Android 17 and 16 were currently flying towards Juniper town at break neck speed in hopes of finding their lost companion.

"Are you sure that Goku is in this town 16?"

"Yes, my sensors have picked up his power along with several other companions of his."

"Good, then he'll lead us to my sister even if we have to beat it out of him."

Android 17 couldn't help but smile at the thought of being reunited with his twin. Though he didn't have any real memories of before he became an android being separated from his sister left him feeling hollow and empty. No matter what they were doing 18 was always the more responsible one, though not without having a little bit of fun.

As the two closed in on the town they were greeted with the sight of several people feeling in their planes and cars, some even running into the wilderness to get out of the area.

Both androids landed and looked around in confusion. Buildings were totalled, and fires raged in the streets as clothes littered the streets. It was strange, no matter where they looked no bodies could be found, no wounded survivors or people gasping their last breath. Before either of them could speak a shriek of terror caught there attention. Following the sound a few blocks north, both 17 and 16 were greeted with a horrible sight. A giant green creature was draining the life out of a woman, his tail seeming to absorb her very flesh and bones as she withered away to nothing, and beside him stood Dr. Gero along with three other odd looking men that 17 recognized as 13, 14 and 15.

"Just what the hell is going on here?!"

The party looked over towards the new arrivals before the creature broke out a sinister grin, "Ah brother, so you've finally shown yourself. Good work doctor, i was starting to think this plan of yours wasn't going to work."

"Plan? What the hell are you talking about you big green freak, where are Goku and his friends?"

Dr. Gero laughed at his questions, "It was all a ruse to fool android 16 into leading you here. This is Cell, my masterpiece for revenge against Goku and the world that scorned me. Taken from cells of the universes best fighters, Cell can mimic the energy signature of any of them."

Android 16 focused on Cell and realized that his creator was speaking the truth, "He isn't lying, i still sense Goku, it is coming from that creature."

"Whatever, none of that matters anyway. I'm just looking for my sister, and if Goku isn't here then she probably isn't either. Let's go 16." Before the two of them could leave they found themselves surrounded by their three predecessors.

"I'm afraid I can't allow that, brother." Cell was now walking towards them, a famished look in his eyes, "You see I was created imperfect, unable to reach my true potential. As it turns out creating an organism that powerful requires some outside assistance. So while i grew in my test tube, the good doctor made my power sources into two other androids called Androids 17 and 18. You see I need you and our sister to become perfect, and i've waited a long, long time. Much too long to simply let you walk away."

17 was getting ready to charge the creature, but 16 stepped in front of him to block his view, "17, you must flee."

"What are you talking about 16? This guy just said he isn't complete, i'm sure I can take him down."

"No my sensors indicate that he is far stronger than you. If you fought him you would most likely be defeated and captured. For the sake of the Earth I cannot allow that to happen."

Dr. Gero grew furious at what he was hearing, "Android 16 stand down this instant! Your main objective is to kill Goku, which this will help us accomplish!"

"No that is no longer my objective. You created me with the capacity to think for myself but enslaved me with an overwhelming desire to vanquish Son Goku, but that desire is gone and with it I can finally think clearly. The Earth is precious, it is my home and I will not allow you or this creature to cause its destruction."

Cell simply laughed, "Well big guy, its not like you can stop me!" The creature through a punch with the intent to knock the android's head off, but was surprised when his fist was caught in an steel hold.

"Actually, I can." With that 16 threw a punch of his own which sent the creature flying through a few buildings before stopping as one structure collapsed atop him.

Meanwhile androids 14 and 15 took it as a signal to start the battle, as they engaged android 17 who found that they were much tougher than he expected. 17 was narrowly avoid the attacks leaving him no room to counter. While neither of his foes were capable of the same speed, they worked well together in tandem which more than closed the gap between them. Finally he broke free from the engagement with the help of his energy shield, forcing the two of them to back off, allowing him to vent his frustration, "How the hell are you rejects so strong, it shouldn't be possible!"

Down on the ground Android 13 answered him, "Well brother, the doc done gone and gave us ah upgrade. Ah guess he figur'd we'd need it to keep up with you new sleek models. But don't worry bout us splitting your wig yet, our creator done made sure that we know ta take you alive." Without a word Android 14 delivered a kick into the small of his back as Fifteen started the attack once more, leaving 17 once again on the defensive.

Piccolo arrived in Juniper Town and paused at what he was seeing. All of the androids the he'd come across were now against each other. Cell and Android 16 were fighting on equal grounds, though Piccolo assumed that if the stalemate continued then Cell would lose. Meanwhile Android 17 was fighting against two of the other androids that arrived with Dr. Gero, with another standing idly by.

'I can't worry about the big one, but if I can get android 17 out of there we can hide them away until Vegeta or Trunks take care of Cell.' A course of action picked out Piccolo smashed into the braided android with a kick which freed up 17 to knock away the little number 14.

"Number 17 we have to get out of here!"

"You again. Where is my sister, did you get her away from Gohan?!"

"Yes right now she's back at the lookout, but we have to hurry."

"Now that was plum rude of ya, steppin in to another man's fight like that. Didn' ya learn any manners boy?" Number 13 floated before them, his trucker hat displaying the proud Red Ribbion symbol for all the world to see.

"Looks like you've got more spunk to ya than this pretty boy. Ah'll kindly take you on big green."

Not waiting for a rebuttal Andorid 13 entered the fray, his speed and power much greater than the others as he and Piccolo seemed to be on even ground. While Piccolo expected that Cell would be a good deal stronger, he no way of gauging the other Andorid's power, so when 13 began pressing him harder the former guardian of Earth couldn't help but smirk, 'He's not nearly as strong as Cell. Good, i'll finish him the moment I see an opening.'

Android 17 was once again forced to defend himself from the two pronged attacks of 14 and 15, trying in vain to get one of them off his back. The two of them were very coordinated, keeping him between them without allowing one to fall under the pressure, but that didn't last long as an energy beam enveloped the shorter android, turning him into nothing more than a heaping pile of scrap.

The two fighters turned their attention to yet another new arrival, the female android 18 stood with her palm facing outward, "Fighting two on one has always been our deal, not the other way around."

"Heh, it's good to see you too sis."

Piccolo scowled in frustration, "18 what are you doing here?! Don't you realize what will happen if Cell absorbs the both of you?!"

"I don't care. I was not about to leave my brother to deal with that monster. Now let's deal with this trash so we can leave!"

"Good of you to join us Android 18, it saves us the trouble of hunting you down." Dr. Gero appeared behind number 18 and smashed her with a hammer blow knocking her to the ground. He had watched as fourteen was destroyed, but that mattered little now that both of the twins were here, 'Now we simply have to deal with these two interlopers and my revenge shall be at hand.'

Android 17 tried to assist his sister, but the persistent number 15 refused to allow such actions. The two of them continued to exchange blows, each one giving as well as the other now that it was a one on one fight, but soon it became apparent that 17 was still the stronger fighter. Once he got the upper hand, the black haired teen pummeled him with blows before launching a beam through that took his head clean off his body, ending the fight.

Dr. Gero looked on in apathy as the twins leveled themselves with him, "A familiar scene, two of my creations betraying me. But this time i'm sure you'll find that i am not so easily defeated."

"We'll see about that doc!"

Two sets of limbs flew into action, the duo working against their would be creator as he fended them off. Gero knew every move they would make, after all he was the one who programmed them and with superior speed it was child's play to avoid their strikes. After proving just how ahead of them he was, the old man smashed his foot into seventeen's stomach before delivering a road house to eighteen's face with the same foot. Both were forced to back off as the recovered from the painful blows, "Come now children, let your elder show you why he is your better."

Android 13 recoiled from another blow from the namekian, sneering in frustration at being bested, "You done gone an messed up now boy! Ah won't be holdn back no mo!" He stood with arms held out with an smile on his face as parts from both 14 and 15 flew through the air and melted into his frame. While no one but could sense it, his power began to rise dramatically as his body began to change to accommodate. His skin grew dark blue, his hair from white to red, and his muscles bulged to three times their previous size making him look like a completely new being.

He didn't speak, just smiled as Piccolo's attacks bounced off of his body like flies on a barn. He grabbed the green man by his head and slammed him into the ground before picking repeating the process twice more. He caught sight of android 16 who was still pummeling Cell and keeping him from his targets, and had a wonderful idea. Tossing Piccolo at the android he gathered a large amount of red energy in his hand and prepared to strike.

"Cell move out that way!"

With that he released his blast, a beam of energy that engulfed Piccolo with a wordless scream before it continued on and slammed into the big green android who was trying to hold his ground.

Cell was airborne, flying over the attack and making his way for the androids fighting Dr. Gero. He landed behind 17 and grabbed him by the back of the neck, freezing him in place as he struggled to break free.

"Ah don't struggle brother, it'll all be over soon."

18 tried to free her brother, but was booted away by Dr. Gero. She could only watch in horror as her brother was consumed into the tail of a monster, kicking and screaming the entire way. Once he reached Cell's core, the transformation started. His power began to skyrocket, facial features becoming less insect like and more humanoid as the color of his skin changed to become just a little bit darker.

Piccolo, 16, and 18 could only watch in horror as each one felt his power dwarf their own. Even Dr. Gero and 13 had to marvel at his strength. Cell began laughing as he flaunted his power, feeling as though he was on top of the world.

"I must say Doctor, this power is proof of your genius. Yet it is only half of what i need. It's a shame there isn't anyone strong enough to give me a real challenge before i become complete."

"Oh I think i might be able to help with that."

And there, atop one of the only buildings still standing, stood the prince of all sayains, a smirk on his face.