Athena stood on the balcony of the clocktower, waiting for her family as the sun was setting. Soon, the gargoyles' stone skin cracked and they roared as they awoke from their slumber and stepped off the stone perches.

"What's for breakfast?" asked Brooklyn as the group entered inside.

"I was thinking plinces," Broadway said excitedly.

"You seem introspective my old friend, are you alright?" Goliath asked as Hudson stared at the scenery before him.

"Just dreaming old dreams," He said somewhat solemnly as he stared at Castle Wyvern.

"I know what you mean," Athena said to Hudson. She couldn't help but think back to a night from her childhood.


Scotland, 984 A.D.

It was a stormy night at Castle Wyvern. Inside the walls of the Castle, Prince Malcolm, Princess Katherine's father was putting his daughter and Athena to bed since the two girls share a room.

"But, father, we don't want to go to bed," Katherine protested, "We want to stay up for the feast. We'll miss the troubadours and the jugglers."

"Please, Prince Malcolm, please let us stay up," Athena begged, "If only for a while."

"Hush, now," Malcolm insisted, tucking the young girls into bed, "The Gargoyles will getcha if you don't behave."

At that moment, a strike of lightning lights the room, revealing the elder gargoyle carrying his small sword. Katherine gasps in fright while Athena smiles at the gargoyle she sees as her grandfather. The gargoyle steps forward.

"It is only me, Princess," He assured," We must speak, Prince Malcolm."

"Of course," Malcolm told him.

He left his daughter's bedside, walking out of her room with the gargoyle. Athena got out from her bed and quietly made her way across the room before hiding behind the door and listen in on the conversation between the elder gargoyle and Prince Malcolm.

"You shouldn't frighten the girl her with threats of gargoyles, my liege." The elder one said. "We would never harm a child."

Malcolm gave the elder one a smile, chuckling and tells him, "Oh, you're too sensitive. But I take it this is not why you wanted to speak with me."

"Aye… I'm concerned about the Archmage." The elder one admitted. "I'm not sure banishment was enough to end his threat."

"He attempted to use magic to usurp my throne." Malcolm angrily replied. "Let him dare to return and I'll-"

"You will die, pompous fool!" an old man's voice proclaimed from behind the pair.

Malcolm and the old gargoyle both turned to see the Archmage standing on the stone steps of the castle. His long white beard nearly touched the ground, and his spell book, the Grimorum Arcanorum was clutched close to his chest.

"You thought you could banish me!" He snarled, the storm swirling around him. "I'm not so easily disposed of, Prince Malcolm!"

The Archmage then pointed his bony hand at the gargoyle and shouted out a spell, "Fulmenos… VENITE!"

Lightning shot from the Archmage's hand, striking the old gargoyle straight in the chest. He went flying back, hitting the castle wall hard. Malcolm walked forward, facing the Archmage boldly.

"What do you want?" Malcolm demanded.

"Why, revenge of course." The Archmage replied cruelly.

The Archmage produced a blowgun, which he aimed at Malcolm. He blew out a small dart, which struck Malcolm right in the chest. The elder gargoyle attempted to stop it, but he was a second too late. He looked down at Malcolm's fallen form, then at the Archmage. The old warlock cackled in vile glee, then leapt off the steps and disappeared into the storm.

The elder gargoyle quickly ran to Prince Malcolm's side, gently cradling his head. He could see the dart sticking out of Malcolm's chest, and the pained expression on his face.

"Father…" Katharine's voice suddenly called from her room.

The elder gargoyle turned to see the young princess, dressed in only a night gown walking out into the storm. She saw her father on the ground, the gargoyle standing over him, and her eyes instantly went wide.

"Father!" she cried, running to his side.

"Lass…" the old gargoyle tried to warn her, "It's not safe for you-"

Katharine turned to the gargoyle, angry tears streaming from her face. She began beating on the old gargoyle, her childlike fists hitting his arms and chest.

"Get away!" she ordered, "Leave him alone!"

The elder one accepted this small beating, then gently stepped back, watching helplessly as the young princess cried over her father's prone form in the pouring rain. Athena moved to stand beside the elder gargoyle and held his hand.


Later on, Elisa came to the clock tower and told everyone that Demona had came to ther apartment and shot her with a dart, telling her that she would be dead in twenty four hours.

"Lucky for me the dart hit my badge," Elisa said as she finished her story.

"What's Demona's game this time?" Brooklyn asked angrily, not forgetting when she manipulated him.

"I don't know, but we're going to find out," Goliath stated as he walked towards the stairs that led outside.

"I'm okay you don't have to go, you know it's a trap," Elisa protested as she started to walk after Goliath.

"If he doesn't go now, Demona will know her plan failed, she'll go after you again," Hudson said gravely.

"We've got to stop her," Broadway said determinedly.

"Yes, but how? We can't lock Demona up here and I refuse to discuss the other alternative" Goliath said as he turned to the rest of his clan.

"You are our leader Goliath, as such you are responsible for all of the gargoyles," Hudson said wisely.

"Maybe, maybe I can reach her. At least I have to try," Goliath said hopefully.

"Let me come too, I have a few things to settle with her," Brooklyn said angrily.

"No, you stay here with Bronx and guard the tower," he ordered, as Brooklyn nodded dejectedly, "Broadway, you and Lexington escort Elisa home, and stay until sunrise she should be safe from Demona until then."

"Athena, you will stay here with Brooklyn and Bronx, Hudson, you come with me," Goliath said firmly as Hudson looked surprised.

"But father, I can help. You trained me to be a warrior and I have magic," Athena tried to reason with her father, "And besides, I do have a history of following after you when you told me to stay behind."

Goliath sighed, "Very well, but the moment it is unsafe for you, I want you to leave."

"Got it," She responded.

Goliath held Athena in his arm before he and Husdon jumped off the balcony and glided to the opera house.

"Perhaps you should have brought the others," Hudson suggested as they drew closer to their destination.

"No Brooklyn is still too angry at Demona. I need someone I can rely on, and who can control their temper," Goliath said assuredly.

They soon landed on top of the opera house, Goliath set Athena down, and looked around for any sight of Demona.

"She was here, within the last few minutes," Hudson noted as he looked at the claw marks on the roof.

They continued to follow the claw marks which led up to a chimney where Demona stood atop; they quickly ran away from the area as she hopped down and fired at them. Hudson managed to hop off the side of the roof with Athnea and hold on but Goliath rolled as he was blasted with the gun and looked stoically at Demona as he got up and she shot him right in the chest.

"NO!" Hudson yelled as he defensively stood in front of Goliath with his sword out. As Demona fired a laser at him he reflected it with his sword as it bounced of and went off in other direction.

"Emocha Objectia!" Athena yelled. Bright blue glowing energy forms from her hands and fires at Demona, knocking her off.

The two watch as she fell off the roof and managed to grab her gun and dug her claws into the stone as she caught herself.

Husdon and Athena quickly went over to Goliath and Hudson threw one of Goliath's arms over his shoulder as he struggled to pull Goliath along.

"Come on," He said encouragingly.

"Well done ole soldier and daughter, but you're only prolonging the inevitable," Demona complimented as she stood on top of the rooftop.

"I could say the same to you, lass. It's not that long till sunrise, when we'll all change, and when Goliath awakens he'll make short work of you" Hudson retorted as he continues to drag Goliath along.

"Hehe, you won't make it to sunrise," Demona said acidly.

As Hudson looked around panicked for a place for him Athena, and Goliath to hide.

"I'm sorry it had to end this way," Demona said chuckling as she fired and Hudson jumped into a window where he, Athena and Goliath fell.

"Give it up old one, why prolong Goliath's suffering," Demona said, as Hudson helped Goliath move undercover.

"Leave me," Goliath pleaded knowing he was slowing Hudson and Athena down.

"Never, the dawn will heal ye, we can hold out till then," Hudson said optimistically.

"Don't worry, Father. We will not let Demona win," Athena told Goliath.

"You can run but you can't hide, in fact, you can't even run," Demona taunted as she hopped down into the hole.

Hudson carefully sat Goliath down along the side of a big stage boat, as he pulled out his sword.


In Prince Malcom's room, the Prince layed in bed with his daughter standing at his bedside. He was alive, but was gravely ill. The royal healers and captain of the guard were in the room. Athena stood beside the old gargoyle far from the bed.

"Well, what is wrong with me?" Malcom asked the Magus, the Archmage's former pupil.

"It is poison, made far more potent by a magical spell." He explained. "By sunrise, you will die."

"Can you cure me?"

"If I had the Grimorum, yes." Magus replied solemnly. "The antidote would be written in its pages, of that I have no doubt."

"This is all your fault!" Katharine exclaimed, glaring at the elder gargoyle. "You caused this!"

The elder gargoyle's face fell and he looked down at the ground. Malcolm then turned to a lady in waiting," Take her back to her bed."

The princess went reluctantly, not wanting to leave her injured father's side. As she walked past the old one, she glared at him with a look of hatred.

"We know you are not to blame." Malcolm assured the old gargoyle, "She doesn't understand."

"No…" The elder one interrupted, "She's right. I failed you."

The elder one waited atop the castle's highest tower for his second in command and his mate, Athena's adopted parents, to join him. The pair of gargoyles landed on the roof, wrapping their wings around themselves like cloaks.

"You called for us?" Goliath asked.

"Aye." The elder one said with a nod. "I need your help."

"We are at your command." The female told him.

"Good." The old one remarked with a small nod. "We must find the Archmage and take from him is magic book, and we must do it before sunrise. If we don't, then Prince Malcolm's life is on my hands."

He turned towards the castle walls, spreading his wings and taking off into the night. His two companions went to follow, the female turning to her mate with concern.

"Perhaps it's time he stepped down." The female commented, giving the old one a worried look. "I've never seen him look so old."

"His age brings wisdom," Goliath replied. "That's why he leads."

He then took off into the night, following his mentor. Not long after that, the female joined them as well. Athena stepped out from her hiding place and watched as the gargoyles glided away from the castle. She quickly rushed down to the stable and got on a horse before following the gargoyles.


"This game is feutal," Demona said continuing to look around the room for them, ""You were too old to play it a thousand years ago."

"I could just rake this room with the laser and there's no way you'd escape. I'm giving you one last chance Hudson," she offered, as Hudson struggled as he pushed Goliath towards the steel bars that led to outside,"My daughter, listen to me. I will lead our kind to victory and the humans will pay for all the pain that they have caused us."

"Eterla Morbulou," Athena whispered causing the bars to crumble.

"Goliath's time is over, I'm the leader now. Swear fealty to me and I will let you live, very well then I will let you die. Fine die hiding like the cowards you are," Demona growled when there was no response from Hudson and Athena. She raked the room with the laser destroying everything in its path to reveal, the crow bars that had been torn apart.

"Please, leave me here save yourself," Goliath tiredly.

"Gargoyles don't leave their warriors behind," Husdon said warmly.

"Husdon, over here quickly," Athena pointed to a sewer. The two opened it and carefully help Goliath go underground.

Under the street, the three trek their way through the sewers, trying to get as much distance between them and Demona.

"We'll get through this night yet lad. Never fear, you're a tough one, I've always known that. Remember the search for the Arch Mage, now that quest took gumption, and a certain young lass who wouldn't stay," reminisced Hudson


"Tracking won't be easy when the storm breaks," Goliath said as he referred to the ominous clouds above them that rumbled with thunder.

"He's not even trying to disguise his trail," The elder gargoyle remarked, "He favors speed over stealth. That could mean he's expecting pursuit."

There was a clap of thunder and they jumped when they heard a child's scream. They turned around and saw a horse running toward them with Athena clinging to its mane. The horse suddenly stands on its hind legs causing Athena to be flown off the horse. Goliath catches and holds her tight, while the horse runs off in the direction it came.

"What are you doing here?" Goliath asked with a growl as he placed Athena on the ground

"I wanted to help, Father. I could not just stand by while you face the Archmage," Athena answered.

"What should we do," Goliath's love asked as she looked at her adopted child with concern.

"We can't leave her out here all alone, we'll just have to take her with us," The elder gargoyle sighed as he moved towards Athena, "Lass, now I need you to listen, you can come along only because we can't turn back but if we tell you to do something you have to do it, okay."

Athena nodded in response before Goliath picks her up and held her in his arms.

"It could also mean he'll be laying traps," The elder gargoyle continued.

"You younger, stronger, he should be following you,' Goliath's love whispered to Goliath.

"You are wrong, my love, he is the best one to lead us, and in any event now is not the best time to argue," Goliath said patiently as he moved forward with Athena securely tucked in one arm. They quickly moved forward toward the cave.

"He's gone to ground there," The elder gargoyle said as he urged them forward and lit a torch to light their way.

"Our wings will be useless in here, and we're going against a powerful magician," Goliath's love argued.

"I did not travel this far just to give up now," The elder gargoyle said determinedly.

"And I will not let him do this alone," Goliath added as he quickly followed after him.

"I don't know who's the bigger fool him for going, you for following or me for not leaving you both," She whispered to herself.

They made their way down a long hallway in the temple, where large grotesque statues lined the walls. Athena buried her face in Goliath's chest to try and not look at the frightening statues.

"What do you think this all means," Goliath's love asked as she ran her clawed hand lightly against the wall, but pulled back and gasped at what looked like a gargoyle being killed by a human.

Hudson briefly stopped and turned to the Athena and says softly, "Lass, now I need you to listen, you have to stay right here, and we'll be back soon."

Athena nodded as Goliath gently sat her down and patted her head before entering the room. Athena waited a moment before quietly following after the gargoyles and when they stopped at a large canyon, she hid behind a large rock.

"The Archmage!" The old one called out.

The Archmage turned to see the three gargoyles, and quickly pointed the Grimorum Arcanorum at them, "Fulminos Venite!"

Lightning shot from the book and the gargoyles all scattered to avoid getting hit. They rolled into a hard landing off to the side of the cavern.


"It's hopeless Hudson, my daughter, save yourselves," Goliath said weakly.

"Father listen to me, we go together or we don't go at all. That is what you taught me," Athena whispered as she and Hudson helped Goliath through the sewers.

"Your courage is admirable, but ultimately futile," Demona said as she quickly shot at the three as they narrowly dodged the laser.

The two managed to run quickly through the water with Goliath, but stopped as they saw the waterfall leading into the lake. Hudson pulled out his sword with one hand as he supported Goliath with his other.

"I'll make it quick old soldier and I ensure that you, my daughter, will not be harmed," Demona promised as Hudson and Athena threw themselves into the water below. They panted tiredly as they pulled Goliath towards the shore starting to get tired.

"Stay with us lad, we've been in worse scrapes than this remember," Hudson said as he wrapped his wings around Goliath.


The elder gargoyle hastily pulled himself up as he ran behind a pillar of stone and proclaims to the Archmage, "We've come for the Grimorum."

The Archmage was far from done and shouted the spell, "Fulminos Venite!"

The elder gargoyles was thrown back when the lighting hit the pillar of stone he was hiding behind. The female gargoyle went in to attack the Archmage, but was blasted as well. The second in command, however, had managed to dodge the blast. He leapt across the canyon, spreading his wings and gliding through the cave. He landed directly behind the Archmage and tackled him to the ground.

Athena watched helplessly from the sidelines, and foolishly forgetting what she was told scrambled down to where the battle was. Goliath managed to knock the Archmage down and as the book started to fall into the deep abyss in the ground. Before Goliath could run and grab it he saw the Athena jump into the abyss as she struggled to grab the book and grabbed onto a small corner sticking out. She tries to pull herself up but didn't have to climb far as Goliath leaned down and grabbed her by the scruff of her shirt and pulled her up.

"Goliath! Did you see me? I got the book!" Athena said excitedly as she held up the book for Goliath to take.

"That was extremely foolish, you could have been hurt!" Goliath yelled as her excited expression turned sad as she lowered her gaze to the ground.

"Are you both alright?" The young female asked as she ran towards Goliath and their daughter.

"Yes, and now so is the prince now," Goliath said as he held the book in one hand, and held Athena close to him with the other.

The Archmage suddenly screamed in anger, lifting a large stalagmite into the air.

"You filthy beasts give it to me!" The Archmage screamed as he ran towards them with a spear of stone as the young female gargoyle managed to push Goliath and Athena out of the way, causing the Archmage to fall into the abyss. The trio then made their way to the elder gargoyle.

"Good work you, two," The old gargoyle praised as he rubbed his sore head.

"Don't talk, save your strength," The female gargoyle chided as she picked up Athena in her arms, noticing that she had grown sleepy.


Hudson and Athena help carry Goliath away from the water and into a cemetery. They gently placed Goliath down on the ground, Athena stays with Goliath while Hudson quickly scouts. He hide behind a cross and watched Demona stalk forward. Hudson moved Goliath's arm over his shoulders, as they started to move him towards the crypt a couple feet away. Hudson opened the creaky doors, and the two placed Goliath down inside.

"Stay here lad, I'll be back for you," Hudson said.

"You can't face her," Goliath argued back weakly.

"I can face her, I just can't beat her. Athena stay here," Hudson ordered as he walked out of the crypt.

He crouched down in front of a statue as he pulled out his sword waiting for Demona. Looking into his sword he saw Demona's reflection as she sat on top of an angel statue, and quickly moved out of the way. Hudson ran behind another statue to protect himself as Demona approached him.

"Join me or join Goliath in death," She threatened.

"Don't be a fool, together we can rule this world," She continued passionately.

Hudson let out a growl as he charged forward and his sword met her gun in a clash, as Demona fired shot after shot while Hudson managed to avoid each one. Getting angry her eyes began to glow an eerie red as she continued to attack him.

Hudson hid behind another tombstone as Demona walked past him, and right as he striked down at her from behind him, she moved out of the way. Causing the angel behind her to be cut in half right where she had stood.

Goliath groaned in pain as he and Athena watched Hudson battled Demona.

"Enough of this!" Demona shouted as she jumped on top of the crypt where Goliath was underneath, "Time to die old fool."

Hudson jumped out of the way as she fired the laser at him and glided up to where she was as he started to make his own attacks with his sword. Athena quickly ran out of the crypt and rushed to help Hudson. Hearing Hudson's growls Goliath pulled himself up as he called the small crypt to where Demona and Hudson were.

"I would have ended this quickly, but now you will suffer," Demona warned as she tried to hit Hudson with the butt of her laser gun.

Their weapons continued to clash as Goliath grabbed Demona's gun temporarily stopping her.

"Demona, no," Goliath panted tiredness showing on his face.

"Goliath, so good of you to join us," Demona said smirking as she looked back at him.

Demona hit Hudson causing him to fall down as she then hit Goliath, and he collapsed. Demona was bout to strike the two but Athena blocked the attack with her sword.

"Face it, Demona. You will never win," Athena told her.

"The lass is right. Give it up, girl, you can't win," Hudson yelled over the rain and thunder.

"I'm smarter, stronger, I'm younger than you, your pride will cost you your life," Demona yelled as she managed to knock Hudson's sword out of his hands as he fell on top of Goliath.

"But I know something you don't, something that only comes with age," Hudson said loudly, as he stood up and preventing Demona from attacking again with Athena by his side.

"I know how to wait," He finished as the sun shone through the clouds as Athena smirked at Demona as the gargoyles turned to stone a top of the crypt. Athena casted a glamour spell to hide them from anyone who entered the cemetery before laying down and went to sleep.


"The antidote has worked you will recover," Magus assured the prince as who laid in his bed relieved.

"Thank the stars, you were able to bring the Grimorum in time," The prince said thankfully as he helped out his hand to the old gargoyle.

"It wasn't me," The elder gargoyle said as he gripped the prince's hand, "It was Athena."

Athena stepped forward to the prince's bed and he held his hand to her.

"Is this true, Athena?" He asked.

"It is my prince," She replied.

"Thank you for what you have done."

"Come lass, let's go find your parents," The elder gargoyle said.

The two left Prince Malcolm's room and walked up to the tower, where her parents are.

"I'm only saying the clan needs a young leader," The female gargoyle proposed from behind Goliath.

"You're wrong," Goliath protested.

"No, she is right," The elder gargoyle said from behind them, as they both turned to face him.

"It's time for me to step down, and for you to lead," He said confidently as he stared at Goliath.

"It was your skills that lead us to the Archmage, I cannot take command now," Goliath disagreed.

"It is time, my friend," The elder gargoyle assured as he laid a clawed hand on his young friend's shoulder.

"Then I will, but only if you stay by my side, I will need you wisdom to guide me," Goliath compromised as the edler gargoyle smiled and nodded.


Athena had woken a few mistunes before the sun was about to set and took her position with her sword in hand and waited for the sun to set. Soon, the sky became dark as the sun set and with it, the gargoyles awoken from their stone slumber.

"Now it ends," Demona growled as her eyes glowed red.

Hudson with new found strength stopped the gun and smiled, "Yes, lass it now it ends," he agreed as Goliath stood up from behind Hudson

"Feeling alright lad, lass?" Hudson asked as he turned to look at the Goliath behind him still holding Demona's gun.

"Yes," Goliath breathed.

"Welcome back, father," Athena said.

"You think you've won, but you've forgotten, why you came, your human friend. By now the poison has wrung its course, and there is no antidote," Demona sneered as she glided away and let out a cry that sounded practically feline.

"It's probably best that she doesn't know, Elisa is alive," Goliath suggested.

"Aye or as long as we can keep it a secret," Hudson smiled.

"Thank you for keeping me alive, Hudson, Athena, there is no one else I rather have at my side," Goliath said thankfully.

"Ah, I have forgotten that at a time. I thought my warrior days were over," Hudson chuckled.

"Nonsense, there are years of fighting left for you," Goliath said joyfully.

"Ha, there's something to look forward too," Hudson said somewhat sarcastically as they both laughed.