nkling Death, but the octopus-bat had carried him hundreds of
yards from there and he was now uncertain even of the direction in
which the thicket was.

As he paused in indecision, there came to Powell's ears a new sound
that promptly drove all thought of the Tinkling Death from his mind.

* * * * *

The sound of his gun against the octopus-bat had apparently
attracted new and unseen assailants--and their number was legion.
Swiftly closing in upon him from every side there came the rustle
and whisper of countless thousands of unseen foes advancing through
the dense red thickets.

Completely hemmed in as he was, flight was out of the question. He
sought the center of a small clearing, some ten feet in diameter, in
order to gain at least a moment's sight of his adversaries before
they swarmed in upon him. With an automatic in each hand, he waited
tense and ready.

The encircling rush came swiftly nearer, until Powell was suddenly
aware that the unseen horde had arrived. The thicket bordering his
tiny clearing was literally alive with yard-high furry bodies of
creatures that dodged about too swiftly in the cover of the red
bushes for him to get a clear view of any of them. There was a
constant babel of snarling, chattering sound as the things called
back and forth to each other.

Then the chattering stopped abruptly, as though at the command of
some unseen leader. The next moment one of the creatures stepped
boldly out into full view in the clearing. Powell's scalp crinkled
in disgust as he realized the nature of the thing confronting him.

It was literally a rat-man. Its upright posture upon two powerful,
bowed hind legs was that of a man, but its human-like points were
overshadowed by a dozen indelible marks of the beast. A coat of
short, dirty gray fur covered the creature from head to foot. Its
hands and feet were claw-like travesties of human members. Its
pointed, chinless face with its projecting teeth and glittering
little beady eyes was that of a giant rodent.

The beast in the clearing was apparently a leader of some sort, for
around his throat was a wide collar of gray metal, with its flat
surface marked in rudely scratched hieroglyphics. Powell's heart
leaped as he noted the collar. In this creature before him he had
his second clue to the whereabouts of Joan Marlowe.

Not only was the collar practically identical to the one worn by the
skeleton that had been materializ