DISCLAIMER: Cleo and all her friends from the TV show Cleopatra 2525 do not belong to me. The are the sole property of Studios USA/Renaissance Pictures. I just borrowed them for a while, purely for non-profit, of course. The following story is property of the author. Do not duplicate, archive or link to without the authors' consent (of course if you're from Renpics and you want to use any of my subtextual ideas/scenes...feel free *g*).

TECHNILOGICAL DISCLAIMER:Now folks....I never said I was any good at the 'techie stuff'. My fanfic tends to lean towards the 'mushy relationship stuff'. I made up a few gadgets in this piece and tried to write in a little more action but it probably isn't perfect so just remember...it's fiction.

RATING: PG~13

WARNING:Suggested violence, some questionable language and a little flirting. If you think any of that will bother you, go away. ;)

Author's note: Anything bold, italicized AND within single quotations is the Voice. 'Like this!'

"Uh, Sarge. Where are you...I can't see anything. I didn't think this mist would be so thick," Cleo yelled above the music. She was waving her hands frantically in front of her, unsuccessfully trying to clear a line of site.

"I'm right in front of you Cleo...just follow the sound of my voice."

"Ummmgph." Cleo grunted as she walked into the back of Sarge. "Ooo...sorry Sarge. I didn't see you," Cleo screamed into Sarge's ear.

Sarge winced. "Obviously. Here, take my hand until we get out of here...I don't want to lose you and I definitely don't want you knocking me over or something."

Cleo felt for Sarge's arm and slipped her hand into hers. She felt Sarge give a little squeeze. "We should almost be there. The mist is thicker than I remember but I..."

Sarge stopped mid-sentence as a purple beam, about 5 inches thick suddenly appeared in front of them. "Wh-h-haat's th-th-aat?" Cleo asked but Sarge clammed a hand firmly over the young girl's mouth. "Shhhhhhhhh," she said as she removed her hand. "We're being scanned. Should be alright though. I hope...."

Before Sarge could finish her sentence the purple beam and the mist was gone and they were standing in The Krypt. The floor was a dark stone, polished so smooth that they could see their reflection and the reflection of the crystaline ceiling high above them, which glowed a very pretty bluish-green color. This caused a strange sense of floating when one looked down and it was even more intensified when one was under the influence of chemical substances....which was a popular pastime in places like this.

Sarge looked around. The chamber they were in wasn't really that large...it was about the size of the lab Sarge guessed. Almost rectangular in shape with several small alcoves carved into the walls which glowed like the ceiling. Each alcove contained tall, round tables. The bar was very dark, the main source of light being the phosphorescent walls and ceiling, which made the bar dangerous.

Hmmmmm, more crowded than I remember... but still the same old scumbags,' she thought to herself. 'Some things never change.' Her gaze came to rest upon a hollow, crescent shaped structure standing in the middle of the room. "That must be the bar...come on Cleo," Sarge leaned over and shouted into the smaller girl's ear. "Let's get a drink and make our way to the back wall of the bar....here," she pointed nonchalantly to the small holo-display on her camaflaged gauntlet. Cleo just nodded, not even looking to where Sarge had pointed. "Follow my lead, OK? The sooner we do this the sooner we can get the hell out of this place and find Hel."

Sarge finally notice that Cleo was paying her no attention. The young blond's eyes were fixed to the floor and her body was slowly swaying back and forth to the beat of the music. "Whoa. I'm feeling a little woozy. What the heck was in that mist?"

Sarge grabbed Cleo's chin and lifted her face so that her eyes were looking into the bar. "There wasn't anything in the mist Cleo...look straight ahead, focus on what we're here to do and you'll be fine. Come on." Sarge put her hand on the small of Cleo's back and gave her a shove toward the large crowd of people surrounding the glowing circular fixture in the center of the room. "I want to get out of here before I run into Akali."

Cleo nodded. "Good plan."

"Damnit," Hel cursed aloud. "RAINA!"

Hel turned in all directions, waving the beam of light searching for a clue as to which way Raina had went. "Damnit, damnit, damnit!"

Shaking her head she looked down at her gauntlet and activated the tracking device which Raina had turned off, then she brought up the communication panel. "Sarge, this is Hel, are you there? Can you hear me? Cleo? Mauser?" No response.

"Damnit. Where the hell is everyone?" If what Raina said was true and this Akali was using Sarge and Cleo as bait... then they could be in serious trouble. But that didn't explain the lack of response from Mauser. Hel fears were growing by the minute. "OK, first things first...I have to get back to the lab and see if I can find out where Sarge and Cleo are," she said to herself. She brought up a map on her gauntlet but as she figured, the tunnel she was in wasn't shown. She looked at her position in relation to the lab and took a guess...she headed for a tunnel off to her left.

High above her, Raina clung to the wall...watching with a smile. As soon as Hel had entered the tunnel, she scurried down the wall and quietly followed along on the ceiling. Earlier while Hel was passed out, she had loaded false maps into her gauntlet. With that, and the subtley planted suggestion to take the tunnel she was currently in, Hel was going right where Raina wanted her. So while Hel thought she was on her way to the lab...she was actually headed right to the Krypt.

Cleo was aware she was being gently led into the mass of dancing goth freaks but all she could think of was Sarge's hand on her back. The music had switched from a loud, pulsating noice to a slower, almost hypnotic chant. She noticed that couples were pairing off, which made their passage through the bar a bit easier, but it also made her wish she could turn around and grab Sarge and dance the slow sensual dance she was now seeing where ever she looked.

'Oh my god Cleo...get a grip,' Cleo thought to herself. 'Your teammate and one of your closest friends...OK, one of your ONLY friends, is in trouble and all you can think of is how hot Sarge is in that tight black....UGH...stop it Cleo.'

"Something wrong, Cleo?" Sarge asked.

"Wrong? Oh no....everythings fine. Uh, yeah...fine, and uh, how are you?" Cleo stuttered and blushed.

Sarge stepped from behind Cleo to stand in front of her, her hand moving from the small of her back around to her right side. "You and I are going to have a little chat after all of this is over," she said as she looked at a flustered Cleo.

"Yeah, whatever Sarge. Let's just go get that drink. I could really use one." Cleo brushed past Sarge and nudged her way up to the bar.

Sarge grinned a shitty little grin as she watched her head to the bar. Sometimes Cleo was just so obvious. 'But now isn't the time, she thought as she pushed her way up to the bar to stand next to the small blond.

"I'll take a nash," said Sarge to the nearest bartenter.

The bartender shifter her gaze to Cleo. "Will you be having the same dahrrrrlinnnnnnnnn?" she hissed, a forked tongue making a brief appearence.

"Got anything stronger?" Cleo asked as she watched the green-skinned woman's cat-like eyes blink sideways. "I could really use a shot of Wild Turkey right now."

"Uh, she'll have the same as me," Sarge insisted. "Wild what?"

"Lighten up Sarge...one drink isn't gonna kill me."

"No," Sarge whispered, "but it might kill Hel. I need you to be thinking clearly Cleo. We can't afford to make any mistakes".