Notes: Once again, this chapter isn't really new content, it's taken straight form Teratogenesis with only minor edits. Chapter three is the new content so feel free to skip to there.

o0o

Somehow, she managed to pull herself together enough to get to her feet. It wasn't Billy's reassurances, the reassurances of a murderer didn't count for much, though the way he acted around her it was hard for her to believe that he'd killed all those people. He seemed like such a nice person, which was supposed to be what they always said about murderers, wasn't it?

Murderer or not, he'd stayed there with her, holding her until she was able to stop crying and start thinking. She couldn't stay there, waiting for whatever was going to happen to happen, she had to do something, find Marcus, escape the training facility, find if anyone else had survived, something.

So she'd let Billy help her to her feet and out into the hall. He'd let her lean against him until she felt steady enough to walk on her own and together they continued through the facility, trying to find a way out and more often than not instead encountering zombies and monsters.

"Stop!" Rebecca grabbed Billy before he could open the door, "There's one of them in there!"

"One of what?" he stopped to look warily at the door, hand hovering inches from the knob.

"The leech men," she closed her eyes as she spoke, trying not to think about what had happened in the room where Billy had found her, "Don't you hear it?"

Except as soon as she finished speaking she knew what the answer would be. He didn't hear it because it wasn't making any noise. She hadn't even heard it, she just knew it was there. Just like she could feel the leeches, even though they'd mostly stopped moving, she could tell that the leech man was there. Itching under her skin, itching in the back of her mind.

Billy didn't even answer her question, instead he looked at her, "Hey, take it easy."

"What?" she stared blankly back, not sure what had prompted the comment or the look of concern.

"Stop it," he put a hand on her arm, at which point she realized that she'd been worrying at the hole in her shirt with her free hand.

"Sorry," she backed away and looked down, not at the floor, but at the second hole in her clothing, the one in her pants leg. Two holes with no sign of injury beneath. Billy hadn't asked her to explain and she didn't know how to even try. She wanted to tell him what had happened, how she'd followed Marcus into the room and what he'd done, but she hadn't, because how would she explain it? She'd been shot, attacked by leeches, drowned, except one of those things wasn't true. The leeches hadn't attacked her. Since Billy had found her she'd replayed those moments over and over again, how the leeches had swarmed to the bullet holes, working their undulating, thread-like bodies deep inside the injuries, how they closed over her face in a solid sheet. That was the last thing she could remember until Billy found her.

She'd woken up in a panic, still able to feel the leeches all over her.

Billy had reassured her that there weren't any, that she was imagining things. There hadn't been a single leech anywhere in the room, but she could still feel them, wriggling and squirming. She'd tried to show him, but there was nothing to see.

Even now she was able to feel them and it took all her effort not to rub at her arms, or scratch at her stomach and leg, where she'd been shot even though there was no sign of it other than the holes in her shirt and pants. There wasn't even blood, the leeches had licked it all away.

Billy was still looking at her.

"I'm fine," she gave what she hoped was a convincing smile, "Were just going to need to find another way."

"That's the quickest way out," Billy glanced meaningfully at the door, "We go through there and then we can get to the woods. Besides, it's probably just a regular zombie."

Somewhere along the line their plan had gone from getting to the bottom of what was happening to simply getting away and she was fine with that. Yes, she was letting Billy take control of the situation, the exact opposite of what she should have been doing, but Billy actually knew what he was doing. Once things were safer she could try and regain control of things, but right now safety seemed a long way off, especially when Billy had his hand on the doorknob again.

"We can't," she begged, gripping at her own arms and trying to make the horrible squirming feeling stop. The leeches were still there, swimming beneath her skin, they knew what was on the other side of the door and it had them excited. They probably wanted to join up with it.

"Even if there's one of them they're slow," from his tone it was obvious that Billy thought she was imagining things, that all the leeches were imaginary, "We can run and get past it before it has the chance to grab either of us."

"No!"

The leech man must have heard her because as she shouted it slammed into the door. The soft squelching sound of the impact made it clear that she was right about what it was.

"Alright, change of plans," Billy grimaced.

She was about to let out a sigh of relief only to realize that he was taking off the backpack he had picked up somewhere and rummaging around in it. It didn't take him long to find what he was looking for, a bottle and a torn scrap of fabric. While they'd been apart he'd replenished his supply of Molotov cocktails, a good thing since the gun she'd been carrying was nowhere to be found. They'd searched the leech room, but other than the empty shell casings there wasn't a trace of it, yet another thing that Billy hadn't asked her to explain.

He took a lighter out of his pocket and took a few steps back from the door, "When I give the word open it and get out of the way."

That was something she could manage. She didn't want to even look at the leech man, but getting away from it was something she could do without needing to look at it. All she had to do was move straight back.

Closing her eyes she turned the knob.

The leech man slammed into the door again, knocking it open with enough force that it hit her in the face. Tears welled up in her eyes from the pain and she fell to the floor. Luckily the monster ignored her entirely, shambling past her. She could hear Billy shouting, trying to draw its attention, something she was grateful for because all she could focus on was the pain she was in.

She brought her hands up to her nose and wasn't surprised to find that it was bleeding freely, nor was she surprised that even the most cautious attempts at touching it made the pain even worse. Her nose was broken, but that wasn't the worst part of it. It wasn't even the way the blood made it hard to breathe.

No, the worst part was easily how she could feel things moving in the blood, crawling up her face and trying to get back in. That part didn't hurt, in fact the pain seemed to diminish as the leeches did whatever it was that they were doing. She could feel them wiggling in her nose, making it even harder to breathe, until suddenly, she felt cartilage and bone start sliding back into position. They were trying to fix her broken nose, holding everything in place so it could heal properly. It was disgusting, but at the same time she couldn't help but notice that the pain was fading.

Cautiously she poked at her nose, the leeches were all inside so she couldn't feel their slimy little bodies, just sticky trails of blood that were already starting to dry. The leeches had stopped the bleeding.

Blinking tears from her eyes she looked down at her hands. They were covered in blood from her nose and in the blood she could see at least half a dozen fine black strands writhing in the drying blood. She wanted to clench her fists, squish them, but she was afraid to. What if in doing so she provoked the rest of them to attack? They were all inside her and if they wanted to they could tear her apart from the inside.

Across the room the leech man hissed and thrashed as it died in fire. Leeches dripped off its body, slithering away in all directions. One of them inched towards her. The leeches in her palm aligned like compass needles, two of them actually rearing up. Small as they were it was hard to tell, but she had the feeling that their mouths were open, tiny hooked fangs scratching at the air. Taking a chance she stomped down on the leech oozing across the floor. Instantly the leeches in her palm relaxed and resumed their aimless wiggling as they searched for a way back inside. They were jealous little things then, or if that was giving them too much credit, they were at least protective.

Beneath her skin the leeches mirrored the movements of the ones stranded on her palm. They could sense each other and were interacting in some way. She could see her skin twitching from their movements, then suddenly, painlessly the ones on her palm began to burrow. There was no pain, just a slight feeling of pressure, then they were gone. All that remained was the blood that had already been there and, if she looked very closely, maybe the slightest swelling to show where they were using their bodies to seal the injury. She rubbed at her palm and the leeches responded to the touch by pressing against the surface of her skin.

"Are you okay?"

She'd been so engrossed in watching the leeches that she didn't realize that Billy was standing next to her, offering her a hand up, until he'd spoken.

She looked up at him and immediately turned away, to stare at the sizzling remains of the leech man. She wasn't going to end up like that, Marcus hadn't ended up like that and he'd said his goal was to make someone like him. He'd said a lot of other things too, but so far she seemed fine, except for the obvious.

"Rebecca?"

He was starting to sound worried which made her feel even worse. How pathetic was she that the criminal she had tried to apprehend felt bad for her?

"The door hit my nose," she said quietly.

Kneeling down in front of her, Billy looked at her face, "There's a lot of blood, but it doesn't look broken."

"I know," she looked down at the floor, "It just scared me and…never mind."

As much as she wanted to tell him what had happened while they were separated she couldn't. There was nothing he could do to help and there was no way he would believe her, which was probably for the best. Rubbing at her face one last time she allowed Billy to help her to her feet and walk her to the door.

Like that it was over. They were outside and it was almost dawn. If she wanted to she could follow through with her original plan of finding the others and resign. That seemed like the best course of action, except for one detail, she had no idea where Billy was going other than into the woods in the opposite direction of where she planned on going.

"Wait!" she hurried after him.

He stopped and looked at her, his expression unreadable, "Why?"

"Where are you going?" after all they'd been through together she would have expected that he at least would have explained what his plan was rather than leaving her in the dark.

"Away from here," he shrugged, "I figure this is my best chance."

"But we need to go that way," she gestured back in the direction of the mansion, "That's where the team is meeting up."

"Where your team is meeting up," he corrected, "Which is why I'm going this way."

"Oh…"

"Don't try to follow me," his hand was at his side as he spoke, resting on his pistol. The meaning was clear, if she let him go he'd let her go as well, otherwise he wouldn't hesitate to shoot her.

Trying to stop him was useless, especially when he was the one with the gun. She'd almost managed to forget that they'd only been working together out of necessity and now that they were safe their goals diverged radically. All she could do was watch him walk away into the predawn gloom.

She knew that she'd let him get away without even trying, but what good would trying have done her?

Struggling not to cry she made her way through the woods to the mansion.

Luck was with her and nothing attacked her on the way there, except she knew that luck had nothing to do with it. If there were monsters out there they were probably after other things.

The mansion itself was in disarray, blood everywhere, but none of it was fresh. Whatever had happened hadn't been recent. That meant she was probably the first of the team to arrive. Logically she should stay in one place and wait, but the thought of waiting alone and unarmed in a building filled with who knew what was terrifying.

She told herself that she was going to look for something to use as a weapon, but she knew that even if she found something she wouldn't be any better off than she was now. What she really needed was a place to hide and wait while she gathered her thoughts and figured out what to do once the others arrived, or didn't arrive, which though unthinkable, was far more likely.

Taking care to avoid any of the halls and rooms where she heard any noises, she made her way to what must have the servant's quarters, and there she found a bedroom that wasn't in as terrible shape as the rest of the place.

Closing the door behind her she sat down on the bed, intending to simply gather her thoughts and figure out what to.

Beneath her skin the leeches squirmed.

She rubbed at her arms, feeling them move back and forth, following the motion of her hands, just like they had in the tank of water. Even inside her they responded to her. Marcus had said that they had imprinted on her, because she had fed them. What would happen if they got hungry again? Could she starve them out of her or would they turn on her and eat her from the inside out? She shuddered and rocked on the bed, wrapping her arms around herself. How was she supposed to feed them? Since they were inside her would they behave like internal parasites, robbing food from her? Or would they still be leeches and drink her blood? Probably not. As many of them as there must have been inside her, she wasn't feeling any of the signs of blood loss. So they were probably more like tapeworms or roundworms then. Once it was over she could get treated with whatever it was they used to kill intestinal parasites and she'd be fine.

It was just that there were an awful lot of leeches in her. What would happen when they all died? Blood sepsis most likely.

No, she wasn't going to think about that, not now at least.

Instead she got up and went to the small washroom adjacent to the bedroom. There she turned on the tap and was relieved to discover that the water was still running. She let the water warm up before washing the blood and slime from her hands and face. Afterwards she felt slightly better, being able to breathe through her nose again helped, even if the leeches had seemed to enjoy the warmth of the water, or at least that was what she chose to interpret their movements as.

Feeling more confident she decided to resume her search for the rest of the team. If even half of what Marcus had said was true they were all in far more danger than they knew, especially if Captain Wesker was working for Umbrella. She'd seen enough that she had no doubt that Umbrella had made the monsters they'd been dealing with and if she and her fellow STARS members found out too much during their investigation they'd be in danger

So sitting around waiting to be rescued wasn't an option.

Besides, thanks to what Marcus had done to her, she might at least stand a chance if something attacked her. The leeches had fixed the gunshot wounds and her broken nose, and Marcus had survived being shot, so in a worst case scenario the leeches could probably help with any injuries she received.

As she learned the moment she opened the door to leave, she was in far less danger than she'd anticipated. There was a zombie waiting in the hall outside, but it hardly reacted to her. It made sense in a way, there had been times where she and Billy had encountered zombies and leech men in the same area and there had been no interaction between the two. Her best guess was the leeches emitted some sort of pheromone that prevented the zombies from seeing her as prey. Whatever the reason it was something she could use to her advantage.

Walking past the zombie she began her search.

Occasionally she would find dead zombies and spent shell casings, showing where a fight had taken place and there were times when she would hear gunfire elsewhere in the mansion, but by the time she made it to where she thought the noise was coming from it was all over. All she was doing was running in circles, dodging zombies and chasing echoes while the rest of her team was in danger, a constant reminder of how useless she was.

At least the leeches had started to calm down, they were moving a lot less and were easier to ignore. It was still horrible, but it was something she'd at least be able to live with until she got rid of them.

On her second lap past the one lit fireplace that she'd come across she stopped to pick up a poker, finally doing what she'd told herself she was going to do at the start and grabbing a weapon. Originally she hadn't wanted to risk fighting the zombies, but with the way they ignored her the thought of trying to fight them was a lot less intimidating. Besides, every one she dealt with was one less thing that could hurt the others. That way she wasn't completely useless.

With the first zombie she killed she learned two important things, killing them by caving their skulls in was more effective than shooting them, and that killing something through blunt force trauma wasn't as easy as the movies made it look.

By her fourth zombie she had a pattern, line herself up with the zombie so that she could swing the poker like a baseball bat to hit them across the bridge of the nose, push them to the floor and then hit them the two or three more times it took to keep them down for good. It worked very well against individual zombies, enough so that she decided to try and take out a group of them that had been blocking off one of the halls. She hadn't tried to get by them because she knew that it would mean needing to actually shove past them and that was more than she was ready to try. Now she was armed and had a plan, so it wouldn't be too bad.

After hitting the first zombie and knocking it to the floor the others converged on her before she had a chance to finish it off. It seemed that whatever it was that the leeches did wasn't the perfect defense she had assumed it to be.

She swung wildly, but there wasn't enough space for her to manage the kind of momentum she needed to do any actual damage. Realizing her mistake she tried to back away, only for the zombie she had knocked down to grab her leg and pull her to the floor. She fell backwards, the poker flying from her grip when she hit the floor. The others fell on her as one, biting and clawing at her.

Nails raked across her face, scratched uselessly against her vest, when she brought her arms up to try and protect herself she felt teeth sink into her wrists. Inside her the leeches went wild. She could feel them moving through her body, rushing to every bite and scratch, but they made no attempt to close the injuries, instead pouring out onto the zombies.

She screamed and thrashed, trying to get away, but every time she was able to kick one of them off her another took it place. Slime and leeches were flying in all directions.

Somewhere nearby a door slammed and she screamed even louder, hoping that whoever it was might hear and get to her in time.

One of the zombies tried to bite her throat, its head covered in a writhing mass of leeches. Its teeth scraped at her, but it didn't seem to be able to manage to close its mouth. When she grabbed at its head to try and push it away she could feel bone beneath the slime covering it. The leeches were eating it, biting off muscle and tendons one infinitesimal bit at time. Her efforts at pushing it off of her were rewarded by its lower jaw falling away.

There was shouting very close by.

One of the zombies stood up and then fell.

Someone had arrived to save her and they had a gun.

A second zombie broke away from her, apparently more interested in a meal that wasn't full of slime and parasites. That was good for her. Of the remaining two attacking her the one directly on top of her wasn't able to do much more than claw feebly at her and the other didn't seem to be in much better shape.

Pushing the one off of her she kicked away from the second and managed to reach behind herself to grab the poker, which she somehow knew was there.

It was as covered in slime and leeches as everything else, but she was able to use both hands to hold onto it and hit the zombie until it stopped moving. The leeches had managed to deal with the other zombie, probably by eating their way into its brain and destroying its central nervous system from the inside. Some of them started oozing back to her while others seemed content to eat.

So her question of how the leeches would eat had been answered.

"Holy crap! Are you alright?"

Right, she'd forgotten about her rescuer.

"I'm alright," she laughed with relief when she recognized the man who had rescued her as fellow Bravo Team member, Richard Aiken. If he was alive that meant that she wasn't the only survivor and it was likely a matter of time before they were able to regroup, "You got here just in time. We've got to hurry and tell the others what's going on!"

Richard approached her warily, "Take it easy. I think you might be in shock."

"I'm not…" she trailed off when she looked down at herself. Relief gave way to terror as she saw the amount of damage the zombies had managed to do to her. Her arms were covered in bite marks, a few of them deep enough to have reached bone. There was blood, but not as much as there should have been, leeches and slime packing the injuries, sealing them shut. Beneath the layer of slime the leeches in her injuries were lining up, bringing themselves level with her skin, then as she watched, their bodies began to lighten in color, going from black to gray to almost pink before they vanished entirely. She poked at the area where they'd been and felt their slick bodies moving at the touch. So she'd been wrong that leeches were actively healing her injuries, they were just concealing them. Carefully she ran her finger around the edge of the injury, feeling the distinction between her skin and the camouflaged leeches. There was no pain from any of her injuries, possibly due to anesthetic properties of the leeches' saliva, but that didn't explain why she wasn't suffering from any symptoms of blood loss. Another thing it failed to explain was how she still had full use of her hands. Some of the bites to her arms and hands and been severe enough that they should have damaged nerves and tendons. It didn't make sense from a medical perspective unless there was some sort of regeneration taking place.

"We need to get out of here and get you to some place safe," Richard said as he started gingerly making his way towards her, taking care to step around the zombies as though he was worried that one of them might get up.

She considered warning him about the leeches, worried about what would happen if he stepped on them, but they didn't seem interested in him, and as she watched, she realized that they were actively moving to get out of his way, another behavior that didn't make sense. Leeches, as far as she knew, lacked enough sense of their surroundings to avoid something approaching them.

None of it made sense. There was something obvious she was missing, something that tied it all together.

The leeches remained focused on the zombies and that much at least made sense since most leeches were detritivores and they certainly hadn't been drinking her blood, otherwise she would have been dead. They had eaten the rats that Marcus had made her feed them, but the rats had already been dead. Marcus had said that zombies didn't work as hosts because the leeches ate them…no, overtook them too fast. He'd tried though, because the same virus that made the zombies was carried by the leeches.

"Richard! Don't come any closer!" she scrabbled away from, slipping in the slime and gore.

To his credit he froze, "What? Why?"

"I'm…I might be infected with…something," she looked at the bite marks on her arms, all of which were already nearly completely concealed by the leeches. They didn't hurt at all, just like how the leeches moving through her didn't hurt, just like how the zombies didn't stop attacking until they were dead. Was it because of the leeches or the virus that she couldn't feel pain anymore? Whatever the cause, she didn't want to take any chances.

"What should I do?" Richard started approaching her again, more cautiously this time.

"Stay away from me," she said quickly, struggling to stay calm, "I think it's transferred though bites, but that probably means that all fluids are dangerous."

And she was absolutely covered in blood and slime.

"So we need to get you cleaned up as quickly as possible, otherwise…" he trailed off as the implications of what she'd said sank in.

"No," she shook her head, "I'm not going to end up like those things. At least I shouldn't. I just don't know if I'm contagious or not. We can't take any chances though, so don't come near me."

Mercifully he didn't ask how or why she knew so much, he simply took what she said at face value, probably because he was willing to take it as a given that she knew what she was talking about when it came to science and medicine. He also didn't seem to have noticed the leeches, though that probably shouldn't have been a surprise considering that they were less than an inch long and the ones on her were perfectly camouflaged.

"Alright," Richard took a few steps back as she got up, "So how are we going to get you cleaned up?"

Though she wanted to hurry up and find the others he did have a point, she was more or less a walking contamination hazard in the state she was in.

"I know where there's a washroom," she sighed, looking down at the floor to watch as the leeches left the zombies to return to her. Should she wait for them to get back to her or move on without them? The fact that it was something she was bothering to worry about was frightening, but if they were the only things holding her together then leaving any of them would be like leaving a part of her behind.

In the end she decided that it would be too suspicious if she lingered for too long. Richard was willing to accept that she might be infected without too much trouble, but she had the feeling that his response to discovering that she was literally crawling with parasites wouldn't be good.

"Past few minutes aside you seem to have had better luck than me," Richard said as he followed her, "You at least seem to know what's going on."

Right, she'd been looking for the others so that she could tell them what she'd learned. In the chaos with the zombies she'd forgotten all about it.

"Umbrella isn't just doing drug research and working on biotechnology, they've been dabbling in some pretty shady stuff for years. I don't know what it started out as, but almost from the beginning they've been making biological weapons," she started at the beginning, with the details she was most sure about. That would give her time to figure things out and decide how to tell him the rest of what she knew.

"Like anthrax and stuff like that?" Richard asked, "Why?"

"I don't know why they're doing it, but I wish it was just anthrax," she looked down at her arms, other than pink tinged slime there was no indication that she'd been bitten, "Those zombies we fought are some of it, but I think they're just a byproduct, what happens when a person gets infected with the virus they made. I found some notes and…files and it sounded like they were trying to make living biological weapons. They did a lot of animal experimentation and some of the things they made are way worse than zombies. I don't know much more than that, but I know if we can get back to Captain Wesker he can tell us more."

"Finding Wesker is a great idea," Richard agreed, "But why would he know more about this than the rest of us?"

"Because," Rebecca thought carefully, not wanting to say anything that would make Richard ask questions she didn't want to answer, "Some of the files I found made it clear that he has connections to Umbrella. Besides, when I first joined STARS he implied that he might be able to get me a job with Umbrella."

"Really?" he sounded equal parts skeptical and impressed, "What did the files say? What did Wesker say to you?"

Instead of giving a direct answer to either question she decided to combine the two, "That he was very good friends with one of the researchers there."

Richard laughed, "Is that why you've kept with us for so long? You figured it would be an easy way to get in with Umbrella? Me and the other guys always wondered why you didn't drop out after…"

She was glad he didn't finish that statement. There were several incidents he could have been referring to and none of them were accomplishments she wanted to be reminded of.

They reached the servants' quarters without encountering any zombies and there she made her way to the bathroom. Richard watched her, looking increasingly uncomfortable as she turned on the faucet and let the water in the bathtub run until it was warm.

"Do you think you'll be safe here?" he asked as he stood at the bathroom door.

"I should be," once the water was warm enough she put the stopper in the tub drain and let it start to fill.

"Then I'm going to look for the others while you clean up. You can wait for me here."

"Okay," she wasn't sure if it was because he thought she'd slow him down, if it was because she'd told him she was infected, or if he was genuinely worried about her safety.

He left, closing the door behind him, which she locked for good measure. Then she stripped off her uniform, figuring she would wash it afterwards, and climbed into the tub.

Her intent had been to wash off as quickly as possible and then clean her uniform, but the water felt so good that she decided to take her time. Besides, she had agreed that she would wait for Richard so it wasn't like there was anything else for her to do.

She rubbed at her arms, not sure how to properly clean the injuries there since the leeches had filled them in. Even finding the injuries was difficult, between the leeches beneath her skin and the fact that she could somehow still feel the touch of her fingers against the areas where they had covered, actually finding them was a challenge. The fact that they were somehow transmitting sensory information to her nervous system didn't make sense. She was willing to accept that they could use pheromones to transmit information to each other, but how did they bring her in to the loop? It was obvious that they could, Marcus had been able to get around just fine despite being more leeches than himself, if what he had implied was accurate.

There was something obvious that she was still missing.

Several leeches had left her to swim freely. She could feel their little bodies undulating through the water, except they weren't that little anymore. They'd at least doubled in size since hatching. Where were they getting the mass from? Some of them had eaten the zombies, but even if they'd brought back food for the others it probably wouldn't be enough to fuel that kind of growth.

One of the leeches was exploring, climbing up the edge of the tub. The porcelain was cold.

Somehow she was aware of what the leech felt, proof that it was communicating with the others and they were then sharing it with her.

Curiosity got the better of her.

She scooped several more leeches out of the water and placed them on the edge of the tub. The feeling of cold was more distinct, also the air was dry.

She lifted her hand out of the water and rested it on the rim of the tub. The sensations were the same as what she felt through the leeches.

Taking one of the leeches from the edge of the tub she carefully squeezed it. She could feel pressure, both through her fingers and the leech.

Releasing it she let it fall back into the water. It swam straight to her, not at all frightened by being handled and then dropped

Moving her hand through the water she watched as the leeches followed the motion, tumbling when they got caught in the wake. They swam around her fingers, sliding smoothly against her. More leeches joined in, an undulating black stream following the path of her hand through the water.

It was fascinating to watch and actually rather relaxing, seeing how they moved and feeling the water around them. The behavior didn't make any sense, but that was hardly exceptional considering everything else they could do that they shouldn't have been capable of.

When she stopped her hand the leeches bumped into it, squirming against her and each other in a disorienting mess of sensation. It tickled for lack of a better way of describing it.

As soon as she moved her hand the leeches again followed, bumping and nudging each other, circling in the current. She continued until she finally realized what was happening.

The leeches were playing.

Not only were they intelligent enough to act as a group to protect her, they were responsive to positive stimulus. More than that, because they transmitted sensation to her their play was working to ease the stress she felt. That was why she was able to relax despite the circumstances.

Or maybe she was reading too much into things. She went to turn the tap on to see if they would react to movement from a source other than her. The response was instantaneous. Before she even turned the water on they were gathering beneath the tap, anticipating what was about to happen.

She hesitated, the implications sinking in. Not only were they transmitting information to her, somehow she was transmitting to them as well.

Turning on the water caused them to scatter in all directions, she could feel them trying to swim against the current only to get pushed back. As soon as they were able to they went right back to swimming towards the falling water. There was no doubt about it, they were playing.

After this was all over she was still going to have to find a way to get rid of them, but maybe one that wouldn't kill them. They had helped save her life during the zombie attack and if they were as intelligent as they seemed to be then they would be worth studying. That seemed like a good idea, a way to salvage things for herself after quitting STARS. Besides, there had to be some good that could come from them, a medical use or something.

Leaning back in the bath she watched them, everything that she'd been through was catching up with her and exhaustion was setting in. Maybe if she closed her eyes just for a moment…

She didn't know how long she'd been asleep for. All she knew was that the tub was overflowing and there were leeches everywhere. There was a moment of panic that passed far more quickly than it should have considering the circumstances. That she'd been able to get used to them so fast was frightening, but so far they'd only helped and if they really were intelligent…

The leeches were still swimming around her, playing under the flow of the tap, washing over the sides of the tub and climbing back in to do it all over again. When she turned off the water they circled beneath the tap several times before swimming back to her. She could feel them pressing against her, rejoining the ones that had remained inside her.

She got out of the tub before all of the leeches had rejoined her. There was no way of knowing how long she'd been out for and the last thing she wanted was to be laying around naked in a bath full of leeches when Richard got back. Getting dressed wasn't an option though, at least not until she cleaned the blood and dirt from her uniform.

While she cleaned it as best as she was able, the leeches continued to return to her, lines of them slithering out of the tub and across the floor. If she paid attention she could feel them crawling up her legs, but they were easier to ignore than they had been. Even the itching was barely there. Either she'd gotten used to it or they'd all found where they wanted to stay and stopped moving around so much.

Once her clothing was as clean as it was going to get she spread it out to dry and waited. She'd been out long enough that Richard would probably be back any moment, bringing the others with him. They'd get out of the mansion, she'd quit and then she'd figure things out from there.

Waiting was difficult, but knowing that Richard was out there, getting help made things easier.

During the time she spent pacing the room the last of the leeches returned to her. That was good though, she didn't want them out and visible when Richard came back with help. Explaining them here and now would be too much, because then she'd need to tell them what had happened with director Marcus, yet another embarrassing thing she'd done, one more story about why she wasn't fit to be in STARS.

Looking back even she could see how stupid she'd been to follow him. None of her teammates would have ever gotten themselves into a situation like that. After everything was over though, when all of Umbrella's horrors were brought to light, then she could explain what had happened to her, because then it would be part of a larger picture instead of yet another accident caused by her inexperience. She wouldn't even have to tell anyone about Marcus himself, she could just say that she'd been pushed into a vat of leeches by a zombie. Everyone would believe that and it was honestly less embarrassing than the truth, an accident rather than active effort on her part.

Richard didn't come back.

Enough time had passed that she was starting to get worried.

Maybe he was in trouble.

As little as she liked the idea, she realized that she was going to have to set out on her own again.

At least she'd learned her lesson, only to attack zombies when they were alone and try and avoid them whenever possible.

This time when she started exploring the mansion there were fewer zombies and a lot more open doors. While she'd been asleep there had been a lot going on, but Richard hadn't come for her. She didn't know what that meant, nothing good she was sure.

She wandered the mansion and its outbuildings, seeing signs of people having been through the areas, but never encountering any of them. What she did encounter were the leeches she'd left behind with the zombies. They'd spread out and explored on their own and they'd smelled people, even seen the shadows and motion of their passing. She still had no idea how they were able to communicate the information to each other and pass it on to her, but she was thankful for it. Once everything was over she'd have the time to figure it out, but until then she was glad for any help she could get.

Following whatever it was the leeches could smell she went deeper into the mansion, discovering that, very much like what she had found at the training facility, there was much more going on than there seemed. There were hidden rooms, secret passages and countless additions to the building that made no sense. Her first thought was to dismiss it as the whim of an eccentric millionaire, but she soon realized there was something far more ominous going on. The reach of Umbrella was greater than she had thought. Many of the additions had decidedly modern electronic locking mechanisms, and on occasion she found memos with the Umbrella logo on them.

Research had been conducted in the mansion and the lack of leeches other than her own indicated that the outbreak here was unconnected to what she'd experienced earlier. Two separate containment breeches in such a short period of time wasn't something she was willing to attribute to random chance. There was something much bigger going on than she'd first suspected and Captain Wesker was in the middle of it, something she was growing increasingly sure of. His name had shown up too many times for it to be coincidence which meant the real question was, why had Bravo Team been sent in with so little information? It went past carelessness and straight into the realm of malice, especially if Marcus had been telling the truth about Captain Wesker attempting to kill him.

Where did that put her and the others? What was the point of it all?

Again and again she was missing the bigger picture.

Hearing an animal growl down what was otherwise a promising stretch of hall she retreated to backtrack and hopefully find an alternate route. She knew she could deal with zombies, but she wasn't sure what else might be in the mansion and there had been plenty of things that she and Billy had encountered that she didn't want to even think about facing alone. The leeches, impossibly capable as they were, probably wouldn't be enough to protect and she didn't want to test them. It was far better to play it safe, not because she was a coward, but because she was becoming increasingly aware of her own limitations.

Passing a window movement outside caught her attention. Someone was running around out there, too fast to be a zombie, but by the time she called out to them they were already gone.

She continued exploring, following halls and corridors, up and down the mansion until she was hopelessly lost. Maybe, if she wanted to, the leeches would help her retrace her steps, but that wasn't what she needed to do. She had to find Richard or whoever it was that she'd seen and…she wasn't sure what other than that she'd figure it out when she found them.

The more she searched the less sense the layout of the mansion made. Floors and flights of stairs didn't line up. A chance wrong turn after a hall dead-ended brought her to a new part of the building. Not just an area that she hadn't explored, but a series of rooms that looked like they'd been added years after the original construction of the place. Labs and conference rooms with state of the art equipment, a hidden Umbrella research facility miles away from the city.

Somehow the leeches knew that the scent trail here was fresher than anywhere else. She was going in the right direction, but what was she heading into?

Hearing footsteps in the distance she broke into a run.

Whoever it was, they were heading away from her faster than she was able to keep up. Did she take the chance and call out? What choice did she have?

"Please! Wait!"

The footsteps stopped, then, "Jill? How did you get here?"

"No, I'm Rebecca!" she called back, unable to keep the excitement out of her voice.

She'd done it! Though she had no clue who it was she'd found she knew that they had to be in STARS because there was only one person they could be talking about, Jill Valentine, the only other woman in STARS, to whom she'd been constantly compared and found lacking. She didn't even care that they'd probably be disappointed to find out it was her.

"Rebecca Chambers? From Bravo Team?" they called back to her. By the sound of it they were heading towards her.

"Yes," she turned a corner and saw that she was right, whoever it was she had found was in a STARS uniform. Squinting she tried to figure out exactly who they were. His face was familiar, but she couldn't place a name to it. Someone from Alpha Team obviously, but because she was still so new and hadn't had much interaction with anyone outside of Bravo Team she wasn't too sure who he was, "You have no idea how glad I am that I found you!"

He smiled at her, "Where are the others?"

"I…I don't know," she stammered, "We got separated early on. There were monsters and…"

She trailed off, realizing that now that she was saying it out loud it sounded really bad. Not just that she didn't know where any of the others were, but that she'd been on her own for so long and that monsters featured prominently in her story, no matter how she tried to tell it. Of course whoever it was that she'd found had to have encountered monsters as well, they couldn't have gotten this far without doing so.

"I know," he nodded grimly, "I'm Chris Redfield from Alpha Team. We got sent in to look for you and got attacked as well, probably by the same things. It was bad, but Jill, Barry, Wesker and myself managed to make it here. Then we got separated, so I guess the two of us are in the same situation."

"Yeah," she looked down at the floor, embarrassed that Chris was willing to compare their situations. One thing he said bothered her, "Captain Wesker is here?"

"Somewhere," Chris shook his head, "I met up with him once after we got separated and haven't seen him since."

"This isn't good," she didn't know what it meant, but she was certain that Wesker's being there was significant. He'd brought Alpha Team to the mansion on purpose and then abandoned them. Yes, he was the leader of the team, but he wouldn't have left them without reason. No, she was looking at it the wrong way, he wasn't there because he was with the team, the team had ended up there because he'd wanted to go to the mansion, "Why would the Captain bring you here?"

"To get away from the things attacking us," Chris replied, "Now follow me. I think there's something down here and it's important. Some computer files I found mentioned something called the Tyrant project and –"

"Wesker's here to take it!" she cut him off, "Director Marcus said that Wesker had him killed so he could take over the research. When the virus got out something must have happened and now Wesker is trying to cover things up or –"

"Wait," this time Chris cut her off, "What, who and what?"

"Director Marcus managed to modify the virus Umbrella was working with, he actually got it to work close to the way they wanted it to except Wesker killed him so he and his friend could take over the project," she started, realizing that things were finally starting to fall into place. She still didn't know why she'd been brought into STARS, but she knew why she'd been part of the team that had been sent out, why they'd been given so little information, the purpose was for them to fail, to be a distraction while Wesker did whatever it was that he was trying to do, "They must have made progress until something went wrong. The virus got out, well director Marcus let out the monsters, but there must have been an accident too and Wesker sent us in to deal with the consequences."

"Slow down," Chris put his hands on her shoulders, "Take a deep breath and tell me one thing at a time. Who is Marcus?"

"One of the founding members of Umbrella," she said quickly, not sure what that had to do with anything, "I found files about his work in the old training facility, diary entries too. He was working with something he called the Progenitor virus. He managed to modify it into a new virus, the Tyrant virus which they ended up using for something called the Tyrant project. I don't know what Umbrella's goal was other than making weapons, but they thought his research with the leeches was a dead end or something. Except it wasn't. They saved his life after Wesker shot him."

"Alright, Marcus was the one who made the monsters and let them out," Chris took a deep breath, "That at least explains where they came from and then the Captain found him and dealt with him. So things are more or less wrapped up."

"No," Rebecca pulled away, frustrated at how badly Chris was misunderstanding the events that had happened, "This is something new. I don't know what it is, but Wesker does, that's why we need to find him."

"I thought you said that you saw Wesker shoot Marcus," he said, looking at her incredulously, "Why didn't you ask him then?"

"That was ten years ago!" she stomped her foot in frustration, not caring that she must have looked like a little girl throwing a tantrum, "I didn't even know Wesker was here until I met up with you! He's here because of the Tyrant project and because he's working for Umbrella."

"Slow down again," Chris' expression grew concerned, "What happened ten years ago? That's how long Wesker was working with Umbrella?"

"No, he was working for them before that," she frowned, wishing that Chris would actually pay attention to what she was saying, "What happened ten years ago was him killing director Marcus."

"And how did you find out about this?" he asked, clearly troubled by the implications of what she was telling him, "Wesker's name came up in some of the files I found here, but they were all recent. You're trying to tell me that he's been with them for years, before STARS even. If that's the case…"

"Marcus told me," she blurted out before she could stop herself. There was no turning back now, she had to tell him the whole truth, "I ran into him in the training facility."

"I thought you said Wesker killed him," Chris looked at her suspiciously.

"No, Wesker shot him, but the leeches saved him," she said, only to realize how crazy it all sounded, "Don't worry, I can prove it."

She scratched at her wrists trying to pull one of the leeches free from where they were covering her injuries.

"Stop that," Chris grabbed her arms, "You're going to hurt yourself."

"No I'm not," she tried to break free from his grip, but he was too strong. All she could do was focus on the leeches squirming over her arms, hoping that they would understand that Chris wasn't a threat and wouldn't attack him, "I just want to show you one of the leeches."

"There aren't any leeches," Chris said quietly, "Just calm down. Whatever happened at the training facility is over and done with. Relax and sit down. I'm going to see what's down here and then we can go. If the Captain really is working for Umbrella there should be proof down here. All you need to do is wait for me to get back."

"You think I'm crazy," she accused, fighting back tears. It was just like with Billy and Billy had seen the leeches at the training facility, so he'd at least known that they were real.

"No," Chris said gently, still refusing to let go, "I think you've been through a lot and you need time to calm down. None of us could have anticipated any of this and you honestly shouldn't have been sent out in the first place. I get it that you blame Wesker for what happened to your team and I'm ready to believe that he's working for Umbrella. For now you just need to relax and we can sort everything else out later."

Then he let go of her wrists.

There was no sense in trying to argue with him or try and prove that she wasn't crazy. Luck alone had prevented the leeches from biting him and she wasn't about to tempt fate again in case he grabbed her again.

"Fine, after this is over I'll prove I'm not crazy, but for now I'm sticking with you. I have as much a right to know what's going on as anyone."

He seemed willing to accept that and let her follow him to the elevator without comment. They rode down to yet another basement floor, arriving at an airlock style door. Several pipes had burst, filling the hall with a fine mist, obscuring the warning signs covering the walls. It took several seconds for the locking mechanism of the door to disengage and when it opened they were greeted by a baffling sight, rows and rows of computer monitors and several enormous tubes that spanned from the floor to the ceiling. They were made of clear glass, but the liquid inside them was thick and cloudy, obscuring whatever shadowy things were floating in them.

Past all that was a man frantically typing away at a computer terminal. Silhouetted by the light from the monitor it was impossible for her to tell who it was until they were closer. She had been right.

"Wesker," Chris' voice was neutral, though Rebecca could sense an undertone of distrust.

"So you've come," Wesker didn't even look up from what he was doing, "Chris, you make me proud. Of course you are one of my men."

Chris let out a dismissive snort, "Thanks."

Rebecca was about to cut in, tell Wesker that she knew the truth, but before she could speak he turned around and pointed his gun at her.

She gasped, Chris froze. Of all the things she had imagined happening this wasn't one of them.

"Since when Wesker?" Chris demanded.

Wesker let his aim drift over to Chris, likely having decided that she was unarmed and not threat at all, "I'm afraid I don't know what you're talking about."

"Since when have they been slipping you a paycheck?"

Rebecca was amazed, he seemed less concerned about the gun aimed at him than Wesker's betrayal. At least it meant that he believed her about Wesker working for Umbrella.

"I think you're a bit confused," Wesker stepped in closer, leaving Chris with no space to react. Though it was impossible to see the Captain's eyes through his sunglasses Rebecca got the distinct impression that he was looking past Chris to her as he continued, "I've always been with Umbrella. STARS were Umbrella's, no, rather my, little piggies. The Tyrant virus leaked, polluting this whole place and unfortunately I had to give up my lovely members of STARS."

"You killed them with your own dirty hands," Chris raised an accusing finger, "You son of a bitch!"

"No," Rebecca felt no pleasure at learning that she had been completely right, only a growing sense of horror, and paradoxically, relief. She was honestly relieved that things had gone the way they had. If the Tyrant virus hadn't been released she would have continued working for STARS and Wesker might have made good on his promise to get her a job with Umbrella. Who knew what sort of project she might have been assigned to and how long it would have taken her to figure out what was going on? It was possible that it might have taken her years to learn the truth, that rather than helping people with the research she was doing, she was helping make monsters. And what would have happened when she learned the truth? Would fear and guilt keep her silent or would Wesker kill her just like he had director Marcus, just like the members of Bravo and Alpha Team, like he was about to do with Chris?

"Oh yes dear," Wesker's expression was unreadable, "Just like this."

Without warning he turned away from Chris and for the third time since her ordeal had started, she was shot.

The impact knocked her to the floor. There was no pain, just pressure and the inability to breathe. Had her Kevlar vest protected her?

No, no it hadn't.

It was a strange thing, to feel herself bleeding internally. He'd shot her high in the chest, just off center. There were a lot of things he could have hit there, very important things. A lung, one of the major blood vessels leading to her heart, her heart itself.

Wesker was still talking, but his voice was distant. She tried to watch him, to see what he would do next, but it was hard to see anything. Her vision was starting to blur.

The leeches were frantically swarming to her chest, stopping the bleeding, but that wouldn't be enough. The blood that was already there, whatever was damaged had to be dealt with as well. If her lungs couldn't expand, if blood wasn't making it from her heart to the rest of her body…

There was only so much that they could do.

They still tried though, she could feel more and more of them filling her chest, frantically trying to seal the damage and clean up.

Something was happening around her, a lot of commotion and movement, but she hardly noticed it, all her attention was on the leeches and struggling to breathe. Through it all there was no pain, just pressure and the horrible sliding feeling of the leeches.

Any moment now she would pass out from blood loss or lack of oxygen and that would be the end. Even if Chris made it to her before she bled out there wouldn't be time to get her to anyone who could help. She was going to die and there was nothing anyone could do to stop it. Not even the leeches. As good as they had done hiding the bites on her arms there was no way they could repair a damaged organ in a way it could function.

She rubbed at her wrists, unable to find a pulse through the leeches. It didn't matter, she could feel the leeches moving, but not her heart beating. The movement of the leeches was all there was. She couldn't even breathe anymore.

"Rebecca!"

Someone was picking lifting her, propping her up. The leeches shifted inside her.

"Chris," she gasped, amazed that she was able to speak. Maybe the way he'd lifted her had caused the leeches to shift enough to let her lungs work again. She could still feel the leeches sitting heavily in her chest. Somehow they must have stopped the internal bleeding and then managed to get rid of the blood pressing on her organs by drinking it. She could tell because they were sharing the meal with the others. Breathing, now that she could manage it, was uncomfortable, but it was possible, the leeches moving to let her lungs expand. Her chest was packed with them. They didn't repair or heal wounds, they just filled them.

"Good thing you were wearing your bulletproof vest," he said, smiling at her. Before she could attempt to correct him, that Wesker had taken care to shoot above it, he continued, "There's nothing left for us to do here. Let's get moving."

She looked past him and saw Wesker laying prone on the floor. A distance away was something enormous and horrifically malformed. Whatever it was that had happened she didn't want to know the details, "Okay."

All that mattered was that Wesker was dead and it was over. STARS was over, no need to worry about telling anyone she was quitting.

If Chris noticed her fleeting smile he didn't comment, he just helped her to her feet and guided her out of the room.

She wasn't paying attention to where they were going or anything else, all she could focus on was the weight in her chest. It was hard to breathe. All she could feel was the leeches squirming, moving back and forth, sharing the meal they'd had. They'd drank her blood, to save her, but still, what if they developed a taste for it?

Keeping her breaths short and shallow helped ease the discomfort. The leeches didn't like being compressed when her diaphragm expanded to pull air into her lungs. It was their being compressed that was uncomfortable, not the act of breathing itself. Why should she care about their comfort? All they'd done was save her life.

Chris brought her to the elevator and told her to wait, that he had to take care of one more thing.

She nodded, listening as the sound of his footsteps vanished into the distance. Then she listened to the gurgling sounds of her own breathing and the faint sliding sensation in her chest as the leeches moved. She couldn't feel her heart beating, but she had lost a lot of blood. Maybe she was going into shock.

She tried to check her pulse but like before there were too many leeches on her arms, all she could feel was their moving. They squirmed excitedly beneath her fingers, twitching like they were trying to mimic a pulse.

Her neck then, no leeches there.

Nothing.

She licked her lips, realizing that she could taste blood, her own blood. One of her lungs must have been damaged then. A lung and who knew what else.

She coughed.

Some blood and a fat leech came up and landed on the floor next to her. It was big having gorged itself on blood, almost the size of her thumb. When it reared up she could see its mouth and hooked teeth.

She picked it up and held it in the palm of her hand. Proof that she wasn't crazy, if she wanted to show it to anyone.

Did she want to?

She wasn't sure.

Just in case she put the leech into one of her pockets. It pulled at the fabric with its teeth, curious about its surroundings. It could smell the others, sense them, but it was apart from them. Cautious but unafraid. The leech was better off than her then.

Footsteps, this time two sets. She looked up.

Chris was back and there was a woman with him, the unmistakable Jill Valentine.

Jill looked at her, eyes asking an unspoken question and Rebecca looked away.

She couldn't feel her heart beating, just leeches.

They were infected with the T-virus.

The T-virus had made the zombies.

The leeches couldn't be introduced to an infected host, they overtook it too fast. They ate it too fast.

An uninfected host wouldn't stay that way for long though, would it? Not with the leeches carrying the virus. Once it died they'd start eating, but maybe in those few hours before death they'd have time to finish imprinting on the host. They could pick up on chemical signals in the host's blood, maybe even electrical signals in the brain. It would allow them to know things that they shouldn't, anticipate what the host was about to do.

She followed Chris and Jill down the hall to a different elevator, glancing at them out of the corner of her eye from time to time.

She'd seen the zombies mauling dead bodies. They'd attacked her and tried to eat her even while the leeches ate them. That she felt no desire to attack her rescuers meant nothing, she wasn't really a zombie, was she? Her leeches had killed the zombie attacking her by destroying its central nervous system. The leeches were detritivores after all, they preferred eating dead things. There was no reason that they'd be hungry. They already had something dead to eat.

Carefully she ran her fingers along her arm, searching for where the leeches had filled in the bites. It was hard to find the edges of the injuries, not just because the skin around it was starting to grow numb, but because the wounds were larger than they'd been.

This elevator took them to the surface.

It was day, the sun was bright. It dried out the slime coating the leeches on her arms, leaving it a sticky film. They wanted to burrow away from it and hide, but she endured the discomfort, working out a compromise of sorts.

She stopped trying to breathe.

It was over and she was safe.

"I quit."

But Chris and Jill didn't hear. Her words had been too quiet and they were focused on the helicopter circling overhead.

She was safe, but she hadn't really made it through her ordeal, had she?

The leeches squirmed. They wanted to get away from the light.

Looking at her arms, she could see them twitching slightly as they rolled over, allowing new leeches to take their place. They were good at working together, very good. Enough so that she hadn't realized the extent of their cooperation. They'd tricked her into thinking that she was fine.

A signal flare went off, the helicopter circled lower.

She stepped back into the shade to wait.

Taking the leech out of her pocket she put it on her arm.

There was no pain when it bit her and started to burrow, its color changing to match that of her skin. Everything she felt was what the leech felt because…

Pulling the leech away before it finished she looked at the divot it had left in her arm.

The helicopter landed and she put the leech back, watching as it vanished. She ran her finger along were the leech was. Where the leech was she could feel the contact, around it was numb. The same went for her wrists, everywhere there were leeches she could feel things normally. Where they weren't there was nothing.

Chris offered her a hand getting onto the helicopter, but she ignored him, struggling to climb in on her own. Jill flowed afterwards, sitting down next to Chris.

Rebecca collapsed on the floor.

She was crying, or sobbing at least. She wasn't sure if there were any actual tears. Chris and Jill probably thought it was because she was weak or crazy, or it was survivor's guilt because the rest of her team was dead. If they thought it was the last reason they were mostly right.

Her entire team was dead, herself included. She'd died in the bathtub, waiting for help that never came.

All that was left were the leeches, slowly eating away at what was left.