Dawn walked through the halls of the Cat's Lair silently, listening to the sounds of the other ThunderCats, her friends and family.

Despite the thick walls, Dawn could hear the sounds of her mother, crying. She shook her head as she continued, she knew Cheetara wouldn't want any of her children to see her like that.

She crept past the bedchambers of her friends and siblings, most of them asleep. Most of them.

Dawn stopped at the door of one room and looked in. Cerrita, the daughter of Lion-O and Pumyra, was sitting on her bed, silhouetted by the moonlight from the moon right outside. Dawn silently watched her friend, who's ears twitched once in a while, and her tail silently swished from side to side, her back turned to Dawn.

Quietly stepping into the room, Dawn carefully approached her friend before being thoroughly shocked.

"I never thought you'd be one to invade someone's privacy." Cerrita said, her back still turned to Dawn.

Dawn blinked before she sat down next to her friend. Cerrita turned, so Dawn had no view of her friend's white face.

"'Rita, I understand how hard you're taking this. Some of the others are going through the same thing..." Dawn began, her hand on Cerrita's shoulder before her friend pushed it away.

"You don't understand anything!" Cerrita shouted. Dawn only waited for her friend to calm down, she knew how people were.

"Oh, gods, Dawn, I'm so sorry for yelling at you." Cerrita began to cry as Dawn pulled her friend to her and Cerrita wrapped her arms around her friend in an intimate embrace.

"Shh, it's alright. Everything'll be fine after a while, 'Rita." Dawn whispered to her friend. Cerrita's only response was to begin sobbing even louder.

When the Lion/Puma finally settled down, Dawn continued to console her friend. After a while, Cerrita's eyes were dried, though still quite red from the tears, making them stand out on her white face.

"I'm going to find Wilykit and Wilykat, they'll have to know about Lion-O. If you want to come with me..." The Tiger/Cheetah told her friend. Cerrita nodded as she wiped away more tears.

"I understand. I think getting out of here might help a bit."

The two women crept silently down the halls of the Cat's Lair. Near the back exit, they passed by the room that Lion-O occupied in his last days, in Pumyra's care. Now, the lone occupant was a sobbing, elderly snarf, the only words either woman understood were 'Why' and 'Lion-O'.

Dawn was considerably more sympathetic than her friend. While most everyone claimed that Snarf was a nuisance, she found him to be a friend, certainly, his habit of hovering over people was a bit annoying, but that was just because he cared about them. She couldn't even begin to imagine what kind of a toll this ordeal was taking on him.

Outside, Dawn and Cerrita began their night-long journey to the cave where Wilykit and Wilykat made their home almost thirty years before, after Lion-O banished them and kept their children in the Lair. It would be awkward, but they had the right to know, they were still ThunderCats at heart.

Away from the Cat's Lair, Trinity kicked the body of a Wollo, she hated the little beasts when they got in her way, and she took her frustration out on anything or anyone but another Lunatac.

The magical Lunatac woman held up what she'd taken from caravan of Wollos and Balkans, an impressive golden trinket that caught her eye, and what she wanted, she always got. But, since she wanted to remain in good standing with her present allies, Trinity got something for each of them, as well, mainly weapons that the Wollos and Balkans were unaware that they were transporting.

"Those had better be for us, woman."

"Don't throw around threats you can't back up, Nyx. Now, go back to bedding down your father and his brother, and leave everything else to me. Besides, you're only 16, without magic, you're useless, bastard." Trinity hissed, her breath revealing the mist that came with the breath of an Ice Lunatac.

"We didn't come to harass Wollos and Balkans, we came for those Thunderians and half-breeds before they could get help. Especially since they escaped with Chilla and Alluro's son." Kalia reminded them.

"The rest of you did, I came along because I wish to see the demon-priest." Wrath told his fellow Lunatacs.

"Mumm-Ra? Luna and her Lunatacs told you, they've neither seen nor heard of him for well over twenty years. What makes you think there's anything left more than a bag of rotting bones?" Faytistica asked. Wrath just glared at the half-breed, who shrugged.

"Oh, let's just humor him, if he's wrong, we can show him up, for once." Lyris said, touching Wrath in her rather suggestive fashion.

"Don't you think about anything else besides who you go to bed with?" Taramine asked. Lyris blew a raspberry at the half-breed, who simply left it at that.

From a cliff some distance away, a Sidhe woman watched things unfold.

"Best to let them do something stupid, that might get Dawn to quit worrying about the Eye and all that bull." Ashake said in her vulgar way. Taking a swig from a brown bottle she had, she threw the empty container down towards the Lunatacs, though it vanished from existence befor they could even see it.

"Just do what I asked you to do!" boomed a feminine voice from the sky. "I didn't ask you to kill the Lunatacs, as much as I'd like to let you, I asked you to find his daughters. We'll need them soon enough."

"Fine, fine." Ashake muttered something about her goddess and cursed a blue streak under her breath, but vanished from the cliff all the same.

Zipper raced through the woods, hoping to find some sign of Cat's Lair or the Tower of Omens. He'd made the mistake of trying to leave Hook Mountain in the night, and being unfamiliar with most of Third Earth, aside from the Treetop Kingdom and territories of the Micrits and Wollos, he got lost.

Despite this, the band of Thunderians, half-breeds and, in Aeolus' case, a Lunatac, continued to follow him. He guessed that, for them, one guide was as good as any other, even if that guide got them lost.

Passing by a gap in the forests, Zipper thought he saw a pair of familiar faces.

*Dawn? And Cerrita? What are they up to?* Zipper thought to himself, seeing his eldest sister and the daughter of Lion-O and Pumyra. Trying to stop, or at least slow down, Zipper cursed himself as he realized he racing towards a very large tree.

"AHH! Not again!" Zipper barely had time to yelp before he slammed into the tree, ending up in an very awkward position. He could never seem to remember not to hit his top speed, when he did, he couldn't stop when he tried to put on the brakes, and always ended up crashing into something.

Aeolus grabbed Zipper by the arms, not roughly, and set him upright so the Tiger/Cheetah was leaning against the tree that bruised him further. Zipper was surprised, but thanked the large Lunatac man all the same.

"It's Alluro!"

Zipper looked and saw Dawn and Cerrita ready to attack Aeolus with their weapons. Naturally, he leapt to the Lunatac's defense.

"Wait! Halt! He's with me, and it's not Alluro!" Zipper shouted. Dawn and Cerrita looked at him skeptically, then at the Lunatac, before they looked back at the Tiger/Cheetah.

"Sure as all hells could have fooled us. And what do you mean he's with you?" Cerrita asked. Aeolus looked ready to cry, and Zipper had never seen, or heard of, for that matter, a Lunatac crying.

"I followed some ship or something to Hook Mountain. Apparently, the original ship jettisoned several pods, with Aeolus and others in them. They're all with me." Zipper waved his hand at the trees, where, one by one, the faces of the others popped out of hiding.

Dawn couldn't help but looked skeptically at Aeolus as the staff in her hands shrank and she returned to its place, on the gauntlet on her right arm. "If he's not Alluro, then how does he look so much like him?" she asked her brother.

"Alluro was my father." Aeolus whispered. Then, he began to cry. "My parents were Alluro and Chilla, the newer Lunatacs murdered Luna's group, then they tried to kill me. I owe my life to Dieradri." he said as he gestured to the Thunderian woman.

Dawn began to feel very bad, how was she to know what happened to the Lunatac man? She tried to then console and calm him, which was easy for her, she'd been something of a healer for as long as she and her siblings could remember.

"Tell me, who are these newer Lunatacs you mentioned? I've never heard of another group being able to do such a thing to even Luna's group." Cerrita said to him. Aeolus wiped a tear away before speaking.

"No one knows where they came from. They're generally hybrid Lunatacs and Lunatac/Thunderian half-breeds, but while they're powers are less specialized than Luna's group, they're dangerous all the same. I should know, I wouldn't have escaped from them if Raistlinia and the others hadn't come up with a way to steal one of their transport ships and run away from Darkside."

"Tell me, who makes up these Lunatacs? And what should we know, they sound like someone we're bound to run into." Zipper gently asked the Lunatac man.

"I'll try to explain what I can, I don't know too much about any of them. Just their names, races and a bit about their powers." Aeolus said.

"Anything could help them, my friend. Besides, what you can't explain, we might be able to." Amelie said. Everyone present gathered around as the Lunatac began telling them about their new enemies, they *had* to know.

Back in Cat's Lair, other things were brewing there. It seemed that everyone had an inkling of what was on the horizon.

Krilina, the first of Panthro and Cheetara's two daughters, was passing by the room the newer ThunderCats had set up as an unofficial gym and work-out area. She heard some sounds, and she was naturally curious as to who was in there at this time of night.

Looking in, it took her a moment to realize that it was a four-way sparring match. Looking closely, she was able to identify the Thunderians in the match.

Rio, Lion-O and Wilykit's second daughter, who looked more like a cat with humanoid features. Metraco, the first of Panthro and Wilykit's two sons. Obsidia, the first of Panthro and Pumyra's six daughters, who, like Rio, was more feline in appearance than human. And Tansyleaf, the first of Wilykat and Wilykit's children, who was taken from her parents by Lord Lion-O himself.

Krilina backed away from the door, not wanting to interrupt their match, and promptly ran into July, the only brother of Obsidia and her sisters.

"July?" Krilina asked carefully. It wasn't like the Panther/Puma to ignore others, but Krilina saw from his glazed eyes that he was walking around as if in a daze.

"Huh?" July seemed to snap out of it. "Oh, hi, Krilina." he said.

"I guess we're all trying to handle the news of Lion-O's demise, aren't we?" Krilina asked. July's tail swished back and forth behind him, and he wrinkled a moist black nose.

"None of us were on the best of terms with him, but he did have his good points. Like trying to talk some sense into Panthro, after he annouced his plans to leave his children to their mothers." July shrugged.

"Lion-O was the one who forced our parents to breed in the first place, and he didn't take much responsibility for his own children, remember?" Krilina reminded him. Her right eye, covered by a black patch that resembled a leopard spot, twitched.

July seemed to go back into a daze, and just walked away. The Panther/Cheetah grunted to herself and left to find better company, or better, a remedy for the sleeplessness that seemed to plague the Lair this night.

Dawn and Cerrita continued to the cave where they knew Wilykat and Wilykit were still living, Zipper had insisted on taking Aeolus and the others he'd found to the Tower of Omens, old Lynx-O and Bengali would be more understanding as to why the Tiger/Cheetah would want to house near-total strangers than those at Cat's Lair.

Cerrita carefully peered into the cave, her cat-like eyes piercing the darkness that was just barely illuminated by starlight and the sliver of light from the single moon of Third Earth. She was rather surprised by what she saw in the cave as she looked.

Wilykat was lying down, bundled up almost to the point of being mummified by the woven blankets around him. Next to him, Clepsida, who had a mane like Raistlinia's, with leopard spots on her ankles, lower arms and chest, sat, her tail swishing back and forth with clear worry. Wilykit was sitting by the small fire that was only an orange point in the darkness, in her lap, sleek black Capezio, with a white-tipped tail and white arms from the elbow down, was asleep, her mother gently stroking her black hair.

"Wilykit?" Dawn asked carefully.

The Small Cat sitting by the fire looked up from her daughter and smiled at Dawn. They'd been on relatively good terms since Dawn was a child, she considered the twins good friends and understood them in a way only her closest friends would.

"Come on in, there's some food that's been warm for Wilykat for a while, it doesn't look like he'll be eating tonight, though." Wilykit said, gesturing for the pair to enter.

Cerrita entered first, her more feline eyes adjusting to the dim light in the cave faster than Dawn's. As they sat around the fire, Capezio stirred, but didn't wake, instead, she just snuggled closer to her mother. Clepsida moved silently from her place next to Wilykat, visible to Dawn and Cerrita, and sat next to the Tiger/Cheetah. Their gazes met, and Dawn knew better than to ask.

Wilykit smiled as she spooned out some of the bubbling stew over the fire into wooden bowls, she took a bit of meat from the grill over the same fire and handed the food around before handing a second bowl to Clepsida.

"'Sida, be a dear and put some out for your father, will you? He'll be hungry when he wakes up." Wilykit asked her daughter. Clepsida fluffed her mane, a bad sign, but did what she was told.

Dawn barely ate what she was given, things were so much more confusing than when she last visited that she would have forgotten why she came in the first place.

"Wilykit, Lion-O's gone. Chester's the new Lord of the ThunderCats, now." Dawn carefully told her.

"How did that happen?" Wilykit asked, wiping the creamy stew from her face with the back of her hand.

"Apparently, the aging in the stasis capsules also accelerated his aging outside of them, he couldn't be more than 49, yet he looked like he was 90 when I last saw him. I'm surprised that even old Lynx-O outlived him, Father and Pumyra say that, normally, Lion-O would have had another twenty years, even Lynx-O still has another ten, at least." Dawn explained what she knew.

"Well, I can't say I'm sorry he's gone. He's notorious for what he's done in the past, frankly, I'm glad." Wilykit then noticed the shocked look on Capezio's face, who was aroused into consciousness by the scent of food. "Oh, I'm sorry, honey, I'm just upset, you know that." Wilykit stroked her daughter's hair.

"That's okay, Mama." Capezio said.

While Wilykit continued to talk, Dawn glanced in the direction of Wilykat. He hadn't budged an inch, there wasn't even any sign that he was breathing, she wondered...

A sudden, chilly breeze entered the cave, making the fire flare up. The breeze blew aside a portion of the blanket covering Wilykat, and Dawn was horrified. She saw the flesh, furless, gray, filled with holes, a few holes were large enough that Dawn could see the insides, rotting organs, roaming ants, and cobwebs on the rib cage, along with a few spiders and other insects that made their home there.

As the breeze blew the blanket back into place, Dawn and Cerrita exchanged a glance before looking to Clepsida, who nodded. She knew, she just didn't have the heart to tell her mother.

"Wilykit, we really have to go now. I wish we could stay longer, but Zipper got hurt again, and Pumyra's going to need some help getting him to his room, so..."

The Small Cat nodded to Dawn with a smile. "I'll be fine here. In fact, 'Pezio, 'Sida, why don't you two go along with them, I know there's nothing for you to do here."

Clepsida and Capezio had expressions of relief on their faces. They cast a furtive glance at the corpse of their father, Dawn and Cerrita really couldn't blame the pair.

After bidding good-bye to the Small Cat woman, Dawn led the way out of the cave. Outside, she noticed the sun was well into the sky, they'd been there for a while. Cerrita shook her head, the Lion/Puma doubted they'd see Wilykit alive again, and the others agreed with her.

Tantomile and Coricopat moved through the forests with ease and speed. They had so much energy that stops were unnecessary, and the Tower of Omens was in sight.

"I keep getting the feeling we should be watching out for something, I just can't tell what it is." Coricopat whispered-spoke to his mate. Tantomile looked at him with what could pass for a raised eyebrow, if she actually had a pair.

A burst of blue-green lightning landed on the ground near the pair, dissipating to reveal a familiar elven figure. Tantomile narrowed her eeys as she glanced at Ashake.

"You're supposed to be looking for those bloody ThunderCats, not wandering around the jungles looking for a place to...!" Ashake was shaking in sheer fury, but Tantomile wasn't in the mood.

"You said to find them, and we're doing just that. The Tower of Omens is in sight, Elspeth, and I can feel that one of the ThunderCats, and possibly even the Lunatacs' prisoners, are there." Tantomile told her.

"Well, I can't feel anything, so you're obviously heading the wrong way. Get moving, whore, and don't go the wrong way this time!" Ashake hollered.

Tantomile couldn't help getting riled at the Sidhe woman, it seemed that Ashake did that to most everyone, so she did the only thing anyone would do. She sprang right in front of Ashake, and landed a powerful hit with her furred fist, knocking the Sidhe woman half-unconscious.

"Just because you don't feel anything, Ashake, doesn't mean it's not there." Tantomile told the Sidhe woman. Coricopat followed his mate, only glaring at Ashake and kicking her harshly in the side before following Tantomile.

After some time, a redheaded figure with glowing green eyes was next to Ashake, glaring at the Sidhe woman.

"I told you to leave Tantomile alone and go find her half-sister. Xena is definitely needed if the Eye of Darkness is going to be released soon, and you're wasting your time and mine, Elspeth Ashake Coulter." Wicca-Dawn told her.

"I didn't think that-" Ashake was cut off by the goddess.

"That's just it, you never do. Go! I'll fetch Xena myself, and amend my mistake of leaving you in charge of my mortal affairs. From now on, approach any of my mortals or their allies, Ashake, and you'll be very sorry."

Another bolt of blue-green lightning swept the elven woman away. Wicca-Dawn looked out over the forests, Ashake never did know much of anything, she decided to, once again, take matters into her own hands. The first order of business, getting into contact with Xena and one of the ThunderCats.

Nyx looked at the mirror she'd found with some disdain. The mirror was quite old, probably from First Earth, but in a disgusting way, it had its own beauty. Nyx wouldn't know what real beauty was, she only knew ugliness in her life, and didn't believe there was anything that could really be called 'beautiful'.

The hybrid Lunatac smiled to herself. Wrath was too stupid to know that the key to the Eye of Darkness was this old, old mirror. Then again, he wasn't descended from magicians on both sides of his family, and he wasn't regularly abused by a father who raped his mother long after she was dead. That darkness festered in her soul until Nyx was perfectly tuned into other such dark forces.

Nyx put a purple hand to the glass and began a summoning spell. Within moments, a black face with two glowing red eyes filled the mirror, and the Lunatac smiled to herself.

"The Eye of Darkness. I have a deal to make with you, ancient evil. I will let you take me as host, and feed on those who are allies and enemies, then, when you have the power, you can take over as you were always meant to. Including over that rotting bag of bones known as Mumm-Ra. He hasn't been seen for thirty years, so you'll have no trouble have at all." Nyx spoke to the darkness.

YOUR OFFER IN INTRIGUING, LUNATAC, I SHALL ACCEPT. BUT, IF YOU SHOULD TURN AGAINST ME, REST ASSURED, YOU'LL NEVER LIVE TO SEE THE NEXT RISING OF THE SUN OR MOON.

"Very well. As you wish."

The Eye of Darkness was slowly drawn from the mirror, taking on a shadowy, yet solid, mass-form. Surrounding the hybrid Lunatac, the darkness seeped into every pore, being absorbed into her body as much as it was being absorbed into her soul.

Nyx held her head in pain as this happened. Yet, she didn't scream, or even register the pain in her mind. She just let it happen.

When she was entirely possessed by the Eye, the Lunatac looked back into the mirror. She looked just the same, only her eyes are ringed by a glowing red light. She smiled, and when she spoke, her voice was much deeper, almost hollow.

"Now, it has begun." she said. Turning away, Nyx and the Eye of Darkness began to  formulate their plans together.