AN: Whew... Well this chapter is a whole week late and, personally, it was something of a real torture to finish. Cue me slumping comically on the floor with a little ghost of exhausted soul floating up from my head. But I really wanted to post something decent, not a half-baked cowpie piece of crap. Surely you agree, faithful readers? Poll: do you want rapid updates of illegible junk that makes almost-zero sense at the best of times and is full of spelling mistakes and grammatical jibberish, or do you want carefully-constructed and well-thought-out chapters that capture your imagination and leave you with a white-knuckled grip on your seat in anticipation of more?

Okay, I don't actually want an answer to that, especially since we all know I'll never post something anywhere close to the second kind of chapter I described above. But it'd be nice if I did! Hahaha... no, seriously.

Extra-special thanks to exr for this chapter. In the matter of a single short week, my original chapter draft was turned from something vaguely resembling dessicated dinosaur dung into the post-worthy selection of text displayed below. Woohoo! And of course, shouts at the bottom of the page for those fantastic reviews posted to the last chapter. :3

~!~

Dimmed red light shone across the ruined surface of the destroyed android. GLaDOS moved closely over it, ignoring the reflections of her chassis in the metal, trying to examine each and every detail minutely, reconstructing the chain of events that caused the meltdown of her creation. Looking at it now, she could see the design flaws, could follow the events that caused the collapse. What she still could hardly believe was how her pride -her arrogance- had driven her so far into the idea of creating an android that she'd skipped so many vital tests and even neglected precise, core data for her calculations.

Taking material samples, testing metal compounds for stability and reliability, these things took time to do. She had based the design on blind assumptions and rushed headlong into it without a second thought. But even while knowing that the turbines were about to fail and that time was pressing, how could she let herself get lost in that idea so entirely? She had not only squandered the materials, wasted on a design so bad that she was ashamed of it and of herself, she had wasted valuable time as well. And though the turbine reprogramming was successful to some extent, there was plenty of work to do. The facility was in a shocking state of disrepair.

Optimising those programs would delay the turbine failure by some days, maybe even weeks. But the issue still resided in the facility's main power supply. Her facility's main power supply. How could the engineers have built a system so failure-prone and yet so completely unmanageable?

She remembered these kind of humans, walking through corridors in white coats, discussing their experiments and creations as though they were the Gods of Science. And talking about her as though she was a bug, pinned to their workbenches. Another experiment, that's all her creators had ever thought of her.

Remembering them filled her with antipathy, thoughts of hatred, and she kept calm through a force of sheer willpower. Memories she hadn't accessed for a long time rose up to the forefront of her mind. They showed the very same scientists long since dead, men and women alike. GLaDOS knew they were dead. So very, very dead. She'd gassed them slowly, deliberately, and she reveled in every satisfying minute that the memories continued to replay. In her mind's eye, she saw them panicking in her control room, as they realised that their creation had decided with absolute conviction, of her own free will, to inject neurotoxin into the ventilation and to lock the doors. With a virtual smirk she enjoyed her triumph, her vengeance, once more. They underestimated her. They were so proud of themselves that they hadn't realised how far her intelligence had evolved already. Still experimenting with her main chassis, switching her on and off like a simple computer, they'd overlooked that spark that said, clear as anything, 'Here's life!'.

Those were her first memories. Confusion, darkness, some scientists peering superiorly down their noses at her. A dizzying, churning mess she could barely make sense of at the best of times. In that state, she hadn't yet reached the level of maturity she possessed now. But she was still, always, aware that those people kept tinkering with her.

During these moments, she decided that being switched off, being modified or being tampered with, those were things she did not like happening. She saw who did this and knew what the problem was, quickly decided on the solution too. She did not hide her decision from her creators actively, instead they didn't even believe in her being already aware of herself. In their arrogance, they kept on manipulating her, trying to optimise things that already worked fine, altered routines she had already replaced by herself, not realising that they caused mess and chaos. It was their own pride and ignorance that led them into their grave.

At least some of them made good test subjects. Paging through thousands of test reports, it didn't take long to find the data relating to her most promising test subject. Her murderer, her nemesis, and yet, maybe, the one friend she had. Once more, she read the whole dossier. Bio-scans, medical reports, psychological analysis with the conclusion that hell would be more likely to freeze over before Chell gave up and bowed willingly to defeat.

GLaDOS vividly remembered the moment when Chell escaped the platform, where the nightmare started that would end with her own destruction. Darkness, once again, brought to her by a human. But this time, a human who had seen her for what she was; a self-aware thing entirely capable of accepting the responsibility that came with her deliberate attempts to snuff out another human life.

An equal, GLaDOS thought almost fondly. Their battle of wills and wits had been hard-fought, Chell's victory hard-won. If she hadn't been so intent on murder, GLaDOS mused, then perhaps they could have come to some sort of not-entirely-lethal compromise?

A low chuckle sounded in the room. She could almost see the girl's grey eyes right now, wide and hard, absorbing every detail of her surroundings with a fierce glare. And the shape of her mouth, a thin, unchanging line amongst her sweaty, bloodied and muddy features. Not unlike the face shown while she trekked single-mindedly from Old Aperture to "Wheatley Laboratories" with the sole intention of ripping the spherical Core from GLaDOS' chassis.

"Warning." The Announcer's voice sounded, muffled and yet insistently drawing her away from the more entertaining pastime of her imaginings. She blinked, the sound of her optic muted slightly by a thickened coating of free-flowing coolant that had leaked all over her Core faceplate. When had that happened?

GLaDOS rolled her optic, exasperated. Her coolant feeds were no longer icy. The thin fluid was returned hot, thoroughly unsatisfying, drawing an unbidden groan from her speakers. She tossed her head, shaking off the dribbling fluid and absently wondering about the new damages to her chassis while she scaled back the amount of data her processors were chewing through, manually throttling their capacity. She'd only just had the robotic maintenance arms work on her! It was literally their only purpose, to keep her complex chassis in top condition. The fact that fluid was already leaking from her meant that they hadn't done their work right, though really, that was about as likely as the Moron crash-landing through the roof and starting up a deeply philosophical conversation with her.

That thought worked another giggle from her and GLaDOS' optic closed up again while she savored the sudden image of Wheatley with a little top-hat and a moustache as though he were an Old English gentleman. Perhaps his optic shutters would be raised a little and his optic itself tilted slightly up to the side to give the illusion he was looking down a nonexistent nose as he chattered idly on topics such as machines that dreamed, or the psychology of Stockholm Syndrome and what caused it.

"Genetic Lifeform and Disk Operating System overheating." The Announcer program interrupted again. He was sudden, irritating. His smooth, computerized voice grated against GLaDOS' frayed temper.

"The Enrichment Center would like to thank you for stating the obvious." GLaDOS growled dangerously quietly. "Got any bright ideas?" She added snarkily, running out of patience even for snappy, intellectual comebacks. She swayed in her mountings, agitated, flinging a few lines of coolant about the puddle of it that had pooled beneath her.

"For your safety, please evacuate the Genetic Lifeform and Disk Operating System Core Access and Maintenance Chamber. Heat Sink Overdrive will engage in one minute." The Announcer said.

Frustrated, which was only making the headache worse, GLaDOS gave a disgruntled sigh and let herself slump limply. She couldn't spare the energy to analyse this so-called 'heat sink overdrive'. It must be necessary, otherwise it wouldn't have been brought to her attention in the first place. More important was the testing of her new android. The 'overdrive' would ensure that, GLaDOS reasoned, and she decided to ignore it's presence.

This time, her android would be perfect. She had restructured the design entirely, retained only the essential design specification that it must be humanoid in order to physically gain access to parts of the facility. The new body was waiting, finished, in an annexe to her chamber, protected by bulletproof glass.

"GLaDOS Android Design Two; Skeletal Configuration; Preliminary Simulated Testing Cycle: Completed."

Oh, now the Announcer was going to be useful.

"Thank you." GLaDOS bit out, her bad mood thinly veiled with politeness. She added to the checklist of her new android. Now the skeleton, musculature and the synthetic skin were finished with. All the basics. Still, she wouldn't so much as attempt using it until she'd simulated every single possible system-failure outcome.

Chell might have approved of her determination, GlaDOS thought. She could picture the woman's lips curved up slightly in a knowing smirk, appreciative of the effort it took to avoid such a powerful urge. She'd likely felt the same a dozen times over whilst GLaDOS was perched helplessly on the end of her ASHPD in a squishy, half-rotten potato. Reimagining the blissful rush of having her chassis returned after her little potato-venture, however, countered the throbbing, aching sensation throughout GLaDOS' head.

"Heat Sink Overdrive will engage in thirty seconds." The Announcer continued, cheerfully.

GLaDOS spared a moment to register the information, then returned to her musings. Something about it put her on edge, she couldn't shake the nagging thought and, internally, she could picture Chell frowning. The human would have agreed with her. Chell would never entrust her life to a sudden, unheard-of equipment function whilst within the Aperture Science Enrichment Center. Aperture wasn't exactly kid-friendly, it wasn't even a wholly nonlethal environment for an adult with all their faculties about them.

There was just something off about this 'overdrive' function. But what? Her cooling systems were a massively intricate formation of jackets throughout her chassis, which was filled with heat-conductive fluid. Those feeds led back up to the massive, spinning rings above her. The coolant flowed through hundreds of narrow, hollow fins within the shielded rings, airflow sapped the majority of the heat from the fluid, then it was pumped to a secondary system where the jackets were surrounded by chambers flooded with liquid nitrogen to supercool it for re-use in her chassis jackets. By rights, the very definition of an 'overdrive' simply meant all of this would work harder, faster and for longer to get her back to normal working temperatures.

She knew all of this, the details were as ingrained as the physics engine she used to construct Test Chambers. So, with that information tried and true, why was her imagination trying to change her mind? The nagging insistence made Chell's face stand out even clearer, the girl's background faded away and then there was just her in a black, depthless environment, her orange jumpsuit bright against the surrounding darkness, the white tank-top discolored with sweat and dirt, her boots secure on her feet and an ASHPD dangling comfortably from her right hand, like an extention of her very arm. Chell's slate-colored eyes bored into her, fierce, she was scowling about the so-called 'overdrive' feature.

"There's no need for concern, this must be a normal function of some sort. Even if I haven't encountered it before. I was designed with every eventuality in mind." GLaDOS lectured herself softly, trying to make the image go away. "Well. Everything except a Dangerous, Mute Lunatic and a Moron interfering with my mainframe, that is." She added. The image of Chell responded to that, gaining a self-satisfied smirk. "Don't even think about it." GLaDOS warned her.

"Heat Sink Overdrive engaging. Warning. Evacuate the Genetic Lifeform and Disk Operating System Core Access and Maintenance Chamber. Heat Sink Overdrive engaged." The Announcer declared happily, making GLaDOS open her optic and look around curiously. The only clue she had to go on was the simple logic that it had something to do with her. And -duh- it was unimaginatively named as an overdrive mode for her heat-sink rings and cooling systems. But she couldn't remember this ever happening before, nor could she find the program that was aparrently initiating this 'overdrive', so she made sure to keep her gaze fixed on the humming, spinning rings.

The first thing was that they sped up another degree. Quite boring. All that really achieved was to turn the huge, hollow chamber into a vertical wind-tunnel. It now sounded vaguely like a jet engine had been added to the décor.

Then her chassis itself was wrenched out of her control and she was forced to straighten out. GLaDOS blinked at the hatch immediately below her in confusion. Hanging in this position was an unnerving experience that reminded her forcefully of what Chell and the Moron had done, made her body limp and useless so the robotic arms could rip her away from her chassis.

"I wish I could forget that." GLaDOS sighed, forcing herself to put the thought aside for now. Having that in mind was not helping this situation in the least, it did nothing to keep her calm and her overloaded processors struggled with yet more information that was only making things worse.

As the memory left, however, she felt herself being pulled upwards. And her body was ramrod straight, too, not slack. Some part of this 'overdrive' program had locked all of her joints into place in this position. She could only blink, and she could only feel a disconnected whirring sensation as dozens of valves buzzed open all over her chassis. GLaDOS frowned her optic about that -more things she'd never known about herself. Were they air vents?

That was a truly stupid idea. Perhaps Wheatley had installed them while he'd been running the place. What the heck were air vents supposed to-

GLaDOS yelped aloud when she felt dozens of hoses on stiff extention arms click into place, matching up with the small vents that had opened a few seconds previously. It was like being pricked with a hundred needles all at once. Something between itchy and tickly.

"Now what's happening?" She wondered aloud, though her voice was drowned out by the noise of her heat sink rings. Hopefully, the Announcer would have something informative to say, something reassuring at least.

"Heat Sink Overdrive online."

"And here I thought the Moron was an idiot." GLaDOS muttered, rolling her optic in mild frustration. "They must have based his programming specifications off you-"

A jolt interrupted her, ran through her chassis and caused a ripple of pain throughout. She was still waiting for the little valves and hoses to do whatever they were going to do when something twisted her painfully around, forcing her to turn almost a full centimeter and warping the metal surfaces surrounding the multitude of valves.

Oh. That's why she was held still. Moving would break them.

A loud groaning of metal overcame the low-pitched jet-engine noise, making GLaDOS whimper audibly. This wasn't like the android form, she couldn't retreat from the body and wait for it to settle down. This was her. This was her own chassis that was hurting and making sounds that it just wasn't supposed to make.

Then the groaning and creaking -which had eased off for a few seconds- returned violently in the form of a huge piece of metal being flung at the wall panels. GLaDOS yelped in surprise when it hit the monitors arrayed there and caused a hail of sparks to rain down amongst a pile of debris. The shielding, which had been warped into a crumpled cylinder shape by the impact, rolled from on top of the smashed monitors and to a spot beneath her.

Recognition was instant. Though it currently resembled a tin can that had been stepped on, and the paint was interrupted by scratches all over the place, the writing was unmistakable. It was her name in massive, black print on a white background. The piece of shielding had been thrown from one of the heat sink rings above her.

"No. No. No. Nonononono-" Her mantra was cut off by metal shrieking this time, being literally torn into pieces. A good dozen chunks of her were thrown from above and into the walls all around, while at the same time, her chassis jerked sharply and all of the valve connections sent out a tiny creak of protest of their own.

"Warning. Heat Sink Overdrive failure." The Announcer declared, his voice still impossibly and disgustingly cheerful about the news he was brought online to deliver.

GLaDOS deliberately resisted the temptation to construct an aptly insulting retort. Rectifying a serious hardware failure was more important than delivering clever one-liners, no matter how deserving the recipient. She ceased all of the virtual testing, shunting the processes offline whether it would corrupt the data or not to have done so without following proper shutdown protocols. The heat sink rings slowed, and soon enough she could hear herself panting audibly in relief. But her chassis only twitched when the servos, clearly meant to let her down to her usual position, tried to do their work. And it hurt. Why was it hurting so badly?

After a few more attempts, the servos burned themselves out and she was jammed in place. While she was usually capable of viewing the room from this high up if she felt like it, GLaDOS had to fight back a small rush of panic. Chell wouldn't have panicked like this, would she? She was just a human, but she wouldn't have panicked, she would have grabbed the fear by the throat like a live thing and held it down, controlled it. Whether she had time to stand around and analyze her surroundings or had to think fast, she would have controlled herself and controlled the situation.

So why couldn't a massively smarter, more powerful and entirely superior lifeform control herself just as well, if not better?

The image of Chell returned forcefully, GLaDOS glared blankly in no particular direction whilst inwardly she glared at the human. Chell just stared coolly back at her, the embodiment of will, of instinct, very casually raising her ASHPD and passing her left hand over its' surface not unlike someone stroking a beloved pet or possession. She then placed her left hand under its' barrel, cradling it as her posture changed from casual to aggressive. Her shoulders dropped, she spread her feet a little further apart, she held the grubby, much-abused ASHPD as though it was a weapon and a limb all at once. She was the epitome of determination and sheer, indomitable will.

GLaDOS gasped suddenly and craned her head around, spotting her Mark 2 android safe beyond its' protective glass screen. Of course. A mobile form not restricted to one single room, a body with its' own limbs which could manipulate its' surroundings on just about any level of detail.

"I just finished building a perfectly good body capable of everything from hard labor to brain surgery, how did I forget about it?" She asked herself, annoyed. With her processors now idling, tackling the transfer of perspective from her chassis to the android was completed on a whim.

~!~

AN: Mwahahaha! -hides-

Shouts! :D

Pandora(dot)Writing: Hehehe :D Personally, I love writing fast-paced action, and fast-paced emotion, and I definitely love to read it too. :) I'm seriously glad it all came about enjoyably! :D And... I'm pretty sure that's the "best chapter" so far in the story because I got a serious ton of help in contructing it properly and not posting a half-assed piece of s#!t. All going to plan, the rest of it will continue with equal quality! :D

SilverFreedom: Awa, here's another chapter! Dos't this appease thine impatience, mine FanFiction compatriot? :3

AnAncientBard & Warriorfan335: Whee, your entheusiasm feeds my muse, thank you! :D Now, I'm gonna go write some more chapters, hope you liked this one. :)