A/N: Hey there everyone! Welcome back to your regularly scheduled chapter! I hope you guys are all doing good today because… whoof, we've got ourselves quite the doozy with this one. I suppose there's no point in wasting our time here, so let's get going, shall we? Because in this chapter…

Flying tools of torment… will penetrate the sphere,

Erupt the rock of ages, bringing final fear…

Chapter 110: Instruments of Destruction

…..

Confusion. That was the only thing that reporter Lisa Lavender could feel at the moment as she watched the scene in the courtyard unfold. Once those jellyfish Grimm had gathered up near the stage, all of the fighting had stopped, the winged Beringels standing still like statues. The young Hunters in training had all gathered together with the four superheroes while the supervillains took to the stage, both to help their comrade… and to greet who Lisa could only assume was their leader. One of those jellyfish Grimm had suddenly retracted its tentacles into its body and shattered against the stage, allowing the black mist inside of it to form into a large woman with bleach white skin and hair, her red and black eyes glaring down at the heroes as she stood over them.

"If that doesn't constitute "leader" material, then I don't know what does." Lisa murmured to herself before leaning down toward Gregory. "…Are you still getting all of this?"

"Every… single… second." Gregory confirmed. "Who the heck IS that woman?"

"I don't know." Lisa answered before briefly glancing back to the large woman, her very visage making the reporter shutter. "Ugh, but she gives me the creeps just looking at her." She cleared her throat and had Gregory bring the camera to her for a brief moment. "Ladies and gentlemen, I hope you're paying attention, because I think we may just be witnessing the true leader of this group of villains making her presence known. And whoever she is… I believe that she may just have a connection to the Grimm."

Gregory put the camera back to the two groups before noticing that the rest of the jellyfish Grimm were flying up into the dark cloud cover overhead, linking together while stabbing themselves in the head. "W-What's going on NOW?!"

The duo didn't have to wait long before their answer literally exploded above them, the clouds beginning to spin as a huge vortex opened up in the sky above. From there, it started raining Grimm, the beasts landing all around the area around City Hall. But then… the big one came. A giant Grimm that was unlike any that either of them had ever seen before. It appeared to be some sort of giant, lizard-like beast with large serrated teeth and large horns on the top of its head and its cheeks. There were three large rows of white dorsal plates going down its spine and going all the way to the tip of its tail, which had a big club with two spikes jutting out either side. Once it landed with a mighty THOOM, the heroes gawked at the creature while the redheaded leader of the Negative Ten presented the creature as a "Grimmungousaur".

Lisa couldn't help but raise a brow at that. 'I probably would've workshopped that name a bit more, but alrigh—' GYAAAOOOOOOON! "GAH!" Lisa clenched her teeth and covered her ears as the creature gave out a loud, earsplitting roar, making both her and Gregory fall to their knees. Once the roar had stopped, Lisa collected herself and breathed hard… though she couldn't help but laugh at the same time. "Haha! Oh, THIS is gonna make quite the story on the six o'clock news!" She noticed that Gregory was practically shaking in his boots, which made her nudge the camera man's shoulders. "Greg, stay calm. You know that the Grimm can sense fear, right?"

"I-I know, but… that thing is a godless killing machine, Lisa!" Gregory whispered harshly. "We have to get out of here, NOW!"

"What?! And miss out on all this action?!" Lisa challenged.

"We already have some great footage for the station." Gregory insisted. "If we leave now, we have less of a chance of getting—" CRASH! The duo's eyes widened when they heard something land directly next to them, making their faces fall in fear. They craned their heads over their shoulders and they immediately grew pale at the sight of a large Nevermore having landed next to them, the creature's blood red gaze boring into them.

"…Gregory." Lisa muttered. "Whatever you do… I want you to remain calm—"

"AAAAAAAAAAH!"

Lisa sighed and pinched the bridge of her nose as the giant corvid cawed back in response to Gregory's high-pitched scream. "You're hopeless"

…..

"AAAAAAAAAAH!"

Steel Bone's ears perked up at the sound of someone screaming, as did Blake's, Kali's, Sienna's and Velvet's. The five whipped their heads around, with the other heroes following their lead, to see something that made the Metallikanine's eyes bug out in shock. There were two people in a nearby alleyway, both having been cornered by a Nevermore. They were in danger, yes, and he was concerned for their well-being, yes… but the sight of two objects immediately raised the Omnitrix bearer's concern. The woman was holding a microphone, and the man was holding a news camera. Upon a second glance at her face, the hero realized that it was indeed news reporter Lisa Lavender.

…And they had seen everything.

"Hm, my, my. Isn't THIS a happy little surprise?" Everyone whipped their head back to Salem to see that she was also focused on the small news crew, and the rest of her forces were all wearing similarly wicked grins. "It seems the news media has made quite the discovery today, Benjamin." She lowered her head down so that she was eye to eye with him. "It seems that our conflict… and your secret, have been revealed to the world."

Steel Bone growled at Salem before spinning around toward a certain EVO and robot girl. "REX! PENNY!"

"On it!" The two exclaimed simultaneously, with Rex activating his Boogie Pack and Smack Hands while Penny brought out her Air Heart Jetpack. The duo jetted forward and Penny scooped up Gregory in her arms, the man letting out a yelp in surprise as she flew him off to a safe distance.

Meanwhile, Rex slammed his Smack Hands into the Nevermore's face, making them rotate rapidly with each punch he delivered. "Sorry, Polly, but reporters are NOT on the menu!" Quick as a flash, Rex exchanged his Smack Hands for his Big Fat Sword, the blade bursting out of his arm and right through the bird's chest, killing it instantly. With that done, Rex put his sword away and quickly scooped Lisa Lavender up as well, the woman giving out a yelp of her own. "C'mon, dama violeta, you're coming with me!"

"W-Wait!" Lisa shouted in protest. "What's going on?!"

"I'll, uh… explain later." Rex muttered. "For now, we need to get you AWAY from all this!"

As they watched Rex and Penny carry the two reporters off, the team was still reeling from what they had just realized; their secret was probably out at that point. Lisa and her cameraman had probably been there since the battle started, meaning that they had seen Ben transform. It was also pretty obvious that they had seen Salem arrive as well, and the fact that it was all still probably streaming on live television… there was no getting around it. The press would surely want answers after all of this was over.

"Darn it!" Ruby stomped her foot in frustration. "And we were doing SO good to keep this secret over the past three weeks!"

"…What do we do now?" Blake asked.

Weiss shook her head in disbelief. "I… I'm not exactly sure."

Yang saw that her boyfriend's fists were shaking, though she couldn't tell if it was in anger or not. She reached out and steadied them with hers. "…Green Boy? Are you okay?"

"…It's all my fault." the Metallikanine replied. "If I had just paid better attention when those reporters were all leavin', this probably never woulda happened." He barred his teeth and whipped his head back up, focusing on Salem and the Grimmungousaur. "But we'll have to deal with that later! Right now, we've got bigger problems to deal with."

Salem nodded at that. "Indeed, you do." She pressed her fingertips together and bowed her head toward the group of heroes. "But nevertheless, I do hope you have fun with my latest creation… because I know that it will have fun with you." She snapped her fingers as the black mist that made up her projected form began to dissipate, though she did not disappear before giving one final order; "DESTROY THEM!"

GYAOON! The Grimmungousaur raised both of its massive fists over its head and brought them crashing down toward the heroes and their allies, forcing them all to jump away. However, the impact of the fists also sent up a whole slew of debris from the pavement, which struck at the team in all sorts of different places. Once they all landed, many of them were battered, but still able to stand, though they were all visibly rattled at the same time.

"God damn!" Neptune shouted, seeing the huge hole it left in the pavement. "It did all that with just one hit?!"

"That is anything BUT good." Jaune said with a pale face, his eyes scanning around for his team. It wasn't long until he found them, with Pyrrha kneeling near a huge pile of rubble while Ren and Nora were perched atop it, both of them facing the Grimmungousaur as it rose up to its full height. The blond knight went over and put a hand to Pyrrha's shoulder. "You alright, Pyr."

The Invincible Girl nodded as she converted her xiphos into its javelin mode. "Yes, Jaune, I am fine…" She sent a determined gaze up to the huge Grimm before standing up and reeling her arm back, ready to throw her weapon. "But right now, I think what we should truly be worrying about is THIS thing!" With a strong throw aided by a shot from its handle, Pyrrha sent Milo flying straight at the Grimmungousaur… only for the weapon to bounce harmlessly off of the creature's chest. Team JNPR stared blankly in shock as the weapon rebounded and stuck itself into the ground near Pyrrha's feet. "…Well, now we know how thick its armor is."

Nora furrowed her brow and tossed her hammer up into the air, the weapon shifting into its grenade launcher form. "Oh yeah?! Well let's see it take all of THIS!" The front of her weapon opened up and fired all six of her loaded grenades at once, the bombs flying straight for the dinosaur-like Grimm. They all made impact at the same time and the creature stepped back a bit, digging its feet into the ground. Once all of the pink smoke cleared away… it was revealed that there was only a few scratches on the Grimmungousaur's chest, making Nora's jaw drop to the ground.

"…Nora, I think our weapons might not have that much of an effect on it." Ren stated.

Kevin stepped up and clenched his icy fist. "Probably not… but I think I know something that might." The Osmosian ran forward and whispered; "Please work.", before slamming if fist into the pavement, causing a huge wave of ice shards to suddenly spring forth from the ground. The huge spikey pillars of ice jutted forward and toward the Grimmungousaur, though the beast managed to catch the tip of the one that would strike it. However, Kevin then took this opportunity to run up the icy pillars and strike the Grimm across the face with his ice bludgeon, making its head reel away at the strike. "Haha! I was right!" …But then, the dinosaur Grimm moved its head back up to face Kevin, its purple eyes glowing with anger. "…Oh, that might not have been the wise CHOICE!"

As he suspected, Kevin was smacked by the beast and sent tumbling down the wave of ice, the Osmosian rolling into a large pile of rubble back-first. "KEVIN!" Gwen sprinted over as her boyfriend went back to his normal self, the ice falling away from his arms. She reached down and cupped his face with her hands. "Are you okay?"

"Ugh, maybe." Kevin rubbed his head. "But I've got a feeling that we might need our heaviest hitters for this thing."

"Already on it!" Weiss announced as she stabbed Myrtenaster into the ground, bringing forth a summoning glyph to bring forth her Arma Gigas. The giant suit of armor emerged from its glyph and brought its sword out, giving its master a salute. Weiss pointed at the Grimmungousaur and stated; "That is your target! Go!"

Without wasting any time, the Arma Gigas sped off, running its way up the huge wave of ice to jump right onto the Grimmungousaur's head. It performed a front flip while moving its arm in an arc, its sword slicing through the horn at the tip of the creature's nose. The Grimm roared in rage as the Arma Gigas caught hold of the beast's head, keeping a firm grip as the beast lurched around and swung its head rapidly. Using one hand, the living armor made to plunge its sword into an exposed part of the Grimm's neck, but the beast's hand managed to knock the Arma Gigas down, sending it falling seventy feet down to the earth below.

It was able to land, however, and was about to make a second attempt to fight the beast… only to be met with the same hand from before coming down upon it. Fortunately, it was able to raise its sword and stab the Grimmungousaur's exposed palm, making it roar in pain before a deep, guttural growl escaped its throat. With that, the beast spun around with a surprising burst of speed and WHAPPED its tail right into the Arma Gigas, sending it flying backward and straight through a small building, making it dissipate when it fell through the other side.

Weiss was rendered speechless, a small whimper being the only thing to escape her throat after witnessing what had just happened. Ruby, however, was much more vocal. "Are you KIDDING me?! It was able to throw the Arma Gigas like it was an action figure?!"

Blake's ears moved downward as she shrunk into Sun's chest, the two holding hands to comfort one another. "W-What do we do?! We can't possibly beat that thing!"

"Maybe not you guys…" Everyone's attention was drawn to Steel Bone, the Metallikanine still standing near his girlfriend. "But I probably can."

The whole group stared at him before Ilia broke the silence. "Ben… are you sure? I mean, I have no doubt you probably know how to fight a Humungousaur the best, but… this is no ordinary Humungousaur."

"I know… but still, I'm probably the only one other than Rex and Penny who stands a chance against that thing. Besides…" He craned his head around to see all of the Beowolves, winged Beringels, and a whole lot of other Grimm beginning to swarm around the city. "There's a LOT more Grimm that need to be taken care of." He scanned around the area, noticing the absence of ten certain individuals. "Ugh, an' we've got ANOTHER problem. The Negative Ten are all gone."

"Crap!" Sun exclaimed. "We gotta find them before they cause even MORE trouble!"

"He's right." Ironwood spoke up, both he and Goodwitch having stepped to the front of the group. "I think we should split into two groups. I will lead a team where our primary focus will be making sure that people are safe, and to do that, we need to start picking off the smaller Grimm." He craned his head over to Goodwitch. "And Glynda, if you could lead a search group to find the Negative Ten—"

Glynda nodded without hesitation. "Of course. Team CFVY, Cooper, and Team SN, you'll all be with me on this. Everyone else, fan out and start working on the Grimm."

Coco and her team all gave signs of approval, the fashionista lowering her glasses at her teacher. "Will do, prof. We're all over it!"

"Professor Goodwitch." Ghira spoke up, with Sienna and Kali right by his side. "Allow us to join you. We gave a pledge to start defending the innocent people of this world, and I believe there's no better place to start than here and now."

Sienna gave her comrade a nod. "Agreed…" She glanced over to Kali with a grin. "I suppose this could be considered the White Fang's first defense operation, right?"

"Indeed." Kali concurred before noticing the nervous expression on her daughter's face. She reached over and put a hand to Blake's shoulder. "And don't worry, if anything bad happens, we'll be sure to call for back up."

"…Well, alright." Blake replied before pointing at her parents. "But I'll hold you to that."

Steel Bone put his hands to his hips, nodding in approval. "Sounds good to me. Alright, people, let's get this train movin'!" He then craned his head down to Yang and held both of her smaller hands in his. "Hey, could ya maybe send Rex an' Penny my way when ya see 'em, Goldie Locks? I'll need all the help I can get."

"Will do, Green Boy." Yang nodded before giving him a kiss on his furry cheek. "Good luck—gah!" The Blonde Brawler stuck her tongue out, revealing a few thick black hairs. "Ew! Hair ball!" Yang wiped her tongue clean as a chuckle escaped Steel Bone's mouth, making her glare playfully at him. "Yeah, yeah, har-har. Yuck it up, mister." She rolled her eyes before bringing him into a hug. "Just make sure ya don't die on me, okay?"

"Heh, I don't intend to." Steel Bone assured. He let go of her hands and she went over with the rest of her team… only to see Raven making her way over toward the Metallikanine. "…Raven? What're you—"

"What does it look like, Ben?" Raven interrupted as her Maiden powers sprang to life. "I'm going to help you out."

The hero and Yang both furrowed their brows at this, wondering if the Spring Maiden was serious about this. "Raven… you sure about this?" Steel Bone asked. "I mean, look at that thing." He gestured over to the Grimmungousaur, which had just wrecked its way through the stage and about to move onto city hall. "That thing could probably kill ya!"

"Which is why I won't LET it." Raven assured. "I'll be sure to use my Maiden powers from a distance, alright? But the point stands that you WILL be needing help in order to take that thing down."

Gwen and Kevin were quick to step up as well. "We're staying, too. I don't care HOW powerful your aliens are, you WILL need back up." The Anodite's brows furrowed at her cousin, challenging him on her decision. "Am I clear, Benjamin Kirby Tennyson?"

Steel Bone pursed his lips in frustration, a small growl escaping his throat at the use of his middle name before sighing, shaking his head. "Oh, alright, fine. You can come an' help." He pointed a finger right at the three. "But at the first sign o' trouble, you guys gotta get outta there. Am I clear? I ain't about to get my friends, family OR girlfriend's mom killed!"

"Yeah, yeah, we get it ya big softy." Kevin said with an eye roll.

"I understand." Raven nodded before turning back to her daughter, sending her a small smile. "I WILL be okay, dear. I promise."

Yang was silent a few moments before sighing herself, relenting to her mother's wishes. "…You'd better be, mom." She directed her gaze over to Gwen. "And if something happens, you'll come get us, right?" Gwen responded with a single nod, and with that, Yang spun right back around and continued toward her team, though not before Raven called out to her protégé.

"Vernal! Keep close to Yang and Team RWBY!" The tribe leader requested. "Make sure they have plenty of back-up against those Grimm!"

The lady bandit gave Raven a salute and a grin, running faster to catch up with the group. "Will do, Raven. And like they said, be careful!"

"Of course." Raven set her sights back to Steel Bone, the Metallikanine's glare trained directly onto the Grimmungousaur. "…Are you ready?"

Steel Bone sighed again and nodded his head. "As ready as I'll ever be. Let's do this!" He belted out a loud roar, garnering the large beast's attention. "Hey, copycat! Guess what time it is?!" The hero got onto all fours and charged at the creature, with Raven, Gwen and Kevin all in line next to him. "It's Hero Time, ya big lump! And THAT'S the bottom line, because STEEL BONE said so!"

Raven deadpanned at the announcement. "How many catchphrases do you have again?"

…..

Meanwhile, in a back alley not too far away, the Negative Ten had silently slipped away from the battle, hiding and watching as the Grimmungousaur continued its rampage. Rojo, Cinder, Hog, Skull and Tyrian were all laughing maniacally while the others settled for sinister smirks, watching as the mighty Grimm continued to destroy the stage they were once on. "Haha! Oh man, I can't believe this all worked so well!" Rojo laughed before seeing Steel Bone and Raven begin charging at the monster, taking her by surprise. "Huh, color me impressed. Those guys are ACTUALLY going for it."

"Heh, their funeral." Mercury scoffed. "That thing has to be almost indestructible!"

Subdora pursed her lips at that. "Hm… key word being; almost." Next to her, Neo nodded her head in agreement. "How do we know that those blasted eroi won't be able to beat the Grimmungousaur? What happens if it somehow fails?"

"You let ME worry about that, Subdora." Salem said as another Seer floated down to the group, with everyone's attention focusing onto it. "For now, you all should focus on the mission at hand. Phase one has been completed, and now it is time for phase two."

Cinder bowed her head toward the Seer. "Of course, Lady Salem. And we are ready to execute the next phase as we speak. Divide… and conquer."

"Very good. You all know your groups, so I suggest you be ready for when the heroes come searching for you." The Negative Ten collectively nodded before going off into separate groups, with Rojo, Cinder, Emerald, Mercury and Neo going off into theirs while Hog, Skull, Leonidas and Subdora went in the opposite direction. Silyrian was about to join the animalistic group before feeling a soft tug on his tail, making him stop. "Except for you, Tyrian. I have a special assignment for you."

The scorpion mutant's yellow eyes widened and he fell to one knee, bowing his head while placing his right pincer over his heart. "Oh, my queen, of course! I live to serve and make you happy! What is it that you wish?"

The Seer lowered itself down so that it was level with Silyrian's face. "I wish for you to keep an eye on Tennyson's battle with the Grimmungousaur." Salem answered. "And, when the opportunity presents itself, I want you… to make sure that Tennyson loses this fight. By any means necessary. Am I clear?"

A mischievous cackle escaped Silyrian's throat before he threw his head back, his laugh loud and proud. "GAH-HAHAHAA! Rest assured, my queen, I will be sure to give Tennyson the WORST defeat he could possibly imagine!" The scorpion mutant brandished his tail, the stinger already dripping with poisonous purple liquid. "It doesn't matter IF his watch can save him, it will run out of power eventually. After all… everybody dies! AHAHAHA!"

…..

Back in the Land of Darkness, Watts, Hazel and Viktor were keeping their eyes trained on the Seer in the middle of the table, watching as the battle continued to unfold. A single chuckle was elicited from Doctor Watts' throat as he observed the starting fight between Tennyson, Raven, and the Grimmungousaur, the beast bellowing as the duo closed in. "Hm, it would seem that things are all going according to plan, are they not?"

"Indeed so." Viktor concurred, seeing that Silyrian was waiting on standby. "And if I am correct, then Tennyson shall soon be brought down to his knees."

"Maybe." Hazel stressed before placing a single hand to his hip. "But what if the Omnitrix manages to keep up with Tyrian's venom? What then?"

Watts was quick to wave the notion off. "I wouldn't worry about that. The poison within Tyrian's system spreads quite fast. And even if the Omnitrix IS able to save Tennyson, the venom will leave a lingering ill feeling inside his system for a good while after it's been cleared. I doubt he will be feeling one-hundred percent instantly, and by then, the Negative Ten will already be making their way up to Beacon."

Hazel pursed his lips at that. "Hmph, you and Animo have certainly thought of everything." It was at that moment when Salem reentered the room, with all three of the men giving her a bow of respect. "Lady Salem, we just saw what happened in Vale. It seems you've given the heroes quite the shock."

"I like to think so, Hazel." Salem said as she took her seat once again, lacing her hands together on the table. "Now the REAL show can truly begin."

Viktor nodded in approval. "Indeed. Now that the Grimmungousaur is on the move, the city of Vale shall be leveled without much trouble." He furrowed his brow back to the fight between Steel Bone and the giant Grimm. "Provided it can succeed in its fight with Tennyson."

"An excellent point, one that I feel I must echo." Watts concurred before bowing toward Salem. "Forgive me if I am overstepping, my lady, but as Subdora said… what happens should the Grimmungousaur fails?"

Salem raised a hand up to him, a small, yet sinister smile forming on her face. "Worry not, doctor. I have a back-up plan that is currently on the move toward Vale as we speak."

This made the trio of men blink in surprise, wondering just what she was talking about. "Um… a back-up plan… that is on the move, my lady?" Viktor asked.

"Correct, Viktor. Observe;" Salem waved her hand over the Seer in front of her and a puff of black smoke billowed inside of its head before changing to a different perspective. Rather than seeing the fight at Vale City Hall, the quartet were instead bearing witness to… the ocean floor?

"A sea bed?" Watts asked as he Seer in the ocean began to move, kicking up sand as it began swimming upward. "I'm not sure I understand."

"Patience, Arthur." Salem urged. "Watch and see for yourself."

For the first few moments, they saw nothing. However, through the briny deep, a gigantic, black figure suddenly appeared, swimming through the ocean currents and into view. Rapidly, the creature began to draw closer and closer toward the Seer… before opening its massive jaws and belting out a roar that was slightly muffled by the water. But still, they could hear it just fine as it passed by the Seer, proceeding on its way toward Vale. Hazel and Watts were left in shock while Viktor and Salem simply kept their focus on the Seer. "W-W-What WAS that?!" Watts exclaimed.

Salem let out a small chuckle and closed her eyes. "That, good doctor, is what I would like to call… a contingency plan. An aquatic Grimm that is even larger than the Grimmungousaur itself. It is still about an hour or so away from Vale, but when it arrives… it and the Grimmungousaur WILL level the city." She pressed her fingers together eagerly. "There is absolutely no fathomable way that the heroes can defeat BOTH of those creatures at once."

…..

Meanwhile, back in the city of Vale, Penny was landing on the secluded roof top of a building that was safely away from all of the action, setting Gregory down as gently as she could. She had to admit, though, she had to fight the urge to drop him after he screamed in her ear all the way there. 'Is this what is known as the human emotion of "annoyance"?' She furrowed her brow and stopped her foot, garnering his attention and finally getting him to stop screaming. "SIR! You are SAFE now!"

Gregory's eyes snapped open, having blanked out for a second before whipping his head in different directions. "Who—what—where?!" He placed a hand to his chest and sighed in relief. "Oh… oh thank god, I'm alive!"

"Yes, and you nearly blew out my auditory receptors all the way here." Penny stated as she stuck her pinkie in her ear to try and drown out the ringing. "Thank you, for that." She couldn't help but grin internally. 'Ooh, now I believe I am getting the hang of "sarcasm"!'

Gregory blinked a couple times before bowing his head to her. "Oh, uh… sorry about that." But it was then that he realized something. "W-Wait…" he picked his camera back up, made sure it was still rolling, and then aimed it right at Penny. "Did you FLY us all the way up here on that massive jetpack!?"

Penny's eyebrows shot up after realizing that her Air Heart jetpack was still activated, to which she immediately put it away and let out a nervous laugh… or her best interpretation of one. "Ha-Ha! I do not know what you are talking about, sir! I am just an ordinary—"

"Hold on! You… you're the girl who got sliced up at the Vytal Festival!" Gregory realized. "You're the ROBOT!"

'Drat.' Penny thought to herself before poking her finger tips together. "Um… w-well, I, uh…"

"No use in denying it now, Penny!" The two whipped their heads up just in time to see Rex come flying down on his Boogie Pack, the EVO carrying the still shaken Lisa Lavender in his arms. He gently set her down before pulling his wings back into his body, much to the reporter's shock. "Honestly, at this point, we're ALL in the spot light now."

Penny sighed and nodded sadly. "Yes, I suppose you are correct."

The moment that Lisa was set on the roof of the building, though, she began whipping her head around, stunned after what she had just experienced. "W-W-What in the WORLD did I just—" It was then that her gaze landed on Rex and she went over to him, giving him an intense stare. "You! You're the boy who can summon weapons from his body!" she exclaimed as Gregory put the camera onto him now.

Rex, wide-eyed and with no clue how to respond, settled for a simple; "Uh… yeah."

Lisa snapped her head around and pointed to Penny, her stare still present. "And you! You ARE the android from the Vytal Tournament! How are you alive?!"

"…I was rebuilt." Penny answered simply. "How else?"

The reporter deadpanned at that. "Alright, I suppose that question was fairly obvious." She then went back to Rex. "But you!" She put her microphone right up to his face. "You have powers unlike any this world has ever seen. No Semblance is able to do what your powers can do. Please, I'm sure the world would like to know."

Rex was silent for another few moments before raising his hand, activating his nanites to make multiple blue lines appear on his glove. "…Would you believe they're caused by tiny nano-machines that've fused with me on a cellular level?"

Lisa blinked at that before going back to her camera, a wide grin on her face. "You heard it hear first, ladies and gentleman! A young man with microscopic machines within his system just saved my life!"

Rex rubbed the back of his head nervously as he peered into the camera. "Heh, w-well it's really no big. Saving people is kinda what I do."

"I see… so you ARE a superhero, then!" Lisa said excitedly. "Oh, this is VERY exhilarating. Tell me, what connection do you have with the other teenagers who helped fight off those Grimm and the Negative Ten?"

"They are our friends, actually." Penny answered, the camera moving over to her. "In fact, we—AH!" She let out a gasp, her hands going up to her cheeks. "Oh no, Rex! We need to get back to the battle! We left them in the middle of a swarm of Grimm!"

"Gah, shoot!" Rex smacked his forehead. "Yeah, you're right." He craned his head around focused onto Lisa again. "Sorry, but we're gonna have to cut this interview short. There are lives that we need to protect."

The reporter's eyes widened and she nodded her head immediately. "Oh, yes, of course. But before you go, there is one last thing I would like answered." She furrowed her brows a bit and asked; "…Who was that woman who came out of that jellyfish Grimm in the smoke? What part does SHE play in all of this?"

Rex and Penny glanced to each other before the former sighed. 'Sorry, Ben, but at this point, the secret's pretty much out.' He steeled himself and answered. "Her name is Salem. She's a witch who's the leader of these bad guys… and she's basically got total control over the Grimm, too. She's pretty much responsible for the attack on Vale and Beacon, and her aim is to take over the world… and it's our job to stop her." With that, Rex's legs began to glow and his Sky Slyder was built, taking him off the ground and up into the air. "Now, I suggest you guys get goin' fast. Because let me tell ya, things are gonna get bad REAL quick."

Penny followed his lead and brought out her jet pack again, taking to the skies. "Indeed. Evacuate to the safest location you can find. This will certainly get messy."

Lisa pursed her lips in thought before nodding to the duo. "Of course. Good luck, heroes." She received a smile from Rex and Penny before the two flew off back to the battle, leaving Lisa and Gregory alone on the roof top.

"That was… insane." Gregory uttered. "I-I mean, heroes, villains, a witch who has control of ALL the Grimm?! …If I hadn't seen it with my own eyes, I probably wouldn't have ever believed it!"

"Neither would I, Gregory." Lisa sighed as she took this information in. "But it would seem our world might not be as peaceful as we once thought it was." With a determined face, she went over to the roof access door and opened it, ushering Gregory to follow her. "Come on, we need to get out of here."

Greg nodded and immediately followed her. "Right. Let's head back to the station and—"

"Get a news helicopter." Lisa finished, much to Gregory's surprise. "We're going to need it."

"WHAT?!"

…..

Rex and Penny were flying side-by-side through the air, intent of finding and joining their comrades in the battle before they heard a rather familiar voice call down to them from below. "HEY GUYS!" The duo shifted their gaze downward to see none other than Yang waving them down, with the rest of Team RWBY, Team JNPR, Vernal, Ilia and General Ironwood all in a big group. There were also multiple Grimm surrounding them on the ground, though the sight of the bodies dissipating was a sure sign that they had all been killed by the group moments before. "Glad we found ya!"

"Rex, we're down here!" Weiss called up as well.

The EVO smiled and shouted back; "Ice Princess!" The duo descended and put away their builds, with Rex going up to put his hands on Weiss' shoulders. "Are you guys okay? What're you doing all the way out here?"

"Working on saving people and driving these Grimm back, obviously." Weiss said with a smirk. "And what about you? Did you get Lisa Lavender and her camera guy to safety?"

"Indeed!" Penny saluted. "We managed to get the reporters to away safely!"

Ironwood gave them a nod. "Very good…" He wore a serious face when he asked a follow up question. "Now… how much did they see?"

Rex and Penny gave each other another nervous glance before Rex answered the general, closing his eyes regrettably. "They saw… pretty much everything, General Ironwood. Ben transforming, my builds, Salem's appearance, everything." He opened his eyes and crossed his arms over his chest. "I think it's safe to say that our secret is out. The reporter even asked me who Salem was and what her stake was in all of this."

There was a long pause before Ironwood continued. "…I see. And did you answer her?"

"Well… yeah."

"Rex, seriously?!" Jaune exclaimed. "You didn't try to at least DODGE the question?"

"I had a camera on me, dude!" Rex countered. "What was I supposed to do, LIE to the rest of the world?! At this point, the secret's out, man." The two young men locked eyes for a short while before Rex sighed and shook his head. "Besides, I didn't tell them EVERYTHING. I told them that Salem was the leader of the bad guys and that she had a connection to the Grimm. Nothing about the whole Ozpin situation or the relics."

There was another brief silence before Ironwood sighed as well. "I see. As much as I want to worry about all of that now, I'm afraid that we have more important things to do right now."

"Right." Ruby said before stepping up to the EVO. "Rex, you and Penny need to get back to City Hall on the double."

"Yeah, Ben, Gwen, Kevin and Raven are fighting the Grimmungousaur all by themselves." Blake added. "You guys are probably the only others who stand a chance of actually damaging that thing, so you need to get moving."

Penny gave another salute. "Understood! We will do our best!"

"Good." Yang nodded before approaching Rex and giving him a nudge. "Hey, make sure that Green Boy doesn't get in over his head, okay?"

"Heh, will do." Rex smirked. "But then again, remember who you're talking to." SMACK! "OW!" Rex winced as he was suddenly smacked upside the head, whirling around to see who had done it… only to see Weiss standing next to him. Her expression was a little hard to read, seemingly perturbed while also worried and a bit scared at the same time.

The heiress kept her arms crossed as she addressed him. "Listen, Robo-dolt… don't YOU get in over your head either. I tried to use my Arma Gigas against that thing and only managed to do a little bit of damage." She stepped forward and took a hold of his arm. "Just… be careful, alright?'

Rex smiled and, much to Weiss' surprise, pulled her into a hug. "I will. And don't worry, I'll be fine."

'…You'd better.' Weiss thought to herself as she inadvertently snuggled into Rex's chest.

"Um, everyone?" Ren spoke up, garnering the group's attention as he pointed down the street. "We've got a second wave coming!" The others whipped their heads around to see another horde of incoming Grimm, the beasts charging straight toward them.

Nora spun her hammer around and popped some muscles in her neck. "Bring 'em on! We'll take 'em down!"

Weiss gripped Rex's arm and pulled out of the embrace. "Go, we'll cover you."

"Right, you got it." Rex nodded before his Sky Slyder rebuilt itself, with Penny doing the same with her jetpack. "Alright, Pen, let's—" BLAM! "WOAH!" Rex weaved out of the way of a massive energy blast that would have hit his head, the EVO's eyes widening as the laser had just clipped off a few strands of his hair. "Hey! Watch the hair!"

The others whirled toward the opposite direction, and immediately scowled when their thoughts were confirmed. Exo-Skull, Thunderhog, Subdora and Leonidas were standing side-by-side, the villains gazing at them with insidious smirks on their faces. Or, in Leonidas' case, a sharp-toothed snarl. Rhino mutant was in a particularly good mood as his laser horn prepared to fire once again. "Oh, I'm afraid you all won't be going anywhere."

"Exo-Skull!" Pyrrha shouted. "Are you all REALLY giving us this NOW?!"

Hog gave her a shrug. "What can we say? An ambush just seemed like the perfect way to overwhelm you rotten squirts." He pulled his Thunder Mace out and readied himself for battle once again. "Now… where were we before Salem shoved the Grimmungousaur in Tennyson's face?"

Yang clenched her teeth, just barely able to keep her anger down as the pig mutant taunted them. "Oh, I am SO over this."

"Indeed." Ironwood agreed as he stepped forward, raising his arm up to the group. "Which is why I will take care of this."

This earned a scoff from Vernal. "Pft, not without back up, you're not." The lady bandit stepped forward and scowled at the quintet of villains. "Besides, it's time I get back at these idiots for kidnapping me."

Subdora sent her a condescending smile. "Oh… is the "Spring Maiden" upset? Well, I would surely like a demonstration of your "great power", dear girl! Oh wait, that's right, you cannot! Ahahaha!"

Vernal narrowed her eyes as the Merlinisapien brought up what she said to them the other day. "Oh… NOW you're gonna get it." She craned her head back toward the Hooded Huntress and Blonde Brawler. "Ruby, Yang, you, your team and Team JNPR head back and take care of the Grimm. We'll stay here and hold off these clowns."

"I'll take a piece of that action!" Ilia spoke up, coming forward with her Lightning Lash at the ready. "I still owe these freaks for their part in Menagerie, too!"

Ruby was quick to protest that, though. "B-But, there's four of them and three of you! Let one of us hang back and help you!"

"Yeah, in fact, let ME at 'em!" Nora exclaimed through clenched teeth. "I owe them BIG time after what they did yesterday!"

Ironwood was about address Jaune's suggestion, but Rex beat him to it. "Way ahead of ya, Jaune." The EVO shot his gaze over to the redheaded android beside him. "Penny, you stay here and help the others. I'll handle giving Ben and Raven the backup they need." Out of the corner of his eye, he saw Weiss about to argue against that, but he quickly put his sights on her as well. "And yes, Ice Princess, I know what I'm doing. Trust me, you're gonna need Penny here a LOT more." He sent both girls a reassuring smile. "Like I said; I'll be fine. I promise."

The two girls glanced to each other and then back at Rex, with Penny sighing slightly in frustration. "Very well, I will comply with your wishes." Her jet pack deactivated and she brought out her Block Busters instead, joining Ironwood, Ilia and Vernal down below. "But if you need any assistance—"

"I'll make sure you guys know." Rex saluted as he flew higher into the air. "Let's regroup as soon as you guys're done here, 'kay?!"

Weiss nodded up to him. "Right, we will!" With that, Rex flew off, leaving the ten teens, Vernal and Ironwood to fend off the incoming threats. "Alright, guys… let's do this."

Blake raised Gambol Shroud and nodded. "For Ben and Rex."

Yang rotated her shoulder, loosening it up as Team RWBY and Team JNPR all lined up to intercept the incoming Grimm horde. "Took the words right outta my mouth, partner. LET'S GO!" With a shot from her Ember Celica, Yang took off like a rocket, with Ruby and Weiss using their respective Semblences to keep up while Blake simply kept up on foot. Jaune and Pyrrha charged in with their respective shields and blades raised while Ren leapt up and dove into the Grimm horde, slicing at them with Stormflower as he did. And of course, Nora literally rode her hammer into battle, propelling herself into the air with it before slamming it down onto a large group of the dark beasts.

As he watched the eight teens charge into battle, Ironwood sighed and muttered; "Good luck." before going back to his opponent… which just so happened to be Leonidas. This made the general chuckle a little, though not in an amused way. "Hmph, seems like we just can't stop fighting, can we, Leo?"

"Leo is not home!" Everyone's eyes shot up to see that the Mistralian airship had moved overhead, allowing Animo to keep an eye on his latest creation. "But indeed, you two DO have a score to settle… and Leonidas has been ITCHING to get back at you!" As he said that, the lion mutant pulled out his sword and belted out a loud roar at Ironwood, baring his teeth at the general.

Ironwood closed his eyes, steeling his resolve for the battle ahead. "So, it's come down to this." His robotic right hand began to shift and transform, his energy axe emerging from his wrist. "Alright, team, let's do this!" With that, the two quartets charged at each other, with Subdora closing in on Vernal while Penny and Ilia went to Hog and Skull respectively. However, just as they were about to meet in the middle, the rhino and warthog suddenly dove at each other's opponents, taking both girls off guard as they were tackled straight to the ground. Ironwood bore witness to this as he and Leonidas clashed, their respective blades grinding against one another and kicking up sparks. "Ugh, really? What kind of underhanded move is THAT?!"

"A rather smart one, really." Animo commented off-handedly. "Those two were constantly finding themselves out matched due to being outwitted." As he spoke, Leonidas and Ironwood continued to trade blows, their weapons clanging and sparking against each other with every hit. "Recently, however, they found that if they can outwit their opponents before THEY do, then they will have the upper hand! Speaking of outwitting…" Leonidas sent a powerful kick to Ironwood's midsection, taking the general off guard as he was sent to the street. "It would do you well to pay attention, general. Otherwise, something like THAT could happen!" Leonidas jogged over to Ironwood and brought his sword above his head, getting ready to strike the final blow. "And now, you will pay dearly for it!"

However, Ironwood belted out a yell and shot up just as Leonidas was about to bring his sword down, bringing his right arm up in a clean arc. "Not… a… CHANCE!" With one swing of his axe, Ironwood managed to slice right through Leonidas' sword, cutting the blade off so that it fell into the pavement below.

Leonidas didn't have time to react before Ironwood punched him in his feline face with his human hand, making the mutant stumble back. "Hm, alright, very impressive! But still, you forget that his shield is a weapon as well! Now, Leonidas!" At the doctor's order, Leonidas activated Stalwart and created a large rock, infusing it with fire and electricity before launching it straight at Ironwood.

However, the general was quick to pull out Due Process with his free hand and shoot the large boulder right out of the hair, making it explode the moment it was shot. "Oh trust me, I didn't forget."

Not far away from the general and lion mutant, Vernal was busying herself by pressing the advantage against Subdora. She was swinging her Ver Laminae blades quite ferociously at the Merlinisapien, who was using her Queen's Ransom machete to counter the hits… but only just barely. "You are SO going to pay for what you did to me!" Vernal cried vengefully.

Subdora was surprised by such vocabulary. "Mio Dio! That does not sound like something that a true hero would say! Are you sure you are allied with the right people?"

Vernal narrowed her eyes. "Yeah, I am. But you forget one thing…" She performed a backflip and kicked Subdora in the face, sending the chameleon alien stumbling back. "I'm no hero." With that proclamation, Vernal threw her Ver Laminae at Subdora, the circular blades spinning as they flew through the air. However, Subdora ran forward and slid across the ground on her knees, ducking under the blades as they came her way. As her weapons came back to her like boomerangs, Vernal couldn't help but scoff as she caught them. "Psh, seriously?" She took aim and shot a bright yellow laser at Subdora, to which the Merlinisapian jumped up, slapping her tail upon the ground to give her some extra height as she dodged.

"Oh, very much so!" Subdora said with a mischievous smirk. "And now… I vanish!" True to her word, Subdora was gone, leaving a very frustrated Vernal to herself.

"Don't think I'll fall for that a second time." Vernal said as she concentrated herself, closing her eyes while keeping her ears sharp for any stray noises. Fortunately, it didn't take her long before she heard quick footsteps coming up from behind her, a smirk coming to her face as she spun around and threw one of her Ver Laminae in that direction. Sure enough, the blade made contact and hit Subdora, making her cry out in pain as she became visible again. Vernal caught her blade on the rebound as Subdora clutched her shoulder in pain. "Hmph, don't think I'll let you take the easy way out." Vernal chastised with a toothy grin.

"You CAGNA!" Subdora snapped before taking out her Queen's Ransom again, the golden weapon now in its blaster mode. "You will PAY for doing that!" She began blasting at the lady bandit, but Vernal practically danced around the blasts, flipping and spinning away from the lasers that came her way.

During one of these midair spins, Vernal spread her arms out and began firing her weapons again, the lasers arcing around her as she spun. As she had hoped, the attack forced Subdora to fall back to avoid it, making the bandit smirk as she landed. "Yeah, not likely."

Meanwhile, Ilia and Penny were dealing with their own problems. Ilia had initially gone up against Skull because she knew her Lighting Lash would be able to slice through most of his weaponry if it proved to be a problem. And Penny had chosen to fight Thunderhog because she had a feeling that she could overwhelm him with her strength. However, before they could engage their opponents, the mutated duo had switched things up at the last possible second, forcing Penny and Ilia to fight each other's opponents. Penny was currently pushing her Block Busters back as hard as she could against Exo-Skull, the two having locked up upon impact.

"Ugh! Just what IS your plan with this, Exo-Skull?" The android asked.

"Ha! That's easy!" Skull laughed as he activated his jet thrusters. "To make sure that WE don't get beat up no more!"

Penny kept her stance firm as she felt herself getting pushed back, the rhino's added momentum proving to be quite the advantage. "Perhaps, but there IS one thing that you did not take into account!"

Skull furrowed his brows. "An' what would that—BE?!" All of a sudden, Penny lowered herself while moving her Block Busters backwards, tossing Exo-Skull straight over her head. This, combined with his thrusters, made his impact with the pavement even worse, creating a small crater where he landed face-first. "…Ouch." he muffled before pulling his head out, spinning around as he took his mini-gun off of his back. "Of course, you realize… THIS means WAR!"

All at once, Skull began shooting directly at Penny, the android letting out an; "EEP!" before switching her Block Busters for her jetpack again, flying up over head to try and avoid the incoming fire. 'I certainly hope that Ilia is having an easier time than I am…'

Just a couple yards away, Ilia was SERIOUSLY getting frustrated. 'He is NOT making this easy for me.' she commented in her head. As she had suspected, Hog and Skull had switched things up with them so that Hog could better handle Ilia's lightning-based weapon while Skull matched Penny's power. 'And it's already annoying the SHIT out of me.'

Hog, however, was having a grand old time. No matter how Ilia attacked him, all he had to do was raise his mace and the lightning would be absorbed into it. It was almost TOO easy. "Haha! What's the matter, girly? Runnin' outta tricks?" He set a hand to his visor. "Here, let me show ya one of MINE!" The mutant began rapid-firing purple eye beams at her, which she had to quickly dodge and run from.

However, instead of running AWAY from Hog, she dodged the lasers while running toward him instead. "Like I'm gonna let your own tricks stop me!" Much to Hog's surprise, Ilia dove down through his legs and stood up behind him, delivering a strong whip to his back with her Lightning Lash.

"GAH!" Hog cried out as the bladed whip struck him, sucking in a sharp breath of air as he could feel new clean cut through his jacket and shirt. His thick hide made sure the gash wasn't too deep, but it still stung pretty bad. "Oh, you did NOT just do that!" He swung his mace around and smashed it down right toward her head, but Ilia jumped right out of the way before it could cave in her skull.

"Oh, I'm pretty sure I did." Ilia pointed her lash at Hog and narrowed her eyes. "Want some more, pig boy? Then come and get it!"

…..

As that battle went on, Teams RWBY and JNPR were busying themselves by taking out the horde of Grimm… with some enjoying the experience more than others. "Haha! Now THIS is more my speed!" Nora exclaimed before hitting another Grimm with her hammer, caving it its skull. "And here I was thinking our last days here in Remnant were gonna be DULL!"

"Yep!" Ruby agreed as she sliced through a couple Beowolves with her scythe. "But let's keep focused! We need to make sure no innocent people get hurt!" Nearby, Ruby saw that Weiss had created another Summoning glyph, this time bringing forth the Queen Lancer to impale multiple different types of Grimm with its huge stinger. Ruby glanced over to her partner and gave her a thumbs up. "Nice!"

As he cleaved Crocea Mors through an Ursa's head, Jaune couldn't help but reminisce about a few certain events. "Man, this is seriously the THIRD time that the Grimm have invaded Vale this year! How the hell is this city so unlucky?!"

"I'm not too sure." Pyrrha admitted before throwing her javelin through a Creep's skull, making it fall to the street before retrieving her weapon and stabbing it in the back for good measure. "I simply hope we can stop all of this before things get even MORE out of hand!"

Yang belted out a battle cry as she sent an upper cut right into the jaw of a flying Beringel before hoisting herself up over its shoulders. She took a firm hold of its wings before slamming her boots right onto its back, pulling the wings off as a result. The beast made to reach around and grab at her, but she took both of its arms and flipped back around to its front, pulling both appendages out of their sockets. The beast roared in pain, but it wouldn't be for long. Yang sent a powerful kick to its gut, forcing it to bend forward so that she could grab it by the neck and give it a firm twist. Its body fell limp to the floor before dissipating into smoke, dead upon impact. "Well… we can't… let that happen!" the Blonde Brawler said in between breaths.

Across from her, Blake had just froze a Boarbatusk in place by using one of her freezing shadow clones, the pig Grimm unable to move as she stabbed it right in its stomach. However, as she glanced over to the battle that was happening between Ironwood, Vernal, Ilia, Penny, and the animalistic bad guys, she realized something rather important. "Wait… if the mutants are here… then that means that Goodwitch's group could end up meeting with…"

The fighting paused for a brief moment as the others let that fact sink in. "Oh… that is VERY bad." Ren stated.

…..

"Out of ALL the people we could get stuck with—GAH!" Sun shouted out as a certain red energy blade was being stabbed at him, forcing him to stumble back to avoid getting hit. He spun his Ruyi Jingu Bang around and narrowed his eyes at his and Neptune's opponent. "We just HAD to meet up with THESE guys."

Across from them, Rojo smirked as she held Bloodstrike in each hand, having separated the large blade into its two individual blade forms. "Yeah, just your rotten luck, eh Monkey boy?" She made a "come at me" gesture with two fingers. "Now c'mon, I'm itchin' to get a good fight, and you two will make GREAT punching bags!" With a righteous battle cry, Rojo surged forward and swung her blades at Sun and Neptune, making the two counter her blow with strikes of their own. This continued on for a while before Rojo got in a kick to Sun's stomach, forcing him back while she lunged at Neptune full force. The blue-haired boy let out a shout before swinging his guandao at her for a counter, but the redheaded woman brought her blades together at the last second, blocking the hit with her full energy sword. With her smirk growing, she pressed herself up against him, getting right in his face. "Aw, what's the matter, little boy? Afraid to dance with a big gal like me?"

Neptune shrunk his head back a little. "Okay, I know I'm usually the flirty type, but sorry to say, I don't think that can be applied here. Because I'll be frank; you scare the shit out of me!"

"Aw, thanks for the compliment." Rojo winked. "But I'm afraid flattery won't get ya far with me."

"That's fine, because I think my pal over there can show you a good time anyway." Neptune grinned.

"W-Wait, what—gah!" A powerful kick suddenly struck Rojo in the back, sending her stumbling away from Neptune. She collected herself before gritting her teeth at her assailant; Sun Wukong. The young blond had a mischievous smile on his face, one that bugged Rojo to no end. "Oh… you think that was FUNNY, monkey boy?!"

Sun just gave a shrug. "Eh, not my best work…" He separated his bo staff into their gunchuck mode, swinging them around quickly as he readied for his next onslaught of attacks. "But I think I can come up with a pretty good punchline."

Rojo furrowed her brow while separating Bloodstrike again, unamused by Sun's banter. "We'll just see about that, kid!"

Just then, a voice shouted out from behind her. "Rojo!" The bounty hunter craned her head around to see Emerald and Mercury coming her way, the duo ready for battle. "Hang on, we'll help you—" BAM! "GAH!" The partners shouted out in surprise as something large and heavy impacted the ground in front of them, causing them not just to be blown back, but for large sections of the pavement to be sent flying up as well. The two landed on their feet, crouching as they skid back a few feet before looking up to see who had attacked them. Emerald wore an annoyed expression as she saw herself reflected in a pair of sunglasses. "Oh… it you."

"Damn straight." Coco nodded as Yatsuhashi stood up, shouldering Fulcrum after picking it up from the ground. The fashionista glared at the two before stating; "Time for round two, assholes."

Yatsu glowered at the duo as well. "And this time, we will win."

"Ha!" Mercury guffawed, throwing his head back. "Yeah, right. We beat you idiots in the Vytal Tournament, so what'll be the big difference here?" However, a metallic CLANG from behind them alerted both he and Emerald to another presence, their heads slowly turning around to see none other than Cooper in his Centurion Armor, his arms crossed as his blue visor bore into them.

"That's easy." Cooper said before his thigh armor opened up, allowing him to retrieve his laser rifle. The gun attached to his right hand and he pointed it down at them, the weapon glowing brightly as it readied to fire. "Me." BLAM! A powerful laser shot out of the barrel and blasted in between Emerald and Mercury, the resulting explosion sending them flying into the air. Cooper jumped up and punched both of them toward Coco and Yatsu, calling out; "Guys, NOW!"

Coco sprinted forward and shouted back; "Gotcha, Tech Head!" The leader of Team CFVY jumped up and swung her handbag right at Mercury, socking him in the gut before bringing it back and slamming him over the head with it, sending him careening toward the ground. Yatsu, meanwhile, ran forward and delivered another punch toward Emerald, making her fly backward straight toward Mercury.

Mercury was able to land on his feet just fine, if a little shaken from getting slammed over the head. But the moment he saw Emerald come flying at him, his eyes widened and he instinctively raised his arms. Not to block her, but to catch her. He jumped up and grabbed Emerald, holding her bridal style while she winced in pain. Mercury looked down to her face in concern. "Em! You okay?"

"Ugh, I think so." Emerald groaned. "That bastard has a mean right… hook." It was only then did she realize the position she was in, a bit of a blush coming to her face. "Oh, and uh… thanks for catching me."

Mercury also realized what was going on and blushed as well, quickly setting her down to her feet. "O-Oh, yeah. No problem."

"Hey, love birds!" The sound of Coco's taunt quickly snapped the two out of it, and just in time as well. The fashionista had just activated Gianduja's rotary cannon form, taking aim without hesitation. "Think fast!" With that, she began unloading her ammo right at the duo, forcing them to separate into different directions in order to avoid the incoming fire. While Coco kept her concentration on Mercury as he ran, she glanced over to her teammate. "Yatsu, take greenie over there. Tech Head and I will handle the emo."

"Understood." Yatsu nodded before charging toward Emerald, bringing Fulcrum down for a powerful hit. However, Emerald was just able to jump out of the way of the massive sword, bringing out her Thief's Respite in her sickle mode before launching the chains out of them. They wrapped around Fulcrum's blade and, using the momentum of her fall, Emerald yanked the blade out of the ground and off to the side, forcing Yatsu to stumble in order to keep his grip. "Hey!"

In the blink of an eye, Emerald switched her Thief's Respite into their gun modes and took aim at Yatsu. "Hey yourself, big man." She opened fired on the tall swords man, getting in a few shots before Yatsu raised his large blade to block the others.

Back over with Coco and Cooper, the two were busy firing their respective weapons at Mercury, though the silver-haired assassin continued to out run the onslaught successfully. He ran up to a nearby building and began scaling it by running up its walls, grabbing onto a window sill to pull him up the rest of the way when gravity began to take effect. However, much to his surprise, he heard the weapons stop firing, making him glance back down to street level. "Hey! What the heck? Why'd you stop?!"

Coco furrowed her brows and pointed up at him. "Take a look in front of ya, asshole!"

Mercury's eyes widened and he craned his head back to the window… only to see a defenseless mother and her two children. This made him smirk. "HA! Of course! I guess all it takes to get you goodie-goods to stop ganging up on us is to put others in harm's way! Try getting me now, losers! Haha-huh?" It was then that Mercury heard something below him, almost as it metal was hitting against metal… and then he felt something pulling him down. "GAAAAAH—UGH!" He landed on the ground with a THUD and lifted his head up… to see that a metal whip was wrapped around his leg.

"Challenge accepted and beaten." Sienna said as she pulled her chain back, wearing a proud face. "Now who's the loser?" She moved her head up to the window and made eye-contact with the mother. "You may want to leave, ma'am! Things are going to get pretty—ACK!" While she wasn't looking, Mercury delivered a kick right to Sienna's face, making her stumble back in pain. With a snarl on her lips, she reiterated to the mother; "Go, NOW!" The woman hastily nodded and got her two children out of the apartment they were in, with many others evacuation the building at the same time.

Mercury went for another kick to Sienna's jaw, but the tiger woman blocked the hit with her arm before pump kicking Mercury in the stomach, making him fall back. However, the assassin was able to catch himself in his fall and backflip to a safe distance before Coco and Cooper could come over to aid Sienna. Mercury breathed hard, seething as his rage began to bubble back up. "Okay… I have OFFICIALLY had enough!" With that, he began spinning around and kicking at the air, letting lose a flurry of Dust rounds from his boots. They momentum he had gained caused the projectiles to spin around him like a whirlwind, much to Coco's irriration.

"Oh, come ON. THIS move again?!" The fashionista shook her head. "And here I thought he had more tricks up his sleeve."

"Not really sure how this is even POSSIBLE, but hey, I'll roll with it." Cooper shrugged before speaking to the A.I. within his armor. "VADOS, you awake?"

The holographic display inside his helmet lit up, and with it, a familiar feminine voice greeted him. "Salutations, Mr. Daniels!" VADOS greeted. "How may I be of service?"

"Hehe, VADOS, we've discussed this, call me Cooper." The genius chuckled before noticing that the projectiles were now heading in their direction, much to his and the two ladies' dismay. "And I could use a really helpful gadget right now!"

"Agreed!" VADOS sounded off before activating one of said gadgets. "Raise your hands as if you are not concerned!"

Cooper deadpanned at that before doing what she asked. "We REALLY need to teach you human expressions." From the palm of his right hand, a small disk suddenly shot out and created a large, blue energy shield in front of the three, protecting them from the onslaught of Dust rounds.

"Phew, nice work, Tech Head." Coco sighed in relief before patting her boyfriend's head. "And you too, VADOS."

The A.I. was ecstatic to hear the praise. "Oh, thank you so very much! Now, what is the next step?"

Cooper focused on Mercury, who was slowly but surely starting to get more and more tired. "The next step… is to take him down. But I have a feeling that won't be easy."

Sienna pulled on her whip, ready to get into the action. "Probably not, but it's worth a try, right?!" The couple nodded to her and she faced Mercury again, charging at him with the two a split second later. "Then let's do it!"

…..

Not far away from where Rojo, Emerald and Mercury were engaged with their own problems, a certain ice-cream colored girl was busy avoiding two more members of Team CFVY, dodging their attacks gracefully and without much difficulty. Neo had to admit, the fox and bunny were fun playmates, but he had to wrap this up fast if she wanted to join the other team and get to her REAL target; Ruby Rose. The very thought of that name made her eyes narrow in disgust. But the vengeful thoughts would have to wait for a few moments more as Velvet came at her with another strong kick, the bunny-girl having jumped up high into the air to deliver it.

However, Neo side-stepped the girl and opened her umbrella, swinging it at the brunette in order to redirect her falling form. Sure enough, Velvet landed in a heap behind Neo, letting out a small yell upon impact. "Gah! Oh, you cannot be serious!" Velvet furrowed her brow frustratingly at the girl. "How is it that you managed to avoid EVERY hit we've thrown at you?!"

Neo gave a shrug before moving around just in time to see a speeding, gauntlet-covered fist coming her way. However, the moment it connected with her face, her form shattered like glass. This, understandably, didn't go over well with the one who tried to hit her. "Oh, you've gotta be KIDDING!" Fox yelled. "That's no fair—AGH!" The blind huntsman suddenly found himself struck in the side of the head with a pink umbrella, sending him sprawling to the street.

"FOX!" Velvet stood up and started to run back to the fight… but then Neo ran right up to her as well. In the blink of an eye, the ice-cream colored girl jabbed Velvet in the gut with the handle of her umbrella, knocking the wind out of her before kneeing the girl in the face, forcing her back down. Neo smirked and was about to finish her off… before a bullet flew right past her face, surprising her a bit.

She whipped back around to see Fox, glaring at her while holding up one of his arms, his Sharp Retribution aimed right at her. "Do not… even… think about it." He said venomously. Neo quirked an eyebrow and strode forward, shouldering her umbrella as she did. It was then that Fox raised both arms, his teeth clenched. "Oh no, don't you even DARE, missy. I ain't gonna—ERK!" Before he could even react, Neo lunged forward and slung the handle of her umbrella around the back of his neck, jerking him forward so that they were face to face with one another.

This had to be the strangest predicament that Fox had ever been put in over his past two years of learning to be a huntsman. Sure, he couldn't SEE Neo, but he knew just by the proximity of her breath that they were uncomfortably close to one another. He had no idea if Neo had planned to fluster him somehow or what… but it was partially working. "Goddamn it, Fox, FOCUS! Now is NOT the time to be turned on!" However, his eyes widened in realization. With his mind going a mile a minute, he hadn't been concentrating, and that stray inner thought… had been broadcast through his Semblance. Neo's eyes widened and her mouth went slack at that, all while Fox tried to cover his fumble. "Uh… l-listen, I can explain, I—GAH!"

But he never got the chance to as Neo kneed him in the stomach and slammed her umbrella over his back, forcing him down to the ground. She made to move past him, but paused for a brief moment, a smile appearing on her face before giving him a wink. However, just before Neo could walk away, she heard what sounded like a camera shutter going off behind her. The mute girl did an about face to see none other than Velvet, the girl having placed Anesidora back into its box. "So, is THAT how you wanna play, then?" She held out her hand and her weapon did its thing; creating a hard-light copy of Hush for her to use. "Well then, en garde!"

Neo shrugged again before bringing out Hush's hidden blade, thrusting forward to meet Velvet in the middle. The two traded blows for a good while before Neo managed to get in a sweeping kick to Velvet's legs, tripping her up. But the bunny girl managed to roll out of it and get back up on her feet, opening up her own Hush to push Neo back a bit. Velvet grinned confidently as she moved forward again, though Neo was able to keep up with the blows. "Hmph, not bad…" She then slung her own Hush's handle around Neo's neck, taking her by surprise. "But let's see how well you handle your OWN tricks!" Velvet pulled Neo in and prepared to attack… only for Neo to spin around and bring the back of her elbow into the bunny girl's face, forcing her back as she clutched her nose. "OW! …Hah, I suppose you handle your own tricks quite well."

As the two girls went toe to toe with each other, another battle between two women was occurring not too far away… though this one appeared to be much more dramatic. Cinder Fall was standing across from Glynda Goodwitch, the two women staring each other down as they readied their respective Semblances. Glynda was lifting a whole bunch of debris around her with her telekinesis while Cinder had used the collecting dust in the streets to make multiple glass shards around her in the air, an insidious grin forming on the Fall Maiden's face. "So… it has come to this… Professor Goodbitch."

Glynda scowled at the insulting… yet familiar name. "I've had plenty of students say that under their breath about me for YEARS, Cinder. It doesn't bother me anymore. Because you know what I do?" She whipped her Disciplinarian at the Fall Maiden, her lips turned up into a snarl. "I punish them for it."

"Hm, yes, very frightening." Cinder mused before creating another super-heated obsidian blade in her hand. "But you know the difference between you and I, Goodwitch?" She pointed her sword as her eyes began to glow. "We are on two completely different power scales." All at once, the glass shards around her all caught on fire before shooting directly at Goodwitch.

"Perhaps…" With another wave of her Disciplinarian, Goodwitch was able to bring up an energy shield made of Gravity Dust, making the glass shards break and bounce off harmlessly. She then focused more on her Semblance, bringing the glass shards all back together as a very menacing spear. "But this will NOT be like that night of the Dust shop robbery." She launched the spear back at Cinder, who immediately sliced it in half with her sword.

"Oh… so you've finally figured THAT one out, eh?" Cinder said with a mocking smirk.

"I've known for quite a while now." Glynda sneered. "Since the Battle for Beacon, actually. And now…" She whipped her riding crop again, making the debris around her fly directly toward the Fall Maiden. "You shall pay for THAT as well!"

Cinder scoffed and rolled her eyes. "Brilliant detective work." Cinder ran forward and began jumping through the debris, leaping along the rubble as she made her way to Goodwitch with her sword at the ready. "But that will NOT be enough to save you!"

Glynda narrowed her eyes at the proclamation. "Perhaps not… but this might." Using her Semblance, she brought the debris flying back toward her to create a large wall in front of her which Cinder ended up slicing through instead. However, once the younger woman had made it through to the other side, Goodwitch was gone, much to her surprise.

"What?!" Cinder exclaimed. "What is—AH!" She gasped before noticing that the debris around her was forming back up into a large, jagged boulder, one that placed itself directly above her head.

Behind her, Goodwitch smirked as she slammed the boulder down upon the Maiden, satisfied at the girl's punishment. "And THAT was for the "Goodbitch" remark." However, before anything else could happen, the boulder began to crack down the middle, a molten magma seeping from it before it burst out into several, fiery hot pieces that shot out in different directions. Goodwitch created another Gravity Dust shield in front of her, successfully protecting her. But by the end of it all, she saw Cinder standing in the middle of a melted crater in the middle of the street, glaring at Goodwitch with all that she had.

But oddly enough, Cinder then closed her eyes, took a deep breath, and calmed down. "You know… a few days ago, I would have been furious at what you just did to me." She opened her eyes as her Maiden powers sprang back to life. "But you know what? I've found plenty of better ways to handle my anger… such as…" She lifted her hand and all of the molten sludge at her feet began to rise up, forming into a large orb of magma. At first, she made it appear like she would throw it at Goodwitch, but at the last second, she spun around and tossed the super-headed ball at one of the nearby buildings, making part of it crumble and fall… right toward a group of three innocent children. They, along with a few others, had been running from all of the fighting. But when they saw what was falling toward them, they all couldn't help but freeze in shock and fear.

"NO!" Glynda was about to wave her riding crop to stop the falling rubble, but Cinder stepped in and kicked her right in the face, sending her to the ground. From her place there, Glynda could only watch in horror as the three children…

…Were miraculously saved by a diving tackle from Ghira, the panther man diving in at the nick of time to save them all. He rolled across the sidewalk with all three of them in his grasp, sitting up in a crouch while taking in deep breaths. The kids all stared at him with surprised faces as he asked; "Are you kids alright?" They responded with either nods or meek "uh-huh's", obviously still shaken from the experience. "Good, glad to hear it."

"MY BABIES!" Ghira raised his head up to see who he assumed to be the parents of said children running toward them, pushing through the crowd of retreating people to get to them. The mother, who was in tears, embraced them immediately. "Did you three even LISTEN to what we told you?! I said to stay CLOSE to us and hold our hands!"

The father sighed in relief before nodding to Ghira. "Thank you very much for saving my children, sir, I appreciate… it." The man's face as well as those of his wife and kids all grew pale as their eyes focused on something behind Ghira, making the panther man spin around, just in time to see a large Beowolf leap up and pounce at him.

However, before the beast could attack him, a Dust round suddenly shot directly through the Beowolf's abdomen, making it lose its momentum in the air and allowing Ghira to catch it. He then snapped its neck, killing it instantly. His head craned around to see none other than his wife, a confident grin on her face as she twirled her flintlock pistol in her hand. "You may want to pay closer attention, dear." Kali said before turning toward the family. "It's not safe here, you people need to evacuate, NOW." The family of five instantly agreed and high-tailed it out of there as quick as their legs could carry them. Kali approached her husband as both trained their sights on Cinder Fall, with Goodwitch standing up as well. "Now… where were we?"

"Well, I was about to teach this girl a lesson she would never forget." Glynda stated while glaring at Cinder. "Now, be a good girl and start listening to the grown-ups."

"I'm TWENTY!" Cinder retaliated while blasting a huge stream of fire at the three, forcing them to dodge out of the way. "Your wit and banter are one thing, but to talk about me as if I'm a mere child is just insulting!" She took another calming breath before creating another sword in her hand. "But it doesn't matter. Because soon, you will ALL feel my wrath."

Ghira landed next to his wife, his breath steady as he focused on Cinder. "Hm, yep, she will definitely need a time out."

…..

While the forces of good and evil clashed all throughout the city, two do-gooders in particular were currently attempting to bring one the largest of evil creatures down as it continued to rampage. Ben, the young hero still transformed into Steel Bone, was currently scaling the Grimmongousaur's back, holding on as it jerked and jostled around in an attempt to thrown him off. Bit the Metallikanine wasn't about to let go, keeping his metallic claws deep within the large Grimm's dark, muscley flesh. As he climbed, he found that he WAS able to pierce the beast's while, boney armor… but it was still so thick that he couldn't get far down into it. So, he settled to just keep on climbing and head right up to its cranium. 'Hopefully I can find a weak spot up there—'

"GAH!" Another strong jostle managed for force Steel Bone to let go of his hold, but he managed to grab onto one of the big dorsal plates instead. He sighed before shouting out to his backup; "GUYS! I thought you were 'sposed to be HELPIN' me!"

"Don't take that tone of voice with ME, young man!" Raven chastised as she ran a bit closer to the Grimmungousaur, focusing on its gigantic feet as her Maiden powers activated. "I'm doing what I can!" She raised her arms and, in an instant, a beam of sheer cold energy came blasting out of her hands, freezing the giant's left legs from its knee down. Raven altered her course and then froze the right leg, successfully freezing the Grimmungousaur in place on the ground. "GWEN! You're turn!"

Not far from her, Gwen shouted out; "Adfishio Potentia!", once again summoning a bunch of long, energy tendrils that wrapped themselves around the monster's limbs. Kevin, having absorbed the pavement again, came up from behind her and wrapped his arms around her, keeping her in place. But even with all of these factors, Gwen knew the beast wouldn't be held down for long. "Ben, now's your chance!"

"Alright, I'm on it!" Steel Bone grit his teeth and pulled himself up, balancing on the dorsal plate before leaping up to the next one. Using this momentum, Steel Bone kept jumping from plat to plate until he finally made it to the base of the creature's neck. "Ah-ha! There we go!" With one final, powerful leap, Steel Bone flew up and balled his hand into a fist, the fur over it hardening into a metal gauntlet. "Here goes nothin'! METALLIKANINE SMASH!" Steel Bone slammed his hand into the exposed spot as hard as he could… and while it did manage to make the creature roar in pain, it didn't leave any visible wound, much to his chagrin. "Aw, C'MON! Are ya kiddin' me?!"

But he didn't have long to voice his complaints before the Grimmungousaur jerked itself around again, throwing its head back and forth to get Steel Bone off its neck. Unfortunately, the dog alien wasn't prepared and was literally thrown head over heels over the creature's head. But that didn't stop him from digging his claws into the creature's face and leaving two rows of scratch marks in its white, skull-like head. The Grimmungousaur winced and bellowed again, now VERY annoyed that it was being attacked in such a manner.

"HA! That's right, dino-breath! I ain't done with you yet!" Steel Bone pulled himself up and jumped right at the beast's eye, reeling his fist back again. "Let's see how ya like—D'OH!" Before he could make contact, though, Steel Bone was sent sailing by way of the Grimmungousaur swatting him like a fly, sending the Metallikanine hurtling toward the ground.

…And Raven was standing right where he was falling. The Fall Maiden's eyes widened before putting her hand to her sword handle, rotating the blades within her sheath before pulling out one made of Gravity Dust. With a swipe of her blade, Raven send a wave of purple energy out at Steel Bone, which bounced him back while also slowing his decent, making him land a bit less hard than he was going to. "Ben!" Raven, Gwen and Kevin all rushed over and helped him up. "Are you alright?!"

Steel Bone groaned as he rubbed his head. "Ugh, I think so. But—" GYAAAOOOOOOON! "…Oh no." The two craned their head up to see the Grimmungousaur smashing its club-like tail against the ice entrapping its legs, breaking it with a single smash. With its appendages now free, the beast lumbered slowly toward them, its eyes beginning to glow more intensely for some reason. "Everyone, get back!"

"Not a chance!" Kevin protested. "We told you that we'd help—"

Oye! Dino-Dunce!" The duo's eyebrows shot up before craning their heads upward, their faces breaking out into smiles as they saw Rex fly in on his Sky Slyder. The young EVO then switched it out for his Bad Axes and fell down toward the beast's arm, using his momentum to put more force into his strike. "Why don't ya pick on someone ELSE who can take you oh, huh?!" Rex smashed his axes into the beast's exposed arm, elictitng a roar of pain as smokey mist began billowing from the wound. "Haha! Direct hit!"

Steel Bone pumped a fist up in celebration. "Ha! 'Bout time ya got here, Rex!"

Rex looked down and nudged his head at the two. "Sorry for bein' late, I was kinda held—UP!" The EVO let out another shout as the Grimmungousaur grabbed him with its right hand and threw him away, his body slamming face-first into the side of another building. A few seconds later, he fell backward, exposing the Rex-shaped indent that he left in the brickwork. "What a lousy place for a wall." he uttered before making impact with the pavement below.

Raven and the Alien Trio hurried over to him, helping him sit up as his eyes continued to spin around. "Rex, are you alright?" Gwen asked, inspecting his eyes for any sign of concussion.

"Hehe, oh, don't you worry, Gwen, I'm JUST fine!" Rex spoke with a wonky voice as he stood. "Just gotta get my bearings and I'll be good to go!" He was about to fall down again, but Kevin caught him and gave him a smack across the face, effectively snapping him out of his stupor. "Ugh, okay, soy bueno. Now what?"

Kevin smirked, popping his knuckles in anticipation. "Now, we need to come up with a strategy that'll put this thing away for good!" He shifted his sights over to his best friend. "What's the plan, Ben?"

But as he asked, the Metallikanine let out a sigh. "Unfortunately, I don't think Steel Bone's gonna do much against this guy. Let's see if any of my other guys can do the trick…" The hero reached up to the Omnitrix dial and slapped it, transforming in a flash of green light. When their eyesight cleared, Raven and Rex were quite confused when they didn't see any sign of Ben… only to be surprised when a shrill voice called out from below.

"Aw man, are ya KIDDING me?" Craning their heads downward, Raven, Gwen, Kevin and Rex were surprised to see a small, insectoid alien with a visibly annoyed face. "Ball Weevil? This is no time for a small fry, I need something BIG!"

Raven's eyebrows rose in intrigue. "Well this is certainly… different." she said while lowering herself closer down to Ben. "So, what does this one do?"

Ball Weevil sighed and began to explain. "Oh, this guy can create green balls of plasma that get bigger the more I roll 'em around. The bigger the ball, the more powerful the… explosion… is." Ball Weevil's eyes widened, as did the everyone else's before a sly look appeared on the small insect alien's face. "You know… this might actually work out after all." He craned his head up to Rex. "Alright, Rex, I'm gonna need you do distract that thing while I get the ball rollin'." Ball Weevil then faced Raven, Gwen and Kevin again. "And guys, you'll cover me incase things with Rex get hairy, alright?"

"Sounds like a plan." Raven said while Rex nodded and activated his Boogie Pack. "Do you think this will actually work?"

"Maybe… but then again, we won't know unless we try, right?" With that, the quintet nodded and Rex flew off, with Ball Weevil spitting up a green plasma ball once he left. "Alright, let's get rollin'!"

Rex had to admit, the plan sounded solid enough, but there was still one big question on his mind. 'Just how long WILL it take for him to roll up a ball THAT big?' But he shook the thought away from his head for the time being. He had a job to do and he wasn't about to let these stray thoughts deter him from that. As he approached the Grimmungousaur from behind, Rex activated his Smack Hands and called out to the beast; "Hey, big guy! Remember me?!" The massive beast craned its head around… just in time to get punched right in the face by Rex's fist, the creature stumbling back as a result. "Ha! Take that, you Godzilla wannabe!"

GYAOON! The creature let out another short roar before bringing its massive tail up for a strike against Rex, the EVO's eyes widening to the size of saucers. "Oh… not good! WOAH!" At the very last second, Rex flew up higher into the air, avoiding the huge, spiked club successfully. "Jeez! Watch where you're aiming that thing, comprende?! You could've impaled me!" GYAOON! By the sound of that roar, Rex could tell that the creature was getting more and more upset at him. "…Okay, so you WANTED to impale me. Gotcha." He whipped his head downward and called out; "Ben! How's it coming?!"

"Almost got it!" Ball Weevil said as he was now rolling on a rather huge ball of green plasma. "Just a little bit more and you can lure him over!"

As she kept in pace with the little alien, Raven was initially surprised at how quickly he was able to build up that plasma ball. But, seeing as how there was so much debris around the courtyard from the attack, she simply shrugged it off. "Ben, I don't mean to rush you, but we can't exactly waste too much time here!" the Spring Maiden called out. "Are you certain that this thing needs to be a certain size?"

"Yeah, I mean, an explosion's an explosion." Kevin shrugged. "Just so long as it does damage, you could just make a BUNCH of these things, right?"

"If we wanna knock that sucker over, then it has to be HUGE!" Ball Weevil answered, having rolled the large plasma ball over some small trees that lined the courtyard's perimeter. When he did that, though, the plasma ball gained quite a bit of size to it, to which the small insect decided that was substantial enough. "But don't worry, we're ready to go! Think any of you can get its attention?"

Raven smirked at that as her Maiden powers activated once again. "Oh, you KNOW I can." As Gwen and Kevin stood clear, Raven activated Omen's sheath again and switched to a Lightning Dust blade, pulling the sword out while her free hand began to spark with elemental power. She touched her finger to the edge of her sword and suddenly, the electricity began conducting across the entire blade. With that, she ran toward the Grimmungousaur and slashed her sword at the air, sending a huge bolt of lightning at the beast.

The blast hit the Grimm in the shoulder and it swung its massive head at Raven, roaring at her in challenge before Rex moved in front of its face. "That's right, ya big bozo, follow the tasty humans!" The Grimmungousaur lumbered Rex as he flew in Ben's direction, with Raven following suit along the ground. Right as they approached the hero, the duo flanked to the sides, allowing him to have a clear shot. "Now, Ben!"

"Already on it!" Ball Weevil bounced up and down on the plasma ball, making the ball itself bounce up a few feet before swinging his head around and headbutting it straight toward the Grimmungousaur. "Happy trails, ugly!" The Grimm's eyes widened slightly as the ball of plasma made impact, resulting in a huge, green explosion. The resulting dust that was kicked up because of it made it hard for everyone to see, but they all managed to find each other easily. "Everyone alight?"

"Think so." Rex nodded as he landed. "Man, that was a pretty big boom."

Kevin chuckled confidently, crossing his arms. "No kidding. If THAT didn't take care of it, nothing would."

Raven narrowed her gaze through the cloud of dust. "Yes… but what happened to the beast? If that did the job, we should've seen it dissipate by now…"

"…That's because it isn't." Gwen said as her face grew pale, pointing up into the dust cloud. "Look."

Right where she was pointing, a faint, purplish glow started to shine through the dust, starting near the ground before working its way upward higher and higher. Before long, Ball Weevil's eyes dilated in realization when the glow took on a familiar outline; the dorsal plates on the Grimmungousaur's back. His fears were confirmed when he saw the beast's eyes shine through the dust, its mouth beginning to glow with the same purple light. The hero had seen enough kaiju movies to know what would come next. "EVERYBODY DOWN!" He headbutted Raven in the back, getting her out of the way while Gwen moved Rex and Kevin with a mana shield.

And just in time as well, because from the Grimmungousaur's mouth, a huge beam of purple energy suddenly blasted out toward them, shooting directly into the ground where they once stood. The force behind it was so strong that it cleared the dust away in an instant. However, the beast didn't stop there. The beast moved its head up and sent the beam right toward City Hall… destroying it with a single blast. From there, the beam began to cut through several more buildings before the beast finally stopped, its mouth smoking from the residual effects of the beam.

Raven, Rex and Ball Weevil all stared on in utter horror, hearing the screams of innocent people in the distance as multiple fires began sprouting up in several places where the beam hit. "…No." Ball Weevil whispered.

"I… I didn't know it could do that." Kevin uttered.

Gwen was covering her mouth, completely speechless as Raven managed to speak for the whole group; "This… this is awful. I haven't seen ANY Grimm that are capable of something like THIS."

Rex's lips turned up into a snarl as he whipped his head back up to the Grimmungousaur, which was beginning to power up another blast. "You have just CROSSED the WRONG line, pal!" In a split second, Rex activated his Punk Busters and jumped up, kicking the beast in the jaw with all his might to shut its mouth. He managed to kick it so hard that it actually was sent tumbling backward. "BEN! Focus up!"

Ball Weevil blinked out of his shock before glaring at the beast, which was already starting to pick itself up. "Right! It wants to play like that…" He slammed the Omnitrix and, in a flash of green light, transformed into NRG, the grill in his helmet shining brightly with glowing red power. "Then we will have to fight fire WITH fire!" The Prypiatosian-B unleashed his beam of radioactive energy at the beast, hitting it square in the chest. The Grimmungousaur belted out a roar of pain, but it still managed to stand up, glaring at NRG with all the rage it could muster. "You are going to regret doing THAT, you monster!"

The Grimmungousaur responded by unleashing its beam again, much quicker this time as it was already charged up. However, NRG stood his ground and simply fired another beam of radiation, resulting in the two energy attacks colliding in midair. While both opponents kept the pressure on one another, unfortunately, the Grimmungousaur was able to put a lot more power behind its attack, resulting in NRG's beam being overwhelmed. "WHAT?! NO—AGH!" NRG was then hit with the beam full-on, and while his suit ensured that he could endure the hit, he was still sent flying back into another building as a result.

"BEN!" Everyone shouted, hoping that the hero was still in one piece. Fortunately, he was, but he still ended up falling down from here he had been blasted. Fortunately, Gwen caught him in a large bowl-shaped mana construct, allowing him to recover faster. She, Kevin and Raven approached the Prypiatosian-B, and was the first to voice her concern. "Ben, this is getting out of hand. Maybe we should fall back."

NRG grunted as he pulled himself out of the construct, his gaze going back to the beast before him. "Not a chance. This thing has now proven just how far its destructive capabilities go. If we retreat now, it will destroy the whole city!"

"Yeah, but… dude, the Omnitrix can only handle so many transformations at once." Kevin reminded. "Who knows HOW long it has left until it times out?!"

"Well then… I suppose I will have to make these next few changes count!" NRG slapped the Omnitrix symbol on his chest, changing himself into… "GRAVATTACK!" The Galilean stormed forward, swinging his massive arms as he approached the beast, which Rex was still holding off with his Blast Caster.

"Ben, DON'T!" Raven ordered. "That thing could KILL you!"

Gwen furrowed her brows. "Yep, this is officially getting out of hand." She whirled around to Raven and Kevin with a serious face. "You two stay here. I'll be right back with back up." The two nodded back to her and Gwen conjured a large pink orb around her, teleporting away to bring their friends back.

Despite the warnings, Gravattack kept pressing on, making his way toward Rex. The EVO had his feet planted firmly with his Punk Busters, trying to keep a hold on the Grimmungousaur's leg with his Blast Caster. Even then, though, he still found himself being pulled along, the creature's strength proving to be a good match for his own. It was then that he saw Gravattack, his eyes widening in the process. "Ben! Dude, are you alri—"

"I'm fine!" Gravattack assured assertively. "Keep him steady for a just a few seconds more, Rex, I've got an idea!"

"…Well, alright, you asked for it!" Rex pulled with all his might on his Blast Caster, sending more energy through it in the process. The attack was just enough to make the Grimmungousaur stop its next step, a small pained bellow escaping its maw.

As that happened, Gravattack extended his hands and began focusing on his gravity powers, attempting to lift the large Grimm up into the air. Even then, however, it proved to be quite exerting on the Galilean, making him clench his teeth hard. 'C'mon… C'MON!' Fortunately, the Grimmungousaur began to rise up from the earth, making Gravattack grin. 'Hah… finally. Man, I didn't know I could lift this much.' But then, just as his confidence was beginning to rise again, the Grimmungousaur slammed its tail into the ground, anchoring it with its powerful spiked club. And then… it opened its mouth again. "Oh for GOD'S SA—"

GYAAAOOON! With another mighty roar, the beast blasted out a third powerful beam, one that would've hit him point blank if he hadn't moved out of the way with a gravitational push. But this loss of concentration still resulted in the Grimmungousaur landing back on the ground. And once it had, it swung its tail in Gravattack's direction, slamming him into the pavement before unleashing yet another beam at him. This one managed to make contact, though, sending the Galilean skidding across the ground and upturning even MORE pavement.

By the end of the onslaught, Rex was staring with his mouth agape while Kevin was desperately trying to hold Raven back, the woman screaming at the top of her lungs; "BEN! You need to get out of there NOW!" She tried elbowing Kevin in the stomach, but to no avail. "Let me go, Levin! I HAVE to get to him!"

"Are you CRAZY?!" Kevin shouted back. "That thing will KILL us if we get close!" The Osmosian then saw Gravattack pulling himself up out of the crater he was in, the living planet visibly cracked in various places all around his rocky hide. "BEN! Nothing's working!"

"So far!" Gravattack insisted. "I've still got a few tricks up my sleeve!" He slammed the Omnitrix symbol again and transformed again, with a certain Paku-Dermoloid taking Gravattack's place. "DYNATUSK!" The hero rushed forward as fast as his legs could carry him, the Grimmungousaur responding by swinging its tail at him again. However, this time, Dynatusk caught the incoming appendage, making sure to catch the tail itself and not the club. He wore a confident grin and laughed. "Haha, gotcha!" With a surprising amount of strength, Dynatusk pulled on the tail and made the Grimmungousaur trip up, the lizard landing right on its face. Then, with all his might, Dynatusk spun around and flipped the Grimmungousaur over onto its back. "REX, NOW!"

Rex blinked in realization and stammered; "U-Uh, right!" before jumping up with his Punk Busters and activating his Big Fat Sword, stabbing it down right into the Grimmungousaur's stomach. The beast let out another pained bellow and immediately slapped Rex away, only to be met with a cannonball right to its wound courtesy of Dynatusk. The Paku-Dermoloid rolled off of the massive beast and met up with Rex, who was sweating profusely thanks to all of the fighting they were doing. Nevertheless, he smiled at the leeway they made. "Hah, alright! We managed to get some good hits in! Now what?"

Dynatusk, however, still wore a serious expression as he sighed, almost relentingly. "I'm afraid… that the situation has escalated to THAT point. I'd usually go for Humungousaur for an enemy like this. But since I CAN'T right now…" He reached for the Omnitrix, preparing himself for what would come next. "I'm gonna have to use Way Bi—" SNICKT "URK!" All of a sudden, Dynatusk stopped, his eyes widening as a VERY pain-filled expression came to his face, his grey skin beginning to turn a sickly green.

Rex's eyes widened, as did Kevin's and Raven's as they were rushing their way over. "B-Ben?! W-What's going—" But at that moment, Dynatusk fell over, immediately revealing what was wrong. The three could only stare horrified at the sight of a cackling Silyrian, the scorpion mutant in hysterics as he removed his long stinger from Dynatusk's back, still dripping with blood and poison. It didn't take long for Rex's shock to change into anger, though. "YOU!"

"AHAHAHA! That's right, ME!" Silyrian laughed. "Bet you didn't expect THAT to happen did—GYAH!" The mutant didn't have long to gloat though as Rex activated his Smack Hands and punched Silyrian halfway across the courtyard.

"BEN!" Raven screamed, horrified as what had just happened. Kevin was rendered speechless as he witnessed his best friend begin to break out in a cold sweat, the elephant aliens' green eyes glazing over as he shivered in agony. The poison was already beginning to affect him, something that everyone could see…

And that meant everyone. "Guys!" The three heroes that were still standing whipped their heads around to see Gwen come running down a street… and she had Teams RWBY, JNPR and SN. The only ones absent were all of the adults, along with Cooper, Team CFVY, Ilia, Penny and Vernal, who were all still caught up in either holding off the Grimm or the rest of the Negative Ten. "Don't worry, I brought… no." The redhead stopped in her tracks when she saw her cousin on the ground in his sickened state, prompting everyone else to do so as well. "No… no, no! No!" Her yells became screams of desperation as she began to run again… only to be immediately out-paced by a streak of yellow.

In her mind, Yang was pretty sure she had just broken the sound barrier. But that didn't matter. All that was important was getting to her boyfriend… and beating the shit out of whoever did that to him. She didn't have to wait long for the latter as Silyrian suddenly shot up from the ground and barred his teeth, getting in her way. And that was his SECOND biggest mistake. He thrust his tail down at her, but Yang pumped her Ember Celica and shot herself up and over the appendage, grabbing it in the process. Silyrian barely had time to comprehend that before he was thrown right over Yang's head, the blonde's eyes flashing red for a brief moment before going back to normal.

"Bastard." Yang whispered to herself as the rest of her friends and teammates began running toward her as well. She whipped her head around and immediately, her angry expression disappeared into one of worry and concern. "BEN!" She cried his name out as she sprinted the rest of the way, taking hold of one of Dynatusk's massive shoulders to help him face her. "Ben! Ben, speak to me!" The Paku-Dermoloid let out a groan and she snapped her head up to Kevin, her brows furrowed in anger again. "WHAT HAPPENED?!"

"We… we didn't see it coming!" Kevin implored. "I'm being serious, Tyrian literally just came right out of nowhere and stabbed him!" The Osmosian put his hands in his hair and fell to his knees. "GOD DAMMIT! I should've been paying more attention!"

"I KNEW you should have let me go in there!" Raven snapped at the Osmosian. "If I had been with him, then maybe this wouldn't have happened!"

Before a big fight could break out, though, Ruby and the others came up, the silver-eyed girl raising her hands up between all of them. "Woah, woah! Everyone, please, calm down! Aren't you guys forgetting something important?" She pointed to Dynatusk's chest. "Look!"

Everyone's eyebrows rose up when they heard a loud beeping noise, though they all quicky found the culprit when they followed Ruby's gesture. The Omnitrix was flashing its signature bright green as it beeped, with a voice that sounded like Ben's began talking from it; "WARNING, WARNING. Omnitrix user Ben Tennyson is currently suffering from life-threatening acidic poison." The Omnitrix then began spinning on his chest. "Now engaging emergency protocol; selecting appropriate transformation."

Blake sighed in relief. "That's right! The life protection protocol he kept mentioning!"

"He's gonna make it!" Nora cheered as she brought Ren and Jaune in for a group hug.

But surprisingly, the only one who seemed upset about this… was Ben himself. Dynatusk had heard the Omnitrix say that it would be forcing a transformation, but with the watch likely already on limited energy and the still lingering problem of the Grimmungousaur, he NEEDED that energy. 'I… I just need to fight through the pain and—'

"Appropriate form found. Now engaging forced transformation."

"NO!" But it was too late. In a flash of green light, Ben transformed again… this time into a rather short, chubby green alien with six sprout-shaped growths on the back of his head. His face, belly and growths were all a lighter green color while the rest of his body was darker green, with his eyes surrounded literally by two thick black circles. There were three thin black on each cheek and his mouth was large and with crooked teeth, and the Omnitrix symbol was where it usually was; on his chest. The alien's eyes widened as he began to say his name; "UPCHU—UUUUGHGH!"

Everyone shouted out in disgust as the alien began throwing up a bile green liquid with purple ooze permeating throughout, almost as if he were regurgitating all of the contents in his stomach. They all stepped back as Gwen winced at the sight. "Ooh… Upchuck just upchucked."

Weiss hid behind Rex as she too began to feel sick. "Oh… oh god, I think I'm going to be ILL!"

"Let us never speak of this again, please." Pyrrha requested.

"Agreed." Neptune agreed as his face also briefly became green.

Once Upchuck was done… upchucking, he let out a strong belch while holding his stomach. "Ugh… now THAT did not feel good. But hey, at least I can still…" Beep, Beep, Beep, Beep, BEEEEP. Upchuck deadpanned at the familiar slow beeping sound that he knew FAR too well. "I stand corrected." In a bright flash of light, Ben was back to normal… though he still appeared to be abnormally pale. "Oh COME Oooooon." His speech slurred as he started to fall again, only to be caught by Yang instantly.

"Green Boy!" Yang cupped her hand to his cheek to bring his gaze to her. "A-Are you okay?! What's wrong?"

Ben shook his head to get the dizziness out of his head, but if anything, that only made it worse. "I… I don't know. Upchuck ejecting the poison from my system should've healed me!"

"AHAHAHA!" Everyone's heads whipped up to see Silyrian having recovered from his assault from Yang, the scorpion mutant grinning from ear to ear like a madman. "Haha! That's because my toxin doesn't just POISON you, Tennyson! The doctors made sure to spare no expense with this! Even though it was dispelled from your system, you will still be quite sick for a while yet! AHAHA! It might not be LONG… but it will be long enough for us to destroy this city! And with your Omnitrix timed out for the moment…" Silyrian snapped his fingers and, at that very moment, the Grimmungousaur began to pick itself up from the ground, roaring as loud as it could as it towered over the team of teens. GYAAAAOOOON! "HAHAHA! There will be no stopping the beast from destroying you all!"

The teens could only watch in horror as the Grimmungousaur's dorsal plates and mouth began to glow, leading Jaune to ask; "W-Wait… is THAT where the huge laser came from?!" He got a simple nod from the Alien Trio and Raven, confirming their worst fears.

"Like I said before… this is VERY bad." Ren muttered as the beast began to open its mouth.

"Indeed it is, isn't it?" Everyone's eyes bugged out when a new voice entered the conversation. The group all whipped around… and saw none other than Professor Paradox standing behind them, his usual calm demeanor still about him as he waved. "Hello everyone!"

"P-Professor Paradox?!" Sun exclaimed, "What're you doing here?!"

The professor took out his pocket watch and opened it up. "I'm afraid explanations will have to wait for later. Right now, time is of the essence." He set his sights onto Ben, his smile turning into a serious expression. "Ben… I think you know what needs to happen here. I trust you will make the right decision."

Ben was about to protest, but at the sight of the Grimmungousaur's maw glowing ever brighter, he sighed and weakly nodded his head. "Do it."

BLAM! Right as the ill hero said those words, the Grimmungousaur unleashed its beam attack upon them, making everyone scream as they were enveloped by the purple beam of destruction. Once the Grimmungousaur stopped firing its energy beam, Silyrian sauntered over to inspect whatever remained of the heroes… only to laugh with glee when all he saw was a giant scorch mark in the earth below.

"GAH-HAHAHA! FINALLY!" Silyrian snapped his claws as his voice clicked with glee, putting his hand up near where his ear used to be to activate a small communication device. "Everyone, this is Silyrian, and I have GRAND news! For the GLORY of our queen, the Grimmungousaur has VAPORIZED Tennyson and his team!" He lifted a claw up into the air, with the Grimmungousaur craning its head up toward the sky as well before Silyrian announced; "Their defenses our broken! Let the SLAUGHTER begin!"

GYAAAAOOOOON! The giant Grimm opened its mouth and blasted another purple energy beam up into the air, almost as if it were taking pride in its victory.

…..

However, what Silyrian nor any of the villains new, was that the team had NOT in fact been vaporized. On the contrary, they had been whisked all the way back to Patch by Professor Paradox, a blue light shining in the Xiao Long residence's front yard marking their arrival. Once they were there, nearly everyone fell down in shock, aside from Raven, Paradox, Yang and Ben, the latter still holding onto his girlfriend for support. Ruby whipped her head around in shock. "W-We're… back at the house?!"

"Why in the world are we HERE?!" Weiss shouted toward Paradox. "Vale's under attack and you brought us back HOME?!"

Raven was also wide-eyed and in utter disbelief at what the professor had just done. She went up to him and grabbed him by his collar, screaming in his face; "You heard her, why the hell ARE we back here?! I thought you were just going to get us out of the beam's way! We NEED to get back there!"

"RAVEN! Ugh…" The woman's eyes widened and she whirled back around to Ben, letting go of Paradox's coat as the hero struggled to stay on his feet. "…Guys, I know that we're needed back there… but honestly, there are times when you need to learn to take the L. Right now, we need to regroup and think up a strategy to beat the Negative Ten AND that thing." He raised his left arm, showing that the Omnitrix was still in the red. "Plus, my Omnitrix still needs to recharge. Even if we WERE there, I wouldn't have any way of fighting the Grimmungousaur."

"But my PARENTS are still back there!" Blake argued, her voice cracking at the thought. "And Ilia, and Penny!"

"Plus, Cooper and Team CFVY!" Sun added. "Not to mention the headmasters, Vernal and Sienna. We just… left them there with the Negative Ten!"

Professor Paradox snapped his fingers at that. "Ah, yes, of course! I shall in form them of your temporary absence post haste." The time traveler sent the group a sympathetic expression as a few of them glared at him for what he did. "I know that you all must be frustrated at me for what I did. But Ben is right. Without a sound strategy, your defense of Vale is in vain. But worry not, when I return, we will discuss how we can turn the tide of this battle. But for right now…" He gestured over to the house. "They need to know you are alright."

The group of teens and Raven directed their gazes toward the house… and saw Max, Tai, Winter, Athena, Oscar and Holiday all gathered on the porch, every single one of them out of breath and exhausted. And, judging from the sight of dissipating Grimm bodies all around the parameter of the house, the teens could easily guess why. It was then that Tai noticed them, his face full of relief. "KIDS! RAVEN!"

At that point, the rest of the adults began calling out to them and started making their way over as fast as they could. "I trust you will all get through this, everyone." Paradox said with a knowing smile. "I shall see you quite soon." In another flash of light, the professor was gone… leaving the teens to get bombarded by everyone else.

Tai wasted no time in pulling Yang, Raven and Ruby into a group hug, with Ben inadvertently joining in as well. "Oh my god, that had to be the WORST panic attack I've EVER had! What the HELL is going on over there?!"

"Believe me, dad, I wish we knew." Yang said before asking back; "And… what about here? Were you guys… fighting Grimm?"

"Yes, they came almost immediately after that… monster appeared at City Hall." Tai sneered. "But we were able to beat 'em all back." It was then that he noticed Ben's sickly green face, recoiling a bit in shock. "Woah… what happened to you, Ben?"

Ben groaned and shook his head. "Tyrian managed to poison me pretty badly. The Omnitrix was able to transform me into something that expelled it, but apparently it still has an after effect." The hero attempted to stand up on his own. "But no need to worry, I feel fine no—OUGH!" Ben made a heaving sound as he started to fall again… only to be caught by his grandfather a moment later.

The old plumber furrowed his brows at his grandson as Gwen and Kevin joined him. "I highly doubt that, Ben. You're sicker than a dog on a hot summer day."

"He's right, Ben." Gwen agreed before pulling out her spell book. "I'm pretty sure I have a sickness curing spell somewhere in here, though. Give me a few minutes and we'll get you healthy in no time."

Ben sighed and nodded to her. "Thanks, cous…" He directed his gaze back to his grandfather, a saddened expression on his face. "But, grandpa… the secret's out. The Omnitrix, Salem's existence, pretty much everything." He then spotted Oscar and gave him a smile. "Heh, well… almost everything."

Oscar bowed his head to the hero. "Ben, I… I really don't know what to say. I really wish I could've been there to—"

"It's okay, Oscar." Ben gave a reassuring pat to the farm boy's shoulder. "Honestly, I don't know if there was much you could've done over there. This attack is pretty much an all-out assault. One that we weren't prepared for. Now… we need to change that."

Ruby blinked as she realized that someone was missing. "Wait… where's Uncle Qrow?"

Tai's lips pursed in frustration, much to everyone's surprise. "Your UNCLE is wallowing his sorrows in a bottle of whisky. He's still not over the whole Ozpin thing it seems."

"Not even to HELP you guys?!" Ruby shouted. She glared slightly toward the house. "Oh, he is getting SUCH an earful!"

"Pyrrha! Jaune!" Athena cried as she practically tackled the duo and brought them into a hug, one so strong that it nearly crushed their ribcages. "Oh, thank the gods!" The weeping mother said as she placed her head into their shoulders. "When Salem's forces attacked, we feared the worst. A-And then when that THING appeared, we—"

"Woah, woah, Athena, it's okay!" Jaune assured.

Pyrrha set a hand over her mother's shoulder, pulling her in to console her. "He's right, mother. We are all okay… for the most part."

Nora sighed as she and Ren joined the hug as well. "It… it was pretty hectic, but we're all okay. Trust me."

Meanwhile, Rex and Weiss were pulled into immediate hugs by Holiday and Winter, with both women reprimanding them right off the bat. "Do you know how WORRIED we were?!" Winter exclaimed.

"She's right, we were so scared for you two!" Holiday agreed before locking eyes with the EVO. "And Rex… while I normally agree with your judgment, did you really think that telling the whole world about Salem on live television was a good idea? There'll probably be a lot of repercussions for this."

Weiss was quick to defend herself, though. "Winter, it's okay. We're all fine and… well, Rex did what he had to do." The heiress craned her head over to Holiday. "Honestly, at that point, there was no getting out of it. The press would've hounded us for answers by the time this was all over anyway, so this was probably the best option."

"Yeah, doc." Rex shrugged. "I really wish that weren't the case, but… well, we can't exactly make everyone forget about all of this, right?"

"…Yes, I suppose so." Holiday sighed. "It's just… there's so much going on all at once. I really didn't expect any of this to happen today."

"None of us did, Doctor Holiday." Winter shook her head solemnly. "And if we did, I think more of us would have gone there to help."

Neptune raised his hand reluctantly. "Uh, actually, I think that might not have been a good idea. Otherwise, who would've been here to protect the relic?" He pointed toward the house. "I mean, the only other option is the drunk Qrow inside, right?"

Winter grimaced at the thought. "Hm, you make a very good point." She set a hand to her sister's shoulder and smiled down at her. "But, I'm still very glad that you're okay, dear sister. Now… we need to come up with a new plan of attack to defeat those villains."

"Easier said that done, I'm afraid." Weiss hugged her arms as a downtrodden face took over her features. "Winter… Darkstar was right. That Grimmungousaur… it's stronger than ANY Grimm we've ever faced."

Blake picked it up from there. "It has a beam attack that leveled THREE city blocks in one blast. How do we counter something like THAT?"

"A puzzling question to be sure." Professor Paradox piped up, making everyone jump in surprise at his sudden appearance. "But one that I think I may have the answer to!"

Ren's eyebrows rose up in surprise. "Wow… that was surprisingly quick."

"Yeah, you weren't even gone like… five minutes." Sun added.

Paradox chuckled at that. "Indeed, I was gone for five hours, my boy. At least in MY time. But then again, I could be gone for five days and it would still feel only like five minutes." He moved his focus over to Blake and gave her a small nod. "And don't worry about your parents, Blake. I made sure that they and everyone else know of your current situation."

The cat girl blinked a couple times before responding. "Uh… thanks, professor. But did that REALLY take you five hours to do?"

"Oh no, the rest of my time away was devoted to bringing you all a rather special surprise." Paradox smiled knowingly. "And I believe you will ALL be in a better mood once I show it to you."

Ben, still being supported by his grandfather, gave Paradox a perplexed face at what he was hearing. "Uh… look, professor, I appreciate the gesture, but right now, we don't really have time for any surprise—"

"Is that so?" Everyone's eyes widened at the sound of yet another new voice, one that was rather old and raspy-sounding. However, every which way they searched, the group couldn't find out where the voice came from. The only ones who seemed to have a clue were Ben, Gwen, Kevin, Max, Rex and Holiday… who were all staring down at Professor Paradox's feet in utter shock. The whole group followed their gaze… and were taken aback when they saw a very miniscule grey alien stepping out from behind the professor's leg. "Perhaps it would be best if you rethink that, Ben Tennyson."

Said alien had large, bulbous green eyes with slitted pupils and wore a green and black tunic with metal platings on his wrists, shoulders, neck and feet. He had four fingers on each hand and three toes on each foot, and his face was rather wrinkly and aged. The area around his mouth had four long whiskers; two above his upper lip and two coming out of his jaw, somewhat resembling facial hair. His was concentrated straight onto Ben, who's face now appeared to be far paler than it had been before. "So… it seems that you have gotten yourself into yet another fine mess, hm?"

Ben was still in utter disbelief that the old alien was standing directly in front of him… but he knew that it was neither a trick, a dream, or a sickness-induced hallucination. He was really there. "…Azmuth."

…..

A/N: And there we go. It seems as though the villains have gotten a leg up in this attack, haven't they? At first yes, it seems that the heroes have the superior numbers, but there are still hundreds of Grimm that need to be taken into account and a REALLY big one that seems almost unstoppable. The only reason why Ben wasn't able to finish it off was because our resident crazed scorpion got in a cheap shot and forced the Omnitrix into one transformation too many, finally depleting the charge. Fortunately, Professor Paradox came in at just the right time… and it seems he's brought in a familiar face. Indeed, Azmuth is here and (begrudgingly) ready to help. And here you thought Humungousaur wouldn't be seen again until the next volume. You really didn't think I'd skip out on a Dino vs. Dino fight, did ya?

But of course, that's not the only thing that happened in this chapter. Lisa Lavender, and by extension, the rest of the world, are now in on Salem and her goals, as well as the heroes being there. But it seems she's not ready to stop reporting on this story just yet. We've also got a lot more fight scenes of course, with a whole lot of other team members getting the spot light as well. But the biggest thing outside of the hero's tactical retreat… seems to be that Salem is directing another Grimm toward Vale, a sea-faring one that is even bigger than the Grimmungousaur. And I think you ALL know what it is…

So, how will our heroes deal with being separated from the others for the time being? Well, tune in NEXT TIME to find out! While Azmuth gets to work on fixing the Vaxasaurian DNA (among other things), the heroes at the Xiao Long house quickly get to work on making a solid plan of attack… while Ruby also has to deal with her down-and-out uncle. Meanwhile, back in the city, while the gang there are still holding their own, we find that PENNY of all people is the one holding off the Grimmungousaur. And when Ilia comes under attack by a plethora of Grimm, can a certain Aerophibian convince her overseer to let her help? And can our heroes form a solid plan in time before things get any worse? Well… only if they dare to. Thanks for reading everyone and I'll see you all next time! Stay safe out there!

P.S. You probably know how the next group of chapters are gonna be named by how I started this one, right?