Disclaimer- Max Steel is the property of Hasbro and Sony/Tristar. The Real Ghostbusters belong to DIC. I am neither of these corporations, but I do contribute money to their various coffers, so suing me would be counterproductive. This story is rated PG by the Motion Picture Association of America for violence and some spooky stuff. Hey, it's a Halloween offering to my two mailing lists, it's time to get ghoulish!

Steel Phantoms

October in Connecticut is a beautiful time of the year. The trees seem to burn as their leaves begin to change, and on days when the sun shines, the colors are almost blinding. Today was no exception, as the sun poured golden light down on the small car winding its way eastward alongside the sparkling Atlantic Ocean. The breeze was warm, the top was down, and Max Steel was sulking.

Well, Rachel Leeds supposed, "sulking" might be a rather strong word. Her normally verbose, impulsive, adrenaline-junkie of a partner had spent most of the trip just staring out at the passing scenery. He'd been quiet all through their briefing as well, and it was beginning to worry her. The last time she'd seen him this subdued, he'd been suffering from a long-standing guilt complex and had eventually freaked out completely. Of course, we don't have to worry about diver's dementia on this trip-- at least, I profoundly hope not, she mused.

She couldn't say that she blamed him for his current emotional state. The revelation of Jean Mairot's connection to DREDD had shaken everyone. Rachel still wasn't sure she believed that N-Tek's best and most trusted operative had been a mole all that time. As badly as she felt, however, Max no doubt felt worse. On his last mission, he'd been captured and nearly dissected, thanks to the betrayal of a man he'd considered a friend. Jefferson Smith had insisted that Max take two weeks of "mental health leave," and this was the first time he'd been back in action since.

Nanotech might make him a super-agent, but scratch the surface, and you still find a nineteen year-old boy.

"You feeling all right?" the blonde asked, glancing over at her passenger.

With a snap, Max turned away from the passing ocean. "Huh? Oh, yeah, Rache. I'm just a little bummed. Laura and I were supposed to go to a Halloween party tonight. At this rate, Max Steel is going to stand her up as often as Josh McGrath has."

"That's one of the perils of having two identities," the older agent replied. "Incidentally, what were you planning on going as?"

"Vampires. Which means I miss my chance to see Laura in a skin-tight dress and fangs, thank you very much."

Sensing his attempt to bait her, Rachel decided not to comment on the shadows still lurking in Max's blue eyes. Time enough to discuss that later.
 
"Somehow, I'm having a problem imagining you in opera dress," she commented dryly.
 
"Shows how much you know. Modern vampires just wear black. I found the perfect leather jacket and everything."
 
Rachel stored the sudden image of Max Steel in a black leather jacket firmly away for safekeeping.
 
"If it's any consolation, hermano," a third voice joined the conversation, "the Hilltop Inn IS supposed to be haunted." Oddly enough, the voice had no perceptible origin.
 
"Great," Max responded. "And me without my proton pack."
 
"We're not here to go ghost hunting," Rachel reminded them both. "We're here to find the lab of the late Dr. Algernon Gorring, remember?"
 
Max sighed. "Yeah, we know. Dr. Gorring was a physicist, came up with some type of portable EMP generator, then croaked of a heart attack. Nobody's found the data yet. We read the briefing, Rachel."
 
"Actually, I read the briefing," Dr. Roberto Martinez shot back. "You just got me to give you the Cliffs' Notes version." He was actually still back on the roving airplane that N-Tek used as a field base, but the biolink, his connection to Max's nano-probes let him see and hear whatever Max did. It made him feel as though he was actually in the car with them.
 
The brunet agent grimaced. "Busted," he admitted. "But I know what I need to know, right?"
 
Rachel slanted a green glance in his direction. "That depends. Do you know how to act like a history grad student?"
 
"Sure. Read large, thick, boring books, drink bad coffee at meetings, and tell the students that they'll get their papers back whenever you get a break in your own schedule."
 
"Don't mind him," Berto interjected. "Just a bit of undergrad bitterness there."
 
"We're the low men on the totem pole, bro," retorted Max. "I still don't see why we're using this particular cover."
 
"Dr. Gorring's lawyers are currently having the estate evaluated by a number of noted authorities for appraisal reasons. One more pair doing research isn't likely to be noticed. Besides, as a historian and her assistant, we'll have complete access to the house and grounds."
 
There was a chuckle from Berto's end of the bio-link. "Of course, since Dr. Gorring ran the Hilltop as a functional hotel, you COULD have gone in as a couple of vacationers," he pointed out.
 
"Absolutely ridiculous," Rachel responded immediately. "I prefer not to be thought 'robbing the cradle,' as the saying goes."
 
Max shook his head. "Gotta agree with Rachel there, bro. I don't think anyone in their right mind would believe we were a couple."
 
Berto had several responses to THAT particular comment, but Rachel was an expert in several styles of hand-to-hand combat, and Max had two times normal human strength on a BAD day. And the two of them always knew where to find him. It didn't take his PhD to figure out this was a good time to keep his mouth shut.

They were not the first arrivals at the Hilltop Inn. One of the spaces in the semi-Gothic mansion's small parking lot was already occupied, by the largest, most unusual vehicle either agent had ever seen in civilian possession. It was white, with electronic equipment piled on the roof. Hopping out of the convertible, Max could see police flashers, what appeared to be satellite dishes, and one very large-- cannon?
 
"Wow, and I thought WE got cool rides!" he remarked.
 
"Good Lord," was Rachel's reaction. "Is that an ambulance?"
 
"Actually, I think it's a hearse," Max corrected. As he moved to get their luggage out of the trunk, he was able to get a good look at the stylized logo on the doors, which turned out to be a white figure enclosed in a red "no" symbol.
 
Max snapped his fingers. "Ghostbusters! I knew that car looked familiar."
 
"Ghostbusters?" Rachel asked, her tone a combination of disbelief and confusion.
 
"Yeah," Berto replied, his voice somewhat muffled. "Professional paranormal investigators and eliminators."
 
"Translation, they catch ghosts for a living," Max followed up. "Hey, Berto said the place was rumored to be haunted."
 
"And you were wishing for a proton pack," the tech teased back.
 
The glare of doom that Rachel shot in Max's direction was definitely intended for Berto as well, and both fell silent as Rachel and Max approached the front door of the hotel. Since Max was carrying their luggage, Rachel reached up and knocked on the door.
 
After a few seconds, the heavy wooden door was thrown open by a stocky red-haired man, wearing a sand-colored coverall and a pair of the strangest goggles that Max had ever seen. Night vision on acid, was his first evaluation.
 
"Hi!" The redhead pushed the goggles up on his forehead, revealing a pair of earnest brown eyes. "Can I help you?"
 
After so many years as a secret agent, very little fazed Rachel anymore. Swallowing her astonishment, she extended her hand. "Yes, I'm Dr. Rachel Leeds, with Del Oro University. I'm here to do some research on the house."
 
"Oh, right. Mr. Blake, the attorney, said you'd be up today. I'm Ray Stantz," he replied, shaking her hand. "Mr. Blake had some business to attend to, but he left instructions for you to make yourself at home and start your research right away, if you wanted."
 
"Ray!" a second tenor cut down the hall. "What have I told you about answering the door wearing ectospecs? You'll scare the straights."
 
"Gee, I'm sorry, Peter," Ray replied, turning to address the brown-haired man who was approaching. "I didn't even think about it."
 
"No surprise there, Tex," the taller man replied, reaching out to ruffle his friend's hair affectionately. Then he turned measuring green eyes on the two newcomers.
 
Smarter than he looks, Max thought immediately. Looks like this assignment is gonna be REAL interesting.
 
"Dr. Peter Venkman," the newcomer introduced himself. "Why don't you two come in the living room and we can make introductions there, since we're all going to be tripping over each other."
 
Rachel raised an eyebrow. "Oh?"
 
"Yeah, the lawyers hired us to check the place out, for ghosts and stuff. After Gorring died, there were some weird things reported, and they want to make sure the place isn't gonna be trouble for vacationers in the future." He gave Rachel a charming smile.
 
"But I wouldn't worry, we haven't seen any indications of anything dangerous so far. Need a hand with that?" He waved at the luggage.
 
Immediately, Max responded with his best "predator" smile. "Thanks, but I think I've got it," he replied. Venkman's eyebrows shot up, but he said nothing, just led the group into the living room.
 
"Getting a little territorial there, hermano," Berto observed, the bio-link now broadcasting internally.
 
"Shut it," Max replied sub-vocally. "Territorial" wasn't the right word for it. He just didn't trust this guy, and Max got very protective when it came to his friends.
 
In the library, Max was introduced as Rachel's assistant, something that caused Venkman's thoughtful expression to deepen. They also met the other two Ghostbusters, as strange a pair as the first two. The tall, blond Dr. Egon Spengler seemed like someone Berto would enjoy hanging out with, though the stream of technical language would almost certainly leave Max in the dust after a few moments. Winston Zeddemore, on the other hand, was a calm black man who reminded Max very strongly of Jefferson Smith, his boss and foster father. It seemed strange that this group of misfits had saved the world as many times as he and Rachel had, but it was obvious how well they worked together.
 
After all the introductions had been made, Rachel returned to the ostensible reason for their visit. "Max and I are going to need access to most of the house, especially Gorring's office and library, if we're going to conduct our research. That won't present a problem with your work, will it?"
 
Venkman and Spengler exchanged considering glances. "No, I don't think so," the blond said at last. "We haven't gotten any really strong readings since we've been here, and none of the manifestations reported have been dangerous in any way. Of course, if you see anything, you need to let us know as soon as possible, but I don't think you'll interfere. And we'll try our best not to interfere with your work, either, Dr. Leeds."
 
"You hear that, Tex?" Venkman instructed, grinning at his red-haired colleague. "No torching the furniture, before Dr. Leeds has had a look at it, at least."
 Stantz's response was an extended tongue, but he was grinning.

The two new arrivals had gone upstairs to unpack and rest, pleading exhaustion and a long car ride. Heading back from the kitchen, Winston noticed Peter leaning against one of the walls in the hallway, staring thoughtfully up the stairs.
 
"Yo, Pete, what's up?" the older man inquired, coming to stand next to his friend.
"Winston? What's your opinion of Dr. Leeds?" the psychologist asked.
 
Zeddemore was about to tease his friend about his technique with women when he noticed the expression on Peter's face. "She seemed all right to me," he responded. "You think she's trouble?"
 
Peter shook his head. "Dunno. Just... something not right about her. Her assistant, either. I dunno, he just bugs me."
 
"He's strong, anyway. Carried all that luggage upstairs by himself. I'd be careful around him, Pete. We've all got another couple of days in this place."
 
The younger man smiled, though it was more of a crooked smirk. "Don't worry, Winston, I've learned not to pick fights with people who can turn me into a pulp." With a loud exhale, he pushed himself away from the wall. "Well, I guess I'd better go see what the mad scientists are doing. God help us all if they've decided to make dinner."
 
Winston watched his friend go, worried. Peter's instincts about people were usually sound. If the psychologist thought they were in for trouble, all hell was likely about to break loose.


Dinner, courtesy of Peter, was a fairly normal affair. Since the six of them were likely to be sharing the inn for at least the next few days, it was mutually decided that the group would eat dinner together, trading off cooking duties. It was also mutually decided (by the Ghostbusters) that Ray would be exempt from cooking at any time.
 
"So, Dr. Leeds, what exactly is your research here at Hilltop, anyway?" Peter asked, over the stew. He'd tried flirting with her earlier in the evening, and been shot down immediately. Not to mention that every time he tried, the grad student shot him an absolutely evil look. Something was definitely going on here, and Peter had a hunch it went deeper than just the no-no of a professor/student relationship. So for the moment, he was restricting himself to just being nice.
 
For a second, Rachel simply blinked at him, then smiled. "Well, my field of study is Victorian architecture and furniture, and the house is built and furnished from that period. The restoration job is astounding. Even the books in the libraries are from the appropriate time. Currently I'm doing a project on restoration in Victorian structures, and historical accuracy there."
 
"Sounds fascinating," Winston replied. "How about you, Max? What do you do?"

"Carry heavy stuff, mostly," the teenager replied, swallowing. "I set up cameras, take pictures, any of the grunt work the Doc wants done and doesn't have the strength to handle herself." There was a soft sound, like a boot making contact with an ankle, and Max winced slightly. The four Ghostbusters hid their grins.
 
Reapplying his attention to his stew, Max looked up for a second. "So, what exactly are you guys going to be doing?"
 
As usual, Egon fielded this particular question. "We did a general sweep of the house today, and got some very odd readings. They're residuals, but very powerful ones, as if something very strong was here very recently. And they're oddly lacking in direction, as if the entire house is permeated with spectral energy. So, we're going to have to spend the next few days doing various tests to see what kind of manifestations we evoke."
 
"Manifestations. You mean ghosts?" Rachel inquired.
 
"Yeah, but not just ghosts," Ray explained. "There's also 'recordings,' you know, your classic haunting. Sometimes an emotional resonance is so strong, it gets imprinted onto the surroundings. Those aren't really ghosts-- they don't have minds or spirits or anything like that. They're just tape recordings, letting people see what happened a long time ago."
 
Egon nodded, rejoining the conversation. "There are also such things known as 'spectral phenomena.' Those tend to be localized things such as bleeding walls, ectoplasmic residue, and occasional spots of poltergeist activity. These things are the profile of the classic haunted house."
 
Taking up the explanation, Peter leaned forward a bit, being careful to avoid his stew. "If it's just a classic case, we probably won't do much. Document it, tell the owners it's not dangerous, and see if they want to get rid of it. Most people don't; it makes a great tourist attraction. Now, if it turns out to be something a bit more malicious, then we'll have to see if we can fix it."
 
"Malicious?" Rachel asked, though her tone seemed more polite than actually believing. "Malicious how?"

"These things can get a bit nasty," responded Winston seriously. "Sometimes if there's a conscious entity in the house, it can be intent on harming people. That doesn't usually happen, though, and it's rare that even the nasty ones can do much damage."

"So how do you do these tests?" Max asked abruptly, drawing all the attention back to him. He shrugged. "I don't want to screw anything up on my way to the bathroom or something."

"I wouldn't worry," Egon replied. "We'll mainly have cameras up at night, on infrared. We'll let you know where everything is, of course. During the day, we'll be running various experiments in some of the rooms, designed to evoke manifestations of one type or another. Of course, if either of you trigger anything, we'd appreciate it if you'd make a note of it for us."

Max grinned. "Not a problem, Dr. Spengler. I don't think that's something either of us is going to forget.

"What was that all about?" Rachel asked, as Max came into her room. "You were certainly pumping them for a lot of information at dinner."

The younger agent shrugged. "Most guys my age are fascinated by this stuff, so I don't think it was that suspicious. And I want to know just what I have to avoid if I'm sneaking around looking for the entrance to Gorring's lab."
 
"We're going to have to be careful, that's for sure," Rachel agreed. "Those four may be strange, but they're extremely observant."
 
"Hey, got that information you wanted," Berto suddenly piped up over the link. "Dossiers on all four Ghostbusters. Although I'm not sure why you wanted them."
 
"'Know thy enemy, and all that," Rachel explained, turning to her laptop. "Though this is more 'Know thy obstacles.'"
 
Max settled down on the other side of the queen-size mattress, ignoring the look Rachel gave him. It was, after all, the best way to see her laptop screen.
 
"This assignment is definitely going to take a few days," Max agreed. "But I'm not sure how much these files are really going to tell us. Venkman, in particular, is pretty different from his public personality."
 
"The man is an annoyance," Rachel sniffed.
 
Her partner made a face. "Maybe, but he's a smart annoyance. And if he decides he doesn't trust us, neither will the other three. Which could lead to some real problems for all of us."
 
"So, what's the game plan?" Berto wanted to know.
 
"Well, I'm gonna do some roaming around the halls tonight, looking for any energy readings that might suggest a hidden passageway or something," Max replied. "I'll cloak if I have to, since the Max Probes can disrupt infrared, too. In the morning, we can start our 'research,' see how that goes."
 
"Okay," Berto agreed. "I'll check the building plan, see if I can get any clues from that. We'll regroup in the morning, okay?"
 
Rachel nodded. "Sounds good. Now, we'd all better get some sleep. We'll have a big day ahead of us."

"This is ridiculous!" Max exploded, gesturing violently with his hand-scanner. "I've moved stuff up and down stairs, been eaten alive by nesting spiders, and catalogued more Victorian furniture than I've ever seen in my life. And what do I have to show for it? Dusty hair, sore muscles, spider bites on my arms, and the ability to tell a sideboard from a hutch, but NO LAB!"

Rachel didn't even look up from the pile of books in front of her, used to his tirades by now. "We know it has to be in the house, there's no other place Gorring could have hidden it. The scanner hasn't picked up anything?"

"Oh, it's picked up lots of stuff. Unfortunately, it's all been those weird gizmos the Ghostbusters are using to test this place out. If the lab IS here, its electromagnetic signal is so well-hidden that finding it is next to impossible."

"Well, none of these books hold any information on what we're looking for," Rachel sighed, putting aside the last of the volumes. "Nor do any of them trigger one of those melodramatic secret passages, as in those movies you're so fond of."

"Guess we couldn't get that lucky. I-" He broke off suddenly, staring not at her, but through her.
 
Rachel frowned. "Max? What is it?" Looking over her shoulder, she stifled a small gasp. The wall behind her was beginning to ooze with thick, dark blood. There was no perceptible source, but the liquid was slowly forming a symbol on the wall. Max couldn't place it, but he didn't like the look of it. A line of blood dripped from the symbol down to the floor, where it began to ooze its way slowly across the hardwood floor.

"Max..." Rachel began, backing up slowly.

"The door won't open," the younger agent responded, his voice low. "And I don't think breaking it down is a good idea."
 
"It's getting closer." It was. The line was also getting wider, too, and the coppery smell was beginning to permeate the room. Rachel wasn't sure what the blood would do when it reached her... and she wasn't so sure she wanted to find out.

Max rattled the door again, frustrated. "Come on, you stupid hunk of wood! Open up!"

The rest of the wall was bleeding now, and the smell was so thick Rachel thought she would choke. Behind her, Max was pounding on the door harder now, rattling it back and forth, trying to get it to open.

"Max..." Rachel's tone was rising as the approaching rivulet began to solidify, as if something was forming out of the blood. "MAX!"

"That's it! Going Turbo!" Max reached for the band on his wrist, but before he could activate his Max Probes, the door jerked open, dumping both Max and Rachel out into the hall.

Holstering his proton thrower, Winston Zeddemore leaned over to give the two of them a hand up. "You two okay?" the black man asked. "Peter and I heard you yelling all the way down the hall."

"The wall- started bleeding," Rachel managed, brushing herself off as she stood. "There was blood all over the floor."
 
Winston and Peter exchanged glances, as Peter holstered his thrower as well. Max, who hadn't even bothered to get off the floor, just sighed.
 
"It's not there anymore, is it?" he asked, his eyes shut.
 
"I don't see any," Peter confirmed. "But I can still smell it."
 
His fellow Ghostbuster nodded. "Some funky readings, too. Something definitely happened in here. We'll get Egon and Ray to help check it out later. You two done in here, with your research?"
 
Rachel shuddered slightly. "Believe me, Mr. Zeddemore, I don't think either Max or myself intends to re-enter that room any time in the near future."

After Rachel and Max's encounter in the library, Egon and Ray had moved the majority of their equipment into the room, but found only the fading residuals of a basic manifestation. Below those were the strange background residuals found in the rest of the house.

"This is really weird, Egon," Ray declared, looking up from the meter in his hand. "I can't pin down exactly where the haunting is coming from. There doesn't seem to be any real source of the readings at all."

From his position near the door, Winston joined the conversation. "Kind of interesting that they saw a bleeding wall after you told them last night that might be one of the manifestations, isn't it?"
 
"Maybe you gave something-- or someone-- ideas," Peter interjected, from his position on the library couch.

The other three looked at him in concern. "You don't think that this was some attempt at fakery, Peter?" Egon wanted to know.
 
The brunet considered this, then shook his head. "Not consciously, no. Maybe they accidentally triggered a buildup of poltergeist energy or something. They looked too scared when they came out of that library to have set it up on purpose."
 
"You still don't trust them, huh, Pete?" Winston asked. Peter grinned, but there was no humor in the expression.
 
"There's something strange about those two. I can't shake the impression that they're lying about something. They seem... edgy."
 
Egon raised an eyebrow. "Considering Max's reaction to you, it's possible that the two of them are simply involved with each other. That would, of course, be a breach of professional ethics, but it's not unheard of."
 
Once again, Peter shook his head. "It wasn't like that, Egon. I've seen jealous boyfriends before, and he's not acting quite right. Protective, yeah, but not possessive. Besides, if he's a grad student, I'll eat my thrower."
 
"He does seem kinda... mature," Ray agreed.
 
"Combat-trained, too," Winston broke in. "When he rolled out that door, you could see it in the way he landed. Somebody taught that kid to fight."
 
Ray looked confused. "But why would anybody want to disguise themselves as history researchers? It's not like they could steal anything-- there's no way to get it out of the house without anybody noticing."
 
"I dunno, Tex," Peter replied, green eyes thoughtful. "But I'm going to find out."

It was Winston's turn to make dinner that evening, and the oldest of the Ghostbusters quickly commandeered the kitchen, turning the other five occupants of the house out on their ears. Winston cooked best alone, especially since Ray could ruin food by simple proximity. Actually, it was somewhat of a relief to be able to cook without Slimer pestering him. The little green ghost could sense food a mile away...

Halfway through chopping the potatoes, Winston felt the temperature of the room drop. Precipitously. At the same time, the hair on the back of his neck began to stand up. After so long busting ghosts, he could recognize the warning signs. Something was in the kitchen with him.

He whirled around, expecting to see some type of manifestation. There was nothing there, however. Just then, there was a scraping noise, and one of the knives pulled itself from the knife rack and flung itself towards him.

Reflexes learned a long time ago flared to life, and Winston threw himself forward, just barely avoiding the blade as it struck home in the cabinet. More of the blades began to rise into the air, and the oldest Ghostbuster decided now would be a good time to make for the exit. Feinting left, he turned and dashed for the kitchen door, knives thudding into the ground behind him. A rattling noise in one of the cabinets caught his attention, and he dodged just in time to avoid a hail of cookware.

"I've heard of kitchen accidents, but this is ridiculous!" Winston muttered, as a colander flew towards his head. He then had to duck to avoid the cheese grater that was attempting to take his face off. The knives picked themselves up off the floor as he made another break for freedom. A lick of pain crossed his shoulder, but it didn't matter, because he'd reached the kitchen door and was... out!

Winston leaned against one of the walls in the hallway, clutching his now bleeding shoulder as the other five quickly came to see what all the commotion was about.

"What happened?" Peter wanted to know, pulling Winston's hand away to get a good look at the wound.

"Well," the older man drawled, "I think we can safely classify this manifestation as malicious."

Locking the bathroom door behind her, Rachel sighed. She'd been on edge all day, ever since the incident in the library, and the circus in the kitchen hadn't helped, either. She didn't believe in ghosts, or at least, didn't want to... but she was rapidly running out of logical explanations. It was simply impossible for anyone to have set up both of the day's little episodes with any type of technology she was familiar with. Nor did the Ghostbusters seem the type to do so, despite her skepticism about their line of work. She was rapidly coming to the conclusion that a ghost was the only logical explanation for the events of the day, and she hated it.

Turning on the shower, she shook her head. She'd think about it later-- much later. Right now, she needed a long hot shower to try and take some of the knots out of her muscles. Removing the towel she'd wrapped around her, she climbed into the shower and stood under the warm spray. With the water roaring down over her, she never heard the faucet in the sink turn on.

Her shower lasted almost forty-five minutes, as she tried to soak all the stiffness and pain out of muscles abused by constant tension. It was only when the hot water threatened to run out on her that Rachel turned off the shower. Snagging the towel from the rack where it hung, she stepped out of the shower-- and into calf-deep water.

Frowning, she reached over to try and turn off the sink, only to find that the faucet had apparently stuck open. Try as she might, she could not turn off the overflowing water.

Behind her, the shower and tub faucet both roared to life, in clear defiance of the laws of plumbing. With water pouring into it at an alarming rate, the tub was filled almost immediately, adding its overflow to that already coming out of the sink.

When her efforts to stop the tub and shower failed, Rachel decided that discretion was the better part of valor, and sloshed through the knee-deep water to the door. The knob turned freely, but the door refused to budge. It was as if something had cemented it shut.

The water was climbing up her thighs now, and Rachel began to pound on the door. Suddenly she felt a hard jerk on her ankle, and was pulled off her feet. Landing in the rapidly climbing water, she splashed and struggled, managing to stand again only to be pulled back beneath the surface. When she broke into the air the next time, she did the only thing left for her to do. She began to scream.

Out in the country, the stars always seem brighter than they do anywhere else. Max had seen a lot of night skies on his various missions, but the brilliance of a clear night never failed to impress him. Currently, he was leaning back in a chair on the inn's deck, watching the moon slowly move over the ocean.

The cut on Winston's shoulder hadn't been very deep, not even requiring stitches. Egon, who had a substantial amount of first aid training, had been fairly confident of Winston's ability to hold a thrower, if necessary. And it looked as if it would become necessary quite shortly.

Rachel had headed upstairs for the night, since it was growing late. Egon and Ray were in the living room, working on something called an "atomic destabilizer." Max wasn't sure what the machine did, but Peter had rolled his eyes and made a show of backing away when the name was mentioned. Max himself was waiting for the rest of the house to go to bed so that he could continue looking for the entrance to Gorring's lab.

Winston had retired as well, considering his injury and near escape. As the adrenaline from the encounter wore off, the black man had seemed to sag a little. Max couldn't blame him. Nearly becoming a fillet could be very stressful. He should know.

Viciously, Max shoved that particular thought out of his mind. He'd always known that Dredd was likely to kill him if he ever got caught. That was part of the job, and he'd come to terms with that pretty early on. But being pinned to a lab table like some type of captured butterfly, waiting for the vivisection to start...

QUIT IT! he ordered himself. Then he sighed. Guess Dad was right when he insisted on two weeks mental health leave. Okay, I'm not freaking out. I can handle this.

"Can't sleep?"

The casual comment from behind him had Max rolling out of his deck chair and into a defensive stance before he could catch himself. Looking up, he saw Peter Venkman leaning in the doorway, regarding him with unreadable green eyes. Max was uncomfortably reminded of the way Rachel had looked at him during the first months of his training-- as if he'd been measured and somehow been found wanting.

Max shrugged, relaxing into a more normal position. "I don't sleep that much. College student, you know how it is."
 
"Yeah, I know how it is," Peter agreed. "But do you? You're a pretty good actor, I have to admit, but I spent a good five years of my life around grad students. You're NOT a grad student."

"What? What are you talking about?" Max backpedaled mentally, looking for some way to convince the psychologist that he was indeed who he claimed to be.
 
"Little things, really. You don't have a huge project weighing you down. Neither you nor your boss is as enthusiastic about this research as you should be. You've got combat training, something more than just a self-defense course or two. And what kind of grad student drives a convertible? I don't like being lied to, and I don't like having my buddies get scammed. Now, just who the hell are you?"

His mind whirling, Max tried to find some sort of answer that would satisfy the rather annoyed Ghostbuster who was currently regarding him like a cat does a rather plump mouse. Before he could think up a good excuse, however, his enhanced hearing suddenly picked up a muffled screaming.

"Rachel!" Completely forgetting the conversation at hand, Max blew past Peter, headed for the stairs. In the back of his attention, he could hear the Ghostbusters following him, but he could spare them no attention. By the time he'd reached the upstairs hall, the screams were audible even to normal people, accompanied by muffled thumps.

Ignoring Winston, who had just emerged from his room after being roused by the racket, Max dashed down the hall to Rachel's room. Throwing open the door, he quickly crossed to the bathroom, where the noise was originating from.
 
"RACHEL!" He yelled, pounding on the door. He was met with sounds of splashing and bubbling cry.

"Max! He-" Rachel was cut off in mid-sentence, but Max had heard enough. Grabbing the doorknob, he turned it sharply, putting all his strength into it. The knob turned easily enough, but the door wouldn't budge.

Cursing fluently, he banged on the wood with one fist. "It's sealed shut!" he cried, as the Ghostbusters came charging into the room.

"Can we blast it?" Ray asked urgently.
 
"No. That bathroom's too small, Dr. Leeds wouldn't be able to get out of the way," Egon replied, shaking his head.

Max snarled. "Forget this. Rachel! Get away from the door!" He waited a few seconds, then wound up and released a kick into the door.

The wood seemed to buckle inward for an instant, then exploded outward in a spray of wood and water. Through the shattered doorway, Rachel Leeds staggered, then fell to her knees. She was soaked, clad only in an equally wet towel. The Ghostbusters quickly averted their eyes as Max fixed them all with a venomous glare.

"Here." As usual, Winston was the prepared member of the team, offering Rachel the terry-cloth bathrobe she had hung on her bedpost. Taking it, Max gently helped Rachel into the garment, since she was still unsteady from lack of oxygen.

"You okay?" he asked quietly, as she attempted to stand.
 
"I... I think so," the woman managed, belting the robe around her middle with fumbling hands. "The water-- it just kept coming. It kept rising, and rising... I couldn't open the door."

Peter picked his way across the sopping carpet to where the remains of the door lay. "I think I know why, too. Egon, come take a look at this."
 
The psychologist proffered a piece of wood that had obviously been the edges of the door. Smeared along the straight edges was a dark, sticky-looking substance. Max made a face, but Egon pulled out his PKE meter and trained it on the substance.
 
"No doubt about it. That's definitely ectoplasm," the physicist confirmed.

"The ghost must have used it to make the bathroom airtight-- and water tight," Ray theorized.

Max nodded. "Turning it into one of Houdini's tricks. Is it me, or is this thing getting meaner?"

Winston made a face. "It's not just you, man."

"I think we should probably spend the rest of the night bunked down in the living room," Peter decided. "Spread out like this, we're just WAY too tempting as targets. Winston, Ray, why don't you go collect the packs? Egon and I'll pick up some of our other gizmos; we can use them as early-warning devices." He looked over his shoulder at Max and Rachel. "You two going to be all right?"

Rachel nodded. "We'll be fine. Just let me dry off and dress, and we'll be right down."

"Right. And everybody, STAY IN PAIRS, understood? Let's not make things any easier for our gooper than we have to."

The Ghostbusters dispersed to their various tasks, leaving Max alone with Rachel, who was regarding him calmly. He grinned.

"I'll guard the door."

After all the evening's excitement, there was no way Max was going to be able to sleep. Rachel was curled up on one of the couches, with Winston stretched out on the other one. Egon and Ray were occupying the lounge's two recliners, dead to the world. And Peter... The man was out cold on a loveseat far too short for his long frame, one leg thrown over the back, the other hanging over the end. Max was impressed-- he hadn't thought anyone over about twenty-five was capable of sleeping in that position.

He himself had made a bedroll on the floor, out of his pillows and blankets. Sleeping at the entrance to the hall ensured that anything coming in would have to deal with him first. Admittedly, that might not do much against a supernatural entity, but he felt better about it, anyway. Suddenly a muffled grinding caught Max's attention.

"Berto. You there, bro?"
 
"You bet, hermano. After what happened to Rachel, I don't think I'm sleeping much tonight."
 
Max snorted quietly. "You're not the one holed up in the set from 'Poltergeist.' Listen, can you check the electromagnetic levels for the house? I've got this hunch..."
 
"Already on it." There was a brief pause, then Berto's voice came back, more excited than ever. "Max, I'm picking up a definite electromagnetic pulse! It died after a second, but I managed to narrow it down to the library."

"The library?" Max hissed. "Great, I've gotta go back into Plasma Central."

Berto's yelp would have shaken the entire room, had it been audible to anyone but Max. "You're going back in there? NOW? But the ghost--"
 
Max shoved himself to his feet, taking one last glance around at his sleeping roommates. "Jury's out on the ghost, bro, but I'm betting that there's a solid someone involved in this too."

"Scooby-Doo theory?"
 
"Nah. Simple logic. Since when do ghosts need to use secret doors?"

Slowly, Max slipped down the hallway, headed for the library. Just as he reached the door, he heard a soft footfall behind him. Turning, he saw Peter Venkman leaning against a wall.

With a frustrated growl, Max relaxed his defensive stance, folding his arms over his chest. "You like doing that to me, don't you?"
 
"You don't listen real well. What the heck are you doing, running around the hallways at night? Are you TRYING to get yourself shish-kebabed? Or maybe you don't have to worry about that. Do you know something about this that the rest of us don't?"

"About the ghost? No, nothing. I just... I thought I heard something."

Green eyes narrowed. "And just what did you think you were going to do about it?"

Before Max could answer, there was a soft "pfht" noise and a small black ball landed in between the two of them. With a muffled thump, the ball began spraying out green fog. Max began coughing as Peter slumped to the ground, overwhelmed by the knockout gas. Before the young agent could do anything else, however, something hard jammed into the small of his back, sending a powerful electric current through his body. His muscles spasmed once, then he blacked out.

"Anything?" Winston Zeddemore asked, as Egon and Ray returned to the living room. The auburn-haired Ghostbuster shook his head.

"Not a thing. We checked upstairs, downstairs, the basement, even that library, and there's no trace of Peter OR Max. We couldn't even get a fix on Peter's biorhythms."

Egon looked grave. "Ecto-1 and the convertible are still in the driveway, so I doubt either of them have left the house... at least, not willingly."

It had been shortly after dawn that Winston had awakened to find that Peter and Max were both missing from the lounge. Immediately, a search of the house had been conducted, but no trace of either man could be located.

"It couldn't have been the ghost," Winston mused. "If there'd been trouble, Peter would have woken us. That man can yelp loud enough to shatter concrete."

Rachel was a bit surprised to find herself suddenly the target of a cool gaze from Ray Stantz. "You wouldn't have any idea about this, would you?" the engineer asked her, folding his arms across his chest.

She shook her head. "I'm as confused as you are. Max can be a tad over-eager at times, but I can't see him deliberately putting anyone else in danger." Suddenly she stood.

"If you gentlemen would excuse me, I need to go powder my nose."

Once in the bathroom, Rachel locked the door behind her, pulling a hand-held communicator from her purse. "Berto, do you know where Max is?"

"No!" the younger man replied helplessly. "He was talking to Dr. Venkman last night, in the hall near the library, when all of a sudden his signal cut out. I've been trying to get it back for the last few hours."

"Marvelous." She sighed. "Look, we're in a real jam here. The other Ghostbusters think I had something to do with Dr. Venkman's disappearance, and I don't think I'm going to be able to convince them otherwise."

Berto looked pensive for a moment, then his jaw firmed. "I'm on my way down there," he declared. "There's nothing I can do to track Max from here, except to confirm that he's still in the house. If I'm on site, there's a lot more I can try."

"And just what am I supposed to tell the Ghostbusters about your arrival?"

"The truth. Look, the important thing right now is finding Max and Dr. Venkman. We can't do that if we're all watching over our shoulders. I did a little more checking on these guys, and they all have high-level security clearances. Not high enough, but... we'll cross that bridge when we come to it. Right now, we need all our cards on the table if we're going to pull this off."

Rachel sighed. She didn't like it, but Berto's speech made sense. "All right, but hurry. I have the distinct feeling that we're running out of time here."

"On my way." The transmission cut off, and Rachel left the bathroom.

Stepping into the living room, she felt three sets of eyes instantly fix upon her, and she took a deep breath. "I have a confession to make... but I'm not quite certain you're going to believe me."

Max Steel absolutely hated stun guns. Aside from the fact that they were one of the few things that COULD render him unconscious, he always had a headache when he woke up. And he twitched. Badly.

Lying as still as his spasming muscles would allow, Max took careful stock of his situation. His wrists and ankles were encircled with what felt like steel rings of some sort, most likely handcuffs. Gingerly, he raised his head just enough to see that yes, they were ordinary handcuffs. Unfortunately, he realized, he didn't have the strength to break them. In fact, now that he thought about it, he felt far too weak. Twisting his wrist, he checked his T-Juice levels and almost winced at the read-outs. At this point, he wasn't sure he could walk, let alone burst out of his restraints.

A low groan from beside him informed him that his cellmate had regained consciousness as well. Peter Venkman lay curled on his side next to Max, both of them wedged into a small room with featureless metal walls. Blinking slowly, the psychologist managed to fix Max with a poisonous green glare.

"I have a headache and the intense desire to throw up everything I've eaten in the last three years," Peter growled. "I'm holding you personally responsible for all of it, too."

"Like it's my fault you have a bad reaction to tropane gas," the young agent muttered.

The Ghostbuster raised an eyebrow at him. "I though you were a history student," he pointed out sarcastically. "What do you know about knockout gas?"

At this point, Max was seriously considering chucking the regulations and simply telling Peter the truth. Before he could come to a decision, however, the door slid open, admitting a figure Max found entirely too familiar.

"Hello, boys," Psycho greeted them. "Have a nice nap?"

"Slept like a baby," Peter drawled. "Who are YOU?"

The blond cyborg smiled nastily, gesturing at the still-captive Max with his cybernetic arm. "Why don't you ask your cellmate here? I'm sure Max would be happy to tell you all about it."

"Cut the games, Psycho. What do you want?" Max snapped.

"Right now? Just to check on you. Wouldn't want you to miss what I've got planned later. As for your buddy here, he's insurance. You two have fun. I'll be back later." With that, Psycho turned and left.

With some difficulty, Peter pushed himself up until he was sitting against one of the walls. "Okay, Steel. Answers. Now."

Max immediately decided that lying wasn't going to get any of them anywhere. "I'm an operative for an intelligence organization known as N-Tek. Rachel's my partner. We were sent here to find Dr. Gorring's lab, which has data and inventions in it that we need to secure. Smiley there is a terrorist with an organization called DREDD. My guess is he's after the same thing we are, specifically a portable EMP generator. I don't even wanna think about the kind of havoc they could cause with one of those."

For a second, Peter simply stared at him. Then the older man groaned, shutting his eyes and thumping the back of his head lightly against the wall. "The worst thing is that I have to believe you. So... they teach secret agents to pick locks?"

"Sure. But I don't usually carry lockpicks, since most of the time, I'm strong enough to break things down. And most terrorists use electric locks anyway."

"Well, I think I can remedy that." To Max's surprise, Peter raised his wrists to his mouth and appeared to be chewing on the edge of his sleeve. After a second, the psychologist lowered his arms to reveal a slim silver probe in his mouth.

Max's jaw dropped. "You carry a lockpick in your SLEEVE?"

A humorless grin was his response. "Never know what type of trouble you might run into," Venkman explained. "Now get over here. We'll get loose and see what we can do next."

If the Ghostbusters were surprised to have a nineteen-year-old boy introduced to them as a PhD, none of them showed it. Then again, these were men who dealt with the strange on a daily basis. In the interest of saving time, introductions were conducted on a first-name basis. Frankly, Rachel thought it was just as well; she'd been having trouble remembering to respond when someone called her "Dr. Leeds" as it was.

Introductions completed, Berto quickly got down to business. "I'm assuming Rachel filled you guys in on what we're doing here?"

Egon nodded. "Yes, the basic gist. It still doesn't explain where Peter and Max disappeared to, though."

"I can shed a little light on that situation," Berto replied. "I have this... connection to Max. Basically, I can see what he's seeing, if I'm back in my lab. He and your Dr. Venkman were just outside the library when the signal cut out, which is probably when and where they disappeared. Gorring's lab is shielded to keep electromagnetic radiation in, which is why we couldn't find the stupid thing. I'm betting it's where Max and Peter are too, since your meter couldn't pick up on them."

Winston folded his arms across his chest. "So why would the ghost grab the two of them, anyway? Generally it's MO's been a lot nastier up 'til now."

"It's not the ghost," Berto replied. "Or at least, it's not JUST the ghost. My readings showed that a hidden door of some sort opened in the library BEFORE Max and Peter disappeared. That pretty much means there's someone living involved in this, 'cause like Max said, ghosts generally don't use secret doors."

"We checked the library thoroughly and came up empty," Rachel reminded him. "Well, except for one bleeding wall."

Berto grinned. "Right, but you were looking for electromagnetism. See, Max leaks transphasic energy all the time. Not a lot, but enough that he leaves a perceptible trail, if you've got a sensitive scanner."

That brought a frown from Rachel. "Max had our hand unit on him. Did you bring one from the ship?"
 
"Nah. Still not sensitive enough. Those things can't be calibrated that precisely. But I think one of those PKE meters ought to do nicely."

Ray instantly handed Berto the PKE meter that hung from his belt. Handling the device with precision, the young scientist was immediately absorbed in his work. Very shortly, the meter was tuned.

"Where was Max sleeping last night?" Berto inquired, rising to his feet.

"Over by the door," Egon replied, gesturing to a pile of blankets and pillows shoved up next to the couch. Berto crossed to that spot and aimed the meter at the ground. The antennae rose somewhat, and the meter whistled quietly.

"Bingo!" Ray cried.

Deactivating the meter, Berto led the group into the library, the Ghostbusters pausing to collect their packs as they did so. Methodically, he began to scan the walls and floor, looking for traces, until he came to the solid wooden bookcase. The meter instantly began to whistle.

"Cliché," was Egon's appraisal.

"There's a reason they get that way, man," Winston replied.

Berto looked over his shoulder at Rachel. "You took all the books off it?"

"Took off the books, yanked on the shelves, attempted to pivot and/or push the bookcase to one side, and did everything else we could think of. It's solid," she confirmed.

Ray scratched his head. "Winston, any ideas?"

Expression thoughtful, the older man walked slowly around the large piece of furniture. "Dr. Gorring was a pretty old guy... he wouldn't have been able to move the thing or do anything that required a whole lot of strength. Maybe a remote control, like a garage door opener?"

"I think I can handle that," Berto announced. Pulling out an N-Tek hand computer, he began typing furiously into it. After a few minutes, there was a click, and the entire bookcase swung backwards into the wall to reveal a corridor.

With a low hum, three proton throwers powered up. "We'll go first," Egon ordered, and no one contradicted him. Slowly, the group made its way into the hidden passage.

"We need a plan," Peter remarked, absently rubbing one wrist where the handcuff had chafed it. "I'm having a little trouble coming up with one at this point, though."

Max nodded. "Yeah, we're working on no resources and not a lot of time. The only thing I can think of is to take Smiley by surprise. When the door opens, I'll go turbo and knock him over. Then we'll both make a run for it."

"And then what, you'll collapse in a corner? You didn't explain these powers of yours all that well, but even I can tell that you're running on empty."

"Look, I've pushed my powers to the limit before. I know what I'm capable of. I've got enough T-Juice for a couple shots before I'll be too weak to move. Besides, have you got any better ideas?"

That got him a black look and a sigh from the psychologist. "No, much as I hate to admit it. You sure he's going to come back?"

"Oh yeah. Psycho's the practical type. If we're still alive, he needs us for something. Although..." Max looked thoughtful. "There's something kind of funny about him. Like he's different, somehow."

Suddenly Max's head shot up, his eyes narrowing. "Here he comes. Get ready."

With a quiet whoosh, the door to the small room slid open. "Rise and shine, boys," Psycho began. He never got a chance to finish.

"Going TURBO!" Max growled, throwing himself forward as he did so. A haze of yellow light surrounded his body just as he smacked into Psycho, throwing the startled cyborg back several feet. Max and Peter dashed past the prone terrorist, only to find themselves in a large lab with no apparent way out.

Used to thinking on his feet, Peter immediately changed direction, heading for one of the larger pieces of equipment. Hopefully, he could use the bulky machines to keep away from Psycho. Unfortunately, he felt a sudden yank on the back of his coverall, arresting his motion in mid-flight. As he was hauled backwards into the cyborg's iron grip-- Ha ha, very funny, Venkman,-- he caught a glimpse of Max. The teenager looked back over his shoulder, cursed, and-- disappeared?

Peter couldn't believe his eyes, but Max Steel had completely vanished, without a hint to his location at all. He'd heard about cloaking devices, having lived in the same house as Ray, but the idea that someone could actually bend light around himself in that manner was still a shock. A cold grip on the back of his neck shocked Peter back to reality.

"Steel! Come on, kid, I know you're out there," Psycho rasped. "Come on out. You got nowhere to go."

"Do all you evil villains get your lines from the same distributor?" Peter asked, despite the large mechanical hand encircling his C-spine. A quick warning squeeze shut him up.

With a low growl, Psycho continued to scan the surroundings. Nothing moved.

"Come out, Steel, or I'll snap his neck," the terrorist promised.

"And lose your insurance policy?" Max's disembodied voice scoffed.

A low snarl answered him. Peter raised an eyebrow. "Sinus trouble?" he asked. He knew he really shouldn't be taunting the person who had him at such a disadvantage, but as Egon said, he never really knew when to shut up.

"Steel! Come on out, or I'll kill him just to shut him up!"

There was a swirl of color, and Max suddenly appeared, not ten feet away. "Okay, here I am. Now, I've got a question- who ARE you? You're not Psycho."

The cyborg relaxed his grip on Peter's neck, but did not release him completely. "And what makes you say that?" he asked coolly.

"Dredd's the one who plays head games, with bargaining chips and so on. Psycho's direct. He'd have cut his losses and killed us both at the beginning."

Peter rolled his eyes. "So comforting of you to tell me this now," he grumbled. Both Max and Psycho ignored him.

"Besides," Max continued, "you talk differently. Psycho's not dumb, but he doesn't speak that well. You sound like my English professor."

To Max's obvious surprise, Psycho threw back his head and laughed. "You're quick, Steel. But then, I already knew that. Tell you what. You come here, I'll let the Ghostbuster go, and then you'll get your answers. Deal?"

Max sighed. "Deal." Slowly he crossed the floor, ready to react instantly should Psycho-- or rather, whatever was pretending to be Psycho-- try to double-cross him.

With an almost casual gesture, the cyborg tossed Peter aside. The psychologist smacked into the floor and slid into one of the large machines. Oh, man, I hope those ribs are just bruised... Winston'll freak if I break them again...

Despite the pain in his ribs, Peter managed to look up in time to see Psycho grab onto Max's wrists. Even worse, it looked as though the terrorist's eyes were glowing.

"You wanted to know who I am?" Psycho laughed. "Why don't I SHOW you?"

In the end, finding the main lab wasn't nearly as hard as finding the entrance. All the rescue party had to do was follow the sound of Max's screaming. As a matter of fact, Berto and Rachel easily outdistanced the three Ghostbusters, despite previous instructions.

Dashing out of the corridor into the lab, the five newcomers were stopped in their tracks by the scene that greeted them. Max and Psycho stood in the middle of the floor, grips locked together. The young N-Tek agent was surrounded by a strange greenish glow, which was rapidly disappearing even as they watched. More important, at least as far as his friends were concerned, was the fact that Max Steel was yelling at the top of his lungs, in what sounded more like fear than actual pain. Even as the newcomers watched, the glow dissipated completely, and Max's cries cut off as if someone had flipped a switch. His grip relaxing, Psycho simply toppled over in an unconscious heap.

Casting a disdainful glance at the fallen cyborg, Max dusted off his hands. "Much better." Looking up, he smiled. There wasn't anything unusual about the expression, but something about it made Berto take a step backwards.

"Hey guys," Max greeted them. "Nice of you to come charging to the rescue."

"Max?" Rachel asked, moving forward a bit hesitantly. "Are... you all right?"

The teenager smiled wider. "Just fine. Never better."

A low tenor cut into the conversation. "Better back off, Rachel," Peter advised, hauling himself painfully to his feet. "He's not himself right now."

"Possession!" Ray realized, turning one of the spare meters towards Max. He whistled as he caught sight of the readings. "Well, that would explain a lot!"

"What?" Berto looked from Peter to Max in confusion. "What's going on here?"

"And what did you do to those ribs, Pete?" Winston asked, as Peter moved to join them. At Peter's revelation, the older man had unslung his thrower and was pointing it steadily at Max.

Peter waved Egon off as the physicist advanced, obviously intent on checking the injured ribs right then and there. "S'okay, Zed, they're just bruised. Apparently, our gooper was hitching a ride on Smiley over there, and has decided to switch horses in midstream."

"Venkman. Don't you ever learn to keep your mouth shut?" The coldness in Max's tone caused Rachel to take a few hasty steps back. Egon and Ray pulled their throwers as well.

Shoving his glasses up on the bridge of his nose, Berto took a small step forward, careful to stay behind the Ghostbusters. "So... if you're not Max, who ARE you?"

Max's face split in a horrible parody of his usual grin. "You know, bro, Max asked me the same question. And now he's got his answer, not that he can do much with it. But since you asked...

"My name is Alvade. Don't bother looking it up in your guidebooks, guys. I haven't been to Earth much in the past few centuries."

"Alvade..." Ray suddenly snapped his fingers. "You're an energy entity. Actually, you did get a few mentions in some 12th century works."

The teenager's disgruntled expression this evoked caused Peter to chuckle. "Only you, Ray..."

"Hmph. At any rate, your Dr. Gorring was experimenting with an energy that he didn't really understand. As a result, he opened a crossrip, leading directly into my home dimension. I escaped into this world, but unfortunately found myself confined to this house, since only it had enough energy to support me. Dr. Gorring wasn't much help... When I attempted to enlist his help in leaving, he collapsed. Apparently his heart wasn't up to the strain. None of the lawyers and scientists who blew in and out of this place were up to my standards, either. Then this lunkhead blew in." Max kicked the unconscious Psycho lightly in the side.

"He wasn't a perfect choice, but he made me realize that the right host could act as a walking battery, allowing me to leave the house and grounds permanently. And with access to all of his knowledge and memories, I knew everything about N-Tek... and Max Steel. It was a simple matter after that to leak some information about an EMP generator where N-Tek would pick up on it. Then all I had to do was sit back and wait. I knew you'd come eventually."

Rachel folded her arms across her chest. "So now what? If you think we're just going to let you waltz out of here in Max's body, you're sorely mistaken."

Chuckling coldly, the possessed agent raised a hand. Green energy began to collect around the fingers. "Oh... I think I can change your minds."

A bolt of green energy sent everyone scrambling behind the nearest large piece of equipment.

"What the hell was THAT?" Peter asked. "Last I checked, possessed humans generally can't shoot lightning bolts!"

Berto's eyebrows shot up as he fiddled with his altered PKE meter. "Transphasic energy! He's tossing T-Juice at us! Well, not exactly, but pretty darn close."

Frowning, Egon scooted a bit closer to the young scientist. "Transphasic energy. Isn't that what's used to power Max's nanotechnology?"

"Yeah. It's what he runs on. No wonder the levels in here are so high!"
"And no wonder the thing chose to possess Max!" Ray burst in. "With his nanotechnology, Max can sustain a being of transphasic energy indefinitely, as long as he doesn't completely exhaust his reserves."

Rachel ducked as another energy burst whistled through the air. "So how do we STOP it? How do you normally deal with these things?"

Hefting his thrower, Winston leaned a little closer to her. "Usually the standard MO is for us to set one thrower to the ghost's frequency and one to the human's. But we don't have either set of readings on record here."

"I just thought of something," Peter suddenly announced. "When Max and I woke up down here, he was severely weak, like he'd had his energy drained out of him. Does that change the picture any?"

"Yeah!" Berto nodded. "If the thing is not quite transphasic energy, then it has to drain Max's systems. The nanotech prefers pure T-energy. If it has substantial quantities of both, it'll reject the tainted stuff and go for what it knows."

Winston cocked his head. "So a big enough jolt of T-juice could knock that thing out of his system?"

"Should," the scientist replied. "And I think I know where to get it, too. That machine of Gorring's, that brought the ghost here, is a Transphasic Energy generator. Who knows what he was doing with it, but in it's normal function, it shouldn't open a crossrip. If I can hook Max up to it, I can hit him with enough juice to kick that thing right out of him. At the very least, it oughta lose it's foothold, and Max should be able to do the rest. He's pretty stubborn."

"I hadn't noticed," Peter drawled. "How're you going to hook him into that thing?"

Berto bit his lip. "Well, there's cables. I think I can modify one to act as a power feed. After that, it's just a matter of introducing the feed into the port on Max's wristband. It's how we charge him up in non-emergency situations."

The psychologist sighed. "All right. Berto, you hit the generator. Winston will cover you, just in case our gooper notices you and decides to press the attack. Egon and I will try and keep the kid's attention on us, for as long as we can. Ray, Rachel, you hide back here. If something happens and we can't occupy him any more, you've got to be ready to keep his attention. This way, there's one thrower for each of us."

"You can't actually mean to fire those at him?" Rachel asked, aghast.

"With as much power as that ghost is packing, I doubt it'll even slow him down," Peter replied. "And we'll only shoot if he doesn't give us another choice. Everybody ready? Okay, let's move it!"

Peter and Egon moved first, the physicist taking cover behind a second piece of machinery while his friend stepped directly out into the open. Taking a deep breath, Peter yelled at the top of his lungs.

"Hey, you! The walking glow-stick!" The insult caught Max's attention, and he turned almost lazily towards the psychologist.

"You rang?" the possessed agent asked. Behind him, Berto and Winston made their dash for the generator.

"Yeah. I was sort of hoping to talk to Max. You know, the kid you've got locked up inside that head?"

The teenager laughed. "Sorry, Max isn't here anymore. I'm afraid I'm the only one residing in this body."

Peter grinned, the thin, feral smile of a predator on the hunt. "Been there, done that, got the marshmallow crème to prove it wasn't so. And if you actually expect me to believe that you've gotten rid of that kid, you're even dumber than I first thought."

"You're beginning to irritate me, Venkman," Max snarled.

An expression of mock-shock was his answer. "Only beginning? I'm hurt. Now stop giving me the runaround. I want to talk to the kid."

Rachel raised an eyebrow. "And I thought Max was good at aggravating people," she observed. That got a laugh from Ray.

"Peter's a master of it," he replied in a low tone. "He does it for a living."

"I told you before, I'm all that's here!" The agent was almost snarling now.

The psychologist ignored this response. "Max? Look, I know you've gotta be seriously confused by all of this, but you have got to fight back. It's powerful, but you CAN beat it!"

He was suddenly cut off by a ball of green energy that picked him up and slammed him back into Egon. Hands flaring with green energy, Max began advancing on the fallen Ghostbusters with a deadly look in his eye.

Ignoring Ray's frantic whispers, Rachel stood up and moved to intercept him. She wasn't about to let her partner fricassee two paranormal investigators, and besides, Berto was almost done with his modifications. She just had to give him a little more time.

"Max!" At Rachel's call, the younger agent turned away from his quarry. As he saw her, he smiled, and she instantly wished he hadn't. The expression exposed far more teeth than she was comfortable with.

"Hey, Rache." The green fire faded from his hands as he strolled towards her. Rachel took a step back, then caught herself. She hated seeing Max like this; he only got this cool and smooth when he was REALLY angry. Even knowing that it wasn't really Max she was facing didn't completely dispel the feeling of a bomb about to go off.

Swallowing, Rachel forced herself to move forward, and a little to the side. Hopefully the shift in position would guarantee that Max wouldn't notice the pair by the generator until it was too late.

"Max? Have you-- have you thought about what letting this thing out will mean? If it gets back to N-Tek, no one will be safe. Your father, your friends, Laura..."

"Laura?" For a moment, something seemed to flicker in Max's blue eyes. Then he smiled. "Laura's amusing, but not quite what I'm looking for. I need a partner, someone I can trust to help me. This world is full of such interesting things... and it would be so easy to take control."

At this point, he'd backed her almost up against one of the computer banks, and neither Ray nor Egon could chance firing, even if it had been necessary to do so.

Max had his hands braced against the computer, bracketing Rachel as he leaned closer. "Think about it, Rache. Power, real power. No more bureaucratic red tape, no more rules and regulations... whatever you wanted to have, whatever you wanted to do. Anything you wanted at all." His face was only a few inches from hers. "Anything."

Rachel swallowed. It was hard to think, with so little space between them. She'd been attracted to Max since she'd first started training him, and coming to respect him as both a man and an agent had only increased that pull. But Max's strength and convictions were what she respected most about him... and Max Steel would never make an offer like that.

"Sorry, hermano," Berto suddenly interrupted, "but this is going to hurt." Before the possessed Max could react, Berto had slammed the end of the cable into the wrist port.

"Okay, Winston, hit it!" There was a hum, and suddenly green energy went racing down the cable and into Max's body. Rachel quickly backed off as Max began to convulse with the influx of power.

Once again, Max Steel was screaming, but this time, it was obvious what was occurring. A green aura was building around him, as the energy and the ghost fought for control of his body. Slowly, the sound of his cries seemed to double, to resolve into two distinct voices. One, that of the ghost, sounded more like radio static. The hissing roar was growing louder, as the green cloud began to take on a coherent form.

"Get? OUT," Max snarled, dropping to his knees. There was a tearing sound, and the ghost finally pulled itself away from Max, hovering menacingly in mid-air. Berto and Rachel instantly hurried to their friend's side. Despite the charge he'd just taken, Max was too exhausted to even attempt to gain his feet.

"Fools!" Alvade snarled, emerald lightning flickering in the depths of the formless cloud. "I will destroy you all."

Peter snorted. "Take a number! Okay, guys, roast him!"

Three proton beams shot out, but before they could hit their mark, the ghost sent a pulse of energy into the transphasic energy generator. The machine instantly exploded, sending debris everywhere and touching off green-tinged fires everywhere in the lab.

"We gotta get out of here!" Winston yelled, moving towards the corridor.

"But what about the ghost?" Ray wanted to know.

"And Psycho?" continued Max, as Rachel and Berto helped him up. "What the- he's gone!"

Peter grabbed a hold of Ray and Egon and attempted to physically drag them out of the lab. "This place is gonna be kindling in a few minutes! We've got to get out before it goes up! We'll deal with the ghost later!"

Problem solved, the group dashed for the corridor, the sound of explosions hot on their heels. Once back in the library, it was an easy sprint out the front door, just as a fireball ripped up through the floorboards.

Once safe in the parking lot, the seven of them turned back to look at the now-burning house behind them.

"Wow," Max commented, gingerly pushing Rachel and Berto away. He wobbled, but he managed to stand on his own.

"Yeah," Peter seconded. "We do good work, don't we?"

Rachel sniffed. "Somebody owes me a set of luggage," she announced to the group at large.

That got a groan from Winston. "Man, how much of our equipment was in that place, anyway?"

"Not that much, actually," Ray replied. "Egon and I took most of it out to the car this morning, while we were waiting for Dr. Martinez. Insurance ought to cover the rest."

"I hate to be a party-pooper," Peter broke in, "but what about the ghost?"

Instantly, Egon and Berto both turned PKE meters on the burning shell of the house. "No PKE readings," the physicist reported. The younger scientist nodded.

"And I'm not getting any transphasic energy readings, either. If the ghost is down there, it's only a matter of time until the energies that it consists of dissipate. Either that, or it went back to its home dimension."

Max sighed. "So, it's over?"

"Looks that way, hermano."

"Lovely," Rachel sighed. "So, how are we going to explain this mess to Smith?"

The two boys exchanged glances. "Gas leak?" Max offered.

Berto shrugged. "Works for me."

"Then it's settled," Rachel nodded. "Whose turn is it to write the report?"

"Max's," Berto replied promptly.

"No way, I did the last one!"

"But we traded after New Orleans, remember?"

"And then I did the one for the giant squids!"

"You're right," the scientist agreed. "I think it's Rachel's turn."

"Me!" the senior agent replied. "I did the report after the pyramid!"

Ray grinned. "Sound familiar to anybody else?"

Peter suddenly noticed that he was the focus of three amused stares.

"What?" the psychologist yelped. "I don't sound like that!"

"Sure, Peter," Winston chuckled. "By the way, it's your turn to do laundry when we get home."

"But I did it last week!"

The argument continued, even as it was drowned out by the swelling sound of sirens in the distance.

The End