Miss Sidley was her name, and teaching was her game.

She was a small woman who had to stretch to write on the highest level of the blackboard, which she was doing now. Behind her, none of the children giggled or whispered or munched on secret sweets held in cupped hands. They knew Miss Sidley's deadly instincts too well. Miss Sidley could always tell who was chewing gum at the back of the room, who had a beanshooter in his pocket, who wanted to go to the bathroom to trade baseball cards rather than use the facilities. Like God, she seemed to know everything an at once.

She was graying, and the brace she wore to support her failing back was limned clearly against her print dress. Small, constantly suffering, gimleteyed woman. But they feared her. Her tongue was a schoolyard legend. The eyes, when focused on a giggler or a whisperer, could turn the stoutest knees to water.

Now, writing the day's list of spelling words on the board, she reflected that the success of her long teaching career could be summed and checked and proven by this one everyday action: she could turn her back on her pupils with confidence.

'Vacation,' she said, pronouncing the word as she wrote it in her firm, no-nonsense script. 'Edward, please use the word vacation in a sentence.'

'I went on a vacation to New York City,' Edward piped. Then, as Miss Sidley had taught, he repeated the word carefully. 'Vay-cay-shun.'

'Very good, Edward.' She began on the next word.

She had her little tricks, of course; success, she firmly believed, depended as much on the little things as on the big ones. She applied the principle constantly in the classroom, and it never failed.

'Jane,' she said quietly.

Jane, who had been furtively perusing her Reader, looked up guiltily.

'Close that book right now, please.' The book shut; Jane looked with pale, hating eyes at Miss Sidley's back. 'And you will remain at your desk for fifteen minutes after the final bell.'

Jane's lips trembled. 'Yes, Miss Sidley.'

One of her little tricks was the careful use of her glasses. The whole class was reflected in their thick lenses and she had always been thinly amused by their guilty, frightened faces when she caught them at their nasty little games. Now she saw a phantomish, distorted Robert in the first row wrinkle his nose. She did not speak. Not yet. Robert would hang himself if given just a little more rope.

'Tomorrow,' she pronounced clearly. 'Robert, you will please use the word tomorrow in a sentence.'

Robert frowned over the problem. The classroom was hushed and sleepy in the late-September sun. The electric clock over the door buzzed a rumor of three o'clock dismissal just a half-hour away, and the only thing that kept young heads from drowsing over their spellers was the silent, ominous threat of Miss Sidley's back.

'I am waiting, Robert.'

'Tomorrow a bad thing will happen,' Robert said. The words were perfectly innocuous, but Miss Sidley, with the seventh sense that all strict disciplinarians have, didn't like them a bit. 'Too-mor-row,' Robert finished. His hands were folded neatly on the desk, and he wrinkled his nose again. He also smiled a tiny side-of-the-mouth smile. Miss Sidley was suddenly, unaccountably sure Robert knew about her little trick with the glasses.

All right; very well.

She began to write the next word with no word of commendation for Robert, letting her straight body speak its own message. She watched carefully with one eye. Soon Robert would stick out his tongue or make that disgusting finger-gesture they all knew (even the girls seemed to know it these days), just to see if she really knew what he was doing. Then he would be punished.

The reflection was small, ghostly, and distorted. And she had all but the barest comer of her eye on the word she was writing.

Robert changed.

She caught just a flicker of it, just a frightening glimpse of Robert's face changing into something ... different.

She whirled around, face white, barely noticing the protesting stab of pain in her back.

Robert looked at her blandly, questioningly. His hands were neatly folded. The first signs of an afternoon cowlick showed at the back of his head. He did not look frightened.

I imagined it, she thought. I was looking for something, and when there was nothing, my mind just made something up. Very cooperative of it. However

'Robert?' She meant to be authoritative; meant for her voice to make the unspoken demand for confession. It did not come out that way.

'Yes, Miss Sidley?' His eyes were a very dark brown, like the mud at the bottom of a slow-running stream.

'Nothing.'

She turned back to the board. A little whisper ran through the class.

'Be quiet!' she snapped, and turned again to face them. 'One more sound and we will all stay after school with Jane!' She addressed the whole class, but looked most directly at Robert. He looked back with childlike innocence: Who, me? Not me, Miss Sidley.

She turned to the board and began to write, not looking out of the corners of her glasses. The last half-hour dragged, and it seemed that Robert gave her a strange look on the way out. A look that said, We have a secret, don't we?

The look wouldn't leave her mind. It was stuck there, like a tiny string of roast beef between two molars - a small thing, actually, but feeling as big as a cinderblock.

She sat down to her solitary dinner at five (poached eggs on toast) still thinking about it. She knew she was getting older and accepted the knowledge calmly. She was not going to be one of those old-maid schoolmarms dragged kicking and screaming from their classes at the age of retirement. They reminded her of gamblers unable to leave the tables while they were losing. But she was not losing. She had always been a winner.

She looked down at her poached eggs.

Hadn't she?

She thought of the well-scrubbed faces in her third-grade classroom, and found Robert's face most prominent among them.

She got up and switched on another light.

Later, just before she dropped off to sleep, Robert's face floated in front of her, smiling unpleasantly in the darkness behind her lids. The face began to change

But before she saw exactly what it was changing into, darkness overtook her.

Miss Sidley spent an unrestful night and consequently the next day her temper was short. She waited, almost hoping for a whisperer, a giggler, perhaps a note-passer. But the class was quiet - very quiet. They all stared at her unresponsively, and it seemed that she could feel the weight of their eyes on her like blind, crawling ants.

Stop that! she told herself sternly. You're acting like a skittish girl just out of teachers' college!

Again the day seemed to drag, and she believed she was more relieved than the children when the last bell rang. The children lined up in orderly rows at the door, boys and girls by height, hands dutifully linked.

'Dismissed,' she said, and listened sourly as they shrieked their way down the hall and into the bright sunlight.

'Miss Sidley?'

Her head jerked up and a little Oh! hiccupped involuntarily from her throat.

It was Mr Hanning. He smiled apologetically. 'Didn't mean to disturb you.'

'Quite all right,' she said, more curtly than she had intended. What had she been thinking? What was wrong with her?

'Would you mind checking the paper towels in the girls' lav?'

'Surely.' She got up, placing her hands against the small of her back. Mr Hanning looked at her sympathetically. Save it, she thought. The old maid is not amused. Or even interested.

She brushed by Mr Hanning and started down the hall to the girls' lavatory. A snigger of boys carrying scratched and pitted baseball equipment grew silent at the sight of her and leaked guiltily out the door, where their cries began again.

Miss Sidley frowned after them, reflecting that children had been different in her day. Not more polite - children have never had time for that - and not exactly more respectful of their elders; it was a kind of hypocrisy that had never been there before. A smiling quietness around adults that had never been there before. A kind of quiet contempt that was upsetting and unnerving. As if they were ...

She pushed the thought away and went into the lavatory. It was a small, L-shaped room. The toilets were ranged along one side of the longer bar, the sinks along both sides of the shorter one..

As she checked the paper-towel containers, she caught a glimpse of her face in one of the mirrors and was startled into looking at it closely. She didn't care for what she saw - not a bit. There was a look that hadn't been there two days before, a frightened, watching look. With sudden shock she realized that the blurred reflection in her glasses of Robert's pale, respectful face had gotten inside her and was festering.

The door opened and she heard two girls come in, giggling secretly about something. She was about to turn the comer and walk out past them when she heard her own name. She turned back to the washbowls and began checking the towel holders again.

'And then he-'

Soft giggles.

'She knows, but-'

More giggles, soft and sticky as melting soap.

'Miss Sidley is-'

By moving slightly she could see their shadows, made fuzzy and W-defined by the diffuse light filtering through the frosted windows, holding onto each other with girlish glee.

Another thought crawled up out of her mind.

Yes. Yes they did. The little bitches knew.

She would shake them. Shake them until their teeth rattled and their giggles turned to wails, she would thump their heads against the tile walls and she would make them admit that they knew.

That was when the shadows changed. They seemed to elongate, to flow like dripping tallow, taking on strange hunched shapes that made Miss Sidley cringe back against the porcelain washstands, her heart swelling in her chest.

But they went on giggling.

The voices changed, no longer girlish, now sexless and soulless, and quite, quite evil. A slow, turgid sound of mindless humor that flowed around the corner to her like sewage.

She stared at the hunched shadows and suddenly screamed at them. The scream went on and on, swelling in her head until it attained a pitch of lunacy. And then she fainted. The giggling, like the laughter of demons, followed her down into darkness.

She could not, of course, tell them the truth.

Miss Sidley knew this even as she opened her eyes and looked up at the anxious faces of Mr Hanning and Mrs Crossen. Mrs Crossen was holding the bottle of smelling salts from the gymnasium first-aid kit under her nose. Mr Hanning turned around and told the two little girls who were looking curiously at Miss Sidley to go home now, please.

They both smiled at her - slow, we-have-a-secret smiles - and went out.

Very well, she would keep their secret. For awhile. She would not have people thinking her insane, or that the first feelers of senility had touched her early. She would play their game. Until she could expose their nastiness and rip it out by the roots.

'I'm afraid I slipped,' she said calmly, sitting up and ignoring the excruciating pain in her back. 'A patch of wetness.'

'This is awful,' Mr Hanning said. 'Terrible. Are you-'

'Did the fall hurt your back, Emily?' Mrs Crossen interrupted. Mr Hanning looked at her gratefully.

Miss Sidley got up, her spine screaming in her body.

'No,' she said. 'In fact, the fall seems to have worked some minor chiropractic miracle. My back hasn't felt this well in years.'

'We can send for a doctor-' Mr Hanning began.

'Not necessary.' Miss Sidley smiled at him coolly.

'I'll call you a taxi from the office.'

'You'll do no such thing,' Miss Sidley said, walking to the door of the girls' lav and opening it. 'I always take the bus.'

Mr Hanning sighed and looked at Mrs Crossen. Mrs Crossen rolled her eyes and said nothing.

The next day Miss Sidley kept Robert after school. He did nothing to warrant the punishment, so she simply accused him falsely. She felt no qualms; he was a monster, not a little boy. She must make him admit it.

Her back was in agony. She realized Robert knew; he expected that would help him. But it wouldn't. That was another of her little advantages. Her back had been a constant pain to her for the last twelve years, and there had been many times when it had been this bad - well, almost this bad.

She closed the door, shutting the two of them in.

For a moment she stood stiff, training her gaze on Robert. She waited for him to drop his eyes. He didn't. He looked back at her, and presently a little smile began to play around the comers of his mouth.

'Why are you smiling, Robert?' she asked softly.

'I don't know,' Robert said, and went on smiling.

'Tell me, please.'

Robert said nothing.

And went on smiling.

The outside sounds of children at play were distant, dreamy. Only the hypnotic buzz of the wall clock was real.

'There's quite a few of us,' Robert said suddenly, as if he were commenting on the weather.

It was Miss Sidley's turn to be silent.

'Eleven right here in this school.'

Quite evil, she thought, amazed. Very, incredibly evil.

'Little boys who tell stories go to hell,' she said clearly. 'I know many parents no longer make their ... their spawn ... aware of that fact, but I assure you that it is a true fact, Robert. Little boys who tell stories go to hell. Little girls too, for that matter.'

Robert's smile grew wider; it became vulpine. 'Do you want to see me change, Miss Sidley? Do you want a really good look?'

Miss Sidley felt her back prickle. 'Go away,' she said curdy. 'And bring your mother or your father to school with you tomorrow. We'll get this business straightened out.' There. On solid ground again. She waited for his face to crumple, waited for the tears.

Instead, Robert's smile grew wider - wide enough to show his teeth. 'It will be just like Show and Tell, won't it, Miss Sidley? Robert - the other Robert - he liked Show and Tell. He's still hiding way, way down in my head.' The smile curled at the corners of his mouth like charring paper.

'Sometimes he runs around ... it itches. He wants me to let him out.

'Go away,' Miss Sidley said numbly. The buzzing of the clock seemed very loud.

Robert changed.

His face suddenly ran together like melting wax, the eyes flattening and spreading like knife-struck egg yolks, nose widening and yawning, mouth disappearing. The head elongated, and the hair was suddenly not hair but straggling, twitching growths.

Robert began to chuckle.

The slow, cavernous sound came from what had been his nose, but the nose was eating into the lower half of his face, nostrils meeting and merging into a central blackness like a huge, shouting mouth.

Robert got up, still chuckling, and behind it all she could see the last shattered remains of the other Robert, the real little boy this alien thing had usurped, howling in maniac terror, screeching to be let out.

She ran.

She fled screaming down the corridor, and the few late-leaving pupils turned to look at her with large and uncomprehending eyes. Mr Hanning jerked open his door and looked out just as she plunged through the wide glass front doors, a wild, waving scarecrow silhouetted against the bright September sky.

He ran after her, Adam's apple bobbing. 'Miss Sidley! Miss Sidley!'

Robert came out of the classroom and watched curiously.

Miss Sidley neither heard nor saw. She clattered down the steps and across the sidewalk and into the street with her screams trailing behind her. There was a huge, blatting horn and then the bus was looming over her, the bus driver's face a plaster mask of fear. Air brakes whined and hissed like angry dragons.

Miss Sidley fell, and the huge wheels shuddered to a smoking stop just eight inches from her frail, brace-armored body. She lay shuddering on the pavement, hearing the crowd gather around her.

She turned over and the children were staring down at her. They were ringed in a tight little circle, like mourners around an open grave. And at the head of the grave was Robert, a small sober sexton ready to shovel the first spade of dirt into her face.

From far away, the bus driver's shaken babble: '...crazy or somethin ... my God, another half a foot . . .'

Miss Sidley stared at the children. Their shadows covered her. Their faces were impassive. Some of them were smiling little secret smiles, and Miss Sidley knew that soon she would begin to scream again.

Then Mr Hanning broke their tight noose, shooed them away, and Miss Sidley began to sob weakly.

She didn't go back to her third grade for a month. She told Mr Hanning calmly that she had not been feeling herself, and Mr Hanning suggested that she see a reputable doctor and discuss the matter with him. Miss Sidley agreed that this was the only sensible and rational course. She also said that if the school board wished for her resignation she would tender it immediately, although doing so would hurt her very much. Mr Hanning, looking uncomfortable, said he doubted if that would be necessary. The upshot was that Miss Sidley came back in late October, once again ready to play the game and now knowing how to play it.

For the first week she let things go on as ever. It seemed the whole class now regarded her with hostile, shielded eyes. Robert smiled distantly at her from his front-row seat, and she did not have the courage to take him to task.

Once, while she was on playground duty, Robert walked over to her, holding a dodgem. ball, smiling. 'There's so many of us now you wouldn't believe it,' he said. 'And neither would anyone else.' He stunned her by dropping a wink of infinite slyness. 'If you, you know, tried to tell em.'

A girt on the swings looked across the playground into Miss Sidley's eyes and laughed at her.

Miss Sidley smiled serenely down at Robert. 'Why, Robert, whatever do you mean?'

But Robert only continued smiling as he went back to his game.

Miss Sidley brought the gun to school in her handbag. It had been her brother's. He had taken it from a dead German shortly after the Battle of the Bulge. Jim had been gone ten years now. She hadn't opened the box that held the gun in at least five, but when she did it was still there, gleaming dully. The clips of ammunition were still there, too, and she loaded the gun carefully, just as Jim had shown her.

She smiled pleasantly at her class; at Robert in particular. Robert smiled back and she could see the murky alienness swimming just below his skin, muddy, full of filth.

She had no idea what was now living inside Robert's skin, and she didn't care; she only hoped that the real little boy was entirely gone by now. She did not wish to be a murderess. She decided the real Robert must have died or gone insane, living inside the dirty, crawling thing that had chuckled at her in the classroom and sent her screaming into the street. So even if he was still alive, putting him out of his misery would be a mercy.

'Today we're going to have a Test,' Miss Sidley said.

The class did not groan or shift apprehensively; they merely looked at her. She could feel their eyes, like weights. Heavy, smothering.

'It's a very special Test. I will call you down to the mimeograph room one by one and give it to you. Then you may have a candy and go home for the day. Won't that be nice?'

They smiled empty smiles and said nothing.

'Robert, will you come first?'

Robert got up, smiling his little smile. He wrinkled his nose quite openly at her. 'Yes, Miss Sidley.'

Miss Sidley took her bag and they went down the empty, echoing corridor together, past the sleepy drone of classes reciting behind closed doors. The mimeograph room was at the far end of the hall, past the lavatories. It had been soundproofed two years ago; the big machine was very old and very noisy.

Miss Sidley closed the door behind them and locked it.

'No one can hear you,' she said calmly. She took the gun from her bag. 'You or this.'

Robert smiled innocently. 'There are lots of us, though. Lots more than here.' He put one small scrubbed hand on the paper-tray of the mimeograph machine. 'Would you like to see me change again?'

Before she could speak, Robert's face began to shimmer into the grotesqueness beneath and Miss Sidley shot him. Once. In the head. He fell back against the paper-lined shelves and slid down to the floor, a little dead boy with a round black hole above his right eye.

He looked very pathetic.

Miss Sidley stood over him, panting. Her cheeks were pale.

The huddled figure didn't move.

It was human.

No!

No! No, no, no!

She went back up to the room and began to lead them down, one by one. She killed twelve of them and would have killed them all if Mrs Crossen hadn't comedown for a package of composition paper.

Mrs Crossen's eyes got very big; one hand crept up and clutched her mouth. She began to scream and she was still screaming when Miss Sidley reached her and put a hand on her shoulder. 'It had to be done, Margaret,' she told the screaming Mrs Crossen. 'It's terrible, but it had to. They are all monsters.'

Mrs Crossen stared at the gaily-clothed little bodies scattered around the mimeograph and continued to scream. The little girl whose hand Miss Sidley was holding began to cry steadily and monotonously: 'Waahhh ... waahhhh ... waahhhh.'

'Change,' Miss Sidley said. 'Change for Mrs Crossen. Show her it had to be done.'

The girl continued to weep uncomprehendingly.

'Damn you, change!' Miss Sidley screamed. 'Dirty bitch, dirty crawling, filthy unnatural bitch! Change! God damn you, change!' She raised the gun. The little girl cringed, and then Mrs Crossen was on her like a cat, and Miss Sidley's back gave way.

No trial.

The papers screamed for one, bereaved parents Swore hysterical oaths against Miss Sidley, and the city sat back on its haunches in numb shock, but in the end, cooler heads prevailed and there was no trial. The State Legislature called for more stringent teacher exams, Summer Street School closed for a week of mourning, and Miss Sidley went quietly to juniper Hill in Augusta. She was put in deep analysis, given the most modem drugs, introduced into daily work-therapy sessions. A year later, under strictly controlled conditions, Miss Sidley was put in an experimental encounter-therapy situation.

Buddy Jenkins was his name, psychiatry was his game.

He sat behind a one-way glass with a clipboard, looking into a room which had been outfitted as a nursery. On the far wall, the cow was jumping over the moon and the mouse ran up the clock. Miss Sidley sat in her wheelchair with a story book, surrounded by a group of trusting, drooling, smiling, cataclysmically retarded children. They smiled at her and drooled and touched her with small wet fingers while attendants at the next window watched for the first sign of an aggressive move.

For a time Buddy thought she responded well. She read aloud, stroked a girl's head, consoled a small boy when he fell over a toy block. Then she seemed to see something which disturbed her; a frown creased her brow and she looked away from the children.

'Take me away, please,' Miss Sidley said, softly and tonelessly, to no one in particular.

And so they took her away. Buddy Jenkins watched the children watch her go, their eyes wide and empty, but somehow deep. One smiled, and another put his fingers in his mouth slyly. Two little girls clutched each other and giggled.

That night Miss Sidley cut her throat with a bit of broken mirror-glass, and after that Buddy Jenkins began to watch the children more and more. In the end, he was hardly able to take his eyes off them.