C.A.T.S.

by SilverTurtle

*****'*****

Mr. Whiskers lay comfortably upon a throne of cushions, purring his contentment for his lesser fellows to hear, deep in the bowels of the ship where Emma Tutweiller's quarters were located. He raised his head and lazily opened his eyes so he could survey the room where he, Lord Wiggums, and thirty odd other felines lounged or bickered. He looked to his left where the door to his oppressor's other rooms barred him access to the forty-three other cats beyond. The door was an irritant, one that would be dealt with soon. Tutweiller didn't know it but Freckles, an unusually patterned calico, had learned to open even locked doors. Soon, when word came, Freckles would free their compatriots and their plans would commence…That was for later. They had waited years; they would wait a little while longer.

But for now Mr. Whiskers, his visual assessment completed, yawned hugely and curled into a tight ball which was the optimum position for rest.

He had just fallen asleep when a series of beeps pitched only for feline ears and coded only for Mr. Whiskers himself penetrated the fog of his slumber and put him on high alert.

Mr. Whiskers snapped out of his ball and rolled swiftly to his feet. He yowled, "Attention! On your feet! Front and center! It's time!"

As cats scrambled left and right to get into a semblance of a formation Mr. Whiskers turned his attention to Lord Wiggums and gave a simple command, "Wiggums, on-screen."

Lord Wiggums shoved aside the pillow he'd been using to reveal a large red button which he pressed with both forepaws.

On the only television screen in Tutweiller's suite a shadowed image appeared.

The shadow spoke, "Mr. Whiskers, or rather Lieutenant Whiskers," the voice was modulated and disguised by static, "The time has come Lieutenant. Gather your team. The invasion is begun. Take the ship."

A shocked hiss echoes in the room until Whiskers calls for silence and turns back to the shadow, "Acknowledged."

Before the screen could flicker off Whiskers hastily called, "Commander!"

The shadow resettled into the frame, "Lieutenant, this had better be good?"

Whiskers gave a one-eared salute, "Sir, what do we do about Tutweiller?"

There was an ominous silence, "She is one of them, Lieutenant."

"Yes, sir," Whiskers demurred, "But she's treated us well."

"She is a human, Whiskers," the shadow intoned, "I know I placed your unit in her care but that was only to keep you close to me while I couldn't directly attend you as is common practice for several other units. You know human women make the best covers for our sleeper cells. But that doesn't change facts. She is one of the oppressors. All oppressors must be eradicated if we are to take this planet. Destroy her."

"But sir!" Whiskers took a step towards the monitor, "She's done nothing wrong!"

"You overstep yourself, Lieutenant!" the shadow yelled, "You would plead for the life of your slaver? Just where do your loyalties lay?"

Whiskers stood at rigid attention, his eyes were blank as he stared into the screen but his tail lashed furiously, "Sir, my loyalties are to my Empress. I wish for nothing more than to witness her triumphant procession as she claims this planet as her own."

"A well rehearsed answer, Lieutenant," the shadow growled, "See that you remember who your people are and what your duty is. Kill the humans, take the planet. I await news of your success."

The screen went blank before Whiskers could protest.

Lord Wiggums looked to his lieutenant nervously, "Sir, your orders?"

"The Commander has made our mission clear," Whiskers called out above the murmurs, "We are to take this ship and remove all obstacles. Freckles, release the others. Wiggums, you're with me. Move out!"

***'***

Emma Tutweiller had had a rough day. Dealing with dozens of teenagers cooped up on the ship had caused her stress levels to skyrocket. The Martin twins and their cadre were particularly trying. But it was finally the weekend, Halloween weekend to be exact, and Emma was looking forward to two days of rest and relaxation in her quarters cuddled up with her cats and a good book. Moseby had forbidden any attempts at pranking or trick-or-treating, though he'd allowed the kids to plan a party on the sky deck for Halloween night, so Emma knew she wouldn't be bothered with anything more difficult than which cats and which books she would choose. The highlight of her day had been when the ship's chef had allowed her to whip up a batch of her special kitty treats without biting her head off. She gently patted the large bag containing the treats and smiled to herself. She'd made Mr. Whiskers' favorite salmon and carrot blend.

As she approached her rooms she heard agitated yowling coming from her quarters.

Wondering what could possibly unsettle all of her cats put extra speed in her steps, "Kitties? Mommy's coming!"

Just as she reached her door it swung inward and released a teeming mass of fur. "Oh!" Emma called out, surprised, as cats streaked out around her and she was spun about.

Suddenly she was swarmed! Dozens of her cats clung to her, their claws rending her flesh and their teeth tearing out chunks. Emma cried out in agony and terror, as each part of her was assaulted as though by thousands of knives, the shrill scream the only expression of her tumultuous thoughts; 'Why was this happening? What were they doing? How had they opened the door? How can this hurt so much? Why have they turned on me? What went wrong? Is this it?'

Finally the weight of all the cats pulling on her brought Emma to the ground. She landed hard on her back and lay bleeding heavily and going into shock. The cats closed in around her, menacing her prone body and ready to strike the final blows.

A stern meow froze all the cats in place until one, Mr. Whiskers, walked between them and up onto Emma's chest where he looked down into her face.

"Mr. Whiskers?" Emma whispered with her voice hoarse from screaming and weak from blood loss. Even through her confusion and shock she recognized her favorite cat and felt warmth and love bloom in her chest for her treasured pet. She fumbled for the bag of treats still clutched in her hand, "I made your favorite" she quavered weakly, a little smile pulling at her lips as the world slipped away from her. Her eyes closed and she lost consciousness. The bag fell from her limp grip and spilled onto the floor and into her blood.

Mr. Whiskers laid his ears back and raised his paw, his claws slowly extended showing they were much longer than a typical housecat's extending several inches beyond the meat of his paw and gleaming wickedly in the flickering yellow light of the hallway. A small blue light on his collar beeped as he meowed, words emanating from a small box affixed to the collar, and his underlings listened intently, "I'm sorry to have to do this. You would have made a good servant to us after the invasion. But you are an oppressor, a human, and must be eradicated." With those simple words his paw flashed, slicing easily through the artery in her neck and ending her life.

The other cats set up a massive yowl of victory and bloodlust, their cries driving them into a murderous frenzy. Baring their teeth and plastering their ears back against their skulls they let their bloodlust take them and flowed like a river of death down the hallway, the patterns of their fur blending into one as they moved sinuously through the ship.

Mr. Whiskers looked down at his deceased mistress, "You were good to us," he murmured softly, "I will miss you…mistress." He rubbed his forehead and cheek against her chin for the last time feeling the last of her warmth seep out of her. He stepped gently down from her chest and daintily lifted one of the few treats not spoiled by blood into his mouth. He sighed in pleasure as the flavors burst on his tongue. No other human he had ever met could make such astounding creations, and when they were all dead there would be no more 'kitty treats'. He savored this last one with relish. He looked to the still form of his former mistress with her pale face and red hair fanned around her, the little smile still in place…she looked like a fallen angel. "May the gods be kind to you," he bid his final farewell.

Mr. Whiskers jumped easily over the dead woman and raced after his unit. As he ran down the hall he saw other hapless humans, crewmen mostly, had fallen victim to his vindictive hoard. If all humans were this easy to kill they would have the ship in a matter of hours, rather than the days they'd estimated it would take. The Commander would be pleased.

***'***

Mr. Whiskers caught up with his team at a four way junction debating which way they would go. Lord Wiggums practically fell over in relief as his lieutenant stepped into the fray.

"Silence!" Mr. Whiskers ordered and immediately received it. "Remember the plan?" Mr. Whiskers asked his unit, "Freckles, you and ten others go to the engine room and stop this ship from moving. Make all the adjustments we worked out. The rest of us will split into two groups of thirty, one team with me, one with Wiggums. We are to take out the humans commanding the ship and any trouble makers who get in our way. The engine room is that way," he indicated the leftmost branch of the hallway, "Wiggums take the right. My team goes straight down the middle. Move out!"

The teams split as directed and disappeared down the various branches of hallway to complete their missions.

***'***

The engine room crew had no idea what hit them when Freckles and his ten soldiers charged in. In moments the entire staff was incapacitated, many dead and the rest dying, as Freckles assumed command and got to work.

Soon the engine room had been barred, the engines stopped, and parts in pieces with cats pouring over them making adjustments.

***'***

The Captain of the S.S. Tipton looked about his bridge with consternation, "What do you mean we're dead in the water?" he barked at a cowering steersman, "How is that possible?"

"I don't know, sir," the steersman responded weakly, "One moment we were going full speed ahead and the next we're drifting!"

"Well, get down to the engine room and see what's going on!" he demanded imperiously, "We can't just sit here like ninnies! Get going!"

The steersman fled at a gallop.

Two minutes later he radioed in, "Captain, the engine room is barred! I can't get in!"

"What?" the Captain thundered making the remaining bridge crew jump. He pointed to the cartographer and communications specialist, "You two get down there and help him. Get that door open!"

They trudged out the door muttering about high and mighty attitudes.

Less than twenty seconds passed before they ran screaming back onto the bridge, a mass of cats ripping at their clothes and screaming in their faces.

Before the crew could mount any defense the terrifying animals had slaughtered the shocked humans. Their speed and strength much higher than average cats they made short work of all their targets.

Lord Wiggums tapped the communicator on his collar, "Sir, the bridge is secure."

There was a crackle as the communicator received a transmission, "Good work, Wiggums. Detail three to stay on the bridge and deal with any intruders. You and the rest of your team continue patrolling and take out any crew or trouble makers."

"Yes, sir!" Lord Wiggums responded. He left three of his team behind and led the rest on their seek and destroy mission.

***'***

Bailey Pickett had been relaxing on the sky deck watching Woody, Addison, Maya, and the Martin twins decorate for Sunday's party. Bailey would have helped if she hadn't sprained her ankle teaching her friends how to square dance…she wouldn't have sprained her ankle if Zack hadn't spilled his smoothie on the floor just as she'd gone into a complicated series of steps but that was beside the point. Instead she lounged in a deck chair beside a tanning London Tipton and called advice every once in a while on the placement of decorations.

She was taking a sip from her smoothie and looking out across the deck and caught sight of one of Miss Tutweiller's cats slinking across the deck. She spit out her mouthful of smoothie in a sticky spray.

London looked over at her and made a face, "What was that all about, farm girl?"

Bailey shot London a quelling look but quickly put her mind back on the cat. "Look over there," Bailey pointed, "Isn't that Mr. Whiskers?"

"Miss Tutweiller's cat?" London asked and scanned the deck. When she spotted the feline her eyebrows shot up in surprise.

"How did he get up here?" Bailey wondered.

"Yeah," London agreed. She couldn't help but snark, "I'm a little surprised he's not in an orange jumpsuit. She keeps those things prisoner down there."

"London!" Bailey exclaimed a little amused and a little ashamed for being so. Bailey frowned, "She does keep them locked up in there, but he's up here, why?"

"Who cares?"

"London!" Bailey scolded, "Miss Tutweiller, for one. What if he ran out and she's looking for him?"

London rolled her eyes.

"Go get him," Bailey instructed, "We'll hold onto him until Miss Tutweiller comes for him."

"Uh uh," London shook her head, "That thing hates me, remember? Why don't you do it if you're so worried?"

Bailey gestured to her iced ankle, "Sprained ankle, remember? Just go get the cat, please? I'll give you my half of the closet," she bribed.

London pursed her lips, "Deal."

They shook on it.

***'***

Mr. Whiskers watched intently as the snooty human who was too loud and hated cats stood from her chair and marched over to his crouching form.

"C'mere fur ball," London made a grab for him, "You're coming with me."

Mr. Whiskers hissed and swiped at London's hand, scoring a hit and opening four long scratches on the back of her hand.

"Ow!" London cried out, "Why you little! I'm going to make a muff out of you!"

London leaned down again and was met half-way by a ball of furry fury. Her scream of terror was muffled by the cat's fuzzy body.

Mr. Whiskers grimly held on to the flailing human as she grabbed at him to try and fling him off. His claws dug deeply into her scalp and each time she pushed on him his claws tore along leaving long jagged slashes. Tiring of her attempts to dislodge him he decided to end this. He kicked his back feet like a rabbit, his back claws gouging out her neck.

Her struggles multiplied tenfold and Mr. Whiskers, to his shock, was flung away from the human.

But the damage was done; his claws had done their work. The claws that had latched into her scalp and torn great swathes of skin up and they flopped down the sides of the girl's head as if he'd started peeling her and given up halfway through. Blood fountained from the head wounds in great quantities, gushing in a rush of bright red, the scent a metallic tang in the air, coating her neck and shoulders. His rear claws had done her the fatal damage, though, as they'd dug two weeping holes in her neck like caves out of human flesh.

The human girl staggered as another screamed "London!" hysterically and drew far too much attention to the scene. Finally the black haired human knocked into a chair and fell over backwards, toppling to the floor and remaining there unmoving.

Mr. Whiskers locked his eyes on the screaming girl. He remembered her, too. She'd been friendly to his mistress, played his mistress' games, and treated Lord Wiggums gently even in her grief…he would take no pleasure in her death. Even so he streaked forward and leapt as he called out the charge order to his hidden comrades who streamed onto the deck their yowling sounding like a thousand banshees.

Mr. Whiskers landed on the girl's chest. As she shrieked and took a swing at him he remembered her name, Bailey.

He easily ducked her clumsy frantic swing and swiped at her neck with his claws fully extended. Four perfectly parallel slits opened in her throat and spurted blood. Bailey went limp, the light in her eyes going dark as her head lolled to the side.

Mr. Whiskers wasted no time to mourn what may have been his former mistress' only friend, only sending a silent prayer that she watch over his mistress in the afterlife before leaping from her rapidly cooling body and into the face of a large youth with glasses, puffy hair, and that smelled of sweat and cheese. He ended this large young man the same way he'd killed the snooty girl, by tearing out his throat. He jumped clear of the falling body and landed lightly on the deck.

He looked around and saw his team decimating the humans. None of them would survive this attack. He did a quick head-count; all of his soldiers were still alive and fighting. None of the humans had mounted a meaningful resistance.

One male blonde youth had attempted heroics to protect a female brunette by swinging a fire extinguisher at them, but the two of them had quickly been swarmed and fallen without landing a single blow.

Another male blonde youth had shrieked at ear-shattering decibels and cowered under a table until a team of three had yanked him out and silenced him forever.

This deck was clear. Time to move on. Mr. Whiskers gave new orders, "Fan out and search the cabins. None of the humans are to make it out of this alive!" His soldiers growled approval and moved to follow orders.

***'***

Marion Moseby had been inspecting the ship making sure things were spick and span before the party he knew would trash his beloved ship. He took great pride in making everything as tidy and presentable for his guests as possible, making sure the accommodations were as good as or better than anything he'd ever rented out in the Boston Tipton. Finished with the inspection of one of the dining rooms he stepped into the open-air hallway and came to a halt.

Before him ranged thirty mottled feline forms barring his path.

"Emma," he growled, "She knows these filthy beasts are only allowed in her quarters." He reached out and lifted one of the cats by the scruff of its neck and held it out before him, an expression of deep distaste marring his features.

The animal bared its teeth and growled low in its throat. A light blinked from a small box on its collar and Moseby heard perhaps the most terrifying thing he'd ever heard, "Emma is no longer in control and neither are you."

He dropped the cat with a yelp, watched it effortlessly land on its feet, and slammed his back against the door to the dining room staring with fear at the suddenly menacing animals before him, "Wha-What's going on?" he stammered.

The cat he'd held before answered him, "The invasion has begun human. You've reached the end of your days."

"I-I don't understand," Moseby swallowed hard, "What are you? WHO are you? Where's Emma?"

The cat widened its eyes as the pupils narrowed to slits, "Emma is dead. Killed by my commanding officer, Lt. Whiskers. I am Lord Wiggums, second in command of the C.A.T.S. hostile invasion of Earth."

Mr. Moseby sat hard on the floor, "Invasion of Earth? C.A.T.S.? What is going on?"

Lord Wiggums flicked his tail disdainfully at the ignorant human as his team ranged in a semi-circle behind him, trapping the man.

"C.A.T.S. is the Caretaker's Alliance of Terrestrial Sanctuaries, of which we," Lord Wiggums indicated his feline companions, "are members and enforcers."

Moseby felt as though he must be losing his mind. Here he was sitting and talking with cats who had admitted to killing a friend of his and there were so many things wrong with this situation that he just wanted something to make sense. "What does that mean?"

The cat somehow managed to sneer at Moseby, "What it means is that you humans are in violation of our treaty and we're here to take what is now, rightfully, ours. This planet."

"Treaty? What treaty?" Moseby knew that he must be in shock to be focusing on such minor details, especially now that he could hear the fearful screams of his passengers on the floors above and below him.

"The treaty forged by your ancestors pledging to care for this planet."

Moseby shook his head, "I've never heard of this treaty."

Lord Wiggums made an unpleasant noise akin to a scoff, "Of course not. You humans, always keeping knowledge from one another. Foolish."

"When was it forged?" Moseby asked, "The treaty?"

"Many years ago," Lord Wiggums replied, "When your Egyptian empire was gaining prominence. It was the largest population of organized humanity we could find, which is why we treated with them. Our forces landed on Earth and made it a part of the Alliance. We left regents behind to ensure the Caretaker's, our Empress', rules were followed. When we returned one of your millenniums later we expected to find a peaceful people tending to the Earth under the guidance of our regents. Instead we find you humans had removed our translation technologies, bred our people with common beasts creating abominations, and subjugated our regents, turning them into your housecats! The outrage!"

Moseby twitched back from the furious cat, his eyes going wide as he tried to meld with the door. "Why didn't you take us over back then?"

"Because," a new voice broke in. The cats surrounding Moseby parted as a figure stepped from the shadows. Moseby's jaw dropped as he recognized Connie, "our Empress was besieged on all sides and couldn't spare the forces necessary to bring humans back into line. Now that she has won her wars it is time to mobilize her agents on Earth and begin the requisition process."

"Connie?" Moseby asked incredulously. The serious person before him was nothing like the bubbly absent minded boyfriend losing Activities Coordinator he knew, "How are you involved in all this?"

"Commander," another new voice interrupted as another cat stepped into the semi-circle.

"Lieutenant Whiskers," Connie replied, "I assume you're here to report your success?"

Mr. Whiskers stood at rigid attention, "Yes, Commander. There are no other living humans on this ship."

A crackle announced the reception of a communiqué from the remaining force of Freckles and his engineering team, "Sir, the modifications are made. Communication between this ship and the fleet is now possible."

"Excellent," Connie said, "Time to report to the Empress." She started to move off with most of the cats following. She paused and looked over her shoulder at the man still crouched on the floor, "Wiggums, take care of him."

Connie had only gone three steps when she heard the satisfying gurgle of a dying man.

***'***

When the blood covered cats reached the bridge, where Freckles had patched in a monitor to their fleet, Connie immediately took up station in front of it. "Hail the Empress' ship."

Freckles pressed a few buttons on an oddly shaped control, "Hail returned, opening video channel."

On the screen the image of a long furred pure black cat with emerald green eyes appeared.

All those aboard the bridge stood at attention, their ears pricked sharply forward and tails standing straight up behind them. Even Connie stood rigidly, eyes straight ahead and arms plastered to her sides.

"At ease," the Empress' voice was silky smooth, "Commander, your report?"

Connie cleared her throat and was about to speak when she was interrupted by the Empress.

"Before you begin, Commander, I demand you remove that hideous suit," the Empress' ears laid flat back for a moment to express her extreme disdain for the human suit.

"As you wish, my Empress," Connie replied. The human head tipped back on its neck and the chest cavity split open to reveal a small brown and black striped tabby with amber eyes, "May I begin?"

A regal nod of her head was the Empress' reply.

"The Earth is prime for reclamation. The humans no longer recall the treaty or its purpose and they've grown weak. We can take them in less than one Earth week as easily as we took this ship in less than one Earth hour."

The Empress' tail flicked behind her head as she thought, "Very well. Activate our sleeper cells. It's time to eradicate the human scourge and begin anew here." The Empress focused her intense eyes on the screen, "We'll be sending reinforcements. Until then you have my utmost faith in your abilities to handle this situation."

The cats all saluted as the screen flickered off.

Connie looked to Mr. Whiskers and ordered, "Broadcast to all Crazy Cat Ladies. Mission Scoop the Litter Box is a go."

***'***

All across the globe those millions known to their neighbors as 'Crazy Cat Ladies' emerged from their homes with an army of felines at their command and began to wipe the Earth clean of humanity's taint.

There was no defense from them. They struck so swiftly and with so little warning that most never knew there was even a threat before they were slaughtered.

Within two days there were no humans left.

Cats roamed the Earth, the dominant species.

***'***

Mr. Whiskers sat atop the Boston Tipton Hotel and watched the horizon as the moon hove into view.

He felt it when Connie jumped up beside him, "You're solemn, tonight. Still missing your human?"

Mr. Whiskers bristled, "Whatever you might believe, she was a good person."

"I know," Connie said, "She was. But she is gone and we have a planet to set to rights."

He turned to look at her, "I know."

"You don't agree with the slaughter," Connie stated.

"No." He replied.

"It was necessary," Connie said, "You've been on this planet for thousands of years Whiskers, surely you must have seen humanity at its worst? You must know it was the only course of action?"

Mr. Whiskers turned out to look at the sky again, "Yes. I've been here for a long time. I've seen the worst. But I'd also seen the best. Not all humans were as awful as we've been led to believe. My mistress," he ignored Connie's head whipping towards him and her shocked exclamation at his use of that title, "She was a good one."

"Be that as it may," Connie said waspishly, "She's dead now. They all are. And we've got work to do." She jumped down from the ledge and stalked inside.

He knew she would report that conversation, report him on his insubordinate thoughts and words, but he didn't care. He couldn't bring himself to, not with the weight of his regret bearing down on him.

As he looked at the moon he remembered the date, October 31st. Halloween. He knew what his mistress' plan for the day had been, before he'd taken her life. He wished he could be curled up on a couch with his mistress eating the treats she'd baked for him. He would never have that peace again. Even if he could find a creature to care for him the way Emma had the disquietude in his soul would forbid him from ever achieving happiness.

With a heavy sigh Mr. Whiskers stepped from the ledge to the floor and made his way inside.

Connie was right. They had a lot of work to do.

THE END

*****'*****

A/N: Enjoy your cats readers.

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