A/N I do not own My Hero Academia. This is for entertainment purposes only.

Fencer29: Given that she has to attend all of her classes in Japanese. I believe that she has a decent grasp of understanding Japanese, but struggles most with speaking and writing.

Thanks, everyone for reading, leaving comments, and critiques.

I do read all the comments and critiques.

I hope you enjoy this chapter.

XXX USJ Downpour zone XXX

When the darkness receded from his vision, Izuku found himself falling into a mock city that looked like it was in the middle of a typhoon. He was being pelted by rain, the high winds blew the young hero around like a kite. Izuku did not see any classmates falling around him or any villains on the streets below.

Izuku frantically looked around using his rapidly diminishing vantage point to find a suitable location to land, so he didn't crash into the ground. He spotted a long alley between two buildings that would work well for him. Izuku used the howling wind to his advantage to help steer him in the right direction. Nearing the alley Izuku activated Full cowl.

'I need to do as many wall jumps as possible, so I can land safely. If I don't time these right I could really hurt myself or worse.' thought Izuku nervously as he waited for his moment.

'Now!' thought Izuku as he kicked off one of the alley walls, brick dented and cracked from the combined force of Full cowl and Izuku's momentum. Izuku repeated the action 5 more times, allowing him to regain some control of his fall.

However, as he made contact with the ground instead of stopping the wet ground caused him to slip and forced him to roll. It wasn't the most graceful or softest of landings, he was sure he'd develop a couple of nasty bruises. But he was in one piece and in fighting shape.

Izuku quickly stood taking in his surroundings for danger. He landed near one of the ends of the alley. The alley was narrow, only really wide enough for two people to stand side by side comfortably. The alley itself is sparse with only a few pieces of trash and not much else. He stopped using full cowl to prevent the lighting he generated from giving his location away. He continuously edged his way to the exit of the alley. Which seemed to open up into some sort of courtyard in the middle of the buildings.

There were a few trees, flower beds street lights, and benches. In the center of the courtyard was a colorful playground containing some swing sets, a jungle gym, and slides. There were no signs of anyone villain or otherwise. But a part of Izuku was screaming at him that it was unwise to walk out into the open.

Izuku heeded this feeling, choosing instead to ensure he wasn't going to be ambushed. Izuku peeked his head out slowly and scanned the building checking windows and roofs for movement. He found it difficult to hear over the wind, rain, and the occasional boom of fake thunder.

Izuku strained his hearing as he heard something faintly under the sounds of the artificial storm. The noise slowly grew louder and Izuku could now tell it was coming from above. Izuku looked up and tried to spot the source of the sound.

'Wwwwwwwwwwwwwwwwaaaaaaaaaaaaaaaaaaaaaa CRASH!' The sound grew loud enough to hear over the storm before a loud crash of metal on metal came from the playground.

"Dam that hurt!" yelled out the familiar voice of Tetsutetsu, from the playground.

"Tetsutetsu!" spoke Izuku in concern as he ran to his classmate. Izuku carefully maneuvered through the mangled remains of the jungle gym and found his metal classmate. Izuku offered Tetsutetsu a hand.

"Midoriya! Man, it's good to see you!" Spoke Tetsutetsu taking the offered hand and allowing Izuku to help pull him to his feet.

"It's good to see you too Tetsutetsu. Did you see anyone else while you were falling?" Asked Izuku as he looked around. He knew that some villains would have heard Tetsutetsu's landing and would be rushing toward this location.

"Yeah, I saw Jurota. But I don't know where he is now. We have to go find him!" yelled Tetsutetsu not picking up on Izuku's caution.

"I am here sir Tetsu!" called out Jurota who jumped off a nearby fire escape, grabbed a branch of one of the trees that let him swing himself to them. The rain had caused his fur to stick flat against his body.

"Nice, have you seen anyone else, or is it just us?" Asked Tetsutetsu as the three students moved toward one of the alleys to exit the courtyard.

"You are the only members of our class I have found. I have not detected any one of our other classmates. But I am not sure the storm messes with most of my senses." Responded Jurota politely as he tapped his nose for emphasis.

The artificial storm seemed to grow worse and Izuku snapped his head up, he could have sworn that he saw movement from one of the windows in his peripheral vision. But all he saw was a blown-out window with curtains flapping wildly in the wind.

"I know what you mean. If I stay in this rain too long I'll start to rust!" complained Tetsutetsu. Jurota suddenly spotted someone and stiffened and then made his arms, grow bulkier and more bestial.

"Sir Midorya, sir Tetsu, we have company." spoke Jurota as the villains started to enter the courtyard from the alleys. The criminal scum had not fully surrounded the students. The three students stood back to back as the villain taunted them.

"How unfortunate. I was hoping to acquire one or two of the young heroines." Spoke a very tall lanky villain in a suit. Several tentacles writhing angrily behind him as he stood head and shoulders above the villains around him.

"Shaddup! Ya horny git. Just get ta kill'em. Ya can get a girl later." bellowed a large green-skinned villain in black armor carrying a giant two-headed battle-ax.

" Come get some! You villainous scum!" yelled Tetsutetsu slamming his fists together causing a metallic clang.

' 39 villains total, 5 south, 10 west 11 east 13 north. villains mostly composed of mutant types, and close combat quirks. Most likely because they knew the wind and rain would hamper most range combatants. The leader appears to be the large green-skinned villain with the ax to the north. The Villain in the suit to the east also seems dangerous. If we stay in the open like this they'll surround and overwell us. We need to eliminate their numbers advantage. The south has the least villains, if we can get to the alley behind them, then it will limit how many we have to fight at once. Plus we'll only have to deal with two directions and we can escape to the rooftops if we need to.' thought Izuku, analyzing the villains noting quirks, possible weak points, and leaders. The villains were a little creeped out from the look the hooded kid in the bunny ears and mask was giving them. The Izuku's incoherent mumbling only added to his offputting aura.

Izuku activated full cowl at 5% green lighting arcing over his body the moment he calls on his power. Some of the villains involuntarily took a step back, understandable cautious of getting near lighting in a rainstorm.

"Since when could you do that?!" questioned Tetsutetsu, surprised at what Izuku was doing.

" I'll explain later. We need to move before they surround us. We're gonna break through the group on my right and get to the alley so they have to come at us two at a time. I'll lead the way and you two follow behind me once we're in the alley we'll turn around and face them. We move on my signal, Got it?" spoke Izuku without a single stutter in a voice just loud enough for his friends to hear. His tone is calm and full of authority.

'So manly!' thought Tetsutetsu holding back tears.

"I am with you sir Midoriya." agreed Jurota, bulking his legs up so he could move faster.

"Let's do it prez!" Spoke Tetsutetsu without hesitation.

"Let's go." Spoke Izuku. Izuku exploded into motion with his green lighting in his wake. Izuku was already halfway to the villains by the time Jurota, and Tetsutetsu started moving.

The five villains they were charging consisted of a man with mallet arms, a man with stretchy spring arms, a man with buzzsaw hands, a man wielding a ship's anchor, and a large man that looked to be a humanoid crab.

Izuku leaped past the two villains in the front of the pack so he could drop-kick the carb villain. The carb man was able to raise a claw to block the kick. The man was shoved back by the blow and the shell on his arm was cracked.

"Dam the kids stronger than he looks." spoke the crab villain. The villain with buzzsaw hands advanced to attack Izuku in the back.

"Let's see if you're tougher than you look!" screamed the villain his saw hand humming and raised to slash Izuku.

"Don't forget about us!" spoke Tetsutetsu who interposed himself between the villain and Izuku.

Saw blades meet steel skin as Tetsutetsu blocked the attack. The villain pulled back his hands, only to find the teeth of his saw hands broken and worn down. Tetsutetsu socked the Villain in the jaw, the villain was laid flat on the ground out cold.

The Villain with the spring arms sent several elongated punches at Jurota. Jurota kept his arms up guarding against the punches. Jurota waited for the right moment and then sidestep the villain's next punch as the elongated limb stretched past Jurota grab hold of it with one bulky arm.

The Villain paled, right before Jurota started spinning the villain like how an Italian plumber spins a turtle dragon. Once he was satisfied with the speed Jurota then released the villain straight into one of the other villain groups, knocking several over and buying them time.

The Crab villain lashed out with a yell, his claws stabbing toward Izuku. Izuku leaped over his aggressor and landed behind him. The villain's legs were swept out from under him, the villain fell face-first into the ground. Izuku did not let the villain recover, the rabbit-themed hero raised a leg and brought down a powerful ax kick on top of the villain's armored back. The carapace and the ground underneath both gained spiderweb cracks from the force of the blow. The villain let out a pained grunt as the air in his lungs was forced out.

Izuku turned to check on his classmates. Tetsutetsu was in a battle of strength with the anchor wielding villain trying to wrestle the villain's weapon away from him and Jurota was fighting the villain with the mallet arms. The other villains were also moving toward them. Izuku picked up the unconscious crab villain and hurled him at the villain Tetsutetsu was fighting.

" Tetsu duck!" yelled Izuku as he blitzed the mallet villain hitting the distracted villain with a nasty sucker punch.

Tetsutesu ducked as instructed and watched as the anchor villain was hit with his own comrade. Tetsutetsu took the opportunity to strike the anchor villain with his now dropped weapon, knocking him out. Tetesutetsu then threw the anchor at the approaching villains to slow them down. The three hero students then immediately turned and made for the alley.

"You lot and the slender git, go and cut 'em off. The rest of you gits with me!" Ordered the large orc-like villain, hefting his ax in one hand and pointing to the villains in question.

The minor villains quickly heeded the man's order and started to run. The villain in the suit did not run, instead, he simply walked his long stride allowing him to cover a lot of distance. The orc villain also walked steadily toward the hero students.

The three students made it to about a third of the way into the alley before they turned to face the villains. Jurota and Tetsutetsu stood side by side. Izuku stood just behind them. The villains that were chasing them quickly filed into the alley and charged them.

However, Izuku's plan had worked. The villains were forced to come at them two at a time. As the first two villains moved closer they were surprised when two bursts of air struck them in the face with the force of a heavyweight boxer. The two villains were stunned by the attack. Jurota and Tetsutetsu both attacked the villains, Jurota threw a nasty gut punch that knocked the wind out of the villain causing them to double over letting him knee the man in the face. Tetsutetsu simply threw a strong haymaker.

The two villains behind the first pair moved forward pushing aside their unconscious comrades. This cycle continued with Izuku peppering the villains with airbursts he created by flicking his fingers and his two classmates took advantage, pummeling the villains in hand to hand.

"Ha! We got you boxed in, now you brats!" yelled a villain from the alley entrance behind them. Izuku jumped up so he was above his friends pressing all four fingers against his thumb and aimed at the mass of villains in front of Tetsutetsu and Jurota.

"Shotgun Smash!" yelled out Izuku as he flicks his fingers 8 blasts of air shot out from his fingertips. A number of villains were hit with the attack, which caused some of their number to be knocked back into each other.

"I'll handle the ones behind us you guys just keep covering each other." ordered Izuku as he turned around to face the villains flanking them. The villains overeager and undisciplined charged into the alley one at a time in a staggered fashion.

'Wait where is the villain in the suit?' thought Izuku, noting the villain's absence.

Izuku ran at the villains, rapidly sending finger flicks at them as he closed the distance. Before he clashed with the first villain he instead started to jump from wall to wall. Izuku became a green blur as he bounced off the walls. Izuku bounced past the first three villains, landing devastating blows on each as he passed them. The three villains fell to the ground out cold.

"What?! ugh!" Spoke one of the villains before Izuku sent a flying kick to his face which knocked out a tooth or two. Izuku didn't even slow down as the villain slumped to the floor.

Izuku's mind was clear and focused solely on the fight. Izuku's face under his mask and hood was a picture of pure determination. Some of the villains tried to retaliate but all they hit was air, as Izuku proved too maneuverable for the petty thugs. A few of them proved studier than the rest as they were still standing when Izuku neared the exit to the alleyway.

But the rabbit hero in training simply stopped and then started to bounce back down the alley. Taking out the rest of the villains. The last of the villains that Izuku was dealing with got a roundhouse kick to the ribs which knocked the villain into a brick wall.

With the flank secure for now Izuku turned around only to see his two comrades flying towards him. Izuku caught his two classmates but was pushed back a few meters from the impact.

"Man that guy hits hard! " spoke Tetsutetsu, his steel skin cracked and fell off around his arms and chest. Tetsutetsu made the remaining of his metal skin recede back into his body.

"I thank you for the catch, Sir Midoriya." spoke Jurota trying to regain his breath after the villain had knocked it out of him. Izuku locked eyes with the large ork villain when he heard him growl in frustration.

"Come on! Ya gits give me a pra-pa fight! The better da fight, da bigger, arder and stronger I get." bellowed out the ork-like villain. Jurota and Tetsutetsu both stood up, as Izuku stood analyzing his opponent that easily took up most of the alley.

' He's massive and clearly skilled in combat, but his movements are limited due to the tight space. Most of his body is covered in armor so it will be difficult to hurt him. With all the wet metal maybe..' thought Izuku glancing at one of his hands which cracked with green lighting.

'No, I don't know if it will shock the others cause they're soaked too. His head is exposed so if we can get a good hit to his head we may be able to knock him out. His joints are exposed... That might work!' thought Izuku rapidly coming up with a plan.

"Guys I got a plan." spoke Izuku to his friends.

"Alright what do you need us to do prez?"Asked Tetsutetsu as he reapplied his quirk.

"Jurota you're gonna slide under him and hit the back of his knees. That should take out his legs. I'll break his ax which should leave him open. When that happens Tetsutetsu you need to hit him in the head as hard as you can, I'll follow up if he's still awake." Explained Izuku quickly.

"Simple and straightforward. I like it!" Replied Tetsutetsu ready for round two.

" I shall bring the brute down." Commented Jurota with a noded. The bestial student let out a roar of challenge and charged at the villain Izuku and Tetsutetsu following behind him.

"Dat's the spirit! WAAAAAAGH!" yelled out the villain excitedly as he countercharged the young heroes. The villain raised his ax above his head for an overhead swing once Jurota was within striking distance.

But that was exactly what Izuku wanted, pushing One for all to 8%. Izuku moved much faster than before, the others barely saw him move. One moment Izuku was there the next to them, the next moment he's flying through the air while performing a dropkick.

"Smash!" yelled Izuku as he made contact with the ax head. Which promptly shattered under the force of his kick. The villain was stunned that his favorite weapon had been sundered.

This allowed Jurota to slide under the Villains legs. With a roar and a pair of large bestial hands, Jurota lashes out at the villain's exposed joints. The villain's knees buckled and made him partly collapse.

"Strong Right!" Yelled out Tetsutetsu as he put his entire body behind the punch. The villain's nose broke along with one of the tusks protruding from his mouth. However, despite the villains bleeding nose he still headbutted Tetsutetsu's face in retaliation causing cracks to form in the metal.

"Don't fink ya won, I'm still gonna krump ya…" Started the villain in slightly slurred speech. before Izuku ax kicked the villain's head. The villain laid there face first in the wet asphalt out cold like his allies. The three students stared at the villain ready in case he got back up. After a few tense moments, Tetsutetsu spoke.

"ALRIGHT! we did it! That was so manly!" yelled Tetsutetsu in victory raising a fist to his friends.

"I'm so glad that worked. You guys did great." spoke Izuku reciprocating Tetsutetsu's fist bump.

"It was a good plan sir Midoriya this would have been much more difficult if you weren't here. But what is our next move?" Spoke Jurota as he also fist-bumped Tetsutesu.

" There is a villain that is missing plus any others that are still in the zone. We should get out of the zone and move toward the plaza. With luck, Vlad sensei might be finished with the villains there and we can team up with him. But if he's still fighting then we can help lighten his load by picking off some of the villains." Spoke Izuku as he walked the two boys through his thought process.

"Well, what are we waiting for? Let go!" Spoke Tetsutetsu turning his quirk off not to overexert himself. But Tetsutetsu and Jurota were both suddenly webbed to the alley wall, webbed up and trapped like bugs in a spider's web. Their mouths were also covered to prevent them from speaking.

Izuku tried to move as he tried to locate the villain. But a white tread stuck to his shoulder and then another to one of his arms. Before he knew it he was wrapped up. Several bands of thread ringed around him, with his arms pinned against his sides. More webbing wrapped around his legs from his ankles to just above his knees. He could hear his classmate let out muffled sounds of rage and concern as Izuku was lifted up into the air. Izuku tried to break free, but the thread held firm.

"Sorry, I can't let you jump around. Little rabbit." Spoke a feminine voice with a purr. Izuku was brought face to face with the villains.

She looked very young like she was in her early 20s. Her skin was very dark, almost purple looking, her ears were pointy, her hair was snow-white and done up in a fancy ponytail. A mask fit for a masquerade rested on her face. She wore ornate red and black cloths that were equal parts sensual and protective, they also emphasized her curvy figure and her large chest.

But her most distinct features were the fact that from around her hips down she was a massive spider, her clawed fingers, her black eyes with red irises and she had extra eyes that were solid black around her forehead. All together she resembled a creature for some pre-quirk era myth. But despite what some would call monstrous features she was somehow still incredibly beautiful.

She stood above the alley balancing effortlessly on silk thread of her own making. In one of her hands, she held an umbrella made of silk that blocked the rain from falling on them. She held Izuku up using her two front legs and brought him up to eye level.

"Why hello young one. You may call me Lolth. I am searching for someone specific and was told he'd be in this zone. You wouldn't mind helping me would you little hero?" Spoke Lolth in a sweet polite tone. Which held dangerous undertones. Izuku knew that If he gave the wrong answer he would no doubt suffer pain at best. So Izuku nodded, keeping her talking gave him more time to figure out a way to escape, preferably without shattering his bones.

"Excellent! Now, why don't I remove these to start." spoke Lolth cheerily as she extended clawed fingers, and with delicate movements only obtained by a lifetime of using the clawed fingers did she remove his hood and dropped his gas mask, which broke when it hit the ground. All eight of her eyes widened and her mouth morphed into a wide grin that revealed sharp fangs.

"My, my, seems I got lucky not only did I find you so quickly, but you're sooo much cuter than he led me to believe." Spoke Lolth in joy as she caressed one of his cheeks. The implications of her words did not go unnoticed by Izuku.

"W-Who told you about me." stuttered out Izuku as he slipped back into his normal nervousness, as the villainesses brought him closer.

" Oh, just some pervert. He wouldn't stop staring at my breasts the whole time he talked to us. I'd normally punish that sort of thing since he's not my type and that's not even counting his weird looks. But enough about him. What's the name of my little rabbit?" responded Lolth shifting into a husky sexy tone near the end as she gently placed her claws near his neck. Izuku stayed silent not wanting to give out his to the villainesses.

"Aww, a little shy are we? That's fine, just means we need to get to know each other." Spoke Lolth with a playful and sensual tone reminiscent of how Midknight talks.

Her tone plus the fact that she was feeling up Izuku's arms, chest, and abbs through his costume made the green-haired boy blush heavily. She smiled wickedly at his reaction, and she seemed very pleased at what she was feeling. before she suddenly took hold of Izuku's crotch. Izuku's eyes widened and his blush went atomic at her touch.

"Oh my... You're certainly blessed, aren't you? I can't wait to teach you just how to use it. How about we go home and I can give you your first lesson." commented Lolth through half-lidded eyes as she licked her lips with her tongue which once again revealing her long needle-like fangs.

"Hey, hag! You let that cinnamon roll go!" yelled out Camie as she landed feet first onto the spider part of the villainess.

The villainess dropped her makeshift umbrella at the landing as the thread she stood on bounced at the added weight. Camie gave her no chance to react as she slammed her batons into the spider legs holding Izuku with as much force as she could muster. With a cry of pain, Lolth dropped Izuku. Camie jumped off the villainess and dove for Izuku. But not before leaving a surprise for the women.

"I got you fam." Spoke Camie as she grabbed a hold of Izuku with one arm. With her other arm, she pulled out a gun like a gadget from her belt that shot out a grapple line. Allowing her to safely lower them to the ground.

"You little bitch! How dare you." Spoke Lolth in rage. Camie glared up at Lolth before she pulled out a little device with several buttons. With a smirk, she pressed one of the buttons the mine she left on the Villainesses' back went off releasing a steady stream of Camie's Glamour gas.

Lolth started freaking out at the hallucinations she was now experiencing. Once Camie was sure that the villain was under the full effects of her quirk, did she turn back to Izuku. With a gesture of her hands, sharp metal cat claws deployed from the ends of her costume's gloves.

"The wind and rain will lower the time but that should keep her busy for a bit. Have to thank you for the belt because there are so many useful gizmos in here. Now hold still." Spoke Camie. Izuku was surprised at how her tone was still so laid back despite the situation. It was kind of comforting in a weird way. With a few well-made swipes from Camie and Izuku was free.

"You alright Izuku? That hag didn't hurt you?" asked Camie as she helped him stand.

"I'm fine thanks to you Camie. I wasn't sure how I was gonna escape her without breaking something. And she…. We should free the others." responded Izuku nervously and with a large blush as he recalled the villainess's actions. Izuku put his hood back up to try and hide his face.

But Camie didn't miss how he dodged the question or the look on his face. She sent another glare at the spider bitch as they rushed over to Tetsutetsu and Jurota. The two captured boys muffled loudly in a warning.

Reacting quickly Izuku activated full cowl, scooped up Camie, and dodged several lines of thread and several black tentacles. When he stopped and let Camie down they noticed Lolth on one side and the Lanky villain in the suit.

"Gideon you sick fuck! What are you doing here?!" Spoke Lolth literally spitting venom out alongside her words as all her eyes glared at the lanky man.

"I am here on a job same as you. Plus I seem to have found a stray cat that I wish to keep. So I propose some cooperation, so I can get my cat and you can get your little rabbit." spoke Gideon calmly but clearly with a mocking tone at the end. Izuku faces Gideon immediately knowing that the villain was targeting Camie. He glared in anger at the villain as green lighting seemed to leak from his eyes causing them to glow.

"Hmph. Fine, but I'm leaving as soon as I have him. I need a good bath to feel clean after dealing with you." Spoke Lolth in agreement but still throwing a barb at her fellow villain. Camie placed her back against Izuku as she turned to face Lolth. Covertly slipping several of her glamour gas mines into Izuku's hands while the villains talked.

The two villains both attacked at once. Tentacles and webbing lancing out to bind the heroes and seal their fates. Camie and Izuku both dodged the initial attack. Izuku started bouncing around the villain as he avoided the villain's attacks. Izuku was discreetly leaving gas mines as he bounced around.

"Hold still you insolent child." growled Gideon in frustration as Izuku bounced around him shooting bursts of air at him.

Camie blew out some of her Glamour gas making it seem that there were three of her. With one using the grapple guns to ascend above the villain and the other two charging at her with weapons drawn. The real Camie who used her quirk to make herself invisible and mute her movements snuck around placing more mines around Lolth.

"Your little games don't amuse me cat. He will be mine and you'll wish you'd be dead." Yelled Lolth who leaped forward in a jump that closed the distance to the two grounded charging Camie. Lolth brought two of her legs down stabbing through the legs of the Camie illusions. But both had no resistance, proving that both were just hallucinations.

"Ha! You fell for it hag." yelled the airborne Camie swinging down for a kick.

"Have I?" countered Lolth as she shot out more webbing hitting the Airborne Camie dead center only for her tread to pass right through the illusion.

"Yep you both have!" yelled out the real Camie revealing herself as she pushed the button on her detonator. The mines she and Izuku planted around their foes exploded into clouds of multi-colored gas. The villains started attacking thin air and each other. With her foes distracted, Camie freed Jurota and Tetsutetsu. From there it was easy for the three boys to subdue one villain while Camie kept the other distracted with her Illusions.

With the last of the villains dealt with. The four heroes in training quickly started to move toward the edge of the zone so they could find the exit.

"So Izuku what's with the light show?" Asked Camie confused as to why he wasn't breaking himself and why he had lighting arcing over him.

"Oh yeah, I guess I should explain that. So Vlad sensei has been doing extra training with me after school. He figured out a way to use my quirk without it hurting me. I call it Full cowl. I can only really use 5% safely for right now. I can push myself to 8%, But I risk fracturing my bones when I do. I was planning on showing it to the class today." Spoke Izuku rushing through his words due to nervousness as he scratched the back of his head.

"That's lit! Now you don't have to wreck your bod every time you use your quirk. Nya!" Commented Camie happy for his improvement. The cat-themed heroine gave him a quick side hug.

"That's so manly. We gotta spare after." Spoke up Tetsutetsu excitedly.

" I recommend sparing after we survive this situation. Also, I believe that is the exit." Spoke Jurota pointing at a pair of metal doors.

"Finally I'm tots ready to get out of this rain." Spoke Camie as she picked up the pace.

XXX