“Don't worry, Spuckler,” I said. “Once they see that we're Poog's friends, they'll really roll out the red carpet. Or purple carpet. Or whatever carpet they have.”

  The Toogolians led us to a large, craggy hole in the wall of the tower—you couldn't really call it a door-way—and we followed them inside. There, in the middle of a circular room, was a large stone with a shiny metal plaque attached to it. Carved on the plaque were strange twisting lines and loops that must have been words in the Toogolian language. Above the stone, hovering in midair, was a small spherical sculpture. It slowly spun around and around, revealing a Poog-like face: concave circles to indicate the eyes, a simple chiseled line for the mouth.

  “Zeem,” Mr. Beeba said to me, quickly reading the plaque. “Poog's great-uncle. He is one of Toog's greatest statesmen.” He raised a finger. “Or was, I should say.”

  “He's dead?”

  Mr. Beeba nodded, and indicated that we should keep moving. The Toogolians were leading us past the sculpture and up a steep flight of stairs.

  “How did he die?”

  “A real tragedy, Akiko. He had gone to negotiate with the Tri-Yarms, a race that once shared this planet with the Toogolians. They ambushed poor Zeem and killed him.”

  “Whoa. Did the Toogolians go on a big brain-melting rampage?”

  “Poog doesn't like to talk about it, so I can't tell you much about what happened during those troubled times. But this I do know: All the Tri-Yarms were forced to leave the planet Toog, and today not a single one of them is to be found here.”

  The stony staircase curved around and around. Soon we had climbed high above the misty floor of the valley, and Mr. Beeba and I were starting to huff and puff like a couple of old men. Even Spuckler was looking a bit winded.

  Finally we arrived at a round wooden door. Mr. Beeba swallowed noisily. “This is it. They're taking us in to see the elders.”

  Spuckler grunted and folded his arms. “Elders. Just what I need: a bunch of wrinkly old Poogs givin' me the evil eye.”

  “Hush, Spuckler,” Mr. Beeba said. “This is not an occasion for your usual impudent swagger. We must treat our hosts with the utmost respect.”

  I touched Spuckler on the arm. “He's right, Spuckler. Try to go easy on the sassy comments, all right? I don't want any of us going home with a melted brain.”

  Gax rattled a bit, as if to show his agreement.

  The smaller of the two Toogolian leaders faced the door and said something loud and very musical, like a Gregorian chant being played at double speed.

  There was a pause: total silence.

  Then the door opened.

  Beyond it was another wide circular room. In the very center of this room, sunken in the floor, was a huge, rough piece of stone, black and craggy, speckled with moss.

  On the other side of the room floated nine Poog creatures, spread out in a single row, all hovering about three feet above the floor. The one in the center looked to be the oldest: He was shriveled up like an old apple, with dark spots covering his pale purple skin. The next two on either side of him were less wrinkled, and the next two, and the next two until …

  Poog!

  There he was on the far left side, floating in silence. I wanted to run over and give him a big hug, but something stopped me. Maybe it was the frown he was wearing. Who am I kidding? Definitely it was the frown he was wearing. He didn't seem the least bit pleased to see us.

  I shot a glance at Mr. Beeba and Spuckler. They looked equally troubled. Was Poog angry with us? I mean, he had told us not to follow him, but come on, we were his best friends. How could we not follow him?

  He sure looked angry, though.

  The two Toogolian guards bowed, as did the troop of Toogolians behind us. Mr. Beeba bowed deeply and indicated with a panicky grimace that we were to do the same.

  One of the Toogolian elders—a small, lumpy-looking guy on the far right side—spoke first. I'll bet it was something along the lines of “State your business.”

  The smaller of the two guards said something warbly and gurgly. He sounded very nervous, like a student reporting before the school principal.

  Mr. Beeba whispered a quick translation:

  “We found these four intruders … in the snows above Shringla Rai…. They appear to be unarmed. … One of them speaks a queer approximation of our language….”

  (Mr. Beeba grew red in the face as he translated that last bit.)

  “They claim … forgive me if I offend by repeating lies … they claim to be friends of Elder Poog.”

  The eight Toogolian elders to the right of Poog turned and stared at him suspiciously.

  Poog avoided our eyes and gave a stuttering, gurgly answer.

  Mr. Beeba gasped.

  He shook his head before translating.

  “He says … Poog says …”

  He swallowed and shook his head again.

  “What?” Spuckler said. “Come on, spit it out!”

  “He says he's never seen us before in his life.”

  I couldn't believe it. I wouldn't let myself believe it. Why would Poog say such a thing? It was bad enough that he wasn't happy to see us, but to claim he didn't even know us? Here we were, going through so much trouble because we wanted to help him, and now this!

  One of the shriveled Toogolian elders spoke briefly and decisively.

  Mr. Beeba's eyes opened wide. “They're going to have us imprisoned until further notice.”

  The two guards bowed and led us back out of the room. I tried to catch Poog's attention, but he wouldn't let his eyes meet mine. The last I saw of him was a frown and a glassy stare aimed at nothing in particular.

  Then we were out of the room and stumbling back down to the bottom of the tower. I had this weird dizzy feeling and a pain in my stomach. Part of me wished I were back in Middleton.

  “Incomprehensible!” Mr. Beeba was angry, but was holding himself down to a whisper. “How could he do this to us?”

  “PERHAPS HE'S BEEN BRAINWASHED,” Gax said.“NONMECHANICAL BRAINS ARE OFTEN SUBJECT TO STRESS-RELATED DELUSIONS.” He paused, than added, “NO DISRESPECT INTENDED TO NONMECHANICAL BRAINS IN GENERAL, OF COURSE.”

  Spuckler was furious, and not quite speaking in complete sentences. “Well, of all the dagnabbed … Riskin' life an' limb … Why, I oughta … We're only tryin' to give the feller a hand!” He snorted like a bull in a ring. “That little purple puck-head's got a lot t' answer for, I'll tell ya that much!”

  “Now, hang on,” I said. “There's got to be some good reason for this. Maybe … maybe that wasn't the real Poog.”

  “Ah yes,” Mr. Beeba said, “the old evil twin idea. That would explain a great number of things. Perhaps he's got the real Poog locked up in a dungeon somewhere. Or was that the real Poog, having been brainwashed by the evil twin?”

  “There ain't no evil twin!” Spuckler barked. “That was Poog, pure an' simple. He's turned on us, an' that's that!”

  I didn't want to admit it, but Spuckler's explanation seemed the most likely. For whatever reason, Poog no longer wanted to be associated with us. The question now was would he ever acknowledge us as his friends again? My stomach was really starting to hurt.

  We exited the tower and plunged back into the fog. Our Toogolian captors led us quickly through the mist, past shadowy buildings and distant flickering flames, until we came to a tall wooden post at the edge of the city, rising from the ground like a totem pole.

  One of the guards said something, which Mr. Beeba translated as, simply, “Climb.”

  There were just enough toeholds in the post for us to scale it. I went first, followed by Mr. Beeba, with Spuckler and Gax bringing up the rear. The Toogolians floated along beside us, looking as if they were just waiting for an excuse to turn our brains to mush. If being locked up meant getting away from the guards, I was beginning to look forward to it.

  After climbing at least two or three hundred feet, we reached the top of the post. A platform about ten feet square had been built there out of rough wooden planks. We crawled through a door, which the Toogolians—using some sort of telekinetic power— caused to lock behind us. Then they sank out of sight, presumably to stand guard at the bottom of the post.

  We were in an open-air prison: a ten-by-ten-foot platform that we couldn't leave, save by leaping off and falling hundreds of feet to the ground.

  The sky had gone from dirty white to charcoal gray: Night was coming. With no blankets it was hard to stay warm, but Spuckler got Gax's torch going, and that provided a bit of heat.

  I rubbed my hands in front of Gax's flame. “Maybe they'll just, uh, deport us or something.”

  “Not likely,” Mr. Beeba said. He'd fallen into a sour mood. “Without Poog speaking in our defense, we can just about consider our brains melted.”

  “BUT I DON'T HAVE A BRAIN,” Gax said.“NOT A REAL ONE, ANYWAY.”

  “Yes, Gax, you lucky devil. Never in my life have I so dearly wished to be brainless.”

  Spuckler had become strangely upbeat. “Well, it don't do us no good to sit around frettin'. Best we can do is get some shut-eye.” He lay down on his back and closed his eyes.

  Mr. Beeba and I exchanged a few more words.

  “I don't get it,” I said. “What happened to this big crisis we came here for? Everything seems to be just fine on the planet Toog.”

  Mr. Beeba gazed into the darkness. “A crisis is not always big and noisy, Akiko.”

  “What's that supposed to mean? There's something you haven't told me, isn't there?”

  “Only this.” His eyes met mine. “There's something valuable on this planet. Or in this planet. Under its surface.”

  “What, like diamonds or something?”

  “Possibly. Poog mentioned it to me years ago, but I can't remember what it was. Something … valuable.”

  “All right, so there's something valuable here. What's the problem?”

  “Where there is something valuable,” Mr. Beeba said, “there are always problems, Akiko. Mark my words.”

  And with that, Mr. Beeba went to sleep.

  I soon did the same.

  Or tried to, anyway. It took me a long time. I stared up into the cloudy blackness, trying not to think of the one thing that was really getting to me, the thing that troubled me more than the weird invisible crisis, more than the possibility of having my brain melted. The thing that really bothered me came down to a single question.

  Was this the end of my friendship with Poog?

  At first I thought it was a dream.

  doo-kaaak …

  doo-kaaak …

  doo-kaaak …

  But eventually the noise became loud enough to wake me up.

  DOO-KAAAK …

  DOO-KAAAK …

  DOO-KAAAK …

  A mechanical sound. Like something from a factory.

  I rubbed my eyes, sat up, and looked around. The cloudy sky was still a dull dark gray. Spuckler and Mr. Beeba were dead asleep; they sounded like two guys having a snoring contest. Gax, alert as always, had his head turned toward the source of the doo-kaaak doo-kaaak.

  “What is it, Gax?”

  “I'M NOT SURE, MA'AM. IT MUST BE VERY BIG, THOUGH.”

  “Can you see any of it?”

  “NO, MA'AM. IT'S HIDDEN BY THE MOUNTAIN RANGE. THE ONLY THING I HAVE TO GO ON IS THE SOUND.”

  DOO-KAAAK …

  DOO-KAAAK …

  DOO-KAAAK …

  I cupped my hands around my ears to catch as much of it as possible. “Weird. It doesn't sound very … Toogolian, does it?”

  “NO, MA'AM, IT DOESN'T.”

  We sat there listening to the noise for five or six minutes. The planet Toog was so quiet, so peaceful. This new sound was disturbingly out of place.

  “YOU MIGHT AS WELL TRY TO GET SOME SLEEP, MA'AM.” Gax's torch flickered a bit, casting jittery shadows.“I'LL WAKE YOU IF THERE ARE ANY DEVELOPMENTS.”

  I didn't want to sleep. But I was tired.

  I lay down and closed my eyes. The noise, though troubling, was almost hypnotic. It repeated so regularly, so endlessly…

  doo-kaaak …

  DOO-KAAAK …

  DOO-KAAAK …

  Within minutes I was asleep again.

  But not for long.

  “WAKE UP, MA'AM.”

  Gax. Talking to me.

  “WAKE UP, MA'AM. SOMETHING'S COMING.”

  I'd fallen into a much deeper sleep this time, and it was a real struggle to tear myself out of it. I forced my eyes to open. The sky looked a little lighter than before, but daybreak was still a long way off.

  “SOMETHING'S COMING TOWARD US. A LARGE INANIMATE OBJECT.”

  “A what?”

  “AN OBJECT. FROM BENEATH THE PLATFORM.”

  I was up now, but still groggy. Gax had his neck stretched out as far as it would go, allowing his eyes to peer over the edge of the wooden planks.

  “Beneath the platform?”

  “IT'S ALMOST HERE.”

  “What? What's almost here?”

  “HERE IT IS.”

  I swallowed hard as a shadowy square-ish shape rose over the edge of the wooden boards. It was at least ten feet wide and maybe fifteen feet long. I blinked. There before my eyes, just barely legible in the darkness, were the words …

  … MIDDLETON POLICE

  It was the spaceship car! But … but how?

  A light went on inside. There in the front seat, floating behind the wheel, was Poog.

  “Poog!” I was so happy to see him—so relieved—it was impossible to be angry about how he'd acted earlier.

  He smiled. He blurted out something in Toogolian. It sounded very gentle, but somehow also very urgent. I turned to Gax.

  “You don't, uh …”

  “I'M AFRAID NOT, MA'AM. NOT A WORD.”

  Poog repeated whatever he'd said, even more urgently.

  “We'd better wake the others.”

  It took some doing—some pinching and jostling, to be exact—but eventually we managed to get both Spuckler and Mr. Beeba to open their eyes. Spuckler was delighted to see the spaceship, but much less delighted to see Poog. Mr. Beeba, like me, must have sensed that Poog had returned to normal. We felt like a team again.

  For the third time Poog tried to get his message across.

  “Poog says for us to climb in,” Mr. Beeba said. “He's going to help us escape.”

  Spuckler was unconvinced. “Yeah, right. This is the same guy who said he didn't even know us a few hours ago.”

  Poog looked embarrassed, frustrated. He said something with a pleading expression in his eyes.

  “He says he'll explain about that later.”

  Spuckler twisted his lips like he wanted to spit.

  “Come on, Spuckler,” I said. “It's not like we have any other choice. None of us is very happy about what Poog did back there …”

  Poog winced.

  “… but we've got to trust him. He's our friend. The only friend we've got on this planet.”

  Spuckler still wasn't buying it. But I don't think he wanted to stay on that platform any more than I did. We all piled into the space car and got ready to go. Spuckler took the driver's seat and shifted into gear. The engine rumbled a bit, but the ship didn't budge.

  “Hmm,” said Spuckler. “Engine trouble,” he added, though it sounded more like a question than a statement. He yanked several levers up and down, but the ship stayed exactly where it was.

  Gax was the first to locate the source of the problem.“IT'S THE PLATFORM, SIR,” he said.

  “The platform?” said Spuckler.

  “IT'S GOT US!”

  Through the rear window I saw that the wooden platform … well, there's no other way to put it: It was alive! What looked to be several tentacle-like growths had emerged from its sides and snapped onto the ship, holding us there like a bug in a Venus's flytrap.

  Spuckler groaned. “I knew it was too easy!”

  “Thramblewood!” Mr. Beeba said. “But of course! I should have recognized the grain of those floorboards.”

  Another bark-covered tentacle lashed out and flung itself around the ship, this time falling straight across the windshield.

  My heart was pounding like crazy. “Wh-what is it doing? Is it going to eat us?”

  “Impossible, Akiko,” Mr. Beeba said. “Thramble-wood is incapable of digesting flesh. It lacks the proper enzymes.” But then: “Or does it? I could be thinking of thrumble wood; I'm always confusing the two.”

  Spuckler had crawled out the passenger window and was trying to pry the wooden tentacles away, but with little success. “Dagnabbit! There'll be a whole mess of Poog's buddies up here b'fore ya know it!” I wished he hadn't said that. Now I had two deaths to choose from: flesh-eating thramblewood or brainmelting Toogolians.

  That's when I noticed Poog busily muttering something over and over again.

  “Some sort of incantation, no doubt,” Mr. Beeba said. “He'll get us out of this, just you wait!” From the looks of things, though, Poog was having trouble recalling the magic words.

  Gax had joined Spuckler outside the ship and was sawing through the branches with his rotary blade. But with every wrist-thick tentacle he severed, two more sprang out to ensnare us, and there was no way Gax could keep up. On the contrary, he was just barely managing to dodge the branches as they tried to latch on to him.

  Poog narrowed his eyes and redoubled his efforts to find the right incantation. By that time the windows were half buried under branches crisscrossing this way and that, and Spuckler was choked in tentacles that had snaked themselves around his legs.

  Mr. Beeba was doing his best to keep up morale. “That's right, Poog…. You're almost there…. Take your time….” He was trying to appear calm and failing miserably.

  THRAP!

  One branch as wide as my waist encircled the ship and began to tighten. There was a sickening groan as the frame of the cabin started to give way.

  “I thought you said it wasn't going to eat us!” I shouted at Mr. Beeba.