since that wormhole dropped him on Warpaath's doorstep, Ya-ya had been little more than a pet to this eight foot tall tormentor. Only stories of the overthruster, and the promise that Ya-ya's comrades would be Warpaath's to command once freed, had kept the Lorwardian from mounting Ya-ya's spine on a wall in some far off trophy room. For well over a decade John Ya-ya had been a slave to the Lorwardian, but now he could almost taste his freedom.

Ya-ya looked over the incoming data from the watcher drones on a monitor in a far corner of the control room. It was the watcher tuned in to various news feeds. He zeroed in on one specific broadcast when he saw a split screen image with the overthruster on one side, and a short man in an absurd looking helmet on the other.

"...was the scene last night at the Middleton Tech Museum when Professor Dementor tried to break in to the oscillation overthruster exhibit on loan from the Banzai Institute. Over two decades ago, Dr. Buckaroo Banzai, who is here with the exhibi-" Ya-ya killed the sound.

"At last I will be free of this humiliation," he whispered to himself. Without thinking, he rushed to the central command console and hit the button that would start the attack. Warpaath's ship was now trying to jam the Earth's power grids, and the walkers were about to launch.

"Ya-ya, you fool!" Warpaath bellowed, turning the punishment modules up to their highest, non-lethal setting. He stormed over to the Red Lectroid, who now writhed in agony before him, and quickly hit the override for the launch control. But it was too late. The walkers had launched, and because Warpaath's ship was several miles underwater, they wouldn't be distributed to their target sites as they would have been had they deployed from orbit. Instead, the walkers would have to traverse thousands of miles of ocean to reach their targets. Fortunately for Warpaath, he long ago realized that he may have to launch his forces ahead of schedule, or in less than ideal conditions. Even now the walkers' flight systems were lifting them from beneath the frigid waves. No, the problem wasn't where the attack was launched, but when.

"Barely a quarter of the walkers had been been fueled and armed for the coming battle!" Warpaath growled. "And those that were will be detected long before they reach land! Explain yourself!"

"Taking.... too........ long....." Ya-ya rasped. "Over..thruster is in......Middleton.........so is....Banzai! Others.... seek to steal it......."

Warpaath turned down the intensity of the punishment modules. "Middleton. With the 'Great Blue' and his fire haired consort. It seems I will have my confrontation sooner than expected." Warpaath shut the punishment modules down. "This is your last warning, Lectroid. Run afoul of me again, and I will tear your spine from you while you are still alive to feel it."

----

Alarm klaxons were sounding at the Banzai Institute, the Space Center conference room that Kim, Ron and Buckaroo were using as a staging area, and at various military and Global Justice installations across the globe. Not surprisingly, Wade Load detected the attempted power disruption before anyone else, and was already acting when the professionals were still figuring out what was going on.

"Code red, Kim!" he announced when she answered the Kimmunicator. "I'm picking up the Lowrardian jamming signal. They're making their move!"

"Where's it coming from, Wade?" Kim asked.

"From out in the middle of the Arctic Ocean! The ship is several miles underwater. I traced the signal back to its source, and was able to get a GJ spy satellite in position. I can't see the ship itself, but I can see anything it launches!"

"Well, I guess that answers the question of when they're getting here," Ron observed. "They already did."

"That doesn't really help us out though," Kim said. "They still launched before we could find them."

"Then we go now, ready or not," Buckaroo said from over her shoulder. "Any sign of the walkers yet?"

"That's the weird part," Wade reported. "A thousand or so launched, but only about two hundred and fifty are moving. And since the ship is submerged, they all launched underwater."

"Things can survive reentry without a scratch. I seriously doubt the ocean depths will stop them," Buckaroo said. "Are the power grid countermeasures working?"

"Perfectly," Wade said. "No disruptions in global power." An alarm from his tracking station got Wade's attention. "Uh oh. These walkers can fly! And fast! I see about twenty of them heading right for Middleton. At their current speed they should be here in about sixtyseven minutes."

"That's not a lot of time," Kim said. "Keep us posted on their ETA, Wade."

"How long until the new operating program is ready?" Buckaroo asked.

"It's ready now," Wade said. "I'm downloading it to your Kimmunicators even as we speak."

"Great," Ron said dryly. "So all we have to do now is wait for those giant four legged flying saucers to show up so Kim and me can scramble their brains. Am I the only one here who thinks that two walkers against twenty is just a little crazy? I mean, talk about being outnumbered! I know this is supposed to be a distraction and everything, but this is a really bad one! And I should know! I made a career out of being the distraction."

"Yeah! Bad idea," Rufus agreed from Ron's shoulder.

"I'm going too, Ron," Buckaroo said. "Don't forget that we're gonna try to reprogram as many as we can."

"Then you'll need more than three people out there," a voice from the door to the conference room door declared. In the doorway stood a woman in green and black, with hot green plasma erupting from her hands.

Ron smirked in approval. "I know that glow," he said. "Is this good or bad?"

"For you, Buffoon, it's good. But for the aliens it's very, very bad. Shego's back in business!"

"Booyah," Ron said in a dangerous voice.

"Definitely," Kim agreed. "But why come out of retirement now? I mean, shouldn't you be with Drew and Joey?"

Shego adjusted her clawed gloves. "Drew's here right now, trying to see if he can whip up some more of that plant potion of his. That stuff worked last time, so hey, maybe lightning will strike twice. As for Joey, he's with Stoppable's family. I figured that having a playmate would keep both of the rugrats calm."

"Yeah, I can see that," Ron agreed. "Han and Joey do seem to like playing together, don't they?"

"Now, fork over one of those Kimmunicators and let's get down to business," Shego said. "Let's get these guys before they can trash the place again."

"It's good to have you on board, Shego," Buckaroo said. "Now come on, that mutagenic plant formula you mentioned is giving me an idea. Here's what we're going to do....."