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"Of course," Cook agreed.

"A very, very good reason. And even if I never find out, I'll never believe that he ... he didn't care about me, or any of this."

Cook smiled. "Charlie, you're wise beyond your years."

No one had ever said that to Charlie. In fact they usually said the opposite.

He felt rather pleased.

"Now tell me what's been going on," said Cook, "although I've already made a few good guesses."

While he slowly drained his cup of deliciously sweet cocoa, Charlie related everything that had happened. By the time he had finished, his eyes were beginning to close, and Cook had to give him a little shake to wake him up.

"Charlie," she said gently. "Can you bring Billy back to me? I miss him so much."

She looked at the old dog. "And Blessed is so depressed. I try to talk to him, but it's not the same. Billy can speak his language."

Charlie rubbed his eyes. "I'll try," he said. "But first I've got to find the painting of Badlock. It's my only way in. Actually, I'd really like to see Matilda again."

Cook shook her head. "The enchanter's granddaughter? Forget her, Charlie.

She's from another world. I'll see what I can find out about the painting.

Now, you'd better get back to bed before you're missed."

Charlie reluctantly dragged himself away from Cook's warm stove and stepped into the closet.

"You take care now, Charlie," Cook whispered as she closed the door behind him.

As before, the hall was deserted and Charlie slipped up the stairs to his dormitory without being seen. He was unaware that the staff had all decided to keep well away from the west wing that night. In fact, most of them had gone to bed earlier than usual rather than face any of the people who were, at that moment, insulting each other in the ballroom.

Old Ezekiel couldn't believe what had happened. "That lovely globe," he wailed, wheeling himself around and around the ballroom as if his endless rotation might somehow conjure up the Sea Globe. "Did he drown them, did he, did he?" he demanded.

"I've told you, yes!" shouted Manfred. "He must have. You should have seen those waves."

"So you saw it all and didn't do a thing about that boy's spirit ancestors!"

Ezekiel shrieked. "You coward. You lily-livered milksop."

"I'd like to see you try and stop a hundred spirits with spears and torches and... and everything," Manfred shouted back.

"You didn't have to attack them," argued Ezekiel. "You could just have given Lysander Sage a bang on the head."

"Couldn't!" Manfred kicked at the pool of water lying in the center of the ballroom, all that remained of the Sea Globe, as far as he knew. He hadn't seen the tiny sphere that Dagbert now possessed. An unpleasant fishy smell wafted from the pool of water, and Manfred kicked it again. "Anyway, Lyell Bone has been drowned, so he won't be coming home to rake up that box."

"What about me?" screeched Mrs. Tilpin, swaying at the edge of the pool. "My little boy has been injured, my swordsman has been... sent back. And Lord Grimwald promised me a castle, servants, money. All gone. Poof! Just like that. I'll strangle someone. I'll do worse. I'll turn them into toads."

"As if... ," muttered Manfred.

"Stop it!" Dr. Bloor bellowed from a chair at the end of the room. "There's nothing to be gained by endless bickering. If we are to achieve anything, we must pull together."

The headmaster's commanding voice managed to silence everyone. Mrs. Tilpin gazed into the murky pool; Manfred tapped his wet foot quietly at the edge; and Ezekiel wheeled himself to a standstill.

"Nothing's changed," Mrs. Tilpin said at last. Her tone was soft and sly, and they looked at her uneasily. "Because he's coming. Harken, the shadow, the enchanter. His people are here already and there'll soon be more. So you can keep your precious school." She flung out her arms and danced around the pool, her glinting black skirt sweeping through the water, sending little ripples across the surface. "And then Charlie Bone and Billy Raven and Lysander Sage and his spirit ancestors will all be a distant memory."

"What about the Red Knight?" asked Manfred.

"Ah, the Red Knight," said Mrs. Tilpin, and she stopped dancing.

15. FOG!

Billy's bed was now a bale of prickly straw, his light a thin candle that always burned through before nightfall. Not that Billy would have noticed when night began and ended. There were no windows in his chilly cell. At least he had Rembrandt to talk to. Luckily, the countess hadn't carried out her threat to kill the rat, believing that he would die anyway unless Billy shared his meager allowance of black bread.

But Rembrandt didn't die. He thrived. He had found a friend: a small brown-coated, green-eyed rat he called Gloria. Billy could see the attraction.

Gloria was very pretty; she was also helpful. Being two sizes smaller than Rembrandt, she could squeeze through a tiny hole in Billy's cell and she would bring Rembrandt delicious tidbits from the kitchen waste bucket. So Rembrandt didn't need Billy's black bread, and instead of fading away, he grew fatter and fatter.

Count Harken and his wife were the only people in Badlock ever to have seen a rat before Rembrandt arrived. They had brought a pair of rats back from the Red King's city many years ago. But the rats had vanished and the count assumed they had been eaten by a greedy servant (though they all swore they had never set eyes on a rat). In fact, the clever pair had burrowed deep into the mountain and raised a family. Gloria was their last surviving great-greatgrandchild.

Sometimes Rembrandt and Gloria would go off for a whole day. They would wait until Billy's guard was having his meal in the kitchen and then slip through the bars of the cell and leap up the steep stone steps into the palace.

Rembrandt would return with stories of their wonderful adventures, and

eventually, Billy would fall asleep while his rat's gentle voice squeaked on and on and on. Without those stories, Billy figured, he would never have slept at all.

A troll named Oddthumb guarded Billy's cell. He was a squat, ugly being with a grotesque thumb as big as his hand. He hated everyone and everything from Billy's world, especially Charlie Bone, who had once managed to slip in and out of Badlock without being caught. Charlie had also managed to rescue his ancestor, the giant Otus Yewbeam, right under Oddthumb's nose.

Billy had refused to be rescued by Charlie. He thought life would be better in Badlock. He would have a home with plenty of animals to talk to and a friend, Matilda. How Billy regretted that decision. A week in the dreadful dungeons had broken Billy's spirit. He now longed for home as much as Rembrandt did. But he knew there was little hope of Charlie making the dangerous journey a second time.

"Billy! Billy!"

The soft voice didn't wake Billy, who had fallen into a deep sleep after one of Rembrandt's stories. He lay with his head snuggled against the rat's soft back, his glasses folded neatly on the floor beside his mattress.

"Billy! Billy!"

This time the voice broke through Billy's dreams. He reached for his glasses, pushed them onto his nose, and sat up. Candlelight flickered in the room outside his cell. Billy blinked and tried to focus. The candle was raised and he saw a girl's face framed in long, black curls.

"Matilda?" Billy whispered.

"I'm going to make you a key," Matilda said softly. She showed Billy the big iron key that usually hung around Oddthumb's neck. "I've given your guard one of my grandmother's sleeping potions. I slipped it into his mug of ale before the servant brought it down here. So Oddthumb won't wake before I can get this key back to him."

"Matilda!" called Billy, as she began to mount the steps. "Why can't you let me out now?"

She looked back, her face in the candlelight shadowed with regret. "Where would you go, Billy? They'd find you and then things would only get worse. We must wait until Charlie comes."

Billy clutched the iron bars of his cell. "Do you think he'll come back, then?"