AN: I'm late for work! Gah! Thus is my dedication to you readers and this fanfic. So. Review! Hehehe....

I'm kind of disheartened. Last chapter had a few less reviews than I was hoping to recieve, and I was missing feedback from readers I was hoping to hear from. I don't know if maybe they were busy or if that means I've lost some audience already...how sad. Le sigh.

Okie, uh....read.

Chapter 3:

Class had just begun when the Kids Next Door Emergency Transmitter strapped to Joey's wrist went off, a tiny red light flashing silently. He glanced to the other operatives in his sector. Kalani, a bulky dark-skinned girl with golden hair; T.S, a tiny raven-haired boy with jade eyes; and Louisa, a buck-toothed girl with sandy colored curls. All were looking at their own transmitters. They turned to him for instruction. He hardened his features and gave a small nod.

In unison, their chairs fell back to the ground and jetted from the class. Dummies mocked up to resemble each of them took their place. In the solitude of a locked janitor's closet, the four kids assembled.

"Yowza, our first mission," Louisa exclaimed as soon as they were certain of their privacy. A bit goofy and excitable, she was their 2x4 tech, a backpack full of gadgets constantly strapped to her back, "What should we do first? Look at the mission specs? Contact Global Command?"

"Calm down, Numbuh 3.14159," Joey interrupted her, sounding annoyed. He took an authoritative stance in the middle of the group, "The first thing you need to do is act like an operative and not a cadet at your first simulation."

"Sorry," the frizzy haired girl mumbled, lowering her head.

From looking around, it was obvious to Joey the other operatives felt as jittery as Numbuh 3.14159. The group had only just graduated from the Artic Base a couple months ago and had never been on a mission without the guidance and supervision of veteran field agents. Even as the entrusted leader of the newly assembled Sector V, Joey was at a bit of a loss for direction. It didn't help that he was still flustered from that morning's events with his brother. He knew he had to put that aside though. The rights of children everywhere were at stake…probably. Mentally, he ran through old lessons from training.

"Okay…red light flashing is a distress signal…" Joey mused aloud.

"…that none of us sent out," Kalani finished for him, she was their combat specialist and Joey's second in command. Her weapon of choice was a licorice whip, one always coiled around her waist, "Why are we picking up a distress signal that none of us sent out? I thought these were short range."

"That's right, Numbuh 1959, specifically designed for in-sector use," Numbuh 3.14159 confirmed, "Though it is possible another sector is on mission in the area…isn't it?" She turned to Joey with uncertainty.

"Yes. I guess so anyhow. We should have been notified about it, though," Joey replied, frowning and folding his arms over his chest, fixing a glare on the floor.

The youngest Beatles didn't like the implication that they might have been left out of the loop. It was bad enough that their sector wasn't even assigned a tree house. The original Sector V had been famous, arguably some of the best operatives of their generation, but after they'd been decommissioned rumors circled that their tree house was haunted. Eventually, the whereabouts of its location were lost over the years, along with the identities of the operatives that had served in it.

Joey kicked at the floor and muttered, "Ah crud."

"Maybe it was a fluke," T.S. spoke up, he was quiet and a bit of a coward, a stuffed rabbit he always carried with him like a security blanket was tied to his belt, but he was excellent at stealth and infiltration, "Some sort of malfunction."

"Or maybe someone accidentally set off the alarm. Sound like something anyone you know would do, Numbuh 68?" Kalani jeered at the smaller boy. His cheeks burned bright red and he found a sudden interest in his feet.

"Lay off him, Numbuh 1959," Louisa growled, "If he'd sent out the distress signal his beacon wouldn't be lit. And it wasn't a malfunction either, I just ran a diagnostic check on these things last week."

"It looks like we're going to have to contact Global Command," Joey finally sighed, "You got the L.U.N.C.H.B.O.C.K.S., Numbuh 3.14159?"

Louisa dug into her pack, tugging out the lunchbox shaped computer. She handed it over to her leader. He propped it up on a shelf and, opening it, radioed Global Command. It wasn't long before a face filled the screen within the tiny tin pail.

"What is it, Numbuh 25?" the ten-year-old boy on the video feed greeted tersely. Joey flinched slightly, butterflies knocking around in his stomach. He'd never personally contacted Global Command before and he felt sort of silly having to call to ask a question he should probably already know the answer to.

"Oh…uh…well you see…" Joey stammered, "The thing is that…um…er…Numbuh 5,072, sir…uh…we…uh…were wondering…"

"Just spit it out, kid," the boy snapped impatiently.

"My sector picked up a distress signal on our short range transmitters that none of us sent out and we were wondering if it was possible there was another sector on mission in the area who's signal we could maybe be picking up?" Joey blurted out all at once. Numbuh 5,072 blinked owlishly then gave a 'harrumph'.

"As far as I am aware there are no active missions in your area," the older boy finally said and then snidely questioned, "Are you sure someone in your sector didn't accidentally send out the distress signal?"

Kalani looked pointedly at T.S. but Joey just sighed and shook his head.

"Right. Thanks for your help, Numbuh 5,072. Sorry to bother you."

Switching the L.U.N.C.H.B.O.C.K.S. off, Joey turned to his comrades. Kalani was still glaring at a sheepish T.S. and Louisa seemed interested in a dust broom, most likely thinking of a way to use it in a new 2x4 design.

"I guess for now we'll just chock this up to a fluke," Joey decided as the others looked to him with mild interest, "We'll investigate further after school."

The other three piped up agreement but T.S. still looked nervous, his eyes downcast and his cheeks tinged pink. Joey smirked, maybe Numbuh 68 did accidentally send out that distress signal.

-5-4-3-2-1-

Nice picture, Ace had said. Kuki glared at the paper in front of her; deep cutting lines, dizzy swirls and haphazard scribbles, as the homeroom teacher droned on from the front of class. She could see in her mind how the image came together. A vision of the sky seen through thick branches, of a hot summer day spent laughing and playing. She glanced across the room to Abigail Lincoln, not too many desks down, taking notes and engulfed in the teacher's orientation. Then there was Hoagie. She didn't have to turn back to know he was there grinning goofily. His presence alone made her feel warm and at ease.

How strange, Kuki mused, to feel so connected to two people who barely acknowledged her existence. But why would Abigail or Hoagie ever speak or look to her? They didn't see the harmonious scenes that Kuki did, of five happy-go-lucky kids building castles in the sand. They didn't hear the laughter, the words of encouragement, or see smiles lit like the sun. They didn't shuffle through the day looking for friendly familiar faces to only find strangers staring blankly back at them.

We were friends once, weren't we, Kuki wondered. Then why did they ignore her? Why couldn't they remember that they were friends with her once? And why were her own memories so fuzzy and disjointed? Why couldn't she remember any specific incidences? Why did every snapshot in her mind, every 'memory', feel like a dream? Was it real? Were they false hopes?

Thinking about it made Kuki's head hurt. It was like there was a blockade, a stopper, keeping her locked away from thoughts and memories. She knew them but she didn't know them. She remembered being friends with them but she didn't remember being friends with them. The contradictions just mounted one on top of the other, concepts she couldn't wrap her mind around.

A slip of paper flittered over the top of the ink drawing. Kuki furrowed her brow, and then glanced to Ace staring straight ahead. He looked to her and motioned with his head. Confused, she gently picked up the paper then looked over her shoulder to Patricia on her right. A light went off in Kuki's head. He wanted her to pass it on. She smiled inwardly.

Ace was always so friendly with the girls, much nicer than any of the other boys. He most likely just wanted to wish Patricia a good day, compliment her on her new hairstyle, or ask how she was doing. It made perfect sense to Kuki as Patricia was such a quiet girl and she got nervous so easily around others. He was probably trying to make her feel more at ease. She slid the tiny slip on Patty's desk. The brunette eyed the note with surprise, looking to her friend. The petite Asian covered a smile and pointed to Ace, not noticing how wide his eyes had gone when he'd realized where his message had ended up.

With a raised brow, Patty daintily plucked the paper from her desk and glanced over it. Her checks flushed and she glanced at an abashed Ace with an amused smirk. Kuki had returned to her drawing, continuing to add new marks to her masterpiece whilst missing the silent exchange that passed between the two teens. Ace looked pointedly at the note then Kuki to indicate it had been meant for her, Patty simply gave him a sadistic smile. She crunched the paper in her hand in a threatening way then shoved it in her book bag. She then wagged a chastising finger at the baffled Latin boy.

When Kuki turned her attention away from her drawing again, Ace's expression was dark and Patty was innocently watching the teacher. They smiled to her, Ace a bit sullenly, Patty brightly, and Kuki cheerfully returned the gesture to both of them. The teacher finished talking, the bell rang. Everyone in the class scrambled to gather his or her things and started for the door. Ace hurried to catch up with Kuki, who had already started out of class, only to be cut off by Patty.

"That was longer than I thought it would be," Kuki complained to Patty, linking their arms, then eyeing her friend surreptitiously, "So…what did Ace want?"

Patty flustered at the question, shying into her self and twirling a strand of hair about a finger. The perfect picture of a shy, meek, mousy girl, "Oh, he just said I looked cute today was all."

"That's because you do look cute," Kuki giggled.

Still near homeroom, Fanny lingered with her boyfriend, Ricky. He had leaned her against the wall of lockers; a curl of her hair weaved about his fingers. She was flustered, her entire face so red it hid the freckles peppered across her nose. She held her notebooks clutched tightly to her chest.

"Everyone is looking," she told him in a harsh whisper.

"Only out of jealousy," he replied, his breath hot against her skin as he brushed his lips along her jaw line, "They wish they knew love like ours." She placed a hand on his slender chest, gently pushing him back and forcing herself to meet his eyes.

"I should be going to class," she murmured, attempting to maneuver out from beneath him but he sidestepped into her path. She hated how small she felt under his gaze. She wasn't one for public display and he knew that. She believed there was a time and a place and the hallways of school surrounded by jeering peers was not it.

Love like ours. Fanny wanted him to always say those kinds of things to her. No other boy had ever shown her that sort of attention. She knew she wasn't attractive. That she was not beautiful or sexy, not sweet or kind-hearted. No one looked at her and thought of her as anything other than loud-mouthed obnoxious Fanny. No one, that is, except Ricky. She'd do anything to keep it like that, this boy's eyes on her.

Even if it meant wearing slinky uncomfortable garments everyday, high heels she couldn't walk in, waking up hours earlier to do her hair and carefully apply layers of make-up when all she wanted to do was lounge in sweats and throw her curls into a ponytail. Even if it meant biting her tongue when all she wanted to do was yell and scream. Even if it meant sitting through horrible plays and musicals when all she wanted was to be home watching wrestling or monster trucks. She would do it all and more just to have him continue caressing her against him and whispering sweet nothings in her ear. Just to feel beautiful and sexy, sweet and kind-hearted, just to feel loved, for one moment.

So even as Fanny's insides were screaming to leave, to run for her next class, she stayed put. Ricky leaned in, a hand on her hip and captured her lips. It didn't help her win arguments that he was such a good kisser. His mouth was so soft and warm, it moved in just the right way with just the perfect amount of pressure. It made her sink into him, drawing a satisfied smirk across his features. It made a soft moan escape her throat, made her knees weak and her head swoon.

"Hey, why don't you two get a room?" a voice suddenly cut in and Fanny hastily shoved Ricky away before mentally slapping her self for how un-lady-like the action was. She found herself glaring haughtily up into kohl black eyes.

The speaker was a football player evident by the Varsity lettermen jacket he had on. Fanny knew him as the quarterback, last year's homecoming king, and prom prince. He wore a bemused smile; his friends laughing beside him, his arm strapped around the shoulders of a blonde girl with hard blue eyes staring the tiny Irish girl down.

"Leave the love birds alone, Patton," the blonde spoke up, her tone rough and hard. Fanny recognized her as head cheerleader, the student body president, as well as MVP for both the volleyball and softball teams. Apparently she was also Mister Popularity's girlfriend for the month.

"That's quite all right, Miss McKenzie, he doesn't bother us," Ricky jovially excused the comment, moving closer to Fanny once more to wrap her hair about his fingers and place his other hand again on her hip, "You know, that jealousy of yours is hardly becoming, Drilovsky. You should pay more attention to the lady on your own arm."

Rachel McKenzie just snorted lightly and shook her head, a slight smile seeming to grace her features but Patton nearly burst out laughing, "Jealousy?" he sputtered, flickering his eyes on Fanny momentarily then back to Ricky, "Uh…yeah…that's a good one. Honestly, I was only concerned for the innocent by-standers. I don't know what's more horrifying, Strowd, your kiss-y face or Fulbrite masquerading as a girl."

Fanny looked away, uncertain of whether to cry or scream or both. As if her day couldn't get more embarrassing, her own boyfriend had to set her up to be inadvertently rejected by one of the most popular boys in school, captain of the football team, Patton Drilovsky. It wasn't as though she'd ever been interested in him in the first place but did he really have to laugh at the idea of finding her attractive. She found herself torn between the desire to knock the lights out of the burly football player and wanting to appear dainty and in distress so that Ricky could be the knight in shining armor he loved so much to play.

Overwhelmed, Fanny barely registered Rachel muttering, "Come on, Patton. Leave them alone, let's just get to class."

Ricky started in on a fresh retort, however, and Fanny sensed a brewing fight that she desperately wanted to escape. From the corner of her eye, she spotted a possible savior. A stout carrot top stood down the hall flirting with a group of disinterested boys.

"Oh, Lizzie," she called out, and the rotund girl spun in surprise, "Don't we have the next class together. I'll walk with you." She turned to Ricky, still exchanging jibes with Patton, and quietly told him, "I have to get going. Lizzie wants some company on her way to history."

"Aren't you sweet, always putting others before yourself like a true lady," Ricky cooed, planting a kiss on Fanny's cheek. Rachel was tapping her foot impatiently and Patton just rolled his eyes, "I'll see you at lunch, my love."

"Of course, love," Fanny replied quietly, blushing, her stomach queasy. She could just feel the eyes of their peers burning into her, mocking her, laughing at her. They could see right through her sheep's clothing to the wolf underneath. She tried to walk away as calmly and cutely as possible.

"Maybe you're right, Strowd," Patton jeered after Fanny, "I must be jealous. How could anyone resist a 'true lady' like Fanny Fulbrite?" His friends burst into laughter and Fanny flushed red from head to toe, gritting her teeth.

Stupid football players. Stupid boys. Stupid Patton.

-1-2-3-4-5-

Tommy Gilligan's first day of high school wasn't going so well. To start off the day, he learned that he was in a separate homeroom from his friends. Sonya was stuck with Harvey down one hall, while Lee and Shaunie left together down another. Tommy had made a joke about how he "worked alone" anyhow, but he still felt a tad abandoned. Without the support of friends, Tommy found himself surrounded by uninviting strangers that were all older, larger, and more mature looking than he.

Then he got lost.

Unable to find his homeroom, Tommy had wandered aimlessly through the halls, which quickly emptied of students when the late bell rang. He walked in circles, desperately scouring his map for his homeroom's location in relation to his own. It was a full ten minutes after class had started when he found a hidden corridor that turned off from another hallway and, nearly in tears of frustration, found his room. The entire class fell silent and watched when he entered, teacher scowling disapprovingly as he took an available seat in the back of the room.

As if that entire experience wasn't horrid enough, in the seat just to the left of Tommy had been a surly looking boy with straw colored hair, a freckled face, and deep tan. He wore a necklace made of scallop shells, swim trunks and a pair of Sanuks on his feet. For some reason, he didn't like Tommy. The boy spent the class period glaring, muttering insults, and throwing tiny objects Tommy's direction.

When Tommy finally snapped, yelling, "What's your problem?" He was the one to get in trouble and face the laughs of his classmates. So he shrunk into his desk and attempted to ignore this cruel boy named Sandy.

By third period, Tommy had gotten a hang of the school's layout but had a nasty run-in with some malicious upperclassmen led by an oversized ape-man calling himself Ernest – not Ernie – never Ernie, Tommy soon learned.. He found himself handing over his lunch money, complaining, "When I tell my big brother Hoagie about this you're all in so much trouble," to which the older boys had broke into laughter.

Save for the fact he now had no money, Tommy was relieved when the lunch bell rang and even more so when he spotted his friends shuffling in the crowd. Sonya was waiting in the lunch line to buy her food; Lee and Harvey had found a table with their brown bag lunches so Tommy went to join them. Sitting next to Harvey was a slim smirking boy that Tommy did not recognize, apparently a new friend. He had creamy mocha skin, with ruddy hair, and gold flecked eyes.

"Aren't you buying lunch?" Lee questioned when Tommy sat down, but the disheartened butterball just buried his face in his arms atop the table.

"…stole…money," he mumbled barely audibly.

"Someone stole your money?" the unknown boy gawked, "Did you tell a teacher?"

"What would be the point?" Tommy demanded, sitting upright, "I don't have any way of proving it. The only witnesses were the bully's friends. But you know what I am going to do? I'm going to tell my brother, that's what. Hoagie will make those jerks wish they were never born!"

Much like the bullies had, Harvey burst into laughter, "Oh yeah, because your big brother is so scary. My sister could kick his a-"

"Shut up," Tommy snapped, "My brother is the best! He's the greatest! He can do anything in the whole entire…"

Sonya slid into the seat next to the ranting Tommy giving him a sidelong glance then asking Lee, "What did I miss?"

"Harvey's sister is tougher than Hoagie," Lee explained, as he was looking between an apple and a bag of chips from his lunch before decidedly pushing the apple in front of Tommy. His comment earned him a light jab from his still seething friend across the table.

"She is not," Tommy growled. Sonya took the moment to notice the new boy.

"Oh," she chirped pleasantly, "Who are you?"

"My new best friend," Harvey exclaimed proudly, the boy just shrugged not looking at all convinced, and Lee rolled his eyes at his friends who both snickered. They knew Harvey was just trying to show off. The little braggart continued with the introduction, "Leonard Fun-Fun."

"Fun-Fun?" the other three teens repeated in unison.

"Yeah," Leo confirmed, "It's short for my last name, Fünfundzwanzig. It's kind of a mouthful. My…erm…father was German...uh…straight off the boat too. He wore lederhosen everyday, played the accordion, and ate a lot of bratwurst. It's an appropriate nickname for me, though, because I am Fun-Fun."

"Was?" Tommy repeated, catching that key word. Leo grimaced a bit but his wide grin stayed intact.

"Yeah…" he mumbled, "My dad is…um…well, he…uh…he died."

"Oh that's terrible," Sonya squealed, hands covering her mouth, eyes wide and shimmering with sympathy. Across from her Harvey made a face, and Lee just shook his head at her overly emotional response, "I am so sorry to hear that!"

"It's not that bad," Leo assured the twittering blonde, "He left me his lederhosen," the group all chuckled slightly at that, "Really though, it's not a big deal. He died a long time ago. I barely knew the guy."

"I know what you mean," Tommy spoke up, fiddling with the apple in front of him, "My dad died too…a long time ago. I don't remember much about him but my older brother, Hoagie, still misses him a lot."

"Really? My older brother is the same way. He's always trying to…" Leo stopped suddenly, seeming to catch himself as though he'd said something he shouldn't have. He shoveled some lunch into his mouth before declaring, "Wow, this cafeteria food is the brat-worst," he roared with laughter, Harvey snickering beside him, but the other three just exchanged looks of confusion, "Get it, get it…because I was talking about being German…and then I said the food was 'the brat-worst'. You get it?"

"Uh…sure," Lee muttered, shoving a pack of celery sticks and part of his sandwich over to Tommy.

"Hilarious," Tommy agreed. Sonya only smiled behind a hand. Tommy eyed this boy suspiciously. Fun-Fun was hiding something.

-5-4-3-2-1-

Cree waved to her friends over her shoulder, telling them, "I have to call home, check in with the fam. You know how it is, girls."

College was a good place for her. She was surrounded by mature adults; given the space and independence she needed to spread her wings and soar. Not to mention, the distance helped her usually rocky relationship with her little sister. Cree adored Abigail, but sometimes the little mutinous brat made the elder Lincoln girl a tad murderous. The old saying proved true, however, absence did make the heart grow fonder.

A good distance from friends and out of hearing shot from any potential eavesdroppers, Cree tugged out her cell and flipped it open. Pushing speed-dial '1', she held the phone to her ear. It wasn't long before the other line was picked up.

"Father?" she greeted, "Everything is going according to plan. Preparations to deliver your 'special package' are in order and ready for the big day."

"Excellent. I can't wait for delivery day. I can just imagine the looks on all their faces when it arrives."

-1-2-3-4-5-

Ring. Ring. Click.

"Hello?"

"You idiot! What were you thinking? You almost ruined everything."

"I'm sorry…I panicked, I didn't know what to do."

"Do? You aren't supposed to do anything. You had one job. Nothing. Do nothing. And you screwed that up!"

"But…"

"But what? What is so important that you almost entirely destroyed everything we have been working all these years towards?"

"I think…well, I saw…um…something followed us."

Silence.

"…did you hear…"

"Are you certain? Do we know what it was?"

"I'm not sure but…"

"But?"

"It looks like…"

"Like?"

"A devourer."

AN: Sorry this is such a short chapter. It's kind of important though. I forgot to mention a few things, though. Fanny's boyfriend, for those who don't know, is Numbuh 19th Century from Operation: CANYON. I've never seen the episode, so he's probably horribly OOC, to which I apologize.

Hm...um...we got to see Joey as a KND operative. Points to Tera Earth for catching that he was of KND age in this fanfic. Every single member of his unit is an OC, btw. Some of you might be wondering, What about Mushi? We'll see her a little later, so don't fret.

Also, I should mention that, just because I have characters in relationships, doesn't mean they are going to stay that way. This is going to have quite a bit of romance in it too, but a lot of the pairings aren't yet readily obvious. Some are, but not all. This is going to be a really, really, really, long story. I keep thinking about it and it makes my head dizzy.

Things to look forward to in coming chapters; all the gang in one place, drunk Kuki, a strange connection between Wally and Abigail, more information on 'what the heck is going on', a betrayal in their midst, and laying the foundation of various romantic relationships.