The engines of the Sea Duck roared to life, giving Baloo a happy feeling that today was going to be a great day. With the tip of his pilots cap, he opened the cockpit door and began to climb in, but...

"Baloo!" Rebecca Cunningham shouted, storming down toward Baloo. "Where do you think you're going? You still haven't finished doing the innovatory."

Baloo wasn't in the mood right now to answer her, so he kept his mouth shut and tried to climb back in the cockpit.

However, Rebecca grabbed his flight shirt and pulled him down. She tapped her foot and waited to hear the next lame excuse he had to offer. Baloo smiled. "I was just going to see if I could find out where I lost the cargo," he lied, but his boss wasn't falling for it.

If he said: I'm going to Louise's place, Rebecca would have believed that. If he said: I'm just going to take the old girl out for a spin, she would have excepted that, but for Baloo to go looking for some lost cargo, now that was no doubt a lie. No! Rebecca had lost her cool with all the lying and now it was time to bring down the hammer.

"Baloo, I can't take this any more," she fumed. Baloo's smile slowly faded. "Every time you leave to go out for a spin in the Sea Duck, I get stuck dealing with the kids, making sure Wildcat doesn't blow up my office and I also try to keep my business in the black."

"Don't give me any of you're fancy business talk, Becky," he groaned, frowning.

Soon the argument became a bitter battle of pride and insults. Every time Rebecca tried to bring Baloo down, he would counter back with even meaner things to say. He probably didn't mean to say some of things he did, but it happened and Rebecca, who was know for her hot temper, started to really lose her temper with Baloo.

About this time, Kit and Molly would be returning from school. It didn't take them long to hear Baloo and Rebecca arguing like two out of control teenagers. Kit didn't want Molly hearing any of the argument, so he had her go inside the office. And good thing to, because what was starting to come out of Baloo's mouth was pretty bad.

"I don't give a damn if you think I'm a no-good lying pilot," Baloo cursed, shooting a look of hate at Rebecca. "Why the hell can't you just leave me alone?"

Kit could already see the hurt building in Rebecca's eyes. Tears were being barely held in check as she continued to fight with Baloo.

"Why can't you see the truth, Baloo?" she stared at him accusingly, the anger plainly seen in her face. "You probably can't even picture how hard I have to work when you are out having all the fun. What I do is for the best of Higher for Hire, and for Kit and Molly. I thought you had changed when Kit met you, but all I see is a fat old bear who has no respect for anyone but himself."

"Don't talk to me that way. I'm not sixteen and you aren't Kit's mother." Baloo snapped.

"I am the closet thing he has to a mother. You're just a bad excuse of a father that is going to ruin Kit's life." Rebecca screamed.

Then what happened next was something no one was suspecting.

Baloo didn't plan to slap her, his hand was just moving on its own accord. The very sight shocked Kit. Rebecca's mouth hung open in shock, her hand touching her stinging, reddened cheek.

"You son of a bitch," Rebecca whispered softly. "How dare you hit me? I'm your boss. You know what I can do to you?"

"What? Are you going to fire me, boss lady? Kind of hard to cut me off anymore than you already have." Baloo growled.

She looked so mad and hurt that it made Baloo suddenly regret what he did, but came next was something he wished he never heard next.

"Baloo! Why'd you do that?!" Kit shouted, running over to Rebecca's side. The young cub looked at where Baloo had slapped her, he shot a glance at him and frowned. "You just hit our boss, and over what? Some stupid argument."

Baloo had never seen Kit look at him with such anger. "I-I didn't... I mean," no matter how hard he tried, Baloo couldn't find the words. The look Kit gave him was still there, and now Rebecca, with tears in her eyes shot an angry glace at. Then he did the one thing he could think of. The one decision that would be his worst idea of all.

Baloo just turned, jumped in his plane and flew off. Leaving Kit and Rebecca there on the dock. Their shouting carried his name over the winds, but it was the only thing Baloo could hear.

"It isn't my fault!" Baloo shouted, slamming his fists on the control panel. It was like he had his own privet war with himself.

Far off in the icy north, the Iron Vulture flew through the freezing rain. The crew was grateful for the ship's mighty engine which kept them warm, safe from coldness that beat down outside. Up on the command deck, Don Karnage was sitting in his chair, board out of his life. It had been two weeks and there had been no sign of any would be victims.

I just wish a plane would zip by us. The captain thought to himself with a frown. Just then, "Captain! The Sea Duck has been spotted coming straight at us!" Mad Dog shouted as he ran to his captain's side.

"That bothersome, Baloo has answered my prayers," Karnage laughed, then grabbed the helm and turned the Iron Vulture into the wind. "Mad Dog, have the crew be ready for a joyful plunder. Today, Baloo has made Don Karnage, which is me, very happy."

With that, Mad Dog gave the order, and just like clock work, the crew were rushing to their stations. Ready to shoot down Baloo-and shoot him too for all the bad times he gave them.

Baloo flew through the storm, never suspecting that he was about to attacked. In fact the only thing on his mind was how he had so wrongly smacked Rebecca. Baloo never felt such pain in life, but a new pain took its place.

The sound of gunfire erupted from out of nowhere. Bullets riddled the Sea Duck's right wing and cockpit. Baloo didn't know what hit him until two stray bullets took him in the left shoulder and in his right hand.

From the command deck, Karnage watch with a victorious smile as the Sea Duck went down. He had seen the blood spray against the cockpit's window, which suggested that Baloo had been killed in his ambush.

"Baloo," he said calmly, "we're even now."

Then, the Sea Duck and Baloo his the frozen water below. The air pirates didn't want to take the chance of Baloo making it out alive so they dropped bombs, fire at the area where the plane went down. Smoke and fire spread around the ice. Mad Dog flew closer to get a better view.

"The Sea Duck is gone," he gasped, unable to believe his own eyes. "We killed Baloo!"

Now they were sure that Baloo was dead, never a again to be seen. So the pirates returned to the Iron Vulture full of pride. Karnage sat back down and pulled out a victory bottle of soda pop. "This is for you, Baloo," he said taking a sip, but for some reason, Karnage suddenly felt really sad. He had indeed hated Baloo, so why was he sad? Maybe because without Baloo, he had no one that could stand up to him.