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swelling cloud of smoke and gas.

Blake spoke sharply to an aide: "General orders! All ships climb to resume formation!"

An enemy ship was before them: it flashed from nowhere to bear down with terrific speed. The floor beneath them shook with the jarring of heavy guns, and McGuire saw the advancing shape bursting with puffs of smoke, while their own ship shot upward with a sickening twist. A silver ship was falling!—and another!

"Two more of ours gone," said Captain Blake through set teeth. "How many of them are there, Mac? Tell me what you know: we've got a hell of a fight on our hands."

"They're all here," McGuire told him, in jerky, breathless speech. "These are transports on the ground. Their weapons are gas and speed, and the rams on their beaked ships. There are other weapons—deadlier ones!—but they haven't got them: they belong to another race. I'll tell you all that later!"

"Keep them at a distance, Blake," he said. "Make them come to you—then nail them as they come."

"Right!" was the answer; "that's good dope. We didn't know what they had; expected some devilish things that could down us before we got within effective range; had to mix it with them to find out what they could do, and get in a few solid cracks before they did it.[273]

"How high are we?" He glanced quickly at an instrument. "Ten thousand. Order all ships to withdraw," he instructed his aide. "Rendezvous at fifty thousand feet for echelon formation."

nother brush with an enemy craft that slipped quickly to one side—then the smoke clouds were behind them, and a score, of silvery shapes were climbing in vertical flight for the level at fifty thousand.

They were fewer now than they had been, and the line that formed behind the flagship of Blake was shorter than the one that had made the V which shot down so bravely to engage with an unknown foe.

The enemy was below; an arrangement of mirrors showed this from the commander's station. They were emerging from the clouds of smoke to swarm in circling flight through the sky. And now the bow of their own craft was depressed at an order from Blake, and the others were behind them as they drove to renew the attack.

"They're ganging up on us again," said Blake. "We'll fool them this time; we'll just kid them a little."

The flagship swerved before reaching the enemy, and the others followed in what looked like frightened retreat. Again they were in the heights, and some few of the enemy were following. Blake led in another descent.

o waiting swarm to greet them now! Blake gave a quick order. The roaring column shifted position as it fell: the flagship was the apex of a great V whose arms flung out and backward on either side—a V formation that curved and twisted through space and thundered upon the smaller formations that scattered before the blasting guns.

"Our bow guns are the effective weapons," Blake observed; his casual tone was a sedative to McGuire's tense nerves. "We can use a broadside only of lighter weight; the kick of the big 'sights' has to be taken straight back. But we're working, back home, on recoil-absorbing guns: we'll make fighting ships of these things yet."

He spoke quietly to the pilot to direct their course toward a group that came sweeping upon them, and the massed fire of the squadron was squarely into the oncoming beaks that fell beneath them where the mirrors showed them crashing to the earth.

They were scattered now; the enemy was in wild disorder; and Blake spoke sharply to his aide.

"Break formation," he ordered; "every ship for itself. Engage the enemy where they find them; shoot down anything they see; prevent the enemy reforming!" He was taking quick advantage of the other's scattered forces, and he scattered his own that he knew could take care of themselves while they engaged the enemy only by ones or twos or threes.

"Clear the air of them!" he ordered. "Not one of them must escape!"

The skies were a maze of darting shapes that crossed and recrossed to make a spider's web of light. Ship drove at ship, to swerve off at the last, while the air quivered and beat upon them with the explosion of shells and guns.

"There's our meat!" Blake directed the pilot, and pointed ahead where a monster in scarlet was swelling into view.

It came swiftly upon them, darting down from above, and McGuire clutched at the arm of the man beside him to shout: "It's the leader; the flagship! It's the Emperor—Torg, himself! Give him hell, Blake, but look out—he's fast!"

he ship was upon them like a flash of fire; no time for anything but dodging, and the pilot threw his craft wildly aside with a swerve that sent the men sprawling against a stanchion. Then up and back, where the other had turned to come up from below.[274]

"Fast!" McGuire had said, but the word was inadequate to describe the speed of the fiery shape.

Another leap in the air, as their pilot swung his controls, and the red shape brushed past them in a cloud of gas, while the quick-firers ripped futilely into space where the great ship had been.

"Get your bow guns on him!" Blake roared. The ship beneath them strained and shuddered with the incredible thunder of the generator that threw them bodily in the air. The pilot had opened in full force the ports that blasted their bows aside.

No time to gather new speed; they were motionless as the scarlet monster came upon them, but they were in position to receive him. The eight-inch rifles of the forward turret thundered again and again, to be answered by flashes of flame from the scarlet ship.

McGuire crouched over the bent form of the pilot, whose steady fingers held the ship's bow straight upon the flashing death that bore down upon them. Another salvo!—and another!—hits all of them.... Smoke bursting from ripping plates, and flaming fire more vivid than the scarlet shape itself!—and the floor beneath McGuire's feet drove crushingly upward as their pilot pulled a lever to the full.

The great beak flashed beneath—and the mirrors, where McGuire's eyes were fastened, showed the terrific drive continue down and down, where a brilliant cylinder that marked the power of Venus tore shriekingly on to carry an Emperor to his crashing death.

he skies were clear of the red-striped ships: only the survivors of the attacking force showed their silvery shapes as they gathered near their flagship. There were two that pursued a small group of the enemy, but they were being outdistanced in the race.

"We have won," said Blake in a tone of wonder that showed how only now had come a realization of what the victory meant. "We have won, and the earth—is saved!"

And the voice of McGuire echoed his fervent "Thank God!" while he gripped the soft hand that clung tightly to his, as if Althora, this radiant creature of Venus, were timid and abashed among the joyful, shouting men-folk from another world.

"And now what, Captain?" asked McGuire of his command. "Will you land? There is an army of reds down there asking for punishment."

Blake had turned away; his hand made grimy smears across his face where he wiped away the tears that marked a brave man's utter thankfulness. He covered his emotion with an affectation of disapproval as he swung back toward McGuire.

"Captain?" he inquired. "Captain? Where do you get that captain stuff?"

He pointed to an emblem on his uniform, a design that was unfamiliar to the eyes of McGuire.

"You're talking to an admiral now!—the first admiral of the newest branch of your country's fighting service—commanding the first fleet of the Space ships of the United States of America!" He threw one arm about the other's shoulders. "We'll have to get busy, Mac," he added, "and think up a new rank for you.

"And, yes, we are going to land," he continued in his customary tones; "there may be survivors of our own crashes. But we'll have to count on you, Mac, to show us around this little new world of yours."

here was an army waiting, as McGuire had warned, but it was waiting to give punishment and not to take it. The vast expanse of the landing field was swarming with them, and the open country beyond showed columns of marching troops.

They had learned, too, to take shelter; barricades had been hastily erected, and the men had shields to protect them from the fire of small arms.[275]

Their bodies were enclosed in their gas-tight uniforms whose ugly head-pieces served only to conceal the greater ugliness beneath. They met the ships as they landed with a showering rain of gas that was fired from huge projectors.

"Not so good!" Blake was speaking in the safety of his ship. "We have masks, but great heavens, Mac!—there must be a million of those brutes. We can spray them with machine-gun fire, but we haven't ammunition enough to make a dent in them. And we've got to get out and get to our crashed ships."

He waited for McGuire's suggestions, but it was Althora who replied.

"Wait!" she said imperatively. She seemed to be listening to some distant word. Then:

"Djorn is coming," she exclaimed, and her eyes were brilliantly alight. "He says to you"—she pointed to McGuire—"that you were right, that we must fight like hell sometimes to deserve our heaven—oh, I told him what you said—and now he is coming with all his men!"

"What the devil?" asked Blake in amazement. "How does she know?"

"Telepathy," McGuire explained: "she is talking with her brother, the leader of the real inhabitants of Venus."

He told the wondering man briefly of his experience and of the people themselves, the real owners of this world.

"But what can they do?" Blake demanded.

And McGuire assured him: "Plenty!"

e turned to Althora to ask, "How are they coming? How will they get here?"

"They are marching underground; they have been coming for two days. They knew of our being captured, but the people have been slow in deciding to fight. Djorn dared not tell me of their coming; he feared he might be too late.

"They will come out of that building," she said, and indicated the towering structure that had been their prison. "It has the old connection with the underground world."

"Well, they'd better be good!" said Blake incredulously.

He was still less optimistic when the building before them showed the coming of a file of men. They poured forth, in orderly fashion and ranged themselves in single file along the walls.

There must be a thousand, McGuire estimated, and he wondered if the women, too, were fighting for their own. Then, remembering Althora's brave insistence, he knew his surmise was correct.

Each one was masked against the gas; their faces were concealed; and each one held before him a tube of shining metal with a larger bulbous end that rested in their hands.

"Electronic projectors," the lieutenant whispered. "Keep your eye on the enemy, Blake; you are going to learn something about war."

The thin line was advancing now and the gas billowed about them as they came. There were some few who dropped, where masks were defective, but the line came on, and the slim tubes were before them in glittering menace.

t a distance of a hundred feet from the first of the entrenched enemy there was a movement along the line, as if the holders of the tubes had each set a mechanism in operation. And before the eyes of the Earth-men was a spectacle of horror like nothing in wars they had known.

The barricades were instantly a roaring furnace; the figures that leaped from behind them only added to the flames. From the steady rank of the attackers poured an invisible something before which the hosts of the enemy fell in huddles of flame. Those nearest were blasted from sight in a holocaust of horror, and where they had been was a scattering of embers[276] that smoked and glowed; even the figures of distant ones stumbled and fell.

The myriad fighters of the army of the red ones, when the attackers shut off their invisible rays, was a screaming mob that raced wildly over the open lands beyond.

Althora's hands were covering her eyes, but McGuire and Blake, and the crowding men about them, stared in awe and utter astonishment at the devastation that was sweeping this world. An army annihilated before their eyes! Scores of thousands, there must be, of the

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