Written by: Marc

Disclaimer: Kit Cloudkicker, Baloo,WildCat, Molly Cunningham, Rebecca Cunningham, Don Karnage and other characters are copyright 1990/1991 Walt Disney Company and are being used without premission. The writer has made sure that no money was made in the production of this fanfic and all material is used with the upmost affection and respect to the Walt Disney Company and the Tale Spin Team.

Crimson Circle Part II

The winds whispered across the lonely dock at Higher for Hire as the late afternoon sun covered the land in the bright orange. Thick clouds swept past the horizon, dimming the daylight as if trying to prolong their peaceful slumber of the previous night. Writing neatly on her clipboard, Rebecca Cunningham watched as the delivery truck from Hansen Co. dropped off its cargo for that day�s shipments. Four hulking, burly wolves in blue jump suits carried the heavy crates onto the dock as she had instructed them.

"Thanks, boys," she said as she checked off several items off the list on her clipboard.

Rebecca was so absorbed in her paperwork that she failed to notice the four wolves huddling together, mumbling  and harshly gesturing at the smallest of their group and giving him encouraging pushes towards her. Taking short, tiny steps up to her, the baby-faced, blue-eyed wolf took off his cap, holding it tightly.

"Miss Cunningham?" he said timidly.

Rebecca clicked her tongue, "Don't tell me there's more. . .Daniel, is it?"

"No. Um. . .actually,  it's Dannen; and yeah I know  like the . . ."

"Heh heh, what flavor?" Rebecca interrupted.

". . .yogurt." he sighed, "Anyway, thing is, sorry to be so forward an' all,  me and the boys were wonderin' if you maybe forgot something?"

"Like what?" she went back to her clipboard.

Dannen kicked at the ground with his foot, keeping hid head down, ". ..I don't know. . . maybe something to show. . .mmm. . .some appreciation?"

Rebecca glanced up with a gleaming smile, hugging the clipboard to her chest, ". . .Oh, Dannen, I never realized all this time that you felt this way."

"Well, it ain't just me, it's the rest of the boys too." Dannen informed her pointing his thumb behind him.

"Oh, my. .." Rebecca whispered holding her paw against her heart, "My goodness. I know how emotions can be so strong sometimes.. ."

"Yeah, they sure can" the wolf's eyes scrunched together and he shook his head.

Rebecca put her finger over her lip and continued, "But it's somewhat ridiculous that all four of you should feel this way about me. And since it's obvious that there's no way to split me among you four; I think it may be best to forget about me, Dannen, and to go find yourselves four nice lady wolves that you don't only admire but ladies that you can talk to also, and be friends with. . ."

"Uh, Miss Cunningham,?" Dannen scratched his head and squinted at her.

"Now, Dannen this is very important advice I'm giving you. . ."Rebecca scolded.

Dannen pointed  his index in the air as the other hand lay against his temple, aiding him in choosing the right words. "Um. . .Um. . .okay, Miss Cunningham, like finding the four lady wolves sounds good to me. ..and. . .ummm. . .okay. . .I don't know about you're man troubles, but.. .um. . .all I wanted was a tip."

"Oh," Rebecca said disappointedly, "Why didn't you just say so?"

"Cause I didn't want 'em to think you was cheap, Miss Cunningham," the wolf nodded at her.

Rebecca angrily took a few dollars out of her purse, shoving it into Dannen's furry paw, "Why does everyone think I'm so frugal?" she wondered to herself rather loudly.

"Cause you pinch pennies tighter than a hermit crab, lady!" one of the older wolves shouted out.

Dannen looked at her with wide eyes, "I'm sorry, Miss Cunningham, terribly sorry."

"Don't worry yourself about it Dannen," she said then bobbing her head at his hand with the money in it, "Three dollars enough?"

Dannen grimaced, and reluctantly Rebecca gave him another ten dollar bill before the Dannen and the other wolves left.

Baloo, who had been napping through the ordeal, awoke with a gurgle in the bottom of his throat. Rubbing his eyes, he looked at the cargo that had just been unloaded, and upon seeing the copious boxes he rubbed his eyes again more thoroughly to make sure he wasn�t dreaming.

"Hey, Beckers, are you kiddin� me?" Baloo yelled from his hammock, "You expect me an� Kit to airdrop all this onto a boat in the middle of the ocean?"

Rebecca listened to him and then checked her clipboard quickly, "I know, I know. The last thing we'd want for you is a job that required effort. No, Baloo, it says here only a few of these boxes are going to get airdropped on the ship."

"Thank the lord," Baloo said blowing kiss up to the sky, "You tell Kit I�m really going need �im on this one."

"Yes, yes, don�t worry, Baloo. Kit�s gonna come home right after school." she paused for a moment, tapping her pen against her cheek thoughtfully, "I was thinking. .. since the ship won�t be in position till 11:00 and it is a Friday, you guys could stop at Louie�s for awhile and take part in whatever shenanigans you like, guilt-free."

Grinning Baloo came from behind her, swooped her up in his giant paws and gave her a big, wet kiss on the cheek, "Rebecca, you�re one in a million!" he said.

She wiped her cheek, "Keep kissing me and  I�ll have no reason to be nice to you."

"Hey, you know what I�m thinking?" Baloo asked his tong dangling out the side of his mouth as he tapped his cheek thoughtfully.

"How many Krakatoa specials you pile into that stomach of yours before 11:00." Rebecca quipped.

"Nah. . .well, yeah! But, I mean, if you haven�t got anything to do, and I know you don't,  Beckers, you should come with us." Baloo suggested.

"So I can see for myself where all my money goes? As attractive as that sounds, Baloo," she replied, "There�s no way. Kit�s the only baby-sitter I trust with Molly, and he has to go with you"

Baloo put his paws on his hips, "Are you sayin�, Rebecca, that the only times you�ve had any fun is when Kit baby-sits? And half those times, you�re going out with me to talk to a client."

"Don�t make it sound that way, Baloo," she sighed, "I have plenty of fun at home with Molly."

"Yah, I bet those tea parties with Lucy are just faaaabulous," Baloo grinned.

An exasperated Rebecca shook her head. "Just let it let alone, huh, Baloo?" she beseeched.

  Baloo eyed her suspiciously, as he started to load the cargo, "Hey, Wildcat, can you give me a hand with this?"

Wildcat peaked out his garage at Baloo, "Umm, Baloo, I don�t know man; I kinda like both my hands. They�re so smooth and. . ."

"Wildcat just get over here!" he yelled as Wildcat scrambled over and helped Baloo lift one particularly large crate that towered over them menacingly. Jiggling back and forth, the struggled to load it. Suddenly an idea popped into Baloo�s head, and with surprise he dropped his side of the crate which went crashing onto Wildcat�s bare foot.

"Owww!" he cried hopping up and down and blowing on his foot.

"Hey, Rebecca, "Baloo said.

"Was that crash my cargo?" Rebecca asked suspiciously eyeing Wildcat.

"Aw, forget that, what about Wildcat as a baby-sitter?"

Rebecca shook her head vigorously and stormed back towards her office, "Oh, no way, Baloo. Last time I let Wildcat watch her, the two of them ended up in a prison in Thembria!"

"Just give im a chance, Beckers, " Baloo pleaded, "You need to have some fun. You�re working� too hard, and you gettin� even more borin� to talk to you than you used to be."

Rolling her eyes, she said cynically, "You�re concern's as touching as it is insulting ."

"Your welcome," he scratched his head, "I think. Anyway, you need to have some fun. And, well there's Kit too."

"What does Kit have to do with this?"

Baloo smiled, "Aw, Beckers, you can�t tell? How he's always botherin' you 'bout his homework."

Rebecca blew her hair out of her face, cracking a wry smile, "Well, who else is he going to go to?"

"It makes me jealous sometimes how he takes to ya." Baloo shook his head.

She turned around her eyebrows raised, "He. . .he likes to spend time with me?"

"Without a doubt."

"He never said anything. .." she whispered to herself, "You know, Baloo, I can't believe I'm saying this, but you�re right. I think I will come along. How much trouble could Wildcat get into?"

There was a giant crash behind them accompanied by a sickening thud and a yelp for help from Wildcat.

"Uhh, Ree-becca?" he said waving his thumb in the air, "The Seaduck�s drowning again."

Throwing his hat to the floor in disgust, Baloo looked at her. "I�ll go help him."

She nodded, and then felt a short breeze against her back. She twirled around quickly enough just to see a green blur run up the stairs.

"Kit Cloudkicker, come down here!" she screamed, crossing her paws and tapping her foot on the dock.

Kit moped down towards her, something under his shirt protruding.

"Hey, Miss Cunningham." he muttered, taking out the mail from beneath his shirt and handing it to her.

"Now," she said sorting through it, "Let�s see what you�re hiding from us. Ahh, you�re CSAT scores."

"Aw, Miss Cunningham, they're just some stupid tests," Kit complained, "Miss Gibbons even said that they even make 'em to fool the dumb kids."

"Kit, the last the thing you are is dumb," she comforted him as she opened the letter, "Ohmagosh!"

"That bad, huh?" he sulked, "Criminy."

"Yeah," she said softly as she reread and reread it to convince herself, "That�s okay, sweetie, you'll have plenty more chances. Go help Baloo and Wildcat now with preflight."

"You ain�t gonna yell at me?" Kit asked almost sounding disappointed.

"No," she answered crumpling the letter in her pocked, "Now go on."

Kit started to load up the cargo, thinking Rebecca was going easy on him because he was so important on this airdrop in finding the boat and then cloudsurfing the packages down to it. Meanwhile, Rebecca walked slowly as if in a daze to her office, and looking at her address book dialed a phone number. It rang only once.

"Hello, Miss Gibbons? This is Rebecca Cunningham calling on behalf of Kit Cloudkicker. . .No, I�m a guardian. . .Yes, he is an orphan. . .Anyway that�s not why I called. Have you seen these CSAT scores?. . .You have? Is this a mistake?.  . .I know I can�t believe it either, not that I, you know, but what should I do about this?. . .Really? But his friends?. . .Yeah, I know. . . Thanks Miss Gibbons. . .Okay, good-bye now."

She put her paws and her desk and leaned over it, feeling sick to her stomach. "This is unbelievable." she whispered to herself.

*  *  *  *  *  * The heat that night crept through Louie�s like thick buttermilk drenching everything in its path, yet it did not stop the festivities that night. The lamps in the club drowned everything in a hazy, mahogany hue as Louie's bustled with great bellows of hearty laughter and fast-paced exotic music.  Around the tables, belts were unbuckled and bellies were full, and  cups were raised toasting to past adventures and to reminiscing them. In the middle of them, were the younger pilots dancing to the rhythm of Louie's congo band, jackets tossed aside, and sweat pouring down their faces though no one seemed to care. Rebecca had changed for the night, and instead of her customary white turtleneck and sweater she wore a sleeveless pale pink button-down blouse. Although she tried to present an air of confidence, Rebecca new that deep inside their was a twinge of uneasiness and nervousness. As soon as they walked in they were greeted by the buoyant Louie Lamount.

"Hey big boy Baloo, what�s shakin�?" Louie asked clapping Baloo�s hand and then looking to Kit and Rebecca,"Miss Rebecca Cunningham, my you look bodacious tonight. Nice to see you too, Kid."

"Thank you, Louie," Rebecca nodded, "What are all these people doing here?"

"I don�t know, cuz, but I can�t complain!" Louie exclaimed, "They're fillin' my drawers full a shaboozies faster than Baloo can down a banana burrito."

"That's hard to believe," Rebecca muttered under her breath then batting her eyelashes innocently at Baloo's suspicious face.

"It�s packed, Innkeeper!" Baloo winked and surveying the scene, "I ain�t ever seen it like this. What stunt you pull to get all these people in here, Louie?"

"You didn�t offer �em free gas again, cause I remember how bad it stank the last time when you'd. . ." Kit�s voice was muffled by Louie�s hand over his mouth.

"Cute, Kid," Louie mumbled. "All I�ve overheard is that some crazy government planes are shootin' at cargo pilots, man."

"That must smart." Baloo said.

Louie agreed taking a sip from a coconut glass. "I hear ya, Baloo, but they just figure they might as well have a good time if they can�t finish their deliveries."

"Did you find out what coordinates they're blocking, Louie," Rebecca asked her mind quickly shifting back to business, "I hope we can still make the airdrop."

"Aw, don�t worry your pretty little head, Rebecca," Baloo smiled looking at his fingernails, "Ol� Baloo�ll find a way in, you just wait and see."

"Yea, you�re supposed to have fun tonight, Miss Cunningham," Kit said tugging on her pants. She shrugged and sat on a chair solemnly.

"How can I have fun when my life is going to be in the hands of this lughead in a few hours." she said bobbing her head at Baloo.

"Careful, Beckers, or you're gonna blow a fuse worryin' so much. Come on, I know the perfect cure for all that ails ya." Baloo grabbed her hand and dragged her out as she wailed in protest to the dance floor.

"It�s the jitterbug, Rebecca," he said swaying his hips to the beat, and holding both her hands, "Just do as I do. Man, what a beat!"

The two bears cut a comical pair as Baloo wove around Rebecca jirrating and jiggling in all directions, his tongue hanging languidly as if in deep concentration, while Rebecca swayed slowly back and forth trying to downplay the bear's antics and looking incredibly embarrassed.

Kit sat at the counter with Louie sipping his banana-passion kiddie cocktail, laughing at the sight. "Hey, Louie?"

"Yeah, short stuff," Louie grinned at him as he wiped some glasses.

"You think a bear like Baloo and a bearess like Miss Cunningham could ever. . ."

Louie started chuckling so hard he dropped the glass onto the floor. Kit grimaced at him, and Louie shook his head. "Don�t get me wrong, kid. I�ve seen stranger stuff to be sure, but I don�t know �bout that one."

After a pause, he nudged kit and gave him a wink. " Sorry, Kit, I know how you want it, man. Forget about it though, I'll keep my eyes peeled for any pretty little dames you might like."

Kit was gazing at Rebecca and Baloo dreamily not attentative to what Louie was saying, "I didn't know you like 'em little."

Louie chuckled to himself, then leaned over the counter speaking into Kit's ear. "You know what'd be slick, shortstuff? If you went over to the band, slipped a couple shaboozies in his pocket so he could play something a little slower. You know . . to set the mood."

Kit looked at him  eyes wide with enthusiasm. "Yeeaaa!"

Kit jumped off the counter and started to run to the stage. Louie reached out for him, but grabbed nothing bet empty air. The red ape slapped his paw over his head unable to watch.

"I was kidding." he sighed..

Baloo spun Rebecca around that the lights above and all the dancers around them became a one rainbow-colored blur and happy butterflies fluttered in her stomach.

"Whoooah, Balooooo. Stooooop!" she yelled, "You�re making me sick."

"Relax, Beckers, just let go for a sec," Baloo laughed back at her,

"Here we goooo!"

Rebecca let go of one her hands and extended it creating a graceful pose as Baloo continue to twirl her around the room, "That�s the spirit, Rebecca." he yelled happily, "That�s it!"

As the music crescendoed to its finale, Baloo tried to slow down, but Rebecca not expecting it tripped over his leg and fell clumsily to the ground. The big bear rushed to her side.

"You okay, Becky?" he asked rubbing her back.

She turned to him and she was chuckling uncontrollably, and she fell into his arms unable to stop, "Baloo you big oaf! I haven�t laughed this hard since. . .."

Kit sneaked away from the bar to the stage where the band was playing. He tapped a black-clothed, big gorilla who was playing the piano, and whispered in his ear, deftly slipping a shaboozie in his coat pocket. Suddenly the tempo slowed, the pitched lowered, and Louie, giving in to Kit's plan dimmed the lights so that it would have been completely dark if not for the lamps on stage and the fluttering of lights from planes landing and taking off in the middle of the warm, autumn night. Rebecca was still laying on the floor and Baloo was kneeling beside her as couples started forming. The big gray bear stared at the ground as he held her hand playing with her fingers nervously, "If you�d like, Rebecca,. . ." he stuttered bobbing his head toward the couples dancing slowly, "But if you don�t. . .that�s fine. I know how you think of Ol' Baloo"

A pilot must have forgotten to turn off his headlights as he was tying up his ship outside as they shone brilliantly through a window, illuminating Rebecca�s face, " Ol' Baloo?. .I think he'd be the perfect bear to dance with." she smiled.

Taking both her paws, Baloo helped her up to her feet, and after pausing for a moment, he put both his paws around her waist carefully feeling her silky blouse beneath his skin and she hugged his neck with hers, exhaling as she remembered when everyday in her life had been a slow dance like this.

"Ow! Becky, that�s my foot." he whispered across her ear.

"Sorry," she said, placing her head against his chest, "It�s been awhile for me."

"Me too," Baloo said intently.

Kit tiptoed around the dancers and back to the bar where Louie was watching the whole thing in complete awe, his mouth gaping at the sight.

Kit closed it for him, as Louie's teeth clicked against each other.

"Kit, lemme tell ya, you are one smooth customer, cuz." Louie praised as he shook the cub�s paw firmly.

Silently they watched their two friends gracefully circling the floor like two birds gliding across a midnight sky. Rebecca's head remained nestled against Baloo, and he held her tightly.

Suddenly Kit whipped his ahead around looking for a clock then to Louie, "Hey what time is it?"

Delicately grasping Rebecca�s arms in his hands, Baloo looked her in the eyes their faces a few inches apart.

"You know, Rebecca, this wouldn�t be so weird if you weren�t such a nag," he whispered moving slightly closer.

"Maybe if you weren�t so lazy." she added closing her eyes.

"Money grubbin� scrooge." he chuckled inching even closer.

"Irresponsible buffoon." she answered.

"Whip smackin� tyrant." he murmured as their noses touched.

"Reckless flyboy." she laughed, "Did I mention irresponsible"

"You forgot lonely," he said wrapping his arms around her.

"Lonely?"

"You�re lonely too." he whispered.

"I don�t know what you�re talking about. . ."

Before she could finish, Baloo opened his mouth and Rebecca readied herself, and just at the last instant, Kit jumped in-between them.

"Guys, sorry, but it�s 10:30!" he said, "We gotta hit the skies right now."

Baloo coughed and looked away from Rebecca, "All right, L�il Britches, you  go get her started and I�ll be right out."

"I�ll go with you, Kit," Rebecca rushed out the door with him. The big bear nodded his head, and rubbed his chin pensively before strolling over to Louie.

"Hey, Baloo, what�s that happening out on that dance floor, cuz?" Louie grinned at him. "I don't know, Louie," Baloo replied slapping the counter with his other hand, "I just hope it ain't wrong."

"I know, Baloo. So you headin� out now?" Louie asked twirling his towel onto his shoulder and leaning back.

"Suppose so. I've an airdrop for cryin' out loud. I ain�t in the mood." Baloo mumbled.

Louie clapped him on the back, "I just wanna warned ya first. People say that these government pilots are crazy, cuz. You be careful, Baloo ol'buddy. No funny stuff.."

Baloo nodded, "Thanks, buddy. Don't worry, I�ll be back tomorra to watch you clean up this mess."

Louie rolled his eyes and waved good-bye as Baloo jogged out to the Seaduck, After untying her and taking off, the short flight was passed in relative silence. While Baloo and Rebecca had the expression of grim concentration, Kit wore a wry smirk barely able to stifle his laughter. Over time, Kit�s bliss slowly faded away with the blackness of that night and the fear of government airplanes.

"Papa Bear, I don�t like this. It�s too dark." Kit said peering out the window, "There�s not even any moonlight."

"Now it isn't professional for the navigator to be frightened by a job." Rebecca  feignly warned, tongue in cheek.

"No! I ain�t �fraid a nothin�." Kit responded loudly as he took out his map, quickly charting their course. "The boat should be below us any second now." he gulped, his voice cracking.

Baloo nodded, as he kept his eyes focused on the water touched by his headlights; it was all they could see in a night like this. "You put those goggles on ya hear, L�il Britches. Maybe even take flashlight with ya."

"Okay, Papa Bear," Kit said, sliding out of his chair, "I�ll go check the tow cable."

"Please, be careful, Kit." Rebecca beseeched.

Kit grinned, "Don�t worry, Miss Cunningham."

"There she blows!" Baloo cried, "You ready, Kit?"

"All set!" Kit gave him a thumbs up.

"Hold on to your fur," Baloo said as Rebecca strapped herself into the navigator�s seat and the big bear opened the cargo doors. Kit, carrying the small airdrop packages in his arms, was sucked into the evening air in an instant, yet the winds were not that strong, allowing Kit to glide in relative comfort ease. "The boat�s so small," Rebecca gasped staring a small wooden, steamer that couldn�t have been more than 30 feet across.

"I know, you�d think they coulda just docked," Baloo shook sweat off his brow, "but this is what Kit does best, Beckers."

Almost effortlessly holding the tow rope with his foot, Kit circled the boat, shining a flashlight he carried in his mouth on the deck. Timing it perfectly, he let the packages go from about 50 feet, and they fell harmlessly into the middle of the deck.

"Great shot, kid!" Baloo approved pumping his fist out the window, "You get in here, now."

Kit was greeted to a hero�s welcome once he had gotten back to the cockpit. Rebecca tore off his hat, giving him big wet kiss on the top of his head.

"Good job, navigator," she patted him atop the head, "I  have the best crew in Cape Suzette."

Smiling up at her, Kit grinned mischievously, " How �bout a raise, Boss?"

Letting go of him, she pushed him lightly into his chair, "Don�t get cocky now, Kit."

Baloo and Kit cackled hysterically at this, "I told ya you was a money grubber," Baloo uttered. Shaking her head and her arms crossed scoldingly, she was able to keep a straight face, but inwardly she was laughing too. She was about to let it out when there was a brilliant flash of white light that lit up the sky so brightly, the three had to cover their eyes. It started out as a small ball in the horizon, no grander than a star, yet it expanded until it seemed the entire night sky was white as if someone had flicked on a giant light bulb and after an instant turned it right back off..

"What in blue blazes was that?!!!" Baloo cried turning the plane towards the direction in which the light came from and accelerating like a banshee.

"It might be better to just leave it alone, Papa Bear," Kit said softly scanning the sky for the source of the bizarre light, rubbing his arms.

"I agree with, Kit," Rebecca concurred.

"Sorry, Beckers, but out here I�m the boss," Baloo proclaimed, "And someone might be hurt out there."

"Just remember what Louie said," Kit warned clutching the bottom of his seat apprehensively. Slowly a plane with no markings floating on the water became visible, and as Baloo circled him he saw that it was pointing a giant search light on the water. Floating on the surface, there was the wreckage of an airplane and puddles of slimy fuel creepily crawling across the ocean surface.

"There�s somebody down there!" Kit screamed pointing at the water.

"Where?" Baloo followed in the direction Kit was looking and some the vague silhouette of someone swimming in the water. Quickly, Baloo started descending the Seaduck determinedly.

"Balloo what are you doing?!" Rebecca  screamed in terror.

Baloo�s eyes scrunched and his lips tensed together, "We gotta get the guy. That plane ain�t doing anything., so we�re. . ."

A shower of bullets rained upon the cockpit causing sparks to fly and small columns of smoke as Kit and Rebecca ducked.

"Air pirates!" Baloo yelled.

Kit shook his head, as he pushed half his body out the window to look at the aggressors behind them, "No, Baloo."

"Who is it then?" Baloo demanded agitatedly.

Rebecca looked at him blankly as her fear paralyzed her, "They�re Cape Suzette air force fighters, Baloo."

"Here they come again! Let�s get outa here, Papa Bear." Kit pleaded and looking to the sea, he saw that it was an otter in the water, and their eyes met for a moment. The way the otter looked at him, Kit knew that he wanted them to leave.

Baloo took one last look at the man struggling in the water, barely able to watch, "You�re right. Buckle up now; this ain�t gonna be no hayride."

"Baloo, look there�s three more straight ahead." Kit screamed.

"Shutup, Kid, I see them. Hold on!"

Pushing the stick as hard as he could, Baloo was able to make a sharp right turn, sending the two groups of fighters scrambling in all directions to avoid crashing into one another. Yet the fighters maneuvering capabilities allowed them to get back onto the Seaduck�s tail, and they continued to fire away at the helpless cargo plane.

Inside, Kit put his paws over his head as bullet ricotheted off the control panel and sent shattered glass flying through the air.

"Baloo, they�re too fast!"

"I know,. L�il Britches," Baloo took a deep breath, "There�s only one thing we can do."

"What�s that?" Kit was a little scared to ask.

"You know how you always say you can get us back to Cape Suzette blindfolded?" Baloo grunted as he veered the Seaduck to the left to create more space between them and the fighters.

"Yeah?"

Baloo grinned, "Well, here�s your chance."

Baloo switched off the headlights and the lights inside the cockpit went out too. Kit turned on his flashlight and put it under his face shadows darting across it, his eyes glittering like tiny stars. .

"Jeepers, Baloo, I was kiddin�." Kit complained, then looking at the compass with the flashlight, "Turn 45 degrees northwest. That should do it."

"When we get home, Kit, remind me to give you a bonus." Rebecca marveled.

"Forget about the bonus until we�re sure we lost those fighters." Baloo mumbled trying to look behind him. "You see �em, L�il Britches?"

"They�re gone!" Kit reported, "Nice one, Papa Bear."

"Back to Cape Suzette, and keep your eyes peeled for any planes. They ain�t gonna be able to see us." Baloo said as the Seaduck smoothly cut through the night's dark curtain maintaining Kit's course to home.

*  *  *  *  *  * The friends were able to make it back to Cape Suzette safely thanks to Kit�s navigation skills, and upon docking at Higher for Hire, Kit and Baloo fell into a deep sleep as Rebecca went home to relieve Wildcat. When she returned late in the morning with Molly holding her paw, she was horrified to find Baloo and Kit still sleeping in their beds.

"Wake up you two sloths!" she stomped her foot.

Baloo yawned scratching his stomach lazily, "Aw, come on, Beckers. It was a rough night."

Kit made himself get out of bed and he trudged past Rebecca still half asleep, "I�ll start on the preflight for the Kurlander order, okay. Let Baloo sleep a little more." he urged.

"Oh, all right." she relented. After Kit had disappeared from her view, she quickly closed the door and jumped next to Baloo on his bed.

"Hey, beckers, don�t rock the boat." he whined, turning over.

"Baloo, get up this instant," she shook him, "We have to talk. Things are getting crazy around here."

Unhappily, Baloo sat up against the head of the bed, "Tell me about it, bosslady."

"There�s two things," she began, "First, this morning when I called the police about the crash we saw, they said they didn�t know anything about it!"

"You didn�t tell �em your name did ya?" he asked grabbing her.

"Why no. How dumb do you think I am?" she slapped at his hands.

"Is that a trick question?." he muttered, "We don�t wanna the government knowin� we were messing around with their business. We have nough problems gettin' customers with your crazy schemes as it is."

"But that�s still bizarre that the police wouldn�t even know about a crashed airplane just outside Louie�s." she looked downward allowing Molly to climb onto the hammock with Baloo, "Something strange is going on."

"Yeah, you got me there," Baloo paused, Molly sitting playfully in his lap, "What�s the second thing?"

She pulled Kit�s scores out of her pocket and held them up as Baloo moaned.

"Now wait a second, Baloo. Just let me ask you this? Wasn�t Kit failing spelling a month ago?"

Baloo rubbed his ears, "Yeah, so? He usually brings in B�s and C�s and he don�t work that hard."

"B�s and C�s," she murmured to herself, "The thing is these scores. . .I talked to Miss Gibbons about them."

"What!?" Baloo exclaimed, "You talked to the teacher before you showed �em to me."

"No, just listen," she suggested, "I was just checking to make sure that there wasn�t a mistake. . .the scores are phenomenal, Baloo."

"Huh?" Baloo said open-mouthed.

Rebecca nodded happily, "Kit�s one in a million, Baloo."

He took the paper from her hand and looked at this, "I don�t believe it. You know this means, Beckers!!? Ha ha! He�s going to the best flight school there is!"

The big bear bounded high into the air, bouncing a giggling Molly on his shoulders, then skipping around the dock cheering.

"That�s something else we have to talk about Baloo. . ." Rebecca tried to restrain him.

"What?" Baloo asked.

"Baloo, did ya hear? Kit's gonna be my brother and live with us." Molly said covering Baloo's eyes with her paws.

Without saying a word, Baloo slowly lifted Molly off his shoulders, placing her gently on to the ground, while Rebecca gnawed her knuckles pensively. Molly went back to her mother.

"Molly, you were supposed to let mommy talk, remember?" Rebecca hugged her.

"Sorry." Molly said grabbing her mother around her neck.

Baloo's lip twitched as he stared at Rebecca coldly, his arms folded and his foot tapping the ground nervously.  A gray dusty wind blew past them lazily, and the clouds swept away the sun. Baloo sat back down in his hammock, and rocked it back and forth.

"I'm sorry, Baloo. That came out wrong," Rebecca explained moving next to him trying to get him to look at her, "With such potential, Kit needs to be going to Cape Suzette Academy with Molly, and the only way he can do that is by living with me because I live in their district. It wouldn't mean you'd never see him, Baloo. . ."

Sniffing, Baloo wiped away a tear, and Molly watched as it dropped onto the deck, and slivered off the edge into the water. Molly grabbed her mother's cheeks and jerked her face to meet hers.

"I told you Baloo'd be sad, Mommy," Molly said.

"Rebecca," Baloo sighed, taking off his hat and scrunching between his hands, his voice quivering as he spoke, "Ain't it 'nough that you take the Duck from me. Now you gotta take Kit, too."

"Don't you see, Baloo," Rebecca knelt next to him, "Kit's cut out for a better life than this, and this the only way you can give it to him."

"That'd be givin'  him yore life, and that ain't what he wants and that ain't what he needs," Baloo stated firmly squinting at her angrily, "You oughta know, Rebecca, that Kit needs us two more'n anything else."

"I just think it would be better for Kit. . ." Rebecca turned away, disappointed that Baloo would not see her way.

Baloo slapped his knee angrily and lay back down on the hammock, "Heck, Becky, you didn't even care 'bout  his schoolin' til you saw those scores, and you know it. 'Sides Kit doesn't belong in that school with those uppety snobs. He belongs at Cape Suzette junior high."

Rebecca swallowed, placing her paws on Molly's shoulder, trying to protect herself from Baloo's speech which stung her wickedly like an arrow through the heart.

Outdoors it was a cloudy, breezy day as Kit started by writing down all the cargo numbers on the crates onto Becky�s clipboard, and then inspecting each box to make sure that there had been no damage caused in the drop off.

"Everything seems okay," he said to himself.

Then from behind him he heard the patter of feet against the dock, sniffling as he turned he saw his friend Ollie, dressed in a dirty white t-shirt, and a pair of black trousers that were too big, held up by two red suspenders. The otter tugged at his whiskers as he approached.

"G'mornin', Kitboy," Ollie smiled, "Good to see ya on such a lustrous day. Findin' myself w'out impetus this morn, I's says to myself, 'Ollie Madison, you gots to see good ol' Kit Cloudkicker."

Kit nodded at him happily, "Hey, Ollie, I got some work to do, but I can still talk to you. In a little while though, I hafta make a delivery with Baloo."

"Aw shucks, bro, can't the big bear go solo-soprano just once?" Ollie complained, punching Kit lightly against the shoulder.

Kit shrugged, "It's my job."

Ollie thumbed his suspenders thoughtfully, rocking back and forth on his feet, "I don't know, Kitboy, but you works too much.  Maybe that's why you're a regular ol' serendipitous prodigy."

"What are you talkin' about, Ollie?" Kit asked quizzically as he stopped writing on the clipboard.

"You don't know?" Ollie tugged at the collar of his shirt, "I mean I's just a destitutin otter but, my Pop, he telephoned Miss Gibbons up, right, to ask about my examinations. And she tells him you done and got yourself a genius-boy score."

"Shutup, Ollie!" Kit siad pushing Ollie lightly, "Stop teasin' me!"

Rebecca and Baloo walked up to them, surprised to see Ollie there. "Oh, hello, Ollie," Rebecca smiled, "To what do we owe your services today."

Ollied nodded his salutations, "Oh, nothin' to fess 'bout, Miss Cunningham. I's just here beseechin' for alms sos's I can feed my poor baby sista, but Kitboy ain't give me none!"

"Oh, stop this nonsense, Ollie," Rebecca smiled putting her paw on the otter's shoulder.

Ollie shook his head sadly, "And I thought folks like you would appreciate the travails of being poverty-stricken otterfolk."

"Kit, where do you find these kids?" Baloo asked scratching his head at the bizarre otter.

The otter clapped Baloo on the back, "I's just foolin, Mr. Baloo. I promenaded over to give my felicitations to Kitboy for his CSAT's. Boy, who'd think ol' Ollie would ever be mates witha a bonafid genius?"

"Don't get too excited, Ollie," Baloo grumbled looking over to Rebecca, "Ol' entrepeneur here wants Kit to go to a different school."

"What?!" Kit said, dropping the clipboard to the floor, "It's true? You didn't tell me, Miss Cunningham?"

Rebecca dropped on one knee and placed her hands around Kit's cheeks, forcing him to look her in the eye, "I don't want to be made out to be the bad guy, Kit. You won't have to do anything you don't want to, I promise you that. But you're special to me, Kit; I look at you and see the blue skies and wondrous yellow sunsets in your eyes, and they sparkle just like my husband's.  There's something amazing inside of you that's fought hard to stay alive all these years, and the last thing I want is to see you  end up like us, working on this tiny, miserable cargo company."

Kit breathed deeply out of his nose, and tore his face away from Rebecca's hands, "Don't say that, Miss Cunningham!"

Kit broke away from them, yet the thoughts  racing through his heads encircled him in a quandary. His anger and his fondness for Rebecca, his love for Baloo and Molly, and even Ollie and most especially that dilapidated wooden office that represented it all. All these emotions circled around him like a typhoon, and as he tried to run, he couldn't maintain his balance, falling weakly to the ground, his shoulders vibrating from his tears. Ollie sat next to him and patted his shoulder.

"Oh, Kitboy, maybe you should go to that ritzy school." Ollie said softly, "At where we go there's all kinds of classless brutes that'll hold ya back. I should know, I's one of them, bro."

Kit shook his head vigorously, "Higher for Hire's the best thing that ever happened to me, and I don't ever want to leave. And you ain't ever held me back, Ollie; you're my friend."

Ollie stood upsolemnly, looking to Rebecca and Baloo, "Kitboy, I's thinking it was erroneous of I to hang around you. Bro, you still got your dream of coastin' through those clouds up dere like a hawk, and everybody who got half a brain knows you gonna get it. But me, Kitboy, I's known what's to become of me for a long time, and maybe I's put some lunaticical ideas in yore head 'bout givin' in."

Ollie wiped a tear from his face and rubbed his whiskers, his now voice nothing but a ghostly susurration. "You's gotta forget 'bout us liddle uns, Kitboy."

Jumping to his feet, Kit stumbled tearfully to Baloo, his arms opened wide. Baloo swooped him up holding the back of his head as Kit rested his chin on Baloo's shoulder.

"I ain't leavin', Baloo." Kit cried, "I'll never forget you, Papa Bear."

"I know, L'il Britches," Baloo replied sadly, "Let's go fix some breakfast now."

As the two bears walked slowly towards Higher for HIre clasping greedily to one another, Kit put his mouth against Baloo's ear, whispering softly.

"Without you, I don't got no dreams, Papa Bear," Kit explained happily.

Rebecca and Ollie watched them go, and Rebecca turned the otter, smiling gratefully.

"Ollie, you know you're not a bad influence, don't you, sweetie?" she asked seriously.

Ollie nodded grinning up at her, "I's just want Kitboy to go to that ritzy school, ma'am. If a kid from our institution can do good, then there's a little more hope for everybody else."

"Thanks, Ollie," Rebecca rubbed his paw, "I was starting to think I was selfish."

"Naw, ma'am, I don't thinks so," Ollie said.

Rebecca looked out to the sea, breathing in teh fresh air for a moment,"Now why did you come anyway, Ollie?"

Ollie scratched his head for a moment, "Oh, I's recall! I came to check on Kitboy, thas all."

"Why?"

Holding up a newspaper, Ollie pointed to an article, "Cause I seen this article 'bout this fella that drowned out in the malicious sea, and I's also aheard there's government planes out by you folks. Talk is there's a conspiracy, and I was aworried about you."

"I don't understand." Rebecca scrunched her brow, "about the conspiracy, I mean."

Ollie's eyes opened wide slapping the paper with his paw, "It says here twas an otter that drown. . .but who ever hear of an otter drownin'?"

To be Continued...