1 It was happening again. Unbelievably, it was happening again. A woman was drowning. Not the dreaded leader of an alien force. Just a woman. Alone in a roiling sea. Defenseless. Vulnerable. My mother. There was no way I could let it happen again. I powered toward her. My arms strained with each stroke. My legs kicked wildly. Hold on. Hold on! So close. Close enough to see her straining to keep her head above the cold black water. Then I was on her, one arm around her shoulders, the other paddling madly to keep us afloat. "Hold on!" I cried. "I've got you!" 2 She looked up at me, wet hair plastering her face. Then she spoke. "Thank you, Marco." "Mom . . ." "I'm free, Marco. I'm free!" And then a powerful current swept her out of my grasp and sucked her under the glittering surface of the midnight ocean. "No! No, no, no!" I dove. The salt stung my eyes. I pushed deeper and deeper into the darkness. My lungs ached but I would not allow it to happen again. I would not let her go! Not when she was free. Not ... "NO!" "Marco? Are you okay?" I shot up straight as a board. Where . . . ? My bed, my room. My father. I put my hands to my head and looked at the picture of my mother that sat on my nightstand. "You okay?" he repeated. No. I wasn't. "Yeah. Yeah. Bad dream, I guess." "About her?" I swallowed hard. "Yeah." Dad sat on the edge of my bed and hugged me. I returned the hug weakly. Patted him on the back. "I'm okay, big guy," I said. "What time is it?" 3 "About time to get up and get going," he said. "I get the shower first. I have to be in early today." I watched my father leave the room. But instead of getting out of bed and heading downstairs for a bowl of Honeycomb, I sat amidst the tangled, slightly damp bedcovers, too exhausted to move. My name, as you probably know by now, is Marco. And that was how my Friday started. Not the greatest way to greet the last day of a long week. But not exactly uncommon. Dreams of fear and loss and despair. Before I lost my mother to the enemy, before I learned of the Yeerk invasion of Earth, my life was pretty tame. Mostly I worried about things like whether I'd dropped enough hints at dinner about which Sega disk I wanted for my birthday. Not about things like the enslavement of the human race. Those were the days. Or, as Dad says, "The salad days." I'm not sure what that means exactly - "salad days" - but he says it a lot. I'm not a big fan of salad myself, unless it's heavily croutoned. Anyway, here's the rough sequence of events. I'll keep it brief. My mother - my beautiful, pretty-smelling, intelligent mother - took our boat out late one 4 night and never came back. They found the boat. They didn't find her. She was presumed drowned. With no explanation of why she had done such a strange thing like take the boat out alone. At night. I mean, my mother was not exactly the suicidal type. Next. My friends - Jake, Rachel, Cassie, and Tobias - and I had the distinct misfortune to stumble upon a dying Andalite warrior prince who told us about the Yeerks and their invasion of our planet. He gave us the gift and curse of morphing, an Andalite technology that allows us to acquire the DNA of any animal and become - morph - that animal. This is our most spectacular weapon. The others are cunning, courage, and secrecy. (And in my case irresistible cuteness.) Then, we were joined by Aximili-Esgarrouth-Isthill, younger brother of Prince Elfangor. Another highlight. This happened long after I'd learned my mother had not fallen overboard and drowned but had been infested by the Yeerk known as Visser One, originator of the Earth invasion. I'm talking about the time I'd seen her frail, Yeerk-infested body floating facedown as the Yeerks' underwater headquarters destructed. Since that moment I've spent at least, oh, a 5 bazillion hours wondering if my mother could have survived. Rachel heard a submarine speeding away from the chaotic scene. And I'd seen a Leeran-Controller swimming toward my mother's floating body. So there was a chance she'd lived, a chance the Leeran had dragged her unconscious body to the sub and powered away. At least, that's what I chose to believe. But alongside that belief was the realization that the chances she'd made it to the sub were slim. You can understand how sometimes my particular daily grind gets to be a pain in the ... I mean, five more or less normal kids, one of whom is now more bird than boy, plus an Andalite cadet are supposed to save the Earth from an army of evil sluglike parasites? What are the odds that's going to happen? The Yeerks are parasitic. They squirm their way into your ear canal and from there seep into every nook and cranny of your brain. They assume total control over your thoughts and your actions. They leave you alert and alive - but absolutely powerless to act or speak on your own behalf. You are locked in a kind of brain cage while the Yeerk takes over every single aspect of your life. The Yeerk is in total control. Total control. The Yeerk moves your eyes and hands and 6 feet. The Yeerk speaks with your voice. The Yeerk opens your memories and reads them like a book. Every memory. Every secret. The Yeerk in my mother's head can look through her memories and see what she saw as she comforted me in my crib long, long ago. The Yeerk can see memories of me crying from a skinned knee. Memories of grouchy breakfasts with my dad and me. Memories of the hideously embarrassing "birds and bees" conversation. The Yeerk saw all of that. The Yeerk who held the rank of Visser One. The original overlord of the invasion of Earth. The Yeerk who made a slave of my mother. Because of this invasion our lives have become a series of fierce battles and narrow escapes. Of soul-crushing experiences and bone-shattering fights. You can see why my mornings have taken a dramatic turn for the worse. Just the same, when Dad left for work, I took a shower and got ready with every intention of going to school. Really, I did. 7 2 With a clean face and conditioned hair I headed toward the school bus stop. And walked past it. Instead, I hopped on a city bus headed downtown. The warren of streets that is the financial and business center of our town seemed as good a place as any to kill time. To get lost without running the risk of running into anyone who knew me. There were movie theaters downtown. I figured I'd look around till I could catch a matinee of something loud and fun. Twenty minutes later the bus dropped me and 8 thirty office-bound men and women in the heart of blue-suit central. It was still way early but already the sun was heating up the sidewalks, and the exhaust from the cars, trucks, and buses was spread like a grubby, smelly blanket over the concrete and steel jungle. Nice choice, Marco. I should have gone to the beach. I stood on the sidewalk and stared. Seething mass of humanity. I'd heard that phrase once and now I knew what it meant. It meant "office workers at rush hour." What was the big hurry? Did adults really like going to work? Or was Friday free donut day at the office? THWACK! I was down! My knees hit the pavement and my face landed in a planter full of cigarette butts and abandoned coffee cups. The enemy! I prepared myself for the next blow. Nothing. I looked up. No one had noticed I'd been knocked over. I got to my feet, dazed. I rubbed the ash, dirt, and stale coffee off my face with the bottom of my shirt. I was disgusted. And I was mad. A woman had run me over with her tank of a briefcase. Then she'd continued on down the 9 street like nothing had happened. And no one had stopped to help me. "And they say my generation has no manners," I muttered. I gave myself a quick once-over - nothing seriously damaged but my dignity - and set out after the woman who'd so callously whacked me. This woman had an appointment with the dirty pavement, courtesy of a well-placed Saucony Cross Trainer. I caught up to her about halfway down the block and followed a few feet behind. Waiting for my chance. Her briefcase was big enough to hold a Doberman and built to maim, with steel corners and a big combination lock on the side. And what was up with that hair? The woman wore a stiff, curly blonde wig. Think steel-wool pad. Used. Slightly shredded. And yellow. I saw the perfect spot to exact my revenge. I skirted the crowd and hid behind a big, concrete column about a yard ahead, just at the corner of the courthouse. When Wig Lady passed - bingo, bango! BAM! She was going down. I peeked from around the pillar to see how close she was to meeting my foot. And then I bit my cheek to stop from screaming. The woman with the awful blonde hair and the briefcase . . . 10 Was my mother! Visser One! I ducked back behind the column and pulled my South Park cap down over my eyes. She passed by. She hadn't seen me. My mother was alive! I took a deep breath and tried to comprehend this fact. She'd escaped the destruction of the Yeerk underwater complex. Relief and happiness and fear all at once. She was alive! But she was so dangerous. So terribly dangerous. Think, Marco. She's alive, but... the disguise. A blue power suit. A curly blonde wig. What had looked like blue contact lenses behind big, black-rimmed glasses. The massive briefcase. Why a disguise? To hide. From whom? Should I follow her? Find the others? I could still make it to school before the late bell. Maybe. But then I'd lose my mother for sure. And Visser One. I watched my mother's body walk down the street. When she reached the next corner, I followed. On the next block I saw her climb the steps to the front doors of the Sutherland Tower, the downtown area's tallest building. She squeezed herself and her briefcase into a compartment of 11 the revolving door. I bolted up the steps, waited one extra revolution of the brass-plated door, then followed her in. The lobby was about three stories tall. Behind a row of security guards, water flowed down one pink marble wall into a lit pool. Visser One flashed some kind of pass and continued by the guard's station. I had no pass. Plus I was a kid. The guards had already seen me come in, and now they were looking at me like I was one hundred percent no-good. If I made the wrong move they were sure to hassle me. Then the Visser would look over her shoulder to see what the commotion was about and I'd be in big, big trouble. Visser One would recognize me as her host body's son. So I stood. Just stopped right there by the revolving door and waited for the next person to come through. Whoever it was, their DNA was mine. 12 3 The revolving door whooshed. Footsteps behind me. I turned around. "Hi, Dad!" I said. "What took you so long?" The man was stocky, well-dressed, and surprised. But he had his ID in one hand and I had his other hand and before he knew it, the mild acquisition trance was in place. "Hello, Mr. Grant," said a slick-haired security guard. "It's 'Fathers Take Their Sons to Work Day!'" I said brightly as I led the zoned-out Mr. Grant past security. "Well, then, son, you pay attention! That's one important daddy you got!" "Yessir!" I replied. 13 The boyish enthusiasm worked like a charm. I've found that if you act like a moron, adults tend to leave you alone. It's when they think you might be as smart as they are that they give you a hard time. I led Mr. Grant to the elevator. Let me make it clear that I had no intention of morphing this man. I just needed him to get me past security and to the elevators. Where Visser One was standing with her enormous metal case. Mr. Grant was waking up. I let go of his hand. "My," he muttered, putting his hand on his stomach. "That jelly donut is not sitting well." I looked up at Mr. Grant with an Adam Sandier idiot grin. Worked like a charm. Mr. Grant looked away and waited impatiently for the elevator with the rest of the men and woman in suits. I pulled my hat lower over my face. DING! The elevator door opened. An old guy with a rolling cart full of interoffice envelopes and UPS packages made an attempt to get out of the car. "Let 'em off, people!" he muttered as the crowd surged around him and into the elevator. Visser One passed on the mail guy's right. I went to his left. The mob prevented her from getting a glimpse of me. 14 The doors closed. We were packed in the elevator like crayons in a crayon box. The important thing was Visser One was the crayon close to the button panel, and I was the crayon in the opposite back corner. But that's not good, I thought suddenly. I have to get out when my mom ... the Visser gets out! If I miss the floor, I lose the Visser. And my mother. Again. At the same time, I couldn't allow Visser One to see me. There was only one thing I could do. A morph. In the slow-moving elevator. Surrounded by fifteen people and evil incarnate. A woman whose back was about three inches from the bill of my baseball cap dropped a section of her Wall Street Journal and I pretended not to notice. I slid down against the elevator wall, back straight, and with my fingertips, picked it up off the grubby red carpet. Behind the suited backs of fifteen adults, I opened the paper as wide as I could and held it in front of my face and over my head, like a tent. And then I began one of my least favorite morphs - the common housefly. Insane! It was insane. But what was my other choice? Lose Visser One? No. Not happening. I started shrinking almost immediately. In a moment, the newspaper blanketed me. My vision went dark and then flashed on again, pixilated. 15 Two fly legs spurted from my chest. My hands shriveled into pincers. My skin hardened. And nobody noticed. It was bizarre! No one looked at me. Everyone continued to stare blankly ahead at the door or up at the ventilation grates on the roof of the elevator car. I was in an elevator full of people, turning into a fly, and no one so much as glanced back at me. I fought down the lunatic urge to say, "Hey, I'm turning into a fly, here. Hello? Are you people or statues?" The elevator slowed and stopped at a floor. The woman who had dropped the paper earlier bent to pick it up. Problem. I wasn't done morphing! I was about the size of a rat, with pink skin and a human nose. The other nine-tenths of me was housefly. Wings, six hairy legs, compound eyes, a big sticky tongue where my mouth had been. And I was sitting in the middle of a mound of clothes. A more disgusting sight I cannot imagine. The woman picked up the paper, stared back at a piece of nothing two feet above the head of the person in front of her, then froze. "Argh!" she said. Through my 360-degree multifaceted fly vision I watched her look slowly back down to the dirty red carpet. But it was too late. 16 Totally fly now, I kicked on my wings, zoomed crazily into the air, sped over the woman's head and landed on a corner of the Visser's briefcase. The elevator door opened. The woman who was positive she had just seen a rat-sized fly-boy on the elevator floor rushed out with her hand to her mouth. A few other business people filed out after her and the Visser pressed the close button. The twenty-first floor. Mr. Grant got off. The Visser pushed close once more. And I was alone in the elevator with my mother. Twenty-second floor. The elevator slid to a stop. The doors opened and Visser One stepped out into the hallway. I rode on her briefcase to where she stopped just outside the third door on the right. It was all I needed to know. Time to get out of there and tell the others. 17 4 I let go with my sticky, pincher fly feet. I buzzed my gossamer wings and lifted up off the Visser's metal case. Up, circle back and away toward ... SCHLOOOOP! Wind! A tornado of wind! My wings beat with a speed only an insect could achieve. But I was too close! A vent, ribbed steel, as high as a ten-story building to me, and twice as wide. Air cleaner! Industrial-strength. Suction. Suction like a vacuum cleaner! WHAM! I hit a metal crossbar. Then I was through. Hurtling down an aluminum 18 shaft. And now, concentrated in the enclosed space, the air current was unbelievable. I was spinning, out of control, wings almost useless. And I wasn't alone. Pieces of lint and human hair. Dust and the circles of paper a three-hole puncher leaves behind. An assortment of dazed mosquitoes, gnats, and other flies, all zooming around me like the tornado scene from The Wizard of Oz. All of it shattered into the thousand tiny TV sets of my fly eyes. All of it in weird, distorted colors. I tumbled faster and faster toward a giant filter. Bundles of flying-bug parts and lint were scattered at its base. There was only one thing to do. Demorph! I started growing almost immediately and almost immediately I stopped tumbling. Anything over the weight of a flicked booger pretty much canceled out the power of the industrial-strength air cleaner. My wings shriveled and sucked into the now-supple skin under my shoulder blades. My eyes rotated from the sides of my head back to the front of my face. Two fly legs shot back into my chest. FLOOR! FLOOR! My other fly legs rotated to where my human 19 legs and arms should be and everything started to grow. Suddenly, I realized that the aluminum shaft that had seemed as big as the school gym when I was a fly just might not be big enough for my human self. Getting trapped like a big chunk of Snicker's Blizzard in a straw was something I was not prepared for. I pushed my now-human arms in front of me and thrust my legs behind me. I lay fully extended on my stomach in the air shaft. And then I stopped demorphing. I was me. For once, I was grateful to be a little on the short side. Still, I was trapped inside a very dusty air vent. I slithered down the square metal tube, away from the filter, toward a light beaming across the shaft. I pushed myself forward with my toes and pulled myself along with my fingers, trying hard not to panic. The light was coming from a vent high on the wall of an office. I gave the grate a whack and it opened downward like a miniature door. I was a good eight or nine feet in the air. I lowered myself headfirst, slowly, slowly . . . Keys jingled outside the door. I dropped fast, forcing myself into a head-over-heels tumble as I fell. 20 BAM! Right into a wastebasket. "Three points," I whispered to myself. The door to the office opened just as I scurried into the second room, a big, windowless space full of gray cubicles. "Hello?" Lights popped on. "Mr. Grant?" Footsteps. Slow, but coming my way. I had no choice! I had to morph Mr. Grant. I dashed into an empty cubicle at the back of the room and felt the changes begin. Morphing a fly may be gross, but morphing a human being is far more frightening. Not to mention morally suspect. In this case, morphing an adult male was like getting an unwanted glimpse into my own future and realizing that my future was not pretty. The first thing to change was my stomach. It grew out and around until the seams of my morphing suit began to tear. My thick, gorgeous hair was sucked into my broadening skull. I slapped a hand to my head. A receding hairline! A balding spot right on top! I watched as the skin on my hands wrinkled slightly. Pale blotches sprinkled themselves across the knuckles. I touched my face with the ugly fingers. Wow! Rough . . . At this rate I'd have a five o'clock shadow by noon! 21 My butt! I turned my double-chinned neck as far as it would turn and saw over my thick shoulder a wide protuberance - and my bike shorts in shreds. Panic set in. I was pretty sure I hadn't grown taller but man, had I gotten wider! "Mr. Grant?" "Yes?" I yelped, sticking my balding, slightly grizzled head over the cubicle partition. The woman stood in the doorway of the second room. "Uh, are you okay, Mr. Grant?" She took another step inside. "No!" I shouted. "I mean, don't come in. I'm very busy. I'm just fine." "You were working in the dark Mr. Grant. Are you sure ..." "Yes, I'm just fine, thanks. I'll be done here in a few minutes," I babbled. Another step closer. "Why are you at Carlos's desk?" Good one. I thought fast. "Uh, well, there's something wrong with my computer, so, uh, I thought I'd borrow this one. Uh, could you get me a cup of coffee from the Starbucks on the corner? Please?" The woman's eyebrows quirked but she turned and headed for the door. "Sure, Mr. Grant. I'll be right back." 22 "Thanks, thanks a lot!" I said, ducking back behind the cubicle partition. Yow! Too close. I waited until I hoped the woman had gotten on the elevator and sprinted from the cubicle. Time to find a place safe to de-morph and get the heck out of this building. The men's room. I flung open the door to the hallway. And ran smack into . . . "Aaahh!" I yelled. "Mr. Grant!" "What the . . ." was all he got out before he slumped to the floor. I shot a glance up and down the hallway. No one. "Oh man, oh man, Jake is gonna kill me, and if he doesn't, Cassie will." I hefted Mr. Grant to a half-sitting position and dragged him across the hall and into a broom closet. It was like moving one of those stones they used to build the pyramids. The man liked his pastry. I shut the door behind us and tried to catch my breath. Hard to do when you're panicking on several fronts simultaneously. I propped him up against a mop bucket on wheels and started to undress him. Quickly, I changed into Mr. Grant's blue suit. Well, all except the tie. I have no idea how to tie one. When I was dressed I opened the broom closet 23 door, looked both ways, then scooted as fast as Mr. Grant could to the elevator. A moment later the elevator doors slid open and I burst inside. I was outta there. 24 5 It was almost lunch period by the time I'd gone home, changed, and got back to school. Now, getting into school late is not the easiest thing in the world to do, but it can be done. Luckily, our school has no guards or metal detectors like they have in the high schools. All I had to worry about was the stray teacher or kiss-up hall monitor. I leaned around the front door. Nobody. Just the janitor, but his back was to me and he was wearing headphones. And doing this weird kind of shuffling dance as he pushed a mop across the vomit-green linoleum tile that is our school's main hallway. I slid around the doorjamb and booked the 25 other way down the main hall. I could see the tops of teachers' heads through the windows in the classroom doors, but knew they couldn't see me. Another benefit of being vertically challenged. I made it to my locker undetected. A second later, the bell for lunch period rang and the halls were mobbed by kids charging out of class. One of them was Jake. I dropped my math book. He picked it up. "Jake, you really do care." "Where have you been?" he demanded. "Guess who I saw?" I whispered, pulling a notebook at random from my locker. Jake sighed. "Marco, just tell me . . ." "Marco!" A hand clapped onto my shoulder. "So nice of you to join us today." "My pleasure, Mr. Chapman," I said. "I would never want to miss a day of learning." Jake gave me a "This-is-your-problem" look and sauntered away. "Ah, amusing as always, Marco. And where might you have been? I called your home. No answer. No answer at all." "I was . . . with my father." "Oh, really?" "Yes, Mr. Chapman. It was Take Your Son to Work Day at his off ice." 26 "Then I suppose you won't mind me calling him at work?" "Not at all," I bluffed. "Would you like the number?" Chapman looked me up and down. If he called my dad, I was busted, big time. "He'll be in meetings all afternoon, that's why I came back to school," I added. "But you could leave a message on his voice mail." "Just get where you're supposed to be, Marco." "Yes, sir." I should have said "Yes, you Yeerk-carrying freak." But that would have been fatal. To me. Telling Jake about Visser One would have to wait. In the cafeteria I passed a note to Rachel. Bam. After school. Good news and bad. I sat at the end of a lunch table and ate my pizza alone. Ignored the minor food fight going on at the table to my right. Vaguely noticed the pimply kid slurping some gross yellow soup from a plaid thermos at the other end of my table. Thought for two seconds about the history test I was going to fail that afternoon. Wondered if Chapman was going to bring up my cutting school and failing my history test at the next parent-teacher conference. Considered whether I'd rather spend my 27 life working at McDonald's or Burger King after I got expelled. But my mind wouldn't stay on any one topic. Nothing really mattered, did it? Nothing except one extraordinarily complicated, amazingly wonderful fact. My mother was alive. Alive. I saw Rachel giving me the fish eye from across the room. I mouthed that one word: alive. Evidently Rachel doesn't read lips. She misunderstood what I'd said and responded by mouthing two words I won't repeat. But I didn't care. No one could blow this one moment of relief for me. She was alive. And someday, somehow, by some miracle I could only fantasize about, she'd be my mom again. 28 6 ?Marco," Cassie said, "tell us why we're here." "We" being four kids, a bird, and a furry blue alien. Freaks is our name, saving the world is our game. "This morning I skipped school and took the bus downtown." I shot a look at Jake. "And before anyone jumps down my throat, I know it's dumb to call attention to myself, so sue me. Anyway, I was trying to avoid being trampled by the wing tips when I saw my ... Visser One. She was in disguise. A terrible wig, blue contacts, and big square glasses. But it was her." "Oh, man," Jake said. "Are you sure it was your mother?" 29 "Oh, yeah. I got a great look at her right before I was going to trip her." "You were going to trip your mother?" said Cassie. "Yes, because she'd knocked me down with this big metal briefcase. It doesn't matter. What matters is that it was Visser One. My mother. In disguise." "You're sure she didn't recognize you and knock you down on purpose?" Rachel demanded. "Yeah," I said. "Anyway, she thinks I'm a Controller. Remember when we went after the Yeerks' underwater complex? Don't forget: We spoke. She thinks I'm one of them. So why would she smack me, unprovoked? And if she knew the truth about me, she'd have done more than just knock me down." "And what was the brilliant motive behind skipping school?" "I'm an adventurer, Rachel," I said. "Much like Daniel Boone. Magellan. Marco Polo. I will not rest until I have explored every alley, every nook, every cranny of this big, crazy world of ours." "Not funny, Mr. Polo," she snapped. "You could have gotten us in big trouble. . . ." Tobias wondered from his perch above us. Ax said coldly. 30 "The corollary, Ax. My mother's alive, too," I pointed out. "I followed her into the Sutherland Tower. She's got an office on the twenty-second floor." "What do you think she's doing in there?" Cassie said. I shook my head. "I didn't stick around to find out." "The last time we saw Visser One," Jake mused, "Visser Three saw us - the enemy - spare her life." Ax agreed. Ax suggested. "Tobias?" he said. 32 "Fly morph?" Cassie said. "Up to the roof as a bird, demorph, morph a fly . . ." "Not recommended. I had a bad experience with the ventilation system today. But a fast, heavier bug would work, one that can go under doors and through walls." "You mean . . ." "That's right." I grinned. "Everyone's favorite houseguest. The wily cockroach." "We do this right away," Jake directed. "Tonight. But I'm out. Family function." "Me, too," Rachel said, rolling her eyes. "I promised my mother I'd baby-sit for Jordan and Sara. And I have blown my mom off way too much lately." "I hate to do this," Cassie said, "but I'm out, too. I am one test away from a 'D' in math. If I get a 'D' my parents will be in my life twenty-four hours a day." Tobias said. "And me, obviously," I said. Jake looked at me. "What about your dad?" Cassie asked quickly. She was trying to give me an out. "What about him? He's been working twelve- 33 hour days on a big project. He comes home, he plops on the couch, he watches ESPN. He'll never know I'm gone." Jake continued to look at me. Rachel looked away. Ax stated bluntly. Leave it to Ax to be blunt. "Ax is right, Marco," Cassie said. "Coming face-to-face with Visser One again will be hard for you. And dangerous. For all of us." "Did I give myself away on the Royan Island mission?" I demanded. "Or today?" "First time, pretty close," Rachel muttered. "No, not pretty close," I snapped. "I didn't. And that's the fact." There was an awkward silence. "I don't believe this crap," I said. "We've been through this before. The mission comes first. Personal hang-ups, second. I'm in. I'm going. Period." Jake sighed. "Okay, Marco, Ax, and Tobias. Tonight." He looked at me. "Don't do anything foolish. It's reconnaissance only." I nodded. "And if it comes to a judgment call, Tobias makes the call." 34 That caught me off guard. But there was no point arguing. In Jake's place I'd have done the same thing. "No problem." Jake came and took my arm and drew me with him outside into the afternoon sunlight. I cringed. I knew what was coming. "I noticed a certain lack of details about what happened today," Jake said. "Which tells me you did things that I probably don't want to hear about." "Yeah. You probably don't." I tried out a devil-may-care grin. Not a big success. Jake folded his arms over his chest and looked down at the ground in silence. Then up at me. Jake has changed a lot over the months we've been fighting this little war. The look he gave me did not come from my boy Jake, my bud, my pal. It came from a battle commander. Freaky seeing how old Jake has gotten. "Marco, you're my best friend. But if you ever go off like that again you and I will have serious problems." In the old days I'd have said "Bite me," or something equally brilliant. Now I said, "Okay, understood." It was all I could do to stop myself from saying, "Yes, sir." 35 7 At eleven-thirty that night, with my dad safely snoring in his room, I morphed to seagull and flew to one of the little urban parks scattered throughout the downtown area. Benches, shrubs, trash cans, a few spindly trees. A place where the suits go to eat their bagel sandwiches. I landed on the dusty ground to pick through the bounty that is an overturned garbage can when I heard the call of a bird of prey. Reluctantly I turned away from the remains of a gyro and took off to join a red-tailed hawk coming in from the north and a northern harrier, coming from the south. A scavenger like the seagull are good flyers, low and fast. But not nearly as good as hawks 36 and harriers. Too fat from gorging on hot dogs and clams, maybe. By the time I joined Ax and Tobias on the roof of the Sutherland Tower, I was exhausted from pushing for all that altitude. Tobias said. I said confidently. She had to be. The door Tobias had told us about earlier wasn't keeping anyone out, least of all a roach. Clearly at one point someone had pried his way in with a crowbar, leaving gouges plenty wide for even a hefty seagull. But roach was the way to go. They say that after the big one, total nuclear annihilation, when every other living thing has been turned into a pile of glowing mud, roaches will still be powering over the ruins of civilization. The amazing indestructible roach. They adapt almost immediately to whatever poison is unleashed on them. And they eat virtually anything- books, glue, plants, dead fish, old sneakers. It's almost impossible to destroy them. I like that about cockroaches. The wind was whipping. Heavy clouds covered the moon and the stars. Only the lights on in the surrounding buildings pierced the gloom. We were three mutants on a depressing, deserted 37 island in the sky. An acre of tarred gravel and air-conditioning machinery surrounded us. There was a flagpole, no flag. The hoist kept slapping the pole with a sort of hollow twang. The sight of Ax halfway between Andalite and cockroach was more interesting than disturbing. Like an armadillo from planet Kill-or-Be-Killed. A cat-sized beetle with a shell made of steel and six roach legs, each with an Andalite hoof. Add to that a foot-long tail with a spike made to stab and you have one mean-looking being. Tobias, on the other hand, looked disgusting. Red-tailed hawks and cockroaches were not meant to merge. You've got absolute majesty on the one hand and absolute utility on the other. Mother Nature didn't come up with a birdbug on her own for good reason. Tobias's beak had transformed into a jaw, opening and shutting involuntarily. Pencil-size antennae jutted from his head. Two hairy stumps poked from the sides of his hawk neck. His wings had molted and shifted onto his back. I watched as they hardened into translucent shell. Below them I could see roach wings growing out of the top of his head. I shuddered and started my own morph. Focused on all that was roach. Garbage, dark corners, bathrooms, opened cereal boxes . . . 38 My skin hardened first, scalp to toes. My arms fused to my sides, then migrated to my back. Four legs crept out of my sides and I fell forward. The floor had already been getting closer and closer as I shrank to the size of a quarter. My vision pixilated. Compound roach eyes, with about two thousand lenses, were in place. My antennae twitched as the roach's amazing sense of smell surged to life. Roaches can smell everything. Good smells like bacon frying. Bad smells like dog poop. The roof smelled like tar and electricity and cigarette butts. My innards lost definition and became one long intestinal tract. My mouth lost its lips. My tongue gravitated back into my throat and became a crop, a kind of second mouth. And then the roach brain turned on. I was in the open. Way open. No shelter! No protection! Fear! Fear! Fear! I charged ahead and narrowly missed ramming another cockroach. I turned, scrambled across the tar paving of the roof, skittered across a pile of broken glass, and launched. I did an Evel Knievel into Ax. 39 Ax said. <0h, and you're not?> Tobias countered. <0kay, okay, everyone stop,> I said. Ten minutes later we found our way back to the door. We crept through the ravaged door and skittered wildly down the steps. There are two ways a roach can go down a set of stairs. It can climb across each tread and down each riser, or it can simply leap off each step and land on the step below. Unfortunately, we had a lot of steps to go to get down to the twenty-second floor. So I suggested a third possibility. 40 8 I pointed out. Tobias asked. I said. I was afraid he was going to bring that up. Roach eyes couldn't see that far but I was pretty sure it was a straight drop all the way down. Tobias said. The railing was cylindrical painted steel. A bar welded here and there, but basically snaking downward in a long, steep series of tight ovals. 41 Climbing it was hard. Even for a roach. The paint was slick. Fortunately, it had been painted many times and the cracks and runs of many paint jobs gave us footholds. Still, it was like climbing the Washington Monument. At the top we scrambled over onto the railing itself. Picture one of those Olympic ski jumps. Only you can't see well enough to see the end. And it's curved, so you can slide off left or right. And if it's right you are going to fall for about three days. I was in the lead. I said. Tobias said. Ax offered. Ax has no faith in our human ability to do simple things like count. With good reason. I said. I motored my roach legs and rocketed down the railing. Zooooooom! Down the railing! You think a roach looks fast from five feet up as you're trying to stomp it on the kitchen floor? It looks a lot faster down at roach level. 42 My face was a millimeter off the "ground." Like being strapped facedown underneath someone's Porsche. My legs were splayed too wide, so that with each of my steps, each of my six legs slipped off into the air. The result was a sort of lurching, out-of-control run that had me skinning along on my belly half the time. Tobias yelled from behind me. I yelled. I hit the turn going at what felt like two hundred miles an hour. I slid to my right to catch the banked corner. It was total toboggan. It was the luge with rockets strapped to your butt. It was a ride that a skateboarder would have traded his kidneys for. Down at insane speed, feet motoring, slipping, belly skinning, antennae whipping back. The "road" was a balance beam that had been replaced by a pipe. It was insane! I whipped into a second turn, and now my momentum had taken over. There was no stopping. There was no slowing down. We were out of control. We were projectiles, barely making contact with the steel, banking into 5g turns that would have dropped our guts out through our toes. If we'd had guts. Or toes. 43 Floor after floor! Bare escape after bare escape. Skittering, scrabbling, fighting, running like someone who's being dragged behind a bus. Ax yelled. Ax yelled. 44 9 I went into the final turn. No banking this time. It was time for the sled to go off the path while the announcer said, "Oh! Ladies and gentlemen, there's been a terrible accident; I hope everyone's okay!" I hit the turn. I did not drop down to take the turn. I kept motoring, straight ahead. Straight ahead and suddenly my little roach feet were motoring on air. I fell. I fell a long way. Plop! I hit the floor. 45 Plop! Plop! Ax and Tobias landed nearby. I said. Tobias agreed. I said. Ax agreed. We scooted over to, then under a fire door, with the steel scraping our backs, and into the hallway of the twenty-second floor. The hall was dark except for a weak ray of light from the bottom of a closed door just ahead. We raced along the industrial carpet, hugging the wall. Then the door to the lighted office opened. A man stepped out and the hall lights went on. Panic! We stood stock-still as the looming figure took another step. "IRS and their audits," the man muttered. He turned the lights off and locked the door behind him. Then he went ballistic. 46 "Roach!" he cried. I felt the violent vibration of his massive human foot slam down on the carpet. Ax replied. Tobias said. The man walked toward the elevator, muttering about how much rent he was paying for his office and there were roaches and they said it was a luxury building, hah! There was a DING announcing the elevator's arrival. The hall lights went off. The elevator door closed. We were alone on the twenty-second floor. Except, of course, for my mom. No, not my mom, I told myself. I couldn't start thinking that way. She was Visser One. That's who we were up against. We scurried on until we reached what I was pretty sure was the door to the Visser's office. Up along the doorjamb, then across the surface of the door to the base of the window set in the center. The roach's vision was not so spectacular. Still, I could make out enough of the room to decide it looked like a normal office. A reception desk, a plush chair, a leather couch, phones, 47 computer, printer, a copy machine, a coffee-maker. Nothing Yeerk about it at all. Ax said. Tobias said as he led the way. We skittered back down the door and tried to squeeze under it. No luck. Ax noted. I sighed. I led the way up the wall and through the air vent I'd been sucked into that morning. Tobias asked. We scrambled through scatterings of lint and ash to a vent that opened into what had to be the Visser's lair. Assuming the Visser was preparing to go to war with a small country. Ax explained. <0ne can paint a window, project a hologram onto the back of this paint, and thereby disguise a room. The Visser has projected the picture of a normal office onto the back of the paint. Very clever.> 48 Tobias added. I surmised. <0r red-tailed hawks. Let's do this quick and get out of here.> In almost total darkness we crawled out through the grate and along the ceiling until we reached a wall. Then down the wall and onto the gray industrial carpeting. Ax said. In a few minutes, we were in our normal forms. With our keen Andalite, hawk, and human senses. It was then I wished I was still a roach. A roach would not have seen so clearly what I saw now. In the corner of the room was a small, portable Yeerk pool. Like a stainless-steel Jacuzzi. The steel-bound briefcase I'd seen that morning was nearby. On the lip of the portable Yeerk pool was a large clamp. A sort of collar. My mother's neck was in that collar. It held her tight. It held her head sideways, so that one side of her face, one ear, was pressed into the water. 49 The rest of her body stood awkwardly, helplessly, bent over. Ax said coldly. A Yeerk must return to the Yeerk pool every three days to absorb Kandrona rays. Otherwise it starves. The complex box was a portable Kandrona. My mother was, for this time, for just these few moments, my mother. The Yeerk slug that was Visser One was out of her head, in the liquid, feeding. Right now she was my mom. Five steps and I would be beside her. I moved. 50 10 Tobias snapped. A second step. A third! Suddenly there was an Andalite tail blade at my throat. I stopped. Ax said calmly. I grabbed his tail and tried to shove it away. 51 But an Andalite tail is nothing but one long, coiled muscle. It moved about three inches. Tobias said. I stopped trying to push Ax's tail away. Tobias said gently. Ax asked. My mother was locked into a vise, three feet away from me. Maybe Ax was wrong. Maybe I could release the clamp. Maybe . . . I stepped back. I felt like dirt. She was right there! Free, if only for a moment. I could tell her I was okay! I could tell her. . . Nothing. I could tell her nothing. Ax was probably right. I would not have been able to free her. Visser One would reinfest. Security would be breached. Our secret revealed. And then? And then we would have to destroy the innocent as well as the guilty. It made sense. It was the cold, calculated, smart thing to do. 52 I wiped my hand over my face. It came away wet. "What's that? In the corner," I whispered, distracting myself. Tobias said grimly. Ax observed, looking around the room with his stalk eyes. Tobias said. "Yeah. And there's another one on the desk by the window," I whispered. Ax surmised. <0ne use each. It appears the Visser 53 only has six days to finish whatever it is she's started.> "Rot in hell!" It was said softly, but ferociously. We froze. My mother's voice! But who was she talking to? To us? Did she know we were there? Had she heard us? No. No, of course: She was talking to the Yeerk. It must have begun to reinfest her. BBWWBBWWBBWW! The room started to tremble. I jumped, startled out of my trance. Tobias demanded. "Out of here!" I hissed. We darted through a second door. Into a small, private bathroom. BAM! Even in the bathroom I felt the shock of the blow. Someone or something slamming the office door with the force of a battering ram. BAM!BAM! "The Yeerks," I said. "They're here to kill her!" Ax answered coldly. "Not while I stand around and watch," I said. 54 I ignored him. Gorilla. It was my favorite power morph and I was ready to bust some heads. If I couldn't save my mother from her Yeerk, at least I could save her from whoever was trying to kill Visser One. Ax said. "Bull. You're letting your hatred of Yeerks get in the way. If Visser Three is trying to kill Visser One there may be an opening for us." Tobias said thoughtfully. Ax allowed. "Blame me," I muttered. Tobias said with a laugh. FWAM! The outer door crashed in. TSEEEW! TSEEEW! The familiar sounds of Dracon beams firing! I opened the bathroom door. In the office, total chaos. The Visser had freed my mother's body from the pool and she was crouched behind the surveillance console. She was firing a Dracon beam. A Hork-Bajir was staggering back, a burning hole in its chest. But more were pushing through the doorway. I said, now fully gorilla. I opened the bathroom door and barreled out. 55 Visser One shot a surprised glance at me. She hesitated. Should she shoot? Two huge Hork-Bajir rushed her. She turned her attention back to them. Too late! A bladed arm swung. It was meant to remove my mother's arm. It missed and knocked the weapon from her hand. She was helpless. The Hork-Bajir leaned close. WHUMPF! My fist flattened the snout of the Hork-Bajir. He staggered back. Visser One dived for her Dracon beam. Ax leaped from the bathroom. "Andalite!" one of the Hork-Bajir yelled in shock. FWAPP! Ax's tail blade did to the Hork-Bajir what he'd intended doing to my mom. But the Hork-Bajir were still coming. There were four in the room. More outside. "Tseeeeer!" Tobias flapped, talons out. A flurry of russet feathers and the Hork-Bajir fell back, clutching his eyes. We fought our way through the stunned aliens, smashing and slashing. And then, out of the corner of my eye, I saw Visser One level her Dracon beam. At me! 56 Too far away for me to reach her. I yelled. FWAPP! The bullwhip-fast tail slammed the portable Kandrona and knocked it into her head. he said to her. "I don't take help from Andalites!" she screamed in rage. But her weapon was out of reach. Hork-Bajir blocked any hope of retrieving it. The Visser turned and ran into the bathroom. I jumped to my feet, just in time, for an injured Hork-Bajir flailing blindly was about to cut a deep gash in my side. I grabbed it by one of its bladed arms and flung it into a wall. I sunk my fist into a second Hork-Bajir. And Tobias did his own damage. But it was Ax who was winning this fight. His tail was whipping left, right, too fast for the eye to follow. The Hork-Bajir fell back before him. Fell back fighting at first, then in panic. They fought to get back out through the door. I grabbed the splintered mess of door and shoved it back in place. I gave Ax a look. he said modestly. 57 Tobias said, hawk head cocked. I picked up a chair and threw it against the window. It shattered. I said. Tobias flew out through shards of glittering glass. He reported immediately. "Die, Andalite!" The bathroom door flew open. An arm was raised. A frail-looking arm. With a not-at-all-frail-looking Dracon beam. She'd stashed a weapon in the bathroom! TSEEEW! TSEEEW! The light beams were aimed dead-center at Ax. But Ax wasn't there by the time she'd pulled the trigger. I dove for the floor and shot forward, sliding on spilt Hork-Bajir blood. The Visser was crouched behind the surveillance console again, hate in her eyes. In my massive fist I grabbed one of the Visser's enormous briefcases and blocked a shot aimed at my head. With all the power of my gorilla muscles and all the rage of a kid bent on revenge, I leaped for- 58 ward, tumbled over the surveillance console, and onto Visser One. WHHUMMPPFFF. Four hundred pounds of muscle and flesh crushing my mother's slim human body. I stood up, yanked her to her feet, calmly disarmed her, and tossed the weapon aside. I put her in an armlock. A gentle armlock. Ax sneered. "So why don't you kill me?" Visser One spat. "Arrogant Andalite filth! Why don't you kill me now?" Ax said, nodding to me. 59 11 Ax said in public thought-speak. But in a private aside, heard only by me and Tobias, he added, I tightened my grip. Let her feel the irresistible power in my arms. I resisted the urge to cry, "I'm sorry, Mom!" "Stop!" the Visser screamed. "Don't kill me!" I relaxed my massive arms. My mother's human body slumped. I could hear her labored breathing. See her shoulder blades through the thin silk blouse she wore. 60 Ax taunted. "Elfangor's brother! I might have known some branch of his squalid, cowardly family still lived! But it was Visser Three who ended Elfangor's evil life. He's the one you want. And so do I. I want him dead as much as you do. Not that I wouldn't have been proud to claim Elfangor as my own victim." I said. I couldn't hold her any longer. I was halfway between a loving hug and a furious strangle. Ax said privately. Tobias said. I let her go. She straightened her blonde wig and took a few deep breaths. I knocked the wig from her head with a sudden backhand. I don't know why. The Visser... my mother. . . shot me a look of cold amusement. "Gentle Andalite warrior," she said mockingly. I snapped. "I won't be alive for long," she said, suddenly weary. "Visser Three had accused me of treason. Now, once his Hork-Bajir report, he'll have the proof he can take to the Council of Thirteen. 61 They've issued a gashad. A warrant to kill me on sight." Tobias flew over to the photographs we'd seen earlier. She laughed. "And wouldn't you like to know its every detail." Ax said. "I'm already dead." Ax said. Her dark eyes glittered. "You help me destroy Visser Three, then you destroy me. Is that the plan?" I said bluntly. She laughed derisively. "The truth. You do me the honor of not taking me for a fool." I said. She leaned close, bringing her face so close to mine. "Yes, I will." Ax said, I watched as my mother's body straightened. Her voice was calm, unemotional. "I had returned to Earth to construct an underwater 62 facility. It would produce a host body useful for the invasion of Leera. But, as you Andalites know, that facility was destroyed. I was disgraced. I was demoted to sub-Visser rank. But Visser Three set out to complete my destruction. He told anyone who would listen that I was a traitor. The Council of Thirteen believed him and issued the gashad. I have been in hiding ever since." Ax said.