I guess things get complicated here. What you need to do is decrease the X position of the baddies as the X position of the player increases. example: You move up by 2 squares, so the baddie moves down (towards, or away, from you). Decrease the baddie's X position with the background. I had a look at your code, but there aren't enough REM's in there for me to get what's going on. This sort of thing's a pain in the ass-use functions and subroutines to sort your code out.
-Dave
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