It seemed like the end. Their backs against the tall wooden fence, Arthur (who held Pal in his arms) and Francine (who held the mysterious Shih Tzu) watched hopelessly as the seven large, angry dogs slowly approached them with murder in their eyes.

Unbeknownst to them, a grim conversation was taking place between the Shih Tzu and the female Doberman, who was the lead dog in the pack.

"Surrender or die!" the Doberman barked.

"Surrender is not an option," the Shih Tzu responded without opening its mouth, "and you are not prepared to kill me."

"Not you, perhaps," said the Doberman, "but the lives of the human children mean nothing to me."

For a moment the menacing dogs ceased from their growling and snapping, as if waiting for a command from a higher power.

Then, all at once, they charged at Arthur and Francine...

...only to stop suddenly.

Arthur looked down and saw that the sharp teeth and powerful jaws of the Doberman were only inches from his chest. He and Francine heard a strange noise that seemed to come from everywhere and nowhere at once...an almost ethereal sound of barking and howling. The dogs glanced around, confused and fearful.

A few seconds later, Arthur and Francine were able to sense the direction from which the unusual sound was emanating. Looking along the cul-de-sac, they saw a white horse girl standing at the corner.

It was Greta von Horstein.

The surreal barking sounds were coming from her mouth. She signaled for the two kids to approach her. They did so, carefully stepping between the dazed and frightened dogs, who made no attempt to hinder them.

Greta ceased from her barking. "Hurry!" she called to Arthur and Francine.

And hurry they did. Clutching their dogs, they ran alongside Greta until they were several blocks away from the cul-de-sac.

Francine turned and saw with relief that the dogs who had threatened them were nowhere to be seen.

"I don't think they'll find us," said Greta. Turning to Francine, she asked, "What happened to your eye?"

"Never mind that," said Francine sharply. "What did you do? How did you save us from those dogs?"

Then both Arthur and Francine heard a gentle male voice in their minds. Francine recognized it as the same voice that had led her to the location of the Shih Tzu.

"She's a unicorn," said the voice. "She can communicate with animals."

Arthur froze with panic at the sound of the voice. Francine turned her head in all directions. "Who are you?" she asked. "Where are you?"

"I'm in your arms, silly girl," the voice said again.

"Who are you talking to?" Greta asked Francine.

"What?" Francine looked at her incredulously. "Don't you hear him?"

"My telepathy has no effect on unicorns," said the mysterious voice.

"Wh-what's going on?" Arthur stammered.

Francine gazed down at the Shih Tzu that she held. "It's the dog. He's talking to us with his brain."

"I am The Professor," came the dog's voice. "And you are all in grave danger."

----

About ten minutes later, Arthur, Francine, and Greta passed through the front door of the Read home, followed closely behind by Pal and the Shih Tzu known as The Professor.

Arthur's parents were busily setting the table with a dessert of pineapple upside-down cake. "You're late," said Mrs. Read when she saw the children. "And who's this with you?"

"I'm Greta von Horstein," Greta announced. "I'm a friend of Fern, who's a friend of Arthur."

Arthur gestured at the Shih Tzu. "And this is...a dog who followed us home. I think he's lost."

Mrs. Read bent down and looked at the dog's tag. "The Professor," she mused. "He must know a lot of tricks."

As she went to the phone to attempt to reach the Shih Tzu's owner, D.W. raced into the kitchen, excited at the sight of an unfamiliar dog.

"Oh, it's so cute!" she cried with delight. "And it has wheels! Can we keep it, Dad?"

"No, we can't," Mr. Read replied. "It belongs to someone else."

Meanwhile, Mrs. Read had dialed the number from The Professor's tag, and was awaiting a response.

It finally came. "You have reached the X-Pets messaging service. At the sound of the beep, you will forget why you called, and hang up."

There was a faint beep, and Mrs. Read's eyes suddenly glazed over. She slowly replaced the receiver on its hook.

Arthur led Francine, Greta, and the two dogs up the stairs to his bedroom as his mother shuffled back into the kitchen, looking rather dazed.

"Well?" Mr. Read asked her. "Was the dog's owner there?"

"What dog?" she responded obliviously.

In Arthur's bedroom, the three kids sat on the edge of his bed while Pal lay down on the floor and The Professor wandered about, sniffing. The wheels of his chair made a slight clicking sound as he propelled himself about using his front legs.

"He must have been in an accident," Greta remarked.

At that moment there was a pounding on the bedroom door. "Arthur, can I play with the dog that has wheels?" came D.W.'s muffled voice.

"Not now, D.W.," Arthur answered. The pounding died down.

Francine glanced around at the gathered children and dogs. "Now let me get this straight," she said slowly. "The Professor is a talking telepathic dog, Greta here is a unicorn, and we're all in grave danger."

Greta looked astonished and terrified. "What? How did you know?"

"Oh, right," Francine continued. "You can't hear The Professor's voice because you're a unicorn."

Greta's voice became frantic. "You mustn't tell anyone! Please!"

"No one would believe us anyway," said Francine. "Besides, you can't be a unicorn. You don't have a horn."

As Arthur and Francine watched in amazement, a blinding golden light suddenly appeared about an inch above Greta's eyes. The light seemed to twist around itself repeatedly, and within moments it had taken a definite form.

There was now a glowing, gold-colored, spiral-shaped horn protruding from Greta's forehead.

"So you are a unicorn," said Arthur in a hushed voice. "But why do you keep it hidden?"

"There are many who would kill to possess the horn of a unicorn," Greta replied. "It has magical powers."

"Magic, schmagic," Francine grumbled. "Okay, I'll admit you have a horn, but I draw the line at believing in magical powers."

"Believe whatever you want," said the unruffled Greta, "but there are those who do believe in unicorn magic, and will stop at nothing to obtain it for themselves. I believe one of them teaches at your school."

"What?" said Francine with alarm. "Who?"

"The theatre director," Greta answered. "Mr. Baker."

"Wait...a...minute," said Arthur. "Alan just got detention for telling Mr. Baker he was crazy for believing in unicorns."

"Then he does know!" Greta seemed ready to panic. "I can't stay here. I must leave!"

"What are you afraid of?" Arthur asked her. "Can't you just use your magic if he tries to steal your horn?"

"It's not that simple." Greta's horn seemed to be glowing even brighter than it was when it first appeared. "Unicorn magic is governed by innumerable rules and regulations. I'm 212 years old, and I still haven't learned them all."

Francine gaped. "You'rehow old?"

"Unicorns age more slowly than humans," Greta explained. "My parents are more than a thousand years old."

Arthur and Francine suddenly heard The Professor's voice. "Convince the unicorn to stay if you can. Her ability to talk to animals and her resistance to telepathy may prove useful in our fight against Rascal."

"Who's Rascal?" asked Arthur.

"I'll tell you," said The Professor. "Better yet, I'll let Pal tell you."

Arthur and Francine looked at Pal, who was now sitting and staring at them as if preparing to give a lecture. A moment later, an unfamiliar male voice with a slight English accent sounded in Arthur's and Francine's heads.

"Before I begin, I just want to say, I liked the old dog food better. Also, Kate's diapers are horribly smelly. Keep in mind that I'm a dog, so my sense of smell is much keener than yours..."

"Enough," said The Professor. "I have a better idea. I'll use my telepathy to put the words in Arthur's mind, so he can say them. That way, you won't have to repeat what I say so that the unicorn can hear."

"Will it hurt?" asked Arthur.

"Not a bit."

Arthur felt as if words were pouring into his brain...and he was compelled to repeat them. It came as naturally as if he were choosing the words himself.

"The X-Pets are a team of mutant-powered dogs whose goal is harmony between humans and animals," Arthur began. "There are four members. Myself, The Professor, a telepath; Jean Greyhound, a telekinetic; Wolfie, who has extendible claws that can shred steel; and Rascal, who can absorb the memories and powers of both humans and animals through her tongue. Are you with me?"

"Uh, I think so," said Francine, looking back and forth between Arthur and The Professor. "So...the X-Pets are talking dogs?"

"In a sense," Arthur continued. "They can talk to each other, but I, The Professor, am the only animal in existence with the knowledge to communicate with humans."

"But Pal just talked to us," said Francine.

"Only because I translated. Now, here comes the part that you'll find hard to believe, Francine. Your cat, Nemo, is also a mutant. He is known as Magnemo, because he can create magnetic fields and control metal. His goal is feline supremacy, and we have fought against him many times."

"What?" Francine shook her head unbelievingly. "My cat's a supervillain?"

"Correct," said Arthur.

"You said you know where he is," said Francine. "Where is he?"

"I'll get to that. Now, as I mentioned, Rascal has the ability to absorb memories from humans and animals, and if a human or animal has special powers, she can absorb those as well."

"Can she absorb unicorn magic?" asked Greta.

"No," replied Arthur. "Unicorn magic is in a realm beyond the reach of our powers. Rascal's powers are in her tongue. If she licks someone once, then she gains that person's memories and powers temporarily, and the person isn't affected. However, if she licks someone for a prolonged period of time, then the person's memories and powers can be permanently transferred to her."

Francine gasped. "That's what happened to Marina!"

"Exactly," Arthur continued. "On the night before the incident involving your friend Marina, I made contact with her in hopes that she would allow me to teach her how to use her powers for the benefit of mankind. Although reluctant at first, she eventually sought me out in the place I had shown her, where I was waiting for her with the other X-Pets. However, Rascal had a secret agenda. She attacked Marina and started to lick her repeatedly. When I ordered her to stop, she used the powers she had absorbed from Marina to control Jean and Wolfie, turning them against me. I was barely able to escape, and I've been in hiding ever since."

"Those dogs who attacked us," said Francine. "Were they being controlled by Rascal?"

"Yes," said Arthur. "Rascal's powers of mind control are now superior to my own. However, I still have one advantage."

"What's that?"

"As I said before, I am the only animal with the knowledge to communicate with humans. Rascal can absorb human knowledge through her tongue, and repeat it back, but ultimately, it's all gibberish to her. Understanding human thought patterns is a very complex art, of which I alone am master. If Rascal were to somehow gain access to my knowledge, then she would have the power to control not only animals, but humans. She would become invincible."

"So why didn't she lick you when she had the chance?" asked Greta.

"My mind is immune to Rascal's absorption power," Arthur went on. "I have erected a protective barrier around it, similar to the one that I have been erecting around Pal's mind as we have been speaking. This will prevent Rascal from controlling Pal and using him as a spy."

"What does all of this have to do with us?" Francine asked.

"Rascal hasn't killed me yet because she wants my knowledge," Arthur replied. "And she can only obtain it if I give it up willingly. She believes that she can persuade me to submit by threatening widespread destruction. She has the powers of the other X-Pets, as well as Magnemo, at her disposal. It was they who broke into the Elwood Animal Shelter and released all the animals so that they could serve as Rascal's agents. And that's only a small taste of what their combined powers can do."

"And what's a big taste?" asked Greta.

"Rascal has already dictated her terms to me," said Arthur. "Unless I surrender my knowledge to her, which I cannot and will not do, she has sworn to completely destroy Elwood City...at 12 a.m. on the day you call Christmas."

(To be continued...)