Deep within the bowels of Hell resided a quiet, hushed figure. A man who once was a perfect entity, flawless. Flawless, that is, except for his hubris; his pride. And that was his downfall. Had he not been so proud, so arrogant to believe he was perfect, the bio-android known to the world as Cell would never have fallen to the likes of Son Gohan in the first place. Had he not had his pride, he would of killed him when he had the chance.

He had spent his monotonous stay in Hell plotting to escape, each time experiencing miserable failure. His nemesis, Goku, was to blame. Cell simply couldn't catch up to that Saiyan. No matter how hard he trained, he could never reach that plateau of power that Goku had not only reached, but surpassed.

Worst of all was that Goku had enjoyed surpassing it. Cell had spent every second of his training damning the pain he felt, damning his situation, and damning, most of all, the Hell around him.

"Damn that Saiyan!" Cell snarled. He was a perfect entity. It did not matter whether a hundred warriors were stronger than Cell, for he was perfect. No, he was beyond perfect. He was unstoppable! He was composed of the cells of the strongest warriors in the universe. Nothing could over come him! Never! It must have been a mere fluke that someone like Gohan could possibly slay him!

"Such a sad soul…"

Cell glanced over his shoulder, staring deep into the darkness. A figure leaned casually against a corner, her long raven hair trailing over the ground. If Cell had not known better, he would of thought that her hair was not so much organic and attached to her scalp, but a long onyx veil. She was garbed in a long violet dress with beads wrapped around her upper arms.

"Are you speaking to me?"

"That would seem to be the case, wouldn't it?" Her voice was soft, sweet almost, but Cell appreciated a deep well of darkness, perhaps even maliciousness, in her tone.

"What do you wish to ask of me?" Cell asked, staring at her as she wallowed in solace.

"Wish to ask of you?" the woman asked, "I think you should be the one asking to speak to me."

"Really? And why would I want to speak to you? What do you have to offer me that I cannot get on my own?"

"In a word, freedom."

"I see." Cell doubted she, a woman who could not compare to his own perfection, would be able to compare to his great power. Had he not tried every logical approach to finding a way out of this dark dominion? Had he not attempted to open the gates? Had he not been repelled by that damn Saiyan every single time?

"I see you don't believe me, but I need you, Cell."

"You seem to know my name, and yet I have not the foggiest idea what your name is. If you want me to work along side you, that information might be useful."

The woman smiled, amused perhaps by his statement, "Very well. Call me Mistress 9."

"Mistress? You seem to think very highly of yourself."

"This is coming from a guy who called himself Perfect Cell?"

Cell would of retorted, but couldn't think of a single come back except "I wasn't over exaggerating my abilities, in any case."

"And neither am I," Mistress 9 said, a smile on her lips, "However, as individuals, neither of us could succeed. We came close, yes, but we didn't make it. We both tripped at the finish line."

"So are you saying that together, we would obliterate our opposition together?"

"Not exactly," Mistress 9 said, "Together we might succeed, but we also might fail."

"So what do you suggest?"

"I suggest working together, but having some pawns as an insurance policy."

Cell smirked, "Devious, ingenious. I am starting to see the way you work. I did not need many alliances, save for the Cell Jr."

"I have the opposite situation. I put too much dependence on my allies, and that was one of my faults. This time, however, there will be no need to find a body to inhabit."

"You know of my exploits. Please indulge me in your own."

"Very well," Mistress 9 said, slowly, "I came to that world to open a portal for my own master, Pharaoh 90, to cross the boundary from his world to that one. However, due to the bumbling of my foolish underlings, it took a while to reach that world. Nevertheless, once I did, I managed to get my hands on the legendary Holy Grail, an artifact that opened a portal from that world to my master's one. But something went wrong. My body was enveloped in inter-dimensional energy. In my weakened state, the body that I had been occupying turned against me. The original host took control over the body again, and I was more or less obliterated. Pharaoh 90 was the next to be destroyed."

"Without your superior," Cell said, comprehending the story in stride, "what reason would you have to return to your world?"

"Vengeance!"

"I see. The same could be said for myself," Cell said, smiling, "So what would you suggest, Mistress 9?"

"We call upon our nemesis's former opponents to aid us. Surely vengeance must be on their minds as well."

"That shouldn't be a problem. They are a plethora of soldiers sent to this Hell that would love to get revenge on the Z Fighters. One in particular has been most useful in my former plots. However, there is one problem."

"What is it?"

"Our power levels are significantly weaker than Goku's. We'd be obliterated and repelled without difficulty."

"Ever hear of pure hearts?" Mistress 9 asked.

"Never, but I'm interested."

"They contain vast amounts of power in the world I went to. If we manage to gather enough of them, our powers would be vastly increased, and thus we'd be elevated to a new level of power."

"All this sounds rather appealing to say the least. I see no reason to object. And there is nothing more that I can lose," Cell extended his hand. This gesture was uncommon for him. He had never deemed anyone worthy of his grace, let alone an equal. This Mistress 9, however, as she accepted his hand, was to be an exception.