Here is my new story as promised. There are just a few little things I want to clear up before we get started. Anything in italics has happened in the past, and we'll probably get a little bit of that past with most of the chapters.

Summary: Mostly AU fic. The only thing that is being left intact as far as timelines go is the first movie - except for the fact that Rain will live, because she's just so awesome. When this story picks up, many characters have either been captured by or work for Umbrella - those characters and their status will be revealed throughout the story. But not everything is as it seems. Though they may work for the corporation, it doesn't mean they like it. Who's loyal to who? Who's plotting against who? And who... is going rogue?

Disclaimer: I do not, nor will I at any point during this story own the Resident Evil characters.


The pain had manifested itself as blinding white heat, and it was the first thing she remembered when her eyes shot open. There were people talking around her in the white room.

"Dr. Isaacs, she's awake," a nurse stated.

"And it only took three tries," the doctor said as he moved closer. "Cain, come have a look."

Another man moved closer to her. The fight or flight instinct was starting to kick in and it was telling her she needed to fight… in order to fly. As the two doctors were talking over her, she gathered up the strength and will to move.

When she did move, it was all in a flash. She reached up and yanked an IV from her arm, wrapping the line around Isaacs' throat; as she sat up to get a better grip on the line, she sent a fist at Cain, hitting him hard enough to snap his neck.

The nurses were panicking; one of them ran over to the door and hit the alarm on the keypad. Obviously they didn't stand a chance against the newly awakened Project.

Isaacs was struggling against Alice's grip, but it was in vain. She had the line wrapped tightly around his throat and his thrashing was only wasting the few precious breaths he had left.

"Open the door," she ordered the nurse closest to the door as she stood up. Her voice was hoarse from a lack of use. How long had she been out?

The male nurse offered a timid nod, having to try and type in the code a few times before the red light turned green. She heard the faintest of clicks, pretty sure she shouldn't have been able to hear something so quiet. Now that she thought about it, she felt much stronger than she remembered.

Once the door opened, she yanked Isaacs around and tossed him at the nurses. She quickly moved out of the room, finding herself in an empty hall. That was convenient. Now she just needed to find a way out.

Alice gathered up a doctor's coat that was lying on a gurney before rounding a corner. Her memories were coming back in scattered bits and pieces. It was hard to keep things straight, but it was slowly working itself out.

She rounded another corner and found herself face to face with a couple dozen well armed Umbrella soldiers. All but three of them had helmets on. Two of them that she could see were women – one with long red hair and the other had short black hair – and the last was a man with an eye patch.

"Grenade!" someone shouted, but the warning didn't put an end to the shootout. It was hard to say which side the explosion was meant to rock, because it only got out in the middle of no man's land. It did, however, knock a few people off balance.

The objective had been a clear one: get on the ground, round up the survivors, take them back to the Arcadia. It was a simple enough task. That was, until a few of the soldiers went against their orders.

"Alice! I need some headway!" Carlos shouted, hoping that the blonde could hear him over all of the gunfire. They'd needed her to cut radio communications with her telekinetic powers so the other soldiers couldn't call for help.

"I'm a little busy!" Alice yelled back. A few moments later, though, the ground shook as she gave Carlos the room he needed. A huge wave of telekinetic power plowed into the row of Umbrella soldiers, even digging up the ground in the process.

Carlos moved away from the wall he'd been pinned against, firing his M16 at the soldiers Alice hadn't managed to hit. "Jill! Where are you at?" he shouted.

"I'm right here!" Jill snapped, stepping up beside him.

"Oh… hey," Carlos said, glancing over to the woman. "We need to wrap this up."

The three had originally been sent in with the soldiers they were now fighting. Umbrella had learned of a pocket of survivors and wanted a fresh batch of people to experiment on. The past few missions went the same way as this one. They hit the ground and turned on the other agents, thus saving the survivors and sending the people on their way.

"Don't tell me, tell Rambo over there," Jill replied.

"I heard that!" Alice shouted over to them as she used a baton to shatter another soldier's helmet. A knife flew from her hand and into someone else's throat as she flipped and planted her foot in another's face at the same time.

"Then do something about it!" Jill told the blonde.

Alice pulled her M16 back up, firing at the soldiers. "Go! I'll cover you!" she ordered.

Carlos and Jill didn't miss a beat. As soon as Alice told them to go, that was what they did. They took advantage of the cover fire she offered, getting themselves into an old bunker where the survivors were holed up. Once they were inside, they found half a dozen guns pointed at them.

"Take it easy," Carlos told them, holding up a hand to show they weren't there for trouble. "We're here to help."

"We've heard about you," an older man spat. "Black suits and guns… comin' to take whatever free people you can find."

"If you hadn't noticed, we've been out there fighting them so you could escape," Jill pointed out. She pulled a folded up piece of paper from her pocket, holding it out for anyone in the group who would take it. "This is a map. On it, you'll find a route to a new safe place to stay and suggestions of where to stop for supplies."

"How do we know it's not a trap?" the same older man inquired.

"Because there were three of us out there fighting two dozen people that thought we were on their side. We're about the only ones left standing," Carlos answered. "And if we stay here too long, we'll get caught and probably killed. We're risking our own lives, and the lives of others, to try and help you get away from Umbrella."

No one moved or said a word. It was obvious they were wary of this so called help. Finally, a woman who looked to be barely in her twenties stepped forward and took the map. "If they really are risking their lives for us, we should at least take the chance that they're telling the truth," she told her comrades.

Carlos offered her a grateful nod. "Go out the back, stay low and stay quiet. Travel as quickly as you can and try not to stay anywhere too long until you get to the destination on there. A man named Chris will be waiting there to help you finish the rest of the journey," he said.

After that, he and Jill headed back out. The gunfire from earlier had stopped and the street looked to be nothing more than rubble. They saw Alice perched on a charred piece of a broken vehicle, cigarette in her mouth as she surveyed the damage.

"They get out?" Alice asked when her two comrades emerged back onto the debris ridden street.

"Yep, and were suspicious as ever," Carlos said with a nod.

"I say they're afraid of you, Patchy," Jill told him teasingly.

The man reached up to touch the patch that rested over his left eye – a scar jutted out the top and bottom of the cloth. "Be nice," he said, feigning a pout.

"All right, children, that's enough. So… how are we going to cover up this one?" the blonde inquired, tossing the cigarette butt on the ground and stomping it out with a booted foot. This was the fourth mission that had ended with the deaths of all the soldiers they'd been sent with.

Suspicions were already starting to rise about them.