The world was filled with smoke and flame, he is flying along on his spaceboard alongside his sister. Throwing capsules taking out as many plundarian mutants as they can. They make a good team himself and his sister, compensating for each other's weaknesses. Her boldness and his awkwardness as they zip through the invading army. Suddenly someone shouts that they have vitral missiles launched, exploding near the lair with a fantastic boom, ringing his ears. Sometime later he's not sure, he hears Cheetara yell for him and his sister to get back in the lair, at first they refuse however after a while they relent, going back to the lair to await their fate.

Time passes and he is older now. Master had severely beaten him for an infraction before locking him in the dungeon located within the bowls of the pyramid. Now several weeks and another beating later. Mumm-ra has dragged the young boy to the ruins of the former Cat's Lair

There stood Bengali along with a few mutants who were holding the young white tiger captive

"Bengali" the young boy called out, his master smacks him to the ground "Shut-up boy, watch and listen" his master said as he pulls him up harshly. He motions the mutants to move forward with Bengali. From his vantage point he can now see that Bengali is bound in thundraium chains, weakening his comrade they lock eyes for a terrible moment. It's then that his master casts a spell upon him, leaving him paralyzed and unable to move or close his eyes, unable to help.

"Now boy like I said watch." Master says as he motions to the mutants to begin their attack. First one, of the mutants to his horror takes Bengali's weapon the hammer of thundera, and strikes him in the back, he watches as Bengali falls to the ground with a sickening crack

Bengali is filled with either arrogance or cockiness, because he smirks despite the pain. The blood drips from his split lip.

"That's the best you got, you sick fuck." Mumm-ra smiles and laughs, motioning the mutants to hit him again, this time the hammer strikes Bengali's face, and the mutants laugh with glee. There is a tiny flash in the darkness and to the young boy's horror he realizes that one of the mutants has Panthro's nun chucks. Master notices this and smiles.

"Hang him up you filthy ingrates." the mutant then wraps the nun chucks around Bengali's neck choking him as the hung him against the wall, then master moves forward drawing his sword stabbing Bengali, cutting a line from groin to stomach, allowing blood intestine and other things to fall upon the ground with a sickening wet plop. The tiger screamed his eyes never leaving Kats….

Master then approached him "Let, this be a lesson boy, never betray me, or the same will happen to you." he said holding the young boys face "And think of your dear sister, so young and sweet, and nearly ripe for the plucking..." Then master left him to watch as the mutants wrote in Bengali's blood…

"To all those who oppose Mumm-ra.

Let this serve as a warning…"

Kat, awoke with a start shooting up from the bed

"I'm sorry Bengali, I'm so sorry." he cried. Squeezing his eyes shut placing his hand upon his face, in an effort to suppress the guilt and shame.

In his younger days both he and older by a couple of minutes sister, were known by their nicknames of Wilykit and Wilykat, they had been junior Thundercats in training. All was good until the day his so called king Lion-O had gone into the book of omens to further his so called training. To which Kat thought was a little strange, but as usual since he was so shy in comparison to his sister then. He didn't voice his opinion and mutely followed the others lead.

Building the city aiding the refugees who had come home following the signal that his so called lord had sent out to bring them home. Then a year into Lion-O's absence, came the dark day when Mumm-ra invaded using armies from Plundarr. They fought back, of course they had fought back, and he'd even say valiantly however it was all for naught, since they'd never formed a new military. The others thinking that they'd never need it. Another thing that Kat thought was strange. So due too of the lack of foresight by the others. Mumm-ra's forces proved too strong for them, and they lost the war, they lost Thundera. Both Kat and his sister were captured placed in the pyramid bound in gold chains, forever in servitude to that monster. Or so he thought, as if by some miracle Snarf had found the key to the book of Omens and somehow had managed to summon Lion-O from it. But it was too late he'd thought then, Mumm-ra's forces were too strong, Lion-O too arrogant and weak, they'd lose for sure and then where would they be.

Dead that was it.

So fearing his master's cruelty, for his sister's life he did the only thing that he thought he could do to save his sister from Lion-O's arrogance, he'd allowed Mumm-ra to trick him into betraying his friends. He was such a fool. He'd become a traitor he was a freaking traitor. No better than Grune

That was fifteen years ago and so much had changed.

In the immediate aftermath of the rebellion Mumm-ra had captured him again and tried to mold him into his general, a great wizard after himself. Perhaps he should thank the evil bastard he thought wirily. For if he hadn't had held him captive he never would have discovered that his body and mind were very attuned to magic so, attuned in fact that a mysterious benefactor a priestess known as Felina helped mold him turning an insecure young man, into something more.

He then choose forgo being called Wilykat, and began to go by his given name of Katan, but still replying to kat. He met the woman who would become the love of his life .His Snownora, a beautiful deaf woman of the Snow Leopard Clan, a few years his junior.

Soft hands grip his wrists, then one glides up to caress his face, turning it to face her. She tilts her head to the side, her eyes filled with sympathy and concern.

"Are you all right?" Snownora asks in thunderin sign language. Kat glances down at his hands

"I…didn't mean to wake you" he mouths quietly, caressing her hair, it's not much of a reply, but he doesn't really need to give one

"You didn't wake me." she's lying and he probably knows it, but she doesn't care He's in pain, she feels it, it's written all over his face and body. She doesn't need his telepathy to see that. He's having those nightmares again, maybe it's the one about Bengali's death, or perhaps the one where his sister Kit calls him a traitor.

He thinks that he is one. Believes it with every fiber of his being

Though in her heart she knows it's not true, he is not a traitor. Mumm-ra was a sociopath a sadistic monster, fear can make you do irrational things. If she knew one thing it was fear, monsters and Mumm-ra wasn't the only one. Shaking her head to chase the memories away she turned her thoughts back to Kat he is a wonderful, cunning, strong and brave man. Who made something of himself after everything he'd been through? She wishes he saw what she did raising her hands to cup his face, then light as a feather she traced the scar that ran from the bridge of his nose to under his eye, the one he gave himself. He leans his forehead into hers, neither one moving, just being.

He finds himself curling into her burying his face into her hair, he is brought to a sensual awareness, of her, giving feather light kisses along her neck and collar bone then capturing her lips, welcoming the warmth of what she offers him, drinking it in hungrily, greedily like a man who has been without water for so long .

She's his comfort, his Snownora he thinks in the silence. She is warm and soft tasting of the sweet honey berry wine that the bulbils used to make back on third earth during his childhood. She smells of blossoms, mixed with the salt of the sea. It's intoxicating, he finds that he is losing himself in her, his safe haven in the storm.

The capital city of New Thundera is a bustling metropolis. Tall skyscrapers reached towards the heavens. Upon the streets people bustled about their day. In the middle of the city stood Cat's Lair the royal palaces headquarters of the thundercats. Constructed of thunderin blue stone and steel, it was built after the great rebellion, it towered over the city ever watchful for danger, a testament to king Lion-O's power.

Within the palace something entirely different was brewing.

They were soo going to get into trouble Wilykat thought, as he and his twin brother Wilycub roamed the halls of the palace in search of their babysitter Wilykit's spaceboard. She had been telling them stories about her days with her brother, whom he was named for back on third earth, which inspired the younger cub to go exploring the palace walls in search of it. Walking down one of the more opulent hallways in which the marble was lined with gold in a leaf pattern, towards one of the side rooms used for storage.

Wilycub leaned on the door with a smirk.

"Let's check it out." the young tiger cheetah mix said with a non-chalet shrug.

"Maybe not Cat, I don't think this such a good idea."

"What are you a chicken?" was his twins reply

"No" came his retort "I just don't think that it's a good idea." his brother suddenly started to make sounds similar to a chicken clucking. "Okay fine then you win." his resolve gone the young boy followed his brother into the room.

Lady Wilykit was in a bit of a bind. She couldn't for the life of her find the twins Wilycub and Wilykat. They were born to lord Tygra and Cheetara after her and Panthro had an amicable break-up. They had named their second born son Wilykat after her dead brother, which gave her a small measure of comfort from his loss.

Wilykit walked the royal garden passed the Kira bloosom trees to the great fountain that sat in the middle of the expansive space, to the door leading to the opening in the palace. That guard was standing there again giving her a warm smile, as he always did, it was a sweet gesture that always gave her a warm feeling inside, that she couldn't quite put her finger on. She smiled back at him and continued on her mission to find her charges. Walking the halls of the palace she wondered why she continued to babysit the children. Perhaps it was because the two rascals reminded her of herself and her brother when they were little on Third Earth so long ago. She missed her brother terribly but the acuteness from pain of his loss had long since subsided, turning in to a dull ache she felt every once in a while

When they opened the door in the palace hall, Wilycub's eyes adjusted to the darkness, then lit up with glee. There in the far corner of the room leaning against a wall was his long sought for prize. His babysitter Wilykit's spaceboard, with the abandon that only a child could feel he rushed towards it. Gently brining, it to the ground. His brother slowly approached him. "We're going to get in trouble

Wilycub snorted "Only if we get caught."

"We don't know how to work it."

"And you think that we should let that stop us." He jumped on the board and stood with his hands out one foot off the board. His brother crouched in front of him

"So how do you work this thing is there an on button." Wilycub was a bit annoyed with his brother's stupidity "No stupid, you just step on it and considerate." He said this as he was lifting the foot that on the floor placing it on the board.

"Hey get off…" but before his brother could say anything else the old board began to stir to life, lifting up off of the ground with a mighty roar. Both brother's held on for dear life before regaining their footing

"Move" Wilycat yelled at his brother trying to wrestle his him away as the board sped down the hall.

"No you move." his brother bit back, getting himself further entangled with his twin

"You don't know where you're going."

"Like you do." Wilycub shot back.

"No, No go left, left f we go right we'll end up in"

"Throneroom" both yelled before the board crashed into some pots that sat in the far corner of the room beneath, of portrait of a young king Lion-O

Wilykit sighed in frustration standing in a doorway near the throne room "Now where could of those two run off too." she muttered to herself, but before she could form her next thought she heard the crash, filled with resolve she walked towards the throne room

The twins were in shock. Wilycub and Wilycat lay beneath the pile of pots in a bit of a daze.

"Ohhhhhh" came a small voice from the pile

"This is gonna hurt tomorrow." said the other. Wilycat sat up and reached to remove the pot from his head. "My achin back"

"I think I twisted my ankle" said his brother

"I think I sprained my wrist." they both looked forward

"Let's do it again" they both chanted

It was then that Wilycub got that gleam in his eye that usually meant trouble.

"That was sooo cool, you know what we should do. We should get the other spaceboard, you know the one that belonged to the guy…" but before he could finish his train of thought his bother gulped. "Erm uh I don't think soo." he gulped again it was then that Wilycub looked up to see Wilykit standing near them with her arms folded. She looked really pissed. She growled quietly eyeing the boys up and down

"You boys are in so much trouble." she yelled. She was so busy in her anger she failed to hear the footsteps in the hall

"What is it Panthro? I thought I heard a noise snarf." Panthro laughed quietly at the scene in front of him. "Shhh Snarf it's nothing it's just Wilykit getting a taste of her own medicine again." he then gave a light shrug "As to why she keeps agreeing to babysit those two I'll never know."

"If taking my old hoverboard was bad enough, but if you two woke the king from his catnap I swear…."

"Don't worry about that Kit" the familiar voice said before she could finish her sentence

"I can sleep when I'm dead." She turned to see her king standing there while the boys loudly proclaimed Lion-O. Wilykit sighed taking each of the twins in one hand " I'm sorry my lord, these two little ones. They're always into something." Lion-O laughed to himself lifting his hand to his shoulder. "Not to worry I seem to recall a certin pair of other thunder kittens, who were no strangers to wreaking havoc." Still laughing to himself "It wasn't so long ago you know." He then looked down at the twins "Wilycub, Wilycat consider yourselves, the lucky recipients of a royal pardon. Now get out of here and go have fun, but go easy on your babysitter." The twins quietly nodded with a yes sir before turning to leave with Wilykit as she ranted about locking them in the dungeon

Lion-O waited until Wilykit was out of earshot before speaking again.

"Ah, my royal advisors, come with me, there is something I wish to discuss." they followed him as he walked out to the balcony overlooking the great city. They leaned against the wall as the sun set. It was a beautiful sight to see from their vantage point high above everything." They stayed in silence until Lion-O finally spoke

"I've been thinking" They both looked at Lion-O dreading what he was about to say. But knowing full well that he was going to say it. Over the years they'd noticed that their lord had aged five years for their every one. They steeled themselves hoping that it wouldn't hurt so much.

.

"We've done a hell of a job rebuilding what was once a shattered world, we've united our people and created a utopia for them." Lion-O sighed "But the end is near. I can feel it. A chill is growing in these tired old bones." Panthro looked up quizzically hoping he didn't hear what he think he just did. "What are you saying my lord." Lion-O turned to face them both, his face serious "It's over, I'm stepping down from the throne." Snarf ran up to his king who was once his charge. "You can't be serious." Lion-O looked down

"I've never been more serious in my life Snarf." "I've fought my battles and with me we have created a wonderful world for our people." he said sweeping his arm towards the city. "We've vanquished our enemies, the Lunatics, The mutants even Mumm-ra himself."

"But snarf."

"When was the last time we had to worry? To fight in about a decade or so." Lion-O sighed "And as you might have noticed I'm not getting any younger. No my decision is final, my work is done. Tonight I will rest, and tomorrow I will announce my decision to the kingdom and name my successor." Lion-O then turned and walked into the palace "Good night my dear old friends good night." Panthro turned to snarf.

"You knew didn't you?" Snarf nodded sadly "Snarf I thought it a remote possibility at best. Lion-O spent five years training within the book, that combined with the malfunction of his stasis pod has caused his body to over correct what physics can't explain, causing his body to age at an accelerated rate. Five years for our every one I believe." "I knew he needed to train butt…" Panthro kneeled towards snarf "No buts that's nonsense and you know it Snarf. Lion-O is our king, he'd give his life over a dozen times for his people, freely and willingly without hesitation."

"I know Panthro, I know .but it doesn't make it any better snarf"

Within the vast expanse of space, the ship looms among the stars, passing by planets with ease. They are the war dog's one of the scourges of the universe. Where ever they go whatever planets they see, they cut a swath of destruction and bloodshed that rivaled no other. Their way was by blood and steel and it was just to his liking.

The supreme commander stood at the helm, watching as the stars flew by. He wondered if this so called plan would work, he had his doubts about this conquest, and these so called cats. He had heard of their reputation so they would present a challenge, he was sure that his men were up to the task at hand he just wondered at the effeteness of this mission and their so called new ally.

He smiled to himself, his love the lady Diablador loved a good conquest, as well as pets, and he was sure that these cats would make good pets. His nose crinkled at the smell of sulfur, and the rustling of robes. Turning to the darkness he spoke.

"So we go forward then?" The figure in the dark cackled wildly.

"Yes, yes, we do