Monday, January 7th 2030

Shadowmind Antarctic Lair Delta-Seven, Antarctic Ocean

The shriek of twisting metal echoed through the facility savagely, prompting yet another siren to wail its warning throughout the structure. Amber winced at the harsh sound, glancing up at the intercom with a glare, hitting a key harder than she should have. As the siren cut off in a mournful, dying wail, the villain muttered under her breath angrily. “Damn it, I know! Crimson Bull my ass, he should be named ‘Bull in the China Shop’! I just wish the idiot was stupid enough to show up without Warden. That would make this easier. Instead… well, shit.”

The core of her undersea base was the chamber she was in, a hexagonal room about fifty feet across and with only a single, heavily reinforced hatch for an entrance. Opposite the hatch was a gaping alcove where an elaborate array of equipment dangled uselessly from where it’d been rapidly detached from the growth capsule she’d been monitoring. With as obvious as the absence was, Amber wished that she’d thought to have a spare capsule on hand to put into its place. Unfortunately it was far too late for that, and Amber looked around the room again for something that she might be able to use against the heroes.

To Amber’s right was a large set of workbenches and her favorite workstation, complete with six high-resolution holographic projectors that were currently dark. A tiny part of the villain glowered at the old coffee mug sitting next to the keyboard, annoyed that she hadn’t dealt with it before this. It bothered her more that she was having the most devastating invasions of one of her bases in her career, and both she and the room were a mess.

Four and a half suits of power armor were scattered across the benches to her left, most of the armor plating shattered and broken, and the inner workings scattered among her tools were largely broken and dismantled. If she’d had even another day, Amber might’ve been able to cobble together a single proper suit from the remains of the others. As it was, none of the components were in any shape to be assembled into anything of use at this point. What she’d give for even one of the power generators being functional at the moment!

The center of the room was dominated by the teleportation platform. There was a pylon both above and below the platform, which could be accessed by a gentle ramp, and remnants of electricity were arcing across the surface of the pylon from a recent use. Amber was working at the control panel next to the ramp, and she sat back in frustration as she realized the only option she had was to commit suicide, and that was a step too far, even now.

A soft tone sounded and the computer began speaking, in a silky, sexy voice that made Amber almost cringe under the circumstances. “Power reserves at 10%, teleportation matrix is offline. Primary, secondary, and tertiary power plants disconnected. Capacitor banks One, Two, Four, Five, and Six have sustained critical damage. Hull integrity failing, critical damage sustained by structural supports. Immediate evacuation is recommended, Mistress.”

Amber glared up at the ceiling in disgust, faintly annoyed with the AI. She’d thought the lovely voice would maker her happier, but under the circumstances all it did was make a bad situation worse.

“If I could escape, I would’ve already done so, Circe. The problem is that they took out the escape pods and submersibles first.” Amber murmured, finally sitting back in her wheelchair and running her fingers through her hair, her mind racing through ideas. Despite her many close escapes, a daring, brilliant way out of this one was failing to occur to her, and her lips pressed together tightly as nothing came to mind. Finally she realized the truth, though, and she sighed, pressing a button and speaking clearly. “Circe, Protocol Delta. Confirmation code seven-four-nine-alpha-nine.”

“Protocol Delta confirmed, initiating data wipe. Good luck, Mistress.” The computer replied in a soft voice, then shut down with an oddly final tone. Smiling sadly, Amber patted the console regretfully and shook her head.

There were so many plans she’d had brewing, but obviously they weren’t going to happen now. The heroes were going to see to that. But that being the case, the least she could do was make things more difficult for them. Turning her powers on herself, Amber began removing as much of the information they might want from her mind while she waited for the ‘heroes’ to get to her room.

The echo of twisting, tearing metal came with depressing regularity, approaching slowly as the heroes progressed through her undersea base. Amber couldn’t understand what the so-called hero was thinking, smashing through the bulkheads the way he was. They were at the bottom of the Arctic Ocean, and while her base had been built to handle the immense pressure with a large safety margin, that didn’t help when a super-powered imbecile was ripping through vital structural supports. The faint, ominous creaking sounds warned her of the eventual collapse of the structure, removing the need for Circe’s earlier warning. Amber imagined that the lair wasn’t going to last more than another hour or two, which was disheartening.

“I suppose this is actually the end of the line for me, unless someone breaks me out of jail. Well, at least I can go out with some dignity. No, with some pride. I’m too sharp-tongued for dignity.” Amber murmured with a smirk, shaking her head in amusement. She hoped that the capsule had arrived safely at its destination, but with the base breached all communications with other lairs had cut off, removing the usual confirmation signals. A moment later she sighed, smirking. “It’s just as well I don’t want to die. The self-destruct system might be satisfying, but given the typical luck heroes seem to have, it’d be pointless anyway.”

With a shriek a hatch in the next room was kicked clean off its hinges, clanging harshly against the opposite wall. The heavy, echoing footsteps that followed the hatch were ominous in their own right, and Amber let out a sigh, calmly pulling out a pair of noise-canceling headphones and slipping them over her ears. An instant later the steel hatch she was watching dented inward in the shape of a man’s fist. A follow-up punch tore straight through the metal, revealing the crimson glove of the attacker, which withdrew enough that the hero could get both hands into the gap. It took a moment for Crimson Bull to get a solid grip, and slowly he ripped the hatch in two separate pieces, even as Amber thanked the designer of her headphones for their excellent design.

Amber removed her headphones calmly as she looked at the imposing man standing in the entrance. Crimson bull wore a form-fitting crimson suit with yellow trim, his full helmet bearing elaborate bull’s horns while a yellow cape flared dramatically behind him. The hero was built like a Greek god, and many women would swoon at the mere sight of him, though she certainly wasn’t one of those. He paused where he was, obviously startled despite her inability to see what he was looking at past the yellow lenses over his eyes. There really wasn’t any question what he was looking at.

The villain knew that she wasn’t much to look at, but that wasn’t why he was staring. She was pretty enough, in a modest sort of way, with piercing blue eyes, golden blond hair to the middle of her back, and painfully thin. What made people stare when they thought she wasn’t looking was the motorized wheelchair she was in. Only a well-designed brace allowed her to sit up straight, and that had to be a shock for the hero in the doorway.

“Let me guess, Mister Bullshit, you decided you needed an update so you left your brain back at the headquarters? Or perhaps you decided you actually needed a mind, and have one on layaway that you’ve been trying to purchase? I can’t think of any other reason for you to ignore the emergency override panels that would’ve opened the doors. Instead you ripped through bulkheads and hatches the entire way here.” Amber’s tone was fit to strip the paint from the walls as she lectured the hero. “Of course, all of that was after you destroyed enough structural supports to guarantee the place would implode. Good job, hero, let’s hear the applause! Oh wait… there isn’t going to be any.”

“What the hell? Who’re you supposed to be, some kind of body double?” Crimson Bull rumbled in a deep voice, stepping into the room and booting a piece of the hatch aside. “She can walk, which makes it kind of stupid to try posing as Shadowmind. Sure you’ve got her attitude down, but that’s about it.”

“Dear gods, I thought you were dumb enough before this. Thanks for showing that I was being overly generous in my estimates.” Amber retorted, shaking her head in disbelief. She could hardly believe the idiot had caught her. She hoped that he’d simply been the closest person when someone had managed to pinpoint her base, because the only other way he’d have found it would be via blind luck.

Almost as if trying to prove her point, Crimson Bull frowned in irritation and put a fist in his palm, cracking his knuckles threateningly as he spoke. “Shut it. I’m in a bad mood already, so tell me where your boss is.”

“Calm down, Crimson. She’s probably not Shadowmind, but it’ll be easy enough to find out.” Warden’s soft, serene voice echoed through the room, and a moment later she floated into the room two feet off the ground and handily avoiding the shrapnel the other hero had littered the floor with. The heroine continued, looking at Amber carefully. “It’s also possible that she was injured in one of her attacks and put into a wheelchair for a time.”

Warden had a beautiful, curvaceous figure, one that Amber would have been quite happy to possess herself, and wore a white bodysuit that covered everything but her face, with only a tracery of golden lines across the surface to add contrast. A golden, wing-like mask covered Warden’s face, though her mouth and blue eyes were exposed. The woman had been one of the many heroes that Amber had gotten a sample of, and it had been much more difficult to manage than the vast majority of heroes, though she’d eventually managed.

“Who are you?” Warden’s question almost surprised Amber, and as the villain laughed sharply, the heroine frowned and spoke more firmly, this time with power in her words. “Again, who are you?”

The heroine’s magic was trying to compel Amber to speak the truth, but the villain shrugged it off with a laugh, flicking her hand at the heroine and launching a violet mental bolt right back at the heroine. The barb painfully bounced off Warden’s shields, but Amber ignored the discomfort as she grinned at the heroine. “I thought it was obvious. I’m the person you’ve been after this entire time, Shadowmind herself. Pardon me for the cold reception, but I’m afraid you caught me at a bad time. I’ve had a bad month, and wasn’t ready for your little visit. If you’d given me a few days that would’ve changed, but there’s no use crying over spilt milk.”

“I… must admit to some shock. Your powers match those I anticipated, but you feel awfully weak compared to our prior encounters. Did Dawning Bolt actually manage to hurt you? Last I’d heard, he just thought he’d mangled your armor.” Warden asked, floating a few feet closer, then hesitating and looking at her companion. “Crimson, would you step closer to keep her from doing anything? I don’t trust her not to try anything untoward.”

“That’s easy enough to deal with!” Crimson Bull replied savagely, and before either woman could react, he stepped forward and bodily ripped a wheel off Amber’s chair with enough force to send it spinning across the floor to slam into a workbench near her broken armor. The painful jolt nearly threw the villain from her chair, and she gasped in pain.

“Ow! That hurt, you jackass! I wasn’t doing anything, so that was entirely uncalled for.” Amber exclaimed, wincing as she tried to adjust her position in the lopsided, halfway toppled chair. “Not that I expect either of you give a damn about anything but your precious reputations. As for you, I’ll have you know that I’ve been crippled since I was eight, Warden. Dawning Bolt managed to give a good accounting of himself, but he isn’t that good.”

“She’s right, Crimson, you shouldn’t have done that.” Warden agreed, scowling at him and shaking her head. “I don’t care how frustrated you’ve been, that was overdoing it.”

“Sorry, she was just pissing me off.” Crimson Bull apologized, ignoring Amber save to step closer, almost looming over her.

“Why am I not surprised at your attitude? Anyway, my armor let’s me walk. You can see the servos right there, the charred ones.” Amber told the heroine, poking one of the objects in question, then hissing as Crimson Bull gave her chair a painful warning kick. “Asshole. If she wasn’t here, I’d have convinced you to walk out an airlock. Instead, the two of you have managed what everyone else in the world hasn’t. Congratulations, you caught Shadowmind. Too bad you’re going to get pretty much nothing out of me, and you’ve successfully destroyed my entire base… I give it no more than an hour before it implodes.”

“You’ve got to be joking. I recognize the teleporter right there, if the base is in that bad of shape, why’re you even here?” Warden asked, looking both stunned and suspicious as she looked at the armor and the empty spot where the growth capsule had been. “You’ve escaped every other time someone found one of your bases. Why would this time be any different?”

“It’s mostly due to dumb luck on your part. Bull Genius here managed to flail his way through the primary and secondary power plant links without frying himself, as well as smashing five capacitor banks before I got here. That left me enough power for a single teleport, which is far less than I’d prefer. In fact, I’m rather hoping that the two of you were counting on the teleporter for your escape, it’d make my death a lot more satisfying.” Amber replied with bared teeth, ignoring the growl of anger from the hero over her. “Though if that’s going to happen, I do hope you’ll satisfy a bit of my curiosity, Warden. I’ve always wondered what you looked like under that suit of yours.”

“Then what did you sent out that’s more important than your own life?” Warden asked, floating closer and golden light coalescing around her hands, unphased by Amber’s taunts. “You’ve spent several years collecting genetic samples from heroes and villains alike. If you sent something out instead of yourself, what could possibly be that important?”

“Wouldn’t you just like to know? I’m certainly not answering your question, and you don’t have the power to compel an answer from me.” Amber retorted, laughing softly at the woman’s scowl. “What, you didn’t think I’d spill every secret I had at a minor threat, did you? You might be able to drag an answer out of me in the end, but I know that I can put up a fight for long enough that the base will collapse. So go on, try me.”

“I think we should just leave her here.” Crimson Bull rumbled, looking around angrily, then spitting on the floor, adding. “Let her die with her lair. It’s in a stupid spot anyway.”

“Imbecile,” Amber muttered derisively, shaking her head in disgust.

“We can’t do that, Crimson. We have to find out what she’s been up to.” Warden disagreed quickly, glowering at Amber. “I don’t like her any more than you do. Just knock her out and carry her. Morgan and I will figure out what she’s been up to, then we’ll hand her over to the courts. I hope you’re looking forward to a life in prison, Shadowmind.”

Crimson Bull growled angrily, shaking his head and taking a step closer as he spoke, raising a hand. “Fine, then.”

“At least one of you has a few brain cells to rub together. I-” Amber began, only to have her words cut off at the sharp impact of the big man’s fist which made the world go dark.

* * *

Floating over to the control panel the villain had been at, Warden quickly looked over the display, relieved that Shadowmind hadn’t locked her out of it. She tried to ignore the villain as best she could, her emotions confused. While she knew that Shadowmind was an insane, dangerous woman, the woman in pajamas under a bathing robe looked uncomfortably vulnerable in her broken wheelchair.

“I really hope you didn’t cause any brain damage, Crimson. We might need her brain intact, since it looks like she already wiped the computer core.” Warden told her companion absently, her worry growing more pronounced as she looked at the listed power levels. “It looks like she was telling the truth about the power levels, though. There’s no way we’re going to teleport out of here. Would you mind grabbing what we can of her armor, too? Maybe Hyper can figure something out from it.”

“Fine, I’ll carry her. Damned bitch.” The hero grumbled, slinging the villain over his shoulder like a rag doll, then hastily added in an apologetic tone. “Her, I mean! Sorry about that, Warden. I didn’t mean…”

“I did rather guess from the context. She’s a nasty one, isn’t she? Still, at least we know she isn’t going to do anything from lockup.” Warden replied absently, glancing over the controls a last time and shaking her head. “That’s something, at least.”

“What if that’s what she had planned, though?” He asked uncertainly, grabbing pieces of armor and shoving them into a convenient crate. “She could mind control the other inmates, right? That could be a lot worse than just letting her die.”

At the questions Warden paused, growing a little more worried. It took a moment before she sighed and shrugged, answering helplessly. “We’ve no way of knowing for certain, but I’m certain that Morgan and I can break her defenses. We’ll figure out what she was up to, and deal with it. But if it helps, I’ve heard that they’ve come up with a method of dealing with psychics like her, so we should be safe there.”

“Good enough for me.” Crimson Bull grunted, hefting the crate. “Let’s get out of here.”

* * *

Well after the stealthy submarine bearing the two heroes and their captive departed, the undersea base slowly imploded under the immense water pressure. The only thing remaining of it was a pile of wreckage and the three distant geothermal plants. For a time, everything grew calm on the sea floor once more.

Several hours later, a hidden hatch opened near one of the geothermal plants and a tiny, unmanned submarine slipped out. The vessel quickly departed, humming along on a course significantly different from the one the heroes had taken.

* * *

Friday, January 11th 2030

Shadowmind Utah Lair Alpha-Three

She woke up.

Waking up was a strange sensation, especially when she’d never been awake before. While she knew enough to realize what being awake was, it was… confusing, in its own way. The knowledge was simply there, like the knowledge that the ceiling above her was white. It was strange and confusing.

How strange her situation was made her ask another question, one that felt vitally important under the circumstances. She wondered who she was, and to her relief the knowledge simply came to mind just as easily as the other information had.

Her name was Lilith Carpenter, and her creator was the supervillain Shadowmind. Shadowmind’s real name was Amber Meadow, a surprisingly mundane name to Lilith, and the information about her creator… confused her. Based on what Lilith knew about supervillains, that Amber had hoped to have Lilith view her as Lilith’s mother was confusing.

The villain posed as a university professor for her civilian identity, preferring to teach via online courses. She was unable to walk due to the actions of an arrogant, long-dead hero’s during Amber’s childhood. The odd woman confused Lilith, and she nearly lost herself in musing when a voice interrupted.

“Excuse me, Miss Lilith. Are you awake?” The AI’s gentle voice broke the silence of the room almost like thunder, causing Lilith to start slightly. She shook off the strange, oddly clinical recollection of Amber’s past and focused on the AI, Circe. Circe was Amber’s assistant and ran each of the villain’s hidden strongholds, which explained her presence. The problem was that Circe was only a class seven AI, not capable of intuition or dealing with problems outside the scope of her admittedly extensive programming. That meant that the AI would likely keep inquiring until Lilith responded.

“I a-am.” Lilith’s voice caught in mid-word, and she paused, swallowing at the strange rasp to her voice. She cleared her throat, sitting up to look around as she waited for the uncomfortable itch in her throat to subside. Once she thought that the sensation had mostly passed, she spoke again, her voice feeling more stable at a lower volume. “What’s wrong with my voice?”

The room intrigued Lilith, and not just because it was the first place she could remember looking around. It must be a small medical lab of some variety, considering the equipment along the walls, most of which was automated. Lilith had been laying in a large, clear tube nearly eight feet long, and she was completely naked. While it didn’t bother her much, her skin was damp and the cool air was raising goosebumps. What the tube was, and why she’d been in it was a mystery, one which irritated her.

Pulling herself from the tube, Lilith carefully settled onto the floor, holding tightly on the edge since she wasn’t sure if she could walk. Fortunately, her feet didn’t betray her as she settled onto the floor, and she found herself standing firmly on a floor that gave slightly beneath her feet. She looked at the floor curiously, and after a moment shrugged. It must be a type of rubber or polymer of some form. If it was important, she could figure it out later.

“You’ve just been decanted from your growth capsule, Miss Lilith. While in the capsule, tubes to allow breathing and feeding were placed in your throat, which I believe are the source of your discomfort. If this is the case, the abrasion should heal within a few hours.” Circe replied promptly, the AI’s voice almost seeming relieved. “The Mistress is presumed captured or slain, and it has been left to me to assist you. How may I be of assistance?”

“First I would like something to wear.” Lilith told the AI, folding her arms and shivering slightly at the cool air. “I’d also like an explanation as to what happened to Amber. I find myself confused.”

“Certainly, Miss Lilith. Please exit the room and follow the lighted line on the floor to your room.” Circe replied, and paused while Lilith followed the directions, the door silently sliding open at her approach. The hallway was lined with soft green wallpaper and warm yellow lights, helping Lilith to relax a bit more. As the center of the floor lit up with a glowing white line, the AI began her explanation. “As your growth cycle entered its final stages last week, the Mistress’ Arctic Base was attacked by heroes. The attackers were identified as two members of the San Francisco superhero team Ocean Shield, Crimson Bull and Warden. Both are powerful individuals, and they successfully managed to cut off all primary power sources for the base and dealing critical damage to the structure. With only enough power for a single teleportation, the Mistress teleported you to this location and initiated a data wipe of the base. News feeds indicate she was captured and the base was destroyed. Due to prior convictions in absentia, the Mistress has been sentenced to the Nevada SuperMax under neural inhibitors.”

As the AI explained what had happened before Lilith’s awakening, the woman followed the path, listening carefully. A door opened as she approached it, revealing a plain, barely furnished room before her. While she knew the room could be personalized, that was unimportant for the moment. Instead Lilith opened the closet and paused. Dozens of outfits hung on hangers, but what drew her attention was the mirror on the back of the door. With only a moment of hesitation, Lilith stepped in front of the mirror and looked at herself.

Lilith was gorgeous, she realized in faint surprise. Her pale skin glistened with the remnants of the liquid in the growth capsule, and she had long arms and legs, with an hourglass figure and large, full breasts. Her face was heart-shaped, with brilliant emerald eyes and full crimson lips. Her hair was black with faint crimson highlights, and she thought that when dry and untangled it would be slightly wavy. Maybe she should have been uncomfortable with her appearance, but Lilith found that she liked it. She just felt… right.

Shaking herself to break her trance, Lilith turned away from the mirror and took a simple white bathrobe. Slipping it on and tying the sash in place, she closed the closet and sat on the edge of the bed, her voice calm as she looked up, asking. “Circe, what am I?”