Kingdom Hearts: Mutants of Twilight

by RogueFanKC

Set in the Misfitverse! The heroes and the Organization are stunned to see who now harnesses the Chalice of Kingdom Hearts after the bloody battles! However, it's a hollow victory when Falco and Octavia then inform the X-Men, Joes, and Misfits of a rather unpleasant secret about the Keyblades that Pluto has been keeping from them...

37. The Third Priest

Author's Notes: First of all, I wish to thank all the people and fellow readers who have been patient with me and with this update. Not only did I just finish school and classes for work, but incidentally, real life sort of got in the way as well as other reasons (see below). However, I want to thank all the people who reviewed this story and to answer one reviewer's (Cyberbeta) questions about the timeline and Kingdom Hearts canon of this story: KH1 is canon and had happened, but KH: Chain of Memories and KH2 have not, and I'm incorporating as much of those elements into this as possible, which is why Roxas is still with the Organization.

Anyway, thanks again to everyone who has been patient and gracious enough to grant me enough time to make sure this chapter is all right, quality-wise; that support means a lot as well as every review sent here. Thank you. And now, let's see exactly who's…

CHAPTER 37: The Third Priest

"Fugate, transmission status," ordered Colonel Flagg through his earpiece communicator as the special mechanisms and computer drive loaded with wonderful nanotechnology and decryption apparati (courtesy of the technology of Cadmus).

"About seventy one percent complete, the WiFi signal still going strong and remaining hidden underneath the Ghostbusters radar. Estimation time to complete defragmentation and download five minutes and forty-two seconds and counting. None of the security mechanisms on their servers have been fully alerted, and with the crisis of the reactor core, no one shall be the wiser. And of course, from what I can tell, no one had yet been alerted to decrypted signal transmitting from your position. Even with their hacking skills and resources, it would take at least eighteen minutes within a berth of fifteen to twenty seconds to fully override the commands and system to shut it down."

So far so good, though Rick Flagg felt his irritation perk up slightly at Deadshot's mutterings of discontent.

"This is just another big disappointment, Colonel Bastard," the assassin commented, his tone every bit as derisive and dissenting as he could make it (and how Flagg wanted to personally break Deadshot's fingers, one by one, for that moniker), "I was hoping for some action since being forced to come here."

"Speak for yourself, mate," shivered Captain Boomerang. It couldn't be soon enough that he got clear from this God-forsaken place.

There was an audible click of a gun hammer being drawn back.

"You've got ten seconds to answer what the hell you're doing here, or we start firing," a hard voice said from behind, and Flagg cursed inwardly as he and his team whirled around to see Peter Venkman, Winston Zeddemore, and Janine Melnitz standing behind them, all three of them wearing filtered masks to resist the sleeping gas, and Janine and Winston looked as mad and defensive as hell. Peter, if anything, looked a little amused as he threw a joke.

"Sorry, the building's closed after hours, but if you're willing to call, tours of our wonderful establishment take place Mondays through Fridays from nine to five during regular business hours, appointment only. But call out hotlines within the next ten minutes, and we'll give you a hearty slime-ball as a token of our appreciation to your wonderful visit here at the Ghostbusters headquarters."

Janine felt a vein twitch in her forehead as she asked with gritted teeth, "Peter? Not now…"

Flagg warily noticed that Winston was holding a rifle, Peter was armed with a proton gun, and Janine was wielding an aluminum baseball bat. Apparently, these three of the original Ghostbuster teams weren't foolish enough to come here unarmed, and most likely had already alerted whatever allies and paranormals that were still residing in the building. And despite Fugate's assertion, anything could happen in five minutes.

This mission could not be compromised.

The Clock King's voice then spoke softly in their communicator earpieces, "Four minutes and forty-seven seconds and counting…"

"Hands up," growled Winston as he pointed his rifle at Flagg foremost. The members of Task Force X hesitated.

"I'm an ex-Marine and a crack-shot. Get your hands up. Now," the elderly man commanded.

"Do as he says, team," commanded the colonel at last, his voice mild, but the other three members picked up on the phrase instantly. It was a code word for a specific tactic…

The Task Force X group obediently raised their hands high. Janine turned to Peter who was scanning the four suited and masked trespassers with an EKG meter, the mechanism beeping softly but nothing positive or alarming.

"Anything?"

"The meter shows nothing. There's no ectoplasmic activity. In fact…they're human."

Janine and Winston were puzzled (though Winston kept his eye on the prowlers); that was a new one. But the Plastique discreetly dropped a coin from her palm to the floor. Or at the very least, it didn't hit Winston that coins normally aren't white and plastic-looking until it was too late…

Kapaff!

The flash bomb went off with an uncontrollable and blinding blaze of white, taking all three of the Ghostbusters by surprise, and the metal and reflective sterile walls of the Ghostbusters' server room only increased the concentration. Though Flagg and his team had darkened, protective eye-visors, the three Ghostbusters did not.

"Yaaaahhh!" they all cried out in pain, their eyes now stinging from the abrupt surprise attack, and Flagg looked over the drives that were still downloading every word, document, and miniscule speck of information from the Ghostbusters' servers as he touched his communication headset.

"Transmission status! Now!" the colonel ordered while Captain Boomerang used a particularly sharp boomerang to slice at the stunned Winston's hands and caused him to drop the rifle from his hands.

"Four minutes and counting."

Flagg turned to his teammates and ordered, "Stop them from leaving this room."

It would disastrous if they got reinforcements; Flagg was thankful it was just human Ghostbusters this time.

Deadshot wordlessly took out his dual tranquilizer guns before he fired, but Peter and Winston were quicker. Peter grabbed Janine roughly around the shoulders and hurled himself to the left while Winston dove to the right as the darts flew over their heads. Luckily, all three of them were able to duck behind several of the server racks, the metal structures holding thousands of dollars worth of sensitive and vital computer drives, network hubs, and rare firmware that Egon and his team had built from scratch.

"Damn it!" Winston said as the bullets ricocheted off the metal of the server racks and embedded themselves into and past the plastic coverings of the proxy, database, and application servers that functioned as a core unit to the Ghostbusters consoles and communication systems. Michael Lee and Jenny Calendar were going to have absolute fits when they saw the soon-to-be-extensive damage. But with them firing the guns and with his rifle out of reach and broken, there was little he could do. And Janine's baseball bat did little against guns while Peter's proton pistol and pack only works on paranormals and spirits.

Deadshot smirked as he started walking up to the racks where they were hiding for cover. Like a cornered mouse…

WHAM!

Deadshot was suddenly sent flying as something huge and heavy and extremely strong surprised him with a powerful fist from above at his blindside right immediately after the heavy and furry form yanked both of his pistols from his hands. Flagg, Plastique, and Captain Boomerang all looked up to see a rather irate and livid brown, furry gorilla wearing a brown fedora hat, a green backpack, and khaki shorts, hanging from the ceiling on his feet while holding Deadshot's guns. And next to the gorilla and floating was a strange green and slimy ghost that was actually bean-shaped with no legs and skinny arms, yellow narrowed eyes, and a toothy gigantic mouth.

Flagg recognized them instantly; more of the Ghostbusters, Slimer and Tracy the gorilla. And from what it looked like, Tracy looked ready top rip each and every one of them to pieces, his eyes simply glowing, and snarls and growls from his gritted teeth making him like a rabid animal. And the fact that he simply smashed the guns into nothing but broken pieces of metal indicated that he was in the mood for some violence.

"Tracy, Slimer, sic 'em!" yelled Peter as he, Janine, and Winston charged. The gorilla and the ghost complied.

"As if!" snapped Bette as she hurled a heavy canister and aimed at the spot right in front of the charging line, and with a terrific explosion, the electronic spark ignited the container of flammable chemicals and created a flaming and impenetrable line of fire, threatening to incinerate them all as the flames licks at the floors, walls, and surrounding computer equipment.

"Tracy, Slimer, stop them! Go ahead of us! We'll catch up!" Winston yelled as he grabbed a nearby fire-extinguisher and started spraying on the pool of gasoline and butane, grateful that no one was seriously hurt.

Tracy complied as he howled in rage, setting himself upon Captain Boomerang and Deadshot as he leapt over the fire with an impressive acrobatic jump. The assassin managed to recover enough to see a heavy gorilla hurling himself with a fist, and instincts aside, Deadshot rolled away at the last second, only for Tracy's enormous fist to smash the computer server where his head was a moment ago, leaving a crushed dent with sparking and exposed circuitry. Had he lingered, Deadshot would have most likely had a crushed skull. Tracy was about to smack Deadshot again before several bola boomerangs wrapped around his body and tightly pinned the gorilla's arms to his sides with steel wire and snaring Tracy.

"Gorilla on a Barbie tonight, mate!" Digger quipped sadistically as he pressed a button on his console and instantly, the boomerangs tying up Tracy beeped several times before a powerful and devastating electrical current through the wires lassoing him. Tracy arched back and screamed in pain.

"Leave him alone!" growled Peter as in desperation, he aimed his proton gun and fired (consequences and warnings about using their proton weapons on human beings be damned, this was an emergency). Both Deadshot and Captain Boomerang ducked the streams of energy as Winston nearly put out the fire.

Meanwhile, Slimer launched himself at Plastique and Colonel Flagg, and Bette was a bit alarmed, especially since her bombs couldn't affect a spirit. Flagg then took out a candy bar and unwrapped it in front of the floating apparition, the insides of which were laced with iron fillings, silver shavings, and doused in holy water.

"Here, ghost…" Flag tried to say with tantalizing temptation, before tossing the chocolate treat at the far end of the room, having it hit the wall with a soft thud. Hopefully, the specter would take the bait.

No such luck.

Slimer gave the Task Force X leader a deadpanned and annoyed look that said somewhere on the lines of "how stupid do you think I am?" before he roared and launched himself at the man with fists and slime ready. Flagg was a bit surprised at first (considering that Wolfram and Hart's reports specified that Slimer was all stomach and hardly any brains), but only for a moment. Like any good soldier, he had a back-up plan, and Flagg pressed a discreet button on his belt just as Slimer was going to deck him.

Slimer screamed incomprehensibly as he suddenly felt the jarring impact of the bio-electrical shield he made in contact with before he was flung back forcefully and hit the opposite wall with a sickening thud, leaving a gruesome, green splatter-spot. And with Captain Boomerang hurling electric boomerangs and Deadshot (now using a flame-thrower attachment he had around his wrist), Tracy and the other Ghostbusters were able to be kept at bay.

"Two minutes and counting…" Clock King's voice said, each second an eternity to Task Force X. Still, at least the process hasn't been interrupted yet…

"Slicer missiles, away!" yelled a voice and to Captain Boomerang's shock, a strangle, rocket-powered missile with razor-sharp cutter blades at the top flew forwards and expertly cut the wires that were trapping Tracy, freeing him from the electrified net. Tracy fell to the floor, hurt and sporting third-degree, smoking burns where the wires singed his flesh and fur, he was still alive and conscious.

Task Force X then heard a cockney voice, thick with a British accent, speak offhandedly, as if bored.

"Think we can take them, Peaches?" His companion, clearly having a baritone American accent, shrugged casually as he answered his teammate.

"Eh, if there's one more, there might be trouble, Spike."

"Then that's the one I'll have to take care of for you, love."

This was instantly followed by a snort of disbelief and playful disdain.

"What, you're fighting too?"

"Stuff it, prat."

"Up yours, William."

"You know I hate it when you call me that."

"Right now, I'm seriously reconsidering the fact that I had to call you two for back-up. I'd be better off asking the Three Stooges for help," Xander groaned as he fired a spider missile from his glovatrix at the four intruders (Deadshot instantly dispatched a plasma gun and shot at the missile, causing it to explode harmlessly).

Then Plastique noticed that as Xander, Spike, and Angel emerged from the shadows, ready to add in to the brawl, though Xander was wearing gas mask like the other Ghostbusters, Spike and Angel weren't.

"Hey, how come you two aren't asleep?!" blurted out Plastique in surprise. The blond man then gave a rather smug snort, his mouth barely twitching into a smile, as he carelessly flicked away his cigarette (he hated to waste a good smoke).

"That's the funny thing about vampires, love. They don't need oxygen," Spike drawled before he and Angel transformed, their faces now marred with the distinctive, signature appearance of the unholy vampire, complete with the marred brows, the yellow, cat-like eyes, and the pointed teeth, giving a soft growl each like a feral animal.

Colonel Flagg swore mentally; now this would be even more difficult. Still, the mission needed to be done, with or without Task Force X…and Waller and Flagg weren't stupid enough to not have backup ideas and precautions.

Captain Boomerang felt his heart thud against his chest; this was certainly one of his worst nightmares come to life. And damn if he didn't nearly lose control of his bladder right then and there. So he could only voice the only thing that came to his terror-crazed mind.

"Oh shit…"

With that both of the vampires charged along with Xander with fists ready. The one-eyed Scooby went directly as back-up fire as he aimed with his glovatrix again at the four intruders, ready to deliver several bola missiles. However, Captain Boomerang's self-preservation instinct then kicked in.

No way in hell he would be food for vampires and freak-lovers.

Digger took out a special set of five boomerangs from his supply belt and sash lashed around his waist and across his chest, with these weapons made of titanium and silver and riddled with special circuitry and polonium cores to emit specially-designed electromagnetic pulses. With a deft flick, the former rogue activated the weapons and threw them at the various Ghostbusters in the room.

Like clockwork, there was a series of high-pitched whining, almost impossible for the human ear to detect, before Xander yelped as his glovatrix started to smoke and short-circuit before it died and became unresponsive. And no matter how many times he tried, Xander couldn't trigger the gift from Razor to fire.

"Huh?!" blinked the eye-patch Scooby. And it was that one moment that Harkness was waiting for as two boomerangs he threw with timed and skillful accuracy recoiled off the metal walls before striking Xander hard upside the head, causing a deep set of lacerations and bleeding profusely.

And it wasn't just Xander who was incapacitated by Captain Boomerang's sonic accessories. Tracy the gorilla was now shrieking in malaise, holding his ears and howling and gutturally roaring. Though Angel and Spike both winced at the high-pitched frequency, Tracy's hearing was far more sensitive and the ultrasound was driving him crazy, almost to the point of insanity. He stopped his tactics to defend and strike against the intruders and just stood there stupidly, concentrating on nothing else but the pain ringing in his ears and making the blood painfully roar inside.

It was completely unbearable.

And it was easy enough for Deadshot to fire a tranquilizer dart full of sodium pentothal into Tracy's neck, smack dab in the ape's main carotid artery and instantly rendering the animal into a sleepy state as convulsing, Tracy dropped to the floor, unconscious and breathing weakly.

And the fact that Tracy was slightly twitching meant that Deadshot's dart had enough of the chemical to cause a lethal effect in the gorilla if they didn't get him help soon.

"Trace!" yelled Xander groggily.

"You're next, Harris," grinned Deadshot as he aimed his gun at the Scooby until a metal baseball bat flew in the air, spinning quickly, and struck Deadshot upside the head, causing Floyd to drop his guns and fall to his knees, close to passing out from the concussion the metal weapon bopping him on his temple.

"No, you're next, creep! Don't mess with Melnitz!" growled Janine, glasses askew, as she and Winston charged with fists (and fire extinguisher) ready. Unfortunately for them, Harkness then tossed several more electric boomerangs at the duo, causing them to stop abruptly to avoid the projectiles from hitting them. Deadshot meanwhile decided to face the vampires as he took out one of his special machine guns given to him by Waller and fired a stream of bullets at Spike who madly dodged and strafed to try to escape from being shot. Still, he wasn't that fast and Deadshot was skilled.

"Bloody hell!" yelped Spike as he felt a few bullets hit him in the arm and thigh. The burning, the pain…those weren't ordinary bullets…

While Winston did his best to help out Spike, Angel growled in a feral manner, his voice now enraged ten-fold, as he set himself upon Flagg.

Unfortunately, Angel didn't sense the protective spells Tala cast on the colonel and his person as he delivered a powerful jab at the unknown's face, directly at his nose area. There was a swirling flash of purple-colored chaos-magic, microseconds before this fist even could get within an inch, almost as if…

A flash and a surge of white fire erupted instantly.

"Argh!" yowled Angel as he pulled back his fist, the skin and knuckles now smoking and badly burned. Flagg grinned as he effectively returned a swift and devastating kick to the vampire's stomach, enough to make any normal human bowl over and whimper in a fetal position. Apparently, Waller's hunches of Tala being an essential asset to Cadmus were well founded.

Taking the hit, Angel stumbled backwards a bit to gain a little distance before completely swiveling around to deliver a powerful turn-kick at Flagg's head. He could take blows far worse than that. Flagg didn't seem at all taken back by the least as he utilized his training to match the vampire blow for blow, strike for strike. And if anything, the vampire was the one slightly surprised; he didn't expect the human to be this good at martial defense and combat. But as the fisticuffs began to get even uglier, Flagg deep down realized that unless something happened, he couldn't keep this up forever.

Clock King was apparently on the same train of thought…

"Flagg, Deadshot, since Angel and Spike have enhanced speed and agility far superior over a normal humans, it takes about a quarter of second for them to throw a punch and a third of a second to throw a kick. Time your attacks and shots accordingly and fire sooner than you expect. Deadshot, based on your uncanny reflex speed, aim with a wide-array benzo-bullet at your left at the eleven o'clock position…"

Floyd waited as Plastique managed to hurl another series of flash bombs in front of Peter and Winston, temporarily trying to blind and hinder their efforts to make headway while Xander and Janine were busy trying to avoid the razor sharp boomerangs that were rebounding off the walls in various directions.

"You're mine, wanker!" snarled Spike as he lunged forward.

"…now," commanded Clock King, and Deadshot fired a specialized missile from another attachment from his gauntlet that released a spray of needles and shrapnel, dispersing a wide array and shower that immediately struck Spike with full force, being unable to dodge it completely, and even managing to wing Angel and Winston from the sidelines. Spike suddenly felt so heavy, as if his body and his muscles were lined with lead, so heavy and numb…

"What the hell?" rasped Spike as he staggered while the concentrated benzodiazepine drugs were kicking in and entering his body within thanks to the needles.

Deadshot smirked; after all, vampires were still susceptible to drugs and poisons, though to a much lesser effect than humans, as Winston looked like he was struggling to not pass out as his central nervous system was slowing down. And Angel was feeling the effects as well as his attacks got slower and sloppier, allowing Flagg to gain the upper hand and turn the tables quickly.

At the same time, Xander, despite no longer having a functional glovatrix, was busy trying to fight and physically brawl with Captain Boomerang up close, throwing a multitude of kicks, punches, and a good tackle after managing to get close. But Clock King managed to snatch the baseball bat that Janine had thrown at Deadshot before he solidly and viciously struck Xander in the firearm, hearing the satisfying crack and the scream of pain from the eye-patch-toting Scooby as he backed away, holding his broken appendage gingerly.

But of course, it was that moment of taking out Xander that seriously distracted Captain Boomerang as he didn't see the bespectacled Janine rush forward and tackled the rogue with a flying leap that was probably worthy of most linebackers of professional football teams. In fact, she rammed him so hard, the baseball bat went flying out of his hands. And as the two crashed to the hardwood floor, tussling and fighting, Captain Boomerang's aching head was soon lessened as Janine was furiously fighting him by trying to knee him while on top, clawing and punching. Already, she even managed to make several small tears through his uniform and mask with her nails and the misplaced knee missing its target to his privates was enough to make him think of thanks to any higher power and close enough to make him sweat. Abandoning the punches and scratching, shrieking, Janine's hands went around his throat and she pressed her thumbs into his larynx hard, making him choke and gurgle in pain as she tried to strangle him.

As comprehensive as Wolfram and Hart's files on the Ghostbusters were, they failed to accurately say how much of a spitfire Janine was when she got extremely livid. And Captain Boomerang, despite all his strengths, was a coward and an average hand-to-hand combatant at best. But Digger was then desperate as gagging, he managed to shakily grab a razor-sharp boomerang from his belt and unfolded it before he stabbed upwards…

Janine gasped in pain, shocked at the sudden spike of agony as Digger embedded the pointed end of the metal weapon into the right side of her rib-cage, blood spewing out like a geyser. In fact, the only thing that completely saved the secretary from having her lung punctured was the fact that the boomerang was embedded and stuck into her rib bones, wedged in. But the excruciation made Janine lessened her hold on the rogue, and that's what Captain Boomerang needed as he punched the woman hard in the face before kicking her off.

It was then that Clock King said the most joyous and triumphantly alleviating words Deadshot, Plastique, and Captain Boomerang could ever hear.

"Transmission download complete. Mission has been successful."

"Finally, mate…" rasped Digger as he scurried to the escape hole they made earlier. He was getting out while he still could (and frankly, he didn't want to stick around in case that crazy woman was going to try breaking his neck again).

"Retreat! Task Force X, retreat! We got what we came for! Retreat! That's an order!" Flagg hollered.

Winston perked up at this, despite the blood running down his head from the wounds he received as he hoarsely croaked to himself, "Task Force X?"

"You're not going - !" growled Angel as he was about to tackle Flagg, but then Plastique hurled another projectile, this time the bomb exploding high above before deluging Angel and the company with a foul and dangerous solution…

"Yeow! It burns!" Winston yelped, having some of the fluid splash against his uniform and eating away at the fabric. Peter Venkman then realized why as the liquid was beginning to smoke a familiar odor he himself had grown familiar with from his college chemistry lab courses and from his countless hours of research in his glory days.

"No wonder! That's hydrochloric acid!"

And Spike suddenly realized that the bomb also did a considerable damage to his body as well, including his black jacket as the caustic substance ate it away, leaving barely anything else except shriveled, crinkled, tattered rags to drape awkwardly on Spike's body. His coat was ruined and gone forevermore.

Spike's eye twitched ever so slightly; that was his favorite leather trenchcoat!

OK, granted, he got it off Nikki Wood in a really morbid and sick manner, but still…

"Okay, you damned bastard!" growled Spike, now really desiring to beat this unknown stranger an inch within his miserable life before castrating him after making him beg for death, "Now I'm bloody mad as hell now!"

Digger swore he felt his knees quake a bit; he could already imagine what was going to be in store, especially since he remembered from the extensive briefings of why Spike got his nickname. He did the most obvious thing he could….by running away, screaming like a terrified girl, practically diving into the chasm to the sewer systems underground.

Flagg choose a much more dignified tactic, stopping the two Ghostbuster recruits in the tracks as he held up a wooden cross he stored from his belt, saying, "Not in this lifetime, vamp. You're lucky I'm deciding not to slay you."

Damn, he was prepared.

Temple Fugate then commanded to Plastique as Spike and Angel furiously did their best to get close regardless of the cross that was being shoved right in front of faces.

"Plastique, do you see ventilation shaft to your left at the nine o' clock position?" the Clock King asked calmly. The red-haired explosive expert looked, and her eyes fell on the sliver grate on the eleven by five rectangular ventilation shaft.

"Affirmative."

"Judging from your position in the south-south east position in the room, and how it would take Angel and Spike two-point-five seconds to reach your person and estimating how mist and vapor travels about roughly thirty miles per hour on the account that it is lighter than dry air and taking into the dimensions of the room, use your mist-spray bombs…now."

Plastique obliged as she followed his orders, tossing the glycerin-bombs filled with a special fluid for maximum payload…

KABOOM!

The area around Task Force X and the two vampires was instantly besieged with a thick, wet, and humid fog, spreading so quickly that everyone could scarcely believe it. Angel suddenly started convulsing as he halted in his tracks, choking and hacking uncontrollably, as if he was suffocating. And unlike the others, Spike and Angel weren't wearing gas masks.

The red-haired Janine rushed instantly to Angel's side, ignoring her injuries, asking with great concern, "Angel, what's wrong?! Oh God, we gotta get you and Spike some help!"

"It…it's…" Angel hacked and coughed, falling to his knees, his lungs, his nerves, every inch of his body inside in extreme pain, as if sulfuric acid was flowing through his veins and bloodstream (if he still had one). But that was impossible; the only thing that could burn vampires like this was…

It hit Angel. Holy water. The fog consisted of basically evaporated holy water. And for a vampire, breathing it in was the same as ingesting it. Though they didn't need to breathe in oxygen, Angel and Spike still had, by instinct, the natural lung reflex.

"Ah, bloody hell, this stings!" Spike roared, hacking and rasping, tiny pinpoints and scorch marks starting to show on his skin and face.

"And if you don't clear out and back off, you're going to be buried alive," Flagg growled, and all of the conscious Ghostbusters looked up to see Flagg, Deadshot, and Plastique standing close to the escape exit (Captain Boomerang already ran away like a true coward) with Plastique holding two circular bombs, each white disk containing a worrisome amount of nitroglycerine.

"Your choice, Ghostbusters. Go after us or help your friends," and with that, Flagg nodded at Plastique who hurled the bombs up at the ceiling, the explosives instantly latching to the roof before ticking down and beeping madly.

"Get down!" yelled Angel as he barely managed to cover Janine with his own body a split-second before the multitude of bombs above exploded with a furious nova and firestorm, sending charred wood, shrapnel, and metal everywhere. Xander was surprised when Spike likewise tackled him out of the way of the resulting conflagration at the same time Angel grabbed Janine…

KABOOOM!

"Hmmm…impressive…those Ghostbusters will be set back for several months from this one," Deadshot couldn't help but remark at the now flaming piles of brick, mortar, and wood, the nearby consoles and computer servers completely ruined, now turned into nothing but hissing and sparking twisted pieces of charcoal and useless plastics. The room permeated with the thick smell of ozone. And Winston was seen badly injured from several heavy and crushing rocks and bricks he took for Tracy as he shielded the ape with his own body, knowing full well that he wouldn't be able to humanly lift the heavy simian. Now, instead of Tracy, Winston Zeddemore was bleeding badly and apparently had a few broken bones from the impact of the rubble striking him.

"Flattery will get you nowhere, sweetie," Bette shot back poisonously as she dropped into the escape gap, and as Flagg and Deadshot were about to exit, Flagg was suddenly tackled from behind by a furious and still headstrong Peter Venkman, catching the military soldier by complete surprise as he pushed him to the ground.

"You're not going anywhere!" yelled Peter with surprising and unexpected strength as he applied a chokehold on Flagg from behind, with the colonel doing his best to try to elbow the man off him.

Despite the blood running out of his mouth and his injuries, Peter Venkman wasn't letting go of his hold on Flagg until he heard the click of a gun above and he momentarily looked up to see the barrel of a specialized handgun being held by one of the masked men. And this gun didn't fire tranquilizer darts…

Peter froze with fear, which was exactly what Flagg needed as he solidly decked Peter with a fierce uppercut, cracking the man's head back, before positioning his foot into Peter's abdomen and shoving him off. The lone Ghostbuster crashed on his back, but he was still conscious and quite alive, coughing and wheezing from the blow to his gut. Deadshot then smiled (and Flagg's blood froze).

"Deadshot, STOP!" bellowed Flagg in rage, but the assassin ignored the colonel as he turned back to Peter.

"C'est la vie," Deadshot said without much shame as he fired the silver bullet directly into Peter's head.

---

Meanwhile, as the Ghostbusters firm in New York was suffering a rather damaging attack, things were getting understandably edgy, morbid, and worrisome over at Shaw Industries in Kentucky. The beautiful Talisman of Twilight freed from Falco's heart was still hovering above the heads of the heroes above, the surface glinting under the lights of the basement chamber.

"Poor Falco…" murmured Multiple under his breath. Beach Head, not surprisingly, wasn't very sympathetic or sentimental to the X-Man.

"Quick, grab the shield and let's scram," the Army ranger commanded, nodding his head at the object floating above in the air. Kagome Higurashi, one of the Ghostbusters, gave Wayne a scolding and disapproving glare.

"My, you're very compassionate, aren't you?" she drawled sarcastically as Superman, deciding to act, flew upwards to grab the beautiful silver and blue metal Talisman that was freed from the avian's heart.

Beach Head just gave the archer a simmering look of molten steel of his own as he growled dangerously, "At this point, miss, you'll find there's very few people who'd actually feel sorry for that feathered twerp. So put a lid on your bleeding heart, and keep in mind that I'm the grown-up who knows what he's talkin' about and you're the obnoxious teenager who's still got a lot to learn."

Just as Superman gently and delicately grasped the exquisite metal disk in his finger (and when Kagome was considering kicking Beach Head hard in the shin), things took an unexpected turn for the worse as Quentin, alarmed and startled, looked down to see that the ghost trap in his hands, the prototype that Egon designed to trap living beings, was starting to shake and rattle, hissing out hot sparks.

The dhampir's eyes widened ever so slightly as he cursed, "Shit."

The trap was less powerful and effective as they thought. With all the technological engineering and magical spells their resident mages placed on this trap, Quentin and the team was so sure that they had five to ten minutes at the very least…

The other heroes immediately noticed this too with instant alarm and foreboding.

"Dios Mio!" cried out Menos the Titan in his mother tongue while his brother Mas was more lucid in a predictable solution.

"We have to get out now! We should run for it!" the speedster cried out.

"Quentin!" gasped Kylie before the Ghostbusters' field leader leaned his arm back and threw the trap as far as he could, away from the crowd and his allies, the yellow, metallic disc clanking loudly against the floor and actually reaching the far end of the grand chamber, still hissing and shaking madly as if possessed.

"Crap, they're getting out! It's overloading!" Garret exclaimed.

"Why didn't you destroy the bloody thing and leave them trapped in that dimensional rift forever then?!" asked Pete Wisdom angrily, and Quentin felt the slight temptation to kick the secret agent from A.U.N.T.I.E. hard.

"Don't tell us what to do, Wisdom," growled the dhampir, "There's nothing honorable and right with sentencing them to that sort of fate!"

"Genie, get us out of here, yo!" yelled Toad, but it was too late as the trap finally broke from the power Roxas was summoning through the temporal vortex in time and space in order to release him and his comrades by opening the one doorway back to Shaw Industries…

With an enormous and alarming flash of paranormal, nuclear fusion, and dark energy, the trap broke apart and released a torrential and powerful typhoon, the foyer a whirlwind of activity and taking everyone by surprise. The inferno was so bright, many of the human heroes had to wince and turn away, shielding their eyes and preoccupied for a brief second or two…which was exactly what Roxas needed.

And to make matters worse, as Althea and the other Misfits summoned out their respective scepter and Keyblades, there were a sudden blur that instantly flew by them, and a split second later, there all felt incredible and excruciating pain around their torsos, abdomens and backs instantly, the throbbing from the bruises and the deep lacerations slowly coming to light. They didn't even have time to scream, and hissing and whimpering, Wavedancer and her teammates fell to their knees, feeling rivulets of blood well inside their uniforms and trickle down their arms and sides.

"Ow…" groaned the Delgado triplets in unison, their silver and purple uniforms already starting to blossom with red blotches. Shipwreck and the other Misfit handlers rushed instantly to their wards' sides with panicked agitation.

"Tinkerbell!" called out Spirit in alarm, and to the Native American's relief, the blond and glowing pixie appeared before she started to bathe them in her healing magic. But while this was going on, the blur managed to skillfully evade and scurry by the various wall and crowd of heroes without even touching them. Though a few brief heroes such as Quentin, Batman, Faith the Slayer, and Robin the Titan could sense the darting figure, it was much too fast for them to do anything about it as Roxas focused his sights on the blue and red clad Kryptonian holding the Talisman of Wind in his hands.

Superman though was no weakling, and he could sense something approaching fast behind him, and swiveling around, with one free hand, the Justice League founder timed it right as he made a fist and punched hard directly at the incoming shadow.

Unfortunately, Roxas was expecting this as he set himself upon the extraterrestrial, narrowly eluding the fist by several inches, as he brandished his dual Keyblades. Superman didn't even comprehend on the fact that a mere boy, a teenager really, managed to equivocate his moves before he felt the raw and fierce, crushing blows of the Keyblades hammering down upon his back and body.

Whack! Clang! Whack! Clang! Whack! Clang! Whack!

POW!

The blows and strikes from the sharp and honed edges of Roxas' weapons raced across Superman's body so fast, he could scarcely believe it, and it allowed the Organization warrior to take him completely by surprise before he delivered the final blow on the Man of Steel. And unlike his time with Wolverine, Roxas was much, much more ruthless and brutal with his attacks on Superman. Dropping like a rock, the alien crashed forcefully to the ground, leaving a deep crater as the illumination and flare was starting to fade away…

When the burst of energy subsided, the heroes then saw to their anxiety and dismay that now Selene and Emma Frost along with the Hellions were now fully freed from the dimensional rift that Quentin and the Extreme Ghostbusters had trapped them under. Each and every one of them were standing at the far end of the room, at a safe distance away from the heroes with looks of acute displeasure and ire.

"Ugh…that's a relief…" muttered Roulette, not sure if she would ever forget being trapped in some weightless and suspended realm of blank space, no food, no water, and hearing nothing but unbearable silence and seeing only emptiness as far as the eye could see. Though unharmed, the telepath considered it an insulting transgression…and if the herd of allies for the damned X-Men and Misfits thinned out a bit, she would gladly make each and every one of those mutants of Xavier pay by ripping their brainstems out.

And she wasn't the only one with the same thoughts.

"Remind me to kill as many of the Ghostbusters as I can during the Gathering for this. They're getting too smart for their own good," muttered Selene to the White Queen with homicidal and vicious promise.

The Hellion Beef blinked as he admitted, "Really? I thought it wasn't so bad…"

"Maybe because it was as vacant as your head!" snapped Empath, clearly bad-tempered and in a foul mood as Roxas landed next to them, holding in his hands the shield and…the mirror? Low Light and Roadblock looked down at Quicksilver, who had the Talisman last, only to see that it was no longer in his possession.

"Damn it!" cursed Cooper under his breath. Apparently, Roxas must have taken it away from Pietro as he attacked him, the Misfits, and Superman. And all in a matter of seconds…which meant that now the Hellfire Club had all three Talismans of Twilight in their possession.

OK, this was bad…but they still had a chance to win this, hopefully if the Dinosaucers were pulling through.

"Don't let them escape…" hissed Superman in pain as he was helped up by Green Lantern and Wonder Woman.

"The Save the King shield, as told by the Oracle…" the member of the Thirteenth Order said before he gave it to the Hellion Monet for safekeeping, "We're done here."

"Damn it…" cursed Black Widow as she aimed with her submachine guns and instantly fired, letting loose a barrage of ammunition, the air ripping with the sound of rapid gunfire and empty bullet casing dropping to the floor. Without even a change to his facial expression, the cloaked soldier simply spun his Keyblades and deflected the barrage of bullets effortlessly.

"Wow…" Xi couldn't help but bitterly comment as he was being energized by Bambi, "You're good."

"I told you that numbers didn't matter when I faced you at the Institute," Roxas returned coolly.

Despite the pain as blood ran down her side, Wavedancer couldn't help but be puzzled. If Roxas had time to use his Keyblades to hurt them, Superman, and grab the mirror and the shield Talismans, then why on Earth didn't he just act first and foremost to finish the enemy at the first chance he got? He could have easily decapitated them, sliced off their heads and limbs during the blinding distraction of the trap exploding. If Roxas truly wanted his mission to succeed, he would have strategically taken out and eliminated the greatest threats first before grabbing the Talismans. And if he was fast enough to catch Superman by surprise, then no question that this was possible, especially with all the Keybladers in the room at once.

So why?

Was Roxas…holding back?

Wavedancer just looked long and hard at the young boy with spiky blond hair and azure eyes as blue as the oceans while he coldly and effortlessly hefted the Oblivion and Oathkeeper Keyblades in his hands, prepared for any additional futile attacks from the other heroes. What exactly was his deal?

Captain America just stoutly remained firm and standing as he addressed Emma, Selene, and the Hellions with concrete and steel, "You have no chance of taking us by surprise again, and we're wiser to your tricks from before. And considering that you're against a good number of powerhouses, we'll give you a choice: peacefully hand over the Talismans without conflict or we take them from you via force."

As fair and diplomatic as this was, many of the heroes were either rolling their eyes skyward or giving the Avenger looks of disbelief (he might as well ask for a million dollars and a pony while he was at it).

"And I thought Supes was supposed to be the Boy Scout," the Flash quipped to himself dryly.

Both Superman and Steve Rogers glared at Wally with one look to shut up.

One tense second passed, then two and three, but nothing absolutely happened, and the Hellfire Club's minions along with the Thirteenth Organization member just remained standing there. And Roxas appeared to be more and more surprised and confused with each passing moment, his hostility and antagonism melting away into shock. It was certainly odd to see the boy's face looking like as if the floor was pulled out from underneath him, leaving nothing but a gaping, bottomless hole for him to plummet into.

Blob suggested helpfully, "Uh, do you need a bathroom break or something, Roxer?"

"Roxas, Blob," corrected Wanda, close to snapping, "And now is NOT the time to ask someone if they need a bathroom break!"

None of the Hellions were paying much attention to the Mohawk-toting Misfit as they looked at Organization's Keyblade wielder expectantly.

"Uh…Roxas?" asked a slowly panicking Roulette, "Any time would be good right now!"

"In other words, move it, slowpoke!" barked Buford, but the young Keyblade wielder from the Organization shook his head with a mixture of fear and outrage.

"I don't understand," hissed Roxas, "Something is blocking us, preventing us from leaving!"

---

The Superior was not pleased. Not in the least damned bit.

First off, it was already confirmed by Selene and Emma Frost via telepathy that Falco and Octavia had entered in the Shaw Industries building and grounds and that the trap had been sprung. But that was over fifteen minutes ago, and no one from the Thirteenth Order nor the Hellfire Club had received any report about any update on the status of their mission. And the respective queens of the Inner Circle were always punctual.

Secondly, the scrying waters of the Oracle fountain were no longer able to spy and display what was happening in the complex. Not only could they not even observe periodically upon the company and the pathetic attempts of the heroes to spy on them, but the fountain's powers seemed to be mysteriously repelled and actively kept at bay by an opposing force. And there were relatively few sources available on Earth that could even match up to the Oracle's omnipresence. And it was because of the magical hindrance that the Thirteenth Order wasn't able to detect the errant in their plans sooner than they would have liked.

And add to the fact that they could already faintly sense two new and relatively powerful sources of magical forces originating from the industrial structure that were not there before practically cemented the conclusion that the Black and White Queen along with their charges and Roxas had at long last gained the coveted Talismans of Twilight.

So why have they not reported back their victory and returned after killing Falco and Octavia? Surely they weren't as foolish as thinking that they could simply endanger their chances of obtaining the treasures without running into interference from the heroes? And even Roxas was given strict orders to not directly engage with the heroes (since they would so predictably unite and try to outnumber and swarm him and the Hellions by sheer numbers) and to strategically retreat with the two Talismans once they were obtained.

So why haven't they done it now?

Something was wrong.

And if not even the Organization could utilize the portals of darkness to actively teleport into the very center of Shaw Industries, then it was imperative that each and every one of the order go to Kentucky to beat back (and preferably kill as many of the heroes as they could) while helping Roxas, Selene, Emma, and the Hellions escape with the bounty of the mirror and the shield. After all, if they couldn't teleport into the company, then it was logical that Roxas and his band would not be able to disappear out of the company. And as such, the best course of action would be to reappear outside the boundaries of the strange and unknown energy blockade and work their way through the obstruction.

And the leader of the Organization specifically told Lord Imperial that he and his subordinates would personally handle this. He hated unknown and unexpected developments, and this difficulty was the mother of all obstacles that could possibly mean that everything went wrong. And with the two Talismans of Twilight being so close in their grasp, the Superior was more than furious with this.

With swirling gates of black, smoky matter, the Superior and the other eleven members of the Organization appeared onto the very outside grounds of the land surrounding the Shaw Industries complex. And then to his ire, he saw exactly why they were not able to appear into the complex.

The entire construction of Shaw Industries of Louisville, the warehouses, the offices, the neighboring sidewalks, all three stories of the building itself, was encased in a hemisphere of shimmering, mystical brown light. It was an aura of magic, and a rather powerful and foreign one at that, a spell not from any magic source of this planet like the Charmed Ones' reliance on Wicca. And even at a distance, the dome was incredibly vigorous and formidable, pressing air forcefully against the Thirteenth Order's faces due to the pressure the mystical ward was generating. And it was doubtful that even the Superior could get through the barrier easily, at least not without wasting a lot of time he did not have the luxury of to expend on a meaningless task for more than necessary.

And then the leader of the unholy mercenaries spotted the source of the annoying interference. Allo, the leader of the Dinosaucers, was sitting in a lotus position, meditating and his back erect, calmly using his skills to actually levitate several feet off the floor, floating on thin air. His body was glowing in the same color as the supernatural barrier, his tail was perked up straight, and though his eyes were serenely closed to the point where it actually appeared he was in deep slumber, Allo was softly chanting under his breath while his claws made alien and unrecognizable signs and movements.

As Batgirl said herself in her Phoenix-Force-induced vision earlier, "a clever trap and a trap for the clever".

The Superior cursed; these heroes were much more calculating and astute than he gave them credit for. He never dreamed that using the magical tolerance of the Nexus stolen from San Francisco would still be useless against Reptilion magic. And all around the barrier was a gigantic circle, a pentagram really, outlined in chalk and all along the border, it was drawn with a series of undecipherable hexes, written incantations, and strange symbols. But what was the most incongruous was that almost bordering the chalk marks were series of objects placed at intervals, consisting of a scattered table salt, iron amulets in the forms of ankhs, and crystals of moonstone (a Reptilion power-booster) and clear quartz (gifts from Willow Rosenberg and the Charmed Ones).

Mixing different types of magical sources to strengthen his Reptilion magic into something much more powerful and malleable. Ingenious…

Allo then actually halted in his spellcasting and magical summoning as he spoke clearly without turning his head, almost as if he sensed the enemy's approach, "I was wondering when you and the other members of the Organization would show up."

Not one to give in to baiting, the Superior spoke coldly, "Clever and impressive, Allo. You actually managed to take me by slight surprise with this tactic."

"I'm not here to impress you," Allo returned with hidden insult in between chants to fortify the blockade of alien magic.

"Such insolence. My Superior, shall we?" growled Lexaeus, the Organization's resident earth-manipulator, as he and Saïx brought out their respective tomahawk and the Claymore broadsword. The hooded leader of the group nodded his consent.

"I wouldn't attempt it if I were either of you two," Allo said mysteriously, his voice casual. The two took a single instant to use their heightened senses to spot or expose any sort of traps, but to their knowledge, the entire plot of land all around them was empty, bare.

"That is a rather pitiful show of bravado," Saïx said dispassionately as he walked forward. Or at least, he and Lexaeus attempted to before they stepped on a certain patch of dirt and grass…

KABOOOM! KABOOOM! KABOOOM!

The explosions were enough to even caused the Superior to stumble backwards by several steps as he and the other members of the order saw the fleeting image of the conflagration and resulting detonation of fire, blue-colored energy, and explosives caught the two warriors completely off-guard, sending them backwards, flying and crashing to the ground, badly burned and singed, but surprisingly enough, there was no blood or lost limbs. A small pity in Allo's opinion.

"Actually, I was referring to the fact that you were about to step on the magically-enhanced land mines we planted, courtesy of the Joes and the Ghostbusters," Allo continued blithely. Saïx felt the sudden urge to lose his temper and break through his usual stony demeanor, truly furious at the fact that he was humiliated in front of everyone like that. And that Dinosaucer was cunning, for those mines couldn't even be detected by their probing (hence they too were magically shielded).

"You know, if I actually had a heart, I'd find that pretty funny with a capital-F. And we can't send the Heartless on that lizard sorcerer because he's immune since Vexy here first infected him with a spore earlier," commented Axel rather snarkily, taking evident pleasure at Lexaeus and Saïx's misfortune at not taking into anticipation of additional defensive attacks that allosaur had in preparation.

"And you honestly think this display of mockery will protect you, reptile?" growled the seething Lexaeus as he gripped his tomahawk tightly, the fabric of the glove making squeaking noises on the handle, "There are other ways to die than to lose your heart to the Heartless."

"The thought crossed my mind, yes…" Allo said with barbed calmness and aloof distance, mentally preparing himself for battle as he continued to strengthen the mystical wards. And all without even turning around to face the Silent Hero and the Lunar Divider, much to their slight aggravation. It would actually be less presumptuous if he turned to look at them in the eye instead of blatantly ignoring them.

"I'll deal with him - " began Larxene, rather eagerly as she drew out her yellow kunai, but then before she could act herself with her magic, several beams of light then came flying out of nowhere and struck the blond-haired, sociopathic female full in the chest and taking her by surprise, causing her to stop short. But to Larxene's astonishment, nothing happened.

"Hey! She didn't turn to rock!" they heard Bonehead's voice from a distance, but they didn't see anyone else on the entire radius of the grounds of the company. Itchy was heard next.

"Nuts. Looks like our fossilizer guns don't work on this bunch of losers. Guess we'll have to do things the hard way," the ichthyosaurus' voice was heard next.

Plateo was heard next, sighing lugubriously, "By the gods, of course. Why else should our lives be any easier?"

"What in the name of – who dares?!" snarled the Superior (his irritation was beginning to increase dramatically). And bringing forth another unpleasant surprise, the rest of the Dinosaucers and the four human Secret Scouts suddenly appeared in their line of sight, shimmering into full appearance thanks to stepping out of the bounds of the cloaking spell that Allo had cast of them. All of the dinosaur aliens were there, from the mammoth Bronto-Thunder and Tricero to the young Montacera and Struthio. Even Sarah, Ryan, Paul, and David were present for battle, all of them dressed in special, black polymer suits with blue gloves and boots, designed by the Dinosaucers and based on the New Mutants' uniforms from the X-Men. Only this time, they were slightly modified with Reptilion alien technology for a few hidden weapons and defenses thanks to Dimetro's inventions and their Secret Scout powers bequeathed by Allo years ago.

Now instead of hoping to just kill Allo, Organization Thirteen now had to deal with an entire army of gigantic, heavy, and skillful dinosaur soldiers and humans who would unquestionably hinder their efforts to get the Talismans of Twilight even more. And they were now even in more danger of losing their chances to cementing their triumph over the Gathering to come.

The number one member of the Organization was now starting to truly hate the annoying defenders of this mud-encrusted planet. They certainly planned this well.

"Surprise," crowed the pint-sized Compy annoyingly, making his voice as smug and grating as possible (a specific talent of his).

"What, you actually thought that we'd be stupid enough to leave Allo unprotected like that, you Hellfire cronies?" David said with little fear and much aplomb, grinning while cracking his knuckles. Stego was uncharacteristically hostile and dangerous as he glared at the Organization while his spiked tail was now sporting a special attachment on the end, like brass knuckles, only armed with sharp spear-points, heavy blunt-ends, and made completely of adamantium metal.

"We can't stop you from trying to get the Talismans, but we can slow you down," the stegosaurus stated.

"I've been lookin' forward to this one," Bronto-Thunder practically rumbled with eager anticipation, now wearing metal gauntlets of reinforced steel, "We still have to pay you Organization creeps back for infecting Blind Master and Allo when you attacked the G.I. Joe Pit."

"You've made a big mistake showing yourselves in the open like this, you little group of outdated reptile-trash! You're pack of pre-evolved lizard-rejects are nothing compared to the Keyblade wielders!" snarled Larxene

"Please, we're not stupid," grinned Teryx, one hand on her hip, "We've got a lot more surprises in store for you Thirteenth Order goons to help even the odds. And besides, what makes you think we're any easier to fight? Dinosaucers don't go down very easily."

"You dumb, prehistoric twits actually think you can stop us?" Xigbar chortled with disdain as he brought out his purple Rayguns, primed and ready for firing barrages of energy-searing shrapnel, perfect for such large and cumbersome targets.

"Only one way to find out," Ryan said simply before he, Sarah, Paul, and David all raised their hands up in the air, invoking the power from the rings Allo gave them, chanting, "Secret Scout Ring…Power Up!"

The Superior had enough as he ordered his minions, his voice booming powerfully across the grounds of the company and echoing across the grassy lawns and empty spaces, "Kill them all. And be sure to target the one named Allo specifically."

"Bring it, jerks!" shouted Montacera with eager enthusiasm and courageous aplomb as she and a the other Dinosaucers (bar Allo who needed to maintain the magical containment) and the Secret Scouts charged with a gamut of emotional variances of fear, worry, anger, determination, courage, and bravado. The Superior and his Organization did not show the slightest bit of fear and hesitation as they dashed forward to meet the roaring dinosaur extraterrestrials and humans, weapons drawn and ready to kill…

---

Many of the assembled heroes had to admit that it was quite satisfying to see the dawning comprehension and shock growing on their faces (who didn't enjoy watching a villain's plans fall flat on their face?). Even the normally self-assured Emma Frost and Selene were considerably stupefied and taken aback from the development. Quicksilver then managed to sum up the explanation in one, pompously-confident, smug word as he fully recovered from his injuries.

"Gotcha."

"We're not stupid. We knew y'all would try to make a break for it the first chance you got just in case," the Titan Cyborg grinned as he readied the sonic cannon on his right hand, setting it to the maximum energy level.

The Slayer Rona then readied her spiked mace before she grinned with anticipation and said with casual threat, "So, seems like you scrubs still have a choice: give us the Talismans or give us a chance to deliver you some whoop-ass, free of charge!"

"And in case we need to remind you, you can't fight all of us…" implied Cover Girl as she aimed with her laser rifle at Emma Frost's forehead (she had a little grudge against that telepathic slut from day one). The White and Black Queens of the Inner Circle cursed; it was only by a miracle and the heroes' foolish mercy that they were able to stall for so long up until now.

But before any of the heroes could either make an ultimatum or just decide to directly attack first and worry about the consequences later, Roxas' face remained stony and in a deep scowl as he revealed his trump card with a snap of his fingers.

Instantly, to the heroes' rude awakening, there were numerous and swirling portals of black magic all around them, and defying their belief about the precautions they so carefully took, there came a series of very familiar roars and demonic shrieks.

"What the flying fu- ?!" gasped Faith the Slayer, but the brunette's swearing was cut graciously short as a massive group of Hellfire Heartless emerged into the grand chamber of the basement levels, the entire mammoth compartment being wide enough for a circle of the muscular, hulking behemoths to surround the X-Men, the Misfits, and their allies. They were actually noticeably taller, almost inches away from touching the ceiling high above and being three-fourths of the heights of the Sentinel robots built by Trask, their black skin with still shining, pristine and new, and their muscular and slightly overblown arms had wicked claws and fingers that had to be at least several feet. With their beady yellow eyes narrowed, they started charging with lumbering swipes and shafts of black-colored lightning from the thorny-heart symbol on their chests.

"Yikes! Agh! Whoa! Eeek!" chorused Bumblebee the Titan, Kuwabara the Spirit Detective, Nightcrawler, and Rio the Shaman at various intervals as they madly dodged and leapt away from the numerous blasts of lightning that whizzed dangerously by their bodies. While many of the X-Men summoned their Telsa barriers from their glovatrixes and several non-mutant heroes began trying to block, hit, and parry the Heartless' hands from touching them or their friends, it was instantly starting to be clear that they were being overwhelmed. Quicksilver then instantly acted along with Trinity.

"Aeroga Guardian Hurricane!" yelled Quicksilver, extending a hand out, and Daria, Quinn, and Brittany decided to additionally help out and give their friends and family another advantage as they too invoked their magic spells.

"Stopra…Time Freeze!" Trinity yelled in unison, each pointing a finger at the Hellfire Heartless. But to everyone's shock and puzzlement, nothing worked. Neither spells from the Aeroga and the Stopra emerged to hinder the army of black ogres, and instead, there only came an empty silence which was broken instantly by the bloodthirsty roaring and inhumane snarling of the experiments.

"What the hell?! What happened?! Why didn't you use your magic?!" yelled Wolverine as he pulled Chao-Ahn the Slayer out of the path of in incoming path of a stream of energy while Felicia and Agent Jay of the Ghostbusters combined their attacks skillfully, the proton beam and wave of multi-colored spirit energy delivering a direct hit into the Heartless' face and torso.

"We did!" all four of the Misfits snapped back urgently.

"Let me try! I can freeze these guys in place instead! That should buy us enough time!" suggested Lina as she flew a bit into the air and tried to summon the violin of pure ice and frost into her hands, chanting her spell, "Blizzaga…Arctic Requiem!"

But like her teammates, Lina was absolutely horrified as nothing emerged, no violin, no familiar surge of magical transcendence, and no powerful enchantment of ice from the Blizzaga Kingdom. Her magic failed to emerge.

And unfortunately, by hovering above the ground, Dragonfly made herself an easy target to single out as several Heartless fired their lightning attacks at the insect-girl. The female Misfit shrieked as she brought out her Icewing, but there were way too many to block or dodge and avoid. Danny Phantom thankfully intervened.

"I gotcha!" Danny yelled as he instantly appeared and touched Lina by the shoulders, thankfully ghosting both himself and Lina and making them white, translucent, and intangible, and Cover Girl couldn't help but exhale in great relief when the attacks from the Hellfire experiments passed through them harmlessly. Thankfully, though Danny couldn't ghost himself into the room (as previously shown with J'onn), he could ghost himself and others from attacks on their person. Selene and Emma both couldn't help but make a mental note about this; it would be disastrous to let this go as a possible weakness in their drones and future war tactics.

"It didn't work! I can't use my magic either!" cried Dragonfly as she and Danny floated to the ground safely. Batgirl then remembered why.

"The Green Materia! It won't let you! Remember what Leomon said?!" the red-haired Gotham Knight yelled as she sent an explosive Batarang at the arm of one monster before it could try to grab Inuyasha and Pete Wisdom.

"Oh no…" groaned the Scooby Willow, realizing that since a good portion of their attacks were magic-based, many of them were seriously handicapped.

"Oh…damn it!" cursed Avalanche as he took out his Steel Quartz with a fury of brown sparkling auras, "Things are never easy, are they?! Simba, Proud Roar!"

The Disney lion tossed its head backwards and roared, sending three or four Heartless flying backwards from the resulting sonic boom generated from the magical attack. Unfortunately, the other Heartless were more than willing to take their comrades' places, and Simba wasn't that powerful enough to send all of the monsters back.

"Yeow! They're firing everywhere!" Dana the Slayer cried out, thankful to Captain America as he valiantly got in front of her and blocked an incoming attack in order to save her life, the black lightning instantly making his shield almost hot to touch. Dana had a point; with so many of the Heartless firing at once, it would be very inevitable that they would get hit.

"I got it! Everyone, gather close to me! Now! That's an order!" roared Green Lantern as he summoned a force-field quickly with his power ring, invoking a green orb of protection to shield each and every one of the congregated heroes right before the entire army. Thankfully, it held fast and the Hellfire mindless fiends were unable to touch them any longer. Daria, Quinn, and Brittany instantly started scanning the congregation of monsters before they paled when they counted how many black fiends were in the vicinity. There were fifty of them, all together in this room and with strength and energy levels higher than the other ogres they fought and killed in past incidents.

The Hellfire Heartless were stronger than before, more than ever. No wonder that Roxas guy left this as his final trump card. There was no way all of the heroes as a combined effort could easily win this fight. Roxas then turned to the Hellions, ordering sternly.

"Let us leave. The sooner, the better for the Superior."

Beef the Hellions' strongman protested angrily, "Hey, you ain't the boss of us, you hooded emo goth-reject!"

This earned him a swift slap upside his head by his headmistress as Emma snapped, "No, but I am. Now let us leave our charming heroes to their fates and return back to the Inner Circle. We have what we came for, and the shield and mirror are in our grasp. Now go."

"But…but it's seven floors up, Miss Frost!" whined Beef. Emma gave her student and pupil a dry, condescending look.

"Then start running, dear," she said with apathy, almost glowering, and Beef, gulping at the sight of his teacher looking like she was going to deliver a swift kick up his rear, actually started power-walking hurriedly along with the rest of his teammates who wanted to get out as soon as possible so that they could gain the accolades and praise from Lord Imperial and the rest of the Inner Circle they so richly deserved from all of this. The last ones tailing behind were Roxas, Emma, and Selene, each of them holding the glowing Talismans of Twilight, walking slowly and deliberately and snidely taunting the heroes in their victory.

"Crap, they're getting away!" Multiple shouted.

Hiei the Spirit Detective gave Jamie a dry glower as he intoned with deadpanned superciliousness, "And exactly what would the purpose of alerting us serve when we're busy trying to survive while trapped and hiding like cowards?"

Jamie had to admit that Hiei had a point.

"Damn it! Allo wasn't able to keep them out!" Colossus yelled as he transformed into his steel mode. Selene scoffed at that notion, her sharp ears picking up that one statement of hopeful disappointment.

"Don't be silly, X-Man. Your Dinosaucer friend is no Priest of Twilight," she derided, almost happily and gleeful as Roxas then ordered to the Heartless still battering away at Green Lantern's shield.

"Kill them all."

"Oh change the record, you Organization buttwipe!" snapped the Slayer Kennedy with bitter sarcasm as Roxas, Emma, and Selene left upwards to the grand-stairways out of the chamber, disappearing out of sight, "Can't you tell the Heartless to do anything else besides kill so-and-so?!"

Her retort was left unchallenged, only responded back by the numerous and piercing screeches and cries of the demonic beings that were engulfing them. One or two Heartless even leapt on top of the green hemisphere and were pounding and trying to stomp on it, threatening to crush it. As a safeguard, Green Lantern mentally forced spikes to appear on the surface of the shield, trying to force the monsters off of it. Undaunted, though now sporting messy puncture wounds and bleeding holes, the Heartless continued to fire streams and multitudes of black lightning upon the fortified humans. Jinx the West Coast Misfit then had an idea as she got on one knee and touched the metal floor. Instantly, outside the dome and with a flash of pink hex-magic, parts of the ground collapsed and formed sink-holes into the metal slabs, trapping a few feet and making several of the attackers stuck. Though there were still plenty who were unaffected, it was a significant help.

"Good one, girl! You're hurting 'em!" yelled Cyborg.

The pink-haired witch panted as she tried to cause several additional hexes to cause sections of the floor and ceiling to cave in, indirectly stalling them with some obstacles and distraction, "Unfortunately, I can't cast that many hexes! There's too many Heartless all around us! And I can't reflect their attacks back on them because the Hellfire monsters aren't affected by their own weapons! This can only divert them!"

"Jinx, think you can use a hex to make a tunnel through the hole to get up out of here?!" Cyclops asked.

"No, I can't use my hexes that way! I cause things to go haywire like Scarlet Witch, but I can't use them to actively form and create stuff! Hexes and bad luck don't work that way!" she explained.

"And she wouldn't be able to anyway! The floors are reinforced with titanium, adamantium and reinforced steel! And nothing but solid rock after that because we're at the bottom level!" Quinn exclaimed, looking at her scanners.

"Let me try. I think I can tunnel us all out. Get clear as far as you can," commanded Superman, hovering several feet above the air, and as the heroes obliged, Superman began to rotate and twirl quickly, gaining speed and momentum until he was nothing more than a blur, the acceleration causing strong winds to rip at everyone's clothing. With that and like a drill, the Kryptonian descended downwards into the floor feet first, boring into the ground and starting to form a deep mound of rock and metal.

But within a second of drilling, something went wrong. There was a sudden green flash of light from underground, and snakes of energy ascended upwards and engulfed Superman's body briefly and subjecting the Justice League founder to extreme bouts of pain. Superman stopped suddenly and yelled in agony, arching his back as the strange and magical force enveloped him before it stopped and Superman was sent crashing to his side, panting heavily as Blob, Supergirl, and Wonder Woman rushed to their friend's aid.

"Are you all right?!" Kara asked.

Catching his breath, Superman nodded before he croaked hoarsely, "I'm fine, Kara, just…stunned."

"But what happened? What hit you, Mr. Superman?!" Blob asked with a wide-eyed look. Daria then provided the answer as she then saw why with her scanner.

"It's the Green Materia," the Delgado triplet groaned, "Apparently, it's not just in the room, but it's specifically within the walls and floors, even the ceiling! It prevents us from leaving because of a strong, opposing magical force! The Hellfire Club embedded them throughout the interior of the room and the ground underneath! This is why we can't do magic in here! Because this room's surrounded with it, enough to flood a football field!"

The other Justice League members inwardly winced; as powerful as Superman was, he was vulnerable to magic…

"And you couldn't tell us this before why exactly?" drawled a very, very irritated Aqualad which earned him three consecutive glares from Trinity.

"I think because trying to get the Talismans before Octavia and Falco along with being taken by surprise by fifty Hellfire Heartless might have something to do with it…Garthie," they said in unison with sickeningly sweet smiles, drawling extra-long on Aqualad's embarrassing nickname. The Titan felt one part of his temple throb ever so slightly as he glared at Speedy who grinned, unashamed.

"I thought I'd share the joy all around," Roy admitted.

"I'm putting stink bombs in your room the first chance I get, Jackass!" Aqualad threatened.

"Mein Gott! So much for trying to smash our way through like before!" Nightcrawler groaned.

"I've got an idea. Green Lantern, make several holes in your shield, wide enough to allow us to attack from inside but small enough to reduce the chances of being hit by the Heartless," Batman said calmly, and a few had to marvel at how quick and efficiently the Dark Knight conjured up that idea as John obliged for his friend. With that, many of the heroes started firing through the small holes, narrowly missing the attacks while gaining an advantage to snipe effectively through the gaps.

It was effective. Many of the Heartless closest to the barrier were instantly subjected to a payload of energy blasts and sharp or explosive projectiles. Though it slowed them down, only two fell and died instantly, primarily because of Supergirl using her flame vision given to her by the Phoenix Force before she expended too much energy and willpower and collapsed to the floor on her knees, her head swimming.

"Supergirl, are you OK?!" yelled out Jean as she and Amara helped their friend up.

"No, I'm not! I can't defeat all of them! Even killing those two Heartless took a lot out of me! They're not easy to incinerate!" Kara said worriedly, quite tired and needing a bit of a respite to catch her breath. Thankfully, a little healing from Tinkerbell and Bambi was enough to ease the fatigue.

"Well, so much for the plan of the Phoenix Force being able to wipe them all out," Low Light muttered as he aimed perfectly and delivered a devastating shot into the left eye of one Hellfire drone.

"I only have a piece of the Phoenix Force, not the whole thing, Low Light! There's a difference!" pointed out Supergirl with dry impatience.

"Wait…Miroku, what about your wind tunnel?! Can't you suck up all the Heartless in the room?! We need something fast, and I remembered when you used that attack in New Orleans!" Jean asked as Wood the Watcher and Blind Master let loose a plethora of steel ninja-stars and explosive darts laced with curare poison at the heads to two Hellfire Heartless, aiming at the faces and managing to fire directly through one of the small holes that Green Lantern left out in the barrier. They scored direct hits as one Heartless faltered and screaming inhumanly, clawing at the shuriken that sunk into its eyes and nostril-cavity while the other Heartless unluckily had numerous pin-point explosion eat and perforate away at its flesh.

The Japanese priest shook his head in dismay and in slight outrage as he clarified, "I can't! I had trouble drawing in one Heartless into my wind tunnel! And it hurts! These creatures aren't like the demons I've faced in the past! I can't possibly bring them all in! And if I leave it open too long, the curse on my hand will be completely out of control and destroy us all!"

"Damn it all, the Hellfire Club really knows how to screw us over!" Pete Wisdom cursed as Kagome the Ghostbuster and Speedy the Titan let loose consecutive shafts from their bows into the neck, head, and torso of one Heartless in front of them.

"And the longer we stay here, we'll definitely lose the Talismans! We can't afford to be at this stalemate!" Black Widow yelled in between pauses from his rapid machine-gun fire, "Nightcrawler, Whitelighter, can you teleport us out of here?!"

Kurt shook his head, knowing Justin's teleportation limitations as well as his own, nearly wailing with fright, "No! Even the both of us combined, we can't teleport everyone out of here at once! It'll require several trips at the very least!"

"No, we can't leave the Heartless unattended!" yelled Quicksilver, being uncharacteristically insightful as he threw his Zephyr Keyblade through a particularly large opening (the Heartless managed to dodge it), "Think about it! If we don't take care of them, they'll get loose and out of control! And if Allo can't keep them out, he can't keep them in either!"

The Flash cursed as he admitted, "Crap, he's right! And if those things get loose on the city above us…!"

"It'll be a massacre. The destruction from fifty Heartless is unfathomable, more so than the battle for the Nexus in San Francisco. We have to destroy them, here and quickly," Martian Manhunter agreed grimly, though he too was running short of ideas.

"But how?! We can't use our Elementa magic on the Heartless as long as we're trapped in this room! And they're stronger than before! Meaning that unlike the last times, these Heartless are smarter and won't fall the same tricks for long! They're actually learning and thinking now!" Brittany cried out in despair.

Murphy's Law, as always, had incredibly bad timing in this universe.

Instantly, the Hellfire Heartless got smart before a good number of them then skillfully and with remarkable precision fired shafts of their devastating lightning through the openings that Green Lantern made in the shield.

"Yeow!" Danny Phantom cried out as he stopped firing his energy blasts and narrowly went into ghost-mode, the shaft of dark energy going right through him and thankfully hitting the floor precariously close to Kurama and Gambit's feet without killing them.

"They're firing in the holes! They know!" yelped Sango as she managed to block one shaft of black lightning fully with her bone-boomerang that made through the barrier. It was a miracle that no one got killed during that brief siege.

"Lantern, close all the holes! Quickly! They're catching on to us!" Hawkgirl commanded, with John complied, but now it was starting to get even more nerve-racking as all fifty of the Hellfire Heartless then started to gang up and cluster around the shield. Many began hammering and physically striking the hemisphere in various intervals, but Green Lantern winced with each blow. It felt like he was trying to hold an entire herd of stampeding elements still, and each one forming miniscule and thread-like cracks throughout. No matter how much he tried to maintain it, John couldn't stop but feel much pain from the Heartless' poundings.

There was no doubt about it; this latest batch of Hellfire Heartless was far smarter and stronger than ever before.

"My shield can't hold out forever!" yelled Green Lantern in warning as he did his best to maintain his concentration, sweat starting to bead on his forehead and temples, gripping the hand bearing his power ring with his other palm. With fifty Hellfire Heartless battering and blasting at the dome with their claws, arms, and black lightning attacks, it was dubious if whether or not the shield could be maintained much longer.

"Green Lantern, I'll help!" yelled Jean before she brought both of her hands to her temples and summoned a telekinetic shield to reinforce the green energy barrier underneath that John was creating. Raven the Titan additionally joined in.

"Azarath Metrion Zinthos," she intoned calmly, and to Green Lantern and Jean's relief, the outside of the green shield was instantly dusked by blackness and shadowy forces, and the white-robed Teen Titan reinforced Green Lantern's energy with her own telekinesis.

It took a lot of the burden off, but even with Raven and Jean's help, there was no way to stop it completely. The Heartless just continued to hammer and pound away, causing all three of the heroes to wince from the pain and excessive force.

"We can't keep this up!" Cyclops yelled, "The longer we stay here, the more time the Hellions will have to get away!"

"But what else can we do?! We're stuck here! And I don't think we can take out so many Hellfire Heartless at once without risking one of us biting it! All of us whose hearts got locked can't shield and take the hits for all fifty of them at once!" Boom-Boom yelped urgently, readying her glovatrix but already feeling light-headed from the truth that this could be the death of some of her friends.

"So much for Operation-Send-In-the-Meat-Shields-First…" gulped Garrett from his wheelchair, and Strom couldn't help but throw the member of the Extreme Ghostbusters an irritated glare at the thoughtless remark.

"Wheelchair or not, don't make me fry you," the X-Woman growled.

"It was a joke!" protested the redhead, holding up his hands in a submissive I'll-be-good-please-don't-electrocute-me banter.

Toad then tried another resort as he turned to his Disney summon and begged, "Genie, we can't use our magic, but maybe you can! Get rid of these Heartless, yo! Help us out here!"

The djinn grinned before he rolled up his sleeves (not that he had any) for dramatic effect before wiggling his fingers and cheered with annoying enthusiasm, sending a furious discharged of multi-colored fireworks and sparks.

"Let's get ready to rumbleeeeeee!" cheered Genie as he spun his hands in a speedback motion, his fists turning faster and faster before he cut loose with a blinding cloak of magic, and howling, the large group of Heartless let loose a final howl before with puffs of blue and red smoke, they were fully transformed into harmless, small, white rabbits. All the Heartless were now completely and effectively neutralized.

"Thank God…" sighed Paige Halliwell with extreme relief as Green Lantern, Jean, and Raven relaxed and instantly let down the shield, holding a hand to her chest, "That was too close."

Genie seemed quite proud of himself as he jerked a thumb over to the circle of white rabbits, bragging to the extremely thankful and palliated group of heroes, reassuring them almost cockily, "Ah, what's to worry?! Heartless don't mean squat against semi-phenomenal, cosmic powers! And if I can toot my own horn…" (and at this point, Genie's head actually turned into a red and gold bicycle horn, squeezing and blaring upon effect), "I got it all under control!"

Genie, however, should have remembered the phrase "famous last words". And the Misfits should have remembered that after all the incidents and battles in the past with the Disney summons and their attacks, the Inner Circle and Organization would have found ways to make sure that their Heartless monsters would be more resistant by Genie's magic for future effectiveness. Sure enough, each and every one of the white rabbits began to shimmer and waver in their appearance, almost as if they were mirages, their eyes now glowing the same, telltale yellow.

"Oh shit!" yelled Wolverine as he saw this, having an inkling of what was going to happen as he and Shipwreck went tense with Shipwreck aiming his dual Eagles at the rabbits and hoping to kill as many as he could, but it was too late. With a quivering burst of darkness and cold aura, the rabbits stood on their hind legs and roared before reverting back to their original, muscular, black-skinned formed, screeching inhumanly with triumph. Genie's transformation spell only lasted several seconds, and this took many of the heroes by rude surprise (especially Genie whose jaw dropped to the floor, literally extending to several meters).

As one, the Heartless began to charge and fire, ready to slay the now exposed heroes where they stood. Many such as the Misfits, Hawkgirl, the Shamans, Hiei, Sango, the Titan Robin, and Kurama began striking back with their own weapons.

"GENIE!" chorused nearly everyone with much annoyance and disappointment. The Disney summon gulped as he sheepishly shrugged.

"OK, so they're actually now a lot tougher than they look," Genie admitted with some embarrassment as he summoned a red and white parasol umbrella to block one shaft of black lightning.

"Again, I would like to say this before we die: some genie!" snapped Quicksilver with extra venom on those last two sarcastic words.

"And for once, I am in complete agreement!" added Colossus bitingly as he narrowly managed to get into the path of Starfire and Jericho of the Ghostbusters and blocked a shaft of black lightning before it could hit the two, valiantly taking the hit for them so that the paranormals wouldn't lose their hearts. Thankfully, it was enough before Jean, Green Lantern, and Raven formed another layered shield of force all around them to protect everyone like before.

"Oh geez, that was too close!" panted Amanda Firestarter, on the ground on her hands and knees, grateful she didn't pass out from fright of the rude awakening.

It was getting bleak; even the veteran warriors such as the Joes, Batman, Quentin, and Wood the Watcher were having difficulty of thinking of another contingency plan to bail them out before they were truly done for. And the cracks in the combined force-field were starting to grow precariously by the second (and John Stewart, Jean, and Raven were already tired).

Wavedancer was about to risk trying her scepter, despite being sure she could never destroy all of the forty-eight Heartless at once, she blinked with surprise and shock as she swore she could have heard a voice, faint and distant, echoing in her head. It was familiar, and almost like as if it was coming from something deep inside her.

All in one, one in all…that is a key.

That same voice…the one she swore she heard when she and the other Misfits were trapped in the Phantom Zone…

Keyblade…Keyblade…

The Keyblades? Could they still work, despite the Materia? And the last time they combined their powers, she and her team were able to escape Zod, Mala, and Doomsday, but instead of combining their magic, could that mean then that they needed to combine…?

Wavedancer turned on her communicator and yelled with desperate steel to her teammates.

"Misfits, follow my lead! I have an idea! Follow my lead and point your Keyblades at the Heartless! Follow my lead! That's an order!" Wavedancer yelled, taking everyone by surprise.

"What?! Why?! What should we do?!" Xi asked, unable to logically see where this is going.

"Just point your Keyblades at the Heartless and concentrate! Try thinking of having them activate or something! Remember, like Simba told Lance and us one time, if there's a way, it's gotta be through the Keyblades! Just point them out and concentrate!" yelled Althea.

"But the shield's still up!" pointed out Colossus.

"Don't worry! Hopefully, this will go through the shield so that it doesn't affect this!" Wavedancer called out as she pointed her scepter at the ring of Heartless.

"But…Wavedancer, what exactly are you gonna do? How do you know this'll work?!" Amara couldn't help but blurt out in dread.

"I don't! But…I just have a feeling, in my heart!" Wavedancer couldn't help but say, drawing a series of groans and rolling eyes.

"Out of all the plans you've ever had, this is easily the stupidest!" snapped Quicksilver. Mushu and Wanda glared at the albino speedster, and Wanda actually kicked her brother hard in the shin, drawing forth a pained yelp.

"You have a better idea?!" Scarlet Witch snapped.

"Yeah, Quickie! Just keep your mouth shut and follow Wavedancer! What else have we got left to lose?" Mushu joined in rather snarkily.

"Uh…lemme think, perhaps something like my life?!" snapped Pietro.

"And if you don't want to lose it any faster, you'll shut up and trust her! We gotta try it, and unlike you, she's got a good point! The Keyblades may be our last hope!" Blob growled, and from the look on his face (and Wanda's), Pietro's preservation instinct kicked in and he obliged along with the other mutants of G.I. Joe.

The other heroes just looked on wordlessly, listening to the muffled but powerful roars of the Heartless outside the shields, feeling the vibrations of the powerful thuds and thumps from the claws and energy blasts. The Misfits were in a sparse and wide-spread circle, clear of anything but the energy-barrier and the Heartless, their eyes closed tightly and the heads of their weapons pointing to the enemies outside. Standing with feet apart and bracing themselves, the Misfits just concentrated on one thought to destroy the mob as they felt the looming fear of failure cloud over them.

Trust the Keyblades.

"Please let this work, please let this work, please let this work…" repeated Justin under his breath in a scared and terrified mantra, his mouth moving ever so softly. For several seconds, nothing happened, and the heroes were tempted to abandon Althea's plan and just go out, fists and weapons ready. But then to everyone's amazement and awe, each and every one of the Misfits' Keyblades began to glow, in their respective colors of the Elementa Kingdoms. The Heartless, upon seeing the colorful rainbow gleaming throughout the entire room, stopped their assault and shrieked in pain, covering their eyes and backing slowly away from the harsh light.

"Bugger…" was all Pete Wisdom could say as he witnessed the beautiful light around the Keyblades increasing and causing the weapons to quiver a little from the building forces. It was actually working.

The Misfits then knew. They actually felt…something.

"All in one…" Avalanche said, echoing Wavedancer's words.

"One in all…" Xi continued, his claws tightening on the handle of his Rainforest Scale.

"That is a key!" Blob finished with growing confidence his eyes flying open.

That power, it was flowing into them, each and every one of the Misfits and their Keyblades (and Althea's scepter) in response was glowing, shining pure white and causing the Heartless to cower in fear even more.

With that, the Misfits struck as one as they shouted, aiming with their glowing weapons and bellowed in unison, "UNITED KEYBLADE ELEMENTA ATTACK!"

There was a loud discharge, a roar of powerful sparks, as all the Keyblades of the Misfits flickered upon command before they exploded with a massive and widespread illumination of pure light, blinding, clean, and completely devastating. The array of beams passed through the energy shield of Jean, Raven, and Green Lantern like glass and struck all forty-eight of the Hellfire Heartless with full-force, illuminating the foyer. The luminosity was too much for even these modified clones of the Inner Circle; in fact, it even shattered and annihilated each and every orb of Green Materia in the chamber, the powers of the Keyblades overpowering even its magic. With dying shrieks, the luminescence caused the Heartless to die instantly, falling to their knees as they actually disintegrated into plumes of black smoke and floating pieces of ash, fading into thin air. But upon disintegrating, the Heartless each released a gigantic, pink heart crystal, bigger than the ones they had normally seen and witnessed in the past, these hearts actually the size of small cars.

"Whoa!" Mas y Menos of Titans East couldn't help but marvel at the apparent size, "Those are big hearts!"

The room was clear, now completely devoid of Heartless. And all along the metal walls, marble floor, and domed ceiling were charred holes, crevices, and cracks of twisted metal and chipped rock of where the spheres of Green Materia were hidden, thoroughly obliterated by the combined Keyblade attack. And the Misfits were now all unconscious, lying on the floor, their strength spent.

"Kids!" yelled Low Light, Roadblock, Shipwreck, and Bree as the Joes and some of the X-Men rushed to their senseless wards. Breathing heavily with exhaustion, Green Lantern, Jean, and Raven let the shields drop at last, more than happy to be free from that burden.

"Are they all right?" Colossus asked with some worry as Cover Girl held Dragonfly in her arms, trying to wake the insect girl. Bree answered strongly as she took Wanda's pulse for several seconds in the Misfit's neck, feeling a strong and steady beat.

"They're fine! Just out of it! I think that last attack took it out of them!" the Joe nurse said with faint relief.

"And that is not all that is out, my fair-haired medical beauty from G.I. Joe!" the green-skinned guardian spirit named Tokageroh (Rio's partner) called out as he, Amidamaru, and Corey materialized into visibility, hovering above the heroes, "That strange bad-mojo vibe we got from before from this entire company! It's gone! I do believe that the Misfits and the others can perform magic now! This building is completely free from the bad vibes, my fellow friends and allies!"

"You sure, mon ami?" Remy asked. Finally, some good news…

"Yes, we are. We can no longer sense it like before. Those Keyblades not only destroyed the Heartless, but the Green Materia as well. There are no longer any restrictions that prevent us from our abilities to the fullest extent," Amidamaru said.

"Good, then we can phase and teleport to the surface before the Hellions and Roxas completely make their escape. I do not think that Allo can contain them indefinitely if it is highly likely that this has already attracted the attention of Organization Thirteen," Martian Manhunter pointed out with a calculating look in his eyes.

"But they're still out of it. What do we do? We can't fight that Roxas guy entirely without Keyblades of our own, and what if we run into more Heartless upstairs? We might be able to handle Roxas and the Hellions, but facing more Heartless like what happened here would be really risky," Phoebe Halliwell pointed out worriedly. Dumbo the flying elephant then came up with the solution, tooting through his nose in a high-pitched yet exuberant tone. Aiming his trunk, he shot out a downpour of icy water at the Misfits and drenched their collective heads and torsos, skillfully aiming without getting any of the Joes wet.

With a series of yelps, coughing, sputters, and soaked hair and clothing, the Misfits were roughly jerked awake.

"Hey! What's the big idea?!" coughed Avalanche roughly.

"Five more minutes, Grammie…it's Saturday…" Blob couldn't help but partially murmur in a drowsy state, as if he wanted to go back to sleep and continue his slumber on the floor. Pietro, not surprisingly, was raising a fuss.

"My hair, my beautiful hair! It's ruined, ruined! And I spent a good two hours this afternoon blow-drying and conditioning it! AAAAARRRRRRGGGGGGHHHHHHHH!"

"Ugh…this guy can sure scream loud," muttered Kid Gloves of the Ghostbusters, the muscular Eurasian teen wincing as his ears caught the brunt of the screaming that could possibly register on the decibel scale.

The Flash couldn't help but snicker, "I always said you were all wet, Jerk-Off!"

"Oh come up with an original one, Mr. Wham-Bam-Thank-You-Ma'am!" Quicksilver snapped with ire as he shakily got to his feet, throwing Dumbo a dagger-filled look. The Disney character just smiled back, unremorseful, as he used his trunk to tip his yellow hat at the Misfit speedster.

At the same time, a rather foul-tempered and tiring group of Hellions were making their way towards the surface levels of the Shaw Industries, and Emma, Selene and Roxas (especially Roxas) were actually being quite annoyed at the gabber, whining, insults, and complaints.

"Ugh, finally!" Money said with much impatience and disdain, "I hated so much of that walking!"

"Yeah, why couldn't we take the damn elevator?" grumbled Beef, "I wanna get out of here and get back to showing Pierce and those other Inner Circle snobs how we passed their stupid test on being capable of holding our own against that dead duck. So why the hell do we have to walk all these stairs instead of taking the shafts up so we don't have to do all these dumb climbing all these stupid stairs?!"

Jetstream gave his teammate a disdainful and rather pitying look at Beef's abysmal short-term memory, answering, "Do you have any idea how idiotic that just sounded, Beef? We booby-trapped all the elevators in this company just in case any of the heroes were stupid enough to try it. Of course, if you want to die in a fiery death and fall eight or nine stories to a bloody splat at the bottom, then be my guest."

"Yeah…well…" sputtered Beef, unable to think of anything to rebuke that straightforward fact. Empath however was pretty much in a less than gracious mood himself, his calf-muscles actually stinging from going up seven flights of stairs (and considering that these underground chambers were large enough to hold aircrafts and Sentinel-research for Camp Hayden, that was not a light and easy task).

The Spanish mutant griped in his usual calm voice, fingering the red bruise on his face where Falco punched him, "I actually agree. Exercise and toil and physical activity is rather…beneath me. It actually gives me bad memories of when we ran into the X-Men and the Misfits at that reckless and pathetic relaxation-therapy camp in the woods due to a rather inept and worthless idea to have us search for the Hellfire Club's rumors about that dumb sea serpent. My feet actually have blisters."

"And that shall be nothing compared to the pain I shall deliver to your head if you do not keep your snide remarks to yourself and continue mentally preparing yourself for a battle with those blasted Dinosaucers once we reach the outside. A little manual regimen will hardly kill you, or would you prefer I give you a mental 'persuasion' to try going the rest of the way without use of your legs?" Emma asked mildly with barbed and rusty anger, steel flashing in her blue eyes. She would not tolerate any moaning, especially since she was deeply proud of how much closer her prized Hellions would be not only future instructors and leaders at her academy, but Lord Imperial would certainly consider them as the personal guard and squadron of the Inner Circle, an esteemed role and stepping stone to being the reverent Price and Princesses of the Hellfire Club. Any complaining and dissension would be a small but noticeable sign of weakness, of a lack of control.

Empath got the hint and just sulked inwardly. Roulette and Tarot were conversing softly with prideful and pleased tones of voices, their heads held high.

"I can't wait to rub it in Donald Pierce's face on how we were able to gain the Talismans of Twilight. That'll put that smug, arrogant, buttkisser's smirk clean off his face, and not to mention that this is a excellent way to gain even more popularity with the other students and staff at the school," Jennifer remarked, already thinking of how she would easily be able to use her newfound popularity and admiration from the lesser peers to do her bidding.

"Thankfully, I should have enough cards left to help get those annoying lizards out of our way. Just think though, after the fact that we've faced the Priests of Twilight, the X-Men, the Misfits, the Joes, the Teen Titans, and now the Dinosaucers, Shaw and the other members of the Inner Circle are sure to hold us in high regard!" Tarot said, usually giddy at the thought of being in the high graces of powerful people such as Lex Luthor and General Black of Wolfram and Hart.

"Your Hellions all have quite a provocative yet rewarding time in store for the future," Selene said, already dreaming of how much more lucrative her plans to be one of the few Externals and powerful magic-users on the planet once she and General Black eliminated the damned Slayer line and the Charmed Ones. And with her as future Queen of the Underworld…

With a flash of light via the Mass Device, orbing, Genie and Nightcrawler's teleportation, and Martian Manhunter and Danny Phantom phasing a large group of heroes joining hands through the floor, the ensemble of criminals and scoundrels were instantly blocked by a wall of their adversaries. Though a bit singed, dirty, and certainly tussled and disheveled from their brawl with the Heartless, all the heroes were accounted for and present (much to the Black and White Queens' collected disappointment).

And all the members of the X-Men, Misfits, G.I. Joe, Justice League, Titans, and Ghostbusters were now seriously annoyed and pissed.

"You know, right now, we'd start reasoning, but at this point for once, screw the talking and the Professor's judgment. X-Men, beat the crap out of them!" Cyclops shouted as he jabbed a finger at the Organization member and the Hellions, fuming and now quite eager to relieve his stress and pains for the whole day on a few deserving targets. He may be a stickler for Xavier's rules, but even he had his limits.

And it actually seemed that no one on his side wanted to refute and argue against that order.

"Damn, I knew there was something I liked about you, Cyclops!" Yusuke the Spirit Detective grinned as he charged up both of his fists with ki energy. With that, a good number of the heroes charged and began to close the distance between them and the Talismans, energy blasts, projectiles, and fists flying.

"Hmph, they actually managed to kill the strongest experiments we had on reserve. Impressive…" Roxas said without much emotion as without further ado, he took out and brandished his Keyblades with flickers of black and white, displaying his Oathkeeper and Oblivion Keyblades.

As he had done previously with Falco, the thirteenth member of the Organization leapt up in the air, crisscrossing his two Keyblades and causing them to illuminate with blinding, pure light before summoning the circle of Organization insignias all around the heroes and his own allies. With crackling surges of roaring energy, Roxas spun his Keyblades, one in each hand, as he summoned a massive torrent of white energy spheres and caused them to thunder and hail down towards the heroes.

Many of the heroes began attempting to dodge the assault raining down upon them or by directly attacking with their own abilities like the Misfits, Hawkgirl, and Kuwabara smashing and deflecting anything they could with their respective Keyblades, mace, and sword. But there were far too many, and none of the heroes could comfortably dodge while making headway towards stopping Roxas. One sphere unluckily hit Superman as he protected Kagome and Black Widow with his own body, and it caused him massive and untold amounts of pain as he was sent crashing to the ground, horrifically burned, twitching and hissing.

Apparently, the Man of Steel couldn't take that much from an Organization member.

"Superman!" Kagome cried as she rushed to her ally's side while Black Widow and Inuyasha fired with their bullets and Wind Scar to protect her and the Kryptonian. Thankfully, the Japanese female archer saw that Tinkerbell and Bambi, starting to look worse for wear, were already in full effect, giving Superman an adequate supply of pixie dust and mana orbs to help him recover and gain his strength back. Quicksilver thankfully was able to act when he saw that this was getting nowhere (and he was now free from the Green Materia).

"Aeroga Guardian Hurricane!" Quicksilver yelled, and thankfully, a cyclone of silver winds immediately appeared and encased many of the heroes from Roxas' attack.

"It took you long enough, Jerk-Off!" snapped Supergirl from above bossily, trying to blast at Roxas with her flame vision (unfortunately, he was easily putting it at a stalemate with a simple stream of energy from his Keyblades to blast at the Phoenix fire). Pietro then decided to get a little nasty.

"I see London, I see France, I see Supergirl's underpants!" he called out loud in a sing-song voice, pointing upwards to Kara.

Even in battle, Pietro couldn't resist making things worse (or more aggravating).

"WHERE?!" chorused a good number of male superheroes eagerly, looking upwards (and humorously enough, Beef, Bevatron, and Jetstream of the Hellions). Despite being hurt, Superman glared at his allies with a look of annoyed displeasure. Supergirl looked like she was going to have an aneurysm as her face turned purple.

"Kara, not now! Kill him after we win this!" Wonder Woman ordered as she blocked a destructive and surging energy ball with her bracelets. Meanwhile, a few such as the Flash, Jean Grey, Robin the Titan, and Genie were trying to take the discreet method and instantly rushed towards the Hellions and the Queens of the Inner Circle. Jean stayed behind as she carefully brought her hands to her temples as she tried to focus her telekinesis on the mirror and the shield, hoping she could simply grab them clandestinely without Emma and Selene knowing it.

No such luck. Jean's inner mind was instantly met with a large and oppressive dark forced that literally shoved her out forcefully the split second she tried to even focus her telekinesis on the two powerful mutants.

"Augh!" shrieked Jean in pain as she fell backwards, clutching her now sore and aching head, her mind feeling as if someone hammered a red-hot iron stake through her skull. The Flash, Robin, and Genie met with a similar, unpleasant surprise as Flash moved faster than the eye could blink, one hand reaching out to snatch the Enchanted Mirror and the Save the King shield. Unfortunately, before he could even get within five feet, he was struck full-force by the energy barrier that Selene and the Hellion Tarot summoned around themselves and their teammates.

With a cry of agony, Wally was sent flying backwards, his hand now feeling as if it was broken. As Robin rushed to the speedster's side, Genie, upon seeing this, summoned a gigantic, wooden baseball bat in his hands before (after transforming himself in a red and white baseball uniform complete with a red baseball cap) he flew towards the Hellions.

"Hey! Swing, batter, batter, batter, SWING!" Genie roared (with a Boston accent to boot) as he got close and swung his weapon with all of his might. There was a giant conflagration as Genie's magic went toe to toe with Selene's magic. With a bright flash of light, a current of black energy literally coursed through the Disney character's body, electrocuting him in a humorous fashion, before Genie went still, gave out a single cough, and crumbled into a pile of ashes, bat, uniform, and all with only his mouth left intact on top of the pile of charred, smoking ashes, reminiscent of any Looney Tunes cartoon.

"Wow…you're good…" coughed Genie's mouth as she slowly reverted back to normal. Even though she was a mortal, Selene could give Genie's semi-phenomenal cosmic powers a run for his money.

"And you're out!" Jetstream quipped with a wide smirk, quoting the baseball axiom.

Genie pouted with a glare as he strategically retreated backwards to cover Robin and the Flash from Roxas' attack with a parasol umbrella (since his magic was apparently not going to affect this group head-on), protesting, "Hey, only I make the cheesy puns around here, Hellion!"

"And you honestly think we would have left ourselves that vulnerable? After so many battles and fights with your pathetic, backwater lot, we've learned to anticipate and read your every possible move. Rather an uninteresting and unoriginal tactic of your telekinesis, Ms. Grey," Emma Frost couldn't help but conceitedly boast. Jean couldn't help but give Emma Frost a look of icy daggers as Cyclops managed to avoid the spheres to help his girlfriend off the floor.

Selene then had enough as she hefted the black sword in his hands after handing the blue and silver shield Talisman to Emma to hold, eagerly anticipating the bloodbath as she invoked her magic, centuries and centuries of untold and satanic black crafts and knowledge, channeling it into the obsidian blade. With Roxas distracting them and with a considerable amount of heroes outside of Pietro's protective wind magic, Falco and Octavia wouldn't be the only ones to lose their hearts.

And fortunately for Selene, she could do a widespread energy attack with the deadly sword for the same effect, and only a small few were able to notice that the sword in Selene's hands was starting to glow.

But then, a familiar figure appeared from the shadows of the ceiling above, crying out as he aimed his one, unforeseen assault directly at Selene.

"Gaia…Fist of the Beast King!"

"What?!" Roxas yelled as he and everyone else in the metal chambers were taken by surprise, stopping their attack instantly. Fortunately, the allies of the X-Men and Misfits only needed to back away a bit to avoid the danger as the gigantic, concentrated attack of yellow energy in the shape of a roaring lion's head aimed directly at the young Organization member and the Hellfire Club associates.

"It's Leomon!" Bree exclaimed as she and the other heroes witnessed the attack tearing through the air, leaving it shimmering in its wake.

"Man, that's a huge attack!" winced Wildstar as the magical spell descended down, causing the entire basement level to quiver and rumble madly as if under one of Avalanche's earthquakes. The hooded Keyblade wielder of the Thirteenth Order immediately stopped his energy onslaught before he dashed forward, his whole body being nothing more than a blur of light as the lion's head collided with the Oblivion and the Oathkeeper.

KAWHOOOM!

The resulting, concussive explosion and backlash of air and pressurized force sent both sides stumbling back a bit, though it was Roxas and his allies that took the absolute worst of it. Even with Roxas going on the front lines, the magic from Leomon's attack sailed past the boy and struck the shied Selene and Tarot generated, effectively shattering it and subjecting the mutants inside to a powerful taste of the Gaia Kingdom. With a peal of surging magic, Roxas landed on his feet heavily, skidding rearwards by several meters and his Keyblades still crossed out in front of him. Aside the singed and smoking black cloak and the scuff marks, Roxas was unscathed.

Emma Frost, Selene, and the Hellions weren't as fortunate. With various screams, the Gaia spell sent them flying and crashing in a jumbled heap, rolling and stumbling for a good distance, and even in her transformed diamond mode, the White Queen felt considerable pain striking through her bones and nerves, making them feel as if she was on fire. In fact, there were quite a few cracks on the glassy, smooth surface. Selene, despite being an External, had the worst injuries, with blood now dribbling out of her nose and one corner of her mouth and her entire body streaked with red bruises, some of them immediately turning bright burns and blisters. And the black sword she was hoping to use on the heroes couldn't withstand the Fist of the Beast King.

To Selene's indignation and infuriation, the blade of darkness clattered to the floor before white cracks began to spider-web before her sore eyes, sizzling and hissing as the fractures grew larger and longer. With a final crackle, the sword shattered to pieces and completely broke apart, releasing a plume of vile, thick smoke before the pile of shard evaporated and faded into thin air.

The sword was gone forever more. And Leomon landed softly with his padded, furry, bare feet on the marble and metal floor in front of the Misfits and X-Men before he stood tall and aimed a balled fist at Roxas, showing he was ready to shoot another spell if need be. Roxas cursed; they were at a stalemate.

The flock of heroes was justifiably wary to see Leomon appear again after he deserted them so conveniently before the Heartless attack and Falco's suicide.

"Nice of you to show up when we mostly made the job of catching them easier for you, flea-farm," sniffed Genie, obviously showing not much respect for the Digimon.

"Yeah, so what were you going to do when you were actually going to get up off your butt to fight? When a good portion of us died from the Heartless? Which, by the way, we're fine now with no thanks to you, thank you for asking," Colossus added, using extra sarcasm in the last part of the sentence.

"I just saved your lives. She was going to use that sword as a final attack to take all your hearts," Leomon said shortly, not taking his eyes off Roxas and the Hellion with his right fist still pointed at the congregation from the Hellfire Club, glowing with earth magic.

Some of the heroes understandably didn't buy this.

"Yeah, tell us a new one. Is the word 'stupid' your middle name?" spat Beast Boy.

"No," Leomon returned evenly without missing a beat, "And is the word 'obnoxious' yours?"

Beast Boy turned beet red from that backhanded return.

"Really?" Roadblock asked with cold steel as he aimed his machine gun at Leomon's back (with Leomon making no move to defend himself as he kept looking at the injured Selene and Roxas), "Why is it I find that excuse just plain silly? After leaving us right before a Heartless ambush and tight situation, I'd be willing to say leading us to our deaths so you'd get the Talismans for yourself is a good explanation."

"Wood, I know he's your bud and all, but I'm never getting used to his rhyming," Faith the Slayer whispered surreptitiously to her lover who simply shrugged in response.

Leomon didn't answer as he continued pointing his fist at the collected enemies.

"Uh…wow, this is hard, hommes. Who do we hate more: Leomon or the Hellfire Club and Roxas?" Gambit asked, his fingers tightening along the surface of his metal staff as he charged a five-card hand. Batman, ever so blunt, shushed the Cajun mutant.

"Go with Leomon for now. Something's about to happen."

"You've got to be kidding me. That's sort of like deciding whether to be decapitated or shot on sight," retorted Chao-Ahn the Slayer, but Quentin Blud raised a hand to stop the Chinese girl's tirade.

"No, he's against them as much as we are. And think about it: if he's waiting until now to show up and fight, then that means that there's a damn good reason he's involving himself and that it's a big payoff we can't afford to interrupt or get in the way. Remember Batgirl's prophecy…" the dhampir highlighted.

"Plus, the more firepower we have on our side, the better," admitted Spirit, "And right now, he's fighting them for us."

"You meddled for the last time, furball!" Bevatron the Hellion swore angrily as his fists crackled with bright and searing currents of electrical energy. Emma managed to regain her cool and professional composure as she stood up and idly straightened out her white uniform.

"You will never have the third Talisman. This ends now," Leomon rumbled with the dangerous ferocity only a lion could muster and instill into his prey. Some of the heroes weren't happy that Leomon just destroyed the black sword that was practically irreplaceable. And others were simply confused from his reply to the Hellion.

"Uh…that's kinda obvious since you broke it, Leomon," quipped Bumblebee the Titan dryly at Leomon's statement. Beach Head, not surprisingly, was less civil and diplomatic.

"You goddamned idiot!" roared Beach Head, turning beet red underneath his ski-mask, "Are you completely insane?! You destroyed one of the Talismans! You just screwed over all of us! Now we can't ever get our friends back!"

But then Leomon's voice broke through calmly, thought intense and loud enough to be heard over the din.

"That wasn't the real Talisman. The sword was a fake. That was not the third Talisman of Twilight."

"Huh?!" exclaimed a good number of heroes in unison, confused and not sure if they heard correctly. The Hellions look startled that Leomon was able to guess it so easily and concretely. Emma frowned while Selene gave the lion warrior a searing look of daggers. Roxas' face betrayed no emotion.

Emma then drawled with smug and arrogant pleasure as she pointed out, "Too little, too late, my unrefined and slow Leomon. We still have two of the Talismans."

The X-Men and Misfits' collective heads popped up.

"Clever," Storm said with distaste.

Luthor and the other members of the Inner Circle apparently thought of this ruse quite well.

And Falco and Octavia fell for it completely for it was the best way to ensure that it would not only bring the Talismans to the Organization's hands and eliminate them with one fell swoop, but in a way where it would ensure that the heroes and the Keyblade wielders would have difficulty in interfering.

"You're not going to have them for long!" Magma snapped, going into her flame mode.

"But then…if the sword of black was false, then where is the third Talisman of Twilight? Was it not said that all three would appear to fight for this Sovereign of the three priests?" Starfire the Titan asked, her green eyes wide and puzzled.

"That's impossible. All the priests are dead! Falco said so before he killed himself!" Speedy the Titan said with confusion.

"Maybe your premonition was wrong, Batgirl," Wolverine suggested to the female Gotham Knight, recalling that her foretelling via the Phoenix Force clearly stated that all three of the coveted Talismans would appear here and now together along with the Priests joining in the fight for this "Sovereign". Batgirl honestly couldn't say for certain.

"Doesn't matter anyway, you twits…" rasped Selene, wiping the blood from her mouth as her healing factor kicked in from the lion's magical assault, "None of you would even be able to use the mirror and the shield even if you did get it from us. The third Talisman is as good as ours."

Oh she was going to relish draining each and every one of these deluded and irritating heroes out of their life energy to the last molecule within. But then Leomon's next sentence puzzled even her.

"No, you'll never get the third Talisman," the lion growled in a low yet assured voice as he then reached behind his back and grasped at his weapon's handle in his massive paw. With that, he slowly and methodically withdrew his bronze blade from the black, leather, scabbard.

It was then that a sharp few were able to guess the truth, of why Leomon waited for the Talismans to be revealed, why he showed up now, and why he wasn't attacking Roxas and the representatives of the Hellfire Club…and it made them all the more shocked.

Wavedancer could only blurt out, her face blanching, "Wait a minute!"

"Oh my God…" Black Widow said slowly. Hawkgirl mentally berated herself for not seeing it before.

"Of course!" exclaimed Robin the Teen Titan, his eyes wide behind his mask as the pieces fell in place. Shipwreck, not surprisingly, had no idea what was happening.

"Uh…can someone explain what the big deal is? Why are you looking at Leomon like that?" the Joe sailor asked, befuddled. Shannon the Slayer then asked in a hushed but befuddled tone.

"Leomon, what are you talking about?! They have two of the Talismans! They'll use it to find the third one! And none of us know where it is! They're going to get away! And we'll never be able to rescue our friends' hearts!"

"No, they won't…" Leomon declared with grave finality as he held his hilt-less sword out in front of him, aloft for all to behold before he declared in a booming, final voice, "BECAUSE I HAVE THE THIRD TALISMAN!"

That one statement got everyone's attention as that all exclaimed the same word simultaneously as they whirled at the lion-humanoid, startled.

"WHAT?!"

Rio the Shaman couldn't help but ask dumbly, "In…in your heart?"

But Sango then guessed the truth as she clarified for those listening around her, "No, in his hand. He's holding the last Talisman."

And there, villain, tyrant, Nobody, and hero alike, looked upon with wonder, surprise, and awe at the light gleaming off the bronze and copper-colored hilt-less blade in the gargantuan paw. And Leomon looked deadly serious, so it was highly unlikely he was joking.

Leomon's sword was the final and missing Talisman of Twilight.

Wolverine and Batman's mouths thinned. This explained why Leomon was so intent on his mission for the Talismans and why he left so quickly before they discovered Falco and Octavia; because he didn't want to endanger his sword during the ambush underground.

"Goddess…" Storm murmured, her mouth slightly dropping in astonishment.

"So who did you have to kill to get it, you cowardly lion connarde?" Gambit groused uncharitably at Leomon, but then Raven the Titan's eyes went wide with recollection at the fateful event when Trigon managed to temporarily conquer Earth…and how Leomon freed her using the very same sword he was holding now.

"He didn't kill anyone. He had the Talisman all along," she said, looking at the neighboring allies around her.

"Wait…if you had the Talisman, why didn't you tell us in the first place?!" Scarlet Witch demanded angrily.

"You'll see why…" was all Leomon said, mysteriously as the Hellfire Club and Roxas looked upon Leomon with varying ranges of disbelief, calculation, and fury. And as much as Emma and Selene would be willing to attack for the sword, unless they had powerful reinforcements, they wouldn't have been able to easily get it from Leomon.

"Is this furball for real?!" gasped Roulette the Hellion as she gazed upon the sword, "I mean, this is practically the weirdest set-up and kick to the teeth in our favor!"

"No, he has to be lying," said Jetstream in a hard voice, "Otherwise the Organization would have known beforehand."

"Organization Thirteen is powerful, but it isn't omniscient, brat," Leomon growled, one corner of his mouth bared.

Roxas, however, believed it quite plainly the first time, and he actually showed cold anger of disbelief, a rare occurrence if there ever was one.

"Impossible!" he shouted with rage, "You can't harness its powers! Only a Priest of Twilight can wield the…"

He trailed off as the possibility hit him.

"You…" Roxas hissed coldly. But then that meant…

"No way!" Multiple, Cover Girl, and Trinity all exclaimed in unison as they looked at Leomon.

Leomon's blue eyes glittered with suppressed ferocity only a lion could muster, dangerous, impressive, and foreboding, as he spoke, his husky voice growing louder with each word of emotion, "The priest that you killed was a willing decoy, pal. I'm the real and third Priest of Twilight…for I am Leomon, the last of the Digimon and warrior of the Digital realm, steward of the Elementa Kingdom of Gaia, and my sword you see right now is the final piece of the Elementa Trinity and the final Talisman of Twilight you've been looking for…THE LIONHEART BLADE!"

There was several seconds of flabbergasted silence as the heroes and the enemies took this all in. Really, this was enough to take anyone by surprise; not even Batman thought of this possibility.

"A willing decoy?" echoed Blind Master hoarsely, "So…Leomon's the real thing?!"

"Impossible! The Organization was sure they killed the third Priest long ago!" Selene screamed with rage.

"And thus, the decoy was successful since you all fell for it," Leomon said flippantly, his gruff voice having a tinge of sarcastic venom in it.

Willow Rosenberg was actually quite jovial and flustered with relief as she spoke out loud, her mind racing through thoughts so fast, it made her edgy, as she went on, "Oh wow…that explains why he's so powerful! He's a Priest of Twilight! Or…he's the only Priest of Twilight, although Falco didn't seem to know otherwise he would have told us before he killed himself. Not that he should have done it in the first place, but Leomon might not even be the real priest since Falco and Octavia didn't know…although maybe he was trained as an apprentice beforehand – hee hee, Leomon as a priest's apprentice is actually a little funny when you think about the little white robe and him reading at a desk and - "

"Willow…" Wood cut in with emphasis in that now-is-not-the-time-to-be-babbling sort of tone of voice.

"Is anyone else getting a headache here?" Edurado asked, holding a head to his throbbing temple.

Emma Frost's red lips then grew into a smile before she said, "Well, then I must personally thank you, Leomon. You were kind enough to deliver us the final piece we need."

The White Queen had a good point. Any rational person would have gone to the furthest regions away from the Organization to keep the Talisman as far away from them as possible.

"You really didn't think this through, did ya'?" asked Blob with one raised eyebrow at the Digimon's apparent foolishness.

Leomon's demeanor did not change. In fact, he was gravely stern and assertive.

"Like hell it will. The Talismans will never be yours," Leomon said with finality as he then extended out his other paw as his aura began to increase exponentially, his entire yellow and orange furred body radiating with the essence of comforting earth magic. To everyone's astonishment, right on the white marble floor, streams of brown light began to glow and traverse into a pattern until the symbol of Gaia (like the one that had been on Lance's forehead) was clearly outlined and encompassing around the large form of Leomon. Roaring, a pillar of earth seemed to grow all around him as he was encased with halos of light. With that, the lion's body and his sword especially began to shimmer and blaze with the purest tone of the color brown, the winds and air revolving around his feet as a miniature cyclone and causing his fur and mane to stand up on end and weave in the air back and forth, like seaweed during the ebbing of the tide of the ocean. And in response, the bronze sword in the warrior's hands began to hum and vibrate with a whine as each and every portion of the Talisman of Earth was outlined with pure, holy light, encased in an orb of radiance as white as snow.

And it wasn't the only one either.

"Hey! What gives?!" Monet the Hellion cried as the Save the King shield that Emma entrusted her to hold began to vibrate painfully like Leomon's Lionheart, and it too was encased with a bubble of holy light. And to Monet's horror, it was starting to move of its own free will, floating towards Leomon as if under a strong magnetic pull, and no matter how hard Monet pulled and tried to dig her feet in, she couldn't stop it. Upon seeing this, Emma had a sudden amount of dread ball in her abdomen as she then felt a similar sensation in her hand. Looking down, she saw that the Enchanted Mirror she was grasping was glowing in the same telltale light.

"Hellions, kill him!" ordered Emma Frost as she used both of her hands as well as the increased strength from her diamond form to maintain her grasp on the handle of the Talisman, attempting to slow down its trajectory while Money resorted to using her telekinesis to keep the shield in place. The other Hellions along with Selene powered up to attack the priest while Roxas decided to go for the direct route and charged, his Keyblades ready to lop of the Digimon's head as he became nothing more than a white, instant, blur.

Thankfully, Leomon was quicker as before Emma even gave out her order, he spoke in a hollow, ethereal voice not unlike his usual timbre.

"In the name of the Elementa Trinity, in the name of the Gaia Kingdom…" Leomon softly spoke, his words still echoing across the foyer.

With a growing and painful burst of luminescence, the sword, shield, and mirror all burst forth with a intense outpouring of illumination, nearly blinding everyone and actually burning poor Monet's arms in the process because of her skin contact with the metal handles of the shield. Screaming in pain and fury, the teenage Hellion released her hold, her arms shaking with the trauma of now sporting third degree burns on her smooth skin. And Emma Frost felt a powerful and severe flow of power actually stream into her body like electricity, and despite the protective defenses of being completely diamond, the talisman became too hot and painful for her to hold. Not to mention that she was blinded temporarily by the strong flash of light that practically seared her corneas and she dropped to her knees, rubbing her tender eye-sockets as she reverted back to her flesh and blood form temporarily.

And Roxas found out the hard way that all three of the Talismans together produced an opposing force that he couldn't break. With a crash, the Organization's Keyblader soldier was vigorously shoved backwards by a pressurized wave of invisible energy, his Keyblade hacking nothing but empty air. And a split-second later, the hooded warrior was vehemently propelled and hurtled backwards like a rocket, slamming against the far wall with bone-shattering impact and leaving a human-sized dent in the metal surface. And Selene, Emma, and the other Hellions followed suit, despite Tarot attempting to use another Shield Card and Jetstream attempting to shoot himself at Leomon with his mutant powers, fists first.

"AAAAAA!" they all screamed as they too were sent soaring in the air as the light heaved them like rag dolls, rendering them extremely weakened, dazed, and confounded. Now clear, there was nothing left between the heroes and the three Talismans as the shield and mirror, as if guided by invisible hands, flew and hovered in front of the heroes, positioning themselves just so that they were forming a special, equilateral triangle with Leomon's weapon.

Once aligned, the three objects began to vibrate even more visibly, their auras filling up the entire room with wisps of air, cold mist and salty smells of an ocean, and the warmth of Leomon's earth magic radiating from his body.

The Lionheart Blade.

The Enchanted Mirror.

The Save the King.

Leomon continued to say regally, holding out his free paw to the shield and mirror, "In the name of the Sovereign and the Champion, restore the hearts you protect. Bring the hearts from the darkness and resurrect them into the light…"

"What?!" gasped a good number of startled heroes, but it immediately became apparent that Leomon said exactly what they thought as to their further disbelief and flabbergasted wonder, the mirror and the shield began to shimmer a bit before emerging from them…were two, glowing, pink heart crystals.

"Whoa!" Magma exclaimed, her hands to her mouth and her eyes so wide, they looked as if they were in danger of popping out, "Wait! Those two hearts! They couldn't be…could they?"

But Amara was correct in her guess as the hearts distanced themselves a bit away from the two Talismans, and to the heroes alarm, pools of shadows were starting to gather underneath the hearts before the dark murky shadows grew, rising and forming strange yet humanoid shapes with beady yellow eyes that looked almost like…

"Heartless…" Hawkgirl growled as she readied her mace, but Leomon called out to stop the Thanagarian.

"No, leave them be! This needs to happen! Do not attack them!" the lion warned.

"As if! What the hell are you doing?!" Agent Jay of the Ghostbusters snapped as he readied his proton pistol and aimed at the two figures of darkness next to the mirror and the shield.

"Just trust me!" Leomon roared back, and a good number of heroes looked like they'd rather jump off a cliff than take that suggestion. However, Raven easily pushed her way through before she strongly yelled over the din.

"We do! Just do whatever you need to!" she yelled, a hint of emotion in the deadpanned yet loud tone of her voice. And from the resolute look on her face, she was serious.

"Raven, are you nuts?! Apparently, you take Stockholm Syndrome to a whole new level!" protested the Titan Cyborg (which earned him a rather baleful and menacing death glare from Raven).

"Just trust him! If you won't give him the benefit of the doubt, then give me the benefit of the doubt!" Raven snapped.

Piper Halliwell agreed wholeheartedly as she yelled, "Look, he wouldn't just protect us just to raise Heartless! And he's a Priest of Twilight, and if the Organization wanted them dead and if Leomon's done enough to save us and fight the Heartless, then maybe that's enough to trust him on this one at least!"

"In case you've forgotten, you prissy witch, but it's because of Leomon that a good number of Joes are dead!" snapped Beach Head, getting into the Charmed One's face. Piper simply went toe to toe with the army Ranger and looked him steely in the eye.

"And in case you've forgotten, butthead, he made a stand against Falco and Octavia after Blackheart attacked the Pit and he tried to defend you! He got mistreated and shunned for making his decision to side with you!" the Wiccan female pointed out with a hiss.

Toad thankfully managed to break the argument between the Joe and the Ghostbuster as he pointed at the two black, gelatinous shapes, crying out, "You guys, look!"

The forms, now substantial and solid and gleaming under the light of the Talismans, shuddered a bit as the two hearts slowly descended and merged into the torso areas of the Heartless humanoids, the crystal giving a faint gleam of light as they faded. To everyone's amazement, the Heartless' bodies began to flash from the exact area their hearts were residing before they transformed before the heroes' very eyes, webs of white encompassing the black and forming arms, fingers, legs, skin, and…feathers?

In less than several seconds, the two Heartless, no having regained their lost souls, transformed into Falco Lombardi and Octavia, their eyes closed and their faces serene and peaceful, standing tall and in behind the mirror and shield talismans.

"FALCO AND OCTAVIA?!" chorused many of the dumbfounded heroes in unison.

"Holy smokes!" shouted Shipwreck, dazed before he turned to Leomon and asked in a alarmed whisper, "You…you can bring people back from the dead? Cure them from the Heartless thingie?"

"Only those whose hearts were linked to the Talismans or who were completely overcome to the darkness since I'm a Priest of Twilight," Leomon answered shortly without averting his gaze or even moving a muscle.

Avalanche then suddenly recalled that tense stand-down after the resulting devastation Blackheart laid upon the G.I. Joe Pit, the one that resulted in the deaths of a few loyal and beloved Joes and where they discovered that Leomon was secretly a part of Octavia and Falco's troupe…

"I thought it would be the only way to see whom out of your group would be the one chosen to wield the Keyblade along with finding out if the Talismans were in the hearts of people who resided here at the Pit."

"So you let them attack us?! So that you could find which of our hearts had the Talismans like Falco said?! That's why you let so many Joes die right now?!"

"Yes. But I wouldn't have - "

He left the sentence unfinished, but the Misfit geokinetic then knew what Leomon was going to tell them.

"Let them die…" Lance whispered. A few next to him turned, puzzled, as well as Leomon who overhead this statement and was regarding the mutant geokinetic with his trademark frown. Avalanche spoke more clearly, as if affirming.

"That's what you were going to tell us when Blackheart killed some of the Joes when he attacked the Pit," Avalanche went on strongly, "That's why you never told us that you have the third Talisman, why you wanted to find them before Falco and Octavia, and what you were going to say before we kicked you out of the Pit. You were going to tell us that you had the ability to save the people who had the other two Talismans in their hearts, that you could give them back their hearts without sacrificing them. You were going to tell us that you wouldn't have let them die. You weren't going to kill anyone. That's what you wanted to tell us at first."

Leomon then has a slim ghost of a smile turn his mouth upwards. He nodded.

"Amazing…" was all Martian Manhunter could utter, his red eyes wide as he and the others could only stare at the miracle.

"Mein Gott! That…that's impossible! Resurrection of anyone else goes against everything in the Catholic teachings!" Kurt couldn't help but blurt out in shock as he crossed himself. Leomon shook his head.

"A death by losing one's heart is not a normal death you're thinking of, Nightcrawler," the third Priest answered.

And immediately afterwards, the halos of light surrounding Falco and Octavia faded before the two of them slowly regained consciousness and opened their eyes. Falco felt so woozy and his head felt as if someone filled in interior of his skull with mud, and he nearly lost his balance as he held one throbbing temple.

What happened? The last thing the avian remembered was…

The memory of the black sword being plunged into his chest, his final attempt to end his pain, as well as Selene the Black Queen stabbing the imprisoned Octavia and stealing her heart to reveal the mirror then hit him like a ton of bricks.

"So I'm dead…" the Cornerian pilot muttered sadly to himself. As much as he was glad he could see Fox, Slippy, and Peppy again, he was so ashamed.

"Falco!" gasped a familiar voice, and startled and completely struck dumb, Falco jerked his head towards the sound to see a joyful Octavia, looking at her close friend and fellow priest with nothing less than pure bliss and ecstasy, grateful he was all right.

"Octavia?!" Falco, likewise, truly never looked so happy, relieved, and confused all in one priceless expression. In fact, he was actually delighted. Had times been less dire, Leomon would have actually smiled; deep down, that was the vulnerable side of the avian…

Unfortunately, now was a dire time.

"Falco, Octavia!" yelled Leomon, and the falcon and the octopus woman both looked up to see Leomon holding his sword and glowing in hues of brown, right in front of a shocked and bewildered group of the X-Men, the Misfits, the Joes, and their allies. Their exhilaration melted away into puzzled confusion.

"Leomon?!" Octavia asked, blinking.

He was with them, in this place?

"How in the name of Starfox are you - ?!" Falco blurted out, his beak dropping slightly open. Leomon hurriedly cut off the blue-feathered avian.

"Grab the Talismans and establish the Elementa Trinity! Hurry, for crying out loud! The Organization's not far behind!"

That point hit home as Falco and Octavia immediately forgot their previous grudge and mistrust towards the Digimon as they nodded.

"Uh…should we be comfortable with this?" warned Jericho of the Phantom Investigators, the paranormal adolescent eyeing the three with unease, "We don't know what's gonna happen or if this is even a good thing. Heck, we don't even know if they're really on our side!"

"Would you rather let the Organization and the Hellfire Club have the Talismans?!" shouted Spirit fiercely.

"He has a point! We don't know what we're dealing with, and this is less troublesome! Let's just see what this does!" Wolverine yelled with authority, and realizing that this was probably the best option, the crowd was forced to watch as Falco and Octavia, with respective looks of ferocious resolve and tentative shock, reached out and grabbed the shield and the mirror.

Instantly, Octavia's body began to glow in a deep, azure blue as the symbol of the Aquara Kingdom actually began to form and glow underneath her feet, creating streams of water to swirl in a soft whirlpool around the Priest of Water, the azure markings of light etching the symbol of the floor exactly like Leomon's. Likewise, as Falco carefully slid his left wing through the two arm-supports of the blue and silver metal shield, he was suddenly glowing in a similar fashion, his body radiating in pure silver as the insignia of the Aeroga Kingdom formed a pillar of wind to protect and encapsulate the Priest of the Skies. Both of them glowing and channeling their respective Elementa magic and kingdoms exactly like Leomon.

Three pillars, three Talismans, three Priests, a lion, an octopus, and a falcon, all of them representing…

"The powers of Land, Sea, and Air…" gasped Batgirl as the words of her premonition came instantly and clearly into her mind. But that was not all as suddenly, the mirror, the shield, and the sword each gave off a furious discharge of gold and white, beams of holy essence radiating everywhere from each of the three points of the trinity as a golden triangle of light began to form between Leomon, Falco, and Octavia, each talisman (and Priest of Twilight) being a point in the shape.

"A golden triangle! Well whaddaya know, Batgirl! Your Phoenix Force powers are working in our favor! It's coming true, just like you said!" Roland the Extreme Ghostbuster said with awe, recalling the words.

There was a gigantic and blinding flood of white, and everyone around, enemy and ally alike yelped as they shielded their eyes as the growing upheaval of luminosity engulfed the whole room and the entire grounds of Shaw Industries, effectively causing Allo to stumble and catching him by surprise as it disintegrated his magical barrier and erased it as if it were nothing while the Dinosaucers and Secret Scouts brawled with the Thirteenth Order outside and above…

FFLLLLAASSSSSSSSSHHHHHHH!

"What's going on?! I can't see anything!" yelled Caridad the Slayer yelled as she shielded her eyes, hoping that she wouldn't go blind.

"Captain, permission to fire?" Black Widow asked coolly as she readied her machine guns, but Steve voiced his order strongly.

"No, Black Widow, at ease for now! As strange as it sounds, I think we can trust Leomon and the other Priests, especially if it means we can gain back all the people who lost their hearts - !" but before Captain America could finish with his reasoning, the light slowly faded. At first, everyone was furiously trying to regain their bearings and recovering from the sensory overload. But as they looked around, adjusting as quickly as they could, they could see that unfortunately, nothing really changed. They were all still alive and upright, Falco, Octavia, and Leomon were still holding the Talismans of Twilight, and Roxas and the Hellions were as confused as they were. No floating hearts, none of the people who died were back, n portal, nothing.

The Flash was clearly now in a foul mood as he griped, "That's it?! That's what we were nearly killed for?! A whole lot of nothing?! Gee, so much for this whole 'the-fate-of-the-fight-against-the-Heartless-depends-on-this-fight' mission being actually important! I had to interrupt my beauty sleep and a dream that I was in the Playboy Mansion with a conga line of swimsuit Bunnies for THIS?!"

Batman's hand firmly clamped on the speedster's shoulder as he curtly got Wally's attention.

"Flash."

"Yeah?"

"Up."

Blinking, the red-clad looked upwards at the ceiling above everyone's heads before he then saw what Batman was indicating.

"Oh," was all that Wally could say (although he hated it when Bruce made him feel like an idiot).

And there, in the very center of where the triangle once was, hovering high and behold for all to see, was the secret revealed by the three Talismans of Twilight.

It was a small, white statue of a female angel.

The entire figurine was intricate, carved from the smoothest and purest form of material that some could say was a transcended form of marble. The angel was a slim and yet beautiful woman with long, billowing hair and pupil-less eyes and a long, flowing gown of white worn around her body and curves. Her face was serene, perhaps even peacefully content, and the wings behind the angel's back were spread out in full-view, each feather marvelously carved and shining in a beautiful pattern all along the wingspan. But what was the most noticeable about the white bronze was the object that the figure was holding out in front on her in her outstretched arms and hands, as if she was bestowing a gift to the heavens above. In the center of her cupped palms was a small insignia of a heart with a keyhole inside it, like the one that was displayed on Althea's scepter. And in front of this symbol was a miniature depiction of a small and seemingly ordinary cup that liked remarkably similar to a wine glass. But the glass was so small; it was barely a quarter of an inch tall.

And the statue of the angel itself was not that much bigger; it was only about a foot large, and the wingspan of the treasured object could have been no more than a foot and a half. All around it, it was encased in a bubble of warm, translucent light, glowing softly in the air high above everyone's heads

This was the one moment Leomon, Falco, and Octavia had been waiting for, fighting for, toiling and searching for so many years…

Still, despite this, nothing…happened.

Despite the brilliant light show and the reunion of the three Priests of Twilight and their weapons of power, there was absolutely nothing that appeared, no glorious display of the Sovereign or the Champion, nothing.

To say that a select few (especially Falco) were disappointed was an understatement.

"The Sovereign!" Falco cried, looking around wildly, "What happened?! Did we do it wrong?!"

Oh Peppy and Fox and Slippy forgive him…if he made a mistake…

"Hn." Regardless of the situation, it appeared that Hiei's trademark response always seemed to be rather deadpanned and yet appropriate as he eyed the floating object above.

"Uh…so that's it? That's what we've been after this whole time?" blinked Blind Master as he stared at the white effigy hovering above (oddly enough, despite being blind, it really did seem like he was staring at it).

"I know. I'm disappointed too," Garrett said from his wheelchair.

The Flash pouted as he complained, "This still wasn't worth interrupting the Playboy Bunny dream…"

"Flash?" Hawkgirl asked in a deadpanned voice.

"Yeah?"

"Shut up," chorused the female Justice League Founder and a good number around her.

Shipwreck then had a lewd smile as he whispered to Flash surreptitiously, "Y'know, we do have a handy-dandy invention called the McGuffin Device…"

"Pop?" Wavedancer said in a deadpanned voice, her sharp ears catching this whisper.

"Yeah?"

"Shut up," she said along with a good number around her (and not surprisingly, this included Storm and Avalanche).

Faith the Slayer then recalled the meeting they had a while ago at Xavier's Institute, when they all saw the visions that Jean managed to extract out of Pluto's mind for one brief moment, saying, "Hey, hold up! Isn't that angel thing the same one that Red saw when she tried to look into Pluto's mind?"

It clicked in everyone's heads.

"Leomon, what is that?" Storm asked, her eyes wide.

But before Leomon could answer, Selene of the Hellfire Club flew as quick as lightning, recovering enough to realize that she could make her attempt now while the heroes were so foolishly observing the prize. Though still bleeding and her bruises and burns have yet to fully fade away, the External mutant tore through the air at speeds that could have rivaled Quicksilver and Cannonball. Though she had no idea exactly what the figurine was, the Black Queen was sharp enough to guess that this was supposedly a most prized and important reason of infinite power, the main reason why the Talismans of Twilight and the Elementa Trinity were so coveted by the Priests of the King and Organization Thirteen.

She could be a god at last! If this was linked to the fabled Kingdom Hearts, she would rule all, just like the Experiment!

Before any of the heroes could do anything, Leomon then held up a massive paw to signal them to cease.

"Wait for it," he said calmly.

Selene was salivating with pure euphoria and delightful anticipation as she felt the comforting warmth and aura of the light surrounding the statuette wafting her skeletal fingers, soaring closer and closer before those heroic naïfs…

Kassshhhiiiinnnngggg!

So she was certainly more than bewildered and infuriated when the instant her clawed fingers got within inches of the figurine, there was an abrupt, vigorous and keenly violent flare of white. Before she even could comprehend it, Selene was once again sent flying, rammed aside by an invisible yet oppressive force far more powerful than the first incandescence of light caused by the trinity formed by the three Talismans of Twilight. And she slammed back into the far end of the room along with Emma and the other Hellions (who all, in self-preservation, hastily got out of her way), crashing to the surface with such bone-breaking impact that despite her invulnerability due to her immortality, it even made her dizzy. And to add injury to the insult, her hands were now cracked and charred, her once flawless skin now crusty and burned beyond any recognition.

"You can't touch it, you filthy witch," Leomon snarled with malice, "The Sovereign's Chalice, her essence, cannot be handled by something like you. Only those worthy can be allowed to harness it."

"Does it do that to everyone who touches it, mon ami?" gulped Remy, blanching.

"No, it's just that Selene is a special case…and thankfully, it's enough as a protective safeguard for the Grail," Octavia said at last, the magical weapon in her hands still being protectively clutched close to her body. A good number of the other heroes looked at the female Tigershark in confusion.

"A grail?" asked Felicia the catgirl before she made a little noise of questioning puzzlement like a true feline before pointing out, her knowledge of the Catholicism coming to her, "Uh…that's not a grail or anything close to a grail. And unless you're saints or apostles of Jesus Christ, that ain't the Holy Grail either."

But Batman then knew it as he voiced slowly in his deep voice, "Felicia, what is another synonym for the word 'grail'?"

The white-furred catgirl blinked. She didn't know…

"Uh…a cup?" tried Yoh the Shaman only to earn him a disapproving glare and condescending look for his wrong guess from the Dark Knight of Gotham.

"Christ the Lord?" Nightcrawler asked. Another glare.

"Chalice…" Leomon said softly, and Batman nodded.

Kylie the Ghostbusters then gasped as she remembered going to a private seminar with Egon and several of the Ghostbusters long ago, attending a discussion of symbology at Harvard University taught by a famous and world-renowned Dr. Robert Langdon. She said, "It's a word play. Chalice is a term that identifies a symbol meaning 'female'. That's why that statue can be called a grail, because it's a figurine of a woman."

Several were then starting to see it.

"In other words, this Sovereign of Twilight, the one that can use this angel figurine you've been trying to get from the Talismans - " Paige Halliwell began in a hushed tone.

"…is a woman, a female, one who hopefully resides here in this planet if we can find her on time," Leomon finished gravely.

"And she will never emerge, you fool!" snarled a familiar voice, and everyone turned to see ten portals of darkness emerge in front of Selene, Roxas, Emma Frost, and the Hellions right before the figures entered the very same room…

"Oh crap," Low Light muttered as the soldiers of Organization walked through the murky shadows, appearing before their very eyes. Save for Vexen and Demyx, all of them were now beside the representatives of the Inner Circle, their hoods lowered off their heads, and the heroes and the Priests now all could see that the robed soldiers were certainly inflamed and looked like as if they've gone worse for wear. One of Xaldin's dragoon lances had completely lost one of its spear-head, a apoplectic and murderous Larxene had deep, parallel gashes across her face (no doubt from one of the Dinosaucer's claws), bleeding and dripping down her pale skin, Zexion's black robe and leather boots had multiple gashes, tears, and burns from energy blasts and physical pummeling, Lexaeus was visibly limping, and even the normally cheerful and cocky Axel seemed moodily resentful and irritated, primarily because of the red bruise swelling up on one side of his face (that Sarah the Secret Scout caused when she delivered the right hook to his jaw). Only the last and front-most member of the Thirteenth Order seemed pretty much unscathed and unhurt as he angrily pulled out his hood down.

"You could not maintain the Talismans in your possession?" growled the now revealed and feared leader of Organization Thirteen, throwing a simmering and restrained glare of disappointment and blame at Roxas who had trouble maintaining his gaze at the glowing red eyes.

"We have no more Heartless, my Lord, and the heroes are far too powerful for myself to take on. It was by nothing short of a miracle that we've been able to stall them for this long."

Wavedancer and the other Misfits perked their heads up. If Roxas was being incredibly submissive to this being, then that meant…

"That's the Superior?!" blinked Storm. The enigmatic man turned out to be tall and striking as well as menacing, with tan skin and a deep voice that commanded obedience and authority. His face was flawless and perhaps a bit feminine, but his eyes actually had red pupils and were narrowed along with a bared snarl from his mouth. And he had a long mane of scraggly, almost spiky, hair of silver. But though appearing no more intimidating than anyone else they had tangled with, the X-Men and Misfits knew better to underestimate him, especially if he's the prime member of a group that commands and controls the Heartless.

"Any ideas, Scott? Logan?" whispered Jean fearfully at Wolverine and her boyfriend.

"Try to stay alive and stop them from getting that Chalice angel?" Xi suggested. Cyclops and Jean threw Xi a dirty and exasperated look.

"Let me clarify: something other than the obvious?" Jean asked sardonically, her voice dry. This sarcasm unfortunately didn't register with the lizard.

"Oh! Well in that case, no," Xi admitted blithely as he got his Rainforest Scale Keyblade out in front and ready for battle. The Superior then flourished out his weapons, and for the first time, the heroes saw two thin beams of red light, as crimson as freshly spilled blood, forming hilt-less swords. In fact, they were exactly like dual light-sabers from the "Star Wars" movie.

Roy Harper said in surprise as he eyed the glowing red sabers in the Superior's hands, "Good thing George Lucas isn't here, or we'd have a lawsuit!"

"Speedy, not now!" groaned Mas y Menos in English.

"Your Dinosaucer friends have given me much trouble…" hissed the Superior, standing with his back erect and his head held high, "I'll personally see to it that none of you heroes leave here alive for that annoying tactic."

"No…" whispered Whitelighter tearfully to himself. Did he kill them?

Blind Master then said strongly, leaning over to his son and his voice low, "Whitelighter, your Dad won't go down easily and neither will the others. Have faith in that. But concentrate on fighting now."

"Bring it, mon ami!" Gambit snarled, showing one hand that was full of charged kinetic cards, "We not afraid of you, connarde!"

"Gambit…" Quentin said slowly, not taking his eyes off the Superior, his senses now raising alarms in his nerves and rational thought to the level of Defcon-4, "On a scale from one to ten, if the Hellions are a two, and if Selene and Emma Frost are around seven or eight, and if Roxas in a ten, that Superior is an eleven."

"That's…pretty bad, comrade," winced Piotr, realizing that if a dhampir and field leader of the Ghostbusters was wary of the Organization's leader…

"He's that powerful, yo?!" gulped an ashen-faced Toad, feeling his faith and confidence wane a bit.

"He's on the same level as that one-winged angel Heartless Wavedancer fought against at Slayer Academy in London, no question."

Quicksilver shut his eyes at the memory and groaned with sarcasm, "Thank you, Quentin, as if I didn't have enough reasons to lose control of my bladder right now."

"TMI, Pietro," Tabitha said with annoyance, rolling her eyes at the Misfit speedster. But at the same time, Falco and Octavia's collective jaws dropped open as it was as if a veil had been lifted from their eyes and memories. That face, the long mane of silver hair, almost white, the dark-skin and red eyes…

There was absolutely no mistake about it.

"Xehanort!" gasped Octavia, now absolutely sure that she was correct as she clutched the Enchanted Mirror tightly to her bosom in fear while Falco just grit his teeth his anger, his mouth compressed into a grim line. Leomon, however, was a bit taken by surprise as he overhead the Tigershark's exclamation.

"Who?" Leomon blurted out, puzzled and with one eyebrow raised. He, unlike Falco and Octavia, had no idea who the Superior was or his true identity. The leader, however, heard it quite clearly, and from the way his face marred and furrowed with dangerous and immeasurable rage, it was clear he didn't appreciate being called the moniker.

"My name is Xemnas…" he hissed his correction with ire, looking absolutely demonic and unholy under the light of blood bathing him and his black cloak.

---

Back at the G.I. Joe Pit, when the statue of the angel was released by the three Talismans of Twilight and appeared at Shaw Industries in a blazing glory of illumination…

The golden-furred hound, Pluto, practically cried out in pain, jerking awake from his slumber as he napped in Trinity's room in peace, feeling the alien yet distinct surge of essence of…twilight?

Pluto was still for about a minute as the horror of what that meant dawned on him. If all the Talismans had been found, then he knew exactly what that meant and how the Superior and his Organization would not be too far behind.

With a nod of his head, the Disney dog squatted on his haunches and his eyes began to flash in a white light before a portal appeared in front of him, and without further ado, Pluto dove into the swirling vortex to the one place of the ultimate battle.

Author's Notes: This was the other reason why I took so long with this update. Originally, I planned this to be one chapter, but well…this went over eighty pages and still counting, and I didn't want to post an eighty-plus page chapter to read all at once, so I decided to split it into two, even though it took me over two months to write this as one…

Fictives: coughlosercough

Fictives, DON'T PUSH IT!

Fictives: You're writing an eighty-page plus chapter for people you don't even know. coughnutwithnosociallifecough

Anyway, before I get my trusty sledgehammer on the fictives, the bright side is that the next chapter will arrive much quicker than this update! Stay tuned for "And To Think We're Not Even At The Gathering Yet" where if you think the fighting's been intense so far, you haven't seen nothing yet! Team-ups, Fastball Specials, and various combo attacks as the X-Men and Misfits fight to protect their friends and the angel statue from the Organization's clutches! But can they succeed, even against fighting Xemnas and his order in a full out brawl without any sign of the Sovereign or Champion of Twilight? Folks check back in two weeks (hopefully, Lord willing) as one of the fiercest all-out grudge matches in this universe's history takes place!

Fictives: coughdramaqueencough

You know what, forget the sledgehammer. I need something sharp and pointy!

Until then, read and enjoy! Constructive criticism welcome!