Later that night, everyone had returned to bed, and Stefano was given a pillow and blanket in the corner.

While the penguins were sleeping peacefully, Stefano was squirming around in his sleep, muttering in Italian.

"Mi dispiace…IO non vi abbandona..."

::::::::::::::::::::::

"Alright guys, great show tonight!" Alex announced.

The rest of the circus animals cheered.

"I-a say we celebrate with the pizza!" Stefano exclaimed.

"I'm down with that!" Marty said.

"Alright, we'll go find some pizza. We'll be back in half an hour." Alex announced.

The 4 former zoo dwellers, along with Vitaly, Gia, and Stefano, left the tent, and went off in search of a pizza shop.

"Alright, if I was a pizza shop, where would I be?"

"We could always find a directory." Marty stated.

"Or you could actually look in front of you." Vitaly said, pointing ahead of them.

They looked up to see a pizza parlor, the word pizza lit up in red neon lights on the roof.

"Oh, yeah, that could work too. So, how do we get in?" Alex asked.

"Gee, this sounds like a job for you, Mr. Leader." Marty replied.

"Marty, we talked about this. I was the leader because I came up with the plan-"

"I came up with plans too, you just didn't listen!"

"Guys, can we talk about this later?" Gia asked.

"I just think you should've held a vote to decide the leader, that's all."

"There wasn't time to hold elections, we had to find the penguins."

"You just didn't wanna lose."

"That is 50 percent true!"

Marty was about to retort, but he suddenly jumped slightly, before falling to the ground unconscious.

"Marty?" Alex said worriedly.

Before he could run to his friend's aid, he felt something prick his arm, and the world suddenly started mixing together in a blurry image. An orange blur came into view, and he heard Vitaly asking him if he was okay.

"Heh, heh…pretty blurry tiger…" he mumbled, before collapsing.

"Alex, Marty?" Gloria yelled.

"What's happening?" Melman yelled, slightly hysterical.

Seconds later, both of them were on the ground, also unconscious. Vitaly, Gia, and Stefano stared at them with worry, but rooted in place from shock. Stefano glanced behind him, and suddenly let out a shriek.

"CRAZY WOMAN!"

The other circus members whipped around to see Dubois, along with two other uniformed men, each holding tranquilizer guns.

"What is she doing here?" Gia asked.

Vitaly didn't answer her, merely growling at the red haired woman. Dubois didn't look the least bit intimidated.

"Get them!" she yelled.

3 more men appeared from an alley, and took aim at the three circus performers.

"MAMA MIA!" Stefano shouted.

The trio lunged out of the way of the darts, and the two big cats got up quickly. Stefano however, was a little slower to get up. He heard a click, and looked up to see one of the men aiming at him. He uttered a small yelp, and heard the sound of the gun firing. He waited for a moment, before risking a glance when he still felt no pain or wooziness. He was shocked to see Gia standing in front of him.

"Gia…?"

The jaguar fell to the ground in a heap, and Stefano rushed to her side, noticing a dart sticking out of her side.

"Gia, are you okay-a?"

"St-Stefano…run…" she murmured, before slipping into unconsciousness.

Stefano was left in shock for a moment, before he snapped out of it and started shaking her shoulder.

"Gia, Gia wake up!"

He heard a roar, and spotted Vitaly as he jumped out of the way of a couple of the men, and made his towards the duo.

"This is-a bad! We need help-a! WE NEED HELP-A! SANTA MARIA WE NEED HELP-A!" Stefano shouted hysterically.

"Stefano!"

Vitaly's shout caught his attention, and he glanced up at the tiger in time to see him lunge at him. He yelped, ducking, and Vitaly landed in front of him. Another shot rang through the air, and Vitaly let out another roar, falling to one knee, a dart sticking out of his shoulder. Stefano was frozen in shock as he stared at Vitaly.

"Stefano…go…run…" Vitaly panted.

"…B-but…"

A click caught there attention, and they saw another man aiming at Stefano. As he fired, Vitaly jumped between them, taking another dart to the shoulder. With a hiss, he turned to the trembling sea lion, and let out a roar.

"GO!"

With the terror from the roar as an added boost, Stefano took off as fast as he could. Vitaly watched him go, before spotting Dubois, who was aiming her gun at the retreating sea lion. With another roar, he lunged in front of it just as she fired, and took one more dart, this time to his chest. With a final roar, he passed out.

"Get the sea lion!" Dubois ordered.

One man nodded, and took off after Stefano.

Stefano panted as he reached the docks of Miami, pausing to catch his breath against a wooden post.

"Ohhh, what do I-a do? Can I make it back to the circus? No, it's too far! What do I-a do?"

He heard a click that was fast becoming familiar to him, and glanced up to see one of Dubois' men aiming his gun at him. For a moment, the twosome stared at each other, Stefano's wide eyes flicking from the gun to the man. After a minute, the man lowered the weapon.

"Don't stare at me like that! It's not like I WANT to do this, but she'll murder me if I don't!" he yelled.

Stefano watched him as he ranted, slightly surprised at the man's lack of cruelty that the other men held. He then glanced at the edge of the pier, and slowly started edging towards it.

"I wanted a promotion, and I get put in Psycho Lady's division! Why me, why's it always me? Look, it's nothing personal, okay? So let's just get this over with and-"

The man turned back to Stefano, gun raised, but was shocked to see him half way down the pier, heading towards the water.

"HEY!"

With a yelp, Stefano leapt off the pier, and hit the water as the sound of a shot echoed through the night. Something whizzed by him in the water, and he swiftly made his way out to sea.

After a few minutes, he risked surfacing, and spotted the lights of Miami about 3 miles away. He sighed in relief, before he remembered the others that were left behind.

"What am I-a going to do? Who can help me? There's no one who can-a stop that mad woman! Except…wait, there's them!"

He quickly dove back under water, and took off. On land, he may be a little slower than most, but in the water, he was the fast one.

'I-a shall return my friends! I did not abandon you, I-a swear!' he thought, shedding a few tears as he swam north.

If anyone could help him, it was the penguins!

::::::::::::::

Stefano jolted awake with a gasp, before sighing, finding himself in the penguins base.

"Oh Santa Maria, what a nightmare…" he mumbled as he let out a yawn.

"What are you complaining about?" a voice snapped.

He jumped, and turned to see, to his shock all of his friends, each with a hateful glare cast at him.

"My friends, you are okay-a?"

"Friends? That's a funny way to describe us, seeing as you ran off and left us!" Gloria retorted.

Stefano felt his joyful expression drop, and he glanced around at the other animals. They all looked pretty mad, even Melman, and Alex and Vitaly even had their large claws unsheathed.

"Left you? Wait, I did not abandon you! I-a went to get help! That's why I'm at the zoo-a!"

They didn't seem to believe him, or they didn't care, and they all closed in on the sea lion, backing him into a corner.

"Wait, wait! I-a didn't abandon you, I swear!"

He screamed as they all lunged at him, having no place to run.

:::::::::::::::::::::

The penguins were once again rudely awakened, this time by a loud scream.

"NON VOLEVO TROPPO! NON VOLEVO TROPPO! PERDONAMI!"

"Chimichanga!" Skipper shouted, jumping out of bed.

The other penguins followed suit, and were met with Stefano squirming around in the twisted up blanket.

"What in the name of Circus Zaragoza?"

"It seems he's having a rather nasty dream!" Private stated.

"Well, thank you Private, for stating the obvious. Kowalski, options for waking him up."

Kowalski pulled out his notepad and a pencil, and started scribbling something down. After a few minutes, he pulled Rico over to Stefano, and elbowed him in the gut. An alarm came out of his mouth, and it went off.

The loud ringing woke Stefano up, and he yelped as he pulled the blanket over himself.

"AAAAGH! DON'T-A HURT ME!"

"Stefano, it's just us!" Private assured him.

Stefano hesitantly peered out from under the blanket, and upon spotting them, slowly stuck his head out from under it.

"What the salamander just happened?" Skipper asked.

"Oh it-a was horrible! Alice and friends thought I-a abandoned them, and attacked me and took turns tearing my flesh!"

"Really? Huh, we taught those hippies well…"

"Skipper!" Private muttered, tapping Skipper's shoulder.

Skipper glanced at Stefano, who was pretty shaken by the nightmare, and was now shivering frightfully under the blanket.

"Oh, right. Let's see, in this situation I should think of something comforting to say…Private, say something comforting!"

Private waddled over to the sea lion, and hesitantly gave his head a pat.

"Um, don't worry Stefano, I'm sure they know you didn't abandon them. From what you told us earlier, they wanted you to get away."

"Y-yes, I-a suppose…but what if they do think I-a abandoned them? If that happens- I-a don't know what I'd do! I-a am nervous just thinking about it! What if we don't save them? What if the crazy woman gets me? Che cosa se non? Che cosa se ella mi trova? Cosa succede se mi ODIANO-!"

As he was talking, his breathing hitched, until finally he was full out hyper ventilating.

"Calm down Stefano!" Private exclaimed.

"If you're gonna freak out, at least freak out in English!" Skipper added.

Rico handed Stefano a brown paper bag, and he snatched it and started breathing in and out of the bag.

"Skipper, are you sure we should let Stefano help us? He seems a little too freaked out to do anything." Private asked quietly.

"Good point…"

Skipper turned to Stefano.

"Stefano, normally I'd be more than happy to let a guy who freaks out constantly help us out on a mission, but I don't think your kind of freaking out will help, so it may be best if you sit this one out."

The bag he was breathing into suddenly popped as Stefano sharply exhaled.

"No, I HAVE to help! If they really do think I abandoned them, I-a must help so I can prove I didn't! I could not stand it if they thought I-a did! Oh what if they do? Che cosa succederà a me? Oh dolce Santa Maria ..."

"Alright, alright, you can help! But enough with the Italiano freak outs!"

"Certo!"

::::::::::::::::::::::

The horn of the ship blared as it pulled into port the next morning.

"How do you know the sea lion came to New York?" Geoffrey asked.

"Because it is where the zoo is, and those penguins as well. He will go to them for help, and I will be able to capture them all." Dubois replied.

"Oh, but, isn't the zoo in Central Park?"

"Yes, why?"

"Because that's thousands of miles away on a different coast."

"We cannot raise their suspicions! If you had not let the sea lion get away, we would not have to be doing this!"

"Right, sorry sir! I mean ma'am! I mean boss! I mean-!"

"Silence! Load zhe animals into the trailer, now!"

"You heard her men, move it!"

While the officers went to gather the caged animals, Dubois glared into the distance, smirking.

'I am coming for you, sea lion!'

:::::::::::::::::::::

Poor Stefano, having bad dreams and panic attacks. Also, looks like Dubois' making more progress than they predicted. How will the animals rescue their circus comrades? Stay tuned!

P.S. I'll be bringing in a special bonus character that I just think would get along real well with a certain psycho lady. Imaginary high five for whoever can guess who it is!