Helen's story was short and bitter. human or near-human Boskonians came to

Lyrane II and spread insidious propaganda all over the planet. Lyranian matriarchy

should abandon its policy of isolationism. Matriarchs were the highest type of life.

Matriarchy was the most perfect of all existing forms of government—why keep on

confining it to one small planet, when it should by rights be ruling the entire galaxy? The

way things were, there was only one Elder Person; all other Lyranians, even though

better qualified than the then incumbent, were nothing . . . and so on. Whereas, if things

were as they should be, each individual Lyranian person could be and would be the

Elder Person of a planet at least, and perhaps of an entire solar system . . . and so on.

And the visitors, who, they insisted, were no more males than the Lyranian persons

were females, would teach them. They would be amazed at how easily, under

Boskonian guidance, this program could be put into effect.

     Helen fought the intruders with everything she had. She despised the males of

her own race; she detested those of all others. Believing hers to be the only existing

matriarchal race, especially since neither Kinnison nor the Boskonians seemed to know

of any other, she was sure that any prolonged contact with other cultures would result,

not in the triumph of matriarchy, but in its fall. She not only voiced these beliefs as she

held them—violently—but also acted upon them in the same fashion.

     Because of the ingrained matriarchially conservative habit of Lyranian thought,

particularly among the older persons, Helen found it comparatively easy to stamp out

the visible manifestations; and, being in no sense a sophisticate, she thought the whole

matter settled. Instead, she merely drove the movement underground, where it grew

tremendously. The young, of course, rebellious as always against the hide-bound,

mossbacked, and reactionary older generation, joined the subterranean New Deal in

droves. Nor was the older generation solid. In fact, it was riddled by the defection of

many thousands who could not expect to attain any outstanding place in the world as it

was and who believed that the Boskonians' glittering forecasts would come true.

     Disaffection spread, then, rapidly and unobserved; culminating in the carefully-

planned uprising which made Helen an ex-queen and put her under restraint to await a

farcical trial and death.

     "I see." Clarrissa caught her lower lip between her teeth. "Very unfunny. . . . You

didn't mention or think of any of your persons as ringleaders . . . peculiar that you

couldn't catch them, with your telepathy . . . no, natural enough, at that . . . but there's

one I want very much to get hold of. Don't know whether she was really a leader, or not,

but she was mixed up in some way with a Boskonian Lensman. I never did know her

name. She was the worn—the person who managed your airport here when Kim and I

were . . ."

     "Cleonie? Why, I never thought . . . but it might have, at that. . . yes, as I look

back . . ."

     "Yes, hindsight is a lot more accurate than foresight," the Red Lensman grinned.

"I've noticed that myself, lots of times."

     "It did! It was a leader!" Helen declared, furiously. "I shall have its life, too, the

damned, jealous cat—the blood-sucking, back-biting louse!"

     "She's all of that, in more ways than you know," Clarrissa agreed, grimly, and

spread in the Lyranian's mind the story of Eddie the derelict. "So you see that Cleonie

has got to be our starting-point. Have you any idea of where we can find her?"

     "I haven't seen or beard anything of Cleonie lately." Helen paused in thought. "If,

though, as I am now almost certain, it was one of the prime movers behind this

brainless brat Ladora, it wouldn't dare leave the planet for very long at a time. As to how

to find it, I don't quite know . . . Anybody would be apt to shoot me on sight . . . would

you dare fly this funny plane of yours down close to a few of our cities?"

     "Certainly. I don't know of anything around here that my screens and fields can't

stop. Why?"

     "Because I know of several places where Cleonie might be, and if I can get fairly

close to them, I can find it in spite of anything it can do to hide itself from me. But I don't

want to get you into too much trouble, and I don't want to get killed myself, either, now

that you have rescued me—at least, until after I have killed Cleonie and Ladora."

     "QX. What are you waiting for? Which way, Helen?"

     "Back to the city first, for several reasons. Cleonie probably is not there, but we

must make sure. Also, I want my guns . . ."

     "Guns? No. DeLameters are better. I have several spares." In one fleeting mental

contact Clarrissa taught the Lyranian all there was to know about DeLameters. And that

feat impressed Helen even more than did the nature and power of the weapon.

     "What a mind!" she exclaimed. "You didn't have any such equipment as that, the

last time I saw you. Or were you—no, you weren't hiding it."

     "You're right; I have developed considerably since then. But about guns—what

do you want of one?"

     "To kill that nitwit Ladora on sight, and that snake Cleonie, too, as soon as you

get done with it."

     "But why guns? Why not the mental force you always used?

     "Except by surprise, I couldn't," Helen admitted, frankly. "All adult persons are of

practically equal mental strength. But speaking of strength, I marvel that a craft as small

as this should be able to ward off the attack of one of those tremendous Boskonian

ships of space . . ."

     "But she can't! What made you think she could?"

     "Your own statement—or were you thinking of purely Lyranian dangers, not

realizing that Ladora of course called Cleonie as soon as you showed your teeth, and

that Cleonie as surely called the Lensman or some other Boskonian? And that they

must have ships of war not too far away?"

     "Heavens, no! It never occurred to me!"

     Clarrissa thought briefly. It wouldn't do any good to call Kim. Both the Dauntless

and the Velan were coming as. fast as they could, but it would be a day or so yet before

they arrived. Besides, he would tell her to lay off, which was exactly what she was not

going to do. She turned her thought back to the matriarch.

     "Two of our best ships are coming, and I hope they get here first. In the

meantime, we'll just have to work fast and keep our detectors full out. Anyway, Cleonie

won't know that I'm looking for her—I haven't even mentioned her to anyone except

you."

     "No?^* pessimistically. "Cleonie knows that 7 am looking for it, and since it knows

by now that I am with you, it would think that both of us were hunting it even if we

weren't. But we are nearly close enough now; I must concentrate. Fly around quite low

over the city, please."

     "QX I'll tune hi with you too. Two heads', you know." Clarrissa learned Cleonie's

pattern, tuned to it, and combed^ the city while Helen was getting ready.

     "She isn't here, unless she's behind one of those thought-screens," the Red

Lensman remarked. "Can you tell?"

     "Thought-screens! The Boskonians had a few of them, but none of us ever did.

How can you find them? Where are they?"

     "One there—two over there. They stick out like big black spots on a white screen.

Can't you see them? I supposed your scanners were the same as mine, but apparently

they aren't. Take a quick peek at them with the spy—you work it like so. If they've got

spy-ray blocks up, too, we'll have to go down there and blast."

     "Politicians only," Helen reported, after a moment's manipulation of the suddenly

familiar instrument. "They need killing, of course, on general principles, but perhaps we

shouldn't take time for that now. The next place to look is a few degrees east of north of

here."

     Cleonie was not, however, in that city. Nor in the next, nor the next. But the

speedster's detector screens remained blank and the two allies, so much alike

physically, so different mentally, continued their hunt. There was opposition, of

course—all that the planet afforded—but Clarrissa's second-stage mind took care of the

few items of offense which her speedster's defenses could not handle.

     Finally two things happened almost at once. Clarrissa 'found Cleonie, and Helen

saw a dim and fuzzy white spot upon the lower left-hand corner of the detector plate.

     "Can't be ours," the Red Lensman decided instantly. "Almost exactly the wrong

direction. Boskonians. Ten minutes— twelve at most—before we have to flit. Time

enough—I hope —if we work fast."

     She shot downward, going inert and matching intrinsics at a lack of altitude which

would have been suicidal for any ordinary pilot. She rammed her beryllium-bronze

torpedo through the first-floor wall of a forbidding, almost windowless building—its many

stories of massive construction, she knew, would help no end against the heavy stuff so

sure to come. Then, while every hitherto-hidden offensive arm of the Boskone-coached

Lyranians converged, screaming through the air and crashing and clanking along the

city's streets, Clarrissa probed and probed and probed. Cleonie had locked herself into

a veritable dungeon cell in the deepest sub-basement of the structure. She was wearing

a thought-screen, too, but she had been releasing it, for an instant at a time, to see what

was going on. One of those instants was enough—that screen would never work again.

She had been prepared to kill herself at need; but her full-charged weapons emptied

themselves futilely against a massive lock and she threw her vial of poison across the

corridor and into an empty cell.

     So far, so good; but how to get her out of there? Physical approach was out of

the question. There must be somebody around, somewhere, with keys, or hack-saws,

or sledge-hammers, or something. Ha—oxyacetylene torches! Very much against their

wills, two Lyranian mechanics trundled a dolly along a corridor, into an elevator. The

elevator went down four levels; the artisans began to burn away a barrier of thick steel

bars.

     By this time the whole building was rocking to the detonation of high explosive.

Much more of that kind of stuff and she would be trapped by the sheer mass of the

rubble. She was handling six jackass-stubborn people already and that Boskonian

warship was coming fast; she did not quite know whether she was going to get away

with this or not.

     But somehow, from the unplumbed and unplumbable depths which made her

what she so uniquely was, the Red Lensman drew more and ever more power.

Kinnison, who had once made heavy going of handling two-and-a-fraction Lensmen,

guessed, but never did learn from her, what his beloved wife really did that day.

     Even Helen, only a few feet away, could not understand what was happening.

Left parsecs behind long since, the Lyranian could not help in any particular, but could

only stand and wonder. She knew that this queerly powerful Lens-bearing Earth-

person—white-faced, sweating, strung to the very snapping-point as she sat motionless

at her board—was exerting some terrible, some tremendous force. She knew that the

heaviest of the circling bombers sheered away and crashed. She knew that certain

mobile projectors, a few blocks away, did not come any closer. She knew that Cleonie,

against every iota of her mulish Lyranian will, was coming toward the speedster. She

knew that many persons, who wished intensely to bar Cleonie's progress or to shoot her

down, were physically unable to act. She had no faint idea, however, of how such work

could possibly be done.

     Cleonie came aboard and Clarrissa snapped out of her trance. The speedster

nudged and blasted its way out of the wrecked stronghold, then tore a hole through

protesting air into open space. Clarrissa shook her head, wiped her face, studied a tiny

dot in the corner of the plate opposite the one now showing clearly the Boskonian

warship, and set her controls.

     "We'll make it—I think," she announced. "Even though we're indetectable, they of

course know our line, and they're so much faster that they'll be able to find us on their

visuals before long. On the other hand, they must be detecting our ships now, and my

guess is that they won't dare follow us long enough to do us any harm. Keep an eye on

things, Helen, while I find out what Cleonie really knows. And while I think of it, what's

your real name? It isn't polite to keep on calling you by a name that you never even

heard of until you met us."

     "Helen," the Lyranian made surprising answer. "I liked it, so I adopted

it—officially."

     "Oh . . . That's a compliment, really, to both Kim and me. Thanks."

     The Red Lensman then turned her attention to her captive, and as mind fitted

itself precisely to mind her eyes began to gleam in gratified delight. Cleonie was a real

find; this seemingly unimportant Lyranian knew a lot—an immense lot— about things

that no adherent of the Patrol had ever heard before. And she, Clarrissa Kinnison,

would be the first of all the Gray Lensmen to learn of them! Therefore, taking her time

now, she allowed every detail of the queer but fascinating picture-story-history to imprint

itself upon her mind.

                      *     *     *     *

     And Karen and Camilla, together in Tregonsee's ship, glanced at each other and

exchanged flashing thoughts. Should they interfere? They hadn't had to so far, but it

began to look as though they might have to, now—it would wreck their mother's mind, if

she could understand. She probably could not understand it, any more than Cleonie

could—but even if she could, she had so much more inherent stability, even than dad,

that she might be able to take it, at that. Nor would she ever leak, even to dad—and he,

bless his tremendous boots, was not the type to pry. Maybe, though, just to be on the

safe side, it would be better to screen the stuff, and to edit it a little if necessary. The

two girls synchronized their minds all imperceptibly with their mother's and Cleonie's,

and "listened."

                      *     *     *     *

     The time was in the unthinkably distant past; the location was unthinkably remote

in space. A huge planet circled slowly about a cooling sun. Its atmosphere was not air;

its liquid was not water. Both were noxious; composed in large part of compounds

known to man only in his chemical laboratories.

     Yet life was there; a race which was even then ancient. Not sexual, this race. Not

androgynous, nor hermaphroditic, but absolutely sexless. Except for the many who died

by physical or mental violence, its members lived endlessly:

     after hundreds of thousands of years each being, having reached his capacity to

live and to learn, divided into two individuals; each of which, although possessing in toto

the parent's memories, knowledges, skills, and powers, had also a renewed and

increased capacity.

     And, since life was, there had been competition. Competition for power.

Knowledge was desirable only insofar as it contributed to power. Power for the

individual—the group —the city. Wars raged—what wars!—and internecine strifes which

lasted while planets came into being, grew old, and died. And finally, to the survivors,

there came peace. Since they could not kill each other, they combined their powers and

hurled them outward—together they would dominate and rule solar

systems—regions—the Galaxy itself—the entire macrocosmic universe!

     More and more they used their minds, to bring across gulfs of space and to

enslave other races, to labor under their direction. By nature and by choice they were

bound to their own planet; few indeed were the planets upon which their race could

possibly live. Thus, then, they lived and ruled by proxy, through echelon after echelon of

underlings, an ever-increasing number of worlds.

     Although they had long since learned that their asexuality was practically unique,

that sexual life dominated the universe, this knowledge served only to stiffen their

determination not only to rule the universe, but also to change its way of life to conform

with their own. They were still seeking a better proxy race; the more nearly asexual a

race, the better. The Kalonians, whose women had only one function in life—the

production of men—approached that ideal.

     Now these creatures had learned of the matriarchs of Lyrane. That they were

physically females meant nothing; to the Eddorians one sex was just as good—or as

bad—as any other. The Lyranians were strong; not tainted by the weaknesses which

seemed to characterize all races believing in even near-equality of the sexes. Lyranian

science had been trying for centuries to do away with the necessity for males; in a few

more generations, with some help, that goal could be achieved and the perfect proxy

race would have been developed.

     This story was not obtained in any such straightforward fashion as it is presented

here. It was dim, murky, confused. Cleonie never had understood it. Clarrissa

understood it somewhat better: that unnamed and as yet unknown race was the highest

of Boskone, and the place of the Kalonians in the Boskonian scheme was at long last

clear.

     "I am giving you this story," the Kalonian Lensman told Cleonie coldly, "not of my

own free will but because I must. I hate you as much as you hate me. What I would like

to do to you, you may imagine. Nevertheless, so that your race may have its chance, I

am to take you on a trip and, if possible, make a Lensman out of you. Come with me."

And, urged by her jealousy of Helen, her seething ambition, and probably, if the truth

were to be known, by an Eddorian mind, Cleonie went.

     There is no need to dwell at length upon the horrors, the atrocities, of that trip; of

which the matter of Eddie the meteor-miner was only a very minor episode. It will suffice

to say that Cleonie was very good Boskonian material; that she learned fast and passed

all tests successfully.

     "That's all," the Black Lensman informed her then, "and I'm glad to see the last of

you. You'll get a message when to hop over to Nine and pick up your Lens. Flit—and I

hope the first Gray Lensman you meet rams his Lens down your throat and turns you

inside out."

     "The same to you, brother, and soon," Cleonie sneered. "Or, better, when my

race supplants yours as Proxies of Power, I shall give myself the pleasure of doing just

that to you."

     "Clarrissa! Clarrissa! Pay attention, please!" The Red Lensman came to herself

with a start—Helen had been thinking at her, with increasing power, for seconds. The

Velan's image filled half the plate.

     In minutes, then, Clarrissa and her party were in Kinnison's private quarters in

the Dauntless. There had been warm mental greetings; physical demonstrations would

come later. Worsel broke in.

     "Excuse it, Kim, but seconds count. Better we split, don't you think? You find out

what the score around here is, from Clarrissa, and take steps, and I'll chase that damn

Boskonian. He's flitting—fast."

     "QX, Slim," and the Velan disappeared.

     "You remember Helen, of course, Kim." Kinnison bent his head, flipping a quick

grin at his wife, who had spoken aloud. The Lyranian, trying to unbend, half-offered her

hand, but when he did not take it she withdrew it as enthusiastically as she had twenty

years before. "And this is Cleonie, the . . . the wench I've been telling you about. You

knew her before."

     "Yeah. She hasn't changed much, either—still as unbarbered a mess as ever. If

you've got what you want, Cris, we'd better . . ."

     "Kimball Kinnison, I demand Cleonie's life!" came Helen's vibrant thought. She

had snatched one of Clarrissa's DeLameters and was swinging it into line when she was

caught and held as though in a vise.

     "Sorry, Toots," The Gray Lensman's thought was more than a little grim. "Nice

little girls don't play so rough. 'Scuse me, Cris, for dipping into your dish. Take over."

     "Do you really mean that, Kim?"

     "Yes. It's your meat—slice it as thick or as thin as you please."

     "Even to letting her go?"

     "Check. What else could you do? In a lifeboat—I'll even show the jade how to run

it."

     "Oh . . . Kim . . ."

     "Quartermaster! Kinnison. Please check Number Twelve lifeboat and break it out.