They stepped through the northern doors into cool night air, and Billy felt a real sense of relief, breathing deeply. He hadn't realized how afraid he'd been that they might never leave the Umbrella facility. Unfortunately, he quickly saw that they hadn't escaped, not exactly; the doors from the observatory had opened onto a long and narrow walk, leading straight to another building, perhaps fifty meters ahead. The walk was bordered on either side by water, some kind of reservoir or lake that abutted the east side of the facility.

They moved away from the observatory, then turned back to look at where they'd been, spending a few minutes trying to figure out where they were in relation to the lobby, to the rooms they'd seen. It was a lost cause. Billy had never had much of a sense of direction, and it seemed that Rebecca didn't, either. They finally gave up, turning their attention to the tall, foreboding-looking building at the other end of the path.

They walked toward it, Billy still taking in big lungfuls of the sweet, misty air. It was late, probably in the early hours of morning, but there was no sky-to judge by, only a great, gray cloak of rain clouds overhead.

"Where do you think we are?" he asked.

"No idea," Rebecca answered. "Somewhere with a phone, I hope."

"And a kitchen," Billy added. He was starving.

"Yeah," she agreed, her tone wistful. "Stocked with pizza and ice cream."

"Pepperoni?"

"Hawaiian," she said. "And pistachio ice cream."

"Gaah." Billy made a face, enjoying the conversation. They hadn't had much time to get to know each other, though he felt a kind of bond with her, the connection he'd often felt for others during combat. "You probably like orange food, too." "Orange food?"

"Yeah, you know. That unnatural orange color. They put it in macaroni and cheese, artificially flavored orange drinks, snack cakes, fried cheese curls...""Rebecca grinned. "Got me. I love that stuff."

Billy rolled his eyes. "Teenagers . . . You are a teenager, aren't you?"

"Just old enough to vote," she said, sounding slightly defensive. Before he could ask how she'd made it into S.T.A.R.S. at her age, she added, "I'm one of those brilliant whiz kid types, college grad and everything. And how old are you, grandpa? Thirty?"

It was Billy's turn to feel slightly defensive. "Twenty-six."

She laughed. "Wow, that's ancient. Let me get you a wheelchair."

"Shut up," he said, grinning.

"I said, let me get you a wheelchair! " she mock-shouted, cracking him up entirely. They were still laughing when they passed a small, open guardhouse set into the right side of the walkway, and saw the body on the floor inside.

Part of a body, thought Billy, his good mood drying up in a hurry as they stopped, helpless not to look. The legs and one arm were missing, making the face-down corpse look as though he--or she, it was too far gone to tell--was drowning in the thick puddle of blood that surrounded it.

Neither of them spoke again as they finished their walk to the building, sobered by the reminder of the tragedy that had occurred here. It was impossible tokeep it in mind every second; dwelling on the horror of the viral outbreak would make it too hard to function, and the occasional release of laughter was important, even necessary, to their continued mental health. On the other hand, if you could look at the body of a dead man and keep laughing, mental health became an issue in an entirely different way.

They reached the unknown structure, slowing, studying the layout. There were small paths branching off of the main walk just in front of the building, hemmed in with flowers and trees that had long since gone to seed, the paths disappearing behind roughly shaped hedges. There were a few unbroken outdoor lights, but only enough to make the shadows seem even darker. Not the most inviting environment, but Billy didn't see any zombies or leech people, which made it a hell of a lot better than the last place.

There were a few wide stone steps leading up to the double doors. Billy kept his eye on the shadowy paths as Rebecca walked up the steps, giving the doors a shake.

"Locked," she said.

"Hell with that," Billy said, following her up. He tried the handle himself, decided that while the wood was strong, the lock wasn't. Not even a deadbolt. "Stand back."

He turned to one side, lowered his center of grav-ity, and gave the lock a solid side kick, then another. On the third, he heard wood splintering, and it crashed open on the fifth, the cheap metal lock flying apart.

They both stepped into the doorway, looking inside. After all they'd been through, he thought he was past surprise, but he was wrong. It was a church, as ornate as any he'd seen, from the stained glass set high in the wall behind the altar to the gleaming wooden pews. It was also wrecked; at least half the pews were overturned, and they could only see inside because of the giant hole in the ceiling not far from where they stood.

"Look at the altar," Rebecca whispered.

Billy nodded. Not so much the altar itself as what was around it. On the platform at the front of the church were hundreds of burned down candles, tipped-over statues of religious icons, many of them broken or blackened with ash, and great bunches of dead flowers. It was, in a word, creepy.

"I'm okay with getting out of here," Billy said, raising his voice slightly when he realized that he, too, was whispering. "We should check out the grounds, see where some of those paths go."

Rebecca nodded, stepping back--and then something huge and black was swooping down toward them from the high, vaulted ceiling, something that emitted an incredibly high-pitched squeal, that fluttered and darted and flapped giant dusty wings. Time slowed to a crawl, long enough for Billy to get a clear look at it. It was some kind of a bat, but much, much bigger than any he'd ever heard of. The thing had the wingspan of a condor, easy.

It pulled up at the last instant, flew manically back into the darkness overhead, but had come close enough for a wave of its rotten-meat breath to wash over them. Billy pushed Rebecca back with one arm, grabbing at the broken handles of the doors with the other. He jerked them closed, wishing now that he hadn't forced them open, realizing only a second later that it didn't matter. They could hear the massive bat as it pushed its way through the hole in the roof, could hear its giant, ratty claws scrabbling at the shingles.

"Go!" Billy yelled.

They ran down the steps, Rebecca leading them to the right. There was more protection there, part of the pathway that skirted the building covered. It turned sharply, once, twice, the turns hidden by overgrown bushes and plants. Rebecca was fast, but Billy kept up, more than a little motivated by the image of those leathery, fluttering wings enfolding him, those claws piercing his flesh--

"There!" Rebecca slowed, pointed.

To the right of the path just ahead was what looked like an elevator, of all things, free-standing at the side of the church. Billy wasn't sure it was their best bet, but they could clearly hear the beat of wings overhead somewhere, the fiercely high squeal of the bat searching for prey. He followed Rebecca to the door, silently thanking God when the doors slid open to her touch. It was small, barely room for two; they shoved inside, saw that it only went down. Just as well; Billy had no desire to visit the church's belfry, see if the mad bat had any brothers or sisters.

Rebecca hit the switch to close the doors. Just before they closed, a zombie staggered toward them from seemingly out of nowhere, a woman, reaching toward them with fingers that were shredded to the bone. She moaned, revealing blackened teeth, and then the doors were sliding closed, shutting out the zombie, shutting out the high frequency screech of the infected bat.

They both sagged, leaning against the walls of the small elevator. They could hear the female zombie's hungry cries through the doors, hear the sharp scratch of her bone fingertips against the metal doors. Within a few seconds, her low, gravelly moans were joined by another voice, then a third, all of them wailing in eagerness, in frustration.

There were only two choices, Bl or B2. Billy looked at Rebecca, who shook her head, her face pale. Outside, the zombies continued to claw for entry, and Billy pushed Bl. The elevator didn't move."Okay, B2, then," Billy said, hoping that they hadn't just trapped themselves. He punched the button. The elevator started with a lurch, then descended smoothly. Billy edged slightly in front of Rebecca, readying the shotgun, hoping that the doors weren't about to open to a horde of infected creatures, all eager for a late-night snack.

The doors slid open without any sound, revealing a corridor littered with rubble, but otherwise empty. He pushed the button for B1 again, hoping for another option, but the elevator doors didn't even close. Apparently, they could either go back to the bat and the zombies or they could explore the second basement level. Billy opted for exploration.

He stepped out cautiously, Rebecca right behind. Like the training facility mansion, the decor, the architecture, was refined and probably priceless. The floor was marble, chipped but still polished to a high sheen, the hall lined with handsome support pillars, the entries high and arched. To their left was a stairwell that led up, choked with broken rock and shattered drywall. There was another door on the left up ahead, just before the corridor turned sharply to the right.

They paused at the stairwell but it was a lost cause, the debris piled floor to ceiling. If they wanted to go back up, it was the elevator or nothing .. . though at the moment, Billy did not want to go back up. It seemed like the constant barrage of disgusting, dangerous, frightening creatures would never end, and he was more than ready for a break.

"All those in favor of no more monsters," he said softly.

"Aye," Rebecca answered, her tone just as soft. She shot him a smile, but it looked strained. They started forward, boots crunching as they waded through the rubble.

Rebecca stayed by the first door as Billy quickly checked the rest of the corridor. There was one other obvious door, set with a combination lock--and a third possible door: Billy wasn't sure, it looked very much like the corridor simply dead-ended in a blue wall, but there was an elaborate shrine set up there-- twin statues bookended a profiled relief of someone who looked very much like James Marcus. There was no keyhole, but beneath the bust was an empty depression the size of a child's fist, as though it were missing a piece.

Lovely. Two more puzzle locks, Billy thought sourly, walking back to Rebecca. What was it with these people? If they needed to be so goddamn clever, why couldn't they just stick to crossword puzzles?

Thankfully, the first door was unlocked. They stepped inside, finding themselves in another shabbily elegant room, this one lined with bookshelves. A stained oriental rug lay on the floor in the room's first section. The room itself was vaguely U-shaped. There were several lamps on, making it the brightest room they'd been in all night, and besides the shelves, there were several low tables and a small desk with an antique typewriter. Billy walked to the nearest desk, picked up a scrap of paper.

" 'Trouble is unlikely, but I've taken precautions,' " he read. " 'To hide a leaf, put it in the forest. To hide a key, make it look like a leaf.' "

"Gee, that clears things up," Rebecca said, and Billy nodded. Again--what was it with these people?

Rebecca looked the shelves over while Billy walked the room, noting a large hole in the ceiling around the corner from the door. It was high, but using one of the tables . . .

"Most of these are biology," Rebecca called. "Mammalian, insectile, amphibian ..." "Come look at this," Billy called back. As she stepped around the corner, Billy grabbed the nearest table, pushing it under the hole. He still wouldn't be able to reach ...

"I could go up," Rebecca said. "Look around, find a rope or something for you to climb."

Billy frowned. "I don't know. Last time you went looking..."

"Yeah," she said, but her expression was set. She was willing, if not eager--and they had to do something.

Billy stepped on the table, interlacing his fingers to give her a boost. She climbed up after him, put her right boot in his hands, one hand on his shoulder. As before, she was light as a feather; Billy could probably bench press two of her without much trouble. He pushed her up easily, Rebecca disappearing from sight as she crawled through. A second later, she was back at the hole.

"Seems clear, but it's dark," she said. "Looks like a lab room, lot of shelves, couple of desks ... Let me see what I can find."

She disappeared again. Billy waited, staring up at the hole, reminding himself that she knew how to handle herself. She'd already proven herself stronger and more capable than any number of seasoned soldiers he'd known--and if there was trouble, she could just hop back down, nothing to worry about--

Rebecca let out a short, sharp scream and Billy's blood went cold.

"Rebecca!" he shouted, his gaze fixed helplessly on the dark hole overhead.

It looked like a lab, one that had only been used intermittently in the last decade, and hadn't been cleaned at all in that time. There was thick dust on the floor and shelves, but things had been moved at some point,leaving signs--tracks behind chairs, fingerprints on specimen bottles. Rebecca took a quick look at her immediate surroundings, then leaned back over the hole. Billy's expression was tense, expectant.

"Seems clear, but it's dark. Looks like a lab room, lot of shelves, couple of desks . .. Let me see what I can find."

She turned, surveyed the small room again--and realized that it was bigger than she thought, part of it hidden behind a large shelf that bisected the area. She wouldn't have noticed if not for the faint, pale, bluish light that seemed to be emanating from the hidden section. Holding her nine-millimeter, she stepped around the corner--

--and yelped, almost firing at the glowing, floating monster in front of her before she realized that it wasn't alive.

"Rebecca!"

"I'm okay!" she called back, staring at the bizarre creature. "Got a surprise, is all. Hang on."

She stepped closer to the human-sized specimen tube, filled with clear liquid, lit from inside. There were actually four of the tubes, all in a row, each containing a slightly different horror than the one before. The things inside had been human, once, but they had been surgically altered, and almost certainly infected with T-virus. She tried to think of some description to give Billy, but they defied description; grossly misshapen limbs hung from muscular, patchwork bodies, the nearly unrecognizable faces wearing bizarre expressions of anguish and bloodlust. They were horrifying. Past the row of humanoid monstrosities was a specimen case, filled with much smaller tubes. Rebecca leaned in, saw that each tube had a dead leech inside. She grimaced, was about to turn away--when she realized that one of the tubes was different. The leech inside was ... not a leech.

She pushed the dusty glass door aside and pulled out the anomalous tube, holding it up to the faint light. The tube's cap was glued or soldered shut, and the thing inside was leech shaped, but was sculpted or carved, and a deep, cobalt blue.

Why would anyone make a fake leech and then put it--

She blinked, remembering that piece of paper Billy had read from--to hide a leaf, put it in the forest. To hide a key ...

Rebecca walked back to the hole, held the tube out for Billy to see. "I think I found the leaf key," she said, and tossed it down. "Or I guess I should say leech key."

Billy caught it neatly, peered at it. "I'm pretty sure it'll fit one of those doors," he said. "Come back down, we can go check."

"The cap won't come off--" she started, stopping as Billy dropped the tube on the floor next to the table. He grinned up at her, then jumped down, stomping the tube with the heel of his boot. Glass crinkled and crunched, and a second later, he was holding the carving up.

"Not a problem," he said. "Come on."

She chewed at her lip, looking around the lab. There were file cabinets, papers lying around ...

"You go check. I'm going to see if I can find another map."

Billy frowned. "You sure?"

"Afraid to go by yourself?" she called, smiling slightly.

"Frankly, yes," he said, but smiled back. "Okay. I'll be back in a minute. Don't wander too far away, all right? If you need anything, give me a call."

Rebecca tapped her radio. "No sweat."

He gazed up at her another moment, then turned and walked away. Rebecca looked around the lab once more, focusing on the larger of the two desks in the room. "Okay, Marcus, let's see if you left us anything useful," she said, and moved to the desk, unaware that she was being watched very, very closely as she picked up a sheaf of papers and started to read.

This will not do.

He clenched his fists, furious. The children tried to soothe him, crawled across his shoulders, but he brushed them away, ignored their attempts.

Rebecca, reading Dr. Marcus's personal notes. Finding the charm that led to Dr. Marcus's inner sanctum, giving it to Billy. All they had to do was get to the cable car, perhaps pick a lock or two, and they could be on their way . . . But it seemed they would not leave the memory of Dr. Marcus alone, that they had to violate the very few privacies he'd left behind.

"Not if we stop them," he told the children, watching as Billy used the small effigy to open Dr. Marcus's rooms, as Rebecca rifled carelessly through Marcus's private papers. It had been an amusing diversion, watching these two, but it was over now. The world would have to learn the truth about Umbrella without them.

Time to send the children out to play.