Part two of the Lung vs Chimera showdown. Although I gotta say, it's a bit more...atmospheric than the first part. Is that the word I'm looking for? I've no idea. This focuses more on the scale of the battle itself rather than all out action like the last one. Which will be tied together in the no holds bar conflict of the climax. Exciting stuff.

I don't own Ben Ten or Worm...not that I want to...sort of...

X.x.X.x.X.x.X.x.X.x.X.x.X.x.X.x

It was a storm of frenzied chaos within PRT headquarters, field agents and office workers hurrying to and from their stations, answering phone calls, passing messages, and readying equipment at a hurried pace. The door burst open as Emily Piggot entered the room, red faced and snarling in frustration.

"Report!"The Director hollered over the clamor as she marched through the madness.

"We started getting calls about twenty minutes ago!"Someone responded."The two of them have been moving through the city, last spotted location was around Haven Boulevard."

"What direction are they traveling?"

"They're steadily getting closer to Downtown!"

"Shit, someone get Commander Styles on the line!"She commanded.

"I got him right here!"Someone screamed, holding up a phone. She went over and snatched the receiver out of their hand.

"Commander, this is Director Piggot"She began,"Begin an evacuation around Haven Boulevard, escort civilians to safety and establish a perimeter as far away from the conflict as possible."

"How far back should it be?"The Commander hurriedly asked.

"Twenty blocks at least!"She insisted,"I don't wanna take any chances, the two of them going at it could do irreversible damage. I'm sending my people and the BBPD to assist. Your main focus is to keep civilians alive, under no circumstances do you engage!"


An ear shattering roar sundered the air, causing the panicking denizens to cringe and painfully clutch their ears as they sprinted down the rainwashed roads, pushing and trampling anyone not capable enough to survive the stampede of bodies. The sound of crumbling buildings and fiery explosions making hearts skip and frightened tears prickle at the corner of many eyes as they were forced to relive the attack that began this waking nightmare.

But this was more than a mere attack; now, it was the beginning of Armageddon.

A few dared to look back-overlooking the harrowing sight of so many people burned, crushed, or shredded-to focus instead on the fight between two of the worst monsters to ever come to Brockton Bay.

One, a vast colossus of heat and metal, draconian in appearance and in nature as it ferociously swiped its sword like claws at its adversary, and snarled with its glistening fangs as it scrapes off the sides off skyscrapers with every miss, sending heated rubble and concrete chunks soaring through the air-the debris falling on anyone unfortunate enough to be in its trajectory.

The other, a patchwork abomination, bulging with muscle and tense with focus as it evaded and dodged with incomprehensible speed for a being of its size and stature. Wearing an unpleasant sneer across its horrific face it leapt, its crystalline fingers sharpening to a point and raking across the large reptilian face, sending the bigger creature stumbling back with a brief bark of pain as one of its eyes was gouged in the attack.

Capitalizing on the moment, the amalgamous monster smashes its crystal fist into the street, causing a large green spike to grow from the ground and impale the draconian man in the chest, carrying him into the air to impale him on the building behind him. The towering beast slammed heavily into the tall structure, rattling the frame and cracking the wall. Glaring hatefully at the shorter monster, the scaled titan grips the large crystal embedded in its chest and crushes it in its large talons, breaking the spike into sharp shards and freeing himself. It reeled back its arms before hurling the serrated fragments at its adversary. The other villain raised its four arms, blocking the hail of shards as the majority broke against his body, the other pieces that went over or passed him shooting into the fleeing crowd, ripping apart dozens of civilians in sparks of blood and viscera as the large pointed shards tore through them at high speeds.

The horrifically fused monster lowered its four arms only to be blindsided by a heavy blow from the others gargantuan fists, launching it off its feet and through the foundations of two buildings, crumbling them two dust as it landed several streets over, the bigger monstrosity hastily giving chase.


'Why? Why is this happening again?'Carlos internally despaired as he hastily slid on his costume.

"Anything?"He called out to Dean.

"Still not answering!"His teammate responded.

'Damn it Dennis! Where are you?'He thought frustratingly. He grabbed his helmet off the bench.

"Keep trying!"He instructed as the two of them strode out of the locker room,"We'll need his power for search and rescue."

"You think something happened?"Dean asked worriedly.

"I don't know,"Carlos bitterly admitted,"I hope not, but keep calling, we need all hands for this."

They met up with Sophia and Missy on the way to the briefing, the two of them suited up and ready for deployment. Chris had already been on hand for Shelter 7, and now he should be helping with evacuations. When they made it to the conference room, Miss Militia was there, speaking over her communicator and relaying instructions to several officers already on site. She gave her final orders before turning to the Wards.

"I don't think I have to tell you how serious this is."She began, eyeing each of them intently,"Chimera on his own was already a serious issue, but with him having ramped up Lung this far, the results are going to be disastrous. We can't stop them, so our job is prioritizing civilian rescue and evacuation."

"That's it?"Sophia challenged,"We're just gonna stand back and let those two fucks wreck the Bay?"

"There's nothing else we can do."Miss Militia answered,"Not without futilely putting ourselves at risk."

"But what if Lung keeps getting stronger?"Missy asked, stepping forward,"He could bring down the whole city."

Miss Militia sighed quietly.

"At that point,"She began,"We can only hope that he at least puts down Chimera."

"Wait,"Carlos chimed in,"You're saying that we're relying on Lung?!"

"Not officially, no."She explained,"But in this turn of events, we can only hope for an outcome that slightly benefits us. And if Lung can take out Chimera...then at least something good will have come out of this mess."

Carlos felt his insides coil. So much death and destruction, and yet, they were actually rooting for one of the ones causing it? His jaw tightened at the thought of it.

Miss Militia noticed the discontent from the Wards and decided to address it.

"Look,"She started,"I'm not happy about this either. But you need to understand that things can and will get beyond your control, and so you have to be able to make the most of the situations. Even if it means relying on villains to do what you cannot. You need to accept the pyrrhic victories, and most importantly, learn from them. And next time, hopefully, it'll be better."

The Wards were visibly unsatisfied with the speech, but she could tell that she had given them something to chew on. She'd remember to speak with them again later.

"Alright, no more time to waste. Shadow Stalker, Gallant, you two are to help the evacuations around tenth and.."


Almost a mile away from ground zero, BBPD officers and soldiers from the National Guard tried their best to usher the traffic of bodies past the checkpoint and into the certified safe zones.

"This way!"Private Studz waved frantically.

The river of people ran as fast as they could, lost in panic, yet still heeding the orders of the dozens of soldiers and police that directed them to safety.

"Studz!"Neil called to him. He turned, seeing his friend holding an injured child in his arms.

"I gotta get the kid to an ambulance!"He yelled over the noise. Before he could say anything, Neil turned and ran to find help for the child.

"Neil, wait!"He cried out.

A bright flash lit the darkened streets. Studz turned to look in the distance, squinting and raising his hand against the harsh light.

A blinding flare, like a drop from the sun, shone in the distance before blooming into a billowing lotus of fire and smoke. The earth trembled, causing many to stumble and fall. A second later, a concussive shockwave followed carrying with it a wave of heat, shattering thousands of windows and showering people with glass pieces.

Studz lowered his arms when the glass ceased falling, casting a bewildered glance to the cloud of flame in the distance, immediately feeling a wave of numb terror consume him. The rain felt muted, the cries and shrieks of the people seemingly so far away as Studz beheld within the inferno, the silhouettes of demons, primal eyes burning with unholy power as the colossal beings raged, roared and fought with a reckless hateful abandon against each other.

Studz felt his knees start to tremble, despair rooting itself in his spirit.

He gulped, tightening his fists and taking a deep breath as he hardened his will.

'Be strong in the Lord and his mighty power.'He thought determinedly,'Put on the full armor of God, so that you can take your stand against the devil's schemes.'

He stood straighter, and with his renewed courage turned away from the sight, carefully standing people up who were injured from the glass and helping to carry them to safety.


She leapt from her crouched position, clearing the gaps between the buildings and landed on the adjacent roof with a splash and charging forward in a burst of speed. She cleared two more roofs before coming to a stop on a tall apartment complex. She crouched, gathering power for her next jump.

"Come in Battery!"Armsmaster said over the comms. She pressed her earpiece.

"I hear you."She answered.

"Do you have a visual?"He asked. Feeling the well of power reach its limit, she tensed.

"Negative, hold on a second!"She said before leaping off the building and onto the building across from her. Her feet sparked up with electricity as she ran up the wall, ascending higher and higher until jumping over the ledge and landing on the roof. She stalked across the tarred surface and over to the opposite ledge.

She vaguely realized that she was on top of the Medhall building, and slightly snorted at the knowledge. She cast her gaze over the city, immediately laying eyes on the destructive spectacle down below.

"This is Battery, I've got a visual."She reported over the comms.

Half a mile out, Lung was easy to spot, even enclosed by the shroud of fire and ash, so thoroughly was he in the cusp of his transformation that he hardly even resembled a human anymore. Especially with his long neck, detrigrade feet, and the wings starting to poke out of his back. At the rate he was going, he was getting close to Leviathan's height. And Chimera…

Her teeth grit as a fire lit itself in her abdomen at the sight of him. The monster cape could be seen dodging and flying from the dragon man, shooting large spears of crystals that either bounced off or broke against Lung's thick armor. She took a bit of sadistic satisfaction at seeing the powerful villain fleeing.

'Where are they now?'Armsmaster inquired, breaking her out of her brief trance.

"Currently tearing their way down campton drive,"She answered."Chimera seems to be on the back foot."

'Can you see anyone else in their general vicinity?'

"Not from where I'm standing."

"Okay, scout around the area. Make sure any civilians in the area are escorted out!"

"And if the two get a bit too close for comfort?"She asked.

"Fall back immediately, we don't want any unnecessary risks."He instructed. She remained silent-her mind losing focus as she watched the fight between the two monsters, more specifically Chimera.

She thought back to that night, the pain and humiliation as she was toyed with and broken.

"Battery?"

The gut wrenching sight of Ethan, being impaled through the stomach and hanging limply on that thing's arm.

"Battery come in!"

The countless tears she shed as grieved for the man who was her husband. In those horrible hours where all she could do was cry she wished back everything she had hated. She wished for his uncouth jokes, his burnt attempts at breakfast, his word of snark for her favorite movies and television shows. All of it, she wanted it all back.

Her smouldering eyes zeroed in on the villain that took her everything from her-and the fire inside burned hotter, making her fists clench tightly.

"Battery do you read?!"

"Yes sir."She replied tonelessly.

"Do not engage!"He commanded.

"Is that a direct order sir?"

"Yes! Under no circumstances do you engage. Understood?"

"Yes sir, of course sir."She answered before disconnecting the line.

Staring down at the battle once more, she turned and made her way in the other direction.

'Just wait you son of a bitch.'She thought darkly as she stood on the roof's ledge, charging her power,'I will make you pay for what you've done.'

She leapt off the building.


As the two beasts continued to raise hell across the city, high above them, a spirit of revenge observed the conflict from within the rain clouds. Cold fury shone brilliantly in her feral eyes as she followed the carnage of their battle, becoming more incensed as time went on, bubbling the blood in her veins, heating her insides and feeding an unspeakable wrath.

Her hands squeezed into trembling fists.

"Chimera."She growled deeply.

A tiny part of her, one that sounded suspiciously like her sister, whispered into her ear, trying to calm her rising fury and asking her not to do this. Telling her to leave and save herself from anymore pain.

That part was soundfully blocked by the bellowing roar in her other ear. The one she always listened to.

And by its command; she bared her teeth and shot herself into the ruination.


It was close to the outskirts of the city, far behind the perimeter line that the emergency medical camp was set up. Triumph just finished settling down an older woman with a limp before a desperate call rang out to him.

"I need some help!"

Triumph turned and hurried over to help a short blonde haired woman struggling to balance a large burly man's arm across her shoulders. The man himself was stumbling, bleeding heavily from a gash on top of his head. Together they guided him over to a stretcher set up within one of the medical tents. Triumph took out a roll of gauze from his belt, rolling up a large wad and pressing it to the man's injury. He instructed the woman to take over and keep pressure on the wound while he went to get help. She took over with no problem, softly gripping the large man's hand tenderly.

He left the tent to the sound of her softly crying,"Kurt you dumbass, you better be alright."

Outside, it was the same storm, multiple people sat within tents or on the ground, nursing injuries both minor and worrying while medical staff were hopping all around the camp trying to treat what they could while out here. He directed a doctor to the couple, explaining that it'd be a quick fix, only to be turned down in response to those with more pressing injuries. He tried a few more times, getting frustrated with every rejection before finally snagging a young nurse and leading her to the tent the two were in. As the woman got to work, the small blonde woman turned to him with grateful tears in her eyes. He gave her a reassuring nod before he turned and left the tent.

"Triumph!"A voice called. He looked behind him to see Kid Win flying over to him on his hoverboard.

"Kid!"He called back. The Ward stopped just in front of him, hopping off the board and leaving it to hover.

"I just finished with evacuations."Kid Win explained,"No new orders came in afterward. What do we do now?"

"Now,"He began,"We help treat these people in any way we can. Go around, ask if anyone of the med staff needs help, or if someone looks grievously injured, get them to a tent."

Kid Win blinked.

"That's it?"He asked in astoundment."What about Chimera and Lung? What do we do about them?"

Triumph looked around, seeing a few people were listening and gently led Ward over to a more secluded area.

"Listen,"He began to the frustrated Ward,"You and I both know that Lung's gotten too powerful. There's nothing we could've done for him alone, but add Chimera on top of that and there's just no other option but to get as far away from them as possible and try to save as many people as we can."

"So what, we just let them destroy the city!"Kid Win snapped,"There has to be something else we can do!"

"There isn't!"He insisted,"If there was, we would be doing it already! All we can do is try to survive this with as few casualties as we can manage."

"What a great job we're doing so far!"Kid Win snipped,"Do you know how many people I saw crushed, burned, or otherwise before I got here?! Neither do I! I couldn't count fast enough!"

Triumph felt his anger begin to rise as the pressure of everything started to get to him, the control on his emotions starting to slip. Just as he was about to lay in on the young Ward, his communicator buzzed on with chatter. He turned away from Kid Win to answer the call and see what was going on.

Kid Win watched Triumph-Rory-talk on his earpiece, feeling greatly unsatisfied with this level of inaction on their part. So many people were getting hurt because of those two, and here they were just sitting back and letting them have at it. Sometimes he felt that Shadow Stalker was right when she said that them just sitting around and licking their wounds was useless. Sure, he knew intellectually that the fight between those two would be too much for them, but it didn't help make him feel better when so many people suffered while their protectors just sat back and let it commence so they could try to pick up the pieces.

"What?!"Triumph exclaimed loudly, startling Kid from his thoughts.

"What is it?"He asked. Triumph ignored him, instead listening to whoever was speaking to him. Kid Win felt himself tense with worry, hoping to God that it wasn't anything too horrible.

Triumph ended the call with a brief copy before dropping his hand and sighing. He turned back to Kid Win, and could see the begging in his eyes.

"Well?!"Kid Win prodded.

"It's Glory Girl,"He said after a brief pause,"She's engaged Chimera and Lung."

Kid Win echoed his former teammate with a resounding,"What?!"

A mighty crash shook the air, causing the people to panic and the two heroes to turn their heads to the city. The ominous glow of the fires burning within it sending a small shiver down their spines.


Lung roared, throwing his enormous hand forward.

Chimera turned intangible, letting the cataclysmic strike pass right through him to destroy the street. He flew forward, passing through his towering opponent and solidifying just behind him. His four arms took hold of the long tail that had sprouted out of the base of his spine and pulled. Lung was tugged a few feet before digging his feet into the ground, scraping the pavement into trenches. Chimera strained, gnashing his teeth and feeling his muscles bulge grotesquely. With a defiant scream, Chimera yanked Lung from the ground, flipping the scaled villain over his head and tossing him down the road-his large adversary roaring while he flew through the air and toppling a few buildings along the way, throwing up clouds of dust and smoke.

Chimera huffed large lungfuls of air, finally beginning to show signs of exertion from the battle. Before he could compose himself, he shivered, feeling a sudden spike of dread in his heart. He turned halfway around before hastily throwing up his arms, a powerful strike to his crystal arm throwing him across the street to land onto his back. He blinked in confusion, what the heck was that?

He got his answer in the form of a snarling Glory Girl flying down to nail his prone form. Going intangible, he sank into the ground, letting the young heroine smash into and crater the pavement. She stood up with a frantic turn of her head-being surprised to find out he had a power like Shadow Stalker-and tried to see where he might come from.

She was caught unprepared when he suddenly rose up in front of her, solidifying with his magma arm pointed right in her face. A burst of intense heat and power washed over her, launching her into a brick wall that shuddered at her impact before she slid down to her hands and knees. Looking up, Chimera was without his usual cocksure smirk and was instead glaring at her in annoyance.

"You again huh,"He sneered,"I don't have time for you. Stay out of my way girlie, or I'll make what happened last time look painless."

His words reignited her vigor, filling her with rage and determination as she thought about all he had put her and her family through. What he had done to her mom, dad, and especially aunt Sarah. He would pay, she swore he would pay!

She stood, staring the mad villain down with a berserk hatred.

From the rubble, Lung exploded, a loud conflagration of flame and ash freeing him as he spread his expansive bat-like wings with a defiant roar before zeroing in on his opponent.

Chimera snarled as he looked between the two capes standing opposite of him-both of them aching for his blood. Did they think it'd be easy? That he was just gonna roll over and die to them?! Frustration gave way to outrage and anger. He spread his arms and stood his ground, determined to show anyone what happened when they looked down on him.

If they wanted his blood, let them come and get it!

"COME ON!"He bellowed, his voice echoing challengingly.

The two capes roared their response and charged.

X.x.X.x.X.x.X.x.X.x.X.x.X.x.X.x

Everyone:Don't Engage!

Victoria:What's that? I couldn't hear you over the sound of me engaging.

So this last part just turned into a three way. I had a feeling it'd go like this. It sort of set itself up for this early on.

Welp, that's that. We're getting to the end of this horrific conflict, and it will be glorious! I hope so anyways. Tell me what you thought in the reviews, truth be told, this was more so to get a picture of the scale of the fight itself rather than the fight itself. Hope I got the message across.

Alright, stay safe and have a good night.