Peach paced around the cell, looking a bit worried. "Oh… if only there was something I can do…" She said as she kept pacing. It was then that she heard heavy footsteps approaching as she turned around and saw everyone running toward her. She let out a relieved happy smile. "Mario! Luigi! Class VII! Everyone! …BOWSER?!"

"Yo!" Bowser greeted.

"They told us what happened, so we decided to help them!" Kamek said.

"Oh… I see." Peach said as they surrounded her.

"Hang on, we'll get you of there!" Paimon said as Bowser pulled back his fist and then punched the barrier, but nothing happened.

"Huh, that usually works…" He said as Rean slashed the barrier but it did nothing. Balthus launch his fist at it, Emma cast her craft, but nothing worked.

"Nothing seems to be working!" Emma stated

"This barrier is impenetrable." Peach said. "Nothing will work."

"Is that so? Well, she's never seen this type of magic before!" Kamek said, aiming his wand at the barrier. "Reflectra barmamas kotorus!" He chanted, firing magic at the barrier but it bounced off and disappeared. "Incredible… it withstood my "Disable Barrier" spell. This technology is something else…" He mused.

"I know... The Shroob possesses technology that surpasses ours." Alisa amuse.

"Perhaps even Atlas and the Mushroom Kingdom it seems." James amused

"Hewwo!" Baby Mario waved to her.

"Oh! Are these your younger selves?" Peach asked as she knelt down. "Hello!" She waved as Baby Mario let out a giggle while Baby Luigi shyly looked away with a blush and Baby Daisy waved back with a giggle. "It's amazing to see some of your younger self." Peach smiled and then Sienna walked forward. "Oh, and who are you?"

"I am Sienna Kahn, the leader of the White Fang."

"The Wh-White Fang?! I heard about you!" Peach paled at the thought.

"Do not worry, I came to your castle in peace because I wanted to know how fair you were. Unfortunately… you got caught up in the middle of an alien invasion." Sienna said. "I just wanted to chat."

Peach seemed to relax a little. "Well… I suppose we can do that after I'm free."

"Couldn't agree more."

"Greeting Princess." James appoached.

"Oh? Who are you?" Peach asked.

"My name is James Ironwood. I'm a general as well as a member in Atlas council"

"Oh! So you're James Ironwood that Ozpin talked about. He did told me about you. He certainly wasn't wrong."

"What did he say about me. Actually no, never mind that."

"How did you all get in here?" Peach asked

"The Cobalt Star." Mario explained. "We collected five out of six shards and it was enough to break through the doors."

Peach let out a gasp. "No… no no no no… if that happens then…"

"About the other Princess Shroob being trapped inside?" Sara asked

"T-That's right! How did you-"

"You can thank Levi for solving the puzzles." Sara and the others turn to him.

"H-Hey! Q-Quit staring at me! I'm just glad I figured it ou-"

BOOM!

"Wah!" Luigi yelped. "What's going on?!"

(Mario and Luigi Partners in Time ost - Serious Trouble)

Just outside, the Mothership was blasting apart the Shroob statue. "Shoot it!" Princess Shroob ordered as she was on the top of the UFO. "Make it cave in on top of them!"

"Your Highness... are you sure this is safe?" A Shroob asked.

"We are perfectly safe! Nothing will happen to us. Our UFO is invincible!"


Inside

"That crazy bitch! She's trying to cave us in!" Ragna yelled

"We'll put a stop to them!" Ruby said.

"But how?!" Alisa exclaimed.

'Okay that's it!' Levi thought as he's annoyed and then he snap his finger.

"Meow? Did someone's finger snap?" Taokaka asked.


Outside...

Several large magic circles appeared out of nowhere.

"What the-?!" Princess Shroob exclaimed as they glowed and then fire laser large beams towards it.

"DODGE THOSE BEAMS!" Princess Shroob Command as the Mothership dodge some of them.

"Aah! Princess! We must head inside!" The Shroob exclaimed.

"Oooh!" Princess Shroob eye twitch and then teleport inside as the Shroob panicked as it nearly fell off... and then he fell off.

"AAAAAAAAAH!" The Shroob fell out of the sky.

Princess Shroob reappeared inside the Mothership.

"Where did this come from?!" Princess Shroob yelled.

"I don't know!" One of the Shroobs exclaimed.

"Well dodge them before-!"

One of the Magic laser beam hit the engine on contact, which caused the engine to explode.

DANGER! The engine has been destroyed! Crash course set for Shroob Castle!

"…Unbelievable!" Princess Shroob complained as the ship fell toward Shroob Castle, exploding on contact as half of the statue fell toward the ground.

(BGM ended)

"What just happened?!" Sara asked as Jusis cast his wind Magic and blow away the smoke. Revealing the barrier has been destroyed.

"Oh! The barrier!" Peach exclaimed.

"Peach!" Mario ran up to her and hug her and spin her around.

"Mario!" Peach hug back. "I'm so happy you're here... All of you."

"But what the hell happened just now?" Sara asked.

"Perhaps you should ask that." Blake pointed at the Mothership part that enter the statue.

"The mothership!" Millium exclaimed.

"Something must have attack it. The engine took a heavy blow." Fie said and then she and everyone else approached it.

'Good rid-' Levi thought when suddenly the hatch open.

"The hatch!" Alisa exclaimed.

"Something coming!" Ragna said as he and everyone else got their weapons out.

"UWAAAAAAAAAAAAH!" A voice yelled and then came down the hatch was Princess Shroob in her throne and she's is really pissed off.

(Mario and Luigi Partners in Time ost - Shroob Attack)

"NOW YOU ALL DONE IT!" Princess Shroob yelled before turning to Levi. "I BET IT WAS YOU! YOU'RE THE ONE WHO CAST THOSE GIANT LASER BEAMS DIDN'T YOU?!"

"I have no idea what you're talking about." Levi respond.

"DON'T YOU LIE TO ME! I'VE SEEN YOUR MAGIC! ONLY YOU CAN PULL THAT OFF! My army is crumbled... and now everything is RUINED! RUINED!"

"You brought this upon yourself!" Ragna glared. "You target and destroy everything in your path! Toad Town, the castle... and any other places in the Mushroom Kingdom! And to make it worst, you stole COUNTLESS lives of innocent Toads! And now you tried to invade our time, our homes, and planning on doing something worst, not just humans, but for EVERYONE! You and your kind don't DESERVE any shred of mercy! For all the Toads you stole and use for your conquest..." Ragna is surrounded by his red and black aura. "I WILL AVENGE THEM WITH YOUR LIFE!"

"You said it, Pal!" Bowser cracks his fist.

"You will pay dearly for this Princess Shroob! For the sake of everyone, both the past and present." Rean pointed his Tachi at her. "Your conquest ends here!"

(BGM ended)

(Mario and Luigi Partners in Time ost - Princess Shroob Battle)

"You think you can stop ME?!" Princess Shroob glared at them with rage. Then she jump off her throne and then she surrounds herself with a dark aura, charging and then spreading her arms and creating a shockwave and pushing almost everyone out. The only ones who remain is Rean, Levi, the Mario bros with their babies selves and Ragna. Princess Shroob activated a button and change the room by closing the hatch. Then her power blocked them on the other side of the room.

"Rean! Levi!" Alisa exclaimed.

"This barrier! It's preventing us from joining!" Tager said.

"Tch... we'll have to leave it to them." Aether muttered

Princess Shroob hop back on her throne. "You all proven to be worthy adversaries... BUT THIS ENDS NOW!" She declared as Rean, Levi, Ragna and the bros with their past selves got in their battle stances. "I'LL DESTROY ALL OF YOU!"

"We'll see about that! Prepare yourself Princess Shroob!" Levi exclaimed.

Disgruntled Alien Princess - Princess Shroob

Rean and Levi form a Combat Link together as the Bros formed a Combat link with each other. Princess Shroob conjured up a force field around her throne as she then sprouted mechanical legs as she went to stab Rean and Levi but they jumped back as Levi use his craft Piercing Throw at the barrier which only seemed to weaken it by just a bit. Princess Shroob cackled as her throne pulled out two ray guns and fired at the Mario Bros, but they jumped away.

"Enemey unit analyize." Emma said as she use her craft detector to see if it cans Princess Shroob.

Princess Shroob

Princess of the Shroob. Her goal is to destroy the Mushroom Kingdom and make it her own. She posses technological skills as well as powerful energy that can cause poison if hit.

Weak to none

"She doesn't any weakness! Everyone be careful with her energy attacks, they're poisonous!" Emma alerted the fighting team.

"Got it, thanks Emma!" Rean said as he send out an arc at Princess Shroob barrier.

Ragna charge towards Princess Shroob with the Mario Bros, Princess Shroob pushed a button to release a shockwave that knocked them flying away as Levi cast Light Magic at the shield, as it weakened it only by a tiny bit.

Princess Shroob cackled as the throne walked forward and towered over Levi as she fired shockwaves from below as Levi jumped up and unleashed an upper slash cross to knock the throne back a bit but still unleashed a shockwave that sent Levi crashing to the ground, but he got back up with a snarl and cast Light magic and launch a beam of light where she fired a laser to counter the light, making a small explosion as Rean jumped through the smoke and launch a cartwheel slash on the shield but bounced off of it.

"Oh!" Mario exclaimed ad pulled put a Copy Flower and then created several Clones of himself, Luigi and their past selves.

"What the-" Levi exclaimed.

"That flower can create clones?!" Ragna exclaimed as the clones of the bros charge at Princess Shroob, Princess Shroob pressed a button and then got out high-tech laser swords and strike at the clones, while most of them struck the barrier.

Soon Princess Shroob press a button and fire a shockwaves towards the clones and blasted all of them while the Bros with their past selves back. Princess Shroob let out a cackle as she walked toward the group. Rean then got an idea.

"Mario, Luigi, Ragna, I got an idea. Keep Princess Shroob distracted." Rean turn to them before Levi, Levi come with me."

"Right." Levi said as he and Rean charge towards Princess Shroob.

Princess Shroob press a button and brought out High Tech Laser swords and lasers. Ragna leap into the air, attempted to strike at the barrier but Princess Shroob had the High Tech Swords clash with him. While the Bros brought out a Cannon and then fire towards Princess Shroob and striking the weapons, lasers and the barrier. While they're distracted, Rean and Levi appeared behind him.

"What's the plan Rean?" Levi asked.

"We cut off three of her legs and then push one of the legs, causing her to collapse." Rean said.

"Ooh~ I like that. Shall we, partner?" Levi smirked with a wink.

"Yeah!" Rean smirked and then both of them ready their battle stance. Both of them close their eyes, ready for the perfect timing and strength to cut the legs. Then both of them open their eyes and then zoom towards one of the legs. Levi and Rean managed to cut one of them legs and then both cut the third legs together.

"Wha-?!" Princess Shroob notice she lost control as she look town and see Rean and Levi destroyed her throne's legs. Then Levi tip the other leg, causing the throne fell to the ground, disabling the barrier and making the throne explode as Princess Shroob launched off of it and landed near the group.

"Ah, cutting the leg trick." Ragna smirked as Rean and Levi return to them. "Nice."

"Urgh… you… I'm not done YET!" Princess Shroob yelled

Princess Shroob empower herself as she quickly teleported behind Ragna, quickly blasting him with bolts of energy that knocked him down as she then delivered an uppercut on Levi but Rean got in front of him and counter it with ripose and quickly slashed at her repeatedly, while Levi follow up with swirl combo slashes and adding a powerful kick her face to knock her back. Princess Shroob floated up and then rained down a bolt of energy at them but Ragna readied himself and leap into the air, drags out his sword from above his leading shoulder, falling straight down with both hands on the sword for a slamming slash of darkness onto Princess Shroob, dragging her down to the ground with him, then follow up with performing a slamming slash with snake-like dark energy trails, sending Princess Shroob flying.

Princess Shroob quickly got back on her senses as she see the Mario bros jumped forward and punched Princess Shroob, but she blocked the attacks with her claws, but Levi casted his Mirage Art: Silver Thorn while Ragna use Blood Scythe: where he flies forward while circle-slashing with his sword downward, stunning Princess Shroob while the baby selves hammer Princess Shroob's head and then her face to send her back. Princess Shroob retaliated as fire conjured up in her hands then cause the ground to crack with her energy and cause an uprighting explosion, but the group dodge, Princess Shroob teleported behind Levi and launch an energy blast to him, but Levi leap over Princess Shroob then launch a swirl combo flurry of slashes onto Princess Shroob, adding phantom slashes into the mix, once Princess Shroob was stun, Levi place his weapon over his neck and then he flick Princess Shroob, sending her flying with phantom slashes.

While the others are busy watching the fight.

"That's so cool! Ragna and his techniques of his, of and how did he conjure up that scythe out of nowhere, and that... whatever that snake thing was! Then the shadow of a head towards Princess Shroob-" Ruby said as Ragna used Dead Spike on Princss Shroob who counter it with her energy shot causing an expulsion. "And then Levi with his graceful and deadly glaive attack, and then that cool pose flick Princess Shroob like that! That was super cool!"

"Heh, they certainly know how to put on a show." Kagura said as they see the Bros use the Mix Flower and conjured the large fireball and increase it and launch it towards Princess Shroob.

"It's not fair... I wanna fight too." Natsu cross his arm and look away grumpy.

"We can't thanks to this barrier." Gray said.

"Still, your students certainly improve a lot. Save for Rean with his swordsmanship." Erza said.

"Well I did hear that Rean was sharing his skills with Corrin's other brother, Ryoma who is a true blademaster of the eastern sword art." Sara chuckled.

"Huh. I would like to met this Ryoma." Kazuha said.

Back to the fight, Princess Shroob then teleported behind the group and slammed her hands on the ground as fire pillars shot up from the ground and sent the Bros, and Ragna up in the air while Levi ran ahead and stabbed Princess Shroob multiple times with his Glaive, but she was able to block these easily where Rean dashes towards Princess Shroob and slashes them in a flash, follow up with Levi cartwheel his Glaive then a powerful trust attack, pushing Princess Shroob back. Ragna landed, grab his Armmara and charge and clash with Princess Shroob, Princess Shroob block Ragna's attack with one hand and then use her other hand with her energy and shoot a beam of him and send him flying. Princess Shroob combined her energy from both hands and launch it into the air where it grow large into a large sphere. Then she command it and launch towards Rean and Levi.

"Look out!" Millium shout at them while Rean performed the Battoujutsu stance as he close his eyes, then open them and launch large cross slashes into the air, cutting the energy sphere as it exploded. "Never mind."

Princess Shroob was curious until she notice she's been hit by Phantom Phobia casted by Levi. The Bros with their baby selves charge towards Princess Shroon as Mario launch combo attacks while Princess Shroob dodge, then Luigi use his Thunderhand and cause an electricity attack towards Princess Shroob, then she block it with her hand, but then hit in the face by a Koopa Shell kicked by the baby bros, then Mario launch a powerful combo punch to Princess Shroobs face and then use Fireband and conjured a massive fireball attack that knocked Princess Shroob away as Rean use his craft Gale and then slashed at Princess Shroob a few times while Ragna slashed at Princess Shroob soon after, join with Levi imbued his Glaive with the elemental power of light and then did a graceful swirl combo slashes, and finished it off by cartwheel leap and then slam a wide slash of light and send Princess Shroob flying to the wall with an explosion.

Suddenly the barrier that prevent the others from joining vanished.

"You guys!" Alisa and the others join up with them.

"Glad to have you back. Which means she lost." Ragna smirked

"Looks like i-" Then Sara sense an attack. "Look out!" She yelled when suddenly Princess Shroob launch herself out of the smoke surrounded by energy towards the group, however as some were push back, Princess Shroob launch herself towards Levi who block her attack and crash into the wall.

"LEVI!" Rean shout as everyone ran to the hole on the way and see Princess Shroob and Levi glaring at each other and fell into the Time Hole.

"After them!" Aether shout and everyone rush out of there.


Back at the present...

Levi was the first who got back and then backflip and landed, then join later was Princess Shroob who launch several energy spheres at him. Levi deflects them with his Glaive and then charge towards Princess Shroob and cause a large shockwave. Soon the sky begin to have dark clouds. Levi push back Princess Shroob with his strength and then Princess Shroob leap from the building and shoot her energy spheres at Levi who slice them and follow in pursuit, jumping from roof to roof. Princess Shroob and Levi clash and then launch themselves into the air then relaote upon the roof of Peach's room. Levi was engulfed with a light aura while Princess Shroob with a dark purple energy and then they charge at each other and cause another shockwave, than the two clash again into a zig-zag unto the air, and relocate into the Garden of Peach's Castle during the fight. Princess Shroob reappeared behind Levi who spin slash but Princess Shroob reappeared above him and shoot energy sphere, then roll out of the way. Levi cast hi light magic with javelins of light raining above Princess Shroobs who teleported and avoid the attack. Then reappeared on the otherside of Levi. Levi brush off the dust.

"Are you finished? Your conquest ends here." Levi said with a glare.

"No it is not! IT WILL BE DONE WHEN I SAY IT'S DONE!" Princess Shroob declared as she charge large energy sphere and toss them towards Levi. Levi smirked and then came slicing the energy spheres was Rean and Ragna.

"Hello, Bitch." Ragna glared and soon everyone rejoin the fight. "It's time to finish this!"

Alisa fire her orbal arrows at Princess Shroob but she teleported out of the way and appeared behind Alisa, but then Daisy came running in and punched her in the face to send her away. Peach nodded at Daisy as Peach brought out a golf club and ran over to Princess Shroob where she whacked her on the head with it as Princess Shroob then teleported away and went to charge up a bolt of lightning, as they dodge, Crow and Machias launch use Homing Shot onto Princess Shroob who teleported away then reappeared behind the boys and shot her energy spheres at them. Balthus charge towards Princess Shroob with flurry of kicks and sent her away with a roundhouse kick to where Mario ran over and hammered her up in the air as he jumped up and hammered her to the ground where Bowser ground pound her. Princess Shroob use her energy push Bowser off of her. Then Sara and Dulic launch and slash Princess Shroob who push them back. Yuri cast wind magic and Alsin ice magic but Princess Shroob dodge out of the way when Ruby use her semblance and launch combo scythe style attacks with Weiss rapid trust attack, follow up with Blake's whip attack and Yang's punched and send her flying and rolling.

Princess Shroob got back quickly until she felt something impale her from behind as Ragna inserted his sword through her abdomen.

"You lost. This is where you die." Ragna strikes Princess Shroob with a small uppercut reverse-grip slash, then turns his sword into a scythe and slashes her repeatedly, before disintegrating them with a final stab. Princess Shroob was send flying and crash to the ground.

(BGM ended)

"Sis..." Princess Shroob's body slowly begin to fade away into particles. "...ter." She quietly said until there's nothing left of her.

"Tch. Finally. Now the Toads of the past are avenged." Ragna swing his arm as and wings appears but vanished.

"Well that's one hell of a way to finish someone off." Crow commented.

"Guys… we may have defeated her, but the battle is not over yet." Peach said solemnly.

"You mean the other Princess Shroob right?" Sara asked

"Yes…" Peach began she pulled out the final shard of the Cobalt Star. "I hold the final shard of the Cobalt Star… as you found out, the other Princess Shroob... her Elder sister... is trap inside." She heard twinkling as the Cobalt Star flew over. The Cobalt Star is... shaking?

"Right. Let's destroy the Cobalt Stars and end the other bitch herself." Ragna said.

"Right, let's destroy it for good this time." Mario nodded

The Cobalt Star on the other hand, it begin to launch itself towards the heroes.

"Look out!" Joker said as Ragna, Diluc, Kagura and Sara slash it but it avoided the attacks with Claire, Machias and Crow shooting at it as well.

As everyone else tried to attack it, It zoom and bash Peach away and the final Cobalt Star was installed on it's own.

"No!" Peach yelled when it started to glow violently and started shooting down bolts of lightning.

"Wah! What's happening?!" Baby Bowser exclaimed.

Mona received a prediction next. "Prince Bowser, look out!" Mona then lunged directly at Baby Bowser, grab him and use her power and teleported themselves out of there at the right time, the bolts of lighting was nearly hit Mona and reappeared next to Kamek.

"Y-You save me..." Baby Bowser said in awe.

"No one wants to become what happens to the others." Mona said. 'If I were a moment late... I would become a mushroom myself...'

A loud thunderclap shook the Mushroom Kingdom. The Cobalt Star shined brightly before Elder Princess Shroob landed on the ground with a loud thud…

(Fire Emblem Warriors ost - Evil)

The Elder Princess Shroob face all of them with intense rage as everyone felt it. Then wrap her arms before letting out a roared that echoes the sky. "WHAT HAVE YOU DONE?!"

"US?! You Shroobs were the ones who ATTACKED US! You invaded our home and destroy many of our homes and now you're telling us "What have we done!?" " Ragna yelled back.

"SILENCE!" Elder Princess Shroob yelled. "You do not understand our visit in the first place! Our planet was dying, so we were desperate to find a planet that would be suitable for us… and then we found the perfect one. The Mushroom Kingdom!"

"So what, you thought it was a good idea to invade by destroying EVERYTHING?!" Peach yelled. "We could have handled it peacefully, but instead you attacked us!"

"WE WERE DESPERATE! Excuse us for being a bit forceful! While I was in that infernal prison, I've watched countless of our men slaughtered by the likes of you! Did you even think to ask why we were doing this? No, you decided to crush them, take hundreds of lives and blood has been spilled by your filthy hands, by your infernal weapons! You call yourselves heroes, but you are bringing the Shroob race to extinction! It is all your faults! You didn't even think twice when you slaughtered them. You slaughtered them all! Men! Women! Children! INNOCENTS! You went out of your way to destroy them all… and you did so mercilessly. I could do nothing while you slaughtered everyone! I couldn't help but mourn for our fallen kin! You call yourselves heroes… but in reality, you're nothing but true monsters! And then you went out of your way to murder my dearest sweet sister! I will avenge them… see how YOU like it to be slaughtered!"

Everyone readied themselves, but they could tell deep down… that Elder Princess Shroob might have had a point. "You brought us to extinction… I hope you're happy!" She snarled. "YOU WILL PAY FOR THE BLOOD THAT YOU HAVE SPILLED!"

"That's rich coming from you." Levi commend with a glare.

"What?" The Elder Princess Shroob glared at Levi as everyone else look at him as well.

"Didn't you and YOUR sister slaughter countless Toads? Let's not forget the Yoshi you Shroob study and discard. And you call us monsters? What a hypocrite you are."

"My thoughts exactly." Ragna said. "You Shroob slaughtered many innocent Men, Women, and Children, and many of them ARE Innocents back in the past. We watch the horror you Shroobs done to countless villages, and homes, even sap the life out of them. And YOU had the audacity to insult us? Call us monsters? You SHROOBS nearly cause the Mushroom Kingdom near it's end and the Toads TOO extinction!"

"That's right." Rean said calmly. "Let not forget what your sister said to us... How she plan to do the same thing to all life in this world. We had the right to defend ourselves and our homes. You're the real monster here."

The Elder Princess Shroob clenched her fist and look even angrier.

"You and your sister brought this upon yourself..." Ragna said before glaring. "You attack us, and now, this will end now. We won't allow you or your disgusting kind destroy our world any longer!"

(BGM ended)

"You... insolent..." Princess Shroob wrap her arms around herself and then unleashed a roared.

(Trails of Cold Steel III ost - One- Way Trip to the Netherworld)

"VERMIIIIIIIIIIIIN!" The Elder Princess Shroob lout out a thunderous roared.

Vengeful Oldest Sister - Elder Princess Shroob

Elder Princess Shroob lunged directly at the group, jumping over and making a shockwave that knocked them all back. Ruby got up and rushed at Elder Princess Shroob and slashed at her with her scythe, but Elder Princess Shroob backhanded her as Weiss and Winter ran over and fired icebergs at Elder Princess Shroob, but she deflected them as she grabbed both of their weapons and tossed them to the side as she grabbed them and slammed them into each other, then she tossed them to the side. She then charged up an electric bolt and then swung it down on the ground to make an electrical shockwave that hit everyone.

"Enemy unit analyze." Emma use detector Craft on Elder Princess Shroob.

Elder Princess Shroob.

Elder Sister of Princess Shroob and true leader of the Shroob. Possess formidable strength and create craters to release shockwaves.

Weak to nonse.

"I had a feeling she's that powerful..." Emma muttered

"Please, here my song!" Elliot said, using Holy Song on the heroes as Ragna ran over and slashed at Elder Princess Shroob where Bowser lunged at Elder Princess Shroob and punched her in the gut to send her back a foot.

"You're the monster who kill my sweet Sister... I WILL DESTROY YOU!" Elder Princess Shroob roared

"Right back at cha you bitch!" Ragna shot back and then the Elder Princess Shroob backhanded Bowser as she fired bolts of lightning at the group but Emma use Mirror Magic and reflect it back at Elder Princess Shroob while Alisa, Jusis cast their respectful Orbal Arts at her. Elder Princess Shroob responded by summoning a meteor and threw it up in the air as she jumped up and punched it toward the ground, but the Mario Bros stepped up front and then hammered the meteor back into Elder Princess Shroob, hitting her back and slamming her into the ground.

Elder Princess Shroob brushed it off as she charged directly at the group as Balthis charged at her as both of them slammed into each other and tried to push each other back, where Elder Princess Shroob looked to gain the upper hand and then used an uppercut to knock Balthus back. Alsin and Yuri charge towards the Elder Princess Shroob and launch rapid slashes towards her, but the Elder Princess Shroob dodge each attack and punched them in the gut and then knocked them up in the air where she felt bullets hit her as she turned around and saw Crow, Fie, Sara, and Ironwood shoot her as she lunged directly at them and fired plasma shots that knocked them down.

"OPEN! GATE OF THE LION! LOKE!" Lucy yelled.

Loke appeared and then appeared and charge at the Elder Princess Shroob with his Light Magic, they both clash with each other, but just like Balthus, Elder Princess Shroob got the upper hand but almost managed to punch Loke.

"Whoa!" Loke exclaimed, dodging the attack and using an uppercut on her, but it didn't stun her, rather given her the change and smash Loke to the ground. "Guah!"

"REQUIP!" Erza yelled, and then transforming into her Purgatory armor and unleashed a nasty slash on Elder Princess Shroob.

"You think that work?" Elder Princess Shroob launch a powerful punch towards Erza who block it but send her flying to the wall.

"Fire Dragon's-" Elder Princess Shroob heard Natsu's voice and then see his next attack. "Sword Hone!" Natsu engulfs his entire body in flames launch at Elder Princess Shroob at high speed, hitting her with a powerful headbutt. However, Elder Princess Shroob grab Natsu's head. "Hey, no fair!"

"Want to take me by surprise?" She asked before giving Natsu a powerful punch, enough to cough Natsu's blood from his mouth. "Then don't scream like a Banshee!" She said sending Natsu flying to the wall and the next wall after that.

"Natsu!" Happy exclaimed before Elder Princess Shroob backhand Happy. "Ah!"

"Sky Dragon's Crushing Claw!" Wendy cloaks her right hand in a whirlwind with their fingertips, leaving behind a trail of wind and strikes Elder Princess Shroob block it with her arm then backhand Wendy.

"Wendy!" Carla rush to her.

Then Elder Princess Shroob felt the cold and then turn and see Gray casting his magic.

"Ice-Make: Crescent Blade!" Gray fires a barrage of crescent-shaped ice projectiles towards Princess Shroob and exploded at her. Once the smoke cleared, she was unharmed.

Just before Elder Princess Shroob was going to attack next, she sense Aether and Kazuha charging at her and then launch rapid combo slashes at her, while Elder Princess Shroob taken some hits, She counter-attack with her powerful arms, but Kazuha leap into the air and Aether manipulated the ground and strike her from behind with an earth pillar, follow up with Mona's Water magic and sending water stars directly at Elder Princess Shroob, join with Kazuha phantom slashes, and Aether imbue his sword with elemental power and launch powerful slashes towards Elder Princess Shroob and push her back.

Tager charge himself towards Elder Princess Shroob and clash with fist fight and eventually match. However, Elder Princess Shroob managed to lift Tager with her strength, much to Tager's Shock and slam him towards the Phantom Thieves. Kagura soon clash with Elder Princess Shroob, Elder Princess Shroob punch the ground, causing a shockwave to push Kagura back.

(BGM ended)

"This is getting annoying… you are all still able to move." Elder Princess Shroob said and then smirked. "I think it's time we kick it up a notch!" She declared as her tiara glowed brightly as she started to transform… and what she had transformed into had shocked all of them.

(Mario and Luigi Partners in Time ost - Final Battle)

Elder Princess Shroob sprouted four arms as tentacles, as her feet turned into multiple tentacles… and she had gotten herself bigger. She looked completely hideous to boot. "YOU WILL NOT WIN!"

"How… how are we gonna win against THAT?!" Ruby said, feeling the grip on her scythe loosening.

"We have to try!" Mario said as Elder Princess Shroob aimed her tentacles at the group and started stabbing them where they had tried to fight them off but were grabbed by the tentacles and were thrown into the ground like ragdolls. Joker, Fox, Rean and Jusis swung their weapons down at the tentacles to sever them off… but more tentacles took their place as they went to wrap around the four and slammed them into the ground. She then fired a bolt of energy from her mouth and shot out at Alisa and Sharon, sending them flying.

Laura ran over to Elder Princess Shroob from behind and swung her Great Sword with Armor Breaker and Gaius Gale Stringer, and Millium's Buster Arm. But then tentacles sprout out from underneath her and grabbed them from the back and tossed them around and slammed them into the ground while Noir, Queen and Skull use their Persona's and use their attacks towards Elder Princess Shroob's head. But she stab the Persona's giving the others the pain before swatting them away Oracle and Morgana, knocking them to the ground, while Elder Princess Shroob then wrapped her arms around Roman and Neo as Blake, Taokaka and Ruby tried to help them but they were slapped away as they were slammed into the ground and then did the same with the Mario Bros and Daisy.

"DIIIIIIIIIIE!" Elder Princess Shroob leaped up into the air and charged up a powerful bolt of energy and then threw it to the ground as Levi cast a barrier around everyone to prevent the lighting from harming them. The bolt of energy slammed into the ground, making a powerful shockwave, enough to crack Levi's barrier before breaking, senting everyone flying as there was a gigantic crater standing in the middle of the fields. "HAHAHAHA! Do you realize who you are messing with?!" She cackled when lightning flashed in the sky, where there was a loud thunderclap that echoed throughout the land.

"This bitch..." Ragna growled as he rub his arms.

"How can we beat this monster?" Laura muttered.

"S-She's even more powerful in that form...!" Emma panted.

'D-Damn it... how can we defeat her?' Rean clenched his teeth.

Levi was quietly thinking. "Ah... So that's how."

"Huh?

"It's her crown. It's the source of her power. That's why our attacks seem futile to her. So if we break it..."

Rean gasped. "Then we might have a chance!"

"You think you can defeat me now? This is where you meet your end!" Elder Princess Shroob ready her final attack.

"That' what you think." Levi said."

(BGM ended)

"What?" Elder Princess Shroob glared at Levi. "Ah yes... the one my sister despise the most."

"You think you beaten us... But you haven't. We were just holding our guard." Levi said with a grin on his face. Then he forward his hand. "TAKE THIS!" Levi cast a flash of light to blind Elder Princess Shroob.

"AUUGH!" Elder Princess Shroob covered her eyes with her tentacles and then Levi imbue his Glaive and then toss it towards her Crown and shattered it. "MY CROOOOOOOWN!" Elder Princess Shroob gasped in shocked.

"NOW!" Levi shout for the others.

"Take this!" Kagura got up and then land some powerful blow onto Elder Princess Shroob and send her flying.

"GWAAAH!" Elder Princess Shroob yelled in agony nearly collapsing.

(Trails of the Dark Crimson Sin ost - Opening (Final Boss Theme 3))

"Well, I'll be damn. Now we can hit her." Kagura smirked.

"Okay everyone, we need to heal up!" Sara said.

"Then let me help." A voice called out as a green sphere appeared out of nowhere over them. Then their injuries are being healed off.

"This is healing magic!" Wendy said as everyone got up. They all turn and see Celica casting her magic, guarded by Konoe and Jubai with Rachel, Valkenhayn and the others who are watching the battle.

"Don't you stand there. Now your chance!" Jubei said to them.

"Right!" Rean nodded. "Alll right everyone! This is it! The final push! Let's defeat Princess Shroob once and for all!"

"YEAH!" Everyone roared

"YOU DAMN PEEEEEEST!" Elder Princess Shroob growled.

Alisa use her craft Flamberge at Elder Princess Shroob, but Elder Princess Shroob fire a laser back and exploded Alisa's Flamberge. Rean and Levi slashed at Elder Princess Shroob where she blocked their attacks easily but Yuri and Alsin impaled her from both sides as Hapi cast Dark magic towards Elder Princess Shroob along with Constance's magic and combined them into a united attack, exploding right on Elder Princess's Shroob's face.

"Analyzing Enemy unit." Elliot said and use detector Craft on Elder Princess Shroob.

Elder Princess Shroob.

The Power of her Crown change her form into a powerful tentacle monsters. Can spawn out more tenacles from her and beneath her robe.

Weak to none.

"Thought so." Elliot comment

Noir charge along with Queen and delivered a one-two punch while Noir swung her axe down, which was enough to interrupt Elder Princess Shroob's movement as Morgana unleashes his Persona and use Magarudyne all over Elder Princess Shroob. Joker called forth Asura and had it use Mafreidyne on Elder Princess Shroob. Sienna launch a whip attack while James shoot his bullets.

"All right, this should help!" Oracle smirked and then cast buff onto everyone.

Fie begin to fire bullets and hit her head on, but was swatted away from a tentacle as Kazuha leap into the air and then imbue his sword with wind and then hit Elder Princess Shroob on the head and causing an autumn Whirlwind, before jump off before Elder Princess Shroob can catch him. Aether warm to several areas around Elder Princess Shroob and then raise his sword heigh and cause an elemental explosion on Elder Princess Shroob.

"Rockruff!" Jusis called out his Rockruff as it bark. "Use Rock Tomb!" Rockruff howl as it use Rock Tomb and send several bolders towards Elder Princess Shroob who use her Tentacles to break until one piece of it hit her face.

"Ugh!" Elder Princess Shroob rub her eyes.

Elliot then begin to perform his S craft and then his Orbal Staff change into a violin and then play it and several magical orbs appeared, then Elliot play again and the orbs swirl and strike at Elder Princess Shroob and rise up an Aurora Beam. Emma use her S Craft and summoned Towers and then shoot laser beams over Elder Princess Shroob and then shoot down, causing a large explosion on her. Jusis charge forward, trap Elder Princess Shroob with his S Craft then launch some slashes before breaking it. Machias use his S craft next and shoot several bullets towards Elder Princess Shroob and causing explosion on her as she was push back. Then one final bullet Machias Shot and then exploded on her.

Elder Princess Shroob let out a thunderous roared and then spawn several tentacles until Levi use his Craft Wave of Aquarius on Elder Princess Shroob's Techtacles before Gray freeze the water, surprising her and she can't move. Then Crow use his S-Craft and then shooting several bullets and then control them to aim for Elder Princess Shroob. And then Snap his finger and cause an explosion on her. Fie use her S craft by zoom and delivered rapid slashes, then spun around and shot bullets and causing a whirlwind. Laura embue her sword and extended, then charge toward Elder Princess Shroob and launch two powerful slashes and finish it off with a spin slash, aside from freeing Elder Princess Shroob, Elder Princess Shroob roared in pain as Gaius use his S craft as he jump into the air, empower himself and a spirit of a hawk appeared behind him, then dive attack Elder Princess Shroob and push her back with a tornado striking her. Millium use her S craft as Airgetlam rise into the air and change into a Hammer, then Millium grab it and imbue it with Power and then slam Elder Princess Shroob's head down onto the ground.

Elder Princess Shroob got back up and then spawn several tentacles and then launch them toward everyone while tentacles from her robe spin around fast to strike everyone. While Sara charge up with lighting and then jump into the air and slam in front of Elderly Princess Shroob, then zoom at several area around Elderly Princess Shroob with lighting, then jump back and shoot lighting bullets, landed on the ground, imbue her sword with lighting, then slam it down and cause a lighting storm around Elder Princess Shroob and her tentacles, which was enough for Elder Princess Shroob roared in agony.

Mona summons the sparkling waves and creates a reflection of the starry sky then strike her with a watery explosion, Dliuc leap over the air with his sword imbue with Fire and cause a powerful firey tornado explosion.

"Fire Dragon's Brilliant Flame!" Natsu generates fire on both of his hands and then joins them, creating a unique, larger flame and colide with Elder Princess Shroob, it creates a very massive and destructive explosion.

"Spark Bolt!: Tager generate a large burst of electricity from his body and strike at Elder Princess Shroob

Kagura swings his sword forward in reverse grip to flick forward three spires shaped like dark spear-heads of fire along the ground. Taokaka let out a furry of claw attacks onto Elder Princess Shroob. Peach and Daisy leap into the air and combined their might together and then strike Elder Princess Shroob's head with Peach's Frying Pan and Dasiy's fist. Then Levi use his S craft by warping all over with phantom slashes, summoning Glaive Blades and large elemental orbs and then swirl slash, and finish it with a swing and the Glaive Blades swing down along with the elemental Orbs, causing a large explosion, enough to slammed directly into Elder Princess Shroob, enough for her fell on her knees.

"I will not...GO DOWN...THIS EASILY..." Elder Princess Shroob roared.

"That's what you think!" Rean aid as he imbues his sword with Blue Flames, unleashing his S craft, he launch and swings his Tachi into a cross before striking through her and causing a blue flame explosion on her as she screamed in agony.

"Let's finish this!" Mario said, pulling out a Mix Flower as he, Luigi and their Baby Bros quickly threw fireballs up in the air to make a massive fireball, Gaius, Alisa Constance, Fie, well those who have Fire Pokemon or those with pokemon fire type moves launch Fire related attack to the Fireballs, to increase the density of the huge fireball. Bowser use his Fire breath to increase it and Baby Bowser then flew up and swung their sword and hammer down, sending the massive fireball down at Elder Princess Shroob. Elder Princess Shroob look in horror before roared in agony before falling to the ground in defeat.

(BGM ended)

Once Baby Bowser landed as Elder Princess Shroob went back to her normal form. "Heh… you… you think you have won… but you haven't… we Shroobs will come back… stronger than ever, and we will bathe in your blood as we dance around on your corpses and burn the entire planet!" She said as she raised her arms up in the air. "WE! WILL! RETURN!" She roared as she fell limp on her back and exploded in light, leaving nothing but a mushroom behind.

"I highly doubt that. But if they do, we'll destroy them, just as we destroy you." Ragna scoffed.

"Phew… that was a hell of a fight…" Yang said. "Glad it's over."

"Agreed." Blake nodded.

"Not bad I suppose. You have proven to entertain me at least." Rachel said. "And here I imagine I'm forced to assist you."

"Shut up Rabbit." Ragna scoffed.

Unknown to everyone, An Azure bird watched the whole thing and then flew away. Levi turn to the direction of the Azure bird as he blicked.

'What was that?' Levi thought.

Jusis's Rockruff howl happily and begin to glow.

"Rockruff?" Jusis look surprised as Rufflett is evolving. Then he evolved into Midday Lycanroc as it howl. "You evolved!" Then he brought out his Rotom Phone.

"Lycanroc. The Wolf Pokemon and one of the evolved forms of Rockruff. When properly raised from a young age, it will become a trustworthy partner that will absolutely never betray its Trainer." Jusis Rotom Phone explained.

"I see." Jusis smiled and bend down and petted his Lycanroc as it behave like a dog. "You have grown much Lycanroc."


Woohoo! I had a lot more fun this time! Honestly, I was hard to come up for everyone to join the fight. I wonder what will happen next. And also... the final day Class VII returns to School Life. Also, To those who don't know, It follow the translation of the name of that Trails came that came out recently. I wish it was on dub...