She remembered soldiers all over the place, ACTION agents walking on top of them, and a general anarchy. Now the facility seemed almost dull in comparison. Only a few agents walked the halls and all of them wore insignias marking them as lower tier personnel. Apparently without multiple superhumans in custody, a full staff was not necessary. She figured the holiday meant even lighter staffing.

Ghost Woman stood in the shadows of ACTION Base’s hallways. Cloaked by shadows and her own powers, she was invisible from view as was the man whose hand she held. She could barely hear Doctor Frost’s breath through the respirator in his mask. Still it made her uneasy that someone would hear and catch them. She had no desire to share a cell with Lady Foulplay for anyone.

They waited for the last of a stream of agents to pass them before they exited their position in the shadows of the wall. Ghost Woman knew her powers could only affect others to a limited degree. While she could make herself totally invisible to the naked eye, her powers could only cause light to refract off others. This effectively made them see-thru. Good enough for dark corners and hallways when one was not moving, not so great any other time.

She rushed him across the hall and through a doorway. They entered in to a large recreation room. Blackout sat in one corner. A large Lego tower rose nearly three feet high in front of him.

“Can you get him to come with us?” Frost said.

“He’s pretty easy going about anybody he knows. I don’t think it will be a problem.”

Ghost Woman willed herself visible. Doctor Frost sank back in to the shadows as she approached the furry dwarf.

Blackout stood just under five feet tall and his body was covered by thick dark fur. The fur could alter its shade in milliseconds allowing Blackout to move around undetected in darkness and shadows. Almost as good at stealth as me, Ghost Woman thought.

“Basil, it’s me. Do you remember me? Ghost Woman?”

Blackout looked up from his Legos and nodded. “Pale-lady. I remember you, pale-lady. You were nice to Blackout.”

“Yes, I was. Now I want you to listen to me very carefully, Basil. Some very bad people want to hurt us. You, me, and the rest of the time-travelers. We need to be able to find them before they find us, but we have to be careful about it. Quiet, like you and me are good at. Right?”

Blackout nodded. “I’m good at quiet. I’m sneaky.”

Ghost Woman ruffled the fur on Blackout’s head. “Yes you are. Will you come with me?”

Blackout shrugged. “I guess so. I like pale-lady.”

“All right, that’s great. But we’re going to have to be sneaky now. We don’t want to let anyone know that we’re leaving.”

“You’re not taking him anywhere.”

Ghost Woman turned at the voice behind them. She recognized Lightning Girl, Isobel, despite her rather shabby attire. Her red-blond hair was unmistakable, but her figure was cloaked under a baggy sweat suit. The arcs of electricity coursing between her figures were utterly recognizable however.

“Isobel, it’s okay. I’m not going to let him get hurt. I just want to—”

Ghost Woman threw up a shield of solid darkness just as the first blast of lightning struck out towards her.

“You’re not taking him anywhere!” Lightning Girl unleashed another burst of lightning and another. Ghost Woman held the shield strong, but she could feel the strain every time a burst hit her shield.

“Please, listen—”

Lightning Girl’s eyes went wide as a crackling sound filled the room. The ice formed around Lightning Girl in only seconds. It enclosed her from jaw to foot, paralyzing her from any further movement. Her eyes rolled back in her head as the shock of the cold around her forced her in to unconsciousness.

Ghost Woman’s eyes turned to Doctor Frost as he emerged from the shadows. “You didn’t have to freeze her. I could have talked her out of it.”

“I highly doubt it. We didn’t have time anyway. We need to get out of here fast. I’m pretty sure they heard the fight.”

“All right, let’s get moving then.” Ghost Woman waved to Blackout. “Come on, follow me.”

Blackout nodded. He scurried past her as he headed out the door.

“I said follow…” Ghost Woman shook her head and hurried after him.

Blackout bounded down and around the hallway. He moved up and down the walls, using his preternatural clinging ability alongside his shadow-blending to hide himself from notice.

Ghost Woman grabbed Doctor Frost by the hand, willed them both invisible, and hurried after. The halls were empty and Ghost Woman feared this meant they were waiting for them at the exits. She looked to Doctor Frost, but the pupiless stare of his goggles gave her no indication of his feelings.

“Salvation?”

Ghost Woman’s eyes turned to another door across the hall. Dr. Marcus Barnett stood in the doorway as he squinted at their location.

“I thought you said you were good at stealth, Ghost Woman.” She ignored Frost’s comments as she let the invisibility fade away and walked across the hall.

“Yeah, Marcus, it’s me.”

“What are you doing here? And who is he?”

Ghost Woman took Marcus’s offered hand. “I had to come back and get Blackout. We need his help if we’re going to find out how we got here. And this is Doctor Frost.”

“Frost! The guy the government is out to get? Why the hell would you work with him?”

“It’s a long story. All I know is that we’re in trouble now. Base security is on to us and we need to get out of here fast.”

Marcus sighed. “Why do I get myself in to this shit?” His words were mumbled, but a little too loud to go unnoticed.

“Marcus, can you help us please?”

He sighed again. “Get in here. You and your friends can go out the back of the medical lab. There’s a small loading dock that the three of you should just be able to fit through.”

Ghost Woman leaned in and laid a kiss on his cheek. “You’re an angel, Marcus. Thank you.”

Blackout and Doctor Frost moved past them. Ghost Woman entered the doctor’s office next followed at the rear by Marcus. He ran to the other side of the room and opened another door. Behind it was a small garage door. Marcus inserted his key in to the lock in the middle of the door, turned it, and opened it.

“Everybody out.”

Blackout swung down and out the back door. Frost moved to follow him.

“Stop! Stop now!”

A pair of security guards, both armed with AR-15’s, entered the room. They raised their weapons, ready to shoot.

Marcus threw his hands in front of his face as they fired. He gasped as he heard the bullets impact. He fell back to the floor and he knew he was dead.

He opened his eyes to find a shield of dark-force energy around him. Ghost Woman looked towards him. “Go, Marcus! Get out of here while you can!”

Marcus nodded his understanding. He scrambled to his feet and out the loading door.

Ghost Woman unleashed a burst of energy towards the security guards. The blast hit them like a battering ram. They sprawled out on the floor. She could hear other figures approaching. She turned and lunged through the door and out on to the ground below.

“Over here!” She turned to see Marcus, Frost, and Blackout run towards one of the massive automotives that this modern society called SUVs. Marcus pulled the keys from his pocket, something chirped like a cricket from inside the vehicle. He yanked the doors open and waved them over.

A tingle at the back of her spine, a slight quiver in the pit of her stomach. Something seemed wrong about this situation to Ghost Woman, but she just couldn’t place it. She shrugged the worry off. It’s just jitters, she thought. You’ve been out of the hero business for too long.

Ghost Woman followed Blackout and Doctor Frost in to the back two rows of seat. Blackout dutifully climbed beneath the seat, while Ghost Woman took Frost by the hand again. They all disappeared as Marcus started the vehicle moving towards the main exit.

“What the hell have I gotten myself in to,” Marcus mumbled as the car slowed to a stop at the front gate. He rolled down the window and handed the security guard his ID card. He made polite conversation with the guard at the window as another guard shined his light across the back seat, but saw nothing. He nodded to the other guard.

“You’re free to go, Doctor Barnett,” the security guard at his window said. “Sorry for the inconvenience.”

“No problem. I know you boys are just doing your job.”

The gates raised and Marcus drove the car out on to the road. Ghost Woman rose from her seat a few minutes later. She made her way to the front of the vehicle. As she sat down in the passenger seat, she let the glamour fade from her skin.

“Thank you, Marcus. You don’t know how much your help means to me.”

Marcus glanced her way. “I hope it helps, because unless a miracle happens I may have just thrown away my career and my medical license for you and your friend.”

“You need not worry,” Frost said from the back seat. “All will be revealed soon enough. You will be able to return to your former life when the truth is revealed.”

Sally rubbed Marcus’s shoulder and gave him a broad grin. “And hey, you got me, baby. That should be enough to make any brother happy as can be.”

Marcus gave a weak smile as they continued down the road.

*****

Unnamed wilderness, western Colorado
July 4, 2008, 11:17 a.m.

Atoman doubted that they knew he could hear them coming. His atomic –senses allowed him to read even the slightest fluctuation of audio and visual spectrums for miles around. He knew their location as soon as they passed Denver.

He stood in the middle of an empty field. A few tufts of grass grew around him still. Otherwise all other life for two hundred yards in any direction around him was gone. While taking time to locate any indigenous wildlife, he tore the trees from the ground yesterday. From birds to insects, he cleared them all out in just over two hours.

After weeks of planning the exact place of their meeting, it seemed time for him to meet his pursuers. He wouldn’t get rid of them any other way.

He heard the first whispers of suspicious less than a day after he flew from Times Square. The voice messages were encrypted but his mind worked at speeds faster than even the most powerful of the computers with which this twenty-first century was so in love. He started to listen to their conversations even as he took in the pathetic state of the modern world.

It took him less than a week to decide it was time for him to leave this culture. After the botched nuclear testing gave him his powers it was hard enough to feel in step with the world of normal humans. Now sixty years removed from his native land, he felt like an alien trapped in a nightmare world. He wanted nothing more than to be left alone, free of modern society and all human contact.

He knew from the conversations of both the so-called Agency for Counter-Terrorism: Infiltration, Observation, and Negation and the newly formed, military backed Atoman Task Force that he would not be allowed to just live in peace. They would hunt him to the ends of the earth if need be.

He needed to take a stand now. Prove to them that he wanted nothing more to do with them, their country, or their world. They needed to know that he just wanted to live in peace, not to hurt anyone again.

He could hear the conversations on the approaching helicopter. It was only three miles away now. He could hear the voice of Flag Man aboard. He remembered his fellow hero fondly from their brief partnership in Brazil, although the feeling was obviously not mutual. Flag Man discussed his battle plans over his radio with General Wallace, his superior in the Atoman Task Force.

He would come, they would fight, nothing good would come of it.

It was inevitable now. He could not stop it.

Atoman reached his hands out to his sides and felt the tachyons flow around him. His future self wanted him to know something about this day. He felt obliged to listen.

The images flowed over him and for the first time in sixty years, Atoman’s face lost its stoic determination. He raised his hands to his eyes and felt the tears fall down his cheeks.

Today someone would die.

*****

Somewhere over western Colorado
July 4, 2008, 11:56 a.m.

“Ready to deploy when you are, sir.”

Flag Man looked back at Lieutenant Baines, his handler on this one. A good young kid, a bright one, maybe not as tough as the G.I.s he remembered, but still an able body. He held a ripcord in his hand. The cord connected to the harness that held Flag Man to the open hatch of the chopper. Flag Man checked the wing apparatus on his new battle suit. Finding everything in place, he gave Baines a nod.

Baines pulled a ripcord and the harness released. Flag Man plummeted from the chopper and down towards the fast approaching ground.

The wings sprung open on his back and Flag Man suddenly felt himself flying over the Colorado wilderness.

It’s amazing, he thought. Damn all the others that could fly all this time! If I had known how wonderful this was, I would have went and found wings sixty-five years ago.

He dipped and dived over the scattered woodlands below. The radio on his ear chirped. General Wallace’s voice filled his ears. “Do you have a visual yet, Horne?”

Flag Man steadied his flight pattern. “Negative, sir. I’m on my way to his location now.” He let his altitude drop closer to ground level as he pinpointed the coordinates Baines gave him minutes earlier.

He banked just over ninety degrees and his eyes fell on a large clearing in the middle of the trees and brambles. A man dressed in a skintight red suit and cape stood directly in the middle of the clearing.

Flag Man ignored any contemplation on how Atoman could already be waiting. He swooped down and focused his mental energies in to the gem on his forehead.

As he closed on Atoman, he unleashed a burst of enhanced psionic force from the gem. It struck Atoman in the chest. The blast took the atom-powered man off his feet. He flew several feet in to the air and crashed at the far end of the clearing.

Flag Man set down on the other side of the clearing. The wings automatically retracted as his feet touched the ground. His hands went to the harness across his chest. He turned the dial and felt a shock of energy flow through his body. His own natural strength and endurance were enhanced one hundred times over now. Enough to make him at least a match for Atoman.

Flag Man ran towards Atoman. He felt the suit amplify his speed as he crossed the open field. It took him all of two seconds to close the distance. He delivered a hard right to Atoman’s jaw. Atoman staggered right towards a left in to the kidney. Flag Man followed with another left, this one to the abdomen, and another right to the jaw. He followed with a hard uppercut. The blow took Atoman from his feet. He crashed to the ground as Flag Man pressed his attack.

Atoman tried to wave him away. “Stop. I do not wish to fight you!”

“Then give yourself up. You stand down, let us take you in, and verify you are not a threat, and we’ll see.”

“I can’t let that happen,” Atoman said. “All I want is to be left alone, to be allowed to live my life free of your so called society.”

“That’s not an option. You come with me or I take you.”

“Then I am truly sorry for this.”

Atoman threw his hands up towards Flag Man. A burst of energy radiated out from them and struck Flag Man square on the chest. Flag Man flew back. His wings activated in mid-air and saved him from a painful landing.

Flag Man glided back to the ground. “Don’t fight me. I have the power to stop you now!”

“Maybe you do, but I can’t let you do that.”

Flag Man charged forward. Atoman ran up to meet him.

Their collision was heard several miles away.

*****

Unnamed wilderness, western Colorado
July 4, 2008, 12:32 p.m.

Russ Crocker donned the domino mask to finish up the ensemble. Rusty was gone forever, now he was London. And he feared he was already too late.

The sonic boom rocked the ATV. London’s hands shot back down to the handle bars to avoid being thrown from the vehicle. He was speeding towards the coordinates he received on his new cell phone while on the plane from New York. Whoever this Luna St. Claire might be, she was definitely more than just a simple coffee shop owner. The sound of the fight between Flag Man and Atoman echoed across the Colorado sky.

He gunned the engine of the four-wheeler. He needed to be there now, not in five minutes. The ATV crashed through brambles, bushes, and the occasional outcropping of trees. He ignored them, focused only on his destination.

He broke through one last line of trees to find himself in a clearing. Atoman and Flag Man stood in the center of the clearing. They traded blows one by one. They staggered at each hit, but both refused to fall.

They’re going to kill each other, London thought.

“Stop, damn it! Both of you stop!”

Both men stopped to take in the new arrival. “Rusty?” Flag Man said.

“Yeah, but it’s London now. I’m here to stop this. Stop this before you both do something you will regret.”

“I can’t do that, Rusty. He has to turn himself in.”

“Or what? You’re going to kill him? Don’t you see that this can’t end well at all? Both of you are stubborn as damn mules and you’re going to fight and fight until someone is dead. I don’t want that to happen. I care about you, Travis. And I care about Atoman and his own right to freedom. Please, stand down, let him go, let this fool’s errand come to an end.”

“I… I…”

The whirr of helicopter blades filled the air. A refurbished Huey, painted bright pink, streaked in to view. In a few seconds, it landed and opened. A young, well-tanned woman dropped down from the plane. She wore extremely short shorts, a pair of knee high boots, a bikini top, and a half-jacket. A Chihuahua popped its head up from her diamond-studded handbag.

London realized he recognized her. Her name was Leila and she was a singer. The singer he and his fellow travelers interrupted when they arrived. But what is she doing here right now?

She walked towards Atoman and Flag Man and stopped only a couple feet short of them. “Hey hey,” she said. “How’s everybody doing up here today?”

“Identify yourself,” Flag Man said. “Immediately.”

She rolled her eyes and through a hand up in his face. “If you don’t recognize me, you obviously don’t need to know.” Her attention turned to Atoman. She laid a hand on his chest and leaned in close to him.

“Hey, good looking. My name is Leila. How about you and me get out of here?”

“I remember you. You are a singer, the one from New York City. I have no interest of going anywhere with you.”

“Look,” she said. “I’m here to solve all of your problems. And I do mean all of them.” She turned her head and gave Flag Man a little wave.

“Atoman wants to be left alone, and you want him somewhere safely away from US soil. I can provide both of you what you want and get what I want as well.”

Flag Man growled his next words. “And what would you want, miss?”

Her hand ran down Atoman’s side and around behind him. His eyes went wide as she suddenly squeezed his butt. “This is what I want, right here.”

Flag Man looked at her, then Atoman, and then to London. London silently prayed that his old friend would make the right choice.

“All right, get him out of here,” Flag Man said. “But if I find that he’s back in the United States or that he’s consorting with this nation’s enemies, you will both find the full resources of the United States government turned against you.”

“Yeah, sure, fine, whatever.” Leila turned back to Atoman. “You game to come with me, baby?”

“I don’t see that I have any other choice.”

“Good.” Leila reached down past the Chihuahua and pulled a pen from inside. She pressed a button at its base and two four inch prongs popped out from the side of the “pen”.

London heard the ATV’s engine suddenly stop behind him. The slow-moving chopper blade also came to a stop.

Flag Man suddenly dropped to one knee. He clutched at the harness on his chest. “What happened?”

Leila dropped the device on the ground. “Localized EMP. An electro-magnetic pulse if you haven’t heard yet. It basically shuts down all electronics in a half-mile radius. A convenient device when you want to leave with no one watching you.”

Leila turned back to Atoman. “You ready to go, hun?”

Atoman lifted her up in his arms. Leila wrapped her hands behind his neck and held him tightly. Atoman slowly lifted back in to the air.

“I did not want it this way,” he said. “But I believe this could have been much worse.”

He quickly rose up and away from them. Within seconds he disappeared past the tree line.

Flag Man dropped suddenly to the ground. He struggled to pull the harness from his chest. London ran to his side, dropped to his knees, and cradled his friend in his arms.

“Something… something’s wrong,” Flag Man said. “I don’t feel right. It’s like my insides are on fire.”

London yanked the latch free on the harness. He pulled the straps off of Flag Man’s back and threw the harness to one side. His new mask left only the lower half of his face exposed, but that was enough for London to tell that something was happening to Flag Man.

London pulled the cowl up and off Flag Man’s face. Nothing could prepare him for the sight before him. Gone was the man London knew for years and years. Travis’s face had aged forty years in a matter of seconds. The wrinkles deepened even as London watched.

“Trav, are you all right? Speak to me?”

“I think…” He wheezed as he continued to clutch his chest. “I think I’m having… a heart attack.”

“Stay with me. Stay with me now.”

“I guess… you can only… escape time for so long.” Flag Man gasped and wheezed again. “I don’t think… that I have much more… time. Just want to say… I love you… kid.”

“Travis! Travis, hang on for me! Please hang on!”

The wheezing was gone. London realized his friend’s chest was still. Flag Man was dead.

London cursed himself, Atoman, Leila, the government, the military, the very world itself. My friend is dead, and I don’t even know who to make pay for it.

London gently closed his friend’s eyes for the last time. He gently lowered Flag Man’s body to the cold hard earth. He retrieved the harness from the ground as he stood back up.

He felt the tears welling out of his eyes and sticking beneath the domino mask. He yanked the mask free so that he could properly cry for his lost mentor.

Somehow, I will find out how this happened, he thought. Somehow I will find who is responsible for this. I will not let your death be in vain, Travis.

“I promise.”

*****