ChWilliam Birkin hurried through the underbelly of the water treatment plant, spooked by the echoing clang of his footsteps through the cavernous corridors as he made his way toward control B on the first basement level. The place felt cold and dead, like a tomb--which was not a bad analogy at all, except he knew what wandered behind the locked doors he passed, knew that he was surrounded by an abundance of life, such as it was. Somehow, that awareness made the distant echoes of his every movement seem that much more sacrilegious, like shouting in a mortuary.

Which it is, really. They 're not dead yet. Your colleagues, your friends. ..Get a grip on yourself. They all knew this was a possibility, all of them. Bad luck, is all. Bad luck for them. He and Annette had been at the facility downtown when the spill had occurred, finalizing the breakdown of the new synthesis.

He'd reached the executive stairwell at the back of B4 and started to climb, wondering if Wesker was already waiting. Probably. Birkin was running late, he hadn't wanted to leave his work for even a moment, and Albert Wesker was a precise and punctual man, among other things. A soldier. A researcher. A sociopath.

And maybe he was the one. Maybe he leaked it. It was possible; Wesker's loyalties lay with Wesker, always had, and though he'd been with Umbrella for a long time, Birkin knew he was looking for an exit. On the other hand, crapping in his own backyard wasn't his style, and Birkin had known the man for twenty years, give or take. If Wesker had caused the leak, he certainly wouldn't be sticking around to see what happened next.

Birkin topped the flight, made a turn and started up the next. Allegedly, the elevators still worked, but he didn't want to risk it. There was no one around to help if something went wrong. No one but Wesker, and for all he knew, the S.T.A.R.S. commander had decided to go home.

At the top of the second flight, Birkin heard something, a soft sound from behind the door that marked the second basement level. He paused a moment, imagining some poor soul pressed against the door on the other side, perhaps mindlessly beating his or her dying body against the obstacle again and again, vaguely wishing to be free. When the infection had originally been identified, the internal doors had locked automatically, trapping most of the infected workers and escaped test subjects. The main pathways were clear, at least to and from the control rooms.

He glanced at his watch, and started up the final flight. He didn't want to miss Wesker if he was still around.

So, if Wesker didn't do it, then who? How? They'd all thought it was an accident; he still had until a few hours ago, when Wesker had called him about the train. That was one accident too many. Lord knew there were enough people who had reason to sabotage Umbrella, but it wasn't easy to obtain even a low-level clearance pass for any of the Raccoon labs.

What if... Wesker had said something about the company wanting real data on the virus, not just sims but hands-on; maybe they had unleashed it themselves, sent in one of their squads to pop a cork that shouldn't have been popped, so to speak.

Or maybe this is how they plan to get to the G virus. Create all this chaos, then slip in and steal it.

Birkin's jaw tightened. No. They didn't know yet how close he was, and wouldn't know until he was goddamn good and ready. He'd taken precautions, hidden things, and Annette had bribed the watchdogs to keep away. He'd seen it happen too many times, the company taking away a doctor's research because they wanted instant results, handing it over to new blood . .. and in at least two cases that he knew of personally, the original scientist had been eliminated, the better to keep him from moving to the competition.

Not me. And not the G virus. It was his life's work, but he'd destroy it before he'd let it be taken away.

He reached the control room he wanted, an observation platform, really, that shared space with the plant's backup generator, now thankfully silent. The lights were down, but as he walked around the mesh catwalk, he could see Wesker sitting in front of the observation screens, his back outlined by the glow from the monitors. As he often did, Wesker wore his sunglasses, an affectation that had always unnerved Birkin; the guy could see in the dark.

Before he'd announced his presence, Wesker was beckoning him over, raising a hand without even looking over his shoulder.

"Come look at this." His voice was commanding, urgent. Birkin hurried to join him, leaning over the console to see what had Wesker so interested.

His attention was fixed on a scene from the training facility, what looked like the video library on the second floor. A trainee was wandering the room, obviously infected, his fatigues stained with blood and other fluids; he looked positively wet, but Birkin didn't notice anything particularly unusual about him otherwise.

"I don't see--" he began, but Wesker cut him off.

"Wait."

Birkin watched as the young man--a young man who wouldn't be getting much older, thanks to the T-virus--ran into a small desk at the side of the room, then turned and started back toward the computer banks, lurching as all the carriers did, the camera following the movement. Just as he was about to ask Wesker what he was looking for, he saw it.

"There," Wesker said.

Birkin blinked, not sure what he'd seen. As he'd turned again at the computer banks, the trainee's right arm had elongated, thinned, stretched almost all the way to the floor, then snapped back into place. It had taken barely a second.

"That's the third time in the last half hour or so," Wesker said softly.

The trainee continued to roam the small room, once again indistinguishable from any of the other doomed people pictured on the tiny screens.

"An experiment we didn't know about?" Birkin asked, though it was unlikely. They were both as deep inside as anyone outside of HQ.

"No."

"Mutation?"

"You're the scientist, you tell me," Wesker said.

Birkin gave it a second's thought, then shook his head. "I suppose it's possible, but . . . No, I don't think so."

They watched the soldier in silence for another moment, but he only crossed the room again; nothing stretched or changed. Birkin didn't know what they had seen, exactly, but he didn't like it, not at all. In the complicated series of equations that his life had become, between his work and family, between the disasters in Raccoon and his dreams of engineering the perfect virus, this was an unknown. This was something new.

A crackle of static burst into the quiet, an unknown man's voice emerging from the hiss. "ETA ten minutes, over." That had to be Umbrella's cleanup crew, for the train. Wesker had said they were on their way when he'd called. Wesker tapped a button. "Affirmative. Radio when objective is reached. Over and out."

He tapped the button again, and the two men went back to watching the unknown soldier, each lost in thoughts all their own. He didn't know about Wesker, but he was starting to think that it might be time to get out of Raccoon.

"Rebecca."

She didn't answer or turn around, only lowered her weapon. Billy wished there was something he could say, but figured he was better off keeping his mouth shut. The scenario was clear enough; the man on the floor was in a S.T.A.R.S. uniform, probably a friend, and he'd been infected.

He gave her a moment, but didn't think they could afford more than one. He couldn't be sure, but the train seemed to be picking up speed. If it was a runaway, they would crash and likely die. If someone was controlling it, they needed to know who and why.

"Rebecca," he said again, and this time she turned, unashamed of the tears she wiped away. She blinked up at him.

"Did I hear you firing a few minutes ago?" she asked.

Billy nodded, tried a smile but it didn't come off. "Monster bug. You?"

"Dog," she said, and wiped away a last tear. "And ... and someone I used to know."

He shifted uncomfortably, both of them silent for a beat. Then she sighed, pushed her bangs off her forehead. "Tell me you found the keys," she said.

"Something like that," he said, hefting the shotgun.

"Won't work," she said, and sighed again. "It has magnetic bolts, like a bank vault or something."

"On a passenger train?" Billy asked.

Rebecca shrugged. "It's privately owned. Umbrella."

The pharmaceutical company. Between the court-martial and sentencing, Billy hadn't given much thought to where he was headed for execution, but now he remembered--Raccoon City, the closest thing this area had to a metropolis, was where the megacorporation had originally set up shop.

"They have their own train?"

She nodded. "Umbrella's all over around here. Offices, medical research, laboratories ..."

"We heard today about the Arklay lab . . . and we're being sent in to check it out next week." Raccoon forest, Raccoon City itself, was nestled in the Arklay mountains.

Rebecca's thoughts seemed to be turning in the same direction. "You don't think--"

"I don't know," Billy said. "And right now, it doesn't matter, anyway. We still have to get through that door." She started to turn back toward the front of the train, then seemed to think better of it, perhaps not wanting to see her friend. She looked at the floor, spoke in a low voice.

"There's a body up by the door, a man holding a key," she said. "Maybe it opens something useful."

"Wait here a sec," Billy said. He stepped past her and moved forward, stopping at the corridor's end. The decrepit corpse of a train worker was huddled by the locked door, the body she'd been bent over at their first meeting. Sure enough, he had a metal key in one stiff hand. Billy pried it free, held it up in the low light. The small tag attached to it read, dining car.

That's wonderfully helpful, thank you so much. He set it aside, then spent a minute going through the man's coat, coining up with a pack of cards and a handful of lint-covered breath mints in one front pocket . . . And in the other, a few more keys on a small ring. Two were unlabeled, but a third had conductor's etched into the metal. Billy pocketed them, and after a moment's thought, he knelt and carefully removed the man's coat, grimacing at the cold, spongy feel of his flesh. The poor guy didn't appear to have caught the virus, but person or persons unknown had worked him over with their teeth; he was a mess, his face and hands missing large, ragged chunks of skin and muscle.

Billy walked back to where Rebecca stood, pausing to cover the dead S.T.A.R.S. team member with the coat. It only concealed his face and upper body, but he figured anything was an improvement, for the girl's sake. She nodded gratefully at him as he approached, but said nothing.

"The key you saw was for the dining car, which we've already sampled," he said. He pulled the ringed set out of his pocket. "But these might open something."

They were standing near the door labeled as the conductor's office. Billy held up the marked key. With a nod from Rebecca, he slid the key into the lock; it turned easily. He readied his weapon and pushed the door open, ready to fire at anything that didn't identify itself in their first second of contact.

There was no one. Billy relaxed slightly, stepping into the office. Rebecca waited in the doorway, her weapon also drawn, looking down at a small desk littered with papers. She rustled through them as Billy threw the rest of the tiny cabin.

"Schedules, letters . .. Here's something called a 'Hookshot Operator Manual,' " Rebecca said. "Memos from maintenance, a note about a ring lock, whatever that is, kitchen order forms ...""

Billy opened the closet while she continued to rattle off the desk's clutter. A couple of signs, postcards and notes tacked to the inside of the door, ledgers, a locked briefcase. Billy picked up the briefcase, shook it. Something inside rattled, but it was very light; something like a keycard, perhaps? Not likely, but he could always hope.

He examined the lock, frowning. There was no keyhole, though there was an indentation on the front, in the shape of a circle. He jiggled the handle. It was solidly locked. He could probably take the thing apart, but it was well made, it would take time they couldn't spare ...

"A minute ago, you said something about a ring lock?" He asked.

Rebecca pushed a few papers aside. "Ah . . . Here. It's just a handwritten note, says, 'Means of access in case, scattered ring lock, two parts.' "

In case of what? He started to shrug, then felt a flush of excitement. In case. The card was in the case, he could feel it. He looked closer at the lock, suddenly remembering the unusual silver ring he'd found upstairs, before his run-in with the scorpion-thing. The indentation on the lock was notched like the ring had been.

But the note says two parts, and--

"Hey, I found a ring, at the back of the train," Rebecca said. Billy looked up as Rebecca pulled a gold ring from her index finger, knowing even before she handed it over that it was the second part.

"I think we have a winner," Billy said, actually smiling, a real smile for the first time since . .. since he didn't know when. There would be a radio in the engineer's compartment, and controls, and maybe a map for how the hell to get out of the woods.

They were almost out of this, he was sure of it.

He had no idea.

Someone had actually started the goddamn train. There was a chance that one of the workers was still alive, but Wesker figured it more likely that one of the mush-brain carriers had fallen into the controls. In any event, the 'copters's pilot hadn't even hesitated, had only changed the ETA by a few moments. The timing was lucky; unstopped, the train would head straight for the training facility, would crash if it was unmanned, and the last thing they needed was to draw attention to any of the infected lockdown areas.

"We're deploying now, over."

Wesker waited. He could hear the sound of the helicopter in the background, could even hear the men's drop lines whipping in the wind. He half wished he was there, about to step onto the doomed train as it sped through the storming night, his weapon drawn, the walking diseased waiting to be laid to rest in a blast of blood and bone ...

Birkin interrupted the pleasant fantasy, his voice and manner anxious as he reached out to cover the microphone with one pale hand. "We're sure this is the virus, right? I mean, we're not dealing with a hijacking, or ... or a mechanical error, perhaps? I mean, do we know for certain that this team is here to handle the train?"

Wesker sighed internally. William Birkin was an intelligent man, but also obsessively paranoid. His conviction that Umbrella wanted to steal his work was almost childlike in its intensity.

"We're sure," he answered. "What else could it be, if not the virus?"

Birkin nodded toward the monitor where they'd seen the soldier with the rubbery arm. "Maybe something to do with that."

Wesker shrugged. It was a mutation, it had to be. Unusual, but hardly impossible. "I doubt it. Don't worry, William. No one at the top knows about your precious G virus." Not exactly true, but Wesker wasn't in a hand-holding mood. "As for the train ... perhaps the T is simply better at adapting than we thought."

Birkin wasn't buying, which wasn't a surprise; Wesker didn't, either. If the infection of the train was an accident, he was his Aunt Maddie's teapot, as it were.

"The mansion, the labs, the train ... Who did it?" Birkin asked softly. "And why?" One of the cleanup pair broke in. "We're down, over." The background whup-whup sound of the helicopter's blades had been replaced by the rhythmic rumble of a moving train. About goddamn time. "Excellent," Wesker said, again covering the microphone so that he could answer Birkin.

"That's irrelevant. What matters now is that this doesn't get out, that it doesn't go any further. The train has to be destroyed. All of the evidence has to go, William, surely you can see that. There's no problem here. Don't create one."

He uncovered the mike. "How far are you from the nearest branch line, over?"

"No more than ten minutes, probably--"

Wesker waited through a blur of static. "Yes? Didn't copy that, over?"

There was a shrill burst of feedback, loud enough to hurt. Wesker recoiled, saw Birkin wincing at the noise--

--and then there was screaming, both of the men on the train screaming in unison.

"Ah, God, what the--"

"Jesus!"

"Get 'em off me! Get 'em off!"

"No! Nooo! Noo--"

There were several muffled bursts of automatic gunfire, a man's wordless cry of pain and terror surpassing the sound--and then there was nothing but static.

Wesker ground his teeth together as behind him, Birkin started to babble in panic. It seemed that there was a problem after all.

***

They stood in front of the locked door, Rebecca holding the keycard and feeling a triumph that was all out of proportion to what they'd actually done. She figured she was probably emotionally worn out; it was no big deal, they'd found a couple of rings, opened a briefcase. Regardless, she felt like they'd solved the riddle of the goddamn Sphinx.

Billy motioned for her to open the door, his head cocked to one side. He was still listening. He'd sworn he'd heard a helicopter outside when they'd gone to retrieve the ring, and someone shouting a moment later. Rebecca hadn't heard anything. He was probably as wrung out as she was, considering--

--considering he was on his way to be executed. Don't start making comparisons, here. Whatever he's done to help you out, he's an animal. Forgetting it could cost you your life.

Right. As soon as she made it to a working radio, their little truce was over. She swiped the card through the reader, and the small red light changed to green. The door clicked, and Billy pushed it open.

The sound of the train became a roar, the door opening into a grated walkway that was partially exposed to the elements. Wind and mist sprayed over them as Billy and then Rebecca stepped outside. To the right was a locked cage of equipment that ran the length of the car; to the left, only a guard rail and the violent night whipping past. Ahead, another car, what had to be the driver's compartment; it was hard to tell in the dark. Rebecca grabbed the railing when she realized just how fast the train was going; the thing was really rocking along the tracks, and--

Oh.

Rebecca hesitated as Billy hurried a few steps ahead, then crouched down in front of a fallen man or woman. There was a second form a meter or so past the first; both were dressed in riot gear, their faces hidden behind shaded glass.

S.W.A.T.? When did they get here? And why only two? As she moved closer, she could see that they were both shining with slime, the same thick goo that those leeches in the dining car had excreted . . . And their gear, all Kevlar and steel-weave, was unmarked. They weren't RCPD, or military.

Billy was looking at the mesh wall to their right. Rebecca followed his gaze, saw what looked like a giant web of dark strings fixed to the inside of the gate, hanging with about a thousand semi-translucent sacs.

Egg sacs. For the leeches.

Rebecca shuddered, and then Billy was standing again, shaking his head. He had to shout to be heard over the thundering train.

"It's no good! They're dead!" Rebecca had figured as much, but she wasn't going to take his word for it. She pushed past him and checked both bodies for signs of life, noticing the strange, puckered hemorrhaging on their exposed and pallid skin. Billy was right. . . and maybe he'd been right about hearing a scream, too. In spite of the rain, both of the bodies were still warm.

She stood up and grabbed the railing again, following Billy to the next car. She just had time to wonder what the hell they were going to do if they ran across another lock, and then Billy was pushing the door open.

They stepped out of the rain and into a relatively small driver's compartment, clean and orderly except for the thin, even layer of slime covering the control console at the front. Rebecca's ears rang in the sudden near-silence as the door closed behind her, but she was more concerned with the number of blinking red lights that lit up the glistening console.

Billy stepped up and studied the myriad control panels for a moment, then tapped at a keyboard set in front of a small screen. The screen remained blank. He looked back at her with a bleak expression.

"The controls are locked," he said.

Rebecca fished the keycard out of her vest pocket. There were no numbers on either side, nothing they could input. She moved to his side, trying to ignore the rain lashing the windshield, the dizzying blur of the woods, and punched a few buttons. The keys felt locked, they didn't depress completely. She started looking for anything with the word emergency on it.

"Here," Billy said, reaching for a lever that stuck out from his side of the board. When he pushed it, words started scrolling across the computer screen.

EMERGENCY BRAKES--FRONT AND REAR TERMINALS MUST BE ACTIVATED BEFORE APPLYING BRAKES. RESTORE POWER TO REAR TERMINAL?

The controls she'd seen at the back of the train. Billy quickly typed in yes.

POWER TO REAR BRAKE TERMINAL RESTORED. "Thank God," Rebecca said. "Do it, stop this thing." The train seemed to be going impossibly faster, the rumble of the engines louder than before, rising to fever pitch.

Billy pushed the lever. It moved easily, too easily, and more words scrolled across the screen.

REAR BRAKE SEQUENCE MUST BE ACTIVATED BEFORE EMERGENCY BRAKES ARE APPLIED.

"Oh, you gotta be shitting me," Billy said, his lips curled. "We can't put on the emergency brakes from the goddamn control room?"

"We probably can, just not without authorization," Rebecca said. "Manually, though ... I saw the rear terminal; it's on the back of the last car. I'll go."

Billy shook his head, looking out at the passing darkness, passing too quickly. "No, let me. No offense, but I think I can run faster. Is there an intercom system? I can signal you when it's on."

They both started to look, but the console was crowded with unmarked switches and panels; it'd take too long to figure out. Rebecca started to tell him he'd just have to run--and from how much faster the train seemed to be going now, he should probably sprint--when she remembered Edward.

"Edward's radio," she said. "He had it before he--it should still be on him."

Billy was already turning toward the door. "I'll get it on the way."

"Be careful," she said.

He nodded, casting another look out the window. "Just be ready to hit the brakes up here. I have the feeling we're going to stop pretty soon anyway, one way or another."

He opened the door to a blast of noise, then was gone.

The seconds ticked by. Rebecca made sure her radio was receiving, then kept her hand on the brake lever, staring out at the onrushing night. The train took a curve too fast and she closed her eyes for a beat, willing the out-of-control engine to stay on the track, imagining that she could actually feel the wheels rise up and then fall back into place. Billy was right; one way or another, they weren't going to be going much farther.

What's taking so long? It had only been a few minutes, but that was long enough. She grabbed the radio, pressed transmit.

"Billy, come in. What's your status, over."

Nothing.

"Billy?" She waited, counted slowly to five, her heart starting to trip over itself. She could see another curve coming up ahead. "Billy, come in!"

Shit! Maybe he hadn't found the radio, or had forgotten to turn it on. Or there was something wrong with the controls, he couldn't activate the terminal.

Or maybe he's dead. Maybe something got to him.

The train railed around the curve, and this time there was no imagining; the train tipped too heavily, racing ever faster as it rattled back down, and another curve like that one, it was all over. She'd have to go back herself, there was no time but there was no other option, either--

"Rebecca, now!"

Rebecca saw a blur to the right of the train, there and gone so quickly that she didn't know what it was until it was past--a station platform. The station platform, and that meant the only thing left ahead was wherever they stored the goddamn thing, and that meant it might already be too late.

"Hang on!" she shouted at the radio, grabbing the brake lever, twisting it as hard as she could--and something was rushing at the front window, a darkness deeper than the night, a tunnel. The brakes were squealing, screaming as the train roared into the black, broke through some flimsy barrier, wood flying across the windshield, the train tipping again, this time not tipping back.

Rebecca heard her own scream join the train's as they hit the ground and started to slide, metal rending, sparks flaring up like hellish fireworks. The wall became the floor, Rebecca slamming into it as the engine slammed into something even harder and all the lights went out.