High above the blue skies of the Mushroom Kingdom, two small stars descended side by side towards the great land below. Their pace was a quick one, like two tiny asteroids falling toward the earth. The stars had just entered the earth's atmosphere, and were passing through a thick layer of puffy white clouds, leaving two tiny trails of stardust behind them. They shone brightly, emanating a light glow from their bodies. One of the little stars was clutching a small rod in its hands; a bright yellow glowing star shape made up its head, and the body of the rod was a light blue coloration etched with other small star shapes in it.

The little star tightened his grip on the Star Rod as he and Twink passed through the clouds. He looked over determinedly at Twink who nodded in response. It had been a long journey to earth from the Star Road, and he and Twink had traveled all night through space at blinding speed to seek help in the Mushroom Kingdom. The pair had traveled very far in an extremely short amount of time, and the little star was starting to feel the fatigue of his journey weigh on him, but sheer determination and dire need drove him forward.

This is no time to rest. He thought to himself. The fate of the entire universe is in your hands, and you must not be so quick to tire out.

The little star gritted his teeth as he thought about the events that had transpired the night before. He had witnessed with his own eyes the horrible destruction of his home, his people, and the hopes and dreams of everyone in the universe. The very core of his being filled with a torrent of emotions that brought him both overwhelming sadness, and blind rage. He watched his people taken prisoner, many killed by vicious beasts, and he watched entire cities burned to the ground, the very earth they rested upon uprooted and destroyed. He watched the neighboring star lands, and the beautiful rainbow roads completely obliterated by horrible machines. The pain he felt inside was indescribable, and unbearable.

The Star Road was no more.

As the tears ran down his face, the little star had a small thought in the back of his mind remind him that it was not the first time he had cried during his journey, and probably would not be the last. He was determined, and trying to be as strong as possible, but he couldn't shake the despair he felt inside. He quickly tried to suppress the horrible images in his head, and found that replacing those images and emotions with anger was the only way to stop the tears. He held on to that anger like a desperate man holding on to the edge of a cliff.

The two stars had now passed through the clouds, and the little star could just start to make out some of the landscape below. He had been to the Mushroom Kingdom once before, almost ten years ago. He could see Princess Peach's castle in the center of the Kingdom, great mountains that led to Bowser's castle to the north, the desert lands leading to Sarasaland in the east, the Great Ocean in the south that led to Yoshi's Island, and as he descended he could just make out the kingdom of Nimbus Land high up in the clouds far to the west. It had to be midday here now, and the little star allowed himself a small smirk as he admired the beauty of the luscious green fields, deep forests, majestic mountains, and the overall majesty that was the Mushroom Kingdom.

The little star had visited these lands once before, almost ten years ago. The situation had been dire then, and he had enlisted the help of Mario and his friends to help him recover the seven pieces of the Star Road so he could repair his homelands and resume his precious work of granting wishes. That was all the little star had wanted, was to go back to living his life in the world he cherished, and seeing the smiles on the faces of the people whose wishes were granted. It had been a long, arduous journey but the ending had been a happy one, and life had returned to normalcy.

"How much longer?" Twink shouted to the little star suddenly.

"Perhaps another ten minutes." The little star replied. "Do you see that small body of water to the south of that castle town there?"

The little star pointed to Princess Peach's castle, and Twink nodded.

"You mean Princess Peach's castle right? Yeah, I see it." Twink said.

"Well, if you look there's a small town to the west of it, that's Rose Town." The little star replied. "We need to land there first, I have something very important to do, then we make our way to the castle where we will meet Mario, and seek his help."

"Okay, sounds like a plan to me. Do you think he'll be able to help us?" Twink asked.

The little star looked Twink right in his eyes, and gave him a very serious look.

"I hope so, my friend." The little star said. "If Mario can't help us, I don't know if anyone can."

Twink frowned at that, but seemed to wear a look of determination. Twink was very brave, although not quite as good as the little star at masking his emotions. When he was presented with a task though, he was very dedicated to it and would work very hard to see it through. Twink had actually been the one responsible for their escape, and had led himself and the little star out of the Star Road. He had proved to be very clever at not being seen or heard by anyone.

The two stars continued to make their way toward the land below, and the little star watched as the landscape slowly became closer and closer to them. He reflected once again on the attack from the previous night, and again his anger flared. He wasn't completely positive, but he was almost certain he had known who was responsible for the Star Road's destruction.

"Smithy" He found himself saying angrily.

When the attack had come on the Star Temple, and the little star had heard that voice, he knew it had sounded familiar, but could not pinpoint exactly who it was. The more he thought on it however, the more certain he was that it had been Smithy. He had seen a few creatures that resembled some of Smithy's minions attack his home, only they looked… different. Much stronger than they had been when the little star had fought them. The baddies in Smithy's army had been literal weapons, made as knives, arrows, and spears that moved around and attacked like beasts, but were made of metal.

These new creatures however, had to be made of some other material, a stone or diamond of some sort perhaps. They had many of the same features, but were somewhat opaque in appearance, and seemed to be reinforced with sharp, metallic spikes on their bodies. They had red eyes, and possessed some magic that was much stronger than what Smithy's old armies could use. The little star had watched these horrible things use the dreadful magic on some of his people, killing them instantly.

If these new creatures were indeed some kind of reincarnation of Smithy's army, they would be very dangerous and motivated solely by hate. It was shocking to the little star to think that Smithy had actually survived the battle with Mario and was able to not just reforge his army, but make it stronger. Clearly, Smithy was now on the warpath, and the little star knew he needed to find Mario quickly. Now that the Star Road had fallen, it wouldn't take long for Smithy to attack the Mushroom Kingdom. The little star was certain of this, and as badly as he needed Mario's help, he owed him a great debt too, and he had to warn Mario about an impending attack before it was too late.

I hope I can find him quickly he thought. Mario will know what to do, he always does. When we ventured together, he always…

" !?, LOOK OUT!" He heard Twink shout just as a he felt a large body smash against the right side of him. The force of the blow knocked the Star Rod out of his hands, and the momentum sent him flying towards the earth at an uncontrollable speed. He felt immense pain as he tried to chase after the Star Rod, but found he had lost total control of his descent. He watched as the figure that had crashed into him crashed into Twink, sending him spiraling down towards the earth in a completely different direction. The creature-a Koopa of some kind he thought-was thrown from the device it was riding, and started to fall.

!?-the little star-watched helplessly as he fell faster and faster towards the hard ground below at an incredible speed. The last thought that came to him was of failure, knowing that he would now die, and all hope would be lost. He braced himself as he fell to the earth at full force.

All went black.

* * * * * * *

Racing through the skies high above the Mushroom Kingdom, Kamek clutched the handle of the broom he was riding with his claws. He wore a look of annoyance and scowled. He was aggravated.

The arrogance of that plumber is second to none. He thought. I should have turned him into a worm, so I could have picked him up and felt him wriggling in my hands. Then he could have seen who would have ended who.

Kamek regretted not doing just that, but had exhausted every effort to keep the peace. King Bowser would have been very angry had he tried to pull anything with Mario. He had made plans, and Kamek had served the Koopa King long enough to know not to disrupt any of those plans, let alone disobey a direct order. Kamek knew he was Bowser's most trusted advisor, and that Bowser in some ways looked up to him, but Kamek also knew better than to do anything that would rebuke his authority.

He's a good ruler. He thought. Some day this kingdom will be his, and I'll have the pleasure of watching Mario fall to his hand.

Kamek grinned at the thought of that, waving his magic want to cast a spell. The spell made is broom fly faster. He tightened his grip on the handle as he picked up speed.

King Bowser would be very pleased indeed with Kamek's success. Even Bowser knew that the truce was a long shot, but Kamek had been able to convince Mario that the Koopa's end of the bargain would be upheld for a time. He wasn't lying, but as soon as he had read the treaty that Bowser had given him for Mario to sign, Kamek had definitely had his doubts too. He knew that the fool plumber would stay true to his word, but would more than likely be even more on guard than normal, looking for a trap.

As Kamek flew through the skies, he started to think back on the visions he had the night before, and the omens that were whispered to him in his dreams. He had seen death, destruction, and chaos befall the Mushroom Kingdom, and while that had given him pleasure to a certain extent, he had also seen similar images surrounding the Koopa Troop, and he had seen Bowser's fortress destroyed. He watched as creatures he did not recognize tore apart the land, destroying everything in their paths. The voices had whispered to him chilling words, some that shook Kamek to his core.

That wasn't even the worst of it. He had told Bowser that he had seen him fall at the hand of some horrible shape-shifting monster. It wore a crown on its head, and laughed as it kicked the Koopa king's corpse into a pit of lava. He saw Mario, the Princess, and even himself fall in the chaos, and that had been what really troubled him the most. Kamek knew that if these visions were various potential eventualities of the future that Bowser would need to tread very lightly. Kamek would do his best to serve his king, and be extra vigilant.

When Bowser had presented him with his mission to speak with Mario about a treaty, Kamek had been a little hesitant about it, now that he had given it more thought however, he was convinced it was the safest bet at the moment. The princess and the Mushroom Kingdom could wait at least until these events started to really unfold, and Kamek had more time to gather information. He was convinced there were greater powers at work here, and he meant to find out who or what it was.

The Star Road's destruction must be the first act in this play. He thought. It must be the catalyst in this situation. Soon, more incidents are bound to arise, and we can make our move.

Kamek looked back over his shoulder and adjusted his glasses. He could just see Princess Peach's castle in the distance behind him.

Yes, sweet princess. He thought. Then we will make our move, and King Bowser will have all that he has always desired.

He smirked as he stared at the castle. While gazing into his crystal ball, he had witnessed a vision of Bowser's victory, just one of numerous outcomes he had foreseen. It had been glorious, and Kamek was going to do everything in his power to help make it a reality.

Kamek turned his head back to look in front of him, when suddenly he saw two small shining objects just ahead of him, descending from the clouds. He tilted his head to get a good look, and before he realized what was happening, they were right directly in front of him.

"ACK!" He shouted trying to halt his broom. He waved his magic wand, but before he could cast a spell to stop his flight, he smashed into the objects at full force. He was thrown from his broom, his magic wand flying out of his hands in the process. He watched helplessly as he started to fall to the earth.

"AAAAAAHHHHH!" He screamed as he fell, crashing through a tree on the way down. He smashed into its branches as he fell, knocking the wind out of him. He grunted as he hit each branch, feeling immense pain all over his body as they smacked his face, arms, legs, and one blow cracking his dark glasses. After what felt like hours of falling through the tree, he landed on his back with a loud thud, hitting the ground.

Kamek moaned as he lay on the soft grass, feeling immense pain all over his body. He tried to lift his legs to get up, but found that they were in too much pain to move. He must have broken them. He lifted his head up slightly, looking down at his body. His cloak had been torn in a number of places, stains of blood splattered all over, and he looked in horror as he saw his left leg twisted upwards in the wrong direction. It appeared to be severely broken.

The sight of his leg made Kamek scream in pain, almost as if seeing it made him realize how much agony he was actually in. He laid his head back on the ground, and shouted as he watched his magic wand fall towards his face. It cracked him right in his beak-like nose, and Kamek heard a crunch sound.

"AAAHH! YAAAAA!" He screamed. "MY NOSE!"

Kamek cupped his hands to his nose in agony, and could feel another sharp pain go up his left arm. He gritted his teeth, and as he pulled his hand away from his face, he could see blood staining his palm.

"Ugh… Why?" He said aloud. "What just happened? What did I hit?"

He groaned in agony as he reached for his magic wand. He grabbed it with his right arm, which appeared to be okay, and inspected it. Thankfully, despite the long fall, the wand appeared to be fine. He mumbled a spell under his breath, waving the wand, and instantly, magic dust fell upon him, healing his wounds. He felt a chill in his bones as the spell worked its magic, and he shivered. Kamek didn't like using his magic on himself, but in this case, he would make an exception.

Almost instantly most of the pain was gone, and his leg appeared to be back to normal. He sighed, and tried to stand up. As he stood, he could still feel some pain left in his leg, but he would be okay. He limped slightly as he tried walking, but everything else seemed to be alright. Kamek knew he wouldn't be one hundred percent, as the healing spell he had used was not very strong, but at least the worst of the pain was over.

I need to learn a better healing spell. He thought. That will be the first thing I do when I get back to the castle.

Kamek looked around, and spotted a small stream a few yards away. He hobbled over to it, and gazed down at his reflection in the crystal clear water. His cloak and hat were a mess, large spots of blood splattered everywhere with tears all up and down them. There was a very large hole ripped in the cloak near where his left leg was, and he could see that the frames of his glasses were completely ruined. His face was covered in dry blood, but the bleeding itself appeared to have stopped. Kamek leaned down carefully and cupped some water into his hands, cleaning off his face.

He took a few minutes to clean some of the blood off of him, and tried to adjust his glasses with little success. After cleaning himself up a bit, he limped over to a large rock, and sat down, resting for a minute.

Stupid, stupid, stupid. What did I just crash into? He thought. Some kind of small birds or something? I should have watched where I was going.

Kamek slid down the rock onto the soft grass, and leaned back. He gazed up at the large tree in front of him that he had fallen through and scowled.

"Damned tree!" He said angrily. "Do you really need that many bloody branches?!"

As horrible as his fall had been though, Kamek found himself very grateful for that tree; it had undoubtedly saved his life. He sighed as he gazed upon it. It was a large oak, thick with leaves and had to be at least two hundred feet tall. As he stared at it, he saw something at the top shimmer brightly in the sunlight. Kamek squinted at the light and shook his head.

"Eh? What's this?" He said.

Kamek whistled, and a moment later, his broom was flying back to him from high in the sky above. He watched its descent, and just as it was about to reach him, he reached out his hand, grabbing the broom by its handle as it stopped directly in front of him.

"Good boy." He said to the broom, patting it. Kamek slowly sat on the broom, and waved his magic wand, he flew up to the top of the big tree, fixing his gaze on the shimmering light. He quickly reached the top of the tree, and found the source of the bright light. The object appeared to be similar to his magic wand, resting between two small branches at the very top. A bright star made up its head, and it appeared to twinkle in the bright sunlight. Its handle was a light blue color, etched with small stars shapes. He raised an eyebrow curiously as he reached for it, inspecting it in his hands.

"Curious. Now where did you come from?" Kamek said curiously. "I wonder…"

Kamek muttered another spell under his breath, but the strange wand did not react. He tried a dozen more before he finally gave up.

"I'll need to do some research on you. King Bowser should find this most interesting." He said.

Kamek tucked the wand into his sleeve, gripped his broom tightly, and took off into the sky, back to Bowser's castle.

On the eastern outskirts of the Mushroom Kingdom, traveling down a dirt road that ran alongside of a wide river, a lone Paratroopa floated along carelessly flapping its long, white wings. It was a simple creature, turtle-like with a green shell, matching green shoes, and light orange color skin. It had a large hooked beak of a nose, and big, dark eyes. The Paratroopa proceeded to scratch its nose with its small claws as it made its way down the road.

"King Bowser can bite it." The Paratroopa said to himself. "It's too nice of a day to be training. I'm just going to enjoy myself, and not worry about him or the stupid princess. It's not like he'll ever be able to capture her anyway. Not with Mario around."

The Paratroopa grinned, and started to whistle as it continued its leisurely stroll. It flapped its wings a little harder to get some more elevation, and turned its gaze upon the river.

"Time for a little water. It's getting quite hot, and I'm parched!" It said.

The Paratroopa flapped its wings even harder, and flew up high into the air. It then dove back down towards the river, and opened its beak as it reached the surface, catching a mouth full of the cool, fresh water, gulping it down. It then flew back up high all in one swoop. It laughed as it slowly floated back down toward the road.

"Ah, so refreshing!" It exclaimed happily.

The Paratroopa continued its trek for a while, and then stopped as it heard a sound.

"AAAAHH!"

The Paratroopa halted in its tracks, and looked around curiously trying to find the source of the sound.

That's strange. It thought. That sounded like someone screaming…

The Paratroopa looked up, and realized instantly that it was too late for it to run. A bright object was falling towards it at an incredibly fast speed, and before the Paratroopa could even react, it smashed into its head, knocking it out instantly.

Get up… Get up… You must… Get up!

Twink heard the words in his head, a soft familiar voice repeating them over and over.

Get up! There is much work to be done! You must get up!

He floated along through space, occupied by a million tiny pinpricks of light-the stars-and a vast, black void in every direction. He felt cold, and his body shivered as he floated along through the emptiness. It all felt so wrong, and as he floated along, a tiny thought in the back of his mind wondered if he was alive or dead. Was this the afterlife?

Get up… Get up…

Twink had traveled through space before, and was aware of how empty and vast it was. This was different though, it looked like space, but it didn't feel the same. He tried to move in the opposite direction that he was floating towards, up, down, he couldn't say. In space, there was no up or down, just an infinite void that stretched in every direction. He found that moving in any direction aside from the path he was floating was impossible. He struggled for a while, he couldn't say how long-there was no measurement of time in space either-and eventually gave up.

Get up… Get up… Work… No time…

Twink stopped resisting the urge to fight against the path he was taking, and continued onward. To where he couldn't say, but somehow he knew vaguely that he was going in the wrong direction. He couldn't shake this feeling of wrongness he felt, and franticly looked around, trying to find an escape.

It's not.. real… real… Get up! You must get up!

Twink looked around him, towards a cluster of stars. Ah! Yes! He knew those stars. That was his home, the Star Road. He smiled as he gazed upon them. He fixated his attention towards them, and felt a sense of relief take over. This made him want to resist the pulling sensation he was feeling. He would somehow fight against this urge to move forward, and change his direction towards his home. He would…

Suddenly the small cluster of stars started to vanish, one by one.

Twink tried to scream, but found he could not open his mouth. He couldn't move any part of his body. He started to panic.

Resist… Break through! Get up! Get up! Open your eyes!

Twink struggled with every ounce of strength he had to move, to no avail. He watched helplessly as his home disappeared, and started to sense an overwhelming felling of despair take over him. He continued to resist, until finally, he could see an even darker void in front of him. Twink had never seen darkness like that before, it was just utter nothingness, the blackest hole he'd ever seen. Twink wanted to move, to run, scream, anything that would allow him to resist even a little bit. He closed his eyes, and took a deep breath.

Open…. Eyes…. Get… Up! GET UP!

Twink wasn't just terrified, he felt the very manifestation of fear itself. He held in his breath for a few seconds that felt like an eternity, and finally let it out in a scream. He heard could hear the sound of his voice as he felt the dark void start to envelope him. He could feel his heart pounding in his chest as he screamed louder, and finally opened his eyes.

Twink jumped up screaming as a bright light suddenly filled his vision. He staggered, falling backward as the shock of the light threatened to blind him. He rubbed his eyes, and as he slowly moved his hands away, he could feel the moisture of sweat filling his palm. He laid there for a few minutes as his eyes slowly adjusted to the light, and he could just start to make out a few randomly placed puffy white clouds in a bright, blue sky. A glowing yellow sun was looming high above him, and he quickly shifted his gaze away from the strong rays that threatened to blind him.

Twink took in a deep breath, and exhaled, trying to calm himself down. He could feel the sweat dripping down his face, his heart pumping ,and his breathing laborious as he took in another breath, letting out a long sigh.

Just a dream. He thought. It felt so real though. Is that what it's like to die?

Twink shuddered at that thought, and slowly, carefully started to get up. He felt strange, like he had grown taller or something, and that was when he gazed down at his body. He jumped as he saw that he clearly had changed, and that he was not in his own body at all. He wore green shoes, this skin of his legs were a scaly, orange color as well as his arms. He stretched out his hands to find that they were sharp claws, and he felt at his torso, which appeared to be covered by some kind of thick protective armor.

"Wh… What am I?!" He exclaimed.

Twink quickly looked turned his head, trying to really take in his surroundings. He saw large, beautiful trees, their branches thick with leaves, and he soon realized he was on a dirt road of some kind, a long, serpentine river stretching out to the right of him for miles. He saw a few brick blocks floating in the air, and way out to the east, he could see that the landscape started to change from luscious greenery thick with trees, to a more barren desert. He could make out tall ridges of sand on the horizon.

"The river!" He exclaimed.

Twink quickly turned around, and started to run towards the river. He stumbled as he ran, not yet used to these new legs he had acquired. He caught himself just before he managed to trip on a small stone, and soon reached the river's edge. He hesitated briefly before gazing into the crystal clear water. He watched his large eyes grow wide as he looked upon his reflection.

Big, dark eyes gazed back at him atop a large head. His face was that same light orange tone that his legs and arms were, and he saw that his mouth and nose were hooked, like a large birdlike beak. He wore a green turtle shell that had two large, white wings protruding from two small holes on the back of it, and the underbelly of the shell was a bright, yellow coloration. He gasped as he realized what he had become.

I'm a Paratroopa! He thought. How in the stars did this happen?!

Twink stared into the clear water for quite a long time, as he tried to take in the image before him. He had seen Paratroopas before; it had been a while, but he remembered that they had been loyal followers of Bowser, and in general were pretty aggressive creatures. Sure, some were okay, like that fellow Parakarry who had traveled with Mario when Bowser had stolen the Star Rod. He had been nice enough, but Twink had seen plenty of Paratroopas that looked just like he did now who were vicious, hateful creatures.

"Great, now what am I going to do?" He asked himself aloud. "Mario will think I'm trying to attack him if I try to approach him."

As the words left his lips, Twink realized for the first time that his voice had changed too. It was more of a raspy sound, and deeper. Twink frowned and shook his head. He thought despairingly about his situation. He had no idea how to leave the creature's body, he had never possessed another form, although !? Had told him he would show him how to do it, he never explained how to exit the body.

What if I'm stuck in this creature's body forever? He thought. Even if I can find !?, he probably won't recognize me. If he's alive, that is.

Twink quickly dismissed that line of thinking, and tried to think positively. He would make the best of this. The Star Road was in trouble, and Twink had to pull it together if he was going to save his home. He looked once again into the water, and smiled.

"These wings at least will come in handy." He said.

Twink tried flapping his wings, and found that they were very efficient. Within a matter of seconds, he was at least ten feet in the air. He tried flying similarly to how he would normally float around in his own body, and found that this creature's body was surprisingly aerodynamic. He flew high above the river, and then did a quick dive. Right as he was about to hit the water, he flapped the wings more rapidly, and was quickly ascending high into the sky again. Twink could feel the breeze on his face and laughed.

"Yes, I suppose this new form will do quite nicely!" He said happily. "It's not quite right though, It needs… something…"

Twink concentrated, and under his breath muttered a spell. Inside the body, he felt the inner glow of his star body emanate light. He focused that energy on his shell, and released it. He smiled as he looked over his shoulder. The once plain, green turtle shell was now a bright rainbow of colors, shifting randomly through the entire color spectrum. It gave off the same glow that the streets of the Star Road had.

At least now maybe !? will recognize that coloring, and listen to me before assuming I'm a threat. Maybe it'll catch Mario off guard too, and I can explain who I am before there's any trouble. He thought.

Twink smiled as he flew through the air. He soared high above the river, and was careful to watch in all directions. He didn't need to crash into something else like that strange figure had before. He followed the river, which started to veer off to the south, when he noticed something odd floating in the water. It was small and white, but from this distance, he couldn't quite make out what it was.

"Curious." He said. "What's this?"

Twink quickly dove back down towards the river. He started to slow down as he approached, smiling to himself as he realized how quickly he was adapting to this new body. It would take a little getting used to, but he was already quite good at flying.

As Twink reached the object floating in the river, he cocked his head sideways as he realized what it was that he was looking at. It appeared to be a person of some sort, only it looked like a cloud. It had puffy white skin, long arms, pink, curly hair on its head, and wore large blue and white striped pants. Twink quickly noticed that it appeared to be breathing. He hovered over the creature, and tried to nudge it awake.

"Hey, you! Are you okay?" Twink shouted.

He tried for a minute, following the creature as it floated along the river. Fortunately it had been floating on its back, otherwise it would have surely drowned by now. After several minutes of trying to wake it up, he grabbed the creature by the golden belt buckle it wore, and vigorously flapped his wings. Thankfully, the cloud creature was very light, and in less than a minute, Twink had managed to get him to the shore. He laid it down under a big tree, as his feet hit the ground. Twink pressed his head against the creature's chest, and heard a faint heartbeat. The creature was alive, but appeared to be in pretty bad shape.

"Well, this has been some day." Twink said as he frowned.

First he fell out of the sky nearly to his death, then the dream, then he turned into a Koopa, and now he was going to have to hope he could find help quickly for this poor cloud creature, otherwise it would die. Today was just not going well by any means.

I hope I can find Mario quickly. He thought.

"I hope you're okay, !?" He said aloud.

Twink quickly flew east, following the dirt road in search of help.

!? slowly opened his eyes as he regained consciousness, feeling a soft breeze gently touching his face. As his vision returned to him, he looked upon a clear, night sky filled with stars. He took a deep breath as he took it in the scene before him, letting it out with a sigh.

Where am I? He thought. How long have I been out for?

He shifted himself to his right, laying on his side, feeling pain all up and down his body. It wasn't agonizing, but it felt like he had been in a good fight, and he was certain he was covered head to toe in bruises. He rested there for a few moments, not wanting to strain himself too much. As he lay there, he felt hay prickling at his sides, but it did not bother him. He felt relief at the realization that the pile of hay he was laying on had broken his long fall, undoubtedly saving his life.

As he rested, thoughts kept creeping into his mind. He thought of his home, the Star Road, and of Twink. He hoped Twink was okay, he had fallen the same distance as !? had, but may not have been as fortunate as he had been, having a soft surface to land upon. He thought of the Star Rod, the only real hope he had left to save his home. Despairingly, he sighed as the realization hit him that all may be lost.

I have failed. He thought. I've lost the Star Rod, Twink may be dead, and the Star Road is no more. All is lost.

The pain of it all made !? want to weep, but he soon found himself getting angry. Angry at himself for his failure, at the creature that had crashed into him, causing him to lose the Star Rod and his friend, but mostly at Smithy. Smithy had tried to destroy his home once before, and was now succeeding at it once again. He had killed many of his people, destroyed his lands, and was now probably reveling in his success. He imagined Smithy sitting upon a throne made of steel, laughing as his people and those of the Mushroom Kingdom were tortured, in chains, or were made slaves. In his hands, clutching the Star Rod, having ultimate power.

"NO!" He shouted angrily.

!? jumped to his feet, and he no longer felt pain. All was not lost. Even if the Star Road was gone forever, if Twink was dead, if the very fate of the universe was hanging in the balance, he would stop at nothing to do one thing.

He would destroy Smithy.

Smithy would pay for what he had done, and he would certainly not allow him to take revenge upon the people of the Mushroom Kingdom. He would do everything in his power to stop that, and he would repay the debt he owed to Mario. He felt no fear, and dismissed all thoughts of despair and helplessness. He was alive, and he would persevere.

There's one thing I need to do first. He thought.

!? quickly looked around, trying to familiarize himself with his surroundings. He had traveled through much of this land with Mario, and searched for some kind of landmark to determine where he was. He was in a small, wooden cart, filled with hay that sat in a small field. He squinted his eyes in the darkness as he gazed upon a house. It was maybe one hundred yards away. It looked… familiar.

!? hopped out of the cart, and quickly floated towards the house. The light was off, but as he approached, he could see a large beanstalk rising out of the chimney on the roof of the small, wooden house. He realized suddenly where he was, and smiled.

"I'm back." He said aloud. "Thank the stars, I've landed just where I needed to be!"

From this point, !? knew exactly where to go. He made his way south, following along a small, dirt road leading into a quiet, sleeping town. This was the first place he had ever visited when he had originally come to these lands, almost ten years ago. As he entered the town, he fixated his gaze to a large building at the entrance of the far side of town. This building was also made of wood, had a large, red roof, two chimneys, and was the biggest building in the small town, an inn. He quickly made his way towards the inn, floating through the air at a quickened pace. He soon reached a small window on the second floor, and looked inside.

It was a simple, small room he looked into. He saw an oak dresser in the corner of the room, a desk and wooden chair on the opposite side, a night stand, and a feather bed. A Toad was sound asleep in the bed, and !? stared at him, smiling. A mushroom head with a magenta colored spiral design peaked out of the blankets, asleep. He watched the movement of the blanket as the Toad breathed the slow rhythm of deep sleep. It had been a long time since he'd seen Gaz, and !? smiled wider at the sight of him. He appeared to have grown much bigger, almost an adult perhaps the age of sixteen if !? was correct.

!? Slowly opened the window, and quietly floated into the room. He watched Gaz sleep peacefully, as he made his way to the dresser in the corner of the room. Sitting atop the dresser, appearing to overlook the sleeping Gaz, he found it.

It was the doll.

The small doll was a simple figure, made mostly of wood, with a few strands of curly, orange hair peaking out from a deep blue colored hat. The hat had an odd, yellow design on the front of it that !? had never really understood. Two small ovals imprinted in the center of the hat stretched to the base. The only other clothing the doll wore was a cape that was the same deep colored blue as the hat on the outside, and a bright yellow on the inside. It was pinned together with a yellow loop, and the cape ran down all the way to the small, brown boots on the doll's feet. !? looked into the doll's deep, red eyes and nodded.

"Looks like it's time to play "Geno" again." He whispered softly.

!? Floated above the dolls head, and whispered a spell under his breath. A bright light appeared beneath him, completely enveloping the doll. !? Started to slowly circle the doll, gradually picking up the pace. He continued whispering the spell as he moved faster and faster, descending on the doll. He gasped as he entered the body of the doll, the light now growing stronger and stronger. He was the doll, and the doll was him. He felt his body, the doll's body grow to a much larger size. He closed his eyes as the light became as bright as the sun. He was the light, and the light was him.

After a few moments, !? opened his eyes; only he was no longer !?, he was Geno.

Geno sat atop the dresser for a few moments, looking down at his wooden hands. He gripped his fingers into fists, and smirked. He stood up, and felt pain as his head hit the ceiling. Not anticipating this, he lost balance, and soon crashed to the floor with a loud thud.

That was stupid. He thought. I forgot how much taller I am now. I must be more careful.

Geno slowly pulled himself to his feet, and took a few steps. He was a bit wobbly, but was already starting to feel more comfortable in his new form. As he made his way to the door, he heard a soft voice whisper behind him.

"Geno?" Gaz said sleepily.

He turned his head and smiled as he watched Gaz get up out of bed. He had indeed grown a lot taller than when he had last seen him. He was shorter than Geno, but was now closer in size to a full grown adult Toad. He wore a green vest, and his facial features had become much more pronounced then when he was a child. Gaz stared at him, and Geno saw him smile.

"Geno! It is you!" Gaz exclaimed happily. He ran over and embraced Geno in a hug, laughing cheerfully.

"I knew you'd come back some day!" Gaz said. "So much has happened since you left. I… I kept you, uh, I mean the doll on my dresser, wishing every night to the stars that you would return to visit, and now here you are! My wish came true!"

Gaz let go of Geno, and paused to take a good look at him. Perhaps seeing the expression on his face, Gaz frowned.

"You know, my mom never believed that you really came to life that night." Gaz said. "She would always say, "It's your imagination, dear" or "Mario had his friend wear a costume" or something like that. I always knew you were real though."

Geno nodded in response, taking a step towards him.

"It's good to see you, Gaz." He said. "You've grown into quite a fine young man, but I'm afraid I didn't come here for a visit."

Gaz frowned again, but gave him a serious look.

"It's the Star Road again, isn't it?" Gaz asked.

"Yes, I'm afraid. The situation is even more dire than what occurred the last time." He said solemnly.

Gaz jumped at that, but quickly tried to mask his shock.

"Oh no! Are the star pieces missing again?" He said.

Geno shook his head and sighed. He turned away, walking towards the door trying to hide his anger. After a minute, he gazed back to where Gaz was standing, looking him straight in the eyes.

"It's been completely destroyed this time." Geno said with a serious tone. "I'm afraid all may be lost, but I know who's responsible, and I will not allow them to get away with it."

Gaz stood there, frozen in place, and Geno thought he could see a look of despair in the poor kid's eyes. Gaz nodded in response, and soon his despair was replaced with a look of determination.

"All can't be lost, Geno." Gaz said determinedly. "I have too many hopes and dreams for me to believe that. Whatever the problem is, I know you will be able to fix it."

Geno couldn't help but smile at that, the boy really was growing up.

"I need to find Mario, Gaz." Geno responded. "Any idea where he might be?"

Gaz shook his head.

"Sorry Geno, but he hasn't been in Rose Town since your adventure with him. I'd imagine he must be at Princess Peach's castle, in the Mushroom Kingdom." Gaz said.

"I must go quickly then. I'm afraid if I don't find Mario soon, it may be too late for this planet as well." Geno said. "Smithy destroyed the Star Road, and now I'm almost certain he will come here to exact his revenge on Mario."

"You must go quickly then, Geno!" Gaz exclaimed. "Just wait here for one second, I have something for you."

Gaz quickly walked to the small night stand by his bed, opening the bottom drawer. He shuffled though it, pulling out a small object that Geno couldn't quite make out. Gaz quickly made his way back to Geno, and smiled.

From behind his back, Gaz produced two small, wooden attachments for the doll. The device had small, metal barrels like a gun that shot out from the base of it. Geno knew what this was, and had used it before.

"My shooting star shot!" Geno exclaimed, taking the parts from Gaz. "This will definitely come in handy Gaz, thank you.

"You're welcome, Geno." Gaz said, smiling back at him. "Now, go! I have many hopes and dreams Geno, this can't be the end!"

Geno nodded to Gaz as he walked out of the doorway of his room. He quietly made his way down the stairs of the inn, sneaking out the front door. As he quickly exited Rose Town, he took one last glance at the inn, and headed east, towards the Mushroom Kingdom.