A/N: I'll try to keep updates once a week (at the latest), at least until I run out of chapters to upload, which won't be for a while (finishing chapter 23 right now). I may try to combine some chapters so that when I update, the chapters are longer, but it'll depend if I can merge them efficiently. Anyway, I'm glad my second chapter got far more readers than my first chapter, and I'm glad you all like it! I hope you enjoy this chapter - it may seem to start off a bit slow, but I get the feeling you just might hate me at the end. Maybe if there's enough reviews, I'll upload the next one sooner...Review and I'll reply! Authors love reviews (even if it's as simple as "update!")...

Just some teasers for down the road: how Logan is doing is revealed; Max will see her siblings; another well known Manticore person will be returning

Chapter 3: Holding On

Sector B Forest, Manticore

Max crouched quietly in a tree as she waited for someone to approach. During their weapons training course, the two units were pitted against each other in a Manticore-style game of Capture the Flag. Max was assigned to Unit 4, which she was thankful for – she didn't want to be under the leadership of her brother's clone.

The weapons they used were very similar to the real models. The only difference was that they shot out rubber pellets, which upon impact would beam back to base the location of the target and record who was taken out of the game. A target was considered disabled only if shot three times. As she held the gun close to her, memories of her childhood training came back to her. She remembered the time when they found a balloon in the trees. Her unit had been so curious as to what the item was, but it had later gotten them in trouble. She remembered seeing a crow in the trees, which led to the death of a member in her unit. She shook the unhappy memories away and tried once again to concentrate on her job.

784, Unit 4's CO, had posted her as part of the defense team. They had been placed around the perimeter of their base to sniper in the treetops. Max listened intently for any slight changes in the surrounding areas. Her sensitive hearing could make out a set of footsteps northeast of her location, so she scanned the area and found two Unit 6 members making their way to the base. Max steadied the gun and aimed six quick shots, taking them both out with minimum ammo. Although she still wasn't fond of guns, this exercise was less real than some that they have had in the past, so she was able to justify the use of it more easily.

She checked the other two posts to see if they had any action. She was surprised to see that they had left their posts and no where to be seen. Maybe they were eliminated. Something wasn't right. She quietly crept down the tree when a slight movement out of the corner of her eye caught her attention. 494 was in the treetops and had taken out their defenses...except for her. She blurred just in time to avoid the line of bullets he had sent her way and disappeared from view. 494 cursed and left his treetop post, heading towards Unit 4's base. He could only hope someone would take care of 452 for him, since it wasn't considered a complete victory until there were no remaining members left on the opposing team. If she kept going in that direction, however, she would run right into 835.

Max took a round-about way to avoid detection as she headed back to base. She had always been good at escape and evade. She wasn't planning on that changing anytime soon. From a distance, she could see that most of their ground defenses had been eliminated. 561 was still hiding at the top, waiting for any Unit 6 survivors arrive. He was assigned to guard the flag. Max's eyes caught another slight movement and once again found 494 creeping up slowly behind 561. From another direction, she saw 835 also approaching their base. As of now, it seemed there were only two remaining on both sides. Max aimed her weapon at 494, taking him out seconds before he reached 561, but doing so gave her position away to 835, who wasted no time to take her out. Fortunately, 561 acted quickly enough and took out 835.

A few more minutes passed and no one else came except for another member from Unit 4, who returned with Unit 6's flag. A loud alarm signaled the end of the exercise. It was a rare win, so Unit 4 was rather cheerful. They were used to being defeated by Unit 6; Unit 6 bested them in nearly everything. None of them realized Max had been the one to stop 494 from achieving victory, and Max did not bother to tell them.

As soon as they were dismissed, they went their separate ways. Their afternoon classes were over. Dinner would be in an hour, so Max decided to use the time to catch a shower, after the crowds moved out, of course. Until then, she would relax in her cell.

While Unit 4 was engaged in their own conversations on how they each played a vital role in defeating Unit 6, everyone in Unit 6 was silent. Not once did they look at Max, knowing from 835 that she was the one who caused their defeat. Max hung around in the back, not wanting to be involved in any of it. No one bothered her; Unit 4 was now trying to figure out how to repeat their success, while Unit 6 was sulking in their defeat. Occasionally, several members in Unit 6 would look in her direction with a mixture of anger, curiosity, and admiration.

Max ignored their looks and was able to break away from the group when she arrived at her cell block. She had never thought she would be glad to be back in this dull room, but she was exhausted from today's training and tired of being on the receiving end of an uninformed trainer's suspicion.

Reflecting on the day, she had time to put some pieces together. The trainers were not informed that she would be joining this X5 class. In fact, when they found out who she was, they thought she was not ready to join this top-class of Manticore soldiers and was in the wrong place at the wrong time. Max had to admit, she didn't believe it either. She knew Renfro placed her here to help her "catch up", but exactly how much good can it do when a soldier is so far behind?

As the top X5 class, the trainers made it clear that they would not delay their training just to bring her up to speed. The trainers would work them hard to make sure they remained the best. She was not worth their time, apparently. If she couldn't perform, she would suffer the consequences. She could expect no less. Reflecting on her progress, she didn't do as bad as she thought she would. She was definitely rusty, and there was plenty of room for improvement, but overall, she wasn't feeling so discouraged now. When it came down to survival, she would do whatever it would take to survive – it was in her genes and training as a Manticore soldier, and to her, Manticore was all about survival. She had to survive if she would one day return to the world beyond Manticore walls and live in freedom as she once did.

Her mind drifted back to her faint memories, trying to recall the few she had and make them clearer, but everything was still a blur. "My name's Max," she whispered to herself as a friendly reminder. Going through a whole day being known as 452 made it harder to remember that Max still exists.

As dinner time neared, she headed towards the showers and cleaned off the dirt and sweat that had accumulated. It was a great shower, considering Manticore actually provided warm water. She then headed to the mess hall and quickly finished her dinner, once again ignoring the looks from the other transgenics. She saw Brin in a table near the back of the room, but she was seated with her unit, and Max knew Brin belonged to Manticore. She could not tangle with her right now.

Class Alpha's evening classes were in the lecture halls. Tonight would cover Russian, Assassination Procedures (officially titled Mission Success, but in Max's mind, it was all about how to carry out and cover up the perfect assassination, so why not rename it something more...direct?), and Basic Field Aid (practicing first aid on "wounded" patients). The classes were long and boring, not to mention there was so much she didn't know, and also didn't want to know. The instructors were not pleased with her poor answers she had struggled to put together, hoping it was something that made sense. It seemed by now, however, that they had been informed she would be joining Class Alpha; they never asked if she was in the wrong place.

By the time class ended, the instructors had all assigned Max a large load of reading assignments (by transgenic standards), thinking it would bring her up to speed. For once, Max was fortunate she didn't have to sleep much, but staying up to read missed lessons was not exactly her ideal way of spending the night. She was hoping to start building her escape tunnel, but she would have to wait. She had no time tonight if she wanted to avoid punishment tomorrow.

As she was about to begin reading her first assignment, she then wondered why she was taking her training so seriously. Did it really come down to survival? She could deal with a little punishment. It would be nothing compared to the seven months she spent in psy-ops. Clearly her situation was not expected by any of the TAC Leaders, trainers, or instructors. The X5s didn't exactly welcome her either, and considering they even questioned her presence, it can be assumed that it hasn't happened before. Then again, there were also the scattered conversations pondering why she wasn't with Class Charlie, which she heard them describing as the lower performing groups where soldiers behind in classes were placed to catch up.

She knew Renfro had something planned for her. The light threat at the end of their meeting verified it. Her imagination could only ponder what. None of it made sense. Perhaps the Director was planning on sending her out on a mission, she mused. Fat chance in that – she was still considered a flight risk, and would be for a long time to come. But if she were to go on a mission, then there was hope of leaving once again. Max pushed the thought away – Manticore wasn't that stupid. Whatever Renfro had in mind, she would not let her win. If becoming one of their top soldiers is part of her plan, then she should quit training altogether, but that would be going against her survival principles. And there was nothing wrong with being one of their top soldiers – it would give her an advantage when she would need it, and she certainly needed all the advantages she could get if she was going to escape. It might even help her overcome whatever Renfro has planned for her.

She sighed as she finally focused on her reading assignments. These weeks were going to be long while she accustomed herself to their intense training regime.

For the next two weeks, Max worked day and night to catch up to what Class Alpha was doing. The reading assignments continued, with the instructors piling on even more when they realized she was going through them over night with ease. The rest of the X5s left her alone, learning from their several attempts to befriend her that she did not want to be spoken to, well nearly all of them, minus 494, who remained a thorn in her side. Although Max knew isolating herself from the others would only make her life here more miserable, she was not going to allow herself to get attached. She was not planning on staying, and she didn't want to miss anything or anyone. She had already started her tunnel to freedom the second day of training before the instructors realized she could finish the readings with time to spare. She shouldn't have mentioned her shark DNA.

Since the increase in assignments, however, her tunnel remained untouched. She had managed to saw out half of a brick, and was hoping to eventually be able to completely remove it, but she had not had the time to complete it. She wondered how long this training would last before Renfro revealed her sure-to-fail plan.

Director's Office, Manticore

In her office, Renfro read over the reports given to her by the instructors and trainers. Over the weeks, the reports had grown increasingly longer as they had more and more to say about this X5. Renfro smiled slightly when more than one instructor noted that 452 was isolating herself from the other X5s and refusing to socialize with them more than necessary. Renfro knew exactly why, which only made her idea seem even more appealing. The reports continued about how 452 was catching up quicker than expected, finishing the extra assignments overnight.

Overall, the Director was impressed, but she also wondered why 452 was willingly cooperating with this intense demand. In a sense, 452's success was starting to make her uneasy. 452 certainly had potential to do many things, and she knew 452 was looking for a way out.

A knock on the door signaled the arrival of a soldier who had brought along the requested X5s.

She told them to enter and stood up from her desk to pace before the X5s standing at attention. It gave her a sense of power when she did this and helped her to ignore the slight anxiety that one day, something may go wrong if an X5 refuses an order.

"At ease," she told the soldiers.

The men all relaxed to the at-ease position.

"As you all know, we had intruders seven months ago who destroyed our DNA lab, the lab which once enabled us the ability to reproduce soldiers. Resultantly, we have had to seek alternate methods to produce a new generation. Your next assignment is simple. You will copulate with your assigned partners after lights out until pregnancy is reached."

She examined their faces, watching for any sign of emotion, but their was none. Their soldier mask was intact.

"561, you have been assigned 319. 698, you have been assigned 285. 974, you have been assigned 392," Renfro began, continuing down the list as she gave each of the transgenics their assignments. She finally ended with, "494, you have been assigned 452."

And that did it. The soldiers all glanced at 494 when they thought she wasn't looking. 494 seemed rather surprised as well.

"After lights out, a guard will escort you from your cell to that of your partners. I will expect a report the following morning. Your partners will be informed shortly after this meeting of the assignment. You all are dismissed, except for 494."

The soldiers all saluted and left, no doubt curious about why 494 had been asked to remain. They all knew it had to do with his assignment to 452.

Renfro had other plans though; she did not intend for 452 to become pregnant, especially if she was going to be in a position of command. With the exception of one or two males, all the soldiers in this breeding program were not scheduled to be deployed on any missions anytime soon. The females were not in a particularly important position where their presence would be missed should they become pregnant either.

"494, I have a separate assignment for you."

494 waited for her to continue.

"Anything I tell you now is not to leave this room, understood?"

"Yes, ma'am."

"Your assignment to 452 is merely a cover. I have other plans for 452 – plans that cannot be accomplished if she is pregnant. In other words, you are not to copulate with 452 under any circumstances, but you should not have any trouble with that. When you report in public, copulation will be successful. 452 still believes she will one day escape again and go back to the life she once had with her friends...and boyfriend. Don't take it personal if she doesn't want to do anything with you," she added with a small smile.

494's face revealed nothing, so she continued, "I know she loves someone out there because she's clinging on to the hope she will see whoever it is again. Your primary objective is to find out if she has made any plans for an escape. Your secondary objective will be to find out who she loves on the outside."

Renfro paused for a bit before continuing. "452 has been isolating herself; she is not talking to anyone more than necessary. I know she's isolating herself because she does not want to form any attachments."

494 understood; she was planning to escape, and she did not want anyone to hold her back. The less people she cared about, the easier it would be to leave them behind. No wonder she was always so bitter.

"Is your mission clear?" Renfro asked.

"Yes ma'am. I am to use the cover of the breeding program to find out if 452 loves anyone and if she is planning to escape. I am not to copulate with 452." 494 recited.

"Good. Report back every two days at 2100, or if something urgent comes up. Dismissed."

494 saluted and left. He smiled to himself as he would finally have an excuse to talk to 452, and really talk to 452, not just briefly annoy her as she walked through the halls attempting to ignore everyone.

Cell 306

Later that night, 452 was busy reading her day's assignment. She had been briefed on the breeding program earlier in the day and had already decided she would not participate. She had no intention of helping them make more super soldier babies. Of all people, she had to be assigned 494 – that jerk who would not leave her alone for the past two weeks. The door opened to allow 494 to enter, but she completely ignored him, pretending to be engrossed in her reading.

She was forced to look up when 494 threw his t-shirt at her. "Come on, take off your clothes already. I don't have all night. We have our orders, and I'd like to get back in time for some decent sleep," 494 began. He couldn't hide the smile on his face as he watched 452 look up from her reading and glare at him.