It was a handsome place, in a wild, somber way.

They went gliding over it, from noon through morning and into the dawn fringe — the captain at the controls, Goth and the Leewit flanking him at the screens, and Maleen behind him to do the directing. After a few initial squeals the Leewit became oddly silent. Suddenly the captain realized she was blubbering.

Somehow it startled him to discover that her homecoming had affected the Leewit to that extent. He felt Goth reach out behind him and put her hand on the Leewit’s shoulder. The smallest witch sniffled happily.

“ ’S beautiful!” she growled.

He felt a resurge of the wondering, protective friendliness they had aroused in him at first. They must have been having a rough time of it, at that. He sighed; it seemed a pity they hadn’t gotten along a little better.

“Where’s everyone hiding?” he inquired, to break up the mood. So far there hadn’t been a sign of human habitation.

“There aren’t many people on Karres,” Maleen said from behind him. “But we’re going to the town — you’ll meet about half of them there.”

“What’s that place down there?” the captain asked with sudden interest. Something like an enormous lime-white bowl seemed to have been set flush into the floor of the wide valley up which they were moving.

“That’s the Theater where… ouch!” the Leewit said. She fell silent then but turned to give Maleen a resentful look.

“Something strangers shouldn’t be told about, eh?” the captain said tolerantly. Goth glanced at him from the side.

“We’ve got rules,” she said.

He let the ship down a little as they passed over “the Theater where—” It was a sort of large, circular arena with numerous steep tiers of seats running up around it. But all was bare and deserted now.

On Maleen’s direction, they took the next valley fork to the right and dropped lower still. He had his first look at Karres animal life then. A flock of large creamy-white birds, remarkably terrestrial in appearance, flapped by just below them, apparently unconcerned about the ship. The forest underneath had opened out into a long stretch of lush meadow land, with small creeks winding down into its center. Here a herd of several hundred head of beasts was grazing — beasts of mastodonic size and build, with hairless, shiny black hides. The mouths of their long, heavy heads were twisted into sardonic crocodilian grins as they blinked up at the passing Venture.

“Black Bollems,” said Goth, apparently enjoying the captain’s expression. “Lots of them around; they’re tame. But the gray mountain ones are good hunting.”

“Good eating, too!” the Leewit said. She licked her lips daintily. “Breakfast — !” she sighed, her thoughts diverted to a familiar track. “And we ought to be just in time!”

“There’s the field!” Maleen cried, pointing. “Set her down there, Captain!”

The “field” was simply a flat meadow of close-trimmed grass running smack against the mountainside to their left. One small vehicle, bright blue in color, was parked on it; and it was bordered on two sides by very tall blue-black trees.

That was all.

The captain shook his head. Then he set her down.

The town of Karres was a surprise to him in a good many ways. For one thing there was much more of it than one would have thought possible after flying over the area. It stretched for miles through the forest, up the flanks of the mountain and across the valley — little clusters of houses or individual ones, each group screened from all the others and from the sky overhead by the trees.

They liked color on Karres; but then they hid it away! The houses were bright as flowers, red and white, apple-green, golden brown — all spick and span, scrubbed and polished and aired with that brisk green forest-smell. At various times of the day there was also the smell of remarkably good things to eat. There were brooks and pools and a great number of shaded vegetable gardens in the town. There were risky-looking treetop playgrounds, and treetop platforms and galleries which seemed to have no particular purpose. On the ground was mainly an enormously confusing maze of paths — narrow trails of sandy soil snaking about among great brown tree roots and chunks of gray mountain rock, and half covered with fallen needle leaves. The first few times the captain set out unaccompanied, he lost his way hopelessly within minutes and had to be guided back out of the forest.

But the most hidden of all were the people. About four thousand of them were supposed to live currently in the town, with as many more scattered about the planet. But you never saw more than three or four at any one time — except when now and then a pack of children, who seemed to the captain to be uniformly of the Leewit’s size, burst suddenly out of the undergrowth across a path before you and vanished again.

As for the others, you did hear someone singing occasionally, or there might be a whole muted concert going on all about, on a large variety of wooden musical instruments which they seemed to enjoy tootling with, gently.

But it wasn’t a real town at all, the captain thought. They didn’t live like people, these witches of Karres — it was more like a flock of strange forest birds that happened to be nesting in the same general area. Another thing: they appeared to be busy enough — but what was their business?

He discovered he was reluctant to ask Toll too many questions about it. Toll was the mother of his three witches, but only Goth really resembled her. It was difficult to picture Goth becoming smoothly matured and pleasantly rounded, but that was Toll. She had the same murmuring voice, the same air of sideways observation and secret reflection. She answered all the captain’s questions with apparent frankness, but he never seemed to get much real information out of what she said.

It was odd, too! Because he was spending several hours a day in her company, or in one of the next rooms at any rate, while she went about her housework. Toll’s daughters had taken him home when they landed; and he was installed in the room that belonged to their father — busy just now, the captain gathered, with some sort of geological research elsewhere on Karres. The arrangement worried him a little at first, particularly since Toll and he were mostly alone in the house. Maleen was going to some kind of school; she left early in the morning and came back late in the afternoon. And Goth and the Leewit were plain running wild! They usually got in long after the captain had gone to bed and were off again before he turned out for breakfast.

It hardly seemed like the right way to raise them. One afternoon, he found the Leewit curled up and asleep in the chair he usually occupied on the porch before the house. She slept there for four solid hours, while the captain sat nearby and leafed gradually through a thick book with illuminated pictures called “Histories of Ancient Yarthe.” Now and then he sipped at a cool green, faintly intoxicating drink Toll had placed quietly beside him some while before, or sucked an aromatic smoke from the enormous pipe with a floor rest, which he understood was a favorite of Toll’s husband.

Then the Leewit woke up suddenly, uncoiled, gave him a look between a scowl and a friendly grin, slipped off the porch and vanished among the trees.

He couldn’t quite figure that look! It might have meant nothing at all in particular, but -

The captain laid down his book then and worried a little more. It was true, of course, that nobody seemed in the least concerned about his presence. All of Karres appeared to know about him, and he’d met quite a number of people by now in a casual way. But nobody came around to interview him or so much as dropped in for a visit. However, Toll’s husband presumably would be returning presently and -