sked Tom.

"Just this, spaceboy. There's a gym below where I'll take you _or_ your
big friend on--together--or one at a time." He paused, a cold smile
twisting his lips. "And that offer is good as of right now!"

Tom and Astro looked at each other.

"I'm afraid," began Astro slowly, "that you wouldn't stand much of a
chance with me, Manning. So if Tom wants the chore of buttoning your
lip, he's welcome to it."

"Thanks, Astro," said Tom evenly. "It'll be my pleasure."

Without another word, the three cadets walked out of the door.

CHAPTER 5

"Will this do, Manning?" asked Tom.

The three boys were in a secluded corner of the gym, a large hall on the
fourteenth floor of the dormitory building. At the far end of the gym, a
group of cadets had just finished a game of mercuryball and were
sauntering to the showers. When the last boy had disappeared, the floor
was deserted except for Tom, Roger and Astro.

"This will do fine, Corbett," said Roger.

The boxing ring had been taken down the week before to make room for
drills and the physical exercises of the Earthworms, so the three boys
had to improvise a ring. They dragged four large tumbling mats together,
spreading them side by side to form a square close to the size of an
actual ring. Astro went to one of the small lockers under the balcony
and returned with two pairs of boxing gloves.

"Here," offered Astro, "put these on."

"Gloves?" asked Roger, in a voice of mock surprise. "I thought this was
going to be a battle of blood."

"Any way you want it, Manning. Any way at all," said Tom.

"You're going to use gloves," growled Astro. "I don't want anybody
killed." He threw a pair at each of them.

"There'll be three-minute rounds, with one minute rest," he continued.
"Go off the mats and you'll be counted out. Usual rules otherwise. Any
questions?"

"Clear to me, Astro," said Tom.

"Let's go," nodded Roger.

"One more thing," said Astro. "I hope Tom pins your ears back, Manning.
But I'm going to see that both of you get a fair deal. So keep the
punches up--and fight it out. All right--time!"

The two boys moved carefully to the center of the improvised ring, their
guards up, while Astro stood off the edge of the mat and watched the
sweeping second hand of his wrist chronograph.

Shuffling forward Tom pushed out a probing left and then tried to cross
his right, but Manning stepped back easily, countering with a hard left
to Tom's heart.

"