Two weeks had passed. The rosebush had stood empty, abandoned. Due to the sudden, unexpected change of events, only books, clothes, and kitchen supplies had been taken. Everything else, the furniture, radios, anything not easily transported, had been left in the collapsed tunnels, deeply buried to make sure the humans couldn't find them. They'd left a few things for the Brisbys, though it was a sparing venture, not wanting them to be noticed when the humans came. Their transition to the valley had gone smoothly, despite the setbacks. Their new home had been under construction for a year, ever since they'd discovered it. There was a permanent crew there, growing larger as needed; architects, the digging crew, electricians and bricklayers, as well as master farmers, whose job was to find the best spots to plant.

The interior space of the cliffs had been carved into a vast network of twisting halls and rooms, on a scale far bigger than anything they'd seen in the bush. The valley's low grassland took up most of its base, filled with little more than shrubs and scraggly trees. A clear, meandering river emptied into a large lake, the soil of its eastern bank protected by an evergreen forest that stretched up one of the two vast mountains, darkening the uneven surface almost to its peak. The shadows they cast in the mornings kept the floor cool, but not enough that it couldn't harbor plant life. The rats had chosen the western side as the base of their home, with a large, smooth hill housing the main entrance.

A single tree grew on this hill, its roots providing support for the rooms carved beneath it. This hill extended back to the cliff face, thirty sheer feet of sandstone. Nothing was built too close to this, to avoid any damage from falling rocks. The entrance itself was situated ten feet right of the tree, shaped like half an octagon, large enough for several rats to get through at once. It was three feet wide, two tall. Built of stone and wood it actually angled slightly below ground level, going back a straight fifty feet. This walkway was the same shape as the door, a round skylight carved in the roof every two feet. There was five feet of nothing, then suddenly hallways were branching off left and right. Reinforced doors emerged from hiding at the flip of a switch, covering the entrance and skylights in the case of flooding. The rats barely used fifty percent of the space, having made it so long to ease development in the future.

Most of the right side was storerooms, for things such as farming equipment and seeds. The original idea had been to have living quarters on one side, workshops on the other, but they'd decided that such a division would inspire laziness, and that was enough of a problem. They'd decided instead to have workshops on both sides, clusters of living quarters scattered throughout. The left side was the heart of the place, paths being much like they'd been in the rosebush, though less chaotic without having so many roots to navigate around. Only a few of these paths were perfectly straight, for two reasons: one was to keep the integrity of the hill, the second to avoid anything too human-like. Two of the largest rooms were the dining hall and auditorium, where they could gather to either socialize or focus on one speaker. There were smaller lounges scattered throughout, some quiet for reading and talking, others louder for shows and comedians. This varied nightlife, they all knew, only served to strengthen a community, even if these activities were based on human ones.

Extending further into the hill was working spaces, an infirmary, and a med lab. The med lab was separate, as it was used to study diseases and vaccines, fertilizer and seed development, even acids and explosives for construction. Closer to the left of the tree was the school, which had its own entrance, a gymnasium, huge library, restrooms, offices, food storage, as well as the wood and metal shops, all with apartments sprinkled throughout. Most of these rooms had a skylight, and every room had what the rats knew they couldn't live without: electricity.

Their society was based on its power, but they knew they couldn't live with stealing it from humans. That realization led them to study solar technology, developing the power source for their new home. They'd fashioned the panels from materials they'd collected from nearby towns, and had placed them atop the sandstone cliffs, connecting them to the halls by yards of cable. Solar power wasn't very efficient for humans, but it was more than enough for the rats' small community. The energy ran to a large generator, designed entirely by Arthur. Set up like a box of circuit breakers, it had switches to control how much power went where, including a back-up generator charged for emergencies.

Thankfully, most of the preliminary construction had already been completed, but the auditoriums, living quarters, and the lunchroom were still unfinished, mainly because there had only been sixty rats living there until recently. Besides that, there were only three problems that still needed addressing.

Somewhere along the lines, there had been a miscalculation, and now the plumbing only worked for half the lair. After being informed, the majority of the rats had dropped their smaller projects and were working day and night to correct the issue by installing makeshift pumps and extra piping. The frustration was only compounded because the other major utility was also incomplete.

There was no heat. It was amazing the work crew hadn't frozen to death during the winter. As head engineer, Arthur had designed heating coils that would be installed in most rooms, but the prototypes weren't efficient, and mostly just drained the batteries charged by the solar panels. The only solution was to run a few coils at night, switching them by the hour when it was the coldest. Any more than that, and it would blow the circuit breakers. During spring it wasn't as bad, but it wasn't exactly comfortable. Even then, the rats could see mist as they breathed, except for a few hours in late afternoon. The cold wasn't unbearable, however, and was easily cured by extra blankets and clothing.

The Thorn Valley crew had received quite a surprise when the community showed up six months ahead of time, but a quick explanation had settled everything. Even Jenner had known that moving was a given, despite his attempts to stop them. So much effort had been put into it that even the skeptics knew it was inevitable. Immediately upon their arrival, most of the rats had begun working on an alternative heat source. The time needed to design new heating coils simply wasn't there, what with the lack of plumbing and furniture, so Arthur did his best to come up with a new plan. It wasn't perfect, but it was good enough for the time being.

A small stove made of rocks and clay was built in each room to be lived in, with a network of pipes connecting them to various utility exits with fans to drive out the smoke. The only problem was that the fans weren't powerful enough. Smoke would pour back into the rooms. The only solution was to burn very little wood, relying on the heat the stoves absorbed. The rest of the construction was put on hold until the plumbing situation was resolved, except for a small group that was dedicated to building the necessary furniture.

Few rooms were complete, but one was Nicodemus', which was located in a low-traffic area between the library and the meeting hall. His new chambers were slightly larger than his old, though bare due to the quick move. Justin was there at least once a day, accumulating advice about how to run the valley lair. His official title was "Governor", and Nicodemus knew the young man was the best, the only, pick for his heir. Justin was a beacon in the community, with charisma and people skills beyond his mentor's wildest dreams. Almost everyone liked him and trusted him, but it didn't ease his conscious any.

There hadn't been any sign of Jenner, but Justin was still worried. He knew the dark rat had his followers, and that it was very possible they would come into contact with him. The former guard had been keeping an eye on the most obvious cases, though there was no way of knowing for sure the extent of Jenner's influence, or how many were really loyal to him. Sullivan had taken a new lease on life, and was now fiercely loyal to Justin, but he was certain he knew at least three of Jenner's followers.

The first was Castor, one of the originals and candidate for Captain, had Justin not already picked his successor. Second was Dietrich, a quiet rat who'd helped Arthur plan Thorn Valley, and third was Castor's electrician brother, Pollex, who was another original. However, Justin knew who he could trust. Sullivan was now his assistant, helping him keep track of everything going on in the valley, and Brutus, who'd been assigned as Nicodemus' personal bodyguard. And if there was one rat Jenner was afraid of, it was Brutus.

Gentle rat that he was, Nicodemus had insisted Justin keep a clear head, giving Castor and his men the benefit of the doubt, saying that perhaps they'd come to their senses as Sullivan had. Justin knew they'd only come to their senses if Jenner killed them too, and though he held great respect for Nicodemus, indeed he loved the rat like a father, but felt the old creature was too trusting, too forgiving for his own good.

"What troubles you, my son?" asked Nicodemus, pulling the young leader from his thoughts.

"I don't know," he said at last. "But…do you suppose Elizabeth is safe?"

Her full name was known by most of the community, but Justin was the only one who used her first name.

"Mrs. Brisby is safe from Jenner," said Nicodemus, knowing full well his student's true feelings for the mouse. "She no longer has the amulet, and without it, Jenner has no use for her. She was wise to give it to you."

"Lucky is more like it," Justin said to himself. On their last night together, Elizabeth had given him the amulet, saying that she wasn't yet ready for it, and to return it to Nicodemus. "But, Nicodemus, I have a feeling there is something about Jenner you haven't yet told me."

The aged rat let out a long sigh. He gazed at Justin a great time before speaking. "Yes, there is more to Jenner than you know. You see, Justin," he explained. "I have been wanting to pass on my skills, my…powers, to another for some time now. Jenner was my first student. When he was younger, he had such passion for our colony. His spirit was made of fire, and I felt that, one day he could lead the Rats of NIMH after I was gone. Shortly after we settled in the rosebush, I began training him, for lack of a better term.

"These skills were not necessary to lead the rats, but I knew they would help in the thought process one must deal with to be a leader. I trained him gradually for two years, perfecting his skills in small increments. I slowly realized, too late, that Jenner was not the right person. He tried to cut corners and learn things the easy way, rather than with patience and dedication. I knew he could never be the leader I had hoped for, and I stopped teaching him. He grew very angry, but he also knew the reasons why and became very bitter, instead of simply letting it go. He became my enemy, and began dividing the loyalties of the rats, trying to convince them that Thorn Valley was not the right choice."

"He failed, of course," said Justin.

"True, Jenner could not hold on to followers for very long. He had their attention, though no actions to follow up his words. Nevertheless, he could captivate an audience with his voice, and that skill made him truly dangerous, more so than his skills with a blade. The only thing that kept him from putting a stop to the preliminary construction on Thorn Valley was Jonathan Brisby's opposition to him. Jonathan could match Jenner for every word, effectively splitting the decision of Jenner's followers."

"Yes, I remember." Justin had rarely gone to council sessions, but he had heard of the intensity of Jon and Jenner's debates and hadn't been able to resist taking a peek. "Jonathan was fierce in those debates."

"And by the time of Jonathan's tragic death, Thorn alley construction was already underway."

Justin thought a moment. "Jenner always seemed to have a vile hatred of Jonathan that stretched beyond the debate floor, though. Was it because he was a mouse, or that he didn't live in the rosebush?"

"Yes, Jenner had a frighteningly large degree of hatred toward Jonathan, though not for those reasons. After I had given up on Jenner for a student, I chose Jonathan to be my next pupil." He paused for breath. "Jenner was furious, but he was careful to always hide his contempt publicly. He held his hatred tightly inside, where it festered and only grew worse. When Jonathan died, Jenner's hatred of him switched to me. He went so far as to try and kill me in order to win—in his mind.

"That night, I believe Jenner truly went mad. He had killed me and usurped my power. It looked completely accidental, and with no one in his way, he had control of everything. Mrs. Brisby was the first to challenge him, and he would have beaten the Stone out of her had you not intervened. Then when Sullivan turned against him, he was immediately slain. Jenner had the power in his hands and would do anything to keep it, just as he will do anything to get it back."

"But what good is the Stone to him," Justin asked. "I mean, if he never fully developed his skills, what could he do with it?"

"He developed his skills enough. In a way, the Stone contains my soul. Everything I know and everything I can do is concentrated within it. That is why Jonathan wanted to give the Stone to Mrs. Brisby. He felt it may give her the ability to live as long as he."

"Could it?" Justin's heart leapt at the idea.

"Perhaps; it would have been up to Mrs. Brisby to make that choice. That, along with the possibility that Mr. Ages or Ash and his assistant, Alexander, could not find a way to duplicate the serum, would have allowed Mrs. Brisby to see her children grow up, as well as allow her to grow old with Jonathan.

"It is this same reason that Jenner desires the amulet. He is skilled enough to discover how to unlock its power. If he were ever to unleash its strength, nothing could stand in his way, not even humans, and a tide of darkness would wash over the Rats of NIMH in a way you could never imagine."

Justin left unsure if he felt better or worse than when he'd come. There were so many variables to think of, all wrapped in an equation to which Jenner was the key. He wondered why, if Jenner had such capabilities of magic, he'd never used them. He was so deep in thought that he never heard the voice calling him.

"Governor?" it said.

But Justin kept walking, talking under his breath.

"Justin!"

He realized then someone was talking to him. I'll never get used to that title, he thought before turning. Standing before him was the new Captain, a sleek creature of the second generation. "Yes, Orion? Sorry I was lost in my head," Justin chuckled. "What is it?"

"Actually, you wanted to see me," Orion responded. Orion's fur was full black, and he was tall and slender. He was muscular, but a bit lanky as well. The members of the second generation were every bit as fast as the originals, though a bit stronger. Orion was more than capable for his role as Captain. He was one of the community's best swordsmen, was quick on his feet, and had a remarkably fast mind. Justin almost envied the younger rat. He had a commanding voice that wasn't loud or harsh, with a smooth confidence that was chillingly effective.

"Oh, yeah, right…" Justin racked his mind. "You know what…I have absolutely no idea why I called for you."

"Dammit, Justin!" Orion yelled in jest. "That's the second time this week! You know, you're really monopolizing my time, when I could be attending to other duties…like making sure the weeds don't get out of control near the gate." He sighed dramatically. "Because if you give them an inch, they'll take the whole lair."

Justin laughed. "Shut up, would you?" He always enjoyed Orion's cynicism, even the bleakest times. But then he changed the subject. "How's Sarah been?"

"Fine." The black rat no longer chuckled. "She still worries a lot, and sometimes she cries herself to sleep when I'm not there." he sighed again. "But you know I've got to keep her busy during the day, to keep her mind off you-know-who."

"That's good," Justin shook his head. "I worry about her—everyone actually, but Nicodemus, Elizabeth, and Sarah are the ones I worry about most."

"That's nice of you to say, Justin," Orion said truthfully. "Though I think it'd only depress her more, if I told her others fret over her." He paused. "It's really a no-win situation."

"But she has shown improvement, right?" Justin asked, as though trying to change the mood again.

Orion nodded. "Yes, the doctor gave her some tea that's supposed to calm her nerves; she just needs to deal with her mind, and I can only do so much."

Justin nodded, knowing Sarah was a sensitive case among them. Born right after the originals, she had all their physical strengths, but there had always been concerns about her mental capacity. She wasn't slow, not even close, her mind was just delicate. The experience of NIMH and their escape had psychologically scarred her, and had made her overly trusting and needy. But then she married Jenner.

It had appeared fine at first, but their relationship had gotten worse as his soul had grown darker. Many assumed he'd been abusive to her, though not even Justin had had the courage to accuse him. After a while, shed begun having an affair with Orion, sending her husband into a tailspin of rage. No one had blamed her, though, and no one had held her or Orion responsible for breaking one of the community's laws. After that, Jenner had simply ignored them, as though nothing had happened, as though they hadn't existed; yet another bruise to his ego.

"Is there anything else?" Orion asked now.

Justin noticed the man shifting on his feet, uncomfortable with the conversation. "No, nothing," he said at last. "Maybe I'll think of it later."

"Very well." Orion turned and walked off, black clothes blending with his fur and turning him into a walking shadow.