A few words before I begin: This story is a very old one. It took several years to write but is now complete. However due to its length I will only post a chapter, or a few chapters, at a time so as not to overwhelm people.

This story started life shortly after I first discovered the Happy Tree Friends in 2005. On the original HTF forums I went by the user name of "NYC_Tooothy_LA." When the old forums were shut down and the new ones created a few years later I started using the name "The Bear." If you want to read the whole story RIGHT NOW you can go to the current HTF forums and hunt it up there.

There are a lot of characters in this story, including a lot of original ones. The whole thing came to me in a dream one night in March 2005 and I began writing it shortly thereafter. It grew beyond anything I could have expected and I've decided to post it here because I'd like it to be seen by some more people.

You can say that the Happy Tree Friends who appear in this story are very out of character from they appear in the cartoons - and they are. I admit it. But this is the way the story showed itself to me so this is how I wrote it.

Standard disclaimer: I do not own any of the Happy Tree Friends. They are the property of Mondo Media. All other characters (unless specifically stated), and the story are mine.

I hope you enjoy my story of Metramegopolis, The Flying City, and its many colorful denizens. Thank you for reading. Please let me know how you like it.

PROLOGUE

Like a giant, ancient dragon the city lay on the ground, piled high, level upon level, but not sprawling out over huge areas of ground. Like all cities of the After Times this last, greatest city of them all built in an upward direction rather than an outward one. Just as a dragon can pull itself into a tall, solid, reptilian ball of impenetrable armor, so was the city of Metramegopolis consolidated in one area. And in that area lived millions upon millions of souls. Though from the outside it might appear to be single armored mass, inside the city teemed with life of all kinds, both human, and non-human, which gave it the warm vibrancy not unlike the inner fires of the dragon. For the city was very like the mighty dragon both outside and in. And, like the dragon, under the proper circumstances, the city could also soar.

1 – TOOTHY SOUNDS THE ALARM

"It's my considered opinion" muttered Toothy as he leaned back in his chair, "that the biggest mistake we animals ever made was to evolve intellects equal to those of humans."

His companion, who was a human, looked at him from across the desk with some amusement.

"Off on that hobby horse again?" he asked., "we get along okay."

"Barry, it's nothing personal, it's just made our lives so complicated."

"And that's bad?" Barry asked; he was a young man of about fifteen, quite thin and lanky, but his appearance could be very deceiving, as the unwary often found out.

"Not always. I have nothing against living on equal terms with humans; it has advantages of course – "

" – Like you don't get hunted and eaten!"

"There is that, but on the other hand life was a lot simpler in the ancient times. In the old days a beaver like me would build his lodge, make a pond, and spend a carefree life playing in the water. We only had to worry about the three 'S's': Survival, Sustenance, and Sex!"

"What's different?" asked Barry with a smile, "it's on a larger scale now – "

"Also" interrupted Toothy, "we never mixed in with human affairs. If you made trouble amongst yourselves, it wasn't anything to us."

"It sounds like you don't like my news."

"I hate it!" exclaimed Toothy suddenly, pounding his front leg like a fist on his desk, "the last Marauder war was bad enough, and now this! Why did I ever take this job?"

"Who else was qualified?"

"It should have been Sniffles" brooded Toothy, "or Splendid, or Flippy. Any one of them would have been a better administrator."

"Sniffles is too much of a brainiac; Splendid thinks brute strength solves everything – "

"Look who's talking!"

Barry laughed.

"Guilty" he said, "though I don't have the powers Splendid has."

"A good thing too" growled Toothy.

"And Flippy," Barry continued, "well Flippy – "

"Flippy's never been the same since the last war, but he's a still a good person."

"I know."

"So what are you saying? I got stuck in the leader's chair because I'm the only normal one? Feh!"

Barry shrugged, as if to say "who knows?" Toothy got down from his chair and went over to the window. He gazed out at the bare hills outside the city for a little while before turning back to Barry.

"Does Dane know yet?" he asked.

"You're the first one I've told. My guardian lives on the other side of the city and I don't want to risk an insecure public call to him. But your quarter is right by where I entered the city. By the time I get home you can have things already moving."

"And time may be very vital. You did the right thing."

As soon as Barry had gone Toothy activated his private communication system and put it into its most secure mode. First he sent out two summons pages. After doing that he gave an ID code. Immediately the projection system came to life. A holograph of a man's head and shoulders appeared in front of him.

"Hello Virgil" said Toothy.

The holograph was almost perfect in its detail. Toothy could see every tic and spasm on the old man's face. And Virgil was very old, although still vigorous. He was the head technician of the city, and knew more about its inner mechanical workings than anyone else alive. He was abrupt and crotchety though, which tended to offend people who didn't know him. Toothy, however, knew him well, and was not offended.

"Who is it? growled Virgil, "oh it's you Toothy. What in all of Metramegopolis do you want?"

"Nice to see you too Virgil" said Toothy, "is your end secure?"

"It is now."

"I have some news." Quickly Toothy told Virgil what he had learned. Far away, in his office in the bowels of the city, Virgil listened and drummed his fingers on his desk.

"Has this been verified?" he asked.

"Not yet" said Toothy, "but you know Barry; he's not the kind to lie about important things."

"Does anyone else know?"

"I just found out myself. Virgil, this could be a code zero, and you know what that means."

"I hope to God it doesn't come to that" Virgil said sharply.

"So do I, but if it does we may have to act quickly, and without a city debate. Can you begin preparing for that, just in case?"

Virgil nodded. "I'll contact Kevin and Robot as soon as we're done. We can have everything ready to go at a moment's notice without it being publicly known. Then if there's no code zero we can put things back easily."

"Good." said Toothy "I know enough about the city's workings to know you'll need a couple of days to get ready, that's why you need to start now. Good luck. I have to let the others know." And he ended the call.

After breaking the connection Toothy placed a few more calls. Just as he was ending the last one the outer office buzzed the visitor signal. Without bothering to reply Toothy went out into the outer office where he found both Flippy and Splendid waiting for him.

"Thanks for being so quick" he said, "come inside. I have an important job for the two of you..."

(To Be Continued)