Axel and 6 stood in front of the gym lockeroom door. Taking a deep breath Axel looked to his left looking to 6 for support. It was that tragic time again, gym locker room time, the time they had tried their best to avoid at all cost. The good old days of dodging class for the library were as good as done. Now that their secret was out, going to the library after school would be fruitless as they still had to run into PB during homeroom. The two boys stared at the gym door handle waiting to see who would motion to open it first. Axel's stomach turned as his head began to fill with Pb's wretched laugh.

"You little shit! There's no avoiding me now!" He envisioned PB saying in his mind.

Letting out a sigh he placed his hand on the door slowly pushing it open.

"Wait!" Yelled 6 standing beside him. He placed his hand on Axels shoulder gritting his teeth.

"Whatever happens here… We face it together!" He said placing his hand beside Axles on the other side of the door...

Axel's eyes began to water again. It had only been 2 weeks since he had met 6, but they seemed inseparable now. They had traversed through the thousands of kilometers Mr. Bené had forced them to run, waded through the woes of detention, as well as survived the harsh agony of cleaning and categorizing 20 pound text books in the library for Sadira.

Looking back at this stranger who had literally appeared during a miraculous strike of lighting, he found comfort in the doom he was about to face.

"Thanks 6" Axel said dropping his head down. "Let's just get this over with" He said...

Using the last of his energy he pushed open the door to the locker room. Changing directly in front of him was Lance. His shirt was off, exposing his skinny yet muscular physique as he gave Axel that same disgruntled look.

Ignoring Lance, in search of imminent danger, Axel made his way to his locker with 6 trailing behind him.

After taking a cautious look around the locker room, he found no trace of Pb or J anywhere in the vicinity.

"What's going on here?" Thought Axel

Surely he had just seen Pb earlier that day in math? Axel closed his eyes as he slowly opened his locker, surely Pb had hid something there in his two week absence.

Again he found nothing. Turning to 6 he looked at him in total disbelief. "He's not here?" He asked 6

"Somethings not right! Be on your guard!" 6 said militantly.

Axel looked around the locker room perplexed.

What was going on? All the weeks trying to avoid Pb and now Pb was avoiding him? It didn't make any sense. As they walked out of the locker room fully prepared for an ambush, they found no sign of him there either!

It wasn't until they had lined up for attendance that they finally spotted their latent aggressor. In the furthest spot away from them, all the way on the other side of the bleachers, he and Jerry stood on the outskirts of the attending class, sitting in total silence.

"Alright then class!" barked Mr. Bené "We've only got 6 weeks until the SPA Exams show me what you can do!"

Axel gritted his teeth remembering Vincents words.

"Bro! Make sure you don't do anything to stand out at school! Just lay low for the month, and pretend you don't have powers, you don't want to draw too much attention to yourself, just hold out for the month!"

"Only two days left..." Axel thought

Throughout the entire gym class Pb made no attempt to bully Axel. Even during the 500 km run, all the smart remarks and intimidating pranks were absent from PB. He simply ran on the other side of the route maintaining the largest spacing between him and Axel he could possibly manage.

As gym class came to an end Axel and 6 returned to the locker room once again to a room, absent of their aggressor.

"This doesn't make any sense...Somethings up" 6 said clenching his fist.

Axel and 6 headed over to the homeroom to check out of school. This would be their last and final confrontation with PB.

As they came into the room they saw a surprising face taking the place of their homeroom teacher.

"Alright Alright boys and girls, today I'll be switching homerooms with my wife for the time being! Since the Exams are on the way I have a lot of preparations to do! I don't have time to run detention! So I'll leave everything to her!" He announced.

"Uhhh…. Mr. J..." Reggie said, squinting his eyes. "This isn't gym class-"

"BOY! Didn't you JUST HERE ME! I already EXPLAINED MYSELF!" Mr. Bené yelled back defensively.

"..... I… I know….." Reggie said sighing, "I was trying to say this isn't gym class man… you don't have to yell everything…. We're standing like two feet in front of you" Reggie said face palming.

Mr. Bené took a step back from his desk examining the class, taking in Regis's words.

"Am I really that loud" he thought?

Hunching over like he was whispering into someone's ear Mr. Bené placed his hands around his mouth and whispered to the class.

"Alright then class let's begin attendance." He whispered

After whispering for a few minutes and completing attendance Mr. Bené Announced "Alrighty then you're free to go!" echoing his voice down the hall.

Reggie and the other students shook their heads as they grabbed their supplies and left the classroom.

As Axel made his way to the exit he was grabbed by Mr. Bené on his way out. 6 stood in the doorway waiting for Axel to accompany him on his journey home.

"Sorry… is it 6? Axel calls you by? "Mr. Bené asked

"Yeh" 6 answered proudly.

"You're going to have to head home without him, there are a couple of things I wanna run by Axel before he leaves.

"Alrighty then!" 6 answered "I'll catch ya later Ax!" he said exiting the doorway.

"6!" Axel heard a voice say. His head began to ache as imagery from his dreams flashed through his mind.

"Why do I feel like… something bad is about to happen…" He thought

Mr. Bené walked over to a desk that was unoccupied, pointing Axel to it.

"Take a seat there kid" He ordered

Axel sat down at the desk looking at Mr. Bené with an annoyed expression.

"Haven't I spent enough quality time with this guy?" Axel thought, letting out a sigh.

"Listen up Axel, I know I have been hard on you as well as ignored you for the majority of your time here." He said clearing his throat "But I was under the impression that you were a lazy good-for-nothing student wasting my time."

"Thanks..." Axel said annoyed "Can I go now?"

"Just bear with me kid" Mr. Bené said sighing.

"The thing is... after you went through detention with such focus and perseverance, where many others wouldn't have, I think I was wrong about you. In fact I think we were all wrong about you."

"Since you've arrived here on the L.O.S.T scholarship that we give out, you've been ignored by everyone and everything because of your lack of attention in your schooling."

"I'm here to apologize on behalf of myself and the rest of the organization for not stopping the bullying problem that PB possessed."

Axel's eyes grew large, "So this is what had happened the previous day" He thought. "PB's weird behavior and Mr. Bené running homeroom all makes sense now."

"I cannot rectify the past nor can I awaken your powers. The SPA is very specific on the rules that we have here."

"All I can do is apologize and hope that after your time here you can find yourself in the world. You won't be able to attend this school anymore but you might find another way into the SPA. There are many other schools that offer similar services and recommendation from an Academy like this from me would get you a long way."

"Heh dion't worry about that Mr Bené" Axel said grinning

"What do you mean?"

"I'm going to join the SPA no matter what it takes! You don't need to watch over me any more, I can handle my own problems!"

Mr Bené sighed. "Well I guess its too late for him to trust a teacher..." He thought.

"Alright alright no need to get all ruffled up!" said Mr. Bené shaking his head. "Grab your stuff and get out of here! I don't ever want to see you here again!" He barked

"But Mr. J… We're in homeroom…. I have to come here every day…"

"Oh yeah! That's right!! I forgot, HAAHAH! Thought this was detention for a second!" He said scratching his bald head.

Axel walked out of the detention shaking his head, he couldn't tell if Mr. Bené just liked yelling things, or if he truly did have a hearing problem.

Axel opened his locker to grab his belongings. As he was placing his fake physics book into his bag he heard a distressed voice coming from down the hallway.

The voice sounded terrified almost in agony as he closed his locker he peered down the hallway to try to figure out who it was.

"AXEL! AXEL!" The voice desperately yelled.

Quickly moving through the crowded hallway were a long pair of dreadlocks jumping up and down as the voice drew closer.

"AXEL!" Reggie said, finally catching up to him.

Immediately Axel felt the urgency of Reggie's distress. It was a look Axel had ever seen him express before. Even in the face of danger, Reggie had not once seemed to appear frantic or anxious. It appeared that whatever was going on wasn't good even by Reggie standards or anyone for that matter.

"I'm sorry" he said, dropping his head. As he apologized the dreads covered his saddened expression.

"I'm so sorry, I'm such a bad friend…. I'm so sorry I'm I'm sorry man," he said solemnly

"Wait… what are you talking about" Axel said confused

"It's…. its 6" Reggie barely squeaked out.

"I I think he's in danger"

"What!? Why? What's going on Reggie?"

"It's PB…. he got a hold of me and I didn't know what else to do…. I'm sorry man, I really am sor…"

"BRO JUST TELL ME WHAT HAPPEND!" Axel yelled

For a second Reggie and Axel sat in silence. Axel couldn't believe what he was doing. This was the first time he had ever yelled at someone…. At least in any serious capacity.

"I'm sorry man… just please tell me why 6 is in danger…" Axel said softly.

"Pb… came up to me and he asked me where the gates was. Of course I figured he was up to no good being all quiet and all all day o I asked why he needed to know. Before I know it he's grabbing me by the neck and started threatening me so….. I went ahead and told him."

And then it looked like he just took off. I didn't think much of it at the time but now that I realize he wasn't in homeroom I think he's going after 6 man! This is really bad I've never seen him like that before. Reggie said spooked.

"His eyes… they were completely black with no pupil at all…. It was terrifying man!"

Axel slammed his locker shut and made for the school's entrance.

"Wait… What are you doing?" Yelled Reggie trying to catch up to Axel.

"What are we doing chatting here? We have to go and stop him!"

"Woah Woah Woah What? Are you out of your mind! What the hell are we going to do we can't fight him?!

"I don't care! We're going to do something or at least…. I'm going to do something! I'm not going to let anything happen to 6!"

Reggie was stunned, he had never seen Axel so, determined. Calming himself down he tried to make himself more supportive.

"Alright Ax we'll go! But let's at least get some help first! Let's go asked Lance and B and see if they can-"

"You go ahead and do that,'' he answered I'm going after him."

"Wait dude you're gonna get yourself killed!" Reggie screamed after him.

But it was too late Axel had already ran out of the hallway and off the school grounds. Seemingly instinctively he headed off for 6s direction.

Axel ran past the sign that said Nautica Valley entering its deep forestation. As he ran down the trail a feeling of Deja vu started to erect in him.

"Wait….. Wait a minute wait just one minute" he said stopping.

Axel looked around his surroundings and felt the trembling in his hand.

"This feeling I've felt it before."

"That must mean… 6… 6 is"

His pulse began to rapidly accelerate, his eyes and veins began to crunch as the blood pulsed through his muscles.

He realized the horror of the situation. This time it was reality and not a dream and if he didn't get to 6 in time it would mean his death.

"6!" He screamed

Axel jumped through the trees of the thick forest coming to the edge of a quiet shore, with 6 nowhere in sight.

"GODDAMNIT!" He screamed

He gnawed his fingers into the side of his face stretching and tearing his skin in frustration.

"Ok, Calm down, He has to be somewhere around here…" He said, trying to catch his breath. He took a deep breath in and jumped back into the forest trail in Nautica Valley.

He was sprinting at full speed now like he had never before. His stride had extended over 6 times its normal length making his feet feel like feathers for the brief period they were on the ground. The outlines of the trees and plants became blurred as he brisked past them in his pursuit. The only thing clear through this experience was the feeling that he needed to find 6, and the feeling that if he didn't his life would depend on it.

He jumped through the trees again only to find himself at a different section of the shore with no trace of footprints.

"6!!" Axel screamed falling to his knees. As he collapsed to the ground he felt his heart bounce around in his chest like a rattle at the end of a whistle. With each breath it jumped around in a more roundabout way then before, as thoughts of never finding his friend clouded his mind.

As he grabbed his chest holding in the pain, he began to wonder how long he could hold out before it finally burst open leaving him dead on the shoreline.

"Axel!" Came a voice in the distance.

Axel sprang to his feet surveilling the surrounding area for even the smallest detection of movement.

"Axel" said the voice again.

Spinning around Axel looked up at the edge of a peak, Fleetwood Memorial.

Axel began sprinting towards the cliff's peak hearing out the calling of the soft voice.

"Axel" it cried

"6 I'm on my way!"

"Axel!"

"I'm almost there!" He said reaching the top of the peak

"AXEL!!!!!"

"Hahaha, keep screaming you little bugger make sure that loser comes runn-"

PB stopped mid-sentence coming face to face with the loser he had just spoke ill off.

Axel, had arrived on the scene.

Axel's stomach dropped after approaching the graphic scene he had come upon. 6 was helplessly wrapped up in licorice bands against a tree in tattered clothes while PB was pummeling him with his metallic fist.

Jeff was nearby, leaning on an adjacent tree, watching as the scene unfolded.

As Pb's face turned fully towards Axel, he could now see the crazed look Reggie had described. PB's veins and eyes were completely black showing almost no signs of pupils as his body pulsed back and forth between his metallic forms.

"You..." Pb said gritting his teeth. He let go of 6 letting him fall limp against the tree. "I've been waiting for you to come" He said smashing his metallic hands together.

"Here I am" Axel said defiantly "Your not going to get away with this!"

Jeff did a front flip over Axel's head, landing behind him. "No Axel" He said slowly pinching Axel in-between Pb and himself "It's you who is not going to get away!"

"RRRUUAAHHH!" PB yelled launching himself at Axel.

Axel front flipped over him, soaring through the air as Jeff threw liquorice at him.

Dodging through the air, Axel landed next to 619 with a torrent of water rushing behind him.

"I can't control the water that well yet" He said, gathering a pulse of water in his hands "So let's go for the weaker one first! Water… Cannon!" He yelled blasting out a cone of water at Jeff.

"Heh, how do you like" Axel began.

When the cone of water finished spraying, he saw Pb standing in front of Jeff blocking the attack. His body, fully coated in lead, gleamed in the sun, without the smallest trace of a mark.

"Th.. thanks Pb" Jeff said

"No need to thank me" He said strutting towards Axel

"Let me handle this" He said slowly, striding towards Axel.

"He took no damage… what do I... what do I do?" Axel said panicking

As Pb flexed muscles another layer of lead began to cover the first. He was huge. At least 3 inches taller now and at least several inches thicker.

"Damnit!" Axel said cursing. "I've, I've come this far! I can't run now!" He began building a huge buildup of water in his hands.

Pb continued on without blinking an eye, his dark eyes fixated on Axel, yearning for his blood.

"Take this!" Axel said running towards him

"Water Knuckle!" He yelled.

Axel blasted the torrent of water into Pb's stomach sending him sliding across the ground. The metal plating of Pb's stomach bent, dented from the impact of the punch. Pb fell over grabbing his belly.

"Pb!" Jeff yelled.

"Was that enough?" Axel said viewing the dent in Pb's stomach.

PB laughed, looking straight into Axel's eyes, "Is that all you've got?"

He smiled from ear to ear laughing quietly to himself. Pounding his fist on his stomach, PB removed the dent, covering his stomach with a new fresh layer of Lead. He continued walking on as if nothing had happened.

"Your mine" He said walking towards Axel.

Axels hearing began to dampen as the sound of his heartbeat drowned out his surroundings. His instincts were telling him to run but for some reason, he couldn't move.

"Axel get out of there! What are you doing?" 6 yelled.

Axel hung his head, hiding his face.

"Ax! Get out of there!" He said once again pleading. "He's… he's going to kill you!"

Axel continued to stay perfectly still as Pb's menacing grasp got closer and closer.

"Ax... If you don't get out of here now you're actually going to die! Do you hear me you're actually going to die?"

As 6 continued to get no response, PB jumped over a stream of water, landing only a few yards away from Axel's position.

"So this is what it means to be on the verge of death, and this time it's for real. The adrenaline rush is gone…. All I feel is hopelessness" Axel thought.

"AXEEEL!"

"An opponent making his approach with every intent... not to hurt not to belittle not to injure but to kill! To destroy! To completely eradicate every trace of your existence…. This is ….."

"AXEL!!!"

"If I run he will catch me… he's faster... If I fight back I'll be destroyed... He's stronger... In either case neither is going to help me here….. I have to look deeper than that."

"Axel!"

"This…. This truly is a hopeless situation….. I've never felt this way….. I've felt depression…. I've felt sadness. I've felt scared, but this is a different feeling…. Something is telling me these are my last moments….. It looks like it's finally time to meet you mother Soon we'll be…"

AXEEELLLL!

Axel came back to reality, and looked at 6 and then PB.

That's right…. I can't be afraid now…. after how far I've come…. Have forgotten what I was fighting In the first place!

"Axel… your scaring me man… what are you doing?" 6 asked

"I'm glad that I've got to experience all of this…. All I can do now is…"

Axel turned to 6, his best friend, the one who is sharing his fate. Watching him die would be more painful than anything that PB could ever do to him. And there was little he could do to stop it from happening.

He looked back at his arm remembering the promise he made to Lance

"So... this is despair…. this is what you were talking about. There's no place to run, there's no place to hide, in this moment I know you wanted to teach me that I have to be strong…. I wished I could have showed you myself…" He mumbled

"Axel who are you talking to?" 6 asked

Suddenly he grabbed 6 by the shoulder,

"What's going on man let's get out of here?" 6 said tearing up

Axel turned around looking him in his eyes.

6 could see Axel's white pale face had gone away and he was smiling now.

"6... Thank you for showing me what it means to live…. For that you have my thanks"

"Axel… don't!" 6 pleaded…. "If you continue to fight... You're going to die."

"Hahaa…. HAhahaha" Axel laughed.

"How is any of this funny?" 6 asked

"I didn't realize it until I saw you strapped to that tree 6… but… dying…" Axel said trembling "Dying isn't the worst thing"

'WAI-"

Axel collected the last bit of water that he could, using the same shockwave he had used to blast Pb, but created a lighter version that blasted the tree 6 was in away.

"AXXXXXXXEEEEELLLLLLLLLLLLLLLLL" 6 screamed as the current took him away.

"Watching the person you care about most die… That... That is much worse than dying" Axel said

"Well PB… it's just you an-"

Axel was immediately lifted off the ground leaning over his stomach in pain. Pb delivered a devastating blow to his stomach that had knocked him into the air. Axel coughed spewing out blood as he fell to the floor writhing in pain.

"The only sound I wanna hear from your mouth now ARE SCREAMS FOR MERCY!"

Boom!

Axel was hit again with a fully lead blow to his stomach this time with PB's foot.

"Eckk!" He said coughing up another portion of blood.

"You know I really get tired of you running," PB said pacing around Axel. I've got to make sure you don't run away from this one!"

He stood over Axel raising his foot over Axel's knee cap.

"No…. please "Axle begged

A grin spread across PB's face as he raised up his right leg.

"Crack"

"AHHHHHHHHHHHHHHHHHHHH"

Axel's leg began to bend upwards in a V as the sound of his shattered knee cap erupted through the valley.

"AHHHHHHHHHHHHHHH!" "GOOOOD PLLEASEE Have mercy!" Axel shouted as he began to cry.

"Hehehehhe, HAHAHAHAHAH!!!!" Pb laughed

"AHHHHH GODAMNIT! HELPPP SOMEONEE HELPPP!!!" He screamed

"Somebody HELP ME! SOMEBODY FUCKING HELP ME He's gonna he's gonna kill me!"

"You know your voice is really annoying too…" Pb grimaced.

"PLEASEE SOME ONE ANYONEEE YOUV GOTTA HELP ME HES CRAZYY!!! HES CRAZY!"

Lifting Axel up on his shoulders he turned back into his normal self

"You know by altering between my lead body and my normal body I can use the momentum I gain to propel me further."

"Please Pb… I'm sorry... I'm sorry I'm an outsider..." Axel begged.

"Why am I telling you this? Hahaha because we're going High! High into the sky and when I land I won't be able to hear your annoying voice ask me!"

PB turned into his metal body form and started to squat, building up elasticity in his legs. When he took off reaching the tips of his toes he turned back into his normal form, losing the heavy weight he had originally left the ground with. After a brief shift in momentum he catapulted into the sky carrying Axel on his shoulders. After reaching the Apex of his jump he turned back into his metal form falling towards the ground

As he fell through the air he yelled to Axel.

"Well... these will be your last words! Do you have anything to say? Not that it matters anyway hahahahaha!"

Axel eyes flooded with tears as he began to catapult towards the ground.

"Mother…." He cried

"Boooom!"

Axel landed splintered across PB's back.

Axel flopped to the ground, completely motionless. His legs didn't hurt anymore, nor did his arms… Everything was numb.

"What's wrong?" Pb laughed "Aren't you in pain?"

As Axel struggled to use his voice only thing that came out was "heeerrrr". The same sound Pb had always mad him say forcefully.

"Hahahaha" "See you really are a retard I knew it!" " This is so satisfying, you literally can't do anything back." PB said taking a seat beside Axel.

"I wish I could leave you like this forever..." "But I can't turn back now you've caused too much trouble... Letting you live would be a huge mistake."

"With my next attack I'll crush your skull… " Lifting up his leg he raised it over Axel's head.

"No one will care anyway… Just another outsider who disappeared."

Axel laid motionless unable to respond.

"Those who are too weak to fight are trash! Now begone!"

PB dropped his heel causing a giant Shockwave to pulse through the area. When the dust cleared, he saw his foot had made a whole in the ground where Axel had just been.

"Huh?" he said confused.

"Hate to burst your bubble but there are some folks who would be really pissed if he died!"