From Guys To Gals

By: Lexvan

Disclaimer: I do not own W.I.T.C.H. It belongs to those wonderful folks at Disney. I only own my OCs.

Summary: Sequel to my "Caleb's First Easter" story. After an encounter with a new enemy, some of our heroes get to prove that no matter what they look like on the outside, they're still the same on the inside. And someone will learn a much needed lesson.

And now on with the story!

Chapter One: From Guardians To Rebels

"I can not believe we are doing this!", Cornelia complained as she and the rest of W.I.T.C.H. were riding horses through the Great Forest, of Meridian, with Caleb and Angelo.

"This sucks!", Irma said.

"I could be spending time with Nigel right now.", Taranee replied.

"I could be with Eric right now!", Hay Lin complained.

"Why are we doing this?", Will questioned not wanting to be doing what they were doing, on Metamoor.

"You all agreed to this.", Caleb said as they rode through the forest.

"That's true.", Angelo said. "I know you all remember it."

The girls then glared at the two boys remembering how this all began.

Flashback, a week ago...

"Once again a job well done.", Irma bragged as they along with Angelo, Caleb, and some soldiers had finished capturing some Lurdens and shipped them off to an island for them to live in peace. "I love being a Guardian!"

"Yeah!", Hay Lin said as she spun around in the air. "I hope we stay Guardians for a long time!"

"It does have it's benefits.", Taranee said with a smile.

"I'd hate to see what would happen if you had to fight without your powers.", Angelo said.

"What's that suppose to mean?", Will questioned. "And why didn't you transform into your Delta Warrior form to fight off the Lurdens?"

"Because I decided to only transform when I needed to.", Angelo answered. "And as for your first question. I mean that you'd all be in trouble if you had to fight without your powers."

"Hey! We know how to fight!", Irma said.

"Yeah!", Hay Lin said. "We took some fighting lessons from your uncle."

"And then you quit because you thought that you learned enough to get by.", Caleb said.

"Well, we do have powers.", Cornelia replied as she made some pebbles float in the air and spin around in a circle.

"Remember the Stone of Threbes incident?", Caleb questioned making the girls shiver a bit. "You hardly got by then."

"Well... that was then.", Cornelia said in defence of herself and the other girls. "Elyon has that thing locked away in the palace!"

"So no worries.", Irma said.

"You all should still train.", Caleb replied. "I've seen some female soldiers here that would put you all to shame."

"Oh really?", Will questioned.

"I bet you couldn't do a simple mission without going Guardian.", Caleb said.

"Oh yes we can!", Irma snapped.

"Really now?", Angelo questioned wanting to see how far this could go.

"Yeah!", all of the girls said.

"Do you want to prove it?", Caleb asked.

"Name it and we'll do it!", Cornelia demanded.

"Fine.", Caleb said. "Our intel tells us that deep in the Great Forest, is an old fort Phobos' forces used to use. Now it is being used by one of his former generals, named Fredes, who was working at trying use gems with weapons in the palace during Phobos' reign. Had he been successful, he would have been at the battle where Phobos was first defeated."

"So now, he's in this fort you're talking about still working on his gem research.", Taranee figured.

"Base of our spies' intel, yes.", Caleb said. "I planned on taking a small group of former rebels with me. But seeing as you five said you can do what they can do..."

"Oh we'll beat this guy alright!", Will said. "And without our powers!"

"Yeah!", the other girls said.

"But first, we get some training in before we do this.", Irma said.

"And seeing as it's the beginning of Summer Break, we can get a lot of training in.", Will replied.

"Fine with me.", Caleb said. "How much training do you all need?"

"One week.", Cornelia said. "We already got a lot of training from Mr. Vanders. So one week of training should be all we need!"

"Okay.", Caleb said. "One week. Good luck."

"We don't need luck!", Taranee bragged with a smirk.

"Yeah!", Hay Lin said. "We'll show you guys!", she said as the five of them headed into the palace to tell Elyon what they had planned.

"This is going to be good.", Angelo said as he and Caleb followed them.

"Oh yeah!", Caleb said as they pounded fist.

End Flashback

"Here we are.", Caleb said as they all came to a stop at the fort he told them about. "You all sure you want to do this?"

"No shame in turning back.", Angelo said.

"Why, Caleb Hart and Angelo Vanders. Don't tell me that you two big, brave men are scared.", Irma said as she and the girls got off their horses.

"Don't worry. We'll protect you.", Hay Lin said getting a laugh out of the other girls.

"And with that, let's do this.", Angelo said as he and Caleb got off their swords.

"Most definitely.", Caleb said as they headed towards the fort by foot.

"We're just joking, guys.", Will said as she walked along side Angelo.

"You, I believe.", Angelo said to Will. "The others, are another story.", he said as he looked at what his girlfriend was wearing. "I still can't believe you all are actually dressed like that."

"Hey. If we can't go Guardian, then we at least can have a look close to it.", Cornelia said proud of what she and the girls were wearing.

Will, Irma, and Taranee were dressed in green jeans that matched th color of their skirts and shorts in their Guardian forms and pink sweatshirts while Cornelia and Hay Lin were dressed in dark pink jeans and green sweatshirts that matched the color of the tops of their Guardian outfits. All five of them were wearing purple hiking boots.

"Where did you find purple boots?", Caleb questioned.

"We didn't.", Hay Lin said. "I just dyed these once brown boots purple."

"Of course you did.", Angelo said figuring that Hay Lin would do something like that.

Caleb was dressed in his normal clothes he wore when he was on Metamoor, while Angelo was dressed in a pair of tan cargo pants with brown hiking boots, a green T-shirt and black fingerless gloves with a black leather jacket. Each of them had some sort of weapon to use. Will had a staff, Irma had a club and small round shield, Taranee had a crossbow with a quiver of arrows strapped to her back, Cornelia had a bow with a quiver of arrows strapped to her back, Hay Lin had a pair of battle batons, Angelo and Caleb had a long sword and small round shield each. All of them each had a pair of knives and a small first aid kit as well. They all ran to the left side of the fort where Caleb knew there was a secret way inside. Once inside the fort, they all saw that there were some Lurdens walking around the fort. Some had clubs while others had spears. All of them were wearing leather armour for some protection.

"Look like Fredes had been training some Lurdens.", Caleb replied. "Looks like this just got interesting.", he said with a smirk.

"Are you kidding me?", Cornelia questioned in a whisper. "I though we were just going to fight one guy! Not a bunch of Lurdens with weapons and armour!"

"Yeah! This changes things!", Irma whispered. "We need to go Guardian!"

"Are you kidding me?", Angelo questioned in a whisper. "The first sign of things not going your way and you're ready to take the easy way out!"

"Well, excuse me for not being a butt-kick warrior like you two!", Irma whispered while glaring at Caleb and Angelo before turning to Will. "Let's end this Guardian style, Will!"

"Sorry, guys.", Will said to Angelo and Caleb as she pulled out the Heart of Kandrakar. "But this does change things. Guardians, Unite!", she shouted ready to transform herself and the girls into their Guardian forms.

Once transformed, the five of them took to the sky and began their attack on the Lurdens, who were shocked to see them. Caleb and Angelo looked at each other and shook their heads before joining the battle. Watching the battle unfold from his lab, at the back of the fort, was Fredes who was dressed in a pair of black pants and boots and a white shirt with a brown hooded cloak that went down to his knees. Strapped to his back were a pair of daggers as well as a long sword strapped to his side, and a thing of throwing knives on a belt that was strapped across his chest. He had blue eyes and short russet colored hair.

"So, the Guardians have finally found me!", Fredes said as he walked over to his table where he had an assortment of gems and crystals amoung other things. "And the rebel leader is with them as well. No matter! When I'm done, the Guardians won't be much of a problem for me when I take over Meridian!", he said as he picked up a steel wand that had a violet gem encased in a steel frame at it's head. "And this wand will do the job.", he said before he slipped the wand in a small sheath on his belt. He then put a gauntlet on his right hand that and a red, orange, yellow, green, blue, indigo, and violet gems in a circular pattern in it.

He then grabbed a steel staff that had a large clear crystal at it's head along with a irovy curled horn that had a strap on it, and headed out of his lab and towards the battle outside. Once outside Fredes saw that the Lurdens he had trained were losing against the Guardians, Caleb and Angelo, who hadn't transformed yet.

"My Lurdens have done well, in their training.", he said to himself. "But they need more work. And they'll get it! But first...", he said as he put his horn to his lips and blew it.

Once he blew it, a loud sound came from it getting everyone's attention. Once they heard it, the Lurdens stopped fighting and retreated away from the fort surprising Caleb, Angelo, and the girls.

"What gives?", Irma questioned as she and the others gathered together.

"The Lurdens took off once they heard the sound of that horn.", Taranee replied.

"Looks like they were trained well.", Angelo said as he looked towards the man who blew the horn.

"I take it that you're Fredes.", Will said.

"It's him alright.", Caleb said.

"So you finally found me.", Fredes said with a smirk. "Took you all long enough! But then again, no one really knew about this fort."

"Until now.", Will replied.

"Very true.", Fredes said. "I guess all good things come to an end. To bad for you all, that I'm just getting started!"

"Yeah. I don't think so.", Irma said. "We'll kick your butt like we do all the others."

"Totally.", Hay Lin said. "It's what we do."

"Not this time!", Fredes said as he pointed his staff at them.

Suddenly, the orange gem on his gauntlet glowed along with the crystal at the head of the staff. Before the Guardians, Caleb, and Angelo made a move for Fredes, an orange beam shot out from the crystal on his staff and formed an orange force field around the young heroes trapping them in it. Then, the girls suddenly turned back to normal surprising them all.

"What the heck?", Will questioned as she looked down at herself. "What happened?"

"I think this force field cuts us off from our connection to the Aurameres enough to make us normal.", Taranee speculated. "I can still feel my powers, but they're not at full strength."

"Same here.", Will said.

"This time you shall fall by my hand!", Fredes bragged. "And then, I'll take down the queen and rule Meridian the way it should be!"

"Oh really?", Cornelia questioned as she narrowed her eyes at Fredes.

"Yes, really!", Fredes snapped. "Queen Elyon was raised on Earth! Not here! She's still learning about our world and the way things are done here! She hasn't even tried to meet with the other kingdoms yet! Well, if she can't handle things the way they need to be, then I shall have to take over and do things right!"

"Do you think the people would follow one of Phobos' generals?", Taranee questioned.

"Former general.", Fredes said surprising the young heroes. "I left Phobos a long time ago. He was a fool to think that the power of our world's Heart was all that was needed to rule! More is needed! And right now, I have one of the things needed!", he said as he held up his staff while also showing his gauntlet. "With these, I can begin to bring Meridian into a new age."

"If what you say is true, and you're not loyal to Phobos, then why didn't you come forward when Queen Elyon came into power?", Will questioned. "Raythor, Sandpit, Gargoyle and all of Phobos' troops turned on him."

"Perhaps. But what's to stop her from turning out like her brother?", Fredes questioned.

"What!?", Cornelia yelled before glaring at Fredes. "Elyon would never turn out like Phobos!"

"Can you be so sure about that?", Fredes questioned. "Even I know about the time the young queen spent with her brother before Phobos' defeat. Who's to say that he didn't secretly implant a thing or two in her head without her knowing it?"

"Elyon isn't evil!", Cornelia snapped.

"If you say so.", Fredes said. "But if she were to go bad, would you be willing to stop her. I mean you all are her friends after all. I doubt that you will have what it takes to fight her if you had to. I mean, you didn't do much against her when she fought by her brother's side when he was in power."

"That was different!", Caleb said. "She didn't know who the true enemy was at the time!"

"Even so, what's to stop her from going bad and become the next Phobos?", Fredes asked.

"Those who love and care for her.", Hay Lin said.

"Hay Lin's right. As long as there are those who care for Elyon, then she'll be alright.", Angelo said. "Even you can be one of those people."

"What?", the girls questioned.

"Oh really?", Fredes questioned.

"Yes, really.", Caleb said agreeing with Angelo.

"Oh great! Now Rebel-boy has lost it, too!", Irma said while rolling her eyes.

"Are you serious about this?", Will asked Angelo and Caleb.

"Yeah.", Angelo said. "This guy just wants to help make Meridian a better place."

"And believe it or not, he has made some pretty good points.", Caleb said. "The queen hasn't made contact with the other kingdoms."

"Well, they haven't made any contact with her!", Cornelia countered. "Now have they?", she questioned with her hands on her hips.

"No, but as the Heart of Metamoor, she has to make the first move.", Fredes replied.

"He's right.", Caleb said.

"You know, Fredes, if you were to come with us peacefully, and talk with Queen Elyon, I'm sure she'll accept you into her Royal Court.", Will said going along with Angelo and Caleb.

"Forget that!", Cornelia snapped. "This guy is nuts!"

"He needs to be locked away for a VERY long time!", Irma said agreeing with Cornelia.

"Would you two be quite!", Taranee said to the two of them.

"You Guardians are something else.", Fredes said as he pulled out the wand he had with the violet gem on it. "Even now, with you arguing with each other, you'd still be able to defeat me. Heck! I'm willing to bet that if one of you were to become different, in form, you'd still be able to take me down."

"Got that right!", Irma said. "We're a team! It would take a lot to stop us!"

"Then let's see if I have what it takes, to ruin what you have!", Fredes said as he raised his staff and fired another orange beam at the forcefield dissolving it.

He then took his wand and fired two beams at the Guardians, from it. As the two beams closed in on them, they all saw that the beams were going to hit Cornelia and Irma. But before they hit them, Caleb jumped in front of Cornelia while Angelo jumped in front of Irma both taking the hits for them. Seeing this, Fredes held out his staff making the green gem on his gauntlet glow. He then slammed the bottom of his staff onto the ground teleporting away.

"Caleb!", Cornelia cried out as she knelt to Caleb.

"Angelo!", Will cried doing the same.

"I'm good.", Angelo said as he got to his feet. "That did tingle a bit though."

"Same here.", Caleb said getting to his feet. "Where's Fredes?"

"He... gone.", Hay Lin said as she saw that Fredes was gone.

"Well, that's just great!", Irma said. "Who knows where he went to!"

"Well, he would have been coming with us peacefully if you two hadn't screwed it all up.", Angelo said to Irma and Cornelia.

"Say what?", Irma questioned.

"Well, he's right.", Caleb said as they exited the fort. "Things could have went a whole lot better if you two hadn't butted in. Even Will was on the same page with me and Angelo!"

"Well excuse us for caring about Elyon's safety!", Cornelia said as they all got on their horses. "You may be willing to put her at risk with a nut job, but some of us aren't!"

"Don't you ever question my loyalty to the queen!", Caleb snapped surprising everyone. "Me and my people were fighting Phobos since I was a child!"

"And yet it was us who came along and put an end to his rule!", Irma said with a smirk.

"Irma!", Hay Lin said to her friend. "That's not all true and you know it!"

"Hay Lin's right!", Taranee said. "We had a lot of help in beating Phobos and his forces!"

"But who was it that defeated Phobos?", Cornelia countered. "W.I.T.C.H. along with Elyon! That's who!"

"Girl Power, Baby!", Irma shouted while pumping her fist in the air.

"A little full of yourself aren't you, Irma?", Will questioned.

"Why shouldn't I be?", Irma questioned. "If it weren't for us, this world would have been done for. We're a butt-kick team!"

"And yet you and Corny were so quick to turn on Will a year and a half ago.", Angelo replied.

"Some teammates you two turned out to be.", Caleb said.

"Why you...!", Cornelia said before raising her right hand at Caleb and knocking him off his horse and against a tree, with her telekinesis surprising everyone there.

Including Cornelia herself as she looked at her hand.

"You okay, man?", Angelo asked after he and Will got off their horses to help him to his feet.

"Y-Yeah.", Caleb replied as he stood up.

"Don't move.", Will said as Angelo was using his powers to heal any wounds.

"Have you lost it, Cornelia?", Taranee questioned as Angelo finished healing Caleb. "You could have seriously hurt Caleb!"

"You were totally out of line, Cornelia!", Will snapped.

"Caleb... I'm...", Cornelia said as the young warrior got on his horse.

"I've had it.", Caleb said in a calm voice before looking at Cornelia with a glare. "I've had it with your whining, and complaining about things not going your way. I'm tired of your demanding attitude and your little temper tantrums. I'm just plain tired of how you act sometimes, Cornelia Hale. And I can do better!"

"Caleb?", Cornelia questioned fearing what was about to come.

"It's over between us!", Caleb snapped before getting on his horse and galloping off leaving a very stunned Cornelia as she just sat there on her horse.

"Wow!", Hay Lin said surprised like the others there. "Didn't see that coming."

A/N: There you have it folks! The first chapter to one of the weirdest story I've done so far. Our heroes have met their newest enemy and Caleb and Angelo have taken a shot for two of the girls. And Caleb has dumped Cornelia! Who knows what's going to happen next!

Please review.