(Far bank of Lake Agnes; Thomas' POV)

seven minutes to midnight...

I watched as the thing flying over the lake folded its wings back and dove like a missile into Grendel. The force of the impact knocked all of us off our feet. Even Newt, who was already half cranked, couldn't withstand the shockwave from the impact. All I could think about was getting Teresa up so we could all run. We kept the girls in front of us as we raced for cover.

"What the bloody hell is that?!" Newt yelled with his voice deeper and raspier than was normal.

"It's a Shade!" Tesla screamed.

Tesla reached back with her mechanical arm and grabbed Newt's hand as we all ran together into the treeline. After taking cover behind a rocky outcropping, I looked back. The Shade was huge. Probably scaled up to be a match for Grendel. It looked like a cross between a bat and a dragon. Its talons gleamed in the moonlight like massive serrated hooks as it clamored to dig into Grendel's armor. The next thing I felt was the downdraft from its massive wings. They looked like thick leather dipped in metal. The Shade lifted our reprogrammed Griever into the air. It slammed Grendel down into the rocks like it was nothing more than a loaf of bread.

"We gotta help him!" Newt yelled.

I watched the black veins spidering across Newt's face as he continued Cranking up.

Teresa reached over and grabbed Newt's arm.

"No Newt. Grendel is here to protect us. He's doing his job. We need to-"

Newt interrupted Teresa by grabbing her wrist.

"-Get your bloody hand off me."

His voice sounded even deeper and colder as he commanded Teresa to release him. Tesla slowly inserted herself between Teresa and Newt.

"Easy Baby. Easy." Tesla said.

She ran her naked hand up Newt's arm and started caressing his shoulder. Tes tilted her head so she blocked Newt's view of Teresa and the scene of battle beyond with her pretty face.

"I said easy. So settle down."

She looked Newt in the eyes. Newt responded to Tesla by immediately letting go of Teresa. I heard his breathing slow and watched the visible black veins retreat; tracing back down his neck as his eyes lightened back to normal.

Tesla looked at Teresa.

"Sorry, but I'm the only person Newt will let touch him when he gets like this."

Teresa pulled her arm back and started rubbing her wrist. I put my arm around her.

"Are you ok?"

"I'm fine." She said defiantly. "He's not as strong as he looks."

I looked at Newt.

"Hey man, you ok?"

Newt nodded.

"Yeah Tommy, I'm fine. Sorry, Teresa. I didn't mean nothin' by it. I just get tunnel vision when I let the crank in me take control."

"I appreciate the apology Newt. But next time I'm going to knock you out before Tesla has a chance to talk you down, understood?"

The corner of Teresa's mouth curled up into a half smile.

Newt nodded. "Deal, Teresa, good that."

The sound of otherworldly shrieking continued as Grendel stabbed the Shade with a reciprocating saw that formed at the end of one of his two tails. The piercing screech echoed through the entire valley as the monsters continued their mortal combat.

"Teresa's right. We gotta get out of here. Newt, Tesla, we'll fall back two by two. Don't stop until you make it to the others. The last thing we need is for them to come running to investigate."

Tesla nodded for them both. "You got it, Thomas. Come on Newton, if we hurry we might still get some alone time."

"Forget that! We need to get everyone out of the valley now!" I shouted.

Tesla winked at me. "No promises." She reached out and touched Teresa's hand. "Be safe girly."

"You too Tes," Teresa said.

Newt and Tesla raced off in the direction of the mountain camp. I glanced back to make sure the Shade was still occupied. Grendel had been damaged from the initial ambush but was quickly reversing his defeat. Every move the Shade made, Grendel countered. He was in the fight like 200 percent.

*It looks like the Shade is preoccupied with Grendel. Newt and Tesla should be able to get clear.* Teresa said telepathically.

*It looks like Grendel is winning!* I responded.

I felt ecstatic. I knew Brenda was helping the factions. She knew that in a land where guns can't shoot, a cybernetic killing machine like Grendel would be invincible. So she brought her own monster. And her's was about to lose. The tables had been turned. The Shade that was trying to retreat but now Grendel had it pinned. With its second tail, it formed a diamond-tipped spike. Teresa pulled on my arm but I resisted because I wanted to watch Grendel finish off the Shade. I felt her fingers point on my cheek as she directed my face toward the west clearing.

*Thomas-look.* She insisted telepathically.

The full moon overhead was bright enough to give everything in the valley a shadow. I could see dark figures racing up the hill along the granite rock face. At first, I thought it might be Minho leading the Runners to assist us. But after watching them charge for more than a few seconds, it was clear that they weren't human. At least, not anymore.

"Oh my God. The Cranks from the ship." I said.

"We have to go, Tom!"

I grabbed Teresa's hand and we ran east toward the camp. She was the only girl I knew who made me faster. We weren't the only ones to notice the Cranks. Out of the corner of my eye, I saw a sweep of red laser light scan the immediate area. instead of delivering the killing stroke to the Shade, Grendel was moving to intercept the Cranks.

"No!" I yelled futilely at Grendel.

Before our Griever took another step the Shade took advantage of the distraction and re-engaged him; digging its talons deep under his armor. Grendel let out a roar as the Shade lifted him higher and higher into the night sky over the lake. The last thing I saw was Grendel falling from an impossible height. Teresa and I kept running not knowing how many Cranks were on our heels...

(Part one of two :) hope you like it! Review/follow/favorite!)