A/N Ha, remembering that the side of the van was the floor and stuff proved tricky here - upturned vans are clearly not the place to be holding fights to the death. :P Also, I kind of get the feeling there may be a few typos in there, 'cause my typing wasn't looking too snazzy tonight... Ah well, hopefully there aren't too many. Enjoy!

Kate had experienced fear before - it kind of came as a package deal along with the experiments and mutant superpowers - so the surge of terror-induced adrenaline that flooded through her at the sight of the Eraser was all too familiar. She lay against the side of the van that had become their floor, still the only thing supporting Star, whose legs were limp, against the dash. Her mind raced as she tried to work out how on earth her friend was going to be able to fight, but before she could come to any kind of solution, there was a terrible screaming sound as the metal loading doors at the back end were literally ripped apart by massive clawed paws.

As one Eraser entered from that side and was met by Ratchet, the first one started to reach through the partially-shattered windshield, tearing at Holden's clothes and trying to drag him out of the van. There was a bang, and a dent appeared in the wall above them as an Eraser leapt onto the top of the overturned vehicle, and more mutated hands came grasping through the empty window frame on Holden's right. In the back of Kate's mind she had the thought that it looked a little bit like those scenes you saw in zombie movies, where the main character had been caught on a deserted road by an army of rotting corpses, all of them pushing their hands through every gap they could find.

'Star, you need to twist your legs around so that you can get your feet down and support yourself when I let you go,' Kate said quickly.

'On it,' grunted Star, sucking a breath in through her teeth as she moved. Once she was stable, Kate released her and tried to undo her own seatbelt; the plastic coating had been split, revealing a bent metal clasp inside which wouldn't come undone when she pushed at the cracked button. With a growl of frustration, she grabbed hold of the belt and tugged, ripping the fabric clean off the buckle and allowing herself to slip off the seat and onto the "floor". Reaching up, she gripped the arms of the first Eraser, pulling them away from Holden and down across the sharp edges of the broken windshield. Howling in pain, the Eraser withdrew itself from the van, and with one threat removed, Holden was able to twist in his seat and aim a kick through the upwards-facing side window right into his second attacker's face. There was another bang, louder this time, as the full weight of the wolf-man fell backwards along the side of the van, the dent he'd made previously become decidedly larger. Holden undid his seatbelt, but instead of dropping down next to Star and Kate he reached up and grabbed hold of the window frame, shards of glass creating small, instantly-healing cuts on his palms as he pulled himself up and out of the van.

Behind the girls, Ratchet was now dealing with two Erasers, more pushing in after them, eager to have their turn. Within the confines of the vehicle he seemed to have the upper hand, being smaller than the Erasers and only having to crouch a bit in order to stand without hitting his head on the bent roof, but Kate knew it wouldn't be too long before the power of the beasts he was fighting would take the advantage and pull him out of the van into the waiting pack.

'Star, are you-?'

'Go.'

Moving forwards, Kate launched herself at the overly-enthusiastic beasts, releasing powerful punches into snouts and stomachs which sent her enemies flying backwards into the snarling mob. She could hear thudding and shouting above her as Holden fought on what was now the roof. Then the surface she was standing on began to tip; the Erasers were pushing the van, trying to turn it over again in an attempt to throw Holden onto the ground and send the rest of them tumbling around in the metal box a second time.

'Out!' she shouted, ploughing forwards with her arms spread wide, knocking the attacking monsters backwards as Ratchet and Star appeared alongside her. Now outside, she could count eleven Erasers pushing to get past the ones that had already been taken out. A crash behind her told her that the van had indeed been tipped back onto its wheels, and she risked a look behind her to check that Holden was alright; he was on the ground now, busy fighting three Erasers at once. In the sky above them, dozens of hulking shapes flew through the air, the smaller forms of the flock scattered among them and locked in battle.

A sudden blow in the middle of her chest threw Kate backwards, knocking all the air out of her and leaving her gasping on the ground. As she tried to catch her breath, claws wrapped around her waist and she was lifted into the air; the Eraser started to fly higher, clearly intending to drop her once they were up far enough for the fall to be fatal. Reaching a hand around behind her back, Kate found one of the arms holding her, then tightened her grip around the thick wrist as hard as she could. She felt the bones crunch as they were crushed under her fingers, and then she was falling down through the air, falling from a good fifteen feet up – not necessarily a lethal height, but enough to cause some serious damage. Before she had time to make a sound, though, another pair of hands – human this time – gripped her under the shoulders and lowered her to the ground.

'That's not really the best move when you don't have wings, huh?' Nudge laughed, before launching herself back up to the sky-bound part of the fight.

'Thanks!' Kate called as she threw a kick at the nearest Eraser, sending him flying back against the battered remains of the van; the impact on the already-weakened surface caused the dents in the vehicle to buckle completely, and the wolf-man crashed right through the metal and plastic to end up slumped across the back row of seats.

Just to the right of the wrecked automobile, Star was fending off two attackers. Holding her injured arm against her body with the opposite hand, she was only able to defend herself with lightning-fast kicks, which probably would have been enough if her face hadn't been drawn in pain and her balance hadn't been thrown due to not having any easy movement in her upper body. Two more Erasers ran at Kate from either side; she struck out at the first one to reach her, its head whipping to the side with the force of her blow, then as the second one approached she grabbed it by the arm. Spinning hard, she dragged the Eraser off the ground behind her and hurled it towards the two that Star was fighting. Her aim was good, and the three creatures landed in a bulky heap.

'Cheers,' gasped Star, looking almost ready to pass out as she walked towards her friend.

Free of attackers for a moment, Kate turned to see how the boys were faring; they'd moved together, fighting a group of six Erasers between them. A large black shape fell from the sky and crashed into the ground, narrowly missing Ratchet, who sent a brief scowl upwards.

'Watch it!' he shouted. 'We're fighting down here!'

Would it be bad if I said I was kinda thrilled to be beating the heck out of Erasers again? These guys were the first major enemy we'd ever come up against, and to me there'd always be something just slightly comforting about kicking some furry asses. That doesn't sound too weird, right?

I threw myself into a spin, kicking out as I turned and catching the Eraser in front of me across the face. He rolled away, quickly regaining his balance and zipping back in my direction; I had to admit, evil kudos were due to whoever had worked out the old flying-related kinks in this latest batch. But before he could reach me, he was pushed aside by a bigger Eraser, one that looked horribly familiar.

'Didn't I knock you out of the sky already?' It was Ari's face jeering at me, his voice growling, but the thing in front of me was not my little brother.

'You're not the only clone around, pups,' I snarled. 'Meet the original Max.'

He bared his teeth in a vicious grin.

'It's gonna be fun taking you down again.'

Then he flung himself towards me. He was faster than I'd expected and his claws caught my arm as I spun away from him; I heard my sleeve rip and felt a sharp pain across my shoulder. Turning to face him, I snapped a kick up to hit him under the chin, but he grabbed my foot as it came up and twisted hard, trying to wrench my ankle out of place. Going with the force, I did a kind of log roll in mid-air, then brought my free foot round to meet the side of his head. The momentum forced his back to me, and I flew forwards to get in a good hard punch at the spot where his wings joined his back, causing him to drop a few feet. Rocketing back up, fake-lame-Ari snapped his jaws at my feet, and once again I was just a tad too slow on the uptake; I put on a burst of speed to dodge him, but his teeth still grazed my leg. I felt rivulets of blood running down my shin, but blocked out the smarting.

Max can't get to the phone right now, please leave a message after the tone. BEEP! Um, hi, Max, this is pain again… I guess you've stopped taking my calls, huh?

Damn straight.

Zooming upwards, I looked back to see Ari Mark II following me a few feet below. Now, just so you know, my next move was awesome even for me: spinning like I was on a freakin' dime, I was suddenly facing downwards aiming a two-fisted hit at the overgrown terrier's upturned face. There was a crack as I made contact, blood spraying out of his nose, and he went plummeting backwards, only managing to catch himself about ten feet off the ground. He made a move to launch himself back towards me, but suddenly the head of every Eraser around us snapped up, like a dog listening to a far off whistle. Then they were on the move, racing away from us, the ones on the ground taking off and joining the rest of their pack in the sky to speed off southwards.

Clone-Ari's face screwed up as he scowled, looking up at me as he started to follow the others.

'Next time,' he growled, and then he was gone.

Thoroughly nonplussed, I glanced around at the rest of the flock left hanging in the sky around me.

'Anyone?' I asked.

'Not a clue,' Iggy replied, shaking his head.

We dropped down to join the rest of the group on the ground, and did an inventory of our newest injuries. There were numerous scratches, cuts, bruises, a few busted noses, but on the whole everyone seemed to be okay. Aside from his ruffled hair and dusty clothes, Holden barely looked as though he'd been in a fight at all. But Star was not in good shape; her face was scarily pale and there was a bulge at her shoulder where the bone was sitting outside the socket. I'd had a dislocated shoulder twice in my life, and let me tell you that it was not something that I wanted to repeat – those things hurt like hell, and I was seriously impressed that Star had managed to get through a fight in that condition. However, fixing a dislocation tended to be just as painful as dislocating it in the first place, and there was no way we'd be able to take her to a hospital (aside from anything else, we were stuck in rural Oregon with a wrecked van and no cell phone reception).

'Star, we've got to get your bone back into the socket before the muscles spasm too much,' I said. 'Do you know how that's done?'

Even through her pain she managed to glare at me.

'I've seen those medical documentaries.' She spoke through tightly gritted teeth. 'I know how it works.'

'Um, awesome. So shall we-?'

'Kate can do it,' she said. 'Stronger is better. Faster.'

I looked uncertainly over at Kate who sat on Star's other side. She met my gaze, her eyes wide at Star's words.

'Do you know ho-... Can you do it?' I asked. 'You don't have to; one of us can if you don't feel like you could.'

She shook her head.

'No. I know how. If Star wants me to do it, then I'll do it.'

Laying Star on her back on the ground, I positioned myself on her right side, away from her injured shoulder. I reached across her to hold her in place, my hands gripping her at the waist and the side of the neck. Kate sat on Star's other side, her foot placed on the side of the girl's ribcage, just above my hand. Her hands held the injured arm, laid straight out at right angles to Star's body.

'Okay,' Kate said, taking a deep breath. 'You ready?'

Star nodded once, her eyes closed and jaw clenched.

Looking up at the group standing around us, then down at me, Kate breathed in a second time.

'Right. On three. One, two, three.'

She gave a sharp tug on Star's arm, pulling it straight outwards against the opposing force provided by my hands and Kate's own foot. A clunking kind of snap sounded as the bone slid back into its socket, and Star gave a roar of pain. Thankfully, the whole thing was over within a couple of seconds; Star had been right when she'd said that Kate's strength would get it done faster. Jeb had told me once that if you didn't apply enough force to the arm then the bone didn't have the room to shift position and slide back in, instead staying wedged outside the socket. Ouch.

The good thing about dislocations is that, once the joint's back in place, you start to feel better pretty much instantly. It would be a while before Star would get full function and mobility back, which wasn't ideal considering our destination, but she'd already started to get some colour back in her face. We fashioned a sling for her to use out of a spare shirt belonging to Ratchet (something he didn't seem particularly thrilled about), and by the time she was strapped up, she was back to making sarcastic comments and complaining that she hadn't eaten anything in a whole half hour; it seemed like she was gonna be okay. In not too long, we were able to patch the rest of our various battle wounds up, and soon we were all pretty much back in working order.

The van was a different story – it was completely wrecked, with shattered windows and ragged tears in the plating of both the back and side walls.

'Well, we're not going anywhere in that,' Ratchet remarked, ever the helpful commentator.

'There's a town ahead,' Fang said, jerking his head back at the sign a few yards along the road. 'We'll find another ride there.'

'Lakeview,' Kate agreed, nodding. 'About two miles from here.'

I looked to the east, where the sun had pretty much risen completely above the horizon.

'Alright guys,' I sighed. 'Start walking.'

A/N This was the longest chapter I've done so far, and I'm sincerely hoping it didn't show too much that I find action scenes really difficult to write. Don't forget to review, folks!