Disclaimer; I don't own Resident Evil, or any of it's characters. I'm just a humble fan who's waiting impatiently for RE5(get on it, Capcom!).

Synopsis: I was playing REmake, and started wondering just what it had to be like for the characters between games. I mean, beyond the files and short endings. Not to mention, why they killed off some potentially decent characters so quickly. This is what happens when I get bored. So, here goes nothing. . .


Chapter One


He awoke to a world of pain. It bowed his body with its intensity, burning like acid as it coursed through his veins, bathing the night in a sheen of red flame. He shut his eyes and clenched his teeth, his hands grasping fistfuls of grass and dirt as he fought to keep silent. He longed to scream as his agony mounted, prayed for the blessed release of oblivion, but both were denied him. He was terrified that the slightest sound would give his position away, and that the monsters would return to finish what they had started.

He could hear them even now, prowling the wilderness around him, their growls low and menacing. Occasionally, the growls would multiply and deepen, usually followed the frightened squeal of a dying animal. He wondered how the others had fared, if they had survived the vicious attack that had injured him so badly. He had no way of knowing. He could only hope that his comrades had made it to safety, that his death had bought them enough time to get away.

His death? He frowned at the thought, exhaling as the pain ebbed once more. He wasn't dead, was he? Of course not, he assured himself quickly. He was hurt--badly, if the pain was any indication--but he was still breathing. And you didn't feel pain if you were dead, did you?

He opened his eyes slowly, blinking at they quickly adjusted to the darkness surrounding him. He was shocked at the amount of detail he could see, at how clear everything seemed. A tree towered over him, and his gaze locked on it with growing disbelief. He could see the different shades of brown in the bark, could see the miniscule insects that crept or scurried up its sturdy length. He could see the veins in the leaves, the dew that was just beginning to form on their silky surface, and he was scared.

His hearing seemed to be strangely acute, as well. He could hear the normal things; the wind as it howled through the forest canopy, the rustle of leaves as that same breeze whipped them to and fro, the grass as it was crushed beneath his shifting body. But there was more. Those same insects that he could see on the tree trunk, he could now hear them as well. There was the muted chatter of a squirrel near the top, the caw of birds somewhere in the distance, and--of course--the snarls of those damned dogs.

He raised his head slowly, glancing down his body to survey the damage. His gray shirt was nearly black with blood, which had soaked through clothes, making them cling coldly to his skin. His unmarked skin! He raised his hands slowly, and was astonished to see that they were hole. They were also caked in blood, as was most of his body, but there no wounds of any kind to be seen. After an attack as vicious as the one he'd just been subjected to, shouldn't there be!

His panicked gaze landed on a spot directly beneath the tree, and he nearly sobbed with relief. His Remington M870 Tactical shotgun lay at his side, blood-spattered but intact, and he cautiously inched his hand towards it. He drug it across his body and carefully opened it, freezing for a moment as the sound seemed to echo around him. He reached into his waist pack, which was surprisingly untouched, and pulled out a box of shells. He reloaded the gun and closed it as carefully as he had opened it.

He glanced around with fearful eyes, noting with sudden satisfaction that at least two of the mutated Dobermans that had attacked him were lying to his right, their grotesque bodies littered with bullet holes. He smiled to himself even as his eyes filled with tears. Yes, he had bought Jill and the others enough time.

He was still lying in the same spot he'd been ambushed in, so his comrades obviously hadn't been able to get to him. He saw a mutilated body sitting in the derelict chopper not more than four feet away, and flinched as the memories came rushing back. Finding his former teammates' downed helicopter, the search for any Bravo Team survivors. He had found Kevin Dooley's body himself, just before he had been rushed by the pack of monstrous dogs. Kevin had been a helicopter pilot for the Raccoon City Police Department, on loan to the Special Tactics And Rescue Service, and he had been a good friend.

The pain came again, still staggering in its sheer intensity, but this time he was able to push it aside. He knew that if he stayed here, he wouldn't survive long. He wasn't sure how he was alive, as it was. If he could only find the others, regroup with Alpha Team, then everything would be alright. There was safety in numbers, after all.

Gritting his teeth against the pain, Joseph Frost clutched the shotgun to his chest and pushed himself to his feet. The night went still around him, the sudden silence of nature in the presence of a predator. He narrowed his eyes as he studied his surroundings, keeping himself completely still as he searched for this new threat. He could see nothing out of place as he scanned the dense foliage, and he was suddenly very afraid.

The drumming of multiple feet came from the distance, followed by the snarls he was quickly coming to hate. He knew what that sound heralded, and he mourned that he would never see his teammates again, even as he prepared for battle. He put his back to the tree he had been attacked under and waited with grim fatalism. Somehow, he had been lucky enough to survive once. He knew that he wouldn't get another chance.

The dogs came rushing towards them, six in number, their exposed muscles gleaming as they ran. Joseph pumped the Remington and drew a bead on the closest, determined to take as many with him as he could. Before he could pull the trigger, the entire pack stopped abruptly. There was a moment of tense silence as they slowly crept closer, their heads lowered, confusing him with their sudden lack of aggression. High-pitched whines issued from their desiccated throats as they came to a stop at his feet, their heads touching the ground, their blank eyes rolled upwards--towards him.

"What the hell?" he muttered uneasily. He knew enough about dogs to know this was the behavior of a normal canine in the presence of a more dominant dog. But why the hell were they abasing themselves before him! Something wasn't right here, and he had no idea what it was.

The biggest dog snarled at the others and stole closer, its emaciated frame trembling as it halted just inches from his booted feet. Joseph watched with disbelief as the big male--obviously the alpha--nosed his combat boots with a slime-covered nose. He was shaking himself as he looked down at the Doberman's dead eyes, and was shocked by what he saw reflected in the lusterless white orbs.

It was him, and yet it wasn't. His features were the same, pretty yet masculine at the same time, though the dried blood smeared across his face ruined the effect somewhat. His thick brown hair was still a tad too long, kept out of his face by his favorite red bandana. But his eyes--the big brown eyes that all of his girlfriends had loved, and his teammates had teased him about--were gone. Or rather, they had been changed. No longer a deep, caramel brown, they blazed with amber fire, a fire that screamed not human!

What the fuck is going on! Joseph cried silently, unconsciously withdrawing from what he saw mirrored in those lifeless pits. He pressed himself back against the tree, as though that would help him escape the horror that was staring straight into his uncomprehending mind. The tree's rough bark cut into his back, but he barely noticed, caught up in the unbelievable horror he was very much afraid he had become.

A faint crackling sounded in the distance and the dogs darted away from him. He let out a shaky sigh of relief, but the feeling was short-lived. What the hell had they stumbled into out here in this isolated region of the Arklay Mountains? What had happened to those dogs? Their flesh hung grotesquely off of their bodies, almost as if they were decomposing, yet they were undeniably alive. How was that even possible?

Joseph glanced at what was left of Kevin and was immediately swamped with grief. He couldn't leave him here, he thought inanely. What if those dogs came back, and mauled his corpse? Kevin deserved to be buried properly, to have a decent funeral--

The sound of gunshots ripped through the night, cutting into his inner dialogue, and nearly overwhelming his too-sensitive ears. Shuddering as the repeated blasts thundered through his skull, he uttered a curse and sprinted past what was left of his friend. He heard a man's shout of pain and put on a burst of speed. He ran into a small clearing and found a lone man shooting the mutated dogs with what looked like a .9 millimeter pistol. Blood poured from a wound on his left arm, and showed through the right leg of his dark blue denim jeans. The guy's eyes were narrowed, his expression showing both desperation and fear, as he backed away from the advancing pack.

Not again, Joseph thought frantically. He couldn't let this happen, again! He strafed to his left and aimed at the dog furthest from the man, the one caught at the back of the salivating horde. He pulled the trigger and the dog was thrown to the ground with a pathetic yelp. Two of the others turned towards him, their putrefied muzzles drawing back from their elongated teeth as they snarled, dripping saliva and who knew what else. Then, they did something totally unexpected--they drew away from the pack and disappeared into the depths of the night-black forest.

The others quickly followed suit, running from him, Joseph realized, though he still wasn't sure why. The stranger was firing after them, his deep blue eyes showing hatred. Joseph stepped forward, intending to question the other man, when he suddenly swung around. Those midnight eyes widened dramatically, and he found himself staring down the pistol's barrel. He opened his mouth to speak, and then everything went black.


Billy Coen watched dispassionately as the man--and he used that term loosely--dropped to the ground like a stone. He shuddered and lowered his handgun, approaching the body with tentative steps. A single, near-perfect entrance wound now graced the dead man's forehead, right below the stained red bandana that covered the man's hair. A small trail of blood leaked from the small gunshot wound, a more copious amount spreading out beneath the guy's head.

He thought of the way the man's inhuman eyes had blazed as he'd stepped into the moonlight and shook his head. "Fucking Umbrella," he uttered softly, sadly. He reloaded his gun and tucked it into the waistband of his jeans, where he could pull it out quickly if needed. He knelt beside the dead man, intent on searching him for ammunition, when he noticed the insignia on the blood-stained gray shirt.

"You were a member of S.T.A.R.S., huh?" Billy shook his head at the waste, even as his mind flashed back to the woman he had so recently parted company with. The girl, he reminded himself. Officer Rebecca Chambers, the newest member of S.T.A.R.S. Bravo Team, he remembered her saying. A beautiful, courageous, barely-legal eighteen-year-old girl. God, he missed her!

"Did you know Rebecca?" he asked, smiling slightly despite the grim circumstances. They guy wasn't going to be talking to him--or anyone else--anytime soon. A bullet to the forehead tended to have that effect on you.

"Of course, you did," he continued, speaking more to keep himself sane than anything else. "Smart girl, that one. Cute, too. And brave as hell. She threatened to shoot me, you know. Warned me not to try anything funny."

Billy laughed softly to himself as he found the man's waist-pack and opened it. He found four boxes of shotgun shells, one .9 millimeter clip, a Samurai Edge handgun, and three first aid sprays. "Thank God," he said fervently. "I don't know which hurts worse, the arm or the leg. I tell you, if I never see another Dobie again, it'll be too soon."

Of course, if it hadn't been for that same pack of mutts attacking his MP 'escort' and killing them, Billy would be a dead man himself. Or an Umbrella monster, he thought with dark humor. Right now, he wasn't sure if the firing squad wouldn't have been preferable to what he had gone through in the last twenty-four hours.

"But then, I wouldn't have met Rebecca," he murmured to the dead man as he opened the torn section of his jeans. "And that would have been a real shame. I wouldn't have missed her for the world. So, I guess it was all worth it, in the end."

He sprayed the wound liberally, relaxing a bit as the pain receded, and bandaged it tightly. He did the same to his arm, grateful that, while the dog bites had hurt like hell, at least they wouldn't turn him into a flesh-eating zombie. Otherwise, both he and Rebecca would've turned after those two dogs had broken out of their cages on the Umbrella train.

"Of course, if I die out here tonight, I might not feel the same." Billy sighed and shook his head. Maybe, those Marine doctors had been right. Maybe, he really was crazy. Sane men didn't talk to corpses they themselves had made, after all. "I was kind of hoping that some of you had made it, you know. Rebecca went into that damned mansion looking for some guy named Enrico. Her captain, I think. I hope like hell the others did better you. Otherwise, I'm going to be pissed as hell."

He returned to the waist-pack and grabbed the handgun magazine. It wasn't much--only fifteen rounds--but he'd find more once he hit Raccoon City. He slipped the clip into his back pocket, along with the last of the first aid sprays and the loaded handgun. He was reaching for the shotgun shells when the body at his side began to move. He jumped to his feet, drawing his pistol and backing away, fear surging through him with every step.

"What the--?" Billy watched with astonished horror as the guy's back arched off of the ground, drawing his body taut, his hands digging into the thick carpet of grass under him. The bullet hole in the man's forehead began to move on its own, expanding and contracting with increasing momentum, and Billy knew that he was in deep shit.

"No fucking way! This is not happening!" Billy knew that the guy had been dead. He'd shot him himself, dammitt! None of the zombies he had fought, either on the train or in the Umbrella training facility, had revived after a direct headshot. What the hell was going on here?

He stared in perverse fascination as the bullet hole widened, expanding to expel the bullet he had put there. The slightly flattened projectile slid out of the hole and down the side of the man's already blood-soaked face, leaving a fresh trail of blood along his temple before disappearing into the grass. Then, the wound began to close on its own. Shit, the dead guy was healing after losing gray-matter!

As suddenly as they had started, the man's convulsions stopped. His big body slowly relaxed, going limp as his head lolled to one side. He released a deep, audible breath, mumbling something that sounded like, "Jill", just before he began to snore.

"Holy shit!" Billy breathed, hesitantly lowering the gun, though he didn't put it away. The dead guy had not only healed himself, but he had spoken. Not the inarticulate moan of a resurrected zombie, not the inhuman roar of a Proto-Tyrant, but an actual word. Whatever the man was--and he definitely wasn't human with those eyes--he might not be a mindless Umbrella B.O.W. After all, he'd never seen a B.O.W. fire a weapon at another bioweapon. That just didn't happen.

A researcher, maybe? He and Rebecca had come across numerous files, both in the training facility and on the train. He knew that one group of researchers had already been dispatched to the facility, and that the second group had been ordered to look into reopening the place. Could this guy be one of them?

But he was wearing a S.T.A.R.S. uniform, Billy reminded himself uneasily, and he was armed to the teeth. Not a researcher, then. His mind flashed back to the train, and the two men in riot gear that had started the derelict train, and ultimately caused it to crash. Their uniforms had sported a patch that read U.S.F.U.. They were probably members of the Umbrella Special Forces Unit, which Billy had heard rumors about while in the stockade. Paid mercenaries who did all of Umbrella Inc.'s dirty work, and got rich in the process.

Or he could be another poor slob like himself, a military man who had been sentenced to death, and given a choice that amounted to nearly the same thing. The Umbrella Corporation had a nasty little habit of making deals with condemned men, using them to staff the U.B.C.S.--Umbrella Biohazard Countermeasure Service. Or The Suicide Squad, as the other prisoners had called it.

Or maybe, this man had killed the S.T.A.R.S. member who's uniform he now wore. Killed the guy and used his I.D. to escape whatever might be left of Rebecca's unit, Bravo Team. Only one way to find out, Billy thought with a wince. Damn, the last thing he wanted to do was get close to the guy, again!

Billy inched towards the motionless figure, the now-superfluous handgun aimed right at the man's head. It probably wouldn't do any good, but killing the guy again would buy him time to escape, if it came to that. If there was one thing Billy Coen was getting good at, it was surviving near-impossible odds, and escaping near-death scenarios with his hide intact.

"Alright," he muttered tensely, his cobalt eyes never leaving the prone figure, "here goes nothing."

He crouched next to the unconscious man and snagged the waist-pack in his free hand. He quickly dragged it a few feet away, and searched it a little more thoroughly. He found a brown wallet and quickly flipped it open. A shiny gold badge rested in fine leather, and a R.P.D. identification card lay in the opposite flap. Joseph Frost, and an I.D. number, along with a picture of the guy he'd just shot--and watched come back to life.

He found a picture folded and stashed behind the I.D. card. He opened it and grinned immediately. A drop-dead gorgeous woman in a similar uniform--obviously another S.T.A.R.S. member--stood in the forefront of the picture. She was holding what looked to be a set of lock-picking tools in one hand, and a .9 millimeter Beretta in the other. The dark-blue beret covering her dark hair, not to mention the come-hither smile, definitely made an impression.

"Damn, you're a lucky man. She's got a great rack," he told the sleeping man humorously. He put the picture back and closed the wallet, sealing it safely in the waist-pack. "Okay, so you're S.T.A.R.S.. Now, what do I do?"

The man continued to snore, and Billy had to smile, despite the bizarre circumstances. The guy might not or might not be human, but he had saved his life. That meant that Billy couldn't just plug him in the head and take off. He owed this guy his life. The least he could do was stick around until the guy woke up. Make sure he didn't get eaten by the mutts, and whatever else might be out here tonight.

And he wasn't a murderer, Billy thought with a sudden scowl, no matter what those assholes back at the base had chosen to believe. He owed this guy, and he was going to find a way to repay him. It was that freakin' simple.

He glanced around the clearing and spied the dead mutt's corpse. If they were going to be stuck here for a while, he didn't want that thing just lying around, attracting all sorts of scavengers. He dragged the dog to a point just beyond the clearing and let it there. He'd build a fire, find some way to restrain this Joseph Frost, and he'd wait. Eventually the guy had to wake up, and Billy had a hellova lot of questions for him. Namely, what had happened to make him whatever the hell he was, and to determine whether or not this highly-trained, not-quite human cop was a threat to him.

"Yeah, right, Coen." Billy continued to talk to himself as he approached the body and pulled a set of handcuffs off the man's belt. "You're a wanted man, now. A fugitive. Even if this guy were human, he'd be a threat to you."

He also grabbed the guy's shotgun and all of the shells, setting them well out of reach. He couldn't chance leaving this policeman armed. "Remember that firing squad, Billy-boy. That's definitely not where you want to be."

He cuffed the man's hands in front of him and pocketed the key. He grabbed the cop's boots and drug him to the other side of the clearing, away from the blood that had pooled beneath him. There was a faint trail of it following them, but at least the predators would start at the other side. That would give him time to shoot the damn animals before they reached him.

He gathered some twigs under the canopy of a large tree, where the dew hadn't dampened the grass quite as much, and used his trusty gold lighter to start a fire. He put his .9 millimeter away, leaned back against the tree trunk, and pulled the shotgun across his legs. He cracked it open to find it almost full. Minus the shot used to save my ass, he thought with a smirk. He replaced the missing shell and closed the gun, leaving the safety off, and made sure it was pointed in the cop's general direction. Just in case sleeping beauty wasn't a morning person.

He laid his head back and closed his eyes briefly, wishing that he could sleep. God, but he was tired! He'd been running for more than twenty-fours, and he was simply exhausted. He'd battled zombies, mutated monkeys, and other assorted horrors. He'd also fallen for a great girl in the process. Too bad he couldn't stay with her, he thought sourly. But Rebecca was one of those sunny people who believed in right and wrong, good or evil, black and white. She was a brave, respectable woman, and she didn't deserve to be dragged down by someone like him.

That she'd let him go, even though he was a convicted mass-murderer, still shocked him. He hadn't truly expected her to believe him when he'd told her he was innocent, but she had surprised him by accepting what little he'd been willing to give her. He'd realized early on that she wanted to believe him, because circumstances had forced them to cooperate to survive, but hadn't expected her to just let him go as she had.

Billy rubbed the spot on his chest where his dog-tags had lain, smiling as he remembered the feel of her hand so briefly against skin. She'd snatched the tags off his neck, and declared Billy Coen dead. Then, she'd smiled, saluted him, and walked away. He'd stared after her, wishing like hell he could go with her. Instead, he had turned and gone the opposite way, leaving them both to their separate fates.

He thought about that big mansion they'd seen this morning, sitting innocently at the bottom of the cliff. He had made it a few miles today, but he was still close. He could go back, find a way inside, and. . .

"And what, Coen?" he questioned himself harshly. "Go inside, get killed by a monster--or worse--Rebecca's own teammates? No, you stay right here, see what happens with Officer Frost over there, and then go into Raccoon City as planned."

He heaved a harsh sigh, angry at himself for even considering going back. He needed to get to the city, find a place to hole up for a while. He needed clothes, money, food, and sleep. And more ammo, he thought with another sigh. There probably wouldn't be any monsters in Raccoon City; it was far enough away that it probably hadn't been touched by James Marcus' madness. But he was through taking chances. Somehow, he was going to keep himself alive and free. And someday, he promised himself fiercely, he would find a way to see Rebecca Chambers again.


Joseph opened his eyes slowly, not sure what had awakened him. He turned his head to the right and was immediately blinded by bright red-orange light. He squeezed his eyes shut, groaning as heat from the fire that had just rendered his too-sensitive eyes useless seemed to burn at his skin. He started to move away and realized that his hands were bound. He squinted his eyes and saw that he was wearing a set of steel handcuffs. Probably his own, he thought with a flash of anger, continuing to wiggle away from the intense heat.

He heard the unmistakable sound of a bullet being chambered and turned his head in that direction. The man he had rescued earlier was sitting on the other side of that bright campfire, holding his own Remington on him. "Hold it right there," the man said flatly, and Joseph had no doubt he'd be shot on the spot if he didn't do exactly that.

He stopped moving, but couldn't help an involuntary flinch. "The fire burns," he threw out in an unintentionally harsh voice. "I was just moving away from it."

The other man gazed at him for a long moment before nodding curtly. Joseph took that as permission and pulled his body into a sitting position. He scooted back awkwardly, putting much-needed distance between himself and the flames. He looked down at his body, surprised to see that the fire hadn't touched him. He looked up and met the other man's gaze, his eyes already adjusting to that large ball of flame, and was shocked by the fear he saw lurking in their cold midnight depths.

"What's wrong?" he asked, glancing around them uneasily. "Are we being watched?"

The other man shook his dark head negatively. "If you could see yourself right now, you wouldn't be asking that particular question."

Unbidden came the memory of his face reflected in the rotting dog's eyes, and Joseph flinched. "My eyes," he stated, his voice weary. "They're still. . .different, aren't they?"

"Yeah, that's one word for it," the stranger muttered, half under his breath. "You're a cop, right? A member of S.T.A.R.S.. Are you Bravo Team?"

Joseph shook his head slowly, wishing he could remember just what had happened after he had saved this man's life. "Got transferred to Alpha Team two weeks ago," he answered with a frown. "What about you? What do you know about Bravo Team?"

The other man shrugged negligently, drawing attention to the tattoo that snaked down the entire length of his right arm. "I'm nobody. Just some schmuck who ended up in the wrong place at the wrong time."

He doubted that that was the whole truth, and the guy had completely ignored his question, but he wasn't in a position to argue right now. "What happened?" he asked finally. "After I saved you, I mean?"

The stranger looked away for a moment before meeting his gaze squarely. "I shot you," he stated at length. "One shot, right between the eyes."

"Impossible," Joseph returned, his frown deepening as he pointed out, "That would have killed me, and I'm obviously not dead."

"Well, you were," the other man snapped in return, "for all of five minutes. Until your body pushed the damn bullet out and healed."

Shimmering amber eyes widened dramatically, and for a minute, Billy thought that the guy was going to cry. Great, just what he needed, he thought caustically, a sensitive one. "Look, when I saw your eyes, I panicked," he said defensively. "I thought you were a new kind of zombie, or some other monster, and I shot you. I'm sorry," he finished angrily, adding, "I think."

Joseph looked down at his bound hands and nodded, wondering what the man meant by 'zombie'. "What are you going to do with me?" he questioned in a quiet voice.

Billy scowled at that. "Not a damned thing," he snapped, shoving a hand into one of pockets and searching for the key. He found it, stared at it for a moment, and prayed that he wasn't about to make a mistake.

"Here," he said abruptly, tossing the key in the cop's direction. He watched, not at all surprised, as the man's bound hands shot out to snatch the key from the cold pre-dawn air.

Joseph looked at the small key in his bounds hands with surprise. "Why?" he asked even as he began to work on the cuffs.

Billy smiled faintly as he thought of Rebecca. "Because it's the right thing to do," he murmured, adding, "and I can always shoot you again if I've made a mistake."

"True." Joseph removed the cuffs and put them back on his belt. He went to put the key in his supply pack and found it gone. "My supplies--"

"Are right here." Billy held up the waist-pack and threw it to him. "I took all of your weapons and ammo, so don't get any ideas."

"No problem there," Joseph said on a sigh. He put the key in the nearly empty pack and checked his wallet. His I.D. and badge were still there, along with the little picture he kept hidden behind them. He gazed at it for a moment, smiling, before putting it away.

"She's got an amazing rack," Billy threw out with a shark's grin. "That's one gorgeous woman. She your girl?"

Joseph's head came up as he realized that the man had invaded his privacy by going through his belongings. Of course, he'd thought he was dead, so he couldn't get too pissed. He'd have done the same. "She was," he said, his smile turning sad. "Now. . .I don't even know if she's alive."

Billy nodded, tunneling a hand through his dark hair, as he thought of Rebecca. "Believe me, I know the feeling."

Joseph studied him for a long moment. "I don't know exactly what's happened to me," he began slowly, "but I'm not going to harm you."

"How did that," Billy made a vague gesture towards his head, "happen?"

"I was attacked by the same pack of dogs that I saved you from," Joseph answered with a shudder. "I'd found Kevin--Bravo Team's pilot--dead, and I got jumped right afterwards. I don't remember much after that, just waking up in a lot of pain, in the same place I was attacked."

He drew his knees up before him and wrapped his arms around him. "I saw a couple of those dogs after I, uh, woke up. They'd been shot, so I think some of Alpha Team may have escaped. I need to find my teammates, and--"

"Bad idea," Billy cut in, his voice firm. "I shot you before I knew who you were. If those people watched you die, and see you again with those eyes, they're going to assume you're a zombie. They'll kill you even quicker than I did, and I doubt they'll wait around to see you if you wake up again. If you want to stay alive, you'll be better off sticking with me."

The cop looked by surprised by his words, and Billy couldn't blame him. He was shocked that he had spoken them, himself! "Uh, what I mean is. . ."

Joseph waited for him to continue, frowning when he failed to. "You mean, that you think we should cooperate?" he questioned hesitantly.

Billy blinked before mumbling, "Yeah, I guess I do."

He thought that over, his longing to see Jill again battling with his common sense. He had no idea where they were now, although they couldn't be that far away from the S.T.A.R.S. helicopter. "Brad," he said suddenly, his face lighting up.

"Who's Brad?" Billy asked warily.

"Brad Vickers, our pilot," Joseph explained, stumbling over his words in his excitement. "We came in by helicopter, and the Captain ordered old Chickenheart to wait for us while we searched for Bravo Team. So, the 'copter should still be there."

"Chickenheart?" Billy questioned, thinking of the helicopter he'd seen from the Umbrella train earlier that night--the one flying out of the Arklay Mountains.

"Yeah." The cop smiled, and suddenly his eyes didn't look quite so inhuman. "Brad's a coward in the truest sense of the word, but he's a great pilot. And he's terrified of Captain Wesker, so he wouldn't even think of running."

Wesker. The name tugged at Billy's memory, and he focused on it, only to have the memory slip away. Chalk it up to not enough sleep, he thought with a mental shrug. Aloud, he said, "We're only a couple of hours away from sunrise. I doubt your comrades are still here. They've probably flown out by now."

"God, I hope you're right." Joseph rubbed the back of his neck, wondering just what he should do now. "If I cooperate with you, will you tell me who you are?"

The strangers lips thinned, the only sign of his displeasure. "The name's Billy," he said, his reluctance obvious.

"Call me Joe." Joseph ignored the fact that Billy hadn't given him a last name. He'd find out who he was eventually, once they made it back to the S.T.A.R.S. office in the R.P.D. building. "I'm Alpha Team's Omni Man."

Billy midnight eyes flickered as he nodded. "Weapons Specialist?"

"Weapons, vehicle maintenance. . ." Joseph's voice trailed off as he shrugged. "I do whatever is necessary to keep my teammates alive. What about you?"

The other man grunted and didn't answer. "If I give you your gun back, will you not shoot me?" he asked instead.

Joseph laughed at that. "No, I won't you shoot you, Billy."

The man who called himself Billy smiled faintly and rose to his feet. He circled the fire, coming to a stop directly before him, and held out the Remington stock-first. Joseph knew it was his way of apologizing for his earlier actions, as well as his present mistrust. And he couldn't blame him. If he'd seen a man step out of the woods with animalistic eyes, he might have done the same thing.

"Thanks." He took his favorite shotgun and carefully set it beside him. He nodded towards the Beretta tucked into the back of the other man's jeans. "Is that all you've got?"

"Yes," Billy answered as he returned to his spot beneath the tree. He'd left the shotgun with Rebecca for her safety. "I took the .9 millimeter mag, by the way. I hope you don't mind."

"No, I never use my pistol." Joseph paused for a moment. "I suppose you took that, too?"

Billy grinned and lifted his right pant's leg. The Beretta's stock stuck out of the top of his cowboy boot, and Joseph laughed again. "You weren't going to mention that, then?"

"Not if you didn't." Billy chuckled as he covered it once more. "I'd planned on making my way to Raccoon City tonight. Are you game?"

Joseph blinked at the abrupt change in topic. "Yeah, I'm game."

"Good." Billy knelt before the fire and began it. "Let's get the hell out of here then, before those zombie-dogs come back."

"Zombie?" he questioned as he rose to his feet. "That's the second time you've used that term. What do you mean?"

Billy cursed as he realized that this guy had no idea what been unleashed in the Arklay mountains. "Your team was sent in here blind?" he asked, unable to mask his anger. "What were your superiors thinking?"

"It was Captain Wesker's call," Joseph said with another frown. "Bravo Team was sent in to investigate the cannibalistic murders that have been reported up here in the last few weeks. They disappeared shortly after their arrival tonight. When they failed to report their progress, the captain decided not to take any chances."

"And it was Alpha Team to the rescue?" Billy was shaking his head, even as he again wondered why that name sounded so damned familiar. "There's been an outbreak here, Joe. Umbrella has been working on bioweapons in their old training facility for years. Those dogs are just one of the many B.O.W.s created by the T-virus."

Joseph's frown deepened as he tried to make sense of the other man's words. "You're talking about Umbrella Inc., the pharmaceutical company?"

"Yeah, only that's a front," Billy told him. "They've been working on creating the perfect biological weapon since the '50's, and one of the scientists responsible for creating the T-virus was also the asshole who released it."

"How do you know all this?" Joseph pinned him beneath a suspicious stare. "Are you one these scientists?"

"Hell, no!" Billy said with another scowl. "I, uh, had engine trouble tonight, and my car died out here. I went looking for help, and I found a train. I went inside, thinking I could use their radio or something. That's when I saw my first zombie. I learned the rest from files I found scattered around the place."

"You've used that term before," Joseph said slowly. "Exactly what do you mean by 'zombie'?"

"What do you think I mean?' Billy snapped, hating that he had explain himself at all, especially since he had to lie while doing it. "A zombie. You know, a dead body that walks around and tries to eat anything it comes across. Just like in the movies," he added with exasperation.

Joseph stared at him with disbelief. "And that's what those dogs were?" he asked, his doubt apparent.

"Yes!" Billy took a deep breath and forced himself to calm down. "Look, Officer Frost, we're in a world of shit. We need to get off this mountain, before the virus spreads any further. I don't care if you believe me or not. I'm getting the fuck out of here while I still can, and I suggest you do the same."

"Together?" Joseph questioned, his voice sharp. "You won't leave me behind because I'm. . .different?"

"Unless you attack me, you've got yourself a partner," the other man told him. "We stand a better chance of surviving that way. But it's up to you. Come with me or not. Either way, I'm still out of here."

He was right, Joseph thought philosophically. Two guns were better than one, especially when one of them only had a .9 millimeter. "Okay, then," he said simply. He secured his waist-pack, checked the Remington, and walked to his side. "Do you have enough ammo for your pistol?"

"No," Billy answered bluntly as they began to walk, "but that doesn't matter. I've got my knife, if it comes down to it. I won't go down without a fight."

Joseph nodded, smiling a little. "You're a hard man, Billy."

"You have no idea," Billy stated flatly. He drew his pistol and prayed that they wouldn't run into anything they couldn't handle. Of course, if Frost's eyes were any indication, there might not be anything that he couldn't. "So tell me, Joe, are your eyes the only thing that have changed since you were attacked?"

Startled, Joseph paused while he considered the question. "Actually," he began slowly, "I've noticed that my eyes and ears are more sensitive, now. I can see better, and I can hear almost everything."

"How do you mean?" Billy asked as patiently as he could.

"I can see everything clearly, even thought there's almost no light," Joseph answered uncomfortably. "And my hearing is just as acute. It's. . .weird."

"I bet." Billy fell silent for a long moment, his eyes on the night around them. "So, if something badder than us shows up, you'll hear it before it gets to us?"

"I think so." Joseph shrugged. "I mean, I can hear bugs crawling around in the grass, and stuff like that, so probably."

Billy grunted, not sure if that was good or not. His mind flashed on the campfire, and the cop's reaction to it. "When you woke up, you said that the fire was burning you, even though you weren't that close to it."

"I wasn't?" Joseph asked with surprise. "It certainly felt like it. God, I half-expected to see burn marks on my skin after I moved away from it."

So, super-cop had a weakness, he thought with relief. If the other man turned on him, he'd just have to make sure he set him on fire after he killed him. Aloud, he merely said, "I was just curious."

Joseph slanted him a knowing glance and let the subject drop. If he found himself traveling with someone he'd seen come back from the dead, he'd be wary as hell, too. "Have you got any weaknesses that I should know about?"

Billy's smile was quick and surprisingly charming. "Little brunette's with big guns," he said with a chuckle.

Joseph found himself laughing along with him. "Any one brunette in particular?" he asked. The other man shrugged, and added, "When I mentioned being worried about Jill, you said that you knew how I felt. I was just curious."

"Throw my own words back at me, why don't you." Billy's smile slowly faded as he imagined just what Rebecca might going through right now. "Yeah, I met a woman on the Umbrella Train. A girl, really. Said she was Bravo Team's medic. You might know her. Rebecca Chambers?"

"I've seen her," Joseph answered, knowing his shock showed, "but I transferred right before she joined S.T.A.R.S.. Why didn't you tell me sooner?" he demanded, unaware of that his eyes were literally flashing with anger. "If I'd known anyone survived, I might have--"

"Gone looking and gotten yourself killed, again," Billy finished grimly, putting a little space between himself and the guy with the fucked-up animal eyes. "Rebecca went looking for Alpha Team in an abandoned mansion not too far from here, but I don't think your comrades are still here. I think they got out."

"How do you know?" Joseph asked angrily. "They might still be down there, fighting God knows what! We should be there helping them, not going in the opposite direction!"

"Christ!" Billy pinched the bridge of his nose as his admittedly limited patience began to wane. "I saw a helicopter tonight, flying away from the mountains. It was probably your teammates, Joe. They're gone, and we're on our own."

The other man opened his mouth to protest, and Billy had had enough. "Damn it, I don't want to die out here tonight. Okay? So, make up your fucking mind. Either come with me and live, or go back and die again. It's your choice, Officer."

Joseph watched as the other man turned on his heel and began to walk away. He was torn between his duty to comrades, and his deep-seated need to live. "Wait!" he called, swearing under his breath as Billy failed to stop.

He jogged to catch up to him, and found himself at the other man's side faster than he'd have ever believed possible. "What the hell just happened?" he asked in a frightened voice.

Billy's dark blue eyes were wide as he took several steps back. "I think you can add super-fast speed to that list of enhanced senses," he said shakily.

Joseph looked away, hanging his head as he realized just different he truly was. "I'm not human anymore, am I?" he murmured unevenly.

The desolation in his voice made Billy wince. "You're not like any B.O.W. I've seen," he offered haltingly, wondering why he was even trying. Comforting people wasn't his strong suit. "Maybe, you're just a little. . .super-human now."

"Yeah, right," Joseph spat bitterly, caught up in a rush of self-disgust. "I'm some kind of-of freak now, that's what I am."

Billy wasn't sure what to say to that, and suddenly it didn't matter. A lone figure had come out of the foliage behind the other man, it's single eye that blank white he had come to hate so passionately. It's arms were outstretched as it closed in on the other man. Billy didn't shout a warning. He raised the Beretta automatically, aimed for the head, and pulled the trigger.

Joseph watched Billy's gun come up and realized that he was going to die--again. He closed his eyes and waited for the inevitable, flinching as the gun's retort echoed painfully through his head. He heard a thump behind him, realized that he wasn't dead, and opened his eyes. He whirled around to find a man dead at his feet, but it was unlike any man he had ever seen. It's clothes were stained with blood and torn in several places. The left half of his face was missing, just above the jaw. His only eye was white, just like the dogs' had been, and he was just as dead-looking.

The body kept twitching, even though it didn't move, and a greenish mist was rising from it. He backed away from it with a violent shudder, not wanting to know what that mist, or the foul smell accompanying it, meant. "Is that one of those zombies you were telling me about?" he asked in a voice that trembled.

"Yep, except for the green stuff. That's new." Billy glanced around them nervously. Where there was one zombie, there were usually more. "I don't know why you didn't hear that thing coming, but could you use that super-hearing now to tell me if there's any more of them out there?"

"Uh, sure. I can try." Joseph closed his eyes and held himself still, concentrating on the world around him. He heard the bugs again, the birds, the dogs as they searched for prey--though they were far enough away not be a threat. He tensed as he heard something new, the sound of what might be footsteps in the wet grass, or the slither of clothed legs as they rubbed together. Then came a groan, deep and inhuman, just like in those movies Billy had alluded to earlier.

"Shit, I think there's more of them!" he exclaimed, bringing the shotgun up. "Do they moan like they do in the movies?"

The other man cursed fluently, and he had his answer. "Come on," Billy told him urgently. "We need to be anywhere but here right now."

Joseph nodded vigorously in agreement and followed him as he headed south, in the general direction of Raccoon City. "They can't track us, can they?" he threw out as he forced himself to match the other man's seemingly slow pace.

"Yes," Billy said abruptly, keeping his words short and sweet to conserve energy. "I don't know how, but they can. So, keep moving."

Joseph didn't know how long they had run when the man beside him stumbled and began to slow. While he himself felt exhilarated by the activity, Billy obviously wasn't going to make it much further. He grabbed his arm, ignoring his startled look, and pulled it over his shoulder. Billy didn't comment, just leaned against him and did his best to keep his feet under him, for which Joseph was grateful. He was going to have a hard enough time firing the shotgun with one hand as it was. It would be nearly impossible to be accurate if he were forced to carry the other man.

The sun rose as they ran, bathing the forest in fiery pink-orange light. He winced as his eyes slowly began to water, and he realized that he wasn't going to be able to see much longer, but he didn't dare stop. He wanted to be sure that he put enough distance between them and the reanimated corpses that he no longer heard, but was sure were still there. He spotted a sign that read Raccoon City Park, and realized that they'd made it farther than he'd realized.

Raccoon Hospital was near here, Joseph thought with relief. The hospital was currently being investigated for numerous unexplained deaths in the facility, but right now he couldn't afford to be choosy. They hadn't closed the place yet, and Billy was on his last legs. And, he thought uneasily, he wasn't so sure of what his reception would be if he went into the city looking the way he did.

He'd take Billy to the hospital, get him checked out, and maybe clean up a little. If nothing else, he could contact Jill and try to convince that, not only had he survived the attack, but that he desperately needed her help. He'd tell her not to tell Chris, and to come alone. Melodramatic, but he didn't want Redfield shooting first and feeling guilty later. He'd rather live.

He came to the end of the park, where it bordered Woodbine Drive. He saw Raccoon Hospital just across the street and smiled widely, despite the grim circumstances. "We're almost there," he told his companion happily.

"Wh-Where's 'there'?" Billy asked breathlessly, holding one hand to the sharp ache in his side.

"Raccoon Hospital." Joseph checked the road for traffic, pleasantly surprised to find none.

"Great," Billy muttered under his breath. He hated hospitals even more than he had the stockade.

Joseph helped him across the street and came to a halt just shy of the hospital entrance, absently noting the beautiful plants with the large orange bulbs which greeted them. He lowered Billy to the ground, noting with concern the dark circles under the other man's eyes. "Do you want to rest for a minute?" he asked with concern.

Billy nodded once, nearly insensate as exhaustion threatened to cripple him. "Thanks, for carrying me," he rasped wearily, more than willing to delay the inevitable. "I owe you one."

Joseph shrugged and squatted before him, energy still buzzing through his system. "You look beat," he said, shifting to one side as he scanned their surroundings. "How long has it been since you last slept?"

"Two days," came the garbled answer.

His concern turned to full-blown worry. Forty-eight hours without sleep might not be life-threatening, but it could certainly hinder the reflexes. "Maybe, we should just get to the hospital. You can rest there."

"In a bed?" Billy asked with a hopeful groan, no longer caring if it was a hospital bed or not. "God, that'd be nice!"

Joseph smiled and reached for him, helping him to his unsteady feet. "Can you make it on your own?"

"I damn well will," Billy stated with determination. He met the cop's gaze and frowned darkly. "Why are your eyes all red?"

The cop shot him a dark look, and Billy just sighed. "I mean, why are they watering?" he clarified tiredly. "Do you have allergies or something?"

"Oh." Joseph flushed with embarrassment. "It's just the sun. It's too bright," he explained awkwardly.

"We'll have to find you some sunglasses, then." Billy touched his shoulder awkwardly and jerked his head in the hospital's general direction. "Come on, Joe. We're almost out of this."

They shared a relieved smile, even as both worried about what they might find inside those stone walls. They walked in silence, each lost in their own thoughts, when Joseph noticed a strange smell on the wind. He stopped abruptly, his amber eyes widening he spied a greenish cloud coming from one of the pretty orange flowers.

"Shit!" he exclaimed, grabbing Billy's arm and dragging him forward. "Come on!"

"Hey!" Billy stumbled, swore, and righted himself, jerking his arm back. "What the hell are you doing? You nearly dislocated my shoulder!"

"Don't you smell it?" Joseph asked, pointing at the flowers that flanked the hospital entrance as they began to open.

Billy saw the green gas and immediately held his breath. He nodded and ran for the doors, his lungs already screaming. Eventually, he was forced to gulp down air, and his head instantly began to swim. He swore violently and shot one of the bright orange bulbs. It shriveled in on itself, and he kept going, shooting as he ran.

Joseph saw him and did the same, smiling grimly as buckshot took out multiple plants at the same time. They made it to the hospital doors and inexplicably found them locked. Joseph began to bang on them, yelling to be heard by whoever might be inside, even as Billy collapsed on the cold stone stairs.

"Billy!" He reached down and checked the other man's pulse, noting with alarm that it was already shallow, as was his breathing. A fine film of sweat was forming on his skin, which was rapidly becoming clammy. "Billy! Listen to me. I think the gas those flowers were releasing was toxic. You've been poisoned."

Billy's eyes flickered open, a faint smirk curling one corner his lips. "Poison plants, huh?" He laughed, but it quickly turned into a cough. "Well, hell. This certainly isn't how I thought I would go."

"Don't say that!" Joseph told him sharply. "Don't even think it. I'll find a way into the hospital, and we'll get you fixed up. Just sit here and don't try to move, alright?"

"That's not going to be a problem, Officer " Billy gave him a thumbs-up with a hand that shook. "I'm not going anywhere, Joe. I promise you."

He nodded curtly and rose to his feet. He scowled at the still-closed doors of the hospital, raised the Remington, and shoved the stock through the glass with surprising ease. This is an emergency, he told himself, trying to justify the B&E he had just performed. Shit, he was an officer of the law, and here he was, breaking it to save the life of a man who already killed him once.

He reached into the newly-formed hole and fumbled with the lock. It finally disengaged, and he gave both doors a push. They flew open, hitting the walls on either side, before closing once more. Joseph just sighed, not even surprised by what seemed to be an endless list of superhero-like abilities he now seemed to possess.

He knelt beside Billy and pulled his arm around his shoulders. "Come on, Billy. The door's open."

Billy grunted and concentrated on keeping his suddenly limp legs in motion. He watched through bleary eyes as the other man gave one of the doors a small nudge, only to have it fly open as though he'd kicked it. "Shit, Joe, that list is getting longer, isn't it?"

"Yes, it is," Joseph answered grimly. He pulled Billy through the door, using his shoulder to stop it as it swung back towards them. He dragged his friend inside, taking nearly all of his weight. He spotted a row of expensive low-backed chairs and quickly lowered the other man to one.

He eased the handgun out of Billy's trembling hand and checked it. "Empty," he muttered, giving their plush surroundings a quick perusal. The complete lack of people was disturbing in itself; if there had been an outbreak, as Billy had said, shouldn't this place be crawling with those zombies? And if there hadn't, where the hell were all of the employees?

He shook his head and pulled his own Beretta out of Billy's boot. "Here," he said, wrapping the other man's hand around the gun and thumbing the safety off. "Do you still have that clip you took from me?"

"Yeah." Billy's voice was a mere breath of sound as he reached behind him and pulled the magazine out of his back pocket. "It's right here."

"Good. I'm going to go find a doctor, or some medical supplies. I want you to stay here and rest."

Billy rested the back of his head on the top of the chair. "I just need a blue herb."

Joseph's topaz eyes narrowed at that. "Explain."

He rubbed his forehead with a quivering hand. "In the Umbrella training facility, there were these giant, poisonous frogs. Rebecca found these blue plants in little brown pots, and she ground them up. Made me eat them." He smiled faintly at the memory. "They tasted like crap, but she said that they neutralized the poison in my system."

"Okay, I'll find you some." Joseph rose to his full six-foot-two-inch height and looked down at him with a stern expression. "This place looks clean, but I could be wrong about that. Use the gun to defend yourself if you need to. And when I get back, you can tell me about this training facility you forgot to mention you'd visited earlier."

"Yeah, sure, Joe." Billy sighed fatalistically, very much afraid that he knew how this was going to end. "Just hurry up, or I won't be around to give you any answers."

The other man nodded once and walked away. Billy stared after him for a moment, then gave in to the temptation to close his eyes. It was going to happen all over again, he thought with sorrow. Unless he lied through his teeth when Joe came back, he was probably going to find himself in front of that damned firing squad.

So be it, Billy told himself fiercely. He was through trying to convince anyone that he was an innocent man. None of his fellow marines had believed him. The woman he'd been seeing had dumped him flat, and his father had turned his back on his only son because of the court-martial. His older brother, who had been his best friend, hadn't even bothered to contact him. That had hurt most of all. It hadn't mattered to anyone that he'd nearly died trying to stop his squad leader from killing those civilians. The asshole had blamed the entire thing on Billy, his so-called brothers-in-arms had backed him in his lie, and his own family had believed him.

Joe wouldn't believe him, he knew. After all, he'd already shot the man once tonight, and he hadn't shown much remorse. Of course, the circumstances were just a little unusual, but he didn't think that would help much. Once Joseph Frost discovered that his traveling partner had been convicted of mass-murder, and that he had spent three years in a military mental institution, it would be game over.

And the worst part of it was that Billy knew he wouldn't be able to take the other man's life to keep his freedom. He wasn't a killer, despite what everyone thought. He was a soldier through and through, and he was never taking anyone's shit again--even if it cost him his life.


Joseph gripped the Remington tightly as he searched the hospital. So far, he hadn't seen any people, dead or otherwise. Damn it, this was a working hospital. Why weren't there any employees here? Doctors, nurses, orderlies, anybody? The silence would have been deafening if it hadn't been broken by Billy's shallow breathing. Even from here, he could hear the other man's as his lungs labor to draw breath. Why the hell wasn't anyone coming out to help them?

He opened the door to yet another examination room with a sigh. He hadn't seen any herbs--blue or otherwise--and he was worried. Billy might be secretive, but he had accepted Joseph and all of this strange new abilities. Not too many people would have been willing to do that. Hell, he didn't even know if his own comrades would be able to. He was sworn to protect those weaker than him, and right now, Billy was one those people.

He could tell that the other man wasn't used to relying on others. Joseph suspected that he was a loner. Why that was, he didn't know, and he wasn't going to ask. At least, not until they had both had a chance to rest, and recover from the horrors they had witnessed.

He opened a door labeled, 'Reference Room', again deserted, except for a white aerosol bottle. He grinned and pocketed it, then went through the door on the far side of the room. It opened into another hallway, and he merely sighed. Whoever had designed this place had done a horrible job, he thought with a frown. He spied a pretty plant with big blue leaves near an elevator and quickly scooped it up, pot and all. He didn't know how to grind the damn thing, but maybe Billy did. As it was, he now had the means to save the other man's life.

Joseph heard a faint noise and froze, straining to identify the sound. Nothing but silence greeted him, and he pushed aside a sense of dread. If it was a zombie, it probably would have moaned by now, he tried to assure himself as he quickly left the deserted corridor. And those dogs hadn't been capable of keeping silent, their growls and snarls instinctive noises. The zombies' inarticulate groans were likely the same.

He hurried back to the reception room, to find Billy sprawled low in the chair, which had to be damned uncomfortable. "I found one," he announced, hiding a wince as the other man opened unfocused blue eyes. He pulled the plant out of the pot, the dangling roots dropping crumbs of dirt to the carpet. "Do you know how to--"

"I've got it." Billy's voice was a mere thread of sound as he accepted the herb and quickly began to tear at the leaves.

Joseph watched silently as the other man tore off one of the leaves and began chewing. The look on his face suggested that it tasted horrible, but it didn't stop him from forcing down every last bit of the vegetation. "Are you sure that's enough?" he asked with quiet concern.

Billy closed his eyes and pushed himself up higher in the chair. "Yeah, it should be," he responded shakily, adding, "Unless you found a green herb to go with it?"

"No, sorry." Joseph smiled faintly and dropped to the seat beside him. "Will this do?"

Billy saw the silver can of first-aid spray and began to laugh. He didn't answer, merely grabbed the can and used it. He immediately began to feel better, although his energy was still low. "Now, how about a steak, a beer, and a bed?"

Joseph joined his laughter. "I wish," he said wistfully. "The place seems deserted, so me might be able to sleep, but that's about it."

"That'll work." Billy rubbed a hand over his face and shoved himself to his feet. "God, I'm fucking tired!"

"We still need to talk," Joseph reminded him, though without heat.

"I know." He sighed heavily, rubbing the back of his neck, as he looked down at the seated man. "You won't like what you hear, Joe. In fact, you might regret saving me."

Dread coiled in Joseph's gut at his words. "Did you work for Umbrella?" he asked bluntly.

"No!" Billy replied, startled by his words. He looked for a way to tell him just what he had been convicted of, and couldn't find the words. "I'm. . .a used to be a Marine. There was this incident in Africa. . ."

He remained silent, waiting for him to continue. The hard-faced man he barely knew looked uncertain, almost afraid, and Joseph was sure that it was out of character for him. There was no denying that Billy was a hard man. Shooting him was proof of that. But he'd also helped him, and made a big difference to Joseph Whatever it was, he shared the other man's conviction that he wasn't going to like it, and he sincerely hoped that it wouldn't put them at odds. He liked the guy.

Billy slipped the Beretta into his waist-band and shoved his hands in his pants' pockets. He so didn't want to do this! "Look, Joe," he began somewhat aimlessly, "I used to be in Force Recon. My unit was on a mission in Africa, looking for an enemy base. We were dropped miles away from our intended target, and we lost a lot men out there. Animals, heat-exhaustion, dehydration. . ."

His voice trailed off as the memories of his three comrades, dying one-by-one, came back to haunt him. "We finally stumbled across a village," he continued bleakly. "Just a little fishing village that couldn't possibly support a base for the rebels."

Not that that mattered," he spat bitterly. "Oh, no. My commander decided that we weren't going home empty-handed. We'd been sent there to eliminate the terrorists, and that's exactly what we were going to do."

"Twenty-three people died that day," Billy said with a shudder, images of those innocent villagers flashing through his mind, so still in a death they hadn't deserved. "I tried to stop them. I went after my commander, yelling for him to stop, that he couldn't do it. He hit me with the butt of his rifle, while two of my comrades continued to fire at the villagers. My commander, the man I would have followed into hell, called me a traitor and pumped two bullets into me."

"Jesus!" Joseph's amber eyes were wide as he stared at the other man in horror. "Billy--"

"It gets worse, Joe," he cut in quickly. If he didn't finish it now, he might not be able to. "They blamed me for it all. Said that I went nuts, that I killed all of those people, then turned my gun on them when they tried to stop me. I was court-martialed and sent to a military institution, while they tried to decide if I was really crazy or not. Apparently I am, just not enough to justify letting me live," he added with astonishing bitterness.

"I was given a choice: The firing squad, or enrollment in the Umbrella Biohazard Countermeasure Service. I was being taken to my execution when those dogs attacked the MP's jeep. I grabbed a gun off one of the dead guys and made a run for it. And here I am," he added simply.

Billy drew a deep breath and crossed his arms over his chest. "So, do you want to arrest me, Officer Frost?"

Joseph just stared at him, stunned by all he had heard. "I, uh, no," he said finally, his voice hoarse. "So, you're a fugitive?"

"Officially, I died in the Arklay Mountains. That was Rebecca's idea," he added quickly, "not mine."

"Shit." Joseph shook his head, not quite sure what to say. He'd definitely have to look into Billy's story once he managed to rejoin S.T.A.R.S. "What's your last name, Billy?"

Billy hesitated for only moment. "It's Coen," he said at length, his reluctance obvious. "Lieutenant Billy Coen."

"Okay." Joseph rose to his feet, grimacing down at his bloodstained clothes. "Let's go get cleaned up. Maybe, we can find some clothes in one of the employees' lockers or something."

Billy eyed him suspiciously before nodding his assent. "I'd love to get the blood off me."

"So would I." Joseph shuddered and set the Remington on his shoulder. Once he checked the other man's story out, they would discuss this again. Until then, they were a team. "I thought I heard something upstairs, but it was faint, and non-verbal. Might have been the building settling, but I thought I'd let you know, just in case."

"Thanks." Billy followed him through the hospital, drawing the handgun from his belt--just in case.

P.S.--I'll add a new chapter once this is reviewed a few times. So, if you like it, let me know. And yes, the other characters will be making an appearance in other chapters.