Korliss's plan actually worked flawlessly.

The Yeerks burst out of Zero-space, catching the Andalites completely by surprise. After quickly overwhelming the small task force, those ships which had onboard pools landed beside the colossal Sulp Niar pool. There they loaded just under half a million hostless Yeerks—nearly twice the number that had originally left the home world.

Even if the Andalite fleet did eventually recapture the Yeerk planet, their efforts would not have been wasted—all that remained was to find a half million suitable host bodies, and the Yeerks would really be a force to be reckoned with.

But it hadn't been Korliss who'd put forth the idea.


"You lied," hissed Korliss furiously. "You thought my plan was a good one all along! It was you who suggested it to Visser Four."

"It was," Esplin agreed. "And between that, and saving all your tails from the quantum virus, I just got promoted. Again. You are now addressing—" he paused for dramatic effect "—Sub-Visser Seven."

"You—you usurper! You fraud!"

"I don't see why you're so upset. Wasn't it you who once said I needed to—what was it—appreciate the more creative ways of achieving victory? I'd say I've learned that lesson well, wouldn't you?"

Korliss fumed wordlessly, recognizing all too well his own words.

"It's not my fault you didn't take your ideas straight to the visser," Esplin continued smugly. "It could have been you who got the promotion, but no, you decided to talk things over with what's-his-name first. Don't blame me for your own failings."

"One of these days, you will fall," Korliss seethed. "You don't deserve that rank of yours. You won't hold it for long, your arrogant foolishness will catch up with you—and when that happens, I will laugh."

"Hah," Esplin said rudely. "You're just upset I beat you at your own game."

"Maybe I am, Esplin," snarled Korliss. "But the game's not over yet."


"You ever think maybe all this power he's getting is going to his head?" Hekliss asked Tarak.

"Who? You mean Esplin?"

"Of course I mean Esplin. Let me rephrase my question—do you ever think at all?"

"Never in my life," Tarak said blithely. "I ensure my mind remains utterly empty."

Hekliss gave him a look. "I'm serious. This is his third official promotion, and every time it happens he gets that much cockier. I'm worried he's going to get himself into trouble."

"Esplin's pretty good at getting himself out of trouble," Tarak pointed out.

She snorted. "Half of that's been sheer luck. I don't trust it. No, I think I'd better keep an eye out for him. Kandrona knows he's not going to be doing it."

Tarak cocked his three-horned head. "I'll help you."

"I thought you didn't agree with me," Hekliss said, looking amused.

"I don't disagree with you," Tarak replied. "He does tend to get into problematic situations. And he is my friend. I can definitely watch out for him if it makes you feel better."

She smiled. "Thanks."


Months passed, and the Yeerk ships scattered about the galaxy, searching for hosts. They had developed a classification system for host species: Class One creatures were completely uninfestable, Class Two were substandard bodies, Class Three were ideal bodies but severely limited in number, Class Four were too dangerous to attempt infesting, and Class Five creatures were the all-around ideal host species—but had proved to be extremely rare. The Hork-Bajir had for all intents and purposes been a Class Five species originally, but the quantum virus had decimated their population, reducing them to Class Three—and Hork-Bajir were notoriously slow breeders.

Of the species Visser Four's search team had come across, all had been Class One so far. There were occasional reports of other ships finding a Class Three or low-population Class Two host species, but Esplin and his friends never got to see any of these creatures in person.

As a high-ranking sub-visser, Esplin was often charged with leading exploratory teams down to the various worlds. Each time, they would go out with hopes high … and each time, they would return to the Blade ship empty-handed.

Or, in Esplin's case, not entirely empty-handed …


"What is that?" Hekliss blurted.

"This, my friends, is a Mortron," Esplin said with a flourish.

"It has wheels!" exclaimed Esplin secondary. "How in the galaxy does any biological creature come to have wheels?"

"I know, I couldn't believe it either," Tarak said, having been part of the expedition himself. "But they're real, they're an actual part of its body. Or … half its body, anyway. It's complicated to explain."

Hekliss was not amused. "What is this, the third creature you've brought back from whatever strange planet Visser Four's wanted to explore? Where are you keeping them all?"

"I'm a sub-visser, I have my own quarters," Esplin reminded her.

"I've seen your quarters," Esplin secondary pointed out, "and if you keep bringing pets into it, there's going to be hardly any room left for you."

"Why do you keep bringing animals onto the ship?" Hekliss demanded. "What is even the point?"

Esplin primary gave an enigmatic smile. "Oh, you haven't seen what this Mortron can do. He's not a mere curiosity—little Jarex here can be quite formidable in battle."

"Formidable?" Esplin secondary said skeptically. "A clunky wrinkled thing with wheels?"

"Just watch," his twin told him. "Jarex—attack!"

Esplin secondary yelped in alarm as the Mortron split apart into two pieces! The upper half flapped a pair of newly-revealed leathery wings, while the lower half spun its wheels—and both of them were heading straight for him.

The wheeled half-Mortron reached him first. He kicked it away, sending it careening into a bulkhead—but the winged half-Mortron was still swooping toward his face. Instinctively, he threw up a wrist blade, upon which the Mortron promptly impaled itself. With a sweep of his arm he sliced it in two. The pieces flopped to the ground.

His brother cackled maniacally.

A movement caught Esplin the secondary's eye … and within seconds he was staring at the floor in wonder and horror. One half of the Mortron was growing into a new winged creature … and the other half was becoming a complete two-part Mortron again!

"Mortrons!" Esplin primary ordered, before they could resume their attack. "Desist."

To the other Yeerks' amazement, the Mortrons obediently wheeled themselves back to Esplin's side, the new winged Mortron settling back into its "parent's" wheeled half.

"I think I will call this new one … Larex. Jarex and Larex. A pair of twins—just like you and me," he said gleefully.

"Have you gone mad?" his brother demanded.

"You see what I mean though," Esplin primary insisted. "Imagine these creatures in battle against the Andalites! Their first instinct will be to carve up the Mortrons with their tail blades … and very soon they will have more Mortrons than they can possibly handle!"

"Well, mad or not, I'm glad you're on our side," said Esplin secondary. Then he laughed. "The Andalites will never know what hit them."

"You know it, brother," his twin said proudly.


The Blade ship loomed above a desolate, wind-swept world.

They'd been assured by Skrit Na traders that there was a sentient species here—one that was apparently interested in purchasing all manner of preserved meats, in addition to living creatures. If they were as numerous as the Skrit Na claimed, there would be more than enough hosts for all the Yeerks on the Blade ship. But at the moment, the planet seemed utterly lifeless.

"I assume you want me to take a party down to the surface, Visser?" Esplin inquired.

Visser Four looked thoughtful. "Yes, and set your course for the mountainous region. I don't see how creatures as large as the Skrit Na described could possibly live amidst these wide desert plains without leaving a trace … but the mountains are a different story. They may well be concealing something."


Not long afterward, Hork-Bajir- and Gedd-Controllers poured forth from the four Bug fighters that had landed at the foot of the bleak-looking mountains.

Esplin surveyed his team. Tarak was there, which was not surprising; he frequently volunteered for these missions. More remarkably, Korliss was also present. Esplin sighed. Having Korliss under his command was always a nuisance, for Korliss would find any way he could to subtly undermine Esplin's leadership. But at this point, Esplin couldn't exactly order him to stay behind.

Without warning, the ground began to shake.

"What?!" Tarak yelped.

"Rrrwhat is rrrr-happening?!" a Gedd cried.

"Stay calm! Hold your ground!" Esplin ordered, a poor choice of words, for at that moment the orange-red dirt simply opened up and swallowed them all.


"Aaaaaaaaaahhhhhhhh!"

"Rrrrrraaaaaarrrrrggggghhhh!"

The Yeerks found themselves rocketing blindly down a pitch-black underground tunnel at insane speeds, sliding, tumbling, desperately scrabbling to hold onto something, anything, but the packed-dirt walls of the tunnel afforded no grip whatsoever.

At long last, the slope lessened, and they gradually slowed to a stop, unceremoniously piling one on top of the other as the tunnel opened up into an enormous cavern. Filling most of the space was a faintly glowing heap of what appeared to be tangled red tubes.

"Rrrrgghh!" cried a Gedd as one of the Hork-Bajir's blades nicked him.

‹MY CHILDREN, AWAKE.›

The immense psychic voice reverberated throughout the cavern, almost as if it were an audible sound.

"What?"

"That was thought-speak!"

"Was that an Andalite?!"

"No Andalite sounds like that," Esplin hissed. "This is something else!"

‹THERE IS FOOD.›

The Yeerks had exactly one second to contemplate that statement.

Then the giant pile of tubes exploded into life.


From sudden splits in the tubes' sides came pouring enormously bloated creatures, each supported by two long rows of cone-shaped legs, which then turned to snapping pincers where the front portion of their body rose up off the ground. The hideous worms rushed at the Yeerks, wielding round, gaping mouths ringed with sharp teeth.

The Gedds were devoured in seconds.

"Out, out, out!" Esplin yelled. "Back up the tunnel!"

The Hork-Bajir were having somewhat better luck, as their flashing blades effortlessly sliced into the creatures' flesh, spilling their innards onto the ground. Some of the creatures even stopped attacking the Yeerks, turning instead to feast upon their wounded comrades.

Esplin's stomach turned. What kind of repulsive freaks were these?

Once the Yeerks got into the tunnel, their situation improved further, for the tunnel could only accommodate so many of the creatures at once. In addition, the worms began to understand they were no match for the group of Hork-Bajir-Controllers—so they are somewhat intelligent, Esplin realized—and they decided not to pursue them further.

It was Tarak who noticed that one Hork-Bajir had gotten caught up in the seething mass of worm-creatures and seemed to be having trouble fending them off.

"Esplin, wait! Someone's getting left behind!"

Esplin took one look and groaned. "Tarak, it's Korliss for the Kandrona's sake, leave him!"


After what seemed like ages, the Yeerks burst forth from the tunnel onto the planet's surface. As they scrambled desperately into their Bug fighters, they heard a faint voice calling.

"Wait!"

To everyone's amazement, a wheezing, panting Korliss emerged from the tunnel.

"Sub-Visser—I stunned one—couldn't carry it back by myself—"

"Speak coherently already!" Esplin barked. The close brush with death had put him in a foul mood, and having to deal with Korliss now wasn't helping.

Korliss glared at him belligerently. He took several deep breaths. "We are supposed to be determining whether these creatures will make suitable host bodies, are we not? I stunned one with my Dracon beam. We can take it back to the Blade ship and have it infested. But I'm going to need help. It is heavy."

Esplin sighed. He waved an arm toward a nearby group of Hork-Bajir. "You and you. And you two. Go help Korliss drag that creature back up here."

The Hork-Bajir in question did not look excited at the prospect. "Go back in there? Sub-Visser—"

"Go or I'll feed you to them myself," Esplin said irritably. He glowered at them until they had all disappeared into the tunnel.

Tarak spoke up. "I hope those worms are infestable."

"They'd better be," Esplin agreed. "I will not be happy if this whole ordeal ends up being for nothing."


It was not an easy task, hauling the stinking sack of flesh up the slippery incline. Even with four helpers. Korliss had plenty of time to mull over the events of the day … and for resentment of his sub-visser to fester in his mind.

He'd thought Esplin was incompetent, immature, obnoxious … but on the whole, relatively harmless. A threat only to Korliss's success. Not to his very existence.

Obviously, it was time to revise that opinion. Because not only had Esplin had absolutely no qualms about sacrificing Korliss to the ravenous worms, he'd almost sounded as if he welcomed the prospect. As if he were anxious to be rid of him for good.

In Korliss's mind, that upgraded Esplin from a mere nuisance to an enemy on par with the Andalites.

He threw his shoulder into the worm's sagging flesh, vowing to figure out some way of dealing with the situation ... some way to protect his own life.