The once magnificent spectacle that was Silicon Tor, now lay in an enormous heap of rubble, and twisted metal. The work of the two virals, and the web sprite had been quite thorough, and very little now lived in G-Prime. Any of Megabyte's troops that had not been taken care of by Hexadecimal's nulls, had pulled back, and even those in the newly claimed sectors were regrouping in terror.

The firewall, and most of what it had surrounded, was all but a memory, lined with null tracks, and charred steel. The victors stood over their handiwork, surveying it contently. Grid was the first to leave, because to Hex and Emi, this had been a personal matter. Even more so than it was to him, and although he was confident he had found companions in them, he still felt out of place at that moment, sharing their victory, their revenge. Hex had put her arm around Emidecimal, and looked over at Grid. Although the look was one of gratitude, it also made it perfectly clear to him that this was a private matter, and he was no longer welcome.

With the help of two viruses, of all things, he had evened the score with Megabyte. That would prove to those ingrates at the Principal Office what he was made of. Within the cycle, they'd be begging him to come back.

"Ohhhhhhh dear." Said Phong, shaking his head. "This is bad."

Dot and Mouse sat also in the private office of the system's commander. "How bad Phong?" asked Dot.

Phong knew that the correct answer was, of course, "Very bad" but he decided not to word it like that.

"Either Hexadecimal, or Emidecimal… probably both, have taken out the firewall, and destroyed-"

"Phong," interrupted Mouse. "Skip the obvious, and explain to us e'zactly why this is a bad thing."

Phong shook his head. "No doubt, children, Megabyte has survived. And I fear he will not be pleased with the fall of his sector."

Mouse still didn't quite understand. "But, th' Tor is history. Blown to Userworld-Come.And there ain't no other place in Mainframe where he can do much damage except…" she silenced, and mentally answered her own questions.

Dot shook her head worriedly. "Phong, how much of Megabyte's army is still operational?"

"Let us pray that we never find out," answered Phong, adjusting his glasses.

A small storage facility just on the outskirts of G-Prime served as a makeshift viral headquarters. Megabyte sat, surrounded by spooked binomes, who were running this way and that, trying to salvage what they could from the Tor wreckage.

Cycle after cycle, he had locked horns with his sister, and time and time again, her hate for him had been shown plain. Why then, had he not expected her to do something foolish like destroy a firewall, just to get at him? He wandered outside for a moment, and caught a glimpse of the Guilded Gate Bridge on the horizon. His eyes narrowed.

"Chaos will triumph over order. That was what you said, was it not, dear sister? Is that a rule then? And who makes these rules?" His fists clenched. "Soon, Hexadecimal, it shall be I who makes the rules around here! Then we shall see to whom the final triumph goes. We shall see…"

He caught sight of Herr Doktor making a break for the new viral HQ, and caught him by the band on his head. "And what is that you have?"

Herr Doktor shook with fright. "It… It's part of one of my few creations that survived."

Megabyte recognized what this was a part of almost instantly. He smiled, revealing multiple rows of pointed teeth. "Now, Herr Doktor, I have many scores to settle. But there is a new one that I would like to nip in the bud, immediately. I want you to re-assemble this device."

"Javol!" saluted the binome, as he rushed away.

Megabyte surveyed the skies. "Yes, I think slavery would make a fitting punishment for treason…" he observed, and laughed softly to himself.

Phong had all but usurped Dot's office over the past few cycles, using it to go over massive reports of how to keep the firewall active, but now he was using it to ponder what to do next. Dot didn't seem to mind, and since Enzo had been nullified, she spent most of her time trying to keep busy. As far as anyone knew, she no longer slept.

He poured himself some cocoa, and tried to clear his troubled mind for a short meditation, but a vid-window appeared behind him and rang loudly. He sighed, and answered it. The screen was filled with a smug looking Grid, who spoke excitedly.

"Well Phong, what do you think of my latest piece, hmm?" he asked, gesturing behind him, at the wreckage of G-Prime. "Pretty impressive still-life if I do say so myself… Or at least it would be if anything was still alive."

Phong's eyes widened. "You mean… you had a hand in this?!"

"A hand?" asked Grid, insulted. "Yeah, with a little help from my friends, you could say I had a hand in it. What do you think? Did I make it look too easy, or is this sitting fine with you guys?"

Phong was dumbfounded. "You… How could you? Do you realize what you have done?! You have set the tiger loose!"

"Oh, and I suppose you planned to just keep him there for a couple of hours, huh? Face it. You guys made a mistake not trusting me. Look what I can do! I've done what you only dreamed of doing. Silicon Tor is no more! I think I've won a second chance."

Phong shook his head, pained by this. "You have learned nothing, child. You simply don't understand. Trust is a virtue that must be earned, not a prize that can be won. I am sorry Grid. I must ask you never to interfere in our affairs again. You are a civilian. It is time you began acting like one."

He shut the vid-window, and tried to fathom how he could possibly tell Dot that their web sprite had once again caused the war to take a turn for the worse.

Grid practically roared with rage. After all he'd been through for them… never again. No more Mr. Charity. He had his real job to do. Speaking of which… He zipped off to Level 31, taking yet another new route so that no one could catch on to his hiding place.

He landed under cover of shadows from two buildings on either side of him, and removed his icon.

When he established communications, the same voice as always, greeted him roughly.

"It's about time you checked in. News?"

"Plenty." Replied Grid, looking at the data pad that was now, without the passcode, useless to him. "And all of it's bad."

Megabyte had ordered Herr Doktor to find a test subject for his newly re-assembled device, and a small legion of viral binomes crept into the adjacent sector, which had also taken major hits from Hexadecimal's assault, finding a small family of "1" binomes near the docks. The mother and father were trying to rebuild their home, while their little girl played some distance away.

The captain turned to the other five, well-armed virals, and pointed at the child. Then he motioned for two of them to follow him. They all nodded, and sprung into action. The captain, and his team blocked off the adults, as the other three restrained the girl.

"Help!" she shouted, only to have her mouth covered by a gag. The parents turned, and went wide-eyed. They dashed towards their child, but the virals fired their scepters, and file-locked them.

The captain waved absently at the parents. "Dispose of those. We have Megabyte's test subject. Let's get moving!"

The girl watched, stunned, as her family was nonchalantly shoved into the energy sea, and then was finally, mercifully blindfolded.

"And how is my little guinea pig, Herr Doktor?" asked Megabyte.

"Sedated, mien grossen bitter. Unt rrready for zee experimunt."

"Good. Now, my troops are prepared to fetch me another, should the test become… problematic?"

"As always, Lord Megabyte."

The "test subject" was strapped against a panel on the wall, and covered over by a large metal plate. "Ssssssssssrow ze svitch!" cried Herr Doktor, who turned to watch the metal plate begin to glow a fiery red. After a few seconds, the plate was removed. The child's body was limp, but un-scarred.

"Well?" asked Megabyte, turning impatiently towards the Doctor.

Herr Doktor pounded on the equipment, distressed. "No reading, my Lord!"

Finally, the screen registered a blip, and Megabyte turned eagerly towards the binome. Her head twitched to the right, and slowly, she opened her single, glowing, soulless, green eye.

"It's ALIVE!" cried Herr Doktor, laughing madly. "It's ALIVE!! Ah-hahahahahahahaha!"

Grid was still reporting his findings to the mysterious voice on the other end of his icon's connection.

"I received your report, and it's all very fascinating," intoned the voice, sounding far from fascinated. "But it doesn't tell me anything I can use. Now, I need to tell the council something. What is your final assessment?"

"Look, it's not that simple, I don't think I can come to a decision like that just yet. If I could have more time-"

"Fine! Fine! Whatever, but I need something, you know? Best guess."

"Well…"

The voice was finished playing. "That's an order!"

Grid sighed. He thought of Megabyte. He thought of the war. He thought of the people who wouldn't even trust him. "Hostile," he responded.

After Grid had finished checking in, he realized that, for the first time since he arrived in Mainframe, he had absolutely nowhere to go. He looked over towards the Principal Office, but something caught his eye. It looked like a restaurant. A neon sign (which apparently, wasn't working) said "Al's". Although the place looked terrible, it did appear to be open.

He wandered through the open doors, and took in the decor… or lack thereof. No one else in the restaurant seemed to take any notice of him, and he saw no one behind the counter. He wandered up to it, and called towards the kitchen doors.

"Hey, anyone back there?" he called.

The only response he got was a muffled "What?!", but just then, a brownish 1 binome entered from the back door, and stood behind the counter, staring indifferently at Grid.

"Can I help you?" he asked, sleepily. Grid was amazed how long it took for him to complete the sentence. Talk about low clock-speed.

"Yeah, I was-"

"Hang on! Gee. Don't be so impatient. Can't you see I'm busy?"

Grid could see no such thing, but decided to humor the binome as he continued to stare blankly at nothing in particular. After what felt like forever, the binome blinked and seemed to notice Grid for the first time. "Next?" he called.

"Uh… yeah, that'd be me. Listen, I haven't accessed anything in a while, what's ready?"

The waiter looked at him like he had three heads. "Can't you read the sign?" he droned. "This is a slow-food restaurant. Nothing's ready. You want it, you wait for it. Now, would you like to place your order?"

"Well… I don't know. Whatever."

The waiter nodded, as if that was a reply he got a lot. He called back to the kitchen. "Hey Al, one Bits and Bytes Special, and try not to step on it."

"What?!" called back the same voice as last time. The waiter gave him a card with the number 39 written sloppily on it.

Grid sat at the counter, wallowing in his contempt for Mainframe in general. Finally, he said what he'd been thinking out loud. "I hate this system, no one here has any sense of fun."

The waiter just groaned. "You aren't going to start that are you? You wanna pour your heart out? Go to a bar."

Grid blinked surprised. "There's a bar in Mainframe?"

The waiter thought about this for a moment, and sighed. "No. Alright, fine, yammer away…"

Megabyte tapped his foot impatiently. "Is it ready for use again, yet?"

Herr Doktor sighed. "I am sorry my lord, but zees is not zee Tor. It is taking longer zen usual."

Megabyte just glared. "So I see."

"Zere, ees somezing I do not understand, mien grossen bitter, how are we going to lure Grrrrrid back here?"

Megabyte just smiled evilly at the binome, who deflated in understanding. "Vait… let me guess. Live bait?"

The virus' smile turned more friendly. "You know, Herr Doktor, no matter what people tell you, you're not as dumb as you look."

Grid was continuing to rant at the now semi-comatose waiter, and munching on chips. Anyone just looking in might have suspected he was drunk, but of course, even if he had ordered something alcoholic, it wouldn't have been ready just yet.

"Ever wonder…" he began wearily. "Ever wonder what it would be like if you could just… you know. If you could just push the button? Just say the word, and make someplace… just go (he gestured appropriately) *boom*? Just blow it to the Web, and leave no trace it ever existed?"

The waiter almost looked passively interested by that, and even offered a reply. "No."

Grid turned a chip over in his mouth a few times, then crunched it down. He picked up another, a little off-color, and examined it appraisingly. "What would you do if you had that power? If someone let you play User. If you saw an imperfect world, a dangerous place. A threat. Would you…" he finally came to a conclusion about the deformed chip, and crushed it in his fist.

The waiter removed the toothpick from his mouth. "So what's it like where you come from?"

Grid sighed. "It's beautiful. We've accomplished some great things, and we live good. Of course, it's not perfect. We have our shares of fights, disagreements, and not everyone is that nice… but if you can look past all that…" he furrowed his brow, then dropped his head sadly, in realization. "It's a LOT like Mainframe."

He stood up shaking his head in disbelief. "This is wrong… I was wrong. I've got to stop it!" he dashed out of Al's.

The binome stared after him, tiredly. Then his lifted his hand and smacked the bell on the counter. "Now serving 39…" A painfully long silence followed. He sighed. "Oh… the hell with it…"

The Web Sprite sped back to his hiding place. "How could I have been so stupid? I've forgotten about the people who aren't jerks! This isn't right, I hope they don't chew me out for this…"

He tried to figure out how he was going to retract his earlier statements to his superiors, when something caught his eye. In the sky, in broad daylight, was a crippled ABC. It was out of range of the P.O. guns, but stayed in plain sight.

It's trying to get back to Megabyte… thought Grid. He quietly zipped up behind it. Then he heard an unmistakable, panicky voice come from inside it.

"Can't zees thing go any faster? Lord Megabyte will have our heads if we are spotted!"

It was that sick doctor that fried those two binomes' memories. What luck! Maybe he could do some recon, and help the sprites in the Principal Office. Dot, Phong, even Mouse. He owed them this. He owed himself.

He grabbed the back of the ABC, and hung on, keeping his balance as best he could on his zipboard. He'd done this before. 'Skitching' was the slang term for it. Not exactly a safe activity, but it was a heck of a rush.

It took him to the outskirts of G-Prime, and he was able to determine the building it was headed for. He let go of the ABC, swooped down, and hopped off his zipboard. He'd have to make the rest of the trip on foot.

One of Megabyte's officers lugged a small energy canon up to the giant virus. "Excellent, Lieutenant. This will serve us well." He said grinning evilly.

The binome wiped his brow. "It's been upgraded per your instruction sir! If I may ask… what is this for?"

Megabyte smiled. "I'm so glad you asked. This little device will serve me well in the upcoming attack."

"What attack?"

The virus' eyes narrowed into slits. "On the Principal Office."

"With all due respect, My Lord, this cannon sucks up a lot of energy for something so small. Where are we going to find a power supply capable of running this?"

Megabyte carefully fondled a data pad in his hand. "Oh, I'm sure one will turn up, very shortly, heh heh…"

He continued to laugh as he examined the info the pad contained: The scan he had done on Grid, including his energy readings.

Mouse was thrown out of the chair she had been dozing in, by a loud alarm klaxon. She collected herself, and looked around. Behind her, Hack and Slash were working themselves into a frenzy.

"Its coming!"

"It's here!"

"It's apeck-"

"Apoco-"

"A picking lips!"

"The end of the Net!"

"That's what I said!"

"Mouse!" Shouted Dot from below. "What's going on?!"

Mouse was staring at her terminal in shock. "ABCs… I've got ABCs powering up!"

"How many?" demanded Phong. There was a long pause.

"MOUSE!" shouted Dot. "How many?!"

Mouse looked up from her terminal, wide-eyed, and white as a sheet. "Sixty."

Grid crept stealthily against the building, looking for a door, or… a window. He saw one, slightly ajar, leading into the basement, and just large enough to crawl through. He slipped through it, and landed in the dark. His eyes began to glow a dark blue. This whole thing smelled funny. It reeked of something… like a trap.

That's when he felt the cold, metal hand clasp across his throat, and cut off his windpipe. He struggled, and squirmed with terror. And just before everything went black, he could have sworn he felt his neck snap.

Dot was a ball of fire, trying to get everything ready for the inevitable attack. Stations were taken, alarms were sounded, weapons were loaded. Then, as quickly as it had begun, it was finished, and they were faced with the terrible knowledge that they were as ready as they would ever be.

Every living thing in the Principal Office held it's breath. An eerie silence fell over them, and not a sound was heard for what felt like forever. If the P.O. was a heart, it was clenched in Megabyte's fist, waiting for him to give it a final crush.

Dot looked around from the very center of the Command Center, the very center of the system. Holding back tears of total despair, her gaze fell on everyone there, her team. Her friends. A tingle of hate crawled up her spine. These were her people. This was her city. This was her home. In that moment, she swore to the User, or whatever higher power there may be, that this was hers. All she had left. And she'd be damned if she let Megabyte have it without one hell of a fight.

Never. She told herself. Not today. Not tomorrow. Not ever. It ends HERE!

Mouse's voice finally broke the silence. "Here they come…"

Megabyte surveyed his new domain with satisfaction. Chaos would not triumph here today. Only he would. He shifted into a cross-legged position in his limo. An army of ABCs was waiting for his word. Waiting for the order to fulfil his dream of conquest.

It was not long in coming. "Fire when ready."

On the front lines was a lone figure on a zipboard. An energy cannon, larger even than his head, on his left shoulder, began to whine with power. Grid's eyes glowed a lifeless green, and the cannon clicked, fully powered. If one had looked closely, they might have observed, if only for an instant, a change in eye color from viral green, to a glowing deep blue. But it was gone too quickly to be noticed, and the energy cannon fired.

The enormous blue ball of pure power flew silently, and methodically through the air, until it crashed with an incredible flash of energy against the shield, which buckled under the strain.

Then, the ABCs followed suit, releasing rays of green death. Megabyte followed the volley with his eyes, and when it hit, he knew once and for all that Mainframe was his.