For a creature so huge, the beast gracefully turned to a second rock formation; it was only when it whipped its tail in a roundhouse and the rocks shattered that its power became evident. Razor-sharp chips of stone flew, fast as arrows. The cats scattered. Felline momentarily lost sight of her friends. The monster roared, reaching an ear-piercing pitch that made her cower in pain. Its tail pummeled the canyon floor, forcing her to dodge more rock and choking dust.

A barrage of missiles shot out of the dust like vengeful bees. Panthro must have been able to board the tank. With her heart in her mouth, Felline waited for the warheads to detonate. She wanted to see what kind of damage they inflicted, but too much debris choked the air. She covered her face when a hot, smoke-laden shockwave nearly blew her down.

To her disgust, the monster didn't appear to have a scratch when the smoke cleared. It roared again. It sounded like a saw cutting through a sheet of metal.

The bony, mask-like skull-face spoke to them.

"In this form," Mumm-Ra's magnified voice hissed out of the creature's maw, sounding drunk with power, "I will not tire, I will not break, and I will not stop until you are destroyed!"

He roared a third time. His tail met the ThunderTank's charge with such strength that it rolled the machine over. The great silver tank plowed into the rocks with the force of a warhead. Felline gasped – her father was in there! Had he and the others had any warning at all? Were they all right?

She didn't have time to find out. On the backswing, Mumm-Ra's tail slammed into Cheetara and Pumyra and smashed them to the ground. Tygra latched onto the clawed tip with Javan's bola whip on the third pass, but he was yanked into the air. He lost his grip, sailed clean over the towering monster, and landed near Felline, who leaped out of the way before he bowled her over. Felline slashed uselessly at one of the monster's toes when it stepped down too close to her fallen prince. The gunblade bounced off the scales, spinning her around. She struck again and didn't even raise a spark.

Mumm-Ra didn't realize she was there, buzzing impotently around his ankle. His attention was fixed on a red and blue speck that leaped and dodged his tail and airborne boulders as nimbly as a fly avoids the swatter. Giving up the offensive, Felline lugged at Tygra's unresponsive form and hoped that the Sword of Omens could do what the rest of them could not.

"Ho!" Lion-O yelled, and the Eye responded.

Its red beam struck the Mumm-Ra beast square in the snout. He shrugged it off as if it had been no more than spray from a hose. One of his short forelimbs lashed out, its three-fingered claws closing around Lion-O, and scooped the cat king to his eye level, dizzyingly high above the canyons.

Felline helped Tygra drag himself to his feet. Cheetara and Pumyra appeared, bruised and battered. They didn't say a word, their eyes on their captured king.

"You have taken your last breath, Lord of the ThunderCats," Mumm-Ra said gloatingly in his echoing, dual-toned voice. He squeezed, and Lion-O cried out, kicking as helplessly as a lizard strung up on the gallows.

"What do we do?" Felline exclaimed, shaking under Tygra's considerable weight. She wasn't going to be able to hold him up much longer. On the far side of the canyon the tank groaned, pistons pumping, hydraulics hissing, gears grinding, as it fought to right itself, awkward as an overturned beetle. She glanced frantically around at her friends. "We have to do something!"

"We'll die," Cheetara said.

"If he dies, there's no point in us living," Tygra said. He pushed away from Felline and glared at them. As one, the three women nodded back at him. They would fight, and they would lose, but at least they wouldn't lie down and die.

Cheetara readied her staff, Pumyra her wrist bow, Felline and Tygra their firearms. They crouched, prepared to charge.

They never did. For no discernable reason, the monster threw back its head and tossed it back and forth, keening in both Mumm-Ra's clotted voice and the cry of a beast in agony. Its claws loosened as if the nerves had gone dead and Lion-O dropped. Landing on his feet, he sprinted toward Felline and the others, and not a moment too soon. The monster collapsed to all fours, howling, and then toppled forward, right where he'd been standing. Silence settled like the dust.

Nobody said anything, too surprised to process what had happened.

Panthro and Bastien came running out of the righted tank, Snow hobbling along much more slowly in their dust. The cats converged on Lion-O, who gazed close-mouthed at the monster.

"How did you do that?" Cheetara asked in frank awe.

"It wasn't me," Lion-O said, and Cheetara whipped her head around to stare at him. "It was Ponzi's Miracle Elixir."

Felline saw what was left of the bottle, a rapidly-shrinking puddle of blue and a few glass shards. It must have fallen when the monster picked up Lion-O. A few lazy wisps rose as the solution evaporated. The wisps explored the cavernous, skull-like nostrils of the fallen beast like ghostly fingers. The stench of both elixir and monster was incredible.

Panthro squared his shoulders and marched toward their downed enemy. "You mean if it weren't for that crackpot's potion we'd all be dead?"

He tapped a row of metal knuckles against the beak-like muzzle as if checking to see if anyone was home.

"Aw, General, don't do that," Bastien said uneasily.

Panthro raised an eyebrow at him. A sleepy gurgle from the muzzle answered, and Felline took an involuntary step back. The monster's eyes were open; at least, the one Felline could see was. It was glazed over and pupil-less, as if the beast had been drugged.

Cheetara noticed it, too. "Something tells me the effects are only temporary," she said.

"Then we'd better get our hands on more of that elixir before this thing wakes up," Tygra said.

They exchanged grim looks. Then, without another word, the entire clowder hustled past a confused Snow, who was just then reaching them. He called angrily after them to wait. Only Felline and Bastien paused to help the old snow leopard into the tank.

"We heard the noise and turned on the cameras," Bastien said, assisting Snow off the ramp right as it started to lift to seal them inside a red-tinged dusk. His gray eyes were huge. "Cleo's safe, all buckled in, but . . . I've never seen anything like that."

"Actually, that was a new one for me, too," Felline said. She folded her gunblade and slipped it back into its thigh holster.

"What, you mean that giant, scaly monsters intent on chewing you up and spitting you out haven't been checked off your Things To Do To Save The World list yet?" he asked. He gave her a shy grin which, after some hesitation, Felline returned.

"Sorry, no," she said, turning to lead the way to the cockpit. "The closest we came was an avian guardian of an ancient magical forest. He turned out to be all right, though. No cats on the menu."

"Oh, sure, not every scaly beast is out for death and destruction."

Felline gave an unwilling giggle. It wasn't exactly an apology, but she realized it was the best Bastien could do. If all those months in the gulag hadn't changed him, then nothing ever would. Besides, this wasn't just any monster.

"Mumm-Ra is at the top of the Death and Destruction list, though," she said. "Do either of you know what kind of creature that was? I'm sure he can't transform like that."

Bastien scrubbed a hand through his uneven black mane. "If I didn't know any better, I'd say it was a sycorax, but –"

"Sycorax are extinct," Snow said grumpily, rubbing his bad leg. "Died out long ago with the other First Reptiles. Doesn't mean the bones aren't still around. Maybe Mumm-Ra dug one up to play with."

Felline thought of the skeleton of the winged beast left guarding Mt. Plun-Darr in death. She shivered. A flying giant scaly monster would have been worse. "Then it's most likely possession, not transformation," she said. "His magic probably resurrected it so he could take control of it."

"What makes you say that?" Bastien asked.

She looked up at him, ears pricked forward. "I could hear two voices. He's only riding the beast. I'm willing to bet he's still safe and sound back in his lair."

Panthro fired up the tank's engines and pulled it hard to the left, no doubt zooming around the sycorax still drugged out on the canyon floor.

Snow steadied himself against the wall, frowning. "Where are we going in such a hurry? Isn't it dead?"

Felline offered him a hand. "Come on. I'll explain on the way."

..::~*~::..

The sun was well overhead by the time they caught up to Ponzi and Lucy, scuttling along at a surprisingly good clip.

"I'm glad he stayed on the main road," Felline said with relief. She'd been worrying about what would happen if they lost his trail.

Ponzi's dust cloud billowed out as Lucy broke into a ten-legged gallop. The metal pot-cart swayed alarmingly when Ponzi drove her through curves too tight for both caterpillar and cart.

"Why is he running?" Tygra exclaimed.

"I don't know," Cheetara said from the co-pilot's seat, "but we have to get that elixir!"

"Panthro, after that wagon!" Lion-O commanded. "I'm gonna try to signal him."

"Lion-O, wait!" Felline scrambled after him.

Naturally, he reached the hatch before she did. She could hear him yelling over the growl of the engine and the rumble of the treads. "Ponzi! Stop! Come back here!"

It sounded like he was threatening their little wolo friend. Felline struggled up to the hatch. She popped out the top into the wind and dust while Lion-O frantically waved the Sword of Omens in the air.

Felline, narrowing her eyes against the glare of the noontime sun, watched as Ponzi's cart sped up further. Although they were heading for a raised stretch of road that resembled a serpent-shaped cliff, Lucy did not slow. Felline thought she saw Ponzi's puppy-like face turned back to them, blank with fear, before he snapped the reins, urging Lucy onto the treacherous road. Her leaf-lure whipped back and forth, forgotten.

"Is he asleep?" Lion-O seethed, still waving.

Felline tried to grab Lion-O's arm, to force the Sword out of sight. "Stop it! I think he's running because he's scared of us!"

Lion-O stared at her, uncomprehending. She tugged futilely at his arm, but it was too late. The ThunderTank took the first sharp curve at top speed, wrenching Felline across Lion-O. She would have gone overboard if he hadn't seized her at the last second. Ponzi wasn't so lucky. Lucy managed the next turn, barely. The cart, however, slipped sideways. It dragged her clean off her many feet and fell, carrying the little salesman and the large caterpillar with it. It landed with a spectacular crash at the bottom of the gorge, where the lockbox sprang open and released a rainbow of glass flasks, bottles, and jugs. Every single one smashed on the hard ground, their contents evaporating in the heat in a pastel cloud.

"Oh, no." Felline didn't wait for the tank to make a complete stop. As soon as it drew close to the scene of the accident, she slithered down the outside and hit the road running. Lion-O was right behind her.

"Ponzi!" he shouted.

"Stay back!" Ponzi cried, clearly terrified. He backed into Lucy, whose face was scratched and dirty but whose eyes were at least open. Shaking from droop-brimmed hat to booted toe, the wolo put up his fists defensively. "It's right there on the warning label: Unwanted body hair, facial tics, and explosive gas."

Explosive gas? Lion-O exchanged a glance with Felline, but she shook her head with a weary chuckle. Ponzi was all right, and she didn't want to know what he was talking about.

"We're not after you," Lion-O said as the others came up.

Ponzi eyed him doubtfully. "Y-You don't wanna string me up?" he asked pathetically.

"No," Tygra said gently to the confused wolo. "We need your help."

"We're being hunted by a giant monster, and that elixir is the only thing that seems able to stop it," Cheetara explained.

Everyone was smiling in relief that Ponzi and Lucy had survived. Even Pumyra, who was, apparently, cured by the simple expedient of time. The swelling had gone completely. Her face was intensely beautiful once more. Even more so, after having spent a day as distorted as a reflection in a water drop.

"My elixir." Ponzi stared at Pumyra and then broke into the rather frightened smile every showman gave when ad-libbing. "Of course, my elixir!" he said with a nervous chortle. "Didn't I tell you it would solve your problems? Ricketts, warts, giant monsters –" Then he turned to Lucy and said, so quietly that Felline was sure only she heard it, "Remind me to add that to the label."

Lucy answered him with a cheerful chirrup and a smile that revealed her serrated white mandibles.

Ponzi sighed, turning back to the ThunderCats. "Unfortunately, I have suffered a serious shortfall in my supply."

He lowered his gaze to the mess of glass and mud that had once been his entire livelihood. Felline felt like she'd been given a blow to the stomach. Even worse than thinking they'd driven two harmless creatures to their deaths was the idea of the sycorax returned to full health and unstoppable.

She wasn't the only one dismayed at the news.

"That was everything?" Pumyra asked despairingly.

Lion-O made a motion as if to take her hand in reassurance, but seemed to think better of it. He stood there, stiff and awkward, and she didn't even glance in his direction.

"Never fear!" Ponzi said, throwing up his arms. "Ponzi's Miracle Elixir is distilled from the leaf of the rare and beautiful caracara tree. We shall travel to the hidden spring where the only caracara tree in existence flourishes. There, I shall (for a very reasonable price)," said in a mutter, very fast, before he returned to his hearty tone, "brew up a fresh batch in no time."

"That's good," Lion-O said, "because no time is about all the time we have."


A/N: So, if it had been me, I would totally have resurrected the dragon-thing from Mt. Plun-Darr instead of introducing the sycorax. Would have been much scarier. X3

Reviewer Thanks! KelseyAlicia, Heart of the Demons, booklover1798, The Night Whisperer, Blacktiger93, AndrianaWarrior7, Seeds of Destruction, alluras-castle, Darwin, Momochan77, Hestia28, and Night Neko-Jin. You guys! You make this so much fun to do. You know that, right? Hugs all around!

Until next time,

Anne