Chapter 10

My announcement for this chapter is that my forum; Blathering on About Ghosts, now has its Clockwork Fanclub section. Stop by and say 'hi' if you've got a chance. And feel free to add topics as well.

Wow…you guys really know how to spoil me with reviews and hits don't you? I'm really genuinely thankful for each and every one of them. But especially that you all continue to enjoy this story. The fact that this is entertaining others is what I get most out of posting this. I wrote it for my own pleasure, but since you guys all like it, it makes me feel really good inside. Keep up the spoiling!

This chapter is the longest so far. All for you guys!

The flashback in this chapter continues directly from the one in chapter 3.

Disclaimer: See chapter one.

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Maddie: Oh, come on Danny, that's the oldest excuse in the book. There's absolutely nothing you are going through that your father and I didn't go through when we were your age!
Danny: (Arm goes intangible) Yeah, well, I'd beg to differ...

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After Lilith had left school and had spent some time in the Fenton's old laboratory with the others and lots of convincing of Jazz that it was okay, she was finally home. She was tired and was looking forward to sleeping in her own bed that night.

She looked around as she opened the door. It seemed empty as she dropped her backpack off onto the couch, but she soon found Skulker in his collection room doing Skulker-ish things.

"I'm home." She said simply, her voice heavy from the long day.

Her guardian stopped what he was doing and turned around. "He let you go." It wasn't really a question, but she could hear the slightest hints of relief in his voice.

"I'm supposed to go back in April with an answer." Lilith didn't have to tell him the question, he knew about all that already. "He took Box Lunch." She said sadly.

"So now what will you do?"

"I don't know." She told him honestly. "Jazz and my friends are trying their best to help me, but I'm really scared. What if whatever we think of doesn't work? What if I have to say 'yes'?" She hadn't shared these thoughts with her friends.

"Then you'll probably never see your friends again." He told her plainly. "I can guarantee that. His plans for you could be any number of things."

Lilith stared at him for a moment. "I don't want to say 'yes', Skulker. I just want my parents back and I don't want to leave home."

Even after ten years, it took Skulker a few seconds to register that his lair was the home that she was speaking of. This day seemed just as surreal as the day when he had first brought her here. As he thought about what to say next, he couldn't help but let his mind drift back to those first days.

"I'm hungry…"

As Skulker looked down at the little girl clutching onto his leg, he knew this was too good to be true. He'd won. He'd actually succeeded in capturing her. After thousands of failed attempts at capturing the child's father, he'd actually done it.

He almost didn't know what to do. He suddenly came to the horrid realization that she was only a small child. She wasn't a teenager and she couldn't fend for herself. He'd have to change some of his plans for the ghost-child slightly. Hunting her now wouldn't be much of a challenge; he'd have to wait until she grew up some more. It was what happened in the meantime that troubled him.

"What kind of food do you eat?" He asked her. It was a good a start as any. They'd be together for a very long time after all. "If everything goes well, forever." He thought. She'd live as a halfa for about seventy years or so, and then she'd have the rest of her afterlife depending on if she would become a ghost or not.

"Uh…I like…macaroni and cheese…" Lilith said hesitantly. She was afraid of his reaction to anything she said.

"Very well, come, let's see what I have." She obediently followed after him. Skulker couldn't help but smile. This was too perfect.

Too perfect. Right. He still had to report back to Plasmius and tell him the unfortunate news that he didn't have the weapon. He suddenly realized that if he wanted to keep the girl, he couldn't tell him about her, even though it would have earned him brownie points. Phantom's daughter would be a prized commodity and Plasmius would be the first to exploit that.

But where could he take her while he was gone? Leaving her in a cage would be an option, but as long as she was this cooperative he figured he might as well build on the small amount of trust/fear he had earned somehow. Although, messing with her psyche was tempting…

The Box Ghost? No, bad idea. Even though the Lunch Lady would be able to feed her, she'd probably be stuffed too full. They did have a daughter of their own though. It would keep her occupied until he got back.

It was also a long flight. Too long for the amount of time he had on his hands to report back. "Technus…" He growled in thought. The master of technology was the closest thing he had to a next door neighbor. He had plenty of flashy buttons and knobs to keep a four-year-old busy for a lifetime. The scary thing was, Technus probably wouldn't mind. Despite his obsession for taking over the world by electronics, he wasn't too bad of a ghost.

He also loved kids. Box Lunch would be over there many times a day and he wouldn't mind a minute of it. Who would have thought?

"It's so crazy it might actually work…" Skulker said to himself. Lilith looked on in confusion, but refused to say anything more than what she was asked to say. He looked back at her. "Alright, let's get you fed. Then I need to run a few errands." Those happened to include food, clothes and furnishings for her future cage.

Lilith didn't respond, she kept her head down looking at her feet. Skulker scooped her up and set her down on a chair around the dining table. He didn't use the table much himself. Being a ghost he didn't need to eat, but did so for the pure pleasure of it.

"I think you might like this. In any case it's the only human food I have." He said, putting a container of food in front of her. It was pizza, very old pizza. Lilith looked at it warily and gave Skulker a silent look that said 'Do I really have to eat this?'

"If you're really hungry, you'll eat it. I'll bring back some decent food for you by tomorrow." Lilith nodded and took a bite. Tears came to her eyes because it was that bad tasting.

It…doesn't taste good…" She said slowly, quickly putting the piece back with the others. She stuck out her tongue as it left a really bad aftertaste.

"Well, I'll have to get you something. I don't want you to die on me now. I've waited far too long for an opportunity like this."

Lilith looked confused and a bit hurt. She wasn't used to being treated so harshly. But she was slowly accepting that this was just the way Skulker was. "I'm still hungry…" She said mostly to herself.

He picked her up again and held on to her with both hands. "I'm taking you somewhere you'll be safe while I'm gone. You'll eat something there, unless you'd rather be left here alone with nothing."

Lilith's eyes widened. "No!" She wrapped her arms around his neck. "I don't wanna be alone…not again…"

Skulker realized that she was speaking of when he'd found her. He didn't know how long she had been hiding there, but it must have seemed like an eternity for a small child. "Very well then, hold on." She did exactly as he asked.

As Skulker reached out to open the door to Technus' room his eye twitched. If only Technus wasn't so annoying…so talkative…He opened the door with a sigh. He might as well get this over with.

Even after they had slowed down, Lilith still clung to him like no tomorrow. She continued to do so as Skulker carried her into what looked like a laboratory. Lilith tightened her grip. "Please don't leave me here alone." She whimpered. He did not respond back.

"Technus! I know you're in here!" He called out instead.

"Eh, what? Skulker! You'd better not be stealing my gadgets again!" Came a nasally voice from beyond a desk. Lilith looked up to see Technus for the first time. He looked as if he had been in the middle of an experiment. Half the desk was blacken from having been blown up a few too many times.

"That was a one time thing!" Skulker defended. "I've not taken anything else! In any case I need to ask you a favor."

"You? Ask me for something? Ha, you're kidding right? Eh, what's that?" He suddenly said, pointing to Lilith who was still perched on Skulker's arms. She quietly turned her head to sneak a peak at Technus for just a moment.

"This," Skulker said rather proudly, "Is the new Ghost-child."

A look of dawning realization started to appear on Technus' face. He smiled wickedly. "Ah, ha! Isn't this ironic! Hey, she's pretty cute though." He said as Skulker almost forced Lilith into his arms. The girl was frightened to death, but again didn't say anything for fear of punishment. "Awe, the kid's adorable when she's scared." He said in a cooing voice, ruffling her hair around.

"Good. Because I need to you look after her for me while I get some supplies. She's going to be staying with me and her human form clothes are fairly grubby. She's barely out of toddler -hood, I need to get some things for her." Skulker said blandly.

"Sure! We'll have a great time, won't we kiddo?" Lilith nodded in silent fear. She turned to Skulker with pleading eyes.

"I'll be back as soon as I can. Try not to scare her too much. She's more than halfway broken in already. And also, you're going to have to feed her." To Lilith he said, "You behave yourself." He then left before she could form a protest.

"I know what we can do first!" Technus exclaimed, lifting Lilith out in front of him. "All kids like computers! We'll go surfing the internet!"

Lilith didn't know internet lingo. She barely recalled that a computer was the thing her mother took with her to work every day before dropping her off at either Tucker or Jazz's place. Although, even if she had known, Technus' definition of 'surfing the web' was a bit different than the normal person's.

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After eating, literally surfing the net, barely finding their way out and playing video games Lilith was sleeping on Technus' couch, having turned to her human form the moment she had fallen asleep. The day had worn her out with being kidnapped and all. This was the scene that Skulker walked in to

"No troubles I take it?"

"She was a perfect little angel." Technus told him. "A little on the quiet side," He said with a little bit of apprehension. "But overall a sweet kid. You sure you're not getting in trouble with Phantom for this?"

"Trust me; he's not coming to find her any time soon. In fact, I doubt he even knows she even exists. If Plasmius hasn't told him, no one will." Skulker said with satisfaction, picking up the sleeping girl. "She lives here now."

"Uh, you know everybody else is going to want to know about this." Technus said nervously. "It's probably the biggest thing to happen here in…well, a long time."

"Of course, how else will I gloat about this?"

"Oh, good, because I sent out an email and everyone is coming over to your place right now."

"WHAT?"

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Lilith groaned as she awoke from her sleep. It had been a dreamless sleep, much unlike the past few nights in the laboratory basement had been. It might have been the food Technus had given her, but she was only four years old, she didn't care. She found she was in Skulker's arms again. It was a feeling that she had slowly come to associate with safety in this strange place. It was a poor substitute for her mother, but acceptable.

They were no longer at Technus' lair, but back at Skulker's place. Technus was there though along with more voices from beyond the closed door.

"Ah, you're finally awake Ghost-child." Skulker said. "When I bring you through that door you're going to be seeing a lot of different ghosts looking at you. A word of advice, don't speak."

Lilith nodded. Just waking up she was still a bit groggy and she was completely confused as to what was going on. The door opened as she was brought through and she found herself the center of attention. She was frightened into stillness, subconsciously gripping onto the metal suit all the harder.

"Well, you wanted to see her, here she is." Skulker said a bit proudly, but trying not to sound too enthusiastic. This was his time to show off.

"Oh, this is perfect! Once she's a teenager she'll have more misery than her daddy had." Spectra was the first to speak. "Aren't you a cute little one?" She told Lilith in a voice of false caring. In response the small girl buried her head as much as she could, trying to hide herself from all the strangers.

"Well…I suppose it's a prison enough." Walker said skeptically as he examined the girl. "Someone's got to pay for the thousand year sentence."

"She's not going to prison, Walker. That's not why I took her in." Skulker said. "It may be a victory for all of us, but she's part of my collection, nothing more, nothing less." Walker scowled at this, but let it be for the time being.

"Well, is she really part ghost then?" Ember asked. "I wanna see the kid's other form."

"It's pretty much what you'd expect." Skulker told her. He nudged Lilith a bit less than gently. "You showed me what your ghost half looks like, now show everyone else." He demanded.

Lilith complied immediately. Against what she wanted, Skulker turned her around so the others could see the emblem on the front of her suit. She panicked right away at the sudden feeling of vulnerability and struggled back to the shoulder, where she felt safest. This effort was laughed at by the majority of the crowd.

"The poor child, she needs her parents." Dora said sadly, remembering her meetings with the two of them.

"Oh, she'll be fine." Kitty reassured her. "She's too little to remember. Besides, aren't you a little bit thrilled to have her here? Aren't you Johnny?" She yelled as she turned suddenly at the teenage ghost, making sure he was paying attention.

"Kitty, all I'm thinking about is how sweet it's going to be when we get to see the look on the punk's face when he sees what's happened." Johnny said smugly. Shadow had the same expression on his face. Kitty growled and smacked him with her purse. "Ouch! Kitty!" He whined.

"How can you say that! She's just a little kid!"

The rest of the gathering Lilith tried to pretend she wasn't there. She pretended to be home with her mother-anywhere other than here. The various ghosts examined her and made passing comments. Mostly comments she didn't even understand about the father she had never met.

"I met my dad." Lilith said suddenly, interrupting Skulker's reminiscence. It was almost as if they were remembering the same events. "I…I really got to meet him." She choked

"Well, what did you think? As I recall, you've waited a long time for that." He responded. What else could he say?

"He was everything I ever dreamed him to be." She said honestly, tears were worming their way to her eyes. "And more." Skulker didn't respond so she continued to express her feelings. Feelings she only trusted for him to hear. "I always remember everyone talking about him, how he was fighting to protect the town and always foiling plans and plots. I never knew exactly what to think. I mean, even though I'm so happy…I can't help but feel weird. You…you've always been the closest I've had to a parent, Skulker. It just feels weird that my dad is actually alive, it's like my dreams that I have of the past only now it's real."

"I'm not your parent, Whelp. If anything I've taught you gets through to your brain, that is it." He said, resisting the urge to yell. "Caretaker, yes; Guardian, probably, but I am not your parent. You're a part of my collection Ghost-child. That has not changed. I hope you have not forgotten."

"No, I haven't forgotten." Lilith said sadly. "It's just…" She struggled to find the words to say. "It's just that I've never really felt that way. I mean, I guess I was so used to it all: the cage, the sometimes rough treatment. This really is my home. I can't think of it as a prison, no matter what anyone says."

"And that is why you've made me extremely happy, child." Skulker said with a satisfied grin. "It's also why you are not another pelt on my wall. You were always too young, but you became so obedient it would have been a shame to kill you." He finished plainly.

Lilith took this all calmly. It always hurt so badly to hear the unspoken, spoken. She had always known this, but when Skulker told it to her face, it always hurt so badly.

"So, was it worth it then?" She asked. "To keep me to this point and then I screw everything up for you suddenly."

Skulker didn't even have to think. He gave her a long stare of examination. He thought back to the party where he had shown her off to the other ghosts. It had quite possibly been the proudest day of his afterlife. Something had happened to her that day though, while she was on the couch, unsupervised. He didn't know what had happened, but he wasn't complaining about it either.

Lilith, still waiting for her answer, delved deep into her memories. To that same day as she lay on that couch alone while waiting for Skulker to come back and get her.

At one point Skulker set her down on the couch in the living room. The ghosts were off doing their various things. She had lay there for a while, trying to convince herself that this was all a dream. She was alone again and she started to panic. She wrapped herself around a pillow and tried her best to be brave.

"Ah, here you are." Lilith heard a unique voice from above her. For some reason she wasn't afraid of it. It was welcoming, so much different from the other ghost's voices. This one had no malice tone to it at all.

She looked up at the newcomer with awestruck eyes. An old grandpa looking ghost was floating above her. "Who are you?" She asked as she could not find words to say anything else.

"My name is Clockwork. I'm the master of time." He told her with a smile as he shifted his form into that of a middle-aged man. "I'm here to make sure you're alright."

Lilith raised her eyebrow. "Like a guardian angel? Mommy says I've got one, but I've never seen him."

Clockwork continued to grin in his wry way. "Something like that." He admitted.

"Are you going to take me home now? I…I don't know if I like this place. Mommy said I should stay away from ghosts." She said, not really realizing that Clockwork too was a ghost.

"It's going to be alright, Lilith." The girl was stunned. It was the first time in several days that someone had called her by her real name. The ghost floated down beside her, taking on a childish form. "You don't have anything to fear from them." He said, motioning to the crowd in the other room. "There will be times when you will feel sad, but things will get better for you."

"Will I see my mommy again?" She asked sadly, hugging the pillow tighter. "I miss her lots…"

Clockwork changed to his middle-aged form and gave her another gentle smile. "You will, and your daddy too. Just be patient. You're in good hands for now."

"But I'm scared…I don't want to go back in there…" She protested, her eyes giving off a look of fear as they found the door to the crowded room.

"Don't fear them, they will not hurt you. I can promise you'll be safe."

"Really? You can do that?" She asked.

"Just wait for time to run its course. You'll see someday." He said as he began to disappear.

"Wait! Will I see you again?" Lilith panicked. "Please don't leave me alone…"

"You will never be alone." Were his last words before he finally departed.

To most these words would have been profound, but to the four-year-old, they didn't mean much. She just wanted Clockwork back again. She lay back down, beginning to go into tears.

"Beware!"

Lilith jumped in surprise. A small figure about her size became visible before her. "Ha! You actually got scared by that!" It was a ghost, Lilith had figured out. A girl about her age -perhaps a bit older.

Lilith continued to play dumb, not that she really was thinking strategy at the moment. The ghost girl gave her a critical examination as Lilith once again put up with the scrutiny she had gotten from the crowd of older ghosts. She shook in fear as she hugged the pillow tighter.

"Oh, please, you can't be that scared!" Lilith continued to shake visibly. The girl grinned. "I'm Box Lunch." She said. "Who're you?"

"Li…Lilith…" she stuttered.

Box Lunch floated in thought for a moment. "What kind of name is that? You can't go around scaring people with a name like that! We'll at least have to shorten it up to Lily, 'k?"

Lilith nodded wordlessly.

"Man, you really are scared. I think we're going to get alone just fine!" Box Lunch said, grabbing hold of Lilith and pulling her into a hug.

"Ah, I see you two have finally met." Skulker said, observing the scene with delight. "Come Ghost-child, you have more appearances to make. This is your party after all."

"You're the halfa!" Box Lunch stared incredulously. "That's so awesome!"

"Where did you come from?" Skulker asked as he picked Lilith up again. She wrapped her arms around his neck and clung once again.

"None of your business." Box Lunch said as menacingly as she could get. "So unless you'd like to face my second helping of doom today, you'd better get moving!"

Skulker rolled his eyes. "Of all the ghosts to decide to reproduce…" He grumbled.

"Come on! I'm bored and I'm sure Lily's tired of meeting people today. She can hang out with me for a while."

"And let you corrupt her? I don't think so, Pest."

"Come on you big metal-head. Pretty please with cherry on top?" She batted her eyes.

Skulker sighed heavily. "Fine, but don't expect this to be an every day thing."

The past was a funny thing. "How ironic that was. Every single day they would do something…otherwise she would have been the perfect captive; complacent and unquestioning." He thought to himself. But then again, Skulker was pleased with the way she had turned out, she would have made an excellent sidekick had things not taken this sudden turn. But now it was time to face the facts. This era was ending, either way he knew she wouldn't be staying with him any longer.

That didn't mean he wasn't going to let her go without a fight though.

"You do know that even if you do get your parents back, you'll go live with them in the human world. Then I will have to hunt you down and bring you back here." He pointed out a bit sorely.

Lilith to was suddenly shaken out of her memories. She hadn't thought of that. Even if she had, she wouldn't have wanted to admit it. "We…we'll all live here, in the Ghost Zone at least." She sputtered for a compromise. "I could visit a lot."

Skulker narrowed his eyes. "Listen Whelp, I've told you time and time again that I am the Ghost Zone's greatest hunter. The only way you can all live here is if your father's pelt is on my wall and you're in your cage. No compromise. Think about that as you plan your rescue mission." He finished, and then proceeded to walk out the door to the other room.

"But…" Lilith protested, but received no answer. She followed him into the next room. "Maybe if I still lived here and I stay with my parents during school." She tried.

"No." Skulker responded.

"Or maybe…" She was cut off.

"No! You don't understand, Child. You never have! Things would be a lot easier if you hadn't gone to school. None of this would have happened and you would just live out your life here. Plasmius was content until he found out about you. Now everything is a mess."

Lilith was silent for a moment. "I'm glad though." She finally said, eyes closed and gathering up courage. "I would have never known my parents otherwise and I never would have met some more great friends. I need to get them out; besides, he has Box Lunch now too."

"Which also could have been avoided had the Pest listened to me and not gone in the first place. Just leave it be."

"Now that I know, how can I leave it be!" Lilith very nearly yelled. It didn't matter now that she was tired. "I have to do this!"

"Either way it's too late." Skulker sighed. "You have you tell Plasmius 'yes' or 'no'. He won't accept your 'no' for an answer so if you do chose this, you had better have a good plan to get out. He's my boss, I know him, he's more powerful than you can really imagine."

"Then help me." Lilith pleaded softly, fearing the response.

"What?"

"I need all the help I can get. I can't do this alone. You have a better chance of coming out on top if you do. If you help us win, then at least you won't have Plasmius in your way." Lilith explained with a defeated expression on her face. She hated doing this to him, but it was the only way.

Skulker smiled proudly. "That's more like it, using my goals to achieve your own. You are learning something from me. Albeit a bit slowly." He admitted at the end.

Lilith sighed and looked up in hope for the answer. "So will you help?"

"Yes, I will." Skulker's smile widened. Lilith didn't like it.

She narrowed her eyes. "And no going after your own agendas under after we've beaten Plasmius and rescued everyone."

Skulker frowned. "Fine. We'll do this your way."

"Thanks." Lilith said, relieved for the time being.

"Now, you've got two minutes before I come after you." Skulker said nonchalantly, looking at his own PDA, which was very much gorilla-free.

"What?" Lilith exclaimed incredulously.

"It's Wednesday." Skulker said as if it were obvious. Lilith groaned in realization.

"I've been up since before sunrise this morning and then I flew halfway across the world only to have to barely stay awake through school. I need to sleep. Can't we just wait for tomorrow?" She pleaded.

"The hunt waits for no one." Skulker told her seriously.

"You won't get much excitement out of it." Lilith said drolly. "I'm just going to hide behind the ferns near the front door."

"They are prehistoric specimens, not ferns!" Skulker defended loudly.

"They're house ferns. You wished them off of Desiree and she took them from the nearest plant house." She said in the same manner, arms crossed.

"How did you find that out!" He demanded.

"I'm going to sleep." Lilith said as she walked back to her room. "I'll be in my room."

"It's your cage!"

"Whatever." Lilith said, smiling slightly. "Good night. I'll see you in the morning."

There was a pause. "Yes it was."

"What?"

"Your answer. Yes, it was worth it."

Somehow, that last sentence made them both feel just a little bit better.

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The next few months went by quickly. Ami had obtained the blueprints to Vlad's mansion in Wisconsin –nobody questioned how she got them. She and Cam then proceeded to make a battle plan around the five kids, Jazz, Skulker and all the weapons in two arsenals.

Getting the captives out would be the easy part. Defeating Vlad and keeping him busy would be the hard part. Stacy was planning on just talking to him and Cam was going to back her up. Between the two of them, they could talk forever.

Lilith was overseeing the whole plan along with Jazz, who sort of knew what she was doing. In the end, it would come down to if Danny was up to fighting. Jazz figured he'd want to; his physical condition would be the decider. Lilith volunteered to help, but was readily ignored as no one wanted to see her fight, though they all knew she could and well too.

It was December, right before Christmas break when the package arrived for Jazz. When the kids came to visit her on the last day before break it was sitting on her desk. Lilith picked it up to examine it.

"It's the soundtrack CD to…Phantom of the Opera?" She was stumped. "I didn't know you liked musicals Aunt Jazz."

"It came yesterday in the mail. The return address is for Madison, Wisconsin. Vlad sent it just to annoy me. He's playing mind games with us. He loves doing that." The counselor sighed.

Stacy took the CD from Lilith. "I don't get why he would send this though."

Ted in turn took the CD from Stacy and took a good look at it. "It should be obvious. One, it's a really bad pun on his part and two, he's saying that the end doesn't bode well for us."

"How do you know about the end part?" Ami asked. "We're going to win." She said determinately.

Ted sighed. "The ending to Phantom of the Opera isn't the happiest ending in the world. Christine, the main female lead, is just in a really bad situation between her childhood friend and the Phantom. I'll just say that there isn't really a happy ending."

"So basically he's saying that we're is going to lose?" Cam concluded.

"And that I have to make a choice. That much I know." Lilith contributed. She suddenly had that bad feeling in her stomach thinking about her situation again. Her choice was not only between Plasmius and freedom, but also between her parents and the Ghost Zone. Both were seemingly easy decisions, but were anything but to her.

Ted nodded. "That's the message he's sending. I've been involved with the production before. I know the movie version well enough."

"Just in time for Christmas too." Jazz said sadly. "We had just gotten Danny to start enjoying Christmas before he was captured."

As the months continued to go by, Vlad continued to send them little presents. None of which were as bad a pun as the CD though. The kids continued to learn how to better use the weapons in their grasp and Skulker continued to be Skulker.

The hunter ghost had his own version of a training program, which he proceeded to put Lilith through. The girl wasn't really sure if it was helping, but he insisted that she would thank him later. Luckily for them the two didn't have to change much to their existing routine. It only meant more running and using powers for Lilith and more hunting time for Skulker.

As each day passed Lilith became more and more nervous. Had it not been for her friends she realized she may not have had the guts to pull through with this plan. But every time she felt as such her friends were there for her with encouragement.

Lilith also came to the conclusion that this plan had to work. Because if it didn't she would have no choice anymore. It would only be a 'yes'.

In January the students were required to submit their permission slips. In February they made the down payment. In March the final payment was due.

The chaperones were picked. Mr. Lancer would be going along with Jazz, the school's counselor. There would also be some parent volunteers. Cam's dad was going for one. Janet had screamed and yelled at Dash until he consented. He was to 'spend quality time with' his 'son and friends and enjoy it'.

Dash had objected heavily, seeing as one of the said friends was the daughter of the boy he had once bullied enough of in high school. A classmate he now was convinced was dead and a ghost out for payback. This mysterious daughter out of nowhere was one way he was doing this.

Granted, Dash doesn't have the most stable mind at this point in his life, which is another reason why Janet wanted him to go with, to relax.

Other parents were coming along too, not all of them on the official list. Skulker, for one, was going to shadow the bus and once they had all of Vlad's captives free, there would be two more parents, another adult besides them and another kid (albeit a ghost one) to add to the field trip roster.

All too soon the day in late April arrived when the freshman class of Casper High would go on the field trip to the Wisconsin Dells. The trip was paid for by billionaire Vlad Masters and he had opened his mansion to the students and chaperones. That night, while most people would be sleeping, the group would put their plan into action.

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"Hey, Mr. F, wake up," said a lazy voice.

The sound of snoring continued.

"Mr. F, you're really loud when you snore." Box Lunch repeated in a very bored and tired voice. Danny was lying on the bed, taking a nap and snoring very loudly.

The child ghost put a pillow over her ears and growled in annoyance. Despite being locked up with her best friend's dad for almost seven months now, she wasn't used to the snoring. He was great to have conversation with, but his sleeping habits made her wonder why Lilith's mom had married him in the first place.

Although to be fair to Danny, his snoring was preferable to Vlad's ranting and chiding. Box Lunch now had an official reason to call the man 'fruit-loop'. She lost her cool easily sometimes before Danny could catch her after Vlad would make a passing comment.

Overall, it was very boring. The same thing day in and day out, eat food, sleep, and talk. Box Lunch wasn't sure how Danny had survived for fifteen years with just himself.

She sighed for about the millionth time that morning. She missed the Ghost Zone, she missed her parents, but most of all she missed Lilith. The two had been separated before, but never for this long of a period.

The normally awake and peppy girl was now often depressed and aggravated, taking many longing looks at the always-open ghost portal right next to them.

That's it, enough snoring.

"BEWARE!" She yelled into his ear.

"AH!" Danny yelped, sitting strait up, wiping a tiny bit of drool away from his mouth. "What's going on? What's Vlad up to now?" He panicked.

"You were snoring really loudly. It was getting annoying." Box Lunch said plainly.

Danny sighed and lay back down. "Sorry, bad habit I picked up from my dad."

"Don't worry about it. Oh, and you missed Plasmius's latest diabolical rant." She informed him.

Danny shrugged and turned over. "Meh, I've heard enough diabolical rants for my whole lifetime."

The ghost girl smiled wryly. "That how you got the idea to play with your food?"

Danny smiled as he remembered the day after Box Lunch had been locked up with him.

"So, why are we doing this again?" Box Lunch inquired, watching Danny quizzically.

"It's like this." Danny started, taking some dry cereal out of his bowl. "Take a fruit-loop and put it on the spoon like so." He demonstrated. "This annoys him. It's funny." He said looking up to her as he loaded up his cereal, bent back the spoon, aimed, and fired.

"Daniel! Will you stop that!" Vlad yelled angrily turning around. "Aren't you finished eating yet?" He seethed.

"We wouldn't be having this problem if you hadn't kidnapped me in the first place…" Danny reminded him in a bored tone, tapping his spoon against one of the metal bars.

Vlad growled. "This wouldn't be a problem if you would just join me." He said back in the same tone, still quite angry.

Danny shrugged as Vlad turned around. Just as he did something hit him from the back and he quickly turned around. "Daniel, this is your last warning…"

But the two occupants of the cage weren't listening. Box Lunch had the spoon in her hand and was in a position to have better aim.

"Nice shot for a beginner." Danny said through tears of laughter.

"I know." She smirked.

"Yeah, that was a good one. He deserves every bit of it." Danny said with conviction. "For everything…" He trailed off.

Box Lunch frowned. "It's almost time for the field trip. Lily's going to be here soon." She said as she slumped down against the bars, resting her head in her knees and sighing. "I'm worried about her."

Danny sat down next to her. He could have been thinking a million different things, such as how ironic it was that he was comforting the Box Ghost's daughter or even the fact that he was getting along with her. But he put his arm around her despite this. They had a common concern.

"She'll be fine." He told her. "She's lived with you guys for a long time and she's got other friends with her. He won't get her. I know she'll say no."

"Which means she has a rescue mission planned and that's what worries me." Box Lunch groaned. "She doubts herself too much. The first time we ever haunted a house she was extremely against it. She was afraid she'd mess up." She elaborated.

"'The first time you haunted a house'?" Danny quoted, a bit confused as he took his arm back.

Box Lunch glared. "We're young ghosts. What do you think we do for fun? It's not like there's anything to do in the Ghost Zone except get chased and get thrown into prison occasionally."

"Right" Danny said, resigned. "So we'd better be ready to help fight and give emotional support, right?"

Box Lunch nodded. "Beware to give lots and lots of both."

Danny sighed. "This isn't what I was planning on doing. Vlad's my responsibility; I've got to deal with him myself."

Box Lunch face-paled her forehead. "And what was your plan? If we hadn't come around, you'd be stuck here for the rest of your life. You need our help." She insisted.

"I err…I suppose…" Danny relented.

"Good, 'cause you're stuck with us whether you like it or not." She said, standing up. "All for one and one for all?" She asked, sticking her hand out.

Danny met it with his own hand. "I'm in, but Vlad's mine. We're going to settle this once and for all. I'm just about sick of him getting his way."

"I keep telling you Daniel, it's like chess. You're just not very good at it." Vlad said as if he was tired of explaining it. The two weren't very surprised at his sudden appearance in the laboratory. He'd done it enough times that they almost expected it.

"We'll see Vlad. But I'm not the one you're playing against this time. I'm a pawn, and as I recall you told me once, pawns can and do topple knights and kings." Danny said, giving off a very good evil smirk as he used Vlad's old words against him.

"And I'm still teaching you." Vlad said, very satisfied. "That's encouraging to me. You can still change your mind at any time you wish. I'll just keep you here until you do."

"That's kind of gross if you think about it." Box Lunch said gripping the bars. "Isn't what you're doing really unsanitary?" Danny watched her carefully in case she did anything stupid.

"That's very cute of you to care, my dear." Vlad told her affectionately, patting her head. She scowled at the action as her hat moved out of place and over her eyes. She straightened it back with a huff. "You know, if your friend's rescue plan fails, you could always work for me. You'll end up doing it anyway if she says 'yes'."

Danny raised an eyebrow. "You're not actually planning something big are you?"

"To take over the Ghost Zone? Oh, maybe." Vlad admitted playfully. Danny's eyes dropped in annoyance.

"You can't do that! Pariah Dark even got overthrown. Everybody feared him and I'm definitely not afraid of you." Box Lunch shot back. The Ghost Zone was her home. She wasn't about to let Plasmius have it.

"You, my dear were born after the Pariah Dark incident. I'm sure Daniel could tell you all about that later." Vlad said. The ghost girl had been wearing on his patience for a long time now. It annoyed him that he had to keep her until he got what he wanted. "It's not as if can't and I already have it indirectly, but we'll see who's laughing in a few days." He smiled evilly at her. Box Lunch wasn't intimidated and continued to glare at him.

"What's the point of taking over the Ghost Zone if you don't have what you really want?" Danny asked, knowing he'd get a rise out of his archenemy.

This did indeed strike a cord in Vlad. "I need to find out where your parents are first. Then kill your father and take your mother as my bride. Then maybe you'll think differently about my offer."

"Vlad." Danny said seriously. "I haven't changed my mind ever in all the years since you first asked me. I haven't even changed it after you take my two best friends captive, what makes you think I'll change it if you marry my mom? I definitely won't join you after you kill my dad. I'll just hate you even more. When are you going to give up?"

"You will join me, very soon." Vlad said confidently with a very serious look. "In fact I could force you to join me at any time, but I'd much rather you did it of your own free will. But I'm warning you now, my patience is running thin."

"I won't do it." Danny replied evenly. "I'll wait out the rest of my life in this little cage if I have to, but I won't join you. Not now, not ever."

Box Lunch felt something bad coming if she didn't do anything. "Sorry to interrupt the staring contest, guys, but I'm kind of hungry. How about dinner?" She suggested quickly before the two got at each other's throats.

The two continued to stare for another moment before Vlad broke away. "Very well. I'll bring something down, but you two will have to behave a little more."

"Pft, us behave? That's a good one." Danny crossed his arms.

"Beware." Box Lunch shrugged innocently.

"Indeed." Vlad said, not really caring, before leaving the laboratory.

"Nice save." Danny said, lying back down on the bed.

"I've been in trouble enough to know when it's about to start." She told him. "So, you ready for breaking out after that?" She asked.

Danny laughed half-heartedly. "I was ready to go home the day I got here."

Box Lunch lay down on the floor. "Me too." She said. "Me too."

A/N: Okay, don't yell at me all at once for joining the Phantom of the Opera bandwagon. I think it's hilarious. And since I'm all for bad puns, I had to put it in. Besides, I was desperate for more chapter material.

Yeah, Vlad's gonna try his hand at takeover. But like Danny pointed out, it's not his main goal. He's just bored really. It's not like he can't, especially if he's got Danny's help.

The 'Mr. F' thing is a tribute to my freshman English teacher, who was called this. He was the only teacher to ever know about my fic writing. A very amazing guy. Even after four years he still asks if Yami-chan and I are still writing. :-)

And now you all know how she met Box Lunch and Clockwork. And I've always imagined Technus to have that kind of quirky personality, so I took some artistic liberties. This was a flashback I've been waiting to post for a while.

A very many thanks to the reviews from last chapter: Anonymous Reader 13, hermie-the-frog, katiesparks, Meaganisnttheworld, DP fan, Rishi-Rishi, Sanne-chan and Lightning Streak. It's great to see new faces!

Thanks to all of you for continuing to review and enjoy this fic. Your support and comments are greatly appreciated as always. Since we're nearing the end, I might as well say this now. For the epilogue I plan to tie up loose ends for this story as well as ideas I have for the future of a lot of the characters. I'd like you guys to ponder over what loose ends you'd like touched upon, just in case I might have missed some. I know you won't really be able to make a decision until the end of the fic, but I'd like you all to start pondering now. The more ideas you guys send, the longer the epilogue will be.

See you next chapter!

-Unrealistic :-)