They were gone.

Just like that.

Both lion and tiger were swallowed up into the blackness of the mall below. Panic swelled all through Tellion as she swooped down into the gaping hole and into the dark interior. She instantly spotted the pair of combatants sprawled out across the floor far beneath her, lying amidst a mass of broken glass in the middle of the food court. For half a moment, Tellion dared to dive down and slash at David's eyes. She hoped to fend off David long enough to give the Andalite time to recover, then she saw the lion stir. Tellion instantly pulled out of her dive and landed on a perch overlooking the two.

David the lion weakly lifted his massive feline form up on his equally large paws and stumbled over to the motionless form of the tiger. Tellion watched on, knowing that even if she were to attack at that moment an score a direct hit on David's face, she would only be able to blind him in one eye. After that initial attack, she held no prospect of her chances of surviving against him, not in her current form. She hoped against what felt like a fading hope, that somehow the tiger would come to and resume his battle against David, then she would be able to finally offer her aid to the Andalite in this desperate battle.

Then she saw the blood.

It was oozing heavily out the wound on the beast's neck, rapidly collecting in a pool of red around the feline head. Tellion's spirit was crushed at the sight. David…that horrible, evil boy…had just killed another one of the Andlites. And further imperiled the world that she had come to love so much.

Who's the bitch now? David's mental voice cackled throughout the still dimness. Some leader you are. You couldn't stop me from taking out your little yes boy lackey. You couldn't even save your own stupid sorry ass. I could just crush your skull in and finish it right now, but I think I'd rather you bleed out. I want you to suffer, just like you and rest of your little group made me suffer…

She had heard enough. This this had to end. Now. And if there was no one else left to stop him, she would do it!

Tellion quietly flew off her perch and landed in a secluded spot on the second floor above David and his helpless prey. She took refugee behind a large patch of artificial vegetation and began demorphing. Once she was back to human form, Tellion was determined to instantly shift into her battle form. She didn't know what her odds were of the Black Panther being able to prevail over the lion. But David was still too focused on his triumph over the Andalite, the proclaimed leader of the resistance, to notice that he wasn't alone.

And…he was wounded.

How badly, Tellion couldn't possibly know. But if there was ever a time for her to fight this evil boy, Tellion would never have a better chance than now.

She shifted back into her human body. A cold rush suddenly ran through her now vulnerable flesh when her ears detected the faint padded thuds of paws ascending the nearby automatic stairs. Tellion grasped the base of the artificial tree when she saw David's ominous feline form rise up from the stairs and onto the second floor from behind the plastic trunk. Had he heard her? Did he realize that he wasn't alone? Was he…hunting her?

Tellion didn't know. But she was terrified that he would zero in on her hiding spot any moment and tear her to bloody pieces. She didn't dare to try to morph. There wouldn't be enough time to shift before he would be on top of her. She didn't dare to move so much as a millimeter. She didn't dare to even breathe, least she draw attention to herself. Silence and stillness were her only defense now.

Just as Tellion feared a gruesome death, David's sinister feline head lifted towards the shattered skyline. Clearly he could see something with his lion eyes that her human ones couldn't.

Looks like I got some more company. That was faster than I thought. He said to himself. Oh well, two down. Two more to go. Hehe, I might be able to wrap this all up in one night…

He said nothing else. He just took off and vanished into the surrounding darkness. It was only after she couldn't hear the thuds of his paws across the floor that Tellion dared to exhale from her burning lungs that teetered on the edge of bursting.

So close…

It had been so close to him discovering that she was nearby. As Tellion dared to look out from her hiding spot, she saw a pair of raptor birds dart through the gaping crack in the sky light. Before Tellion could shout out a warning to either of them, they vanished from her view. Tellion cautiously ventured forth from her hiding spot as she desperately searched for the other two Andalites. But no matter how hard she tried, Tellion couldn't spot either of them anywhere.

As she cautiously neared the edge of the nearby balcony, Tellion saw a flash of movement across from her on the second floor.

Come here you! David shouted out.

Tellion rushed to the edge of the balcony, staring on with absolute dread as she looked on helplessly as David went after another one of the Andalites. She started to call upon her Black Panther morph, but something caught her attention out of the corner of her eye. Tellion focused all of her attention to the still form of the morphed Tiger form lying below her. Tellion's attention shifted attention down to the dead Andalite, then her eyes widened when she saw his paws move slightly. The Andalite wasn't dead.

He was alive!

Tellion felt a moment of herself being torn. From wanting to help the other two Andalites that David was going after, or going to the somehow still alive Andalite that was lying below her. Tellion only had to look down at the Tiger morphed Andalite one more time to make her decision. Tellion disregarded everything around her, even her own safety, and rushed down the automatic stairs. As she neared the bottom, Tellion heard the roar of the lion from the floor above.

David was attacking the other Andalites. She hated herself for not going to their aid when it was clearly needed. But their grievously injured comrade needed her more. Tellion rushed across the open floor and into the food court that she had once eaten in with her adoptive sister and mother, in a moment that felt like a lifetime ago. Tellion darted between many of the circular tables and leapt over several discarded chairs as she ran up to the sprawled Tiger. She had seen him several times, but always from afar. He had always seemed so ferocious, so unbelievably powerful. But now, standing over him in the flesh, so close that she could reach out and touch the deadly beast, he didn't appear to be so massive and deadly. Now, he was just a gravely injured being, and she needed to help him. Tellion knelt beside him and inspected his hideous neck wound.

"Oh no…" Tellion whispered as she gazed at the ravaged neck. His flesh was shredded, with small hunks of meat dangling from tiny threads all around the opening that was big enough for her to place her hand inside. Just one glance into the ragged wound was enough to make Tellion's stomach squeeze to the point where she felt it would be crushed inside her body. Crimson liquid continuously spewed forth from every portion, but none more so than a visible vein that had been almost severed in two. Blood repeatedly spurted forth from the opening with the pace of every feeble heartbeat of the dying Andalite.

Not knowing what she should, or could, do for the Andalite, Tellion grasped his head and tried to shake him lightly to get some kind of a reaction from him.

Nothing.

Tellion forced one of his eye lids open, and felt her heart sinking as she stared into his iris, and there appeared to be no true life within gazing back at her. She felt herself beginning to panic at the realization that the Andlite, and the hope for Earth's survival, was fading fast.

"No…" Tellion hissed. She grasped his head and shook hard once again. "Come on Andalite, you can't die!"

She cradled his large and limp head in her trembling hands as she poured forth her desperation of everything happing around her.

"This world…it needs you! I…I don't know how to protect it. I can't…I can't do what you can. You have to live! You have to!"

But he didn't respond to her pleas. He didn't even stir slightly at her words. All he did was continue to draw in long, shallow, struggling breaths. Tellion felt herself beginning to panic as she watched the Andlite's life force slowly slipping away. There wasn't much time left.

"What do I do?" she asked to herself as she frantically tried to find a way to save the dying Andalite. "What do I do? What do I do?"

Dammit, she hated herself more now than ever before for not studying the least bit of her people's medical knowledge when she had the chance. Tellion knew she should have, but she hadn't, and didn't know any technique or procedure that would help save this young warrior's life. Mark, even with his primitive human tools, had done so much with so very little to save others, and she, with her far superior technical and scientific knowledge, was helpless to…

Tellion's eyes widened as the memory suddenly surged back into the front of her panicked thoughts. The Andalite's neck wound…Sandler's arm wound…they were almost identical. What had Mark called it? A damaged artery.

Yes, a damaged artery.

Tthat was it!

For once, Tellion was grateful for forcing herself to endure such a horrific sight. Because she had seen how Mark had stopped the bleeding. But, Tellion realized, she didn't have his specified tool for clamping off the injury to stop the bleeding. She needed something else…something that would act similarly to the Andalite's damaged artery.

Tellion began frantically looking around for something, anything that she could use to save the Andalite's life. As her eyes darted around, her gaze caught the faint glisten of a small object in the moonlight shinning down from destroyed skylight above. Tellion left the Andalite and rushed across the layer of broken glass, ignoring the sharp spikes of pain jolting from her bare feet as they were pierced by the jagged bits littered everywhere. Tellion scooped up the glistening object, and saw that it was a pathetically tiny metal object used to hold together several sheets of thinly cut wood humans called paper. It wasn't meant for what Tellion was going to use it for, but it had to work. She didn't have anything else.

Clutching the paper clip in her trembling hands, Tellion rushed back across the broken glass to the Andalite. She knelt beside him and swallowed hard as the nausea from the profusely bleeding wound began to overwhelm her. Blood. Always so much blood. She hated the sight of it, and what she was going to have to do. But it needed to be done, or else the Andalite would…

Tellion detached her control tendrils from the sensory portions of the brain that controlled smell and taste, then plunged her trembling hands into the Andalite's neck wound, and her hands were instantly saturated with the blood seeping forth. She had worked with small and complex machines her entire life, but handling this fleshy and slippery wound was entirely different from anything she had trained for. Tellion tried several times to grasp the nearly shredded artery, but the blood made it so slick that she couldn't get a solid grip. Taking a deep breath, she reached into the grisly mess that was the Andalite's throat once more and clamped her fingers on the slick vein as hard as she could. One final spirt of blood shot forth from the wound as she struggled to keep the vein from slipping from her trembling fingers.

Clutching the small piece of metal, Tellion grabbed the other bit of the damaged vein that was held together with only the thinnest shred of flesh. With her breath held and her body struggling to control her wild shakes, Tellion pressed the two torn edges together. Once they were touching, she used the edges of the fingers of her other hand to pry the metal ends of the paper clip open just enough to slide the torn portions of the vein in between the micro gap she created. With both ends wedged into the opening of the paper clip, Tellion let go and the metal bits clamped down on both of the nearly broken ends of the artery.

Tellion hesitantly pulled her blood dripping hands away from the Andalite's grievous wound.

With nothing else left that she could do, Tellion stood by and watched with a held breath at the ruptured vein.

One heartbeat.

Two heartbeats.

Three heartbeats.

No further blood spurted forth from the wound.

Tellion dropped to her knees before the wounded Andlite. She had done it. She had stopped the bleeding. But he had already lost so much blood, she didn't know if what she had done would be enough to save him. But at least she had given him a fighting chance. That was something, maybe just enough. As she looked down at the still barely breathing Andalite morphed in a tiger, Tellion heard the sounds of battle from above waning.

But with them also came the sounds of human emergency vehicles rapidly approaching. The authorities were coming.

"Hold on Andalite." Tellion whispered with a soothing and gentle voice into his ear. "Help is coming. Just hold on."

Tellion instinctively ran away from the injured Andalite, knowing that there was little else she could do for him. When she dove into a dark corner nearby, Tellion heard David's voice mockingly echo out from the surrounding blackness.

Well, looks like we can't finish our little game just yet. But don't worry. I took out two of you in no time, and soon I'll finish off the rest of you. See you soon…

Hearing his words, the evil that he projected, Tellion couldn't help but clench her hands into fists in deep frustration. Why couldn't she have been able to be there to help the Andalite leader against David when he needed her help the most?

Why had her time limit run out right when she had been poised to join him in battle? How much of the fates, as well as Crayak and the Ellimist, were conspiring against her desires?

The sounds of shouting voices approaching brought Tellion out of her thoughts. The pulsing of her own blood increased as she realized that humans were quickly approaching where she was. Tellion heard a series of scuffles from above her, and she was able to catch a glimpse of David's predatory aerial raptor morph dart up through the broken skylight.

David. The other two Andalites…she didn't see them leave. But surely they must have known that they couldn't go to their injured comrade by now, not with humans fast approaching, and would continue their pursuit of David.

She needed to go to them. She had to help them stop David, before he did any more damage to the resistance and further jeopardized this world. But before she could even thinking of moving to go after them, several groups of humans in the civilian law enforcement uniforms rushed into the lobby, their primitive yet still dangerous weapons drawn. It was too late.

Several of the human enforcement personnel quickly closed in on the nearly lifeless Andalite in tiger morph, but still kept their distance. They began speaking among themselves about what to do with what they thought was a wild creature. One of them made an off comment about just 'putting the creature out of its misery'. But the one that spoke was immediately shut down by the other troopers, stating that help was on the way. Before Tellion had the time to contemplate what that meant, a trio of individuals rushed into her view and to the morphed Andalite's side. The three appeared similar, but Tellion didn't have enough time to contemplate if they had relation to each other. The younger one, close to Ellaine's age, rushed to the tiger's side and cradled its head in her trembling hands as if it were close to her. The other two, older yet still visually appealing, went next to her and began inspecting the Andalite's wounds.

The older female looked closer and the Andalite's injuries, and made a comment about what Tellion could only guess was her attempt to help save the Andalite's life. The younger one, that Tellion felt as if she had seen before, then realized it had been that young girl she had seen so long ago at the dress store. Cassie was her name, if Tellion remembered correctly. But how and why she was in this place and in this moment, Tellion couldn't say. Cassie continued to cradle the Andalite's massive head in her feeble arms as the older woman, possibly her mother, and the man, likely her father, tended to the being's neck injuries. The older woman spoke words to the Cassie that Tellion was too far away to understand, but was close enough to see the emotional torment that was present on her young face.

Tellion hated to see Cassie like that. She couldn't understand why a young human such as herself was in such an emotional state for a creature she didn't know. But her care, her compassion for what she thought was an injured beast, it moved Tellion. It reminded Tellion so much of herself. She felt a strange sort of kindred bond with Cassie's care for other lifes.

When the older woman pointed to the interior of the Andalite's neck wound, Cassie looked into the ragged fleshy wound and a confused expression washed over her young face. Her father also inspected the wound, and appeared just as puzzled. Clearly they all saw what Tellion had done to save the Andalite's life. The confusion slowly morphed to relief as Cassie seemed to realize that the Andalite was still alive and had a chance to make it.

But sentiments were not what she needed to focus on now. Tellion had done all that she could do. David and the other Andalites were gone, and their wounded comrade was being tended to as best as was capable by the humans. She needed to flee.

But how?

She couldn't use either of her flying morphs. She would be spotted by the human police before she could make it halfway towards the skylight. If any of them were controllers, she was risking them either trying to capture her, or being fired on with their ballistic weapons. Tellion doubted her chances of escaping.

The Jaguar morph was not practical either. Another large cat would be easily noticed by all present. Again, Tellion risked either capture or death if she attempted to use that morph to flee.

That left her were very few options. She couldn't go out as herself. It would betray her secret to everyone that knew her. And she refused to use David's morph, there would be no way to explain to anyone that she ran into why she was a full city away from where she was supposed to be, and in unexplainably perfect health. That only left…

Raymond. The Jaguarundi.

Yes. He was small enough that she might be able to slip past everyone and escape. Even though she had never used this morph before, Tellion's desperation fueled her choice. She sulked back further into the shadows and drew on her memories of when she had meet Raymond. He had seemed such a playful and curious creature. Just as inquisitive about her as she had been about him. Tellion thought back on the moment that they had stared into each other's eyes with curious wonder when she had touched him. His bright yellow and golden eyes. His smooth fur hide. His sleek body with its almost silly long tail. She focused on all of those things, and in a short time, Tellion had morphed into an exact copy of Raymond.

Her human vision was gone, replaced by the Jaguarundi's sharp eyesight. The darkness had receded, the same way it had when she had morphed the Black Panther, and she could now make out everything clearly as if it were daylight. But she was much smaller than the Jaguar, and her animal instincts reacted to that. The urge to run and hide from the larger beings nearby overwhelmed Tellion, and she darted across the tiled floor away from the multitude of voices echoing out from all around her. As she dashed under a table, beams of light lanced out from multiple locations. Tellion lowered her small feline body flat against the floor as the lights swept back and forth.

Got to run. Got to run. Must hide. Must hide.

The instincts were screaming at her to flee, and she was fighting with all her strength to reign them in. Tellion knew that if she moved, the noise would draw the attention of the searching police. And she didn't know if she would be fast and agile enough to escape their grasping hands. As she struggled to keep her body still, one of the beams of light washed over her. Tellion instantly pushed all of her mental strength to the front of her mind and forced her eyes shut. Raymond's instincts clashed with Tellion's rational thoughts. Being blind left her defenseless against any threat, but she also knew that her eyes would reflect the light and give her away to the searching policemen.

Her small heart thumped heavily in her slender chest as instincts and rational thoughts struggled to gain dominance. Shrouded in a darkness of her own making, Tellion could do nothing except utilize her acute hearing. The sounds of the heavy boots thudded all around her, mixed with the gruff voices. When the noises had past her, Tellion finally dared to open her eyes and look around. No one was near her. It was as safe for her to move as it ever would be. Releasing some of her hold over Raymond's instincts, Tellion took off from her hiding spot.

She stayed close to the wall, in what her instincts screamed were the darkest places, as she searched for a way out. Nearing a corner, Tellion spotted the wounded Andalite being rolled out of the building by Cassie's parents and several other personnel that she assumed was from the Gardens. All attention was focused on the tiger. No one would possibly notice a small feline lurking nearby. This was her only chance to get away unnoticed. Sticking close by, Tellion followed after the morphed Andalite and his rescuers.

As she cautiously traced the path of those that she would call her rescuers too, Tellion spotted through Raymond's eyes a pair of flies buzzing around the wounded Andalite's tiger ear. Cassie seemed to be drawn to them where no one else appeared to notice. Tellion thought for a moment that she would swat them away, but she did nothing as they disappeared into the large triangular ear.

She passed behind several policemen that were conversing among themselves, mostly about how such a ferocious beast managed to end up in the middle of a mall food court of all places. Tellion ignored their pointless chatter as she sulked past them, until she moved behind a pair of officers that were further away from the rest.

"Do you think the Andlite will make it?" one of them asked the other.

Tellion froze. Yeerks. Her head cautiously lifted to observe the pair of controllers that she was right behind.

"I don't know, he got pretty messed up. Not sure what the hell happened before we showed up, but it doesn't look good for it."

"And if it survives? Do you know what the Visser's going to do to us if he finds out we had a chance to kill one of the Andalite bandits and let them get away?" the first controller hissed.

"If he finds out…" the second controller whispered cautiously to the other.

"Do you mean…" the first controller questioned.

"The Visser doesn't have to know about this. We'll just put in our report that we came after the tiger was taken away. Say that it was some kind of crazy underground animal fight club that got out of hand. There was nothing that we could do."

Tellion didn't wait around to hear any more of their conversation. She snuck away and followed closely after the wounded Andalite. When the group rolled him through the exit doors, Tellion silently slipped through the opened doorway unnoticed. Then she was out in the open night. There was no time wasted as she dashed away into the surrounding darkness. Her small form easily vanished from all present into the fields nearby.

All of her sharp senses were exploding Raymond's instincts all across Tellion's mind. Weary from her experiences within the mall, Tellion finally relented her struggling control over Raymond's mind. The Jaguarundi's grip over her mind instantly overwhelmed her. Tellion heard the scurrying of something small in the brush nearby, and was after it before she had a chance to think of what she was doing. Through the blazing blades of grass zipping past her small feline face, Tellion's nostrils flared as she caught the scent trail of a tiny creature. She didn't know what it was, only that her stomach was screaming for whatever it was that she had given chase to. Faster and faster she went, darting and dashing in between the high grass as heard herself rapidly gaining on her quarry. Whatever the small creature was, the animal was running for its life.

Before she could think anymore, Tellion felt an uncontrollable urge to launch herself through the brush. Despite her smaller size, Tellion felt just as powerful in that moment as she did when she had been in her Jaguar morph. She landed on something much smaller than her, which released a terrified squeak as she pinned in between her needle tipped paws. Tellion's mouth salivated and she opened her jaws wide for the impending kill.

One bite, that's all it would take. Then she would savor the struggling creature's…

NO! she screeched all through her mind, her mental cry echoing out into sky.

Her scream, her desperate cry to not slaughter the tiny creature in her grasp, shattering the vice like clasp that Raymond's instincts held over her mind. Instantly, Tellion was back in control over her mind once again, and she let the bewildered creature in her grasp go. As she breathed in deeply, trying with all her mental might to reign in her animalistic instincts, Tellion watched as the small creature scurried off into the black night.

Back in full control of her mind once again, Tellion left the creature she had almost killed to live out the rest of its natural life and left the field. She traversed across a multitude of many different empty streets, across various open fields, and through quiet yards before finding a space that was familiar to her memories. Once back in a place that she knew, Tellion found a secluded spot and morphed back into her human form. Once back in her Susan body, Tellion chose to morph back into Amellia and took to the sky. It took a few moments, but once she was high enough in the air, Tellion got her bearing and instantly knew where she was. With her location figured out, Tellion quickly made her way back home.

Flying back in through her open window, Tellion took refugee in a small corner of her bedroom and morphed back to her human form once again. Exhausted in every way, Tellion changed out of her swimsuit and into a night gown with hardly any strength to even switch the garments. When she was properly clothed, Tellion flopped onto her bed and stared up at her plain ceiling. Sleep came to her before Tellion was truly prepared to accept it. She also wasn't fully aware that sleep had overtaken her until the sounds of the bedroom door opening woke her.

Tellion sat up slightly, just barely making out Mark's outline in the darkness. He said nothing as he dragged himself across the room and dropped onto the bed beside her. He didn't even bother to undress, that told her that he was far more tired than she was. He rested his head on the empty pillow beside her and stared up at the ceiling, just as she had done. Tellion looked over at him, but said nothing for a long time.

"He's been moved out of the hospital." Mark spoke more to himself than to her. "They took him to a specialized care facility in our city for kids his age…"

Tellion hesitantly reached out for Mark in the darkness, cautiously resting her hand in his open palm.

"Will he…"

"I don't know." Mark answered in the faintest of voices, his tone breaking at certain points. "I did everything that I could. But he was just so…it's not looking good at all."

Tellion gently squeezed his hand. "You did everything that you could. Sometimes, that's all that the world lets you do."

Mark shifted, rolling over to look at her.

"It's been so long since I lost a patient. My job, what I do…I'm supposed to save other people's lives."

That's one of the reasons why I love you. Tellion thought to herself. I've always wanted to save the lives of others too, even those of my kin. I always felt this way long before we ever met, Mark.

"I know how you feel." Tellion told him honestly. "It's why I…"

"I know." he said, reaching out to Tellion and pulling her close to him. "You don't have to say it."

She wanted to, but his embrace of her made saying it pointless. Tellion enjoyed being there with Mark, in that moment. But it still did nothing to elevate the guilt that always managed to keep creeping up into her weary spirit. David was still out there, and for all she knew, he had successfully engaged and murdered the other Andalites that were trying to stop him. She still had no way of knowing if the Andalite she had tried to save had survived. And there was still the attempt by Visser Three to enslave the leaders of the most powerful nations of her world.

Her world, Tellion thought with a sense of dark humor, it was probably in more peril than she had ever known.

And there she was, always lurking in the shadows, on the edge of this war that was raging all around her, being almost completely useless to all that needed her.

Even as Mark held her in the dark, Tellion's eyes darted to the closet door, and the communication device hidden within. She still felt a slight sting of guilt for having disregarded Erik's warnings about her getting directly involved in the fight against David and her Yeerk kin. But she couldn't force herself to sit back in the edges of this conflict anymore. Not when she finally had the ability to help the way she wanted to.

Tellion turned her attention away from the closet, away from her worries about the war and the rest of the people in this world that she cared for. She stopped caring about David, the Andalites, and Visser Three. She lifted her face to look at Mark's in the dim light that surrounded them, and finally let her other thoughts drift away as she focused all her attention to the one person in the world that meant more to her than almost everything else, even her own life. For the rest of the night, there was nothing else in existence to Tellion except Mark. And she showed her feelings to him in every way that was possible for her to.

Many hours later, when the light of day finally began to break through the blackness that surrounded them, Tellion awoke to an empty bed.

She sat up and looked around, Mark wasn't there. Tellion got out of bed and dressed before descending the stairs to look for him. He was in the kitchen, cooking breakfast. It took him a while to notice her standing in the doorway.

"Hey." he said.

"Hey." Tellion replied with an equally silly voice.

Mark turned back to what he was doing. His silence concerned Tellion, causing her to cautiously approach him.

"Is everything…"

"I got a call from the new hospital." Mark told her before she could question him further. "The kid, Saddler, he's not doing good. The personnel there, they had hoped with their facilities that they could…"

"Are you…" Tellion began.

"They want me to come in, give a personal briefing to the staff taking care of him, and talk to his family..."

"Are the Langleys…" Tellion questioned.

"They asked for me personally." Mark told her. "They didn't want to deal with anyone else except me. My administrator told me that he understood the situation and gave me a few days leave to help with the case."

"Mark." Tellion whispered, inching closer to him.

"I did everything that I know, but…he's…I don't think that kid is going to live…" Mark muttered under a weary breath.

Tellion moved behind him, gently folding her arms around his larger, yet still vulnerable frame.

"You did everything that you could for Saddler." Tellion assured him. "Sometimes, you can do everything right, and still not win."

"Susan…"

"That's just how life is." Tellion told him, squeezing him tighter. "Sometimes, it's uncaring and unforgiving, and we're helpless to do anything about it. There's nothing for you to feel sorry for."

Mark released a weary sigh of relief before turning around and returned her embrace. "Thank you honey. I can't tell you how much everything that you do means to me."

"I'm here for you." Tellion told him with the utmost honesty, pulling closer to him. "I'll always be here for you, however you need me to be."

Tellion wished that there was something more that she could do for Mark, and the boy. Again, once more, Tellion hated having specialized in Kandrona Ray tech and not the few biomedical fields that the Imperial forces had made available. If she had even just a basic understanding of the tools the Empire had at its disposal, there was a chance that she might be able to utilize that technical knowledge, she could repurpose and adapt some current human medical machines…and save Saddler.

But, as with so many situations she continuously found herself in, Tellion knew that she was helpless to do anything. She didn't have such knowledge. And she couldn't infiltrate the Yeerk Pool, even with her new morphing powers. And even if by some cosmic level miracle she could, there was no way that Tellion would even know what devices she would need to steal in order to save the boy. Knowing all this, Tellion reluctantly accepted that there was nothing that she could presently do to help save Saddler.

Accepting such a cruel fate, and being ok with it, were two different things. It did nothing to help alleviate Tellion's sense of hopelessness.

She and Mark ate in almost complete silence before he got dressed and prepared to leave. He and Tellion said their mutual goodbyes before he left, leaving Tellion to attend to all the matters present before her, alone again.

Like so many times before, when Mark was out of sight, Tellion's façade dropped and she rushed up to the bedroom. She madly searched through the various clothing piles in the closet until she finally found the Chee communication device Erik had given her.

She turned it on, and felt a soothing calm come over her as she heard Erek's voice come forth from the device.

"Tellion, Tellion are you there?"

Tellion clicked on the communication device. "Yes, Erek, I'm here."

There was a long, painful pause.

"Finally! I was worried that you had been…"

"No, I'm fine."

"Tellion, I didn't give you this device so that you can go running off to play the hero!"

"Erek, you can't ask me to just…"

"All we needed you to do was to keep an eye on David's house, and report back to us if he tried to make contact with the Imperial forces. Then you went running off, and I had no idea if you were even still alive until now!"

"I had to do what needed to be done." Tellion told Erek with the utmost assurance in her voice.

"Tellion, you can't afford to be so reckless! I already told you what the resistance would do if they ever found out about you! You need to be…"

"David attacked the Andalites!" Tellion shouted into the device. "He already killed one of them right in front of my eyes! He fought their leader and badly wounded him, if I hadn't intervened he would have…"

Tellion instantly thought of the Andalite leader. She still didn't know if he lived.

"Erek, did you speak to the resistance? Do you know if their leader…"

"I was contacted by them just a short while ago." Erek told her. "Their leader, he almost didn't make it…Tellion, I don't know what it is that you did, but whatever it was, that young warrior owes you his life. If you hadn't gone against what we asked you to do, I don't think help would have reached him in time."

Tellion sat down on the edge of the bed.

She had done it.

She had saved him.

That was the second time she had saved one of the Andalits' lives. Despite everything that had happened, despite her constant feeling of not being of use, Tellion had at least done something good to help in the war.

"Tellion, what has been done cannot be undone. But you need to think your actions through before you do anything else in the future. You already are a valuable ally to us Chee. And you could be one for the resistance too, but we have to traverse this situation carefully. You need to keep away from any further conflicts until we can analyze what effects your involvement would have on the resistance."

His words felt like a compliment and a rebuke at the same time. Tellion was glad for them, but hated them equally. Despite that, Tellion felt a burning flame of defiance swell within her from Erek's request that sounded much more like a demand.

"Erek," Tellion replied very slowly to emphasize her feelings about the whole situation, "I am very aware of how dangerous all of this is. I've nearly lost my life more than once since fleeing the Empire. I'm grateful for everything that you and the other Chee have done for me…but I will not force myself to stand by in the shadows while this war closes in around me. I've accepted the dangers that I'll be putting myself in."

"Tellion!" Erek cried out from the transmitter. "I…we…don't doubt your courage. Or your desire to help. But I don't know if you're fully ready to accept the consequences of that desire."

The burning sensation within her flamed brighter at his words.

"Erek, I'm not going to be an observer to this war anymore." Tellion stated defiantly. "You and the other Chee can help guide me where I can do the most good, or maybe I'll just find a way to contact the Andalites myself and take my chances. If I can't do either of those things, then I'll resist the invasion myself. Alone if I have to."

Another long pause. Then Erek spoke. Tellion didn't know how, but his robotic voice sounded weary, almost emotionally drained. It was hard to imagine that coming from a sentient machine.

"Tellion. We will speak to the resistance about you. We will find a way to ease you into helping them out in this war. But, please, for now stay out of this fight. Just for now."

"Erek, you can't ask me…"

"Tellion, please." Erek begged. "David's attacks on them last night hurt the resistance badly. They're strained and are nearly broken from it all. And the Imperial forces are still trying to infest the Earth leaders. They are in a desperate state. They cannot deal with an outside factor like yourself right now. If they're going to stop the Visser's plans, it'll have to be tonight. After that…"

Tellion instantly detected what Erek said, even if he hadn't realized it yet.

"Tonight! Their mission will be tonight?!" Tellion exclaimed.

"I didn't say that…" Erek tried to counter.

"You did!" Tellion told him. "Not directly, but you did say it."

He paused again. Probably calculating what he should tell her. Tellion guessed his words before Erek's voice even came through the transmitter.

"Tellion, I can't stop you. But…I'm asking you, as my friend, please stay home tonight. If you go, if you try to help the resistance, you may jeopardize everything and endanger all your lives."

Tellion thought on Erek's plea. The desperation in his words. This was the first time he had ever truly called her 'friend'. She felt moved, it brought a degree emotional trust that washed over her to know that the mechanical being entrusted her so. But it also put Tellion in such an unwelcomed position to feel an obligation to adhere to his request. Despite its objection to her deeply held desire to join the fight.

Tellion thought for what felt like a long time, then she breathed in deeply before replying to Erik.

"Erek, I'll…I'll stay out of this fight, for now." Tellion reluctantly said.

"Thank you, Tellion." Erek said. "I promise, we, all of us, will need you in the future. You're far too precious to all of us to risk right now."

"I understand." Tellion whispered before shutting off the transmitter.

She didn't really understand. Tellion didn't know what Erek's true motivations were. She wanted to believe that his requests were based on, as he proclaimed, the unknown factor of injecting herself into a volatile situation that didn't need any further complications. But somehow, in so many ways that Tellion couldn't truly understand, she felt that Erik had ulterior motives. What they were, she couldn't possibly say. Yet Tellion felt a deeply held sense of loyalty and an obligation to honor her newly proclaimed friend's request.

Feeling herself once again torn between her ever increasing desire to help protect the world that she had now come to love, and her desire to be a loyal friend, Tellion tried to busy herself around the house with various chores. But the nagging itch of feeling useless when she knew she had the ability to help didn't leave her mind. It continued to fester in the core of her thoughts, never leaving, and its aggravation only growing with each passing minute. Flustered and unable to control herself, Tellion wearily sat on the couch and rested her head in her shaking hands.

She just didn't know what to do. There never felt like there was a right choice in anything that was happening in her life now. Pain only ever seemed to come upon her with whatever it was that she chose to do.

As Tellion was contemplating all these things, the phone beside the couch rang. She jumped momentarily at the initial chime, then collected herself and picked it up. As she expected, it was Mark.

He told her about Saddler's condition. The boy was stable, but only barely. Again, like he had told Tellion earlier, he had serious doubts about his situation improving. But, despite all of that, Mark told Tellion that he wanted to stay at the hospital overnight, even though he was no longer directly involved with the boy's physical care. He told Tellion that she had inspired him to do everything that he could to help his condition, even if all he could do was offer emotional and mental comfort to the boy's family.

Hearing him tell her that moved Tellion, it made her feel as if what she was trying to do for all those around her wasn't in vain. Tellion thanked Mark for what he was telling her, and how it made her feel at ease to know that she was there for him when he needed her to be.

"I love you Susan." he whispered wearily over the phone.

Again, hearing him say that both soothed and stung at Tellion's emotions. She hated lying to him, as she always did. But her love for him was so genuine, Tellion assured herself that those deeply held feelings made up for her deception to him.

"I love you too, Mark." Tellion told him before slowly hanging up the phone.

After the phone call ended, Tellion felt a great pit of loneness come over her. So much was happening around her, and so many people that she now had the power to help. And once more she was sitting back, doing little to nothing to help others.

Frustrated, Tellion scanned through the seemingly endless channels of the television in a vain attempt to distract herself. So much time passed aimlessly searching through that sea of mindless entertainment that Tellion lost all track of time.

When she finally brought her consciousness back to her overall surroundings, Tellion realized that the sun had set and that the world was enveloped in the blackness of the night.

If they're going to stop the Visser's plans, it'll have to be tonight…

Erik's words continued to haunt Tellion. She clearly remembered her promise to the Android about not involving herself in the Andalite's operation. But that promise felt like, as humans said, 'a double edged blade'. Honoring her promise to Erik meant leaving the resistance to face whatever was set up by the Visser on their own. And she, like them, now had the power to morph. The power to help protect this world. To keep safe the people that she had come to care for more than any other in all of her existence.

Mark. Elaine. Linda. And to a degree, Walter.

As Tellion climbed the stairs to her bed room in silence. Her thoughts a constant swirling mess of various feelings.

As the frustration of it all continued to mount, Tellion finally reached her breaking point as she looked out into the night sky, and marveled at the gentle majestic image of this world that held a peace that her natural Yeerk existence couldn't have contemplated was reality until fleeing the empire.

Tellion grasped her head and shouted her emotional agony out to an oblivious stratosphere. Her cry was one of both pain, and defiance.

Once her scream had subsided, Tellion clenched her fists and looked at them. Her trembling hands caused something inside of her to snap. And then she knew what she had to do. Tellion sighed wearily and shut her eyes as she thought of Erik and the other Chee, and everything that they had done for her. But her loyalty to them only held so much sway over her. Not when she knew what was at stake this night.

I'm sorry Erek. Tellion thought with true sorrow in her thoughts. But I can't stand by anymore. No matter the reasons for why this all happened, I'm now a morpher too. I have to help them. I'm going to help them!

Her silent cry of vague regret proclaimed to an equally silent world, Tellion morphed into her sleek Kite form and took to the blackened sky. She flapped her angular wings hard to gain altitude, and was soon cruising through the night air high above the ground. Following her photographic memory of her previous flights, Tellion directed herself towards the bright lights of the city off in the distance, and the coast line that lay beyond it.

After getting her bearings centered, Tellion retraced her flight path from previous flights once she saw the coast line underneath her. She adjusted her wings and glided herself into a flying path parallel to the dimly illuminated beach far below her. As she traveled on, Tellion felt her thoughts becoming an increasingly swirling vortex of confusion. She didn't know what the Andalites had planned, or how she would be able to assist them once she arrived at the resort, but the one thing that Tellion knew for certain was her determination to no longer be a reluctant observer in this fight. Somehow, no matter what her sudden entrance would cause, she was totally committed to aiding the Andalites in this most critical mission.

Even as she tried to contemplate how to make her presence known to them, her sharp predatory eyes spotted the resort ahead. This was it. Now it was her time to help defend the world that she had come to love. Tellion veered her trajectory towards the massive building.

As she closed in on the site, Tellion could instantly see that there was massive chaos unfolding below her. Down near the beach, she spotted five large beasts, just like the kind she had seen days before at the Gardens. They were in the process of thrashing and trampling the multitude of buildings that had been constructed on the beach resort. The flimsy wooden structures were sent scattering into the air as the enormous creatures the Andalites were using destroyed them with ease. Men in suits, brandishing human ballistic weapons were darting about and firing at the morphed Andalites. But the creatures they had transformed into were so large, Tellion didn't see them causing any kind of real damage to the beasts.

In the middle of the chaos, Tellion spotted a lone human was standing by himself, shaking his fists at the creatures and his mouth wide open as he roared words that Tellion was too far away to hear at them.

As Tellion flew high overhead, a slight trace of movement from the very corner of the Kite's accute peripheral vision caught her attention. Tellion shifted her head slightly, and suddenly felt mental alarms explode all through her mind.

Up on the roof of the Marriott building, in the small shed she had seen from her earlier scouting mission, a lone Hork-Bajir warrior kicked the door off its hinges and rushed across the roof. In his reptilian hands he held what looked like some kind of rifle similar to the ones she had seen humans use. Even circling high overhead, Tellion could see that it wasn't a Dracon beam. To use such a weapon would undoubtedly draw the attention of all the non-infested humans on the grounds. No, this had to be something else. Something powerful enough to kill even the large beasts the Andalites had morphed.

Tellion couldn't let the Hork-Bajir controller use that weapon.

Tellion didn't think about her next actions. She folded her wings and dove towards the roof, darting behind the Hork-Bajir's field of vision. She landed behind the structure that the Hork-Bajir had emerged from and rapidly demorphed. When she was sure that she was fully human again, Tellion instantly pushed all of her mental strength to rapidly morph into Tetzcatlipocha's body. The change happened so fast this time, faster than she had ever felt it come before. When she felt that her morph into the Black Panther was complete, Tellion sprung out from behind the shed. All of her sleek muscles were surging with an overwhelming sense of urgency, and Tellion's absolute confidence in her newfound strength, as she charged towards the unsuspecting Hork-Bajir. She spotted the Hork-Bajir soldier level the rifle against the edge of the roof, down towards the rampaging Andalites, and rapidly began connecting a series of cables to the back of the rifle like weapon into what appeared to be a Dracon Beam power cell.

No more time to think.

Tellion propelled herself blindly at the Hork-Bajir as fast as her powerful muscular legs would grant her. As she rapidly closed the distance between them, her insanely sharp hearing detected the distinct sounds of a surge of power rushing into the weapon. The Hork-Bajir steadied the end of the weapon against his shoulder and took aim at the Andalites down below.

His focus was so centered on the Andalites that he almost didn't see Tellion charging right in at him.

Almost.

Tellion didn't hesitate as she neared him. Kicking with all of her back legs' might, she propelled herself into the air at the unsuspecting Hork-Bajir soldier, the claws on her front leg paws outstretched to pierce into his unsuspected side. The Hork-Bajir's head snapped in her direction at the last possible moment, and he threw the weapon up between them. Tellion smashed into the weapon, the force of her impact sending it flying from the Hork-Bajir's grip and tumbling over the edge of the building. It threw her aim off, and her claws sliced the empty air meter centimeters from the Hork-Bajir's green chest.

Her body slammed into his, and the two rolled to the floor in a tangled, confused heap of muscles, claws, and blades. The insanely confused moment passed as quickly as it began, and the two separated.

Both Tellion and the Hork-Bajir rolled away from each other. Tellion let the Jaguar's instincts guide her, and she was on all fours, her body poised and coiled in anticipation to strike. The Hork-Bajir somehow rolled with his fall, and was on his talon feet in an instant. Tellion crouched low as she stared the large reptilian controller down, but hesitated to attack. The instincts of the Jaguar offered her no aid, all of its being was centered around surprise attacks, which she had just exhausted. And she had never been in a true battle before.

Tellion didn't know what to do.

She just lowered her body and waited.

Her hesitancy was not lost to her opponent. The Hork-Bajir shifted on its talons and glared at Tellion. The harsh red eyes darted only for a moment at where the weapon had fallen, then back at her. Even with the distance between them, Tellion heard a voice buzzing in the Hork-Bajir's ear hole.

'Raddoch…Raddoch, what the hell are you doing? Engage those damn Andalites now! They're ruining Visser Three's plan! Take them out now or the Visser will dice you into pieces and feed you to wild Taxxons. Do you hear me Raddoch? Respond…'

The Hork-Bajir controller, Raddoch, reached into his ear hole and pulled the receiver out. He held the small transmitter in his strong hand out slightly to show it to her. With one strong flex of his fingers, the tiny device was crushed under his impossibly powerful grasp. Dropping the remains on the ground before him, Raddoch ground the remnants of the device under his massive foot. That singular act…caused a change in his entire demeanor. He lifted himself a little higher on his talons and glared at Tellion. He half turned his head towards the chaos unfolding just beyond their mutual field of vision. Then his attention shifted back to Tellion. It caused all the nerves in her feline body to fire off.

She suddenly didn't feel quite so powerful now as she stared the controller down.

"There is no more war here, Andalite." Raddoch stated bluntly, his attention completely focused on her. "No Invasion, no Visser Three, no Andalite resistance. Here…on this roof…there is only you…and me…"

With that proclaimed, Raddoch raised his bladed arms and took a fighting stance.

One that Tellion had never seen before, even with the few times she had watched Aftran train with her unit. This stance…Raddoch crouched down slightly, tucking his arms in to guard his torso. His head dipped slightly, bringing his head blades to bear against her. There was no visible opening that Tellion could see, even with her sharp Jaguar eyes. All Raddoch presented to her was a wall of organic blade tips. And his tail was tucked behind him, completely obscured from her view.

Tellion tensed her entire black furred body at the movement, but she did not know what to do. Her mind was torn between being cautious and staying back, yet the other, and far more primal side, urged her to attack before Raddoch had a chance to truly prepare himself against whatever attack she could mount.

Her inaction was enough to cause Raddoch to act himself. Fueled by her hesitation against him, the Hork-Bajir controller began to advance on her. One cautious, calculated step at a time.

This was…completely counter to anything Tellion had ever known about Yeerk combat. All Hork-Bajir soldiers were trained to fight with almost reckless aggression. To throw themselves at their Andalite opponents without any hesitation, the theory being that such wild attacks would throw the normally well-disciplined Andalite warriors off balance.

But this wasn't happening here.

Raddoch was closing in on her with slow, cautious advances. Tellion didn't know what to truly do. She couldn't retreat, there was nowhere to flee to. Her only option was to engage Raddoch. Not wanting to show anymore hesitation, Tellion relied upon the Jaguar instincts and began to slowly circle Raddoch, looking for an opportunity to attack him. He shifted his body with her movements, constantly keeping his blade wall in front of her.

After she had circled Raddoch completely, and saw no favorable opportunity to get around his defenses, Tellion knew that she had to do something. Then Raddoch took another step forward to close the distance between them, and Tellion acted.

Summoning up all of Tetzelcatlipocha's inner instincts to attack, Tellion snarled savagely at the Hork-Bajir warrior and wildly charged him. She threw her heavy body at Raddoch, fully intending to knock him off his feet and strike him while he was down. Her front paws outstretched, Tellion aimed her sharp claws at Raddoch's arms, hoping to make an opening in which she could latch her powerful jaws onto an exposed part of his body.

When she was about to smash into the alien reptilian warrior, Raddoch reacted.

He shocked Tellion by suddenly side stepping her attack, avoiding its full force entirely. His arm blades ensnared her outstretched paws, violently jerking them aside. As she flew past him, Raddoch's left arm twisted in a blur of speed, and Tellion instantly felt a fiery pain explode from her right shoulder. As she roared and collapsed to the roof, Raddoch's tail suddenly lashed into Tellion's peripheral vision, moving the same way and Andalite's tail did in the few simulations she had seen of them in battle. The two viciously sharp blades that tipped his tail slammed into her exposed side, sending twin spikes of excruciating agony exploding all through Tellion's torso. She instinctively leapt away from him, the pain of the wounds sending both of her minds reeling.

After Tellion retreated out of his strike zone, she tried to make sense of what had just happened. Raddoch didn't give her that chance. Sensing something she didn't, he charged at her, his arm blades poised to strike. Tellion wildly slashed at him with her good front leg, only to have Raddoch block her strike and push her leg aside. One of his legs swung sharply upward, his talon foot smashing into the underside of Tellion's jaw, sending her tumbling backwards. Her world spinning wildly as the pain surged all through her head. When she hit the roof in a dazed stupor, only the screaming instinct of the Jaguar gave her enough sense to react instantly and push away with the little strength she could muster in that moment. No sooner had she jumped away, Tellion's thoughts collapsed when she saw Raddoch slam his right arm blades into the surface of the roof where only a moment before her head had been.

She retreated again several paces, bracing herself as Raddoch recollected himself.

And just like that, the fury of battle ended, and she had time to realize what had just happened. Only then did she truly feel the full force of the pain of her injuries. The burning in her in both her shoulder and side almost overwhelmed her, and Tellion struggled to remain on her feet. As she staggered, Raddoch glared at her with a mixture of pride and disappointment. He retook his first fighting stance, and focused his predatory gaze at the injured Tellion.

"Do not take me for some common Hork-Bajir grunt, Andalite scum!" Raddoch snapped.

All of the blades of his body were twisted again to present their deadly tips directly at Tellion. Many of which were now saturated red. Red and dripping with her blood. It was only then that Tellion's acute hearing detected the steady splat, splat noise of her blood falling freely onto the roof's surface underneath her. That much bleeding…Tellion knew instantly that she was really hurt.

"My mentor Grath has personally killed two of you blue furred bastards in single combat." Raddoch proclaimed. "And I will bring honor to his techniques by dispatching of you piece of trash in the same manner."

And it was in that proclamation, that singular moment, with her injuries and Raddoch's clearly superior fighting skills, that the full realization of her situation dawned on Tellion. This battle, against an opponent of such overmatched skill…

…she couldn't prevail.

There was no chance of victory. She was going to lose to him. And there was no possibility of retreat. Tellion was cornered with no hope of escape. She…was going to die this night, on this desolate roof…

As if sensing Tellion realizing the hopelessness of her situation, Raddoch eased the tension in his battle ready body. But only just a little.

He lifted his head slightly, his massive chest expanding as he took in a long, deep breath before exhaling slowly, menacingly. As he did, Raddoch focused all of his attention on Tellion again.

"Breathe deeply Andalite." Raddoch mocked her. "Savor the sweetness of this gentle and soothing air, for it will soon be the final breaths you draw."

With that proclaimed, Raddoch resumed his battle stance. And began to slowly close in on a desperate and terrified Tellion.