-------------------------------
Makai...
On the edge of the Chaosgrounds...
--------------------------------

Shadow snarled angrily as he thought about Marionette, pacing around the pit of black water where he was born.

"The INSOLENCE..."

First she had defied him, then defeated him?!! The very thought was humliating for the demonic shadow. But what to do next? He had set the fool Rowdman on her, but there was no telling how he would do. Ever since he had been driven out of Marionette, he had been too weak to do anything save rest and recover. Now his strength had returned, and he had absolutely no idea what to do next. His memory was still returning to him in drips and drabs, leaving him with no clear idea of what to do. He sighed, shaking his head, and decided to check on Rowdman's progress. Reaching out with a wispy hand, he grabbed the air and pulled, literally ripping a hole in mid-air, as if everything around his was little more than paper. Stepping through the gap, he came out to a scene of carnage.

"Hmph. Rowdman's set up housekeeping I see," Shadow snarled.

Blood and gore adorned the walls like decorations for Christmas in Hell. The bones of Rip's victims littered the floor of the factory, scattered about with the reckless abandon of an infant. Shadow looked around for more of Rip's handiwork, and saw two gorged werewolves, in Crinos state, that he didn't recognize, laying asleep on the floor and snoring loudly. Shadow assumed that Rip had used the powers given to him to create two new packmates out of the survivors. He looked over the factory, his ghostly eyes passing over the pits that once held high-tech equipment, and the husks of old, out-of-date cars, and the various bits of skin...

Bits of skin?

Shadow looked again, and saw various sections of skin sewn together in a grotesque parody of macrame. One that stood out to Shadow was an attempt to make a heart-shaped pillow by sewing several removed faces together.

"Okay, *NOW* I'm starting to be impressed by this Rowdman character."

Pleased by this discovery, he began to float through the gutted factory, looking for his servant. He drifted by the manager's office, then paused, going inside. He laughed out loud when he saw what was inside.

Rip sat at the abandoned managers desk, asleep in the chair, his tongue hanging out of his muzzle, a bottle of Jack Daniels hanging precariously from his paw. Several other bottles, along with dozens of beer cans littered the ground. And tied to the rafters was a scrawny young man, hung upside down with his hands tied behind his back, stripped of all of his skin, dripping blood in loops and whirls on the ground. Shadow drifted up to him, and to his shock, the man cowered away from him.

"Alive! Well!" Shadow leaned his face down to the cowering man, and formed into the smiley face he used to lure Marionette into his hands. The man didn't relax one bit.

"P-p-p-please," the man stammered, the words hard to form as he had no lips, "D-d-don't hurt me anymore. You killed the others, just leave me alone."

Shadow just giggled, lightening his voice to a child's tone. "These other bad peoples killed your friends. I'm just saying hi. What's your name?"

"R-r-r-Ricky," The man began to sob, tears streaming down his lidless eyes.

"How are you still alive?"

Ricky shook his head, whimpering. "I don't know." He began sobbing. "We just wanted to rough him up. That's all. Just rough him up and take whatever cash he had. When he appeared out of that weird hole in mid-air, we just thought he was some goof in a costume, we..."

"'Weird hole in midair?'" Shadow said, reverting to his normal, thundering voice.

Ricky nodded, and began sobbing again. Shadow assumed his natural state, and Ricky screamed.

"Hmmmm...." Shadow said, considering the wreck of a man before him, "Ricky, perhaps you can be of some use to me yet." As Ricky stared on in confusion, Shadow sank into the floor. The terrified young man looked around, searching for some sign of the creature.

He never noticed Shadow enter his body through his own shadow.

As he seized control over Ricky's body, Shadow roared as the boy's pain became his own. Tuning out the agony of the boy's husked body, he rapidly seized total control, disgusted at the lack of resistance he encountered.

But then, how much resistance would you have left if you had your skin ripped off? Shadow mused silently as he searched the boy's memory for Rip's arrival.

--------------------------------
Ricky's Memory...
--------------------------------

Ricky laughed, sharing drinks with the current seconds-in-command of the remnants of Mad Gear, Dug and his girl, Roxy. It had been a good day. Ever since escaping Metro City Penitentary and coming to New York, it had been easy to bribe cops into letting them get away with robbery after robbery. Just today they had ripped off thirteen different gas stations and a medical supply company for over one hundred grand.

Not bad, if Ricky said so himself.

He ran a hand through his short, green hair and tossed a bottle of some fancy hooch called "CogNack" or something to that effect to Dug, who raised it up in a toast to Ricky, who had reminded them to hit a grocery store before calling a day for some booze.

Suddenly, as they were all taking their first drinks out of the booze haul, a blue portal appeared in mid-air. They all stared at it in amazement for a moment, when a man in a werewolf suit fell out of it. Ricky blinked at the man for a moment, then started laughing...

------------------------
The factory...
-------------------------

Shadow chuckled as he came out of Ricky's memories and sighed with Ricky's failing lungs. "Your loss, little one. Always believe."

Shadow then turned his attention to Rip, who was sleeping peacefully in his chair. Shadow looked at Rip's twitching leg and grinned, listening to him as he talked in his sleep.

"Judging from the way he's muttering and drooling, he was most likely dreaming about screwing his favorite bitch. A sweet dream, indeed." An evil thought came to Shadow's mind as he stared at Rip, and he decided to call upon an old power. Shadow manifested his true form around Ricky, reaching his clawed hands out and piercing Rip's forehead with etherial talons, the eyes of his host glowing.

"It would be nice to know where I got my powers," Shadow said, sighing wistfully as he felt Rip's dream start to change, "Oh well. Perhaps that shall return in time. For now, let's see how Rip responds to one of my happier memories."

Rip cooed in his sleep, and began to twich vigorously. Shadow shook his host's head as a dark spot appeared on Rip's pants between his legs. "Never done it with a machine before..." Rip muttered sleepily.

Shadow blinked his own eyes at this. "I don't remember that. Perhaps I should watch..." Every bit of Shadow's real form retreated back into Ricky's flayed body, save for the claws, which remained embedded in Rip's brain.

---------------------------------
Rip's Dream...
-------------------------------

Rip sighed, throwing aside the blankets as both he and his lover came down from their orgasmic highs. The woman shimmered in the dull light of the fireplace, her platinum-wire hair matted with sweat. The glowing green LEDs of her eyes glistened as she stared into the fire. Rip cooed and nuzzled her with his muzzle, gently squeezing her immense, pillow soft, silvery breasts. She smiled at him and hugged him, getting up and walking towards one of the silvery walls, the silver parts of her skin shimmering as the wire-covered parts of her body glowed, her immense bust bouncing gently from side to side. She touched one of the silvery-brown walls, and it opened up, allowing her pass through. Rip watched her go and sighed happily, relaxing on the soft, fluffy bed. He looked around at where he was, surprised at the change in his dream but not entirely displeased.

The walls themselves seem to be alive, a mass of silver wires going through brown rock that seemed to shift position even as he looked at it, making it hard for Rip to orient himself. The fireplace was a simple, silver square mounted in one wall, with what looked like machine code carved in the sides. The bed itself was carved of pure ivory, and the pillows stuffed with the feathers of swans. Rip could not ask to be in a better spot for a dream.

But the best part had to be the machine girl. He didn't know where he had cooked her up, but man oh man, she was one hell of a lover.

"Actually, Rowdman, I think she is someone I knew in a previous life."

Aw God no. Don't let it be 'im, Rip said, cringing. He looked over to his side, and there was Shadow, smiling like a kid who's found his Christmas presents early.

Rip sighed. "Hello boss. Come to check on me?"

"Sort of. I implanted one of the few things I actually *DO* remember into you as a way of waking you up. Apparently this is one of the better ones."

Rip grinned, laying on his side, propped up on one elbow. "H'apparently. Who's the babe?"

Shadow stared out where she left, frowning. "I'm not sure. She is familiar though..." he shook his head, shrugging. "Ah well."

Rip grinned. "Can you scat now? H'I have a mechanical 'otty to fuck."

Shadow grinned nastily, "I think not."

Shadow clapped his hands, and a bright flash of light eminated from them that blinded Rip. As his vision came back, he gasped.

The machine girl stood next to Shadow, who had one arm around her, both of them smiling at each other like old lovers. Rip snarled and tried to move, but found that his arms and legs were bound by leather straps. Panicked, he looked around, and saw that he had been tied over a massive charcoal grill. Rip struggled desperately to get away, yipping as his tail drooped into the coals, howling in fear.

Shadow smiled and handed the machine girl a knife. She grinned at Shadow, and then walked over to Rip, who was panting hard from the heat of the grill. She smiled and stopped between his legs, leaning over to give the doomed werewolf a good view of her silvery breasts. The fire reflected off of her silvery skin, giving the machine-woman a demonic appearance. Her eyes glowed bright red as she stood on the edges of the grill and a grinned, massaging Rip's rapidly hardening maleness with her soft hands. He looked at her hopefully as she did this, hoping that this was little more than a bad joke. The machine woman smiled, leaned down, and closed her mouth around his cockhead... and bit it off.

Shadow laughed as Rip howled in pain. The machine woman gulped down the chunk of meat in her mouth and grinned even wider, taking the rest of Rip's penis and balls into her impossibly wide mouth, and biting it off in one chomp.

Rip whimpered as he watched the machine woman chew up and swallowed his genitalia, blood oozing from her jaws as swallowed the last of the meat in her mouth, grinning with razor sharp teeth. She brandished the knife, tracing it down Rip's chest, grinning sluttishly. She paused when she reached the bleeding mass where Rip's groin used to be, and laughed, a high, screeching sound, and jammed the knife in, slashing straight up his body, opening him up to the chest, spilling out his intestines. The machine woman licked her lips hungrily and buried her face in Rip's innards. Rip howled in pain and despair as he felt himself being eaten by this hateful creature...

--------------------
The factory...
-------------------

"AAAAAAAAAHHHHHHHHH!" Rip screamed as his nightmare ended. He gasped for
breath, and then saw Ricky's flayed, bleeding body with Shadow's form looming out of it.

"YAAAAAAAAAAAAHHHHHHHHHH!!!" Rip screamed as he fell out of his chair. "Don't fuckin' DO that!"

Shadow laughed at him.

"Master Rip. What happen? We hear you... OH!" came a feminine voice.

Shadow turned and saw the two other werewolves. One had visibly thinning hair on top of his head, and clad in a ridiculous-looking orange vest and pants, a pair of sunglasses balanced on his bloodstained muzzle. The other, a woman with long, blue hair and a policeman's hat, looked like she was about to fall out of her clothing. Her EXTREMELY high cut jeans-shorts and white tank-top both looked like they had been too small for in human form. In her Crinos state, they were starting to become tattered, and the tail that came out the back of her shorts didn't help them any. She was the one who had spoken.

"Who you? Why you scare master?" growled the male.

Shadow just stared at them. Rip got to his feet and waved them down. "Guys. It's okay. This is me master, the one H'I told h'you about?" He turned to Shadow and grinned toothily. "Master, H'I'd like to introduce you to Dug Maxwell and Roxy Paul. They're me new packmates."

"I see you've been experimenting with the powers I've loaned," Shadow noted.

Rip nodded vigorously. "Aye. And they're amazing. H'I'm not sure what they h'all are, but they're bloody wonderful!"

"Hmm. And your accent isn't as bad."

"Yeah, well, it's only when I'm mad that it gets 'ellacious."

"One moment. This host is starting to die."

Rip stepped away as Shadow merged totally with Ricky's body. All of a sudden, Ricky's body shriveled into a dried, dusty husk, dropping to the ground. Shadow left the boy's body, smiling widely. Rip gulped, knowing what had happened. Dug and Roxy, however, were terrified.

"What you do to him?" Roxy demanded, her words hard to form in her werewolf state.

"I was hungry. So I ate his soul," he said simply. Then he began to laugh wildly. Rip, Dug and Roxy traded looks. Dug looked like he was about to say something, but Rip shushed him. When Shadow had calmed down, Rip asked him,

"So now what do we do, master?"

"Where is Marionette?"

"Still in the city. I just don't know where. She's wanted for murder and escaping from prison, that much H'I do know."

Shadow grinned, "Well well. This is even better than I expected, yes. The poor girl is now a fugitive."

Dug grunted, "Why you talk to yourself?"

Roxy snarled at him. Rip gave Shadow a terrified look. Angering this creature had already cost him his soul. He didn't what to ruin his second chance. Shadow, however, just gave him a bemused look.

"Because, Douglas, I have a penchant for intelligent coversation. Yes."

*BAM*

The demon and the three werewolves turned at the sound of the door slamming.

"Oy! Yo! What the fuckin' hell happened here?"

Dug snarled. Roxy laughed and turned to Rip and Shadow. "It just our old boss in Mad Gear, Damned. He stupid. Think we get stronger in New York instead of Metro City."

Rip chuckled, and began picking at a bit of meat that had been stuck in his teeth. "Shows what he knew. You two change to human and let me handle this punk."

Roxy shifted, her muscles shrinking and fur and tail retracting into her body. Dug growled. "No! I want to handle him! Hate him!"

Rip just stared at him.

Dug glared right back, then dropped his eyes, shifting back to his human state.

Rip grinned and gestured for everyone to follow.

----------------------------------------------
The main lobby of the factory...
---------------------------------------------

Damned flipped his blonde dreadlocks out of his face and stared at the carnage. "Whoooo-eeeeee! Whoever thu nigga was that did this must a been stoned out on some serious shit!" He giggled and snorted some of the cocaine he had scored off of a contact in the police. "Whatever it was, I gotta find some." Damned staggered in and looked about, a foot-long, overly-toothy grin permanently plastered on his face. He staggered onward a few more feet, then fell over. He got up, only to see Roxy and Dug.

"Hey, compadrones! Y'all still alive?"

Roxy nodded. "How ya doin', Dammy?"

"Heheh. A lot better now." He playfully pinched her bottom and let her help him up. Dug just stared at him. Damned ignored him totally. "Howz my favorite bitch? And while I'm askin' how Dug is, howz you?"

Roxy grinned. The smile did not reach her eyes. "Just fine. Better than ever."

Damned looked down, and saw to his dismay that he had spilled his stash all over his bright-red spandex pants and snake-skin boots. He grunted and brushed himself off, dusting off the white powder from his clothes and dark skin, straightening out his yellow vest. "What happened here?"

Dug grinned viciously. "Roxy and I got changed into werewolves. Then we killed everybody, redecorating this dump with what we didn't eat."

Damned, being the cultural type he is, responeded in a dignified, intelligent manner.

"Huh? Whut the HELL are you talking about, ya bald fuckhead?!"

Dug said nothing, just gestured into the shadows. Damned looked, and saw two bright red eyes glowing in the darkness. Blinking nervously, he backed away. As he did, a werewolf with charcoal black hair stalked out on all fours. It growled, its hackles rising. Damned blinked again, and suddenly realized he was in for a fight.

"Goddamn. Okay, ya shithead mutt. Bring it," Damned snarled, throwing aside his green shades and beckoning the werewolf on.

Rip grinned and launched into his Quick Cutter. Reacting with speed that shocked him, Damned hopped over the slash and stomped on Rip's back. Undaunted, Rip reached up and grabbed Damned as he prepared to jump on him again and pulled, slamming the huge man into the concreate. Pain shot up Damned's back as he instinctively rolled out of the way as Rip attempted to gut him.

Getting his ass handed to him by Guy, Cody, and Haggar on a regular basis back in Metro City had thankfully taught him SOMETHING about how to fight.

Rip snarled and leaped up, spinning in midair, extending both legs downward in a drill kick. Damned grunted backstepping the attack and lashing out with a fist, taking Rip in the jaw. Rip yipped and flew back, almost falling into one of the pits where the machinery used to be.

Shadow, meanwhile, watched Rip fight the gangster from the darkness. Something about this scene was familiar. Then another flash of memory came to him.

---------------------------
The past...
----------------------------

A brutish man with blue skin, white eyes, and silver hair and beard stood in front of a young werewolf with charcoal-black fur and glowing red eyes that looked to be all of ten years old. The man threw off the ornate sorcerer's robes he was wearing, revealing his immensely muscled body. The young werewolf gulped as he watched the man flex, his massive biceps flexing, making his pectorals bounce.

"So. Malken T'Arousi. Supossedly born of both a werewolf mother and a shadow that had been trapped in a humanoid state? It's an honor to finally meet you," the man said, a trace of sarcasm in his voice.

The young werewolf bowed and said, "Thank you, Lord Valdoll. But why have you removed your robes? Lady Tekla said that you would train me in magic..."

"Tekla is a pedophilic, cannibalistic whore of a machine who cares nothing for anything save her own pleasure. You'll be back with her eventually. But first you must learn from me. And let me tell you that this is the easy part."

Malken gulped, staring at Valdoll as his legs muscles rippled underneath the simple twist of loincloth he wore. "E-e-easy part?"

"Aye, lad. First you will learn all forms of magic from me, including the various mystical arts of fighting. If you live, I will send you to Samhain, who shall test your endurance in ways that disturb even Tekla and myself. If you have not gone insane, Tekla shall take you in again, and, if she's not to busy using you as her love slave, will teach you science. If you survive us, then you will be worthy to rule Makai in our place."

Malken nodded, and started to drop into a fighting stance. But before he did, he felt the need to as another question.

"What of the other seven former lords of the lands of Makai? The ones that reigned before the Infernal Trinity bestowed their benevolence on us all forty years ago?"

Valdoll folded his arms and stroked his beard, considering the young werewolf before him. Then he chuckled. "A smart one you are. Your mother wasn't lying when she said that you'd make a perfect apprentice. As for the former 'lords,' they will pose no problem for us. We forced the Shade Lord to hide in the light. The Festering King is our prisoner, slowing being driven mad by Samhain's torture chambers. We forced Aballam out of the Chaosgrounds and brought order to his accursed realm. Skindancer and his horde of weres are still free, but are more of a nuisance. Lucifer Maximoff is slowly being killed by Tekla's techno-virus, and his son Caine is nowhere near being ready to rule. Moira Aensland is dead, killed by my hand, and the head of her family, Belial, is being raised by Moira's lamia handmaiden who has nowhere near enough power to protect him. We took their lands from them. We will find them. And we will kill them all."

"And the Hive, and the rumors of a place called Majigen?"

Valdoll snorted. "The Hive aids whomever they think has the most power. In this case, the bugs joined us almost immediately. As for Majigen, we have found no evidence that it even exists. Therefore we don't care about it." Valdoll grinned. "You ask a lot of questions."

"I am sorry my lord."

Valdoll shook his head, chuckling. "No no, I meant it as a compliment. Always question everything, because nothing is as it seems. Now. Come child. Your first lesson in battle begins."

Malken nodded and took a fighting stance. Valdoll roared and ran towards the young cub...

------------------------------
Now...
------------------------------

Was that me? Shadow thought.

Shadow shook his head as the memory ended, and turned back to the battle. Damned was loosing badly. Desperate and bleeding from several places, Damned tried for his best move. Lunging forward and curling into a ball, he flew towards Rip, hoping that the cannonball blow would give him an advantage.

Rip ducked the blow and kicked Damned in the nuts as he rolled by. The gangster moaned in agony as Rip's clawed footpaws cut into him and he crashed to the floor, clutching his groin.

Shadow laughed, then blinked when he heard a noise outside. Moving through the shadows he wnadered outside, only to see a small bunch of thugs near a limosene, all snorting various kinds of powder. Shadow grinned and floated out to them, planning on a feast...

Groaning, Damned got to his feet, looking over at Roxy and Dug for help. He whimpered when he saw them start to change into their werewolf forms.

"Okay then," Damned said, his toothy grin coming back. "I believe y'all when you say there's no one left. But I'm not alone either." Backflipping towards the door and leaning casually up against it, he put his finger to his lips and whistled.

Several minutes passed, and nothing happened. Roxy and Dug began to giggle. Rip just shook his head, getting a small idea what was happening. Damned blinked and looked outside. He began to sweat as he saw Shadow devouring the souls of the last of the crew he had brought with him. He turned back into the factory, and yipped when he saw Rip right in front of his face.

Fuck it, Damned thought, I'd rather have Haggar bounce me off my head every other week than face this shithead. I'm gone.

"Well?" Rip asked.

"Later for me, homeys. The place is yours." He turned and walked towards his limo, idly saluting Shadow as he walked by, pushing a shriveled corpse out of the drivers seat. Damned put the pedal to the metal and got out of there at the limo's top speed. Shadow began laughing wildly again, starting back towards the factory.

Inside, Dug was livid. "WHY YOU LET SHITHEAD DAMNED GO?!? HE DESERVE TO DIE! HE STUPID!"

Rip just glared back at his packmate, noting with mild amusement Roxy's vain attempts to calm him down. "Down, puppy. I'm the alpha in this pack."

"Incorrect, Rowdman. *I* rule here."

Rip and Dug yipped and turned as they heard Shadow's thundering voice. They yipped again when they saw Shadow looming up to massive height.

"O-oo-o-f-of course, Shadow. I... uh... I was just making sure that Dug here knew that."

"Of course you were," Shadow said, a wide smirk on his face.

"What is plan?" Roxy asked as she sat down on a table, scratching her ear
with her leg.

Shadow blinked and thought for a moment. It was very late out. The sun was setting, and since it looked like the two new werewolves had been working all day, they would most likely be tired. As for Rip, he looked like he'd be needing to rest as well. Damned may have been a fool, but he hit hard, and Rip looked like he needed time to recover. He concentrated, and felt his mental link with Marionette was still intact.

"We rest tonight. And tomorrow we go to find my servant Marionette, and forcibly remind her that she *IS* my servant. Tonight, my flock, is the beginning of something grand, that I am sure you will all appreciate."

-------------------------------
Outside the factory...
---------------------------------

A powerfully built old man stood just outside of the door of the factory. His gray karate gi was unruffled by the slight breeze, nor was the ends of his rope belt. He stroked his goatee, and tied his long, receeding gray hair into a ponytail. He snickered as he listened to Shadow's oratory.

"That's my boy."

A wave of darkess appeared, revealing a man clad entirely in a skintight black ninja garb with purple overmantle, his face completely hidden by a purple mask.

The old man sighed. "Hello, Malakon."

The ninja snorted. "Don't get sentimental, old fool. You know why we want him."

"Yes. I know. But after everything he did back during the War..."

"Quiet you," Malakon snapped, "You sound like one of those fools on the Council. You know that this, and *ONLY* this is the way we can restore our lord."

The old man frowned, then nodded. "I thought you were sending Menori."

Malakon shrugged. "She was delayed. Taking care of... another assignment."

"Do I want to know?" The old man asked, grinning wickedly.

"No."

The old man shook his head as Malakon vanished again. He turned back to the factory to hear Shadow tell his pack to go to bed. He chuckled. He felt sorry for the werewolf. He seemed to care about his two new packmates. Too bad for him they were not part of the plan.

"See you soon, sonny boy," said the old man as he Ashura warped away.

---------------------------------
Castle Of Ozum...
Bedchambers...
-------------------------------------

The lord of the demons whrithed in fear as nightmares racked his dreams. In his nightmares, a piercing howl cut through the air as razor-sharp fangs and blood red eyes closed in on him. A wolf of pure darkness wanted him dead, and there was nothing that Ozum could do...

"RRRRAAAAAAAAAHHHHH!!" Ozum screamed himself awake. Sitting up with a start, he put his head in his hands and moaned.

"I've never had nightmares before. What could they mean?"

Then a thought occured to him. One he didn't like at all.

"Could the traitor be back?"

--------------------------------
To be continued...
---------------------------------