The SWAT Kats, the two Ferals and Zeckis heard a rumble and turned. They saw a group of fighters emblazoned with an all too familiar "D" insignia come shooting out of a previously unseen opening in the side of the wrecked horror of a ship, eight or nine of them in all, the biggest one in the lead.

"Doesn't this guy ever quit?" asked T-Bone wearily. "What are those things?"

"Fighter jets for those mutant creations of his! His own personal air force!" cried Zeckis.

As they swooped low overhead, Dark Kat and the Stalkers could be glimpsed through the tinted canopies covering the cockpits. Dark Kat turned and flew back at the group, swooping low and opening up with his jet's laser cannons. The fire pelted the ground around them and everyoned dived out of the way. Dark Kat circled away to rejoin his squadron as they headed towards the approaching Army jets. The SWAT Kats picked themselves up, glowering at the persistence of their longtime enemy, angry that even with his flying nightmare of an airship downed, Dark Kat was still intent on causing trouble for them.

"We'll handle this!" declared T-Bone and ran for the Turbokat. He turned to his friend, calling back over his shoulder. "This is right up our alley, right, Razor?"

Razor smirked. "Right, come on!" He started but then turned to Commander Feral. "Our baby fully loaded?"

Feral frowned. "Of course!" he growled. "You think I'd come without an armed jet...?"

Razor considered a mean remark but decided to keep it to himself. Despite everything he'd done to them since the beginning, from drumming them out of the Enforcers to unmasking them live on TV, Feral had gone to bat for him and T-Bone, had realized only they could stop Dark Kat and admitted it to himself and had even brought them their jet fully loaded. It didn't quite make up for everything he'd done, but it was enough. If nothing else, it had earned the Commander a reprieve from his rivals' snark about his competence.

So all Razor said was "Good." Addressing all three of them, he said, "You guys should be okay. I doubt Dark Kat will waste any of his firepower on you. It's us he wants."

He hoped he was right. He did like leaving people undefended on the ground like this, even if one of them was Feral and the other a guy who until recently had worked for Dark Kat and was still wearing his uniform. But he had no choice. With Dark Kat and his creepy creations in the air, there was nothing the SWAT Kats could do on the ground, and so Razor joined T-Bone in running for the Turbokat.

They hopped in and T-Bone lovingly caressed the controls. "Missed ya, baby."

Strapping in behind him, Razor rolled his eyes. "Come on, T-Bone, you can buy the jet a drink after we clobber Dark Kat and his mutant freak army for good!"

T-Bone nodded and strapped in. The canopy slid shut and the jet lifted off, turned in midair, and began flying off after the villains.

Feral turned to his niece and the former Dark Kat technician. "We should take shelter!"

Felina looked around and spotted an old farmhouse. "There!" she cried, pointing.

The three turned and began running off across the field.

The Army Air Corps approached the scene. In the first jet, General Boggs' top pilot frowned as he listened to someone talking to him over his headset. He was an older kat with a neatly-trimmed pencil thin mustache, a longtime Army lieutenant with the callsign "Black Falcon."

"What's that?" he asked.

"I repeat, Black Falcon," said the voice of the technician on the other end of the line in Enforcer Headquarters, "General Boggs has been relieved of command."

Black Falcon sighed. "All right, squadron, listen up," he said, addressing his men, "we've got new orders. We're to return to Enforcer Headquarters and-"

He stopped, squinting through the tinted visor of his helmet. An entire squadron of unidentified and possibly enemy aircraft were flying towards them from the wreck of the Fear Ship.

"Huh?" he said. "Headquarters! We've got bogeys headin' straight for us!"

In the central operations room at Enforcer Headquarters, Boggs and most of his relieved men were gone. Where, Steel didn't care. He was in command now and that was all that mattered. An Army lieutenant and an Army technician manning the radio were still present on account of there still being an Army fighter squadron in the field. But with Steel overseeing things and Sergeant Talon at his side, it was still an Enforcer-run control room once more. The two remaining Army personnel would leave as soon as the squadron returned.

It felt so good to be running the show that Steel didn't even mind the distrustful looks Talon was giving him. He knew the Sergeant respected the chain of command and would follow his orders, so as long as Feral's lackey kept his comments to himself, Steel was fine with Talon's opinion of him.

Callie Briggs observed the change with some satisfaction when she returned, D.A. Mills trailing after her. She turned and spoke to Steel.

"Good work, Lieutenant Commander," she said.

Steel would've preferred "Acting Commander," but Feral was still nominally in charge even if he hadn't been formally disciplined and removed from command for disobeying Boggs. Besides, it'd been a long time since anyone had told Steel he was doing a good job, so he counted his blessings.

"Thank you," he said and meant it.


Callie didn't get a chance to start in on whatever it was she was going to say because the Army lieutenant over by the radio said "Uh-oh!" in alarm.

"What is it?" asked Callie, looking over.

Talon left Steel's side walked over. He and the lieutenant exchanged a few words. "It looks like the fight isn't over yet," said the Sergeant after a moment.

"Enemy fighters approaching fast!" announced the Army technician, consulting the big screen above them.

Steel shoved himself between him and Talon. He was in charge here. "Identification?" he asked, glancing at a female Enforcer technician sitting nearby.

"No sir," she replied, "not yet."

"Put the squadron leader on!" ordered Callie.

Steel tensed. Briggs would never give orders here if Feral stood in his place. The Deputy Mayor couldn't tell the commander of the Enforcers what to do. The lieutenant commander was a different story. But since she was acting mayor until - if - Manx returned, Steel allowed it. He did hope Manx returned. Manx was a craven fool, but Steel would prefer taking his orders from him and not Briggs, who he'd never liked, and one look at her, where their eyes met, confirmed that the feeling was mutual.

As for Callie, she hadn't asked for this. Despite her frequent criticisms of Manx, she preferred being deputy mayor. Having responsibility for the entire city was a weight she wasn't entirely sure her shoulders could bear. But she didn't want Manx back. Not after what he'd said, what he'd done. He'd thrown the SWAT Kats under the bus and abandoned Megakat City. Come what may, whether she became mayor permanently or whether someone else got elected, Callie did not want Manx back under any circumstances. As she glared at Steel, she realized she wanted Feral back, though; whatever their differences, he was still better than Steel.

The tense moment passed, and Steel stood aside out of her way as she approached, the Army technician flicking a switch so that they could hear the voice of the lead Army pilot.

"I repeat, we've got bogeys headin' straight for us!" Black Falcon said. "Permission to engage!"

Steel opened his mouth, but shut it, then turned and looked at Callie, who nodded. He leaned over and spoke into the radio. "Permission granted. Waste 'em."

An aerial battle ensued. The Stalker fighters flew in amongst the Army Air Corps and they began exchanging fire. Although the Army jets outnumbered the Stalkers, the enemy fighters quickly began making short work of their foes. Olive green jets, trailing smoke, began to spiral down out of the sky and explode on the ground.

Dark Kat laughed. "Yes! Destroy them all, my Stalkers! Leave no survivors!"

Soon only three Army jets remained, including Black Falcon's. A Stalker closed on one of them, its terrified pilot desperately to shake his pursuer. The Stalker growled, targeting him, firing a missile. It sailed towards the Army pilot, only to be blown up in midair before hitting its target. The Stalker snarled in surprise before it, too, was struck, its jet exploding in a fireball.

The pilot who'd almost been killed glanced back, gasping. "What the-?"

Dark Kat, observing, was equally surprised, watching as suddenly the Turbokat flew into the fray, blasting away with its missiles. "The SWAT Kats!" he growled, clenching a fist.

"Hiya, Dark Creep!" T-Bone addressed him over the radio. "Didn't think you'd get rid of us that easily, didja?"

"I'll destroy you two once and for all, myself!" snarled back.

He flew off after them, but lost them amidst the chaos of the aerial fighting. T-Bone expertly zipped in and out among the smaller jets flown by the Stalkers, allowing Razor to target and destroy two of them. The Stalkers shrieked and screamed as their aircraft exploded in midair, leaving six enemy craft, including Dark Kat. This, he thought, was what the SWAT Kats did best. It wasn't by the book, but it worked. T-Bone got on the radio to the leader of the Army pilots.

"This is T-Bone, who am I talkin' to?"

"Black Falcon!" came the voice over the radio.

"Nice callsign. Listen up, regroup and stick with us!"

"Roger that," said Black Falcon, then addressed his remaining two wingmen. "Join up with the Turbokat!"

The three remaining Army jets joined up and began flying closer to the Turbokat.

In Enforcer Headquarters, everyone watched the battle playing out on the big viewscreen, with three green dots representing the Army, six purple dots representing the enemy and a single blue dot representing the SWAT Kats. Callie frowned. The good guys were outnumbered. And as much faith as she had in the SWAT Kats, she decided it was time to even the odds. She turned to Steel.

"Get some Enforcer jets into the air to assist them!" she ordered.

Mentally kicking himself for not having thought of that himself, Steel said, "Yes ma'am!" and activated a loudspeaker. "All available pilots to your craft, immediately!"

On the runway, alarms blared as Enforcer pilots ran and got into their jets and began taking off.

In his jet, Black Falcon smiled as he listened to the voice over his headset. "All right, reinforcements are on the way, boys!" he said into his microphone. Just as he said this, laser fire pelted his jet. He turned to see a Stalker on his tail. "I got one of those ugly suckers right on me! I could use a little assistance here!

"On our way!" T-Bone said over the radio. He flew the Turbokat in behind the Stalker that was attempting to shoot down Black Falcon. Where were those Enforcer reinforcements already? He looked back at Razor. "Razor, can ya get 'im in time!"

"One Slicer Missile on its way, T-Bone!"

He fired. Slicer Missiles headed towards the enemy jet, the three blades unfurling. Just as the Stalker was about to fire, the Slicers cut into its jet, lopping off the right wing. The Stalker screamed as its jet spun wildly out of control, then crashed and exploded far below.

Black Falcon was relieved. "Thanks, SWAT Kats. I-"

He never finished. He was cut off as a missile came flying in and broadsided him. His jet exploded in a massive fireball and he was gone. T-Bone and Razor were shocked and horrified. They had barely known Black Falcon, but the sudden death of a fellow pilot shook them both.

"What the-?!" cried T-Bone, wondering where the missile had come from.

He got his answer when Dark Kat's voice came in over the radio, taunting them. "You see, SWAT Kats, how quickly victory can be snatched from you!"

His jet banked in to fly alongside them. The enemies glared hatefully at one another from their respective aircraft.

Razor's body quaked in fury. "Dark Kat, you sick, twisted-"

"As long as I live, no one you try and protect is safe!"

That did it. T-Bone said something even he never thought he'd say. "Then maybe it's time you stopped living..." It was time for Dark Kat to die. Once and for all. "We're comin' for you, Dark Crud! Prepare yourself!"

Razor said nothing. He say silently in the backseat, his mouth set in a grim line.

If he was shaken by this declaration, Dark Kat didn't show it. He laughed. "Then stop me if you can, SWAT Kats!"

He banked away from them and T-Bone pursued.

Razor leaned forward. He didn't disagree with what T-Bone had said on principle, not this time, but nevertheless, he was concerned that his partner was rushing off half-cocked. "T-Bone, it's what he wants! He's trying to goad us!"

"Well, it's workin'!" T-Bone fumed. "And anyway it's woth the risk! As long as Dark Kat is alive nobody in Megakat City is safe! We have to take him out, Razor!"

Razor said nothing.

"He has to die!" T-Bone insisted.

Still, there was no reply from Razor, who closed his eyes.

T-Bone looked back at him. "Agreed...?"

Razor's eyes slowly opened. Just this once. He sighed. "Agreed, but this is the only time!" he said. It wasn't like the SWAT Kats hadn't killed their enemies before. Their evil selves from the alternate dimension and Mutilor could attest to that. But those had been either indirect or in self-defense... deliberately pursuing and killing an enemy was something Razor was ordinarily against, but as T-Bone had said, Dark Crud had made it clear he was not giving up and was just going to go on killing until the SWAT Kats - or somebody - stopped him. Permanently.

Just this once...

"Agreed," he said resolutely. He glanced back at the other enemy fighters. "We'll get him. But we have to take care of these creeps first!"

T-Bone nodded grimly, then returned to the task of assisting the last two Army fighters in dealing with the Stalkers. "Roger that. We'll help these guys out first, and then we'll make Dark Kat pay."

Down on the ground, Feral, Felina and a very distressed-looking Zeckis peeked out from behind a bale of hay over by the farmhouse.

"The SWAT Kats are outnumbered..." Feral observed. He didn't quite know how to feel about that.

"Give them time, Uncle, the SWAT Kats will eventually stop Dark Kat."

Feral clenched his fists, itching to join the battle. "I just wish I was up there with them...!"

"Maybe you can be! And so can I!" Felina said. She turned and pointed to a large force of approaching Enforcer jets.