A Complete Book-Length

Novel of the Star Rovers

Racing to the Ringed PlanetBy in Answer to Earth’s Clarion

EDMOND Call, the Wizard of Science

HAMILTON

Seeks a Forbidden Elixir of Life – and Finds the City of Author of "Calling Captain Future,"Eternal Youth! "Captain Future’s Challenge," etc.

Illustrated by H. W. WESSO

Captain Future led the winged men down through the

mist toward the City of Eternal Youth (Chapter XVI)

CHAPTER I

Elixir of Evil

HE softly lighted room was a strange one. It had

gray metal and double air-lock doors that allowed

no outside air to enter. Through the hermetically sealed

windows could be seen a dark, vaguely grotesque for

est. Across the black, star-studded sky cut the colossal,

gleaming scimitar of the great Rings that only one plan

et possesses.

An observer would have found the room queer, in

deed. But he would not have dreamed that it was the se

cret heart of a poisonous traffic that reached out like an

octopus to all the nine worlds of the Solar System.

One of the two men in the room sat at a chromaloy

desk. His whole form and face were effectively con

cealed by a brilliant blue light of force that emanated

from a humming little cubical mechanism at his belt.

His voice came harshly from the glowing cloud that

shrouded him.

"Are those the sub-leaders now?" he asked sharply. "Yes, their ships are landing now," answered the other man, peering from a window. "They're exactly on time."

The second man was a Mercurian, one of the tawnyskinned, catlike race native to the inmost planet. With feline lightness he turned, his yellow eyes flashing.

"Here they come, Life-lord," he said eagerly.

Clad in the concealing blue "aura," the man he called the Life-lord made no answer. He sat waiting in brooding silence.

HE air-lock doors of the room swung open. A dozen men trooped in. They also wore the shining blue "auras."

The "aura" was a scientific device well known throughout the System. A cloud of radiated sporicidal force, it enabled men to pass unharmed through regions that were thick with deadly microscopic life.

They snapped off their auras as they entered. Without the concealing cloud of light they stood revealed as white-skinned Venusians, bald, big-chested red Martians, one hairy Plutonian, a lanky blue Saturnian.

The tall Saturnian strode to the desk and inverted a small synthesilk bag in front of the Life-lord. Out spilled platinum coins, brilliant gems, white System Government bank-notes.

"Four hundred vials of the Lifewater sold on Venus this time," he told the Life-lord. "Here's the take. We can use six hundred vials, next trip."

Count it, at once," the Life-lord ordered harshly to the Mercurian hovering nearby.

"Three hundred and twenty vials sold on Mars this time," another of the newcomers reported, laying down more money and rare planetary Jewels. "And we can use more Lifewater next time, too."

One by one, flee men reported to the Life-lord their share in the illicit traffic on Mars, Earth, Venus, and all the other worlds. The pile of money, rare gems and little lingots of supervaluable metals grew higher.

The evil gains of the poisonous Lifewater traffic flowed from all nine worlds into this secret room! The catlike Mercurian counted and noted down the sums brought by each man. Then one third of the sum brought by each of the subleaders was paid back to him.

"There are your commissions," spoke the Life-lord's harp voice through his concealing aura. "Give them their new consignments of the Lifewater, Ybor."

The Mercurian obeyed. From a connecting room he brought dozens of square, rocklike metal cases. Each cap, held scores of little glassite vials ofA Complete Book-Length

Novel of the Star Rovers

Racing to the Ringed PlanetBy in Answer to Earth’s Clarion

EDMOND Call, the Wizard of Science

HAMILTON

Seeks a Forbidden Elixir of Life – and Finds the City of Author of "Calling Captain Future,"Eternal Youth! "Captain Future’s Challenge," etc.

Illustrated by H. W. WESSO

Captain Future led the winged men down through the

mist toward the City of Eternal Youth (Chapter XVI)

CHAPTER I

Elixir of Evil

HE softly lighted room was a strange one. It had

gray metal and double air-lock doors that allowed

no outside air to enter. Through the hermetically sealed

windows could be seen a dark, vaguely grotesque for

est. Across the black, star-studded sky cut the colossal,

gleaming scimitar of the great Rings that only one plan

et possesses.

An observer would have found the room queer, in

deed. But he would not have dreamed that it was the se

cret heart of a poisonous traffic that reached out like an

octopus to all the nine worlds of the Solar System.

One of the two men in the room sat at a chromaloy

desk. His whole form and face were effectively con

cealed by a brilliant blue light of force that emanated

from a humming little cubical mechanism at his belt.

His voice came harshly from the glowing cloud that

shrouded him.

"Are those the sub-leaders now?" he asked sharply. "Yes, their ships are landing now," answered the other man, peering from a window. "They're exactly on time."

The second man was a Mercurian, one of the tawnyskinned, catlike race native to the inmost planet. With feline lightness he turned, his yellow eyes flashing.

"Here they come, Life-lord," he said eagerly.

Clad in the concealing blue "aura," the man he called the Life-lord made no answer. He sat waiting in brooding silence.

HE air-lock doors of the room swung open. A dozen men trooped in. They also wore the shining blue "auras."

The tall Saturnian strode to the desk and inverted a small synthesilk bag in front of the Life-lord. Out spilled platinum coins, brilliant gems, white System Government bank-notes.

"Four hundred vials of the Lifewater sold on Venus this time," he told the Life-lord. "Here's the take. We can use six hundred vials, next trip."

Count it, at once," the Life-lord ordered harshly to the Mercurian hovering nearby.

"Three hundred and twenty vials sold on Mars this time," another of the newcomers reported, laying down more money and rare planetary Jewels. "And we can use more Lifewater next time, too."

"There are your commissions," spoke the Life-lord's harp voice through his concealing aura. "Give them their new consignments of the Lifewater, Ybor."

The Mercurian obeyed. From a connecting room he brought dozens of square, rocklike metal cases. Each cap, held scores of little glassite vials of opalescent, self-luminous fluid that scintillated like curdled light – the potent, mysterious Lifewater!

The sub-leaders made ready to carry the cases out to their waiting space ships. But one Venusian looked slyly at his chief.

"You still won't tell us where you get the Lifewater?" he asked hopefully.

The concealed figure of their chief stiffened. His voice grated with menace through his disguising aura.

"Try to find that out, and you'll find out what it's like to die. The secret of the Lifewater's source is my secret. While I hold that secret, I'm master of this traffic."

The sub-leaders were cowed by the infinite menace of those accents. Hastily they snapped on their auras and started hauling the cases of Lifewater through the air-lock doors.

From outside came the roar of rocket-tubes as their space ships took off on the return voyage to the other worlds.

Still shrouded in his aura, the Life-lord rose and looked from the window. Across the star-studded sky in all directions stretched the shining rocket-trails of the departing ships.

"Master of the Lifewater traffic," repeated the shrouded figure in a brooding whisper. "No man before me has ever had the money and power that are mine!"

The shining, diverging trails in the sky were like shining tentacles reaching out toward all the System's worlds. That thought made him chuckle triumphantly.

TENTACLE of the insidious Lifewater traffic reached toward one of the smaller moons of Jupiter.

It was night on the little satellite, a tiny globe only a few hundred miles in diameter. In the heavens bulked the vast, cloud-belted sphere of Jupiter, the red spot of the Fire Sea shinning like a sullen ruby on its breast. The great planet east down a vivid white light.

Amid a grove of towering ferns, a palatial mansion of white moonstone ruse proudly. Around it lay pleasure gardens, swimming pools, game courts. It was the home of Avul Kuun, the aged Jovian radium magnate who was sole owner of this moon.

Avul Kuun sat anxiously in his study, a small room paneled with flamewood. The Jovian magnate was green-skinned, bulbous-headed, squat of figure, and with the queer digitless hands and feet that were characteristic of his race. But his face was shriveled and wrinkled with age. His round dark eyes were filmy. His stooping form was warmly wrapped in a mantle of heavy violet synthewool.

Kuun had dismissed his servants. Now he sat taut with suspense, feverishly watching a window that opened onto the gardens.

He heard the soft, muffled roar of a small space ship landing somewhere out in the night. After a few moments, a yellow Uranian appeared in the window. His beady eyes glanced quickly around the room.

"You're absolutely alone?" he asked the old Jovian magnate.

"I dismissed all the servants, as your message stated," replied Avul Kuun hastily.

The little Uranian entered.

"Can't take any chances," He snapped. "The Planet Police are trying harder than ever to break up the Lifewater trade. Not that they're succeeding. But it might make things tough for our customers."

"You've brought it?" old Avul Kuun asked eagerly.

The Uranian nodded. He drew out a small glassite vial filled with milky, luminous fluid.

"The Lifewater!" cried Avul Kuun.

His filmy ayes were avid as he reached a trembling, shriveled green hand for the vial.

"First the money," reminded the little Uranian. "Two hundred thousand System dollars."

Avul Kuun paused. "But that's an extortionate price!"

The yellow man shrugged.

"The head of our syndicate charges people for the Lifewater according to their ability to pay."

"charges all they can pay, you mean," retorted Kuun. "But I've got to have it. I want to be young again, to enjoy my wealth."

He handed over a flat packet of System banknotes. The Uranian counted it, then handed him the vial.

"Drink it now," he directed.

With trembling hand, Avul Kuun uncorked the vial and raised it to his lips. The shining Lifewater tickled down his throat.

The old Jovian stood gasping and shuddering, as though his entire body were being agonized by terrific forces. He staggered, coughed, clung dizzily to a chair for support.

Slowly, as the minutes vent by, Avul Kuun's withered body straightened. His wrinkled green face rapidly became smooth. His age-filmed eyes cleared. The years seemed to be dropping from him, minute by minute.

The Lifewater was making the old Jovian young!

He stumbled to a mirror, stared unbelievingly at to reflection of his straight, clear-eyed, vigorous new self.

"I look young – and I feel young," he whispered. Then his voice turned loud and resonant with joy. "I am young again! Now I can enjoy the riches I've piled up. Now I've years of happiness ahead."

With an enigmatic, sardonic amusement in his beady eyes, the Uranian vendor of the Lifewater watched him.

NOTHER tentacle of the Life-lord's illicit trade reached to the great city Venusopolis by Venus' Eastern Sea.

Than Harthal sat looking sickly into his mirror. He still had much of the handsomeness that had skyrocketed him to popularity throughout the System. But wrinkles had appeared in his white face around his eyes. His dark hair was graying.

"Through," he muttered bitterly to himself. "I'm through as a telepicture star. Too old for romantic leads. Slipping –"

He rose and went to the window. With unseeing eyes he stared at the lovely vista of Venusopolis.

Under the perpetually cloudy sky ran the streets of white cement. Graceful buildings and dark green gardens swept away to the Eastern Sea, whose green surface was dotted by floating villas.

Rocket-fliers, cars, and crowds of pedestrians warmed gayly, in the streets and parks. The soft, damp west wind from the Swamplands was like a breath whispering from the mystery-laden unknown.

"Through for good," Than Harthal said in defeat. "Just because I'm getting old –"

"You don't need to get old," said a rasping voice behind him. "You can be young again, at once!"

The telepicture star turned startledly. The bald, redskinned Martian who had entered the room met his gaze coolly.

"Young again, at once?" Than Harthal repeated. "Who are you? What do you mean?"

"I mean that the Lifewater will take fifteen years off your age in only a few minutes," the Martian answered calmly. "Everybody knows you're slipping as a telepicture star. That's why I came to offer you the Water."

"The Lifewater?" the Venusian star exclaimed. "But it's illegal to sell or buy it. It's prohibited by the Planet Police!"

The Martian laughed. "Our syndicate doesn't pay much attention to them. You can have the Lifewater for twenty thousand."

"Twenty thousand? But it's everything I have!"

"I know," the other replied. "But once you're young, you'll be able to make a big salary again." The Martian drew from his pocket a vial of shining, scintillating white liquid. "It's yours-for that price."

Than Harthal gazed with dilated eyes at the vial of Lifewater. He saw in it renewed youth, popularity, adulation, riches ...

"But they say it's dangerous, habit-forming, to drink the Lifewater."

"That's the kind of propaganda the Planet Police hands out," scatted the Martian vendor. "Still, if you don't want to buy –"

"Wait, I'll buy it!" cried Than Harthal suddenly. "I have the money here in an invisible safe."

At a combination of secret words, a section of the wail rolled back. He removed a box of money, gave it to the Martian. He took the vial, and with desperate resolution, drank down the shining liquid.

When the minutes of wrenching, fiery pain had passed, he looked hopefully into the mirror. A cry of joy broke from him. The fine wrinkles around his eyes had disappeared. His face was smoother, the graystreaked hair at his temples already darkening.

"It worked!" Than Harthal said huskily. Tears of happiness misted his eyes. "I'll be a star again!"

The Martian, with a hooded smile, took his leave.

TILL another tentacle of the evil Lifewater traffic reached to a city in the Twilight Zone of Mercury. Perpetual, unending dusk lay oven the narrow, livable region between the terrific glare of the Hot Side and the black, mysterious desolation of the Lark Side, Here lived and reveled and quarreled the motley miners who had been drawn from many worlds.

Few in the dark metal street noticed a slender Mercurian woman, swathed in a dark cloak of fine synthesilk. She stopped at a door that bore a simple number, before she hesitantly entered.

She found herself in a lightless hall. A strangled cry of fear escaped her. A ray of bright light had flashed out at her. It showed her as a lithe figure of tawny feline beauty. Her fine yellow hair was piled above a face whose slit-pupiled golden. egos were wide with apprehension. She was still beautiful, but soon that lingering beauty would follow her vanished youth.

The ray upon her snapped out. A door opened, anal she stepped hesitantly into a lighted room. At a table sat a gray peaked-headed Neptunian whose spectacled eyes surveyed her with impassive calm.

"You – you sell the Lifewater here?" she asked. "Yes, for a price," the Neptunian answered flatly. "For you, that price will be twelve thousand System dollars."

The woman stiffened. "But I haven't that much!"

The Neptunian's spectacled eyes flickered to her jewels. She wore a Martian fire-ruby bracelet and a necklace of black Venus pearls.

"Those jewels will make up the sum,'' he told her.

"But my husband gave me them," she cried in distress. "I can't –" She stopped, a desperate look on her face. "But I've got to have the Lifewater. I must be young again, as beautiful as I was. I'm growing old, losing my husband to another woman."

With decision born of desperation, she took off the jewels and handed them aver.

"Give me the Lifewater!"

The Neptunian handed her a vial of milky, shining liquid and watched her as she drank it. He watched her slender figure being racked by fiery forces, as youth and bloom came slowly back into her faded face. Eagerly she rushed to survey her renewed beauty in a glass.

Then, without a word, she left hastily. Chucking dryly, the Neptunian looked after her.

"She'll be back," he told himself in amusement. "Now that she's drunk the Lifewater, she'll have to come back."

ET another tentacle of the Life-lord's secret syndicate reached to Earth. It actually penetrated the towering building in New York which housed the headquarters of the Solar System Government.

James Carthew, President of the System Govern

ment, raised his graying head. Two men were entering his office high in the tower.

One was a burly Earthman in dark uniform Halk Anders, commander of the Planet Police. The other Earthman was youthful looking, pale of face, with terror in his eyes.

"Here's our man, sir," reported Anders to the President. "The employee of the Government treasury who's been embezzling big sums. He's a clerk, name of Wilson Webber. We suspected him months ago and set a trap for him. Today he fell into it."

The President looked questioningly at Webber. "Is this true?"

The youthful looking embezzler answered hoarsely. "Yes, I stole the money. But I had to do it!" "He's been buying Lifewater with the embezzled

money, sir," reported Halk Anders, his square face grim.

"Lifewater?" Carthew turned pityingly to the trapped thief. "Why did you do it?"

Webber wrung his hands.

"I was crazy to do it, sir. But I was getting old and here was a girl I loved and wanted to win. I heard of the Lifewater – the wonderful elixir that could make me young. So I stole treasury funds and bought the elixir from a secret vendor. It did make me young. I told everyone I'd had a new rejuvenation treatment."

His voice choked with emotion.

"Then, a few days ago the Lifewater vendor camp back. He told me that the Lifewater's effects were only temporary. Unless I had another vial of it soon, I'd age and die suddenly! So I tried to steal more money to buy it. But they caught me. And now I'll die –" He broke off into convulsive sobs.

"It's the same damned story every time, sir!" exploded Halk Anders to the President. "That cursed syndicate sells people the Lifewater without telling them they'll have to keep drinking it or die. That way, they make people slaves to the stuff."

Carthew's fine face turned haggard with worry.

"Then our broadcast warning to the System did no good? Do they still refuse to believe that the Lifewater is infinitely deadly?"

"No, it hasn't done any good," Anders answered bluntly. "The criminals who self the stuff tell people that our warning was false. They say it's mere propaganda to break up the illicit trade. Some people are so crazy to get their youth back, they're only too ready to believe that."

Carthew's hand clenched and banged the desk.

"Anders can't your organization smash the syndicate that's behind this abominable traffic?"

HE commander shrugged helplessly.

"God knows we've tried, sir. We've raided hundreds of the syndicate's outlets, but the Lifewater vendors almost always get away. The few we've captured won't say a word."

"But I told yon to put the best secret agents of the Planet Police on the search for the source of the stuff." "I did," Halk Anders replied desperately. "Two of them are here now. They'll tell you themselves what we're up against."

The commander opened the door and called out. A grizzled, white-haired man and a slender girl entered. The man was Ezra Gurney, famous veteran Planet Police marshal of the interplanetary frontiers. The darkhaired, dark-eyed girl was Joan Randall, ace secret agent of the Intelligence organization.

"Ezra and Joan can tell you haw much they've found out about the syndicate, sir," Halk Anders declared grimly.

Old Ezra Gurney shook his head, his faded blue eyes discouraged,

"Ain't found out anything that'd help, sir," he drawled. "I've been combin' the inner planets trying' to discover where the Lifewater's cumin' from. I thought a check of space traffic would work, only it doesn't. It's certain the stuff's all comin' from one single world. But what world is it?"

Joan Randall's brown eyes were clouded as she also addressed the man who governed the mains worlds. "I've been to Mars, Venus and Mercury without learning any more," she admitted. "I only found out that the Lifewater traffic is expanding by leaps and bounds. Thousands of aging people en every world are eagerly paying extortionate sums for the elixir. I think the whole traffic is directed by some ruthless criminal who means to expand it to the limit. Frankly, I'm getting afraid. Every day, more thousands of youth-hungry people are drinking the Lifewater, becoming enslaved to it. And if the syndicate isn't broken up, if the diabolic traffic keeps on –"

She was interrupted by a shrill, terrible scream. It came from the convicted embezzler. Wilson Webber. They stared at him in horror. He suddenly began aging at an appalling rate. His youthful looking face rapidly grew parched and wrinkled. His hair whitened. "The Lifewater's effect-expiring!" Webber gasped, his thin hand horribly clutching at the air. "I – dying –" He slumped to the floor and lay there. An old, wrinkled man now, feebly stirring, his finny eyes ware swiftly glazing.

"Get a physician, quickly!" cried Carthew. Hulk Anders shook his head somberly.

"There's no help for him, sir. Nothing can help a Lifewater addict who's been deprived of the elixir." In a few moments, blabber lay still, a shrunken dead figure. There was utter, shocked silence as the commander pulled down a rich drape to cover the ghastly body.

"An' that," came Ezra Gurney's grim drawl, "is what happens to a man who drinks the Lifewater once and then steps drinkin' it. Only a few have died like this, so far. But all the thousands drinkin' the stuff will have to obey the master of the syndicate or die the same way." James Carthew's hands trembled as he realized the horrible possibilities disclosed. The Lifewater traffic played with evil cunning on the wistful desire of aging men and women to renew their youth. Those deceived people mast inevitably become the abject slaves of the syndicate that alone could supply the insidious elixir. And behind the hidden, far-flung syndicate was one directing mind. That evilly ambitious individual might enslave tens of millions to the mysterious youth-elixir. Then he could use his control of the Lifewater to command his millions of slaves.

The black potentialities of it made Carthew's mind recoil. Moreover, the menace was growing day by day, minute by minute. The Planet Police could not penetrate and destroy the heart of the spreading cancer. There was no one else to turn to – but wait!

Carthew's desperate thoughts swung suddenly to one whom he could always turn to in time of dark danger. "This poisonous Lifewater traffic must be smashed before more people become slaves to it," the President declared, rising determinedly to his feet. "We're going to call Captain Future!"

CHAPTER II

Coming of the Futuremen

LUNGING sunward in flaring glory, a great comet sped through the Solar System. Its vast glowing coma, brilliant nucleus, and million-mile tail were an awesome spectacle as the celestial wanderer raced to complete its parabolic orbit around the Sun. Space ships cautiously detoured far around the glowing monster.

But one space ship, a small, streamlined craft

shaped oddly like an elongated teardrop, clung audaciously to the very edge of the coma. Its rocket-tubes steadily blasting fire, the little ship boldly accompanied the great comet on its dizzy rush toward the Sun.

The teardrop craft was itself named the Comet. It was the ship of the Futuremen, most famous of all interplanetary adventurers.

Inside its main laboratory cabin, Captain Future, leader of the strange quartet, was studying the great comet.

"A little closer to the coma, Otho," he caked, without raising his head from the compact spectroscope he was using.

A hissing voice answered from the control room in the prow of the racing ship.

"Closer it is! But we're nearly inside the cursed coma right now, Chief."

Curt Newton, the young man known to the whole Solar System as Captain Future, made no answer. He was intently maneuvering the spectroscope that was trained on the comet through a part.

"There is a solid nucleus inside that coma, Simon," he exclaimed finally, raising his head in excitement. "We're going inside!"

Curt Newton's figure was bathed in the coma's glare of now harmless white radiance that came through the filtering parts.

He was lean and rangy, six feet four at height, with the wide shoulders and narrow hips of a fighting man. Under his torchlike mop of red hair was a spacebronzed face. Its handsome features and keen gray eyes bore the stamp of brilliant intelligence, a powerful will, and a gay, rollicking humor.

Curt wore a zipper-suit of dark synthesilk with a flat gray tungstite belt. From a holster of black Plutonian leather protruded the well-worn butt of a stubby proton pistol. In his left hand he wore a ring whose nine "planet jewels" revolved slowly around a central "Sun" jewel. That was the unique identifying insignia of Captain Future.

"What about it, Simon?" Curt eagerly asked the Futureman beside him. "Think we can get inside that coma without cracking up?"

Simon Wright, the Futureman he had addressed, answered in a rasping, metallic voice.

"It'll be dangerous, lad. But we can try it."Simon Wright was known all over the System as the Brain. For that was precisely what he was – a human brain living in a transparent serum case equipped with solutions, pumps and purifiers. In the front of his square case were his glass lens eyes, mounted on flexible stalks, and the resonator with which he spoke. At the sides were his microphone ears.

Once he had been a famous Earth scientist. His brain had been removed from his dying body. Now it lived and thought in that square case, yet only Captain Future was a greater scientist than the Brain.

"We may be able to slip through an opening in the coma," he rasped to Curt. "But if the coma touches our ship, it means sure death."

"Okay, we'll try it," Curt Newton declared. "Once we're inside, we can land on that solid nucleus and explore. I'll tell Otho.''

The Brain was exerting all the force of his movable eyes, pressing back against the trigger (Chapter VI)

HE young, red-haired scientific wizard shouldered forward from the main laboratory cabin to the control room in the bow. Otho, the android, manipulated the control throttles. Grag, the robot, was playing with a small gray animal perched on his metal shoulder.

"I'll take the throttles, Otho," Curt announced. "We're going to try to slip inside the coma."

"Devils of space!" swore Otho. "That coma's heavily, charged. If it touches us, we'll be blasted into electrons!"

Otho was an android, a synthetic man, who had been constructed artificially in a laboratory years before. His body was made of rubbery white synthetic flesh, yet completely manlike. His head and face were hairless but definitely human, and his slitlike green eyes sparkled with a reckless light. Craziest of all daredevils, swiftest and most agile of all men alive, was Otho.

"Last time we went meddling too close to a comet, we almost got scragged by those electric things inside it," he reminded Curt.

Grag, the robot, spoke in his booming voice.

"If Otho is afraid, we can leave him here, Master."

"Afraid?" Otho sputtered furiously at the robot. "Why, you perambulating junk-pile –"

Grag sprang erect at that remark. The robot was huge – a manlike metal figure seven feet high, with mighty arms and legs, and a bulbous metal head. His metal face was made especially strange by his luminous photoelectric eyes and mechanical speech apparatus.

Grag the robot was the strongest being in the whole System, but he was also intelligent. He keenly resented Otho's scoffing reference to the fact that he was made of metal. That was the one thing Grag couldn't stand being chaffed about.

"I'll stretch your rubber neck out ten feet and tie a knot in it," he boomed angrily at Otho. "I'll –"

"Cut it, you two!" commanded Captain Future. "Isn't it dangerous enough hanging onto that comet, without you two feuding again? I'm damned if I know why I'm crazy enough to go careering through the System with a space-nutty outfit like this bunch."

Curt's voice was stern, but there was a glimmering humor in his gray gaze as he severely eyed the robot and the android.

The little gray animal on Grag's shoulder was glaring at Otho with bright, hostile eyes. Eek, the little moon-pup from Earth's satellite, was a siliceous, mineral-eating, non-breathing creature which Greg had adopted as a pet. Eek could see thoughts telepathically. Now it echoed its master's anger with Otho.

Captain Future had taken the throttles. He depressed one, steering the little ship closer to the flaring comet.

"Hang on, you two," he commanded over his shoulder, as the rockets blasted louder. "We're heading for that coma."

The comet was an appalling spectacle as the ship of the Futuremen drew nearer to it, with rockets throbbing steadily. The whole firmament before them seemed a sheet of glowing electrical flame.

Even through their ship's super-insulated walls, the radiant electric force penetrated, Curt's red hair suddenly bristled. A violet brush of sparks sprayed from the walls, and particularly from Grag's metal body.

"Look at the electrical potential Grag's working up!" exclaimed Otho, shouting with laughter. "We'll be able to stand him up in a corner and use him for an electrostatic battery."

"I don't like this, Master," complained the robot. "And Eek is scared." He patted the cowering little moon-pup.

"Eek is always scared, the little sissy," retorted Otho. Then he peered ahead in alarm. "Split my atoms

– look at that display."

BOILING sea of electric force glared in front of them. The violet electric brush and snapping sparks in the control room were becoming nerve-racking. They were feeling the fierce breath of the comet's awful power.

Yet Captain Future still drove the little ship toward the awesome coma. Locking for an opening in the great shell of force, his searching gray eyes refused to be daunted by the glare.

There was a queer smile on Curt's tanned face. It was in moments of peril like this, in audacious defiance of the blind forces of the Universe, that Captain Future felt most alive.

"I think I see an opening," he said quietly. "Hold tight, boys. I'll have to shoot her through at full speed."

"Curtis, wait!" came a rasping cry from the Brain back in the laboratory cabin. "Come here and look at Earth." Curt turned the ship off. Locking the controls, he turned with the other two Futuremen into the laboratory cabin. The Brain moved his lens eye from the incredibly powerful telescope so Captain Future could look through it.

Earth was like a little gray ball in the heavens, companied by the smaller, whiter Moon. But even at this distance the telescope brought into bright clarity the brilliant point of light blazing on Earth's northern pole.

"It's the signal! boomed Grag in his deep voice. "The President is calling you, Master."

"Hang it all," said Curt in disappointment. "Just when were about to get inside this comet. Now we have to give it up."

Simon looked meaningly at Captain Future with his inscrutable lens eyes.

"It must be important, lad," rasped the Brain. "The President never summons us by that signal, unless he has a good reason."

Curt nodded, frowning. "I know. We've got to blast for Earth and find out what's up. But why in the name of a thousand Sun imps did this have to come up just now?"

Carrying Simon, he led them back to the control room.

He swept the little teardrop ship around, by a vicious jab on the throttles. Then, opening all rockettubes to the limit, he sent the swift craft hurtling at dizzily accelerating speed toward Earth.

Otho was more excited than any of the others.

"Troubles afoot in the System. I smell action ahead. Let's hope it's something serious."

"You space-struck idiot," growled Curt Newton. "I can toss you back into that comet if you want action so badly."

Grag grunted agreement.

"Otho is always craving trouble. But when it comes, we have to pull him out of it."

"When did you ever put me out of any jam?" Otho retorted disdainfully.

"How about that time on Pluto?" Grag demanded.

Curt Newton slapped listening to their bickering. His face sobered as he and the Brain stared at the gray planet toward which they were rushing.

"Wish I knew what's wrong," Curt muttered. "Things seamed quiet enough since we cleaned up that mess out at Neptune."

The little teardrop ship, the Comet blasted on at top speed toward the Earth and its summoning signal. Captain Future thought somberly of the many times he had answered that call. Each time, he and the Futuremen had found themselves called on to battle deadly perils. Was it to be the same this time?

"We can't always win," he thought grimly. "We've been lucky, but the law of averages eventually has to turn against us."

IS mind was going back over the amazing career that had been his in the past few years. For his was the blazing career of Captain Future!

Years ago at Curt Newton's birth, that career had been made inevitable by an amazing synthesis of events. Everything seemed to have combined to produce the greatest adventurer in all interplanetary history.

Curt's father had been Roger Newton the brilliant young Earth scientist. But Roger Newton had been too brilliant for his own safety. He constantly had made discoveries that unscrupulous men coveted. To escape them, Newton and his young wife had fled for refuge to the barren, airless Moon. They had taken with them the living brain that had once been Simon Wright.

Roger Newton and the Brain dreamed of creating intelligent living beings. In the laboratory home they built beneath Tycho crater on the Moon, the two scientists labored toward that goal. They succeeded. They first created Grag, the intelligent metal robot and then Otho, the synthetic man. At almost the same time, Curt himself was born.

Curt was still an infant when his parents were murdered by the unscrupulous plotters who had followed them to the Moon. The Brain Grag and Otho swiftly avenged the murders. And as she lay dying, Curt's mother had left the helpless infant in their care.

The unhuman three reared Curt to manhood on the lonely Moon. It was the strangest boyhood and youth any man ever had. Besides they gave him the most exhaustive education conceivable. He learned scientific secrets from the Brain until he surpassed his teacher in scientific wizardry. He was taught swiftness and skill and cunning by Otho the android. His strength and powers of endurance were carefully fostered by the giant Grag.

Thus Curt Newton reached manhood. He was a man such as the System had never seen before. His strength, speed and endurance were unmatched by those of any other human being. He knew a dozen sciences more thoroughly than any specialist. He had roamed the spaceways of the System since boyhood, daring all the perils of the far worlds with his three unhuman tutors. In the hardest manner possible, he learned the languages and dangers of the remotest worlds, asteroids and moons.

Curt, Newton saw then the work that could make best use of his amazing abilities. The System peoples needed a defender against evilly ambitious men who were making use of the expanding powers of science to further their own unscrupulous purposes. A champion was needed who could more than match such scientific criminals. Curt Newton, remembering how his parents had died, had resolved to become that champion.

So was born – Captain Future!

When Curt had first flown to Earth from his lonely lunar home and offered his services to the President, he had called himself by that name. The name was now famous from Mercury to Pluto. Time after time, Captain Future and the Futuremen had come from their home on the Moon in answer to the President's call, to do battle with criminal men who wrongly used their scientific powers. And time after time, Curt and his comrades had, by sheer scientific wizardry and daring, beaten down such evil plotters.

"We can't always win," Curt thought, again as he stared at Earth. Then he grinned. "But it's a great game while it lasts."

EVERAL hours later, the Comet screamed down through the darkness toward the blazing lights of New York, on the right side of Earth. Curt had not stopped at their Moon home. The emergency must certainly be vital.

He headed the little ship toward the looming spire of

Government Tower and landed it neatly on the truncated summit. Only two ships were allowed to land there – that of the President, and the Comet belonging to Captain Future.

"Come along," Curt said quickly. "Bring Simon, Grag."

They hurried down the private stair that led to the President's office. The people in that office set in on alarm. Curt instantly recognized the President, Halk Anders, Ezra Gurney and Joan Randall.

These four people, in turn, uttered relieved exclamations. They beheld the strange quartet – the tall, redhaired, young wizard of science, the metal robot, carrying the Brain, the lithe android.

"Saw your signal, sir," Curt said quickly to the President. "Hello, Joan, Ezra."

"You're a darned welcome sight, Cap'n Future," declared Ezra Gurney. "We're in the devil of a mess, I sure don't mind tellin' you."

Joan's brown eyes were shining with pleasure as she greeted the tall, rangy planeteer she had helped in several of his past cases.

"We've been helpless against the horrible, mysterious trade that's going on, Captain Future," she cried impulsively. "This Lifewater traffic –"

"Lifewater?" Curt's brows met. "What's that?"

"It's a dreadful poison that's spreading over the System, Captain Future," President Carthew answered haggardly.

Carthew rapidly told of the mysterious traffic that had begun months before. He explained the strange Lifewater which could make aging people temporarily young again. But he told how it also made them addicts of the insidious elixir of rejuvenation.

Curt's gray eyes narrowed as he and the Futuremen listened. Joan and the others were watching him with eager hope.

"So the Planet Police can't break up the syndicate that's selling the deadly stuff," Carthew finished. "They can't find the heart of this deadly web, the source of the poison."

"We've learned that the man at the head of the syndicate is called the Life-lord," Joan put in. "But who is he? On what world does he have his headquarters? Where does he get the Lifewater? We can't find any of that out."

Captain Future's tanned face went hard. He was feeling the cold bitter anger that always arose in him when he crossed the trail of those who dared to use scientific secrets for evil purposes.

The Lifewater traffic was the most abominable, vicious traffic he had ever encountered. Playing upon the wistful desire of aging people for youth disgusted him. He was horrified by the callous promise of rejuvenation, which made them hopeless slaves of the mysterious elixir.

He turned to the Brain.

"This Lifewater, Simon. Could it tie up with the Fountain legend?"

"I was thinking of that," rasped the Brain. "It's possible, lad, though the Fountain has usually been considered only a myth."

"What are you referring to, Captain Future?" the President asked bewilderedly. "What's this Fountain you mention?"

"Since the first days of space travel, there have been legends all over the System. Every race mentions a wonderful Fountain of Life that's supposed to exist on some world. The Fountain pours forth waters that presumably have the power of renewing youth. Haven't you ever heard that story?"

"Say, I've heard it, though I'd forgotten it!" Ezra gurney declared suddenly. When I was a boy and first went to space, lots of people still believed the story. Crazy dreamers were always going off to search for the Fountain of Life."

Curt nodded. "That's the story. Some believed the Fountain of Life was on Mars, others that it was on Saturn, or Neptune, or Pluto. Nearly everyone now considers the tale a myth. But suppose it isn't a myth? Suppose someone actually found the Fountain of Life, and that it is the source of this poisonous Lifewater?"

"It seems incredible that an old legend like that could be true," Joan Randall said wonderingly. "Yet if it is –"

"Let's have a look at Webber's body," Captain Future interrupted. "We should learn something from the body of a man who suddenly aged and died when the temporary effect of the Lifewater expired."

The President led him to the covered corpse in the corner. Curt bent over it.

"Bring Simon here, Grag."

The gray eyes of Captain Future and the glass lens eyes of the Brain keenly inspected the withered cadaver of Wilson Webber.

Otho and Grag had bent over the pitiful corpse, too. The others in the room maintained a silence that had a quality of awe, as they watched the four strange comrades working together in their quick, sure way.

"Looks like the Lifewater's effect was to step up the rate of his body's metabolism tremendously," Curt muttered. "As a human body ages, its metabolic processes slow down, weakening the body. I believe the Lifewater's effect is to accelerate the metabolic processes, both anabolism and katabolism. That would cause temporary rejuvenation."

"Aye, lad," agreed the Brain. "And when the Lifewater's effect expired, the anabolism, or building-up process of tissue, returned to its former low level. But the katabolism, the destructive tearing-down process, remained at the artificially accelerated level. So the man's tissues were burned out rapidly when the Lifewater effect was not renewed."

"How did the Lifewater step up the metabolism like that?" Otho asked keenly. "What chemical agent could cause that?"

"We'll have to conduct research with this corpse in the Comet's laboratory to find that out," Curt answered. "We can do it on the way to where we're going now."

"Where are we going, Master?" Grag asked.

"Yes, where you plannin' to head for, after the Lifelord, Cap'n Future?" old Ezra Gurney repeated.

Curt Newton spoke crisply. "You were right when you called this a poisonous traffic. It's got to be smashed swiftly and completely. That can be done only by getting at the head of it. We must find the Life-lord and his secret source of the devilish elixir. The fastest way to penetrate the Life-lord's syndicate is from the inside – as a customer. That's the plan we're going to follow.

"We'll try it on Venus. It might arouse suspicion if we worked it here on Earth, where the Planet Police headquarters are. We'll go to Venus. Otho will disguise himself as an aged Venusian millionaire seeking rejuvenation. The chances are that the syndicate will try to sell Otho the Lifewater."

"Then we'll spring our little trap on them, eh?" Otho said quickly. His slitted eyes sparkled. "Once we get our hands on some of those Lifewater vendors, we can work back to their headquarters."

"That's the idea." Curt looked somberly at the withered body. "The men behind this hideous business will wish they'd never started it, if I can get my hands on them."

"Won't you need us, Captain Future?" Joan asked eagerly. "Don't you want us to go to Venus, too?"

Curt shook his head. "I want you and Ezra to go to Jupiter. Make a great show of investigating there. The Life-lord will hear, of it and figure that I'm somewhere around Jupiter. It'll throw him off guard."

He turned to the Futuremen.

"We're starting now. There's no time to lose. Grag, take Simon. Otho, bring that corpse."

A few minutes later, the Cornet hurtled out from Earth. Swiftly it headed toward Venus to set the trap for the mysterious Life-lord's emissaries.

CHAPTER III

The Trap on Venus

HE STREET of Scientists lies in the northern section of the great Venusian city of Venusopolis. The white cement avenue is bordered by soaring alabaster buildings. All those graceful arches, slender spires and gay, green file roofs show the esthetic leanings of the beauty-loving Venusians. Here are the offices and laboratories of many of the greatest scientists of the cloudy planet.

It was late morning. The perpetually clouded sky was softly bright when a polished rocket-car throbbed softly amid the leisurely traffic along the street. The car came from the eastern section, where parks, boulevards and magnificent estates fringed the shore of the great Eastern Sea.

The car drew up before a tall building, and two Venusians emerged. One was obviously a servant, a tall, stalwart, darkhaired young man in a livery of white synthesilk.

The servant solicitously assisted the other man in clambering out. His master was an old white-haired stooping Venusian, wrapped in a heavy cloak. His wrinkled face and senile, blinking eyes were peering around myopically.

"Be careful, you fool!" the old man shrilled angrily to the servant helping him. "Are you trying to trip me up? Want to murder me?"

"Yes, sir – I mean no, sir," stammered the tall servant. "This way, sir. Doctor Zibo's offices are in here."

"I can see the sign for myself. I'm not blind, you know. Help me up that step. If you let me fall, I'll break this cane over your thick head."

"Yes, sir," the servant answered hastily. As he bent to help him into the building, he whispered into the old man's ear. "I'll pay you back for all this browbeating later, Otho."

Otho – for it was he who was disguised as the aged Venusian – chuckled under his breath at Captain Future's threat.

"Look where you're stepping, you blockhead!" he shrilled, thoroughly enjoying himself. "Do you want to trip me again?"

He and Curt entered the big building. Venusians lounging in the lobby curiously eyed them. The stooped old man and his servant approached the attendant at the televis-announcer board.

"I want to see Doctor Zin Zibo," Otho shrilled to the attendant in crackled tones. "At once!"

"Sorry, you can't see him," the attendant replied.

"And why not, you young whippersnapper?" demanded Otho, with senile wrath. "I'm Ros Ovor, the shipping magnate from Kaubas. I've read about this Doctor Zibo's attempts to rejuvenate animals. I want to see if he can make me a little younger. I can pay him –"

"But Doctor Zibo isn't here, sir. He left Venus some months ago for a scientific research trip to several other worlds."

"Left Venus?" Otho pretended deep disappointment. "What did the fool want to do that for? I'd have paid him more than he could make in five years, if he could have helped me."

Muttering in wrath, Otho turned and hobbled out of the lobby, with his stalwart servant carefully helping him.

Curt Newton, in his servant disguise, opened the rear door of the rocket-car solicitously. Growling and muttering, Otho clambered painfully inside. Curt abruptly gave him a surreptitious kick that sent the disguised android tumbling in a heap inside.

"Hey, that's a devil of a way to treat your employer?" Otho sputtered as he scrambled up.

Curt laughed and took the driver's seat.

"That'll teach you not to lay it on so thick next time."

E guided the car away from the Street of Scientists. Through the leisurely traffic of the big Venusian city, he sped toward the region of parks and estates by the eastern shore.

"Do you think that little scene will lure the agents of the Lifewater syndicate to us?" Otho asked eagerly.

"I feel pretty sure it will," Curt replied. "They seem to miss mighty few prospects for their unholy wares. If my bet is right, it won't be long till the local branch of the syndicate hears about a rich old Venusian named Ros Ovor who's interested in rejuvenation. Then they'll come around to sell you the Lifewater."

"And then we nab them and make them tell where the headquarters of the syndicate are. Hope it works, Chief. But we certainly could have been in a fix back there. What if that Doctor Zibo had happened to be there? Suppose he had agreed to see me?"

"You don't think I failed to check that first do you?" Curt retorted. "That's why I picked Zin Zibo's lobby as the place to stage our little act. Zibo wasn't on Venus, so he couldn't see you."

Curt drove across the Venusian metropolis at a sedate pace. He knew the city thoroughly, as he knew most planetary cities.

The air was soft and warm, laden with the damp breath of the vast swamps whose edge was only a few score miles to the west. Tail, graceful green fern trees and clumps of brilliant fireflowers lined the streets. Men and women in brilliant silks strolled the streets. The white-skinned, dark-haired men were unusually handsome. The women were all languorous beauties, the by-word of loveliness in the System.

Nobody seemed to be in much of a hurry, for Venusians are a leisurely, easy-going race. Only from the riotous Swampmen's Quarter and the bustling busy interplanetary docks did the two hear much sound of activity.

Captain Future drove the rocket-car into the grounds of an impressive shore estate he had temporarily rented under the assumed name. A grove of tall swamp-palms almost surrounded a beautiful oblong white mansion. From its broad porch, velvety lawns stretched down to the shore of the green sea.

Grag the robot came clanking hurriedly to meet them as the two disguised comrades entered the spacious hall of the mansion.

"Is Simon still in the Comet?" Curt asked the robot. "Yes, he has been examining that body," boomed Grag. "I have been helping him."

"Well, I'll work with him now," Captain Future told the robot. "You and Otho keep your eyes open. But I doubt if any of the Lifewater sellers will show up before dark."

"I hate waiting around," grumbled Otho. "It gets on my nerves to sit and do nothing."

Even though it was unnecessary now, Otho spoke in the shrill, cracked tones of an aged man. He still maintained his stooped, senile appearance.

The android was the greatest master of disguises in the System. His plastic synthetic flesh could be softened and remolded by him into whatever new features he wished. Thus he could make himself into an exact double of any person alive, with the added aid of his stains, eye-pigments, false hair and other aids to scientific makeup. And once Otho assumed an identity, he played it to the hilt.

"While we're waiting, we could play a game of dimension billiards," Grag suggested to the android. "You always win. That's the reason you want to play. But I'll play. According to the law of averages, I'm sure to win this time," Otho declared.

APTAIN FUTURE left them and strode out into the grove of dense swamp-palms. The Comet was hidden in the grove. He entered the little ship.

The Brain was in the laboratory cabin, staring thoughtfully at the body of Wilson Webber which they had brought from Earth.

"Find out anything about the nature of the Lifewater, Simon?" Curt asked.

"Yes, I think so," rasped the Brain. "But I want you to make independent analysis to check my finds, lad."

"Okay. If we hadn't rocketed from Earth in such a hurry, we could have done it on the way, as I planned."

He began working silently and skilfully. First he drew a sample of blood from the shriveled form. Then he commenced a painstakingly minute analysis of it in a bewilderingly complex chemical apparatus.

The laboratory of the Cornet was a miracle of completeness and compactness. Most scientists of the System would have given their right eyes just for a chance to inspect its instruments.

The super-powered electro-telescopes and spectroscopes that Captain Future had designed would have made an astronomer's mouth water with envy. No observatory in the System had such a complete record of star and planet spectra, and atmosphere samples of different worlds, as one cabinet contained. No botanical museum could boast such rare plant specimens and vegetable drugs as the Futuremen had gathered from all the far worlds.

An ordinary surgeon would have been bewildered by the radically original fluoroscope, X-ray and atomicdissector equipment he would have found here. Most physicists would have been baffled by the electrical and atomic apparatus in a single corner of the flying laboratory. Scientific librarians would have exclaimed with delight at the thousands of works of science recorded on super-compact micro-film.

Yet all their equipment Curt Newton knew, was little enough for the task at hard. Lifewater, which effected temporary rejuvenation with such magical speed, was something astoundingly new.

He finally looked up from his blood analysis, and spoke thoughtfully to the watching Brain.

"It seems our first guess was right, Simon. The Lifewater tremendously accelerates the twin processes of building assimilated matter into new tissue and of consuming old tissue. The anabolism or tissue-building process is only temporarily stimulated. It dies down again when the Lifewater's effect expires. So the renewed youth caused by accelerated anabolism vanishes then.

"But the katabolism, or tearing-down of old tissue is permanently accelerated by the Lifewater. It keeps on at the artificially increased pace even after the Lifewater's effect passes. Thus the body rapidly burns itself out by its greatly hastened katabolism."

"But what have you found out about the Lifewater's nature and action, lad?" asked the Brain hopefully. "There's a small amount of disintegrated radioactive elements in this man's blood. I'd say that shows for certain that the Lifewater is radioactive in nature. I can conceive of a radioactive liquid stimulant that enormously accelerates the metabolic processes. What do you think? Am I on the orbit?"

"That was my finding, too," replied the Brain. "'Though it took me longer than you to come to that conclusion."

"What are you trying to do, make me vain?" grinned Curt. His smile ruefully disappeared. "But where could any radioactive fluid like this come from? That's the big question."

"That's the question, indeed," said the Brain dryly. "There's a chance of checking its planetary origin by searching our file on radioactive compounds to learn what planets have similar compounds. But it's a rather slim lead."

UTURE instantly seized on that possibility. "Try it, Simon," he said earnestly. "I'm hoping the lifewater syndicate will contact us tonight. It would give us a chance to work back to their headquarters that way, but they may not come."

He turned slowly and looked out the window. "It's night already," he said. "I'd better be getting back to the house."

When Curt entered the mansion, he found Grag and Otho in one of the rear rooms. They were intent on their game of dimension billiards.

The game was a popular one throughout the System, for it was a super-scientific adaptation of the ancient sport of billiards. The "table" was three-dimensional – actually a large cubical space whose edges were defined by walls of light. The spheres contained tiny gravitation-neutralizers so they could float in the air. Thus the player had three dimensions to contend with instead of only one. If he impelled one of the balls outside the cubed space, he lost a score.

Otho angrily threw down his metal cue as Captain Future entered.

"By all the laws of averages, I should have won this time!" the android shouted furiously.

Curt laughed. Otho was always playing some game or other with Grag, and always losing, for the robot's patience and precision were superhuman. Yet Otho invariably came back for more.

"You ought to know by now that you can't beat Grag at these games," Curt told him.

Otho shook his head indignantly.

"It's that moon-pup lie keeps perched on his shoulder. Its squirming throws me off!"

Grag uttered a derisive, booming sound as he cuddled little Eek protectively in his big metal arm. "You are a poor loser," the robot accused. "Just because you have not enough mentality to win a simple game –"

"Why, you pile of spare parts, you've got the nerve to tell me –"

Curt hastily intervened. "Cut your rockets, you two! It's night, If our bait has reached the lifewater syndicate, some of them will be here soon." He gave his orders. "Grag, you hide and watch outside in the shadows. They'll probably come in a rocket-flier, if they come at all. If they do, get into their craft and make sure of anyone they leave in it. We don't want any of them to get away.

Grag departed, with Eek still clinging affectionately to his shoulder. Captain Future turned to the android. "Okay, Otho. Remember at all times that you're Ros Ovor, a senile Venusian millionaire. We can't tell who'll be watching."

The streak of blasting force from the Life-Lord's weapon grazed just above Captain Future's head (Chapter XVII)

Otho nodded understandingly, and he and Curt returned to one of the spacious front rooms of the mansion. There the android, the very picture of a wasping old Venusian, kept up his part.

He kept Curt on the run, with shrill orders that he shouted in cracked, quavering tones. He gave a perfect impression of an aged tyrant bullying his servant.

An hour passed, then another. Still no one came, Captain Future began to experience discouragement. The Lifewater syndicate was not going to take the bait he had cast out for them.

Yet it was not Curt's way to give up easily. He and Otho maintained their pretense. As the time passed, Curt's mind pondered the discovery he and the Brain had made about the Lifewater.

HE ELIXIR definitely was radioactive. If it actually came from the legended Fountain of Life, that fountain must also be of a radioactive nature. But was the fabulous Fountain really the source? It would be ironical if all the dreamers who had sought it on far worlds had not been quite so crazy as the most respected scientists thought.

A low sound of muffed rocket-tubes came from out

side the mansion. Curt and Otho tensed, exchanged little grins.

"Sounds like a small space cruiser instead of a rocket-flier," Curt whispered. "That would be what interplanetary criminals would use."

The televis-announcer on the wall buzzed a few moments later. On its screen, by one-way transmission, appeared the faces of two men – a bald, red-skinned Martian and a little, spectacled Mercurian.

"We wish to see Ros Ovor on important business," the Martian said. "It's about his call on Doctor Zin Zibo today."

Curt's pulse pumped. These two were members of the Lifewater syndicate, all right! They'd seized his bait as he had hoped.

"My master will see you," he said politely and touched the door-release stud.

The Martian and the Mercurian entered. The spectacled Mercurian, staring at Otho and Curt, uttered a cry.

"It's a trap! These men are disguised. That's Captain Future!"

At the same moment, he hurled a little sphere. to the floor. Impenetrable blackness instantly shrouded everything.

"A darkness bomb!" Curt yelled, his proton gun leaping into his hand. "Cut them off, Otho!"

An atom gun coughed in the dark and Otho yelled in sudden pain. Curt shot at the muffled explosion. The Mercurian screamed. Curt heard the sound of running footsteps as the other criminal retreated.

Frantically Curt searched for the darkness bomb, whose light-neutralizing vibrations had caused the pall of blackness. He found it and crushed it under his foot. Light returned abruptly, just as rocket-tubes blasted outside.

The spectacled Mercurian lay dead, his atom gun still clenched in his hand. Curt's proton beam had found him in the dark. But Otho was nursing a scorched shoulder, his eyes blazing with pain and anger.

"I'm only grazed. "Let's get after them, Chief!"

Curt sprang into the darkness of the night, with Otho swiftly following. There was no sign of the space cruiser they had heard blasting away. The darkness bomb had given it plenty of time to get out of sight.

"That Martian and whoever else was with him got clear away," Otho snapped in disgust. "But how did the Mercurian know we were disguised? And why didn't Grag stop them?"

"Grag!" called Captain Future.

There was no answer, nor could they find the robot anywhere around the mansion. Curt felt a sharp, new anxiety.

"Grag must have gone into their craft, as I ordered. They've taken him along with them!"

CHAPTER IV

In the Machine City

EALIZING in dismay that Grag had been captured by the Lifewater syndicate, Captain Future stood motionless for a moment. His tanned face turned grim. "If they harm Grag," he said between his teeth, "the

System won't be big enough for them to hide in." "I'll make the dirty space-scum wish they had died

before we catch them!" Otho stated furiously. It had always been so. Let a man raise his hand

against one of the Futuremen, and he had all that

formidable band against him in a war to the death. "Why aren't we following them in the Comet?" Otho

exclaimed impatiently. "Let's turn this world upside

down."

"I believe those criminals have already left Venus,

Otho.

They're probably seeding to report to the Life-lord,

the head of the syndicate, that we Futuremen have entered this game. If we only knew on what world to find

the Lifewater traffic headquarters."

Curt knew there was no chance now to trail the

criminals' space cruiser. It had too much start on them.

Eager as he was to pursue them and rescue Grag, there

was no use in starting off blindly.

He hastened back into the mansion.

"Maybe that Mercurian I killed in the fight will

yield a clue to where they're going. Then perhaps we

can find out which world is the center of the syndicate." He and Otho bent over the Mercurian who had died

in his shrewd attempt to kill them. Something about the little man's thick spectacles attracted Curt's attention.

He examined them more closely.

"This is how he spotted us as impostors at first

glance. He saw right through our makeup with these

spectacles."

The spectacles, in fact, combined tiny X-ray projectors with fluoroscopic lenses that would enable the

wearer to see right through any artificial disguise or

makeup.

"Damned cunning!" Otho slid in unwilling admiration.

Captain Future nodded. "Probably the Lifewater

vendors always wear such spectacles when approaching

prospective customers they don't know. Then they can

detect disguised spies at once." He searched the Mercurian's zipper-suit. "I hope this fellow had the Lifewater

on him."

But there was none of the shining elixir on the dead

man. Evidently the Martian had had the Lifewater. In the dead man's pockets, though, he found a considerable sum in System bank-notes, another darkness

bomb, and a valuable jewel. The last he examined carefully. It was a green Uranian sea-emerald, carved with

tiny, grotesque letters.

"That's queer," Otho remarked, frowning. "It's certainly a Uranian jewel. But the letters on it look like ancient Martian writing."

Curt's gray eyes took on a sudden gleam. The wizard

of science thought he recognized a definite lead in this

inscribed jewel.

"It is some ancient Martian writing," he said. "Otho,

jump down to the Comet. Rocket back to the house, and

bring Simon in."

HEN the android returned a few moments later, carrying the Brain's case, Captain Future held the jewel before Simon's lens eyes.

What do you make of the letters on it, Simon?" The Brain's glass eyes considered.

"They spell the word 'Fountain'," he said quickly.

"That is old Martian writing."

"I know. But do you recognize the peculiar period of

the writing?"

The Brain looked more closely.

"Why, they're in the oldest Martian writing, that of

the Machine-masters of Mars who perished ages ago." "Exactly," Curt agreed. "Which means that this jewel came from the Machine City of Mars."

"And it says 'Fountain' on it?" Otho cried. "Then

maybe the Fountain of Life, the source of the Lifewater, is in the Machine City?" Thoughtfully the android

shook his head. "No, it couldn't be. There isn't anything

living there. It's just a city of cursed machines." "Still, the Fountain might be in that city," Captain

Future declared. "And if it is, that's where the Lifelord's headquarters are. That's where Grag's captors will be heading." He spoke tensely to the android. "Get the vacuumizer from the Comet. We'll check the dust in this Mercurian's hair and clothes, and see if there's any

Martian desert sand among it."

Otho rapidly brought the instrument, drew out every

particle of fine dust from the hair and clothing of the

dead roan. Cart and the Brain, in the Comet's laboratory, quickly ran the dust through an analyzer.

"Saturnian flower pollen, traces of Martian sand, silicate dust from Earth, some plan spores from here on

Venus –" Curt read.

"That Mercurian sure got around!" commented

Otho.

"But no Martian desert-sand," Curt finished. He

looked at the Brain, a little baffled. "Damned queer!

This shows he wasn't on Mars for a long time. Yet that

jewel came from the Machine City. Of course, he may

have got the jewel from some fellow-criminal of the

syndicate."

"Aye, lad," the Brain rasped in agreement. His lens

eyes stared questioningly at Curt. "What's our plan of

action?"

The red-haired scientific wizard spoke rapidly. "We know now we can't penetrate the Lifewater

syndicate disguised as prospective customers. The Xray spectacles the vendors probably use as routine precaution make that impossible. We'll have to stake everything on an attempt to find the source of the Lifewater. Is that source the legendary Fountain of Life? I

think so. This jewel inscribed with 'Fountain' is an arrow pointing that way, So, if we can find the Fountain,

we'll find the Life-lord, somewhere near it. And where

he is, Grag will be also – if he's still alive."

"Clear as outer space," Otho approved. "So we've

got to find the Fountain, to smash this traffic. And it

may be on Mars."

"One objection," rasped the. Brain. "The Lifewater

we know now to be radioactive lad. And there's little

radioactive matter of any kind on Mars, That world is

too old."

"I know," Curt nodded, his tanned face worried.

"But this lead to the Machine City is unmistakable. We

must follow it."

"We've been at the Machine City before and saw no

Fountain," Simon Wright reminded him.

"We didn't do more than reconnoiter the city from

outside," Curt replied. "It was too dangerous for idle

exploring."

"The cursed place will still be dangerous to enter,"

Otho said. "Those brainless machine-guards gave me

the creeps when I watched them.

"I think I can devise a way of getting past them,"

Captain Future declared. "But there's no time to be lost.

We'll rocket for Mars at once. But first, let's discard

these Venusian disguises."

HAT done, they put Wilson Webber's cadaver in the house with the corpse of the Mercurian. Then Captain Future called the Venus headquarters of the Planet Police to apprise the authorities of the two bodies' location.

Finally the Cornet rose through the night. It

screamed up over the blinking lights of Venusopolis in a steep slant. With rocket-tubes blasting white firetrails, the teardrop ship tore out through the cloud layers. Abruptly it burst into the clear, star-jeweled vault of space.

Otho laid a course for the far red spark of Mars. "Good to be out of the clouds and able to see stars again," called the android from the controls. "Though it seems kind of lonesome without Grag to argue with. Hope the old boys all right,"

Captain Future smiled to himself a little. Otho was always the same, bickering furiously with Grag whenever they were together, but the first on the trail when the huge robot was in distress.

Simon Wright turned his gaze toward Curt, from the automatically unreeling micro-film book the Brain was consulting.

"I'm trying to track down all references to the Fountain of Life legend," he rasped.

"Find anything?" Curt asked.

"Nothing of value. There seem to have been scores of wild stories about the Fountain. Most of them claim that a race of winged people guard it, on whatever world it's located." "Winged people?" Curt repeated. "Sounds like a superstitious myth. The legends don't mention which world the Fountain's on?"

"No. One story puts it on one world, and the next tale puts it on another world. Nobody was scientifically sure about it."

As the Cornet rocketed for Mars, Curt Newton wondered if the Fountain were really mere baseless fable. No, it couldn't be. The evil Lifewater certainly was no fable, and it surely must come from the legendary Fountain.

Curt sat brooding, touching the twenty complex strings of his favorite Venusian guitar. But he did not hear the haunting, quivering music as he stared thoughtfully out the window into starry space.

Concern for Grag confused his thoughts of a grim realization. This struggle against the Lifewater syndicate had developed into the most perilous adventure he had ever entered.

The syndicate was strong, he had found out. But it was strong not only on one world, but on all of them. That disciplined, coldly efficient organization enmeshed the whole System. And at the center of that web of evil, he knew, was a powerful, remorseless, directing mind.

The Comet hurtled on toward Mars – and what Curt Newton hoped would be a mortal blow at the center of the octopuslike traffic.

"Mars below, I'm cutting the rockets," Otho finally called back in his hissing voice. "How near to the Machine City do we land?"

"A mile is near enough," Curt advised. "It's on the night side now, isn't it?"

"Yes, and all lit up and gay as usual," Otho answered. "You'd think people were really living there."

Captain Future watched with the android from the control room. Their ship was spinning down into the shadow of Mars' night side, toward the region of the red planet near the southern pole.

VAST, dim desert stretched below them in the light of the two moons. Far ahead on that darkling plain rose a city whose brilliantly lighted towers flung a white glare against the sky.

The Cornet landed softly on the desert, its rockettubes flurrying the sand in a miniature storm and then failing silent.

Captain Future picked up a heavy, boxlike little instrument he had been working on during the last few hours.

"All right, Otho," he said, and turned to the Brain. "You're coming along, aren't you, Simon?"

"Yes," said the Brain. "Pick me up, Otho."

The android did so, and they emerged from the little ship into the biting chill of the Martian night.

The gravitation-neutralizers they wore had automatically set to the lesser Martian gravity. Feeling no change in weight, Curt tramped with his strange comrades across the soft sand, toward the dazzling illuminated towers of the distant city.

Have to watch from here on," he cautioned Otho. "There will be real danger if the syndicate's headquarters is here."

"There's danger here, anyway," retorted Otho ruefully. "Those cursed machine guards are still patrolling."

The brilliantly lighted city, which the three comrades were approaching, was one of the strangest and most mysterious relics in the whole System.

Long ages ago, a human race with a highly advanced civilization and great scientific powers had flourished in this part of Mars. They were known even to have achieved space travel and to have explored other worlds. But with their passing, this achievement had been lost.

That ancient Martian people had had wonderful mechanical aptitude. They delighted in constructing ever more complex labor-saving machines to spare them the necessity of any drudgery. They had called themselves the Machine-masters because all labor in their metropolis was eventually performed by imperishable, selfpowered machines that worked in fixed, unalterable routines.

But the Machine-masters, with no toil or struggle to stimulate their energies, soon fell into decadence. There was no need to worry about food. It was all raised and brought to them by machines. Their clothing was made by other machines. They had riot even any enemies to fear. Around their city, mindless machine guards patrolled which would instantly slay any intruder.

So the Machine-masters, sinking further into decadence, had finally passed away. But their wondrous Machine City remained. In it, the imperishable machines continued the unalterable routine of labor and guarding that their masters had started. For age upon age, the machines of this place had been working on in the same old way. Everyone in the System had heard of the Machine City. But few had ever dared even to approach it, so formidable were the great mechanical guards that still protected the place.

"See, there's the patrol making the rounds the same as ever," Otho commented. "Those monsters could make me grow hair!"

Captain Future nodded, raising the box he carried.

"It's going to be risky, slipping past them. This contrivance may help us."

They were within a few hundred yards of the Machine City. Seen thus close, the metropolis was a vast city that covered square miles of the desert, its brilliant towers looming up for hundreds of feet. Every building flamed with white light that was automatically maintained by machine engineers.

NSIDE the illuminated city was ceaseless activity. Moving sidewalks whirred smoothly through the lighted streets. Elevators in the buildings ascended and descended. Big metal trucks lumbered through the streets, depositing their loads automatically at their destinations. Other vanlike vehicles scooped up only the rubbish of time and carried it away.

Around the outer edge of the city there ceaselessly rolled a patrol of four-wheeled, carlike vehicles. Upon each was mounted a device like a small searchlight. The cars moved purringly, a hundred feet behind each other. These were the machine guards who protected the lost city of a dead race as they had been doing for countless ages.

The Machine City of Mars, blazing brilliant in the lonely desert beneath the hurtling moons, was tenanted only by the mindless mechanical devices who labored still for their stead masters.

"There's a moral in this place for the rest of the System," muttered the Brain. "Any people who rely too much on mechanical devices cannot but perish."

"Well, I wish the people who built this joint had turned off their machines before they perished," Otho muttered. Then he exclaimed: "Look at that sand-owl!"

Captain Future saw what Otho pointed at. A small Martian sand-owl was winging down to investigate the lighted city. The batlike creature alighted on a street just inside the city.

Instantly, with superhuman swiftness, one of the patrolling guard cars dashed toward the owl. The creature rose startledly ore flapping wings. But the guard car was too quick. From its searchlight appliance, a pale ray smote accurately and blasted the winged creature. Then the guard car rolled back to rejoin the patrol around the city.

"Ice fiends of Pluto!" swore Otho. Did you see that?

Those mechanical guard cars must be intelligent." "No, they're just machines," Curt said. "The old Ma

chine-masters were cold-blooded. They built into their

guards some kind of delicate thermo-couple instrument

that was sensitive to warm-blooded life. It automatically makes them detect and kill intruders."

Curt Newton was turning a switch in the side of the

box as he spoke.

"This little generator will emit a heat shield that will

prevent the guard cars from sensing us. But we'll have

to stay close together. Come on."

With Otho, who still carried the Brain, directly beside him, Captain Future strode forward. As they approached the patrolling guard cars, Curt hoped fervently that his theory was right.

They skipped between two of the rolling cars. The

mechanical guards made no movement toward them! "Looks like you figured it right, Chief," the android

declared with a sigh of relief.

They entered the lighted streets. A huge truck was

rushing toward them. They dodged hastily, but the

truck automatically detoured around them. It was loaded with bolts of newly woven cloth.

Theaters were in full swing, the three-dimensional

illusion shows constantly being made and presented

mechanically. They heard recorded music of the old

Martian type, weird, rippling arpeggios. But all the

seats were empty.

ELF-STEERING vehicles rolled up to the doors of warehouses. They unloaded containers of synthetic foods, and took away similar containers whose contents had been untouched. Other mechanical workers rolled about, servicing the machines, replenishing their atomic power charges, oiling them.

Curt Newton and his comrades inspected the sculptured reliefs and inscriptions on the walls of several mansions and towers they passed. Presently a great palace of crescent cross section loomed directly ahead of them.

As they entered its semi-circular court, Captain Future uttered an eager cry of discovery. On the palace wall, facing them, was a mosaic picture of jewels – depicting a leaping, shining fountain!

"That must represent the Fountain of Life," Curt exclaimed. "The inscriptions under it should give us the clue we want."

They hastened into the semi-circular court. Odd metal statues stood about the court. They recognized the life-size figures of men. Most of them were Martians but a few were natives of other planets.

Curt, Otho and the Brain were just a few yards inside the court when an amazing thing happened.

A round quartz disk set in the stave wall ahead suddenly blazed with saffron radiance. It deluged the whale court with a throbbing, yellowish force.

Curt felt his body freeze! He couldn't take a step forward. Directly beside him Otho was similarly frozen, in the startled act of drawing his proton pistol.

Curt could still breathe, though. His reflex motornerves were unharmed. Though he could not articulate, he managed a humming speech.

"That – dish in – wall," he muttered sibilantly, as he stood frozen. "Some device – to guard – clue to Fountain."

"Paralyzing force?" hissed motionless Otho, unturning.

"Worse – than that. Force that – will transmute – elements of our bodies – into metal elements. That – what happened – to other men – who entered here. These statues – once men!"

The Brain, though unaffected in his insulated case by the force, could move only his eyes. Curt and Otho couldn't wave at all. They were doomed to stand there until they were slowly turned to metal statues …

CHAPTER V

Grag Plays Dumb

HEN GRAG the robot went outside the mansion in Venusopolis, to watch for the coming of the Lifewater vendors, lee took Eek with him. Grag seldom left his pet behind him unless it was absolutely necessary.

The big robot took up his station in the shadows out

side the mansion. He stood still as a statue, watching and listening.

"Be quiet, Eek," he whispered, as the moon-pup stirred uneasily on his shoulder. "We must not make any sound."

Two hours passed. Abruptly, Grag's sensitive amplifier detected the sound of rocket-tubes. He glimpsed a small, swift space cruiser spiraling out of the Venusian night, into the mansion grounds.

It landed near the house. A Martian and a spectacled Mercurian came from it. They paused outside the door to state their errand iota the televis-announcer, and then entered as Captain Future admitted them.

While the two syndicate criminals entered the mansion, Grag was already stealing toward the parked space-cruiser. He was remembering Captain Future's order to prevent the escape of ethers who might leave come with them. The fact that this was a space ship with possibly many occupants, instead of the mere flier Curt had expected, didn't change Grag's orders. The robot would not have dreamed of disobeying just because an order meant peril.

He stepped into the cruiser and started down its main corridor. A Plutonian operator in the little televisor room looked up at the big robot in the door. He sprang up with a yell, tried to escape.

Grag's mental hand knocked the operator back, stunned. But a motley interplanetary crew of criminals poured from the fore part of the cruiser. They had been aroused by the shout of alarm.

Things happened so swiftly that Grag could hardly follow them. The men charged him. Instantly the Martian who had just gone into the mansion came running wildly into the cruiser.

"Blast off!" the Martian yelled. "This is a trap of Captain Future's –"

The pilot in the control room heard. The cruiser jerked skyward with a shattering roar of rockets.

The wild lurch of the ship flung Grag from his feet, into a small cabin opposite the televisor room. Before he could regain his feet, the men had slammed and locked the heavy metal door.

Grag heard the hatches of the cruiser slamming shut. The scream of air outside swiftly died away as the ship tore up through the cloud layers and into space. The robot, with Eek clinging frightenedly to him, stood erect and peered through the window in the door.

The motley criminals out in the corridor were clustered around the scared Martian, who had barely escaped Captain Future's trap.

"One of the Futuremen came into the ship. We've got him locked in there. What happened in the house, Thorkul?"

Thorkul, the Martian, explained. "That devil, Future, is on our trail," he finished. "And he nearly got us, too!"

Greg began to beat at the locked door with his huge metal fists. The clamor of the angry robot was deafening inside the ship.

"Quick, dismount one of our atom cannon and set it up in the corridor," Thorkul ordered. "If the robot breaks out, destroy him."

Grag saw them hastily bring and mount the heavy atom gun. He stopped thundering on the door. Grag was no fool. He realized that he couldn't buck a super-powered cannon.

E took stock of the situation. He had lost his proton pistol and pocket televisor in the struggle. Eek was shivering with fright. They were both being carried off into space.

"I'm going to call the Life-lord and report this,"

Thorkul said loudly. "He'll want to know immediately about Captain Future coming in against our syndicate."

Grag watched through the window as Thorkul went into the televisor room across the corridor and sent out a call wave. Presently there appeared in the televisor screen the figure of a man shrouded in a brilliant aura of blue light.

"Yes, Thorkul?" demanded the Life-lord harshly.

The Martian made a hasty, anxious report. From the Life-lord's concealed figure came a sharp exclamation.

"Captain Future mixing in? I might have known the System Government would call him when they found they couldn't break up our syndicate themselves."

"Dril Iffik, the Mercurian who went into the house with me, was killed," Thorkul told his leader. "I had to leave his body, too."

"He didn't have Lifewater or any other clue to our headquarters on him, did he?" the Life-lord asked brusquely.

Thorkul hesitated. "He didn't have any Lifewater on him. But he did have an inscribed jewel from the Machine City of Mars. I gave it to him a few days ago

The planetary monsters who had invaded the building were stunned by the terrific voltage (Chapter X)

for doing me a favor."

"You blockhead!" shouted the Life-lord furiously.

"Didn't I tell you to destroy all those jewels so no one

else could learn the secret from them?"

Thorkul cringed. "I did destroy almost all of them.

But they were so valuable that I saved a few." The Life-lord paused, seemed to be thinking. "Captain Future will trace that jewel back to the Machine City," he said slowly. "He and that Brain are

smart enough to do that. But it won't do them any good

to go to the Machine City. They'll just fall into the trap

that nearly got us." The voice of the mysterious leader

cleared. "It may be a good thing this happened, after all.

Future and his friends will surely perish there." Thorkul was visibly relieved.

"We caught one of the Futuremen – the robot," he

reported. "Shall we destroy him?"

"No, bring him here to me at headquarters," the

Life-lord ordered. "If by some miracle Future should

escape from the Machine City, we can use the robot as

a hostage."

Thorkul snapped off the televisor. The Martian's

criminal followers, Grag saw, had been gathered

around, listening.

One of them, a squat green Jovian, spoke doubtfully. "I don't like this business much if that dammed Captain Future is out to break it up. That red-headed devil

is bad luck to have against you."

"That's what I say," muttered a vicious looking

Earthman. "I wish I'd kept on as a pirate out around Saturn's moons. I shouldn't have listened to this Life-lord

when he came enlisting men for his outfit."

"Don't be a fool," Thorkul snapped. "You're all making more money than you would have made after years

of harrying the Saturnian commerce. Future and his

pals have been the doom of a lot of your pirate friends,

haven't they? The Life-lord is too smart for Future. You

two keep a watch on the door there. Blast the robot

down if he tries to break out."

RAG heard all that. When the criminals had left the corridor, leaving only the two on guard, the robot felt desperate anxiety.

His anxiety was entirely for Captain Future. It seemed that the criminals expected Curt to follow a trail of some kind to the Machine City. There they expected him to perish in some unsuspected trap.

Grag paced worriedly to and fro. Somehow he must get to Mars, to the Machine City, in time to warn Curt. But how could he?

The cruiser was rocketing at tremendous speed through the void. Grag looked out the tiny loophole window in the outer wall, and glimpsed the red spark of Mars far to the left. The cruiser was heading toward the distant, bright speck of Saturn.

"Saturn?" Grag thought. "That must be where the Life-lord's base is, the center of the Lifewater traffic. These men are former pirates of the Saturnian moons. They joined the syndicate, too."

But the cruiser was on its way to Saturn. How could he get to Mars in time to warn the other Futuremen?

To break out into the corridor was out of the question, for that big atom-cannon would blast him down in a twinkling. But Grag patiently kept pondering until he had evolved what he thought might be a practicable plan.

The ponderous robot unscrewed three of his metal fingers from each hand. He went for a hidden locker in his torso. From among similar tools, he chose a set of drills with which he replaced his fingers.

The brag started drilling holes in the outer wall, the atomic motor of his powerful robot body operating the drills. He made the holes contiguous. Slowly he cut out a section of the wall.

The guards in the corridor came now and then to the window and looked in at him.

Each time the robot stood impassively, hiding his work.

"Quiet, Eek," he whispered as the little animal pawed his face in fright. "Grag is busy now."

Eek was a seared moon-pup. The little beast had been absent when courage was given out. He could put up a bluff of ferocity, but anyone could tell it was ail bluff. Now even that bluff had evaporated.

Presently Grag had cut a large square through the outer wall. The air inside the little room puffed out. But that didn't bother either Grag or Eek. Both of them were non-breathing.

Grag waited, then, standing in front of the hole so the guards couldn't see it through the door-window. He waited for hours, till he judged the cruiser was crossing the Earth-Mars space ship lane.

Clutching Eek carefully, Grag squirmed through the hole. Suddenly he leaped far out into empty space with all his superhuman strength.

He shot floating into the void, out of the ship's gravitation pull.

The cruiser throbbed on through space and vanished toward Saturn. The robot's escape would not be discovered for another half hour. Grag anal the moon-pup drifted in the vast vault of space.

Grag was not alarmed. He had been in this position more than once. Besides, he knew he was right on the Earth-Mars space lane. A ship would be along sooner or later. They had to sight him, because his metal body reflected sunlight so brightly. They would think him a space-suited human castaway and pick him up.

But he did hope that a ship would come soon.

OURS passed before he finally saw the lights of a big space liner on its way to Mars. Grag watched anxiously, and felt great relief when the liner slowed down. A space boat put out toward him. It was as he had hoped. They thought him a castaway from some wrecked ship.

The boat came up to him, and he was dragged in through the air-lock. The space-sailors in the boat stared at him amazedly.

"Why, this isn't a man!" one exclaimed. "Looks like an ancient automaton. And there's a moon-pup hanging onto it.

Grag quickly decided to play dumb. If he showed life, they might be afraid to take him into the ship.

Of course he might tell them he was one of Captain Future's aides. But would they believe him? People were usually afraid of him, Grag knew. He'd better be an automaton until he got to Mars.

So Grag did not move or speak as the space boat took him back to the liner.

Eek seemed bewildered by his immobility.

The sailors hauled Grag's great form into the promenade deck of the space liner. Curious interplanetary passengers gathered around, and the captain of the vessel came over to him.

"Obviously an old-type robot," the captain said dubiously. "It probably was designed merely to walk."

At the word "walk," Grag rose stiffly to his feet and took a few ponderous strides. He gave a good imitation of an antique automaton., staring straight ahead and moving jerkily.

"Say, it can walk!" a passenger exclaimed. "The word 'walk' starts him going by selective vibration."

"Try the word 'talk' on him," another suggested.

At that word, Grag opened his mouth jerkily.

"I talk," he boomed, still staring straight ahead.

"Why, that antique dummy should be valuable," a Venusian woman enthused. "It must have been lost from an old ship."

Grag felt burned up at being called a dummy. It hurt the robot's pride. But he determined to play the part till they reached Mars.

A stout Earthman clad in a flashy red zipper-suit stepped forward and spoke importantly to the commander of the liner.

"I'm Hurl Adams, showman extraordinary, taking a freakshow to Mars for exhibition. How about selling me this automaton for my show? As space flotsam, he's yours."

The captain shrugged. "If you want him, you can have him for nothing, Mr. Adams. The museum's full of old junk like this."

"Thanks!" the stout showman exclaimed. He inspected Grag appraisingly. "He'll be the hit of my show. Walk, old boy!"

Grag again took a few stiff, clumsy steps. And when the showman ordered "Talk!" he again boomed.

"I – talk."

The stout showman called his assistants.

"Put him down in the hold with the other freaks till we reach Mars. Better put some strong chains around him, so a chance word won't start him going at the wrong time. He looks strong enough to break right through the ship."

The assistants brought heavy chains of unbreakable inertrite, and bound them around Grag. The big robot was angry at this, but he submitted without moving. He'd escape somehow when they reached Mars.

They loaded him on a wheeled truck and took him down into a section of the hold, in which Hurl Adams freaks were housed. They unloaded Grag and stood him up against the wall. He made no sound or movement. Eek, still clinging to his shoulder, was badly bewildered.

"What about the moon-pup, Mr. Adams?" a man asked.

"We'll take him along for the show, too," the showman replied. "They're pretty rare little beasts, you know."

HE HUGE robot was left standing there. Without moving, he looked at the freaks that were caged or quartered around him.

There was a three-leaded hydra from the .Jupiter seas, crawling ominously in a transparent tank. In a strong cage nearby were several of the glistening, Creeping Crystals of the moon Callisto.

A simple looking Mercurian, who had happened to be born with four eyes instead of two, lay sleeping on a cot. A Venusian swamp rat and a Plutonian ice tiger in a refrigerated cage snarled at each other with mutual dislike. There were other oddities of planetary animal life, curious freaks that nature had experimented with on far worlds.

It galled Grag to be part of this third-rate freak circus. He imagined how Otho would laugh if he knew, and decided that the android must never learn. That made him think of Captain Future, who by now might already be nearing Mars and the trap in the Machine City.

Grag wished the liner would go faster. There was nothing he could do till it reached Mars. And even then he would have to escape from his unbreakable chains.

He remained patiently motionless, hour after hour. Eek went wandering off in search of metal to eat, was roared at by the Plutonian tiger, and came scurrying back in terror to Grag's shoulder.

Finally the ship shuddered with braking rocket blasts. They were landing on Mars. Grag heard the bustle of disembarking passengers, and then the stout showman, Hurl Adams, came down with his assistants.

"Hurry up and unload 'em!" Adams directed. "We'll 'take them right to the hall I hired and start our shows at once."

Still chained, Grag was lifted and taken out with the other freaks, and piled into a big rocket truck.

It rumbled through streets closed in by red stone towers of the peculiar, top-heavy Martian architecture. Grag recognized the city as Rok. It was in the southern hemisphere, not far from the Machine City.

He was unit-ceded on the curtained stage of a theater and left alone. Presently he heard the distant tones of Adams barking about the show.

"Greatest collection of planetary freaks in the System, folks!" the stout Earthman was shouting in the street. "Rare Creeping Crystals of Callisto! Living stone snakes of Umbriel! The ancient machine that still walks and talks – the only antique robot still functioning!"

Grag's indignation at this description of himself was terrific. He heard the theater being jammed with the eternal suckers.

Then Hurl Adams hurried in, drew the curtain and started exhibiting his freaks. Finally he came to Grag.

"The antique automaton is still so strong, it has to be chained up, folks!" Adams declared. "Watch its childish performance when I unchain it. The ancients of Earth used to marvel at its ingenuity.

The stout Earthman unfastened the chains around Grag. Then he pointed commandingly. "Walk! Talk!"

Grag stepped to the front of the stage. He spoke to the audience.

"Ladies and gentlemen, this is a terrible show. If you paid to get into it, you have been swindled. As for me, I am so disgusted with it that my resignation is dated now."

The audience and showman gaped, frozen with amazement. Grag stalked deliberately out to the street, with Eek on his shoulder.

He entered the nearest rocket-flier before anyone it the street could stop him. In five minutes he was flying over the red Martian desert, toward the distant Machine City.

CHAPTER VI Trail of the Life-lord

APTAIN FUTURE felt savage anger with himself for blundering into this peril. He and Otho still stood frozen in the courtyard of metal statues at the center of the Machine City.

The quartz disk in the wall facing them still blazed with yellow radiance that paralyzed Curt and the android. In time it would slowly transmute every atom in their bodies into metal. Then they would become metal figures.

Curt made a tremendous mental effort to move his body. He couldn't stir a muscle. He could breathe, because the paralyzing force did not affect involuntary nervous action.

"Might have known the ancient Machine-masters would have some device to guard that mosaic from theft," he thought bitterly. "But I had to go barging ahead without thinking."

Curt could barely include Otho and the Brain in his field of vision. Otho stood as frozen as he, in the act of raising his proton pistol. The android had snatched it out just as the freezing radiance struck.

The Brain's case was in the grasp of Otho's other hand. It dangled from the frozen android's grip, almost touching the half-raised proton pistol. Simon Wright's square case was insulated against most conceivable forces, so the Brain was unaffected.

Simon's lens eyes turned on their flexible metal stalks toward Captain Future.

"Lad, can't you move at all?" he asked.

"Not – a muscle," Curt breathed in struggling, unarticulated speech. "But – if we stand here – much longer

– the transmutation effect – will begin – to operate."

"Ten thousand space devils – take men who – built this cursed thing!" Otho managed to curse.

"If only I could do something!" the Brain exclaimed. "I'm the only one unaffected, and I can do nothing."

Curt Newton desperately racked his brain. Some expedient must permit them to escape from this deadly captivity before the slow force began to transmute them into metal.

His alert mind considered every phase of their situation. He and Otho, unable to move a muscle, could do nothing. Therefore the only hope lay in the Brain. But the Brain was dangling from Otho's grasp. Simon could move only his flexible eye stalks.

A wild hope came into Curt's mind.

The Brain was hanging very close to the half-raised pistol in Otho's other hand. In that fact there might just be a chance for salvation.

"Simon – listen!" he breathed. "Can you – touch Otho's – proton pistol – with your eye stalks?"

Puzzledly the Brain extended the flexible metal stalks of his strange eyes to their full length. Then he answered.

"Yes, I can do that," he rasped. "Why, lad?"

"Our only chance," Curt breathed. "Try to raise Otho's pistol-hand a little – to make the pistol-point at that

– blazing disk in the wall – I'll direct you."

The Brain suddenly understood. He exerted all the power of his flexible eye stalks to raise the other hand of the paralyzed android.

Slowly Otho's hand and proton pistol rose a little. Curt watched hopefully, then called out in a panting cry.

"That's – enough, Simon!"

The Brain stopped his efforts. The proton pistol in Otho's hand now pointed directly at the quartz disk in the wall, from which the paralyzing radiance was streaming on them.

"Now – try to pull – trigger!" Captain Future breathed.

THO'S arm was frozen in the new position. The Brain inserted its eye stalks into the trigger opening of the pistol.

Curt saw that Simon was exerting all the force of his movable eyes, pressing back against the trigger. Could he do it?

The trigger of the pistol clicked back suddenly. A pale proton beam lanced from the weapon..

Squarely it struck the radiant quartz disk in the wall!

The disk was shattered. The paralyzing transmutation force vanished. Curt Newton and Otho instantly regained their powers of movement.

"Split my atoms, it worked!" Otho yelled. "Chief, that idea was a lifesaver! If you hadn't thought of it –"

Sweat was standing out on Curt's brow. He mopped his forehead.

"I don't want another five minutes like that! That device must have been set there by the Machine-masters to protect the precious jewels in that mosaic. All these metal statues around us are men who were caught by the thing, and turned into metal."

Carefully, now that they had been taught caution by their unnerving experience, Curt and the two Futuremen advanced to the wall. They stared with new respect at the wonderful mosaic of precious jewels.

The mosaic picture undoubtedly depicted the legendary Fountain of Life, Curt thought. It showed a glowing, geyserlike fountain, composed of white Uranian diamonds set in the stone wall.

Below it, other jewels had been set. On each jewel was carved a word in the ancient Martian writing.

"The secret of the Waters of Immortal Youth," Curt read from the jewel-writing. "We, the mighty Machinemasters, found the Fountain of those waters far out on the world of –"

"That's all there is to the writing!" Otho exclaimed disappointedly, "The rest of the jewels are gone."

In fact, the jewels, on which had been written the rest of the secret, had been pried out of the wall. They were gone.

Curt's gray eyes narrowed.

"Those missing jewels were taken not long ago," he declared. "See how unweathered the stone sockets are?" He looked at the Brain. "The mystery is beginning to unravel, Simon. The Life-lord is someone who heard that the secret of the Fountain of Life was here in the heart of the Machine City. So he came here with others. Somehow they evaded the paralyzing force, and read the secret from this wall. He took the most of the jewels with him so nobody else could penetrate the secret.

"Once he had the secret of the Fountain of Life's location," Curt continued his keen reasoning, "the Lifelord went to whatever world the Fountain lies upon. There he found the Fountain. Then he set up the criminal syndicate that now is poisoning the System with the Lifewater taken from the Fountain."

"Aye, lad, I believe you have the truth of it," the Brain rasped thoughtfully. "But the secret seems lost to us now."

"Yes, we're as ignorant as ever of what world the Fountain is on, curse it!" Otho swore.

"No, we've narrowed it down," Captain Future contradicted. "The last words of this writing say: 'We found the Fountain of those waters far out on the world of –' That indicates the Fountain's on one of the planets outward from Mars."

"Which narrows it down to Jupiter, Saturn, Uranus, Neptune and Pluto," Otho said sarcastically. "That helps a lot."

"Uranus, Neptune and Pluto are out, because archeologists know the ancient Martian expeditions never visited them," Curt retorted. "So the Fountain must be somewhere on Jupiter or Saturn. I'd say Saturn is the best bet. We found Saturnian dust and pollen in that dead Mercurian criminal's clothes, remember. But we found no Jovian dust."

HE android's eyes kindled. "Say, now we're really getting somewhere. Saturn, you think? Okay, we'll rocket for there. Let's turn that world upside down till we find the Life-lord's hangout, huh?"

"Not so fast, my impatient friend," grinned Captain Future. "Saturn is just a guess, so far. And there's something I still want to inspect here. Did you notice that a couple of these human statues are a lot brighter than the others?"

"Sure, I noticed that," Otho answered. Then the android stiffened with amazement. "I get it, Chief! They're brighter because they haven't been here long enough to corrode. And if they haven't been here long, they may be some of the men who came with the Lifelord."

"That's the idea," Curt Newton nodded. "Come along and we'll have a look."

There were perhaps two score metal figures in this court – men who had been caught in the past by the deadly force and held paralyzed until they were slowly transmuted into solid metal. They stood immovably near the outer edge of the court. None had got farther than that.

Captain Future found one whose metal was bright and uncorroded by time and weather. It was a Venusian. His metal face still wore an expression of frozen horror. Even his clothing was metal now.

Curt took a compact stereoscopic camera from his belt and photographed the metal man. He noticed another uncorroded figure nearby, a tall Earthman in metal. He photographed that man, too.

"Here's another, Chief – a big one!" Otho exclaimed, advancing toward a bright metal figure towering above the others.

To the horror of Otho, and the amazement of Curt and the Brain, the third metal figure suddenly tined and grabbed Otho.

"It's alive!" screeched Otho. "It's got me!"

A burst of laughter came from Captain Future.

"It's Grag," Curt cried, relief throbbing through his mirth.

The big robot was standing, holding Eek. His joy was manifest all over his rigid bearing.

"How did you escape from those syndicate men who captured you, Grag?" demanded the Brain.

Grag explained how he had escaped from the criminal's ship in mid-space and had been picked up by a liner and brought to Mars. He didn't tell about his experience in the freak-show, for that was a chapter in his life that Grag meant to keep secret.

"I grabbed a rocket-flier and came down here full speed to this Machine City," Grag concluded. "The machine guards didn't sense me when I entered, since I'm not flesh and blood. I hunted until I heard your voices just now. When I saw you searching among these metal statues, I thought I'd play a little joke on Otho." "Is that your idea of a joke?" Otho demanded furiously.

The android began to swear, calling on his exhaustive knowledge of interplanetary profanity. He referred savagely to Grag's unhuman nature, to his thick-headeness, his general all-round worthlessness.

Grag just made the booming sound that was the nearest to a chuckle he could ever utter.

"You are angry only because I scared the life out of you," he accused Otho.

"Me, scared?" Otho hissed. "Why, I knew it was you all the time. Nobody could mistake a big junk-pile like you –"

APTAIN FUTURE cut off the android's torrent of denunciation. He addressed Grag keenly.

"You say those syndicate men were going to report back to the Life-lord? They were heading for Saturn?"

"Yes, Master," the robot boomed. "From their talk, f learned that they had formerly been pirates of the Saturnian moons. The Life-lord enlisted them as followers when he formed the Lifewater syndicate."

"Then there's no further doubt about it," Captain Future declared„ with a triumphant flash in his gray eyes. "Saturn is where we'll find the Fountain of Life. And if we find that, we'll also get the Life-lord behind the syndicate."

"Aye, lad, every clue so far points that way," rasped the Brain.

"Come along, we're getting back to the Comet," Curt ordered. "No time to waste now!"

The intrepid quartet hurried back through the blazingly illuminated Machine City. Easily now they threaded its bustle of useless mechanical activity. Curt's protective mechanism still guarded them from discovery. They slipped between the patrolling guard cars and tramped away from the weird metropolis, across the black desert that was red by day.

Phobos and Deimos were setting, one in the west and the other in the east. The two moons cast weirdly forked shadows around Curt Newton and the Futuremen as they hastened toward the Comet.

Inside the little ship, Curt immediately went to the powerful televisor. He sent a call to Planet Police headquarters, far away on Earth.

The magic name of Captain Future brought Commander Halk Anders hastily to the screen. Anders' bulging eyes stared inquiringly from the screen." Commander, I've a couple of stereophotos here that I want you to check in the identity files," Curt requested. "The men in these pictures have been changed to metal. But their features are the same as when they were alive, of course."

"Changed to metal?" Anders repeated wonderingly. "What in the world? But go ahead and shoot the pictures, Captain Future."

Otho had taken the self-developing stereophotos from Curt's tiny camera. The wizard of science held them in front of the televisor. The Police identity clerk, whom Anders had called, rephotographed them from the other end of the connection.

Halk Anders reappeared on the screen a short while later, with a couple of identity cards in his grasp.

"Both of your men had interplanetary Police records," he told Curt. "The Earthman was Roscoe Arns, space-sailor, former miner on Mercury. Our last data on him was that six months ago he sailed as crewman on a small space cruiser to the outer planets. His employer was Martin Graeme, an Earth Ethnologist. The Venusian had a slight record, too, and was another tough egg. He was Vase Cay, Venusian adventurer. He also went off on a scientific expedition some months ago, with Doctor Zin Zibo, a Venusian biophysicist."

APTAIN FUTURE'S tanned face was thoughtful as he spoke.

"Marshal Ezra Gurney and Joan Randall are on Jupiter, where they're creating a smoke-screen of activity to deceive the Life-lord. Will you call them and ask them to wait for us to pick them up there?"

"Of course," the commander replied." He spoke hopefully. "Do you think the Lifewater syndicate has its center on Saturn? »

"Perhaps," Curt Newton answered noncommittally. "I am not in a position to say at the moment."

Halk Anders nodded understandingly. There was a quality of desperate appeal in the burly commander's voice as he replied.

"I hope you're getting somewhere against that syndicate, Captain Future! The nine worlds are literally being flooded with that cursed Lifewater now. God knows how many poor devils are becoming addicts to the stuff every day."

"I know," Curt Newton said bitterly. "We're working as fast as we can, Commander."

He switched off the televisor and turned to the Futuremen. They had been listening attentively.

"So Doctor Zin Zibo, the bio-physicist we pretended we wanted to consult on Venus, has been here in the Machine City!" Otho cried.

"Yes, and one of his men was caught by that hellish transmutation force," Curt declared. He went on, broodingly.

"Zin Zibo was interested in scientific rejuvenation. That's why we pretended to call on him. He was interested in rejuvenation!"

"Then perhaps it was Zin Zibo who came here and got the secret of the Fountain of Life's location," the Brain suggested.

"Maybe Zin Zibo, or maybe the Earth ethnologist, Martin Graeme. He must have been here also. Or maybe they came later than the real Life-lord, for all we know."

He jumped to his feet.

"We're rocketing for Saturn! The heart of this web lies somewhere near there. We're going to find it."

A few moments later, the Comet rose from the dark desert with a blast of rocket-tubes. Swiftly it screamed up into the stars on its way to Saturn.

CHAPTER VII

Murder on Saturn

HROUDED in his concealing aura of blue force, the Life-lord sat in the secret metal room with the air-lock doors. The master of the Lifewater syndicate was receiving the report of Thorkul, the Martian criminal, and his crew.

"And so," Thorkul finished, his red face anxious,

"the robot escaped from us on our way here. We searched around when we found him missing, but we couldn't find him. Some other ship had picked him top."

"You blundered badly, Thorkul," came the Lifelord's harsh accusation.

"Still, there's no harm done," the Martian protested. "Captain Future certainly must have perished by now in that trap of transmutation-force in the Machine City."

"I hope so," brooded the Life-lord. "If not –"

The televisor on his desk buzzed sharply. He pressed its switch. On the screen appeared a Saturnian, who spoke excitedly.

Thorkul and the other criminals listened. Outside the hermetically sealed windows, thin sunlight trickled dawn on a. grotesque, monstrous forest. The Rings were a pale sword of radiance in the sky.

"Life-lord, I've get bad news!" the man in the televisor was babbling. "One of our men spying on the Planet Police just reported. Captain Future and the Futuremen are headed for Saturn, to the city Ops."

"'That red-headed devil didn't perish at Mars, then," the Life-lord muttered. His shrouded body tensed. "He's striking like lightning, as usual. He's the biggest danger our syndicate has yet faced. He's got to be smashed before he can smash asks

The Life-lord rose to his feet, a blue-shining figure of mystery. He spoke rapidly to Thorkul and the other criminals.

"I'm returning at ante to the city Ops. Future will be there soon, and I have a plat for getting him. Listen –"

* * * * *

T that very moment, Captain Future, the Futuremen, and old Ezra Gurney, wham they had picked up on Jupiter, were racketing toward Saturn.

Grag had the controls. Expertly the robot sent the Camel flying through the thronging moons, toward the

At a desk sat a shining, aura-shrouded shape (Chapter XI) sunward side of the giant sphere.

Soon they were cutting above the Rings. Under them stretched colossal whirling bands that were composed of millions of meteors and tiny planetoids. Forever jostling and crowding each other, they raced around the big world. From this close above, the Rings were an awesome sight.

"Head straight for Ops, the capital," Curt Newton told the robot. "I want to see the Governor first."

Curt and Otho were stripping off the disguises they had worn in the pirate stronghold. As Curt worked, he talked to Ezra Gurney.

"The center of the whole Lifewater traffic is somewhere on Saturn, Ezra. That's certain. But it's a huge planet. It's going to take all our cunning to ferret out the heart of the web before millions of people in the System become addicts of the Lifewater."

Ezra nodded his white head solemnly. "The syndicate is selling more of the cursed poison every day, on every world. Not that I can blame people too much for failing for it. They don't know its fatal effects. I'd like to be young again myself, to tell the truth."

Ezra's faded blue eyes lighted a little,

"Yes, I'd like to be twenty years old again, with the wild interplanetary frontiers callin' like they called me when I was a youngster. That was when space was new, and life was worth livin'. I can see how people are foolish enough to drink the Lifewater, all right."

The Comet screamed down through tire deep atmosphere of Saturn at a speed no other ship would have dared. Presently they were rushing over the sunlit, tumbled valleys and scrubby forests of the equatorial regions. The plant life was of all shades of blue and purple.

The city Ops came into sight ahead – a sprawling black blot on the blue plain. It lay in the oblique rays of the little Sun setting at the western horizon. The great Saturnian metropolis would never lose its archaic look. It had been old long before the first Earthmen came pioneering through space to open up interplanetary commerce.

Ops covered nearly forty square miles of the blue plain. A vast mass of flat-roofed buildings of black cement, it was cut by crooked, narrow, old streets. Its central section rose to big, square, black structures of many stories. The black Hyrcanian River wound lazily through the city like an ebon snake, beneath many massive bridges.

Captain Future looked thoughtfully at the ancient, farflung black city brooding in the sunset. Was the Life-lord, his antagonist in this great duel across the System, controlling the flow of insidious elixir from somewhere in this city?

"Land in the court behind the Government Building. Grag," directed Curt. "I want to see Khol Kor, the Governor."

"He'll be mighty glad to see you," Ezra drawled. "This Lifewater traffic's gal him worried, same as all planetary officials."

The looming black cement building, which housed the System Government's offices on Saturn, stood in a small park of blue grass and pale-trunked trees with purple foliage. Rocket-cars and pedestrians flowed through the nearby streets. Twilight was quickly deepening.

Down through the soft Saturnian dusk, through tire swarming rocket-fliers of local city traffic, sank tire Cornet. It came to rest in a paved court behind the vast Government Building, where s number of small official space cruisers and filers were parked.

A Planet Police officer in black uniform came hurrying up as Curt Newton and Ezra emerged from the little slip.

"No landing permitted here except by official ships

–" the officer began. Then he glimpsed the ring on Curt's hand. "Oh, Captain Future!" He stepped back respectfully. "I didn't know."

Curt turned puzzledly to the old marshal.

"Why isn't Joan here to meet us, Ezra""

"I forgot to tell you, Captain Future," Ezra said quickly. "Joan thought maybe she could get a line on the Lifewater traffic right here in Ops, by making herself up as are agin' woman and goin' into the city to buy the filthy stuff. She left me on Jupiter."

URT NEWTON felt sharp alarm. "The syndicate men would spot her as a spy in a minute, Ezra!" He told the old veteran about the X-ray spectacles used by the Lifewater vendors to inspect their clients. "Where was Joan going?"

"I don't know, exactly," Ezra answered anxiously. "She said she'd start workin' through the beauty shops first, to try contactin' the Lifewater salesmen."

Captain Future turned quickly to Otho who was emerging from the ship with Grag and the brain.

"Otho, slap on enough of a disguise to make yourself unnoticeable. Hunt through the city fur Joan. Bring her back at once!"

"Okay, Chief" Otho cried, his eyes sparkling at the prospect of getting off on his own.

In an amazingly short while, the android resumed the Mercurian disguise he had used at the pirate hideout. He slipped away into the swarming streets of Ops.

Darkness had fallen. Lights were blinking from thousands of buildings all over the far-flung city. Other lights streaked along with soft humming through the upper darkness, as fliers passed. From the field north of the city, trails of shinning fire arched toward the zenith as vast space ships took off for other worlds.

The starry sky was a stupendous spectacle. Across it marched a royal procession of five large moons – Japetus, Titan, Tethys, Dione and Mimas. And dominating all, across the heavens just south of the zenith, soared the tremendous shining arc of the Rings. It was like a pathway laid down by the gods through the sky.

Curt Newton paused momentarily to look up at that wonderful spectacle.

"He who has not seen the rights of Saturn has not traveled," he mused. His face hardened. "Come on. Somewhere under that sky are the men we're hunting."

A few minutes later, Cart, Ezra, and Grag, who carried the Brain, entered the office of the Governor. A brightly lit room it was, of course, on the first floor of the enormous building.

Khol Kor, Governor of Saturn, was a native of the ringed planet. Tall, lanky, blue-skinned, and with bristling black hair and pale, hard eyes, he looked so tough and wiry that he must have ridden studs across the Great Plains for thirty years.

He stuck out his bony hand and roared out his greeting in an explosive bass voice.

"I'm plenty glad to see you, Captain Future! And those are two of your Futuremen everybody talks about? Well, they're damned queer to look at. But from what I hear, they're worth fifty ordinary men."

Curt Newton liked this lanky, rangy Saturnian, but he knew better than to trust superficial impressions.

"We might as well get right down to cases," the redhaired wizard of science declared crisply. "You know about this illicit Lifewater traffic that's going on, naturally."

"I surely do!" Khol Kor replied in his explosive voice. "They're selling the stuff secretly in every city of Saturn, the same as on all the other worlds. And we don't seem to be able to break the traffic up."

"The center of the Lifewater traffic is somewhere on Saturn," Captain Future informed him. "The elixir is shipped from here to branches of the criminal syndicate all over the System."

HE Saturnian Governor looked stupefied. "But who's doing it?" he asked in bewilderment.

Curt smiled mirthlessly. "I wish I knew – I'd have him in Cerberus prison pretty quick. The job that brought us to Saturn is tracking down this Life-lord, as he calls himself. We must shut off the flow of Lifewater and smash the whole evil syndicate." Curt continued quickly. "You've heard of the Fountain of Life?"

"Sure, everybody's heard that myth."

"I'm afraid it's no myth. I think the Fountain exists here on Saturn, and that the Lifewater comes from it."

Curt's statement staggered the Saturnian.

"Name of the Ten Moons!" Khol Kor shouted. "I always thought that Fountain was just a story."

"Tell me," Captain Future went on. "Do you know, or can you find out, if two men have been here on Saturn recently. They are Doctor Martin Graeme, an Earthman ethnologist, and Zin Zibo, a Venusian biophysicist.''

Khol Kor scratched his bristling black hair, frowning as he pandered the names.

"Why, yes. Now I remember. Both of them called on me, at different times, some months ago. They asked for permission to study the old archives over in the Ops Museum. Each of them said that they were interested in the old Fountain of Life legend." He stared at Curt. "You think one of them –"

"I think I want to question them, at once," Curt Newton interrupted. "Has anyone else asked for permission to study the Ops Museum archives? Was anybody else interested in the Fountain of Life?"

Khol Kor looked up slowly.

"Yes, come to think of it, there were a couple of others some time ago. One was Sus Urgal, a Martian who said he was writing some kind of back and wanted data. The other's Renfrew Keene, a young Earthman hunting for his last father. He said his father was seeking the Fountain, and he wanted to trace him."

"Can you have all four of those men brought here quickly?" Captain Future asked.

"Sure I can, and I will," the lanky Saturnian replied emphatically

He went to a televisor on the desk. He called Planet Police in the nearby building, and rapped out a series of sharp orders.

"They'll fetch all four in," the Governor told Curt. "Strangers on Saturn have to keep their addresses on file, you knew."

Presently four men – the Venusian, Martian, and two Earthmen – were ushered into the office.

Curt's eyes flickered over them quickly. Was one of these four the Life-lord behind the vast criminal syndicate"

"What is the matter, Governor?" Zin Zibo was asking anxiously. "I hope nothing's wrong with my interplanetary passport.

Zin Zibo was a middle-aged man. Handsome in a dark way like most Venusians, Curt saw he was a studious looking, quiet-eyed scientist.

"Captain Future wants to ask you all a few questions," Khol Kor replied curtly.

"Captain Future?"

Zin Zibo turned curiously. He and the other three men stared wonderingly at Curt, Grag and Simon. "Is this really Captain Future?" Martin Graeme asked doubtfully. "He looks so young."

Martin Graeme himself was not young. He was a sourfaced, graying Earthman with suspicious hostile eyes and thin lips.

Sus Urgal, the Martian author, was a jovial individual. Bigchested and stilt-limbed like all his race, his redskinned bald head gleamed as his round eyes stared wonderingly at the Futuremen.

Renfrew Keene, the other Earthman, was clearly the youngest of the four men. Though a clean-cut blond youth of twenty, there were lines of haggard anxiety on his face.

"I'm Captain Future," Curt said quietly. "And I need some information from you gentlemen. You can help me solve a problem."

IN ZIBO, the Venusian bio-physicist, answered for all.

"We'll tell you anything we can, Captain Future. I

deem it an honor to meet the greatest scientist in the System, the man who –"

Curt waved aside the eager praise. He shot a sharp question at the Venusian.

"You were on Mars several months ago, in the Machine City."

"Why, yes, I was," Zin Zibo admitted in surprise.

"What were you after?" Curt Newton demanded.

"I've been specializing in research on rejuvenation a long time, Captain Future," Zin Zibo explained. "I'd heard o€ the mythical Fountain of Life, of course. It occurred to me that behind the myth might be some truth. Perhaps one of the ancient planetary civilizations had discovered a practicable method of human rejuvenation.

"The old Machine Masters of Mars were supposed to have found the Fountain. That's how the legend started, you know. So I devised a way to enter the Machine City, hoping to get a clue. Well, my secretary, Educ Ex, our guides, and I, ran into a dreadful trap. One of our men was turned to metal. And it was all for nothing. Someone had been there ahead of us. He had torn out most of the inscribed jewels that contained the secret of the Fountain's supposed location.

"The little left of the inscription placed the Fountain on an outer world," Zin Zibo concluded. "I decided to investigate the outer planets. I started with Jupiter, but found nothing there. So I came on to Saturn and have been searching the Museum archives here for a clue. So far, I've found nothing."

"The man you lost in the Machine City had an interplanetary Police record," Curt said sharply. "Did you know that?"

Zin Zibo shrugged. "All my guides were tough characters. Ordinary men wouldn't dare to go near the Machine City."

"And you say," Captain Future pursued, "that somebody had been to the Machine City before you, and got the Fountain secret?"

"That's possible, lad," rasped the Brain. "But if it's true, who was at the Machine City before Zin Zibo?"

Curt looked at Martin Graeme. He questioned the Earthman ethnologist.

"You were there, Graeme."

The sour-faced Earthman started.

"Well, yes. But I went there after Zin Zibo, not before him. I found no more than he. But, like him, I started to follow the faint Fountain clue to the outer worlds."

"You're not a biologist," Captain Future said sharply. "Why are you interested in the Fountain of Life?"

"The Fountain is just a fairy tale," Graeme scoffed. "But the tale says the Fountain is in a country of winged people. Such a winged human race might actually exist on one of the planets. As an ethnologist, that possibility interests me tremendously. That's why I've been trying to track dawn this old legend – to see if such a winged people ever did exist. I Lost one of my men, too, at that trap in the Machine City. I also had to hire tough space-adventurers with criminal records. No ordinary guides would go."

Future turned to Sus Urgal, the genial looking Martian author.

"And why are you interested in the Fountain?"

Sus Urgal smiled at him good-naturedly.

"I'm writing a book on 'Legends of the Solar System.' This Fountain of Life legend is one of the best known of all interplanetary myths. That's why I've been gathering material on it at the museum here in Ops."

"Were you also in the Machine City?" Curt demanded.

"Not on your life," Sus Urgal declared. "We natives of Mars know too much to go near that accursed place. No, I've just been traveling from world to world, gathering data on the old legends wherever I go. I've found masses of information here, and I've been working it up for same months."

UTURE looked questioningly at Renfrew Keene, the blond young Earthman.

"What made you came all the way out to Saturn to investigate the old Fountain story?"

"I'm looking for my father," Renfrew Keene answered earnestly. "His name was Thom as Keene, and he hues an inveterate dreamer and space-adventurer. He believed in the Fountain of Life legend. He thought if he could find it, its waters would make him young again. So he spent years searching for it over all the System. Just last year, he came out to Saturn on his quest for the Fountain. We couldn't keep him from it, and he never came back. I came out here to try to find him. I've been trying to ascertain where he went by running down the Fountain legend myself."

Khol Kor, the Governor, spoke up to Captain Future.

"I can corroborate this young fellow's story. His father, this Thomas Keene, was in here to see me a year ago. The old man told me he was hunting the Fountain of Life, and wanted permission to go into the unexplored areas. I wouldn't give it to him, but I guess he went anyway. He was this fellow' father, all right. I can see the resemblance now."

Captain Future kept silent for a moment, surveying the four men who faced him. Inwardly Curt felt a little baffled.

All these men had good enough excuses for their interest in the Fountain of Life. But was one of them lying?

"Someone has found the Fountain," he told them. "That man is selling the poisonous Lifewater that comes from it."

It was as though a bombshell had burst among the four men, their surprise was so great.

"You mean – the illegal Lifewater elixir comes from the Fountain?" burst Sus Urgal. "Why, I'd heard of the illicit traffic. But I didn't think of connecting it with the old legend!"

"I still don't believe it," snapped Martin Graeme. "The Fountain of Life is a myth. Lifewater can't come from something that doesn't exist."

But Zin Zibo showed excitement.

"Captain Future, if someone did find the Fountain, I think I know who it was. It's someone in this room'."

"What?" Curt exclaimed, stiffening.

The Venusian scientist explained with nervous eagerness.

"In going through the archives in Ops Museum, I found one old set of records had been stolen. I learned that the man who had stolen them was –"

Suddenly darkness crashed on them. In that utter blackness, every ray of light was smothered.

"A darkness bomb!" Curt yelled. "Grag, comb the floor for it!"

But on the heels of his command came a horrible, stifled scream, then the thump of a body falling to the boor.

"Got it, Master!" boomed Grag in the dark.

The blinding pall vanished as the robot smashed the darkness bomb he had found. That ended its lightdamping effect.

Zin Zibo lay on the floor, stiff and unmoving. Curt knelt swiftly. The Venusian's body was frozen! His contorted face and limbs were cold and hard as ice. A tiny blue wound stood out on his neck.

"Plutonian freezing-venom!" Curt Newton stated harshly, "Someone in this room used it, to murder Zin Zibo!"

CHAPTER VIII

Secret Syndicate

T WAS several hours earlier that same day that Joan Randall had decided to try penetrating the Lifewater syndicate on Saturn by undercover work.

In the Planet Police office in Ops, she and Ezra Gurney had reported after arriving from Jupiter. The girl secret agent eagerly explained her plan to the old interplanetary marshal.

"Captain Future's message indicates that the heart of the Lifewater syndicate is here on Saturn," she said excitedly, "I'm going to try contacting the local vendors of the elixir before he arrives."

"Maybe you'd better wait for Cap'n Future to get here, Joan," Ezra replied dubiously. "That syndicate's poison to fool with."

"I'll disguise myself as an aging woman and pretend I want to buy the Lifewater. They won't suspect me. And think how much it would help Captain Future if we could tell him where the local branch of the syndicate is. Perhaps we can even give him a sample of the Lifewater!"

Ezra shook his white head at her understandingly. "You'd do anything to help Future, wouldn't you?" Joan flushed. The dark-eyed Earthgirl knew that

Ezra was well aware of her feelings toward Curt Newton. Since she had first met and worked with the wizard of science, he had inspired her with an emotion that she realized was more than mere hero worship.

She remembered every moment she had spent with the debonair, brilliant, red-haired planeteer. Moments of peril, most of them had been. In the great jungles of Jupiter, Curt had fought to crush the Space Emperor. She recalled the dreaded Hall of Enemies on Pluto's illusion-moon, that Black Isle in Neptune's sea, where Captain Future had saved her from a ghastly fate. Perilous moments, they all had been, yet she cherished their memory.

"I'll report back as soon as I find out anything," she told the old marshal.

"But you can't just go through the streets of Ops, shoutin' that you want to buy the Lifewater."

Joan smiled. "Don't be foolish, Ezra. Of course I have a plan.

The girl agent locked herself into one of the rooms in Planet Police headquarters. Rapidly she began disguising herself.

Joan was not quite as adept at the art of disguise as was Captain Future, or Otho, the supreme master of makeup. But she was skilled enough to change her appearance radically in a short time.

A chemical wash made her shining dark hair look dull and tinged with gray. A cosmetic acid-paste, which she applied to her face, quickly roughened and wrinkled the skin, adding years to her apparent age. She changed the carriage of her lithe body, and made her voice huskier. Finally she donned a svnthesilk dress of a flowery, frivolous pattern.

An aging Earthwoman, who seemed to be making a pathetic, attempt to look young, slipped out of the building. She started into the swarming streets of the great Saturnian city.

It was late afternoon, and the wide shopping streets of Op s were thronged. Blue-skinned Saturnian men and women were vastly in the majority, of course, though there was a sprinkling of other planetary peoples. Many of the Saturnians were tall, tough looking herdsmen from the Great Plains, staring wonderingly at the noisy city's rocket-cars, fliers and crowds.

OAN RANDALL had a keen, quick intelligence. No one without it could last as long as she had as a secret agent of the Planet Police. She knew she was dealing with a deadly and efficient criminal organization behind the, Lifewater syndicate. She must not arouse their suspicions by crude methods.

Therefore she directed her steps toward the fashionable street of Ops. There stood most of the beauty-science establishments. Joan entered one of the smaller places.

She recognized all the super-scientific devices and preparations common to such shops. The powerful ray projectors were meant to stimulate the skin. Martian ato-surgical appliances made possible the daring plastic surgery now carried on. She saw creams and perfumes from far-away Venus, dyes from Uranus, beauty preparations from half a dozen other worlds.

To the suave Saturnian proprietor, Joan gushed the story on which she had decided.

"I've lust arrived on Saturn with my husband. He's a high official of a shipping company. I've heard so much about your accomplishments as beauticians that I came at once to try them. Do you think you can make me look young again?'

The suave Saturnian she had to admit, was tactful.

"We can do much to help you, madam. A threemonths' course of skin-stimulation treatments, and also

–"

"But I don't want just ordinary treatments!" Joan interrupted. "I want you to make me look twenty years younger, at once."

The Saturnian shrugged. "I'm sorry, but you ask the impossible."

"Then I'll go somewhere else!" Joan declared indignantly.

She left, hoping someone would stop her. But no one did.

She tried two more of the beauty-science establishments, using the same approach. Each time she met no success. At none of these places could anyone suggest how she could become younger looking at once. Almost ready to give up, she entered another shop. The tall, sleek, blue Saturnian girl to whom she told her story eyed her narrowly. Then she made a smooth suggestion.

"No ordinary scientific beauty-methods can make you look young, madam," the girl told her. "But there is a way in which you can not only look young, but be young – immediately."

"What is this way you talk of?" Joan asked eagerly. "It is a wonderful elixir, which you drink. It makes you young at once. It's called the Lifewater."

Joan pretended to recoil, though inwardly she was excited with her success.

"The Lifewater?" she repeated. But everybody says it's a poison. If you start taking it, you must keep it up. That's what the System Government said when it broadcast a warning not to drink the Lifewater."

The girl smiled scornfully and made a scoffing gesture.

"The Government's warning is a lie, madam. Naturally the Government doesn't want people to drink the Lifewater. If everybody remained young, there'd be such a huge increase of population that all the worlds would be crowded. Of course it would make a problem for the Government. That's why they put out this lie about the Lifewater. "

Joan Randall heard with intense interest. So this was how the Lifewater syndicate lulled the fears of those who hesitated to drink the elixir! She knew it was an effective method.

"It would be wonderful to be young again, if I could be sure the elixir is harmless," she said doubtfully. "How much would I have to pay you for the Lifewater?"

"We do not sell it here," the Saturnian girl replied hastily. "Put I can direct you to a place where you can buy it. You will have to be discreet, however."

FFUSIVELY Joan promised. The girl gave her a card on which was printed an address in the northern section of Ops.

Joan left, thrilled with excitement. Now she was getting somewhere! She realized that the Lifewater syndicate must have planted "steerers" in beauty establishments everywhere, to encourage youth-hungry women to buy the elixir. She had guessed that was their method of operation.

Night had already fallen. Beneath the bland, brilliant glow of the Rings and the five hurtling moons, Joan made her way over a bridge across the somber black Hyrcanian River, into the northern section.

The address that had been given her was in the shabby and disreputable section near the spaceport. Here were ill-lighted streets of one and two story black cement structures. Many of them specialized in providing entertainment and liquor for the space-sailors who came drifting into Ops from all over the System.

Joan heard a babel of planetary languages as she hurried along. Martians, stalking Neptunians, lounging Venusians, even a few white-furred Stygians from Pluto's third moon – the System's races were represented here. Nobody noticed one Earthwoman more or less. The crash and clamor of weird music spilled from drinking shops. At frequent intervals the streets shook to the thunderous reverberation of great space slips, blasting skyward from the neighboring field.

Joan found the address belonged to a dark, two-story building. On its front was a battered sign:

DOCTOR QARTH PLANETARY PHYSICIAN

She rang the buzzer of the televis-announcer. The doorrelease clicked.

She stepped late a small, feebly lit hall. A cold-eyed blue Saturnian man of indeterminate age confronted her.

"Yes" he asked noncommittally.

Joan showed the card the beauty shop girl had given her. "I want to buy some of the Lifewater," she stammered.

"This way," he said shortly.

She followed him through a door at the back of the little hall. They entered a more brightly lighted room.

She saw a table, on which stood a rack of vials that contained a milky, opalescent liquid. Her heart leaped at sight of that glowing fluid.

Two other men were in the room. One was a wizened, yellow Uranian. The other was a big Jovian who, as she entered, was putting on a pair of thick-lensed spectacles.

Joan felt exultant. She had found one of the Ops outlets of the elixir syndicate! Now she could report it to Captain Future. And if she could take him a sample vial of the Lifewater too,

"How much will the elixir cost me?" she asked with pretended anxiety.

The Jovian answered, in a deep voice, staring at her through his curious spectacles as he spoke.

"It will cost you nothing, because you are not going to buy any. You are a spy. Grab her, Qarth!"

EFORE Joan could flash out the atom pistol she had concealed in the pocket of her dress, the Saturnian seized her arms from behind. The Uranian jumped startledly to his feet.

"A spy?" Qarth exclaimed, holding the girl. "Are you sure?"

The Jovian took of the thick spectacles.

"Take a look for yourself. You'll see that her aged appearance is just makeup. She's a young girl masquerading as a middle-aged woman. Search her."

The search discovered for them the little Planet Police emblem hidden in the sole of .loan's slipper.

"A Police agent!" the Saturnian exclaimed.

"You'd have got away with it," the Jovian told Joan mockingly, "if it hadn't been for the X-ray spectacles."

Joan understood then. Those curious spectacles were designed to permit their wearer to see through any makeup. Apparently the Lifewater vendors used them as a routine check on their new customers.

Her heart sank. She had accomplished nothing by her scheme to help Captain Future, except to get herself captured by the syndicate. And she had been so confident of success a moment ago!

Doctor Qarth, the Saturnian who seemed to be the leader of the three syndicate criminals, took command of the situation.

"This is serious. We'll take this girl at once to Rendezvous One and hold her for the Life-lord to question. If the Planet Police have spotted our branch here, we mustn't linger. You tie the girl and take her out to the car. I'll gather up everything here."

After the Jovian and Uranian hastily bound and gagged Joan, they carried her out of the room by a rear door. She glimpsed Doctor Qarth hastily gathering up papers, Lifewater vials, and money. Her two captors emerged with her into a dark court behind the building. Here a rocket-car was parked, a vague metal bulk in the shadows. The two criminals took her into the vehicle, tossed her on 'he floor. The Uranian started the atomic motors of the car, while he and the Jovian waited for their colleague.

Minutes passed, but Doctor Qarth did not appear. The two criminals became restless.

"Why is he taking so long?" hissed the Uranian. "This girl may have sent word to Police headquarters before she visited us. They may raid the place any minute."

"Qarth will be here soon," Joan heard the Jovian answer. "He's taking care to clean up every clue in the place."

A moment later, Joan Randall saw the Saturnian physician hasten from the building, out to the rocketcar. Carrying a bulging case in his hand, he seated himself beside the bound girl.

"All right, get going," Qarth ordered. "I'll watch this girl."

The Uranian started without delay. The rocket-car hummed out of the court and into the noisy street. Then it started threading through the ancient streets of Ops, traveling speedily in an eastward direction.

Doctor Qarth bent over Joan, in the rear of the ear. Apparently he was making certain that her bonds were tight. To the girl agent's amazement, the Saturnian whispered in her ear.

"Take it easy, Joan."

The voice was that of Otho the android!

OAN RANDALL was stupefied into astonished speechlessness. She baked up at the Saturnian who was bending over her. He didn't look like Otho in the least, yet that hissing whisper was unmistakable.

As he kept whispering, the sound was effectively covered by the humming of the rocket-car's motor.

"We reached Saturn a few hours ago," Otho explained swiftly. "When Captain Future heard where you'd gone, he knew you'd be in danger and sent me after you. I trailed you through the beauty shops you'd visited. Finally I found you'd gone to this Doctor Qarth's address, to buy the Lifewater. I came after, and realized they'd already discovered you were a spy. I saw them taking you out to this car.

"Doctor Qarth had stayed behind to gather up his papers and money," Otho chuckled. "I jumped the cursed Saturnian, overpowered him, and then hurriedly copied his appearance. And these simple criminals are taking us right to the secret headquarters of the Life-lord. We'll be waiting there when the Life-lord comes. It'll be easy to grab him."

Joan felt a surge of relief and new hope. The resourceful android's plan was a real chance to capture the Life-lord!

The car had left Ops and was racing eastward over the rolling plain, beneath the' brilliant moons and Rings.

"Where are they going?" Otho murmured puzzledly. "There's nothing in this direction except the fungus forest."

The disguised android stiffened in horrified amazement,

"The Life-lord's headquarters can't be there! It's death even to enter the fungus forest!"

CHAPTER IX

Horror in the Museum

ACK IN THE Governor's office in the city Ops, Captain Future stared down with dangerous gray eyes at the frozen body of Zin Zibo, the Venusian biophysicist.

Curt's eyes lifted like a knife-slash to the faces of the appalled men in the lighted room. His voice sounded like a whiplash.

"Someone murdered Zin Zibo to keep him from re

vealing his killer's name. The murderer tossed a darkness bomb. In the impenetrable obscurity, he jabbed Zin Zibo's cheek with a needle tipped with Plutonian freezing venom."

"What a horrible way to die!" breathed young Renfrew Keene, staring down at the body.

The famous "freezing-venom" of Pluto was such a ghastly poison that the very mention of it always produced a shudder. The venom was taken from a peculiar sea-snake found in the icy ocean of Pluto, the Sea of Avernus. It had never been successfully analyzed, but it was known to act as a chemical catalyst inside living blood, which it changed into an effective refrigerant compound that froze the whole body instantly.

There was revulsion, horror, fear, on every face that Captain Future scanned. Khol Kor, the tall, blue Saturnian Governor, had been trained to hardship, but lee was shocked. Sus Urgal, the jovial Martian author, now locked far from happy. Martin Graeme, the sour-faced Earthman ethnologist, could not hide his horror. Blond young Renfrew Keene was pale with loathing. All seemed frozen themselves by the breath of alien terror that had entered the office.

Graeme found his voice first.

"You don't think one of us is responsible for the murder, do you?" he demanded, his acidulous face anxious.

"Zin Zibo was about to reveal something," stated Curt Newton. "Zibo said he believed the man who found the Fountain of Life, the man who is now the Life-lord was right in this room! He was starting to tell us about a set of records in the Museum archives that had been stolen by someone in this room. At that instant, the darkness bomb was thrown."

Curt Newton knelt and examined the stiff, contorted body of Zin Zibo. Beside it lay a broken glass needle with a thin metal haft.

"Ezra, search every one in this room," he ordered over his shoulder. "Grag will help you."

By the time Curt had completed his examination of Zin Zibo, the search had been finished.

"Nothin' on any of them, Cap'n Future," reported old Ezra Gurney.

Curt spoke to Khol Kor, the Governor.

"Zin Zibo mentioned a secretary. You'd better notify trim of this."

The lanky Saturnian official went to the televisor on the desk and spoke a few words into it. Then he quickly returned.

Captain Future's gray eyes swept over the men facing him. Curt felt that this tragedy had been engineered in his presence as a personal challenge to him – a challenge that was almost contemptuous. His voice was harshly accusing.

"The man who did this is someone who, like Zin Zibo, had been searching the Museum archives. Graeme, you admitted studying those archives." Martin Graeme, the sour-faced ethnologist, hastily replied.

"Yes. But Keene and Sus Urgal have delved into those archives too, remember! All of us were searching the journals and maps of old expeditions into the unexplored Saturnian lands. We were all looking for some clue to the supposed whereabouts of the Fountain."

URT knew that was true. Zin Zibo's reference, just before the tragedy, might have applied to any of these three men.

"Danged if this ain't a puzzle," muttered Ezra Gurney to Curt. "One of 'em's lyin', but which?"

"Shall I knock their heads together till they all tell truth, Master?" asked Grag helpfully in his booming voice.

The men paled at the r robot's suggestion Martin Graeme cried out hastily.

"You have no right to threaten us, Captain Future! Someone outside this room might have flung in the darkness bomb and then entered and killed Zin Zibo."

"Yes, that may be it," supported young Renfrew Keene. ",.someone might have wanted to throw the blame on one of us in the room."

"Whoever did it, I know it wasn't me," said Sus Urgal, the Martian author, nervously. He added emphatically: I wish I'd never heard of the Fountain of Life legend."

Simon Wright, the Brain, broke his brooding silence. His voice rasped to Captain Future.

"I don't think it was anyone from outside the room, lad. I heard no door open, and my ears are sharper than human ones."

They were interrupted by the hasty entrance of a young Venusian. He stopped and stared in honor at Zin Zibo's frozen body.

"You're Zibo's secretary?" Curt Newton demanded.

"Yes, I'm Educ Ex," the young man stammered shakenly. "W-ho killed Doctor Zibo?"

"We don't know yet," Curt answered decisively. "But I think we will, before long."

"'This is frightful!" Educ Ex cried. "Doctor Zibo left a big scientific practice on Venus to follow this search for a rejuvenation method. He was eager to add the discovery to scientific knowledge. And it's brought him only a horrible death."

"Did Zin Zibo ever mention to you the theft of certain records from the Museum archives?" Curt asked.

"Never." the pale secretary answered dully. Then, he addressed Future in a broken voice: "Can I take his body now? There's a liner leaving for Venus tomorrow. He – he would want to be buried on his native world."

Curt nodded sympathetically. "I understand. You can take him."

Silently they watched as the grieving secretary had the corpse removed. In that interval, Curt came to a decision. He looked at the Brain.

"We may be able to find out just what records were stolen from the Museum archives, and by whom. That seems to be our practical line of investigation now."

The Brain seemed astounded.

"Why, yes, lad. But –"

Captain Future spoke sharply to Graeme, Renfrew Keene and Sus Urgal.

"I'm letting you go for the time being. But none of you is to leave the city of Ops. Understand?"

Surprisedly the three men hastily agreed. Then, glad to be getting away, they departed.

HOL KOR, the tall Governor, was staring at Curt Newton in amazement.

"You let them go?" he cried. "Why, one of them must be the murderer of Zin Zibo. You freed the man you're after!"

"It won't do any good to lock them up in prison cells," Curt Newton pointed out. "If one of them is the Life-lord, he'd just sit in his cell and remain silent. His lieutenants would carry on the syndicate's poisonous traffic. We'd get nowhere that way. But by letting them go, we're giving the Life-lord a chance to betray himself."

"I think I understand," Khol Kor said dubiously. "You mean to have all three of them shadowed?"

"Of course," Curt replied. "We'll go over to Planet Police headquarters at once and arrange to have three of their best men trail those suspects. Grag, bring Simon. Come along, Ezra."

The Brain, Grag, and old Ezra Gurney all looked wonderingly at Captain Future. They rapidly crossed from the Government Building to the smaller neighboring structure, where the Planet Police of this world had its central offices. But only when they were in an office of the Police headquarters did the Brain voice his wonder to Curt.

"Lad, are you losing your wits?" Simon demanded. "Why did you let all those suspects know we're going to the Museum to investigate? The guilty one will know just what we're doing!"

Curt grinned at Brain.

"I wanted the guilty man to know we're going to the Museum, Simon. Unless I'm wrong, the murderer will seize the opportunity to visit the Museum. He will try to scrag us before we can learn more. When he comes – we'll be waiting for him."

"Imps of space, I see your idea!" exclaimed Ezra Gurney, his faded eyes lighting. "You're settin' a little trap for the murderer, who'd show himself up to be the Life-lord. The Museum visit's just a blind."

"Not entirely a blind," Captain Future replied earnestly. "I really want to investigate those Museum archives. I'm pretty sure now that the Life-lord, whoever he is, got his first clue to the Fountain from the inscription in the Machine City. But that inscription probably told only that the Fountain of Life was somewhere on Saturn. It may have given a general, vague location, but probably not much more.

"So the Life-lord came to Saturn and searched old records in the Museum archives. He found a clue to the exact location of the Fountain. To prevent anyone else from finding the secret he abstracted those records. So, if we can find out just what records were stolen, we may find out for ourselves where the Fountain is."

"Say, that's smart!" Ezra said admiringly. "But you still want me to have men shadowing all three of those suspects?"

"All four of them, Ezra," Curt said gravely. "Khol Kor, the Governor, was in that room, too.''

The old marshal stared. "You don't think that Khol Kor –"

"It's not what I think or don't think that matters," Curt Newton replied. "In a matter like this, we can't overlook any chances. Have Police agents shadow all of them."

Curt scribbled a few words on a piece of paper and handed it to Ezra.

"Send this message to Commander Anders at General HQ of the Planet Police at Earth," he asked. "Save his answer for me."

Ezra stared puzzledly at the written words.

"I'll do that, though I don't see what good this information can be to you."

Captain Future delayed a moment longer, his tanned face worried.

"Otho should have been back by now with Joan. I can't understand it."

"That crazy android is probably off on another of his harebrained jaunts," suggested Grag vindictively.

"If he gets back with Joan, tell him to wait for me here," Curt told Ezra, "We're going to the Museum. Come along, Grag."

RAG picked up the Brain and followed Captain Future out of the building.

"First I want something from the Comet," Curt said. The Comet still rested in the dark, paved court behind the Government Building. From a locker Curt took a delicate thermocouple.

"Leave Eek here," he ordered Grag. "Then set the lock."

Reluctantly Grag deposited the little moon-pup in his cage of invulnerable metal in a corner of the ship. The robot set the device which would repel intruders from the ship. Paralyzing forces were automatically released by the prowlers themselves.

With Grag carrying the Brain's case, Captain Future and his two comrades started toward Ops Museum. The hour was late. The stupendous Rings still slashed the starry, sky south of the zenith, but only two moons remained in the heavens. When Ops slept, it was a vast silent pattern of blinking lights.

Curt Newton and the two Futuremen met no one as they rapidly made their way to their destination. The Museum stood in a large park that was surrounded by a high wall. Inside that wall were zoological and botanical gardens, and the massive, oblong, black bulk of the Museum itself.

The Saturnian guard at the gate started to warn off Curt Newton.

"No one allowed inside after sunset. You can't –" As the man made out the mighty metal shape of Grag and the watching eyes of the brain, he stopped short. His own eyes popped in amazement. Curt held out his left hand, showed the big ring of revolving planet-jewels.

"Captain Future!" gasped the Saturnian. "Why, what

–"

"Call all the guards here at once," Curt ordered crisply.

The guard obeyed without question. That strange ring was a talisman identifying the one man whom few people in the System would have dared to question. A dozen guards assembled rapidly. They were uniformed Saturnians who stared in awe at Curt and the two Futuremen. Curt spoke incisively.

"You're dismissed for the night. I'll be responsible to your superiors. Is everything locked up?"

"Yes, sir," a captain of guards answered quickly. "Here's the master electro-key to every door and gate." "Good," said Curt, taking the electro-key, which was a thin metal tube. "You can all go home now. Speak to nobody about this."

When the guards had gone, Curt and his comrades started through the grounds toward the looming bulk of the Museum.

They passed through the botanical gardens. Here were collected representative plants, trees and flowers from all over the System. Jovian copper trees shone metallically in the Ring-light. Venusian swamp lilies cast their heavy fragrance on the night air. The varied scents of beautiful clumps of Earth roses, Martian fireflowers, Uranian air-blossoms, were all mingled together. And they saw purple and blue blooms that were native to Saturn. All the vegetation of Saturn was represented except the dread fungus-forests.

The zoological gardens lay nearer the Museum. In cages and tanks were strange beasts from every world. Huge, furry six-legged korlats came from Charon, moon of Pluto. Gliding, jellylike crawlers had been captured in the Jupiter jungles.

Big, scaled, ferocious marsh-Tigers came from Venus alongside the royal, marred lions from Earth. Even two of the rare, armadillolike sun dogs from the Hot Side of Mercury were present. In a tank of great size swam an enormous-mouthed swallower from the Neptunian sea.

Besides these beasts from other worlds, the animal life of Saturn was fully represented. Hornless deer of the Great Plains had learned to live in enclosures near the cages of their enemies, huge blue grass-tigers. A lumbering giant chameleon roared up its full twenty feet and darted its looping tongue vainly through the bars. A colony of the semi-intelligent great ants, or myrmidonia, swarmed restlessly in a glassite cage. Penned nearby was one of the great gray Silicae, or metal-eating monsters of the south.

LL the planetary beasts were roused by the unfamiliar scent of Captain Future. They made the night ring with blood-chilling howls, hisses and screams of ferocity as Curt and his comrades passed.

"Nice, quiet little place," Curt said ruefully. "It's well you didn't bring Eek, Grag. He'd have been scared out of his wits."

"Eek is not as cowardly as everybody thinks, Master," Grag defended. "He just doesn't like excitement."

Captain Future chuckled. But he said no more, for he knew how deeply attached Grag was to the mischievous moon-pup.

The dark facade o€ the Museum loomed before them. The door was locked. But a thin beam from the master electrokey was swiftly tuned to the frequencies of the electro-lock. IL set the door swinging open.

They entered a dark enormous hall of metal statues of the heroes of Saturnian history. Their heels rang on the metal floor, and the metal walls sent the echoes bouncing back.

"Grag, I want you to stand guard here," Curt instructed. "You did a good job of imitating a statue when you played that joke on Otho. You can repeat the performance here."

"I don't like to be a statue, Master," sulked Grag.

"You'll be one and like it," Curt declared. "Get on a pedestal. Let anyone come in who wants to enter the Museum but don't let anyone leave!"

Unwillingly Grag lifted one of the statues from its pedestal. He set it aside and took its place. Standing motionless in the semi-dark, the big metal robot looked exactly like one of the statues.

Curt picked up the Brain and started through the Museum for the archives. They passed first through the Gallery of Science, in which loomed exhibits of atogenerators, rocket-motors, and other energy devices.

The Museum was a silent, awesome place, its great metal galleries illumined by shafts of Ring-light from the windows. Vague, strange shapes of the exhibits that had been brought from far worlds towered high all about them.

In the Gallery of Planetary Archaeology, a great stone head from one of the cities of the Ancients on Jupiter leered down at them. A fishlike idol, dredged from Neptune's sea, glared ahead with jeweled eyes. Two basalt monsters from under Pluto's ice seemed about to spring at each other.

As they went through the Gallery of Native Saturnian Archaeology, Curt Newton stopped to play his fluoric flashlamp on a carved relief. Crumbling with time, it depicted a group of men with large wings, flying high above the ground. He read the inscription under it.

Ancient Saturnian relief, origin unknown, found in the Northern Plains. It is believed to depict the mythical winged men, or Qualus.

"The winged men who, legend says, guarded the Fountain of Life," muttered Curt thoughtfully. "And if one legend is true –"

"The other may be true?" the Brain finished. "I doubt it, lad. Nobody's ever seen or heard of winged people on this world."

"A lot of Saturn is still unexplored," Curt reminded him. "Still, that can wait. The archives are really what interests me."

He soon found the room of archives, a great hall crowded with racks of metal filing-cases, and with an exhaustive card-index system.

Curt but Simon, Wright's case on a table, and adjusted the thermocouple instrument from the Comet beside the Brain.

"Watch this, Simon," he asked. "This thermocouple's sensitive enough to warn us if any other warmblooded being enters the building. I got the idea from those mechanical guards of the Machine City."

"A good idea," Simon approved. "If the Life-lord and his criminals try to surprise us, as you expect, we'll have sufficient warning."

Y the masked ray of his flashlamp, Curt quickly inspected the archive records. Anyone who borrowed files from the archives must sign for them, he knew. He discovered that Zin Zibo, Renfrew Keene, Sus Urgal, and Martin Graeme had all studied records from the section of archives titled: "Ancient Accounts of Saturnian Exploration."

Captain Future went to that section, tithe files. He started riffling through the folders, which contained faded documents and transcripts that had come down from the dim past of Saturn's history. He wanted to find out, if possible., just which of the records had been stolen.

His keen eyes scanned the labels on the folders. "Account of an Attempted Expedition into the Northern Mistlands:" "Journal of Re Elam's Exploration of the Equatorial Fungus Forest." "Brai Balt's History of Martian Visits to Saturn in Prehistoric Times."

Curt Newton suddenly straightened sharply, listening. A queer, simultaneous clicking sound from many directions had reached him.

"What's that?" he exclaimed. "Sounded like a lot of doors opening all at once."

"I heard it, too," Simon rasped. They listened. Then the Brain exclaimed in surprise. "Lad, the thermocouple device shows that someone is entering here!"

Curt extinguished his flashlamp and drew his proton pistol. Though they waited tensely in the dark they heard not the slightest sound for entire moments.

Then the sounds of advancing padded feet reached their ears. A low, fierce snarl split the dark. Curt flashed his beam. It showed an appalling sight

A horde of fierce planetary beasts, korlats, crawlers, lions and others, were entering the dark hall!

"The beasts in the zoological gardens have been released on us!" Curt cried. "The Life-lord did this!"

CHAPTER X

Amazing Impersonation

S THE snarling planetary monsters crouched to spring, Captain Future heard the crescendo humming of a rocketflier. It had been hovering above the Museum and now began speeding off in the night. He understood instantly the meaning of it.

"Simon, the Life-lord hovered over this place in a flier. He released those beasts on us by unlocking every door and gate here! He knew the beasts would scent us and follow the trail."

"How could that devil unlock all the doors from a flier hovering above?" the Brain cried.

"He could do it easily," Curt explained, without taking his eyes off the crouching creatures. "A masterwave of a certain frequency opens every electro-lock here. The Life-lord knew that secret frequency. He played it down on the Museum and cages from a big projector"

There was no time for further explanation. With a nightmare cacophony a group of blood-chilling shrieks, a group of the beasts started charging.

Two huge, furry, six-legged Charonian korlats, a scaly, fanged Venusian swamp-tiger, and a roaring Earth lion charged viciously at the scientific wizard.

Curt's proton pistol blasted out a pale beam that swung from one fierce, onrushing shape to another. It knocked the first ferocious attackers into stunned, unconscious heaps.

But others kept coming on – a gliding Jovian crawler, whose one eye glared at Curt from its protoplasmic body, and a slinking, Saturnian blue grasstiger. More of the great carnivora from the unlocked cages were entering the Museum at every moment.

The creatures, released from their confinement, couldn't get out of the grounds. The gates of high surrounding walls had not been unlocked by the Life-lord. So the beasts, scenting human prey inside the Museum, were streaming in through its opened doors. Now they padded through the dark halls in their bloodthirsty search.

Curt heard fearful screams and roars as some of the animals fought – among themselves in the halls and outside ground. But most of them pressed toward the hall of archives, in which Captain Future and the Brain were trapped.

Curt's proton beam piled a heap of stunned monsters in front of him. As he held off the creatures, he was mentally damning the Life-lord's diabolical cunning. Twice now he had set traps for the Life-lord. Twice had the syndicate master ingeniously turned his own trap against him.

Over the bedlam of shrieks and howls of crowding planetary monsters, Curt Newton heard a distant, booming cry.

"Grag's in trouble!" he exclaimed. "Simon, we've got to get to him!"

Snatching up the Brain's case with his free hand, Curt triggered-ahead swiftly. His pale proton ray cut a path through the raging animals He plunged among them, and fought his way through the Galleries of Planetary and Saturnian Archaeology, toward Grag's voice.

Grag was in the big, dark Gallery of Science. The robot writhed on the metal floor, gripped by an enormous, formless, metal-eating Silicae. The whiplike cilia had seized the robot, and the powerful digestive acids were already playing on him to ingest him.

APTAIN FUTURE'S proton ray, set to full strength, blasted the gray monster in half. Grag rose to his feet, furiously.

"The creature meant to eat me, Master!" the robot boomed wrathfully. "I was trying to get to you ".

"Grag, take my pistol and fight-to-hold the things off a few moments. I'm going to try something."

Curt's keen eyes, roving desperately to find a way out of this appalling situation, had lighted on one of the spherical ato-generators. Though it was an exhibit of The Gallery of Science, it was in perfect working condition.

Hastily, while Grag held off the circling monsters, Captain Future ripped wires from another machine exhibit. He connected the output terminals of the ato-generator to the metal floor of the vast hall. He started the atomic motor of the machine humming. Then, before switching in its electric generator, he shouted to Grag.

"Get up on a' pedestal, Grag. Quick!"

The pedestals were constructed of a plastic that was a dielectric. They would insulate them from the floor.

Curt, holding the Brain, had already climbed on the pedestal of the humming ato-generator. Grag hastily scrambled onto another nearby pedestal. All at once the roaring animals charged forward.

But Captain Future threw in the dynamo of the powerful ato-generator. The mechanism delivered all its tremendous electric current through the wires – into the metal floor!

The terrific voltage was conducted through the metal floors of all the Museum's halls and corridors. The planetary monsters who had invaded the building were stunned – or so painfully startled that they beat a hasty retreat from the building.

In a few moments, all the terrified animals were either gone or senseless. Curt Newton turned off the atogenerator.

"Quick. Out of here; before they get over it and attack us again."

"The archives, lad –" the Brain exclaimed.

"I learned what I wanted to find out there," Captain Future replied. "Come on, Grag."

Grag hastily picked up the Brain. They emerged from the Museum, into the dark grounds. A hellish din of shrieks, howls and roars told of released beasts prowling and fighting amid the vegetation.

Curt and the two Futuremen pressed toward the street gate. The scientific wizard used his pistol to clear the way of animals that still sought to attack them.

They reached the locked gate in the wall, passed through it, and relocked it behind them.

"Whew, that was a nasty place to be trapped in!" Curt breathed, mopping his brow in relief. "Damn the Life-lord for his cunning! Simon, we're up against one of the most deadly antagonists we've ever had."

"Aye, lad, worse than the Wrecker or the Moon Master. The man who could find the Fountain of Life and organize the System-wide Lifewater syndicate is no mean enemy."

"I found out in there what record was stolen from the archives," Curt said keenly. "The 'History of Martian Visits to Saturn in Prehistoric Times' was missing from the file, Simon. That must be the record Zin Zibo mentioned as having been stolen. That record must have contained forgotten archaeological evidence by the old Martian Machine-masters when they reached Saturn. They found the Fountain of Life.

"A man, who knew that fact, as the Life-lord did from the Machine City inscription, could figure out the Fountain's location from that 'History.' It would be of no value to an uninitiated person. The Life-lord must have done that."

IMON pondered that theory before he added his own.

"And then he stole the record so no one else could

figure out the secret from it. He had already stolen the jewel- inscription in the Machine City. If we knew who did that."

"We'd have our man," Curt agreed. "But it might have been any of our suspects. They all did some research in these archives. Even Khol Kor would have easy access to them. That's a blind alley now. What's more important right now is to find out just where all our suspects have been in the last hour. If one of them's the Life-lord, and if it was the Life-lord who staged that deadly attack on us just now, the Planet Police agents trailing our suspects may be able to tell us which one is our man."

They returned hastily toward Planet Police headquarters. The short Saturnian night was almost over.

But the streets and parks still lay sleeping and deserted under the shining Rings and changing moons.

When they entered the Police offices, Ezra Gurney showed amazement at sight of Curt's appearance.

"What in the world's been happenin'?"

Captain Future explained crisply.

"Better call the authorities at once," he concluded. "Those beasts roaming in the Museum grounds must be put back in their cages."

The old marshal hastily made the call. There was excitement in his faded eyes as he swung back to Curt.

"Haven't Otho and Joan returned yet?" Curt demanded.

"No and I'm gettin' plenty worried about 'them," Ezra confessed.

Curt's face tightened. What had happened to Otho and Joan? He was concerned about the girl. She was pretty important to Captain Future. As a matter of fact, while he had been fighting the monster horde, it was almost as though she had been next to him, helping him and Grag.

"The Life-lord struck quickly at us in the Museum, Ezra," Captain Future's voice hammered. "We've got to get that devil, or he'll get us. What about the agents you set to trail our four suspects? Any report?"

Ezra's face fell. "Martin Graeme and young Renfrew Keene slipped their trailers. Don't know where those two are. Khol Kor's in his office, an' Sus Urgal is at his hotel." He picked up a slip of paper from the desk. "An' here's the answer of Commander Anders to that message you had me send him." Curt glanced at the brief reply he had, asked Ezra to send to Planet Police General HQ at Earth.

"Just as I expected," he muttered. He raised his gray eyes gain to the old marshal. "Send out a general order to pick up Graeme and Renfrew Keene at once. I'll see Khol Kor and Sus Urgal later."

"You've a clue to the Life-lord's identity, lad?" the Brain asked quickly in his metallic voice.

"Maybe: I'm not sure," Curt Newton said, his tanned face thoughtful. "But I want to question Keene."

While they waited, they knew that night would soon be over. Curt paced to and fro. The wizard of science chafed at this enforced inaction, and in addition he was worried about the missing Otho and Joan.

Finally Ezra Gurney answered a televisor call. When he turned, there was a little hope on his weather-beaten face.

"The Police have picked up Renfrew Keene at his lodgings. They're bringing him here. But they haven't been able to find Graeme."

HEN the officers brought Renfrew Keene into the office, the young Earthman's blond face looked haggard and desperate. His eyes were haunted, almost wild, as he faced Captain Future.

"Where have you been tonight?" Curt demanded. "I'm not telling," young Keene answered sullenly. "Hear that, Cap'n Future?" cried Ezra. "He's the man

you're after. He made the attack on you in the Museum."

"I don't know what you're talking about," Keene denied.

"He could be the Life-lord, all right," Simon muttered thoughtfully. "Though Graeme's been missing, too."

"Me, the Life-lord?" Young Keene laughed mirthlessly. "You must be crazy."

"You told us you came to Saturn to look for your father, Thomas Keene," Captain Future stated.

Renfrew Keene nodded sullenly. "That's right. My father disappeared here while he was searching for the Fountain of Life."

"You're lying, Keene!" Curt Newton declared harshly. "Thomas Keene never disappeared. You are Thomas Keene!".

The others were thunderstruck by the charge. Then Ezra Gurney round his voice.

"But, Cap'n Future. Thomas Keene was an elderly man. Khol Kor remembered talking to him. He told us this boy's father was old."

"Yes, Thomas Keene was an elderly man." Curt nodded grimly. "Until he drank the Lifewater."

"Name o' the Sun!" Ezra exclaimed, aghast. "You mean this young feller is really the old man, Thomas Keen?"

"Of course he is," Curt Newton said. "I suspected it when Khol Kor said that Thomas Keene, though an old man, bad remarkably resembled this young Renfrew Keene. That message I had you send to Earth was a code inquiry. I wanted to learn if Thomas' Keene had ever had a son. He hadn't, the answer stated conclusively. So I knew this was Thomas Keene himself."

Thomas Keene – the blond young Earthman who had been masquerading as his own son – seemed to wither before the charge.

"Yes, it's true," he said dully. "I'm Thomas Keene. I drank the Lifewater here, months ago, and it made me young. I've been drinking it ever since."

His voice continued without emotion as he stared hauntedly

"I came here months ago, hunting for the Fountain of Life, wanting to be young again. I tried to find the secret in the Museum archives, but the essential record had been stolen. Then, as I wandered around in vain search, the syndicate secretly began to sell the Lifewater. I realized then that somebody else had already found the Fountain. I bought the Lifewater. It made me young again. To prevent' anyone from knowing what I'd done, I pretended to be my own son, come, from Earth to search for myself. "Then I learned that I must drink the Lifewater every few months thereafter, or, die horribly. I've spent all my money since then, buying the stuff from the, syndicate's secret agents here in Ops. Now my money is gone, and they won't give me any more. I'll die soon. I wish I'd never heard of the Lifewater!"

Captain Future's eyes narrowed, Was Keene's story true, or was he really the Life-lord, cunningly covering up the exposure?

"You say the, record you wanted from the archives was gone when you looked for it months ago," he repeated

What record?"

"The old 'History' of Martian visits in the far past. If it hadn't been gone, I might have learned the location of the Fountain myself."

Despite his apparent sincerity, the old planeteer was entirely unconvinced.

"He's tellin' a pack of fancy lies, Cap'n Future," Ezra Gurney cried. "He came here lookin' for the Fountain. He found it. He drank the Water and became young. Then he started organizin' a syndicate to sell the Lifewater everywhere.

Tonight he tried to kill you!"

"I didn't!" Keene denied heatedly.

"Where were you the last two hours?" Curt pursued.

"I went to one of the secret syndicate outlets here in Ops, to beg them to give me the Lifewater before I die," Keene answered desperately. "That's why I shook off the Police shadow."

"Did they give you the Lifewater?" Curt demanded.

Keene shook his head. "No one was there! It looked as if there'd been a fight of some kind. Doctor Qarth, the syndicate vendor of the Lifewater, lay murdered. The others were gone."

Captain Future stiffened at this information.. He swung swiftly to Ezra Gurney.

"Ezra, we're going to that place Keene mentions. If it's one of the syndicate outlets, or has been, we may learn something there. Return to the Comet, Grag, and wait for orders. I'm taking Simon with me."

"If I take you to the place, will you get me some, Lifewater somewhere?" Thomas, Keene said desperately.

"Can't promise that," Curt answered, with his usual honesty.

"I'll die without it!" raved the Earthman.

Captain Future looked at him in half pity.

"Simon, we've got to find some medical formula that will permit people to quit drinking the Lifewater, and yet not die."

"Aye, lad," muttered the Brain. "But we can't devise such a formula without having some Lifewater first to analyze."

"Rocket-car's waiting," called Ezra from the door. "Come on, Keen," Curt ordered. "You're guiding us.

The Planet Police rocket-car, with Curt at the wheel and Thomas Keene directing the route, drummed swiftly through the black, sleeping streets of Ops. Dawn was beginning to pale in the eastern sky. They flashed across the bridge over the Hyrcanian River, and into the shabby section near the spaceport. A big liner was taking off.

"There goes the Venus liner," said Ezra, who sat in back with the brain "That young secretary must be on it, takin' Zin Zibo back to Venus in his coffin."

"This is the place," Keene said.

It was a two-story building. Qarth's shingle hung outside.

Captain Future went in with his proton pistol in his fist. Keene followed and Ezra Gurney brought in the Brain.

In the rear room of the building, on the floor, lay a cadaverous blue Saturnian with an atom pistol in his hand.

"His neck's been broken," Curt declared, examining him. Curt's pulse jumped. "It was done by super-ju-jitsu twist of vertebra. The only person besides myself who knows that twist, is the one who taught it to me – Otho!''

"Then Otho has been here?" Ezra Gurney cried excitedly, "But where'd he go? Was he captured?"

Curt's keen eyes had found on the floor a drop of chemical oil and a crumb of blue pigment. He began to understand.

"Otho killed this Saturnian, who was trying to kill him. Then Otho disguised himself as the Saturnian. He was trying to find Joan. He must have done this as a desperate expedient to save Joan from some deadly danger!"

CHAPTER XI

In the Fungus Forest

UTURE had felt worried about Otho and Joan Randall for the last few hours. Now, with this discovery, his worry sharpened into urgent anxiety.

"Something happened here, and we don't know what it was," Curt muttered, his gray eyes-sweeping the disordered room "We know that Joan was searching for one of the syndicates branches. She must have located this place. And Otho, searching for Joan, must have followed her here. Now they're both gone, Otho in disguise. Where did they go?"

"Danged if I can understand this," declared Ezra Gurney bewilderedly, scratching his white head

Captain Future made a swift search of the building. He found nothing that would show where the missing ones had gone.

Thomas Keene, his youthful face desperately eager, clutched Curt's sleeve as he returned to the room.

"Did you find any of the Lifewater, Captain Future?" he asked avidly.

The tall, young scientific wizard shook his flaming head.

"No Keene They must have taken it all with them."

But I've got to have Lifewater soon, or I'll die!" Keene cried shrilly. "I guided you here because I thought you'd get the elixir for me. If you won't, I'll have to get it elsewhere!"

"Quiet down," Curt ordered sharply. "We'll do what we can for you. Rut right now there are other things that are more urgent."

Keene sank into a chair, covering his face with his hands. Leaving Ezra to watch him, Captain Future went out into the small court behind the building. He inspected it thoroughly. In the first faint dawn light, he detected unmistakable tracks on the cement paving.

"They left here in a rocket-car," Curt muttered to himself. "Whatever happened here must have alarmed them. They .hastened off to report to the syndicate's headquarters. If we only knew where that was!"

At that moment he heard thee sound of scuffling from inside the building, and then a yell in Ezra Gurney's voice.

Curt Newton raced back inside. Ezra was picking himself up from the floor, his faded eyes flaring with anger.

"What happened?" Curt shot at him. "Where's Keene?"

"He got away, the devil!" yelled Ezra furiously. "Pretended to be sittin' there broodin'. Then when I turned around to say somethin' to Simon here, Keene knocked me down and ran out."

With the old marshal, Curt Newton plunged out into the front street. Thomas Keene was not anywhere in sight.

"See if you can find him, Ezra," Captain Future ordered sharply. "He must not escape."

Simon Wright was calling from inside. Curt returned to the building while Ezra started searching along the street.

"Lad, see what you make, of this," the Brain asked.

Curt knelt down beside Simon to examine the dead Saturnian. In the wrinkles of the dead Doctor Qarth's zipper-suit clung tiny, microscopic brown specks.

"Dead fungus spores!" Captain Future exclaimed. His face lit up "Simon, we've got a lead here. This Saturnian has recently been in a fungus forest undoubtedly the forest near this city!"

ZRA came back, swearing with practiced thoroughness.

"Keene got away, Cap'n Future. I televised headquarters to broadcast a new' alarm for him."

Curt's tanned face became thoughtful.

"Keene seemed to have been pretty desperate for the Lifewater. Maybe he knows of another syndicate branch here in Ops and has gone there to try to get the elixir."

"Or else Keene's the Life-lord himself," said Ezra.

Maybe so, Curt admitted. "But I'm more interested in trailing Otho and Joan, and making sure of their safety, right now. The trail leads to one of the fungus forests, Ezra"

Curt told him of the clue of the dead fungus spores.

"But it's death to go into those fungus forests!" Ezra protested. "Those spores kill anything they touch."

Yes, but scientists and explorers have penetrated the fungus forests, by wearing auras of sporicidal force."

"That's so," Ezra admitted. His faded eyes flashed. "Blazin' meteors, maybe the Life-lord has had his headquarters in the fungus forest, all along! He and his men could go in and out by wearin' auras. The space ships that take the syndicate's Lifewater to other worlds could land in there, and nobody'd ever see them. Maybe the Fountain of Life itself is in that forest!"

"I'm going to find out," Captain Future declared. "Ezra, I want you to get me one of those aura projectors. Can you?"

"Sure, there's a supply of 'em at Government Building," the old marshal replied.

"Bring me one, and get Grag from the Comet. I want him to help Simon on a job here."

When Ezra had gone speeding off in the Planet Police rocket-car, the Brain looked inquiringly at the tall scientific wizard, "What do you want me to do here while you're searching the fungus forest, lad?"

"Keen must be recaptured," Curt explained quickly. "Now, if he was telling the truth, he's actually desperate for the Lifewater. After slipping away from us, he'd go to another branch of the syndicate in Ops. If he knew of one, he'd try to get the elixir there."

"He would, if he was telling the truth," the Brain amended.

"What I want you and Ezra and Grag to do," Captain Future added "is to stay in this place. Customers of the syndicate – people who want to buy the Lifewater and don't know what's happened here – will be coming to buy the elixir. Grab all those customers. Try to find out from them where there is another syndicate outlet in Ops. Some of them are sure to know. When you, find out the location of another branch, raid it at once. You may find Thomas Keene there."

"I understand," rasped the Brain. "Though if Keene is the Life-lord, as Ezra thinks, our calculations are all awry."

"Keene's only one of our suspects," Curt reminded him. "Where did Martin Graeme disappear tonight? Has that Martian, Sus Urgal, really been at his rooms all night? And where's Khol Kor?"

"It's a bewildering tangle, lad," Simon admitted. "While we are trying to penetrate it, the poisonous Lifewater traffic is going on unhindered all over the System."

"I know, I know," Curt snapped. "But we're working as fast as we can. The paramount necessity now is to learn whether the Lifewater syndicates heart is really in that fungus forest, and if Joan and Otho are there."

Ezra Gurney reappeared, breathless with haste. Grag came stalking behind him. He handed Curt, a little cubical mechanism, an aura projector.

URT fastened the device to his belt, under his flat gravitation equalizer. Then he rapidly told Ezra and Grag his plan.

"So we're to stay here and keep shop for the Lifewater syndicate and nab its customers," Ezra said grimly.

"I'd rather go with you, Master," pleaded Grag.

"Simon will need you," Captain Future replied soothingly. "If I want you, I'll call back by televisor."

Curt hurried' out to the rocket-car. He entered the tubular, wheeled vehicle, slammed shut its door. Furiously he sent it racing with a crescendo roar of tubes through the dawn-lit black streets of Ops.

Curt swung past the spaceport. Soon he was out of the great Saturnian city and heading eastward over the rolling farm-fields. The Sun had now risen, a small, brilliant disk. The Rings were a pale white, arc across the high southern heavens.

Quickly, Captain Future left behind him the broad cultivated fields and pastures that surrounded the city. Before him stretched the blue, grassy plain, undulating away to the far horizon. Here and there the treeless flatlands dipped into valleys. The only vegetation were low black shrubs with purplish blooms.

Curt knew that the fungus forest lay eastward from Ops hardly more than an hour by fast rocket-car. It was the only fungus forest in this whole part of Saturn. The others were thousands of miles southward. Therefore this must be the one the dead Saturnian had been visiting. It would be a perfect hideout for the Lifewater syndicate's base.

Captain Future's heart pounded with hope. If the Life-lord had his headquarters there, was the Fountain of Life itself somewhere in the deadly forest? That hardly seemed likely. After all, explorers protected by auras had sometimes penetrated the forest. Yet, it might be. There was no telling what he would find among the fungi.

An hour after leaving Ops, Curt Newton's car crested the rim of a deep, broad valley that stretched away for many miles.

Down in this valley, filling it from rim to rim, sprawled a choked forest of fantastic, mushroomlike Yellow growths. They made the valley stand out like a bright yellow blot on the rolling blue plaint.

"The fungus forest, all right," Curt, muttered. His eyes swung shrewdly along its edge. "Now, how do I pick up the trail in it?"

Curt finally adopted the plan of cruising slowly along the whole eastern rim of the valley, searching for the tracks of passing vehicles. Coming from Ops, they must enter the valley from this side.

He finally discovered a track. Crushing down the blue grass, it led directly down into the fungus valley. The Life-lord and his criminal henchmen must have habitually traveled from Ops to the forest by this path. Probably, Captain Future thought, they had usually made the trips by night to avoid being noticed.

Curt Newton decided to leave the rocket-car and enter the fungus forest on foot.

"Rocket-car's too easy to hear coming," he thought. "Hope I won't have far to go in that cursed forest."

He ran the car into the concealment of a small dip in the plain. Then, making sure that the aura projector at his belt was in operating condition, he started descending into the valley.

As he climbed down the grassy slope into the deadly yellow forest, Curt switched on the projector. At once, the shining blue aura of force shrouded his whole body. The blue cloud was capable of killing the fatal fungus spores instantly, before they could even touch him.

Curt could see out through the wavering blue force of the aura, though dimly. Despite the protection of the device, the skin on his back crawled as he strode among the fungi.

REAT, yellow, bulbous, fantastic mushroom growths towered on all sides of him. In the air drifted golden, beautiful, terrible clouds of spore dust, bursting constantly from popping spore pods and raining upon the purple soil.

There was no ordinary vegetation, and no animal

life whatever, in, this deadly place. For anything those golden spores settled on instantly became a crawling mass of devouring fungi. Only the fact that the spores were heavier than air kept them from drifting devastatingly over the whole of the planet.

"Sure hope, my aura doesn't give out,'' Curt prayed fervently. "If it does, I'd last about ten seconds."

Through the yellow gloom of the enormous, crowded fungi, through the drifting clouds of golden, deadly dust, Captain Future indomitably followed the trail worn by passing rocket-cars.

Suddenly he glimpsed ahead a small, oblong metal structure. At sight of it he crouched back quickly out of sight.

"The Life-lord's rendez-vous!" he breathed. "This is the place, all right."

The little metal building stood in the concealment of towering fungi, at the edge of an open clearing. The purple soil had been scarred and blasted in the past by powerful forces.

"Space ships landing and taking off marked up that clearing. This is where the syndicate's ships from all over the System have come to get the Lifewater from the Life-lord."

He drew his proton pistol and crept forward, still shrouded: by his blue aura. He reached the side of the small building, and peered cautiously in through an hermetically sealed window.

Curt Newton's blood leaped at the sight inside. The room he looked into had double air-lock doors and sealed windows. He saw cases packed with vials of shining, opalescent Lifewater.

At a desk sat a shining, aura-shrouded shape.

"The Life-lord at last!" Curt whispered fiercely.

His eyes moved unwillingly from the concealed, shining shape of the master of the illicit elixir traffic, to the others inside the room.

Three of the criminal syndicate stood near their master. Curt recognized the red Martian as Thorkul, the man he'd nearly trapped on Venus. Also there were a brawny greener Jovian and a Uranian.

Tied hand and foot, lying on the floor, were two helpless people. One was Joan Randall, her face pale under its disguising makeup. The other was a Saturnian. Curt instantly recognized him through the disguise as Otho.

"Devils of space, again they discovered that Otho was an impostor!"

He listened. The Jovian was reporting to the shrouded Life-lord, who apparently had only recently arrived.

"That's how it happened, Life-lord," the Jovian explained. "That girl came to our branch in Ops. She wore that disguise, wanting, to buy' the Lifewater, I saw by the X-ray spectacles she was a spy. We grabbed her and took her out to the rocket-car to bring her here. We waited while Doctor Qarth destroyed all the evidence in the branch. Then Doctor Qarth came out, and we started for here.

"But on the way here," the Jovian continued, "I happened to bump against Doctor Qarth inside, the car. He was wearing a gravitation equalizer hidden under his jacket! Why should a native Saturnian be nearing a gravitation equalizer? I realized he wasn't Qarth but somebody doubling as him. So I jumped him when he wasn't, looking, and knocked him out. We found out that he was one of the Futuremen! We brought him and the girl here, and have been waiting for you."

UTURE sucked in his breath sharply. So that was how Otho happened to be exposed! He began to understand

"I don't like this," the Life-lord was saying harshly. "One thing after another has gone wrong since that devil, Captain Future, reached Saturn. So far, we've scraped through. But that red-headed fiend never gives up when he gets on a trail. He must be stopped!"

"What about, hose two! What shall we do with them?"

"We'll put them out of the way, of course," the Lifelord snapped. "But first we'll make one more effort to get them to talk. I want to know if anyone else suspects our, rendezvous."

Captain Future waited to hear no more. He realized now the imminent and deadly peril of Joan and Otho. He must get in there and fight to save them. But he would be one against four.

"Invisibility that's my only chance!" Curt thought swiftly. "If I can get Otho loose –"

"He hastened around to the air-lock entrance of the building. Noiselessly he opened the outer door and entered the air-lock.

The lock was pervaded by a constant glow of the blue sporicidal force. That was to keep any of the deadly spores from getting through the lock. Curt could safely switch off his aura here.

Standing in the narrow air-lock, Captain Future hastily drew a disklike instrument from his belt and held it above his head. From it an unseen force tingled down through his body.

It was one of the red-haired scientific wizard's greatest secrets. That disk-shaped instrument gave his body a charge of energy that refracted all light around it and so made him invisible. But the charge lasted only ten minutes before it would dissipate and he would become visible again.

Curt Newton felt darkness closing in on him, until he was in utter blackness. He was invisible now. But, because all light was refracted around him, he could see absolutely nothing.

Yet Captain Future, from long practice and by aid of his remarkable sense of hearing, could move blindly and with great skill.

He groped to the inner door of the air-lock and softly opened it.

Listening, he gathered that Joan had been ungagged hauled to the desk behind which the Life-lord sat.

"Are you going to tell us who else, besides the android, knew where you went?" the Life-lord was demanding.

"I'll tell you nothing!" Joan voice flashed.

Curt groped silently along the edge of the wall. He reached Otho, bent over the bound, gagged android.

"It's Future!" Curt breathed, 'I'm going to untie you. Be ready to help me jump the Life-lord and his men."

THO'S body twitched eagerly in answer. Curt' began to work at the android's bonds. Then he heard the Life-lord's voice.

"Bring that Futureman over here too!"

Curt Newton, hearing that command, leaped soundless away from Otho to avoid discovery. But his blind leap sent him caroming squarely into a solid body.

"Somebody just bumped into me!" yelled Thorkul, the Martian. "Somebody invisible!"

"It's Captain Future!" cried the Life-lord. "They always said he could make himself invisible. Look out!"

Curt, still unable to see anything, had drawn his proton pistol. He shot at the sound of the Life-lord's voice. But the arch criminal had moved aside, for his voice came shrilly from another part of the room.

"Out of here, before the invisible devil gets us!" the Life lord shouted. "Snap on your auras!"

Curt heard' the air-lock door slam and knew that the Life-lord and his criminal followers were escaping. Still hampered by his inability to see, he shot at the door as it slammed shut.

Then he heard the crash of smashing glassite, followed by the roar of a departing rocket-car outside, as the criminals sped off.

Joan's voice came frantically, to Curt.

"Captain Future, they smashed a window from outside to let fungus spores in on us! And Otho and I are tied and can't do anything!"

Curt Newton had been about to pursue the escaping criminals. He stopped short. Vision was coming back to him as his invisibility faded. He saw that the window' in the west wall was shattered.

Already a few of the deadly spores were drifting inside!

Curt snapped on his aura and dashed to the window. He stood against it, his blue aura preventing the spores from entering. But he couldn't leave the window or the deadly dust would enter.

The Life-lord had effectively prevented Curt from pursuing him!

CHAPTER XII

Weird Mystery

ZRA GURNEY, GRAG AND SIMON were in the offices of the dead Doctor Qarth, Which had been one of the Lifewater syndicate's branches. The Brain spoke, after Curt Newton had departed.

"Curtis wants us to stay here while he's searching the fungus forest. He thinks Thomas Keene may, have gone to some other of the syndicate's secret outlets to try to get Lifewater. He wants us to recapture Keene."

"So we're to grab any people who come here to buy the Lifewater," Ezra Gurney drawled. "We find out from 'em' where the elixir can be bought in the city. Then we raid any other outlet we learn of, to capture Keene."

"That's the idea," Simon Wright said. "There must be more than one place, in a big city like Ops, where the syndicate sells the elixir."

"But we won't find Keene anywhere in Ops," Ezra predicted. "Why? 'Cause Keene himself is the Life-lord that Cap'n Future is after!"

"I do not think so, Ezra," boomed Grag, the robot. "Martin Graeme, that Earthman ethnologist, is our man. Why else would Graeme disappear right after we reached Saturn and began to question him? It was Graeme who killed Zin Zibo in the Governor's office. Then he shook off the shadow railing him, and vanished."

"I wonder," muttered the Brain thoughtfully. "That' Martian author, Sus Urgal where does he figure in all this? And is there any real reason for suspecting Khol Kor, the Governor?"

"Hardly seems likely that a man of high office like Khol Kor could be the Life-lord," dissented old Ezra Gurney.

"Domination of the System through the Lifewater traffic might tempt even a Governor," the Brain retorted. "Remember how that Space Emperor on Jupiter turned out to be the vice-governor."

Ezra nodded. He well remembered that terrific struggle in the Jovian jungles, in which Captain Future finally defeated the man who had unloosed a blight of atavism on Jupiter.

"Listen, I hear someone entering!" Grag declared.

The morning was by now far advanced, and an increasing bustle of traffic from the street had become audible. The bell of the televis-announcer rang sharply.

"You take it, Ezra," directed the Brain. "Grag or I would scare anyone away."

Ezra Gurney went into the front office of the late Doctor Qarth, and touched the door-release switch.

It was a pretty, youthful Saturnian girl who entered. She looked hesitantly at the weather-beaten old marshal. Ezra had thrown a cloak over his dark uniform, but the girl appeared suspicious.

"I want to see Doctor Qarth," she said quickly.

"He's not here," Ezra told her. "If it's the Lifewater you want, Doctor Qarth left me in charge of that." The Saturnian girl seemed relieved.

"Yes, I want another vial of the elixir. They told me I'd have to have it by now. I've brought money to pay for it – all I could get together. Will it be enough?"

Ezra looked at the money she anxiously held out. Then be raised his voice.

"Grag!"

HE GIRL screamed in terror as the great robot stalked into the room from the rear.

"No one's going to hurt you," Ezra told her with, rough kindliness. "But we want you to answer a few questions!' "You're not Lifewater sellers! You're the Police!"

"We're that, but we're not after you," Ezra informed heir.

"Come back in here."

He and Grag led the frightened girl into the rear office. She shrank in increased fear from the searching eyes of the Brain.

"You've been drinking the Lifewater?" Ezra said.

"Yes, I drank it once," the girl faltered. "I was an actress, but I was getting middle-aged. I heard of the Lifewater, and Doctor Qarth sold me it. Then, later, he said I must keep, drinking it or I would die!"

"The same pitiful story," Ezra commented, and swore aloud. "Cerberus prison is too damned good for those cursed elixir vendors."

"Do you know of any other place in Ops where the Lifewater can be bought?" the Brain asked the girl'

"This – this was the only place I knew of. A beautyscience shop sent me here."

The Brain turned his strange eyes to Ezra.

"Nothing to be learned from her, Ezra. But maybe other customers can tell us something. You watch for them. We'll hold this girl here for awhile."

As the next few hours of the morning passed, a half dozen other people furtively entered Doctor Quarth's offices to buy the Lifewater. Ezra Gurney and Grag instantly detained them as they came, and the Brain questioned them.

Two of them were aging men who had never drunk the Lifewater but had heard of it and come to buy it. The others were men and women, apparently youthful, who had drunk the elixir once and had then learned that they must continue drinking it or meet a terrible death.

These, like the girl, recoiled in the most frightful terror when they found themselves unable to purchase the elixir. They cried that they must have the Lifewater, pleaded frantically with Ezra Gurney for it.

"This is the rottenest, vilest traffic I ever heard of in the System!" Ezra burst out violently. "And to think it's goin' on right now in hundreds of cities, on all nine worlds. Thousands an' thousands more every day, becomin' hopelessly enslaved to that poisonous stuff!"

"That's why Curtis is working so urgently to stop the poison from spreading, Ezra," commented the Brain somberly.

"But isn't there any way these addicts can stop drinkin' the Lifewater without dyin'?"

"I've already tried to find an antidote for the insidious effects of the Lifewater. But until I have some of the Lifewater itself to analyze, I can't find such an antidote."

'We're gettin' nowhere here," Ezra declared. "None of these people we've caught knows of another syndicate branch in Ops."

"And while we're here, Master may be in trouble in the fungus forest," Grag boomed anxiously.

UT their next customer changed their luck. This was a foppish Saturnian youth who was really an elderly, rich man who had been rejuvenated by the Lifewater.

Terrified by the unhuman aspect of Grag and Simon Wright the Saturnian stammered an answer to their question.

"Yes, I know of another place in Ops that sells the Life water. One of my friends bought it there. Its on the Street of Ten Moons. A chemical shop there is the blind for the elixir sellers"

"That's all we want to know!" Ezra declared jubilantly. "I'll bet Thomas Keene is there now. I'm callin' headquarters and we're goin' to raid that place right now."

A few minutes later, four Planet Police rocket-cars screamed through the streets of the fashionable shopping section between the Hyrcanian River and Government Park.

Ezra Gurney was in one car with Simon Wright and Grag. The old marshal had given detailed orders to the uniformed officers in the other ears, which they now proceeded to execute.

Two of the four cars split off to block the rear entrance of the chemical shop, which was an impressive looking establishment, ostensibly dealing in rare planetary drugs. The other two cars drew up in the busy street in front of the place.

Whistles screamed and a gaping crowd began to gather in, the street, Ezra and Grag, the robot carrying the Brain plunged toward the door of the shop. They led the rest of the Police officers, as usual.

The door had been hastily locked by the occupants of the place.

"Bring that ato-torch!" Ezra yelled. "Cut through there!"

An officer wielded the hissing atomic flame, which seared through the heavy metal door like cheese. They burst inside.

The interior of the shop, lined with shelves of planetary drugs, was empty of human beings. Police were bursting in from the rear.

"Where the devil are they?" Ezra cried.

"Look in the sublevel," rasped the Brain. "They'd conduct the Lifewater business from down there."

They poured down the stair into the sublevel rooms. Here the Lifewater business had indeed been conducted. Empty racks, overturned tables, showed that the elixir and money had just been taken.

Eventually they found a secret tunnel through which the Lifewater vendors had escaped. They had blocked it by pulling out an underpinning and allowing the passageway to cave in.

"Got away, curse them!" Ezra swore. "And if Thomas Keene was with them, he got away with them."

"If they'd just left one vial of the Lifewater!" muttered the Brain. "I could have analyzed it, perhaps even have found an antidote.

At that moment, a televisor in the wall broke into loud buzzing, a call-signal. Grag stepped warily toward the instrument with Simon.

"This televisor is set to a non-standard wave, Simon," declared the robot.

"Then it must be the secret wavelength used by the syndicate!" the Brain exclaimed. "Those criminals who just escaped didn't have time to smash this instrument. Turn on the receiver, Grag,but not the transmitter. Then we can hear and see without being seen.

Grag switch on the receiver of the televisor. In its screen a man shrouded in a growing blue aura. That's the Life-lord! Grag whispered excitedly.

HE Life-lord was rapidly giving harsh orders from under his disguise.

"All syndicate branches and spaceships. General order. Rendezvous One in the fungus forest has been discovered by Captain Future. He raided it and nearly captured us, though we managed to leave him trapped there. Use of Rendezvous One will be discontinued from now on. We will use Rendezvous Two henceforth. All syndicate operatives, and all space ships coming from the other planets for new consignments of the Lifewater, will report at Rendezvous Two at the regularly scheduled times. That is all."

The screen went dark, as the Life-lord clicked off. Grag, Simon and Ezra Gurney stared at each other.

"Rendezvous Two?" Ezra repeated. "Where can that be?"

"The Life-lord was too cunning to give its location on a wave that might be tapped," muttered the Brain. "He's been operating from a headquarters in the fungus forest. But he had another rendezvous in readiness somewhere, to be used if anything went wrong at the other one"

Grag twitched with extreme anxiety.

"Simon, you heard what he said. He left Master trapped in Rendezvous One in the fungus forest. Master may be in deadly peril!"

"We're, going to find Curtis!" the Brain declared, sharing the robot's fear. "Ezra, take us to the Comet."

Some twenty minutes later, the Comet rose from the landing court behind Government Building. Recklessly it dashed up through the swarming local traffic of rocket-flies. Then it hurtled eastward, over the sunlit streets of the great black Saturnian city.

Greg sat nervously at the controls. The big robot's anxiety made him maintain a speed that set even the super-insulated ship's friction alarms ringing wildly. Over the rolling fields and grassy blue swales they sped. Finally, in the thin, bright noonday sunshine, they glimpsed the ominous yellow blot of the great-valley of the fungi.

Low above the fantastic growths of the fungus forest swept the Comet. The photo-electric eyes of Grag and the faded' blue eyes of old Ezra. Gurney eagerly searched the grotesque, deadly forest for sign of Captain Future.

"There's a clearin' that's been used for a landin' field!" Ezra cried. "An' there's a metal buildin' of some kind near it."

At that moment, the televisor in the Comet's control room broke into a buzz. Grag lipped the switch. To their relief, the resonant voice of Curt Newton came from the instrument.

"Grag! Simon I just spotted you coming. Otho, Joan and I are in the metal building – directly under you.

"You're all right, lad? Asked the Brain worriedly.

"Right as can be," reassured Captain Future. "Listen, I want you to land near this building. But don't come out. We'll come to you."

HE COMET came to a flawless landing in the clearing. Then they saw Captain Future, Otho and Joan Randall, all wearing protective blue auras hurrying to them. The three entered the Comet taking care not to admit the deadly golden spore dust.

"You can kick me from Mercury to Pluto for a blundering fool," Curt declared. "I let the Life-lord get away when I should have been able to collar him in there."

"The chief only let the devil escape because he stopped to save Joan and me," Otho protested loyally.

"So Otho gummed the works, as usual," Grag snorted. Curt swiftly explained what had happened. "The Life-lord smashed a window as he sped off," he concluded. "I had to stand with my aura against the window to keep the spore dust out, till Otho could roll over and let me untie him. By that time, the Life-lord was clean away."

"Yes, lad, we knew he had escaped you," the Brain replied, and told of the general televisor alarm the Lifelord sent out.

"So they're going to operate now from another headquarters Rendezous Two, as they call it," Curt repeated. His tanned face tightened. "We've got them on the run, Simon. But till we find it, we can't stop the cursed elixir traffic, while they operate from a new rendezvous."

He drew from his jacket a dozen vials of milky, opalescent shining fluid – Lifewater!

"They left plenty of the elixir in there when they escaped," Curt said. "I destroyed all the poison except what I saved for you to analyze, Simon."

"Good. Now maybe I can find an antidote."

"But who is the Life-lord?" Ezra persisted. "Keen, Graeme, or Sus Urgal? Until the slippery devil is identified an' caught, the traffic will go on."

"I know," Curt Newton rapped out savagely, "We've got to work on those suspects fast. Keene and Graeme must be found without further delay. And I want to see that Martian, Sus Urgal."

"This business gave you a new lead?" Ezra cried eagerly.

"Maybe," Curt parried. "Head back for Ops, at once."

CHAPTER XIII

Legendary Clue

UST AS the Comet landed again in the court behind the Government Building, a tall, rangy man hurried to meet them. It was Khol Kor, the Governor.

"Any luck, Captain Future?" the Saturnian cried. "Not much," Curt Newton answered, eying the Governor. "Have the Planet Police found Graeme or Thomas Keene yet?"

"No they haven't," Khol Kor replied. The Governor swore explosively. "Both those damned men have been around Ops for months and know every cursed alley. They've managed to keep out of sight."

"What other place, besides the fungus forest, would be a good secret hideout around here?" Captain Future asked the Governor.

Khol Kor deliberated. "Well, I don't know. North of here, there's nothing but the Great Plains for hundreds of miles, and then the Mistlands that nobody ever enters. West, there's the Hyrcanian and Katalbian River valleys. Southwards the Wandering Lakes country."

"Will you try to find out if anyone has noticed, unusual activity at any isolated points in those, regions?" Curt asked.

"I'll find out from the Planetography Bureau if they've heard of anything," Khol Kor puzzledly assented.

When the Governor had gone, Curt Newton rapidly explained his plans to the Futuremen, Ezra and Joan.

"I'm going to search Graeme's rooms, and then perhaps see Sus Urgal," he stated. "Simon, you'll want to start analyzing the Lifewater at once."

"Aye, lad,'' rasped the Brain. "Grag can help me."

"It's always Grag who has to stay and help," complained the big robot "Why not Otho? He's no good for anything else."

"Listen to what's talking!" Otho sneered. "A big hunk of old iron that goes wallowing off in space when he's needed. He drifts around with that moon-pup while we're in trouble on Mars."

The two Futuremen's voices rose. Joan Randall, laughing, asked Curt a question that had often puzzled him.

"Don't they ever get tired of scrapping?"

"They don't, but I do" Curt sighed. "Cut your rockets, you two! You're both staying here in the Comet. Ezra will go with me."

Ezra Gurney and Captain Future were soon threading the teeming, ancient, narrow black streets of Ops. The old marshal knew where to find Martin Graeme's rooms, which were not far away.

"Danged if I like to see so many blue faces," Ezra growled as he and Curt shouldered through the Saturnian throngs. "Makes me remember the first time I ever landed on this world, long before you were born. I had a hangover from the Martian liquor we'd drunk the night before to celebrate our successful voyage. I wake up to find we've already landed, and I look out an' see a thousand blue men. Blazin' meteors, what a shock!"

Curt grinned "You don't sound very repentant, you old reprobate. Those were the good old days, eh?''

"That they were," replied Ezra with a wheezy chuckle. Then he sobered. "Here's where Graeme's apartment is."

HEN they entered the ordinary apartment building of black cement, they found Graeme's door locked. No one answered the televis-announcer. But Curt deftly manipulated the electro lock till its bolt slid back.

Martin Graeme's rooms were empty. The Earthman ethnologist was not here, but some of his baggage and belongings were.

Captain Future began a swift, thorough search. He found a number of abstruse ethnological reference works in various planetary languages, some large scale maps of Saturn, a note-book in which had been jotted many references to the possibility of a winged race having existed.

"Looks innocent enough," muttered Ezra. "You'd judge from this that he's just what he claimed an ethnologist hipped on the idea that once there was a race of winged men on this planet."

"Maybe," Curt answered thoughtfully. "Look at these, Ezra."

He had found two papers. One was a scrawled note in Martian handwriting.

Thank you for reading the manuscript of my "Legends of the Solar System," Doctor Graeme. Your criticisms are most welcome, and agree with those made by Doctor Zin Zibo when he read the ms. I your expert assistance.

am grateful for

SUS URGAL

The other paper Captain Future had found was a receipted bill from an Ops company which rented rocketfliers.

Captain Future went to the televisor and called the rocket flier company.

"Doctor Graerne rented a flier from us a few days ago, and took off in it this morning, heading north," they told Curt. "No, we don't know his destination. But he said he wanted a flier capable of non-stop flight to the north border of the Great Plains."

Captain Future repeated the information to the old marshal, who dropped his jaw puzzledly.

"What would Graeme think he could find north of the Plains? There's nothing up there but the Mistlands!"

"I know," Curt said abstractedly. "We'll investigate that angle later. Right now I want to see Sus Urgal."

The building in which Sus Urgal, the Martian author, had his rooms was only a few blocks away. A secret Planet Police agent lounged outside.

"The Martian hasn't been out all day," the agent reported. "I've been watching the entrance."

Captain Future and Ezra went up to the Martian's rooms and rang the televis-announcer. They got no answer.

"I'll bet Sus Urgal skipped, too!" exclaimed Ezra.

"We'll soon see," Curt said, and started working on lock.

In a few moments, they entered the rooms.

"Name o' the Sun!" yelled the old marshal "Sus Urgal's been murdered!"

The Martian author lay on the floor, his body hideously contorted, and stiffened. A glass needle projected from his neck.

Captain Future knelt swiftly.

"The P1utonian freezing venom!" he rapped out the same poison that was used on Zin Zibo!"

Sus Urgal's face was ghastly, for the venom that had caused his blood to freeze had burst the capillary veins under his skin.

"Never saw a man killed by freezing venom look so horrible as that, and I've seen plenty on Pluto." Ezra shuddered.

It's because Sus Urgal was native of a smaller, lower gravity world than Pluto," Curt explained. "His blood vessels were thinner, more lightly built. So his blood burst them when it froze.

URT NEWTON'S brown face was taut, his eyes gray slits, as realized the implications of this new murder.

"But who could've done it?" cried the old marshal. "And why was he killed?"

Captain Future straightened and began a rapid search of the rooms. In a brazier, he found some charred papers that had recently been burned.

On a desk, he noticed a bulky manuscript in Martian writing. Its sheets had hastily been scattered. He snatched it up. It was titled, "Legends of the Solar System."

Swiftly he leafed through it. It was a popular account of the more famous myths and legends of the nine worlds, which the Martian author had apparently spent years in collecting. There were chapters on the Sargasso Sea of Space, the legends about the Cities of the Ancients on Jupiter, the strange fables of fiery Sunfolk that are told on Mercury, and on many another weird myth of the System.

One chapter was headed, "The Fountain of Life." Captain Future started reading aloud.

The Fountain of Life is one of the most fascinating of all the legends of the System, and it is one of the oldest, It has been current on my own native Mars for countless generations. Almost every other planet has some version of the story.

Briefly the legend is, that, hidden on one of the nine worlds, there is a miraculous Fountain whose glowing waters have the power of restoring youth to anyone who drinks them. Some versions of the tale assert that this Fountain is guarded by a race of winged people who let no one approach it, and who do not drink its waters themselves.

Since the beginning of interplanetary travel, men have sought on almost every world in the System for the legended Fountain. Some believed that it was on Mars, others that it was in the unknown lands north of the Fire Sea on Jupiter, others still that it was hidden in the vast ice-fields of distant Pluto.

For myself, I believe that if such a Fountain exists at all, it is on Saturn. For, while traveling in the extreme north of the ringed planet to collect legends about, the mysterious Mistlands, I heard –

Captain Future stopped reading. The chapter ended abruptly there. The rest of the pages of that chapter were missing.

"The missing pages were burned by the murderer of Sus Urgal!" Curt declared. That's why the Martian was killed. His book, if it had been published, might have given away the secret location of the Fountain, of Life. The murderer was too pressed for time to burn the whole manuscript. He just had line to destroy the vital pages."

"But then the Fountain must be located somewhere in the north, near the Mistlands," Ezra exclaimed. The old man's eyes flashed. "An' Martin Graeme's gone, north! Graeme had read this manuscript and knew it contained a lead to the secret of the Fountain."

Curt searched through the rest of Sus Urgal's papers, He found a journal in which the Martian had kept an itinerary of his travels on Saturn in search of material for his book.

"According to this," Curt stated, "Sus Urgal spent a few days in Tobor. That's a little ranch-town in the extreme north of the Great Plains, not far from the edge of the Mistlands. Tobor must be where the Martian picked up whatever information he put in that chapter."

"If we only knew what was, in those burned pages, we might know the Fountain's location!" the old marshal cried. "Wonder if anybody else besides Graeme had read the manuscript"

"Zin Zibo had read it, according to the note we found in Graeme's rooms," reminded Captain Future.

"Yes, and Zin Zibo's dead and on his way to Venus in his coffin" Ezra said dismally.

T took Curt only a moment to reach a decision. "What's the name of that Venus liner on which Zin Zibo's secretary was taking the Venusian's body back home?" Curt asked.

"It's the Space Blazer," Ezra answered wonderingly.

"I'm going to put through a televisor call to that ship," Captain Future told him.

"You think maybe Zin Zibo's secretary read this manuscript too, and could tell us what was in the burned chapter?"

Instead of answering, Curt Newton went to the Martian's body and drew out the venom-needle. He held it up.

"See the faint fingerprints on that plunger, Ezra?"

"Why, they're an Earthman's prints!" Ezra said. "No two planetary races' have prints that're at all alike. These are unmistakable."

Captain Future nodded. "An Earthman killed Sus Urgal. The Police agent can describe any Earthmen who have been in here. See what he says, while I put through my call to the Space Blazer."

Ezra Gurney hurried back down to the street. The Planet Police agent, appalled to hear of the murder, vehemently denied that any Earthman had entered the building.

"Not by this entrance, anyway," the agent said. "But he could have entered by the tunnel driveway in a rocket-car, without me seeing him. The driveway wasn't watched because Sus Urgal had no car."

Captain Future came down and joined them at this moment, having finished his call to the distant Venusbound space liner. Ezra gave him the agent's report.

"We'll see what the attendant in the rocket-car garage under the building has to say," the scientific wizard determined. Beneath the apartment house was an underground garage in which were kept the rocketcars of tenants. A tunnel driveway, out the rear of the building, was used to enter and leave it. A dull-faced Saturnian attendant came up to answer Captain Future's sharp question.

"Yes, an Earthman drove in here just a little whole ago. He went upstairs, said he wanted to visit. Sus Urgal. The Martian told him over the televis announcer to come on up."

"What did the Earthman look like?"

"He was a blond, haggard lookin' young fellow," was the attendant's answer.

"Thomas Keene!" Ezra said excitedly.

'"That's it, Keene was his name," the attendant replied. "I heard Sus Urgal say on the televis-announcer, "Come on up, Keene"!"

"Then Keene murdered Sus Urgal," Ezra Gurney cried fiercely to Curt. "I knew Keene was the Lifelord!"

"Keen murdered the Martian, all right," Curt said somberly. He added with intense bitterness: "I've been a blundering fool, not to see what was right under my nose all the time! Come on, Ezra."

He led the way back to the Comet almost on the run. It was sunset again. A whole brief, ten-hour Saturnian day had passed.

When they entered the Comet, in its parking-place behind Government Building, they found Simon Wright intently analyzing a vial of the Lifewater. The opalescent liquid was boiling furiously in an atomic retort, while the Brain studied its spectrum. Grag was assisting the Brain.

Otho and Joan Randall sprang up eagerly to meet the red-haired scientific wizard and the old marshal.

"Things are rushing to a climax," Curt rapped out: He told swiftly what had happened. "I know now who the Life-lord is."

TUNNED, they were silent. Then everybody began talking.

"'It's Graeme, isn't it, Master?" Grag boomed. "The

fact that Graeme has, flown north is proof enough." "You're off your orbit a million miles!" Otho told

the robot. "You heard what the chief said. Thomas

Keene killed the Martian. That clinches it. Keene's the

devil behind the elixir traffic.

"Listen to me," Captain Future said earnestly.

"We're working against time, and we've got to work

from two different angles, to, miss no chance of smashing this cursed traffic at once. First, there's the angle of

this new headquarters the syndicate is using Rendezvous Two, as they call it. Where is it? We've got to

find that out. And there's a way in way in which we can

find out.

"We know that the syndicate's space ships are coming from the other worlds to get new consignments of

the Lifewater. Those space ships, in obedience to the

Life-lord's general order, will land at Rendezvous Two

if the ships could be trailed through space to Saturn,

Rendezvous Two could be located in that way." "I get it Chief!" Otho interrupted. "We'll go out in

the Comet and lie in hiding off the Rings. When we

spot one of the Saturn-bound syndicate ships, by listening for their secret-wave televisor calls, we'll trail it

right in to the rendezvous."

"That's the idea," Captain Future nodded. "But you

will do that, Otho. You, Grag and Simon, can continue

his efforts to formulate an antidote for the Lifewater, at

the same time."

"You mean you're not coming with us?" Otho demanded. "What's the idea, Chief?' What are you going

to be doing?"

"I said there were two angles to work on," Curt reminded. "I'm going to work the second. That's the angle

of the Fountain of Life's location: It is probably not

anywhere near the syndicate's Rendezvous Two. But if

I can find the Fountain, I'll be able to grab the Life-lord

when he comes there for the Lifewater."

"But how can you hope to find the Fountain in any

reasonable tune, lad?" asked the Brain.

"I have a strong clue to guide me now. The clue of

the manuscript! Those burned pages held information

about the Fountain's location, true information, we

know, even if Sus Urgal didn't. For if it hadn't been

true, the Martian wouldn't have been killed and the

pages burned to conceal that clue. Sus Urgal got that information, whatever it was, in a little ranch-town

named Tobor, in the north of the Great Plains, near the

Mistlands.

"All right, I'm going up to Tobor in a fast rocket-flier, and find out what Sus Urgal discovered. It should

lead me to the Fountain. If I do find the Fountain, I'll

have penetrated' the inmost core of this damnable traffic."

"But what are Ezra and I to do?" Joan Randall appealed. "Why can't we go with you, Captain Future?" Curt shook his head. "I want you to stay here. If the

Futuremen can locate Rendezvous Two, they'll televise

you. You can answer with a flock of Police and smash

the syndicate's organization there, while I'm trying to

pierce its heart at the Fountain."

Ezra Gurney procured a. fast rocket flier. Darkness

had come. The great Rings and marching moons again

were glorious to see. The old marshal and the lovely

girl agent watched as Curt Newton and the Futuremen

separated.

The Comet, with Grag and Otho and Simon aboard,

lifted skyward. It shot out into space toward the gleaming rings.

The rocket-flier, with Captain Future at its helm,

raced across the Ringlit metropolis toward the far, mysterious north ...

CHAPTER XIV

Into the Mistlands

IKE A METEOR, hurtling at high altitude over the dim, rolling plains beneath the flaring Rings and moons of Saturn, Curt Newton's speedy rocket-flier raced north.

Captain Future set the automatic pilot of the craft to maintain constant speed, attitude and direction. Then he stretched out in the cramped little cabin. Almost at once he fell asleep. Curt had not slept for many hours, and even his iron frame needed rest.

The drumming drone of the unfaltering rocket motor was like a lullaby. The red-haired planeteer was carried through the brilliant skies of Saturn. Swiftly he neared the enigmatic land where he hoped to come to grips with the master of the criminal syndicate.

Curt snapped into wakefulness hours later, to find it was morning. The flier was still throbbing northward:

He went to the controls and looked out. Far beneath, the unthinkably vast expanse of the Great Plains stretched in blue flatness to the distant horizons. He was almost at the north pole, for the Rings pale arc was low in the southern sky behind him.

"Can't be far from that ranch-town, Tobor," Curt estimated.

The grassy blue plains under him abounded with life. Great herds of horned Saturnian deer, purple animals that had eight slim legs and were incredibly fleet, were browsing, here and there on the plain. Curt glimpsed a herd stampeding as blue grass-tigers charged into it.

Now and then he sighed a lonely Saturnian ranch. These ranches were of vast size. Centering around cement or metal dwellings they contained herds of thousands of the vicious, blue, one-horned Saturnian cattle, guarded by herdsmen riding the black, eight-legged stads, or Saturnian horses.

Captain Future knew that the ranches of these vast plains were the greatest source of meat in the System. Space-ships took frozen beef from here to all the other worlds.

"Ah, there's Tobor," Curt exclaimed soon after, peering ahead. "And beyond it the Mistlands!"

He looked down eagerly. The ranch-town of Tobor was a sprawling blot on the blue plain, a mass of, ramshackle, hastily built structures of cement and metal, with a big, spaceport at its edge.

Far beyond the town, on the dim northern horizon, the rolling blue prairie suddenly came to an end. A wall of impenetrable white mists, which towered miles high, shut off sight off all beyond.

That was the boundary of the mysterious Mistlands, the eternally fogshrouded lands of enigma in the far north of Saturn. Not a single man in the System had ever gone into, them and returned: Captain Future himself had never penetrated those cloudy lands of mystery.

"The Mistlands!" he whispered. "Does the Fountain of Life exist somewhere in there? But if it does, how, could anyone reach it? How could the Life-lord ever have found it?"

Then he came back to the immediate necessities.

"No use speculating," Curt told himself. "I've got to stick to the lead I've got to find out what it was that Sus Urgal learned at Tobor."

Curt Newton landed his flier at the spaceport of the town. The big ships parked here were all space freighters, designed to carry, in vacuum compartments, frozen meat to other planets.

Curt twisted his planet-jewel ring out of sight. Hitching up his belt to keep his proton pistol handy, he started into the town. He had covered his red hair with a space cap, to make it less conspicuous.

HE tall planeteer strode by the packing plants adjoining the spaceport. He passed the labyrinthine stock yards, in which the vicious blue Saturnian cattle milled and seethed and butted the heavy bars. He entered the roaring main street of the ranchtown. This interplanetary frontier town boomed with life,

even now at noonday. Tough, rangy, blue Saturnian herdsmen were riding in and out on .their eight-legged black stads. A wild looking crew, all were wearing heavy atom pistols. Meat-buyers from many worlds, swaggering space-sailors from the nearby spaceport, merchants and gamblers and a few black uniformed Planet Police it was a motley throng that crowded the narrow, muddy street.

Captain Future had a definite aim in visiting this place. He meant to learn what Sus Urgal, the Martian author, had found out about the Fountain of Life legend. To do that, knew that he must first ascertain the Martian's source of information.

"Better start at the drinking-places, I suppose," the scientific wizard reasoned. He grinned. "Here's where I become just another tough Earth adventurer on the loose."

Drinking-places and gambling-houses abounded here, as in all interplanetary frontier towns, where hardy ram gather and wealth comes and goes easily. Curt Newton entered a noisy saloon.

Herdsmen, space-sailors and idlers lined the metal bar. Saturnian brandy, Martian desert-liquor, Venusian wine were flowing. Curt ordered Earth whiskey, and scrutinized two rangy blue Saturnian herdsmen who stood beside him. He offered to buy a drink – an offer which was quickly accepted.

"Space-sailor?" one of the herdsmen asked.

Curt nodded "Have been. I'm just wandering around now. Came up from Ops to look at these Mistlands that people all talk about."

"Look at them is all you'd better do," warned one of the Saturnians. "Lots of strangers think maybe they'll go inside' the Mistlands. A few of them do it but none of them ever come out again."

"What do you suppose is in there?" Curt asked. The blue herdsman shrugged.

"Nobody really knows. They tell plenty of queer stories, though, do the old-timers."

"I'm interested." Curt admitted. "Anybody around here who could tell me some of these stories about the Mistlands?"

The herdsman pointed to an aged, withered Saturnian. Sitting alone at a corner table, the old man was watching the crowd with bright, wrinkle webbed eyes.

"Old Nik Iro there knows every yarn ever told on Saturn. And if there's anything he likes to do, it's spin 'em to strangers

Captain Future thanked the herdsman and strode over to the corner table. Nik Iro, the aged Saturnian, looked up at him shrewdly.

"They tell me you know just about every queer tale and legend ever told about the Mistlands," Curt said to the old man.

Nik Iro uttered a wheezy chuckle.

"That's right, Earthman. Nobody on Saturn knows more about this country than I do."

"Did you, spin some of your yarns to a Martian writer who was here recently – a man named Sus Urgal?"

Nik Iro stared at him.

"That's queer," the old man said. "You're the second Earthman who's asked me that same question."

Curt stiffened. "Who was the other Earthman?"

"Fellow who called himself Graeme, Doctor Graeme," the aged Saturnian replied. "He also wanted to know what I'd told Sus Urgal."

UTURE'S mind considered that fact quickly. So Martin Graeme had been here, trying to trace Sus

Urgal's discovery!

"What did you tell the Martian?" Curt asked. "Why, I told him lots of things," wheezed the old

Saturnian. "He was most interested in my stories about the Mistlands especially about the man who came out of the Mistlands once, a long time ago."

"You say a man returned from the Mistlands?" Curt repeated sharply. "I thought no one who entered had ever returned."

"That's what people say, but it ain't so," Nik Iro asserted in his cracked voice. "I saw this fellow come out myself. It was near fifty years ago, when I was a young herdsman. I was riding up along the edge of the Mistland thirty miles east of here, looking for some lost animals. There's a kind of ravine comes out of the Mistland at that point.

"I was riding past there when I saw this man stagger out of the Mistland along that ravine. He was a native Saturnian, like me. And he looked like a young fellow about my age. He'd had a pretty hard time and was near played out. I rode up to him, and gave him some water. He was kind of delirious and he babbled out a queer story.

"He said he'd gone into the Mistland hunting for the Fountain of Life that people talk about. And he said he'd found it! He said he'd been an aging man, but that drinking the Fountain's waters had made him young again. He lived in there for awhile near the Fountain; in some place he called 'The City of Eternal Youth.' Then he said he got sick of it and wanted to get out into his own world again. He made his way out, in spite of the winged Qualus."

"The winged Qualus?" Curt almost shouted. Old Nik Iro nodded.

"That's what he said. It seems like these Qualus had

been after him for some reason. Anyway, he got out. But he said he was going to die pretty quick, now that he couldn't drink the Fountain water. I told him he was crazy. But sure enough, he died soon after, queerest way you ever saw a man die. He just withered up and got terrible old and died in a minute. That's the story I told that there Martian, Sus Urgal. He seemed mighty interested in it and said he was going to put it into a book. He bought me a drink for telling it."

Curt Newton, with a grin, took the hint. He called for Saturnian brandy, which the old man quaffed eagerly.

Curt was sure now that he had discovered the legendary clue to the Fountain, which Sus Urgal had embodied in his manuscript, and which had caused his murder.

"And you say the ravine that man followed out of the Mistlands lies thirty miles east of here?" he asked.

"That's where it is. According to this fellow who came out of the Mistlands, he followed the ravine straight to the outside. He said that was the only thing that made him able to get out." Nik Iro added gloomily: "People have never believed me when I told 'em all this, though. That Martian, and this Graeme fellow, are about the only ones who didn't seem to think old Nik Iro was a liar."

"I believe you, Nik Iro," Curt assured him.

He thanked the old man. Rising, he hastily left the crowded drinking-place.

Captain Future was throbbing with excitement. He had tracked down the clue that had caused Sus Urgal to be murdered. Now if he could only follow it farther, into the Mistlands themselves –

E went down the street of Tobor to an outfitting shop. Quickly he bought one of the stads, or Saturnian horses. A gaunt, black, eight-legged brute, its vicious red eyes in its elongated skull made Curt wonder at his choice.

"Don't know whether you can ride him or not, Earthman," said the seller dubiously. "Takes a Saturnian to control the damned beasts."

Curt smiled. "I've ridden stads before. Give me a couple of thermos canteens and a saddle-bag of food."

He vaulted lightly into the queer saddle. The stad reared up, squealing viciously at the unfamiliar smell of an Earthman.

Curt jerked back firmly on the reins, which were fastened to the animal's sensitive ears. For some minutes there was a hot struggle between man and beast. Then the stad, recognizing the Earthman's mastery, suddenly became docile. Curt spurred out of town and rode north. The stad's eight legs drummed the blue plain toward the distant, foggy wall of the Mistlands.

Curt munched dried Saturnian beef from the saddlebag as he rode, reveling in the freedom of the vast, sunlit plain. But after a few hours' riding, the misty wall of the unknown loomed close ahead.

A barrier of solid looking white fog towered skyward for miles, hiding all within it. East and west marched the misty rampart reaching far out of sight. The Mistlands, Curt knew, covered much of northern Saturn.

The accepted theory was that the eternal fog of the Mistlands was caused by steaming water vapor. Exhaled from orifices in the ground, it was condensed into mist upon meeting the colder air above the surface. As, long as history recorded, the Mistlands of Saturn had existed and always they had been a mystery.

Curt Newton rode up to the very edge of the mist, then turned his stad eastward. He did not check the easy, tireless lope of the creature until he came to a ravine. Issuing from the Mistland, it ran from north to south.

"Must be the ravine old Nik Iro mentioned," Curt muttered. "Hope it doesn't peter out in there and leave me lost."

"He urged the stad northward up the ravine toward the mist. The Saturnian mount began to buck and hang back as they neared the fog.

He forced the unwilling stad along the ravine and into the mists. At once they were lost in solid white fog. He could hardly see the head of the stad in front of him.

A man lost in this mist was doomed. Compasses would not work because of radioactive magnetic currents. But Curt pushed onward, following the ravine that ran almost straight north like a giant crevasse.

T was deathly silent in the mists. No familiar life seemed to exist here. Day or night were little different. It was as though he had stepped out of the familiar Universe and into a strange new one. Did the Fountain of Life really exist in this foggy mystery?

Curt Newton estimated that he had followed the ravine ever deeper into the Mistland for two hours. Suddenly he heard the first sound since entering – a sound as of threshing wings swooping down toward him.

"What the devil, birds couldn't live in here!" he exclaimed wonderingly. "They couldn't see to –"

He broke off with a cry of amazement. Out of the mists above him, winged creatures were swooping down on him, winged men!

Curt glimpsed them as pale-skinned, hairless men with great, featherless white wings extending from their shoulders. Their eyes were strangely luminous, and seemed able to penetrate the mists. They wore tunics of woven fiber, and carried metal knives in their belts.

They were swooping straight down on him, with hand out-stretched, clawing. Captain Future drew and shot his proton pistol with the speed of light. But the stad, bucking in panic, made his aim go wide.

Next moment, he felt himself grasped by a pair of hands and torn from the saddle! One of the winged white men was carrying him up into the mists with the others.

Curt Newton struggled in the grasp of the winged man. He started to turn his proton gun on his captor. He realized that if he shot the winged man, he, too, would fall to death.

"They've got me, all right," he thought grimly. "Nothing I can do but to stick it out till they put me down. Then maybe I can do something." Abruptly another thought came to him. "The Qualus, the winged men who were supposed to guard the Fountain! These must be they!"

The winged men flew through the mists, rising constantly, for more than an hour. Finally they broke from the fog into a vast, clear area that was completely surrounded by the mists.

Curt glimpsed a round valley, ringed by precipitous, craggy cliffs. His winged captors were carrying him toward those jagged towers of rock.

CHAPTER XV

With the Winged Men

INGED HUMAN captors were carrying Curt up to the precipitous cliffs surrounding the hidden valley in the Mistlands. He glimpsed the small white town that lay at the center of the blossoming valley.

"A town, in here?" Curt marveled. He remembered something the old Saturnian, Nik Iro, had mentioned in his tale. "What was it he spoke of a City of Eternal Youth? It is possible –"

Curt's speculations were interrupted. His strange winged captors were now approaching their destination.

The towering, perpendicular rock cliffs were honeycombed with round openings, he saw.

Toward one of these openings, the Qualus who had captured him were flying. The winged men flew right through the opening and alighted inside, setting down Captain Future but still holding him firmly.

The rock cavern in the cliffs, in which Curt now stood, held scores of the Qualus. Others were running up in answer to a call by the captors of the wizard of science. They were all of the same race. Men and women alike were white-skinned, hairless, not unhandsome. But they were made bizarre in appearance by the great featherless white wings, which they kept folded close against their backs when not actually in flight.

Curt Newton noticed the rough furniture of metal and carved rock in the chambers. All the Qualus wore tunics of woven grass-fibers and carried metal tools and weapons.

They were chattering to each other excitedly about this new capture. Curt found that he could understand them. Their language was merely an archaic variant of the familiar Saturnian tongue.

A Qualu male, taller by a head than the others, appeared and surveyed Curt with gloomy, hostile eyes.

"Are you the ruler of these folk?" Captain Future asked him calmly in the basic Saturnian language.

The Qualu nodded his hairless head.

"I am Yuru, king of the Qualus. And you, wingless man, are another deluded one who has come here in a wicked attempt to find the sacred Fountain."

A chorus of fierce, muttered exclamations went up from the winged people. They eyed Curt Newton in visible hatred.

"Aye, another devil come to join the sinful ones in the City!" they spat. "But this one will never join them."

Captain Future began to understand. He was remembering the legend he had read in Sus Urgal's manuscript. The Fountain of Life was supposed to be guarded by winged men who did not drink its waters themselves and who let no one else drink them.

"I did not come here searching for the Fountain," Curt said levelly. "I have no desire to drink its waters."

"You are lying!" charged the Qualu king. "But it will do you no good. We Qualus abide by our sacred duty of guarding the Fountain."

"Listen to me, Yuru," Curt said earnestly. "The waters of that Fountain have gone forth all over the Solar System and have spread like a subtle poison. My friends and I have been trying to stop the flow of those deadly waters of youth. I came here searching for the Life-lord, the man who has been selling the waters of the Fountain for profit."

URU'S fierce expression changed, became less savagely hostile.

"It is true that the arch-sinner who calls himself the Life-lord has been doing that," the winged king muttered. "We Qualus have known it, though we have been unable to stop him from doing it. If you tell the truth –"

"I am telling the truth!" Curt declared. "I've no desire than to bring vengeance to the Life-lord for his misdeeds."

For a long minute, Yuru studied the mobile, tanned face of Captain Future. Easily he read the sincerity in Curt's flashing gray eyes.

"I believe you, stranger," Yuru said suddenly. He called an order to the other winged men. "Free him. He is no sinful seeker as we deemed."

Curt was released. His proton gun was restored to him. Breathing more freely now, he felt he could ask Yuru a quick question.

"Yuru, where is the Fountain of Life?"

The Qualu king pointed through the round opening in the cliff, to the white town lying far down in the darkening valley.

"It is in a pit at the center of that sinful town, whose inhabitants call it the City of Eternal Youth," the winged king answered. "There bubbles forth the glowing, wonderful Fountain whose waters restore youth. But those waters are forbidden to be drunk by men."

The Qualu went on, his voice solemn, as Curt listened intently.

"Stranger, we Qualus have always inhabited this land inside the Mists. Of old, we dwelled down in that flowering valley, and there were no others here but ourselves. We knew of the Fountain of Life which gushed there. But never did we drink its water, for our wise men had told us that drinking it was forbidden by the gods. We learned that while the waters might restore youth, they would eventually kill the soul. Thus we knew they were evil.

"We Qualus heeded the ancient commandments of our wise men, and never touched the waters. But long ago a wingless stranger from outside the Mists came blundering into our land. We treated him kindly. He saw the Fountain of Life, and wished to drink of it and become young again. We forbade that, and thrust him out of our land. He must have first carried to the outer worlds the tale of the Fountain of Life. As the years passed, more and more wingless men from many worlds came searching through the Mists for the Fountain.

"They became so numerous that we could no longer prevent them. They had powerful weapons with which they slew us and drove us away from the Fountain. And those sinful strangers settled down around the Fountain, and drank its waters and became young again. When they found by experience that they must continue to drink the waters or die, they knew they could never leave this land. So they built the town which they call the City of Eternal Youth. In it they live, eternally youthful.

"We Qualus were driven away from the Fountain by their weapons. We settled in new homes here in the great cliffs, where no one could reach us. With sore hearts, we saw the ancient commandments broken by the sinful strangers reveling in eternal youth in their wicked City. And ever more strangers have come in through the Mists as the years passed, seeking the Fountain. Some of them we seized and imprisoned, as we seized you. But more of them escaped us and entered the sinful City.

"Then, not many months ago, a man came into this land and found the Fountain. But he did not drink its waters. He was too cunning to become addicted to its poison. Instead, he wanted to sell the waters, the Lifewater as you call it, to others on far worlds. He said they would pay great prices. That man, whom you name the Life-lord, went out of the land. He came back with a few other men in a flying-craft, which he loaded with the Lifewater. That cargo he took back to the outer world.

"Since then, that Life-lord has flown here many times in his craft for new loads of the Lifewater. The sinful dwellers in the City of Eternal Youth let him take the water. He gives them in exchange certain weapons and supplies which he brings them from the outer world. And we Qualus cannot successfully attack his flying-craft. We are unable to stop this wicked traffic which he is carrying on!"

APTAIN FUTURE had listened with keenest attention to this saga of the winged race. He realized by now that these Qualus were an evolutionary offshoot of the Saturnian human race. Developing in this isolated land in the dim past, they had met the rigors of nature by developing wings.

He turned over in his mind their superstitious belief

that the Fountain's waters were evil to drink. Instinct or bitter experience, he thought, must have warned the winged men long ago to avoid the Lifewater.

"You say the Fountain lies in a pit at the center of the City?" he asked the winged ruler. "Tell me, does the glowing water of the Fountain spring from a shining mass of mineral at the bottom of the pit?"

"How did you know that?" Yuru asked wonderingly. "Yes, it is so. At the bottom of that pit is a mineral mass that blazes always with a great self-contained light. The shining waters of the Fountain gush up through that mass."

"Radioactive matter," Curt muttered to himself. "A geyser of ordinary water, forced up through that radioactive mass."

He had quickly fathomed the nature of the Fountain. In that pit must lie a mass of intensely radioactive matter that had been heaved up from the radioactive core of Saturn. Ordinary water, gushing up through that mass under pressure, carried with it in suspension enough of the radioactive minerals to give the Lifewater its potent qualities.

Curt Newton's mind kindled to a possibility of ending the evil Lifewater traffic forever! If the Qualus would agree, he saw a way of removing this poison from the Solar System.

"Yuru, listen to me," Curt said earnestly. "I could prevent anyone from ever again drinking the waters of the Fountain, by irrevocably destroying the Fountain."

"You could not do that," Yuru replied incredulously. "There is no way by which any man could destroy the Fountain."

A chorus of agreement went up from the other winged people. But Captain Future persisted. "Suppose I could do it. Would you help me?"

Yuru did not hesitate. "Yes, we would help you. For the Fountain is evil, as we have always known. It would be better for it to be destroyed, so its waters would no longer tempt sinful men." Then the winged king demanded: "But how could you hope to destroy the Fountain?"

Curt had had a plan in mind from the first moment he had understood the nature of the Fountain.

"It could be done," he replied. "But there are certain instruments that I will need in order to build the mechanism. Most of all, I would need a small, powerful atomic generator. Have you one?"

Yuru shook his head. "We Qualus do not use such machines as that."

Curt's hopes sank. But the Qualu king continued talking.

"There are such things in the City of Eternal Youth. Some of our young men could steal one for you, after darkness has fallen."

"Good!" Captain Future exclaimed. "I'll go with them."

"No," Yuru replied decisively. "They can move with more stealth and quiet without you. Tell them what you need, so that they will know what they are to get."

O two young Qualus males, Captain Future carefully described just what he wanted. By this time, the strange diffused sunlight of the hidden land was already deepening into dusky twilight.

When complete darkness fell, the two young Qualu

men left on their mission. They swooped from the cliffs into the gathering darkness and were gone, winging down through the misty moonlight toward the distant lights of the City of Eternal Youth.

Impatiently Curt Newton waited their return. The Qualu people, excited by the imminence of great events, had lighted the torches that gave the only illumination to their strange rookery-city. They prepared their evening meal of cooked herbs and the flesh of small animals and birds.

Curt ate with them at one of the carved rock tables. He thought, fleetingly, that even he had seldom eaten with stranger company than these solemn, winged people in the cavern-city high in the dizzy cliffs. But that was less important than the danger of delay. What if the Qualu boys failed –

With a rush of wings threshing the air, the two young Qualu men returned. They carried between them a small, compact, heavy atomic generator and wiring, and the other materials that Curt had asked for.

"You got everything!" Captain Future cried in approval. "Now to get to work. I'm going to build a mechanism that will forever put an end to the Fountain."

The two young men were so excited that they could hardly speak.

"The one called the Life-lord is in the City of Eternal Youth," they reported to Yuru. "And he was followed by three beings in a strange ship – three strange creatures whom he discovered were trailing him. He and the men of the City have made the three strange beings prisoners. Also, the Life-lord's allies are guarding their ship."

"What are those three prisoners like?" Curt asked sharply, with sudden premonition.

The descriptions given by the two young Qualus fulfilled Curt's premonition. They were descriptions of the Futuremen....

"Grag, Otho and Simon – prisoners!" he cried.

CHAPTER XVI

City of Eternal Youth

ISMAY STRUCK sharply at Captain Future. He realized that the Futuremen must have located Rendezvous Two. Daringly they had tracked the Lifelord to this place, and had been discovered by him. Now they were captives of the arch-criminal and his allies, the people of the City.

"What have they done to the three prisoners?" Curt

cried. "Have they harmed them?"

The two young Qualus shook their heads.

"The three captives have not yet been harmed. They

are held with another prisoner who was recently captured. But we heard the Life-lord speak to them. We heard the Life-lord say. "Unless you decide within an hour to tell me where that devil Future is, you'll all three die by slow torture.""

When Curt Newton heard that, cold flame sprang into his gray eyes.

"The Life-lord said that? He'll learn where Future is, damn him!"

Curt looked down with anxiety at the materials and instruments the two Qualus had stolen for him.

"An hour," he muttered. "Not much time for me to build the flickering torches. The winged people watched wonder, is a chance to end both the Life-lord and the Fountain, tonight!"

He started to work with fierce resolution, by the light of the flickering torches. The winged people watched wonderingly as the red-haired scientific wizard fitted together the instruments that had been stolen for him. He was swiftly wiring them to the heavy atomic generator to form a complex machine.

Curt was working against time. An hour – less than an hour now – was all that remained if he was to come to the aid of the Futuremen. Could he put together the intricate mechanism in that short time?

Less than a third of the hour remained when Curt Newton finished his frantic labors. He had constructed a large gun-like mechanism that was capable of ejecting a concentrated stream of free protons.

"Hope this can do the work," he panted, straightening. "We'll have to risk it. There's no time to test the thing now."

He chose the two young Qualus, who had stolen the materials, and four other strong, young, winged men, to accompany him.

"All our fighting men are going with you," Yuru declared. The Qualu king's eyes flashed. "We intend to help you end the Fountain whose curse has long blighted our land."

"All right, but you'll have to keep up out of sight until I need you," Captain Future said rapidly. "You four take that machine."

The four strong young Qualus he had selected picked up the improvised mechanism. Carrying it effortlessly, they leaped out from the cliff-city into the night. Curt heard the beat of their wings as they flew, holding the machine between them.

The two other young winged men grasped Curt's arms. They leaped out into darkness, upheld by his two strange bearers, Curt was carried down through the misty moonlight toward the valley.

He looked back. The four with the machine had dropped back close behind him. And behind them, in turn, came hundreds of Qualus. The winged men were gripping metal swords and flying silently after him in a grim, purposeful formation.

Curt Newton thrilled to the weirdness of the experience. He led the winged men down through the misty moonlight toward the bright lights of the City of Eternal Youth.

"Straight to the Fountain," he ordered his own six men. Then he turned and called back softly to Yuru. "Remain with your men out of sight above the City till I call for you."

HE six Qualus carrying Captain Future and the proton machine glided down toward the City lights. Yuru and the other Qualus remained circling silently on their wings high above the City.

Bright gleamed the lights of the City of Eternal Youth as Curt's small party planed down toward it. Clear through the night rose throbbing music, the sound of laughter and gay shouting.

"The wicked ones make merry at feasting as they do each night," grated one of Curt's winged bearers.

"There is the Fountain of Life," the other told Captain Future. "There are no sinful ones around it at this late hour."

Curt Newton's heart leaped. At last he looked upon the legendary Fountain that he had won to by such toil and hazard!

The City of Eternal Youth had been built around a circular plaza of large size. At the center of that plaza yawned a pit, a deep shaft in the rock, no more than thirty feet in diameter.

Out of that pit ceaselessly spurted a glorious geyser of shining, self-luminous water. Bursting high above the surface of the ground, it kept falling back into the pit, with a dull roaring sound.

This was the Fountain of Life, eternally jetting the Lifewater whose insidious poison had been spread by the Life-lord to every world of the System! It gushed from the darkness in hell-born, maleficent beauty, a luring, beckoning thing whose shining loveliness masked unutterable evil.

"Land the machine at the edge of that pit," Captain Future ordered his Qualus in a sharp whisper. "Quickly!"

And quickly the winged men obeyed. Curt presently stood with them at the very brim of the shaft. The proton-machine had been set down beside him.

He peered into the pit. It was perhaps a hundred feet in depth, a natural shaft dropping through solid rock. At the bottom blazed a great mass of solid radioactive mineral, shining like a softly glowing sun.

Through a fissure in that radioactive mass, the shining waters of the Fountain were forced upward by interior pressure. Then the shining waters, falling back into the pit, drained away through underground channels. Around Curt Newton, on the edge of the pit, lay queer metal cups with long, polelike handles. With these the people of the City reached out and took the shining water from the Fountain.

Captain Future felt his confidence soar. The glowing radioactive mass down there, if he could destroy that –

He adjusted his improvised proton machine so its nozzle pointed straight down at the shining mass in the pit's depths. Then he turned to the Qualus.

"When I start this thing, it will arouse everyone in the City, There'll be no chance then to rescue my three prisoned comrades. So I am going to try to find them before I operate this thing. Their hour is almost up."

One of the Qualus who had stolen the materials for him answered in a quick whisper.

"We two can guide you to the place where the prisoners are!"

Then you two take me up over the city," Curt said. "Otherwise we couldn't get through it undiscovered. You other four men wait here and guard the machine – I'll be back quickly."

The four other Qualus nodded understandingly. The two winged men, who had spoken, picked up Captain Future by the arms. They rose rapidly into the night on whirring wings, started flying low across the roofs of the noisy City.

URT NEWTON looked down from the darkness upon the City of Eternal Youth, as he was borne across it.

The City of Eternal Youth must be the strangest city in all the Solar System. Its people were all young. Some of them had lived many life-spans. All these men and women had come here, drawn by the lure of the Fountain. And they had found that once they drank its waters they could not depart. Now they must stay here and drink the waters forever.

This was the City of loud, joyless revelry, feasting and drunkenness. Among the hundreds who peopled it, Curt could distinguish Earthmen and women, Martians, Saturnians, Jovians – men and women of almost every planet. Their dwellings blazed with lights as they made merry to forget their inevitable, ghastly fate.

"They are bitter of heart, these sinful ones who drink the waters of youth," whispered one of Curt's Qualu bearers. "They have learned that eternal youth is a curse. Many of them become so satiated with it that in time they kill themselves."

"Aye," muttered the other Qualu. "They have found out what our people always knew. It is evil to challenge nature's laws."

Captain Future silently agreed. They were indeed tragic, these men and women who had become slaves to the waters of youth.

"There is the prison," a winged bearer whispered as they flew on. "See, one of the Life-lord's men stands guard outside it."

Curt glimpsed the low white cement building. It had no windows. Outside its heavy door lounged Thorkul, the Martian criminal.

"Drop me on that Martian!" Captain Future ordered. The Qualus zoomed downward. Thorkul looked up, startled, as his ears caught the whir of wings. Then Curt Newton dropped on him.

Curt's proton pistol hammered the Martian to unconsciousness. Swiftly he searched Thorkul's pockets. He found an electro-key which he hastily applied to the lock of the prison door.

The door swung open. Curt pushed into a cement room, lighted by a single uranite bulb. A relieved exclamation burst from him.

"Simon! Grag! Otho! I was afraid I was too late."

"It's the Chief!" Otho hissed excitedly to his comrades. "Didn't I tell you he'd show up?"

The Brain was resting on a table, unable to move, of course. Otho and Grag were secured to the cement wall by unbreakable chains. Another captive was chained beside them, an elderly, sour-faced Earthman.

"Martin Graeme, eh?" Curt said, without amazement. "I had an idea you were the other prisoner the Qualus told me about."

Captain Future found that the chains were locked. The door's electro-key would not open them. He snatched from his belt-kit a tiny, atomic-driven file.

"Have to get out of here in a hurry," he rapped out as he started working on Otho's bonds. "I've made alliance with the Qualus, the winged men. Some are waiting now at the Fountain with a device I built to destroy that cursed thing."

"The Life-lord will return any minute," warned the Brain calmly. "His ultimatum to us has almost expired, lad."

"Master, do you know if Eek is all right?" Grag asked anxiously. "I left him in the Comet."

"Listen to the big metal lummox!" Otho exploded. "That damned moon-pup is all he's been worrying about!" While Curt worked on the chain, Otho told him that they had intercepted the Life-lord's space ship as they hovered above Saturn to give Simon time to discover an antidote.

"But it seems that the Life-lord noticed the guide beam blinker we'd put on his flier, when he landed here," Otho said, "So he knew someone was trailing him. He got the people of this damned City to help him set an ambush for us. We walked right into the trap! We'd have fought our way out, Grag and I. But the Life-lord grabbed the Brain and threatened to destroy him unless we surrendered. When they penned us up here, we found Martin Graeme already here. So we knew then that Graeme couldn't be the Life-lord." Martin Graeme found his voice as Curt released Otho and started to work on Grag's chains.

"I told you from the first I wasn't the Life-lord!" he babbled fearfully to Captain Future. "I was only hunting for the Fountain to find the winged people that were supposed to guard it."

"I know," Curt stated as he worked. "When you read Sus Urgal's manuscript, 'Legends of the Solar System,' you saw a clue to the winged people in what Sus Urgal had found out up at Tobor."

"That's it. How did you know?" Graeme cried wonderingly. "Sus Urgal himself put no faith in that story he'd heard at Tobor. But I thought it might be a real clue to the Fountain. I'd already decided to follow it up when you arrived on Saturn, Captain Future. After Zin Zibo was killed and I was suspected with the others, I feared I'd be detained indefinitely. So I slipped away and flew north to Tobor. I followed the old Saturnian's clue in through the Mistlands here, and –"

"And you were captured by the Life-lord's allies in the city when you arrived here just before the Futuremen," Curt finished for him. "I figured almost from the first that you were not the Life-lord, Graeme. I knew that when I found out at the Ops Museum that you had not consulted the archives until after Zin Zibo, Keene and the others."

"That devil Keene, he's the Life-lord!" Grag boomed. "If I get my hands on him –"

"Here's your chance," Otho hissed excitedly from his place at the door. "The Life-lord's coming now!" Captain Future severed the last of Grag's chains and leaped to the door. The Life-lord, with a score of armed. youthful men of the City, was approaching the prison. Curt recognized him as the aura-shrouded man in the lead.

"We'll close the door, let him enter and then grab him!" Curt declared.

"Too late, Chief!" Otho yelled. "The game's up!"

Thorkul, the stunned Martian, had recovered. Now he voiced a thick cry of warning to the approaching Life-lord. The disguised criminal stopped and recoiled, shouting an alarm that spread quickly over the whole City ...

CHAPTER XVII

Battle at the Fountain

EN of the City were pouring out into the streets in answer to the Life-lord's alarm. The blueshrouded arch-criminal had darted behind his allies and was retreating quickly. But his harsh voice was still urging the youthful people of the City to attack Curt and his comrades.

"It's Captain Future!" the Life-lord was yelling. "Get him!" Another cry of alarm came from near the center of the City at the same moment.

"There are Qualus at the Fountain! They've got some kind of machine –"

"It's a plot of Future's to destroy the Fountain!" the Life-lord shouted.

A roar of fury went up from the youthful throng. Though they might regret that they had ever drunk the waters of the Fountain of Life, they knew that without those waters they would die.

"Death to Captain Future!" they screamed, and surged forward, with atom guns blazing streaks of fiery death.

Curt Newton had already snatched out his proton pistol. He had not the heart to kill these crazed addicts of an unholy poison. He merely set the proton beam at stunning strength as he triggered swiftly into the advancing horde.

Men in the furious crowd dropped unconscious, hit by the pale beam. Atom-flashes from the guns of others were searing into the cement wall of the prison as Curt dashed out with his comrades.

"We've got to get to the Fountain, or my whole plan's ruined!" Curt shouted to the Futuremen. "Fight through them!"

Otho was on one side of him. Grag, carrying the Brain in one hand, was on his other side as they dashed forward.

It was appalling to watch the blazing-eyed, lithe, white android, and the huge robot whose free arm was menacingly raised to strike. The sight seemed to daunt even the furious men of the City.

Captain Future had with unerring accuracy and quickness picked out those of the horde who had atom guns. Those were felled with the proton beam. But the others surged forward with knives, fists and nails to pull down Curt and the Futuremen.

Curt hammered at raging, youthful faces with the butt of his pistol. He heard Otho fighting like a white demon beside him. He heard the booming battle-yell of Grag as the great robot's free hand descended crushingly and smashed opponents out of the path to the Fountain.

"Can't – make – it – Chief!" panted Otho in the wild uproar. Too many of them!"

Curt and his comrades were so hemmed in that they could go no further. But they could not much longer remain on their feet. The Life-lord had disappeared, hurrying toward the plaza of the Fountain.

In this desperate moment, Captain Future remembered. He raised his face to shout with all his force into the upper night.

"Yuru, now!" he yelled.

For a moment there was no answer. Then from out of the upper darkness, like white, weirdly thronging eagles, the winged Qualus swooped down into the fight.

"We come!" rang Yuru's cry from the upper air. "Smite the sinful ones, my people!"

HE addicts of the City found themselves assailed from all sides. Avenging demons plummeted on them from the night like striking hawks. The winged Qualus had caught their enemies without weapons. Now they could utilize the overwhelming advantage of their wings.

The battle became a crazy chaos extending through the whole City of Eternal Youth. Winged white attackers from the upper air were plunging at the eternally youthful horde. The Futuremen smashed them from the ground.

"Devils of space, what a fight!" gasped Otho.

"To the Fountain!" Curt cried to the Futuremen. "I saw the Life-lord making for it. Hurry!"

They fought their way forward through the wild melee of combat. The fists of Curt and Otho smashed raging faces out of the way. The great metal arm of Grag swept human beings aside like leaves.

Carried by the robot's other hand, the Brain watched the battle around him with cold, imperturbable lenseyes. He broke his impassive silence only to call warnings now and then to his comrades.

Captain Future and the Futuremen reached the central plaza. Here, too, the crazy battle between the Qualus and the people of the City was going on. They forced forward toward the Fountain of Life, whose shining geyser towered above the whole wild combat.

A blond, wild, young face – an Earthman's face appeared before Curt in the throng. Abruptly it sank away, distorted by agony. The atom-flash of one of the City people had missed its mark and hit the owner of that face. Startledly, Curt had recognized that man.

"There's the Life-lord!" Otho was yelling wildly. "What's he doing?"

Through the battle, Curt glimpsed the blue, aurawrapped figure of the Life-lord at the edge of the pit of the Fountain.

The Life-lord had seized Curt's big proton machine. He was straining to lift it and topple it into the pit! The arch-criminal was unnoticed for the moment by the crazy hordes battling around him.

"Look out, Chief!" Otho yelled at that moment.

Captain Future had sprung through the conflict into full view of the Life-lord. Glimpsing him, the archcriminal had released his hold on the machine. He snatched out his atom pistol and fired.

Curt flung himself flat at the same instant. The streak of blasting force from the Life-lord's weapon grazed just above his head. In the next second, Captain Future was furiously triggering his own weapon.

His proton pistol, set now at highest power, drove a thin, pale beam at the Life-lord. Right through the master-plotter's aura, through his body, it seared. The Lifelord staggered, then slowly crumpled.

"Got him!" Grag boomed, his photo-electric eyes blazing. "Hold everyone back till I get my machine operating," Curt cried to the Futuremen.

He sprang over the unmoving, disguised shape of the Life-lord, raced to his improvised mechanism. He had to tug it around to reset its aim. He pointed the nozzle directly at the radioactive mass below the gushing Fountain.

Captain Future started the atomic generator. Its whining drone built up to a scream that was audible even over the rear of combat. Curt Newton waited – then quickly depressed a lever.

SHUTTER opened. A terrific stream of free protons lanced down like a lightning-bolt. Thunderously it struck the radioactive mass at the base of the Fountain.

An explosion rent the ground, shook the whole City of Eternal Youth. The flash of furiously released force that puffed up from the pit at the same moment was blinding. It lighted up the whole City, the struggling men and swooping Qualus, brighter than day.

Then the flash of force was gone. The shaking of the ground ceased. Curt saw that the great radioactive mass in the pit had disappeared. The Fountain of Life was now no longer shining, luring, glorious.

It was a dull, dead geyser of ordinary muddy water.

"The Fountain of Life is destroyed!" screamed a heart-fearing cry across the City.

Stricken by horror, the people of the City ceased fighting. They stared frozenly at the dead, muddy waters now jetting forth. And the winged Qualus, equally amazed, stopped battling and gazed at the dead Fountain.

"Chief, how did you do it?" Otho cried excitedly, as he and the other two Futuremen reached Curt.

Captain Future, shaken by reaction from the tremendous upheaval he had caused, explained to them.

"The mass of radioactive mineral down at the base of the Fountain gave the waters their potency. You know as well as I do, that radioactive matter slowly disintegrates through the ages at a fixed rate. It degenerates into lead and other non-active matter. But centuries ago it was learned that the disintegration of radioactive matter could be accelerated millions of times by firing into it a concentrated stream of free protons at terrific velocities."

"So that's what you did?" Otho exclaimed. "You improvised a proton ejector, and –"

"And turned loose a proton stream that started the radioactive mass disintegrating billions of times faster," Curt Newton finished for him. "The whole mass disintegrated into lead and other end-products in less than a minute. The waters bursting up through it are no longer charged with radioactive elements. They are no longer the Lifewater."

Yuru, the Qualu ruler, had swooped down with some of his winged subjects. He stood beside Captain Future and heard the end of his explanation.

"Then no one will ever again drink the sinful waters of eternal youth!" the Qualu ruler cried joyfully.

"The Fountain and its poisonous elixir are gone for all time," Curt assured him. "And there is no more reason for battle between you and these people of the City. Tell your men to desist."

Yuru obeyed, shouting the great news up to the winged horde circling in amazement overhead. From the Qualus came a wild cheer of joy.

But from the youthful people of the City came a chorus of wailing cries.

"We are doomed!" they cried. "There is no more Lifewater to drink. Soon we must all perish."

"Simon, were you successful in devising the antidote we planned?" Captain Future asked the Brain.

"Aye, lad," answered the Brain. "Once I'd analyzed the Lifewater, it wasn't hard to devise an antidote formula."

Curt raised his voice. "People of the City, you are not doomed to die! We shall give you an antidote that will counteract the effects of the Lifewater. You will return to your natural ages, but you won't die. And you can go back into the outer world again, back to your native planets."

OPE lighted the haggard faces of the Lifewater addicts when they heard that promise.

"And we Qualus will again possess this valley for our home, when these sinful ones have departed!" cried

Yuru in reverent ecstasy.

Curt turned to the Futuremen.

"I saw Thomas Keene wounded in the battle over

there. I want to find him."

"Keene?" Otho exclaimed bewilderedly. "But that's

Keene there!"

He pointed to the motionless, disguised form of the

Life-lord.

Curt shook his head.

"It isn't. Help me find Keene."

Unable to believe him, Grag and Otho helped Curt

search across the plaza. They found Thomas Keene lying on the ground. His blond, deceptively youthful face

was stiffening in agony. A great wound gaped in his

breast.

"Fiends of Pluto, then Keene isn't the Life-lord!"

Otho cried, aghast. "But who – how –"

Curt Newton was kneeling by the dying Keene. The

Earthman looked up at him with glazing eyes. "There's no help for you, I'm afraid," Captain Future

told him gently.

"I've – been a fool," Keene answered feebly. "Wasted my life, seeking eternal youth – I see it now – To get

the Lifewater I even committed murder."

"You murdered Sus Urgal. I know. You did that for

the Life-lord, to get the elixir, didn't you?"

Keene nodded weakly. "I was frantic for the Lifewater – had to have it or die – and couldn't buy it – So I

went to the second branch – of the syndicate in Ops –

in that chemical shop – and contacted the Life-lord

through it – Told him I'd do anything – for the elixir –

The Life-lord – told me that if I'd kill Sus Urgal – he'd

take me to the Fountain of Life itself – I could live

there forever, eternally youthful – He said he'd discovered that Sus Urgal had – unwittingly found and put

into his manuscript – a clue to the Fountain's location –

I was to kill the Martian – burn part of the manuscript –

And I was to let myself be seen entering and was to

leave my fingerprints on the poison needle – so you

would know that it – was Keene, who murdered him –

That was to divert your suspicions to me – make you

think I was the Life-lord –"

"I agreed," whispered the dying Keene. "I figured

even if you thought me the Life-lord – I'd be safe at the

Fountain – I killed Sus Urgal – The Life-lord kept his

promise – brought me north to this City of Eternal

Youth – But in the battle just now, I – I –"

Thomas Keene's voice trailed away. The Earthman

who for decades had sought the Fountain of Life had

come to the end of his quest.

Captain Future spoke somberly, looking down at the

now peaceful face.

"I knew well enough the Life-lord wanted me to

think Keene was the head of the syndicate. Keene's

murder of Sus Urgal was too openly done."

"But who in the name of ten thousand sun-imps is the Life-lord?" gasped Otho. "If it isn't Graeme, or Keene, it must be the only suspect left – Khol Kor, the Governor!"

URT NEWTON, walking back toward the dead, disguised figure of the Life-lord, shook his head. "No, Otho, it's not Khol Kor. I never seriously

thought it was, though I followed my rule of not overlooking any bets."

"But, Master!" protested Grag. "Khol Kor is our only remaining suspect, since it isn't Graeme, Keene or Sus Urgal."

"We had five suspects when we arrived on Saturn," Captain Future reminded him. "The fifth was the Venusian, Zin Zibo."

"But Zin Zibo's dead!" Otho protested. "He was murdered that first night in Khol Kor's office. His body's on its way to Venus now."

"Zin Zibo is dead, yes," Captain Future agreed. "But his body is right here!"

Curt reached down to the aura-shrouded body of the Life-lord. He fumbled until he found the little beltmechanism that projected the blue force, and snapped it off. The concealing aura vanished.

The face of the Life-lord, unmasked at last, looked up at them with dead, empty eyes. It was the face of a Venusian, a middle-aged, darkly handsome, studious looking man.

"Zin Zibo!" Otho yelled. "But how could he be the Life-lord? He was murdered in front of our eyes in that office, by the Plutonian freezing venom."

Curt shook his head.

"That murder was a fake, Otho. It was staged by Zin Zibo himself for the double purpose of diverting suspicion to others. It enabled Zin Zibo to disappear conveniently so he could carry on the nefarious traffic of the Lifewater syndicate while everyone thought him dead. He himself threw that darkness bomb. Then he stabbed himself with a needle. It injected a chemical which produces effects that are almost identical with those of the freezing venom.

"That chemical stiffens the body, halts circulation and respiration, causes a deathlike suspended animation. But it doesn't freeze the blood as the freezing venom does. And when its effect wears off, in less than an hour, the victim is as good as ever."

Captain Future looked around at his comrades before he continued.

"Zin Zibo left Venus many months ago, in search of the Fountain of Life. I believe we'll find that Thorkul, the Martian, informed him that the secret of the Fountain's location was in the Machine City of Mars. Anyway, Zin Zibo went to the Machine City. He read the inscription which located the Fountain on Saturn, then destroyed most of the inscription. He went on to Saturn, after making a stop at Jupiter to avert suspicion.

"Here on Saturn, Zin Zibo consulted the records in the Ops Museum archives. He found that the ancient Martian Machine-masters who found the Fountain here had visited the Mistlands. Therefore Zin Zibo could guess that the Fountain was somewhere in the Mistlands. He stole the record from the archives so no one else could guess the secret. Remember, the archives file showed that Zin Zibo, first of the four suspects, had borrowed that particular record!

"He penetrated this land inside the Mistlands, found the Fountain and the City around it. So he made an alliance with the people of the City to let him take all the Lifewater he wished in exchange for the weapons and supplies he would bring them. In that way, Zin Zibo set up the far-flung syndicate organization. Enlisting a band of outlaw space pirates as his followers, he swiftly extended the Lifewater traffic to every world.

"He was too smart to drink the Lifewater himself, for suddenly acquired youth would have given him away. He meant to get a grip on the whole System by making tens of millions of Lifewater addicts. He himself could drink the elixir later, whenever he wanted to!"

MID intense silence, Curt Newton concluded. "His 'secretary,' Educ Ex, was one of his criminal followers and his accomplice in staging his pretended murder. Educ Ex claimed his pseudo-dead body, and supposedly took it to Venus in a coffin. In reality, Educ Ex revived and released his master immediately. Zin Zibo attacked us in the Museum less than an hour after his 'murder'! Educ Ex took nothing but an empty coffin to Venus."

Otho voiced a baffled question.

"But you said, after Sus Urgal's murder, that you knew the Life-lord's identity. How did you?"

Curt grinned tiredly.

"I was a numskull not to see it before then, but the Martian's murder opened my eyes. Sus Urgal was killed with the freezing venom – the real freezing venom. Freezing of his blood burst all his capillary veins. His body, being from one of the smaller inner planets, was more lightly built than the body of a native of the great outer worlds. I suddenly remembered that Zin Zibo, who also came from a smaller planet, had not had his veins burst by the poison.

"Why not? Had he been really poisoned or was it a fake of some kind? I put through a televisor-call to the captain of the Venusian space liner taking Educ Ex and the body of Zin Zibo back to Venus. The captain, at my order, had the coffin opened. It was empty. He reported back to me in a return message, and I knew then that Zin Zibo was our man."

"Brilliant work, lad," approved the Brain warmly. "I never dreamed myself that Zin Zibo was the guilty one."

Curt Newton ran his hand wearily through his disordered red hair. He looked somberly from the dead Venusian to the strange, silent throng watching them. "I'm glad it's over," Curt said heavily. "We'll destroy any Lifewater left in this City, make sure Ezra and the Planet Police clean up the syndicate everywhere. And then – we're going home!"

CHAPTER XVIII

Triumph of Captain Future

UICK AS a homing hawk of space, the Comet swept with rocket-tubes pluming white fire toward the barren, rugged sphere of Earth's Moon. The little ship glided down on a descending slant over the towering craters, peaks and dead plains of the airless satellite.

Otho was steering toward the mountain-ringed crater

Tycho. The android turned a moment toward Curt Newton and the other two Futuremen.

"Seems like a year since we left here to do some research on that comet!" he exclaimed. "We've sure burned up space since then."

"I'd forgotten all about our comet research," Captain Future admitted ruefully. "We'll have to resume that before the comet leaves the System."

Grag, standing and holding Eek, uttered a sound that might have been a groan.

"Aren't we going to get a little rest here at home first, before we start fooling with that comet again?" the robot queried.

"What's the matter, Grag, getting old?" Otho demanded snappily. "Looks like a little shot of that Lifewater wouldn't have done you any harm. Maybe it would have kept you from rusting away."

"I don't rust, and you know it," the metal man retorted angrily. "I just like to spend a little time at home here on the Moon once in awhile, that's all."

Curt and the Futuremen had stopped at Earth on their way home from Saturn. They had left Ezra Gurney and Joan Randall on Earth. There Captain Future had reported the whole adventure to the President.

"The Fountain of Life is gone, and the Life-lord is dead," Curt had reported. "The syndicate leaders, whom Ezra and the Planet Police captured, have confessed the names and addresses of every branch of the organization on every world. The Police have already raided them. All the Lifewater seized has been destroyed."

"And the people who have already become addicts of the Lifewater – what about them?" James Carthew asked. "Must they all die?"

Curt Newton had shaken his head.

"No, sir. They're not going to die. Simon found an antidote for the Lifewater's effects. It will cure them. Here's the formula."

"Captain Future, you've stamped out the most poisonous traffic in history!" Carthew had cried. "I wish I knew how to express –"

"Don't try to thank him, sir," Ezra Gurney had advised dryly. "That's the one thing Cap'n Future just can't stand, no how. Look at him squirmin' there."

"Just for that, next time we go out I'm not calling you in, Ezra!" Curt had threatened. "Good-by, you old reprobate. Good-by, Joan."

Curt was thinking of those farewells as the Comet slanted down into sunlit Tycho crater. He was remembering Joan Randall's eager, hopeful cry.

"We'll see you again, Captain Future!"

The Comet dropped straight toward the barren surface of Tycho crater. In the crater floor glittered the big glassite window of the Moon laboratory that was home to the Futuremen.

SECTION of the rock crater floor, mounted on a metal framework, lifted aside automatically as the ship sank toward it. The Comet dropped into its big underground hangar. Softly the door above slid shut. The red-haired wizard of science strode with the Fu

turemen through the corridor of solid rock, into the sunlit main laboratory. In the flood of light from the big ceiling window loomed the crowded instruments and mechanisms, the bewildering equipment of the System's supreme masters of Science.

"It's good to be home again, all right," Curt Newton declared, his gray eyes relaxing.

Then he took out of his jacket a glassite flask full of a milky, opalescent, self-luminous liquid. He looked at it quizzically.

"I saved this much Lifewater when we destroyed the rest of the stuff," he told the Brain. "We may need it sometime. Who knows when? It's the only Lifewater in the System now, you know."

"Put it in the trophy room, lad," advised the brain. "It'll be safe there."

"Might as well be in there with the rest of the collection," Captain Future agreed, with a grin.

He approached one of the doors in the wall of the laboratory. That door in the solid rock was of invulnerable metal and it had no visible lock or knob.

The lock was a concealed telepathic one. Curt stood in front of it, thinking the combination. The heavy door swung slowly open.

He entered the room beyond, Grag and Otho following with the Brain. The room was a chamber in solid Moon rock, In it was stored a variety of baffling objects, weapons, instruments, odd curios.

This was Captain Future's trophy room. Here he had placed for safe-keeping the strange weapons, drugs and mechanisms which he brought back from his hazardous struggles against unscrupulous criminals. Here, indeed, was a record of his whole perilous career!

Curt was thinking that as he looked musingly around at the strange collection. The cylindrical mechanism was one of the illusion projectors with which Doctor Zarro had almost deceived the System into tragic decision. That beltlike affair, with a hemispherical instrument attached to it, was one of the immaterializers invented by the Ancients of Jupiter. With it Eldred Kells, the so-called Space Emperor, had terrorized a world.

In a corner loomed a big, enigmatic machine. That was the mind-exchanging mechanism the sea-folk of distant Neptune had used in their plot against the gravium industry. An innocent looking wand held the weapon with which the Moon Masters had almost spelled death for two planets.

All these, and other instruments with terrific potentialities, had been wrenched by Captain Future from those who sought to use them for evil ends.

Curt Newton put the flask of shining Lifewater on a table, and then looked thoughtfully at the Brain.

"If we ever need it, we'll have it," he said. "But like everything else in this room, it's too deadly dangerous to be used except in direct emergency. The secrets in here mustn't get loose again!"

"No, lad," brooded the Brain. "And you are the only man in the whole System who could be trusted to hold all these tremendous powers and not make use of them selfishly."

IMON WRIGHT'S lens eyes swung slowly around, looking at the mute array of enigmatic instruments and objects.

"Each of these things represents one of your great triumphs, Curtis," the Brain said. "But the fact that you guard these powers safely for the System – that is the real triumph of Captain Future."

"As though I could have won even one of these fights without you and Grag and Otho!" Curt Newton exclaimed loyally.

His eyes traveled over the trophies.

"It's been a long road that we've roamed together, we four."

"Aye, lad," said the Brain. "And that road still stretches ahead, perilous as ever. The System will need us again, you may be sure."

It was the truth, Curt knew. Evil ambition was hydra-headed, never completely crushed. Sooner or later its threat would cause the signal to flash again from Earth's pole to summon him and the Futuremen.

Silently Curt renewed the vow made long ago. His life-purpose was chosen. When the call