So oshnsoa shnedashn kiunepgli decided to start writing a brilliant AU war style story called "The Xana Confederation" about the Lyoko warriors in a world where Xana is not to virtual and has actually over run the Earth. His depiction of William in it is super mysterious and interesting, and I wanted to explore it further. I don't know if this is what he was thinking for his story, but hopefully I didn't butcher his idea completely! (Also you should go read it, it's really lovely. Really).

Outside thunder rumbled through the clouds, shaking the foundations of the burned out husk of a building they'd managed to take shelter in. It wasn't the best protection as the roof was dotted with more places that leaked than didn't and the missing window panes let in a bitter cold wind, but in this kind of weather there weren't likely to be any attacks so they could afford the spotty cover. They could also afford the sense of safety they pretended to themselves as they sat scattered about, cleaning weapons and talking quietly and basking in the flickering light of their small fire.

The gentle clink of metal on metal filled the air as William carefully disassembled his heavy machine gun. It wasn't often that he got a chance to clean it through in the field and after the day's intense firefight he wasn't about to miss out on his opportunity.

"Having fun?" a voice asked, a body following a moment later as William's brown haired team leader dropped down beside him.

"Feels good to finally take a breather," William said, working an oil-stained rag through one of his weapon's gunpowder-blackened barrels.

"Good to see you finally taking a moment to enjoy the little things," Theo responded. William looked up to meet a broad grin and mischievous green eyes. Theo was reckless and wild, and more than once William had wondered if the boy wasn't going to get them killed before they'd even reached the field. But he was also brave and steadfast, and as often as Theo got them into danger he was able to get them right back out.

"How are we looking?" William asked as he gently took apart his weapon's trigger, laying out springs and gears in neat rows across the floor.

"We've looked better." The sighed words were followed by a wave of raven hair as the team's special operations tactician joined the boys on the floor. Her spear, bright pink and decorated with a flare of gold leafing out of place in the middle of the battlefield, rested easily across her knees. "Two attacks today—two," she huffed. "At this rate it'll be New Year's before we reach that tower."

"We're getting closer, Sissi," their leader assured her. Theo rummaged a laminated map out of his pocket and unfolded it across the floor. "We're here," he said, pointing to a place on the map marked with yellow highlighter, "and we still have this far to go." Theo walked two fingers across the map, leading from the point where they were to a question mark drawn in marker and covered in ballpoint pen notes. William chewed his lip thoughtfully.

"And that's where Emily thinks it's at?"

"All of the scans seem to think so, anyway."

The trio looked up at the young woman looming over them. She had a small headset over one ear and an industrial laptop at her hip.

"We're definitely getting closer," she said. "The sensors we left pick up more activity every day. Xana wouldn't be upping his defenses if he we weren't making him nervous enough to think he needed to."

"And he'd better believe he needs to."

Emily grinned over her shoulder at her teammate, perched up on a teetering pile of rubble. Sam flashed a grin in return as she twirled the detonator in her hand.

"You did good today," Emily said, "I was impressed with the way you brought down that building."

"Even if you almost brought my building down with it."

"Don't be sore about it," Sam said, wrinkling her nose at the smallest member of their group. Milly pulled a face, tossing a small rock, which Sam easily caught, as she dropped down beside her other teammates.

"I'll be as sore as I want," she said as she spread out, her weapon clattering down beside her. The sniper rifle's beat-up state was no mystery as Milly shoved it aside to lay down.

"Isn't that thing loaded?" Sissi asked, eyeing the weapon as it skittered back and forth across the concrete. Milly glanced at the gun and shrugged.

"It should be. Why?"

Emily stared, while Theo beside her laughed brightly. Sissi huffed something about children and being ridiculous before gathering her weapon to her and moving across the room.

"Were are you going?" Theo asked.

"Somewhere less infested," Sissi said, giving Milly a pointed look.

Milly's eyes rolled at the girl as she flailed about on the ground, intentionally bumping into William and attempting to scatter the pieces of his weapon. He shoved her away, guarding the neatly arranged cogs and barrels with a playful growl. It was a familiar game to them, as Milly adopted the role of younger sister William had never had and William in turn replaced an older brother she hadn't seen in far too long.

"You two are ridiculous," Sam said, although a smile pulled at the corner of her lip as she watched the pair fall into a tickle fight.

"Alright guys, it's getting late," Emily said, finally stepping in to calm the wrestling match. She moved across their makeshift shelter to their canvas supply bag and began distributing the blankets inside.

"Thanks," Sam said as she slipped down from her perch to hunt out a warmer place by the fire. Theo nodded his own thanks as he followed Sam's lead. Sissi looked like she was going to sleep away from everyone else, but they all knew that by morning she'd be curled up around the fire with the rest of them.

"I'm going to sleep right here by you," Milly declared as she nestled down beside William, flailing her blanket about before tucking it tightly around herself. William laughed, scooting an encroaching corner of her blanket away from his gun parts.

"Why by me?" He asked playfully.

"You're comfy," Milly said, making a show of fluffing William's leg. She hesitated, and added, "I don't like hearing the monsters at night."

"Don't be afraid," William assured her. "I'll make plenty of noise to drown them out."

"And that's why I'm sleeping here," she said.

"You're only allowed if you don't snore," he warned her quickly as she resumed settling in.

"You're one to talk." William laughed, patting the girl on the head.

"Good night, Milly."

"Good night William." Milly burrowed into her blanket, tucking her gun up close like a teddy bear. "Good night everyone."

"Good night," Theo echoed, Sam grunting and flailing a hand over her blanket. Sissi said nothing, but they all knew the sentiment was there anyway.

"Wake me for second watch," Emily said, smiling at William as she settled down between her two fireside teammates. William nodded. The pair's eyes met and her expression softened. "Good night," she whispered. Smiling back, William watched as, one by one, his team drifted to sleep, lulled by the warmth of the fire and the gentle click-click of his gun parts.

"Good night, everyone," he whispered.

"Wakey wakey, rise and shiny!" Milly cried as she leapt atop her sleeping teammates.

"Milly!" Sam yelped. She attempted to burrow back under her blankets, but Milly would have none of it.

"Come on, up with you," she called, trying to tug the military issue cloth out of Sam's grip.

"You want me up, huh?" Sam asked, peering over her blanket. Milly nodded. "If you insist."

Milly's startled yelp reverberated through the air as Sam snatched the girl to her and rolled, tucking the giggling red head under her arm as she nestled back down.

"Let me go," Milly wailed, flailing.

"Not on your life, you little morning monster."

William, sitting with his back against the wall, laughed at the pair as they tussled. He'd made the mistake of falling asleep upright against the hard wall and now his back was sore and stiff. Not up for Milly's antics in his current state he'd quickly set the girl on the team's snooze happy bomber.

"I feel like you're conducting some kind of cruel and unusual warfare," Emily said as she watched William's pleased grin. "You know Sam took the middle shift, after all."

"All the more reason for a pleasant wake up call," William returned. Emily laughed, then motioned to William's gun with a wave of her hand.

"All clean and ready to go?"

"Spick and span," William assured her. He held up the weapon as if for inspection. Emily narrowed her eyes playfully, eyeing the weapon for a moment before shrugging.

"You know I have no idea what I'm looking at."

"The feeling's mutual." William motioned to Emily's laptop, which chose that moment to begin beeping.

"You're psychic," Emily said, reaching for the device. William rolled his eyes and Sam made a disgusted sound as Emily began pulling wires and a portable little satellite dish from his pocket.

"Is that the tower scan?" Milly asked, peering out from where Sam had the girl in a headlock.

"Possibly," Emily said. She crouched down next to William who shuffled aside to accommodate the computer equipment spreading out around the girl. Theo, who was finishing dumping dirt on the remainder of their campfire, finished scattering the ashes and came to join his team.

"Good news, I hope."

"Unfortunately no." Red light from the computer screen reflected in Emily's eyes as she said, "It looks like one of the sensors is picking up movement."

"How far?" Theo was already unfolding his map as he asked.

"Just over three miles north west," Emily found the position on the map with her finger—it was to the right of their location, forming a triangle between themselves, the enemies, and the tower.

"Do we know what we're facing?" Sissi asked as she stuffed the blankets away before handing the supply bag off to Sam. The other girl was already wrapped in her explosives laden vest and belt. Noticing eyes on her she flashed them a thumbs up.

"They're not close enough to tell just yet," Emily said. She was already packing her computer equipment back up. "It might be a good idea to keep moving before they are, though."

"You heard the lady," Theo said. He stood, and he team rose with him. "Looks like it's time for us to go."

Rubble shifted underfoot as the team moved through the abandon streets of what was once a seaside city in France. Every strange sound had heads turning, eyes shifting as the group remained vigilant for monsters that Emily's scanners told them were gaining ground. She remained at the front of the group with Sam, Milly trailing behind with her sniper rifle held loose and ready.

"So, what's the plan?" William asked, slowing to allow Theo to catch him up. "Shouldn't we stop and set up camp?"

"Any time we spend hunkered down is time lost," Theo said. "I want to try and cover as much ground as possible before we're being held down by Xana's monsters."

"You know, the closer we get the more monster's we'll face, don't you?"

"I know," Theo said. He was grinning, his machine gun slung over his shoulder. "But I know we can handle them."

William did he best to look convinced by his leader's optimism. Despite Theo's track record of getting them out of tough scrapes it was hard to be confident in the young man, especially when one considered that it was usually Theo's fault they were in a jam in the first place. As Theo moved ahead of William to fill the vacant watch spot in the middle of their march William glanced back at Sissi, who was watching their rear.

She was holding her weapon in one hand, using the end not adorned with a vicious looking blade to help her maneuver over the rough terrain.

"You doing okay back there?" William asked, smirking at the girl. Sissi gave him a withering look.

"Is he planning on trying to get us killed?" she asked. "Again?"

"You wouldn't like him if he wasn't," William assured the girl. She rolled her eyes but didn't disagree.

None of the group would have disagreed with that assessment. You wouldn't have known it the way they went at it, bickering and fist throwing over most of Theo's decisions—or anyone's, for that matter. They were rowdy and stubborn, and not a one of them liked being talked down to or told what to do. And it showed.

This was Sam's fifth team for that very reason. A fan of spur of the moment planning and marching to the beat of her own drum, Sam had multiple infractions listed in her record. Unauthorized explosives detonations, stores of gun powder missing on her watch, and endangerment of fellow soldiers and civilians alike topped a long and winding list of team reassignments and multiple near-expulsions from the Confederation. Theo was the first commanding officer she'd had who didn't send her back to be reassigned after she socked him in the jaw in the middle of the disagreement.

Sam wasn't the only terrible listener in the group: Sissi's insubordination was legendary among the instructors in basic training. Where Sam disobeyed with hand grenades, Sissi simply refused to show up—for anything. Training, punishments, meal times. She'd even been sighted for abandoning her teammates in the middle of training exercises (she'd tried the same thing once with her current team, before Emily's sharp tongue and unexpectedly tough fist quickly fixed that little problem).

Emily herself brought an interesting back-story into the team. Unlike the others, the soldiers, she had never intended to work in the field. She'd been a lab rat for most of her time with the Confederation, and a good one at that, until she'd made the mistake of questioning her department head's methods a little too loudly before the Ethics Board. Her time in the field was supposed to be punishment for showing compassion in the middle of a war.

Theo's too, actually. He'd joined the Confederation as a soldier, but he'd quickly moved from warzones to training grounds as he prepared the constant stream of new recruits for what they were about to face. But as the number of trainees lessened the rigors of training grew. Theo struggled to push such young people at such a hard pace, and unfortunately it didn't go unnoticed. He eventually lost his rank after someone decided he wasn't pushing trainee's hard enough (his arguments that they were damaging the kids before they even made it into the field fell on deaf ears).

Despite Theo's natural leadership qualities, his demotion meant he wasn't the highest ranking in his team. That honor, fell to their youngest. As a graduate of the sniper program, it was no surprise to her fellow soldiers. The program was incredibly difficult, and if you weren't leader material you weren't a sniper. Period. Unlike the rest of the military, the program had encouraged Milly's self reliance and argumentative nature—snipers were constantly in a position to make rapid life or death decisions, with or without a commanding officer's input. It was a difficult burden to bear, and while most snipers were excellent warriors they also tended to be the first to crumple under the chaotic weight of their terrible responsibilities.

Despite her bright nature William could tell Milly struggled with her burden as much as anyone else. In moments of quiet, when she didn't think anyone was looking, her eyes filled with the disconnected, terrified look that all snipers seemed to have to some degree or another. It made William's chest hurt to see someone so young looking so desperately sad. He knew it made Theo furious, though the boy did his best not to show it.

For a time William had wanted to join the ranks of the snipers himself. They'd always seemed so powerful, untouchable. They trained together, ate together, slept together, completely separate from the other soldier hopefuls. And while they saw constant action in the field it was incredibly rare for one to not return home. To William they'd seemed invincible.

William sighed as he watched Milly's red pigtails bobbing up a head.

Now they just seemed unbelievably sad.

As if sensing eyes on her Milly turned. Her eyes lit up when she spotted William and she smiled and waved.

"Eyes forward, Milly," Theo said, not unkindly. The younger girl wrinkled her nose at the boy but obeyed, giving a sloppy salute as she turned back around. Milly never treated Theo like anything other than her commanding officer, despite out-ranking him. None of them did. "You're a ball of sarcasm, you know that?" he asked.

"You wouldn't like me if I wasn't," Milly assured him. Theo sighed dramatically. He glanced back at William, knowing the older boy would indulge his mock-exasperation, but William's eyes were not on his make-shift C.O.

"What's up, Emily?"

"We've got company," Emily said, eyes on her scanner. "Looks like about eight Kankerlats coming in from the north west. Possibly something bigger as well, but I can't be sure just yet."

"Split up," Theo barked, eyes already scanning the area for places to hunker down. "Emily, there's a burned out storefront to your right. It should give you enough cover without restricting your satellites. Sissi, go with her to provide cover."

"Copy," both girls called, already moving.

"I'm heading up," Milly said, motioning to the building she was already working her way towards.

"Keep your radio on," Theo reminded her. "You're our eyes for whatever those big monsters might be." Milly flashed a thumbs up before vanishing into the building. Taking a deep breath, Theo turned to Sam and William, still with him. "How quickly can you set up a perimeter?"

"How big do you want it?" Sam asked. It was a rhetorical question. Sam was fast as lightning, and any size Theo gave her would simply earn a 'don't blink.'

"Keep your focus on the north west," Theo said. Sam nodded, and in the blink of an eye she'd vanished into the rubble.

"Now it's just you and me," William said. Honestly, he liked it this way. He worked better with Theo than he did with the others. They were both strong minded and brave, unwilling to back down no matter what the odds. Shifting his gun over his shoulder, Theo grinned.

"Let's go."

After examining the haphazard terrain they moved as one, only having to glance at the covered entryway of a half crumbled hotel and back at each other to communicate their joint idea. They moved together, spinning with guns raised as they watched one another's backs through the short jog to the building, where they dove behind the remains of a pair of ornate double doors.

And just in time. As they dove for cover the first explosion rocked the ruined city block.

"Incoming!" Milly warned as another explosion followed the first. Sam's handy work, echoing from a block and a half away. No one could say the girl didn't work fast. Gun shots followed, two blasts in rapid fire, as Milly's sharp eyes and keen training reminded friend and foe alike just how dangerous this little girl could be.

"That's half down, but the bigger monsters are coming into range," Emily warned. "Two big guys, too—Megatanks!"

"No problem," Sam said. William could practically hear the girl's wild grin.

"No problem?" William repeated, glancing at Theo. The boy was grinning, his eyes alight with the challenge. Sometimes William wondered if there hadn't been some wisdom in keeping Theo out of the field until now.

"Milly, do you have eyes on the 'tanks?" Theo asked as he heaved up his gun, resting across an up-jutting hunk of dry wall.

"They're coming down the middle of the street, heading south," Milly called. "Wait—they're splitting up! I think they're going to come up the east and west side streets. Sissi, one of them is heading straight for your location."

"Bring it on."

Laser fire answered Sissi's bravado as the surviving Kankrelats burst onto the street. Red lights flashed as repetitive crack of Sissi's pistol reverberated in the air. William lifted himself up over their drywall barricade, trying to spot Sissi and provide her with some cover fire. Two dozen feet down the street a Kankrelat spotted the movement and fired.

William and Theo ducked instinctively. The monster's shot went wide, blasting the wall above them and showering them in burnt brick dust.

"And the fun begins," Theo said, flashing William a grin before bouncing up and firing on the Kankrelat with a spray of bullets. A trail of bullet holes ripped across the little monster before blasting out two of its tiny legs. The Kankrelat hovered for a moment, toppled, and vanished in a small blast. Nearby a similar pair of explosions marked the end of Sissi's enemies.

One Kankrelat remained, tottering aimlessly in the center of the street as it tried to figure out how it had suddenly ended up all alone.

The bark of Milly's rifle announced the final creature's demise.

"Good job guys," Theo called, still grinning as he met William's gaze. "Emily, how are we looking?"

A shrill scream answered him and then a wall of red light that forced both boys to look away until it had faded again.

Theo was in the street and running towards his teammates before the spots had finished fading from William's eyes.

A burnt, ozone like smell filled the air as a building half a block down began to topple into itself, sliced clean through by the Megatank's blast. Up ahead the street smoked where it had been burned, and it was towards this wafting smoke that William ran as he hurried after his teammate.

Another blast had William stumbling back, the red light blocking his teammate from view.


"I'm okay!"

"William, watch out!"

The smoke from the second blast started to clear, revealing the second Megatank, it's shell opening to reveal a pulsing red eye. William dove on instinct, the burning heat of the laser scorching the air he'd just barely abandoned. Above the roaring in his ears William heard the dull blast of a rifle and the echoing clang of metal on metal as Milly took her shot.

"William, are you okay?"

"Did you get it?" William shouted. He wasn't sure why—he knew she didn't, the monster hadn't exploded, wasn't gone. He looked up to see it whirring in a circle, a large dent in its shell preventing it from closing completely.

He was up on one knee in an instant, readying his weapon to fire into the gap Milly's shot had left him. William had hoped that jamming the thing's shell would disable it, but he could see the red energy gathering around its core as it swung back and forth, trying to close up enough to go after the little girl that had damaged it.

"Not today," William promised as he took aim, sighting down his weapon at the bull's eye that kept swinging back and forth. He sucked in a deep breath and let it out slowly, and as he did everything around him melted away. It was a sniper trick, one Milly had taught him.

Somewhere nearby the other Megatank fired again. The sound, the light, the rumble in the ground meant nothing to William as he lined up his shot.

His finger tightened over the trigger.

He watched the bull's eye, swinging left and right, timing it just right.

He squeezed the trigger.


William's heart went from hammering in his throat to rotting in his stomach.

Click, click, click.

Jammed. The fucking gun was jammed.

Looming over him, the Megatank finished charging its laser. Still immobile, it left off trying to find Milly—it had a full load and an enemy right in front of it to unleash itself on. Its shell slid open, eye pulsing, and suddenly William couldn't think, couldn't move, couldn't survive this fight after they'd come so far—

The impact on his ribs drove the breath from his lungs, something rock solid cracking into the side of his head and he was hurled off the ground. His chest burned with the impact, and when he hit the ground he bounced, each impact after sending sharp, shooting pains through his spine. He finally rolled to a stop, pain firing through every never, and as tortured screams filled with pain rang in his ears William wondered if this was how being dead was going to feel like forever.

But them something else was ringing in his ears, a voice screaming just as loud.

"—happening down there? Can anyone hear me, please respond! William, Theo, what happened, are you okay!?"

William shifted, instinct reaching for a weapon that had fallen from his hands. But his limbs were awkward and sluggish, and the gun seemed to be nowhere in sight.

Instinct for his weapon was what began to clear William's head, and as he came back to himself the screaming that filling every sense began to sharpen, narrowing down from an all encompassing pain to a concentrated point of overwhelming terror coming from somewhere on William's right.

His head rolled to the side, pain shooting up his neck as William's gaze found his commander sprawled in the dirt. The boy's face was twisted in agony, screams ripping from his throat. Blood soaked his side from his cheek to his hip, the clothing there somehow missing. It's edges were blackened and still glowed in places with flickering embers.

"Theo," William gasped, though even he couldn't hear his own voice. His head was ringing, as much from the screams as the pain in the side of his head that was quickly and violently making itself known.

The boy's screams were fading, turning into whimpers and pants. His body was jerking in tiny, unnatural movements, and eyes rolled in his head.

He's dying, William realized.

"Theo," he repeated, louder this time. He didn't think the boy would hear him, likely too far gone. But slowly Theo's head rolled to the side, bright brown eyes meeting William's hazy gaze.

"D-don't…st-stop," Theo gasped. William wanted to tell him to stop, tell him to save his strength, but he knew there wasn't time for that now. "Pr-prot…" Theo gasped, a wet, strangled sound, "Protect…"

A squealing sound like William had never head escaped the boy, and he began to jerk and choke.

And then, suddenly, he was still.

William stared at the body of his commanding officer, a boy almost two years younger than him and yet the only soldier he'd ever allowed to tell him what to do. He respected him. Trusted him. Would have done anything to protect him.

And now he'd gone and killed him.

In William's ear the radio calls of his other teammates continued to echo as they struggled against the remaining Megatank.

He'd already killed one person today, he realized. He didn't need to lose any others.

Climbing to his feet was more difficult than he'd anticipated, the world spinning and tilting under him. He'd barely managed to work the large sword from his back to use as a support before he was doubling over, clinging to the hilt as the pain in his head exploded and his stomach emptied itself in response.

Spitting, William screwed his eyes shut, trying to hold back another wave of nausea. His body couldn't seem to decide what hurt worse—his head or his back. They throbbed in unison, bouncing pain back and forth through his body.

Through William's closed eyes red light flashed, and over the pounding of his head he could hear the screams. Standing he blinked hard, pushing himself forward.

His stumbling gait had taken him halfway across the road when the other Megatank rolled into view. For a terrified moment he thought it was coming for him, and then he spotted the warrior in the fashionable pink top whose momentum had rolled the monster into the street.

Shouting wordlessly, Sissi rammed her spear into the exposed eye of the Megatank. She back flipped away, but stumbled when she landed and was forced to drop to the ground to avoid the blast wave of the exploding monster.

When she didn't get back up a cold terror washed through William. Over the pounding in his head, which was slowly beginning to diminish, he forced himself forward.

"Sissi," he gasped as he dropped to the girl's side. A heavy, shaking sigh escaped him when she groaned and rolled over, blinking up at him. "Are you okay?" he asked. She didn't look too injured, but her vest and face were covered in was looked like a spray of blood. "Where are you injured?"

"I'm not," Sissi mumbled. Her eyes were glazed, her pupils dilated. She looked like she was going into shock.

"Where's this blood coming from?" William demanded, fear and pain making him harsh as he pulled at her protective vest, trying to find the source of the blood.

"Not mine," Sissi whispered. William froze, gaze moving slowly from the vest to Sissi's dark eyes. She didn't meet his gaze, her voice strained as she answered his unspoken question: "Emily."

William's mind flew to where the girls had bunkered down, just to the right of where he now knelt beside Sissi. He struggled not to look—the image of Theo, his face blooded and contorted with pain, flashed through his mind, and he knew he didn't want that to be the last way he saw her.

He wanted to remember bright eyes, filled with knowledge as they looks down at a scanner, interpreting its secrets for the others.

Her smile, soft and kind, as she wished him a good night from the fire side.

William's eyes burned but he blinked back the tears. Not the time, not the place.

"What about Sam?"

"I'm here."

William's head shot up and he moaned, instantly regretting the motion as his head throbbed and swam. Sam was kneeling down on Sissi's other side when he finally regained himself about to meet her gaze.

"You look like shit," she told him.

"Thanks," William mumbled, taking in the girl's own appearance. She was ruffled and wind blasted, coated in ash and reeking of smoke. The edges of her vest were singed and blood matted the side of her face under her ear. She scratched at it, her eyes darting around as she took in the scene.

"Where's Theo?"


Sam blinked, licked her lips, and nodded.

"He was a good guy," she whispered. William had worked with Sam before when they'd lost team members. She'd never given them a second thought. This was as close to weeping as she was going to get. "What about Milly?"

"She should still be up top," William said, nodding towards her chosen building and then wincing.

"I'll get her."

While she was gone William turned his attention back to Sissi. Shock was no laughing matter, and if that's what was happening to her then there was a laundry list of procedures William should have been implementing to get her back to a stable, healthy state. Unfortunately most of those procedures required blankets or warmth or a place to rest and catch your breath, and judging by the lack of a supplies bag on Sam's shoulders and the monster-littered street rubble none of these requirements were about to be met any time soon.

So William did his best, whispering softly to Sissi as he alternated between encouraging and commanding as he helped her slow her breathing and regain her footing. Her eyes were still glazed and almost black with her pupils, but she mumbled a quick 'I'm okay' and collected her spear and pistol from the wreckage around them.

"Good to see you're up," Sam said as she reemerged on the street. She was ushering a shell shocked looking Milly along beside her, the girl clutching her rifle in a white knuckled grip.

"Are you okay?" William asked, reaching for Milly's shoulder when she came close. She nodded jerkily. She met his gaze only briefly, long enough for William to see the darkness that had grown deep in her eyes.

His stomach churned at the sight, and for once it wasn't because of his head.

"Now what?" Sam asked. Her arms were crossed over her chest and she was eyeing William in that firm, unflinching way that she had. It used to be that William found the look annoying. Now it was suddenly intimidating, almost threatening. He'd always known Sam was dangerous, but for the first time William could see her for the ticking time bomb her previous C.O.'s had claimed her to be. "Well?" Sam asked and William faltered, remembering her earlier question.

Now what?

Fuck if he knew. Glancing around he took in his team, two sets of dark and distant eyes and one glowing with the early brimmings of insanity, and his heart sank. Three young women, still children really, all of them too far gone to manage their ragtag group of ravaged survivors. William, impudent and uncertain of them all, realized he was hardly in any better shape.

They were four damaged souls, held together by the two thin strings of sanity that had been Theo's kindness and Emily's morality.

But they were gone now, and these girls, so used to the shepherding guidance of another, were lost and frightened and looking to him for answers.

William too wanted answers, but they were gone, lost to the burning, bloodied corpses of friends now gone.

"We—," William's voice caught, and Sam's gaze hardened.

She was panicking, fingers twitching over the casing of a flash grenade as the barely controlled chaos that was their demolitions expert began to crack. William's adrenaline—he couldn't believe there was still any left in him after that fight—began to pump hard in his veins. Sam chafed under authority, but she craved direction and the glint in her eye told him she was barely holding on without it.

"We can't stay here," William decided. "Let's keep moving, just enough to find some shelter and regroup. Grab any supplies close to hand you can find but don't waste time searching for more. We don't have scanners to detect monsters anymore."

Sam nodded, seemingly pleased with his decision. She didn't wait for further confirmation before heading off down the street, rubble shifting under her boots as she marched further into the city.

"Is this safe?" Sissi asked, her first words since he'd first confirmed she wasn't hurt. William glanced at Milly to see if she shared her teammate's misgivings. The younger girl was staring off after Sam, eyes still vacant and weapon tightly clutched. William laid a hand on her shoulder and she jumped.

"I don't know," William admitted. "But anything is better than standing here. Come on," he added and, still leaning on his sword, he started after Sam.

For a long moment he didn't think the other girls would follow him.

The soft shifting of rubble proved him wrong as , slowly, Sissi and Milly fell into a semblance of formation behind him.

There was something to be said for Confederation training he thought as he stumbled along. At least until it got them to safety.

If such a thing existed in Xana's world.

Night fall found the small group huddled beneath the crumbled, haphazard remains of what was once a bakery. No fire had been lit, as William was afraid it would attract monsters to their location. Instead they huddled in what blankets they could find, Sissi sequestered away in a shadowed corner and Milly tucked tight against William's side.

Sam had refused to rest, pacing aggressively around the room. When William noticed that Sam's frantic movements were upsetting the other girls so he'd asked her to stop. Sam's response was to shout something half-coherent about being constantly on alert before she stormed outside into the night.

William wasn't too worried about the girl. She was armed and dangerous, and judging by the occasional sound of tossed rocks and muttered curses she wasn't planning on actually going far. The sudden change in the girl was startling. William was quickly beginning to wonder if it was going to be safe to keep her around when they…whatever they decided to do.

At the moment William was at a loss for a plan of action. Their firepower was severely limited after the last attack. Sam had blown through half her explosive supply trying to keep the Megatanks from getting to Sissi and Emily, and Sissi's pistol, although recovered, had no ammo. Milly only had a handful of bullets left for her own gun, and William's had been left on the battlefield. The only fully functional, useful weapons left to them were his sword and Sissi's staff, but he was no condition to wield the hefty weapon and he wasn't sure Sissi would be able to stand her ground if they found themselves in another fight.

If it were possible William would have had the group hunker down and wait for rescue. They didn't have a rescue beacon—it had been left behind with Emily's other equipment—but their lack of radio updates would alert the base of their situation soon enough. If they'd had the fire power, and the survival equipment, and the food rations, and the medical supplies it would be possible.

But they didn't have any of that.

They barely had their sanity.

William sighed softly. What would Theo do?

Something stupid, he decided immediately. Something reckless and dangerous and likely to harm more than help.

Don't stop, he'd gasped with his final breath, Protect…

"Protect what?" William whispered. "Don't stop…what?"

The mission, maybe. They were so close to the tower, they'd been able to see it all day as they approached. Last night it had been three miles away. They'd covered at least half that today, likely more.

A little over a mile, they could walk that in less than an hour. They'd have made it today if they hadn't stopped to set so many sensors.

If they hadn't stopped to die.

The monsters would be worse too, if they continued. Without decent long ranger weapons they wouldn't stand a chance. But William was sure they were already too far in to expect rescue from the Confederation. They would have to back track, try and reach a safer location where a helicopter could drop in and get out without being brought down by a squadron of Krabes.

Would they be attacked if they back tracked? Would Xana leave them alone if he thought they were no longer a threat?

Would the helicopter even come? How would it even find them, know they were safe?

William buried his face in his hands, digging his fingers in his hair as he tried not to scream.

It was hopeless.

Everything was hopeless.

When William found Sam she was sitting outside the bakery, propped against the wall in full view of any monsters or scans that might be looking for them.

"Come to yell at me?" Sam asked. Her grin was empty as she looked up at William, a rock bouncing in her hand. When William didn't respond she tossed it, listening the deafening clatter it made in the still night air.

"We're moving out tomorrow," William whispered.

That caught the girl's attention.

"Where?" Sam asked, glancing up at him through the corner of her eye.

"Back to the battlefield," William said. "We can't move forward and we can't go back in the condition we're in. We need supplies, weapons. A homing beacon if we can find one."

"You want to go raid the battleground."

"We know everything we need it there."

"Including fresh enemies to fight."

"I don't think Xana would assume we'd return, especially so soon," William said.

"He knows we're hiding out close by," Sam returned, "I'm sure he knows we lost people. I think he knows we're weak, and they going back for supplies is our most likely move."

"We don't have any other choice," William barked. Sam's eyebrow rose and William did his best to soften his tone. "We go forward and we're killed by Xana's monsters as soon as we run out of the few bullets we have. We go back and if the monsters don't get us then we starve, or die from injuries, but we won't get rescued without a beacon. This is the only move we have left."

Sam remained silent for a long time, eyeing her new commander, her expression unreadable.

"Who's taking first watch?" she asked. William shook his head.

"No one. You and I are the only ones fit to take a watch, and if Xana attacks in the night we're done whether someone sees it coming or not anyway. I'd rather everyone gets some decent sleep so they're ready for tomorrow."

Again Sam eyed William long and hard, sizing him up against something William could only guess at.

And then she nodded, standing up and offering William a simple salute before disappearing back inside.

William sighed. It was a while before he could get himself to follow her.

She was right—what he was asking his team to do was risky, dangerous, likely to get them all killed.

He could only hope it was the right thing to do.

Red-orange light flooded the ruined city, casting dusty rubble in its morning glow. The faint sounds of sifting dirt and the tiny trickle of falling pebbles could have been little more than wind in the stones, unless you looked closely enough to see the three dark shadows darting down the ruined shop fronts. As the dark forms neared the still smoldering rubble of the previous night's battle they split, one moving quickly away from the group.

Over the faint shuffle of shifting stones and light-as-air footsteps a quiet voice whispered into the night.

"Sam, what do you see?"

"Our stuff," Sam whispered back. William blinked his surprise, glancing over to Milly. Despite the darkness lingering in her eyes she was pulled together enough to ask,


"I was expecting this search to require more…searching."

"How much of it is there?" William asked. His heart was racing, the hair on the back of his neck standing on end. Something wasn't right.

"All of it," Sam whispered. "All piled up like it was waiting for us. Like…"

"Like a trap," William hissed. "Sam, get back here. We need to move out, now." Even as he spoke William was scrambling backwards, pushing along a terrified looking Milly.


Red light filled the air, and William had just enough time to throw Milly to the ground before lasers blasted the street around them. Chunks of battered concrete flew into the air, rock raining down on William's back. Milly, curled beneath him, screamed in terror.

"Back off, bastards!"

Sam's scream echoed in the air in through William's headset. A moment later and an explosion shook the air, another quickly following. Whatever monster was attacking screamed mechanically and crumbled under the attack. More lasers followed, moving away from William and towards the source of the hurled grenades.

"Milly, get up, get up," William shouted, scrambling to his feet and pulling the small girl up with him. She cried out, scrambling for her dropped rifle as William began dragging her down the street. "Come on, we need to move!"

"What about Sam?" Milly cried, trying to jerk out of William's grasp. Her fingers caught the strap of her rifle and she pulled it towards her.

"I'm right behind you!" Sam shouted. Another explosion caused dust to rain down over their heads. "You go, I'll follow!"

"You heard the woman." William grabbed Milly again, and managed to lead he almost a block through the chaos happening around them before Milly jerked free again. As soon as she was loose she bolted, William screaming after her as she ran into the street.

"I'm not leaving her behind!" Milly shouted as she fell into a skid, diving behind an angled chunk of concrete blasted out of the road by some previous battle long ago. She dropped her rifle across the top of the makeshift barrier, fingers working knobs and dials as she lined up her shot.

"What are you doing?" William demanded, spinning to take in the battle raging down the street.

He spotted Sam first. Perched on top of an old, rusted out car in the middle of an otherwise exposed intersection, she was shouting profanities at the swarm of Hornets circling the air above her. Some were sparking and blackened, victims of Sam's rage.

"Milly, you'll only waste bullets," William said as he hurried to the girl's side, dropping down beside her with his back to her concrete barricade, his sword drawn.

"I have to do something!"

Another explosion, and the cloud of Hornets scattered away from the floating fireball that engulfed a dozen of its kind.

"I think Sam has this handled," William shouted, on to be drowned out—and deafened—buy the blast of Milly's rifle. "Milly!"

"You call that a waste?" Milly demanded. William could barely make out Milly's question over the ringing in his ears, but when she gestured he leaned back, looking to see what she'd hit.

Towering over Sam a Krabe swayed, its eye lens shattered.

"Where did that come from?"

"There's more!" Milly cried. She lined up a shot and fired again. The first Krabe exploded open where her shot landed, the bullet bursting right through its shell and into the face of the second monster hovering behind it. The shrapnel of the first Krabe's shell carried with the bullet's momentum and destroyed the entire array of sensors on the front of the second Krabe. Both monsters stumbled, legs buckling as they crumpled.

"Nice shot, Mill," William said, clapping the sniper on the shoulder. She grinned, and up ahead William was sure Sam was doing the same as she watched the Krabe's fall. The Hornets all around had moved away from her, likely scared off by the rapid downfall of their larger peers. In fact, now they were moving away entirely. More Krabes had crowded in behind the others, but even they seemed to be hesitating now.

William's shoulders slumped in relief. Maybe this meant Xana was calling off his attack. They would finally have a moment of peace.

Milly noticed the red light building first, Sam a moment after as her arm swung up, grenade flying through the air.

Sam's name tore from William's lips as the explosive and the laser, fired from the still falling Krabe, collided.

Sam didn't even try to duck. Why would she? With the explosives still hanging from her vest there wasn't anywhere she could have gone where the impact's resulting fireball wouldn't have caught her in its wake. So she stood tall, arms spread wide, and embraced the explosive fire power she'd dedicated her life to serving.

The resulting shockwave blasted down the streets in all directions, obliterating everything in its path. Scorching wind roared over William, whipping the scream from his throat and throwing it into the din. Metal and concrete and glass and monster fragments hurled past, and William curled in on himself, consumed with survival and nothing else.

It wasn't enough, and the very force of the fire blasted him away, disintegrating him into nothing but molecules and terror and nothingness as the fire ranged all around until eventually, after years of fire, it faded away, and the scattered bits of himself collected back together and after an eternity he was himself again, curled behind a now very hot hunk of concrete while smoke and ash swirled in air that echoed with the deafening ringing in his ears.

Uncurling was painful, his muscled locked with terror. His joints protested as he reached for the handle of his dropped sword.

His fingers brushed blackened scattered metal instead, and his heart stopped.

The remnants of Milly rifle lay strewn about, like the shattered fragments of the life that couldn't mourn the ruined weapon even if it wanted to. She was so tiny, like a little doll curled against the concrete. Brilliant red blood dripped against a china white hand.

At least now all the darkness was finally gone.

And then a terrified shriek reverberated through the too still air.

"Don't be afraid," William whispered, fingers hovering over wind tousled red locks. He took a deep breath, steeling himself, remembering that he still had one teammate left. One more teammate out there all alone. "I'm coming."

Sword in hand, he took off down the street. He didn't look back.

When he reached camp it was to find the place surrounded by Tarantulas. William stumbled back, diving for cover behind a crumbling stoop, his heart hammering in his throat. He hesitated only long enough to catch a breath and then he was leaning up, peering over dusty old brick as he looked for his remaining teammate.

She was just inside the old bakery, holding her staff more like a shield than a weapon as she stared at the monsters surrounding her. William's chest burned. He had to get to her, had to protect her somehow. She was likely still struggling with the after effects of the last attack, there was no way she could defend herself, especially not against enemies like this.

But how could he get to her? The entire store front was surrounded, and they'd only made a cursory search of the building's other entrances—even if he was able to make it around back he would have no idea if he could get to Sissi and pull her to safety. He especially couldn't if those monsters gave chase.

William's heart, stomach, mind, they were all screaming and twisting and it was just all too much because there was nothing, nothing, he could do—

Dark eyes found his and suddenly everything faded.

A gaze once fogged with terror was once again clear, glinting like marble with steel-nerved defiance. The spear in Sissi's hands shifted forward, the blade lowered as she slipped into an offensive stance.

"No," William whispered. He could see her thoughts in her eyes, in her motions, in the way she never lost eye contact with him.

She tilted her head, just the slightest twitch, and William's breath caught.

Not without you he wanted to shout, scream, repeat over and over as he hurled himself head first into an monster army he had no hope of defeating. She was all he had left. He couldn't lose her too, not her.

Her lips moved. Slow, curving, they formed a single word.


And then the lasers flashed, and so he ran.

The tears stopped flowing long ago, though the dust that caked in their salty trails left permanent tearstains down his cheeks.

Very little survived Sam's final attack. He'd managed to find half a burned blanket, and the melted remains of what had once been a canteen.

And a homing beacon.

Xana must have thought he was either dead or not with the effort because the soldier hadn't seen a single monster in the past two days. He wasn't even trying to be careful any more. The effort of remaining hidden was just too taxing, so he walked openly down the street, practically welcoming Xana to come after him, to end his miserable existence.

Maybe this was Xana's attack. To be the only one left.

The only one.

Eventually William collapsed, delirious and unsure of how far he'd traveled. At his hip the beacon continued to blink, hopefully still transmitting his location to anyone who was bothered enough to look for it.

The last thing he heard before the world faded away was the thrumming of helicopter blades and his own voice in his head reminding him one last time of just how badly he'd failed.