The Bio Labs deep underneath the Fairy Tale district HQ was setup like a large tower underground. From the loading bay at the top a large elevator platform allowed access to ten floors below that were used for testing and creation of medicine, drugs, genetic research, and magical experimentation. What was on the first four floors however will forever remain a mystery as the sectors were blasted into a fiery ruin by a large group of witch sisters. The rebel sisters had grouped together with Tsukune and his friends and were assisting their new friends get to the bottom of what Fairy Tale was up to down there. They got a little carried away in their revenge streak when they literally annihilated the top four floors to the labs, but were now using more control as they split up with the group of monsters to investigate this evil place.

At the fifth floor down a snow woman and shadow demon were working their way from lab to office around the hexagon sector with an escort of four witch sisters. All around the area monsters and agents were attempting to stop the intruders, but were meeting with extreme resistance. Just one Apoch and Astreal was a force to be reckoned with, but with two sets of sisters accompanied by an ex-Fairy Tale agent along with his cool and collective wife-to-be, the evil forces on that particular floor were having no luck fending them off.

Dark and Mizore ran into another lab as the four witches kept their shields up and fired around, all their shots striking down soldiers and agents as they ran about. Some ducked down behind cover and fired back with magic and human weapons, the attacks not being able to break through the barriers of four witches.

"What are we looking for?" Mizore asked as she and Dark walked into the room. There were a few computers setup along the wall with a larger counter setup in the middle. Various bottles of liquid and test tubes were setup on the counter, the shadow demon looking around curiously at everything.

"Beats me. Anything that would give us a clue as to what they're up to," he said casually as he walked over to a computer. He started typing away while Mizore eyed the bottles on the counter with her normal blank expression.

"This may be harder than we thought. What if whatever we needed was on the top four floors?" she asked curiously.

"Then we're screwed," Dark said flatly. After a while he walked away from the computer.

"This lab is for researching monster blood, what for however isn't listed," he said as he looked around.

"This is bad; we need to have some idea of what to look for. We're flying blind here," Mizore said with concern. Outside a fierce explosion rang out. The two ran back out to the witches as a smoke cloud was clearing before their shields.

"Mr. Dark! They're bringing out the heavy weaponry. What should we do?" an Astreal said as she focused on her barrier. Across the floor some soldiers darted out from around the corners in the offices and aimed rocket launchers at them.

"Are those…" Mizore started as she tilted her head. The soldiers fired out rockets from their position that raced towards them. The sisters screamed and focused their power, the missiles striking the barriers with a large explosion. The shields flickered as the fire and smoke blasted around them.

"Looks like they don't like us here," Dark said simply. He vanished into a cloud as he grabbed ahold of Mizore's hand, the two disappearing into a black cloud. The sisters fired back at the soldiers with a barrage of energy blasts, their shots colliding with a barrier that flickered before them.

"Uh oh…" an Apoch said with a worried look.

"Enemy sisters! Keep on guard!" an Astreal called out. Sure enough from across the sector an Astreal and Apoch darted out from the office and fired at the group, the enemy agents walking out and raising a barrier around the soldiers. The blasts struck the rebel sisters barriers and veered off, the barriers around them strong enough to deflect two shots.

"Kill the traitors!" the enemy Apoch yelled out. The soldiers armed their launchers again and aimed, the enemy witches also aiming their magical attacks.

"Sister… can we block that much?" a rebel Apoch asked worriedly. The enemies fired their barrage at them, the rockets and energy projectiles slamming into their barrier with a fierce explosion. The four sisters staggered back as the barriers flickered around them.

"Not… for long," a rebel Astreal said as she growled at the agents. The enemy sisters laughed and glared at their targets.

"There is no escape, you can all die right here and now!" the enemy Astreal called out as the soldiers rearmed. The rebel sisters glared at the enemy agents and struggled to keep their barriers up. Instantly the group of sisters disappeared as the area around them darkened. The agents blinked and looked around the warzone cautiously.

"What the? Where did they go?" the enemy Apoch called out. Suddenly multiple shots fired out from the black shadow, the massive group of shots slamming into their barrier. The two agents struggled to remain standing while their barrier around them flickered violently.

"They're still over there! Fire!" the enemy Astreal yelled out. The soldiers aimed their rockets and fired, the missiles leaving the barrier and stopping in place instantly. The group of agents stared in shock as the three armed rockets were encased in a wall of ice that appeared before them, the wall trapping and stopping the live rounds in place.

"What… what is this?" the enemy Apoch yelled out. From both sides of the floor a pair of sisters ran out from the cloaking shadow, the girls glaring at the enemies.

"Revenge!" they yelled out as they fired their shots at the surprised group. The shots collided with the barrier and detonated the rockets in place, a massive explosion erupting out from the area. The soldiers and sisters were knocked back as the shields around them shattered. Before they could regain themselves multiple ice shards flew out of thin air and struck down the soldiers, the men dropping to the ground impaled with massive ice spires. The sisters blinked and raised their domes around them.

"Damn you, you'll pay for that!" the agent Astreal yelled out.

"No, I don't think so," Mizore said calmly from outside the barrier. The two sisters looked in surprise to see the snow woman tapping on the shield with her finger.

"You… that was all your fault!" the agent Apoch yelled as she aimed her hand at the snow girl who didn't flinch. Suddenly the sister's head snapped around, the surprised look still on her face. Astreal stared in shock to see her fellow sister drop down dead.

"Wha… how?" she yelled out. She gasped and grabbed near her neck, her shield dropping around her. A black wisp flowed from before her as the witch was lifted into the air, the shadow demon showing himself as he held her up by the throat.

"Looks like you trapped my boyfriend in with you," Mizore said with a cool smirk. Dark growled at the surprised witch.

"We're… going to send you… straight to hell," the witch snarled out. The demon just looked at her with pitch black eyes.

"You first," he said simply, and then tossed the girl over the edge down the shaft. The blonde haired girl screamed as she fell all the way down towards the ground level, with the shadow demon looking to his friends who had gathered around him.

"What next beloved?" Mizore asked casually.

"Going down," Dark said as he looked to the ground. The witch sisters smiled and glanced to each other as faint glows of magical energy trailed down their arms towards their hands.


Below them in another battle scarred sector a group of witch sisters were holding their ground in front of a lab where an angel and a succubus had stormed in. The sisters were using their shields to deflect the many bullets and magical blasts flying at them while firing about the sector, the many agents and soldiers firing back from around cover. Inside the lab two agents were staring at the couple that had barged in during the chaos. The angel and succubus were facing off against two lion beasts, both of them twice the size of the winged couple.

"Looks like you reached the end of the line," one of them roared out as he charged Rason. The angel promptly dodged back avoiding his swing, and then followed through with a backwards kick. The agent was blasted back into a fierce crash into the wall as the other charged Kurumu. She roared out and dashed at him, darting past the agent in the blink of an eye and slicing through his torso. The lion beast dropped to his knee and held his wound, flinching in pain.

"I wouldn't say that," Rason said as he sent a fierce punch to his skull, the beast being slammed back into the wall then slumping down.

"Not bad, but I softened him up for you," Kurumu said as she looked up smugly. From behind her in the damaged wall the other agent roared out and dashed to Kurumu, the girl jumping in surprise.

She blinked as she stood there stunned. Ahead of her Rason was standing in front of the girl, his eyes narrowed as he had a sly grin on his face. She looked over slowly to see his arm reaching past her. Turning around she saw his hand gripping the lion's neck, the beast staring at them in surprise.

"Sorry, but she's my girl," the angel said coldly as he threw the beast off to the side, the succubus looking at her boyfriend with wide eyes. In a flash the angel stepped to the side and sent a fierce punch to the agent's face, the beast blasting back into the wall again with a shattered skull. The boy smirked and looked to his girlfriend who was staring at him in wonder.

"Let me guess, you softened him up for me too," he said with a chuckle. The girl just looked at him for a moment then jumped into a fierce kiss with the boy, the surprised angel falling back and dropping to the ground from the embrace. From outside a loud explosion echoed out as the roof above the witches blasted apart. From above four more sisters dropped down next to their copies and started to fire around as well. Dark and Mizore dropped down and looked around cautiously.

"Thought we'd drop in," Dark said, with the Apochs swooning from hearing the cheesy line. They quickly looked away when Mizore sent them a death glare.

"Where are the others?" the snow woman said with a growl.

"They're inside dealing with the lab personal," an Astreal said as she fired around the area, the labs on the other side bursting into flame from the attacks. Dark and Mizore walked in and looked down, just staring with blank expressions as Kurumu continued to kiss her angel passionately.

"No surprise there," Dark said flatly, the snow woman nodding in agreement. She glanced to her boyfriend and swayed slightly.

"Say Dark…" she said timidly. The demon glanced to the girl and smirked. In one smooth motion the boy removed her lollipop and pulled her into a kiss, the girl sighing and kissing back. As he did so the chaos all around her disappeared in her mind. When the kiss broke he put the candy back into her mouth, the girl smiling at her demon with loving eyes.

"Let's finish up here first, then we'll resume that," he said with a deep gaze, the girl looking at him with wonder and a racing heart. After a moment she looked to Kurumu with a determined glare.

"Hey! Let's go!" she yelled out, the couple jumping and looking at the snow woman in surprise.


Below them a group of witches were running about as they dodged enemy fire. Literally as on the same sector two fire lizards were spewing flame all around after them, the group of girls darting into an office while the outside area ignited into a firestorm.

"It's getting way too hot here," Yukari said with worry. The sisters nodded and raised their shield over the entrance to the office, the fire slamming into the barriers and lighting up the outside area.

"They are starting to provide more resistance, we must hurry Ms. Yukari," an Astreal said as the sisters fired back with their shots, the bolts of energy slamming into a barrier before the two lizards. From behind them walked up a pair of sister agents, the girls smiling wickedly as they fired their shots as well.

"Burn them to a crisp," the enemy Astreal said as they all fired towards the rebel sisters. The six that were with Yukari blocked the blasts and firestorm and returned fire, the barrage of firepower slamming into the barriers of the enemy sisters. They staggered a bit at the explosion that erupted before them then stood upright, the shield holding strong.

"Ha, that won't be enough traitors," the enemy Apoch said with a laugh. Yukari growled then aimed her wand out the entryway, the stick glowing bright as she summoned her power.

"Magical BLAST!" she yelled out as she fired off her powerful attack. The rebel sisters added their firepower to the projectile and the massive burst of energy slammed into the enemy barrier, the walls flickering and holding strong from the shockwave and large explosion that followed.

"What? Not enough still?" a rebel Apoch cried out. From behind the enemy agents another pair of sisters walked up, the girls holding up their barriers in addition to the first two.

"Backup has arrived," the second Astreal said coolly.

"It's about time!" the first Astreal barked back. The four agents and the lizard men fired out and struck the rebel sisters' barrier with a fierce strike, the girls wavering from the impact.

"Damn. Now what? We're not going to make any progress now," a rebel Apoch said as the sisters glared at the agents.

"We need more power to break their barriers," Yukari said looking around. The lizard men fired their streams of hot molten flame around the rebels' barrier, the surrounding outside of the office and its walls lighting up in an inferno.

"We're going to burn alive if we stay here," a rebel Astreal said as the heat increased all around.

"Now what do we do Ms. Yukari?" a rebel Apoch said with worry. The young witch looked around franticly.

"I… I don't know!" she cried out. Suddenly the entire complex trembled as the upper four floors erupted in flame. A few of the floors and labs caved in and collapsed into a fiery mess as the burning sectors lost their stability. Up in the loading area the ground around the elevator entrance cracked from the stress, the metal holding box shaking and tumbling about in the tremor. The case knocked over onto its side and the lid snapped off, the bottles of liquid shaking about in the opening.

"This place is taking too much damage. It's going to collapse at this rate," a rebel Apoch said with fright. Yukari glared at the enemy sisters and growled, anger and frustration building inside of her.

'Dammit, I need to be stronger! I need to help my friends!'

She clenched her wand tightly as she bared her teeth, the two sides of the sector again exchanging energy blasts with neither barrier breaking.

'Damn them… it's not fair!'

She growled and shut her eyes, her monster energy surging through her.

'They can't stop me, I'm a proud witch! And I have a warlock's blood in me. His power, his energy, it's mine to use!'

She aimed her wand at the enemy barrier and glared at it, her power surging around her. The ground beneath her cracked from the stress as the rebel sisters looked back to her in surprise.

"Ms… Yukari?" an Astreal said as they stared at the young girl, seeing her aura rising up around her.

"What… are you doing?" an Apoch said as they looked in wonder. Yukari's wand started to glow brighter and brighter, sparks and bolts of lightning traveling around it.

"I'm not some young kid anymore… I'm not some lowly witch…" Yukari growled as she glared at the enemy agents with narrowed eyes. The Fairy Tale soldiers and witches looked at her cautiously.

"I'm not going to fall to the likes of you… now Fairy Tale… it's about time you knew…" she snarled as her power fluxed around her. The rebel sisters smiled confidently and then charged up their attack, all the witches aiming at the enemy barrier.

"A TRUE WITCH'S WRATH!" Yukari yelled as her shot blasted from her wand, the stick literally shattering and exploding from the power surge. The rebel sisters watched in amazement as the powerful shot flew at the agents at high speed, the Fairy Tale personal staring in shock at the massive ball of bright white light barreling towards them. It slammed into the barrier with a deafening thunderclap and a gigantic explosion blasted away from the area. The barriers shattered from the blast as the agents were incinerated from the magical energy that engulfed them, the witches' screams of agony being quickly muffled by the shockwave and explosion that roared out. The floor and ceiling above the agents tore away in the chaos, the areas above and below being struck with a powerful wave of power and debris. The rebel sisters watched in amazement as the area across from them was reduced to billowing smoke and rubble, and then looked back to the young girl as she struggled to remain standing. Her wand was shattered to pieces as she was breathing heavily.

"Take that… you jerks…" she said weakly before falling back and passing out. The sisters looked at her in awe as she lay there, the young girl having singlehandedly killed four witch sisters and two agents in one attack.

"Wow… Ms. Yukari," an Astreal said softly.

"That… that was incredible," an Apoch said with a soft smile. The others nodded and smiled at the young girl, everyone impressed with her sudden burst of power. From above them the ceiling blasted apart and down dropped a group of witches. Following them were four other familiar faces.

"Wow, looks like we missed the party on this floor," Kurumu said with a giggle as they looked around.

"Yes, Ms. Yukari eliminated them all by herself," an Astreal said next to the unconscious witch. The group blinked and looked to her in surprise.

"She got them all? By herself?" Rason said in disbelief. Dark walked over and examined the unconscious witch, then eyed her broken wand.

"Yes, she used a powerful spell and destroyed four agent sisters and two others," an Apoch said with a bright smile.

"What?" Kurumu said in shock. Dark looked around at the destroyed sector and nodded.

"Not bad," he said simply.

"Not bad? That's… unreal!" Kurumu said as she looked around in amazement.

"Didn't think she was that strong," Mizore said calmly as she looked around. An Astreal walked over and picked up the sleeping girl carefully.

"Yes, her attack was enormous. She even destroyed her own wand in the process," she said softly. The group looked to the destroyed stick then back to the young girl.

"Wow, not bad for a pipsqueak," Kurumu said with a smirk.

"If she's capable of that kind of power, I'd watch what you say about her," Mizore said with a glance to the succubus, the girl jumping at that remark. Before anybody could say another word the whole complex shook violently. The group looked up to see fire and explosions roaring out from above them, the area across from them trembling and caving in on itself.

"This place is taking too much damage. We might want to get out soon," Rason said with worry.

"But we don't know what Fairy Tale is up to yet," Mizore said as she looked around the destroyed sector.

"At this rate we won't live to find out," Kurumu added as she eyed the destroyed sectors above them.

"We need to find the others. No sense dying down here," Dark said as he looked down the shaft. He turned back to the sisters and nodded.

"Let's head down quickly," he said with a calm look, the witches nodding in agreement. The Astreal that carried Yukari handed her to Rason, the angel holding the girl gently.

"Please watch over her Mr. Rason," she said with a dreamy expression. The boy blinked and smiled weakly.

"Yes… of course," he said kindly. Kurumu growled and clung to his arm, glaring at the witch. Astreal blinked then looked away nervously. The sisters gathered around the group and raised their shields, then aimed down around the ground outside the barrier. They fired their shots, the blasts cutting through the floor like searing knives. The platform that was carved from the energy shots trembled then fell straight down to the floor below. The section crashed down as dust and debris shot out from around them. The group looked around cautiously at the sector for any threats. All around them were soldiers and a pair of enemy witch sisters staring in surprise at them.

"Um… what the fuck?" the agent Apoch said with confusion.

"Saves us the trouble," the agent Astreal said with a laugh. She then blinked and stepped back as the large group of rebel witches took aim at the surrounding agents. They instantly opened fire all around them, the soldiers being blasted to fiery bits as the sisters rose a shield over them, the two girls blocking the attacks. The group looked around cautiously at the sector, seeing fires and flames roaring around the area as multiple labs were in ruin.

"I wonder if any of our friends got off on this floor," Kurumu asked curiously.

"Yes, and you just killed her," the agent Astreal said with a dark smile. The group looked at her in surprise then down below at the chunk of platform they were still standing on.

"Oh… shit…" Rason said with a pale expression.

"Oh no… don't tell me…" Kurumu said as she trembled.

"Yeah, that loudmouthed tramp never saw it coming," the agent Apoch said with a laugh. Everybody blinked then sighed in relief.

"Oh… it was just her," Kurumu said with a relieved smile.

"I thought we actually did something horrible there for a moment," Mizore said as she smiled softly. The agent sisters looked at them like they were crazy.

"Are they crazy? They just killed their own comrade and they're happy about it," the agent Astreal said with a confused smirk. The rebel witches focused their attacks and fired off another barrage at the agents, the group of witches' firepower blasting through the shields and annihilating the enemy agents.

"Damn traitors have no right to talk that way about killing comrades," an Astreal said with a hiss. The group stepped off the platform and looked to it in wonder.

"Well… hope she's not too angry," Kurumu said as Rason and Dark walked over to lift up the chunk of concrete.

"Doesn't matter to me," Mizore said flatly. The two boys lifted and pushed off the platform then looked down with blank expressions. Everybody looked down to see a silhouette of the doll demon carved into the ground and showing the floor below them.

"Well… guess she's going to be waiting for us down below," Rason said as he tilted his head. Dark turned over to the witches who were looking at the hole nervously.

"Blast open another pathway… over there," he said simply as he pointed off to the side. The witches nodded and ran over to the area, standing at attention and waiting for the group.

"Once we get down below how are we going to get out of here?" Kurumu asked as she looked around nervously.

"I guess hope the elevator works," Rason said as he looked down the shaft.

"And… if it doesn't?" Kurumu asked worriedly.

"Well at least Felucia will leave alive then," Mizore said simply, the succubus jumping at that remark. The witch sisters fired around in a circle on the ground and carved another platform, the chunk of ground falling down to the sector below.

"All set Mr. Dark," they said in unison, the group walking over to descend down to the floor below.

Up above at the loading bay another fierce tremor shook the area, the ground around the shaft cracking and shattering. As bits of concrete fell down to the warzone below one of the bottles of black liquid slid out of the box and rolled to the edge, stopping just before falling down the shaft by a loose rock from the ground.

The group dropped down to the lower sector and looked around cautiously, watching as agents and soldiers were all around engaging in combat. It wasn't the fact that there were multiple Fairy Tale monsters fighting with ferocity in the area, or that there were four enemy witch sisters firing out from their barriers, or even that Felucia was not anywhere to be seen again. It was the fact that the two targets the Fairy Tale agents were fighting were running around and viciously attacking the enemy forces; the duo of Tsukune and Kokoa.


Kokoa was staring in awe at the boy who was holding her, his crimson eyes gazing deep into hers. The boy's aura was massive as he stood next to her, the power resonating through her and making her feel woozy and excited.

"Tsukune…" she said in a trance. Tsukune gave her a sly grin then glanced to the outside area. Two rebel witch sisters were holding their barrier up still while two others were getting up from being blasted back by a powerful explosion. Kokoa felt her mind starting to slip as he held her close with both arms.

"Let's kill these annoying pests, shall we? Then I'll tell you what I need from you and only you my lovely Kokoa," Tsukune said calmly, the girl's face blushing brightly from that.

"Anything for you Tsukune," she said with a timid smile. The two looked to the outside as more agents fired rockets at the sisters.

"Look out!" Apoch yelled out as she and her sister put all their power into the shields, the missiles hitting the barriers with a fierce explosion. The two girls were thrown back from the shock and tumbled into the other sisters.

"Is that all? I thought you were stronger than that," Tsukune said with a smirk. The witch sisters looked to him then down ashamed.

"We're trying Mr. Tsukune," an Astreal said softly. Tsukune chuckled and glanced to the redhead in his arms.

"Let's show them how it's done, shall we my love?" he asked softly, the girl's eyes widening at that. Kokoa's mouth opened in shock as she stared at the boy with awe.

'Oh my god! He DOES want me! I knew it!'

"Yes, let's," she said with great confidence. The two vampires ran out and stared down the enemy agents. There were several agents glaring at them, three in human form with launchers holstered over their shoulders with four others in monster form. From an orc, a warlock, a giant blue skinned brute with a giant club, and a rat demon, the agents were staring at the two targets with dark eye. From all around them a barrier flickered from the four witches that accompanied them.

"There are two of the vampires. Take them alive," an Astreal called out. Tsukune chuckled at that remark.

"Show them all their place," he said simply as his aura flared up around him, the young redhead nodding and focusing her power as well. In a flash the two dashed towards the group as the brute and orc ran out of the barrier towards them. Kokoa quickly darted around the orc and jumped up, sending a fierce kick towards his skull. The beast reached up quickly and grabbed her leg, the girl gasping in surprise as he swung her over and slammed her into the ground. As she coughed out from the impact and the rebel witch sisters resumed their attacks on the barrier of the agent witches, nobody saw Tsukune run at high speed around the brute and jump up behind him. The monster turned in time to see the boy send a powerful kick to his skull, the brute being sent into a spiral across the sector and slamming into the wall across the area. The dead monster crashed through the wall and tumbled into a lab, the beast knocking over various bottles and beakers, the area around bursting into flame from the chemicals.

"Die," Tsukune said coldly before he turned towards the orc that had Kokoa pinned into the ground. The young redhead was glaring up at the monster as he had his giant hand around her neck.

"Now then sweetie, don't be foolish, just surrender and maybe I'll take it easy on you," the orc said with a nasty grin. He suddenly howled in pain and staggered back, the girl looking in surprise at the agent. She then saw Tsukune behind him with his hand impaling the beast from behind, his attack digging deep into his back.

"She's MINE!" the boy roared out in fury as he jammed his arm into the beast's back further, the orc yelling out in pain. Kokoa watched in surprise as Tsukune ripped out the monster's heart and threw it away, the orc staggering around then dropping down dead. Tsukune looked to Kokoa and smiled eerily, the girl feeling her heart racing, her eyes wide and her jaw hanging down.

'Tsukune… says I'm his? I'm HIS?'

A bolt of lightning flew at the two vampires, the blast colliding into a barrier as the four rebel witches walked up to them.

"Are you alright Ms. Kokoa?" an Apoch asked as they blocked the energy attacks from the enemy agents, their barrier holding up with a bright flicker.

"Yes… I am," Kokoa said as a smile spread across her face. There was no stopping her now, after hearing Tsukune's words he was the only thing on her mind now.

"C'mon Kokoa, let's take care of these bastards, together," Tsukune said with a cool smile. Kokoa nodded then glared at the agents with a wicked smile.

"Anything for you Tsukune," she said with a chuckle.

"Hold that thought," the boy said with a dark grin. The two dashed towards the agents from the barrier as a burst of concrete and a body shot down next to them, the witches looking over in surprise. From the ground Felucia got up and wavered a bit.

"What the… hell just happened?" she asked in a daze. She blinked then looked up.

"Are you ok Ms. Felucia?" an Astreal asked curiously. The demon nodded and looked around the ceiling.

"I guess so. What hit me from above?" she asked confused. While she looked up curiously Tsukune and Kokoa dashed towards the human soldiers that were outside the barrier, the men still reloading their launchers. In a flash Tsukune dashed ahead of Kokoa and sent a fierce punch to each one of them in the blink of an eye, the skulls shattered from the three dead men as they flew back and slammed into the barrier. Kokoa stared in surprise at the boy who killed them, the vampire boy still dashing towards the agent sisters' barrier.

'His speed and strength… he's incredible!'

Felucia looked around at the ceiling then glared with anger, growling to herself before running off to the side.

"Those bastards, they tried to attack me from above. Well no more Ms. Nice Demon, I'm going back up there and I'm going to tear each and every one of those Fairy Tale assholes apart with my bare hands! I'll show them what happens when they mess with a-" she started before blasts of searing bright energy shot out around her from above, followed by another slab of the ceiling slamming down on top of her, the rebel witch sisters watching in surprise as a large group of sisters dropped down after with some of Tsukune's friends.

"Sisters!" an Apoch said as the group ran over to the witches, the four girls smiling upon seeing their comrades.

"We're glad you are all ok," an Astreal said as she looked around at their backup.

"Glad to be here. Have you guys seen Felucia?" Rason asked curiously as he looked around. His gaze stopped on the vampires just as everybody else was staring at them.

"Um… she's under that piece of debris," the Astreal said as she pointed to the slab of concrete the group had come down on. They looked over to it for a moment then back to the vampires.

"Oh well," Mizore said flatly with a shrug.

"Whoa, look at Tsukune and Kokoa go," Kurumu said in amazement. Dark narrowed his eyes on the boy.

'That aura…'

Kokoa watched in amazement as Tsukune dashed towards the barrier that the agent sisters had kept up while the warlock charged up a powerful electrical bolt in his arm.

"Don't kill them, just stun them," the rat demon hissed. The vampire sent a powerful kick to the barrier in the blink of an eye. A bright flash erupted as the barrier cracked and shattered from the boy's attack, the group and Kokoa watching in surprise.

"Did… did he just break the barrier from four witch sisters?" Rason said in disbelief. The crimson eyed Tsukune glared at the agents as they stared in shock at him.

"You won't stop me… I'm so close…" he said in a dark voice. He then dashed to the rat demon and sent a fierce punch to the head. Everybody jumped in surprise as the hit literally shattered the head into a red blast of blood and bone, the top part of the demon exploding and flying away. The warlock freaked and fired his electrical blast pointblank at the boy, the bolt zapping the boy with a surge of power. Tsukune stood there as the light died down and then glared at the man.

"That it?" he asked with a smirk. In a flash he dashed to him and sent a powerful elbow attack to his chest, the man's guts and bones being blasted out his back. The group watched in shock as the boy slaughtered the two agents.

"What… the fuck?" Rason said in disbelief.

"I didn't know he would be so violent in battle," Kurumu said nervously. Dark kept a sharp eye on the boy's neck.

'No black markings… that's the real Tsukune…'

"Isn't he incredible?" Kokoa said in a dreamy state as she walked over to the group, everybody turning to her with curious looks.

"Um… yeah," Mizore said as she raised an eyebrow at the redheaded vampire. The enemy witches stared in surprise then growled at the boy.

"Damn you!" they yelled out in unison as they raised their hands to him. Suddenly a barrage of all the rebel witch sisters struck at the girls, the mighty strike completely vaporizing the two agents.

"Oh no you don't!" the rebel sisters said in unison. Tsukune glanced to the group that was looking at him with awe. Kokoa ran over to him as the rest followed closely after.

"Tsukune that was amazing!" Kokoa said with a bright smile.

"Yeah… that was… something else," Kurumu said as she looked at the boy with eyes of wonder. Tsukune glanced around then looked down, his hair covering his eyes.

"Never knew you would be so violent in battle, or that strong," Rason said with amazement.

"How did you break their barriers like that?" Mizore asked curiously, tilting her head in wonder. Tsukune wavered then collapsed down onto the ground. Everybody blinked and looked at him with surprise.

"Tsukune?" Kokoa asked softly.


On the ground floor Moka and the rest of the witch sisters were looking in wonder at the doll demon that had crashed down through the ceiling to their level, the green haired demon twitching on the ground.

"Um… Felucia?" Moka asked worriedly. The rebel sisters were around them holding up their barriers and firing about, shooting down any soldiers and agents they could see. The doll demon growled then got back up slowly.

"Starting to get annoyed here," she muttered as she looked up. Moka helped the girl stand and looked up curiously.

"What happened up there? Are you ok?" the vampire asked worriedly.

"I'm fine, bastards keep attacking from above. You doing ok?" Felucia asked with a curious smirk. The vampire blinked then looked around.

"Well, not much trouble down here, the witch sisters are able to hold them off…" she said before trailing off.

"What's up?" Felucia asked with a tilted head. Before the vampire could say anything the whole complex trembled a bit, the girls struggling to stand upright.

"Again? I think this place is about through here," Felucia said as she looked up the shaft. Up towards the top flames and explosions were roaring out. Moka and the sisters walked out as they kept the shield raised while they looked up.

"Um, what should we do? Did you guys find anything useful up there?" Moka said with worry. Felucia shook her head and looked around.

"No, before I could get started a few floors up I was pushed down here. I guess I'm searching with you, we'd better be quick though, we might not have much time left," she said as she glanced around the area. Suddenly a massive barrage of red energy streaks slammed into their barriers, the girls staggering back as the shields around them shattered with a bright flash. The group looked over to see eight agent sisters running out from a lab and aiming at the girls.

"Dammit, where do they keep coming from?" Felucia yelled out as the rebel sisters regained themselves. They rose the barrier up as the enemy agents took aim.

"Ms. Moka… we might not be able to stop this…" an Astreal said worriedly. The vampire watched with frustration as the enemy agents glared at them with wicked smiles.

"Die," they said as the bright red glows on their wrists built up. Suddenly the roof above them blasted down with dozens of bright energy flashes, the enemy agents' shields shattering instantly and the girls being torn to shreds by the barrage. The group looked in surprise as the rest of the rebel sisters and their friends dropped down from a new hole in the ceiling. Rason was carrying the sleeping Yukari while Dark was holding Tsukune up over his shoulder, the vampire boy still out cold.

"You made it!" the witch sisters said at seeing their backup.

"Tsukune! Is he ok?" Moka cried out.

"Wait… that was you guys earlier? Dammit, couldn't you have been more careful?" Felucia roared out. The groups ran over to each other near the center.

"Glad you all are safe," the witches said to each other with smiles, in perfect unison. Moka ran over to Tsukune and looked at him with worried eyes.

"Tsukune! What happened?" she cried out.

"I think he used up too much power. He destroyed a pair of sisters' shields up there all by himself," Kurumu said with a soft smile at the boy.

"He did?" Moka said surprised.

"Yes. Ms. Yukari also eliminated a group of them all by herself," an Astreal said as she looked to the sleeping girl. Moka looked at the two sleepers in the group then glared at Kokoa.

"Kokoa… what was that about?" she yelled out, the redhead backing up with fear.

"Well… you never said he was going with you. I just wanted some help is all," Kokoa said with a forced smile while her sister glared at her with fury.

"Kokoa…" Moka growled as her rage filled her. Tsukune and Yukari stirred and slowly opened their eyes.

"What… what happened?" Yukari asked as the angel set her down. Dark let Tsukune stand on his own as the vampire boy shook his head.

"Where… am I?" he asked in a daze, with Moka running over to him promptly.

"Tsukune, are you ok? I was so worried about you," she said as she hugged the boy tightly. He looked around confused then into the eyes of his girlfriend.

"Um… yeah, I think so. How… how did I get down here?" he asked curiously. Moka looked at him with worried eyes then glared over to Kokoa.

"Kokoa, what the hell was that about? What were you trying to do?" she yelled out, the younger sister staring at her with discontent.

"I said I just wanted some help. What's it to you?" she said with a sneer. Moka growled as Yukari looked around curiously.

"Hey, where's my wand?" she asked.

"It was destroyed Ms. Yukari, your attack before was too much for it to control," an Astreal said with a saddened frown. Yukari looked at her with surprise then upwards towards the destroyed sectors.

"It was?" she asked in amazement.

"Are you ok Dark?" Felucia asked with an innocent look as she got close to the boy. He simply nodded while Mizore clung to his arm and growled at the girl. The doll demon blinked then smiled softly.

"What? We can still be friends right?" she asked kindly. After a long pause the snow girl slowly nodded. Felucia smiled and looked at her with hopeful eyes.

"Friends with benefits?" she asked with her hands clasped together. Mizore blinked then snarled at the doll demon with fury. Before anybody could say anything more a furious roar echoed out from behind them, the group looking to see two large ogres slamming through the wall of a lab and charging them. The group scattered to the surrounding areas while the ogres ran to the center and glared around with their single eyes.

"You won't get away with this!" one of them roared out.

"Really? I doubt you two will be able to stop us," Rason said with a laugh. Kokoa glanced over to Moka then smiled smugly, still fixated on what Tsukune said earlier. The two ogres roared out in the center, the group watching them with bored expressions.

"Seriously? Just the two of you? Not very smart, even for ogres," Kokoa said with a scoff as the witches all around took aim. The two monsters glared around with fury.

Before anybody could move a bottle came from above and smashed open on one of the monster's head. The black liquid splashed about on the two ogres as the group looked at them curiously.

"Um… who threw that?" Kurumu asked as she looked up curiously.

"Wait… that liquid…" Mizore said as she narrowed her eyes. The two monsters roared and shook violently, both of them dropping to their hands and knees. They howled out as smoke rose from their backs.

"Serves you right!" Felucia cheered out. She stopped then looked at the two monsters cautiously. The two beasts glared around with bloodshot eyes as the group looked at them carefully. Moka and Kokoa watched in surprise as the monsters arched back and yelled out with a deafening roar.

"Their monster energy…" Kokoa said softly.

"It's… building up!" Moka said in shock as the two beasts looked around with dark glares. One of them swung towards the side, a group of sisters raising a shield up to stop him. He hit with tremendous force, the shield shattering instantly.

"Whoa!" Rason said in shock as the group of sisters regained themselves.

"He's too strong!" an Astreal said as all the witches fired their shots at once to the monsters, the area in the center lighting up in a fierce explosion. The sisters encased the area in a dome, the supernova like blast burning the area inside furiously.

"Well… there goes the elevator," Mizore said simply as the area inside the dome erupted with smoke and debris.

"Great, now where do we go? We need to get out of here," Kokoa said as she looked around.

"There's an elevator in one of the labs. We came across it while sweeping this sector," Moka called out.

"Yes, but we don't know where it goes," an Apoch called out in agreement. The group then jumped in shock as the fire died down inside the dome and the two ogres were seen rampaging inside.

"No way… not even a scratch!" Kurumu yelled out in disbelief. The monsters then yelled and swung at the dome around them, their fists slamming into the barriers with a powerful strike. The shields flickered violently as the sisters struggled to stay standing.

"We can't hold them! They're too strong!" an Astreal cried out in terror.

"No way… how can they be that strong? They're just ogres!" Rason shouted out. Dark looked at them then up towards the shaft.

"That liquid…" he said softly.

"That was in the case up top wasn't it?" Mizore asked out loud.

"What was it? It's like a super serum or something," Kokoa said in worry. The group blinked and jumped at the realization.

"Those tests… those monsters that were overly strong…" Moka said with wide eyes.

"That was what they used on them!" Tsukune called out as the ogres again struck the barrier, the shield flashing violently. All the witches struggled to hold it up while screaming out.

"What do we do?" an Astreal yelled out.

"It only lasts an hour," Kurumu said as she remembered what they learned.

"I seriously doubt they can hold them for an hour, or if this place will even last that long!" Kokoa barked out. Moka looked to the lab behind her.

"The elevator! We can get out from there!" she called out, the elevator doors visible inside the room.

"We all can't fit in the elevator!" Yukari cried out.

"Go!" an Astreal yelled out, the group looking to her with surprise.

"What? We're not leaving you!" Moka said with urgency.

"Yes you are! Go! We'll hold them off for as long as we can!" the witch cried out. The ogres hit the barrier again, the walls flashing as the power fluxed. The witches regained themselves then looked to the group with soft smiles.

"No. Astreal… Apoch… I don't want you to die again!" Yukari cried out.

"It's ok. You have our spell," an Apoch called out.

"Yes. Just please, promise me that the next generation will be safe," an Astreal called out with a tear in her eye.

"No… we can't leave you… not like this…" Kurumu said with a saddened look.

"It's ok. We are doing what must be done. Go, and make sure Fairy Tale pays for using us like this," an Astreal said as she glared at the two ogres. The monsters struck at the wall again which flashed brightly, the barrier just about to give out.

"GO!" the sisters all yelled out in unison. The group looked to each other then to the sisters. All the witches were looking at them with determined smiles.

"Ok," Moka said softly. The group slowly nodded and ran off towards the lab, with a young witch standing still and looking at the many sisters.

"Astreal…" Yukari said softly.

"Go Ms. Yukari, and show Fairy Tale your witch's wrath," the blonde hair girl said with a wink. Yukari fought back her tears and nodded.

"Ok. For you," she said shakily. She bowed then ran off after the group, the witch sisters smiling at the girl then glaring at the two trapped ogres. The group got into the elevator and looked at the control panel. Dark hit the button for the top floor and the doors closed, the group catching one last glimpse of their friends holding the two brutes in place. When the doors closed the witches growled and looked at the two monsters before them, one of them slamming into the barrier again. The barrier flashed violently as they held them in place.

"This place… it's nothing but evil…" an Astreal said as the shield was struck again.

"This place… has to go…" an Apoch said with a glare as the ogres struck at the walls with great force. The shields around them shattered and the witches stumbled back. The two ogres yelled out in fury as the girls glared at them.

"For Mr. Dark…" all the Apochs growled as their wrists started to glow brightly.

"For Mr. Rason…" all the Astreals said as their wrists glowed bright, all the witches summoning their power.

The elevator came to a stop and opened, the group running out into an office room. They looked out the window and saw the city outside, the group back in the ground level of the district HQ building.

"Should we go back? Maybe we can help them," Kurumu said worriedly.

"FOR OUR FRIENDS!" the witch sisters yelled out as they released all their built up energy at once. In an instant the whole complex lit up like a star, and a massive explosion filled the large shaft with a furious blast.

The group above stumbled about as a thunderous roar echoed out from the elevator shaft while the place trembled violently. The building continued to shake as they looked to each other nervously.

"Um… that can't be good…" Moka said nervously. The place started to shake more violently, the glass in the window shattering from the shock.

"Everybody out, now!" Dark yelled out. The group dashed towards the window at high speed as the rumbling sound grew louder and louder. The group dashed out the window and ran towards the security fence, with two soldiers looking in surprise at the group's sudden appearance. Before they could blink two female vampires dashed to them and sent them flying away with a fierce kick each. The group ran for the fence as Mizore fired off a volley of ice shards, the blades slicing the metal fence to pieces as they ran out next to the street. A mere second later the entire district was blasted upwards with an earthshaking explosion, the building literally being engulfed from fire and flames from below. The group watched in awe as the building collapsed into itself with a fireball erupting into the sky. The building and surrounding grounds collapsed as the complex below was completely destroyed by the sisters' magical attack, their suicide tactic literally vaporizing the entire contents of the underground lab along with the two drugged up monsters.

"Dear lord…" Kurumu said as she looked at the remains of the building as it collapsed into the large crater.

"They… took it all down…" Moka said in a saddened tone.

"A true witch's wrath," Yukari said softly as she fought back tears.

"We'll make sure the next pair of sisters that comes into existence will be treated well," Mizore reassured with a nod.

"That and make sure Fairy Tale pays for this," Tsukune said with a growl. The group nodded and looked to each other.

"Um… where's Felucia?" Rason asked as he looked around. The group gazed around then looked to a snow girl who had a blank expression on her face.

"Come to think of it, I thought I felt a chill as we ran out," Kokoa said with a raised eyebrow. The group looked at Mizore then to the flaming crater nearby.

"She had it coming," Mizore said simply, the girl having moments ago frozen Felucia's feet down to the ground as they ran for the window.

"What?" Moka yelled out in shock.

"Well… she'll be fine… right?" Kurumu said with a nervous smile. Another mighty blast shot up from the crater as more fire and smoke billowed into the sky. The group blinked then looked to Mizore, the snow girl showing no signs of remorse.

"She'll be fine," she said simply. Moka looked at her friend with concern and fright then glared over at Kokoa.

"Kokoa… explain yourself. What were you doing down there?" she asked in a stern voice. The group backed up a bit as the two vampires got in each other's faces and growled.

"I told you I just wanted some help!" Kokoa yelled out.

"Stop clinging onto my Tsukune!" Moka shouted back.

"What's your problem big sis, he's alive isn't he? Not like he would be hurt with me!" Kokoa snapped back.

"Kokoa you need to stop this now!" Moka yelled out in response. The group just watched with tired expressions as the sisters yelled back and forth. Tsukune watched with a weak expression, not sure how to get them to stop this. He then looked up curiously.

'What did happen down there? Kokoa pulled me off the elevator then into a lab room… then I'm suddenly waking up down on the ground level…'

While Tsukune pondered that question and the vampire sisters argued back and forth about Kokoa's behavior, nobody saw the fast approaching Fairy Tale SUV racing towards them. Before the group could register the approach the side doors opened and a massive bolt of lightning shot out, striking near the group. The electrical surge zapped through everybody, all the monsters dropping down to a knee stunned. The vehicle screeched to a stop and two men grabbed the shocked vampire sisters, the girls being yanked into the truck.

"Moka! Kokoa!" Tsukune yelled out as he struggled to stand back up. The agents then floored it and the SUV raced down the street.

"We got two of them!" one of the men in back said as the stunned sisters were tied down with white chains with a rosary attached to each one. The trinkets glowed and the girls struggled to move about, their strength being drained by the seals.

"What about the third one?" the driver yelled as he raced down the street.

"Are you nuts? We barely got these two! The district HQ is gone, let's get out with what we can!" another man in back yelled out.

The group regained themselves and watched in anger as the vehicle raced down the streets. Tsukune growled, his aura flaring up around him. He felt his fury and frustration building as the agents took his girlfriend and her sister. His power surged around him violently as his crimson eyes glared at the truck. And in doing so a single thought crossed his mind, a thought that seemed to be spoken by both him and the ghoul.

'No you don't, she's mine!'