A/N: Guys, guys, guys, guys. Guys. I'm back. And I feel terrible for leaving you all hanging like that. Please forgive me? Look, I wrote you a chapter! As a make-up gift! And I baked you a cake! -offers a cake- Do you love me again?


Wheatley stood outside the door, wringing his hands nervously, checking the number for the hundredth time. Heaven forbid he walk in on the wrong person! Oh, right...almost all of them were dead, so that wasn't likely. Finally he took a deep breath and, in what felt like bullet time to Wheatley, reached for the knob, and slowly...

Locked. That was unexpected. Wheatley was at a loss. What should he do? For good measure he rattled the knob, to no avail. That didn't work. Should he break it down? Wheatley examined his nearly emaciated arms, skinny to begin with but even worse after his time in stasis. Brute force was out. Pick the lock? Need to learn how exactly lockpicking works, first...he thought. No time for that, he'd already wasted—he tried to do the calculations again but quickly gave up—a lot of years in stasis. Give up and go away? Alright, that's the back-up plan. Shelving that for later.

Or he could just knock. Knock on the door. And he did so. It was oddly comforting, to have such a normal, commonplace gesture in the crazy, abandoned world in which he now resided. What was distinctly not comforting was the fact there was no answer. Wheatley pushed his glasses up and knocked again, a little louder.

"Hello? Is there anyone in there?" he finally called out. "Hello? Could you let me in, please?" awkwardly he paused, "Th-the door appears to be locked. And it's rather urgent that you open the door, please." Wheatley pressed his ear to the door, listening hard for any sign of movement. But no, he couldn't catch a single sound. "You aren't dead in there, are you? That would be fairly disappointing if you were!" he called. After a few moments he straightened back up and took a step back, ready to go back and try another name, when the door swung open and out burst a streak of orange. Wheatley let out an 'oof' as he was tackled to the ground. His head hit the metal grating of the catwalk hard, sending stars swirling across his vision. He shook off the dizziness and observed, through his slightly askew glasses, a pair of very hard, steely-blue eyes. Wheatley did not enjoy being on the receiving end of that glare. He shrank back (as much as he could with his back pressed to the floor) and he fearfully eyed his attacker. She was smallish, almost in a sickly way, and a little on the pale side, which could likely be attributed to her time in stasis. However none of that detracted from how bloody intimidating she was. Something to do with the wild look in her eye. And the fact that she was kneeling on his chest with a fistful of his shirtfront in each hand.

"Uh, hello." he said weakly, giving a small wave of his hand. The gray eyes went rather round as their owner seemed to actually see him for the first time, through the haze of adrenaline. He felt her grip slacken and she slid off of him, sitting on the floor next to him. Slowly he sat up, adjusting his glasses, and scooted a back a bit. "I'm sorry I startled you." he apologized. She continued to stare at him. Wheatley stood slowly, lest he initiate another assault. She stood with him, gaze unwavering. It was unnerving, and Wheatley was finding it rather hard to remember why he'd come and knocked on her door in the first place. "Oh! Right, you are...you're Chell, right? Have I got the wrong room?" he asked. Suddenly she made another move toward him. "Ah! Don't hit me again!" he yelped, throwing his arms up to protect his face. Chell's shoulders rose and fell in a noiseless laugh as she reached out. There was a not suspicious, cold look in her steely blue eyes, as there had been earlier, just a glimmer of curiosity and something like...fascination? Wheatley lowered his guard, bewildered as Chell simply touched his arm, seemingly dumbfounded by him.

"Er, yes, that is my arm. I...um, is there a problem?" he asked in utter confusion as she circled him briefly. Chell met his eyes and smiled, shaking her head. It was a small smile, barely reaching her eyes, but for some reason it made Wheatley smile as well, forgetting completely about her violent reaction.

A klaxon alarm suddenly blared, making the two jump in unison. As the alarm shook him out of his stupor, Wheatley realized he had forgotten (again) why he was here. "Right! Escaping." he said aloud. Chell cocked her head curiously. For the first time Wheatley noticed that she hadn't spoken a single word to him. "Are you all right? I mean...just...you're very quiet." he noted. She ducked her head, looking a bit ashamed, biting her lower lip slightly. It dawned on Wheatley that it was entirely possible that years in stasis had rendered her without a voice. After all, his own voice had been rusty and weak when he first awoke, and was still a little rougher than usual. "Can you not...speak?" he clarified. She nodded. "Ah. I see." Wheatley said, lowering his gaze for a moment and feeling like a total prick for making her uncomfortable. "Well, I know your name is Chell, and you are alive and at least partially sane, and that's really all I need, to be honest." he said warmly, lightheartedly, sticking his hand out to make up for his insensitivity. Chell eyed it for a moment before tentatively stretching her petite hand out to meet his in a handshake. "I'm Wheatley, by the way." As if on cue the alarm barked out again and Wheatley drew back.

"Okay, time to go before this place goes up in flames." he said, slipping into the relaxation chamber, but not before catching Chell's alarmed expression. "Well, the only real explanation for the relaxation chambers to stop working is a complete reactor meltdown." he explained, climbing up onto Chell's bed. He could feel her watching as he pushed against the ceiling, right at the end of a metal railing. "So we have to get out of here before..." he brought one hand away from the ceiling tile he was pushing and made an 'explosion' hand gesture, accompanied by a 'boom' sound, before quickly resuming his work. "Luckily, I know where the emergency elevators are." he said, finally shoving the ceiling tile out of the way. Of course he left out the fact that this elevator was located in the single most dangerous place in the facility. Cross that bridge when we get to it, he thought, grabbing onto the edges of the hole he'd made and hauling his top half up. He hung for a moment just above the bed, legs kicking as he attempted to pull himself through. "Chell? Could you...give me a boost?" he requested. After a moment of scuffling from below, he felt a push against his legs and managed to get onto the roof. "Well done!" he exclaimed, glancing down to his new partner. She gave him a thumbs up. "You're stronger than you look. Now..." he mumbled the last word to himself, turning to a console of sorts and fiddling with it.

"It's lucky, I had a friend who was working on these things. Developed them from scratch, so I know about the override up here. Good old Matt. He was a real nice fella, and bloody smart too. I remember at the office parties..." he trailed off and poked his head down through the hatch. Chell was clearly not paying attention, instead examining the interior of the chamber, testing the sturdiness of the walls and floors by pressing her weight against them. "Oi!" Wheatley called. Chell looked up. "You're not listening to a word I'm saying, are you?" he asked, slightly offended. She shrugged guiltily in response, and he sighed dramatically before returning to his fiddling with the control box. "First human you've seen in centuries and you're more interested in the architecture..." he mumbled. Something bounced off his back, just hard enough to get his attention, and he looked into the room once again, picking up the mystery projectile. "Did you just throw a hairbrush at me?" he said, completely miffed. At first he looked upset, but when he saw her playful grin, he smiled as well, shaking his head and devoting his attention to the machinations.

After several moments of fiddling around, the chamber gave an abrupt jolt, and Wheatley clung to the roof with alarm. Chell was looking up at him questioningly. "Yeah, that was supposed to happen." he lied blatantly. She seemed to know. "Uh. Hold onto something, okay?" he said. She arched an eyebrow expectantly, gesturing to the spot beside her. "I have to stay up here. How else am I supposed to control the thing?" he said. At this Chell looked concerned. "I'll be fine, okay? Now brace yourself. This might get a little...uh, technical..." he said, clearing his throat.

What commenced was the most terrifying three minutes of his life. The first part of their trip down the rail was a whirlwind of collisions and a cacophony of crashes and the hair-raising sound of metal scraping on metal. The hellish experience soon settled once he brought the relaxation chamber to a halt in front of a wall. He leaned forward, adjusted his glasses and squinted at the text printed on the bricks, just barely able to make out the words 'Docking Station'. Wheatley blinked. It didn't look much like a docking station...oh well. It was all he had right now.

"All right, I think this is a docking station." he shouted, reeling the chamber back and bracing himself against a strut. Had he spared a glance down to the interior, he would have seen Chell vigorously shaking her head and trying vainly to indicate that the docking station was fifty feet down. The chamber slammed against the solid wall, cracking it significantly. Wheatley barely clung to the beam he was against, and below, Chell was flung against the dresser she'd dragged over as a barrier.

"Good news! That is not a docking station. Just hang on, not a problem, I'm gonna attempt a...manual override on this wall." he said, pulling back again and crashing against the wall. He peered down into the room once more. A very dazed Chell was shoving the mattress off, which had flipped and landed on top of her. "One more ought to do it. Seriously, do hold on this time." Wheatley said flatly. Chell scrambled to the small closet and shut herself in. Satisfied that she would be secure, he wrapped an arm around the strut and started the swing forward before quickly bringing his other arm around for support. The chamber smashed all the way through with so much force it flung Wheatley into the next room. He lay there flat on his back for a moment, dizzy and stunned, before Chell's concerned face appeared above him.

"Great! We're both okay!" he exclaimed happily. She smirked, holding out her hand to help him up. Gratefully he accepted her assistance, dusting himself off. It was then that he noticed he was wearing a jumpsuit, much like hers, only a dark blue color, and sleeves that came only down to the elbow. He wasn't sure if it was designed to fit that way, or because his arms were too long to fit in the proper sleeves. He checked the legs, and they seemed to come down to his ankles, so it must have been specially tailored. So was I a test subject at one time? Wheatley wondered before his eyes lifted to Chell once again.

He was surprised to find that she had been examining him in much the same way he'd been just a moment ago. Her eyes snapped up to meet his before averting to the side. "Okay! We're already well on our way out of here. It's very likely that we'll have to cut through the test chambers." he said, picking his way though the rubble. He caught a flinch from Chell and gave her a puzzled glance. "What's the matter? Is-" he cut off with a yelp as he took a misstep dropped straight through a layer of glass, landing hard on his back in a disheveled short-term relaxation vault. "I'm okay, I'm okay!" he assured Chell as she poked her head over the edge with a slightly panicked expression. He picked himself up and checked himself for wounds. Miraculously, none of the glass had cut him. He beckoned her down with a wave. Chell hopped nimbly down and landed with catlike grace.

There was the familiar pwhoosh sound of a portal opening, and an orange-rimmed hole opened itself on the small square of white wall in the small chamber. Chell wasted no time in hopping through, Wheatley following by practically falling into it. "Our best bet," he said, glancing uneasily back at the blue portal as if he were just thankful he'd made it through whole and unharmed, "would be getting ahold of the dual portal device. It'll be the easiest method of navigating the facility." he explained, walking right alongside her through the overgrown halls. Wheatley suppressed a shiver. It was downright creepy, seeing this place which he was used to being so whitewashed and sterile, turned into a crumbling jungle. "How long has it been like this?" he asked Chell. She shrugged. "So when you were in testing—I mean, you were in testing, weren't you?" She nodded. "When you were in testing, was it all...green like this?" he asked. A small shake of the head. "We've been out for a long time, then." he said with a sigh. Chell looked over at him and prodded him suddenly in the chest. Wheatley flinched back a bit, looking bemused. "What?" he asked defensively. She huffed and pointed repeatedly at him. "Me? Oh! Was I a test subject?" he suddenly realized. Chell nodded vigorously. "No, no. I worked here." he said. "I was part of the Artificial Intelligence department. I think. My memory is a little fuzzy." he admitted, scratching his ginger head. She nodded, then pointed up ahead to the next room they were about to enter. It was a small test chamber, with only a button and a cube. Simple enough, Wheatley thought, moving to drop the cube into place, only to have Chell beat him to the punch, on instinct. "Oh! Nicely done." he remarked.

The next couple of rooms progressed in a similar way, Chell solving and Wheatley trailing along spouting off random praise and chit-chat, until they reached one space that was more wide open than the others. "Hmm...this place looks familiar...I think this is where the dual portal gun is. Let's just take a look around." he said, smiling down at his partner in crime. She gave a small smile and a nod, and Wheatley moved away to check around the walls. Not a moment later there was a tremendous sound from just behind him, and he whipped around just in time to see Chell disappear through a crumbling section of the floor. He gasped and rushed over, throwing himself onto his stomach at the edge of the hole. "Chell! Chell!" he shouted, staring into the inky blackness. He nearly threw himself down after her, but quickly thought better of it. After all, what good would it do either of them if, were she still alive but in need of her help, he got himself killed? As he drew back from the edge, his mind was racing. How far down could she have fallen? Long-Fall Boots aside, if she'd fallen all the way through the facility...it went miles underground, and he wasn't sure anyone could survive that kind of fall.

"Can you hear me down there? Chell? Are you okay?" he called, biting his lower lip as he waited for some kind of answer. "Oh, right, you can't—argh!" he smacked himself in the forehead hard, his self-reprimand enough to make him briefly dizzy. "Look, I dunno if you can hear me, but if you can, try to find your way through, wherever you are. Okay?" he said, trying to push down the panic quickly rising in his chest. He pushed his glasses up and rubbed his eyes. "I'll see you soon, all right? G-Go team!" he added with an attempt at cheer. After lingering for a moment he stood, checking for a way out. He finally found a bit of collapsed wall and spent the next several minutes clambering over debris and through wrecked test chambers, until he came to a dead end. He could go no further without a portal device, so he slunk down on a large slab of drywall and rested his head in his hands. His eyes flickered lightly shut, and he tried to keep his mind clear of thoughts of Chell. She'll show up soon, he assured himself, and forced himself to think of something, anything else...


Pop. The sound of a champagne cork going off, followed by cheers. Wheatley couldn't bring himself to join the party in the next room. He sat just outside, slumped against a wall with his knees drawn halfway to his chest. The party was for him, at least partially, since he was a member of the AI team, but he didn't think he could handle facing up to any of his coworkers tonight. The past few months had been harder on Wheatley than anything in recent memory.

As always he put on his usual chipper face for his coworkers, but during the time he spent alone he was merely a dull reflection of his old self. It was just...her. That woman, robot, whatever the hell they'd made her into. It was all just so wrong, so terribly wrong and he never wanted this, he never dreamed he'd be involved in something so stomach-turning and-

"Hey, need some company?" a familiar voice asked, shattering his thoughts. Wheatley jumped a little and looked up to find Kirk's face hanging over his. He attempted to fix his features into a more pleasant expression but...couldn't find the energy. Somehow he managed to make his voice at least semi-cheerful.

"Oh! Hello, mate! Er, I was just-" he began, fumbling to stand, but a firm hand on his shoulder stopped him.

"Hiding?" Kirk suggested, sitting next to him and propping his back against the wall. Wheatley hesitated before nodding with a bit of shame. The two sat in silence for a while, an unusual occurrence for Wheatley. Finally Kirk held up his hand, and Wheatley saw for the first time that he held a bottle of whiskey, probably nicked from the party. He laughed, genuinely, for what felt like the first time in months, and accepted the bottle, taking a drink before handing it back to Kirk, who did the same before breaking the silence. "I'm worried about you." he said simply. Wheatley wasn't sure what to say to that.

"So am I." he finally responded, the most honest reply he could muster. Another stretch of silence hung between them. "I can't do it anymore, Kirk." Wheatley finally said.

"What do you mean?" he asked, his brow furrowing with sudden concern.

"I can't...I can't be a part of it anymore. GLaDOS, I mean. It's just...it started out feeling wrong to me, and it's just gotten worse and worse. That woman, Caroline, she didn't want any part in this, but...they forced her to...and now we've spent the last few months picking apart her personality and choosing what we want or don't want. Do you know what they're celebrating right now?" he asked, his voice filled with an unnatural bitterness. "They're celebrating the fact that Caroline—sorry, GlaDOS—no longer responds to the name 'Caroline.' They're celebrating the fact that we erased her existence." he said. Kirk merely stared, worried.

"Wheatley." he said. "You know you can't let anyone know how you feel about it. If you do, who knows what they'll do to you." he said, a sense of urgency in his words.

"I've tried, Kirk, I've really tried to-to just keep it all locked up, tried to smile my way through it but I just can't. I can't do that anymore. There's enough blood on my hands as it is." Wheatley snapped, and Kirk was shocked at the self-loathing in his voice.

"Wheatley, please, leave it alone. You know too much about the company, they could kill you." he hissed.

"I can't do that." Wheatley replied simply. Kirk sat back, staring ahead.

"What are you going to do?" he asked.

"I don't know. But I'm not going to keep quiet." Wheatley said, and for the first time Kirk could hear a tremble of fear in his voice...


A/N: There you go, lovelies! c: Ace is back and better than ever. This chapter is dedicated to my dear friend Beth.
Yes, Beth, you. All you readers can thank the dear girl for pushing me to continue my fanfictions. Followers of Wheatley's Second Chance, don't fret! It'll be updated posthaste!
Much love, as usual,
Ace