A/N: Sorry it took me longer than I expected to finish this chapter everyone, and thank you for your patience. On a lolzworthy note, it seems a good number of people don't like my penchant for ending chapters on cliffhangers. Sorry dears, but I like to give you all cliffhangers. It generally means that I have a good chance of keeping you all hooked and awaiting what happens next. Please R&R! And remember: credit for all OCs used is linked back to their creators on the copy of this chapter that is posted on my dA account!

Chapter 10: Unexpected Help

"Wakey, wakey sunshine."

The voice cut through the darkness like a jagged knife, waking a throbbing pain in the side of his head he hadn't noticed before. Everything was vague, even awareness, and it was only after what seemed an eternity that he was able to open his eyes and push himself up to his feet. He was in some kind of holding cell, in better repair than the ones that had been in Thundera's palace. The hallway beyond the metal bars seemed a bit brightly lit for a dungeon, but the place was unmistakable.

As was the face sneering in at him.

"I'm surprised we managed to keep all of you out for so long."

"Grune…" Lion-O hissed, rubbing the sore spot on his head.

"In the flesh." the saber-tooth replied with a manic grin.

"But how is that even possible?" Lion-O demanded.

"That's what I'd like to know." he heard Panthro's snarl of fury, and it startled him into turning around. What he saw was like a blow to the stomach.

Tygra, Razor, and Wilykat had all been thrown in the same cell as he, and so was Panthro. But the hulking veteran was standing awkwardly, his frame shaking with rage as he tried to balance himself, for his robotic arms had been removed.

"What…" Lion-O gasped.

It was no secret to anyone that the berbils had intentionally made the arms so Panthro could detach them if he so needed. The metal capping was sealed over his flesh and his new arms attached to them, but in the event either arm needed maintenance, they could be carefully taken off.

Now they were gone, leaving behind only the metal capping.

"Seems I've started to take up quite a collection."

Lion-O turned back to Grune, to find he had backed away from the bars and was holding one of the robotic arms aloft.

"I've still got your old ones." he said with a terrifying smile as he stared at Panthro. "They're upstairs. Wanna see 'em?"

Panthro only gave a soft growl.

"Stop that at once, you monster! Leave him alone!"

"Kuncia?" Lion-O blurted out in shock, realizing for the first time what was behind Grune. The hallway was roughly only a dozen feet wide, and directly on the other side was another holding cell, this one occupied by girls. The saber-tooth's smile changed suddenly, and he half-turned to the opposite cell, eyes still slipping back to Panthro as he approached Kuncia, who was gripping the bars of the door in anger.

"Ooh, lookie here, general," he laughed, "Looks like you went and picked out a prospective mate while I was vacationing in the Astral Plane."

Kuncia's cheeks darkened in a blush, but she only redoubled her glare. Panthro's face immediately went thunderous, and he stomped toward the cell door, stopping short when he remembered he had no hands to grip the bars with.

"Leave her alone, Grune!" he snarled.

"Or you'll do what?" Grune asked pleasantly.

"If he gets his arms back," Kuncia growled, "You won't want to find out."

The younger male cats all immediately glanced between the snow leopard and Panthro, stunned to find her taking the words out of his mouth, and Grune laughed.

"And she's a spirited little spitfire of a woman too!" he chuckled, reaching between the bars and closing his hand around Kuncia's chin, squeezing none-too-gently. Her eyes widened in shock, narrowed in anger, and she let loose a snarl as she twisted and sank her teeth into the flesh of the saber-tooth's hand, biting deep. Grune let out a yelp of pain and yanked his hand free, cradling it to his chest. And then something quite unexpected happened: a child's voice, accompanied by the sound of little running feet, echoed through the dungeon hall.

"Uncle Grune, are you okay?"

Everyone froze in shock.

A small, saber-toothed kitten barely a few years younger than the Wilytwins, came trotting into view, a lizard on his heels. The kitten was dressed in bright garb the same goldenrod color as Grune's armor, with a strange green sash that wound around his waist and torso, weighed down by the twin cobra insignia of Mumm-Ra. His hair too, was a bright goldenrod that spiked up in all directions, as though it had been charged with electricity, and his fur was a shade lighter than Grune's. He approached his uncle warily, and Grune stopped nursing his hand as he looked down at the cub.

"Oh, it's nothing to worry about, my boy. Now, what have I told you about coming to the lower dungeons?"

The cub immediately dropped his attention to the ground and began shuffling his feet awkwardly, as though he'd been caught sneaking candyfruit.

"Sorry…" he mumbled.

"Well, as it just so happens, this is your lucky day!" Grune said with a genuinely fond smile, clapping a huge hand down on the kitten's shoulder. "I was going to bring you down to see our…guests, anyway."

He stepped directly halfway between the two cells and spread his arms with a grand flourish.

"These, Axis, are the Thundercats."

The kitten turned and looked directly at Lion-O, his blue eyes too wide and innocent. Lion-O's jaw dropped in shock, and he heard the others gasp behind him.

"What…?" Panthro murmured, a slew of conflicting emotions in his voice. "You had a nephew…? This whole time, you…you…but I…how?"

Grune only smiled coldly, and Axis turned to look at the girls, all of whom looked close to heartbreak at the sight of the cub, adorned with Mumm-Ra's symbol.

"Uncle," he asked, tilting his head as he looked between the cells, frowning, "Shouldn't they all be in different spots? What if they use magic to break free?"

"Ahh, that's the thing, Axis." Grune answered, ruffling the cub's hair, "The cells on the upper floors are more technologically advanced and we wouldn't have too many problems, but they're finicky. Now, these cells down here…"

He pulled something from his belt, a glowing, pulsing, beetle-shaped object that immediately caught the eyes of Kuncia, Nyrris, and Cheetara in particular, and tossed it at the bars of the cell. Everyone watched as the scarab disk connected with the bars, which lit up and crackled with red-violet energy, suspending the disc for a second before it clattered to the stone floor.

"…while there aren't enough to accommodate each of our 'guests', these cells are spelled against magic. And while it is a trifle inconvenient to have them all in the same central location and guarded by lizard patrols, better to prevent them escaping by means of magic. Remember, you can't always have the best of both worlds when it comes to these cells. But I am glad to see that you are thinking like a proper warrior."

He ruffled Axis's hair once more, then looked up at the lizard standing directly behind his nephew.

"You, slave…" he began.

"Begging your pardon sir," the lizard answered in a cold but gentle voice, "My name is Cazarak."

It was the words he spoke that prompted Lion-O to finally get a good look at the lizard. He stood half a head taller than most lizards the young prince had seen, with a bright yellow underbelly and a strange red crest on the top of his head that was slowly rising in irritation, belaying his calm voice. He wore only a double-loincloth and a pair of shining metal bands encased his arms from the wrist almost to his elbow.

They had seen the Conquedor, had seen the pitiful, helpless creatures he had been trying to sell, but this was the first time in all of Lion-O's sheltered life that he had seen a slave so close, let alone one who was a lizard.

"Whatever," Grune waved off the lizard's comment, "Take my nephew back to his chambers, and keep him away from Kaynar and Addicus, would you?"

Cazarak's crest rose a little higher, but he looked away and obeyed nonetheless, placing a gentle hand on the saber-tooth kitten's shoulder. Abruptly, he raised his eyes just a fraction, and for a critical second, met Lion-O's gaze.

"Come along, Axis," He said quietly, starting to steer the cub down the hall, "You don't want to be in this place for too long."

The comment was directed at the child, but the prince had the strange feeling the words were also meant for him. There had been something in Cazarak's eyes, a fiery determination and an indomitable spirit, something that didn't suit a beaten, broken slave. Somewhere, somewhere deep inside Lion-O, a spark of hope flared anew as the wheels in his head began to turn.

The others returned their attention to Grune, who watched the slave leave with his nephew, a relaxed smile on his face. For a moment, he looked like the old Grune again, the Grune that had been inseparable from Panthro in the field of battle, the Grune that had laughed and grinned as he trained the young princes in combat, the Grune with the easy smile and witty sense of humor that King Claudus had come to regard as a friend.

"He'll do good." he suddenly spoke to no one in particular. "After all, he is my nephew."

"Yeah, if you don't destroy him first!" Panthro snarled, shaking with anger. "All this time…all this time I thought I had sacrificed something to get rid of you…Something that was pointless when I saw you again on the battlefield, when you should be rotting in the Astral Plane! And all this time, you…you…Blood in your mouth, Grune! Your own nephew! If I remember anything about your sister, Muaraine would kill you if she knew you had her son and—"

"Muaraine is dead. Murdered before Axis's very eyes."

His face had darkened as quickly as the tone of his voice had gone cold, and Panthro's words died on his tongue as the silence took on a darker presence.

"That wasn't part of the plan. It was never part of the plan. I would never have harmed my own sister." the words slipped from Grune's mouth, growing more acidic with each syllable. "And if it weren't for those damned lizards circumventing orders because they wanted to loot Thundera, she would be here too. But she isn't, Panthro. And I am all Axis has left."

"A tragedy brought about by your own hand!" Panthro snapped, but even the twins could hear him struggling to sound hateful above the sorrow. Grune's face merely went impassive as he glanced coolly between the two cells.

"It really is troublesome to have you all in the same spot," he faked a melodramatic sigh. "Of course, this'll make doing head counts easier, heh. Still, that's why we have orders to have you watched. New lizards every handful of hours or so."

"And what makes you think we still won't come up with a plan to escape?" Razor demanded.

"Oh, you might still come up with one," Grune shrugged. "But really, with no weapons, no magic, no arms—" he threw Panthro a nasty grin, "—and lizards guarding you every moment, you don't have much in the way of the facilities for escape. Or communication to escape for that matter, unless you all suddenly learn to speak in some new kind of code or something in the next few hours."

It was almost as hopeless as it sounded, until the trader goats jumped to the forefront of Lion-O's mind. He shot a quick glance at Nyrris, their eyes meeting briefly before they pointedly avoided looking at one another again. Grune didn't even notice the exchange, his attention having been caught by the armed lizards approaching the cells.

"Keep a close watch," he told them stoutly, "I wouldn't put anything past these cats."

The lizard on the left nodded, and his partner gave a small sigh. "General Slithe is requesting your presence, sir. It seems he and Generals Addicus and Kaynar want you to join them in a game of Rajah Stones."

"Can't say I'm as much of a gambler as some people," Grune threw Lion-O a pointed look, "But I don't always get enough…entertainment these days." He took one last glance at the cats and waggled his index finger, trying to keep a straight face. "No funny business, kids."

And with that, he strode off down the hall, bursting into a high-pitched, insane laugh that had everyone's fur standing on end. The lizards exchanged a look, shook their heads, and went to stand guard, one by each cell. Everyone fell quiet again, many of them slumping down in their deplorable prisons in gloom, but Lion-O remained standing, angling to try catching Nyrris's eye again.

"So…mal-eyed scale-tongues and ungrateful scummers, huh?" he chuckled weakly, hoping against hope that the others would catch on and that he didn't stumble too much over the unusual words of Trader's cant.

Cazarak could only thank his lucky stars that Grune's word still held some sway and kept others at a good distance. Kaynar and Addicus frightened him more than he was willing to admit, probably more than the cobras did, and he had no doubts the two would find extreme delight in killing him, were he not such a useful slave. More terrifying yet was the way the two of them eyed young Axis, as though imagining him as a rag doll or supper side dish. The kitten was probably in even more danger than he, and that was before one factored in Slythia and Nagendra's personal interest in the cub.

Regardless, he managed to escort Axis back to his designated room before they could run into any threats, and it was out of a great deal of restraint that he didn't slam the door closed in relief. Relief that was proved to be short-lived, for it wasn't too long after he had fed Axis that the cub made a startling announcement.

"I want to help them."

Cazarak froze in the act of cleaning the room, raising an eyebrow.

"I beg your pardon?" he said quietly.

"I want to help them." Axis lowered his voice, coming over and drawing on his full height to try to look the crested lizard in the eye. "Cazarak, we have to help them!"

"I don't know what you're—"

"The Thundercats!" Axis hissed, blue eyes wide and pleading. "They can't stay down in the dungeon! They're not bad, I know it! We have to free them."

"Axis, listen to what you're saying." Cazarak sighed, sitting the child down. "You will get in trouble if you are seen wandering around again, let alone going anywhere near those cats."

"You could do it." came the suggestion.

"Me?" he spluttered, "Axis—"

"Please?" the cub pleaded, his big blue eyes on the verge of bursting into tears. "If he doesn't kill them, Mumm-Ra's going to let Addicus eat them!"

He had a point there. The lizard shut his mouth, hesitating.

"Please?"

Cazarak refused to look at the pleading cub. There was no way he was going to give in.

"And you gave in," he muttered to himself sometime later, slipping from shadow to shadow as he snuck through the lair. "Well done, Caz, this is another fine mess you've gotten yourself into."

He had had a few close calls already; apparently someone running around in a cloak was more conspicuous than a slave meandering about on their duties. He hadn't thought of that, and it had nearly cost him, had he not been quick and known enough of the place to slip out of sight before being caught. Still, he couldn't risk the chance that he would venture back down into the dungeons and be recognized, not when he had no legitimate reason for being down there.

"Another fine mess."

Curse Axis for being adorable, and curse himself for not resisting those pleas!

"I'll be lucky to walk away from all this with my life."

Thankfully, despite Grune's constant big talk, the lowest dungeons were not that well guarded. They had been built in haste in a decent-sized area just beyond the old forge-rooms where animal slaves had shaped both the sword of Plun-Darr and the sword of Omens long ago, and most did not like navigating through some of the more snug doorways. Cazarak ducked through the last of them, coming into the pitiful area that had been labeled a dungeon. Just beyond the corner, he could hear irritated voices conversing, and he stepped a bit more cautiously, not wanting to draw attention to his unsanctioned presence. A quick glance around the corner revealed the two newest guards that had recently taken over the watch, grumbling at the prisoners to remain silent.

A second glance and he took in that both guards were wearing helmets.

Cazarak sucked in a deep breath, heart pounding.

"Here goes nothing," he whispered to himself. He rounded the corner, taking care to keep his head bowed low despite his cloak, and called out to the lizard guards.

"Gentlemen!"

They turned together, giving him odd looks.

"Can we help you, uh…"

"Hood Daine." he answered quickly and their eyes widened.

"Hood?" one repeated.

"We hardly ever see spies, let alone talk to them. What can we do for you, sir?" asked the other, dipping into a half-bow. Cazarak hesitated, feeling the eyes of all the captive cats on him, the wheels in his mind racing.

"Sir?" the first lizard prompted.

"It has come to the attention of my commander that a select few of your division might be suitable for Hood training." he answered quickly, speaking the first thing that came to his mind. Luckily for him, both lizards immediately swelled a little, puffing out their chests in pride. But what next? "However…it has been the worry of all newest Hood recruits that typical foot soldiers tend to be a bit…gullible."

They froze, seeming to deflate a bit. "Gullible? What do you mean?"

"How likely are either of you to fall for a dim-witted diversionary tactic?" he demanded briskly. The guards exchanged a glance and a shrug, and one of them gave him another skeptical look.

"Depends. What exactly do you mean, Hood Daine?" he asked slowly.

"Well," Cazarak began, "It's just that there is an astounding level of—DEAR GODS WHAT IS THAT THING?"

The guards jumped at his sudden yelp and followed the direction he pointed, trying to see whatever had frightened him.

"What? What is it?" asked the first, clearly worried he looked stupid in front of a spy for not seeing something he obviously should.

"I'm not afraid of anything!" declared the second, determined not to look as stupid and cowardly as his partner in front of a spy.

Frowning, Cazarak seized his chance and slammed their heads together as hard as he could, wincing at the resounding CLAANNNGGG! that echoed through the hall. For a brief moment, he worried his idea had backfired, as the two guards were still standing upright, but in the next second they crumpled to their knees and fell over, out like torch lights. His frown only deepened.

"I'm not sure whether I should be astounded or thankful that actually worked." he muttered.

"I'd say a bit of both."

He glanced over, straightening his posture and pulling down his hood as he looked the young lion in the eye. True, all of the cats had focused their attention on him at once, but there was something about this one that was inspiring. He was a natural-born leader, and Cazarak could feel that about him, even under the given circumstances. He let his crest rise in encouragement and the young prince tossed him a grin.

"You said your name is Cazarak?" he asked.

"Yes, my lord. But there's no time to explain. I need to get you all out of here."

"A lizard? Helping us? Setting up a jailbreak?" scoffed a towering, scarred panther. "Ha! That's about as likely to happen as Nyrris's prediction."

"Panthro," the prince said quietly, "What do you think he stands to gain from helping us? He has more to lose."
The panther's good eye narrowed in a frown, swooping toward Cazarak's arms, which he flicked back and out of sight before any of them could get a good look at the hated metal that wrapped around his flesh.

"I know that you may have your prejudices against my people," Cazarak spoke quietly, taking a tentative step toward the lion prince, "But I need you to trust me if you want to get out of here alive."

"What you're suggesting is impossible." grumbled a young tiger further back in the cell.

"Not impossible…" Panthro remarked thoughtfully, "But there's no way that'll be easy."

"Correct," Cazarak sighed, "And it may require you to take a few risks."

"I would be surprised if it didn't." a bobcat near the tiger remarked dryly.

"What do we need to do?" the lion asked seriously, his blue eyes boring into the young lizard, who sighed heavily.

"I can lead you to the armory to retrieve your weapons," he answered quickly, "Your…pets are being kept there as well. As for those robotic arms—" he pointedly avoided looking at Panthro's capped stumps, "—that will be a bit more difficult, but not by much. But the primary concern is opening one of the exits for you to escape through."

"That doesn't sound too hard," piped up a child, a wildcat cub that was in the opposite cell, her large golden eyes staring up at him.

"If only that were so," Cazarak exhaled, averting his eyes to the floor. "I cannot access the interior switches to open the doors. There are very few places from which…indentured servants like myself…are forbidden, but Mumm-Ra knows if anyone accesses the higher functions of this temple without his permission. I risk a swift death already with what I am already doing, but I have the chance no one will recognize me. However…if I were to attempt to access the switch you need, I will be found out, and I will be lucky if I am killed before I'm given to General Addicus for his next snack."

"We know there's a catch to this plan," came the gentle voice of the snow leopard woman. "Please, tell us. I don't think you'll have long before these guards wake, and it is better that we know what we must do."

"I hate having to ask any of you to do this…" he murmured, clenching his fists. "But I cannot risk this. Not when Axis is depending on me to care for him when General Grune cannot."

"Tell us." the lion prince insisted firmly, and he shut his eyes, clenching and unclenching his fists, inhaling and exhaling deeply, refusing to look at those shining blue orbs. Finally, he opened his eyes again, sparing the prince only a brief glance.

"One of you," he said slowly, "Will have to provide a distraction for the others. Cause a ruckus and hit the switch at the mainframe to open all the doors. Preferably one among your number both quick and agile enough to elude capture. Speed is good, but the ability to think on your feet is better. It's the only way you'll all be able to escape."

A tense hush fell over the cats, and they all looked at one another, inner conflict present in each set of eyes. Cazarak cast his eyes down, clenching his fists again. It was selfish of him, really, but it was truly the only way the situation would work out for the best. Still…he didn't like asking any of them to risk their own skins because he didn't want to. Finally, one among their number spoke.

"I should go."

Cazarak glanced up to see a young ocelot woman staring the prince in the eye, a determined tilt to her chin.

"Nyrris, no." he objected at once.

"I don't like it either, Lion-O, but I am the best choice," she argued, "I may not be as fast as Cheetara, or as good at magic as Kuncia, or as battle-experienced as…well…any of you men, but I know a thing or two about keeping a captive audience. And don't tell me I'm not agile enough to keep from being caught. I can do this."

"And I said no. If anyone should risk themselves for all of us, it's going to be me." He huffed.

"You are the king, Lion-O, but without you, we have no hope of accomplishing what we're meant to," she pointed out, before frowning and adding, "And don't you tell me 'no.' Gypsies take orders from no one unless we so choose to bow the knee, remember?"

Lion-O's knuckles went white as he gripped the bars of the cell, growling softly and looking away, and Cazarak had to bite his tongue to keep from commenting. He wasn't sure what was going on between the lines, but he had a feeling the story was a bit too long to hear at the moment, and they had other things to worry about.

"You're not going to change her mind, kid." Panthro told the young prince quietly, "And there's no arguing with a woman; you'll never win."

"Fine," Lion-O sighed, "But I don't like this."

"You don't have to," Nyrris responded, "You just have to be willing to accept it."

"Nyrris, are you sure about this?" a white cat further in the back asked her, concern etched on her face.

"Positive." the ocelot forced a cheery grin on her face before turning to Cazarak. "Just tell me what I need to do."

Five pairs of eyes surveyed the young ocelot's progress in the lavender-tinted surface, watching as she slipped from the safety of the old forge rooms finally up toward the next level, nimbly dodging out of the view of lizard patrols. Since the cell door had opened in the lowest levels, the scrying device on the floor had displayed her advance, much as a surprise to the viewers. They all remained silent, until Kaynar finally cocked his head to the side and spoke.

"Little kitty's got very nice legs." he remarked with a sharp giggle, prompting Addicus to start smacking his lips.

"Oooh, yes, they'd make for a wonderful set of drumsticks!"

"Food-for-brains." Slithe muttered, while Grune gave a slightly hysteric snicker.

Mumm-Ra glanced over his shoulder at his generals, giving them all a rather flat stare. Their laughter started to die down, turning into a chorus of throats being cleared and rather forceful coughing as they returned their attention to the matter at hand.

"Breaking out of prison's a very serious crime," Kaynar declared with the straightest face he could manage. "She's a bad kitty."

"And if there's anything we know about crimes," Addicus added, "It's that they require equally serious punishments."
"And she's trying to come here and challenge us on top of it all!" Grune jumped in, sounding altogether far too amused. "Between the four of us, I'm sure we could come up with an appropriate punishment."

"Your orders, Lord Mumm-Ra?" Slithe asked in a voice that was steadily losing its patience. He stared at them for a second longer, then looked back to image of young cat, still steadily making her way closer and closer toward them, picking her path carefully through the halls, and found that he was actually intrigued.

"Let her come."

There was an audible sound of choked squawks behind him.

"W-what?" Slithe sputtered. Mumm-Ra's crimson eyes slipped toward the overweight lizard once, then back to the ocelot, picking out the tiny glow of magic on her forehead, covered by her hair, invisible to mortal eyes.

Yes, this was most intriguing, and perhaps a touch amusing on some levels as well.

"Let her come, unhindered." he repeated. "I'm curious to see how this plays out."

"But…but…sir!" Slithe stammered helplessly.

"Letting one cat run free means there's a chance she's going to free them all!" Grune objected, sounding far more sane than he had in a while, "You really want to risk their escape?"

"Ha. You overestimate them, Grune. They are on my ground now; they won't escape. And," he turned to glare at them all again, red eyes narrowing, "Do you really think I cannot handle one unarmed woman on my own?"