Naked wings of membrane spanned twenty feet from tip to tip. There was a pursy sac-like body, ending in a head with staring, lidless eyes and a great black beak that looked strong enough to shear sheet steel. From the body descended half a dozen long writhing tentacles. * * * * * Powell's one hundred and eighty pounds made a weight that was apparently a burden for even this flying monster. It flew jerkily along, scarcely a dozen feet from the ground, and there was laborious effort obvious in every movement of its flapping wings. Powell decided to make a prompt break for escape before the octopus-bat succeeded in fighting its way any higher. His left arm was still pinioned to his body by one of the constricting tentacles, but his right hand, with the automatic in it, was free. He swung the weapon's muzzle into line with the hideous face above him, then sent a stream of lead crashing upward into the creature's head. The bullet struck squarely home. The tentacles tightened convulsively with a force that almost cracked Powell's ribs. Then in another paroxysm of agony the tentacles flung him free. The impetus of his fall sent him rolling for a dozen feet. Unhurt, save for minor scratches and bruises, he scrambled to his feet just in time to see the mortally wounded octopus-bat come crashing down in the red vegetation some thirty yards away. For a few minutes there was audible a convulsive threshing; and then there was silence. Powell refilled the automatic's clip, then looked about, trying to regain his bearings. He wanted to return to the thicket of the Tinkling Death, but the octopus-bat had carried him hundreds of yards from there and he was now uncertain even of the direction in which the thicket was. As he paused in indecision, there came to Powell's ears a new sound that promptly drove all thought of the Tinkling Death from his mind. * * * * * The sound of his gun against the octopus-bat had apparently attracted new and unseen assailants--and their number was legion. Swiftly closing in upon him from every side there came the rustle and whisper of countless thousands of unseen foes advancing through the dense red thickets. Completely hemmed in as he was, flight was out of the question. He sought the center of a small clearing, some ten feet in diameter, in order to gain at least a moment's sight of his adversaries before they swarmed in upon him. With an automatic in each hand, he waited tense and ready. The encircling rush came swiftly nearer, until Powell was suddenly aware that the unseen horde had arrived. The thicket bordering his tiny clearing was literally alive with yard-high furry bodies of creatures that dodged about too swiftly in the cover of the red bushes for him to get a clear view of any of them. There was a constant babel of snarling, chattering sound as the things called back and forth to each other.