Well, this was unexpected.

The creature codenamed 'Ustanak' surveyed the scene below him, standing strong despite the severity of his injuries. His two main targets, Jake and Sherry, had proven themselves capable of outwitting and defeating him, but he knew he was strong, much stronger than both of them. Yet with the assistance of these two new people, they had proven a very difficult challenge. While they were not his primary targets, they were far more troublesome than he expected, judging by his extensive injuries, though he knew he would recover.

He thought about what to do next. Orders were to recapture Jake and Sherry, and as he knew those two could take far more than any normal human or even a J'avo due to their unusual…nature, thus he could unleash attacks on them that would prove fatal to normal humans, but would be just enough to knock the two unconscious. It would be logical to simply kill the two interfering people. However, they too, were far from normal, but not in terms of genetics; they were simply more skilled and experienced than his main targets, and trying to separate and finish them off individually was exceedingly difficult.

It was a problem he needed to solve fast.

While most of his weapons were large and could be displayed openly for all to see, there was a weapon Ms Wong had given him earlier, saying it could be useful to 'soften up' his targets, provided there were normal humans nearby. He was aware his targets were immune to the C-Virus( though only Jake carried the antibodies) and the weapon should not have any effect on them. On the two troublesome agents, though…

Using his left hand, he pulled the small weapon out, and activated it before throwing.

"What the hell is he doing?" Jake snorted at the giant B.O.W. that had been hounding them ever since Edonia. Even after a long fight that saw piles of gas tanks being detonated in front of its face, and combined fire from four guns, it was still standing? Jesus, couldn't it just die?!

He watched as the persistent bastard pulled out something small and threw it at them. His eyes grew wide.

"GRENADE!" he yelled.

The three others gave similarly alarmed gasps and leapt out of the way. However, rather than rolling on the floor and exploding, Jake noticed that the small, round object seemed to poof into nothing in mid-air. There was a brief whooshing sensation, as if something small flew past his ear at high speed.

"MOTHERFUCKER!" he yelled as there was a prickling sensation on his cheek. He grasped the hard object before pulling it out, and he glared at it. It was a tiny needle, the type used in improvised nail-bombs used by budget mercenaries.

What did that bastard just do to him?

Leon groaned as something got him in the arm, Sherry crying out as he pushed her behind him to shield from what he thought to be an explosion. Helena similarly yelled in pain as she shielded her eyes with her hands, which now burned with pain.

"What…" he muttered as he pulled out the needles sticking to his forearm. It burned and itched, and he felt…sick, like the burn was spreading. He gasped-nearly 15 years worth of fighting B.O.W.s had made him realize what had happened to him. It didn't matter if the virus was different; he knew what had happened. He just stood there, gaping in shock as the reality set in.

Helena stared at the thing she pulled from her palms. Something in her unnerved her, telling her she knew what it was, but she did not want to accept it, refused to accept the reality.

She started coughing as there was a massive explosion behind the giant B.O.W. It was just nursing the wounds to its stomach, before it looked at them and uttered something resembling a laugh. The electric tower behind it exploded and creaked, and she hoped it would fall down and crush the bastard the next second.

What bothered her most was how calm it seemed now, like it was waiting for something. She coughed again as she suddenly felt very feverish; Leon was sweating and coughing profusely as well as he wiped his forehead.

Jake was preoccupied with glaring at the B.O.W. and shouting obscenities at it, telling it to come down and fight them. Sherry was the first person to notice something was wrong with Leon and Helena.

"Leon…? Helena…?" she asked as she turned to the two agents, who by now were constantly coughing and sputtering. She though back to the needle bomb the B.O.W. had thrown. Did it…

No…it couldn't have, it couldn't be!

But she knew what it was. And she also knew she was powerless to stop it. Completely powerless. And so she just stood there in shock as tears started to flow from her eyes.

"N-No…" she whimpered as she put her hands to her mouth.

Helena was trying her best to focus on the B.O.W., but she could not. Nausea, coughing, fever.…if it was any ordinary day, she would know it was just flu, but now that she thought about it…thought about Deborah before…

Impossible.

There was a wracking scream behind her. She turned around to see Leon screaming as he fell to his knees, hands grasping his head.

"Leon-" she started to say when he suddenly burst into flames.

"Oh my God!" she yelled. Jake spun around, alarmed, and stared at what was happening.

Sherry was still standing there and crying.

"L-Leon…" she croaked. Her savior, her protector, her guardian, her surrogate brother after Simmons and her real father…now destined to become a monster…

The combustion started to die down, but now greenish-grey goo was pouring out his bare skin, pooling out on the ground. He knelt down as he was consumed by the viscous liquid, fully aware the B.O.W. had thrown a C-Virus dart bomb at them. As the goo covered his face, he was able to think about only one thought.

"Sherry…I'm so sorry…"

The ooze started to slowly crystallize, and soon the thing before them was not Leon, but a solid cocoon on the ground with an impression of Leon's face, a defeated expression on it, permanently imprinted on the front of the Chrysalid.

Ustanak watched the scene with interest from above. It had taken a bit longer for them to turn, but he could already see the effects on the woman. It would only be a matter of time until she, too, would become a Chrysalid like the man.

Jake could only stare at the Chrysalid that had once been Leon. On one hand, he distrusted him, seeing as he was one of those 'government types' ; on the other hand, he had proven himself a very good fighter.

Actually, Jake was willing to say Leon was even better than Jake at fighting, and he was clearly a very important person to Sherry.

Sherry and that other woman…Helena, her name(whom he now noticed was very sickly-looking) were grieving over Leon now. If it was just another Chrysalid, he would not hesitate to use his inhuman strength to tear it apart, then use a whole box of matches to burn up whatever pathetic half-man-half-monster was in it, in a mangled state of transition between two very different bodies, whether it was alive or not. Or just stomp the poor thing to death.

But he had the feeling that if tried to do that to Leon-what was once Leon- now, the consequences would not be good. As much as he didn't want to admit it, Jake liked Sherry in the same way he admired the courage of mercenary friends who he used to think were wimps. And he was a man with few friends, hence his ease at killing his former allies by the dozens in Edonia. Losing a friend was something Jake did not need to happen now, especially when he would trust said friend with his life. And Helena was a ferocious fighter—he wasn't too sure about his chances if he decided to kill something that once cared for her.

Frustrated, he decided to take it all out on the guy who did this.

Turning around, he glared straight into the B.O.W's face.

"You fucking satisfied now, huh?! Come on, come down and settle this like a man! "

He pointed at it.

"Only a sissy would hide up there and use cheap tactics like this!" He picked up his assault rifle from the ground and fired non-stop at it, not bothering about ammo conservation—this was a way of releasing his anger. The B.O.W. just stared impassively before it ripped off a piece of metal sheet from the burning plane, using it as an impromptu shield to block the bullets.

"Jake…Jake, stop it, it's pointless,"

Jake turned around and glared at Sherry.

"Don't you wanna kill him for doing this to your…friend?" he said in a dangerously quiet tone.

"I WANT TO!" she yelled, displaying clear fury, "but right now we need to put Leon down before he comes out! You know the C-Virus, Jake! We have to do this!" she forced herself to say, her voice straining from the pressure as tears painted her face.

Jake angrily looked from her to the B.O.W.( who was watching with interest, still waiting for the main event to happen) when he noticed Helena suddenly descend into a very bad, hoarse coughing fit.

He lifted his gun, aiming it at her as Sherry quietly said, "She's infected too. Oh God…"

She did not answer the statement, coughing too hard. Her throat burned and itched for water as her mind went fuzzy, her vision going dark. She massaged her temple as she fell to her knees, a splitting headache overtaking her. As her eyes recovered, something wet dripped on her hand.

"W-What..?"

There were several drops of blood on the back of her hand. She was coughing blood.

That was what she could comprehend before she felt nothing but searing pain. She screamed and flailed her arms, the overpowering burning sensation touching every part of her skin, burning away her clothes. Her mind was so preoccupied with the pain, the only other thing she could do was reach her arm out to Leon's cocoon. An act that was increasing difficult, as the fire died down and she found it increasingly harder to move, as though her feet were rooted to the spot. A slimy, slithering sensation replaced the searing pain, she could feel it coming out of every pore, see her arm stiffen as slime covered it and drooled to the ground.

"Was this what Deborah felt like too?" she solemnly though as she went blind, ooze covering her eyes.

Sherry gasped as she saw Helena burst into flames and transform into a Chrysalid too before her eyes, Jake giving a similar expression of shock. There were a few moments of silence, the only sounds being the steady crackling of the fires around the area and Jake and Sherry's shallow breathing.

"We…we have to do it. We have to kill them," Sherry of all people said with a tone of finality. Jake looked at her in surprise.

"Wait, you're…prepared to do it?"

A look of sorrow passed her face.

"You know as well as I do that giant B.O.W. infected them as a bullshit tactic, to soften us up, literally and psychologically," she stated. "We're not gonna give it that satisfaction. We'll put them to rest," she sighed. "Leon would have wanted us to do it."

They were both acutely aware their ammunition supply was heavily depleted from the earlier round, and they likely would not have enough to grant them a quick death. If they were ever forced to use melee, they knew how… traumatic it was to see an unfortunate soul prematurely broken out of its shell.

Jake was quiet for a moment before he nodded. He then readied the rifle, aiming down the sights. Sherry aimed her pistol.

"Goodbye, Leon, Helena. I'm so sorry for this…may you find peace on the other side." she said.

They opened fire. The bullets ricocheted off the cocoons, leaving scratches and cracks, but not much else. The shells were very resilient, often taking several clips of assault rifle fire before it even started leaking fluid, and even more before they fell apart to spill their malformed contents.

Sherry's pistol went dry. She patted her belt, only to realize there was none anymore. Jake already knew he was on his last clip, and after 26 shots the gun only clicked. There was no other choice now. Sherry took out her stun rod and nodded to Jake, who clenched his fists, aware of the strength he inherited from dear old Dad and what it could tear apart.

Whatever they were about to do next, they were interrupted when the B.O.W. roared and jumped down from its perch. From their position, they could see that most of its wounds had healed. Apparently, it knew that they had run out of ammunition and decided it could play first before the monsters in the cocoons inevitably hatched.

It replaced its hand device with the grappling claw type, and roared in a way that resembled laughter. Jake and Sherry were now lost; should they now redirect their attention on the giant B.O.W., or continue to focus on laying Leon and Helena to rest before they emerged?

Fate apparently decided to take action.

As the B.O.W. flexed its mechanical claws in that oddly arrogant way, it failed to notice the burning pylon behind it as it creaked even more. Suddenly, there was a massive explosion at the base of the structure, and the metal gave one last whine before it started collapsing.

A look of surprise seemed to appear on the B.O.W.'s face as it looked up.

It also appeared the tower was tall enough to cross the length of the airfield.

"SHERRY!" Jake yelled as he pushed the dazed girl aside, just as the tower smashed into the ground, bursting into flames, crushing their enemy in the process.

And separating them from the two cocoons, which they could still see from here.

Sherry fell to her knees in despair. "We…we couldn't save them…" she wept as the true scale of what just happened occurred to her. Leon, and his new friend Helena, were dead. For all intents and purposes, the people they once were are dead—now mindless brutes to be put down.

She would have continued that way had Jake not put his arm on her.

"C'mon, we gotta go…there's nothing more we can do for them. Reaching Simmons is our priority now." he reminded.

Simmons…

The last fact Leon and Helena told her was that Simmons could not be trusted, that he was responsible for the outbreak in the US. She personally knew Leon was not the type to lie, especially to a surrogate daughter like her.

She will get to the truth. She will do it, as one last thing to honor them.

"Yea…we gotta meet with Simmons….let's go,"

And with that, the agent and the mercenary left the scene.

Several seconds after they had left, a crack opened in the shell of Leon. Steam poured out of it, and the crack split even wider. The bubble-like sac within rapidly expanded, and a monstrous figure burst out of it, spraying goo everywhere, as it gave a mighty roar.

Rate and review, please. Would appreciate if problems or out-of-character moments are pointed out.