Cell's tail lurched as he absorbed another human. Perfect, he had cleared several cities already. By his estimates, he'd be strong enough to take on Piccolo now. Cell still wanted more energy though, as data wasn't always accurate. His close shave against Cooler was proof of that. The bio-android flew into the air, eager to find another city to feast in. Since he couldn't track 17 and 18, he should just blow the planet up after eating everyone on it. Cell had only just started flying when his nape exploded into a flash of pain.

"W-what?" Cell groaned, grabbing at back of his neck in an attempt to soothe the pain surging through it. The green creature looked up, hoping that it wasn't Cooler again. The android had shown the ability to regenerate, so Cell wouldn't put it past him. However, the creature that Cell saw was very different from Cooler. It was a huge, 7 ft tall man with blue skin and grey armor on his chest and back. He had green overalls and puffy red hair that spiked up as well.

"I am here to terminate a defective unit" the blue beast said, words accented in a southern twang. Cell's eyes widened at the comment. Defective unit?! Cell was doing everything Gero wanted!

"I am not defective, I am becoming stronger, as Gero wanted" Cell hissed, his tail flicking with annoyance.

"Then why are you dawdling about instead of absorbing 18 and 17?" Cell's opponent snarled, putting out his arms to pose proudly. "I am Super 13 and you'll die for your insubordination!" the blue android roared before rocketing forward, his fist aiming for Cell's face. Cell dodged to the left, shocked at the power of the android. That shock cost him as Super 13 grabbed Cell by the head and flew towards the ground, attempting to spike Cell into it. Cell's back flashed and out came some extra arms, a technique inherited from Tien. The extra arms managed to pry open 13's grip just as he crashed into the ground.

"Nice try, but I'm Gero's strongest creation" Cell mocked, feeling rather cocky after escaping the attempted attack without a scratch.

"Is that why I'm called Super?" Super 13 said as he pried his hand out of the ground. The android smirked, sticking out both his arms so that his palms faced away from him, as if he were pushing someone away. "S.S. DEADLY BOMBER!" Super 13 roared, creating a swirling, red energy sphere in his hands almost instantly and firing it just as fast. Cell's gasped as the technique rocketed towards him with killer intent. Cell clasped his hands together and slammed them into the energy sphere with a loud crack, causing the sphere to deflect upwards.

"Are you insane? That type of energy blast destroys half the planet, even when not intended to due to it's volatility. You could have destroyed 17 and 18!" Cell snapped, having plenty of knowledge on Dr. Gero's androids and their techniques. Super 13 ignored him and charged, a red aura covering him. Cell's tail swung through the air, attempting to stab the android's neck. Super 13 was fast however and pulled up, allowing the stinger to bounce off his armored chest. Super 13's triumphant grin was ruined as Cell's foot flashed upward, delivering a brutal snap kick to 13's jaw.

"Damn it!" 13 growled, clutching at his jaw. Cell attempted to press his advantage with a double axe-handle but Super 13 caught the bio-android's fists before they reached his skull. "You're strong...for a bug" 13 hissed, pushing Cell's arms backwards and away from his face. Cell's tail lashed but before it could reach 13, 13 had already disappeared from sight.

"W-what?" Cell managed to grunt before 13 slammed his foot into the small of Cell's back. The bio-android gagged, the air having been driven out of him before 13 caught him in a bear-hug that drove out even more air. Cell could feel pops as his ribs broke and it was all he could do to not howl. Cell's hands suddenly went limp, causing Super 13 to laugh madly. "Gotcha" Cell hissed as his hands glowed with purple energy. Before 13 could even recognize the threat, the twin Death Flashes exploded against 13's chest, sending him flying into hill.

"I'm going to make him suffer" 13 growled, climbing out of the rubble his landing had caused. However, when 13 looked around, he couldn't see Cell. "Where are you?" 13 said, his eyes glowing as the main computer transmitted him data. An energy signature above him! Super 13 looked up just in time to see Cell glowing with a yellow aura. "BALLS!" 13 screeched as Cell's yellow aura was transmitted to his hands and fired off in hundreds of small bursts, an attack known as the "Violent Rending Demon Bullet" . The golden energy shower homed in on 13, slamming into him with colossal explosions characteristic of the energy wave volley style attack.

"Hehehe, you can't escape" Cell laughed, sweat running into his eyes as he fired. Suddenly, he heard a loud yell from the epicenter of his attack. "What the hell?!" Cell squawked as a red aura pulsed outward, protecting 13 from the energy blasts. At the center of the red aura was Super 13, arms outstretched to the sides.

"Nice try, but you forgot about the Android Barrier" Super 13 mocked as his aura returned to normal. Cell's chest puffed in and out, sweat dripping from his fore-head. "Losing steam?" 13 said, his grin growing wide as Cell shook off the fatigue.

"Hardly" Cell said, forcing a smirk to his face. It wasn't the whole truth, Cell was out of breath, but he still had plenty of gas. Still, this meant that 13 underestimated him, which'd be good for on surprise attack. As expected, 13 rushed in, completely off-guard. As the android pulled back his fist to strike, Cell's mouth opened and out shot a huge beam of energy, the Nappa Cannon. Super 13 managed only a look of confusion as the blast engulfed him. "Never run in off-guard" Cell laughed, panting hard.

"Noted" a voice called before a blue skull charged through the smoke, crashing into Cell's nose with a vicious crack. Even as cell's nose regenerated, he couldn't keep the horror out of his face. "I s'pose you're wondering how I survived? Well, truth is, your hits don't hurt that much" 13 chuckled before showing off the bruises and burns that covered him. "Oh sure, you hurt me, but not as much as I hurt you" Super 13 said, knowing his victory was close.

"KAIOKEN!" Cell screeched, his body taking on a red glow as he zipped toward 13.

"Kaio-what?" 13 managed to say before Cell's fist slammed into his jaw. 13 recovered fast and began delivering his own punch barrage, but he couldn't land a single hit that wasn't blocked or dodged. Cell disappeared from view and blasted 13 point blank with a kiai cannon, breaking 13's guard. Cell used his Bio-Impact technique, determined to capitalize on this opportunity.

"Listen to your own advice!" 13 roared, dodging Cell's sloppy rush and slamming his fist into Cell's gut. Cell's Kaioken dropped and he coughed up a mouth full of blood from the brutal blow. 13 wouldn't let up however and grabbed Cell's by one of his crests. "Don't charge off-guard" 13 clarified before blasting Cell point blank with his free hand. The blast shredded Cell's lower torso, leaving Cell with just an upper body.

"N-no, I can't die" Cell lamented, clutching at the area where his legs should be. Wait, he could still self destruct, maybe he co-Cell's thought process was interrupted as 13 grabbed him by the arm and chucked him away. the robot flew after him, delivering a barrage of punches and kicks to fast for Cell to see even as Cell kept on flying by. Finally, 13 had had enough and stomped Cell's head into the dirt.

"Defectives must be destroyed" 13 spat, putting both hands on top of Cell. "DIE!" the blue android roared as he fired two red energy waves from his hands, vaporizing Cell entirely. "Heh, he was useless if he got killed like that" 13 boasted, kicking the area where Cell used to be with his foot before flying off, eager to find Goku