Notes: This fight will be bloody. This fight will be brutal. I've found with a great many fics, when they do battles are too mechanical, too scientific. Hopefully, that won't be the story here. When you read this, I want you to grimace, to cringe, to get your blood pumping.

Seattle City Park

X-23 crouched down, and leaped high into the air at the Hydra cyborg Gauntlet, her silver claws flashing in the sunlight. Gauntlet unleashed several shots at X-23 with his plasma rifle, however X-23 twisted expertly in midair, the energy bolts coming within a hair's breath of her body but still missing by a large margin.

X-23 landed only a foot away from Gauntlet and with a backhand swipe of her claws turned the cyborg's plasma rifle into a sawed off. Gauntlet, never one to waste a weapon, swung the rifle like a baseball bat into the side of X-23's head.

-Clang!-

The sound was like a sledgehammer smashing into metal dumpster. X-23's head snapped to the side as her mouth spewed blood. X-23 lashed out instinctively with a kick to Gauntlet's kidney with her left leg, and as she brought her leg back, still pivoting on her right leg, she allowed herself to fall forward and slashed the two indestructible claws in her right arm across Gauntlet's chest, producing a sound like electricity crackling as she tore at his flesh.

X-23 followed thru with her left claws, impaling them under and then up Gauntlet's ribs. X-23 released both her foot blades and then drove them into the cyborg's ankles. Gauntlet screamed in synthetic pain, and never saw X-23 pull her right hand back, claws extended, careening towards his exposed neck.

Two seconds later, it was seemingly a non-issue for Gauntlet. X-23 retracted her claws from the headless body, and grinned.

"Not even ten minutes." She smirked at the still standing body. She nudged it with her index finger, and though it wobbled back and forth, it didn't fall over.

"Weirdaggghhh!" X-23 never got to finish her sentence before the headless body unexpectedly produced forty thousand volts of electricity that threw X- 23 a good ten feet away, her skin blackened and charred. X-23 watched in convulsions the body of Gauntlet mechanically strolled over to where Gauntlet's head lay, and bent down to pick the head up.

"Noooo..." X-23 struggled to regain control of her body before Gauntlet's head was once again in its proper place. The residual effects of the electricity faded, her burns had healed and X-23 was on her feet only seconds after Gauntlet reattached his head, but she decided to hang back for a moment rather than attack.

"As you can see little girl, I've learned some new tricks." Gauntlet smiled as he twisted his neck from side to side while his cyborg eyes refocused on X-23. X-23 watched with obvious dismay as the other wounds she'd inflicted on Gauntlet's body began sealing themselves far quicker than they should have. Obviously Gauntlet had some technological equivalent of a healing factor.

"I guess I'm supposed to be impressed." X-23 deadpanned as she pressed an invisible button on her belt, and her casual white tee shirt and bleached jeans flowed and shifted, and began to change from every day clothes into dark combat leather. Within seconds X-23 was, in her opinion, properly dressed for combat.

"Your nano-tech uniform is still working, I see." Gauntlet observed.

"It's a neat toy. One of the only things Hydra's done right." X-23 remarked, "Besides me, that is. But we're not here to trade fashion tips. So you upgraded yourself to a healing factor. Good, means this fight won't be quite as lopsided as before."

Gauntlet said nothing, merely motioning for X-23 to come forward. X-23 snarled as she charged, claws stretched outwards, reaching for Gauntlet. Gauntlet activated his jetpack, and shot into the arc, arcing behind the ground bound X-23. Gauntlet withdrew a small laser pistol and fired off four expert shots at X-23's exposed back.

"Arrggh!" X-23 screamed in pain as solid energy sliced through her intestines, filling her stomach with blood. To her credit, her combat instincts never faltered. X-23 rolled forward as Gauntlet unleashed another volley and stayed one step ahead of the energy bursts while one hand clutched her stomach, keeping the exposed vital organs from moving too much while they knitted themselves back together. X-23 managed to make it to a small, wooded area and dived in. Gauntlet quickly followed on his jetpack, but stopped just short at the perimeter of the wooded area.

"Running away already, are we?" Gauntlet sneered.

No response.

"I'll hunt you down like the animal you are. Don't think this will save you." Gauntlet growled as he ordered his jetpack into the wooded area. He entered cautiously, his cybernetic eyes scanning every energy wavelength possible searching for some trace of the mutant warrior.

-Snap!-

Gauntlet spun around and obliterated an old oak tree that had the misfortune of losing an aging branch at the wrong time.

"Nervous?" X-23 asked, but from where Gauntlet simply couldn't tell. He said nothing in response and began looking around furiously, his fear beginning to get the better of him. He briefly wondered who was the hunter and who was the prey.

Pushing that thought aside, Gauntlet steered his roaring jetpack thru the thick canopy of green branches and leaves, his acute hunter instincts on high alert. However, while maneuvering his jetpack thru the small woods, Gauntlet never once thought to look up. X-23 looked down at the green mutant from her perch on a particularly tall tree, and just shook her head in disappointment.

-Snickt!-

Gauntlet looked up just in time to see X-23 falling expertly downwards at him. He turned upwards to meet her, but was far too slow. X-23 plummeted down and with a slash of her claws; both of Gauntlet's cybernetic arms were removed past the joints. X-23 continued towards the ground and landed gracefully, alongside two metal limbs that once adorned Gauntlet's body.

"Arrrgghh!" Gauntlet screamed as he hovered in the air with two less limbs than only minutes before. X-23 was about to vanish away again for another ambush when she saw something that startled her. Slowly but surely, the metal stumps she created were starting to grow, to lengthen into metal tissue and muscle. X-23 watched in a combination of horror and fascination as it took all of a minute for Gauntlet's cybernetic systems to regenerate the limbs she removed. Gauntlet looked at X-23 with murder in his eyes.

"You know, I'm not impressed yet...but I'm getting there." X-23 remarked.

Gauntlet let out a silent scream of rage and his hands began to project energy bolts wildly, devastating trees and throwing dirt into the air with huge explosions. X-23 attempted to dodge, but they were everywhere, the wooded area was now like a war zone than a park. Suddenly, she recognized the pattern. Gauntlet was laying waste to the surrounding area in an attempt to remove all her cover and leave her exposed.

But before X-23 could think of shifting tactics, a thin metal noose shot out from Gauntlet's wrist and fell around her neck. Gauntlet didn't waste a moment, signaling for his jetpack to climb into the air while X-23 futilely grasped at the noose.

"Now, lets go for a ride." Gauntlet proposed as he looked down at X-23, who was dangling like a fish on a hook. X-23 clutched and clawed at the wire in vain.

Gauntlet soared forward like a bullet, dragging X-23's dangling through the remaining branches. The branches smacked X-23 like whips, tearing and cutting at her exposed flesh. Gauntlet laughed the entire time.

"Now you suffer for the humiliation you've heaped upon me!" Gauntlet sneered as he steered his jetpack away from the park and into the city, never bothering to look down again at his victim while searching for something else to slam X-23's body into.

"Time to add another one to the list." A voice, dipped in seething rage, snarled.

Gauntlet looked down just in time to see X-23 drive the blades in her left hand into Gauntlet's kidneys. While he was busy contemplating ways to torture X-23, the cloned mutant warrior had used the noose around her neck as a rope to reach the cyborg mutant. Gauntlet roared in pain and never stopped as X-23 drove her other hand into his body, using her claws like spikes to climb Gauntlet's body. His cybernetic healing factor sealed the wounds quickly, but did nothing for the pain.

X-23 could care less as she scaled the distance between her and Gauntlet's head. The two combatants streaked over the city of Seattle like an out of control bottle rocket, drawing gawks and stares from the people below. X- 23, of course, couldn't be concerned about all this. It took all her strength just to keep her claws angled inside of Gauntlet just right to keep from falling to the ground, far, far below. The wind whipped her hair about and she struggled to keep her eyes open and ready for any chance to turn this fight to her advantage.

After about twenty seconds of careening thru the air wildly, avoiding buildings by pure luck alone, X-23 got her chance. Gauntlet, his mind a red haze of pain, flipped so that his back was towards the ground. With amazing skill, X-23 sheathed the blades in her left hand, and using her single free hand, pulled the metal noose that'd been wrapped around her neck loose and with the snap of her wrist, lassoed the noose around Gauntlet's neck.

"Yippee ki yay!" X-23 shouted as she pushed herself forward and over Gauntlet's head. Suddenly the burning, stabbing pain in his chest disappeared and was replaced a metal wire pulling at his throat and two feet slamming into his back at the edges of the jetpack.

"Ride 'em cowgirl!" X-23 exclaimed as she used the metal noose around Gauntlet's neck like a horseback rider might use the reigns on a horse.

"I'll...gack! Kill you for this!" Gauntlet gasped as he aimed himself at a nearby apartment window. X-23 saw this, and began pulling back on the noose while shifting her weight backwards. The end result was Gauntlet began climbing into the air long before he reached the window, and was flying almost parallel to the building by the time he reached it. Almost.

"Arrrggghhh!" Gauntlet screamed in mind numbing pain as his chest was sheared against the side of the stone building, fat orange sparks flying about as a result of the friction. While it lasted all of a minute in reality, Gauntlet felt like he'd suffered an eternity of pain. He arced his jetpack up high in the sky heedless of the noose around his neck and electrified his entire body.

It was now X-23's turn to experience pain, but she gritted her teeth and endured it far better than Gauntlet, especially considering her metal skeleton made the electricity all the worse. With an amazing amount of willpower, X-23 unsheathed the blade in her right foot and drove it into Gauntlet's shoulder blade.

-Thoom!-

What X-23 didn't count on was the massive explosion that resulted from grounding herself in Gauntlet. She was thrown from Gauntlet's back, and down to the ground far, far below with nothing but the ground to break her fall.

Gauntlet, surprisingly, wasn't the least bit concerned X-23's fate at the moment. He pulled the noose she'd been using to steer him and ran a scan of his internal systems to establish the damage done.

-Auto-repair=50% functional

-Jetpack=20% of fuel remaining

-Weapons systems=systems at 40% efficiency

Gauntlet scrolled thru more than two dozen systems and sub systems, examining each and getting the same answer. There wasn't a single system that wasn't heavily damaged and some were even offline.

"She was trying to wear me down, and she nearly succeeded!" Gauntlet scowled to himself. Then he realized something. He looked at his hands and noticed how they were trembling as if in the throes of a seizure.

"D...da...damn these damaged systems!" Gauntlet cursed unconvincingly. Now determined more than ever to kill X-23, he activated his memory tracking systems to see where X-23 had fallen. A sick smile came across his face as he read the information. The fall of twelve stories plus likely killed her, but Gauntlet wouldn't be satisfied until he saw her cooling corpse from himself.

He lowered his jetpack into an alley where he'd determined X-23 had fallen and looked around. Next to a large rolling dumpster were several garbage bags that looked like they'd exploded from the inside out. No doubt X-23 had landed on them in her fall.

"How fitting. Filth dies in filth." Gauntlet smirked as he began sifting thru the trash. It only took him moments to get to the bottom and only a second later to realize that, despite his fondest wishes...there was no body.

"You're gonna suffer for this." Gauntlet looked to his side just in time to see the rolling dumpster slam into him and kept on going. X-23 slammed Gauntlet and the dumpster into the end of the alley with all her remaining strength.

"I'm gonna smell this crap on me for a week!" X-23 snarled as she pulled the dumpster back several feet and again slammed it into Gauntlet's torso. Despite the brave front she was putting up, X-23 was running on fumes. While she didn't (indeed, couldn't) have a single broken bone, she didn't have a single undamaged internal organ. Her liver seeped poisons into her body, each breath was like a knife to the chest and her heart has several nicks on it that would be life threatening to anyone without a healing factor. X-23 knew she would heal in time, but it wouldn't be instantly. Willpower was all she had left now.

Gauntlet, steeling himself, reached out and grabbed the sides of the dumpster with his cybernetic arms, his super strong fingers making indentions in the inch thick metal dumpster. He pushed the dumpster aside like it was a made of cardboard and pointed his hands at X-23 like they were weapons, which indeed they were.

"Oh hell." X-23 began flipping backwards with grace that would put an Olympic athlete to shame. Small blades the size of quarters shot out of Gauntlet's wrist and at the young cloned warrior. Some missed, but most scored bone and tore at her soft tissue. X-23, her endurance spent, tripped and fell roughly twenty feet away from Gauntlet, the madman still continuing his onslaught of flying blades. X-23 kept her face and eyes guarded as the blades continued to tear into her flesh and rip away bits and pieces of her skin. Her lower body was awash in blood but she kept on fighting.

To Gauntlet, there was never a more beautiful sight. But he still wanted to finish this fight up close and personal. He activated his jetpack and flew forward like an arrow. His fists slammed into X-23's midsection, driving the air from her lungs and he arced his jetpack upwards. Before X-23 could react, he shot back down to the ground, landing in the middle of the street with X-23 on the bottom with enough force to shake the entire block.

Car wheels squealed, men stopped and stared while others fled at the site as X-23 laid on the ground prone, while Gauntlet stood up on unsteady legs.

"Hey, leave that girl alone you freak!" One bystander yelled. Gauntlet aimed his wrist at the man, and a split second later there was one less innocent bystander.

Gauntlet reached down and grabbed X-23 by the air. Pulling her painfully up to eye level, he just glared at her with pure hatred. X-23's blackened, swollen eyes fluttered as she struggled to remain conscious.

"Enjoy hell." Gauntlet spat. He then slammed X-23's face into the pavement with all his strength. Blood splattered outwards like he'd just dropped a brick on a blood-engorged tick.

And Gauntlet drew her head back by the hair, and did it again. And again. And again. Gauntlet let loose all the pent up fear, loathing and hatred he had towards this cloned thing that dared humiliate him so many, many times. By the time he was done X-23's hair was matted with blood and there was a pot hole in the pavement where her face had met the ground. Gauntlet let her head drop and turned towards the crowd that had gathered and watched in horror.

"You have just borne witness to the victory of the greatest Hydra warrior ever!" He crowed. Gauntlet was in ecstasy, his seeming victory overriding what little common sense he had. He threw his arms like he was a victorious wrestler in a ring and smiled stupidly at his captive audience. There were no cheers, but in Gauntlet's mind, there were. These people were silently revering him for his success and worshipping his hunter's skill.

And then, all of a sudden, there were cheers. Men and women whistling and whooping, and clapping their hands in respect and relief. Gauntlet pumped his fists into the air at this seeming turn of events, before quickly realizing something. None of these men and women who were celebrating, were even looking at him.

Gauntlet spun around to face the now standing X-23 and was facing her just in time to see her slash outwards with both her claws and remove his legs past the knees.

"Why won't you die?!" Gauntlet demanded as fear suddenly gripped his heart.

"Too damn many things to do, is all." X-23 bent down and grabbed a grenade from Gauntlet's belt. Her face caked in blood, swollen and covered in still healing lacerations, X-23 smiled at Gauntlet. It was an ugly, terrifying smile that Gauntlet knew would be the last thing he saw in this world, "and I'm about to have one less thing to do."

X-23 slashed her right claws across Gauntlet's lower torso, opening a wound that extended to Gauntlet's stomach. Pulling the pin of her stolen grenade out with her teeth, she then plunged it into Gauntlet's gullet, which was quickly healing. X-23 slammed her fist into Gauntlet's wrist controller, thus damaging it and causing his jetpack roared to life. Gauntlet flew straight up into the sky like an oversized bottle rocket.

"Nooooooooooo!" Gauntlet clawed at his healed stomach furiously, and ultimately, in vain.

X-23 watched the explosions high in the air with a satisfied smile. The first one was fairly small, that of the grenade detonating. The second explosion, the result of Gauntlet's jetpack fuel exploding, was much bigger but not so much so that it threatened any nearby buildings. The explosions were not only satisfying, but they were reassuring in so much as X-23 knew now she had one less Hydra operative to worry about.

Gauntlet now defeated, X-23 fell to one knee and clutched her waist. Her insides burned painfully, but she knew she'd heal in time. People began to rush forward in concern.

"Are you alright? What the hell was that thing?" One man asked.

"If you never find out, consider yourself lucky."

"Do need any help? My God, how'd you survive that?!" One woman asked

X-23 stood up and stretched her joints, "Grit, but there is something I need."

X-23 grabbed one of the concerned onlooker's bottled water and pored it over her head, washing away all the blood that was caked on her face. Burning ashes began to fall from the sky like obscene snow.

"Man, some people just need to know when you quit when they're behind." X- 23 tossed the water bottle away over her shoulder and began sprinting away from the scene. No one dared follow her. She needed a bath, to find Rahne and get the hell out of dodge, in that order.

***

Rahne nursed the ginger-ale she'd bought while every now and then sparing a glance at the clock. Rahne had chosen to 'hide' in a busy bookstore that also served coffee (why they did this Rahne had no idea. Insane Americans, no doubt), while waiting for Jesse to return. To say she was anxious was an understatement. How would Jesse find her? How was she so certain they only had to worry about Gauntlet? What would she do if Jesse didn't return?

Matters were only complicated by the fact there was a payphone some twenty feet where Rahne was sitting. It looked more tempting than the sweetest fruit, but Rahne was still heedful of Jesse's words before.

"Sorry kid, not yet."

Rahne shot up and spun around, more relieved than words could describe at hearing Jesse's voice. Rahne embraced the girl in a relieved hug.

"Jesse, yuir alright! But how'd ye find me?"

"Knock it off, you're embarrassing me." X-23 gently pushed Rahne back, "gimme my wallet."

Rahne handed the wallet back to X-23, and she pulled out the oddest credit card Rahne had ever seen. It was all green with a blinking red light.

"This thing here is a tracking devise. Now, lets scram kid. Hydra will figure out Gauntlet was here and put two and two together fast enough. The car's packed and waiting outside."

"What...what happened tae Gauntlet?" Rahne asked hesitantly, not sure she wanted to know the answer.

X-23 looked at Rahne and with a completely straight face, said, "Heartburn."

Next chapter: We check up with the institute, see what's happening with Moira and Rahne makes a phone call!