Panther Cap stretched out on the sandy beach, his hat still on his head,but the front was out over his eyes for once. The Yellow ball shone very warmly as Panther Cap wiped the sweat off his brow. A shadow covered the land suddenly. Panther cap gowned slightly in annoyance, then the temperature drop dangerously fast. Panther Cap shivered, it was like he was under some animals blood lustful gaze. Almost afraid, Panther Cap lifted his hat. A giant pair of eyes looked down from the sky. It shot forward before Panther Cap could scream.

Panther Cap sat up, tears stained his face. His chin quivered sadly. Yet the haven was there around him, he could hear Oyster snoring to his right. He luckily hadn't screamed. He sighed slightly, he had dreamed that an animal had attacked, yet his thoughts hadn't on him, but his family. A pain shot to his knee as he moved it. Pulling the leaf back,he saw his knee was scraped.

Wait, was it a dream? Or did it attack and he just was knocked out? He shook this thought away,it was impossible, besides everyone was asleep in the haven. Slightly unconvinced Panther Cap turned his left to talk to Beauty-Stem about his dream, but she wasn't there, Panther Cap stared at the spot where her leaf was lain. Had she been eaten? No she couldn't hav- could she? He pushed the fear down again, he'd ask Fur Foot. Panther Cap looked over to the spot next to Beauty-stems bed and it to was empty. Panther Cap gave himself the permission to freak out. He craned his neck around to see who else was there. Only Oyster and Slippery Jack snoozed beside him. To fearful and upset to do much, Panther Cap just sat there for a second, then started to cry softly. Soon the cry turned to sob as he put his hands over his eyes and rested his head in his lap. Unbeknown to him someone had heard him from just outside the haven. Panther Cap suddenly noticed the rapidly approaching foot steps. Looking up he saw Shaggy Mane running inside, Shaggy quickly spotted him and walked toward him slowly. "Hey, whats wrong?" He asked worriedly, he sat down beside Panther Cap.

"Were they eaten?" Panther Cap asked. Shaggy Mane stared at Panther Cap blankly.

"What?"

"Was Fur Foot, and the others eaten?" Panther Cap asked again. The tears streamed faster, Shaggy mane took noticed.

"No, they weren't' eaten.. Why do you ask?" Shaggy Mane said softly.

"Cause the big black shadow thingy came out of the sky an attacked, and then I woke up here. Did I get knocked out?!" Panther Cap stared at Shaggy Mane a moment.

"Waa.." Shaggy Mane tried to understand what Panther Cap had just told him. After thinking Shaggy Mane looked back. "Panther Cap, I think you had a sleep scare. Remember how Beauty-Stem woke up screaming one night?"

"Y-yes." Panther Cap -hickuped.

" She had a sleep scare after we left the Stay Away Place." Shaggy continued "You musta had one. There nothing to be afraid of."

"No Shadow Thingy?" Panther cap asked.

"No Shadow thingy." Shaggy reassured. "Now go back to sleep." As Shaggy Mane stood to leave Panther Cap grabbed his arm.

"But wheres Beauty-stem, and everybody?" Panther Cap asked. ShaggyMane slowly sat back down.

"Elf Cup ran off to see Earth Star." Shaggy Mane explained " The other are trying to find her."

"She broke her promise?!" Panther Cap yelped.

"SHHH!" Shaggy Mane hushed loudly, not wanting two more toadlets clinging to him tonight.

"Sorry.." Panther Cap sighed, he looked the floor tiredly.

"Its ok." Shaggy Mane sighed. Then the last of the Beauty-stems dust went out.

"Ah!" Panther Cap whimpered at the sudden darkness.

"Panther Cap, its ok, shh. The lights just went out." Shaggy Mane whispered, pulling his brother closer.

"I'm just scared of the dark, thats all." Panther Cap sighed.

"Ya well, I am to." Shaggy Mane filled the haven. "Thats not good.." Shaggy Mane spoke from the darkness suddenly.

"What do you mean?" Panther Cap asked.

"The others left a while ago. Maybe I should go look for them." He said.

"Your not leaving, are you?" Panther Cap whimpered,

"No, I meant look for them later. If their not back by sun up." Shaggy Mane corrected "Then I'd have to take you three with me and-" Shaggy Mane gowned "I'm to tired for this."

"Why don't you go to sleep?" Panther Cap asked.

"Cause I'm 'Look Out' " Shaggy mumbled unhappily. "Listen, I gotta go back to my look out. You go back to sleep."

"But-"

"Here." Shaggy Mane shoved the Pointer into Panther Caps hands. "Sleep with this, I really have to go." Then Shaggy Mane was gone, Panther Cap could hear his footprints as they left the haven, and back to the entrance. Panther Cap lay back down, Pointer at hand. He hugged it slightly, he felt his eye lids starting to droop. With Shaggy Mane guarding the entrance he at least felt safe.

Fin