Jill Valentine stuffed the last shirt into her duffle bag, zipped it up, and straightened to regard
her empty bedroom.  Sighing to herself, Jill grasped her bag, slung it over her right shoulder, and left
the room, walking down a short, quiet hallway to her equally small living room.  Jill heard sirens
outside, the police of Raccoon City were busy tonight.  Smiling sardonically at the thought, Jill sat
down briefly on her couch to tug on her boots, then arose, grabbed her bag, and left her silent, dark
apartment.

     The sirens were much louder outside.  Jill stared around the street in confusion as people fled
in all directions, screams echoing in the air, a car veering off the road and smashing into a fire
hydrant, releasing a tall spray of water that gushed into the cool night air.

     Jill snatched a man fleeing past her.

     "What the hell's going on?"

     "Zombies!  They're everywhere!  They're EATING people!"

     The terrified man shrugged out of Jill's grasp and disappeared down the street, joining the
growing flood of people trying to escape the city.

     "Umbrella," snarled Jill, turning to look at the tall Umbrella building that dominated
downtown Raccoon City.  Jill watched in amazement when the building's lights flickered, mimicked
a moment later by all the surrounding downtown buildings.  Even the streetlights around Jill
flickered, then died with one last burst of harsh, white luminescence.

     Jill dropped her bag, quickly unsealing it even as gunshots reverberated nearby.  The intent
young woman removed her Beretta, holding it in her left hand while she withdrew several clips and
stuffed them in the waistband of her leather skirt.  The flow of people around Jill ebbed, then
disappeared altogether, leaving Jill alone on the sidewalk.

     Bright white skylights snapped on around the Umbrella facility, making it a spire of ivory in
a sea of darkness.  Two helicopters took off from the facility's roof, one heading north while the
second dove towards Jill's relative position.  There was a snap of flame on the facility's rooftop, then
an explosion at the tail-end of the racing helicopter.  The chopper swayed drunkenly, losing altitude
and heading straight for a tenement building.  The Umbrella helicopter crashed into the building,
engulfing everything in a plume of ravenous fire.

     Heat washed over Jill, even from her distant vantage point.  Swearing under her breath, Jill
ran down the sidewalk, heading for the Raccoon Police Station.
*****
 

     Jill met her first zombie about five blocks from the police station.  The zombie was male,
dressed in a tattered grey suit, kneeling next to a dead teenage girl, tearing bits of cold flesh from the
girl's bleeding throat.  Jill grimaced at the zombie's rotting stench, the flesh flaking off of the man's
slack face.  Swallowing down bile, Jill leveled her pistol and fired two shots into the zombie's
forehead, his brains exploding out of the back of his skull to splatter over the building face behind
him.  Jill didn't wait for the zombie to fall, she continued to head for the police station, her lungs
aching with fatigue.

     The police station was surrounded by zombies.  The east wing was entirely engulfed in
flames, the crackling blaze illuminating a hellish scene as zombies devoured the unfortunates who
had thought to come to the police station for refuge.  Jill hid behind the corner of a jewelry shop, her
heart sinking while she watched men and women writhe in their death throes, decaying zombies
dipping into them to consume still warm organs.

     Jill gasped when she noticed a tall form leaving the front doors of the police station, firelight
gleaming off of the thing's dull, gray skin.  It was dressed in a long, gray trench coat, the garment
almost bursting due to the creature's wide, muscle-bound frame.  The monster wielded a heavy,
black bazooka, the weapon appearing light as a feather in the creature's huge right hand.

     "Tyrant," murmured Jill, clammy sweat emerging from her pale, white skin.

     Tilting his bald head, Tyrant peered in Jill's direction.  The monster smiled when he spotted
her, huge, shining fangs bared in awful anticipation.

     Overwhelming fear seized Jill.  She spun away and ran back down the street, long, bare legs
pumping.  There was a sharp hiss, then a ground-shaking explosion as the jewelry store that had
shielded Jill burst apart, flaming debris raining across the street.  Jill whimpered softly, her sweat-
slick hand squeezing the handle of her gun.  She turned left, sprinting down a long street with stores
lining both sides.  Jill didn't look back but she could feel Tyrant round the corner, his cold, black
eyes boring into her spine.  The hiss came again, and a shop to Jill's right blew apart, glass blasting
over the young woman, slicing her skin in a dozen places.  The force of the blast threw Jill off her
feet, she fell heavily onto the asphalt.

     Gritting her teeth, Jill raised her Beretta and fired at the advancing Tyrant, heavy slugs
punching into the monster's wide chest.  The Tyrant grunted, marching relentlessly towards Jill.  Jill
ejected her empty clip, slapped in a fresh one, and emptied it into the Tyrant.  Thick, green blood
spewed from the Tyrant's wounds, covering his gray trench coat.  He reached out towards Jill with
an open, encompassing left hand, trying to grasp her lovely face.

     Jill rolled out of the Tyrant's reach, leapt to her feet and ran, slipping a fresh clip into her
gun.  The Tyrant growled in frustration, pursuing the lithe young woman, determined to catch his
prey.

     Jill went right, down a dark side-street, stopping when she found an abandoned, red sports
car.  She jumped inside, swore when she didn't find the keys, then reached into her right boot,
withdrawing a tool to hot-wire the vehicle.  Perspiration fell into Jill's wide eyes.  She wiped the
back of her hand over her face, urging the car to start.

     A powerful blow punched through the trunk of the car, making the whole vehicle tremble.
Jill glanced out the cracked back window and saw the Tyrant leveling his weapon at her.  Jill hurled
herself out of the car, scrambling to run away while the Tyrant fired into the car, blasting it to bits.
Intense heat enveloped Jill, stole the breath out of her strained lungs.  Jill was motionless upon the
street, body outstretched, stiff muscles refusing to work.  The Tyrant drew closer, his shadow falling
over Jill, leaching light and hope away from her.

     Jill raised her Beretta and fired the whole clip into the Tyrant's face.  The monster roared as
bullets ripped into his face, blasting out one dark eye in a spray of gore.  Jill fled while the Tyrant
covered his ruined face with his hands, stumbling back and forth.  Emerging into a wider street, Jill
ran north, explosions and howls of despair echoing in the night.
*****
 

     Jill was at the edge of the downtown area, heading for a long stretch of road that led into the
suburbs, when she heard the voice that froze her in her tracks.

     "Jill!  Help me!"

     Bringing up her Beretta, Jill looked into a narrow dead-end alley between a toy store and an
antique shop.  Brad Vickers was pinned against the wall, surrounded by zombies that scratched and
pawed at him.  Brad slammed his right fist into a zombie's face, reducing it to a pulpy mess.  Jill
raised her gun and used the last of her ammo to bring down the other three zombies trapping Brad.
Brad leapt over the motionless bodies and ran to Jill, crushing her in a big hug.  Jill slipped out of
Brad's tight embrace, uncomfortable from his touch.

     "Sorry," said Brad, disappointed with Jill's cool demeanor towards him.  "You're a life-
saver."

     "Are the other S.T.A.R.S. around here?" inquired Jill.

     "No, I'm alone," replied Brad, adjusting his blood-stained combat vest.

     "Can you loan me a few clips?"

     "Sure," nodded Brad, removing two clips from his vest and handing them to Jill.  "Where
you headed?"

     "Out of this hell-hole," said Jill, pointing towards the road that led out of downtown.

     "Sounds like a plan, let's go!" grinned Brad, leading the way out of the alley.

     Jill followed Brad, nearly running into him when he stopped abruptly at the mouth of the
alley.

     "What's the problem?" snapped Jill, walking around her silent companion.

     Jill looked down the road and gasped, her eyes widening when she saw the horde of zombies
blocking the path to freedom.  The Tyrant loomed over the shambling zombies, smiling coldly,
implacably, his wounds healed except for the dark socket where his right eye had once been.

     "What the fuck's that?" blubbered Brad, backing away from the stumbling mob.

     "That's Tyrant," replied Jill, her breasts heaving, her throat contracting with horror.

     "What's it want?"

     "Me."

     Brad glanced at Jill, then back at the Tyrant, who was urging the zombies forward silently.

     "Sorry, Jill," said Brad, grabbing the young woman's right arm and throwing her at the
advancing zombies.

     "Brad!  You bastard!" screamed Jill, stumbling forward before she fell to her knees.

     Zombies moaned, grabbing Jill, holding her down.

     Sweat covered Brad's terrified face as he spun and fled back into the city.  Tyrant raised his
bazooka, aimed it at the fleeing soldier, and fired.  The round exploded just behind Brad, hurling
him forward through the air to land with a sickening crunch.  Brad's body twitched, dark blood
pooling beneath him, then he fell still.

     Wet, bleeding hands held Jill on her back.  She fought and writhed, trying to break free, but
to no avail.  The Tyrant came forward, looked down at the helpless young woman.  He bared his
fangs, licked his gray lips with a long, black tongue.

     "No," groaned Jill, tears dripping down her cheeks.

     The zombies let go of Jill when the Tyrant reached forward and grasped her neck in an
unbreakable grip.  Jill tried to pry the Tyrant's huge fingers apart with her small hands, but it felt
like she was trying to bend steel.  The Tyrant's left hand grabbed the front of Jill's blue tube top and
tore it open.  Jill screamed, tears streaming down her face, as the Tyrant placed his large hand
between her legs and ripped away her panties.  The Tyrant lowered Jill to the ground, positioned her
on her hands and knees.  Jill looked over her left shoulder, shivering while the Tyrant raised up her
leather skirt and fondled her shapely ass.  Jill whimpered when the Tyrant stroked her cunt, a single,
thick, gray digit rubbing up and down her slit.  The Tyrant's flesh was cold when it touched Jill's
skin.  The huge creature wrapped his powerful arms around Jill's waist, pushing his cock inside her
without warning.  Jill's eyes became huge when the enormous prick drove into her pussy,
threatening to split her in half.  The Tyrant grunted like a beast, thrusting forward with his wide
hips, stabbing into Jill again and again.  Jill moaned softly, closing her eyes, her body quivering
from each violent thrust into her cunt.  The Tyrant's cock was as cold as his skin, a stiff, freezing
shaft of ice that shoved itself into Jill's belly, making her crotch and thighs numb.  The Tyrant
brought his face close to Jill, licked her smooth back with his slimy, dark tongue.  Jill shivered with
revulsion, the Tyrant's drool sliding over her ribs and dangling breasts.  The monster's fangs
dragged over Jill's flesh, parting skin, numbing her shoulders.  Jill's outstretched arms gave out, she
fell onto her breasts, her ass thrust up for the Tyrant to impale over and over.

     Jill couldn't remember when the horror ended.  She lay on her side upon the street, panting,
the insides of her legs sticky and wet.  The young woman shivered uncontrollably, her skin was on
fire, her arms and legs numb.  She slowly raised her head, looked around with bleary, blood-shot
eyes.  The Tyrant was gone, so were the zombies.  The street was quiet and dark, the entire city
seemed dead.  Jill lowered her skirt over her scratched hips, struggled clumsily to her feet.  She
shambled down the street to where Brad lay, his body missing several limbs, his torso gaping and
mutilated.  Jill removed Brad's blood-soaked vest, slid into it.  Holding her Beretta loosely in her
right hand, Jill wandered down the street, stumbling deeper into the heart of the dark city.
******
 

     Bodies lay everywhere, like some sort of macabre street litter.  Jill took it all in with glazed
eyes, her body sweating with fever, her legs heavy and uncoordinated.  A gang of four zombies met
Jill at a street intersection.  The zombies circled Jill, sniffing her, stroking her flesh with dripping,
rotting hands.  Jill stood still as she was inspected, she swayed slightly, moaning when a zombie
licked her neck with a clammy tongue.  The zombies departed, and Jill resumed walking, her
breathing harsh and labored, her mind foggy and unfocused.

     It was the sound of gunfire that caught Jill's flagging attention.  She slowly made her way
towards the brightly lit Umbrella facility, the only source of light in the entire city.  Along the east
side of the building was a lawn that led up to a set of stairs and a glass facing.  A man in body armor
stood on the landing at the top of the stairs, firing an assault rifle down upon a group of advancing
zombies.  The zombies fell quickly, their bodies twitching weakly on the blood-drenched grass.

     "Hey!  You!  Get over here quick before more zombies appear!" called out the armored
man.

     Jill staggered across the lawn and up the stairs to the man's side.  She noticed that an
Umbrella logo was emblazoned on the back of his armored vest.

     "My name's Carlos, follow me if you want to live," said the soldier before he entered the
Umbrella facility.

     Jill walked after Carlos, joining him in front of a bank of elevators as he inserted a key and
pushed the UP button.

     "Why..why are you here?" groaned Jill, blinking sweat out of her throbbing eyes.

     "I'm with a recon unit, sent by Umbrella Corporate to find out what happened here," replied
Carlos, watching the floor numerals glow and fade.

     Jill swayed, fell against Carlos' arm.  He steadied her, looking into her weary eyes with
concern.

     "Are you okay?  You don't look very well."

     "I'm..hot," murmured Jill, licking her dry lips.

     "You sure are," grinned Carlos, admiring Jill's exposed cleavage and slender legs.

     The elevator doors opened.  Carlos entered and waited for Jill before closing them and
punching a level button.  The elevator rose silently.  Jill wrapped her left arm around Carlos' right,
rested her head against his shoulder.  Carlos pressed close to Jill, she felt him caress her left buttock.

     "When we get out of here, let's have a little party," whispered Carlos into Jill's left ear.

     "Uh, huh," murmured Jill, nuzzling Carlos' neck, extending her tongue to taste his warm
flesh.

     The elevator stopped, the doors hissed open.  Carlos reluctantly broke away from Jill,
holding his rifle before him as he entered a long, dark hallway.

     Carlos flicked on a flashlight fastened to his combat vest.  He walked carefully down the
passage, checking each doorway as he advanced.  Jill shambled after Carlos, the smell of his body
filling her nostrils.  She moaned softly, licking cracked lips, hunger twisting her belly.

     Carlos placed a finger over his mouth, warning Jill.  He reached a set of doors at the end of
the passage.  Withdrawing another key from his pants, he inserted it into a metal keyhole set to the
right of the double doors.  After twisting the key, the doors slid apart quietly, granting entrance to a
massive laboratory.

     "Why...?" frowned Jill, unable to complete her sentence.

     "I just need to collect something.  A chopper is scheduled to land on the roof in twenty
minutes, then we can have our party," said Carlos, flashing Jill a lewd grin.

     Jill leaned against a work counter, dizziness falling over her.  The hunger in her belly was
overwhelming, it struggled within Jill like a living thing.  Jill pushed off the counter, stumbled
towards Carlos.  The Umbrella soldier had a vial of bright green liquid, he was placing it in a small,
hand-held freezer unit.  Jill draped her left arm over Carlos' left shoulder, she licked the right side of
his neck, moaning softly.

     "Not right now," chuckled Carlos, stuffing the freezer unit in a belt pouch, his left hand
reaching up to remove Jill's heavy arm.

     Jill bit deep into Carlos' neck, blood spurting over the young woman's face.  Carlos howled,
slamming his right elbow into Jill's stomach, forcing her away.

     "Crazy bitch!" screamed Carlos, struggling to grasp his slung rifle.

     Jill threw herself at Carlos, smashed him to the polished floor.  The rifle slid away, Carlos
grasping for it vainly while Jill tore open his vest and sank her teeth into his right shoulder, gulping
down a mouthful of his flesh.

     "No," groaned Carlos, pushing on Jill's breasts with both hands, trying to get her off of him.

     Jill smiled, licking blood from her lips, reaching down between her legs to rub Carlos'
crotch.  Carlos moaned, strength fading with blood loss, helpless as Jill unzipped his pants and
reached inside to stroke his cock with her cold hand.

     "Stop, bitch," gasped Carlos, his prick hardening inside Jill's gently squeezing hand.  Jill
opened her vest, freed her milky, white breasts.  Jill's brown nipples were hard with arousal, she
rubbed them over Carlos' shoulder, dipped them in the man's warm blood.  Jill stuck her tongue
inside Carlos' neck wound, slurped the blood that flowed over her mouth and chin.  She took
another bite out of Carlos' chest, the flesh tearing away easily and slipping into Jill's eager mouth.
Licking blood from her fingers, Jill pressed her cunt over Carlos' cock, purred when she felt it slip
inside her pussy, swelling within her vagina.  Placing her palms upon the tile floor on either side of
the dying man's head, Jill began humping him, her bloody mouth widening into a blissful smile as
she thrust against him, his shaft pushing up into her ravenous belly.  Carlos whimpered like a child,
his horrified eyes staring at Jill's ecstatic face.  He gasped sharply, his cock engorging and releasing
a blast of semen before death claimed him.  Jill shivered, moaning with pleasure, warmth filling her
vagina and dribbling down her thighs.

     Jill staggered off of Carlos, lowered her skirt with a quivering hand.  She pressed blood-
stained fingers to her equally stained lips, nausea welling inside her throat.

     "What..am..I?" gurgled Jill, blood drooling down her chin.

     She gazed around in horror, avoiding Carlos' motionless body, the blood stains, the reek of
death that clung to everything.  Jill spied another corpse on the floor to the far left, near what
appeared to be a white refrigerator.  She stumbled to the white-coated body, noticed a filled syringe
in his left hand.  Jill reached down and took the syringe, looked at the body's face.  The man's skin
was waxy and gray, his eyes wide and red.  Jill straightened up, regarded the syringe.  Glancing at
Carlos' corpse, Jill closed her eyes, took a ragged breath, and plunged the needle into her neck.
******
 

     Jill's brain was on fire when consciousness returned.  She sat up with a loud groan, clutching
her throbbing forehead.  Jill tried to remember how she got into the lab, but memory alluded her.
The last thing she could recall was the Tyrant fucking her ass, violating her while his zombie slaves
stood and watched with slack, drooling mouths.

     Jill checked the Beretta holstered in her vest, zipping the garment up quickly when she
noticed that her blood-caked breasts were exposed.  She looked at the dead soldier's body curiously,
wondering who he was and what he wanted in the lab.  Jill's thoughts were interrupted by a loud,
thunderous whipping coming from above.  Jill ran from the lab, taking a service stairwell that
climbed all the way to the roof.  Emerging onto the rooftop, Jill shielded her face from the winds
generated by the waiting Umbrella helicopter's whirling blades.

     The chopper's side hatch slid open, an Umbrella soldier peered out at Jill.

     "Have you seen anyone else in the building?" shouted the soldier.

     "Just bodies," called out Jill while she drew closer.

     The soldier turned back to say something to someone inside.

     Jill raised a foot to enter the chopper, but was pushed back by the soldier.

     "Sorry, Miss.  You might be infected."

     "I'm not asking," replied Jill, drawing her gun and aiming it at the soldier's face.

     The soldier scowled at Jill, then his face was lit up by a bright flash.

     An explosion shook the entire rooftop.  Jill caught the fading fireball near one of the
rooftop's corners.

     "Someone in the city is firing on us!" screamed the pilot.

     "Hurry up and get in!" shouted the soldier at the cabin door.

     Jill climbed inside and helped the Umbrella soldier slam the hatch shut.

     The chopper took off in an instant, gaining altitude away from the Umbrella facility.

     "Thirty seconds and counting to nuclear strike," said a voice over the cockpit loudspeaker.

     "Someone's going to nuke Raccoon City?" asked Jill incredulously.

     "The U.S. government.  Umbrella informed them about the 'outbreak' in Raccoon City,"
replied a pale Umbrella operative dressed in a black overcoat and fedora hat.  "You would be..?"

     "Jill.  Jill Valentine."

     "Ah, a former S.T.A.R.S. associate.  You chose the right time to retire," smiled the dark-
coated agent coldly.

     "You know a lot about me," frowned Jill.

     "And we will know much more, when we reach an Umbrella safe house and you are
properly..debriefed," sneered the agent.

     Jill tightened her hold upon her Beretta, gauging her chances as both the Umbrella agent and
the soldier to Jill's left reached for weapons.  The cabin shook violently, dipping sickeningly to
starboard before the pilot corrected their course.

     "We took a round to the hull.  Someone's still shooting some heavy shit at us," reported the
pilot.

     "Then get us the hell out of here!" snapped the Umbrella agent sharply.

     Turning to face Jill again, the agent's next words were lost when the cabin floor tore apart.
The Umbrella agent and soldier screamed as they were sucked out into open air towards a long, fatal
landing.  Jill threw herself towards the cockpit, snatching the ledge of the cockpit hatch with her
hands.  Fighting the dragging air and the crazy tilting of the chopper, Jill pulled herself into the
cockpit cabin, panting heavily for breath.  The cockpit window shattered from decompression, long,
glass shards slashing through the air to slice the co-pilot's throat open.

     "Take his place!" screamed the pilot, fighting to keep the chopper airborne.

     Jill unbuckled the dead co-pilot and threw him out the hole in the passenger cabin.  She
strapped herself down, then looked at the pilot expectantly.

     "Use that joystick between your legs to control the chopper's weapons!  We have to take that
sniper out!"

     The helicopter steadily lost altitude, nearly crashing into several passing buildings.  More
rockets flashed through the air, exploding around the weaving chopper.  Jill figured out how to arm
the cannon within the nose of the aircraft, she peered out the shattered window, searching for the
source of the incoming rockets.

     Jill smiled grimly when she spotted the Tyrant on a rooftop, shouldering a massive rocket
launcher.  She aimed carefully and caressed the firing stud, unleashing a stream of heavy rounds at
the tall monster.  The Tyrant roared as the heavy caliber bullets ripped his chest open.  Jill fired
again, blasting off the Tyrant's right arm, the rocket launcher falling with it to the ground.  Jill kept
firing, slicing the Tyrant in half, reducing him to ribbons.  The only recognizable body part left after
Jill's assault was a single hand, outstretched towards the approaching helicopter.

     The Umbrella chopper left Raccoon City, hugging close to the ground, threatening to crash
at any moment.  Jill held her breath, listening to the bombing count-down.  As the chopper topped a
short range of mountains, there was a dull thud from the direction of the city.  Jill didn't see the
flash, but she felt the shock wave, a wall of force that grabbed the chopper and practically shook it
apart.

     "Hang on!" shouted the pilot as the craft fell like a rock.

     Jill was thrown about her seat, the restraints of her chair biting into her flesh but preventing
her from being splattered across the cabin.  The chopper slammed into the ground, sliding slowly to
a stop, its hull contorted into an unrecognizable lump.

     "We made it," sighed the pilot before he lost consciousness.

     Jill unstrapped herself, climbing out of the cockpit window since the cabin behind her was a
tangled mass of metal.  She dropped heavily to her feet, slowly straightening to stretch sore muscles
and limbs.  Jill smiled, running a hand through her soaked hair.  She took a long, savoring breath,
and watched the sun rise above the mountains.

The End.