A/N: In case it wasn't clear, Nala is still a cub when this takes place. The lioness wasn't supposed to be anyone in particular, although I did have Nala's mother in mind when I wrote it.

I've decided not to use any more English measurements in this fic. Describing things in natural terms makes it seem more authentic.

Chapter 3:

Colony

The plan was simple enough. Max reasoned that it would be much safer to go under the hyenas instead of around them, and Nina agreed. Of course, digging required a lot more time and energy than walking, so they decided to dig only until they were out of the most dangerous area. They took turns digging a long and relatively straight tunnel, and every so often one of them would go above ground to check their progress and look for signs of other meerkats.

Feeling very safe underground, Max began to relax in spite of himself, and even began to sing "Digga Tunna" as he pushed loose earth behind him.

After a little while, he became aware that his niece had stopped digging in front of him. He could tell she was talking, but he couldn't make out anything she said.

"What?"

Nina frowned and tapped her ear.

"Oh. Right." He'd forgotten that his ears were closed to keep the soil out: yet another reminder of how old he was getting. "Okay. I'm listening."

"What I was saying was that we should stop to eat now. I'm starving and it's close to noon."

Although he was also very hungry, Max was reluctant to forage with so many hyenas around. But he also realized that the hyenas were the least active at this time of day. It would be a long time before they would get a better opportunity to look for food.

"All right," he said with a nod. "You eat first and I'll stand guard."

Nina dug upward, broke through the surface, and paused before giving the all clear. The fresh stench of hyena hit Max when he was still in the hole. He recoiled and looked up at the exit. "How can you say it's 'clear'!"

"It smelled exactly the same the last time we broke the surface, and the time before that. We're just gonna have to take our chances."

As much as he hated to admit it, he knew she was right: they wouldn't last long if they were weak from hunger. Poking his head out, he could see nothing but his niece and a wall of brown vegetation.

"I don't like this. The grass is too tall." He climbed out and stood on tiptoe, but the grass was still over his head.

"I know. I was hoping you would give me a boost so I could see what's out there."

"All right. See if you can find a tree or rock that we can climb on to watch for predators."

Max got down on all fours and allowed her to stand on his back. His old legs and back strained to hold up the extra body pressing down on him.

"A sentry! I see a sentry!"

"What!" Max couldn't believe it. "Where?"

Nina must have finished looking around, because she jumped down from his back. "Due east, and just barely within Shouting Range. But let's try not to let them know we're here yet. I've been planning a little surprise for them."

"Whatever you do, don't piss 'em off," said Max, standing up straight.

Nina laughed, but there was a tense nervousness behind it. The chase that morning had set them both on edge, and Max guessed that Nina, like himself, expected a hyena to bound out of the grass and snap them up any moment now.

"I'm more worried about you pissing them off, Max. I have a good surprise for them, and I'll tell you about it after I eat."

"That reminds me, did you see a good lookout point up there? Besides the one the sentry was using, that is."

"Yes, there's a nice big rock to the southwest...Wait a second." She put a paw to her chin. "If we stand on the rock, the sentry will notice...But that can't be helped," she said with a shrug. "My plan should still work, anyhow."

"All right, let's just get on with it."

The jutting, layered rock appeared to be the same type as the lions' stronghold, but of course it was much smaller. Max went up to the highest point and stood on his toes, surveying the land. Birds flew beneath the low grey clouds, and the breeze carried scents of grass, insects, and various animals--including the ever-present hyena smell. In the distance, near Pride Rock, he could just make out their resting forms.

"Clear," he called. The grass rustled below in reply. Max kept his guard up, scurrying about the rock, sniffing the air and flinching, always expecting an attack. He couldn't allow himself to pay much attention to the strange sentry in the east, but he did notice that the meerkat was sitting completely still on the highest branch of a half-dead tree. He'd probably fall off if he tried to scurry on that thin branch.

Finally Nina returned, and to Max's surprise she was carrying a medium-sized scorpion and various insects.

"You didn't have to bring me anything, Nina."

"Well..." She dug her toe into the rock. "Actually, I didn't. These are part of my plan."

Max folded his arms, more than a little disappointed that the grub wasn't for him. "I think you'd better tell me about this plan of yours."

"Okay, here it is. We give the mob food, and they're a lot less likely to hurt us and more likely to listen."

"Seems like an awful lot of work to ask a simple question."

"In case you haven't noticed, we've always had to work hard for simple things. Isn't that what being a meerkat is all about?"

Max rubbed his chin. "You have a point..."

"But?"

"But I still think we'd be better off asking the rhinos."

His niece smiled and rolled her eyes. "Oh, just get down there and eat. I think the whole continent can hear your stomach growling."

ooo

The insect population in the Pridelands was just like the one at Max's colony: abundant but mediocre in taste. It was obvious that Nina had saved her best finds for the strange mob. Not only that, but she seemed to have captured nearly all the good bugs in the area. Max stared wistfully at the pawful of small grubs he'd found. It was awkward to carry them around while hunting for more food, especially since meerkats usually forage on all fours. How had Nina managed to carry that load?

After he'd had his fill, Max returned to the rock with the grubs and a stunned millipede.

"Is that all you could find?" said Nina.

He shrugged. "This is it."

"Well, thanks for trying, anyway. This'll have to be enough; the shadows are getting longer." She gathered her bugs and jumped off the steep side of the rock, landing nimbly in the grass below. Max walked down the more gently sloping side, not wanting to put unnecessary shock on his joints. Together they made a straight path toward the colony, and it wasn't long before they heard a young female voice cry out.

"Rogues comin' this way!"

The grass rustled in front of them, and a few beats later two males immerged.

"This is our turf!" one of them said. "Get lost!"

But the other meerkat looked puzzled. "What on earth are the bugs for?"

"They're for you...Or for anyone in your colony who wants to share."

Both meerkats were taken aback. "But why?"

"To show you that we don't mean any harm. We only want to ask you if you've seen my son."

She set the food down in front of them, and Max quickly did the same- he was tired of holding it.

The first meerkat looked around uncertainly. "I...Umm...Where the seven holes is Ronjo? He'll know what to do."

"I'm right here." A male who was at least a head taller than the other meerkats broke through the grass. Several others came up behind him and surrounded Max and Nina on three sides. "What's going on?" asked the one called Ronjo.

"They want to give us these bugs," said the first meerkat.

"And they're looking for their son," the other one added.

"He's not my son," said Max, not caring much that Nina had told him to let her do the talking. The strange meerkats weren't half as threatening as he had expected. Even Ronjo, who was easily the biggest meerkat Max had ever seen, looked more surprised than angry, and he wasn't acting as if he wanted to fight. As for Nina, her mouth had dropped open, and then closed to form a tight line. Obviously she didn't appreciate being mistaken for Max's mate.

Since his niece seemed tongue-tied at the moment, Max took it upon himself to do what they'd come to do so they could all get on with their miserable lives. "He's my great-nephew," he continued. "He's about this tall with red head-fur and five stripes, and answers to the name Timon. Have you seen him?"

Ronjo lowered his brow in thought. "How old is he?"

"Only a year and a quarter," said Nina.

"That's pretty young for a rogue, but not so young that he couldn't survive on his own," said Ronjo.

Max snorted. "You don't know Timon. He probably doesn't even have the sense to dig a shelter for the night." He ignored the glare Nina shot at him.

"The last time we saw a rogue was about two months ago," said Ronjo. Some of the meerkats nodded in confirmation.

"That's around the time Timon left!" said Nina.

"The one we saw was a redhead, but we didn't count his stripes, and we couldn't tell how tall he was because..." At this point, the other meerkats were smiling with secret mirth. "Well, you're not going to believe this, but he was riding a warthog."

Ronjo was right: Max didn't believe it. He wouldn't have been more disbelieving if they'd told him Timon had ridden on the back of a giant butterfly.

"Is this some kind of joke?" asked Nina, narrowing her eyes.

"Oh no, we were all there," said a female. "We saw it. Ask anyone in our colony."

"Yup, it's true," said the sentry.

"We were on our way to Simba's presentation when the warthog ran past us," explained one of the males. "The meerkat was clinging to the back of his head. They went into the crowd and we never saw them after that."

"Crowd? Of what?" asked Nina.

"Oh, you know, all the animals that showed up for the presentation. None of the carnivores were allowed to hunt until noon, so everyone could be there together."

"They should have made it the whole day," said a female. "One stinking day to not worry about getting eaten! Is that too much to ask?"

Ronjo frowned at her. "That's not our place to decide."

The female crossed her arms and stared at the ground. "Well, it should be."

"Hey guys, the hyenas are startin' to move around," called the sentry.

Ronjo looked up. "Any coming this way?"

"Not yet, but you better hurry up and finish eating. And don't forget my watch is almost up."

"All right, Chote, I know."

"She's eleven months old and thinks she knows everything," a smaller male muttered.

"Well, if you need more food, you're welcome to what we've brought here," said Nina.

"Thank you," Ronjo said with a grin, "That's a very nice gesture."

"I'm glad you think so." Nina had seemed flustered just moments earlier, but now she appeared calm and confident again. "Now, can you tell us which direction the meerkat went?"

"They looked like they were trying to go around the west side of Pride Rock," said a male as he picked up the scorpion. "But don't quote me on that. It was hard to tell, it happened so fast."

"Great, we're on the wrong side of the rock," said Max.

"But at least we have a better idea of where to look," said Nina. "We'll get there eventually. Thank you all, you've been a big help."

"No problem." Ronjo took a little white grub from the pile. "Good luck finding your boy."

"And good luck staying alive with all these hyenas around," said Max. "I'll be glad when we leave this place."

ooo

After they had gone out of Shouting Range, Max and Nina dug a little way underground and stopped to discuss their next course of action.

"I've got to hand it to you, Nina," said Max, "that bug idea really worked."

Nina smiled. "Thanks, I knew it would."

"Now, what do you think about the warthog story?" he asked, settling into a sitting position.

"I think they were telling the truth. Did you notice how they all smiled before Ronjo even said anything?"

"I did notice that." He nodded. "And Timon's just crazy enough to try a stunt like that."

"No, Max, he's smarter than you think." Nina's green eyes glinted with pride. "He convinced a bigger animal to carry him because he knew he'd be safer."

"Until the warthog gets mauled by a lion."

"Well...Yes, that could happen, but at least he's safer...If he's still with the warthog." Her gaze grew distant even though there was a wall of earth right in front of her nose. "I just wish I knew."

A/N: This chapter was a little harder to write than the others because I wasn't sure how all the meerkats should interact. I rewrote half the conversation, but I finally ended up with something I'm fairly satisfied with.