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like Burl. The better part of discretion would be avoidance. But numbering in the thousands and millions, they were something which could not be avoided. They advanced steadily and rapidly; the chorus of shrill stridulations and clickings marking their progress.

Great, inoffensive caterpillars crawling over the huge cabbages heard the sound of their coming, but were too stupid to flee. The black multitudes blanketed the rank vegetables. Tiny, voracious jaws tore at the flaccid masses of greasy flesh.

The caterpillars strove to throw off their assailants by writhings and contortions—uselessly. The bees fought their entrance into the monster hives with stings and wing-beats. Moths took to the air in daylight with dazzled, blinded eyes. But nothing could withstand the relentless hordes of small black things that reeked of formic acid and left the ground behind them empty of life.

Before the horde was a world of teeming life, where mushrooms and other fungi fought with thinning numbers of cabbages and mutant earth-weeds for a foothold. Behind the black multitude was—nothing. Mushrooms, cabbages, bees, wasps, crickets, grubs—every living thing that could not flee before the creeping black tide reached it was lost, torn to bits by tiny mandibles.

Even the hunting spiders and tarantulas fell before the black host. They killed many in their desperate self-defense, but the army ants could overwhelm anything—anything at all—by sheer numbers and ferocity. Killed or wounded ants served as food for their sound comrades. Only the web spiders sat unmoved and immovable in their collossal snares, secure in the knowledge that their gummy webs could not be invaded along the slender supporting cables.

3. THE PURPLE HILLS

The army ants flowed over the ground like a surging, monstrous, inky tide. Their vanguard reached the river and recoiled. Burl was perhaps five miles away when they changed their course. The change was made without confusion, the leaders somehow communicating the altered line of march to those behind them.

Back on Earth, scientists had gravely debated the question of how ants conveyed ideas to each other. Honeybees, it was said, performed elaborate ritual dances to exchange information. Ants, it had been observed, had something less eccentric. A single ant, finding a bit of booty too big for it to manage alone, would return to its city to secure the help of others. From that fact men had deduced that a language of gestures made with crossed antennae must exist.

Burl had no theories. He merely knew facts, but he did know that ants could and did pass information to one another. Now, however, he moved cautiously along toward the sleeping-place of his tribe in complete ignorance of the black blanket of living creatures spreading over the ground behind him.

A million tragedies marked the progress of the insect army. There was a tiny colony of mining bees, their habits unchanged despite their greater size, here on the forgotten planet. A single mother, four feet long, had dug a huge gallery with some ten offshooting cells, in which she had laid her eggs and fed her grubs with hard-gathered pollen. The grubs had waxed fat and large, become bees, and laid eggs in their turn within the same gallery their mother had dug out for them.

Ten bulky insects now foraged busily to feed their grubs within the ancestral home, while the founder of the colony had grown draggled and wingless with the passing of time. Unable to bring in food, herself, the old bee became the guardian of the hive. She closed the opening with her head, making a living barrier within the entrance. She withdrew only to grant admission or exit to the duly authorized members,—her daughters.

The ancient concierge of the underground dwelling was at her post when the wave of army ants swept over. Tiny, evil-smelling feet trampled upon her and she emerged to fight with mandible and sting for the sanctity of her brood. Within moments she was a shaggy mass of biting ants. They rent and tore at her chitinous armor. But she fought on madly, sounding a buzzing alarm to the colonists yet within.

They came out, fighting as they came: ten huge bees, each four to five feet long and fighting with legs and jaws, with wing and mandible, and with all the ferocity of so many tigers. But the small ants covered them, snapping at their multiple eyes, biting at the tender joints in their armour,—and sometimes releasing the larger prey to leap upon an injured comrade, wounded by the monster they battled together.

Such a fight, however, could have but one end. Struggle as the bees might, they were powerless against their un-numbered assailants. They were being devoured even as they fought. And before the last of the ten was down the underground gallery had been gutted both of the stored food brought by the adult defenders and the last morsels of what had been young grubs, too unformed to do more than twitch helplessly, inoffensively, as they were torn to shreds.

When the army ants went on there were merely an empty tunnel and a few fragments of tough armor, unappetizing even to the ants.

Burl heard them as he meditatively inspected the scene of a tragedy of not long before. The rent and scraped fragments of a great beetle's shiny casing lay upon the ground. A greater beetle had come upon the first and slain him. Burl regarded the remains of the meal.

Three or four minims, little ants barely six inches long, foraged industriously among the bits. A new ant-city was to be formed and the queen lay hidden half a mile away. These were the first hatchlings. They would feed their younger kindred until they grew large enough to take over the great work of the ant-city. Burl ignored the minims. He searched for a weapon of some sort. Behind him the clicking, high-pitched roar of the horde of army ants increased in volume.

He turned away disgustedly. The best thing he could find in the way of a weapon was a fiercely-toothed hind-leg. When he picked it up an angry whine rose from the ground. One of the minims had been struggling to detach a morsel of flesh from the leg-joint. Burl had snatched the tidbit from him.

The little creature was surely no more than half a foot long, but it advanced angrily upon Burl, shrilling a challenge. He struck with the beetle's leg and crushed the ant. Two of the other minims appeared, attracted by the noise the first had made. They discovered the crushed body of their fellow, unceremoniously dismembered it, and bore it away in triumph.

Burl went on, swinging the toothed limb in his hand. The sound behind him became a distant whispering, high-pitched and growing steadily nearer. The army ants swept into a mushroom forest and the yellow, umbrella-like growths soon swarmed with the black creatures.

A great bluebottle fly, shining with a metallic lustre, stood beneath a mushroom on the ground. The mushroom was infected with maggots which exuded a solvent pepsin that liquefied the firm white meat. They swam ecstatically in the liquid gruel, some of which dripped and dripped to the ground. The bluebottle was sipping the dark-colored liquid through its long proboscis, quivering with delight as it fed on the noisomeness.

Burl drew near and struck. The fly collapsed in a quivering heap. Burl stood over it for an instant and pondered.

The army ants were nearer, now. They swarmed down into a tiny valley, rushing into and through a little brook over which Burl had leaped. Since ants can remain underwater for a long time without drowning, the small stream was not even dangerous. Its current did sweep some of them away. A great many of them, however, clung together until they chocked its flow by the mass of their bodies, the main force marching across the bridge they constituted.

The ants reached a place about a quarter of a mile to the left of Burl's line of march, perhaps a mile from the spot where he stood over the dead bluebottle. There was an expanse of some acres in which the giant, rank cabbages had so far succeeded in their competition with the world of fungi. The pale, cross-shaped flowers of the cabbages formed food for many bees. The leaves fed numberless grubs and worms. Under the fallen-away dead foliage—single leaves were twenty feet across at their largest—crickets hid and fed.

The ant-army flowed into this space, devouring every living thing it encountered. A terrible din arose. The crickets hurtled away in erratic leapings. They shot aimlessly in any direction. More than half of them landed blindly in the carpeting of clicking black bodies which were the ants from whose vanguard they had fled. Their blind flight had no effect save to give different individuals the opportunity to seize them as they fell and instantly begin to devour them. As they were torn to fragments, horrible screamings reached Burl's ears.

A single such cry of agony would not have attracted Burl's attention. He lived in a world of nightmare horror. But a chorus of creatures in torment made him look up. This was no minor horror. Something wholesale was in progress. He jerked his head about to see what it was.

A wild stretch of sickly yellow fungus was interspersed here and there with a squat toadstool, or a splash of vivid color where one of the many rusts had found a foothold. To the left a group of branched fungoids clustered in silent mockery of a true forest. Burl saw the faded green of the cabbages.

With the sun never shining on the huge leaves save through the cloud-bank overhead, the cabbages were not vivid. There were even some mouldy yeasts of a brighter green and slime much more luridly tinted. Even so, the cabbages were the largest form of true vegetation Burl had ever seen. The nodding white cruciform flowers stood out plainly against the yellowish, pallid green of the leaves. But as Burl gazed at them, the green slowly became black.

Three great grubs, in lazy contentment, were eating ceaselessly of the cabbages on which they rested. Suddenly first one and then another began to jerk spasmodically. Burl saw that around each of them a rim of black had formed. Then black motes milled all over them.

The grubs became black—covered with biting, devouring ants. The cabbages became black. The frenzied contortions of the grubs told of the agonies they underwent as they were literally devoured alive. And then Burl saw a black wave appear at the nearer edge of the stretch of yellow fungus. A glistening, living flood flowed forward over the ground with a roar of clickings and a persistent overtone of shrill stridulations.

Burl's scalp crawled. He knew what this meant. And he did not pause to think. With a gasp of pure panic he turned and fled, all intellectual preoccupations forgotten.

The black tide came on after him.

He flung away the edible mushroom he had carried under his arm. Somehow, though, he clung to the sharp-toothed club as he darted between tangled masses of fungus, ignoring now the dangers that ordinarily called for vast caution.

Huge flies appeared. They buzzed about him loudly. Once he was struck on the shoulder by one of them—at least as large as his hand—and his skin torn by its swiftly vibrating wings.

He brushed it away and sped on. But the oil with which he was partly covered had turned rancid, now, and the fetid odor attracted them. There were half a dozen—then a dozen creatures the size of pheasants, droning and booming as they kept pace with his wild flight.

A weight pressed onto his head. It doubled. Two of the disgusting creatures had settled upon his oily hair to sip the stuff through their hairy feeding-tubes. Burl shook them off with his hand and raced madly on, his ears attuned to the sounds of the ants behind him.

That clicking roar continued, but in Burl's ears it was almost drowned out by the noise made by the halo of flies accompanying him. Their buzzing had deepened in pitch with the increase in size of all their race. It was now the note close to the deepest bass tone of an organ. Yet flies—though greatly enlarged on the forgotten planet—had not become magnified as much as some of the other creatures. There were no great heaps of putrid matter for them to lay their eggs in. The ants were busy scavengers, carting away the debris of tragedies in the insect world long before it could acquire the gamey flavor beloved of fly-maggots. Only in isolated spots were the flies really numerous. In such places they clustered in clouds.

Such a cloud began to form about Burl as he fled. It seemed as though a miniature whirlwind kept pace with him—a whirlwind composed of furry, revolting bodies and multi-faceted eyes. Fleeing, Burl had to swing his club before him to clear the way. Almost every stroke was interrupted by an impact against some thinly-armored body which collapsed with the spurting of reddish

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