Marlene huffed and puffed, running as fast as her feet could take her. She scurried to an abandoned popcorn stand machine and hopped in. Alone inside she tried to ease her breathing, afraid that it might echo out and give away her location to Skipper. She needed time to think and rest. Go to a place where Skipper will never expect to find you, Marlene thought over. But I need to lay low for a while. I need to make sure he won't find me. Just long enough 'til Kowalski makes an antidote.

Once she was certain her breathing slowed, she stuck her head out the small door she had entered. She looked around carefully yet quickly. She wanted to make absolutely sure he wasn't there. Suddenly she heard something! Immediately she poked her head back in and shut the door without a sound. Her heart raced and she could feel herself shivering as she pressed her back against the wall opposite the door. Then she heard the sound again, like if something was… sliding. Swish. It was inching nearer, and luckily Marlene didn't need to poke her head out to know what was making that noise.

Outside sure enough, Skipper slid passed by on his belly. Then he got up on his two feet and scanned the area. He pulled out his flashlight and switched it on, sweeping the light around. Marlene gulped and tried to fight the anxiety to take another peek outside. She knew Skipper would have the eyes of a hawk. She could almost envision the attack already; he'd pounce on her on sight! And the last thing she wanted was that happening of all places… in a popcorn machine!

Suddenly she could hear him sliding right by her! Her heart beat faster, and she was afraid it would make too much noise and she'll be caught! Then the sliding stopped abruptly. And so did her breathing. It sounded too close. If only she knew what he was doing! The suspense was killing her! BONG! Something crashed against the popcorn machine and Marlene bit down on her tongue to keep from screaming, she knew better than that after all. She's seen enough suspense movies to know what to do and what not to do. And it certainly didn't involve screaming.

Skipper had dashed behind the machine and he flashed his light around one more time. Then he turned it off immediately. "Hmm…" he rubbed his lower beak. Marlene nearly flinched at the sound of his voice. Yes, she was that terrified of him now. Then she heard him sliding away. She still wasn't sure she should move yet. She wasn't even sure if she should breathe yet! It was quiet suddenly. What seemed like an hour later, she finally had enough courage to take a last look outside. She slowly opened the door just a little bit. Carefully leaning her head outside, praying he wasn't still around. She looked around… the coast was clear. She finally relaxed herself; even her whiskers drooped a little.

"Why hello neighbor!"

"AHHH!!!!" Marlene screamed as she immediately pulled herself inside and slammed the door behind her.

"What is her problem?"

"Beats me."

"Well, I guess it is perfectly reasonable. My handsome self can make any female of any species shy with my… handsomeness."

Suddenly Marlene popped her head out when she realized whose voices they were.

"Julien! Maurice!" she exclaimed. "And Mort! Boy am I glad to see you guys!"

"Of course you are," smiled the lemur king cockily. "Who wouldn't be to see the royal me?"

Marlene ignored his arrogant remark and hopped out of the machine.

"What are you doing in there?" asked Maurice.

"I'm hiding, that's why," replied Marlene. "Listen I'd like to ask a really big favor from you guys."

"Okay!" piped Mort happily.

"Mort, do not accept any favors without the king's royal approval," King Julien remarked while shaking a finger on Mort. "So exactly what kind of favor are you talking about that you speak off?"

"Like I said, I'm hiding," she explained. "From Skipper."

"Skipper? Why him?" asked Maurice.

"Ugh, it's a long story I can't explain yet. But right now it's very important he doesn't find me, and I was hoping if you guys could be so kind to give me a hiding spot in your habitat?"

"Oh, ho ho, is this a game of the hiding and the seeking?" King Julien lit up. "Ooo, can I play, too?" asked Mort excitedly.

"What? It's not a game!" retorted Marlene.

"I declare that we join as well!" King Julien announced shooting his finger to the sky triumphantly.

"Grrr, okay fine. You can play. But no matter what, you gotta make sure Skipper doesn't find me at all."

"Eh? And what makes you the especicially one, huh?" the lemur leaned over until his eyes were directly into Marlene's.

Suddenly she clamped her paws onto the sides of his face and she nearly smashed his face against hers so their eyes were touching against each other.

"Just do as I say, or I'll beat you to unconsciousness with your own CROWN!!!" she sneered through grinding teeth, her eyes flaming with anger.

"Em… are you threatening your king?!" he exclaimed trying to hide to hide the fear in his voice.

"Yes!" she snarled.

"Okay, then you have my permission stay in my royal kingdom for your little game."

* * *

Meanwhile Private tied the last bandage around Rico's head. Rico grunted quietly by the sting on his flipper now wrapped in a cast. Private was wearing a couple of bandages on his face and flippers, along with an ice bag tied to his head and back. They were trying to nurse their wounds, but they took quite a lot of damage.

"It'll all be okay, Rico," comforted Private. "Kowalski, are you finished?"

"Almost, Private," replied Kowalski, wearing an eye patch and a neck brace. He reached his flipper out for a chemical, and suddenly a snap could be heard. "D'oh!" He winced from the pain, then continued for the substance and poured a bit into a beaker containing the love serum, mixed with other chemicals.

"So what's the plan?" asked Private.

"It should be simple. We'll have to find Skipper and have him take this antidote, and then he should be cured soon after. But under our circumstances- ouch! - it might be rather difficult than it needs to be." He had turned to one side too quickly and felt the sting from his spine and neck.

"Whatever it takes," said Private. "We need to bring Skipper back."

"Uh huh, uh huh," Rico grumbled, nodding his head.

"And that's exactly what we'll do," said Kowalski adding the final touches into the beaker. Then he held the beaker up with pride. "There we have it!"

"Where's Marlene by the way?" asked Private.

"Unknown," he replied. "But knowing how- ow! - strong she is, I'm certain she's fine wherever she may be."

"Right! Let's hurry then!" exclaimed Private.

"Yeah!" grunted Rico in agreement.

* * *

"Are you sure this is a good hiding spot?" asked Marlene uncertainly.

"Of course, silly otter," replied King Julien. "No one will bother to look for you in here!"

Marlene felt really uncomfortable; she was actually stuffed inside a cupboard behind the counter of the snack bar. She barely fit inside, but she was somehow (well almost) convinced that Skipper wouldn't find her there.

"I really am brilliant, aren't I?" King Julien began. "I'm quite good at this game, if I do say so myself. I should be receiving an award for this."

Maurice rolled his eyes and approached Marlene, "Sorry, but space is kinda tight around here at the moment, so this'll just have to do."

"I guess so," replied Marlene, trying to feel a spot she felt the most comfortable as possible.

"Now try to keep quiet for… um, exactly how long are you planning to keep this up?"

"Just long enough for Kowalski to come up with a plan to get me outta this mess. Now close the doors before anyone sees."

Maurice shrugged and closed the cupboards, "See you 'til morning then."

Then he and King Julien walked away, with the king lemur still gloating at how "brilliant" his hiding spot choice was. Suddenly Marlene felt alone… and very uncomfortable. "See you 'til morning," the words rang in her head. Until morning... how long is that? So much had happened in this single evening, so morning couldn't be that far, right? And she's certain that Kowalski and the others have the antidote ready to give. Maybe right now as she thinks of this they might've already found Skipper and they're reasoning him to take the antidote and then everything will all go back to normal and she could get out of this uncomfortable, dark, stuffy… lonely, almost scary… place.

Boy, how did she wound up there? Did she do something wrong to deserve this? Was this some sort of punishment?

"No!" she whispered to herself. "It's okay, this is nothing. I can get through with this. It'll just be a matter of time. And this isn't too bad. It's just a small cupboard. And I'm just stuck between bowls and pans and what not… wait pans? Why would they need pans? They don't eat anything that can be fried…"

Suddenly her thoughts were interrupted when she noticed how close the plates and bowls were becoming. They crushed together and against her. Suddenly she felt her feet turning numb, then eventually her shoulders. She shook her head, but then ended up hurting her head against the handle on a pan.

"Ow! Now really that's just-" she tried to rub her head, but her paws were stuck. She was crammed tight in there, she could barely move. "No, don't think like that Marlene. You're gonna lose it. Just… think positive. Yeah, just think of all the things you could do when you get out of here. Ah, well I could go swimming in my pond; maybe brush my fur, um… oh! And eat some of that leftover seafood cake, maybe take a nap…yeah, maybe I can take a nap now."

She closed her eyes and tried to make herself snooze, trying to keep her positive thinking. Suddenly Skipper's face popped into her mind, and her eyes popped open.

"What if Skipper finds me before the others do and I need to escape? I can't sleep or who knows what he could do when I'm half asleep!"

So she tried to stay awake, and her eyes began to grow heavy by the minute. She blinked, slower and slower by the many times she did. Eventually at one point, she decided to just rest her eyes since it bugged her so much and she couldn't reach them. But when she did, she saw Skipper's devious face again, and she snapped back awake. Great, not this again, she thought to herself.

It was an annoying cycle, but she was strong enough to endure it… at least for the moment. She could feel the minutes passing ever so slowly. Her eyes were getting heavier, but the thought of Skipper kept her eyes peeled. She wasn't going to be caught, ever! She began to wonder how long she was in that cupboard. Time was going by too slow… slow… slow… slow… It's not so bad, she thought. I can totally handle this… I can…this is easy… just lay low for a little longer…

Suddenly she noticed how close the cookware was becoming. Is it just an illusion? She blinked and wanted to rub her watery eyes, but she remembered she was stuck. Wait a minute. She tried to move her paws but they were totally numb- they've literally fallen asleep! No big deal, hey, it just means it's been a lot of time. It'll all be over soon. Suddenly she felt as if she could see the walls just behind all the cookware. She tried to shake it off, but she could feel her entire body so stiff and numb! Calm down, just a little longer. You can do this. Suddenly her heart began to race and a sudden cold chill overcame her body. Suddenly she could hear small dripping. Was it from a sink? Probably from above. But it continued to drip- drip-drip against the sink. Isn't that just annoying? Suddenly she could see the walls closing in around her. Quit it, you cannot have a claustrophobia attack at a time like this! The dripping got more frequent, and the walls seemed to be getting closer. Suddenly it was getting harder for her to breathe. Was someone cutting out the oxygen supply on purpose? She swallowed, and she could feel the sickly dry sting when she did. This was getting harder to resist. Drip-drip-drip. She began to shiver. The walls were getting closer! Is she suffocating? Is someone trying to crush her? Her heart raced, and she could feel herself squirming. This is just terrible, she can't… no… she has to go… she has to go!

Suddenly she kicked against the door, and finally with a shove she fell out of the cupboard. She drew in a deep breath, as if she just got out of the water. It felt cold yet refreshing to breathe in clean, fresh air. Then with her surroundings looking slightly brighter than before, she realized she made it all the way until morning! This was great! Well, only for a split second because then her heart sank and her ears and whiskers drooped at what she found before her.

Holding up a glass of what looked like punch, decorated with a tiny umbrella, stood the familiar character, taking a sip.

"Morning, Marlene," greeted Skipper sweetly after a sip. "You done playing hide-n-seek with the lemurs?"

Marlene's pupils shrank.

"How?" she breathed unbelievably and in horror.