Gommu's head shot up from his bedroll when he felt the words drift up through the stones to him, a whispering voice that put a familiar pressure on his brain. His eyes strained in the dark as his community of vagabonds and part time cultists hadn't been able to set up a working light system or basic shanties in their escape following the annual sacrifice, leaving them to huddle against each other to stay warm. He fell back against the hard metal and let out a breath he had been holding.

"You feel it too?" An aged voice asked him and Gommu craned his head up to find the dark silhouette of Mother Chiyo standing in one of the spaces not filled with sleeping bodies. "Those He Favors have their offering now we just need to get The Avatar to the All Mother." She lowered a wrinkled hand to him and he sat up to take it, letting himself be pulled up to stand with her. "She came to us because of you. I think it's only fair that you be the one to lead her the rest of the way. Do you remember the words?"

"Of course Mother Chiyo." Gommu answered as his stomach plummeted and his skin went cold at his task. He couldn't tell if she smiled in the dark but she drifted away all the same, leaving him with his duty as she deftly stepped between her sleeping followers. With trembling legs he fell back to his bedroll and laid down doing his best to still his body. "vog crghj ywit." He whispered as he closed his eyes and felt the familiar pressure on his brain again. "tuckh io bwer." His fellow vagabonds shivered in their sleep as the pressure on his brain increased, unconsciously hearing the words and knowing their meaning. "ytr mnbc ruos." The pressure surged and he had to stop himself from crying out as it turned into an icy spike in his head. "lck ifgh cvbn!"

The pressure gave away with a sigh and coldness fell over Gommu as he breathed in relief. This respite was short lived however as he began to feel The Swarm on the edge of his consciousness, drawn to him revealing himself and mad with the need to absorb what they thought was a fellow spider rat into their hive mind. It started with a low rumble from the corners of the room as if the walls muffled the sound but soon it grew in strength as it neared, seeking him out to consume him and making him a part of it. The rumble became a roar as it burst into the room and Gommu threw up his hands to cover his ears in an attempt to block the sound that tore at his head, the other sleeping vagabonds around him completely unaware what soundless terror was in the room.

The roar of The Swarm slammed into his head and scourged through his body sending him thrashing in place. 'HUNT! BREED!' The Swarm roared inside his mind stealing his comprehension of human language and screaming with a million voices that numbed his skull. 'EAT! KILL! HUNT! BREED! EAT! KILL!'

The Swarm clawed its way through his body seeking some means to consume him physically as it would mentally. But Gommu knew that the animalistic nature of The Swarm wouldn't be able to possess him, to force him out into the dark where other nameless things waited. Didn't make dealing with its constant screaming any easier though.

As quickly it had descend upon him however The Swarm was silenced as another presence arrived, the screaming voices settling into quiet chitters at the edge of his mind. 'Your graciousness.' He thought and the presence took this as an invitation to envelope him like a shroud, dark and heavy on his mind but resting and cool. This was no mad animal but something intelligent and waiting. 'All Mother, She who birthed the Spider Rats. It is an honor.' There was a shift of impatience and Gommu rushed to finish his business lest he anger this being in his mind. 'The offer has been made to Those He Favors and they have accepted. He Who Sleeps… um, sleeps for another year.' He informed and the presence soothed around him, relaxed in the success of the annual ritual. 'All that is left is your meeting with The Avatar. Mother Chiyo has chosen me to guide her.'

The shroud around him tightened and Gommu felt himself pulled towards the ground as he tried to take steady breaths to calm himself for the transfer. He heard the sigh of his body entering a comatose state as his consciousness was pulled through the stone and metal of the sewer floor. He distantly felt the passing of stone and metal that was nearly masked by the cold of the outer darkness that he could feel encroaching on him. The All Mother hurried him along as he felt the gaze of nameless things fall upon him, wondering what this small insignificant creature was doing here and why the All Mother would shelter him. If the All Mother gave any explanation to them he couldn't hear it nor did he wish to, already he could distantly hear the tune that He Who Sleeps constantly sang. It wasn't like the dark forbidden words that pushed against his brain when spoken, this threatened to tear his mind apart and fill it with knowledge, uncaring of what gibbering mess was left to convey it.

But soon enough he had been spirited to their location, the All Mother easing him down into the twisted form that awaited him as he recoiled instinctively at being placed in a nonhuman body. With a choked gasp he awakened again, his lungs struggling to take in enough air perhaps working for the first time. He opened his eyes and was confused at the limited view the revealed webbing surrounding his body was given until he realized he must have more than two eyes. Trying to open eyes and testing muscles he never had before Gommu managed to get them open, he had six by his count, and began working the rest of his new body.

His arms were long; he could feel his palms cupping his first set of knees which was a whole different set of weird as he began to struggle against his webbed cage. It took some doing to maneuver his long arms in the confined space but soon he had his three fingered hands, well his thumbs were more like claws now but the other fingers did look like human enough if a little long, in front of his face. He ran a hand over his face careful to avoid his eyes and found it unlike the rest of his body a little smaller, he had a human enough nose and ears but barely had a jaw or mouth to speak of and they were dominated by what felt like tusks growing out of his cheeks. Perhaps some malformed chelicerae? He also had no hair on his body, leaving him naked to the elements outside of his webbed cocoon. He didn't even know what the gender this body had been as the chest area was just a series of smooth ridges and the sex organ on or in his groin was too mutated to be identifiable to anyone who didn't know spider rat biology.

By the Spirits he already wanted out of this body and to be back with the other vagrants. He didn't know how that cult of Shub-Niggurath down on 47th Street could actually want something like this.

His clawed thumbs proved very effective at piercing the webbing and soon he had ripped his way through into the cold chamber, his skin breaking out into goose bumps as his breath froze in front of him in the darkness. He didn't see any sources of light so he was just going to go with his new eyes having much better night vision than his previous ones and leave it at that. Carefully poking his head out he found himself suspended along a wall a few feet in the air with about another dozen or so similarly sized cocoons.

With some difficulty he got a leg out, the lower knees making his legs bend like an ostrich horse then straighten out to the top knees where his legs bent like normal, making his legs an S shape. "Just had to alter the bodies didn't you?" Gommu whispered in a voice that felt terrible to his ears and with a leap he fell to the ground, his clawed feet scrapping against the stone floor. "Couldn't just leave them Human, had to make them in your image." He complained as he looked around the vast chamber he was in, the walls and ceiling on one side absolutely filled with spider rat webbing as the little monsters scurried around, appearing and disappearing from holes along the walls. His gaze flicked to the other side as it dropped off into impenetrable darkness that even the webbing of the spider rats wouldn't near. He turned away from the black expanse, not liking the feeling that something stared back at him. Suddenly a huge shadow fell from the ceiling and landed next to him, nearly sending him sprawling away with a cry.

One of the All Mother's "special" children eyed him with barred fangs, its face threatening to tear away in three different directions. "Was that necessary?" Gommu asked as he steadied himself not really expecting an answer. Despite their fierce appearance and predatory instincts they were no more intelligent than any other animal. Unless The Swarm or The All Mother was directing them then they could get clever and lay some basic traps. "I see you've met Korra." He observed looking at the fresh burn across its face that had withered and scorched one of its chelicerae. "You got the sacrifice?" The monster turned to its side to show a wolf sized spider rat resting on its massive back.

The spider rat was impossibly fat; its chitin straining underneath all of its fur to burst, and it lacked legs as they had been ripped off by its siblings at birth at the behest of the All Mother. It did not show any sign of discomfort other than breathing a little heavily and stared back at him with eight beady black eyes so much like his. This spider rat existed for one reason only, to grow fat for this day and it knew it somehow. Where that was the All Mother's or The Swarm's doing was unclear. "Alright then," Gommu said as he took a tentative step then another towards the open mouth of a tunnel, his clawed feet scrapping against the stone, "let's go find Korra."


Korra's breath hitched when she heard skittering behind her, quickly pressing her back against the tunnel wall and placing a hand over Huan's mouth. She felt him continue speaking his mad ramblings but he offered no resistance to being held against the wall. Her red eyes snapped around the edge of the fire light back from the way she had come and the direction she was going, flames once again resting in the palm of her free hand. "Come on you fuckers." Korra whispered harshly. "I know you're there. Come on." Nothing emerged from the darkness, no long skeletal leg with sharp claws or glowing light reflecting off tiny spider rat eyes or gleaming teeth and squirming tentacles. Just darkness as Huan whimpered.

"Stars don't burn, they breathe and thrash and eat." He said around Korra's hand as she began to slide against the wall to continue on their way. "They ate Suzume and she smiled. She smiled!" He cried out as Korra clamped down harder on his face and pulled him around to her chest, his head coming to rest against her breasts.

"Shh, shh." Korra soothed as she extinguished the fire and brought the warm hand to Huan's head when he began to struggle at the sudden darkness. "Shh, it's okay. We're fine. The pool is a long ways away." That was a lie of course; she had no idea which direction the horrifying depths that had claimed Suzume and Li were anymore, the hour of creeping through the tunnels had smothered when exactly she had stopped feeling the push and pull of water. "We're almost out of here; we'll go with the original plan yeah?" Another skittering in the darkness and she tensed up again while Huan just continued to whimper and whisper mindlessly against her chest. "We just got to find the hole we were dumped down, shouldn't be too hard. This place can't be too big right?" She asked and Huan muttered something about Li and Those He Favors but she quickly silenced him by just hugging his head until he stopped.

"Right. Then I'll airbend myself up, make a platform, come back down to get you, I'm not going to leave you, and then we'll get out of here." She began to stroke the back of his head as she felt warm tears fall on her chest, Huan had been alternating between muttering madness and crying fits since the pool so this wasn't unusual. "And if Gommu or Mother Chiyo or any of those other homeless cultists are still waiting for us…" Her hands tightened around Huan and held him close like a lover, doing her best to remember similar situations she had shared with Mako after they finished making love. In the darkness Huan even in his older age shared a similar build to her boyfriend, undoubtedly due to being a Chiblocker trained to beat the crap out of her. "I'll kill them. Fuck them, I'll throw them down the pit and see how they like the spider rats and the pool and Those… things."

"After that we'll go see Tenzin okay?" She promised her voice suddenly much lighter. "I'll talk to him about getting you out of being punished for helping Amon; he's not the kind of guy to hold that against a person if their sorry." Korra explained as if she knew Huan was sorry for working Amon and being an Equalist. "He'll find you a hospital to rest in until you recover and I'll come visit as often as I can. I'll bring my friends too, you'll like them." Her voice hitched at the mention of the rest of "Team Avatar". "Bolin is pretty funny; he always manages to find a bright side although he has a problem with keeping out of trouble. Mako is serious most of the time but I find with proper conditions he can be a total dork." She chuckled and then coughed as she took a hand away from Huan and made to rub her face. She shot her hand back to Huan when it encountered something warm and wet running down the sides of her cheeks. She hadn't even realized she had been crying. "You probably know about Asami from her dad but she was nothing like I expected her to be, I've been getting that feeling a lot since coming to Republic City."

'Look at you, crying like a baby in the dark while holding a grown man to your tits because you think it helps calm him.' The defiant whisper was back, still using Huan's voice even though he was long past the point of being able to speak in such comprehensive sentences.

'Shut up.' Korra commanded as she took a hand away from Huan and firebent a light source back into it. There was no horde of screeching spider rats inches from them or a mass of withering tentacles to drag her and Huan into the dark or worst of all a walking and talking corpse whose words pushed against her brain and whose touch could fling her against a wall. Just the same deep grey metal. 'We're fine; we're going to get out of here. It's just like a maze, keep a hand on one wall and follow it. We'll get to the end eventually.'

'Eventually is the key word there.' The voice brought up. 'You ran for hours through these tunnels and have yet to find The Captain's bones, the spot where Wakaki got pulled under the floor, or the trials of blood you and Huan left while being chased by The Swarm to the pool.' The voice listed off reference points bringing back of all of the horrible things that had happened over the past few hours all at once. 'How long until hunger sets in? And are you willing to go back to the pool to drink? To look down into the waters and see that skull face looki-'

"SHUT UP!" Korra screamed out into the darkness and Huan began to mutter again and pushed away from her but she held him firmly against her chest. "SHUT UP! We didn't run for hours we were just tired! This place can't possibly be that big and the spider rats haven't been coming near us for a while now." Korra argued no longer trying to keep this conversation in her head; it wasn't like Huan was going to care.

'Yes why is that?' The voice asked and Korra instantly knew she had fallen into a trap. 'They were so desperate to get at you until you went down into the pool but by the time you came back up they had left. They didn't even bother finishing breaking down the barricades almost as if they stopped the moment you went underwater.'

"They just don't know we're out yet." Korra argued as she continued to scan the darkness in front of her and stroke Huan's hair. "They gave up once we left their sight and they went searching for us like any animal would in search of prey."

'Do you still think they are just animals?!' The voice asked shocked. 'You've seen spider rats the size of Naga that can split their faces apart with acidic saliva and four tongues, grown men and women break down in tears from an imaginary song, ground that you cannot bend that eats people who lie down on it, and walking corpses that speak magic words and keep monsters in their chests! How can you continue to say that any part of this is normal?'

"Because maybe I'm mad and this is all in my head." Korra said calmly as she continued to talk to herself and sooth Huan, the idea of leaving her spot and sneaking through the tunnels now a distant memory. "Maybe the stress of Noatak taking my bending and fighting The Equalists took too much out of me. Maybe I'm just lying in bed at Air Temple Island looking at a wall or in some mental hospital and it's actually years from now." Korra looked down at Huan who at the moment was quite possibly the most important person in the world to her. He was crazy and unable to even walk by himself but he was alive, human, and not trying to kill her so she was going to die trying to get them out of here. She laughed a little at the thought, the sound dry in her mouth as she wiped away tears with the back of her wrist careful to not upset the flame. The most important person to her was an Equalist and a Chiblocker to boot; they had even fought against each other on Avatar Aang Memorial Island. By the Spirits that seemed so long ago now. Had there been a time when Noatak frightened her to the point she couldn't sleep? It was ridiculous, everything was ridiculous now.

"Benders, nonbenders. Who gives a shit! We all die the same! Heh heh." Korra chuckled. "Who gives a crap about bending? There's actual magic! Just say the magic words, poke somebody in the chest and boom! You can send them flying into a wall! Heh, heh!" Korra giggled. "Nonbender oppression, bending elite? How about the cult of homeless people that can apparently kidnap six people every year since at least Avatar Aang's time without anybody noticing?! Ha, ha ha!" Korra squealed. "Crime triads, corrupt politicians? How about the spider rats that swarm and bite and tear and eat and lurk and lay traps and grow to the size of polar bear dogs and whose faces split in four different directions! Ha ha ha ha ha!" Korra laughed. "Probending and keeping the city safe? How about the maze of tunnels made of metal that an entire police force of metalbenders can't find under their feet and can't be scorched by fire but melts to spider rat saliva! How about the pool of water with ground that eats you and walking corpses with loose skin and bones that move on their own and monsters in their chests!" Korra screamed.

"How can any of this be real?" Korra asked falling back into a giggling fit. "If it is then nothing makes sense, it doesn't matter anymore! What's the point of everything going on?"

"Don't worry," a deep voice said from the darkness, "we all ask those questions after we learn how fucked up things are. You'll get over it in time." To say that Korra nearly had a heart attack when the voice spoke would be an understatement to how hard her heart seized in her chest as her blood turned to ice. Unable to breathe Korra's eyes flicked all around the darkness beyond the fire light, and once or twice to Huan, seeking some source to the voice down the way she had come and where she had been going.

"…Are you real? Are you a monster?" Korra whispered when she found it in her to breathe.

"Yes to the first and for the second… physically or mentally?" The voice asked with a question that to Korra pointed to a very big yes. "Can you ease up on the fire? I can't open my eyes because it's too bright."

"No! No!" Korra immediately cried. "Who are you?! Where are you?!" Korra demanded as she flared the fire brighter than ever trying to spot the source of the voice.

"I am a mere guide, here to see you on the final leg of your ordeal." The voice answered cryptically to Korra's rage. "Of which I'm sorry you've had to endure."

"Don't give me that mystic shit, you tell me your name or I light every tunnel in front of me on fire!" She threatened as she dragged herself and Huan to their feet and pushed him behind her against the wall to shield him. "I've still got it in me so don't you fucking test me."

"…I am Peng Zu." The voice answered after a moment of consideration and Korra swung an arm out toward where she and Huan had come and the other where they had been going. Fire shot out of her fists and slammed into the ground forming a protective ring of flames around her and Huan.

"Don't lie to me! The only people with last names are the rich and celebrities because they need to stand out!" She brought up as the flames flared even brighter still not able to illuminate the source of the voice. "Now you tell me who you are and step into the light!"

"…Promise you won't try to kill me?" The voice asked and Korra was taken aback by the question.

"Do I have a reason to?" Korra asked in return now listening intently to see if she recognized it.

"Yeah, you kinda do. It's Gommu Korra." The voice revealed and Korra's thoughts stopped in their tracks. "Sorry about drugging you and throwing you down here. If it helps this has all been for a good reason."

"…Gommu?" Korra whispered as her blood turned cold again. The ring of fire shot up to the ceiling as Korra let out a blood curling scream of rage and bent the fire down both sides of the tunnel, the flames screaming away like waves. Korra heard Gommu cry out but couldn't see him through all of the fire as it surged away from her but she did see his companion as it burst through the flames to kill her.

Korra instantly recognized the monster as it jumped through the fire, the force of its landing shaking the metal panels a little, the scorched and blackened chelicerae giving its identity away immediately. It was the beast that had killed Wakaki and driven them into the pool by using its tongues and acidic salvia to melt her ice barricade; it had found them yet again. This time Korra was not afraid, her rage at Gommu erasing any possibility of it.

Pushing Huan behind her as she turned to face the monstrous spider rat Korra brought fire to fists as she readied herself, her body tensing as the beast barred its fangs and the folds in its head threatened to tear apart while the spines along its back raised to full mast and touched the ceiling. "Come on motherfucker." Korra taunted and the beast snarled in reply seemingly aware of what her comment meant. The beast let out a roar and rushed forward closing the dozen feet or so between them in a second, a long and skeletal front leg raised to swipe at her with hand length claws. Korra fell backward to the ground, hooking an arm around Huan and bringing him down with her, as the claw soared through where they had been standing. With a kick of her leg Korra sent a gust of air slamming into the underbelly of the monstrous spider rat, lifting it into the air and sending it crashing against the ceiling and then the floor when gravity took control again.

Leaping to her feet Korra flung fire ball after fire ball at the beast, striking its face and legs setting its fur a flame. It let out a death howl and began to thrash around but Korra wasn't falling for this trick again as last time it had seemed hurt it had managed to impale Wakaki and then melt his legs. Keeping the fire on she focused on the beast's leg joints hoping the heat would cause them to pop or break and leave the monster minus a leg. Realizing its ploy wasn't working the giant spider rat ceased its death howl and rushed Korra intent on tackling her to the ground where it could devour her at its leisure. With Huan behind her Korra couldn't simply duck to the side, there wasn't much room in the tunnels anyway, so instead in the dying fire light she brought her arms together with a wave and airbent a cyclone of air at the spider rat sending it skittering backwards it claws leaving gouges in the metal. 'What is this place made out of?' Korra somehow managed to idly wonder. 'It can't be burned but spider rat claws can dig through it and their spit melts it?'

"EVERYONE CALM THE FUCK DOWN!" Gommu screeched from behind her as Huan gave out a cry. Fear for her only remaining companion overtaking her senses Korra ceased airbending and turned around and her heart stopped when she saw the creature that held Huan and she realized claimed to be Gommu.

It stood on two terribly bent legs with two sets of knees and was a little taller than the average man with burns all over its body, which she guessed had been hairless as there was nothing but seared skin and muscle on it. Long human fingers dug into Huan's neck as clawed thumbs threatened to pierce his head at the base of his skull and eight beady black eyes glared at her from behind Huan, its mouth having difficult forming words around the tusks jabbing through its cheeks as it screamed instructions at her. "WE"RE GONNA STOP FIGHTING, SIT DOWN, AND NOOO!" He cried out as his gaze shifted from her to behind her. Korra felt the hot breath on her back and swung around in time to watch as the giant spider rat, its face now nothing more than burned fur and hateful bleeding eyes, rear up and tear its face apart in four different directions and come back down, the flaps closing around her head and shoulders, the teeth digging into her flesh with ease.

Her screams of pain muffled with her head inside the mouth of a monster Korra was lifted effortlessly by the spider rat and slammed into the ground like a rag doll again and again. Her flesh tore as the force of the shaking and the strength of the beast's jaw and teeth nearly ripped her in two but Korra had much more immediate concerns. It was dark in the monster's mouth but she could clearly see the four thin tongues emerge from the back of its throat and Korra found it in herself to open her mouth and exhale fire in return. She felt the beast buckle and lose its balance the fire finally reaching a vulnerable part of its body, it seemed the beast never thought she'd be able to defend herself while being eaten, but one tongue survived the flames, crackling and splitting apart at the seams dripping blood as it settled on her right eye.

It was at this moment she found out that while the beast's saliva was very acidic even when dry and burned the tongues still remained very capable of melting human eye balls on their own.

Korra thrashed as she screeched like a dying animal, pain like she had never felt before racking her body as sight in her right eye dimmed and then blacked as a warm liquid flooded down her cheek. She felt the tongue lap against her skull as it tried to burn through the muscle but it had slowed significantly as the beast lowered her to the ground and the collapsed as it finally died, Korra's efforts finally taking hold.

"FUCK FUCK FUCK!" Gommu screamed as he pried the dead monster's jaws open, the bite wounds spilling blood when there was nothing left to hold it back. He dragged her out into the darkness the fire now long dead where it was impossible to hear Gommu's chanting or Huan's now mad screaming over Korra's continued screeching as she clawed at her face, trying to heal the wound but not capable of realizing that she didn't have any water.

"wdah awdahfe awhdah!" Gommu chanted and pushed against her brain as some beast nearby cried out and a wet tearing sound followed that silenced it. "awdh aiw ahwdawih poeof!" Korra felt someone pry open her mouth and she weakly beat against the arm as she felt what tasted like hot blood flow into her mouth. "wdva rysfn whda!" The blood was replaced by something soft and hot that tasted like raw meat that Gommu made her chew by forcing her jaw up and down. "Swallow, swallow dammit!" He whispered harshly and as the world faded around her and the pain became distant she did so. "jwad yidnaiw mbwud! The Eater Becomes The Eaten!"

And with those final words Korra slipped into unconsciousness for the second time that night.


Korra shot up with a scream and nearly fell out of her bed, only saved by the tangled mess she had made her sheets. Taking gasping breaths she scooted to the wall and brought her knees to her chest not even noticing that she was no longer naked but in her sleepwear and hugged them tightly. "What the fuck?! What the fuck?!" She muttered to herself as she looked around her room and at her body with both of her eyes. Nothing was wrong, her room was fine and there were no barely healed scars on her arms, dried blood from Li in her hair, or a gigantic bite wound running around her shoulders. "What?! No!" Korra cried in confusion as she shot to her feet and flung open her window, the day beautiful and Yue Bay filled with activity as Republic City gleaming in the daylight. "Huan?! Gommu?!" She asked as she swung around for some reason expecting them to be there. But there was nothing, just the door.

Running to the door she flung it open and ran out into the hallway. "Tenzin?! Pema?!" She ran down the hall to their bedroom and flung the door open and found nothing. "Mako?! Bolin?! Asami?!" She cried out as she bolted out into the central courtyard of Air Temple Island, the sound of her feet striking cold concrete the only thing greeting her. "No no no no no!" Korra muttered as she looked around the empty island, not an Air Acolyte or sky bison in sight.

"Please calm down." Tenzin's voice said from behind her and Korra swung around to find him standing behind her having seemingly materialized out of thin air.

"Tenzin?" Korra asked tears welling up in her eyes. She already knew this wasn't real, Air Temple Island would never be this empty and her screaming at the top of her lungs wouldn't go ignored, but by the Spirits she didn't want to her it.

"No." Tenzin answered simply, no emotion entering his voice. "You must remain calm, you are injured my child."

"Don't call me that!" Korra yelled and clenched her fists. "I don't know what you are or what is going on and I don't care! I have had enough!" She stomped up to Not Tenzin and pointed a finger in its face. "If you're holding me here then let me go before I kill you!"

"Strong words from a woman bleeding to death because she could barely handle one of my children." Not Tenzin replied emotionlessly. "One of your predecessors managed to kill three by the time he and his offering made it to Those He Favors. And you are my child now." Not Tenzin fired back. "You consumed the entrails of one of my lesser births as the ancient words were spoken by one of my servants; you are a child of myself and The Swarm. Otherwise this conversation would not be happening, what you call The Avatar Spirit would forbid it." Korra remembered Gommu speaking magic words and forcing blood and raw meat in her mouth and the death cry of some beast right before it. "But that is not why this meeting is happening. You are confused and angry at what has happened, and I shall explain why it has and why you must let it continue."

"There's nothing that can make this make sense." Korra fired back as she stepped away from Not Tenzin. "And it's going to stop, when Huan and I get out of here I'm going to kill every one of your "servants" and I'm going to come back to these tunnels with soldiers and burn every last one of your children to a crisp! And we're going to drop so many bombs in that pool that nothing larger than shards of bone will be left!" She threatened, all of her fear and terror that she had experienced over the night turning into mad rage.

"The continued survival of not only Humanity but of all mortal life on Earth is not sufficient? Did you not watch Huan, Suzume, and Li break down at He Who Sleeps song when you stepped upon him?" Not Tenzin calmly asked, pulling the names of her companions as if from her mind. Considering it was in the form of her Airbending Master this seemed likely. "Those He Favors heard the song as well but where madness should've taken hold they instead learned power, you felt Suzume speak words she couldn't possibly know against your mind didn't you?" Korra thought back to the pool and the dark swirling waters, the skull faced corpse who spoke so plainly and with dismissal, and how Suzume had smiled as the tentacle beast had devoured her.

"abr yhklo wvmnt! zrtu polt!" She had cried. "You are a star. I wish to burn." And Huan had muttered things that he couldn't have possibly have known, like that Those He Favors were Priests and Priestesses of He Who Sleeps and that they… were… standing on him. Korra's eyes widened as she remembered what exactly it had been that Huan had said when they broke down. "He's here. Oh Spirits he is here." She remembered how the cold, squishy, and discolored ground had not responded to her earthbending and how it had consumed Li like some kind of living growth.

"Who is He Who Sleeps?" Korra asked, saying the first thing in this conversation that wasn't followed by a threat.

"He is a Great Old One." Not Tenzin said as if that held any meaning to her. "He traveled the universe singing and bringing doom to worlds, but when he arrived here he lay down to sleep, still singing his terrible songs but low enough that only mortal ears could hear it."

"…He's an alien?" Korra asked incredulously already not believing what was being fed to her. "Why does he destroy worlds if all he does is sing? He can't be that bad can he?" Suzume, Huan, and Li sure had thought so but they also said it was so terrible it was beautiful…

"He Who Sleeps merely passes by worlds, the one who endlessly chases him and his songs is the destroyer." Not Tenzin clarified. "He Who Sleeps was a performer for Azathoth, The Daemon Sultan and the Creator of the Universe." Not Tenzin declared, his emotionless voice not lending nearly enough weight to the claim that Korra suspected it had. "Azathoth has sent The Crawling Chaos, Nyarlathotep itself, after He Who Sleeps many times and worlds he has passed have seen The Daemon Sultan's attention. That is not a survivable event at least in any form that would be comprehendible."

"So you're keeping He Who Sleeps in a coma so this Azathoth doesn't destroy Earth to get his favorite Tsungi horn player back?" Korra asked her anger returning at this ridiculousness. "Why do you care? If your servants are Gommu and the homeless people and your children are spider rats that must make you the All Mother right?" She deduced going over the speech that Mother Chiyo had given before she had been thrown into this nightmare. "By that name you don't sound native to Earth either."

"I was born on this world but not laid," the All Mother answered still speaking through Tenzin, "my mother cast my sisters and I out as eggs onto the solar wind to let it carry us to our homes. I landed here and hatched, I learned magic, ate some of the locals and gained servants, and bred giving my lesser children to this world. Then He Who Sleeps arrived and I alone saw the potential for what could happen to our home if Azathoth or The Crawling Chaos came across him or he woke up again." The All Mother revealed again not giving any emotion to her explanation and leaving Korra not believing a single word she said. "The other Old Ones will stay as they worship Azathoth or simply leave, taking their servants or abandoning them as they see fit and finding a new world. But this is our home and we must protect it."

"So what you sacrifice people every year in some sick game? Feed a few to your kids and then give the others to Those He Favors so they can do… whatever it is they did to Li?" Korra demanded to know. "And why do they even help you anyway? If they get their power from He Who Sleeps and can live forever wouldn't they want him awake so they could just ride his ass all around the stars?!" She mocked the absurdity of all of this, the dark and claustrophobic fear of the tunnels long past in the open air of this fake Air Temple Island. "And where do I fit into all this? Sounds like it would have been better if your servants never involved me or any of the other Avatar's!"

"Like I said, the Great Old Ones do not always care about their servants especially those they are not aware they have. And immorality spent in the vast expanse of space at the mercy of either Azathoth or Nyarlathotep is not something anyone would wish to endure." The All Mother explained waving away how little these aliens apparently cared for their human slaves. "So they aid us with keeping their own god imprisoned. And your involvement is necessary to teach you to learn Humanity's place in the world. Many Avatars' have been consumed by nameless things across the world thinking they could challenge them, here you have learned that you are powerless in a completely safe environment… Minus your eye."

"…This all sounds like bullshit." Korra decided after a moment of consideration.

"You do not believe me?" The All Mother asked not sounding very surprised.

"No. I think you just made all that up so you can trick me into letting you and your little cult keep throwing in sacrifices every year. There may be monsters like you and there may be magic that lets the dead walk but there sure as shit ain't no way that your some ancient alien spider rat that's just protecting its home planet and Humanity." Korra proposed sure of herself and walking up to the All Mother and looking her straight in Not Tenzin's eyes. "You said that all of this was to make sure I let it continue so I can and will stop it, starting with your corpse."

"Protecting Humanity is more of a new thing; you are merely the dominant species at the moment. I've been doing this since the Yithians battled The Great Cthulhu." The All Mother admitted naming something else that held no value or weight to Korra. "It seems that you must be shown proof, understandable, and that confronting you merely made you close yourself off and not see the conclusions you yourself made. You speak of accepting my and magic's existence when not an hour ago you screamed in hysteria about them. Many of your predecessors have claimed the same thing under similar circumstances; they never follow through after they truly gaze upon him instead of from on him."

Before Korra could make a response the world around her began to shift and turn, the lights bending at odd degrees as the water from the bay twisted and floated away into the sky. The All Mother's Tenzin collapsed in on itself, seemingly falling into nothing as the ground around her broke away piece by piece and revealed nothing but a dark expanse. Korra watched as the ground under her fell but she was left floating in the vast expanse of darkness only her quickening breathes to accompany her.

For a brief moment she felt what Gommu had not an hour earlier, the gaze of nameless things that spied her in the dark and wondered at her presence. Their sight set goose bumps across Korra's body and she began to feel the fear she had moments ago claimed to have conquered as the edges of the darkness began to squirm as they approached. Korra shut her eyes when she saw something in the darkness tear and light spill out with terrible shadows following, shadows of things that squirmed and breathed like the monster that had eaten Suzume.


When she opened her eye again Korra found herself in darkness against comforting stone, nothing but the sound of nearby spider rats skittering and Huan muttering to himself greeting her. She brought a hand up to her right eye and careful poked a finger where her eye had once been, finding nothing but sensitive flesh. The reality of her situation shot through her again and she distantly realized that all this jumping from supremely confident to beyond terrified and back again over so little time may not leave her as the most stable person after this was over.

Heaving herself into a sitting position Korra bent a fire into her hand and examined her surroundings and her injuries, doing her best to make do with only one eye. The bite wound from the monstrous spider rat her and her eye had somehow been healed, her blood now long dry on her skin. She looked around at the chamber she was in, nearly the entire area was covered in spider rat webbing as they darted in and out of holes in the walls no longer caring for her presence. Huan sat a few feet away rocking back and muttering to himself, the spider rats ignoring him as well. He gaze flicked to the other side of the chamber where it dropped into a vast darkness, the spider rats webbing not even daring to near it.

"Ah you're awake. That's good, that's good." She heard a familiar shaking voice say and look behind her to find the creature that was apparently Gommu sitting against the web covered wall, his body still burned and scorched horribly. "You ah really did a number on me." He said trying to start a conversation as she just stared at him. "Probably shouldn't have told you it was me, pretty bad move huh?" He tried to smile and Korra cringed at the human expression on its face the sight unsettling her to her core.

"So are you a monster or an alien that wears a human suit or something?" Korra asked as she walked over to him.

"What? No, no. My soul just got transferred into this body so I could help you meet the All Mother. My good old human body is back with all the other vagabonds waiting for me." He coughed and some blood fell out of his mouth into his lap. "Good thing the body alteration messed up the nerve endings and pain stuff cause this would hurt like a bitch otherwise."

"Alteration?" Korra asked as she brought the fire closer to Gommu and kneeled down.

"Yeah see those cocoons?" He gestured up above them and Korra saw a number of large webbed up cocoons. "The spider rats put bodies in there and they change into this. No idea how, I assume magic."

"Where do they get the bodies?" Korra asked already suspecting the answer and getting her confirmation when Gommu's eyes flicked to Huan for the briefest of moments. Bringing fire into her other hand Korra brought both up and slammed them onto his face, holding them there as the fire began to burn through Gommu's flesh and he screamed in pain trying to claw her face. He screamed and trashed for several long seconds until he stilled and Korra kept going until the flesh burned away and the bone became scorched, the spider rats going about their business as if nothing was wrong. Taking her hands away Korra looked down at the dead monster before her for a moment before turning away and walking to Huan.

"Come on Huan, let's go." She said as she doused the flames from her right hand and helped him to his feet and supported him just she had done when they left the pool. Walking to the edge of the drop off and the black expanse Korra earthbent a stone slab out of the ground and they walked onto it. "All the tunnels were made of metal but this place is just stone." Korra wondered aloud as she bent the earth slab to travel down like an elevator. They traveled silently for a few minutes, the chamber seemingly having no bottom until without ceremony the slab stopped and the fire illuminated smoother stone floor, to even to be a naturally forming cave. Taking a step off Korra and Huan wandered off into the darkness the darkness soon swallowing the stone slab and wall behind them.

They walked for hours along the bottom of the stone chamber without seeing or hearing anything, just the firelight revealing the same smooth floor and their footsteps and Huan's mutterings to accompany them, the sounds never echoing back. They stopped to take breaks of course and true to what the traitorous voice had said hours earlier thirst, hunger, and exhaustion had set in. They hadn't had a drink since the pool and while Korra had technically eaten when Gommu shoved spider rat intestines down her throat Huan hadn't eaten since Spirits knows when and he was beginning to tire, Korra needing to keep shaking him awake. She wasn't doing much better either, her wounds while healed ached terribly and she had to fight to keep her eye open.

All in all it was a very similar experience to when they had been chased by The Swarm of spider rats, except instead of a fast pace sprint with death on their heels in the form of being devoured this was a slow crawl with death lingering days away at most from dehydration. So when Korra felt a familiar push and pull of water again she began to briefly wonder again if she was mad in some hospital somewhere being wheeled past the facilities pool. Still she altered their course slightly and soon enough they came to a shallow puddle of water about ankle deep stretching on in either direction.

'You have finally arrived.' A voice whispered in her mind, different from the judging one that used Huan. This was calm and collected but very heavy on her temples. 'My children have cleared the way for you to gaze upon He Who Sleeps but you must hurry it won't be dawn for much longer and He must not be exposed for long. I would not worry for your companion; he will be safe with me.' Not trusting the All Mother's word, there was no one else it could be, Korra continued out into the water with Huan.

'Where are you? I'm going to kill you.' Korra thought as they walked through the water, noticing little discolorations as they advanced.

'I don't doubt you'll try but my children are legion not to mention the lesser births,' the All Mother said as half formed spider rat fetus floated passed them in tis broken open egg, its body torn apart and feasted on, 'they will defend me to the death.'

'Seems like they're more interested in killing each other than us.' Korra thought as they passed the body of one of the giant spider rats, its stomach torn open and dozens of smaller rats gorging on its insides.

'My children are many and they fight for my attention like all siblings do, and were they to cease fighting their numbers would swell until your city fell to their hunger.' The All Mother warned as they came across what could only be described as a wall of pale quivering flesh. It expanded and contracted like it was breathing and went about twenty feet high.

'Sounds like another reason to kill you, stop them at the source.' Korra gazed at the wall of pale flesh and grabbed a tentative handful of flesh after they slowly approached it. Hooking Huan's arms around her neck and made sure he would hold on Korra began to climb the wall of flesh, grabbing fistful and fistful of flesh in a death grip as she pulled them up. Reaching the top Korra and Huan crawled forward, the flesh sinking in like mud when they attempted to walk. She watched as the flesh shuddered and convulsed, holes gaping open and spewing out eggs or screeching spider rat babies that either rolled or crawled to safety or were killed by their older brethren that had not left the safety of their mothers bosom. Well she assumed it was like a bosom, there were nipples everywhere that the spider rats continually sucked on when they weren't fighting or killing. 'I've got to say I was picturing you being more like spider rat.' Korra thought as she and Huan crawled through the blood, milk, and other fluids.

'They take after their father.' The All Mother responded. 'You're almost there, see you soon.' The All Mother fell silent as they continued to crawl forward, spider rats dying, fighting, eating, and being born all around them. Soon a deep breathing filled their ears, Huan beginning to mutter faster in response, and Korra felt the flesh rise and fall dramatically as they got closer. After a while they found the source of the breathing and came to a giant round mouth lined in giant square teeth as tall as Korra, oddly not a single fang or sharp tooth in sigh. Looking around Korra spotted a rise in the flesh on the other side of the mouth and carefully edged around to it, keeping Huan as far from the mouth as possibly as she watched baby spider rats just stumble into it.

Coming to the rise of flesh they scaled it and found that it led to a solid stone wall that once again extended in all directions with a small opening big enough for her to crawl through. 'Where are you?' Korra asked confused turning back around to look at the giant mouth and mass of birthing flesh.

'You've done nothing but crawl on me for the past few minutes, what more were you expecting?' The All Mother asked confused. 'The tunnel will take you to a position where you will be able to see a part of He Who Sleeps.'

'I was expecting a giant eye ball or something, something I could stab and cut open.' Korra answered as her hand drifted to her missing eye. 'You haven't attacked me or Huan this entire time so I'll go see He Who Sleeps and then come back for you, see if you're telling the truth.' Setting Huan down next to the tunnel where he just curled up and muttered to himself as usual Korra stared down at the tiny tunnel and earthbent it into a nice spacious corridor then picked Huan back up again. Expanding the tunnel bit by bit and realizing that she more or less did get to go with her tunnel escape plan Korra and Huan walked until wall gave way and they entered a new chamber where dim morning light peeked through from giant holes at the top. It was good to because what they saw made the fire in Korra's hand die.

The chamber was beyond massive; it seemed like all of Republic City could fit inside of it as they gazed across it not being able to spot the far side. It was entirely smooth with no jagged stalagmites or stalactites anywhere as if they had all been crushed long ago by its occupant rolling over in his sleep. In the center of the chamber was a massive array of mouths human looking and otherwise that blissfully remained silent constantly emerging and disappearing from under a swarm of ropy green and yellow tentacles that gently swayed back and forth, one passing by their little observatory and sending a cool breeze as it went. Korra noted that it was so massive that with a single swing it could lay waste to an entire neighborhood. Seven colossal elephant like legs were folded neatly under it with the exception of one that extend far out through a wall where they came and Korra distantly realized that that was where they had stood with Those He Favors, on a small piece of his foot. But the final damning sight that sealed the maddening truth for Korra was what rested next to He Who Sleeps comfortably within a tentacles reach of him.

It was a colossally sized stringed instrument, bigger than any building on Earth and shining with some unknown material that hurt to look at in the light, the kind that you would strum while singing a tune to accompany the lyrics. With that everything the All Mother said fell into place and the last barrier of a sane view Korra had salvaged of the world came tumbling down.


Tenzin rubbed his eyes as he watched the sun set from the meditation chamber on Air Temple Island, his mind and heart heavy as he thought of every status report that came in with no news on Korra. He watched as the sun turned the bay waters a deep orange tried to get back into a meditative state of mind, straitening his back and placing his hands comfortably in his lap as he breathed.

Korra had last been seen going to the homeless enclave in the sewers under the city to ask her friend there if they had seen a squad of Chiblockers who had fled in that direction. That was a fact. She had not been seen or heard from since and attempts to locate the enclave led by Mako, Bolin, and Asami resulted in an empty sewer hub they had no idea if she had made to or found the enclave at all. Then they had found Naga clinging to life as she wandered the sewer tunnels with no obvious signs of injury but a quick check up later showed she had been heavily poisoned. With no other leads Republic City authorities had jumped to the conclusion that Korra had gone to where the homeless enclave had been but had since moved and had been ambushed and captured by the very squad of Chiblockers she was tracking down. Now every resource was being put into finding any remaining Equalists cells, which they put plenty of effort into anyway, and interrogating the Equalists they did have on any locations that Korra could be kept in.

And after a whole day of this they had nothing with Korra possibly miles away by now, it was Tarrlok kidnapping her all over again. 'Perhaps that's it,' Tenzin thought, 'there's some other possibility that we're just not seeing like last time that's staring us right in the face but what? We can't just expect Amon to provide another distraction for her.' He thought grimly. 'And it's not like she's going to come strolling up on Naga like last time.' With a sigh Tenzin opened his eyes and looked back out at the bay.

Just in time to see the water part at the shore and Korra along with another man, naked as the day they were born, coming strolling out of the sea. Tenzin managed to look at the scene for a whole three seconds as Korra escorted the man up the beach before he jumped to his feet and rushed out the door.

"Korra!" He shouted as he flew down to her and skidded to a stop in front of her to hug her. "Where have you been?! What… happened…" He started to ask as he pulled away and got a good look at her and his blood went cold when he saw the state of her. Her right eye was completely gone leaving nothing more than a pit of melted flesh, her hair and skin was matted with dry blood and other fluids that she hadn't apparently attempted to wash out in the ocean, and a number of terrible scars lined her arms and what looked like a gigantic bite all along her shoulders.

"Tenzin!" Korra said happily as if there was nothing wrong with her condition. "I'm so happy to be back! This is Huan." She introduced him to the other man who despite staring off into the distant and talking without making any noise looked completely fine. "Huan this is Tenzin." She said finishing the introductions.

"wdhefb wdhadw." The man spoke in some strange dialect that set the hairs on the back of Tenzin's neck on edge as he gazed up at the emerging stars.

"wdjwdhhm euhfaif whdmaiwuh!" Korra replied still happy as could be looking up at the stars with him and grinning. "mwhdm wduawdiu!"

I said to myself I would get this finished by Halloween and dammit I did! And boy did this Chapter keep changing on me it went from Korra killing and eating The All Mother in a maddened frenzy to Korra just walking away and being sad about everybody dying. She was also supposed to lose her leg but that evolved into the right eye.