For Michael and Jake

Cover illustration by David B. Mattingly Art Direction/Design by Karen Hudson

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ISBN 0-439-10677-X

Copyright © 2000 by Katherine Applegate.
All rights reserved. Published by Scholastic Inc.
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12 11 10 9 8 7 6 5 4 3 2 1 0 1 2 3 4 5/0 Printed in the U.S.A.
First Scholastic printing, February 2000

Crumph! Crumph!
The thudding of fists against human flesh is not a pleasant sound. It is particularly sickening when heard through a metal pipe. The sound echoes and is magnified.
"That's enough. Stop it," a human voice commanded. The sound was muffled, vague, indistinct. I was feeling the voice through my six legs, through my antennae.
"But he's told us nothing," a second human argued.
I should not call them humans. They are humanControllers.
There is a difference.
Human-Controllers are humans whose bodies have become hosts to the Yeerk invaders.
Yeerks! Foulest creatures of the universe. Gray slugs who enter the body through the ear, fit themselves into the human brain, and take over. Mind and body.
Of course, not all hosts are human.
Visser Three, leader of the Yeerk Earth invasion, has an Andalite host.
My name is Aximili-Esgarrouth-lsthill. I am not human. I am Andalite. The only Andalite among the group that calls itself the Animorphs. Four humans. A red-tailed hawk. Me.
We are the resistance. We fight the Yeerk invasion until help from my home planet arrives. Or until we die.
The latter possibility seems ever more likely.
It would be unwise to tell you very much more. The Animorphs and I have many secrets to keep. And I, as an Andalite, have the secret of my own race to keep.
Crumph!
The sound again. Had we not been on the pipe we would not have heard it. Roaches feel vibrations. The pipe carried those vibrations directly to us.
We were making our way up a corroded, rusty metal pipe within the interior wall of a two-story office building. Our mission, to rescue our friend and collaborator, Mr. King. We had all seen the front page article on The Sharing, the Yeerk front organization. We had been suspicious that the paper had become yet another Yeerk-run organization. Mr. King had thought it safe to break into the offices of The Chronicle and examine their computer data, find the truth.
Apparently that was a mistake.
"Talk!" human-Controller Two shouted. "What are you doing here? Who are you? Why are you snooping?"
Crumph!
"I said stop it!" human-Controller One repeated angrily. "If you kill him, Visser Three will execute us for wasting a potential host body."
There was a long pause before human-Controller Two spoke again. "Visser Three will execute us for incompetence if he finds out we couldn't beat the truth out of a mere human. Let's kill him and incinerate the body. Visser Three will never learn that we failed."
"Visser Three will wonder why we did not simply infest him and learn the truth."
"I tell you there is something wrong with this human. I tried to enter the ear canal, but it's blocked in some way. You don't believe me, you try it!"
<Ax? What happens if they hit the Chee with a Dracon beam? Can they fry him?> Prince Jake asked me in the thought-speak language we use while in morph.
<l am assuming that it would depend on the amount of power used. A low setting might only disturb the Chee's holographically projected body. It would reveal the android beneath. But a fullpower setting could very possibly destroy Mr. King entirely. Which would be worse from our own narrow perspective? It is an interesting questions
<Thanks, Spock,> Marco said, using the human tone I've come to recognize as sarcasm. <Sure you're not a Vulcan?>
<Vulcans are fictional creatures,> I replied. <And not a particularly convincing creation. Variations among real alien species tend to involve more than cosmetic variations in ear formation and eyebrow alignment. As I believe you may have noticed.>
Marco said, <Hey! Who just crawled over my back?>
<Sorry,> Cassie said. <Lousy visibility.>
The sound of a new blow came echoing through the pipe again. "Talk! Talk or we'll kill you!"
We were inside the wall. To one side, the torture. On the other side? We would have to find out.
Prince Jake's voice was sharp and urgent. <Follow me and get ready to morph.>
<Why doesn't Mr. King just walk out of there and save us a whole lot of trouble?> Marco asked.
<What's the problem, Marco, missing the Rugrats marathon?> That was Rachel. Rachel never found reason to resist action.
For my own part I sympathized with Marco. The Chee were frustrating. Very useful allies. But also liabilities. My human friends have a certain sentimental sympathy for the pacifism of the Chee. I do not.
<Rachel, have I mentioned that I consider you the most attractive cockroach around? Psychotic, yet with a certain cockroach style.> •
Rachel laughed. <Anyway, there's two of them and five of us. So don't wet yourself.>
<We're here,> Prince Jake announced.
<Any idea where "here" is?> Cassie inquired.
<Here's where there's an eighth of an inch crack,> Prince Jake explained. <That's good enough for me.>
Prince Jake navigated a bend in the pipe and crossed to the wall itself. Above him was a tiny thread of light. I followed.
Prince Jake flattened his body. Disappeared between two boards.
I did the same.
We emerged into the light. I fought the instinct to panic and retreat back into the baseboard. I waved my antennae, checking for danger.
<AII clear,> Prince Jake announced, although his roach senses were no better than mine. He had to be making an educated guess. <Demorph!>
<Let's rock and roll,> Rachel said.
Rock and roll is a type of human music. Its relevance to the battle before us was a mystery to me.

Morphing is an odd and disturbing process. It is never the same twice. The last time I came out of cockroach morph, my hind legs were the first portions of my Andalite anatomy to emerge.

This time, it was my eyes.
The two that are on stalks. Not the ones on my face. I had no face at the moment so eyes would have been quite out of place.
I felt the nub of both stalks pushing out through my hard, insect exoskeleton. My head split with an audible crack.
It was not painful. At least not in the conventional sense. But there was a sense that it should hurt. Therefore while there is no actual pain,

6 there is the anticipation of pain. Which, in its own way, is quite painful.

My two eye stalks emerged and I was able to see the others with far more clarity than the roach's dim senses allowed.

Marco. Rachel. Cassie. And Prince Jake. All demorphingfrom roach to human. Neither transition, roach to Andalite or roach to human, is attractive to watch. I try to be sensible about such things but it is simply disturbing to watch human flesh grow out of a roach's hard, caramel-colored exoskeleton. The melting of enlarged roach mouthparts to re-form as human mouthparts is particularly unsettling. Possibly because for an Andalite all mouths seem alien.

We were in a room filled with what appeared to be filing cabinets. There were newspapers piled high in stacks. The sound of torture came from the other side of the wall.

<Still clear outside here,> Tobias reported. He sounded bored. <Just watching the moon go by overheads

Tobias is a nothlit, a person who overstays the two-hour limit and becomes trapped in morph. He has, in fact, reacquired his power to morph and could, should he choose to do so, resume human form permanently. Assuming he would be willing to become a sort of human nothlit, trapped forever in his original form, never able to morph again.

He has chosen to remain a red-tailed hawk. He usually provides air surveillance for us during a mission.

Prince Jake looked at the others. And then at me. "Ax, you go in as yourself. Everybody else, battle morphs. We're doing this fast. And we're doing it right."

We heard the door to the next office open and close.
"I brought in three Dracon beams," humanController Two said. "Enough to reduce him to a little pile of ash."
Prince Jake began the tiger morph. His eyeteeth grew, surging forward like plunging daggers. Two sharp tiger ears sprouted from his hair before his own human ears disappeared, creating a very odd appearance.
His forearms bent at an odd angle, growing shorter and sprouting orange-and-black fur.
The others were right behind him. Or, in Cassie's case, ahead of him. She is quite talented at morphing. I was soon in the company of a tiger, a wolf, a grizzly bear, and a gorilla.
If someday an Andalite reads this and wonders what these animals represent, I should point out that the animals of Earth are often very powerful, capable of doing tremendous damage with a combination of claws, teeth, lightning reflexes, and highly acute senses. Among the animals of Earth, these four, each with its own strengths and weaknesses, formed a powerful force. For human readers I should explain that my own Andalite body is of course sufficient for battle situations. I have four eyes, four legs, two arms, and a tail blade that can slice a human in half with one swipe.
Well, perhaps two swipes. I may perhaps have a tendency to overstate my capabilities.
<They're right on the other side of that wallf> Cassie said. Her wolf senses could pinpoint our targets within a few feet one way or the other. <Too bad there's no door,> Prince Jake said. <Rachel? Marco? Ax? Make a door.>
Rachel stood. Eight hundred pounds of loose, shaggy brown fur over massive muscle and bone. KABOOM!
Rachel slammed into the wall.
The flimsy drywall cracked from baseboard to ceiling in several places.
"What the . . . ?" Before the human-Controller on the other side of the wall could finish his cry . . .
SNAP!
Marco grabbed the cracked wallboard and ripped it back.
Fwapp! Fwapp!
I whipped my tail over my head and sliced the bent Sheetrock so that it fell away with a clatter and a puff of dust.
Cassie was through the gap in a flash of gray fur, teeth bared. Jake was right behind her.
"Andalites!" the two human-Controllers screamed.
The Yeerks believe we are all Andalites. Actually there was just the one Andalite. Me.
I felt that would be enough.

I t was a small room. Badly lit. One wall was formed of reinforced glass and beyond that glass a dark office.
I should have worried about that. We all should have. But our attention was drawn to what appeared to be a badly beaten human, barely holding onto consciousness, slumped on a chair. His arms were bound behind his back with metal chains called handcuffs. His ankles were likewise affixed to the legs of the chair.
One of the human-Controllers was drawing a gun. He took aim at Cassie. Cassie's teeth found his arm in midair. The man screamed.
BLAM! His shot went wild.
BLAM! BLAM!
The second Controller fired two shots at Rachel. One missed. The other nicked her shoulder. It was badly aimed. Most likely because Marco was shaking him like a rag doll.
Fwapp! Fwapp!
I hit each of the Controllers with the flat of my tail. Both fell unconscious.
The seemingly near-dead Mr. King sat up, suddenly whole, healthy, and unscarred, calmly snapped the handcuffs, and said, "Thanks for coming to get me."
<Keep up the pretense,> I warned. <There may be others of the enemy around.>
"Ah, yes." The wounds, the blood all reappeared instantly. He let out a very convincing groan and slumped.
Marco dropped the human-Controller and picked up Mr. King. <Okay! Let's get out of here.>
Rachel swung her arms from her enormous shoulders, impatient. <That was too easy,> she complained. <Maybe . . .>
<Uh-oh!> Marco said.
Something was moving beyond the reinforced glass. Several somethings. Hork-Bajir! And one shape that was terribly familiar.
Visser Three!
<lt's a trap!> Prince Jake shouted.
I stared at the heavily muscled adult Andalite body. At the tail blade that could kill with one swipe. Looked with hatred at the only AndaliteController in the galaxy.
Visser Three had no right to that body. No right to the eyes. The brain. The strength. The speed. No right to the morphing power.
Visser Three is an evil thing. A Yeerk slug within the brain of an Andalite who had once been called Alloran-Semitur-Corrass.
Alloran's was a hideous fate. He was still alive. His mind and memories intact. He was a slave of his own enemy. And he knew the depths of his own powerlessness.
Crrrraaassshhh!
The glass partition fell in splinters.
The visser leaped. Straight for me.
Fwapp!
I blocked the blow. Barely. He was fast, very strong. Stronger than me.
But I was not alone.
"ROOAARRRR!" The tiger's roar shook the light fixtures! Their fluorescent glow flickered!
Jake bounded over three desks and landed, claws extended, on the visser's back.
His claws raked deep and drew blood.
Tseeew! Tseeew!
The Hork-Bajir were firing. All that saved us was the care the Hork-Bajir had to take not to hit their master.
Prince Jake rolled off the visser and onto the floor. His fur burned and smoked where a Dracon beam had penetrated the muscled shoulder.
<To the door!> Prince Jake yelled.
Marco yanked it open.
An armed Hork-Bajir stood in the doorway. More behind him. How many? Too many.
We were blocked in two directions. The only way out was the hole we had made to get in.
No time to think. The visser was on me.
Fwapp!
He struck. I felt his blade bite. Felt my left front leg go numb from the blow.
Fwapp!
I blocked, but he knocked my tail, whipping back. Too strong! I was as fast, but he had power I couldn't match.
Fwapp!
I felt the wind of the blow on my exposed neck.
I drew back and then made a lunatic feint. It threw him off balance.
Small victory. And temporary.
The visser ducked his upper body, clearing the firing line, and roared, <Fire!>
<Down!> I yelled.
Tseeew! Tseeew!
Beams singed the fur down both sides of my back. The wall behind me was all burning wallboard and wood, half-incinerated by the Dracon beams.
<Rachel! Get the Chee out!> Prince Jake ordered.
Tseeew! Tseeew!
<Ahh!> Jake cried. One of his legs was simply gone, a sizzling, bleeding stump.
<Marco! On me!> Rachel yelled. She charged toward the exit door, straight into the nearest Hork-Bajir blocking our path. The Hork-Bajir folded, crumpled. Marco was right behind Rachel with the Chee on his shoulder.
Tseeew! Tseeew!
A hole the size of a fist burned through Rachel. But the grizzly is not easily stopped. <Out the way we came in!> Rachel yelled. They pushed back through our own doorway. Into the file room.
<The hallway over here is clear,> Rachel yelled. <Comeon!>
<Okay, bail out!> Jake ordered.
But before I could run, a sound. My stalk eyes swung upward in response to the noise. Ceiling panels were being pulled up as if they were trapdoors.
Hork-Bajir began to drop like hailstones.

<l I larco! Take care of Mr. King!> Prince Jake ordered. <Rachel! Hang back with us. Tobias! If you're still out there, get ready to cover Marco!>
We plowed down the hallway, staggering, bleeding, scared. Not fast enough. The Hork-Bajir were rushing up behind us, slashing, cutting into muscle and sinew.
I killed one with a lucky swipe of my tail. He fell and tripped one of his brothers. The two of them sprawled, delaying the rush by a split second.
Down a dark hallway, walls all around, hemming us-in, a tunnel, and with Hork-Bajir roaring after us. If they were ahead of us as well . . .
Stairwell leading down. Freight elevator just ahead. Hallway took a turn just past the elevator. Which way? Prince Jake's decision, but Prince Jake was weakening, stumbling. How much longer could he keep going on three legs?
I wasn't much better off. Bleeding. Staggering. Hurt.
"Sssree! Sssree!"
A frenzy of squealing from below!
Taxxons!
Enormous voracious centipedes. Drawn by the carnage. Forcing their way up the narrow stairwell. Scrambling over the fallen Hork-Bajir, tearing limbs and pieces of flesh from their still-breathing bodies.
Visser Three stepped into the hallway directly ahead. How? Some back way. We were surrounded.
<The elevator_T> Prince Jake gasped.
I slammed the button, willing it to come quickly.
Where was Marco? He had gone down the hallway where the visser now appeared. Had he escaped? Or was he already a prisoner?
<l knew a front-page article on The Sharing would bring the Andalite bandits from undercover^ Visser Three sneered. To his troops he said, <l don't want them dead. Lowest power setting. Aim carefully.>
The Hork-Bajir lifted their Dracon beams.
My chest was tight with panic. I could hardly breathe.
My hearts ached for my parents. They had lost one son on this distant planet. I feared they would soon lose a second.
DING!
The doors to the freight elevator opened. The Hork-Bajir wavered, distracted.
<DOWN!> Jake roared.
<FIRE!>
Tseeewww! Tseeewww! Tseeewww!
Dracon beams burned. Inches above us.
And now . . .
Tseeew! Tseeew!
Shredder fire! The sound, so like a Dracon beam, was different enough for any Andalite aristh to recognize.
Tseeew! Tseeew!
Shredder fire, point-blank at the wall of tightpacked Hork-Bajir.
<More Andalites?!> Visser Three yelled, his thought-speak voice torn between outrage, fear, and simple disbelief.
Four Andalites jumped from the elevator like bucks clearing a fence. They were everywhere at once. Firing. Whipping their tail blades with deadly precision.
They were magnificent.
I fought beside a young female.
She had impeccable timing. She was dangerous. She was beautiful.
CRASH!
The hallway wall collapsed and the battle spilled back into the interior office space of the building.
The female kept up a steady stream of fire as we forced back the Hork-Bajir line.
Windows shattered. Desks splintered. Plaster, tangles of wire, and debris poured from the ceiling.
The Yeerks were losing.
Suddenly, the shrill sound of police sirens penetrated the noise of battle.
<Hey, cops are on their way,> Tobias announced. <Get out!>
<Did Marco make it out?> Prince Jake demanded, unwilling to run till he was sure we were all safe.
<Yeah. Jumped out of a window and the Chee threw up a hologram, made it look like they were a parked car.>
<Visser,> Prince Jake snapped. <Maybe those cops are your people, but maybe not. Walk away and you live, for now.>
The visser did not deign to respond. He slammed his way past a Taxxon, leaving the creature oozing goo from a deep gash.
The battle was over.
Shell-shocked Hork-Bajir began gathering up their dead. Taxxons waddled back down the stairwell, dragging what meat they could take away with them, to disappear into some secret basement hiding place.
Then, through a cloud of plaster dust, I saw one of the Andalite warriors jump over the body of a fallen Hork-Bajir and land face-to-face with Visser Three.
Of course! These Andalites were not under Prince Jake's orders.
The Andalite lifted his shredder. It would be a point-blank killing.
I felt a surge of hot joy in my heart.
Visser Three looked at the Andalite. <Arbat!>
The Andalite's eyes flickered and his finger hesitated on the shredder.
Fwapp!
With the flat of his tail blade, the visser smacked the weapon from his assailant's hand.
<You never could see that one coming, could you, Arbat?> Visser Three laughed. <That's what comes of thinking too much and tail fighting too little.>
The one he had called Arbat let out an Andalite curse.
Visser Three leaped to safety behind a phalanx of Hork-Bajir.
Prince Jake said, <l don't know who you guys are, but first: Thanks. Second: Get out of here. The cops get in on this and we'll have a massacre of innocent policemen.>
• <Withdraw. Now!> one of the Andalites commanded.
<Everybody out!> Prince Jake ordered.
<Wait!> I cried as the Andalites galloped down what was left of the hall. <Who are you? Where can I find you?>
The female turned. <l am Estrid-CorillDarrath. Do not worry. We will find you, AximiliEsgarrouth-lsthill.>