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Sausalito, California – warehouse district

Roxy gripped the armrest tightly. A perpetual rush of air blew her hair into her face. When the seat stopped rattling, she opened her eyes—she wished she hadn't. The last time she was this high off the ground was when Pizzazz forced her to go hangliding; she was no less afraid of heights then as she was now. She looked up, relieved at the open parachute that slowed her descent. She happened to land atop the roof of one of the larger buildings. After undoing her restraints, she walked around to the ledge. In the distance, she could see the lights from the bay. By contrast, the streets in her immediate area were dark and deserted. She closed her eyes and listened: between the gusts of wind, she heard faint echoes of screeching tires and the roar of super powered engines.

The condemned building swayed in the strong wind. The roof beneath Roxy's feet creaked with every step, and she felt as if it would give way at any moment. She kicked the rotten access door in and took the stairs to the floors below. The stale air smelled of urine and sulphur; the building may have been condemned, but it wasn't vacant. When her eyes adjusted to the dark, she treaded deeper into the building, coming into an open area of the floor where the smell had became more pronounced. She tripped over something soft: a body. It didn't move, and she didn't bother to check it. The noise disturbed some the other denizens scattered around the floor. Some ran off at the sight of her; others were more curious and approached.

A light from outside shone through a nearby window, illuminating Roxy's ghostly, white skin along with the glare of her red eyes. "What the hell are you bozos staring at!" They backed off.

The sound of motorcycle engines brought her attention back to the window. She wiped the grime off the pane and peered outside. She cursed when she saw Dreadnoks get off their bikes and enter the building.

—oOo—

"I think you lost them, Cover Girl," said Cross-Country. If we turn right on Alexander Avenue, that'll take us to Fort Baker. We can get backup."

"Negative. Beach and Airtight won't last that long. We're going back."

"What can we do without firepower?"

"They may have us outgunned, but we're more agile."

"What do you have in mind?"

In answer, Cover Girl pressed a button embedded in the wheel. "Closing blast shutters."

Cross-Country's eyes perked up. "Are you doing what I think you're doing?"

With a smirk, she reached for a lever on her control panel. "Activating co-driver assist."

"Yee Haw!"

"Hey, have you guys ever tried this at full-throttle?" Sci-Fi asked, nervously.

Cover Girl sensed the trepidation in her teammate's voice. "Don't worry. We've slammed these new VAMPs into the side of a MOBAT at full speed without loss of functionality."

"That's good for the car, but how did the crash dummies fare?"

"Just a little whiplash… except for that one at station four: we never could get its head back on right."

Sci-Fi rechecked the straps at his station, all the while staring at the number "four" marked above his seat.

Cover Girl leaned over to her co-driver and whispered, "I hope you're as good as you think you are. This all depends on you, hot shot!"

Cross-Country turned the brim of his cap around as the periscope lowered over his station. "Piece of cake, Cover Girl."

Cover Girl resumed vetting her checklist. "Activating rear axle control to co-driver on my mark."

"Roger."

"Three… Two… One… Mark!"

Cross-Country's steering wheel jostled. "Confirmed. The rear tires are mine."

"And the front tires are mine. Sci-Fi, I need a satellite overlay please."

"I'm piping it into your HUD now, Boss Lady."

She smiled and peered into the periscope. "There they are. Let's go get 'em, boys!"

The VAMP backtracked to the warehouse complex. Following the satellite map, the Joes headed off Thrasher's Roadhog to a narrow junction where three roads intersected. The floodlights beamed.

—oOo—

"Why are the Joes just sitting there?" Zandar uttered, nonplussed.

Thrasher snorted, and he hit the gas. Likewise, the VAMP peeled off and headed toward them.

"Thrasher what are you doing?!"

"She wants to play chicken. And she's gonna lose."

Zandar secured his restraints. He took one last look at the fast approaching VAMP then put his head between his knees. I hate Dreadnoks!

Thrasher screamed and gritted his teeth, bracing himself in the cockpit. However, the VAMP's floodlights disappeared; the anticipated collision never came. He slammed on his brakes. "Where did they go?"

Zandar tapped on his Starboard window. "She flanked us!"

"Impossible! Nothing that big can bank at that speed without flipping over!"

Zandar glared at him as the roar of the VAMP's engine got increasingly louder. "Then I suggest that you amend your world view and get this piece of shit moving!"

He put his car in gear and cut the wheel. "Impossible." But it was too late. Thrasher and Zandar rocked violently in their seats when the VAMP sideswiped the Roadhog. The world turned upside down once, then twice, before the Roadhog finally settled on its side.

—oOo—

The Dreadnoks entered the warehouse accompanied by Synthoid-Stormer. Ripper secured their position by the door while Buzzer swept the area. Torch popped off several flares to illuminate the darkness. Many rows of tanks that lined the floor could be seen all the way to the far wall.

"Hey, should we be lighting those in here with the fumes and all?" Buzzer asked.

"This place is already fire damaged. Most of the flammables would've been burnt off ages ago." Torch took out his binoculars and eyed the upper tiers. "By the looks of it, this place was a distillery of some sort. It should be pretty safe as long as nobody starts chucking grenades."

Buzzer lit a cigarette and went back to check on Ripper. He found him by the entrance with the synthoid. The automaton's dress was dropped down to around its ankles. It stood motionless while Ripper examined its particular areas.

"Ripper, this is hardly the time or place."

Ripper ignored the rebuke. "You know, Buzzer, the craftsmanship on these doppelgangers is first-rate."

"You're sick, mate, you know that?"

"I'm just making sure the synthoid is fully functional, 's all."

"It's called a HARPy, not a synthoid."

"Whatever, it's all the same tech. And don't tell me you haven't thought about it, yourself."

Buzzer shrugged. "I dunno. Maybe."

"I wonder if it would feel the same in there." Ripper pulled its dress back up and patted its backside before sending it off, saying, "Go find Roxy, luv."

The machine obeyed and trotted off, disappearing behind one of the boilers.

Ripper smelled his finger.

Several floors above, Roxy was crawling along a beam that spanned a collapsed section of flooring. She needed to find a hiding place—she was an expert on hiding. A section of the beam cracked under her weight. She jumped clear seconds before it collapsed to fall to the floor below. She ran and hid behind a dilapidated boiler. After the terrible echo subsided, she peeked around the corner to see if the noise brought about any unwanted attention.

Roxy drew her head back and sighed, clutching her knees to her chest. When she opened her eyes, she saw a dark figure was crouched in front of her. Before she could make a sound, a hand clasped over her mouth. The figure leaned in closer out of the shadows. The face was masked, but she recognized those dark and intense eyes.

Beach Head removed his hand from her mouth. "Sorry, I couldn't risk you screaming and giving away your position... again," he whispered.

"You followed me?" she whispered back.

"We don't have much time. I've reconnoitered the area and found a way out. Let's go."

"Whoa, I'm not going anywhere with you. I'm safer on my own."

"This isn't a game, Pelligrini." He grabbed her by the arm and led her to the main warehouse area where the footing was more stable.

She finally managed to jerk her arm away. Stumbling, she grabbed onto the rail for support. "Who the hell do you think you are?"

"The person who is trying to save your life."

"Let me tell you something, soldier boy—"

Beach Head heard a sound. "Shh, be quiet!"

They looked over the side of the rail. The height was dizzying. They hid behind a nearby stack of crates overlooking the common area. Beach Head took out his binoculars and got a lay of the floor below. Satisfied, he let Roxy have a look.

"It's those Dreadnoks. I saw them drive up earlier," She said.

"But why are they just standing around?"

Roxy bit her lip. "Uhm, soldier boy? When they first drove up, I could've sworn I saw Stormer with them."

A hand grabbed her arm. She was about to curse Beach Head for manhandling her again; however, when she looked up from the binoculars she saw Stormer's face. She screamed, and the HARPy jerked her off her feet.

Beach Head drew his gun, but the HARPy grabbed his wrist and whipped him around to the other side of he catwalk. He slammed against the rail and lost his footing to fall to the tier below. He managed to grab onto the rail and pull himself back up. Unfortunately, the sound had attracted the attention of the Dreadnoks on the ground. They opened fire on his position. Beach Head dove behind some rusted steel plating and returned fire.

On the tier above, the HARPy was dragging Roxy along by the arm to the end of the catwalk leading to the stairs. Roxy managed to stop it by hooking her other arm around a column using all of her strength. She yelped in pain from the strain it put on her shoulder:

"Wait a minute," she pleaded. "You're programmed to act like Stormer—uhm, Mary Philips, right?"

Expressionless, it cocked its head to one side. "Affirmative."

"Well, she would never hurt me. So, conclusion: you should never hurt me."

Its eyes glazed as it processed her words. "Your conclusion is non sequitur."

With a tug, the HARPy continued to drag her along. A cluster of bullets shot around them. One of the stray rounds bounced off its skull.

"Datum: Friendly fire armor-piercing tracer rounds. Mission Parameters: capture and retrieval. Conclusion: protection."

It shielded Roxy with its body. Bullets continued to zing by them randomly, severely weakening the catwalk. Beach Head, seeing that Roxy was safer with the HARPy, had no choice but to stay behind cover and return fire. He then heard the distinctive sound of a shotgun blast across from him. He looked up to see Airtight firing into the Dreadnoks. Once spotted Airtight ducked behind a drum just in time avoid a flurry of tracers that tore up his position. Using handspeak, Beach Head signaled for him to intercept Roxy, and he drew their fire enabling Airtight to get into position.

A stray bullet pierced one of the tanks at ground level. The sparse gasses inside ignited. A chain reaction caused a series of explosions that rattled the building.

The last explosion destroyed one of the columns supporting the upper tiers. Fire started to spread quickly inside the warehouse, fed by the remnants of aged chemicals and trash. The grating that supported Roxy and the HARPy gave way. The HARPy leapt to safety just as Roxy wriggled out of its grasp. She fell over the side, but Beach Head—who was shadowing them below—caught her by the arm.

Roxy screamed.

Beach Head leaned precariously over the side, but he managed to hold her. The rail splintered off the walkway, Beach Head had no choice but to grab it lest they both fall to their death. Roxy held onto him and they swung out suspended off to the side, isolating them. A fire started to rage below them as debris fell from above.

The HARPy leapt down from the tier above. It scaled the side of the wall and crab walked onto what remained of the walkway. It stood motionless, examining the linkage to the railing that kept its prey suspended. Its eyes glazed:

"Datum: Roxanne Pellegrini. Mission Parameters: capture and retrieval. Datum: unknown G.I. Joe operative. Mission Parameters: extirpation. Error: conflicting mission parameters. Conclusion: reassessment…. Datum: Roxanne Pellegrini. Mission Parameters: capture and retrieval. Datum: unknown G.I. Joe operative. Mission Parameters: extirpation. Error: conflicting mission parameters. Conclusion: reassessment…."

"What's it doing?" Roxy asked, once they were stable.

"It's stuck in a loop: it can't capture you without saving me, and it can't kill me without killing you."

"I would like to be gone before it makes a decision!"

"I'm workin' on it." His eyes were drawn to movement behind the HARPy, and he smiled underneath his mask.

CHAK-TOK

Drawn out of its robotic reverie, the HARPy snapped its head in the direction of the distinctive sound too late.

BOOM!

The synthoid was knocked onto its back. Pieces of the goo that lined its body splattered against the wall. It climbed to its feet as Airtight stepped out of the smoke—leveling the shotgun perched at his shoulder.

CHAK-TOK BOOM! CHAK-TOK BOOM! CHAK-TOK BOOM!

The last volley of buckshot knocked the android over the side. Airtight retreated along the catwalk, but the fire underneath had already fatally weakened his section. Before it gave way, he was forced to jump clear, landing on a support beam that lined the side of the wall. He then shimmied along the beam to disappear back into the smoke.

The remaining support column started to teeter. Beach Head and Roxy were helpless to the whims of the railing that sought to find equilibrium.

Roxy never felt so helpless. Her life literally hung in the balance with time running out. "Omigodwe'regonnadie!"

"We're not going to die," Beach Head said in a calm voice.

"I don't do so good with heights!"

"Don't look down then."

"Looking up isn't helping either!"

"It's ok. It'll hold, I think. At least until Airtight can get back to us. Until then, we have to stay still."

"Please tell me you guys train for this sort of thing!"

"Actually we do. The exercise is called Dead Man's Hang. It requires the soldier to be able to remain suspended with fifty pounds of gear using only the hands. "

"But… I weigh more than fifty pounds!"

"Tell me about it."

Roxy tried to ignore the fact that his shoulder was bleeding from the stab wound that she gave him earlier. "Uhm... how long do you think you can keep this up?"

"I don't know. The good news is I hold the base record."

"What's the bad news?"

"I just broke it."

The railing started to buckle again, bouncing them a few times before settling. Her body shivered against his.

"Close your eyes."

"Why?!"

"This works better if you don't talk." When she closed her eyes he continued, "Can you hear my heartbeat?" He felt her nod against his chest. "Can you hear my breathing?" There was another nod. "I want you to breathe slowly, in and out, match my rhythm."

Rhythm: finally a concept that she could understand. There was something in the soldier's voice, a confidence, that compelled her to trust him. Roxy kept her attention focused on his slow and steady heartbeat—like the tick of a metronome. Her comfort was short of sanguine as the hot breeze at her feet was a stark reminder of their current predicament. Knowing that the man she clung to was the only thing keeping her from certain death, she instinctively dug her nails between the grooves of his vest and pressed tightly against him. Her legs clasped around his waist, fusing her hips against his. She thought it odd how he breathed from his belly rather than his chest; when he inhaled, it tickled her midriff to feel his energy. The rest of him, by contrast, felt like coiled steel.

—oOo—

Torch, Ripper, and Buzzer burst through the main entrance, howling in bloodlust.

Torch threw up his hands and basked in the heat of the inferno. "Burn, baby, burn!"

Zipper checked the ammo in his clip. "A blaze that size, the cops are gonna be here any minute. Where's that damn HARPy?"

As if on cue, the robot came out of the building and approached. Its clothes were reduced to blackened embers that hung in tatters off its body.

"Er, are you alright?" Buzzer said, giving it a sideways glance.

It patted out the last of the smoldering ashes on its person. "I am in need of repair."

Zipper scowled, seeing that it came back empty handed. "Where's that Misfit?"

"Retrieval was impossible," it answered expressionless.

The walkie-talkie on Buzzer's belt beeped. He unclipped it. "We're a little busy, Zandar."

"Then get un-busy. We need your help," Zandar said.

Buzzer cursed. "We're on our way." And he reattached the radio to his belt.

"What about the girl?" Torch asked.

He shrugged. "Screw 'er. She's done for if she's still in there."

Torch put the primer out on his flamethrower and strapped it to the back of his chopper. "There goes our bonus."

The Dreadnoks mounted up and drove off, leaving the building to burn.

—oOo—

Minutes passed that seemed like hours. The fire had mostly burned itself out, but the heat that was trapped inside was becoming intolerable. Roxy kept her ear to Beach Head's chest: his heart was beating so fast; his breathing had become erratic. He was losing his focus.

I guess you're only a man after all…

She rolled his mask up just high enough to expose his lips. His jaw was clenched and his mouth was quivering from the strain. She tentatively brushed her lips against his, probing for the point at which they parted. It was slippery with his sweat mixed with hers. She caressed them, and he started to return her kiss.

She broke it off when the shaking in his arms lessened. His breathing returned to its normal rhythm.

"Don't give up."

Roxy knew it was a short reprieve. The fingers on his hands were white from lack of circulation. The idea of falling to her death now should have her petrified; however, there was a surprising calm about her as she watched his grip loosen against the bar. It wouldn't be long now.

Then it happened: one of his hands slipped. She pushed off his waist and reached up to grab the bar. Her arms were already shaking, but she kept her legs wound tightly around him even as his remaining hand started to slip.

"Let me go!"

"NO!" She yelled and cried at the same time.

In the seconds before he lost his grip, Beach Head pried her open. She screamed his name when she felt him slip from between her legs. She didn't want to be alone. Panic started to set in as the reality of her situation became horrifying apparent. The adrenaline from that fear was the only thing that allowed her to hold on for as long as she did. But gravity would not be denied. She gritted her teeth as her fingers deinterlaced from around the bar. She was falling. She took in one last deep breath in order to afford herself the luxury of at least being able to scream on the way down.

Her release was interrupted when an arm clasped around her waist, jerking her to a stop, and almost knocking the wind out of her had she not already had a lungful of air.

"I'm going to go out on a limb and assume that you need a lift."

She immediately recognized Airtight's voice and looked down at her feet. A plume of blue fire kept them suspended in the air and lowered them to safety. On the way down, they met Sci-Fi, who was carrying Beach Head.

Sci-Fi grinned. "Hey, Airtight, wanna trade?"

Airtight shook his head. "I'm good."

"Oh, well, it looks like you're stuck with me, Beach."

"As long as none of you choad-monkeys makes a crack about hangin' around, lest you find yourself scrubbin' toilets for the next two months," Beach Head interjected weakly.

The rest of the trip down was quiet, save for the roar of the jet packs.