Sally Acorn found herself wishing for the seven-hundredth time that she hadn't decided to trust Antoine to lead them through the pipe system under Mobotropolis. Currently she stood with Sonic near a large pool as Bunnie fished the waterlogged fox out of the drink. The pipe that had led them to this spot had opened up suddenly and Antoine, being the klutz that he was, had gone tumbling headfirst into the drainage pool.

"Well, look at it this way, Sal," said Sonic as he leaned against the brick wall surrounding the pool. "At least this way we'll always know when something's dangerous: Antoine'll fall right into it."

"I just wish he'd get into a little less trouble," said Sally under her breath. "It's almost impossible to take him anywhere."

"Are you all right, Antoine?" asked Rotor, oblivious to the exchange of Sally and Sonic.

"Oui, oui, I am just fine," said Antoine as Bunnie set him down. He didn't look fine at all, with his fur dripping and his clothes drenched. Actually, Sally thought, he looked more like a drowned rat, and he didn't smell very good after his dip in the murky green water. But he did seem to be uninjured and that, at least, was a good thing.

"So now whar, sugar?" Bunnie asked the soaked young fox. "Thar ain't exactly a clear path in this place, y'know."

This was true. The five Freedom Fighters had started their journey at the head of a small stream running through the Great Forest. Near this stream was a pipe that had once been an outlet for the city of Mobotropolis' sewage before the takeover of Robotnik. Now the pipe let out a tiny trickle of water as opposed to the gush that had come out so many years ago. It was also big enough to accommodate a small Mobian standing up, or a larger one if they crouched. Since the Mobians involved in the raid were of a smaller size, excepting Rotor, the five of them had only a little trouble getting through the pipes, with Antoine in front as their guide.

In a matter of minutes the other Freedom Fighters realized the danger that was present in traveling through the pipes. It quickly became apparent at the second side-tunnel they had taken that there was a significant chance that they could get lost forever in the twisted metal maze. What made this even worse, though, was the realization that they were depending on a person who had in the past demonstrated, to put it politely, a certain lack of competence. To put it bluntly, Sally wasn't at all sure that Antoine knew where he was going, and neither did her companions. Then the tunnel had opened up on the large room they now stood in, and when Antoine had taken a dive in the drink, Sally doubted even more that the fox knew where he was going.

"Let me think," mused Antoine, scratching his dripping head as he looked at the tunnels around them.

"That'll be a first," said Sonic under his breath, followed by a quiet 'oof' when Sally elbowed him in the ribs.

"Ah, I know," Antoine said with a smile. "It has been so long, my princess, and things look different, but I still remember the way. We go that way."

At this he pointed back into the pipe they had just come from.

Sally silently mouthed 'Why me.' Still, when Antoine started into the sewers once more she followed, and the other Freedom Fighters followed her. After all, maybe the impossible would happen and Antoine would actually know what he was doing. Then again, thought Sally as she got a whiff of Antoine after his dip in the drainage pool, maybe not.

* * *

Deep in the heart of Robotropolis, only a matter of blocks away from the Death Egg itself, stood a massive, forbidding structure. This structure was the Roboticizer Center, the location where the dreaded roboticizer capsules were housed. These horrible devices had decimated the population of Mobotropolis with a fate worse than death, transforming them from flesh and feeling into the mindless metal slaves of Robotnik. Many of these once-living beings now operated and maintained the many complex machines that kept the place running, an ironic twist that the lord of the Death Egg could not have failed to notice. SWATbots roamed the halls of the Roboticizer Center in small squads, as a backup in case the roboticized Mobians were unable to handle any situation that might arise, and also to guard against sabotage from the Freedom Fighters. Truth be told, though, the Roboticizing Center was virtually impregnable from the outside. There were mechanized guards and remote-controlled autocannons, and more than enough hardware to keep even the swift-footed Sonic from making it into the inner halls of the unhallowed place. Hence, the SWATbots stationed inside the Center were almost always in a low power consumption mode, using only enough of their internal generators to complete their rounds and ensure that all was well. If they had been living beings, one would have said they were being lax. Indeed, they were about as careless as a robot can be. Not that it mattered, though. After all, no Freedom Fighter could ever get into the Roboticizing Center without joining the ranks of unliving metal Mobians. Thus it was that a squad of SWATbots made their way past an old grille covering what had once been a drain before Robotnik had taken the building for his own, and never gave it a second thought. Shortly after the robot soldiers had passed, though, faint noises could be heard coming out of the vent. Or, more specifically, one noise: the high-pitched voice of a certain young and clumsy fox, happily proclaiming his success in a voice that was far too loud for the comfort of any of his friends. Fortunately, the voice was cut off rather abruptly, and so it passed without notice by anyone above the grille.

"Bunnie, can you lift this thing?" said a voice from under the floor.

"Shore can, Sally-girl," came the reply in a Southern Mobian accent.

With that, the bolts that held the grille in place were jerked out of their holes by a sudden force against the grating, and the whole sheet of metal was lifted and pushed to one side with a slight clang. Shortly after the obstacle was removed, a young rabbit with light brown and tan fur pulled herself up through the hole in the floor. Her left arm and both legs were cybernetic, and it was she who pushed the grate aside to allow the passage of her companions and friends. Next came a young and pretty ground squirrel, wearing a blue vest and boots and carrying a small knapsack. Out of the top of one boot peeked the palmtop Artificial Intelligence NICOLE, the only computer of her kind remaining after Robotnik had taken over and destroyed them as threats to his power.

Right behind Sally came the cobalt-blue hedgehog, Sonic, the fastest living being on the face of Mobius. He would have contested that statement, though, and amended it to say 'the fastest thing on Mobius, PERIOD.' Truth be told, he might have been right. Both Sonic and Sally helped to pull the young tailless fox, Antoine, from out of the hole in the ground, more to make sure that he didn't fall and make more noise than for the sake of politeness. Antoine pulled off the highly polished boot that had been forced over his muzzle and put it back on his foot, giving a haughty look at Sonic as he did so. Sonic in turn made a face behind Antoine's back as the fox dusted off his blue Royal Guard uniform and straightened his gold epaulets. Rotor, the tallest of the five Freedom Fighters, climbed up last, his distant smile never wavering as he looked around and then helped Bunnie put the grate back in place, putting the bolts into one of the little pouches that lined his tool belt. After all, one never knew when something like that might come in handy, and keeping the bolts out of sight would keep anyone who passed by from suspecting anything.

Sally looked around at the Freedom Fighters who had followed her so faithfully for so long and smiled.

"Bunnie," she said, turning to the rabbit, "you know this place better than any of us. Do you know where the holding areas for the newly roboticized are located? NICOLE estimates that the programming center is real close to that place."

Bunnie nodded, unconsciously rubbing her metal arm as she was reminded of the painful ordeal that had nearly cost her both mind and body, and had instead made her the strongest of the Freedom Fighters. Sally frowned in concern when she saw this, but didn't mention it.

"Take us there," was all she said. With that the quintet of young Mobians began to make their way through the dimly lit halls of the most horrible place on their planet, keeping to the shadows and small crevices that lined the metal walls to avoid detection by any passing patrols. Cautiously and slowly they went deeper into the twisted labyrinth of the Roboticizing Center, searching for their target. Eventually, though, the group came to an abrupt and unexpected stop.

"This warn't here before," said Bunnie, standing in front of a sliding door with a complicated-looking locking mechanism nearby. "Robotnik must've upped his security some."

Bunnie stepped aside as Sally Acorn stepped forward, pulling the computer out of her boot top. Sally attached NICOLE to the lock and activated her code-breaking mode, tapping a few of the small number of buttons NICOLE possessed for non-verbal operation.

"Go get 'em, NICOLE," said Sonic as Sally finished her preparations.

"Always ready to serve, my main hedgehog," said the little computer as it went to work on the lock. Sally sighed at the computer's irregular voice pattern, which it seemed to develop with greater frequency around Sonic, but she held her tongue. Eventually NICOLE stopped her work, and Sally picked the computer up to hear its report.

"I am afraid I cannot crack the code, Princess Sally," said NICOLE. "The system is hardened, immune to tampering, and so I cannot even get to the code in order to unlock the door."

Sally frowned at this unexpected twist. They had passed a number of similar doors on either side with locks that looked a lot like this one, but Bunnie hadn't bothered with any of them. Now their way was blocked by just such an obstacle, and there seemed to be no way past.

"Do you know anything about where we are, Bunnie?" she asked. "Maybe there's another way around."

Bunnie rubbed an ear as she thought.

"We're a little past the SWATbot storage rooms, where they get recharged between patrols," she said after some deliberation. "That would mean that on the other side of this door are the holding cells, where Robotnik keeps his prisoners before they . . . well, before they get moved." She didn't want to think about what happened to those who were taken away. She still had nightmares from the long hours she had spent in those cells, fearing that the next moment might be her last while all around her, one by one, her fellow prisoners, each a friend and a fellow Freedom Fighter, had been taken away, never to be seen again. Soon after each Mobian would leave, the lights of the Center would dim for a moment as a huge amount of power was used up by the terrible machines at its core, heralding the fate of the hapless being. Then, finally, it was her turn to go . . .

"Hey, Bunnie," said Sonic, touching the cyber-rabbit on her fleshy shoulder, "you all right?"

Bunnie blinked, and then smiled at Sonic.

"Not really, Sugar-hog," she answered, "but Ah'll get by for now." Then she frowned as she thought about where they needed to go. "Let's see, one of them doors back there is the place where the air conditioning control units are." Bunnie smirked. "Even turned to metal, Mobians like things cool. I even think that the 'bots work better when it's not so hot."

Sonic grinned at this revelation.

"So, we're gonna do some duct-crawling? Way cool! Let's get moving before we grow moss. I'm starting to feel a need for speed, and I want to get to that programming room now."

With that Sonic began to walk back down the hallway, and was soon caught up to by the others, Bunnie once more taking the lead. In only a short time they reached a door that Bunnie said held the air pump controls. Since this door had a far less secure lock than the previous one NICOLE was able to crack its code in under a minute. The door slid open with a faint 'whoosh' and the Freedom Fighters quickly slipped inside, letting the metal panel slide shut behind them.

The room in front of the five Mobians was a large one with a fairly high ceiling, but it was severely cramped by pipes and ducts that wound in and out of the floor, walls, and ceiling like some strange breed of metal-and-plastic earthworm. Over against the far wall of the room, manned by a pair of roboticized Mobians, were a series of computer consoles that monitored and controlled the internal environment of the Roboticizing Center. The Freedom Fighters started a little at the sight of the two roboticized workers, one a tomcat and the other a rabbit doe, but the metal Mobians seemed oblivious to everything but the task they had been given, and didn't shift their gazes from the many screens or their hands from their control boards. Sally gestured everyone close and they took a quick counsel to decide what they should do next.

"My scan of the room indicates that there is an opening large enough to accommodate you all in the duct-system over to your left," said NICOLE in a muted voice. "It appears to be a repair shaft." The Freedom Fighters could make out the indicated opening some yards away, and Sonic and Rotor made their way over to check it out. They returned only a few moments later, Sonic now sporting a frown.

"Great idea, NICOLE," said Sonic quietly to the AI. "One problem, though: the vent's closed and it doesn't have any buttons."

"Just great," whispered Sally. "Any ideas how to get past those two?"

Sonic grinned.

"No, Sonic," said Sally before the hedgehog could say anything. "They might set off an alarm if you try that."

Sonic scowled in disappointment, but held his tongue. Barely.

At that moment Rotor smiled a little larger than usual, and in not quite so vacant a manner.

"I've got something that might work," he said, reaching into his tool belt as he started to walk towards the roboticized Mobians.

"Rotor, wait . . ." started Sally, but he had already reached the control panel and tapped the doe on the shoulder with one long-clawed finger.

The roboticized doe turned, it's red eyes flashing as they focused on the living creature in front of her. Her hands rose, and a multitude of dangerous-looking sharp implements sprang from her fingertips as she began to advance on the blue-grey walrus.

"Intruders must be neutralized," she said, drawing the attention of the tomcat, which also began to turn to attend to the invader of their metal world.

Rotor's smile never wavered as the doe advanced on him. Sonic stepped forward to race to his friend's rescue, but just as the doe drew back one sharp hand to strike Rotor pulled a small blue ball from his pocket and threw it right into the roboticized Mobian's face. The instant the orb touched the doe's nose, it burst into a cloud of fine glittering particles that settled on the metal being in a matter of moments. When the cloud finally settled, the doe was frozen in her tracks, and the red light in her eyes had gone out. Turning to the tomcat as it began to advance on him, Rotor threw a yellow ball at it. When the ball hit it made a loud 'pop' and burst in a puff of blue smoke that enveloped the advancing metal Mobian. The cat paused at this, swayed for a moment, and then toppled to the ground in a tangled heap, its eyes also now gone blank like the rabbit's. Sonic walked over to the standing doe and tapped her on the nose, then snapped his fingers in her face.

"Pretty amazing, Rotor," said Sonic. "But next time, why don't you try and cut it a little bit closer?"

Rotor grinned.

"Sure thing, Sonic," he replied.

The threat of the roboticized Mobians now neutralized, Sally set NICOLE to the task of finding the right controls and getting the repair shaft for the air conditioning ducts open. Soon they found the sought-after console, and after a moment for NICOLE to insinuate herself into the system, the panel gave a hiss of decompressing air, and then swung open.

"Piece of cake, eh NICOLE?" said Sonic.

"No problem, Sonic," replied NICOLE.

Antoine and Sally were the first to reach the vent. With a flourishing bow, Antoine motioned Sally to go first.

"After vous, my princess," he said, and Sally complied, smiling a little once she was past the young fox. Antoine's old-fashioned chivalry was both silly and a little touching at the same time. It showed his respect for her and his desire to live up to the mantel of the Royal Guard that he was to fill when he got older. Unfortunately, it also made his foppishness that much more obvious, and while Sally was flattered by the treatment, she could only stand so much of it before she had to get as far away from the young D'Coolette as possible.

Sally had to crouch a little as she entered the dimly-lit metal tube. Her fur rustled slightly in the air flow through the ducts, fortunately with far less force than they would have found in the main air conditioning ducts. The small repair tunnels, while connecting to the main airflow areas, nevertheless were mostly out of the way of the main gales of the great turbines that kept air circulating. They had been designed that way to allow repair 'bots easy access to damaged areas without having to rely on excess safety equipment. Now they served the Freedom Fighters equally well, though for a somewhat different, and more destructive, purpose.

Bunnie slipped past Antoine and stayed close behind Sally, her eyes wide as she struggled to hold in the gradually mounting terror rising in her breast. It was a waking nightmare for her to be trapped in the heart of the one place on Mobius she hoped never to see again, and it took much of her self-control to focus on the task at hand. Antoine, his manners not extending to the males of the group, came right after Bunnie, with Sonic right on his heels, grumbling a little at having to be so close to Antoine. Rotor took up the rear and quickly found his size a disadvantage in the cramped tube, as he almost had to crawl to get through the passageway. Still, he persevered and was able to keep up with the group, if only because of the frequent pauses caused by Antoine.

"NICOLE," said Sally, holding the computer in front of her, "can you get a map for this place?"

"Already done, Princess," said NICOLE. "I scanned the files of the air-conditioning computer for the duct layout while I was opening the door."

Sally grinned as NICOLE's two dimensional display lit up with the requested map.

"NICOLE, you never cease to amaze me."

"Thanks, Princess Sally. As I said before, no problem."

Armed with this knowledge, their journey through the narrow passageways of the repair vents was much faster than it might otherwise have been, with NICOLE's screen directing them around obstacles that would have stopped their progress.

What neither NICOLE nor the other Freedom Fighters knew or could have guessed was how fiendishly prepared Robotnik could be. Though he made many mistakes due to his overconfidence, he had anticipated the possibility that someone might penetrate the Roboticizing Center. After all, it was the second most hated place in Robotropolis, with the Death Egg being the first, and he didn't doubt that some enterprising Freedom Fighter might actually find a way past his foolproof security in their quest to ruin him. It had happened once before, when Bunnie Rabbot had escaped, and he had no intention of allowing it to happen again. For those Mobians resourceful and foolish enough to break into the Roboticizing Center, the most obvious way to travel secretly would be through the air conditioning system. Hence Robotnik had prepared a special surprise for any non-machine that might dare to venture into the labyrinthian tunnels and set it loose to wander as it chose. He had named this new horror Creeper, and filled its metal heart with guile and malice. Now Creeper could feel the Living Ones moving through its domain. The only emotion Robotnik had given his creation was hunger. As it contemplated the intruders that hunger quickly began to rise until it became an uncontrollable craving. A craving for blood.

As the five Mobians made their way past yet another of the innumerable bends in the repair tunnels, Rotor began to feel a strange prickle on the back of his neck. He brushed his fur down, and glanced over his shoulder, wondering at the odd feeling. He was an engineer, after all, and not given to superstition or random feelings. His smile wavered, then fell into a puzzled frown as he paused in the ducts. He couldn't turn around easily in the cramped quarters, and he began to feel a little claustrophobic for the first time in his life as he realized how vulnerable he was. Noticing that the others had gotten a little ahead of him as he thought, he began to hurry along to catch up, opening his mouth to mention his strange feeling to Sonic. After all, of all his friends, Sonic always seemed to have answers in the few cases Rotor had questions. Not always the right answers, he admitted to himself, but answers nevertheless.

Sonic heard Rotor start to say something, and turned around to see what his friend wanted. To his shock and surprise, however, when he turned around the tunnel was empty.

"Hey, hold up a minute, guys," he called out, bringing the Freedom Fighters to a halt, "Rotor's gone!"

With some effort, and a good deal of discomfort (especially as she made her way past Antoine) Sally came over to where Sonic was, and walked forward to look around for where her walrus friend could have gone to. Antoine also moved forward to stand right behind Sonic and look over the hedgehog's shoulder (being careful of the quills), much to the blue hero's irritation.

"What's this?" murmured Sally as she bent and examined a number of strange green globs on the floor, as well as wispy white stuff hanging from the ceiling. She pulled NICOLE out and touched the computer's receptor to the odd substances, one at a time. "NICOLE, can you give me an analysis of this stuff?"

"Processing, Princess Sally," said NICOLE in her usual monotone. "Substances identified: one, the green substance, is a highly alkaline venom modeled after similar substances to be found in nature, particularly in spiders. It has an adjustable structure, allowing it to function as either a paralytic poison or a flesh-eating weapon. The substance here is of the first type. It singed my chemical receptor, by the way, and I will need it repaired to function at peak efficiency. Fortunately that part was glass and relatively immune to strong bases, or the damage might have been far more extensive."

"Sorry, NICOLE," said Sally sheepishly.

"No problem, Sally," continued NICOLE. "The second, white substance is a synthetic protein polymer. It appears to be a cross between spider silk and nylon, coated with a strong adhesive to make it extremely sticky."

Sally and Sonic both frowned and looked at each other.

"Spiders?" said Sonic. "What's Robuttnik set on us this time?"

"I don't know, Sonic," said Sally, looking around nervously, "but there's something out there, and it's got Rotor. That means we've got to find it and get our friend back before something happens to him."

"Oui, my princess, we shall find him," said Antoine, standing up as tall as he could manage. "Perhaps we should split oop? Sonic and Bunnie forming one grop, and moi and vous another." As he said this, the uniform-clad fox edged closer Sally and gave her his most winning smile.

"Er, I think we ought to stay together on this one, Antoine," said Sally carefully, so as not to hurt the fox's feelings. "After all, there's safety in num . . . where is Bunnie?"

The three Freedom Fighters looked around at the empty tunnel where the cybernetic rabbit had been standing. Each of them noted with dread that the walls and ceiling had scraps of webbing hanging from them.

"We've got to work fast," said Sally quietly.

"Fine by me," said Sonic. "Let's go squash that bug."

* * *

Bunnie struggled, all in vain. The SWATbots had tied her too tight, and she couldn't stop them as they forced her into the deadly beam of light that would change her forever. She tried to scream as the rays bombarded her, but no sound could pass her lips. Even her limbs failed her, and she could only stand helpless as she felt her legs ripped into by the beams and the nanites contained within them and then reassembled into a new, metal shape. Her arm followed, and it felt as though a million tiny claws were being gouged into her helpless body as the rays began to spread over her, turning the flesh she had worked so hard to make strong turn into cold, unresponsive, ugly metal. Once before Bunnie had been saved from this fate, and the light had shut down at just that moment, before she lost any more of her body, and her friends had been there to help her and comfort her. But this time there was nothing to stop the roboticizer, and she watched in helpless panic as her flesh turned from the healthy, shiny tan fur she always kept in perfect order, turn into metal, making her into a grotesque freak. A zombie of silicon with bonds that could never be broken.

Then she awoke, gasping for breath as the cobwebs of her nightmare fled away.

Bunnie Rabbot had been a little vain about her appearance, knowing she was very pretty and enjoying the attention that brought. The loss of her left arm and both legs had traumatized her badly, and her self-image had been distorted by the change. Vanity gave way to shame, and yet she could never hide her half-machine parts, for they were needed by the Freedom Fighters. Her enhanced strength had saved them all time and again, and gradually Bunnie had begun to see herself in terms of her usefulness, since she felt that must be the only reason she was so well liked with the ugly metal fused to her flesh, which in her own eyes made her ugly as well. She had thrown herself even further into her studies of the martial arts, which she had begun as a little girl right alongside Sally Acorn, and soon became the best hand-to-hand fighter among the Knothole Mobians. Everyone knew, loved, and trusted Bunnie Rabbot, because with her vanity gone she had become selfless and gave as much as she could to help everyone in whatever they might need. She hadn't seen that yet, hadn't seen that she was loved because of who she was, and not what she was. Now, as she became aware of where she was, it started to look as though she would find out.

The young rabbit doe found herself in a wide room shaped like two funnels put together, one on top and the other beneath. At the top and bottom of the room were large holes leading into the vents of the duct works, with a huge fan spinning rapidly in front of each hole. All along the upper and lower rims of the room were similar though smaller fans, pumping air throughout the Roboticizing Center. This place was the true heart of the air conditioning system: the main air pump and filter. It was here that the Creeper had made its lair, its vast web bisecting the huge room.

Bunnie looked down to discover that she had been encased from her ankles to mid-chest in what looked like spider silk, and that this webbing had been stuck to the wall of the room just a short distance above a massive and complex web. As she let her gaze travel across the room, she gasped when she saw Rotor just an arm's length away on her right, bound up just as she was. Rotor was blinking his eyes sleepily as he regained consciousness and took an assessment of his surroundings.

"This looks bad," he said after some deliberation.

"You said it, sugar," agreed Bunnie. "What d'ya think happened, and whar are we?"

"Well," began Rotor as he looked around, "I'd say that we are in a filter pump, and judging from its size, probably the main one. Also, it appears that we're both trapped."

Bunnie rolled her eyes.

"Thanks fer tellin' me that, I'da never figgired it out." Then she looked down at the web. "Looks like Robotnik's been lettin' his pest control get outta hand here. That's the biggest spider web I ever did see."

Rotor nodded.

"Yes, and I think we ought to get out of here before the web's owner returns."

"That's prob'ly the best idea I've ever heard, sugar," said Bunnie with a grin. "How ya figgir on doin' it?"

"Well, my tool belt is just down there," answered Rotor, pointing down onto the web with one toe, "And I could get us out real fast with it. I think you could reach it with your legs if you stretched them out and were real careful."

Bunnie grinned.

"Rotor, yer a genius. I'll kiss ya after we get outta this."

"Thanks," said Rotor with a blush.

As Bunnie moved her legs, using one metal foot to touch the extension button on the other one, both of the trapped Mobians heard a slight rasping noise above them. Looking up, a chill ran through them both as they saw their captor in the dim light filtering in through the upper duct. The thing was big, easily as big around as both of them put together, and its surface was a dull black that made it almost impossible to see in the dark. Most of this size was made up of the thing's eight long, spindly legs, which contracted or extended as needed to make its way through the narrow ductways. At the center of this mass of limbs was a streamlined insectoid body, the abdomen of which trailed a thin strand of thread behind the creature. This was a trip wire, so that no one could sneak up on the Creeper without its knowledge. From its head glowed six burning red eyes, two large ones in front, and the other four on the top of its head. The light from these eyes shone down on the monstrosity's gruesome mouthparts, and on the small white bundle it carried in its front two legs.

After a moment to survey its lair, the Creeper descended the wall as easily as if it had been a horizontal surface, stretching its legs out to their maximum extension to accommodate for the additional space. Bunnie and Rotor were relieved to see the thing descend on the wall opposite them, keeping as much distance between them and the strange robotic nightmare as possible. As they watched in horrid fascination, the Creeper drew out a mass of webbing from its abdomen and made a pad of the sticky substance, which it adhered to the wall before sticking the small bundle against it, much like an unfortunate insect against fly paper. The two captive Freedom Fighters could barely make out the bald tail of a non-anthropomorphic rat, for it was on these that the Creeper sated its lust for the lives of others when no other prey presented itself. Bunnie gave a small scream and Rotor made a disgusted sound as the Creeper bent its mouthparts forward first to bite the rat with its venom injectors, paralyzing it while leaving it fully conscious. This done, the Creeper began to devour the hapless rodent in the horrible fashion of scorpions: chewing the victim until it grew soft enough to swallow.

"Bunnie," said Rotor as he gagged, "I think you need to get my toolbelt now."

Bunnie nodded wordlessly, her legs working frantically.

The Creeper clacked its mandibles together in a satisfied manner, and then turned its attention to the new, larger life forms that had stumbled into its snare. Its eyes blazed in the darkness as it focused on the helpless creatures, and then it began to walk, slowly, around the side of the funnel-shaped room. Creeper would take its time getting to these morsels, letting them watch it come steadily closer as they were bound, helpless to stop it. After all, fear made prey taste so much sweeter.

* * *

"Thees place is circles within circles," whined Antoine. "We haf been walking forever." The uniformed fox had chosen to walk right in between Sally and Sonic, because of the combined motivators to avoid disappearing like Rotor and Bunnie, and also to stay as close to Princess Sally as he possibly could. Unfortunately, this put his whining within equal distance of them both, and it was beginning to wear on their nerves.

"I'm sorry, Antoine," said Sally, not sounding sorry at all, "but this is the direction the webbing is taking."

Sonic shook his head in disbelief, his smirk still undaunted.

"We find a giant spider and the first thing we try to do is walk right into the middle of its web. This is almost as much of a thrill as bashin' buttbots. We oughta do this more often, Sal."

"I'll take that into consideration, Sonic," replied Sally with a grin.

Sally had always been a good student, and she had always paid attention in class. While she had a special talent for working with computers and electronics, she also knew a fair amount about the life sciences as well, including a little bit about entomology, or the study of bugs. As she and her two remaining companions had been thinking of a way to find their friends, she had remembered that many species of Mobian hunting spider would leave a trail of webbing behind them as they traveled, as a way both to warn them if an intruder was following them, and to tell them when potential food had entered a place they had gone through. After some careful searching using NICOLE's scanners, they had found a strand of the web-substance, thinner than one of Sally's hairs, running along the floor of the duct. They had found the other end of that strand shortly thereafter, where their attacker must have put it after kidnaping Bunnie and Rotor, and soon it became simply a matter of following the string, preferably without touching it and letting their quarry know that it was being followed. Of course, with the amount of noise that Antoine was making, it was very likely that the beast had already heard them long ago. Thinking of this, perhaps a little too late, Sally shushed the fox, and Sonic was all too happy to reinforce that shushing, which irritated Antoine no end. They gradually made their way through the confusing maze of tunnels, until they came to a long ladder.

"Hey, what's up there," whispered Sonic, looking around Antoine and Sally.

Sally looked down at NICOLE's map display.

"It looks like the main pump and filter chamber of this place," she said. "The room up there is huge."

"Well," smirked Sonic, "it looks like we get more exercise. I'm going up first. I want to be the first to meet that bug and give it my best."

* * *

"Almost got it, sugar," whispered Bunnie to her nearby friend as her extended foot closed on the distant tool belt. Rotor only nodded silently, his eyes on the looming spider-thing that crept ever closer. Truth be told, she needn't have whispered, for the Creeper had no ears. Its senses of sight, smell, and touch had been enhanced to levels that would have blown the mind of organic life forms, but it existed in a world of utter silence. "Just a little further."

Bunnie's foot brushed against the side of the tool belt as the Creeper stalked towards them. Frowning in concentration, she began to hook her metal toes into the loop of the belt. Just then, the Creeper reached forward with one of its spindly legs, and Rotor yelped as it slid like a whisper across his chest. This yelp made Bunnie jump, and the tool belt slipped from her foot and began to teeter on the edge of the web. Both their eyes wide as they saw their only hope of escape in such a precarious position, Rotor began to suck on his tusks to keep from crying out as the Creeper began to gently prod him with one, and then the other of its front legs, much as a poor-sighted spider will wave its legs against an object to find out about it. Bunnie in her turn took a deep breath to steady herself, and then began to gently angle her foot forward and down, underneath the wavering tool belt.

A scream began to rise in the normally placid walrus' throat as Creeper wrapped four of its legs around him and began to pull him forward, towards the waiting mandibles. But the expected bite never came. Instead, the Creeper peeled its prey off the wall and began to carry the helpless Rotor as it walked down the wall, and onto its web. Bunnie looked up as the web began to shake, making the tool belt wobble frighteningly, and gasped as she saw the spider-thing slit Rotor's bindings and then tie him down spread-eagled in the center of the web. She turned back to her work as fast as she could, only to see the belt slip over the edge of the web. Onto her waiting foot. Smirking slightly in triumph, Bunnie began to draw her leg back up to where she hung against the wall.

So intent was the young rabbit doe on getting her prize back to her, that she failed to notice what the Creeper was doing. As Bunnie had drawn her foot back, she brushed the web ever so slightly, sending a faint tingle through the gossamer strands. This was enough for the Creeper, who could stalk in complete blackness, hunting prey with its glowing eyes turned off by using touch alone. As the spider-thing was about to sink its fangs into the morsel below it, it sent attention to the eyes on top of its head, and saw the other morsel pulling something quickly towards her. Suspecting trouble, the Creeper gave a quick paralyzing stab into its prey to keep it from warning the other, and then began to close rapidly on the meat-thing that had fallen into its snare.

Bunnie lifted her leg, the tool belt only a matter of breaths away. She reached up with her other foot, and began to carefully work out a set of wire cutters from one of the belt loops. Before she could find a way to use them, however, a whisper light leg fells across her leg, followed by a second, and then a third. She looked up into the blazing red eyes of the Creeper, who tore the belt away from her and threw it down towards the bottom opening of the lair, where it slid down the side of the funnel and slipped through the blades of the fan. As the Creeper raised its four front legs and wrapped them around the helpless rabbit, its fangs dripping deadly venom, Bunnie screamed!

* * *

Sonic, Sally, and Antoine all heard the scream and began to rush to the ladder. Sally pulled one of the glowing power rings from her knapsack just as Sonic looked back, and tossed it to him. He caught it in one hand, and the ring blazed with light as the raw energy of Mobius was transfused into the veins of the fastest thing alive.

* * *

"Let's juice!" came the exultant cry as Sonic erupted from the duct below the Creeper's lair in a blaze of light and power, nimbly avoiding the whirling blades. The Creeper turned from Bunnie with a loud, enraged hiss, and began to scramble down the wall towards the intruder that had dared to defy the sanctity of its home and dining. Sonic rushed straight up the side of the wall, aiming directly at the spider thing that had captured his friend. The Creeper dug its four back legs into the wall to brace itself as it saw the blue hedgehog coming, and raised its front four to grapple the quick-moving nuisance that had come to disturb it. Just at the last minute, the Creeper lashed out with its legs at the very instant that Sonic made a sharp right turn just in front of the spider-machine, and then made another right turn to continue up the wall past the monstrous beast, to where Bunnie hung against the wall. With a Sonic spin, Bunnie's bonds disintegrated in a spray of webbing, and she slid down the side of the wall, past the web, and caught onto a groove in the metal just before reaching the fan.

Seeing one of its captives slipping from its grasp, the Creeper hissed again in a maddened rage, and it scrambled up the wall as fast as it could to crush the life from the blue-furred irritant. Sonic had paused a moment after his spin, and he only just barely jumped to the side, vaulting off the wall, in time to avoid the flailing legs and dripping fangs of the enraged Creeper. The hedgehog landed on the edge of the huge web and took off running, not letting the adhesive surface have enough time to catch him. Creeper followed just a step behind, and it was only the extra speed given by the power ring that allowed Sonic to escape the spider's deadly grasp. Without the ring he would have been slowed down too much by the webbing to be able to dodge the lightning-fast machine, and it would have rent him in pieces the instant it caught him. As he nimbly avoided the Creeper, Sonic saw Rotor in the center of the web as he passed near the center, and made a bee-line to his helpless friend.

"Hang on, Rotor," he shouted, ducking to one side as the Creeper lashed out again, "I'll be right there."

Racing at top speed, Sonic soon came to where Rotor lay. Not stopping for an instant, the hedgehog made a searing spin right next to his friend, and kept on running as the web tore open at that spot, causing the walrus to fall through the hole and down towards the whirling blades far below. But Sonic didn't quit after getting Rotor out of the web. As the Creeper paused at the rent in the center of the web to fix it, Sonic raced to the edge of the sticky threads and took off down the side of the wall, running down faster even than Rotor could fall. With a mighty leap, Sonic caught Rotor in midair. Unfortunately, Rotor was much heavier than Sonic, and so they both bumped ungracefully against the side of the wall and began to slide down the side of the funnel. Before they could hit the fan, however, a powerful metal hand caught hold of Sonic's arm, and he kept a firm grip on Rotor, keeping them both out of harm's way.

"You all right, sugar-hog?" asked Bunnie, smiling at her rescued rescuer.

"Never better, Bunnie," laughed Sonic. "Gimme a hand with this lug, will ya? I've got a bug to squash."

Working together, Bunnie and Sonic pulled Rotor up, and Bunnie took a firm grip on the grey walrus to keep him from slipping while he got over the effects of the mechanical spider's venom. Once he made sure that Bunnie and Rotor were secure, Sonic took off again. The power ring's energy was starting to fade by now, but Sonic didn't need too much power for what he was going to do now. The Creeper, finishing its compulsive mending, looked down to see a blinding blue streak race up the side of the wall under its web. Expecting the hedgehog to attack it, the Creeper stood its ground. But instead of attacking the Creeper, Sonic launched a spin at one of the threads holding the huge web to the side of the wall. The strand of webbing severed with a loud twang, and the Creeper flinched as the taught thread flew back and struck it hard in the face, and shook its head to shake the sticky strand off when it stuck to its mandibles. Sonic raced around the cylindrical room and the web at its center, darting up and down (or side to side from his perspective), severing strand after strand of holding the web in place, causing it to waver and wobble as it lost more and more of its support. As the Creeper tried to escape the collapsing web these strands would flail about, and many of them caught on the Creeper's body, wrapping around its legs, slowing it down too much for it to escape from the clutches of its own snare.

"Gotcha now, bug!" yelled Sonic, spinning through the last piece of webbing, and with that the entire web began to fall downwards in slow motion, collapsing inward like a balloon with a slow leak. The Creeper gave a metallic scream as it was enfolded in the falling web and borne downward in a huge black-and-white bundle of metal and webbing until it struck the side of the funnel near the bottom of the room. Too entrapped to even get a grip on the wall, the Creeper began to roll down the funnel, slowed a little by the sticky webbing, right into the spinning fan blade. There was a single loud screech from the Creeper, and then a flash of sparks as the blades took its robotic head off, followed by more flashes and loud crunches as it fell slowly into the blades and was chopped into a thousand tiny bits.

Sonic came to a stop beside Rotor and Bunnie, his smirk unwavering. Rotor had started to regain some feeling by this time, and they led him carefully down the side of the funnel and lowered him past the fan into the arms of Sally and Antoine, climbing down right after. Sally looked at them, and then at the pieces of metal scattered all over the floor.

"What just happened?" she asked, picking up a stray bolt and looking at it quizzically.

"Oh, nothing much," said Sonic with a grin as he kicked the Creeper's head off into the shadows. "Just taking care of a little pest problem."