"Rough time?" boomed the familiar voice of Tony Trihull as the two AMCs wearily released their captive on the dock outside the warehouse. Resisting the urge to slump on his axles, Grem nonetheless was forced to rest and cool his overtaxed engine. It had been an exhausting trek dragging Melvin several blocks while avoiding suspicion, though they'd gathered nothing more than sympathetic glances from passersby who were reluctant to get involved.

"Aw, stow it, Trihull. You're just sore because you weren't invited," Grem gasped irritably, his words punctuated by sharp intakes of air. "This sorry piece of work wasn't nearly the wonder the Professor thought he was." The gunship raised a brow curiously but knew better than to ask for details just yet, and he and his partner continued their silent vigil moored at the dock.

"What, you're not going to cast lots for them?" laughed Melvin, arrogant to the end even as he stood surrounded by lieutenants in the cavernous warehouse. He gestured to the scattered pieces of his Gremlin disguise, which had been roughly torn from his frame with a crowbar and flung to the floor, and singling out the car who had been his closest ally, he persisted in his last-ditch display of defiance. "C'mon, at least admit you're thinking of claiming that front quarter panel. It's far better than your own."

Grem studied the panel in question, ruefully admitting it was less dented and rusted, then kicked it toward Melvin. "All this was made from genuine Gremlin parts, and they've been cut apart and ruined just to make your lousy disguise," he fumed. "How did you even get these?"

Melvin shrugged his fenders carelessly. "Hey, I've got my sources and they were willing to pay. Anything can be bought for the right price, and if you don't have the dough, you have to settle for...less." His eyes locked on Grem's mismatched, not-quite-straightened door.

Acer's furious gaze landed on the imposter, still unnerved at seeing anything other than the Gremlin he knew. "I dunno, guys, maybe we should yank off his muscle car body panels as well. You know these agents; he could be hiding under more than one disguise. He oughtta continue his little striptease and take it all off." Before the group could decide whether to act on his suggestion and further torment the stoic spy, Professor Zundapp radioed in, offering no comment on the latest development other than giving the Pacer terse instructions to prepare a holding cell for the prisoner. Acer and the other lieutenants retreated back to their assigned sectors of the warehouse, leaving Grem momentarily alone with the defeated agent. Though he was in no place to bargain, Melvin presented him with an unexpected offer.

"I'm going to give you one chance, the chance nobody has ever given you until now. You turn me over to the British agents and we'll both be brought to safety, far away from the rig and whatever punishment Zundapp will dream up for this latest fiasco. Acer, too."

"Great. Let me go tell Gwen so she can get in on this as well...oh, wait!" Grem spat back at him. "You know, that's really arrogant of you. You're the one caught and you're offering me asylum? Really? Might've been nice of you to make the offer before all this went down. Besides, I wasn't born yesterday. You'd have me dead at the first opportunity."

"You want off that rig." The muscle car's piercing blue eyes looked searchingly into Grem's. "I swear by my very life, nobody will harm you." Melvin flexed his tire against the crumpled wheel well that Acer had destroyed with his punishing blow, finding it far too damaged to allow for much movement, even if he were to win the Gremlin over to his side by some miracle and persuade him to assist in his escape.

"Too bad I can't say the same thing. I'm gonna enjoy watching the Professor tear you apart, and I only hope he lets me join in," crowed Grem.

"I knew you wouldn't take up the offer. You're too much of a toady. A minion. A high-ranking one, maybe, but don't kid yourself, that's all Zundapp sees you as." For once, the Gremlin had no reply at the ready, and Melvin moved in, sensing he had hit a raw nerve. "What's the matter? You look like you lost your best friend. C'mon, does it hurt that bad to realize I wasn't your pal for your own merit? You're just pissed because I made a far better Gremlin than you could ever hope to be."

Past the point of trying to make nice, the agent watched Grem's face change as he took in the accusations. As he'd expected it would be, it all proved too much for the hatchback to admit, and Grem's hurt reaction was steadily evolving into a quiet fury. When he spoke, he had not only sealed the agent's ultimate fate but his own as well.

"You made a really shitty Gremlin, Redline," the AMC finally responded, revealing he had done some quick research and learned of the agent's true identity. Now it made sense. Considering his true nature, Melvin's prowess in the sparring matches no longer seemed so incredible, and neither did an entirely different type of prowess Gwen had once casually mentioned. Yet at least one mystery remained. "That night McMissile invaded the rig, you saved my life by ordering me onto the elevator! What was that, a coincidence or was I still too useful to you to kill off that soon?"

"A fortunate stroke of luck and nothing more. Don't read too much into it. If I'd have known McMissile was gonna pull that, don't you think I would've told you to stay on the ramp?"

Grem snorted. "For once I agree with you. So all the stuff we had in just common was just a bunch of lies you were feeding me? You were never ugly or poor or sidelined by breakdowns." Crossing the room, he feigned interest in a stash of outmoded technology - VCRs, monitors, and satellite equipment - that the Professor had kept around for some reason, but the crushing reality of having been fooled this long was sinking in.

"More or less," Rod Redline answered flippantly. "I wasn't about to claim I'd participated in the Allinol test trials since it seems you have an excellent memory of who was and wasn't around for those, so I made up some ailments and social failings that I chalked up to nothing other than good old lemon-hood. Nobody questioned that, though I'm sure it's easier to hide behind excuses." He moved in for the kill.

"It's been a whole lot easier all these years to blame the Allinol for leaving you unreliable and decrepit, hasn't it, Grem? Not to mention paranoid, bitter, and since we're not mincing words, impotent. Yeah, I said it. No chance you were born a loser, the Allinol wrecked you for life-"

The Gremlin's guttural cry cut him off, though Rod could see the absolute betrayal in his eyes before he stiffly turned his back on his former friend. Surrounded by the scattered parts that had, in essence, been his friend Melvin instead of an impostor assuming the role, Grem struggled to regain his composure.