rolled it into a pillow, forcing Ga-Marr to rest his head upon it. But when the Lyrian struggled up on one elbow and drank thirstily from Dar-Ley's canteen, Standish choked out the question that was uppermost in his mind.

"Thalia! Where is she?"

Ga-Marr's voice was a sob. "Drum Faggard! He surprised us with an entire fleet while you were gone. He kidnaped my father, and he took Thalia."

A blur rose up before Standish's eyes. "And the others?" he demanded. "The rest of your people? Can it be they all are dead?"

Ga-Marr shook his head. "They fled to the hills. I alone remained here because I knew you would return."

It was time, Standish realized, for action. But what action? His fleet was gone, all his work destroyed. Even the girl he had come to love had been taken from him. He turned and stared helplessly at the black hulled Phantom resting on its mooring platform. Powerful as that ship was, he knew it was not enough. He might raid more Sirian ships, destroy more transports, but what would it avail him. He had played his hand, and he had lost. He was up against a blank wall.

And then a single object on the far side of the palace ruins focused in his vision. Stone and debris were piled high there, but the little, crudely-built space ship with which he and Ga-Marr had escaped from the unknown planet had escaped damage. For a moment Standish's brow furrowed in thought; then he uttered an exclamation.

"To the Phantom!" he said. "There may yet be a way...."

With Ga-Marr supported by Standish, they hurried down the debris-choked streets and across to the landing field. Reaching the ship, the Earthman turned his crew of twenty-four over to Dar-Ley, ordering them to leave at once for the hills where they were to aid the Lyrians.

"But what are you going to do without a crew?" objected Dar-Ley.

Standish's face was a block of granite. "I'm going to fight trickery with trickery," he said.

Then the Earthman and Ga-Marr entered the destroyer alone. Slowly, Standish guided the big ship over the ruins of the city of Calthedra. Above the palace, he suddenly shot out the magnetic grappling bars and secured the little space ship.

"What can you do with that?" Ga-Marr frowned. "The thing has little power and...."

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