Then he reached out with a hooked pole and swung the cage over the edge. He unlocked the cage door with a large key.

The keeper for the key was a short, heavy-set ape with a bull neck and exceedingly close-set eyes.

This brute now came up to Carter and although the captive was being held by five other apes, he grabbed him cruelly by the hair and jerked Carter into the cage, at the same time kicking him viciously.

The cage door was slammed immediately, it's padlock bolted closed. Now Carter's cage was pulled up over the pit and the rope anchored to a davit at the edge.

It was not long before Joog returned with Dejah Thoris and Tars Tarkas. Their chains had been removed.

They were placed in the other two cages that hung over the pit next to John Carter.

"Oh, John Carter, my chieftain!" cried Dejah Thoris, when she saw him in the cage next to hers. "Thank Issus you are still alive!" The little princess was crying softly.

John Carter reached through the bars and took her hand in his. He tried to speak reassuring words to her but he knew, as did Tars Tarkas, who sat grim faced in the other cage beside his, that Pew Mogel had ordained their deaths-but in what manner they would die, Carter, as yet, was uncertain.

"John Carter," spoke Tars Tarkas softly, "do you notice that all those thousands of apes gathered here in the arena apparently are paying no attention to us?"

"Yes, I noticed," replied the earthman. "They are all looking into the sky toward the city."

"Look," whispered Dejah Thoris. "It's the same thing on which the ape rode when he captured me in the Helium Forest after shooting our thoat!"

There appeared in the sky, coming from the direction of the city, a great, lone bird upon whose back rode a single man.

The earthman's keen eyes squinted for an instant. "The bird is a malagor. Pew Mogel is riding it."

The bird and its rider circled directly overhead.

"Open the east gate," Pew Mogel commanded, his voice ringing out through a loudspeaker somewhere in the arena.

The gates were thrown open and there began pouring out into the arena wave after wave of malagors exactly like the bird Pew Mogel rode.

As the malagors came out, column after column of apes were waiting at the entrance to vault onto the birds' backs.

As each bird was mounted, it rose into the air by telepathic command to join a constantly growing formation circling high overhead.

The mounting of the birds must have taken nearly two hours, so great were the numbers of Pew Mogel's apes and birds. Carter noticed that upon each ape's back was strapped a rifle and each bird carried a varying assortment of military equipment, including ammunition supplies, small cannon and a sub-machine gun was carried by each flight platoon.

At last all was ready and Pew Mogel descended down over the cages of his three captives.

"You see now Pew Mogel's mighty army," he cried, "with which he will conquer Helium and then all Barsoom." The man seemed very confident, for his crooked, misshapen body sat very straight upon his feathered mount.

"Before you are chewed to bits by the reptiles in the water below you," he said "you will have a few moments to consider the fate that awaits Helium within the next forty-eight hours. I should have preferred to conquer peacefully but you interfered. For that, you die, slowly and horribly."

Pew Mogel turned to the only ape that was left in the arena, the keeper of the key to the cages.

"Open the flood-gate!" was his single command before he rose up to lead his troops off toward the north.

Accompanying the weird, flying army in a sling carried by a hundred malagors rode Joog, the synthetic giant. A hollow, mirthless laugh pealed like thunder from the giant's throat as he was born away into the sky.

As the last bird in Pew Mogel's fantastic army flapped out of sight behind the rim of the crater, John Carter turned to Tars Tarkas in the cage hanging beside him. He spoke softly so that Dejah Thoris would not hear.

"Those creatures will make Helium a formidable enemy," he said. "Kantos Kan's splendid airfleet and infantry will be hard pressed against those thousands of apes equipped with human brains and modern armament, mounted upon fast birds of prey!"

"Kantos Kan and his airfleet are not even in Helium to protect the city," announced Tars Tarkas grimly. "I heard Pew Mogel bragging that he had sent Kantos Kan a false message, supposedly from you, urging that all Helium's fleet, as well as all the ships of the searching party, be dispatched to your aid in the Great Toonolian Marshes."

"The Toonolian Marshes!" Carter gasped, "They're a thousand miles from Helium in the other direction."

A little scream from Dejah Thoris brought the men's attention to their own, immediate fate.

The ape beside the pit had pulled back a tall, metal lever.

There was a gurgle of bubbles as air blasted up from the water in the pit below the three captives and the water at the same time commenced to rise slowly.

The guard now unfastened the rope on each cage and lowered them so that the cage tops were a little below the surface of the ground inside the pit. Then he refastened the ropes and stood for some time on the brink looking down on the helpless captives.

"The water rises slowly," he sneered thickly, "and so I shall have time now for a little sleep."

It was uncanny to hear words issuing from the mouth of the beast. They were barely articulate, for although the human brain in the ape's skull directed the words, the muscles of the larynx in the creature's throat were normally unequipped for the specialized task of human speech.

The guard lay down on the brink and stretched his massive, squat body.

"Your death cries will awaken me," he mumbled pleasantly, "when the water begins to envelop your feet and the reptiles start clawing at you through the bars of your cages." Whereupon, the ape rolled over and began snoring.

It was then that the three captives saw the slanting, evil eyes, the rows of flashing teeth, in a dozen hideous, reptilian faces staring greedily up at them from the rising waters below.

"Quite ingenious," remarked Tars Tarkas, his stoic face giving no more evidence of fear than did that of the earthman. "When the water partly submerges us, the reptiles will reach in with their claws and begin tearing us to pieces-if there is any life left in us, the rising water will drown it out when finally it submerges the tops of our cages."

"How horrible!" gasped Dejah Thoris.

John Carter's eyes were fastened on the brink of the pit. From his cage he could just see one of the guard's feet as the fellow lay asleep at the edge of the pit.

Cautioning the others to silence, Carter began swinging his body back and forth while he held fast to the bars of the cage. If he could just get it swinging.

The water had risen to about ten feet below their cages.

It seemed an eternity before he could get the heavy cage to even moving slightly. Nine feet to the water surface and those hideous, staring eyes and those gleaming teeth!

The cage was swinging now a little more, in rhythm to the earthman's constantly swaying body.

Eight feet, seven feet, six feet came the water. There were about ten reptiles in the water below the captives-ten pairs of narrow, evil eyes fixed steadily to their prey.

The cage was swinging faster.

Five feet, four feet, Tars Tarkas and Dejah Thoris could feel the hot breath of the reptiles!

Three feet, two feet! Only two more feet to go before the steadily swinging cage would cut into the water and slow down to a standstill.

But the iron prison, swinging pendulum-like, would reach the brink on its next swing so this time as the cage moved toward the brink on which lay the sleeping guard, John Carter knew he must act quickly.