they stayed up late into the night, talking with az andmaddy about their discoveries, their escape into the wild,and the founding of the smoke. finally, tally had to askthe question that had been on her mind since she’d firstseen them.

“so how did you two change yourselves back? i mean,you were pretty, and now you’re . . .”

“ugly?” az smiled. “that part was simple. we’re expertsin the physical part of the operation. when surgeons sculpta pretty face, we use a special kind of smart plastic to shapethe bones. when we change new pretties to middle or late,we add a trigger chemical to that plastic, and it becomessofter, like clay.”

“eww,” tally said, imagining her face suddenly softeningso she could squish it around to a different shape.

“with daily doses of this trigger chemical, the plasticwill gradually melt away and be absorbed into the body.

your face goes back to where it started. more or less.”

tally’s eyebrows rose. “more or less?”

“we can only approximate the places where bone wasshaved away. and we can’t make big changes, like someone’sheight, without surgery. maddy and i have all the noncosmeticbenefits of the operation: impervious teeth, perfectvision, disease resistance. but we look pretty close to theway we would have without the operation. as far as the fatthat was sucked out”—he patted his stomach—“that provesvery easy to replace.”

“but why? why would you want to be ugly? you weredoctors, so there was nothing wrong with your brains,right?”

“our minds are fine,” maddy answered. “but wewanted to start a community of people who didn’t have thelesions, people who were free of pretty thinking. it was theonly way to see what difference the lesions really made.

that meant we had to gather a group of uglies. youngpeople, recruited from the cities.”

tally nodded. “so you had to become ugly too.

otherwise, who’d trust you?”

“we refined the trigger chemical, created a once-a-daypill. over a few months, our old faces came back.” maddylooked at her husband with a twinkle in her eye. “it was afascinating process, actually.”

“it must have been,” tally said. “what about thelesions? can you create a pill that cures them?”

they were both silent for a moment, then maddyshook her head. “we didn’t find any answers before special270 scott westerfeldcircumstances showed up. az and i are not brain specialists.

we’ve worked on the question for twenty years withoutsuccess. but here in the smoke we’ve seen the differencethat staying ugly makes.”

“i’ve seen that myself,” tally said, thinking of the differencesbetween peris and david.

az raised an eyebrow. “you catch on pretty fast, then.”

“but we know there’s a cure,” david said.

“how?”

“there has to be,” maddy said. “our data showed thateveryone has the lesions after their first operation. so whensomeone winds up in a challenging line of work, the authoritiessomehow cure them. the lesions are removed secretly,maybe even fixed with a pill like the bone plastic, and thebrain returns to normal. there must be a simple cure.”

“you’ll find it one day,” david said quietly.

“we don’t have the right equipment,” maddy said, sighing.

“we don’t even have a pretty human subject to study.”

“but hang on,” tally said. “you used to live in a city fullof pretties. when you became doctors, your lesions wentaway. didn’t you notice that you were changing?”

maddy shrugged. “of course we did. we were learninghow the human body worked, and how to face the hugeresponsibility of saving lives. but it didn’t feel as if ourbrains were changing. it felt like growing up.”

“oh. but when you looked around at everyone else,how come you didn’t notice they were . . . brain damaged?”

uglies 271az smiled. “we didn’t have much to compare our fellowcitizens with, only a few colleagues who seemed differentfrom most people. more engaged. but that was hardly asurprise. history would indicate that the majority of peoplehave always been sheep. before the operation, there werewars and mass hatred and clear-cutting. whatever theselesions make us, it isn’t a far cry from the way humanity wasin the rusty era. these days we’re just a bit . . . easier tomanage.”

“having the lesions is normal now,” maddy said. “we’reall used to the effects.”

tally took a deep breath, remembering sol and ellie’svisit. her parents had been so sure of themselves, and yetin a way so clueless. but they’d always seemed that way:

wise and confident, and at the same time disconnectedfrom whatever ugly, real-life problems tally was having.

was that pretty brain damage? tally had always thoughtthat was just how parents were supposed to be.

for that matter, shallow and self-centered was howbrand-new pretties were supposed to be. as an uglyperis had made fun of them—but he hadn’t waited amoment to join in the fun. no one ever did. so howcould you tell how much was the operation and howmuch was just people going along with the way thingshad always been?

only by making a whole new world, which is just whatmaddy and az had begun to do.

272 scott westerfeldtally wondered which had come first: the operation orthe lesions? was becoming pretty just the bait to get everyoneunder the knife? or were the lesions merely a finishingtouch on being pretty? perhaps the logical conclusion ofeveryone looking the same was everyone thinking thesame.

she leaned back in her chair. her eyes were blurry, andher stomach clenched whenever she thought about peris,her parents, and every other pretty she’d ever met. how differentwere they? she wondered. how did it feel to bepretty? what was it really like behind those big eyes andexquisite features?

“you look tired,” david said.

she laughed softly. it seemed like weeks since she anddavid had arrived there. a few hours of conversation hadchanged her world. “maybe a little.”

“i guess we’d better go, mom.”

“of course, david. it’s late, and tally has a lot to digest.”

maddy and az stood, and david helped tally up fromthe chair. she said good-bye to them in a daze, flinchinginside when she recognized the expression in their oldand ugly faces: they felt sorry for her. sad that she’d hadto learn the truth, sad that they’d been the ones to tellher. after twenty years, maybe they’d gotten used to theidea, but they still understood that it was a horrible factto learn.

ninety-nine percent of humanity had had somethinguglies 273done to their brains, and only a few people in the worldknew exactly what.

“you see why i wanted you to meet my parents?”

“yeah, i guess i do.”

tally and david were in the darkness, climbing theridge back toward the smoke, the sky full of stars now thatthe moon had set.

“you might have gone back to the city not knowing.”

tally shivered, realizing how close she had come somany times. in the library, she’d actually opened the pendant,almost holding it to her eye. and if she had, thespecials would have arrived within hours.

“i couldn’t stand that,” david said.

“but some uglies must go back, right?”

“sure. they get bored with camping out, and we can’tmake them stay.”

“you let them go? when they don’t even know what theoperation really means?”

david stopped and took hold of tally’s shoulder,anguish on his face. “neither do we. and what if we toldeveryone what we suspect? most of them wouldn’t believeus, but others would go charging back to the city to rescuetheir friends. and eventually, the cities would find out whatwe were saying, and would do everything in their power tohunt us down.”

they already are, tally said to herself. she wondered274 scott westerfeldhow many other spies the specials had blackmailed intolooking for the smoke, how many times they’d come closeto finding it. she wanted to tell david what they were up to,but how? she couldn’t explain that she had come here as aspy, or david would never trust her again.

she sighed. that would be the perfect way to stop herselffrom coming between him and shay.

“you don’t look very happy.”

tally tried to smile. david had shared his biggest secretwith her; she should tell him hers. but she wasn’t braveenough to say the words. “it’s been a long night. that’s all.”

he smiled back. “don’t worry, it won’t last forever.”

tally wondered how long it was until dawn. in a fewhours she’d be eating breakfast alongside shay and croy,and everyone else she had almost betrayed, almost condemnedto the operation. she flinched at the thought.

“hey,” david said, lifting her chin with his palm. “youdid great tonight. i think my parents were impressed.”

“huh? with me?”

“of course, tally. you understood immediately whatthis all means. most people can’t believe it at first. they saythe authorities would never be so cruel.”

she smiled grimly. “don’t worry, i believe it.”

“exactly. i’ve seen a lot of city kids come through here.

you’re different from the rest of them. you can see the worldclearly, even if you did grow up spoiled. that’s why i had totell you. that’s why . . .”

uglies 275tally looked into his eyes and saw that his face was glowingagain—touching her in that pretty way she’d felt before.

“that’s why you’re beautiful, tally.”

the words made her dizzy for a moment, like thefalling feeling of looking into a new pretty’s eyes. “me?”

“yes.”

she laughed, shaking her head clear. “what, with mythin lips and my eyes too close together?”

“tally . . .”

“and my frizzy hair and squashed-down nose?”

“don’t say that.” his fingers brushed her cheeks where thescratches were almost healed, and ran fleetingly across her lips.

she knew how callused his fingertips were, as hard and roughas wood. but somehow their caress felt soft and tentative.

“that’s the worst thing they do to you, to any of you.

whatever those brain lesions are all about, the worst damageis done before they even pick up the knife: you’re allbrainwashed into believing you’re ugly.”

“we are. everyone is.”

“so you think i’m ugly?”

she looked away. “it’s a pointless question. it’s not aboutindividuals.”

“yes it is, tally. absolutely.”

“i mean, no one can really be . . . you see, biologically,there’re certain things we all—” the words choked off. “youreally think i’m beautiful?”

“yes.”

276 scott westerfeld“more beautiful than shay?”

they both stood silent, their mouths gaping. the questionhad popped out of tally before she could think. howhad she uttered something so horrible?

“i’m sorry.”

david shrugged, turned away. “it’s a fair question.

yes, i do.”

“do what?”

“i think you’re more beautiful than shay.” he said it somatter-of-factly, as if talking about the weather.

tally’s eyes closed, every bit of exhaustion from the longday crashing into her at once. she saw shay’s face—toothin, eyes too far apart—and an awful feeling welled upinside her. the warmth she’d felt from david was crushedby it.

every day of her life she’d insulted other uglies andhad been insulted in return. fattie, pig-eyes, boney, zits,freak—all the names uglies called one another, eagerly andwithout reserve. but equally, without exception, so that noone felt shut out by some irrelevant mischance of birth.

and no one was considered to be even remotely beautiful,privileged because of a random twist in their genes. thatwas why they’d made everyone pretty in the first place.

this was not fair.

“don’t say that. please.”

“you asked me.”

she opened her eyes. “but it’s horrible! it’s wrong.”

uglies 277“listen, tally. that’s not what’s important to me. what’sinside you matters a lot more.”

“but first you see my face. you react to symmetry, skintone, the shape of my eyes. and you decide what’s insideme, based on all your reactions. you’re programmed to!”

“i’m not programmed. i didn’t grow up in a city.”

“it’s not just culture, it’s evolution!”

he shrugged in defeat, the anger draining from hisvoice. “maybe some of it is.” he chuckled tiredly. “but youknow what first got me interested in you?”

tally took a deep breath, trying to calm herself. “what?”

“the scratches on your face.”

she blinked. “the what?”

“these scratches.” he softly touched her cheek again.

she shook away the electric feeling his fingers leftbehind. “that’s nuts. imperfect skin is a sign of a poorimmune system.”

david laughed. “it was a sign that you’d been in anadventure, tally, that you’d bashed your way across thewild to get here. to me, it was a sign that you had a goodstory to tell.”

her outrage faded. “a good story?” tally shook herhead, a laugh building inside her. “actually, my face gotscratched up back in the city, hoverboarding through sometrees. at high speed. some adventure, huh?”

“it does tell a story, though. as i thought the firsttime i saw you—you take risks.” his fingers wound into a278 scott westerfeldlock of her singed hair. “you’re still taking risks.”

“i guess so.” standing here in the darkness with davidfelt like a risk, like everything was about to change again.

he still had the look in his eye, the pretty look.

maybe he really could see past her ugly face. maybewhat was inside her did matter to him more than anythingelse.

tally stepped onto a fist-size stone on the path andfound an uneasy balance on it. they were eye to eye now.

she swallowed. “you really think i’m beautiful.”

“yes. what you do, the way you think, makes youbeautiful.”

a strange thought crossed her mind, and tally said, “i’dhate it if you got the operation.” she couldn’t believe shewas saying it. “even if they didn’t do your brain, i mean.”

“gee, thanks.” his smile shone in the darkness.

“i don’t want you to look like everyone else.”

“i thought that was the point of being pretty.”

“i did too.” she touched his eyebrow where the line ofwhite cut through it. “so how’d you get that scar?”

“an adventure. a good story. i’ll tell you sometime.”

“you promise?”

“i promise.”

“good.” she leaned forward, her weight pressing intohim, and as her feet gradually slipped down the stone,their lips met. his arms wrapped around her and pulledher closer. his body was warm in the predawn cold, anduglies 279formed something solid and certain in tally’s shaken reality.

she held on tightly, amazed at how intense the kiss became.

a moment later, she pulled away to take a breath,thinking for just a second how odd this was. uglies did kisseach other, and a lot more, but it always felt as if nothingcounted until you were a pretty.

but this counted.

she pulled david toward her again, her fingers digginginto the leather of his jacket. the cold, her aching muscles,the awful thing she had just learned, all of it just made thisfeeling stronger.

then one of his hands touched the back of her neck,traced the slender chain there, down to the cold, hard metalof the pendant.

she stiffened, and their lips parted.

“what about this?” he said.

she enclosed the metal heart in her fist, her other armstill wrapped around him. there was no way she could telldavid about dr. cable now. he would pull away, maybeforever. the pendant was still between them.

suddenly, tally knew what to do. it was perfect. “comewith me.”

“where?”

“to the smoke. i have to show you something.”

she pulled him up the slope, scrambling until theyreached the top of ridge.

“are you okay?” he asked, panting. “i didn’t mean to—”

280 scott westerfeld“i’m great.” she smiled broadly at him, then peereddown on the smoke. a single campfire burned near thecenter of town, where the night-watch gathered to warm upevery hour or so. “come on.”

suddenly, it seemed important to get there fast, beforeher certainty faded, before the warm feeling inside hercould give way to doubt. she scrambled down between thepainted stones of the hoverboard path, david struggling tokeep up. when her feet reached level ground, she ran,heedless of the dark and silent huts on either side, seeingonly the firelight ahead. her speed was effortless, likehoverboarding on an open straightaway.

tally ran until she reached the fire, skidding to a haltagainst its cushion of heat and smoke. she reached up tounclasp the pendant’s chain.

“tally?” david ran up panting, confusion on his face.

he tried breathlessly to say more.

“no,” she said. “just watch.”

the pendant swung by its chain in her fist, sparklingred in the firelight. tally focused all her doubts on it, all herfear of discovery, her terror at dr. cable’s threats. sheclutched the pendant, squeezing the unyielding metal untilher muscles ached, as if forcing into her own mind thealmost unthinkable fact that she might really remain anugly for life. but somehow not ugly at all.

she opened her hand and threw the necklace into thecenter of the fire.

uglies 281it landed on a crackling log, the metal heart burningblack for a moment, then gradually turning yellow andwhite in the heat. finally, a small pop came from it, as ifsomething trapped inside had exploded, and it slid fromthe log and disappeared among the flames.

she turned to david, her vision spotted with sinuousshapes from staring into the fire. he coughed at the smoke.

“wow. that was dramatic.”

tally suddenly felt foolish. “yeah, i guess so.”

he moved closer. “you really meant that. whoever gaveit to you—”

“doesn’t matter anymore.”

“what if they come?”

“no one’s coming. i’m sure of it.”

david smiled and gathered tally into a hug, pulling heraway from the edge of the fire. “well, tally youngblood,you certainly know how to make a point. you know, iwould have believed you if you just told me—”

“no, i had to do it like this. i had to burn it. to knowfor sure.”

he kissed her forehead and laughed. “you’re beautiful.”

“when you say that, i almost . . . ,” she whispered.

suddenly, a wave of exhaustion struck tally, as if herlast bit of energy had gone into the fire with the pendant.

she was tired from the wild run here, from the long nightwith maddy and az, from a hard day’s work. and tomorrowshe would have to face shay again, and explain what had282 scott westerfeldhappened between her and david. of course, the momentshay saw that the pendant was gone from around tally’sneck, she would know.

but at least she’d never know the real truth. the pendantwas charred beyond recognition, its true purpose hidden forever.

tally slumped into david’s arms, closing her eyes. theimage of the glowing heart was burned into her vision.

she was free. dr. cable would never come here now,and no one could ever take her away from david or thesmoke, or do to tally’s brain whatever the operation did topretties’. she was no longer an infiltrator. she finallybelonged here.

tally found herself crying.

david silently walked her to the bunkhouse. at thedoor, he leaned forward to kiss her, but she pulled awayand shook her head. shay was just inside. tally would haveto talk to her tomorrow. it wouldn’t be easy, but tally knewshe could face anything now.

david nodded, kissed his finger, and traced one of theremaining scratches on her cheek. “see you tomorrow,” hewhispered.

“where are you going?”

“for a walk. i need to think.”

“don’t you ever sleep?”

“not tonight.” he smiled.

tally kissed his hand and slipped inside, where shekicked off her shoes and crawled into bed with her clothesuglies 283on, falling asleep in seconds, as if the weight of the worldhad lifted from her shoulders.

the next morning she awoke to chaos, the sounds of running,shouting, and the scream of machines invading herdreams. out the bunkhouse window, the sky was full ofhovercars.

special circumstances had arrived.