For Better or For Worse
Part 3

Highland Park

All watched, openmouthed, as the Iron Vulture leisurely drifted over the cliffs. Like bees swarming around a hive, a dozen CT-37s buzzed around the huge purple and black mother-ship. Simultaneously, the pirates' single-man tri-wing planes broke rank and proclaimed open season on Cape Suzette. With a loud 'ack-ack-ack!' they riddled buildings and everything else in their path with bullets. Exploding salvo from the Iron Vulture continued to drop on the city and splash into the harbor.

"Who invited the pirates to the weddin'?" Baloo exclaimed, hugging Rebecca tightly. A wide-eyed Molly was sandwiched between them.

"Don't look at me!" Rebecca snapped.

Kit frowned thoughtfully at the cliffs. He wondered what crazy scheme Karnage had up his sleeve this time. "Something must be wrong with the cliff guards. If they don't do something, Cape Suzette's gonna be blasted to smithereens."

"I hate smithereens," Wildcat commented.

Another earthshaking cannonball slammed into the hill close to the park, causing the wedding party to topple to the gazebo floor like dominoes.

"Man, that was too close for comfort!" Louie cried, scrambling to his feet. "Let's make like a nose and blow."

"They can't get away with this!" Aunt Louise averred, stomping across the lawn to her plane. "Someone's gotta stop 'em." She climbed into the Pink Piranha and adjusted her goggles over her eyes. "And that someone is me!"

"This ain't a one-woman show, Aunt Louise. I'm comin' with you. Scoot over, Rover," Louie said, squeezing into the cockpit beside his aunt. As the engine started up, he muttered under his breath, "Oh, I'm gonna hate myself in the mornin'." He knew, from experience, what a daredevil pilot Aunt Louise was.

"Looks like the party's breakin' up, Beckers."

"And so is the gazebo," Wildcat pointed out as chunks of roof fell in on them.

"Time for us to say our toodle-loos," Baloo said. "Everyone to the car!"

Rebecca looked helplessly around at the park. All of that planning, all of that money wasted. "But what about the wedding...ah!" Baloo dragged her by the paw to the grey Chevrolette sedan.

The Higher for Hire gang piled in the car - Baloo and Rebecca in the front seat with Wildcat and the cubs occupying the back.

"Sign this!" Pastor Geoffrey said brusquely, shoving a piece of paper and a pen at the newlyweds through the car's window. Baloo and Rebecca quickly scrawled their signatures on the marriage certificate. As he ran to the van, he shouted over his shoulder, "I'll send you the bill!"

A brown CT-37 swooped over the park, machine guns blazing. A double line of bullet holes was tattooed onto the top of the caterer's van just as it zoomed away from the park.

"I hope he's not chargin' us for damages," Baloo murmured. He started the car, then stepped out.

"Where are you going?" Rebecca yelled out the window.

"Gotta get my record!" Baloo sped to the gazebo to grab the last copy in the world of 'I Got Them Flat-Broke, Sticky-Shoed, No Banana, Boogie-Woogie Blues' from the record player. On the way by the buffet table, he snatched up the presents and poured nuts and mints into his pockets. He looked longingly at cake as he passed, paused for a second, and seriously considered taking it. But he didn't know how to transport it.

Rebecca backed the car up beside the table, leaving tire tracks on the neatly manicured lawn. "Get in, Baloo!"

"The cake!"

"Forget the cake! Get in, already!"

"Then scoot over!"

"No, I'm driving."

"But...!"

"This is no time to argue, Baloo! Just get in the car!"

A spurt of gunfire whizzed over his head, missing Baloo by mere inches. The cake wasn't so lucky. Gooey blobs of pink, yellow, and white splattered all over the front of his tuxedo. He dove into the passenger side of the car. "Punch it, Beckers!" After he scrambled into a sitting position, he scraped a glob of frosting from his jacket and licked it off of his fingers.

Rebecca put the automobile in gear and drove as she had never driven before. The car careened down the narrow, winding gravel road that led down the side of the hill towards Cape Suzette, wildly swerving left and right as cannon fire exploded in front of them. Clumps of dirt and rock pelted the car.

"Watch out!" Baloo bellowed, bracing himself against the dash. "Go that way! The, uh..." He put his right hand over his heart. "I pledge allegiance to the flag...the left! Go to the left!"

When she was on the left, he complained, "What are you doing on the left side of the road?" He grabbed for the steering wheel, and Rebecca promptly smacked his paws away. "Get over on the right! Sheesh, Becky! Where'd you get your license? In a Cracker Jax box?"

"Stop being a backseat driver!" Rebecca said testily, yanking the steering wheel to the right. The car skidded around a newly-created crater on two wheels.

"But he's sitting in the front seat," Wildcat said wonderingly as he and the cubs slid back and forth on the rear seat.

It was a bumpy ride, but they finally, miraculously arrived at Higher for Hire.

Everyone piled out of the car, which now sported a few new dents and dings. Wildcat hurried to his houseboat. Rebecca and the cubs made for the safety of the building with Molly chirping, "Can we do that again, Mommy?"

Baloo ran towards the Sea Duck, shouting over his shoulder, "Becky, get the kids to the basement!"

Hand on the doorknob, Rebecca asked, "Now where are you going?"

"Someone's gotta stop Karny. Aunt Louise an' Louie can't do it by themselves."

"I'm going with you."

"What? No way, José!"

"I may be your wife, but that doesn't mean that you can tell me what to do!" She stomped her foot angrily. "I'm going and that's that." Tears welled up in her eyes. Quietly, she said, "I can't lose you, Baloo. Not today."

Baloo glared fiercely at her, but his expression softened when he saw her tear-filled eyes. If there was one thing he couldn't stand, it was seeing a woman cry, especially this woman. With a sigh of resignation, he said, "All right, honey. C'mon."

Rebecca knelt down and hugged the cubs. "Go to the basement and stay away from the windows. Take care of each other." She kissed both on the cheek, threw her train over her arm, and ran as best as she could to the Sea Duck in her heavy skirts.

"No way am I staying here," Kit said determinedly when Rebecca climbed into the cockpit. He rushed down the dock to the seaplane.

"Me neither," said a little voice from right behind him.

"No, Molly!" Turning around, Kit put his hands on her shoulders and pushed her towards the building. "You stay here with Wildcat."

"That's my mommy and my daddy, too!" Molly cried stubbornly. In imitation of her mother, she stomped her foot. A sly look passed over her face. "Besides, Mommy said for us to take care of each other. That means we gotta stick together, and if we don't, I'll tell."

The Sea Duck's engines started up. Kit, wanting to make a run for it, felt like he was trapped between a rock and a hard place. Inching down the dock, he pointed out, "It's gonna be dangerous."

"Goody." She giggled. "Danger Woman lives for danger."

"Molly, this isn't a radio show. This is real life. Real pirates with real guns. Bad things can happen. You could get hurt."

"I know," she said scornfully, arms folded across her chest. "I'm seven, not stupid."

Kit made a hurried decision. A few more seconds and the Sea Duck would take off without him. "Fine, you can come only on one condition - you have to do exactly what I say, no questions asked."

"I promise, big brother." Molly crossed her heart.

"Then step on it, Short Stuff." Kit grabbed her paw and tugged her along towards the Sea Duck. They leapt into the cargo hold just as the plane was pulling away from the dock.

A short while later, Wildcat walked into Higher for Hire with his pockets crammed full of graham crackers, a bag of marshmallows, and chocolate bars. He drug the acetylene torch behind him. He looked around the empty office in confusion. "Hey, where'd everybody go?" Unfazed, he sat down on the sofa, speared a marshmallow with his screwdriver, and began toasting it over the acetylene torch.

Downtown Cape Suzette

When the Iron Vulture entered the city, Don Karnage screamed, "Attack!" into the microphone.

Approximately fifty pirates strategically interspersed throughout the crowd whooped and shot their guns into the air. They grabbed anything they could get their grubby hands on - purses, wallets, jewelry, lollipops, etc. The citizens of Cape Suzette scattered, screaming.

Amidst the chaos, Detective Thursday signaled for all of the police officers to capture the pirates. The policemen's shrill whistles added to the cacophony. Unfortunately, the cops were outnumbered and out-muscled. Many officers ended up being knocked down by pirates or trampled underfoot by hordes of panicked people. Others were rounded up by pirates and tied up. One was even shoved face first into a garbage can.

On stage, Gibber murmured into Karnage's ear.

"Yes, I also love a captive audience, too!" Karnage chortled as he proudly surveyed the mayhem. His attention was drawn away from the chaos by a gold-plated plaque repeatedly, lightly smacking him on the back.

Seventy-five-year-old Mrs. Sara Coopersmith-Fitzwarren-Goldenheimer-Stein was exacting her vengeance with, well, a vengeance. Her feeble blows didn't hurt as much as they were annoying.

"Ouch! Ow! Stop that, you stupid old hag!" Karnage snarled. He snatched the plaque from her, crammed it in her mouth, and pushed her off the stage where she landed on top of Detective Thursday.

Mayor Tuskany ran around in confused circles, shouting incoherent orders. "This is anarchy! This is an outrage!"

"No, it is pirating!" Karnage said. He doubled over laughing when the mayor lost his balance and fell off the stage only to land on Mrs. Sara Coopersmith-Fitzwarren-Goldenheimer-Stein and Detective Thursday.

Vexed with the entire situation, Shere Khan murmured in Owen's ear, "Call out the air force."

"Yes, sir."

Owen snaked his way through the mob of hysterical people to get to a payphone. With shaky fingers, he put a nickel into the slot and dialed the number. "H...hello, Commander Meander? This is...um," watching a pirate with a saber chase a screaming slim brunette minx down the street, he momentarily forgot that he was on the phone; "uh, Owen, Shere Khan's assis...assis...er, right-hand man. Shere Khan wants you to immediately deploy the air force to fight off these pirates."

"That's impossible, Owen. All of the tires have been slashed. We're currently working on repairs."

"T...the tires are slashed? All of them? On all the planes?" At the thought of Cape Suzette being completely defenseless, a cold sweat broke out on Owen's forehead; he absently wiped it away with his palm.

"All of them. We're completely baffled as to who did it," the commander replied grimly.

A scruffy brown canine knocked on the door of the payphone booth. The husky pirate, who towered over the phone booth, said in a sing-song voice, "Time's up, shorty."

Owen glanced timidly up at the pirate, who had an evil, toothy grin on his face. "Um, I...I think I have a very good idea who did it. Gotta go," he said quickly, hanging up the phone. He eyed the gun in the pirate's hand. He almost hoped that the pirate would kill him. It would be preferable to relating the bad news to Shere Khan.

Back to the Stage

While pandemonium reigned around him, Shere Khan sat stoically on stage. Flicking his sharp claws in an out, he said quietly, but menacingly, "You double-crossed us, Karnage."

Clomping across the stage to the tiger businessman, Don Karnage replied nonchalantly, "Are you surprised? A pirate does what a pirate has to do. Plunder!" Seemingly unconscious of the cannon shells falling around them, he said airily, "I was saying to myself a few months ago - 'Self, why are we messing with the small french fries when we could have the whole enchilada? We need to go after something big, something grand, something that would look good on a T-shirt.'"

Gibber whispered in his ear.

"Yes...my face would look excellemundo on a T-shirt, but why would we conquer my face?" His expression contorted into a savage snarl as he poked his sword at Khan's chest. "We are going on a little field trip." He prodded Khan into the back of a nearby police car.

With Gibber at the wheel, they started down the street. Pedestrians had to jump out of their path.

Karnage, sitting beside Khan, said, "Now, we talk business, big-time businessman. You have something that I want."

As if being kidnapped by pirates was an everyday occurrence, Khan simply quirked an eyebrow. "What, pray tell, is that?"

"Everything! I want your everything!"

"Khan Industries?" Khan said icily.

"Prezactly! Your building has everything we need - top-secret equipment, an unlimited power supply, and lots and lots of swivelly chairs. Those are fun. Hee-hee." Karnage cleared his throat and instantly became serious. "And you're going to help us get what we want - all your money and power."

"Why should I?" Khan said, staring balefully at the pirate captain.

"Corroborate or you will be skewered like the shish-kabob." He pressed the tip of his sword into Khan's chest where it gouged a hole in the ten thousand dollar suit coat.

"Forget it, Karnage," Khan retorted. He coolly pushed the sword away and dusted off the front of his suit. "You will not get any assistance from me, despite your empty threats."

"Empty?" Karnage's jaw tightened. Khan's utter disregard of the pirate captain's ultimatums as well as his cold demeanor made Karnage's blood boil. No one ignored Don Karnage and got away with it.

The police car screeched to a halt in front of Khan Towers. Karnage flung open the door and got out. Grabbing Khan by the lapels, he hissed between gritted teeth, "I'll show you empty, Mr. Shere Khan. You'll see your dominion topple pell-mell from the top floor."

Five minutes later, Shere Khan was looking ninety stories down at the city of Cape Suzette. However, he wasn't in his office. He was on a ledge outside of his living quarters, which were above his office. The warm wind whistled past his ears as he glared at the pirates on the other side of the glass. "I'm not amused, Karnage," he said loudly.

Karnage tapped on the glass and put a hand to his ear. "I can't hear you! Oh, one more thing - watch that first step. It's a Doozyburg." Laughing, he walked away from the window. Gibber thumbed his nose at Khan before following Karnage to the elevator.

A moment later, the elevator door opened in Khan's office. Humming a silly little off-key tune, Karnage strutted across the room and sank into Khan's chair. He pushed the intercom button. "Attention, everyone in the Khan building. This is Don Karnage here, speaking to you in my voice. I am now in charge! Get me...oh, let's start with something small." Thinking, he tapped his index finger against his chin. Then, his eyes lit up. "I know! The world. That will be all." He twirled until he was dizzy in Khan's chair.

The Sea Duck

Rebecca reflexively clenched her fingers around the armrests as the Sea Duck dove sharply in a Pelican Dive. She watched as the blue ocean loomed closer and closer. Her voice dripped with bitterness when she said, "This is not how I planned to be spending my wedding day."

"Yeah, we were s'posed ta be dancin' with each other, not pirates." Baloo pulled the seaplane out of the dive, causing the CT-37 that was pursuing them to splash into the harbor. "An' chowin' down on cake, mints, nuts...oh, I forgot." He dug into his pocket and produced a handful of mints and nuts. "Here's some yummies for your tummy, Becky."

Aunt Louise's voice crackled over the radio, "How's it goin', Baloo?"

Baloo put the munchies into his wife's hands before picking up the microphone. "Okay on this end. How 'bout you?"

"Fine and dandy as candy, Randy," she said jauntily.

"That's your opinion, Aunt Louise," said Louie's quaking voice.

"Seems there's a big piratical shindig goin' on downtown."

Baloo shared a look with Rebecca. "We'll check it out. Can you handle these pirates by yourself?"

"Can Louise L'Amour handle pirates?" She laughed disdainfully. "Piece of carrot cake. Watch those pirates in those pathetic excuses for planes eat my prop wash." To the pirates, she jeered, "Hey, boys, it's time to play follow-the-leader. Bet you can't do this!"

"No one can do that!" Louie screamed hysterically over the radio. "Pull up, Aunt Louise! Oh, maaaaaaaaaaaaaan!"

The Sea Duck banked left towards downtown Cape Suzette.

"Baloo, look!" Rebecca said, pointing to the top of Khan Towers. Usland's flag had been replaced by a Jolly Roger flag.

"So that's what Karny's up to. He's taken over Khan Towers."

"And made it his fortress." The Sea Duck landed on an empty street a few blocks away from Khan Towers. "What are we going to do, Baloo?"

Baloo, fiddling his fingers on the control yoke, thought for a moment. Then, he went to the cargo hold and began rummaging through his junk trunk, throwing things over his shoulder as he dug. "I got an idea, an' I got an idea that you're gonna hate it."

"What?" Rebecca ducked as an empty coffee can and a set of bongos hurtled towards her head.

"Promise ya won't get mad?"

Rebecca, her temper flaring, snapped, "Spit it out, flyboy!"

He held up his Aloha Night Band costume - a gaudy, frilly pink and orange dress - then tossed it aside. He continued to search. "Yer gonna hafta trade yer riches for rags. Ah-ha!" He showed her a beige shirt and a pair of torn khakis.

"You're right; I hate it!" Rebecca grabbed the ugly clothes from him, grimaced with distaste, and threw them to the floor. "Besides, I'm not leaving my beautiful two hundred dollar dress behind for some thieving pirate!"

Baloo chuckled. "What - do ya think Karny's gonna wear it? I'd sure pay two hundred shaboozies to see that!"

Hands on hips, Rebecca retorted, "If I go with you, the dress goes with me."

"You're the boss, boss lady," he sighed, wishing that she wasn't so stubborn about a dress. Clothes were clothes to him. He handed her a burlap sack. "Bring it along."

Rebecca snatched up the clothes and pulled the curtains across the cargo hold for privacy. There, she wriggled out of her dress and put the baggy beige shirt on over her slip. She pulled on the faded pair of khaki pants that were at least five sizes too large. To make the pants fit better, she knotted a length of rope around her waist and rolled up the cuffs. She then carefully folded her dress and placed it in the sack.

On the other side of the curtain, Baloo exchanged his tuxedo for a pair of dirty brown overalls; he had to suck in his ample gut to get it zipped up. He tied a red bandana over his head. The crowning touch was an eyepatch.

When Rebecca stepped from behind the curtain, Baloo plumped a leather flight cap complete with goggles down over her head, causing her to wail, "Oh, it took the hairdresser two hours to get my hair to look like that."

"Good thing we got pictures of it."

She peeked at her reflection in the mirror that hung on the inside of the storage closet door. What she saw made her want to weep. "For the past six months, I've been looking forward to how beautiful I was going to look today, and now look at me!"

"You're the cutest pirate I've ever seen, Rebecca." Baloo kissed her tenderly. "For luck."

She returned his kiss, saying emphatically, "And we're going to need it!"

Using the handkerchief from his tuxedo jacket pocket, he wiped off lipstick. Then, he smeared a greasy rag on her cheeks, saying, "Gotta put your pirate makeup on now, honey." For good measure, he rubbed it on his cheeks, too.

Baloo tossed the burlap sack containing Rebecca's dress to the ground. He climbed down from the Sea Duck and lifted Rebecca down, whispering, "Remember that you're a rough, tough, burly pirate."

"Grr," Rebecca growled feebly. She shouldered the sack, and they got in step behind a passing mob of pirates.

The motley crew were gloating about Karnage's latest, successful plan.

"This is the best plan the captain's ever had," Hacksaw said. A green safe with 'Cape Suzette National Bank' stenciled on it in yellow lettering was slung across his back.

"Yeah," Baloo agreed. He nudged Rebecca's elbow, prompting her to say something.

"Yeah, right," she grunted sarcastically in an affected bass voice. Under her breath, she muttered, "Stupid Karnage. Had to spoil our wedding day. If I get my hands on him, I'll wring his neck!"

Baloo nudged her again and shot her a warning look.

The Sea Duck's Cargo Hold

When the pirates' voices faded, the hatch that allowed access to the water tanks slowly raised. Molly, who was sitting on Kit's shoulders, peeked out. She flung a sock aside that was dangling in her line of vision. Her eyes flitted around the cargo hold.

Kit whispered, "What do you see, Molly?"

"Lots of Daddy's stuff." Spying a red blanket, she squealed happily, "There's my Danger Woman cape! I was looking for that yesterday."

The young navigator sighed in exasperation. Jeepers, Molly. Focus! "Is anyone there?"

"Nope."

"Let's pull chocks."

They were about to climb out when the Sea Duck lurched violently to the left. Someone heavy had just boarded. That someone was a hulking buffalo. With him was a short tan dog with spiky hair. Both carried bulky sacks crammed full of loot.

"Pirates!" the little girl shrieked.

The cubs fell in a heap, and the manhole cover clanked shut.

The pirates ransacked the Sea Duck, looking for treasure. Clanging and banging around, they opened the storage closet and sifted through the objects that littered the cargo hold.

An excited snort came from the buffalo. "Look what I found! Bottlecaps!"

"I got a pogo stick." The canine held up the toy that was taller than him.

"Neato," the buffalo replied, impressed. He shoved his treasure into his sack. "The captain will be so pleased with us."

After the pirates had gotten off the plane, Kit and Molly cautiously crawled out of their hiding place. Kit picked up a blue trench coat and a straw hat. He draped the coat around them both. "Keep close to me, Molly."

"Are you sure this is gonna work, Kit?" Molly asked skeptically, hanging onto the back of his tuxedo jacket.

"Can you think of anything better?"

"Uh...nuh-huh."

Kit plunked the straw hat over his baseball cap, saying resolutely, "Then it'll have to work."

Khan Towers

Baloo and Rebecca trailed after the group of pirates into Khan Towers. Just inside the revolving door, the two bears stopped to take in the chaotic scene.

The normally peaceful and well-ordered building was now anything but peaceful and well-ordered. The air pirates, giddy with their success, were running rampant. Some were driving Khan's employees from the building. Some were acting like curious children - pressing buttons, opening every door, trying out machines. Some pirates, like the ones Baloo and Rebecca had followed, staggered to the twin elevators on the far side of the lobby laden down with stolen treasure.

"Now what?" Rebecca whispered out of the corner of her mouth as a pirate roughly pushed past her, empty sack in hand; he was intent on his quest to retrieve more loot.

"Keep a low profile, an' maybe we can sneak past 'em to the elevator. I bet ya dollars ta donuts that Karny's in Khan's office. We gotta get up there."

"And then what?"

"Dunno." Baloo shrugged as they started across the crowded lobby. "We'll hafta make it up as we go along."

"The story of our lives," Rebecca whispered.

"Hey, you!" Mad Dog's nasal voice rang through the cavern-like room.

"Keep walkin'," Baloo mumbled to Rebecca.

"You with the eyepatch. I'm talkin' to you, Cyclops!"

"So much for the low profile," Baloo murmured as every eye in the room turned towards him.

The two bears were accosted by Mad Dog and Dumptruck.

"Wha...?" Baloo squeaked nervously. He cleared his throat. In a deep, gravelly voice, he growled, "Whattaya want?"

Dumptruck reached into his brown coat. "Der captain vants..."

Rebecca's pulse beat rapidly. She pressed closer to Baloo. It looked like their gooses were cooked. Their disguises weren't good enough after all; they had been found out. This was the end.

The hulking canine pirate shoved a slip of paper at Baloo. "His lunch. Take it to him."

Relieved that it wasn't a gun, Baloo and Rebecca let out a collective sigh of relief.

"Get everything on the list, and don't screw it up," Mad Dog added.

"Yeah, the last guy who screwed it up got a real close shave, if you know vhat I mean."

"Lost his head." Mad Dog made a slashing motion across his neck.

Baloo gulped as Mad Dog and Dumptruck sauntered away, laughing raucously.

"Do you know what this is, Baloo?" Rebecca whispered excitedly as they headed for the elevators.

Baloo looked down at the scrap of paper in his hand. "Uh, a list?"

"No, this is our ticket into Khan's office."

Understanding dawned on the big bear's face. "Hey, yeah." Then, a perplexed frown creased his brow. "But what are we gonna do when we get there?"

Rebecca smiled up at him. "We'll think of something, like we always do."

They stepped into an elevator where two pirates were arguing.

"I wanna push the button!" cried an elderly brown bear clad in a long blue coat and yellow shirt. His white beard quivered with indignation as a middle-aged grey shrew garbed in a ragged red vest and a white turtleneck shoved him away from the column of elevator buttons.

"It's my turn! You pushed it the last time!"

The old bear ground his wooden leg into the shrew's foot, inciting a high-pitched squeal of pain.

"Ow-ow-ow-ow! I did not!"

"You did, too!"

The pirates' skirmish evolved into a violent pushing and shoving match. Baloo and Rebecca pressed against the back of the elevator, trying to keep out of the fight.

"Baloo, do something!" Rebecca whispered urgently when the grey shrew snatched the sack from her hands and began swinging it around.

Without further ado, Baloo picked both pirates up by the scruff of their necks and bonked their heads together. They slumped to the floor.

"Take my dress, will they?" Rebecca said, umbrageous.

Baloo retrieved the burlap sack from beneath the pirates' limp bodies and handed it to his wife with a grin. A chuckle escaped from his throat, and he began to laugh in earnest. He laughed so hard that tears of mirth flowed down his cheeks. The entire predicament was hilarious to him. Here it was - their wedding day; and they were disguised as pirates with two unconscious pirates at their feet, on their way to rout a pirate captain from Khan Towers. It was so abnormal that it was normal - for them. When he was able , the big bear choked out, "One thing's for sure, Becky - we'll have buckets an' buckets of rip-roarin' stories ta tell our grandkids."

Giggling, Rebecca slipped her hand into his, feeling the wedding band on his finger. She would rather be here with him, surrounded by pirates, than in the poshest paradise on earth. "And we'll never, ever forget our wedding day."

Meanwhile...

A short, stout figure in a blue trench coat and a straw hat was creeping towards Khan Towers. If anyone had looked closely, they would have seen that this strange-looking character had four feet.

"Are we there yet?" Molly asked for the umpteenth time. The air was oppressive under the coat.

"Almost," Kit whispered, keeping his mouth movement to a minimum. He tugged the wide brim of the hat down further to conceal his face.

"I wanna see, too."

"Not, now, Molly. Khan Towers is just across the street. Here's a curb. Step down." They crossed the street. "Curb. Up." Furtively glancing around at the mob of pirates swarming around outside Khan Towers - none of whom was paying the least attention to them - the boy whispered, "We're going in. Don't say a word."

Kit pushed against the revolving door. They were halfway through when the jacket's sleeve lodged between the door and the doorway. Kit, unaware that they were caught, continued on. With a final tug, the cubs were unveiled.

"Oops!" Molly whispered as Mad Dog and Dumptruck pounced on them.

"Well, well, lookee what the cat dragged in - a couple of squirts. Whattsa matter? All dressed up and no place to go?" Mad Dog jeered, taking the hat from Kit's head and flinging it across the room like a frisbee.

"Goin' to a party?" Dumptruck flicked a beefy finger at Kit's boutonniere.

Taking hold of Molly's hand, Kit retorted in his best tough-guy voice, "Yeah, if you really wanna know, we were gonna crash Karnage's party. Do you have a problem with that?"

Mad Dog and Dumptruck exchanged amused glances. "A coupla of puny babies like you, take on the captain?"

Both pirates snickered at the thought.

"We're not afraid of you!" Molly shouted bravely.

Dumptruck and Mad Dog produced rifles and pointed them directly at the cubs.

In a small, faint voice, she said, "But we're afraid of that."

"What should we do with 'em?" Dumptruck asked Mad Dog.

"Let us go?" Kit suggested hopefully.

"Yeah, let 'em..vait a minute!" Dumptruck said, glaring at the nervy cub.

"Let's take 'em to the captain." Mad Dog scooped a squirming, scowling Molly up. "He'll know what to do."

"So much for your stupid idea, Kit," Molly said dolefully as she was carried to the elevator.

"I would've been easier to sneak in here if you'd stayed at home like I told you to," Kit snapped. Dumptruck's death-grip around his waist wasn't exactly comfortable.

Molly stuck her tongue out at him. "It's not my fault the coat got caught on the door."

"Shaddup, brats!" Mad Dog screeched, clamping a hand over Molly's mouth.

In the elevator, Molly fixed her questioning gaze on Kit. She was silently asking for a way to get out of this mess.

Kit mimed biting Mad Dog on the hand when the elevator doors opened.

Understanding his plan, Molly nodded slightly, determinedly.

"Stop wigglin' around, brat!" Mad Dog said, shaking the little girl until she saw stars dance before her eyes.

When the elevator doors opened, the cubs simultaneously sunk their teeth into their captors' hands.

"Ow!" Dumptruck screamed.

"Ouchie!" Mad Dog yelped. "Stupid kid!"

The children dropped to the floor. They ran - but not far or fast enough.

Just down the hall, they collided with Hal and Gibber. Molly kicked them both in the shins, causing them to hop around in pain.

"Get those kids!" Hal yelled, clutching his sore leg.

"This way!" Kit said breathlessly, dragging Molly away from the pirates. They sprinted down the wide, carpeted hallway, casting furtive glances over their shoulders.

However, they ran out of hallway and there were no doors or windows in sight. The only way out was to go back the way they came.

"That way!" Kit puffed, making a hasty U-turn.

Unfortunately, the pirates were waiting for them.

"Nowhere to run to," Mad Dog sang with a triumphant laugh. He and Gibber held a tennis net stretched across the hallway. Dumptruck and Hal stood behind the net, ready to catch the unruly children after they were caught.

Kit assessed the situation in a glance. Giving Molly a 'stay here' look, he said impertinently, "I prefer to fly anyway."

To the pirates' amazement, Kit jumped on top of the net. Using the net like a trampoline, he leapt to a hanging light fixture right above his head. From beneath his shirt, he whipped out his airfoil and fanned it open with a click of a button. From his airy perch, he flung his airfoil at Dumptruck's head.

The airfoil hit its target with a deafening 'thwack'.

The unconscious Dumptruck keeled over like a ton of bricks into the middle of the net, pulling the two pirates holding its ends in with him. Mad Dog and Gibber flailed their limbs wildly in an attempt to escape from the net.

"Get down here, kid," Hal growled, pointing his revolver at Kit.

"Oh, Mr. Pirate," Molly sang sweetly.

When Hal turned around, she kicked him in the shins as hard as she could. He, hopping around, didn't notice the net until he tripped over it. He, too, was tangled up in the net.

Kit dropped lightly to the ground. He scooped up his airfoil and ruefully examined the new dent in it before folding it and returning it beneath his shirt. Turning to the pirates, he said, "No, no don't get up. We'll find out own way out. You guys look like you're all tied up."

Molly giggled at his joke.

The cubs exchanged high-fives before hurrying away from the grousing and entangled pirates.

Meanwhile...

Baloo and Rebecca emerged from the cafeteria.

Baloo was examining the contents of the plate of food he carried. "Yuck! Who in their right mind would eat a cheeseburger with tomatoes, pickles, ketchup, mustard, an' peanut butter?"

Rebecca smirked. "Who ever said Karnage was in his right mind?"

"Hm...I wonder what a burger with peanut butter would taste like," Baloo mused. He had half a mind to take a bite out of the sandwich, but he thought better of nibbling Karnage's food.

They rounded the corner, heading for the elevators, when who should smack into them but Kit and Molly. The cubs were headed for the same elevator.

"Ah! More pirates!" Molly shrieked.

The kids didn't realize who the scruffy pirates were. Hand in hand, they took off like twin shots in the opposite direction.

When the big pirate said, "Whoa! Feather your props," in a very familiar voice, Kit skidded to an abrupt stop. Molly slammed into his back.

"Baloo?" Kit said in disbelief, turning to look at the two 'pirates'.

"In the fur," Baloo chuckled. "What in blue blazes are you kids doin' here?"

"Daddy!" Molly cried happily. She ran to him and hugged his legs.

"Didn't expect ta see ol' Baloo in this get-up, did ya?" The big bear lifted the eyepatch and winked at them.

Rebecca was more steamed than a steamboat. Frowning at them, she said, "I thought I gave you explicit instructions to stay with Wildcat."

Molly dropped her eyes penitently. "We're real sorry, Mommy," she murmured, "but we felt safer with you." To herself, she added, And we wanted to share the adventure, too.

"Are you okay?" Rebecca asked, looking the cubs up and down in concern.

"Yeah," they sang in unison, grinning.

The smiles were wiped off their faces when Rebecca said angrily, "Good. You're in big trouble, both of you. We'll discuss this when we get home, but first we some food to deliver and a city to save."

The four bears stepped into the elevator.

Outside Khan Towers

Shere Khan was not a man who was willing to sit back and watch the world pass by. He hadn't amassed a fortune by being a passive onlooker. Likewise, he was not going to wait for someone to rescue him as Cape Suzette - most of which belonged to him - was pillaged by pirates.

The more he thought about Karnage's audacity to take his building, the more furious Khan became. A strong hatred - stronger even than his hatred for Whistlestop Jackson - welled up inside of him. One thought pulsed through his mind - he had to purge the building of Don Karnage and his pirates by any means necessary. And, because he didn't have anyone around to do it for him, he would have to get rid of them himself.

The tiger flicked out a razor-sharp claw. He painstakingly carved a hole in the glass large enough for him to enter.

On padded feet, Khan walked noiselessly across his sumptuously-furnished living quarters over to the elevator. He wrenched the doors open and peered down into the dark elevator shaft. The elevator car was stationed two floors down.

He grasped hold of the cables and slid down. He stealthily, lightly landed on top of the car just as it started to move upward.

Khan wrenched open the trap door in the elevator car's ceiling and dropped into the car itself. Vaguely realizing that there were two pirates in the car besides himself, he pressed the 'stop' button, causing the car to be suspended between floors. Flicking out his claws, he threatened the pirates, "You will help me overthrow your leader, or I'll snap your worthless necks like twigs."

"That's what we're tryin' ta do, Khanny, uh, the overthrowin' part." Baloo lifted his eyepatch and smiled sheepishly.

Shere Khan actually cracked a smile. It was a smile of relief. Here were allies. His claws retracted as he took a good look at the four bears. "Ah, Baloo. Fancy meeting you here. And, Ms. Cunningham, you've never looked lovelier."

Rebecca scowled at the pert insinuation and shifted the heavy bag containing her wedding dress to the other shoulder.

"Mrs. von Bruinwald," Baloo corrected, proudly surveying his 'pirate' bride. "Me an' Becky, we got married this mornin'."

"Congratulations," Khan purred in amusement, examining their strange wedding apparel. "A pirate-themed wedding. How...quaint."

"If that's what you call it," Rebecca muttered sullenly.

"Now that you're here, Khanny, ya might as well join in on the fun, especially since it is your buildin'."

Khan clenched his fists. "Mmm...yes. It will be again."

"Huddle up, gang. Does anyone have any ideas on how to get rid of Karny?" Baloo shot a swift glance at Rebecca, who was about to open her mouth. "Besides throttlin' him."

"A very effective method," Khan said, causing Rebecca to nod and smile.

"I've got an idea, Daddy," Molly chirped.

Baloo winked at Kit, saying silently, Let's humor her. Baloo patted her on the head. "All right, Muffin. Whatcha got?"

"Well...Kit's good at imitating people. He can sound like anybody, even like Captain Galactica on Danger Woman. What if he pretended to be Karnage and told the pirates to leave? Then we could capture Karnage and lock him up in jail forever and ever and the world would be saved."

Baloo and Kit exchanged impressed glances. "That ain't too bad, Molly."

"For really?" Molly squealed in delight.

"For really." Baloo rubbed the back of his neck. "The only problem is how to do it."

"The master sound system is in my office," Shere Khan said. "From there, you can relay your message throughout the building."

"But Karnage is in your office," Kit reminded him.

"Then, we'll just have to get Karnage out of the office," Rebecca said. "Baloo and I can do that. We have to deliver his lunch anyway." She pointed to the plate of now-cold food in Baloo's hands.

Khan nodded and pushed the 'up' button. "Agreed. Once you lure Don Karnage out of my office, the children and I will carry out the second half of the plan."

Shere Khan, Kit, and Molly stepped out of the elevator, into Khan's living quarters.

After the elevator doors shut, the cubs shared a nervous look. Molly reached for Kit's hand. Even though they would never admit it, they were intimidated by the forbidding Shere Khan. And the room that they were in was something else. They'd only seen such elaborate furnishings in magazines and movies. It was so clean that it seemed more like a museum than a home. They didn't know if they were allowed to sit down on the plush sofa.

"Over here, children. We can watch for the opportune moment to act," Khan murmured. He opened the elaborately carved door overlooking his office a crack. His robust frame tensed, ready to spring, when he caught sight of Karnage. A low growl rumbled in his throat.

The cubs also put their eyes to the crack, waiting breathlessly.

Khan's Office

When the elevator doors opened one floor down, Baloo and Rebecca stepped out.

"Get out of here!" Don Karnage screamed.

Rebecca reflexively clutched Baloo's arm. Seeing no one, she whispered, "Where is he?" She craned her neck to see over the piles of loot that filled the room.

"Man, this is the biggest mess I've ever seen," Baloo murmured, "an' I know messes."

They carefully picked their way through mounds of jewelry, cash, antiques, gold bars, and toys. Finally, they reached the far side of the room. The pirate captain was sitting behind the desk on the throne-like chair, talking to the Français ambassador on the telephone. Or rather, he was screaming into the phone.

"No, no, no, no, no, you frustrating fracas-type person! I am the dread pirate Don Karnage that has taken over Khan Industries. I am the most powerful, most wonderful man in the world, not 'qui de parle'!...I can't understand you! Why do not you speak the English proper like me?...I'll parlez-vous you!" He severed the phone cord with his sword before throwing the receiver across the room where it hit a Venus flytrap in the head.

"He's in a good mood," Rebecca whispered sarcastically.

"When ain't he?" Baloo whispered back.

"Why do there have to be so many estupid foreigners in foreign countries?" He noticed Baloo and Rebecca standing in front of his desk. "Do either of you eediots speak-y the French?"

Baloo, looking at Rebecca with a gleam of fun in his eyes, said, "Uh, it's all Greek to me."

"I didn't know French fries could talk," Rebecca said stupidly in an affected bass voice. When she glanced sideways at Baloo, there was a gleam of fun in her eyes, too.

Karnage slapped a hand to his forehead. "Never mind. What are you morons standing there for? Can't you see I'm busy?" He chose a gold crown from a pile of crowns and put it on his head, tipping it rakishly over one ear. He then admired himself in a hand mirror. "It's so hard to be the richest man in the world. I have lots of planning and plotting and plotzing and so forth and so on."

"We brought your lunch, Karn...uh, Captain Karnage, sir," Baloo said gruffly, holding out the plate.

A pleased smile replaced Karnage's scowl. "Ooo! What tantalizing tasties did you bring to please my beautiful palate?"

"Only what was on the list." Baloo put the plate on the desk and backed away.

Seeing the sack Rebecca toted, he said, "And you brought a present. Even better. Dump it over there with the others."

Rebecca clutched the sack more tightly. She had carried it this far; she wasn't about to lose her beautiful dress now.

"What's the present?" Karnage smacked his lips as he bit into the cheeseburger. "Hey, this is cold!" He touched all the food on the plate. "It's all cold!" Angry, he hurled the plate into the jungle on the left side of the room where openmouthed Venus flytraps chomped hungrily on the food.

Baloo didn't like the way things were going. He murmured into Rebecca's ear, "Run."

"Ones?" Karnage exclaimed as he slipped a ruby ring on his finger. His mind on money, he had mistaken 'run' for 'ones'. "I don't need no stinkin' one dollar bills. Why did you not steal me something good like one hundred dollar bills?"

That gave Baloo an idea. "If ya come down to the lobby, we'll show ya hundreds of sacks of one hundred dollar bills, Captain."

Rebecca nodded vehemently.

"Okay." Karnage eyed them warily. "But this better not be a false lie."

"Oh, it ain't a false lie. It's really for real."

A greedy glint entered Karnage's eye. "Let us go take a look-see at my sacks and sacks of money."

Seeing Baloo, Rebecca, and Karnage leave the office, the cubs and Shere Khan got into the elevator and went down one floor.

"Wow!" Molly breathed, her eyes growing larger as she gazed at the piles of treasure. "Look at all this neat stuff, Kit!"

"A pirate's paradise," Kit murmured, frowning. "Don't touch anything, Molly. We have to hurry. Karnage might be back any second."

Shere Khan picked up an emerald necklace, looked at it disdainfully, and put it back on the pile.

Kit, with Molly in tow, stepped up to the scarred mahogany desk.

"To broadcast a message throughout the building, push this button," Khan instructed.

"Good luck, Kit," Molly said encouragingly.

Kit took a deep breath, pressed the button, and said in an accent eerily like Karnage's, "Attention, my mangy minions! This is Don Karnage here, speaking to you in my voice. I will be saying this but once, so listen up with the ears! Drop everything, leave the building, and return to Pirate Island. I repeat, drop everything, leave the building, and return to Pirate Island." He let out an inane laugh like Karnage's. "That is all."

In the Elevator

Don Karnage had a perplexed look on his face. "I did not say that, did I?"

"Ya must have, Karny," Baloo chuckled nervously. "Sure sounded like ya."

"Karny?" Karnage blinked, then his expression turned ferocious. "Only one bear is fool enough to call me Karny." He ripped off Baloo's eyepatch. "Bahloo!" He removed Rebecca's disfiguring hat. "And the annoying business lady!"

"Nice going, Baloo," Rebecca murmured sarcastically.

"I had a feeling that you would try to stop my latest glorious plan, so I have an even more glorious plan to get rid of you. Permanently!"

The elevator doors opened; Mad Dog and Dumptruck entered.

Karnage said, "Where do you eediots think you are going?"

"Back to Pirate Island like you told us, Captain," Mad Dog said, sharing a confused look with his counterpart.

"Not anymore. You are coming with us."

"Vhere are ve going?" Dumptruck asked.

Karnage shot a vicious look at Baloo and Rebecca as he pushed the button for the topmost floor. "We are going to have a high old time."

End of part 3