The following story is based on conclusions I made after watching the show from QUEST FOR FIRE POWER to HOME. It's also based on some information I got off an issue of STARLOG.

Like the other CLEO stories, I'm probably really wrong about this. But hey, this is fanfic. I'm not going to get graded or anything. I'm just going with it.

When Sarge is in a bar room like this one, she's either dancing up a storm, chatting up a sweet treat, or blasting everything in sight. Hel was surprised when she saw that her compatriot was doing none of the above. The statuesque blonde was just sitting at the bar, eyeing the dancers.

Hel walked over to the bar. "You okay?"

Sarge nodded in the direction of the dance floor. "Take a look at this."

Hel looked, and saw what Sarge meant. Cleo was out on the floor with a ruggedly handsome stranger in black. The two of them were burning up the room with the hottest dance number Hel had ever seen. She couldn't take her eyes off of them.

"And that's not all," Sarge said. "Look at her face."

Hel was way ahead of her. Cleo usually had fun at these places. But there was something more going on here. The perky, young lady's eyes seem veiled. Her mouth was open, and ready to moan. She looked so happy. So euphoric. So ecstatic.

"Sarge..." Hel realized. "She looks like she's..."

Sarge grinned. "Multiple."

Hel smiled. "I do believe our little girl is growing up."

The dance ended, leaving the watchers with sweaty palms. Cleo giggled as she led her new partner to a nearby table. She didn't know what she was going to say to him. The only thing that came to mind was "God, it's good to see you again."

Instead, she took a deep breath as she gazed into his charming face. "Ever hear any legends where you come from? Any old romantic stories about lovers and such? Well there's one I saw..I mean heard, about a king whose lover died. He was cursed to live forever. Hundreds of years later he found out that his love had been reincarnated...I mean reborn...as Winona Ryder...ohhh." Cleo got all flustered. "I'm sorry. I'm not making too much sense right now."

The stranger smiled. "Don't worry, Cleo. You're making perfect sense to me."

Cleo sighed, "Well, I'm glad you feel that way because...Hey, wait a sec." Cleo paused as a confused look crossed her face. "How...How did you know my name? I didn't tell you my name..."

The stranger continued to smile as he took out a pack of Marlboros. He fished out a cigarette, and planted it in his mouth. "Would you rather I called you Melissa?"

Hel and Sarge were alerted to an all too familiar scream. They turned to see Cleo slowly back away as the stranger struck a match, and lit his cigarette.

Hel raced to her friend's side. She could see that Cleo was badly shaken to the point of hysteria. "Cleo what happened? What did he do to you?"

Cleo was in too much panic to answer. All she could do was stand there and stare.

The stranger took a couple of drags on his cigarette. "Meet me topside tomorrow afternoon, okay? Make it 1500 hours. That's 3:00, got that? I'll be waiting, Cleo."

And with that, he disappeared. He seemed to literally de-materialize in a puff of smoke.

Hel and Sarge held the shaking Cleo as they led her to a chair. Once she sat down, she finally blurted, "We've got to destroy him! We can't let him go! We've got to destroy him!"

"Calm down, Cleo," Hel said. "Now what was he? A betrayer?"

"Worse than that," Cleo responded. "He's a vampire."

Nobody noticed the large, silver sphere roll out of the bar. It reached the edge of the well without any problems. Once there, its thruster fired, propelling the ball upward and away.

It took a sedative to calm Cleo down. It wasn't easy to get her back to the lab, but once she got there she sprang into action.

She was full of orders as she walked over to Mauser. "We're going to need crucifixes. Those are crosses. They can't be hard to make. Do you know anybody who can get us garlic? That would be helpful. Now, the only way to kill a vampire is with a stake through the heart. Not a steak, a stake. A sharp, wooden stake. What? You can't get wood? Damn! Okay, silver. A silver bullet shot into his heart might do the trick. Or is that a werewolf? I'm always confused about that."

"Cleo," Sarge interrupted. "You still haven't told us yet. What is a vampire?"

"Nosferatu," Cleo explained. "The living dead. A re-animated corpse brought to a simulated life by supernatural and unholy means. They feed on the blood of the living."

Hel gave Cleo an incredulous look. "And you had a lot of these things back in the twenty-first century?"

Cleo looked back. "No! We thought they were legends. Myths. Monsters you see in horror films. We didn't think they were real."

"And maybe they're not," Hel said.

Cleo roared, "I know what I saw, Hel! He was real! And he came to get me! He wants me to be his undead bride! Well, if he thinks he can get Cleo the vampire slayer..."

Hel threw her hands up. "Enough, Cleo. Voice has been monitoring this whole escapade."

"And?"

"And she thinks the time has come for you to answer some questions."

Sarge went on the defensive. "Is that really necessary? Can't you see she's at her wits' end?"

Hel ignored her friend. "C'mon, Cleo. We saved your life, took you into our care, made you a member of our team. We've been as open as we could with you. Don't you think it's time you were open with us?"

"What do you mean?" Cleo asked.

"I mean we still don't know enough about you."

Cleo got confused. "What do you need to know that I haven't already told you? I'm just a poor, struggling actress from 2001. I had to work in a strip joint to make ends meet."

Hel nodded. "Yet you had enough wealth to afford a cryogenic freeze when your operation went bad. Where did you get that wealth?"

Cleo realized that was a good question. "I guess my HMO didn't cover it, did it? I'll tell you the truth, I don't know. I didn't even know they froze me until I woke up and saw you two."

"Didn't you ever wonder about it?" Hel asked.

"Sure I wondered. I just thought I was the victim of some kind of cosmic screwing."

"Well," Sarge spoke, "Who paid for your boob job?"

"That was my boyfriend," Cleo said. "He was rich. He fronted the money. I told him I'd pay him back. He said this was on him. He laughed at that. He said it was actually on me."

"Well, maybe he paid for your freezing."

Cleo thought about this. "Yeahhh...It must have been him. Now that I think of it, he did have stock in a cryogenic company. Did I mention he was rich?"

"Voice has a question," Hel said. "She wants to know about that guy in the bar. Did he look like your boyfriend?"

The question brought the panic back to Cleo's voice. "He couldn't be. He has to have been dead for 500 years. He can't be here now unless he's a...a vampire!"

"You said he was involved in cryogenics. Was he involved with anything else?"

The question forced Cleo to think. Thinking calmed her down. "Some computer companies. The latest in artificial intelligence. He was out to supplant Bill Gates. He had the means to do it, too."

"What was his name?"

Cleo smiled. "Anthony. His name was Anthony. We used go around introducing ourselves as Anthony and Cleopatra. That was a riot."

"Was that his first name or his last name? People in your time had more than one name, didn't they? What was his other name?"

"Anthony was his first name. His last name was..." Cleo's smile faded. "His last name was..." Her eyes flew open wide. "No! I never made the connection before..."

Cleo's knees started to buckle. Sarge caught her before she slumped to the floor. "Nooo...."

Cleo started to sob. "No....."

Cleo started to scream. "NOOOOOO!!!!!!!!!"

It was 3:00 in the afternoon, and it was a beautiful day on the surface of the Earth. He was standing in a field, puffing on his third cigarette when he heard the whistle. He recognized the whistle's tune. It was the five notes from the mothership in CLOSE ENCOUNTERS. He smiled. "That's five quavers, five semi-quavers, and five quavers. I'm glad you remember some of the films I got you to see."

Cleo walked out from behind the bushes. "Hello Beetle."

He smirked. The memories flooded back as though five centuries hadn't come and gone. "Don't call me Beetle. You know I hate being teased like that. You don't call me Beetle. I don't call you Mel."

"Just Anthony and Cleopatra," Cleo kept her distance. She had so many questions. She was surprised which question left her mouth first. "So, what's the deal with freezing me in full make-up and a designer swimsuit? I would have been more comfortable in a plain old hospital smock."

"That's right, you don't know," Anthony replied. "We had to make you look good for the cameras. My darling Cleo, you became the poster child for cryogenics. Your gorgeous bod in your plastic bubble graced my company's ads for years. It made you famous. I'm sorry you didn't enjoy your fame."

Cleo fought to keep the bile down. She always wanted to be famous, but not as a piece of meat in cold storage.

"You don't know how much trouble I went through to get you frozen," Anthony continued. "Cryogenic freezing wasn't legal in 2001. Only cryonic freezing was. You had to be dead to be frozen. I wasn't going to let you die."

"You were behind it all," Cleo interrupted. "And I didn't get it till now. The machines are called Bailies, and I didn't get it. They played the CLOSE ENCOUNTERS tune and I didn't get it. That's me, Cleopatra, the queen of denial."

"And that's me, Anthony Bailey, god of planet Earth. I am literally the god of this world. I've recreated it in my own image. I've returned it to its pristine beauty. No more pollution. No more global warming. All is right with the world."

"And the people," Cleo asked. "What have you done with the people? You've all but swept them off the surface."

Anthony nodded. "They were a major threat to the ecosystem. But they're happy enough in their underground dwellings. You've seen that for yourself."

"I swear, you were never this cold back when you were alive. What finally killed you?"

Anthony took another drag from his cigarette. "Lung cancer. But before I succumbed, I downloaded my memory patterns into a master computer. My original body died, but I lived on. Now I'm everywhere. I'm all over this world. I see all, and I know all."

"Well I got to hand it to you," Cleo mused. "You supplanted Bill Gates with a vengence."

Anthony nodded. "I had an edge over Bill Gates. I have looks and charisma. I'm actually attractive to women."

"It's true," Cleo countered. "You're Bill Gates, Warren Beatty, and Adolf Hitler all rolled into one."

Anthony raised his hand. "Join me, Cleo. I still love you. We can rule the world together."

Cleo shook her head. "I'm not going to be the bride of the undead. Thank you very much."

Anthony clicked his fingers. A Bailey rose up from behind a hill, and hovered toward them. "I wish you would reconsider."

Hel and Sarge burst in from behind the bushes. They fired at the oncoming Bailey as they surrounded Cleo. Anthony just stood there and grinned. "My offer stands, Cleo. As long as you do that is. Hope to see you again soon. I love you."

Cleo crouched behind Sarge and Hel as she watched Anthony transform. His human frame seemed to morph into a silver sphere the size of a bowling ball. A thruster fired from beneath the sphere, propelling it upward to the waiting Bailey.

Hel and Sarge continued firing as the three women ran back to the well.

"Voice says that was a mass sphere," Hel later explained in the lab. "A 170 pound ball that can transform into a human being if it's given the proper DNA encryption."

"Mass into man," Mauser mused. "A fascinating adaptation of Betrayer technology."

Cleo sat in the corner during the whole conversation. She didn't look like she was listening. Sarge grew concerned. "Cleo?"

"Is this why you thawed me out?" Cleo growled. "Is this why you got me to join your gang? Because I'm a direct link to the Bailies?"

Hel walked over to her. "We didn't know that when we found you."

"Didn't you? Well maybe you didn't, but maybe someone else did?" Cleo's eyes burned as she shot her next words. "I wanna speak to the head bitch in this kennel, Hel. I want to speak to Voice!"

Hel was about to shake her head, when all of a sudden, she looked up at the ceiling. "Very well." She looked back at Cleo. "Voice wants to speak to you too."

It wasn't a problem for Mauser to extract the receptor from Hel and place it in Cleo. Once done, Cleo walked away from the group. "Excuse us. We want to be alone."

Cleo was gone for some time. When she returned, she heaved a deep sigh. "Well...I'm glad that's out in the open, I guess."

The receptor was transfered back to Hel. Nothing was said about the incident. Hel and Sarge didn't ask what Voice told Cleo. They wouldn't learn the truth for another couple of decades.

Cleo was a lot older at this time. Her hair had gone from blonde to silver. She had gotten her breast implants removed a while back. She still cut an impressive figure as she strode toward the machine. The techs around her couldn't help but be impressed by the hero of the Bailey War. This was the first time many of them had seen Cleopatra in the flesh.

Cleo walked over to the supervisor. "Have you stored the material I require?"

The supervisor nodded. "The data bank has been placed on board along with the other equipment you requested. I must warn you, this time machine is still experimental. If you're thinking of going back to the year 2001, you won't make it."

Cleo shook her head. Such a trip was tempting only for a brief moment. She realized that she no longer felt any connection with the girl from twenty-first century. All of that seemed to have been another life. Another Cleopatra.

"I only want to go back in time a couple of decades," Cleo said. "Back to when the Bailey War started. I need to fight it again. Just to make sure we won."

The tech was confused. "You do realize it will be a one-way trip. We can send you back in time, but we can't return you."

"I understand all that. It's just that a girl's gotta do what a girl's gotta do."

"But what can you possibly do there? With all due respect, ma'am, you're no longer the athlete you used to be. How can you fight the Bailies?"

"How can you fight the Bailies?"

The tech was surprised to hear what sounded like her own voice coming from Cleo's mouth.

Cleo gave a huge grin. "I've always been a good mimic. That's how I'll fight the Bailies. If I can't use my brawn, I can always use...my voice."

Cleopatra was successfully launched in her time capsule at 1600 hours the following evening. All went according to planned.