"Let's ilipat out gentlemen, were burni'n day-light." Skipper orders. The penguins and Marlene then head out for the zoo gates. Just as the boys walk out of the gates, Marlene stops and starts freaking out. " Im sorry guys." cries Marlene. " I can't go outside and risk going crazy on you again!" Lilly looks at her dear friend and smiles with relief. She didn't want to risk Marlene connecting with Skipper again, like they did in the sewer. " Oops. Im sorry Marlene. Looks like you just have to stay here. We'll bring you a nice, big snowcone, okay?" Skipper turns around. "Hello? Are you ladies coming or what." " Be right there!" responds Lilly. Just then, Marlene takes a deep breath and stepps outside. " Hey! Im not going wild! I guess i've gotten used to being outside! Isn't this great Lilly?!" " Yeahh.... Great." says Lilly with a highly unenthusiastic voice. " Lets go." Lilly catches up with the boys while Marlene stays behind. Skipper slows down to let her catch up. "Whats the matter Marlene?" asks Skipper sympatheticly. " I think Lilly and I are starting to, I don't know, drift apart as best friends. Confesses Marlene. "Don't worry." Skipper says sweetly. " I'll always be here for you." Caught up in the moment, Skipper pulls Marlene into his arms (or... flippers) and does the unthinkable. He kisses her. Kowalski was in a shrub right behind that same puno because Rico had thrown their frisbee too hard. He watched in scilence as Skipper and Marlene pulled apart and walked contently to the group. Having feelings for Lilly, Kowalski knew that he had to tell her what he had seen. But he didn't, for he knew that Skipper had gone out with Lilly for three years and it would crush her to know that he had moved on so quickly. Besides. Kowalski didn't have to tell Lilly about the kiss, becase she already knew. And as she munched on her snowcone, she plotted her revenge.

Part 3 coming soon!