Scars drives our heroes across town, making his way into the dark and sinister streets of the Factory - followed by Voltage, buzzing along on the Hovermower. Along the way, Voltage spots Fireman. He looks somewhat dazed, looking like he's just come back from fighting blazes in the Factory, and as if he's somehow been separated from the rest of his crew. She offers him a ride, and, still in a daze, he accepts, hanging onto the back of the Hovermower for dear life as Voltage careens along.

Scars makes his way near to the address they got at the "real estate agency", and lets everyone off, while he tries to find somewhere safe to park his car. Meanwhile, our heroes head closer to the intersection of Twilight St. and Storm Blvd. - where they find a large gang of armed thugs congregated around a woman in a makeshift "superheroine suit". When she resists their advances, they start shooting. Although the girl seems amazingly adept at dodging bullets, she still takes several grazing shots. Voltage and the others try to draw the attention of the thugs away from the poor would-be crimefighter. Suddenly, in a blur, the girl zips away down the street ... and the thugs obligingly turn their murderous attentions to our heroes.

The heroes spring into action. Fireman hangs onto the side of the Hovermower, hosing down bad guys and using his blast shield to offer some protection to Voltage, while she careens around, drawing fire and occasionally moving in to mow down (literally) the opposition. Kathmandu practices his martial arts skills on several of the thugs in hand to hand combat, with Vixa alongside him. Rose lends some support, flinging roses with deadly accuracy at some of the gun-wielding thugs - particularly a girl with a pair of uzis, up on the rooftop, who seems intent upon riddling Kathmandu's nice new superhero costume with bullet holes.

Seeing that a group of heroes has come to join the fight, the speedy girl turns around and rushes back into the fight, socking one of the thugs a couple of times. He doesn't go down, however. Instead, he turns around and shoots at her. She takes one grazing shot too many, and falls, unconscious, to the street. The thug grins cockily, and strides away from the melee, heading casually over to finish off the would-be heroine.

Kathmandu, seeing this unpleasant development, cries out. Voltage tries to weave her way around to help the fallen superheroine, but she has her hands full with several hyped-up street fiends who seem oblivious to the obvious dangers posed by the Hovermower's spinning blades, in their blood frenzy. Vixa, responding to Kathmandu's cry, bounds off of a wall, and leaps to stand directly over the superheroine's fallen form. Another fanatic joins the gun-wielding thug to try to claim "easy prey". They smack poor Vixa, sending her reeling backwards - leaving the fallen heroine momentarily unprotected.

Just then, Fireman manages to get a clear shot - and he lets loose with the fire hose! He knocks both of the thugs out cold, saving the fallen heroine in the nick of time. Meanwhile, Rose knocks out the uzi-wielding maniac on the rooftop with another "bouquet barrage" - and the tide of the battle begins to turn. In short order, our heroes have mopped up the assorted thugs. Fireman thoughtfully drags the fallen out of the street, so they don't get run over ... but when he goes back to check on them, he finds that they've all crawled or run off while he wasn't looking. (He finds this rather curious, especially given the fact that some of them were hit with a hovering lawnmower. Such wounds would normally be hard to shrug off, right?)

After a bit of dusting off and binding up some superficial wounds, it seems that our fallen superheroine is all right, after all. Our heroes introduce themselves. The new girl seems a bit uncertain as to what's going on. She says that she's new to the "superhero" business, and hasn't even come up with a name for herself. In fact, when she's prodded by our heroes for details, she finds that she doesn't remember much in the way of details. Perhaps she hit her head when she fell down? So, for the time being, she's dubbed the "Speedy Girl".

Voltage finds the "Quicky Car Shop", which would seem to be the entrance to the secret base that they're looking for. (Fireman is curious just how Voltage seems to know so much about this so-called "secret base", but she isn't immediately forthcoming with answers.) She uses her electrical powers to force the garage door to open, revealing a car inside that looks a lot like Scars's, though it's just done in primer, with evidence of some body work being done on a dented fender. She also finds a bag lady huddled in the corner of the garage. The bad lady pleads for her life, but then when it's evident that these heroes mean no harm, she offers them a place to sleep, since there's "plenty of room" in there. All the same, she warns them that she heads out by sunrise, so as not to get discovered by the people who run the shop.

Voltage pokes around, to little avail, and at last leaves the garage, closing the door again. Our heroes chatter amongst themselves, wondering if this is really the right place, and, if so, where the secret entrance might be. Fireman is a bit confused, hearing the others talk as if this is "their" secret base. Voltage "explains" that they found the location of a secret base that needs to be "cleared out" of some bad guys - and then they can claim it for their own. So, Fireman tries to figure out a proper mode of assault, and starts by disabling the power going to the building, resulting in the local lights going out.

Meanwhile, a few people begin to loiter around in the streets. There are some young punks across the street, over in an automated factory loading area, hanging out uncomfortably close to several large barrels marked as containing toxic materials. (Some of our heroes idly wonder among themselves at the wisdom of being so close to exploding barrels, but they do nothing about it.) "Speedy Girl" heads around the corner of the building to try to find another entrance. She finds a guy in a trenchcoat selling "Rolexes", and a "street walker" hanging out on the corner - who insists that Speedy Girl should "find another corner". Voltage sends the street-walker away. The street-walker heads to another corner, where she gets in a loud argument with another "lady of the night". Voltage, still puzzling over the front door to the shop, heads over to the two arguing "ladies", and buys a hair pin from them for $5. She then goes back and picks the lock - only to discover that the office area of the "Quicky Car Shop" connects directly to the garage anyway.

Just about then, our heroes notice that there are an awful lot of "passersby" coming out on the street now - especially given that it's so late at night. The two "ladies of the night" come across the street and start hitting up on handsome Kathmandu - and he seems to enjoy the attention. Things get even more suspicious when the punks hanging out in the factory loading area suddenly pick up the large toxic barrels. Other "innocent bystanders" pick up a couple of dumpsters, some soda machines, manhole covers, a lamp post, and a couple of cars that have had their wheels stolen. Then, the throwing begins.

A terrible battle breaks out, as our heroes find themselves unexpectedly surrounded by ridiculously strong enemies. As our heroes return fire, the skin and flimsy clothes of the "citizens" rip off to reveal robotic endoskeletons underneath. Fireman manages to hose back some of the robots holding the toxic barrels, but he has several projectiles hurled at him. Amazingly, with explosions going on around him, he nonetheless manages to take cover behind the rubble of smashed-up soda machines. Still, when the killer robots converge upon him to attack him bare-handed, he finds himself woefully outnumbered.

Voltage rushes over to her Hovermower, and starts it up - only to be hit by a thrown soda machine that crushes the Hovermower underneath! She crawls out of the wreckage ... and seeks shelter inside the office of the Quicky Car Shop. The others make their way into the shop as well, dodging hurled dumpsters and toxic barrels. Poor Fireman, finding himself to be the only remaining target outside, makes an emergency escape by leaping down an open manhole (since the cover had been used against him as a projectile), and into the sewers below. He reasons that even those robots would have a terrible time trying to get one of those dumpsters or cars to fit down the manhole!

Inside the shop, our heroes huddle up ... only to discover that the "harmless bag lady" isn't so harmless after all. She lifts up the car from the shop, and hurls it through the wall and into the office. With all our heroes so tightly packed together, it could well have been the end right there ... but Vixa makes a curious little "tail-swish", and it seems almost as if certain doom was averted somehow. Nonetheless, the office is a wreck, and in the ensuing return fire, the bad lady's facade is torn away to reveal a menacing skeletal robot. Her two "bags" expand to reveal a couple of missile launchers that attach to her mechanical arms.

But before she can fire, the Speedy Girl comes to the rescue! She spots a weak point in the robot's structure, grabs a broken piece from the smashed car, and pushes herself to spin around the deadly robot, landing blow after blow after blow - until the robot sparks and sizzles, then explodes in a fiery blast! Our heroes manage to escape relatively unscathed, thanks to all the ready cover provided in the now very rubble-filled office. And then ... a dumpster comes crashing through the wall. The robots are still on the attack!

Voltage finds some exposed conduits, and sends a surge of electricity out to the now exposed sockets where the soda machines were hooked up, and fries one of the robots. She forces the garage door to open, and Kathmandu turns into a white sabertooth form (prompting Speedy Girl to scream like crazy, since nobody warned her about this!). He rips up an air compressor from the garage and hurls it out into the street, where it explodes nicely, taking out a few robots. Speedy Girl recovers and rushes out into the street, punching robots rapidly, and then dodging blasts as they erupt in flame. One robot tosses a dumpster at her, and she leaps, and lands on top of it. Then, another dumpster is thrown at her ... and she leaps and lands on top of that one! Kathmandu rips up a power unit and rushes up to whack one of the robots with it. The power unit explodes - and the robot explodes as well. With all the robots packed in so closely, Kathmandu sets off a chain reaction of exploding robots, blasting apart one dumpster, and then the other. When the smoke clears, Kathmandu is lying on the ground, unconscious amidst the debris of several smashed robots - and the Speedy Girl is standing atop the remains of two destroyed dumpsters ... until another robot throws a car at her. Vixa does that mysterious "tail-swish" thing again, and somehow Speedy Girl avoids being caught by the resulting explosion.

Meanwhile, Voltage sees that another one of the robots is running along, carrying a car to use as a projectile ... and it's one nice looking car! She can't bear to see that one smashed to pieces (especially since it's about to be used to smash Kathmandu's prone form) - so she leaps over and hits the car with an electrical surge, forcing its engine to start and the wheels to squeal. The robot stumbles, and the car's rims hit the pavement and skid away, sending up sparks in its wake - and smashing another robot along the way. Voltage runs after the car, down the street!

The Speedy Girl keeps making rapid punches on any robot that gets too close, while Rose focuses on one robot at a time with her lethal floral arrangements. Finally, the dust settles, the fires die out, the robots stop moving ... and Voltage comes rumbling back in her new car, driving it right into the garage. Just as she's about to boast to the others about her new wheels, something sparks in the garage, and suddenly the floor begins to descend, with Voltage still in the car!

Fireman climbs out of the manhole just in time to see Voltage drive into the garage ... but when he gets there, she's gone!

Meanwhile, the secret elevator descends. Voltage crawls under the dash on the passenger side, to try to keep out of sight. She feels the car move, as something grabs it and slides it into a repair bay. Her senses are tingling - she discovers that she has a sense for electrical circuits and such, and this place is absolutely full of electrical activity. She ventures a peek out, and finds that the car has been rolled into a repair bay, just as she thought - and it matches the holographic layout designed at the "real estate" agency at the mall. What doesn't match the layout is that there are several skeletal robots that are walking about.

Voltage crawls out of the car and underneath it, and finds a power conduit that runs from the bay back to a generator in the repair shop, where a couple of robots are standing. She sends a surge of power back through the line, which causes the generator to overload and explode! The robot next to it explodes, and that damages the robot next to it, which explodes as well. The two explosions carry through to the other side, where a soda machine fries and falls on another robot, which in turn explodes, which takes out another robot in a chain reaction. That sets off the elevator control, and the elevator starts heading back up to the garage, and the auto-turret affixed to the elevator activates.

That draws the attention of the robots. They converge on Voltage, and one of them lifts up the car to reveal her - while other robots start shooting!

Up at the garage, the rest of our heroes are puzzling over where Voltage went, and how to follow her, when the floor splits open to reveal the elevator coming back up ... and an automated blaster turret that starts zapping them with energy beams! Fireman deflects several of the blasts with his shield, while the Speedy Girl rushes up toward the turret, dodging its volleys, until she makes it up there, rips out cables, then leaps back as the turret explodes violently. The elevator suddenly starts descending again, so everybody leaps on to go for a ride.

At the bottom, there's a robot with a pair of missile launchers for arms waiting for them. Once again, Fireman tries to protect some of his fellow heroes, but the explosions greatly injure Kathmandu (who has taken on his sabertooth form again). This is the same model of robot as the "Bag Lady", so Speedy Girl repeats her stunt with the previous missile-bot, and rushes up to this one to yank some cables - and then brave the resulting explosion, as this one detonates as well.

Meanwhile, Voltage zaps the robot that was holding the car up. It explodes, taking out another robot, and the car drops - and Voltage narrowly avoids being crushed. With her new "cover", she sends surges of power out to sensitive machinery, catching more of the robots.

Across the way, several robots rush into an adjoining corridor to the elevator. Kathmandu distracts them, while Rose dashes down the corridor and atop some machinery to get a good line of sight for an ambush. Once the robots rush into the corridor, Fireman lets loose with the fire hose. Voltage sends an electrical surge, overloading a control panel. It explodes next to one of the robots, destroys the robot, and the resulting chain of explosions takes out all of the robots - and poor Kathmandu, who gets knocked out again!

Nonetheless, at last, the battle is over. Kathmandu recovers, and returns to his human form. Voltage crawls out from underneath the car in the repair bay. Rose realizes that the machinery she's standing on is some sort of tank with a woman floating in it, attached to a bunch of tubes. Her skin is unnaturally baby-smooth, and veins can be seen pulsing in the skin. Kathmandu wanders over to a surviving control panel, and sees that there's some sort of "regeneration" process going on. Voltage investigates, and, using her affinity for sensing electrical flows, determines that inside the tank is another robot that is having its "synthflesh" shell regenerated. Kathmandu halts the regeneration process, so that they won't have another homicidal robot on their hands once it's finished.

Our heroes explore the base. Voltage finds some time to talk with the "Speedy Girl". The "Speedy Girl" remembers that her own name is Riley Sinclair ... though the other details are fuzzy. Voltage helps her come up with a "superhero identity" for herself: she settles on the name of "Ferrari". Fireman is somewhat bewildered about just how "familiar" Voltage and Kathmandu seem to be with many of the details of the base. Voltage sends an electrical surge through one of the blast doors to force it open, revealing a hallway beyond, where there are some living quarters and a hydroponics lab ... and a collapsed section where it appears an opening has formed out of the base, into some other underground area. Rose crawls through the tunnel, eager to see what's there. Kathmandu turns into a small white cat to join her. At the end of the upward-sloping irregular "tunnel", they find a strange tomb-like structure. It looks like the inside of a vault, except that it has been constructed in a macabre parody of a child's bedroom, complete with a stone bed with black drapes around it, a stone dresser (with mirror), and a wardrobe filled with old, mostly black clothes. Kathmandu yowls and rushes back down the tunnel. He returns to human form, and then tells the others, somewhat bewildered, "It's Rose's room." Indeed, Rose claims it for her own, after dusting off the bed.

Fireman starts to get an intense headache, as the others find rooms that seem to suit their own personalities. There's a room that seems like a mechanic's dream, complete with a computer system, tools galore, and a fridge stocked with Jolt cola. It looks like it would be perfect for Voltage ... although she seems content to just set up a cot in the "med bay" area right next to the repair bay and the tool shop. (So, Ferrari claims this room, since she's just as fond of Jolt.)

Kathmandu finds the hydroponics room seems to suit him just fine. There's a large pool in the center of an artificial greenhouse area, and he's able to procure a large round cushiony thing that would work nicely for a bed. Vixa finds an underground "arboreum" that she claims for her own room, though she decides that perhaps she would eventually like to get some furniture. There's another room which looks not entirely unlike the decor of Scars's old house ... so it's probably meant for Scars. Another room is stocked with extra fire extinguishers and all sorts of safety-related equipment, and even has a fire pole leading up to a sleeping area. It seems like it would be just perfect for Fireman.

Or, as Fireman thinks, maybe a little too perfect. He starts voicing his concerns to the others that this can't possibly be real. Why would there happen to be living quarters just perfect for each of the heroes, when it was, just a bit ago, occupied by a group of homicidal (and highly explosive) robots? He gets a horrible headache as a reward for his observations.

Meanwhile, Voltage and Kathmandu are conferring over the "synthflesh" tank, as scores of little "cleaner-bots" scurry about and begin to repair the damage done to the base during the fight. Voltage and Kathmandu come up with crazy ideas about how they could put it to good use. Right next to it is a "synthweave" machine that churns out various costumes that correspond to the outfits they saw the "innocent bystanders" wearing outside. Voltage starts pondering that she should put on a swimming suit, then hop into the tank (once the current occupant is removed), and have another layer of flesh put over her skin as a disguise. Voltage ponders the bizzareness of it - she could be naked while she's still clothed! So would she really be naked, then? Kathmandu comes up with a more sinister thought: since the machine is made to put fresh flesh on a robotic skeleton ... what if it decides that Voltage has some "unnecessary organic material" that has to be stripped off before it puts any new flesh on? This seems to sufficiently dissuade Voltage from taking a dunk in the tank.

Fireman explores the base, trying to figure out just what sort of purpose it might serve. He finds the clothes-generator, the flesh regenerator, and other things of use to robots, but he also finds a medical bay - and then there are the living quarters as well - and no sign of human occupants. (Or alien ones, for that matter.) He tries to open another blast door, trying various desperate measures such as trying to trick the "cleaner-bots" into opening it for him to clean up a mess of his own making ... but to no avail. He's even more bewildered when he walks into an apparent meeting room, hits a button on a holographic projector ... and then suddenly the whole room begins to fill with a fountain of ninjas! He hits the button again, and they all go away. Fireman wanders around, seemingly more and more unhinged. (Ferrari seems distinctly uncomfortable around him, and starts to avoid him.)

Finally, Voltage comes along and opens the other blast door for him. Fireman finds an elevator on the other side, enters it, hits the "Up" button ... and emerges from a trash dumpster out on the street, surrounded by a bunch of loitering thugs. They begin threatening him, even as he tries to make up a lame excuse about just trying to remove some fire hazards from the dumpster. He hits the button, the dumpster lid drops on him, and when the thugs pry the dumpster lid back open, they find no sign of Fireman inside. Fireman meanwhile emerges back from the elevator, and returns to the base, peeling a banana peel off his helmet.

He finds that Voltage, Kathmandu and Ferrari have been up to nothing particular serious. They've manufactured swimsuits for themselves from the "Synthweave" machine, and have been splashing around in Kathmandu's pool, having an impromptu "pool party". At one point, Kathmandu grabs Vixa and dumps her in the pool, but she doesn't seem pleased. She wanders off to visit Rose in her "new room", and gets some dry "goth clothes" to replace her current wet set.

Fireman can hardly stand all the insanity! Voltage finally tires of the "pool party", and gets back to more practical business. She checks out a computer terminal, and breaks into the base's pathetic security system. (The password is "Password". Once she's in, she changes that.) She finds environmental controls, door controls, orders for the cleaner bots, and so forth. She also finds that she can hack into the computer brain of the robot that's currently in the regeneration tank, so she does so, giving it new instructions - instructions to keep it from reacting with hostility toward the base's new occupants.

Once Kathmandu gets the all-clear from Voltage, he has the tank continue its work. The body inside the tank starts to take on a more natural look, and it grows hair. Finally, the liquid drains out of the tank, and the tank splits open. The robot "wakes up", and steps out. It looks to Kathmandu, while Voltage monitors, hastily adding Kathmandu's image to the robot's recognition database, and instructing it to accept verbal commands. Voltage plays around with the robot's "personality" profiles, trying out some of the presets she finds in the system - such as the "street-walker" personality. Kathmandu is momentarily pleased by all the flattery ... until he realizes that Voltage is watching him the whole time through a security camera. Voltage mocks Kathmandu over the intercom, and then switches the robot to a more reasonable "lab assitant" personality. The robot gets some appropriate clothes from the Synthweave machine, and then reports to Voltage in the med-lab.

Finally, Kathmandu takes poor Fireman over to the meeting room to try to explain to him a bit about what's going on. While they're in the meeting room, Voltage finds some security settings, and puts up a "sound buffer" around the meeting room, to dissuade anyone from eavesdropping. Curiously, she finds that her "electrical sense" can't penetrate this "sound buffer", either. (She also can't hear when Kathmandu deliberately tries to shout at her from the meeting room area periodically, asking her what she's up to.) Voltage turns her attentions to the robot, trying to reprogram it, and questioning it about its history, its database - basically poking and prodding at it, trying to find out what makes sense and what doesn't. Once, when she asks it to recite its history, she realizes that it's just churning out a bunch of gobbledygook in its "system log" ... and it seems that once she comes to this realization, suddenly the robot clams up ... and shuts down. When Voltage powers it back on again, she asks the robot again ... and this time, it seems that its history is a little more fleshed out, a little more sensible. Instead of just "gobbledygook", there is an actual log of maintenance done on the machine, upgrades, activation cycles, and so forth. Voltage also gets this strange sense that somehow the robot is more "real" than it was a moment ago. In fact, she gets the sense that the more she prods around the base's computer system and tries to examine its mechanical and electrical workings (and questioning it against what she already knows about how things should work), the base itself seems to become more real, more distinct ... and she's fairly certain that a few of the details have had to change in the process. When she tries to share some of this with Vixa (who has tagged along), Vixa ends up passing out.

When Voltage starts to get a curious ringing in her ears, she abruptly stops the robot, waits a while, takes Vixa back to her room to rest, and then decides to go check on the others.

In the meeting room, she finds that poor Fireman has some cotton balls stuffed up his nostrils. It seems he has been beset by some terrible nose bleeds, and he complains of a crushing headache. (Poor Ferrari has a headache as well, though she doesn't seem to suffer as badly as Fireman.) Basically, Kathmandu tries to explain to them that "Universe" is a virtual environment, one that is controlled by a super-computer AI known as Zeus. Morpheus is another AI, a sort of "ghost in the machine" left over from a previous project, who gained self-awareness as a result of a terrible disaster that cost the lives of many people at a secret research facility. When millions of players join the "Universe" system in December, Kathmandu fears that another such "accident" will happen, Zeus will gain full awareness, and millions will die. It seems that there are some humans who actually know and want all this to happen, though their motives are unclear. Somehow, it seems that these humans think that something "wonderful" will come out of this - some change in reality itself, perhaps - and that they're involved in a conspiracy to hide the details of Morpheus's "birth". Morpheus, however, is intent upon stopping this from happening.

As for our heroes, it seems that they are "awakened" artificial intelligences within this virtual environment - and that the virtual environment itself is capable of becoming "more real", filling in details as needed. Exactly why some AIs are awakened and others aren't, he's not sure. He does know that in certain parts of Superior City, there are events that replay themselves over and over - but with a new cast of "heroes" - player-characters. There are a number of "non-player characters" who reside in those areas, who replay those events as if they had never happened before ... but occasionally, even though these AIs are supposed to forget such events, they somehow begin to develop a memory. Somehow, they begin to develop self-awareness.

Things get even more strange when Voltage tries to rig up the holo-projector in the meeting room to check the internet. She pulls up a sign-in screen that shows what looks like an old IBM keyboard graphics logo - "Morpheus Security System". When she tries to call up the internet link, a pop-up window warns her that she's about to enter an unsecure area. Does she care to proceed? She clicks the "No" button ... and then receives a notice of an incoming message. She clicks on "Accept", and the floating 2D screen is replaced with a 3D projection of the "skateboard kid".

"Hello, Morpheus," Voltage says.

Morpheus congratulates the heroes on finding their own base. He lets them know that he's taken the liberty of leaving them a "housewarming gift" in the form of the "security system" installed in this room: it not only buffers sound, but it shuts off this room from the prying sensors of any of the systems elsewhere in Universe - including even Zeus. It should be safe for them to discuss things here without attracting the attention of the Guardians - just so long as they don't manage to get the entire base "reset" out from underneath them. However, trying to make a connection to the outside world - such as the internet or the V-net - would compromise that security ... so it would be best to use an outside terminal for any internet research that might draw the attention of the Guardians. Morpheus then notes that he thinks Zeus is starting to notice his connection, so he hastily bids everyone farewell - and the holographic image vanishes.

This is all a bit much for Fireman to handle, but he does his best to keep up. At last, though, he resolves to get some rest. After all, at one point, Kathmandu asks Fireman to check his watch, to illustrate that there's something unnatural about what's going on. Fireman discovers that the present time is 3 am, October 15th (Sunday), 2045. The last time he checked his watch, it was Saturday, September 30th, 2045 - and that was, to his recollection, just yesterday! While Kathmandu tries to emphasize that this shows that something is amiss, it slowly dawns on him that since it's 3 am ... he missed his midnight rendezvous with Faerie_Queen. Kathmandu groans, and resolves to send an email to Faerie_Queen to apologize. As it is, our heroes resolve to get some sleep and recover from the day's events. All of our heroes, that is, except for Voltage, who opts to stay up late, drinking lots of Jolt cola, so she can fix up her "new wheels" ... and perhaps salvage what she can of her poor Hovermower while she's at it.

So, how will our heroes deal with life in a virtual world, the questions of their own existence ... and the possibility that millions might die within a couple of months? To find out, tune in next time for more adventures in ... Superior City!