Falling out...

---

"We can't just leave him here," Sky thought aloud. Manny was still tied up near the entryway and Sky wasn't sure of what to do with him. His head lagged to the side, his tongue hung out in a dehydrated pose. He previously tried to give him some water but the man's jaw snapped at him like some rabid dog and Sky never did that again.

Riven found what they needed to help Timmy get back on his feet. Sky knew they had to get back fast and that that wouldn't be possible if they were forced to drag their prisoner with them. His uncooperative attitude would make it difficult just to make the climb up. If Manny somehow broke free of his restraints, attacked them, they'd either have to put him down for good or just leave him. Neither option pleased Sky. A specialist was trained to value life above all else. His training and his instincts told him they could not discard Manny like that.

So what to do now?

Riven joined him, not bothering to acknowledge Manny as he spoke into the prince's ear. "We have to go."

"I know that."

"Sky, he's not going anywhere. He survived this long by himself. He's a tough guy. Timmy may not have the luxury of us playing human. We get back, save Timmy, and then we worry about Manny."

"And what of the people below? Do we just worry about them later?"

"There's nothing the two of us can do for them. We need backup."

Sky looked at him. "That's the first I ever heard you acknowledging that we might need help."

"I'm proud, not stupid. Whatever's down there took down an entire colony of three hundred people. From the looks of it this place was well stocked and well armed. I'm not looking forward to facing whatever could overrun an installation like this by ourselves."

Sky nodded, thankful his friend was showing some humility. "Agreed. But to leave Manny,"

"I told you we should split up but you disagreed. So now we're at an impasse. Do we leave Manny and go save our friend, or do we try to help the guy who tried to bash your face in with a wrench? It's your call."

"We don't abandon those in need."

"Timmy's in need, Sky. I'd much risk my ass to save him than some psycho."

Sky looked at Manny. He was motionless.

"Part of being team leader," Sky said, "is that you have to make the tough decisions. Some of them may end up costing the lives of those you care about."

Riven said, "Let me put it to you this way: neither of us is a licensed medic. Next to Helia, Timmy's the best one we have. We fix him up and bring him down here to save Manny."

"Why are you so ready to leave him like this?"

"Because I have my priorities straight. Dammit, Sky! Let's go!"

"All life is precious; even that of your enemy's."

Riven threw his head up in exasperation.

"Eighth Rule of Heroics. Timmy wouldn't want us to abandon those in need."

"Timmy," Riven barked. "Is dying. In case you don't know."

"I was there."

"Then let's go save him."

"Maybe…maybe we should split up. Maybe you should go back while I hold down the fort here."

The redhead's eyes bulged. "Are you serious? Why are you second-guessing yourself all of a sudden? What's with you, man?"

"I don't know." Sky was lost. He had been losing himself ever since they went on this stupid trip. After all he put his friends through he was beginning to question his decisions. That was never a good thing to do, especially when there are those who have come to depend on you.

"Sky, listen. As much as it pains me to admit, you're the leader. You are my commanding officer. I disagree with a lot of your decisions but I've come to see why Codatorta put you in charge. You're smart. You make the hard decisions. You analyze every-freaking-thing you set your eyes on. You're tedious and narrow-minded to a fault and sometimes I just want to smack you for it."

"Thanks." Sky's eyes narrowed.

"But I'd follow you just about anywhere and if Brandon were here I know he'd be saying the same thing. Now you have a decision to make here. Do we go back for Timmy or help Manny and the people below? We can't do both. It's just you and me here and time's wasting. Let's not forget the girls on the Sparx or that we still have a mission to finish. So what's it going to be? Go or stay?"

The prince sighed. "Dammit. We go."

"That's what I'm talking about." Like an excited child, Riven readied the cables they'd use to scale the steep cliff back to the top. Sky studied Manny for a moment. He decided to leave a bottle of water nearby so that the man would be able to quench his thirst. Placing it gently between his legs, Sky stepped back, expecting another snapping fit, but Manny did not move. "Sorry, Manny. I promise we'll be back as soon as possible."

"Let's go, prince," Riven said from above.

Shaking his head out of apathy, Sky went for the rope and began climbing after Riven.

---

Minutes later and they were both at the top of the crevice. The duo wasted no time in getting back to the cave where they had left their stranded companions. Riven kept the canister he obtained inside his backpack, taking special care not to break it seeing as its contents were quite valuable. It contained a series of syringes which they could use to formulate an antidote for whatever poison was injected into Timmy's body. The colonists were equipped to deal with whatever obstacles they would have to face this deep underground. This included having ways to combat the local wildlife, and that included cures.

The two worked their way back in silence despite not having run into any resistance on their over here. Precaution was the best way to avoid falling into a trap or stumble across a hungry animal with a taste for meat. After battling that worm, the specialists were only too careful.

They reached the pit where they worm grabbed Timmy. Riven was the first down with Sky following. The prince hoped against hope that they were not too late. With the equipment they had back at camp they would be able to analyze the poison and use the syringes to come up with a combative way of suppressing it. That is, if Timmy was not too far gone.

Sky told himself they would make it. The further they went, the more he was glad of his decision to come back. Riven had been right in that they could do nothing for Manny or the colonists down below if they did not tend to their own first. Besides, these were his brothers. They were his first priority.

They made it back to the cave and found it to be empty. Riven immediately went on the alert while Sky studied the situation. There were no signs of a struggle. No blood or scorch marks. Nothing to suggest the place had come under attack. Brandon would have made a real mess of things should something had happened. Unless…he was surprised.

Brandon was usually very alert and Sky doubt anything would have gotten the drop on him. His fears waned when heard something. "Wait," he told Riven who quickly looked at his direction. It was only a moment before Riven heard it too. He motioned for Riven to follow him. Near the back of the cave they found a hole left behind by a crashed data pod. The pod itself was embedded deep into the rock. Beside it was a hunched over Timmy, working reverently on a data pad while Brandon stood watch. The hero's bright, brown eyes lit up when he saw them.

"About time you got back." He approached Sky and took his hand in a friendly gesture. "What took you so long?"

"Long story." Sky gestured to Timmy. "What's he doing up?"

"He insisted." Brandon told them how Timmy miraculously woke up and how he went to work accessing the situation on board the Sparx. Timmy's face was red in concentration and he sweated profusely but he refused to rest.

"He's going to kill himself," Riven said. He removed his pack and took out the canister it held. "Brandon, help me with this."

"What's what?" He asked when he came to Riven's side.

"Syringes. We think we can create an antidote to whatever's hurting Timmy but we have to figure what that is first before we can administer it. We have a sick kit don't we?"

"Over here. Come on." Brandon got up and led the way back to camp. A sick kit was a special piece of equipment specialists used to create antidotes for any diseases they might encounter on their missions. Hopefully they could synthesize the proper antidote and in the appropriate quantity.

While Brandon helped Riven set it up, Prince Sky went over to Timmy and knelt down beside him. "How you feeling, Tim?"

"Is that a trick question?" Timmy asked without looking back. "Because the truth is, Sky, I feel like crap."

There was a harshness in the way he spoke that worried Sky. "Stupid question. Why don't we get you back to camp? We think we found some sort of antidote that can cure you but we need you to rest so as to slow the spread of the poison."

"I don't have time to rest."

"Please, Timmy."

"You wouldn't make me if you knew what I know."

At that, Sky remained silent.

Timmy paused momentarily. He didn't look at Sky but rubbed his eyes. His face was red and he was wobbling while sitting down. Whatever it was he was working on was taxing him and it was nothing short of will that kept him from passing out. "Sky…we think the Sparx was shot down."

Sky's eyes widened.

"Brandon said a weapon discharged earlier in the day. I was still knocked out but he said it was a gun of some kind. Not long after we began to feel impacts. I believe it was fragments of the ship falling from orbit."

"But how? I told Tecna to keep the ship out of range. There's no way it could have been detected."

"There's more." At that, the young genius finally looked at Sky. "Take a look at this. This pod came through a little while before the gun started shooting. Inside it was this data pad. There's a message from Tecna."

Timmy scrolled to the beginning of the message before passing the pad over to Sky. He allowed the prince to read it in silence though he could imagine Sky's heart beating faster with each sentence. "No."

"He's taken over the ship. Or he did. Before it was shot down."

"How?" Sky's mouth was hanging open like it was the most unbelievable thing he had ever read. "How?" He asked again.

"I don't know. Perhaps we underestimated Mister Icaran."

"I don't believe it. That's the Winx Club up there. There's no way he could have defeated them."

"From the sound of it, I say he outsmarted them. It's the best way to defeat a superior foe." Then he added, "Though I can't believe Tecna would be so easily fooled."

"Did you try sending a message out? Did you try reaching the Sparx?"

"Did you not pay attention? It was shot down. Sending a message would be pointless."

"But the girls."

"Are either dead or they soon will be."

Sky could not believe what he was hearing. "Timmy, listen to yourself. You're giving up on them already?"

"I wake up just to find out my girlfriend's dead. I think things would have been better if I just stayed asleep and died."

"Timmy!"

"Just died. I just want to…" He passed out on the ground.

"Guys!" Sky grabbed his prone form. He was burning up. Sky didn't know how much time he had left. "Brandon! Riven! Hurry up! Timmy's not going to last much longer!"

"We're working on it," Riven's voice came back.

"Just a couple more minutes, Sky," Brandon said.

"He doesn't have a couple minutes."

Timmy's breathing grew more labored. He poison was taking hold. Soon they would lose him forever. Prince Sky just came back from the depths of hell to find out he had lost nearly every one he held dear.

Helia, Flora, Musa, Bloom, and Layla departed as soon as they were able to gather themselves. They took what provisions they could carry before moving on. Musa and Layla, having scouted earlier, took point. They dragged their feet at first, none of them eager to venture into those deep, dark caves, but as Helia pointed out, the temperature drop would eventually kill them and the group had to find food and a reliable source of water if they had any hope of surviving.

All the girls were in their winx form. Bloom created a fireball by which to light the way. Musa was listening intently with those sonic ears of hers. She seemed worried and only Layla and Helia knew why. Layla stayed close to her while Helia took up the rear. He made it a point to look over his shoulder once in a while…just to be safe.

Of all of them, the only one who seemed the most confidant was Flora. The brunette walked behind Bloom. She knew events had taken its toll on Bloom, being the most sensitive of the Winx Club. She wanted to look after her, to make sure she was alright. Her inner strength was diminished and as her friend it was Flora's duty to see it did not go out.

The fact that Helia was there did not escape her. It's not that Flora looked to him for protection or guidance, but she felt stronger having him around. Call it selfishness, but that she was the only one of the group whose boyfriend was still with her made her feel special. It's hard to think that way and she hated herself for doing it. Who knows what happened to Sky, Brandon, Riven and Timmy. Were the boys okay? She hoped so. Bloom could really use Sky's company right now. Having your significant other there beside you really made the bleakest moments seem bearable.

After about twenty minutes, the group stopped. Musa was still listening for a sound. "Anything?" Layla asked beside her.

"Shh." Musa focused. "Nothing. It's all dead."

"Please rephrase."

"Sorry. It's all quiet."

"Then let's keep moving," Flora said. "I don't like it here."

"Join the club," Musa muttered.

Helia focused his attention to something behind them. Probably a shadow emanating from Bloom's winx fire. Or maybe his eyes were playing tricks on him. Either that or he was just scared. There's no shame in admitting that….to oneself, at least.

Stranded with four very attractive young women may seem like a man's dream come true, but Helia was too busy freaking out to care. While he may not have Bloom's perceptive abilities or Musa's sharp senses, his heart was telling him there was something very wrong. They needed to keep moving. The light flickered and Helia turned around to find the girls were already doing just that. He moved to keep up.

"Hold it," Layla told them. "I don't remember this turn. Musa?"

The dark-haired fairy paused to study the place. They had reached a fork, one path led down a narrow incline to the right while a large hole stood to their left. "Not sure. They all look the same."

"So we're lost?" Flora asked them.

"I think this is pretty much where we left off, Flo. We didn't go that deep enough to begin with because we had so little light. Now that Bloom's here, everything looks different." Musa tuned her ears again. "I still get nothing."

"What do your ears have to do with anything?"

"I can usually hear some kind of wind through the caves. It's how I kept my bearings when we first came out here. The wind coming from the hole we left in the ceiling was like a beacon I could home in on. By keeping it to our backs and hearing the air traveling through the cave, I know we're not heading back where we came from. It's getting harder to hear it the more we go on. That's why I'm listening so hard. I want to see if there's another chamber somewhere," she explained. "Or at least some kind of dripping water."

"Do these caves look natural to you?" Flora asked all of a sudden. "They seem kind of strange."

Helia took notice. "I'm no expert on caves. But they do appear a bit strange."

"How so?" Layla had to ask.

"I don't know. They look hallowed out."

"As it someone took a pike and shovel to smooth out the surface?"

"I wouldn't put it that way, but yes."

Layla shook her head. "You guys are just imagining things. You have any idea the time and effort it would take to smooth out these walls? Try a whole army of chiselers a hundred years. Who'd go through that kind of trouble?"

"They could have used magic?"

"Even Lord Darkar didn't construct the Under Realm. It's all nature's work."

"Right. And nothing about this place seems natural." Helia studied the walls. "At the very least, I'd say something's been through here?"

"Like what?"

"Don't know." Helia could see that this could turn into a heated debate. Layla was strong-willed and when she set her mind to an argument it was almost impossible to stop until the other side caved in. Speaking of which, Helia wondered how sturdy that roof was. "But let's keep moving. We can discuss the finer points of cave formations when we find a place to rest."

"Bloom?" Flora placed a hand on her shoulder. She'd been silent since they departed. Bloom not once looked up or joined in the conversation and she was starting to worry Flora.

"Let's go." She started walking, dislodging herself from her friend's tanned hand. The group continued onward. Moments passed and still they wandered. Musa found it harder and harder to hear the "beacon" of wind she informed her friends about. Soon there was nothing but silence. Other than their footsteps, there was no other sound audible.

"I'm tired," the musical fairy said. "Can we stop a while?"

The others agreed. They had just stopped in a tunnel that seemed too round to be a natural formation. Bloom kept the flame burning but remained standing. Her sad eyes remained fixed on the ground. Helia was about to say something to her but Flora stopped him. "No."

"But,"

"I'll talk with her. There are some things I need to say. She'll more likely open up to me than you. No offense."

"None taken."

"Sorry, Helia. Maybe you could, you know, set up a perimeter?"

"Yes, ma'am." He gave off a friendly salute.

As Helia left, Flora approached Bloom. "Bloom, I'm here for you."

Bloom did look at her, but her face did not soften.

"Honey,"

"I lost them, Flora. Stella. Tecna. They're dead. My friends are dead." Her voice was dead too, as if the shock of it all had stolen any emotion from it.

"We would have saved them if we could, Bloom. The ship was going down. There was nothing more we could have done."

"Helia forced us into the pod. He made us leave them."

"He did it because if we had stayed we all would have died. He knew if we went after the girls, then none of us would have made it off that ship alive."

"We could have saved them. We never abandoned each other before. No matter what."

"Bloom."

"I could have saved them, Flora." Tears welled up in her eyes.

Flora took her in her arms as she began to sob. Musa and Layla overheard her crying and looked over. They didn't approach, however. They knew what was going through Bloom's mind even though they had not spoken about it. Bloom had the biggest heart out of all the Winx Club. Losing her friends like that would destroy her. Even if they did manage to get off this planet and back home, she will never let their deaths go. She probably blamed herself for it. What must it be like, they wondered, to carry such weight on one's shoulders?

Helia heard it too. He stood at the edge of the firelight, setting up the so-called perimeter as Flora had asked him to do. There wasn't much he could do by himself, let alone without the proper equipment. He knew that the girls needed time to talk and figured now was as good a time as any.

"Bloom's taking this real hard," Layla told Musa.

"She just lost her friends. How would you react?"

The dark beauty turned on her rather quickly. "They were my friends too, Musa. Don't act like I don't care about them."

"You didn't know them as long as she…as we did. It's harder that way."

"Harder? Girl, this is tearing me up inside."

"You don't show it," Musa bit her tongue, but it was too late.

The look of anger and pain in Layla's eyes expressed it all. It had to be the most hurtful thing anyone had said to Layla in a long time. Quite possibly, the most painful thing she had ever heard. That Musa would speak to her in this way.

"Sorry," Musa said to take the sting away, but what was done was done, and words, no matter how regretful, can never be retracted.

Besides, Musa's apology did not sound sincere.

"You bitch," Layla rasped. "How dare you say that? You think just because you lost some stupid saxophone that your pain is more important than anybody else's? You think you're the only one with the right to be sad? Whose emotions are the only one's that matter?"

"I said I was sorry."

"Don't patronize me! You're not sorry!" The others turned to regard the fairies. "Ever since your sax went flying out into space, you've been a walking zombie. You've done nothing but mope around, having me, or someone else carry your weight while everything's falling apart. We lost two friends just now. I lost two friends. I cared about them, Musa! Did you? Or was that crappy instrument the only thing in your heart?"

"Shut up!" Musa spat.

"Struck a nerve? Bout time something got a reaction out of you."

"At least I don't pick fights with people I'm supposed to care about. You treat the boys like crap. You think you're the toughest bitch on two wings. You're always up in my face. What is your issue?"

"My issue is that I never wanted to come on this damn trip. Thanks to you I almost got killed more times in the last few hours than I ever did fighting evil. My life has been nothing but trouble ever since I became a part of this stupid club. Had I known, I'd have transferred sooner."

"Well no one's stopping you, Layla," Musa said her name like it was a curse.

"Then wait till we get back. Once we return to Alfea I am so out of here."

"Good riddance!"

"Good!"

"GOOD!"

"Guys!" Flora cried. "Stop fighting!"

"Keep out of this, flower top."

"Don't be dissing, Flora!"

Layla turned on Musa. "I'll talk however I want to whoever I want." She put her hands on her hips. "If you'd learn to speak up for yourself in the first place, then your boy-toy would learn some respect for women. Not to mention he'd know when to keep his mouth shut." She saw Musa clench her fist. "It's because of him we're in this mess."

"Leave Riven out of this."

"Why? Does it hurt hearing the truth?"

"Shut your mouth!"

"Want to make me?"

"My pleasure." Musa tackled Layla like a pro athlete. The fairies rolled along the ground, faces clenched in rage. Bloom watched the scene with apathy while Flora's pleas for peace went unheard. Helia came rushing back to break them up.

"Knock it off!" He tried to separate them but they were too strong, too mad. Helia was used to breaking fights up between Riven and Brandon, or Riven and Sky, but this was an entirely different matter. These girls were really angry. They also possessed magic. Helia had to find a way to break them up without hurting himself or them, namely the former.

"That's enough!" He yelled, hoping that would put a stop to it. It didn't. Helia looked to the other girls for help. Bloom made no attempt at stopping them and Flora was too distraught. Their friendship, which had survived countless battles, fights, and petty rivalries, was beginning to unravel before her eyes. What was happening to the Winx Club?

Sky collapsed to the floor, the events having taken their toll on the stalwart prince. Before him, Brandon and Riven were bent over Timmy, studying his readouts on the portable sick-kit unit they used to create and administer the antidote. Timmy had almost stopped breathing. Sky was sure he was lost forever to them when…

"He's alright," Brandon announced. The prince looked up. "His vital signs are weak but s table." He glanced at Sky. "We got to him just in time."

"That's a relief," Sky said with a great sigh. They had done it. Despite the odds, they had saved Timmy. Now they needed to save themselves.

"He's tougher than he looks," Riven said. "Not sure I'd have lasted as long as he did with that venom running through me."

"Timmy's the strongest guy I've ever met." Brandon sat down with relief. "Just goes to show there's more to being a hero than strength. It takes will and courage, and this guy's got them in spades."

Riven usually loved to bust Brandon's bubble when he was this happy, but right now he shared his sentiments. He was one to tease and poke fun at Timmy; calling him nerd, geek, and all sorts of derogatory names. Deep down, he did respect Timmy for his battle tactics and strategic skills, but never considered him a true warrior. As Brandon said, there was more to this scrawny kid than met the eye. Riven's respect for him shot up tenfold.

"Well that's one calamity out of the way. Now we have to deal with the others."

Riven looked at Sky. "Others?"

"The…that's right. You don't know." Timmy had just spilled the beans to Sky, and in their haste to revive their fallen friend Riven was the only one unaware of the ship's fate. Sky blew out a breath. "Brandon, why don't you tell him?"

"Tell me what?" Riven asked the squire.

Brandon was hesitant.

"What?"

"It happened not too long ago. Before Timmy woke up. Riven, it's the Sparx." He recounted what he saw as well as the information on the data pad sent to them by Tecna. When he was finished, Riven's face was barely holding together. "Timmy was trying to turn the data pad into some sort of tracking device. He figured we could use it to locate any magical energies nearby. If the girls," he stopped himself.

"What? If they what?"

"If they…made…it off the ship, Timmy figured we could find them with the device. He's passed out now so I don't know how far along he's got."

"We have to finish it."

"Riven, none of us here are as good with mechanics as Timmy. The guy was freaking re-wiring a simple data pad into a tracking device. That's reverse engineering on a whole new level."

But Riven wasn't listening. "The girls could be dying out there. We have to save them."

"The girls have lived through tougher scrapes than this."

"Your Stella's out there, Brandon. And your Bloom," he told Sky. "Timmy's Tecna and my….my…Musa." His eyes widened at the realization of how much she meant to him. "Musa."

Prince Sky stood up. "I did pretty well in our engineering course back at Red Fountain. I'll take a look at how far Timmy's gotten and see what I can do. In the meanwhile, I want both of you to take stock of our equipment. We're breaking camp."

"You mean we're going out to look for them?" Brandon asked, his voice full of hope.

"That storm would kill us, Brandon. Even a frost giant would be hard-pressed to survive out there. I still want to make good use of Timmy's device but we have to think smart. Timmy may be out of the woods but he's still very ill. Riven and I found an entire colony deeper into the earth and a medical facility where we will be able to keep him safe. Then there's the issue of the people trapped within the mines down below. We received a distress signal saying they're in trouble. We can't forget about them."

Riven got up. "Screw them! We have to find the girls."

"They're alive, Riven!" He yelled back. "Don't ask me how. I can feel it in my bones. Bloom, Stella, Musa, they're all alive. They're out there somewhere and I know they're surviving. They traveled to Sparx and the Under Realm. They're too tough to let this planet kill them. For their sake and for ours we have to remember what's at stake here."

"What's at stake? We're losing friends one by one."

"Have faith, Riven. For once in your life believe that everything will be okay." Sky knew what was asking a lot. Riven was not one to believe in anything. He was so reliant on logic that he forgot how to feel. He hoped Musa would have taught him otherwise. "If we go out there, blind, in that raging storm, we'll all die. If we leave Timmy here, he'll die. If we abandon those people, they die. We're specialists. Our job is to protect those who can't protect themselves. Right now, that's those people in the mines. We go back, save them, and then go look for the girls. Then we can all get off this blasted rock."

"Good plan," said a gruff voice. "But there's still the issue of finding a mode of transportation off said rock. I might have a solution."

The specialists turned toward the chamber entrance. Mister Icaran was there, sitting all smug in his portable chair, a cigar hanging from his mouth. The man looked none worse for the wear and as bright-eyed as they had ever seen him. Their mouths fell open.

"You all look like you've seen a ghost."

---

You can thank tears-in-rain for the update. Surprised I found the time to write this one.