ThunderCats in its entirety © Warner Bros.

Berbils worked around the clock.

Felline opened her glacier-blue eyes to what should have been a pre-dawn hush, but the same industrial sounds met her large, feline ears to which she had fallen asleep: clicks, scrapes, bangs, the whirring of servos, screeches of ratchets, hisses of blowtorches, and the pounding of the fabrication presses. With the help of their little friends, Avista City should be sky-worthy again in less than a week.

Felline groaned. Less than a week in the company of birds was far too long, in her opinion.

As soon as she pushed out of the tent she shared with Cheetara and the twins, a cub-sized, sable-furred berbil rolled up to her.

"Ro-Cat Felline is online?" it queried in its emotionless, tinned voice.

"Yes, Ro-Bear Bill, I'm awake," she said through a stretch. She tried to rub some life back into her rump, and then she winced. To show solidarity with their largely homeless bird neighbors, the cats had voted to stay in the clumsy tent city that had sprung up in Avista's shadow rather than in the comfort of the Feliner, and she was regretting the decision. She yawned. "Sort of. What's on the agenda for the day?"

Behind them, Cheetara emerged, gorgeous and golden in the rising sun. Yawning, WilyKit and WilyKat stepped out of the tent flap, and then fell limply at her feet, sprawling in the beaten dirt. Kat promptly began to snore.

Bill's shiny onyx eyes didn't blink, but his blue-lit mouth did when he spoke. "Repairs to infrastructure ongoing. Scrap needs sorting and quality check. Ventilation and hydroponic systems offline; food stores nonexistent. Assistance requested in recalibrating and testing new thundrilium thrusters."

"I can join the thundrilium team today," Cheetara offered, which was a good bet that was where her boyfriend, Tygra, would be. She and Felline nodded at each other, and then the cleric disappeared in a streak of yellow as bright as the sun.

Not bothering to open their eyes, the twins raised their hands in unison.

"We can help gather food," Kit said without enthusiasm or lifting her head.

"Bugs and seeds and more bugs, yum." Kat yawned.

Both kittens dragged themselves to their feet.

Felline stopped them with a hand on each of their heads. The birds, perhaps understandably, had never set surplus foodstuffs aside in storage. Their technology had eliminated the concept of growing and harvesting seasons, and their protein of choice didn't require rearing of any kind; until now, food had been readily available at all times. The cats weren't getting very far in teaching them to work with nature instead of against it. "Try not to get in any fights today, okay?"

"We'll try, Felline," WilyKit said tonelessly, her golden eyes downcast.

"It's not our fault," WilyKat said. His narrowed eyes met Felline's with a mixture of defiance and a plea for understanding. "They hate us, Felline."

"They won't help themselves," Kit said. Her voice wobbled. "They have wings but they won't fly. They have legs but they won't leave Avista. They'd starve without us, but they don't thank us."

Kat put an arm protectively around his sister. "They throw things."

"They call us names."

"We saved them, but they hate us."

"It's because we threatened them first," Felline said. She crouched, smoothing WilyKat's brown and white mane, a stray tear from WilyKit's fawn-furred cheek. They were shooting up like day astrids, thinner and more wiry than ever; soon, Kat would be as tall as she was, which wasn't saying much. Still, they were just kittens, and didn't deserve such treatment. They had been decidedly against Pumyra's threats on Avista from the start. "We tried to steal from them. We almost got their entire population killed. We hurt many of them. We destroyed their homes. They're scared, and they're angry, and their leader has abandoned them. They don't understand Third Earth, and they don't want to be here. We can't force them to stay. It's our job to get them safely into the air. We owe it to them."

She studied their small, woebegone faces, and then repressed a sigh with difficulty. "I'll talk to Lion-O. Maybe he can say something to Prefect Horus." Again.

Kat's mouth puckered. He pulled away. "I can't wait until they're gone."

He darted off, throwing his hoverboard ahead of him. He leaped onto it and zoomed into the sky.

"Kat, wait!" Kit cried. She followed him on her own board.

Felline watched them until their blue and pink contrails started to fade. Over the rise, repairs to the grounded city went on. Aburn and other elephants carried huge sheets and pipes of metal or glass on their shoulders, cement tubes and wire bundles clamped under their arms, odds and ends hanging in baskets from their trunks. Although the fishmen had returned to their oasis, unable to bear the dry air, and Faun to the Forest of Magi Oar, to let her spirit friends rest in Viragor's Pool, the dogs, under Dobo, had taken to patrolling the area around the city, alert for trouble on either side of their line.

Lion-O strode with barely leashed fury through the worksite, his blue armor and his red mane ablaze in the early morning sun. Horus, Vultaire's erstwhile second-in-command and stooge, strove not to appear frazzled as he broke into a shuffling trot to keep up with the young cat king, not-so-fresh silk robes flapping around his scaly pigeon legs.

Whatever had ruffled feathers this time, Felline knew Lion-O could take care of it. She squared her shoulders. "I guess that means I'm on cleanup today. Where do I report in?"

"This way," Bill said. He rolled into his furry wheel form and bounced ahead of her, squeaking like a toy.

Berbils worked around the clock, and since they hadn't tried to steal the Tech Stone, were impervious to the bad blood between cats and birds.

..::~*~::..

The campfire crackled. By its light, Felline removed the under-panel of WilyKat's blue and silver hoverboard so she could examine its inner workings. She separated wires with a claw, frowning, while a curl fell into her eye.

"Why don't you have the berbils look at that?" Lion-O asked from somewhere over her head.

"I don't want to distract them from their tasks," Felline mumbled, still frowning. Kat had said the propulsion system seemed to be hiccupping. Should be an easy enough fix, bent pins and a loose wire, probably, preventing the thundrilium crystal from powering the system consistently.

"Yeah," Lion-O said. He sat next to her, but hesitantly, as though he expected her to yell at him. When she didn't, he sagged in the firelight. He rubbed a hand over his tired face. "The sooner we get the birds back in the air, the sooner we can get out of here."

"That does seem to be the popular opinion," she said, a smile overtaking the frown of concentration. The stress of carrying the extra weight of the fishman who hadn't wanted to ride in the Forever Bag had probably caused the disconnect in the first place. The loose wire popped back in with a satisfying click and she sat up, happy with how the board came to life in her hands, humming.

Lion-O, however, did not smile back.

She glanced at him. Their immense workload demanded long hours, and without the means to adequately feed so many, dinner was something of an option for the cats. For the moment, she and Lion-O were alone.

"Are you all right?" she asked.

Lion-O didn't respond at first. He rested his elbows on his knees, laced his fingers, and studied them by the firelight. He brushed a scar that stretched across the first three knuckles of his left hand with his right thumb. The fur lay the wrong way, just as it had across his father's nose. He sighed and looked up, over the snapping fire, into the darkness of the sandy plain that supported the low mountains. Avista cast cold white light into the sky through its windows and glass bubbles, washing out the softer light of the stars.

Everything about Lion-O's expression screamed of unhappiness.

"I keep thinking it has to be a dream," he said at last. He dropped his gaze to his hands again. "A bad dream that has lasted nearly a year."

Felline set Kat's hoverboard aside so that it could put itself to sleep until its owner wanted it. "Lion-O . . ."

A blue eye slid toward her, a darker and more complicated blue than hers. "My birthday is tomorrow."

"Is it?" she asked, surprised. She had lost track of time again. Easy to do when on the run from an evil sorcerer. "Wow. Eighteen. It's about time you caught up."

He didn't quite manage a laugh, though his smile made a brief appearance. "She told me she loved me."

Felline didn't have to ask who. My friend, she thought, struggling to breathe against the pain. She was never my friend. "She did."

"Huh?" Lion-O looked at her with eyes that reminded her of WilyKat's, just that morning. Hard with defiance and brittle with a desperate plea for understanding.

"She did love you. As much as she could," Felline said. "But she had already died, Lion-O, before we ever met her. Pumyra wasn't in there anymore. Mumm-Ra's magic twisted her soul. It put her in thrall to him and the Ancient Spirits. That you touched her heart at all, well . . . that's why she was always so conflicted. Her betrayal isn't your fault."

He shifted next to her, his unhappiness palpable, disgust drawing his brows together. "She kissed that . . . Thing. She kissed me, and he called her Beloved, and I can't – rahwr!"

Lion-O jumped to his feet and started pacing, hands buried in his red mane. His eyes were wild now, blinded with pain, with grief, with confusion, with anger. "She had a choice between me and him and she chose him! He's evil. I loved her. Why am I always such a fool?"

"I loved her, too," Felline said. In spite of her best effort, tears welled up and threatened to spill over. "She made just as big a fool of me, and I helped her do it."

She waved a hand toward the downed city, the scent of bird that they couldn't escape thickening the noisy air. Pumyra had played them both, and there was no going back.

Lion-O surveyed the night, his honey-and-cream face carved from frosted marble in the unnatural light of the city. "This is all Mumm-Ra's fault," he said. His hands clenched. "And we are going to make him pay."

A/N: Good morning, Dear Readers, and happy Saturday!

Welcome to the third and final installment of the Cat's Cradle Trilogy. Here, we will see the ThunderCats through the Second Season that Never Was, told by yours truly. It's an ambitious project, always has been, and I'm terrified of it, lol. I can only dream that you guys will enjoy this and stick with me to the end.

Oh! As an aside, the fireside scene was the very first one I wrote in these books, all those years ago before the series was canceled. Thought you might like to know. ;3 From here on out, we're all in brand-new territory.

Please review! I hope to receive comments of all kinds - good, bad, and indifferent. I want to know what you think, and I am always open to constructive criticism. :3 Plus, I will return all reviews. Pinkie promise.

Until next time,

Anne