A/N: It's all coming to a head. That's right folks, the second arc of RE Legacy is coming to a close within the next two or three chapters. It's been a long time and taken a lot of work, but I believe I truly did bring this story back from the dead. No pun intended. And this here, was a chapter I had been planning, outlining, writing and rewriting several times before being satisfied enough to post it to the world.

And I hope you enjoy it as much as I did writing it. (I don't own Resident Evil)

Chapter 33:

"In battle it is the cowards who run the most risk, bravery is a rampart of defense." - Sallust

Within the main Umbrella facility, a fierce gun-battle was taking place in the wing that contained the BOW programming labs.

Echo Six fought hard against Umbrella Security Service agents that were stationed to protect the company's property. There was also a good number of infected skulking around making things difficult for both sides as bullets flew back and forth.

"Well, gotta give these guys props for dedication." said Tweed as she stood up and fired her assault rifle, a loud grunt came from the opposite side of the room and a man in a black body suit collapsed to the floor unmoving.

"All they care about is the paycheck." replied Harley, the burly medic tossing a flashbang over the metal table he had flipped over for cover. The sudden burst of light and sound blinding and deafening their enemies allowing Dee-Ay and Willow to take them out.

Party Girl brought her sniper rifle to her eye and fired, the high-caliber round drilling through a zombies head before plunging into the helmet of the USS agent that it was attempting to bite into. "Then they ain't gettin' paid enough." she added pulling the bolt back on the rifle and chambering a fresh round. Shona nodding in agreement as he grabbed another zombie that reached out for him and slammed it face-first into the closest wall with a sickening crunch.

When the last of the hostile's fell, the team spread out and began searching the labs. After hacking into a terminal and downloading intel and skematics for the facility, they had been tasked with trying to gather more information on how the Bio-Organic Weapons Umbrella created with the T and G Viruses operated.

The opposition had been tough, but Echo Six was determined to get what they needed to help bury the corporation for the nightmares unleashed on Raccoon City.

Dee-Ay moved along several banks of monitors, rifle held firm in his hands as he searched for anything useful. Coming upon a strange cubical that had servers and monitors on either side of a large, metal table. The shackles were the hands, feet and neck of whatever laid on it looked reinforced, but they were all open meaning that whatever had been there was already active.

Looking up at the bright screens above it, the squad leader's eyes widened. "Overhere!" he called out, the rest of the team coming over and seeing what he was.

On the screens were the images of a little girl looking no older than 12 with short blonde hair. The monitor zeroed in on a necklace with a large pendant dangling from her neck and showed a small window with a vial labeled 'G-Sample'.

"What is all this?" asked Willow. Shona went over to the computers and started going through the files.

"We've got a problem." said the scientist as be brought up a few more windows that showed a seven-foot tall hulk of a man with pale skin and a long trench coat. "It looks like this girl has a vial of the G-Virus stashed on her, and Umbrella programmed this thing here to retreive it."

"Why the hell would they send that thing after a little girl?" asked Tweed. "Christ, it looks like a walking tank."

Dee-Ay pressed his ear-piece, "Command, we've got another situation."

"So it would seem. The girl's name is Sherry Birkin, daughter of Umbrella scientists William and Annette Birkin. According to the files that were recovered, her father was one of the leading bio-engineers and was the one who created the G-Virus."

"Then why does their child have a sample of it?" asked Harley.

"Unknown. Chances are it was an insurance policy incase something happened. We can't rule out the fact that Sherry is unaware of what she has in her possession, but if Umbrella is aware of this, and has sent a powerful BOW after her to get it, finding and securing both her and the G-Virus sample is now priority one."

The team looked at one another, "Any idea where she might be?" asked Dee-Ay.

Their CO was quiet for several beats before answering, "We've managed to hack into the security cameras in and around the facility, Sherry has been spotted on approach via a tram system...and she's not alone."

"It appears she's being escorted by an unknown woman and the STARS operative you encountered outside the police station."

Everyone perked up at the piece of information. "Mercer? What's he doing here?" asked Willow.

"All that matters is that Sherry is protected. Regardless, finding her and ensuring that both she and her precious cargo get out of the city. That is your mission now, team."

"Yes, sir. We'll get it done." the squad leader looked at his team and motioned for them to move out. Sending one last glance at Sherry's image before heading out as well. 'Hope the kid's okay, where ever she is.'

X

The dark slid past the moving platform, metal darkness bathed in murky orange light, and whatever had punched through the wall of the transport was gone. Leon had edged his way around the enclosed room twice, and seen nothing at all, heard nothing but the smooth hum of the working motors.

When the creature finally howled from the shadows atop the roof, and Leon snapped the shotgun up, what he saw actually made him freeze. In the second it took him to really see it, his vengeful fury blew away like so much dust, replaced by an absolute bone-chilling awe.

'Holy shit...' his mind was able to sputter out.

The thing was still shrieking, its head thrown back, the brutal, gurgling scream like the voice of hell in the moving dark. It had been a man, once, arms and legs, shreds of clothing still hanging from its hulking body. But everything human about it had changed, was still changing as it bellowed its rage into the cold black, and Leon could only stare.

Its body was swollen and rippling with strange muscles, the bare chest puffed and bloated with its endless scream. Its right arm was six inches longer than the left, the stained bone claws jutting from the pulsing hand. And the bulbous moving tumor in its right bicep looked like nothing so much as an eyeball the size of a dinner plate, jerking wetly from side to side as if searching...

And the scream was changing, too, getting deeper, rougher, the shaggy face falling forward and melting into its chest. Like hot wax, the creature's head flowed into its upper body, disappearing smoothly into the inflamed and greedy skin.

At the same time, another face was forming, growing, rising up from the back of its neck with a horrible snapping sound, like fingers being broken. Slitted eyes cracked open, a bony red hole of a mouth forming, taking up the furious cry with a new voice.

Leon squeezed the trigger in denial, a denial of the monster's unholy existence.

Boom!

The shot hit its chest, thick, purplish blood sprayed out, cutting off the creature's scream, but that was all it did. The monster's new face angled toward Leon, the domed head tilting before it hopped down onto the platform, landing in a half-crouch on legs as big around as Leon's chest.

It took one jumping, crooked step forward and was close enough for Leon to smell the strange, chemical musk that poured from its glistening skin and see that the wound on its chest had stopped bleeding, the strange flesh slowly stitching itself back together leaving no indication that it had been shot.

The creature raised its mighty claw and Leon stumbled backwards, pumping another round and firing as the talons came down.

Sparks flew up from the metal railing when the sharp extremities sheared through it. The shot Leon had fired into the monster's stomach, more purple blood splattering through the air. But the point-blank shot barely fazed the creature as it took another step, Leon backing away, trying to put as much distance between himself and it as possible.

Preparing to fire another round, the cop instead found himself tripping down the steps that led tot he transport room, falling on his ass while the shot scattered above the creature's head. One more step and it would be on him, his eyes wide with fear and adrenaline as he racked the shotgun for one final shot.

Only to see that the thing had stopped. Dome-shaped head rising upward before turning itself toward the railing, as if it were picking up something that only it could sense.

Silently, and with a grace that betrayed its grotesque form, it leapt over the edge of the platform and disappeared into the darkness.

For a moment, Leon didn't move. He couldn't, he was too busy trying to understand that the monster hadn't killed him. It had smelled or sensed something, broken off the attack that it most certainly would have won and had jumped off the moving transport.

But why? It had him at its mercy, why didn't it go for the kill? No part of his mind could even begin to guess the reason behind the behavior. Then again, nothing else he had encountered that night made any sense, why should this?

Accepting that he was alive was enough and a short time later, maybe no more than a few seconds, his knotted thoughts and senses told him that the transport was slowing down, that the shaft was getting lighter, the blackness washing to gray.

Leon crawled to his feet and went to check on Ada. 'I hope the others are having better luck that I am' he thought stepping back onto the transport. A few moments later the platform came to a stop somewhere deep underground as he stepped out, carrying the woman in his arms before heading toward a room that resembled an office.

X

Sherry had heard the monster from far away, from somewhere deep in the giant hole, and felt even more scared than she had when the giant had come into the train station. Claire had said it probably wasn't even the monster, that it was most likely some machine problem, but Sherry wasn't convinced. The sound was so distant and strange that it could have been something else...

'But what if it isn't?' she thought trying to keep her fear in check. 'What if Claire's wrong?'

She looked over to where Ethan was looking around for some kind of control panel, his face one of pure concentration as he tried to get to whatever had made the platform that had been there descend into the ground.

After they had gotten off the tram he had taken the lead and dealt with anything in their path. There were a few zombies, but he took them down swiftly before they could grab at either her or Claire. It felt good to know that he was looking out for the both of them.

They stood outside a warehouse in the chill of the dark, stood over the big hole in the ground and waited for the mechanical noises to stop. The almost-full moon was low in the sky, and Sherry could tell by the deep blue light of the horizon that it was very early in the morning; she didn't feel tired, though. She felt scared and anxious, and even with Claire holding her hand she didn't want to go down into the black hole where the monster could be.

After what seemed like a long time, the humming noise of the machinery stopped, and Claire stepped back from the hole and turned to look at the ex-STARS. "Anything?"

"Nada." Ethan said kicking the dirt before rejoining them. "There's gotta be a console for it somewhere closeby, or another path that could lead us down to where the platform went."

Claire nodded as they started moving, only to realize Sherry wasn't following and turned back to her. "Sherry?"

Sherry stared down into the hole, wishing that she was brave like Claire, like Ethan, but she wasn't, she knew she wasn't, and she didn't want to go down into the dark. 'I can't, I can't go down there, I'm NOT like Ethan or Claire and I don't care if that's where my mom went, I don't care at all...'

Sherry felt warmth across her back and looked up, startled, to see that Claire had taken off her vest and was slipping it over her shoulders.

"I want you to have this," Claire said, and in spite of her fear, Sherry felt a sudden rush of confused happiness.

"But ... why? It's yours, and you'll get cold..." Claire ignored her for a minute, helping her put it on. It was too big for her and it had some dirt on it, but it was the coolest thing Sherry thought she'd ever worn.

'For me. She wants me to have it.' she thought smiling a bit.

Claire knelt in front of her, now wearing only a thin black T-shirt and shorts. She looked at her very seriously, pulling the vest closed over Sherry's chest. "I want you to have it because I can tell that you're scared," she said firmly, "And I've had it for a long time, and when I wear it, I feel like I can kick ass. Like nothing can stop me. My brother has a leather jacket with the same design on the back, and he kicks ass, but he got the idea from me."

She smiled suddenly, a tired, warm smile that made Sherry forget about the monster, just for a minute. "So now it's yours, and every time you wear it, I want you to remember that I think you are the best twelve-year-old who ever walked." she continued with a grin.

Sherry smiled back, hugging the faded pink denim to her body. "And it's a bribe, huh?"

Claire nodded without hesitation. "Yes. And it's a bribe. So what do you say?"

Sighing, Sherry reached for her hand, and they walked back into the warehouse. Ethan smiling at them as he followed behind. He couldn't have done a better job himself.

Going through the warehouse, finding a lone undead groaning in the open space. Ethan approached it, bashing it in the head with the butt of his shotgun before stomping down on the back of its neck, severing its spinal cord and killing it instantly

It took a couple of minutes, but the trio managed to locate the platform controls and activated them. The loud rumble of the motors kicking up again reverberated from the hole outside and they went back to wait for it.

Thinking about how Claire was with their charge made the traveler think about Rebecca, his smile faded as the image of the young medic appeared in his mind's eye. He wished that she was there with him, he missed her terribly, and worried about her every day hoping to see her again.

It was another drive that kept him going, along with making sure Sherry and the others got through this. Surviving whatever Raccoon and Umbrella threw at him so that he could hold Rebecca in his arms again, and no matter what it took or how many monsters or hired assholes got in his way, nothing would stop him.

X

Leon stood in some kind of a surgical bay, the first room at the end of the first passage that he'd taken after leaving Ada, and he looked up from the pile of crumpled papers he'd found, listening to be sure he was alone before he went back to his search. He rifled quickly through the pages, desperate to find anything besides the endless lists of numbers and letters beneath the Umbrella letterhead.

'Come on, there must be something useful in all this.' he thought anxiously.

He wanted out, he wanted to get Ada and get the hell out. The disemboweled corpse slumped in the corner was reason enough, but it was more than that - the very air of the room, of the hall outside the room, and, he was willing to bet, of every room in the facility, was just wrong. It stank like death, but worse, there was an atmosphere of something darker, something amoral. Evil.

They performed experiments here, they ran tests and god knows what else here, and they'd created a zombie plague, they'd created the monstrous demon that attacked Ada, they'd murdered an entire city.

Whatever they meant to do, they were practicing evil.

Evil on a grand scale; the transport had taken them into a secret Umbrella facility, and it was a big one. From the numbers on the walls, he knew he was on the fourth floor, whatever that meant and the catwalk he'd taken to get to the strange operating room, only one of three choices, had stretched over what had to be sixty or seventy feet of open space, the bottom to it lost in shadow. He didn't know how deep he and Ada had come, and he didn't really care; what he wanted was a map like the one she'd found in the sewers, a clear and simple diagram with an arrow pointing to out.

Frustrated, Leon pushed the useless papers aside and saw there was a computer disk lying on the steel table that had been hidden beneath the stack of chemical readouts. He picked it up, frowning "For Cargo Room Verification" was printed on the label in smudged block letters.

Sighing, Leon slipped it into his pocket and rubbed at his aching eyes with his right hand, his left arm basically useless again after carrying Ada from the lift. He didn't want to look for a computer to see what was on the disk, he didn't want to go wandering from room to room looking for the exit, seeing what atrocities Umbrella had played with before they'd shut themselves down.

He was tired and in pain and worried about Ada...and he decided, as he walked back to the door, that he should go back and talk to her. He'd wanted to ease her mind, saying that he would find the way out, but the place was just too goddamn huge; if she even knew the direction, or could remember the floor number.

Leon opened the door, stepped into the hall...

And a woman with a gun was standing in front of him, a nine-millimeter pointed at his chest. She was bleeding, thin streams of crimson pouring from one arm and dripping down her dirty white lab coat and the look on her face, the strange, wide-eyed glassy look that played across her features, told him that making any sudden moves would be a very bad idea.

'Oh, Jesus, what is this?' he thought to himself now on high alert.

"You murdered my husband," she said, "You and your partner, and the girl too, all of you, you wanted to dance on his grave but I have news for you!"

She was high on something, he could hear it in her high, trembling voice and see it by the way her skin twitched and ticked. He kept his hands at his sides, kept his voice low and calm.

"Ma'am, I'm a police officer, and I'm here to help, okay? I don't want to hurt you, I just..."

The woman dipped her bloody hand into her pocket and held up something, a glass tube full of some purple fluid. She grinned wildly, raising it over her head, the gun still trained on his chest.

"Here it is! It's what you want, isn't it? Listen to me, do you hear me? It isn 't yours! Do you understand what I'm saying? William made it, and I helped him, and it doesn't belong to you!"

Leon nodded, speaking slowly. "It doesn't belong to me, you're right. It's yours, absolutely."

But the woman wasn't even listening. "You think you can take it, but I'll stop you, I'll keep you from taking it. There's plenty of time, time for me to kill you, and Ada and anyone else who tries to take it!"

Ada...

"What do you know about Ada?" Leon barked, taking a half-step toward the madwoman, no longer feeling so calm.

The woman laughed, a humorless, insane cackle. "Umbrella sent her, you stupid shit! Ada Wong, Miss Love-em-and-leave-em herself! She seduced John to get the G-Virus but it's not hers, either! It's not, it's NOT YOURS IT'S MINE!"

A massive shock rocked the floor, pitching Leon to the ground, a rumbling vibration that shook the walls, pipes and plaster rained from the ceiling, a thick beam striking the woman down with a dull thump. Leon covered his head as bits of concrete and white chunks of drywall slapped at him.

It was over. Leon sat up, staring at the woman in shock, not sure what had happened. She wasn't moving. The metal beam that had struck her still hanging from the ceiling, one of her arms pinned beneath it.

A cool, clear voice suddenly blared from hidden speakers somewhere in the walls, female, calm, and punctuated by the rhythmic bleat of a honking alarm.

"THE SELF DESTRUCT SEQUENCE HAS BEEN ACTIVATED."

"THIS AUTO-DESTURCT SEQUENCE CANNOT BE ABORTED. ALL PERSONNEL SHOULD EVACUATE IMMEDIATELY."

The message repeated as Leon scrambled to his feet, took one running step toward the fallen woman, then reached down and plucked the glass cylinder from her outstretched hand, shoving it into his utility pack. He didn't know who she was, but she was too crazy to be holding anything in a test tube.

But right now he had bigger things to worry about...

X

The cool, dark ride down through the elevator shaft ended with a bellowing squeal of hydraulics breaking, then silence as the engines of the lift shut down trapping them in the seemingly endless tunnel.

'Ah shit.' Ethan thought as he stood up from his place on the transport, when everything came to a stop he could make out an alarm blaring somewhere below which set him on edge. 'No...it couldn't have been started already.'

At this point, the only way for them to safely get out of the city was to go through the labs. Even though he knew what was waiting for them down there, he was more than ready to face it. But right now, he needed to focus on getting them out of this mess.

Claire and Sherry came out of the compartment behind him as they looked around the now stalled platform. The lift had stopped only a few feet down from some kind of a service tunnel, the only light seen coming from a caged bulb that hung down from the tunnel's ceiling. There wasn't a door, but there was a decent-sized crawl space at the end of the short passage; it would have to do.

"Up here." he said motioning to where the tunnel was and heading over to the wall beneath it, slipping his shotgun into the sling over his shoulder and kneeling down with his hands cupped together. "Claire, you first."

The young Redfield nodded, slipping her Beretta into her shorts and putting a foot into his hands as be boosted her up to the ledge. Pulling herself over, she crouched down on the edge. Sherry came over next, Ethan putting his hands on her waist and hoisting her up so that Claire could help her the rest of the way.

CRASH!

All three of them jumped, Sherry screaming as the roof of the transport caved in behind them. Spinning around, the traveler looked up to see the T-103 pulling itself out of the wreckage, its dead eyes leering in their direction as it continued its relentless hunt.

"Can't this fucker take a hint?" Ethan muttered as he pulled out his shotgun again and aimed at the Tyrant.

"Ethan!" Claire called out from above, Sherry hiding behind her with fear etched onto her face. The ex-STARS took a few steps forward before spinning back around and running toward the wall, booted foot connecting with the surface as he propelled upward and grabbed the ledge before pulling himself up with the girls.

"Come on!" he exclaimed moving toward the crawl space, pulling the cover off and tossing it aside before taking out his shotgun, "Sherry first, go!"

The little girl dropped down and crawled through the opening like a frightened mouse, Claire following shortly after while he covered them. The T-103 continued to stomp mythodically in their direction, its stride not even remotely hindered despite the round that had been pumped into it.

Ethan didn't even bother wasting the bullets as he tossed his weapon into the crawl space and went in quickly after it. It was small, and a tight fit, but thankfully he managed to squeeze through all the way to the end, the exit being a sudden seven-foot drop into an empty tunnel.

Claire caught his shotgun when it fell out as he pulled himself out, falling down into a forward roll back to his feet. The alarm was loud and clear now, along with the automated voice that was warning about the sequence that had been initiated. "Keep moving, it's still right behind us!" he said over all the noise as they started running.

The empty tunnel going past them, the lights above barely making things clear as they tried to put as much distance between them and the Tyrant as possible. Reaching the end, Ethan practically kicked the door that was waiting wide open, the air suddenly heating up as they entered what the traveler knew to be the foundry.

All around them, machines screamed, howled and hissed like mechanical giants blotting out the sirens. Their feet echoing along the metal floor as they kept moving, passing rows of shuddering metal consoles, heat pouring from them making sweat start to gather on their skin.

Crash!

The trio tuned and saw the T-103 tearing through the door behind them, it's strength tearing out chunks of concrete as it stomped in after them. Ethan raised his shotgun and fired, the shot peppering the Tyrant's body, but didn't stop it.

Pumping several more shells into it, he turned back around and looked for an exit. At the other end of the platform they were moving across was a double metal hatch, the only way out. "Over there!" he shouted as he kept shooting their persuer to try and buy them at least a few seconds.

Claire ran with Sherry to the door, finding it unlocked and got it open. Searing heat filling the space around them along with the ember glow of molten metal from the heavy smelting vats on the floor several meters below.

It was a large overseer's platform at the very center of the foundry, connected by two long catwalks that stretched across the massive room. There was a second platform below the first, roughly halfway down the center pillar that supported the whole structure.

Firing the last round in the weapon, Ethan spun around and ran after the girls. Slipping shells into the shotgun as he met up with them on the main platform, sweat pouring down from his forehead as he racked the pump when it was full.

The T-103 was still coming, eyes locked firmly on them as it shook the catwalk with each heavy step it made. "Why the hell is it chasing us! What does it want?!" Claire screamed, eyes wide with terror as she held her own shotgun ready.

"The G-Virus." said the ex-STARS, not taking his eyes off the Tyrant. "There's no other reason, it was programmed to track down the sample and retreive it." he reached into his pack and removed the vial that contained the virus he had take from Sherry's locket.

When the vial came into view, the hulking being froze. Eyes zeroing in on it as Ethan held it up. "This what you want, you big bald fuck?" he asked, keeping his shotgun in his other hand as he started backing away, motioning for the girls to take the other side around as he kept the thing's focus on him.

Grunting, the T-103 started skulking after the traveler, dead eyes never leaving the G-Virus sample as it stepped onto the central platform.

'I just need to make sure Claire and Sherry can get away. Then I can find a way to keep it down for good.' Ethan kept leading the Tyrant away, preparing to make the first move...

Crash!

Sherry and Claire both screamed making him spin around, both of them were halfway down the adjacent catwalk when the door at the far end was suddenly ripped away. Something large blocking the doorway before stepping into the foundry, ember light shining off the grotesque form that revealed itself.

'...you can't be serious...' Ethan thought, his hope for their escape dropping like a lead weight.

SSSSSSSSSSTTTTTTTTTTAAAAAAAAAAAARRRRRRRRRSSSSSSSS!

X

Ada was gone.

"...HAS BEEN ACTIVATED. THIS AUTO-DESTRUCT SEQUENCE..."

"Shut up, shut up..." Leon hissed, standing helplessly in the middle of the room, his stomach knotted, his hands balled into fists.

When she'd heard the alarm, she must have panicked and run. She was probably stumbling through the giant facility, lost and dazed, maybe looking for him as that infernally calm voice repeated, as the sirens blared and rang.

The transport lift!

Leon turned and ran back through the door and saw that it was gone, a large empty hole a few feet deep where it had been. He'd been too intent on getting to Ada, he hadn't even noticed that it wasn't there anymore...

"We have to find that tunnel, we have to! Without the lift, we're trapped here!" he throught desperately. With a silent howl of frustration, Leon turned and ran back toward the catwalks he had come from, praying that he would find her before it was too late.

X

Annette Birkin crawled out from beneath the crushing weight of the cold metal, still holding the gun, the G-Virus gone. As she opened her mouth to scream her fury, to curse the gods at the injustice of her terrible plight, blood dribbled out across her lips in a thick streamer of clotted drool.

In her anger-infused state, her pain was forgotten and she somehow, she made it to her feet.

X

Ada told herself that she didn't deserve Leon Kennedy's good opinion anyway. She'd never deserved it. Even after everything he'd done to help her through all of this, deep down she knew that she was using him to get what she needed to complete her objective.

Looking up from her hiding place, her chest clenched when she saw him running across the catwalk from the transport bay. When he got closer, she stepped out of the shadows, mentally preparing herself for what she had to do.

"Leon!"

He spun around, and Ada felt her throat lock at the relief that spread across his face and struggled not to feel anything more as the joy turned sour, his grin fading. "I've been waiting for you," she said, and felt no pride at how smooth and steady her voice sounded. Cold.

The alarms blared, the mechanical voice almost as icy as hers, telling them that the fail-safe couldn't be shut down. She didn't have time to let him get used to the idea, that she was as much a monster as the beast that wounded her or one of the soulless zombies.

"The G-Virus," she said. "Give it to me."

Leon didn't move. "She was telling the truth," he said, no anger but more pain than Ada wanted to hear. "You work for Umbrella."

Ada shook her head. "No. Who I work for is no concern of yours. I ... I ..." For the first time in years, since she'd been a very young girl, Ada felt the sting of tears and suddenly she hated him for that, for making her hate herself.

"I tried!" she wailed, her composure blown by the fierce torrent of anger that coursed through her. "I tried to leave you, back in the factory! And you had to take it from Birkin, didn't you, you couldn't just leave it alone!"

She saw pity on his face, and felt the fury pass, swept away on a wave of sorrow for what she'd lost, with him; for the part of herself she'd lost a long, long time ago.

She wanted to tell him about who she worked for. About the missions in Europe and Japan, about how she'd become what she was, about every event in her miserable, successful life that had brought her to this place, holding a weapon on a man who'd saved her.

A man she might have cared about, in a different time and place. The clock was ticking.

"Hand it over," she said. "Don't make me kill you."

Leon stared into her eyes, and said, simply, "No."

A second gone, then another. Ada lowered the Beretta.

Leon steeled himself for the shot, for the bullet from Ada's gun that would kill him, and she slowly lowered the weapon, her shoulders sagging, a tear running down one porcelain cheek.

The cop blew out his held breath, feeling too many things, a jumble of sadness and betrayal, and pity, for the tortured struggle in her beautiful dark gaze and a shot rang out from the shadows behind her.

Ada's eyes went wide, her mouth falling open as she pitched forward, the gun hitting the floor, her body hitting the rail and flipping over.

"Ada, no!" He ran and dove, and somehow she caught the rail as he grabbed her wrist, her body dangling over the bottomless dark, blood spouting from her hanging, shattered shoulder. "Ada, hold on!"

X

"Mine," Annette whispered. She raised the handgun again, intending to shoot the other, to take back what was hers, to make them all pay...

And the gun was too heavy, it was falling, and she was falling with it. Together, they fell to the metal floor, the dark spinning up into her mind and finally taking her pain away.

'William...' It was her very last thought before she went to sleep.

X

'This really couldn't get any worse.' Ethan thought, standing back to back with Claire with Sherry between them. His weapon aimed at the T-103 while the young Redfield's was centered on the mutated Nemesis that had now joined the fight.

How the other Tyrant unit had survived getting blasted off the police station with a rocket launcher he'd never know, yet here it was in the foundry with them. Tentacles waving through the air like angry serpents, lone eye centered on the trio with blackened and torn flesh marring its stomach where the explosive from earlier had impacted.

The traveler wondered how the thing was even still standing, but it seemed Umbrella really built their living weapons to last.

"SSSSSSSSSTTTTTTTAAAAAAAAARRRRRRRRSSSSSSS..." Nemesis hissed through its damaged teeth, flesh rippling along with its tentacles as it stomped toward them. The metal platform shaking as its footfalls seemed to sync up with that of its fellow BOW.

"What do we do?!" Claire shouted over the alarms and the sounds of machinery running all around them. Sherry cowering behind their legs, snapping her head from side to side trying to keep both monsters in sight. "We're trapped!"

Ethan gritted his teeth, trying to think of something, anything that would keep them from getting crushed by the two giants. His eyes glanced down to the vial of G-Virus in his hand, the gears in his head starting to turn. Neither he or Claire had the firepower or the ammo to deal with both Tyrants, however...

"I've got a plan!" he said catching the attention of both girls. "I need you to take Sherry and get as far from ground-zero as possible!"

"What are you going to do?" asked Claire, concerned not only about their situation but also what the ex-STARS could be thinking to get them out of this.

Holding up the vial, attracting the attention of the T-103 even more as it closed in. "Baldy over there wants the virus, freakshow wants me, I'm gonna give them both." he he said looking over his shoulder at the brunette.

They hesitated, looking at the monsters as they kept closing in on either side before going back to Ethan. "Just trust me! Go!" The girls starting backing away toward the pillar in the center of the platform, going around it to a safe distance.

'I only got one shot at this, if I fuck it up I'm dead.' the traveler thought, slipping the shotgun back over his shoulder before running toward Nemesis. The monster roaring as its target came at it head on, tentacles flairing and shooting forward.

Ethan ducked and weaved around the living projectiles as they speared through the metal floor behind him. A large fist swung up in a massive uppercut that he barely managed to move around and getting within striking distance.

Only he didn't go for a hit, instead he took the G-Virus sample and jammed it into the hole in Nemesis' stomach. The reinforced vial slipping into the burnt flesh and getting stuck between two of its ribs as he dove away to avoid the monsters tentacle arm as it slammed down to the floor and denting it.

Rolling back to his feet, the ex-STARS looked at the BOW as it withdrew its arm and turned to come after him-

It stumbled forward from a powerful blow to its back. Growling ferally, Nemesis turned and faced the T-103 who leered right back. Neither one of them made a move until the mutated Tyrant struck its counterpart in the face, snapping its head to the side. The more refined BOW growled and struck the Nemesis with another powerful blow that staggered it.

It was all that was needed before the BOWs attacked each other with the ferocity of two angry titans. Fists and tentacles lashing through the air as they tried to tear each other apart, the whole platform shaking with each thunderous strike that hit home

For a moment or two, Ethan was stunned that his plan had actually worked. Watching the Nemesis and the T-103 trading blows back and forth, the more human looking BOW attempting to put its hand in the ragged hole in the mutated one's stomach to get at the G-Virus sample he had shoved in there. But Nemesis wasn't making it easy, because the only thing it saw was another target stopping it from killing the ex-STARS.

Tentacles shot through the air and pierced the T-103 in several places, the pale Tyrant grunting as it grabbed the small limbs and pulling them free. Keeping the tentacles clenched tightly in his large hands, the T-103 pulled hard dragging the Nemesis across the expanse, the mutated BOW roared and charged forward, slamming its bulk into its fellow Tyrant sending them both pitching over the edge of the platform and crashing into the one below it.

'Now's our chance!' Ethan thought as he looked toward Claire and Sherry, "Let's get out of here before-GAHK!" he was cut off when something thin and fleshy wrapped around his neck, cutting off air before he was yanked back, neck cracking painfully as he was pulled over the edge.

"ETHAN!" both girls screamed, running to the edge as he went down.

Back slamming hard into the lower platform, a pain-filled grunt leaving his form as he grasped at the tentacle that was wrapped around his throat. Nemesis roared as it started dragging him toward its waiting open palm, though the concentration was broken with the T-103 slammed into it again. Long trench coat torn in several places as it started grappling with its fellow Tyrant.

The traveler gagged as the fight was not only dragging him closer to the rampaging BOWs, the tentacle tightening making breathing almost impossible. Black spots filled his vision as he reached his hand down and scrambled to pull his knife out as he fought to stay conscious. Getting the blade free, he grabbed the small limb and started hacking through it. Blood spraying on his gloved hands as the tentacle was cut.

Ripping the thin piece of flesh from his neck, coughing and gasping in air, Ethan looked up in time to roll out of the way when the T-103 hit the floor where he had been laying a moment earlier.

"SSSSSTTTTTTTAAAAAARRRRRRSSSSSS!" Nemesis roared snapping its tentacle arm outward sending five of the sharp limbs shooting at its target.

"SHIT!" Ethan conntinued to roll to the side as one tendril after another speared through the metal platform. Barely avoiding each one that could have killed him had they struck home. Getting to his feet, he picked up his dropped shotgun and opened fire.

Each shot hit home, but it was no different than shooting BBs at a pissed off rhino. The mutated Tyrant charged toward him, tenticles flailing behind it while Ethan kept pulling the trigger and racking the pump as fast as he could, the whole platform shaking with each thunderous step as the distance closed quickly.

The ex-STARS dropped and rolled beneath an uppercut that would have split him in two, slamming the butt of his shotgun hard into Nemesis' face and shooting it in the chest at point blank. The BOW roared, grabbing the weapon's barrel and clenching its fist.

Metal creaked and splintered as the guns barrel was warped into a disfigured shape, making it completely useless. Ethan barely had a second to register this when the Tyrant's other hand swung, connecting with his midsection hard enough that he felt a series of pops and cracks in his left side before he was sent sailing through the air. His already sore back slamming into the steel ladder in the center of the platform, sending an explosion of pain running up and down his spine before he crashed to the floor completely stunned.

Nemesis growled, approaching the downed teen and raising its tentacle arm as it prepared to complete its objective-

Bam! Bam! Bam!

Several bullets struck it in the head and shoulders making it roar in anger. Its lone eye snapped upward at the opening in the platform above where Claire was aiming her Beretta down at it with a look of fury on her face.

"Leave him alone you son of a bitch!" she shouted as she emptied the rest of her clip into the BOW.

Roaring, the Nemesis sent a barrage of tentacles at her. The woman diving out of the way as the speared through the floor where she had been standing, but it proved to be the perfect distraction as the newly risen T-103 barreled into it sending both Tyrants to the other side of the platform.

Ethan groaned, his whole body aching everywhere as his vison swam into focus. Sweat dripping down his face and into his eyes from all the heat as he tried to get up, his back and ribs protested. His spine wasn't damaged badly in anyway, but he could tell he at least had a rib or two busted.

From the hit he had just gotten, he was surprised he even had a rib cage at all.

"Ethan!" Pulling himself to his feet, wincing as he put an arm around his sore chest, the traveler looked up and saw Claire and Sherry both looking down at him from the top of the service ladder he had crashed into.

"Come on! You gotta get up! We have to get out of here!" Claire shouted down to him.

Looking from them to the rampaging Tyrants who now seemed to be in a dead-lock, the Nemesis trying to stab the T-103 with its tentacles while the more refined BOW kept it at bay with one hand holding the arm in place while the other was clutching at the Nemesis' throat.

'It'll just keep chasing me...' Ethan thought as he saw the mutated Tyrants tentacles wrap tightly around the T-103's arm. Slowly getting to his feet, using the ladder for support as he kept watching them. He then noticed how close they were to the edge of the platform, and with no railing it was just a straight drop into the molten metal pools below them.

Sending a brief glance to his ruined shotgun, the traveler drew his magnum, doing his best to aim despite the pain he was in as he used both hands and leaned against the center pillar to steady himself.

Bang! The shot went wide, hitting Nemesis' arm instead. Bang! The next one hit the T-103 in the stomach, both BOWs turning to regard him as he took a deep breath and held it.

Time around him slowed to a crawl as the magnum kicked a third time, the large bullet leaving the barrel and piercing through the air in a straight line. In the next moment, he could see the round punch through Nemesis' uncovered eye, the back of its head on the left side blowing out as the impact sent it pitching over the edge.

Trapped in the grip of the now flailing BOW, the T-103 was pulled over with it. Both Tyrants falling into the vat of melted iron with a dull splash.

Keeping the weapon raised, Ethan stepped/staggered toward where the two had fallen. Just reaching the edge when three tentacles shot past him and speared into the pillar behind him.

"SSSSSSSSTTTTTTTTTAAAAAAAARRRRRRRRSSSSSSS!" The Nemesis was half submerged in the vat, its waist below the surface, but the intense heat of the metal was quickly eating away at its mutated flesh. The T-103 was nowhere to be seen, most likely having sunk below the surface already.

The platform creaked as the Tyrant tried to either bring it down with it or bring itself up and out of the molten metal.

Ethan glared down at it. The thing that had been hunting him all this time as it flailed in its death-throughs. It's only eye nothing more than a bloody hole in its head as it swung from side to side in rage.

Without thinking twice, he raised his magnum. "Good night, Nemesis." he said darkly before pulling the trigger three more times. Each one hitting their mark and taking a section of the BOWs head with them. Shattered pieces of flesh and bone fell into the vat and burned quickly into nothing, the tentacles went slack and fell to the floor, the now almost headless Nemesis stopped flailing as it slipped beneath the glowing ember pool.

Silence rang in the foundry, save for the alarms that were still blaring overhead. A deep breath released itself from Ethan's dry lips as he lowed his arm and started making his way to the service ladder. He could hear Sherry and Claire calling out to him again, but this time their tones were that of excitement and elation instead of fear and anxiety.

It made him forget about the aches that were wracking through him.

X

The pain was incredible, and Ada closed her eyes, wondering if she would die from it.

"Ada, hang on! Just hang on, I'll pull you up!"

Through the throbbing, pounding sirens that assaulted her ears, Ada heard the countdown for the fail-safe start to run. Ten minutes.

'He tries to save me, we both die.' she thought, realizing the full extent of their situation.

Leon's grip was strong, the determination in his panicked, pleading voice almost as strong as her own will. Almost, but not quite.

Ada turned her face up to his, saw that in spite of it all, he still wanted her to survive, he wanted to help her up and carry her away to the safety of escape.

Her life had been about selfishness, about ego and greed. She'd seen a lot of good people die, and somewhere along the way, she'd lost the ability to care, telling herself that even the effort was a waste of time and a sign of weakness.

'And I was wrong, I was selfish and wrong and now it's too late.'

Not too late. Whatever waited beneath her, the decision was made.

"Leon, go down, west, and find the cargo room, past the row of plastic chairs. You'll need the disk, it's in my ... pouch..." she said over the sirens.

"Ada, I have it! Cargo disk, right, I have it, I found it, don't talk, just hold on, let me help you!" He fumbled at the rail, trying to maintain his grip.

Talking was a horrible effort, but she had to finish, had to tell him before time ran out. "The code is 345. Get to the elevator, Leon. Take it down. The subway tunnel leads out. Have to run full throttle...and watch out for Birkin, the G-carrier, he...he's changing by now. Got it?"

Leon nodded, his blazing blue eyes filling her up.

"Live," she said, and it was a good word, a word to go out on. She was tired, and the mission was wrapped, and Leon would live.

She let go of the railing, and Leon screamed her name, and the sound of it followed her down into the dark like a bittersweet good-bye.

X

After hearing the automated voice start the countdown, Ethan and the girls moved as quickly as they could from the foundry.

He was slow, still in a lot of pain, but the adrenaline running through him had numbed it greatly as they ran down corridors in search of the exit.

The blueprints for the facility were locked in his brain, having memorized them long ago as he navigated each corner. Samurai Edge in one hand while his other held his aching midsection, Claire right beside him with her own pistol out as they cut down any zombies in their path.

Putting a around through another undead, the trio managed to get into an elevator that was at the end of the corridor they were currently moving down. The ride into the depths was slow, and the countdown was weighing heavily on them, but they would make it. They just had to get to the subway station on the lower level and make their getaway.

And hopefully, Leon would be there waiting for them.

'Almost there.' Ethan thought as the door opened and they stepped out into what he knew to be the facility's secret subway tunnel...

The cocking of several guns stopping him cold as he looked up to see half a dozen people in black body suits, all with weapons trained on him, Claire and Sherry.

"Well, well, seems you've run out of time." said Lupo as she stood at the head of the Wolfpack. All of them eager as their target stood before them.

A/N: And the cliffhanger to end all cliffhangers...for now anyway.

I know you all hate my guts for stopping here, but the big-ass fight seen took a lot out of my imagination and I need time to regroup before putting the next chapter up. Send me your reviews and PMs and I'll get started on the next chapter ASAP.