Hojo was just about to stick the hypo into Aeris' arm, when he heard a sound behind him. He turned and looked into the startled faces of the Turks.

"What the hell are you doing?" asked Reno.

Hojo let go of Aeris and turned around. Unsure of what they were seeing before, the Turks got a real good look at him then. Their faces twisted in revulsion.

Elena muffled a scream.

Reno put a hand on his nightstick. "Damn Hojo! What happened to you?"

Standing at the rear of the group behind Elena, Rude was silent.

Tseng looked at Aeris lying in the chamber, then at Hojo. .

"What's going on here?"

Hojo scowled. "That's none of your business!"

"I'm afraid it is." Tseng stood with one hand at his side, the other behind his right leg. "We have orders from Rufus to take Aeris to Junon."

"Rufus' order are secondary to what I intend to do with her," said Hojo. "Aeris is coming with me."

"May I ask, where it is you're taking her?"

"We're getting off this planet," said Hojo. "Haven't you seen that thing in the sky?"

He pointed at Aeris.

"SHE called it. That's Meteor. It's going to destroy this planet."

"WHAT?" Elena turned pale.

Reno and Rude looked at each other.

"How do you know that?" asked Tseng.

"She told me, you damned fool!" Hojo waved his tentacles menacingly. "Every living creature on this world is going to die, but not me and not the Cetra. I'm able to leave this world under my own power, and I mean to do so. With her."

"If Aeris called that thing here, why don't you make her stop it?" asked Reno. "You take her off this world, you're taking away the only chance we've got."

Hojo waved his hand in a gesture of dismissal. "That's not my problem."

"I can't let you take her," said Tseng. "I have my orders too."

"In that case, get ready to die." Hojo snapped a tentacle at the group. "I don't have time to play around."

Tseng brought his gun up from the back of his leg. Hojo used a tentacle to slap it out of his hand.

Reno thumbed his nightstick on. He was raising it into position when another tentacle slapped it down against his leg. He screamed in pain and dropped to the floor. His leg was numb.

Elena was more successful. She pulled her pistol and fired one round at Hojo. She missed. The bullet glanced off the metal frame of Aeris' chamber.

Hojo tossed Tseng aside. He rushed past Reno toward Elena. "Fool! You could have killed her!"

Elena screamed.

Rude lunged forward, Hojo barely had time to register the bald man knocking Elena aside before a fist made contact with his nose. He felt it break under the impact. Blood gushed down his nasal passages. His cry was muffled as he lumbered past Rude with his hands clutching at his face.

Rude cast Cure on Reno.

"Are you alright?" He asked Elena.

She nodded. "Thanks."

Tseng rolled into a crouch, recovering his gun. He fired three shots at Hojo.

The bullets slammed into his back. Hojo turned around, holding his hands up like claws. Blood stained his lower face, neck and torso. He roared in an unearthly voice. The remnants of his shirt tore away as his chest expanded. There were two pulsating masses of flesh on both sides of his body. The upper part of the mass was purple, the lower half was red.

The Turks stared at him.

"This guy is getting uglier by the second," said Reno. "Tseng?"

Tseng wasn't a coward, but he wasn't a fool either. Things were getting out of hand much too fast. What started out to be a simple trip had turned into a nightmare. Hojo was evolving into something, and Tseng didn't like what he was seeing. Raising his gun again, he aimed straight for Hojo's heart. He put there bullets there. Hojo laughed.

The wounds were healing in front of their eyes. Hojo's raised his tentacles. The rounded tips were swelling.

Reno picked up his night stick, and turned it on. He looked at Tseng for instructions. But Tseng was too busy watching Hojo.

Elena backed up toward the door.

The tips of the tentacles kept growing. They reminded Rude of plump ears of corn. He was just about to say something when there was a loud pop. The tips of all four tentacles split into two finger-like appendages.

"Oh my-" Elena stood in the doorway pointing at the room across the hall. Following the sounds of Hojo's movements, none of them had paid any attention to that room before. Now Elena's face was white as snow. "He killed Sephiroth!"

"What?" They turned and stared at her.

"His body's in there!" Elena cried. Her face was a mask of horror. "Hojo killed Sephiroth!"

That decided things for Tseng. If Hojo was strong enough to kill the strongest soldier Shinra had, this was no place for a Turk. He raised his hands in surrender, letting the gun dangle on his finger.

"You win Hojo," he said backing toward the door. "You can have the Cetra."

"Yeah," Reno was more than happy to leave. "We'll send Rufus to get her himself."

Hojo growled, then belched. A foul odor filled the room.

"What the-" Reno pinched his nostrils shut. His face distorted with disgust. "What have you been eating Hojo? Day old manure?"

"Get out!" Hojo grinned at them. His teeth were jagged and sharp.

He didn't have to ask twice. The Turks cleared the room. Tseng lingered at the door.

"Aeris won't stop the Meteor because you killed her husband. Is that it?"

Hojo grinned at him. "It doesn't matter one way or the other does it? Enjoy your last few hours of life Tseng. "

Tseng's finger twitched on the trigger.

Hojo saw it.

"Do it Tseng." He ran a purplish striped tongue over his bluing lips. "I'm going to need a lot of energy if I'm going to fly through space. That means I need food. I'm hungry and I'll bet human flesh tastes just like chicken!"

Tseng's cool exterior cracked.

Hojo chuckled, his voice was turning gravelly.

Aeris sighed.

Hojo turned to look at her. When he looked back, Tseng was gone.

Laughing to himself he turned back to the Cetra

* * * * *

AVALANCHE burst through the other end of the tunnel to find a small room. There was elevator in front of them and flight of stairs on the right.

Cloud tried the elevator first. It wasn't working.

"He must have turned it off up there," he said.

"Oh Man!" Yuffie pouted. "That means we have to take the stairs!"

"Not me." Cid pulled out a pocketknife. He popped the switch off the panel and studied it for a moment. He fiddled with something inside. The panel sparked. Cid swore and tried again. There was another flash. Cid muttered something to himself and kept on working. His actions were rewarded with a whirring noise. He stepped back looking proud of himself.

"What did you do?" Yuffie's face lit up. "Teach me that."

Cid leaned close. "If I tell you, I'll have to kill you."

Yuffie yelped and slid behind Vincent.

The elevator opened.

Cid bowed. "This way please."

Tifa giggled as they stepped inside. "The ground floor right?"

"That's the one that was lit." Red XIII turned his yellow eyes to her. "I just hope he's still down there."

"You and me both." Cloud pressed a button.

As Cloud suspected, the door opened inside an underground garage. A sign and a ramp at the other end pointed the way out. There were several vehicles scattered around the garage.

"I didn't know this was down here." Vincent looked around. "An alternate way out."

"If there's one thing a Shinra knows how to do, it's run," said Tifa. "I'm not surprised at all."

"Damn," said Barret. "He's taken one of the vehicles and gone."

Vincent cocked his head. "I don't think so."

Before anyone could question him, they heard the sound of a car's engine trying to start. It died and tried to start again.

"That's Rufus," said Yuffie. "Which car is it?"

"This way," said Red and Vincent together. They ran toward a group of vehicles. The others followed.

Rufus sat behind the wheel of black all terrain looking frustrated. He hit the steering wheel with his fist and roared out loud. Before the AVALANCHE team could get any closer, he looked up and saw them. His expression changed to shock, then anger. Opening the door, he leaped out of the vehicle and held the door open.

Red hurled at himself at Rufus, expecting him to run away. He was knocked out of the air by a powerful black form. He was down on his back with the creatures jaws clamped to his throat. Pressure on his throat cut his breath off.

"Tear him up!" shouted Rufus. "Kill him Dark Nation!"

Yuffie and Tifa screamed. Barret, Cloud, Vincent and Cid shouted in horror. Before anyone recovered enough to act, Yuffie flew toward the struggling beasts as fast as she could.

"Where's she going?" shouted Cid. "She can't fight that thing with her bare hands!"

Yuffie leaped on Dark Nation's back, wrapping her legs around his body. She grabbed his head and pressed her fingers against his eyes.

"Get off him you monster! Get off!" she screamed. "Let go right now!"

It was a risky gamble, but it worked. Howling in pain, Dark Nation let go of Red. He snapped his body like a whip. Yuffie was thrown from his back. She hit the floor hard. Before she could rise Dark Nation was straddling her body. He snarled at her. Yuffie threw an arm across her face to protect it. He raked it with a claw. Yuffie let out a blood curdling scream.

Red sprang to his feet as Nation Dark sliced through Yuffie's palm. The young ninja was covered with blood. Red threw himself against Dark Nation, knocking him free of the girl. He swerved and leaped. The red and black animals rolled over and over biting and clawing at one another. They broke free and leaped apart. Red planted himself between Yuffie and his foe. Both he and Dark Nation had frightful wounds.

Rufus was livid.

"Kill them! Damn it! Kill them all!"

"Shut up Rufus!" Vincent zapped Rufus with a Comet spell.

Rufus slammed back against his car. He dropped to the ground on all fours. He rose to his knees shaking his head to clear it.

Dark Nation changed position, placing himself between AVALANCHE and Rufus. He cast a healing spell on himself and his master.

Tifa and Barret rescued Yuffie, pulling her back to the group. She was bleeding profusely. Tifa cast a healing spell on her. Barret cast another on Red XIII.

Yuffie was shaking like a leaf.

"That thing tried to kill me!" Her voice was trembling. "Did you see what he did?"

"We saw." Tifa tried to ease the young girl aside. "Rest a bit Yuffie. Let us take care of him."

Yuffie pulled away from her. "Nobody does that to me! Nobody!"

She pulled her conformer out of its holder and shook the weapon at Rufus.

"Especially not a Shinra or their blood thirsty pets!"

"Go home and drink your bottle." Straightening his clothes, Rufus ran a hand through his hair. "Get off the field before you get hurt little girl."

"I'm not a little girl!" Yuffie sprang forward.

Vincent had to forcefully restrain her.

"Why don't you pick on someone your own size Rufus?" challenged Cloud.

Rufus reached into the car and pulled out a shotgun. "With pleasure."

He fired from the hip. Cloud threw himself to one side, only to fall right into the path of Dark Nation's energy bolt.

Uttering a strange cry, he dropped on his stomach twitching.

"Cloud!" Tifa summoned Antarctic Wind and hurled it at Dark Nation. She followed up quickly with a healing spell for Cloud.

Rufus took aim at Cloud as the healing spell took effect. His finger tightened on the trigger. Something slammed into his hands and he screamed in pain. He looked up. Vincent's gun was smoking. His eyes were like glowing embers.

"Children shouldn't play with guns," he said.

Dark Nation snarled and hurled himself at Vincent. Vincent dropped his weapon and bolted forward to meet him. He changed into Chaos as he went. The two became a blur as they rolled around spitting and biting.

Rufus was horrified. Dark Nation was getting the worse end of the fight. He looked around frantically for his weapon. Spotting it nearby, he ran toward it. As he leaned down to pick it up. Yuffie's Conformer sailed past, slicing the back of his hand. Rufus howled and straightened, clutching at his wound.

"It hurts doesn't it?" She waved her formerly injured hand at him. "And you aren't hurt half as bad as I was."

Rufus' features twisted into hate. He wasn't terribly skilled with materia, but he could use it when he had to. He aimed a Bolt spell at Yuffie. She skittered out of the way.

"What did we tell you about picking on kids?" said Cid.

"I'm not a kid!" shouted Yuffie, turning to give Cid the evil eye. "Stop calling me that!"

"Whatever." Cid heaved a Loco Weed at Rufus.

Rufus threw up his hands to fend it off, but the prickly plant slipped through his defenses and landed right in the middle of his forehead. It injected it's mind altering liquid into his bloodstream before he could tear it off. His sight went fuzzy almost immediately. Crazy broken thoughts filled his head.

Chaos and Dark Nation were still rolling and fighting across the floor. All Rufus saw was a man eating a tumble weed that was coming for him. He shouted in fear. Crazed by the locoweeds touch, he snatched up his rifle and ran toward the fighting duo. He raised the weapon over his head and brought it down with all his might.

A flash of white caught Chaos' eye. Taking a slash from his enemies claws, Chaos tore himself away from Dark Nation and make a break for it.

Dark Nation turned to go after him, but the butt of his master's rifle came down on his head. There was a sickening crunch and the black animal froze. Rufus giggled and hit the wounded animal again. And again. And again. On one of his upward swings, the rifle fired, just missing Rufus' head. The bullet ricocheted off the ground and skidded along the surface of the garage until it imbedded itself in a truck tire. The tire exploded with a rush of air. Rufus kept swinging.

"He's killing his own pet!" said Yuffie.

"That's the least of our worries." Barret turned around. "Here comes backup!"

"I'll take care of them." Tifa rushed forward, fists ready. She rendered four troopers unconscious.

Barret blasted six with his Missing Score.

Three more soldiers appeared. Tifa summoned Choco/Mog. The summon bowled the them over. She used her fists to finish them off.

"Did either of you ever stop to think I might want to get in on this fight?" Cid looked indignant. "You could have left me one of them."

Rufus raised his rifle again and missed. It hit the concrete. They turned to look at him. Dark Nation wasn't moving anymore, but Rufus was convinced he was faking. He continued to beat the dead animal.

Cloud scratched his head. "I wasn't very fond of Rufus' little pet, but I think we ought to put and end to this."

Yuffie looked a little green. "Yeah. Somebody stop him."

Rufus looked up. The tumbleweed was dead, but now there were six monsters staring at him. If he didn't kill them first, they were going to tear him apart. He raised the bloody rifle and ran straight toward AVALANCHE.

Yuffie jumped behind Cid. "Cure him Cid. CURE HIM!"

Cid raised his hands quickly and cast Esuna on the crazed blonde man.

Rufus stopped short. His eyes cleared. He looked at the bloody rifle in his hands.

"What . . . happened?"

Yuffie pointed. "You creamed your pet."

Rufus' eyes followed her finger. He saw Dark Nation and blanched. He dropped the rifle and moved toward the animal he'd grown up with. Kneeling by Dark Nation's side, he lowered his head and began to weep.

Yuffie blinked. "Rufus is crying?"

"I didn't think he had any tears," said Tifa. "I never thought he had any feelings for anything."

"He wasn't always evil," said Vincent in a knowing voice. "His father made him what he is."

"That's one story I'd like to hear," said Red XIII. "When are you going to tell us the rest of it?"

"Yeah, tell us." Barret nodded toward the weeping man. "What makes a man like that?"

Cid took a puff on his cigarette. "He can tell us later. Rufus is getting away again."

They turned to see Rufus running for the stairs.

"After him quick!" Cloud lost the lead to Yuffie.

Rufus beat them to the stairwell and started up. The stairs were set at angles with platforms in between. They could hear Rufus sobbing above them.

"Where's he going?" panted Yuffie.

"To the roof I think!" Red passed her on the next landing.

They followed him up seven flights of stairs.

"I can't run any further!" gasped Tifa.

A door opened and closed above them.

"I don't think we'll have to," said Cid.

They reached the landing a few seconds after the door slammed. Red stood aside to let Cloud push it open. Rufus was climbing over the railing of a balcony overlooking the ocean and jagged rocks below.

"He's going to jump!"shouted Red.

"Stay here." Cloud moved forward.

Rufus turned to look at Cloud. There was more sadness in his face, than Cloud had ever seen on the face of a human before.

"You won," said Rufus in a broken voice. " I don't ow