They’d been together for over a month now, but as Aeris held on tight, Calvin feared his fingers might in fact not survive the night.

She was panicked, and though he’d never admit it, he was pretty panicked too.

No one knew who Talulah really was, and yet they’d all agreed to follow her into what would most definitely become a bad situation.

But still Calvin stayed as steadfast as he could, trying to emulate that worry-free attitude Michael never seemed in shortage of.

Along with Michael and Kim, Calvin and Aeris walked along down the street towards James Brown Park, where this supposed Talulah character promised to rendezvous with Rob Prototype.

Normally, Calvin might have piped up and argued with Michael over the entire fiasco.

After all, trusting strangers had never really worked for them in the past.

Unfortunately, Kim was a volcano waiting to erupt, and it seemed better to avoid as much conflict around her as humanly possible.

So, he and Aeris just obliged, and said nothing as Talulah led them through the black gate that opened up into the park.

A strong breeze blew straight at them, fallen leaves just about blinding everyone in the process.

Talulah seemed to pay no mind to it though, beckoning them to follow her as the park ahead looked completely empty.

The wind was strong enough that the metal gate behind them somehow shut.

A bolt of lightning hit Michael’s chest, as he realized just how alone in the park the five of them now were.

And just as Kim had predicted, Talulah made it no more than ten steps before she stopped in her tracks on the blacktop.

She was looking ahead quite wistfully, one hand resting on her hip.

Talulah then craned her neck, looking back at Michael and company as that sly smile only grew on her lips.

“The new Audio Knights, huh?”

The hand on her hip moved faster than anyone could react. Her finger tapped on a music player strapped to her waist, even as Kim rushed forward in an attempt to stop her.

But she might as well have not even wasted the energy.

Talulah narrowed her eyes and looked on in anticipation.

“Let’s see if you can keep up.”

She was Harmonized in the next moment, and what followed Talulah’s words was no doubt the loudest synthesizer riff that Michael had ever heard.

It exploded into the air, ripping it apart like a chainsaw as a wild singer yelled his lyrics in protest.




Kim pushed past, rage in her eyes and she willed herself to close the distance between herself and Talulah.

But despite her fighting spirit and outstretched fingers, Kim was soon sent barreling backwards. A shock wave of sound, comparable to a small hurricane, sent Kim crashing back into Aeris and Calvin, as Michael’s afro blew back and he too found himself suddenly struggling to stay standing.

Before them, Talulah had donned a different outfit from the one they’d first met her in. She looked the part of a sci-fi ship captain: complete with glittering ruby, gold and silver vestments, and an eye patch with a small speaker on its exterior.

“MORONS!” Kim roared, getting back to her feet as the sound subsided, if only for a moment. “I KNEW this was a trap!!”

Talulah raised an eyebrow at the notion.

“Trap? Hardly. You have time to use your song effects, for one.”

She beckoned them with a single finger.

“Come, Audio Knights. Give me your best shot.”

Light flashed within Aeris’s fingers, as a clockwork sword and resplendent golden shield materialized. “You heard her.”

“No worries, we’ll…make it quick.” Calvin just barely said, as Genesis started to play in his ears and his familiar kaiju-monster form took hold.

But even as Kim charged forward again, this time sheathed under Desolation Row, and Michael channeled himself with Dancing Machine, Talulah’s reactions were peerless.

She stepped down on one silvery heel, and an even louder explosion of sound burst forth.

It bent the bars of a jungle gym just a few feet away, and waylaid an enhanced Kim before she could even get within ten feet of the woman.

Beside Michael, Aeris ducked and Calvin lumbered, both of them seeking to flank Talulah in the moment of calm when it seemed her sound attacks had subsided.

But she appeared amused, if anything, before clapping her hands together and creating an even larger shock wave that stopped Calvin in his tracks and forced Aeris behind the protection of her shield lest she be completely bowled over.

If he could speak, Michael would apologize to everyone for getting them in this situation in the first place.

Now was not the time to be sorry, lest their collective eardrums explode from the sonic bursts.

Instead, he took a step forward, struggling against the pure audio force that threatened to tear him and his friends asunder.

And when just clapping didn’t satisfy her, Talulah began to stomp her feet to the beat of the music, each successive shock wave becoming louder and louder until they formed a veritable blizzard of sound.

It was all the Audio Knights could do to stay and place, noise blowing through their hair and jarring their vision and hearing.

Kim couldn’t move an inch despite her song effect, her ears too scrambled by the volume of noise and her body stuck underneath the immense pressure.

Similarly, Aeris and Calvin were also pinned, trying as hard as they might but gaining no ground. Calvin roared in reptilian rage, but even his great strength through Genesis could get him no further.

Only Michael, covered in silver and without a mouth, found he could move, if only in slow, ponderous steps.

The noise was somewhat restrained against the metallic facets that now covered his ears, and it slid past his metal skin as he pushed himself towards Talulah.

He fought against the noise, focusing his bright green eyes on the target before her.

If he could just get close, and knock her down, end her sonic assault, it would be all be over.

Michael’s red sneakers made step after step upon blacktop, fingers grasping for Talulah just as she noticed he was the only one making ground.

She stomped her feet further, clapping her hips and create enough sound to start an avalanche.

For another Music Master or Sentonal, they might very well be vaporized.

Yet somehow, Michael Kay persevered.

As his friends remained pinned down, it was Michael who was now but a touch away from Talulah, who couldn’t seem to send him away no matter how much noise she made.

No matter how much she threw at him, no matter how much sound she made, Michael wasn’t going down.

Their songs clashed; disco against funk, harmonious brothers against a wild member of parliament, until Michael got a weak hand around her shoulder, and all of Talulah’s attempts to keep him away ceased.

She slapped her hip, turning off the external music player and looking at him as with all the exuberance of a proud parent.

And even as Michael prepared to punch her in the face, Talulah seemed to show no fear whatsoever.

“Huh. I can see why Rob let’s you fly on your own. Not bad. Not bad at all.”

Kim was behind Michael in the next instant, her presence the only thing stopping him from following through.

“What is this? What’s your game? Talk! NOW!”

Her voice showed a violent reverb from the influence of Desolation Row, as her darkforce claws ached for something to slice.

“Just a test.” Talulah stated, now putting her hands up to show she was no threat. “And you passed with flying colors. No wonder Zero Beat’s off your back.”

“A test? Seriously? You could have maybe told us beforehand, you know.” Calvin added, as he and Aeris turned off their active song effects in tandem.

Talulah snickered. “And what would be the fun in that? I had to see how you think on your feet.”

“Okay…assuming you’re not with Zero Beat, how do you know Rob?” Aeris asked, still on guard but now just slightly more relaxed.

Talulah’s face seemed to visibly warm up at that particular question.

She had to stop the memories of late night excursions before they came.

“Oh, we go way back. I wasn’t lying; he’s waiting for us all at my place. This was just a little detour. I’ll bring the four of you like I promised.”

Kim furrowed her eyebrows, her mind moving quickly as the pieces of the whole situation fell into place.

Michael spoke before her though, as a string broke in his own mind the moment he was reminded of a detail of the past.

“Your name. I’ve heard it before. Right after Rob lost his bass, and he was bugging out.”

Talulah snapped her fingers.

“Have you? Well, don’t worry yourself, I assure you, I’m on your side.”

She smiled, just about licking her lips from anticipation.

“We Audio Knights have to stick together, after all.”


“So what…now I’m supposed to piss my pants? All because this guy wants us dead? He wouldn’t be the first.”

Ollie seemed unphased by Rob Prototype’s words, as he and the rest of the Pop 5, Denny included, sat with him in Hi-Fi Record’s spacious cafe.

“I’m with Ollie on this one.” Nathan commented, slurping loudly on a slushie in the process. “Loser doesn’t sound any worse than anybody we’ve thrown down with before.”

“Lex…Rydell, you said his name was?” Paul asked, fidgeting slightly in his seat. “Why does that sound familiar…”

Denny was on his right side, and for some reason, he just couldn’t get relaxed sitting so close to her.

A bead of sweat began to form on his brow.  His lip quivered outside of his control.

No, he was blatantly lying to himself. He knew the reason why he was so nervous next to her.

“You may have heard of him, you may have not. He was involved with a major incident in 1999, with that decade’s Pop 5. Don’t worry about the details: what I need is for the five of you to watch where you go, and especially stay out the spotlight. I spoke to Rex, and he’s agreed to push off your debut on the label a little longer.”

Ollie’s voice rose in an instant.

“What? But we’ve already been waiting forever!”

“Yeah Prototype.” Lily chimed in. “At this rate, we’ll be back on the Billboard charts when most of the big names are already dead. So much for being Pop 5 again.”

“I know it’s tough, but it’s the best course of action right now. Please understand something; Lex was my best friend growing up, and a Music Master I would have trusted my life on.”

He tipped his cap down, not at all eager to revisit such painful memories of old.

“But he’s not who he was. What happened with Zero Beat…it destroyed him. He’s lost all hold on reality. And if he’s really still alive, he’s not going to rest until all five of you are dead.”

“If he’s such a big deal,” Denny began, clearly nervous. “Then maybe we can ask Michael and his friends for help.”

“Not a chance.” Ollie replied, though thankfully that’s as far as he went.

Rob leaned back on his chair, sighing at the dissension and trying his best to remain composed among the hotbed that was the Pop 5.

“I have to agree here. Mike stays out of this one. Gives me less to worry about.”

“Save your feelings, man.” Nathan shot back. “We don’t need your dumb nephew to come save us, and we definitely don’t need you.”

“Really?” Rob said, raising an eyebrow. “When Lex shows up, guns blazing, then I want to hear you say that.

“Guns?  Like, real guns?” Paul asked, eyes wide in disbelief.

Rob nodded. “He’s not going to play fair, especially with you five. More than anything, I need you to be prepared for the worst case scenario.”

Lily crossed her arms. “If he touches this face, I swear…”

She was cut off before she could go further, by a most impatient Denny.

“Hey, can we hurry this up?” the blond fangirl exclaimed. “I got a thing I don’t want to be late for.”

Rob nodded. “Fine with me. There’s not much more to say. I just want to make you all aware of the situation. Step carefully, for now.”

With no one else around but the six of them, Rob reached for his bass, taking it out of his case and setting it on his lap.

In that brief instant, all of the Pop 5 knew what he was doing, and where he was going.

“Call me if you need anything.”

Rob Prototype then looked on at the assembled teens one last time, before strumming on his bass guitar, activating Traveling Without Moving and disappearing in a flash of gold and green.

His seat on the cafeteria bench lay empty, as if he had never been there.

“Well, that’s that.” Paul said, turning to Denny as she was already getting up out of the cafeteria bench. “You’re really leaving already, Denny?”

“Yeah.” Denny said, clearly wanting to avoid the question. “I just said I got a thing to do.”

She was ready to whisk herself away, when a firm hand grabbed onto her wrist.

The grip seemed strong enough to fracture the bone underneath if he squeezed any harder.

“Hey.” Ollie said, staring up at her with a fire in his eyes unlike any other. “Don’t think you’re free of anything. I will make you understand; the disco boy is not our friend, and neither are you.”

“Let me go. You’re hurting me.” Denny protested, and after a few more seconds, Ollie finally did release his grip.

The blond nursed her wrist, seeing a slight mark but just being glad enough to be free of him.

“I should do a lot worse.” Ollie said, his voice low but beyond threatening.

Denny just sneered back at him. “Yeah, whatever. I’m outta here.”

She turned, hair swaying as she left the rest of the Pop 5 to their own devices.

Only Lily seemed to have the gall to say anything further.

“I’m not sure if I should be mad or impressed. That Michael’s guy’s really done something to her head.”

Paul Mercury leaned forward in his seat. His stomach sank at the thought of Denny’s infatuation.

The more he thought of Michael, and the love he incited in his crush, the worse he felt.

“You’re right ’bout that, Lily.” he commented, his voice now devoid of all life.

With each passing day, Denny felt farther and farther away, and Ollie’s behavior towards it all wasn’t helping.

“Michael really has changed her. For better or for worse.”



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