Penny sighed as she crossed her arms and leaned back. Thoughts were buzzing in her head and refused to leave her alone. She had told herself now wasn't the time for this.

But that tug in her chest wasn't stopping.

Rudy sat a few feet from her, zoned out from noticing his surroundings. He might have even forgotten she was there. The look on his face made his thoughts clear.

Penny bit her lip. They might be safe talking about this. The other students were too distracted by what happened to Reggie to care about what she and Rudy talked about. There wasn't anyone close enough to eavesdrop even if they did.

Penny got up and headed towards Rudy.

"Hey, how do you think Reggie is doing?"

Penny flinched when Rudy bonked his head against the playground bars.

"I'm so sorry, Rudy! Are you okay?" Penny cried.

Rudy rubbed his head. "It's fine. Eh, what was your question?"

Penny repeated, "How do you think Reggie fared with our new school counselor?"

Rudy's body stiffened. "Oh, that..."

Penny furrowed her eyes. "I'm not sure what to think myself. He's been awfully quiet. I haven't even heard any of the other kids complaining about something he's doing."

"Normally we would think that's a good thing." Rudy said with a forced smile.

"But we know Reggie. He isn't normally this quiet," said Penny. "Do you think the guidance counselor was a bit too harsh on him?"

Rudy said, "I don't know why you're asking me. I wasn't there." A brief pause. "...this is just confirming my suspicions."

Penny placed her hand to her cheek. "You're jumping to conclusions. We should wait this out. It might not be what you..."

Rudy cut her off. "Have you seen Reggie drawing since that counselor meeting?"

"What are you suggesting?"

"Please just answer my question."

What was Rudy getting at? Art wasn't even one of Reggie's interests. He might occasionally dabble in it. But seeing him not drawing was not strange behavior. Why would that be concerning?

Penny said, "...no I haven't. But Reggie doesn't draw that much. He spends most of his time bossing the other kids around. How does this prove your accusations?"

Rudy growled, "He's been actively avoiding anything art-related. Not just drawing. Haven't you noticed that?"

"You're being too jumpy," said Penny. "Reggie wasn't sent to the guidance counselor over drawing. You told me it was because he was goofing off in class."

"With a paper airplane. That's still art, Penny. Don't you see?" Rudy's voice shook. "Reggie was forced to attend a meeting with the guidance counselor over something art related and now he hasn't touched the subject since. This must be what Mr. Wilter wanted."

Penny shook her head. "That doesn't make any sense."

Rudy growled. "Only because you refuse to listen."

Penny gritted her teeth. Her blood started to heat up and her fingers squeezed against her palms. She kept her mouth shut lest she say something she will regret. She forced herself to breathe deeply, allowing her body temperature to return to normal. She rubbed her forehead and pinched the bridge of her nose.

"Maybe we should talk to Snap about this?" Penny asked.

Rudy paused for a moment and said, "We should have gone there from the start. I just..." Rudy rubbed the back of his head. His expression softened. "I'm sorry."

Penny sighed, "Don't worry about it. Let's just go."

There was more that Penny wanted to add, but it wasn't necessary to say. The two of them would be more productive if they spoke with Snap instead of bickering back and forth. Would Snap have any answers? Penny had a feeling it was 'no', but any answer, good or bad, would still be helpful.

As she was caught in her own thoughts, Rudy had already drawn the portal. She drew in a gasp and grasped Rudy's arm.

"Wait, shouldn't we go somewhere safer to do this?" Penny asked. "What if someone sees us?"

Rudy smiled. "Don't worry, I'll be sure to erase it as soon as we are inside."

Penny bit her lip. The other students might not be close by, but who knew how long that would last? There was still a good chunk of recess left, giving ample opportunity for someone to take notice.

Rudy didn't seem too concerned. He had started to crawl through the portal, only stopping to motion to her to follow him. Penny hesitated, her surroundings doing little to comfort her.

"Rudy, I don't think..."

Penny stopped herself. This had been her suggestion, hadn't it? Why was she backing out now? The sooner they did this, the sooner they could get back without anyone noticing.

"Alright, let's go." Penny said.

Penny paused for a second to make sure that no one was looking in their direction. Then she followed Rudy through the portal.

sss

What an interesting development.

Mr. Quillon had pulled the curtain aside as he peered out the window. Below him, the students played outside, enjoying their playground, oblivious to being watched. This was an unexpected delight. What a perfect way to observe the students without them feeling the pressure of being watched.

It hadn't been a surprise that Rudy avoided the other students most of the time. What interested Mr. Quillon was that one student Rudy kept clinging to during this time.

What was so special about this Penny girl? Why did Rudy cling to her out of all students? Finding this out might prove useful in their first meeting. The boy was going to meet with him one way or another. It was how these sort of things went.

How cooperative would Rudy be? Mr. Quillon chuckled. The answer was too obvious. None of the students he spoke to ever understood how he was helping them. Rudy would be resistant, just like all the others.

But that meant he had a door into his mind. Mr. Quillon only needed to find the key.

Mr. Quillon pushed his glasses against the bridge of his nose as he gripped the curtain. He was about to close it until something caught his attention. He pressed himself closer to the window to get a better look.

Where were Rudy and Penny? They were at the monkey bars the last time he checked, but now they were nowhere to be seen. Not from his viewing angle anyway. Had they gone somewhere else on the playground, then? No, it was too fast. He hadn't shifted his gaze away for that long. So how did they disappear so quickly?

Mr. Quillon narrowed his eyes. Things just got more interesting.

sss

Buildings crushed. Dust covered the sky. Rubble fell to join with the debris below. Zoners left and right fled towards any shelters that they could find. Cries for help could be heard throughout the city, accentuated by the roars. Some zoners tripped in their efforts to get away. Some were helped while others were left to fend for themselves.

The monstrous cyclops had no patience for anyone or anything in its path. It struck out with its claws and ripped houses and other structures like they were made of butter. Its feet made short work of any cars unfortunate enough to get caught underneath. Its fangs tore through the bridge as it continued to amble onward.

Rudy's feet remained planted on the ground as his vision was filled with nothing but the cyclops. His voice was stuck in his throat. He gulped and wiped the sweat from his forehead. His neck muscles ached as he forced himself to look away from the destruction.

Wasn't there something familiar about this?

"See? I told you it was bad!" cried Snap as he flailed his arms.

"You didn't say it was this bad," whispered Rudy.

Snap jumped up into the air. "Just draw something! That thing is headed into the town square!"

Rudy widened his eyes as the cyclops spread its clawed hands outward and let out another roar, intermixing with the zoners' screams. He was only able to tear his gaze from the sight when Penny gripped his shoulder.

"We need to hurry! We can't let that creature destroy ChalkZone City!" Penny shouted.

Rudy opened his mouth in effort to answer her, only to remain silent. He shifted his gaze back towards the rampaging cyclops. Had he ever dealt with a creation like this before? That sense of deja vu grew stronger the longer Rudy lingered on this. His heart clenched and his voice stuck inside his throat. It took all of his strength to press on.

Rudy's blood chilled as more screamed echoed and another building fell. He shouldn't keep dawdling on the matter. Furrowing his gaze, Rudy nodded to Penny and Snap as they ran towards the cyclops.

How were they going to contain this thing? Would he be able to draw something big enough to hold the cyclops? Would he even be able to do it before it got out? The coldness spread throughout his body as Snap's SOS from earlier call repeated itself in the back of his mind. He and Penny should have been faster.

A zoner's cry caused Rudy to halt and turn his head. A slab of rock had crashed through a car, trapping the zoner inside. Rudy widened his eyes and he bolted towards the wreckage.

"Hold still!" Rudy shouted as he reached for his magic chalk. "I'll get you out of there!"

The zoner stared at him with terror-filled eyes. "P-Please hurry! I...!"

"Rudy look out!"

Everything around Rudy darkened and as he turned to the source, it was like a mountain had struck against him. The air was forced out of his mouth, leaving him wheezing. His vision was filled with blurry darkness, his ears only catching faint cries. He coughed and began to struggle only for the pressure on his body to increase. He quickened his breathing.

His vision became more focused and he gasped at the sight of the cyclops glaring down at him. Its gaping mouth acted as a geyser, its breath a steam that burned against his skin. Rudy flinched and squirmed in the creature's grasp. He wasn't able to turn away from that colossal eye's spotlight, freezing him in place.

Time stood still. Rudy couldn't make any sense of the world except for the cyclop's huffing. His own breathing became shallow and his movements all but stopped. Even the notion of crying out for help didn't reach him.

Were his friends nearby? Did that zoner get to safety?

In this moment, those questions were faded.

A rumbling growl pulled him from his thoughts. Rudy was nearly crushed under the cyclops's glare. He twisted from side to side. The grip remained firm and caused Rudy's strength to start draining. Fumbling with his hand, he scraped pebbles into his hand. Instinct took over and all it took was a swing.

The pebbles made a direct hit.

The cyclops grasped at its eye as it bellowed, swinging its head. With the beast distracted, Rudy wriggled against the hand holding him down. There was a sudden pressure increase and Rudy widened his eyes and gasped. Pain catapulted along his body and his breathing grew labored. Rudy gritted his teeth as the cyclops turned its attention on him. The twitching swollen eye only held a single message for him. Rudy gulped.

There was no way to defend or hide from the cyclops's attack. Rudy's surroundings became a twister of blurs as he rolled across the pavement like he was a tumbleweed blown by the wind. He pushed himself up by one arm and coughed. A lump lodged in his throat when the cyclops charged towards him.

Rudy got up on shaky legs, digging into his pocket to bring out the magic chalk. He fumbled with the chalk, his palms sweaty, his heart quickening. He gritted his teeth as he began to swing his chalk-wielding arm around as fast as he could. Despite the cyclops barreling towards him, Rudy tried to keep his focus on his creation.

The burst of fireworks caused the cyclops to roar and stumble back. Lights and colors kept its gaze upwards and the particles shooting outward grabbed its attention. In that moment, the cyclops lost interest in Rudy and it began striking at the firework explosions all around, its lip curled as it released snarls and growls. Rudy seized this chance and fled.

Rudy tried not to look behind him as he dashed towards the nearest shelter. His options were limited. Most of the buildings here were damaged. Even the most stable looked as if one more strike would topple them.

It was either this or risking being an open target.

Rudy dove towards the nearest structure. It was enough to hide his body underneath the cracked arch. He pressed himself against the rubble, goosebumps forming as he trembled. The cyclops was still visible even from here. The chilliness in the air couldn't be shaken off.

Rudy clamped his mouth shut when parts of the arch broke off. This thing was hanging on by a thread. He should have chosen a better hiding spot. A crack seeped further through what remained of the foundation. The arch snapped under the weight shift and crumbled. Rudy jumped to his feet and ran before he got buried in the rubble.

"Rudy!"

Rudy stopped at that voice and gasped. "Penny? Snap? G-Get out of here! It's too dangerous!"

Penny seized Rudy's shoulders. "Dangerous?! What about you? What were you thinking separating from us like that?!"

"Yeah, Bucko! You had us worried sick! We thought the cyclops got you!" Shouted Snap.

Rudy ripped himself away from his friends. "We can discuss this later. In case you forgot, we kind of have a situation right now." He motioned towards the giant. "Do either of you two have any plans on what to do about him?"

"Well I assume Big Big And Grumpy there isn't interested in music," said Snap. "Doesn't look like we can soothe the savage beast."

Penny nodded. "A trap would work better. Rudy, do you have enough magic chalk?"

"A new stick."

"That should be enough."

Rudy clutched the chalk. Before Penny could start explaining her idea, the ground beneath them quaked. Rudy and his friends bounced up and down with the force of each shake. The cyclops's bellows permeated their ears and they screamed as they barely dodged the fist rocketing into the ground. Their bodies rolled on the ground until they got back into their feet and spread out.

The cyclops hesitated as it pawed at its quivering eye. Then it raised its hands up, hooking its fingers like claws, and ran towards Penny. Its fist slammed down, forcing Penny to jump to the side. The cyclops steadied itself on one hand and tried to grab her with the other. Penny turned and ran, leaving the cyclops to claw at the ground instead. The cyclops looked around blindly and let out a bellow.

Rudy rushed towards Penny and grabbed her arm. "Are you okay?"

"Yeah I'm fine," panted Penny. Her eyes widened. "Where's Snap?"

Rudy gasped and scanned the area for his missing friend. His hands formed an oval around his mouth as he shouted, "Snap!"

"He's over there!"

Snap had taken a fighting stance and circled his fists. He was shouting at the cyclops to keep its attention. The cyclops regarded him like he was a pest and swatted at him. Snap jumped and slid to a stop. He cupped his hands to his face and called out to the cyclops again.

"Is that the best you got? Come on, I'll take you on!" Snap shouted.

The cyclops bared its teeth and dropped onto all fours. It moved surprisingly fast for its size and it chomped at Snap, who jumped back. Snap balanced himself against one hand and smirked at the cyclops. The cyclops's lips curled and it lumbered towards Snap. Another slash at the ground, another dodge. Snap paused his running to blow a raspberry at the cyclops. Growling, the cyclops threw a punch. Snap got away again, leaving the cyclops's fist stuck. The cyclops struggled to free itself as it roared at Snap. It soon freed itself with a sharp tug, cracking the ground, and gave chase.

Rudy wanted to call for Snap, but his voice refused to cooperate. With heat powering his limbs, he and Penny sprinted over. He couldn't take his eyes off what was happening. Snap was having increasing trouble dodging the cyclops's attacks. How long was he going to be able to keep this up? Why did he have to do something so reckless?

Penny grabbed Snap as soon as she was close enough. She covered his mouth and joined Rudy in racing towards the nearest empty building. The cyclops charged behind them. Shaking, Rudy conjured up a slingshot and rock. He twisted his body to take aim. After he released the band, the rock struck against the already reddened eye. The cyclops screeched and halted with its hands covering its eyes. The cyclops's cheeks became wet with tears. Rudy froze as sharpness danced along his stomach. He quickly shook his head and joined up with his friends.

Rudy slid against the wall as he regained his breath. His hand to his chest, his heart banged against his ribcage. The only comfort he could take was that this building should be sturdier than the arch.

But it wasn't going to be enough.

Snap pushed Penny away and glared at her. "Why did you interrupt me? I was doing just fine!"

Penny said, "What if you got hurt? It wouldn't have been safe to take you to the hospital! Not with all this ruckus!"

Snap snorted. "Pee shaw! I was doing great until you dragged me off!"

"I was saving you!" Penny stepped closer to Snap. Her expression softened. "This isn't the time for this. We need to..."

"How are we going to do this?"

"...Rudy?" Penny asked.

Rudy folded his arms and buried his face in them. "How are we going to stop this thing? We rushed in too soon and now it's after us. I-I never dealt with..."

Snap said, "Don't say that, Bucko. Remember that dragon?"

"I had to break a cardinal rule in order to stop that dragon, Snap. Remember? I let in a total stranger."

"You did what you had to do."

"I could have hurt everyone!"

Penny furrowed her eyes. "Rudy, what are you talking about?"

Rudy fought against the wet burning around his eyes. "I brought someone I didn't know into ChalkZone because I didn't know how to stop her dragon! I tried everything I could but I still had to find the dragon's creator to stand a chance! I put everyone in danger because I couldn't save anyone!"

Snap grabbed Rudy's shoulders. "You gotta pull yourself together! ChalkZone needs you!"

"Don't beat yourself up for what happened back then, Rudy. You've only gotten better," said Penny. "We'll figure out how to stop this cyclops."

Rudy sighed. "I hope you're right."

Suddenly Penny lunged at him and knocked him into the ground. Rudy hissed as air was forced out of his lungs. He opened his mouth to speak only to immediately freeze. He screamed and pulled himself and Penny to one side when cyclops's hand ripped through the wall. The only thing he and his friends could do at that point was dodge the falling clusters of stone raining down upon them.

"Bucko! Buckette! Are you alright?!"

Rudy hissed as he brushed off the pebbles clinging to him. "I feel okay."

Penny rose up from the ground. "I think I'll be okay."

Snap wiped his forehead in relief. Then his eyes narrowed. "We can't keep doing this. I'll keep the cyclops busy while you two figure out how we're gonna be handling this."

Rudy shook his head and reached outward. "No Snap! Don't...!"

It was too late. Snap had already begun to retreat towards the cyclops. Snap jumped towards the cyclops's hand as it probed around for them, and latched on. The cyclops's hand reversed out of the building like a turtle snapping its head back. Dodging the falling debris, Rudy and Penny ran out of the damaged building. Snap bit down on the nearest finger, causing Rudy and Penny to cringe back in horror.

The cyclops roared and its gnarly teeth became only inches away from Snap's face. Snap's body froze as if turned to stone. He let go and backed up from the cyclops. He got too close to the hand's edge, barely stopping himself in time.

Snap tittered as he raised his hands. "H-Hey now, I'm sure we can work things out...I..."

The cyclops opened its mouth.

Snap wailed, "Rudy!"

"Snap!"

The cyclops flipped Snap into the air and grabbed him by his cape. The cyclops started to lower Snap towards its mouth. Snap's struggles increased as the gap was rapidly closed.

Rudy's legs shifted into auto pilot mode. He ran towards the cyclops as quickly as he could. His mouth's dryness contrasted sharply with the sweat clinging to his skin. With no hesitation, Rudy swiftly began pulling his arm this way and that, lines rapidly filling the air, the spark of life exploding in all directions. The device spread its wings and flew towards the cyclops before Rudy realized what happened.

The cyclops skidded to a stop and struck at the winged device. It missed, causing it to roar in frustration. The flying device dove down between its legs and emerged from behind. The cyclops swerved around and bared its teeth. It hooked its fingers and slashed forward. It made contact, grazing the back of the device and causing it to fizzle.

"Rudy!" Snap screamed, scrambling in the cyclops's grasp.

The cyclops roared and slammed its hand where Rudy was. Rudy jumped to one side and rolled along the ground. The hand behind him smashed against dirt and cracked it like an egg. Buzzing and crackling wrangled his ears. He screamed and pulled himself back as his creation crashed before him. The cyclops struck at him again. Rudy jumped up to his feet and scrambled back, never breaking eye contact with the cyclops. His skin became sleek with sweat and his heart rate was like a speeding cheetah.

The cyclops threw Snap to the side and barreled towards him like a gorilla. It let out a roar, its fangs chomping down for a bite. Rudy jumped, the ground crumbling away where he was. He kept scrambling backwards, only just barely keeping out of the monster's reach. His leg snagged on a jagged piece of rock. He howled in pain and he fell to the ground, clutching his leg.

A bellow echoed against his ear drums. Rudy covered his ears as the ground shook underneath him. A familiar voice yelled, the cyclops screeched, something heavy slamming against an equal force. Something crumbled onto his curled form, but he dared not to look.

"Rudy Tabootie!"

"B-Biclops?" Whispered Rudy.

"Rudy, are you okay?!"

Rudy pushed himself off the ground. His chest heaved, aches tugging at him as if something had been torn. He wiped his sweating face, fighting back tears, as he tried to appear brave for his friends.

But it wasn't working.

Rudy's knees buckled and he dropped to the ground. His labored breathing tugged at his chest as he tried to blink away his tears. Any voices calling out to him were obscured with the pounding of his heart. He would have fallen forward if it weren't for Penny and Snap rushing over to hold him up.

"Bucko! Are you okay?" Snap asked. He tightened his grip on Rudy's shoulders. "Please speak to me!"

Rudy closed his eyes and chuckled. "What would you like me to say?"

"Don't scare us like that again!" Snap wailed. "We thought you were going to be a goner!"

Rudy chuckled, "Weren't you going to be eaten?"

"Bah, that stupid cyclops wouldn't have been able to handle me. I'm too tough!"

Rudy did little else but chuckle again. After what happened, he couldn't bring himself to exert much energy. He didn't even try stopping his own crying. "Yeah I know."

Biclops bellowed and rammed his shoulder against the cyclops. The difference in size mattered little. The cyclops toppled to the ground, feet kicking, grasping at air in what must have been a desperate attempt to fight back. Biclops barely managed to dodge the attacks. He grabbed onto one of the cyclops's legs and yanked back. Biclops lifted the cyclops up and threw released it. The cyclops crashed into the ground. Rudy flinched at the loud crack that followed.

Biclops stomped down onto the cyclops's back, causing the ground to shake. The cyclops screamed and tried to claw at Biclops's leg. Biclops shifted his body and avoided the attacks. Snarling, he grabbed onto the cyclops's leg and bit down on it. Howling, the cyclops jerked its body and snapped its jaws at the air, ending up with a mouth filled with dirt and grass. It spat it out and released another screech. Biclops slammed his fist against the back of the cyclops's head. With a gasp and sharp jerk, the cyclops became still.

The silence that followed engulfed Rudy in its grasp. The juxtaposition from what just happened to now jarred his brain, now alert to any other potential dangers. Rudy momentarily forgot about his tiredness and he rubbed his arms against himself to fight off the chills.

Rudy caught Biclops staring at him and swung his body around to meet him. Biclops was glaring at him, but there was no anger held in those eyes.

"What happened?" Biclops asked.

Rudy lowered his head. "I should have come in here earlier. I could have stopped this thing before it attacked ChalkZone City. I'm so sorry."

"That doesn't answer my question." Biclops said. "What happened? How did this thing come to attack ChalkZone City?"

"Snap alerted me and Penny to..." Rudy stopped when Penny grabbed his shoulder.

"We'll explain later," Penny said. "We need to get back to school. We don't want to cause any suspicions."

Rudy widened his eyes. That's right. How could he have forgotten about school? Were they too late to return for the end of recess? Had anyone noticed they were gone?

Biclops sighed and nodded his head once. "I expect a full explanation for when you two get back." He paused and glanced towards the destruction. "It's going to take weeks, even months, to fix this mess."

Rudy flinched. He almost apologized again, but held his tongue.

"Don't worry about the cyclops here. I'll take care of them," said Biclops.

There was little time left for further chat. Ignoring the pangs in his stomach, Rudy followed Penny as they rushed back to where the portal was. Rudy cursed himself for not keeping track of the time and for taking too long to stop the cyclops. He hadn't even stopped the cyclops on his own; Biclops had to intervene.

He should have asked for Biclops's help from the start.

Rudy tried not to dwell on the thought. There wasn't anything that could be done now. At least the problem was taken care of. Now he could refocus his attention on another pressing manner:

Mr. Quillon.

Penny had told him there wasn't anything to worry about regarding Mr. Quillon. But Rudy couldn't shake off the worry of Mr. Quillon being hired to dissuade him from pursuing art. Something about that thought just made so much sense. He hoped that he was wrong.

sss

Mr. Quillon chuckled to himself. Rudy and Penny have impeccable timing. It was like they knew he was coming outside and they managed to return from their hiding spot just in time. Clever little children, weren't they?

Mr. Quillon pressed himself against the school building, his arms folded against his chest. How many times had they disappeared? Did they always return without anyone noticing they were gone? This was something worth talking about when he had a chance with Rudy or Penny.

After the last of the students returned to their classes, Mr. Quillon trekked into the school playground. How could two students go missing and no one had noticed? The options for hiding were limited. The position of the playground bars didn't offer any better solutions. It should have been impossible for Rudy and Penny to disappear this long without someone noticing.

It would have been if there had been an adult watching them.

Enough of that. He needed to investigate this while he had the chance. If any student could just vanish from sight, that would lead to unsavory results. What if a troublemaker took advantage of this to wreak havoc? What of the less bothersome kids? Would they risk becoming kidnapping victims?

Mr. Quillon arrived at the monkey bars. He examined them and the immediate area. The monkey bars were part of a set, situated near other playground structures. This didn't come across as strange but it didn't explain how Rudy and Penny vanished. The monkey bars were in plain sight of his office window. They weren't with the other students. Going to the side of the building was a possible explanation. It still didn't sit well with him.

Students must remain in sight of a school staff member at all times. Any moment where they aren't being watched was inviting trouble. Kids will be good when they know an adult is nearby. Take that away and kids will attempt to get away with things they were warned against. Rudy and Penny wandering off where they can't be seen must be contended with before any of the other students start copying their idea.

The school bell rang, echoing in his ears. He furrowed his eyes and he pinched the bridge of his nose. More wonderful timing.

Whatever. He had seen enough to bring his concerns up with Principal Stringent.

Something bright burned the corner of his eyes. He shielded them and winced momentarily. Locating the source of the brightness led him to a spot that was hidden from sight before. He moved in closer, bending his knees to touch the ground.

A small speck. But it was still there. The light was like a secondary sun had been planted in the ground. He pressed his hand against it. No extra heat like one would have expected. He hummed to himself. What could this be?

He brushed his fingers together. The glow spread across and the light glowed brighter. He furrowed his eyes, humming to himself. He examined the ground for a moment and walked away.

He'll figure this out one way or another.