Exchange Student

by MajorBrony95

Not long after Atem is put to rest, Serenity is selected to be an exchange student at Marinette and Adrien's school in Paris. Upon arriving, she learns that Marinette is secretly Ladybug and together, the two of them learn something incredible about Serenity. Something Hawk Moth will stop at nothing to acquire along with the Miraculous.

3. Chapter 3

Serenity stood in a dark place. She couldn't see anything, not even her hand in front of her face. She couldn't remember how she'd arrived there. The last thing she remembered was falling asleep in Marinette's bedroom.

"Hello?!" Serenity called out as she started to panic, "Can anyone hear me?! Marinette?!"

Suddenly, Serenity heard a voice,

"You're my inspiration, Serenity."

Recognizing the voice as her brother's, Serenity let out a gasp. "Joey?! I-is that you?!"

But before the young girl could do anything, there was a flash of light and Serenity was standing in a familiar setting. It was the hospital room she stayed in the day she had her eye operation. Serenity looked over on the bed and saw herself sitting on the bed, crying her eyes out. That's when it hit her. Serenity was seeing a vision of the day of her operation.

Suddenly, she heard Joey's voice again, this time outside the door, "You're more than just my little sister! You're my friend and I'm not going to abandon you! So open this door and give your big brother a hug!"

Serenity then watched as the other Serenity got up and opened the door. She then looked to see the warm smile on Joey's face. "That's it."

"Joey!" The other Serenity then sprung forward with tears in her eyes and hugged her brother tightly.

"I remember this day..." Serenity said to herself.

"As you should, my dear," said an unfamiliar female voice all of a sudden.

Serenity jumped a bit and quickly looked around, "Wha-! Who said that?!"

"You and your brother have an unshakable bond," said the voice again.

There was another flash of light, and suddenly Serenity found herself standing on a beach at sunset, watching as two children built a sand castle. She could recognize them as herself and Joey. She also recognized the beach and instantly knew what the memory was. It was the day the two of them went to the beach. Serenity loved that memory, but it was also sad for her since the next day she and Joey were separated by their mother, Lynn.

"What a great day!" exclaimed young Joey, "We gotta come back here!"

"But how?" young Serenity asked sadly.

"Don't worry," her brother reassured her, "Even if mom and dad do get divorced, and we do have to live apart, I'll still take you back to this place someday."

"You promise?!" young Serenity asked in excitement as she held out her pinkie. Young Joey then extended his own pinkie out and hooked it up to hers.

"Yeah...I promise."

Suddenly, the vision ended and Serenity found herself in the dark place again, but this time she could see herself. She then felt tears start to stream down from her eyes. "I'll never forget that..."

"You have a great connection with your brother, Serenity," the voice once again spoke, "You both needed each other then, and you'll need each other again soon."

"But...who are you?!" Serenity asked, "Why are you telling me this?!"

"Be patient, my child," the voice said, "In time, I will reveal myself to you. But for now, you must be strong, and embrace your gift."

"Gift?" Serenity asked in confusion, "What gift?"

Suddenly, Serenity heard Sabine's voice,

"Girls! It's time to get up!"

---

Serenity jolted awake and quickly took in her surroundings. She was on a futon in Marinette's bedroom. Was it really a dream, or was it something else? Serenity didn't know, but she didn't have much time to think it over as she heard Sabine's voice call out again, "Serenity! Marinette! It's time for school!"

"Okay! Thanks," Serenity said with a bit of a groan as she got out of bed, "We'll be down soon!"

Serenity then went about getting ready. She grabbed her clothes that she'd set out the night before and went into the bathroom to get dressed and brush her teeth. She splashed some warm water from the sink to wake herself up. She then got dressed and brushed her teeth. Just as she finished and went in the room to wake up Marinette (who was still snoring away, completely oblivious to the fact her mother had called), she noticed something underneath Marinette's computer. Curious, she tiptoed over, being careful not to wake Marinette, though with how loud her snores were, Serenity doubted she would've heard anyway.

Upon reaching the desk, Marinette carefully bent down to pick the object up. She looked at what she was holding and her green eyes widened as she looked at it. It was a photo of a boy. A very handsome one at that. He had sunny blonde hair, striking jade eyes and a smile that could turn any girl's legs to jelly. What was more shocking was the fact that it had HEARTS on it. Serenity looked at the picture a bit more scrutinizingly before she realized she had seen the boy's face before. This was Adrien Agreste, the fashion model. She had heard some girls at school swooning over a picture of him in another girl's locker. Serenity looked at the picture with the hearts on it, then back to the bluenette snoring up in her bed. Serenity's face slowly grew into a smile as it all clicked. So her friend had a crush on the model herself. Well given Marinette's love of fashion herself, she was bound to have a crush on some cute male model, but she definitely set her sights high with Adrien.

"Girls, breakfast is going to get cold," Sabine's voice called up. Serenity jolted out of her thoughts as she looked to the girl in the bed. She then climbed the ladder and began to gently nudge her new roommate awake.

"Come on, Marinette, wake up," she said.

"Five more minutes..." Marinette groaned.

Serenity could instantly tell that Marinette wasn't a morning person, which in a way reminded her of Joey, who always had trouble wanting to get up early when they were little. But Serenity still couldn't let Marinette be late for school. She had to think of something. Just then, Serenity at the picture she still held in her hand of Adrien Agreste. The young girl smirked as an idea came into her head.

"Suit yourself, Marinette," Serenity began, "I'll just tell Adrien to come back later."

As if on cue, Marinette's eyes widened and she sprung forward with a yelp. She would've fallen down the ladder had Serenity not caught her at the last second.

"Serenity!" Marinette exclaimed in surprise before she began to laugh sheepishly, "Uh…who told you about Adrien?"

"Well, I already knew he existed before coming here," Serenity explained, "but I figured out your little crush on my own." She held up the photo to Marinette and waved it at her. "I found this under your computer desk. Those hearts on it told me the WHOLE story."

"WHAT?!" Marinette exclaimed, grabbing the photo from Serenity's fingers and stared horrified. "Oh man! I thought I'd hidden all those things!"

Just then, Serenity put her hand on her roommate's shoulder reassuringly. "It's okay, Marinette. Having a crush on a famous guy is nothing to be ashamed of. Loads of girls our age go through something like this."

Marinette sighed. "Yeah, but THOSE girls don't have to go to SCHOOL with said famous crush. Or even be FRIENDS with him."

"Wait. You mean Adrien Agreste is actually GOING to OUR school!? And you're FRIENDS with him!?" Serenity asked, shocked. Marinette nodded.

"He arrived last year. Apparently he was able to convince his father Gabriel to let him attend. And he's best friends with Alya's boyfriend, Nino, so we kinda all hang out together."

"Wow," Serenity said. "That's pretty cool." She then frowned. "So I take it he doesn't know a thing about your liking him, huh?" Marinette shook her head sadly. Serenity smiled. "Well in that case, I'll keep your secret and you can tell him when you're ready."

Marinette smiled at Serenity. "Thanks."

"So," Serenity said, jumping down from the ladder. "How about you get ready and I'll meet you downstairs?"

"Sounds good," Marinette said, moving to get out herself.

---

Serenity went downstairs where Sabine was at the table. Tom wasn't there, most likely getting the bakery ready for the day.

"Oh good, you're up," she said with a smile. "Tell me, is Mari up too?"

"Yep. I managed to get her up," Serenity responded.

"Wonderful. Oh, by the way, some packages came for you last night, Serenity," Sabine said as she handed Serenity two packages; one big and one small. "Which is unusual because the postal service doesn't usually run that late."

"Really? Who're they from?" Serenity asked.

"Someone named Maximilian Pegasus. Do you know him?"

"Wait, did you say 'Pegasus'?" Serenity asked. Sabine nodded quirking an eyebrow. "Er, yeah I do know him. He's the creator of the card game Duel Monsters. I've never met him in person, but my brother Joey and his friends have." She paused and looked down a bit. "It… didn't go so well."

"I see," Sabine said, obviously not really. "But if you don't know him that well, why would he be sending you packages Serenity?"

"Who's sending Serenity packages?" Marinette asked as she came down the stairs, adjusting her hair into its cute pigtails.

"Serenity apparently got two packages from a big-shot game designer her brother and his friends know; a Pega-something or other." Sabine explained.

"Wait. You don't mean Maximilian Pegasus? As in the maker of Duel Monsters himself, do you?" Marinette asked.

"Yes that's it," Sabine said. "Now, I've been keeping breakfast warm for you girls. I'll go and get it." With that, she left the two girls staring at the package in Serenity's hands.

After a few seconds of just staring Marinette said, "Well, let's not just stand staring. Let's see what's inside."

Serenity then set the packages on the table and opened the smaller package first. In it was something strange. It was an old VHS tape. Serenity picked it up and carefully looked at it. It may have looked normal but Serenity was still extremely nervous holding it. She remembered Joey telling her about how Pegasus under the Millennium Eye's influence had sent a tape just like this one to Yugi after he beat Kaiba the first time and then used said tape to steal Yugi's grandfather's soul. The fact Pegasus sent her one made her a bit uncomfortable too. How did he even know where she was staying? Did Joey tell him? Even though Joey and his friends still didn't quite like Pegasus, they had started getting along with him a bit more once it was shown he was no longer evilly crazy anymore. No, he probably didn't. But still, it was so strange especially since she and Pegasus had never even met in passing.

Marinette then broke her concentration by plucking the tape from Serenity's hand and looking it over.

"Huh. Weird," she murmured as she shook it. "I haven't seen one of these in ages. Talk about old fashioned."

"I actually used to use them myself," Serenity said. "I used to use an old video camera, VCR and blank tapes to send Joey messages back when I didn't see him much. I couldn't afford a really good phone or a computer camera and it was sort of our way of staying in touch."

"Really?" asked Marinette.

"Yep, but since I started seeing Joey more often, I stopped making them. The last one I made was right before my operation. It was how Joey found out how sick I was."

Marinette nodded then looked at the tape with confusion. "Still, how does he expect us to PLAY this thing? We got rid of all our old tapes after our VCR got so old it began EATING our tapes whenever we tried to rewind them. And when that happened, we got rid of the VCR."

"Maybe someone has a still working one we could use? Alya maybe," suggested Serenity.

"Nah," said Marinette, shaking her head. "Alya doesn't have one either."

"What are you two talking about," Sabine asked as she came out with a plate of hot croissants.

"Pegasus sent Serenity a VHS tape in one of the packages, Maman," Marinette said, holding it up to show her.

"Really? Goodness, I haven't seen one of those in AGES! But how does he expect it to be played? Very few people have working VCR's anymore."

"Well figure it out another time. Right now, let's look at the other one," Marinette said as she put the tape back in the box and went to the bigger package.

Serenity then looked at the package and saw a note on top She took it off and looked at it. "'Just in case,'" she read it aloud.

"What does that mean?" Marinette asked in confusion.

"I don't know," Serenity said as she opened up the package. As she opened it, she gasped.

"What is it?" asked Sabine concerned. She and Marinette both looked in the box and their jaws dropped as well. Inside was an assortment of Duel Monster cards.

"Wow! That's sure a boatload," Marinette exclaimed.

"I'll say," Serenity agreed. "There are Spells, Traps, Magic, and loads of Monst-" Suddenly, she stopped and her eyes widened as one card in particular caught her attention, "It…it can't be."

"What is it?" Marinette asked.

"It's a Red-Eyes Black Dragon," Serenity said as she showed Marinette the card. "Just like the one my brother has."

My goodness, he certainly is a fierce looking fellow," Sabine commented. "Well how about you girls start eating before the rolls get cold again? I'll go see if Tom needs any help." With that she left the two to their own devices.

"Why would he send you that?" Marinette asked again as she buttered a roll.

"I honestly have no idea," Serenity responded before a smile grew on her face, "But I'm glad he did."

---

After a quick breakfast, Marinette and Serenity left the bakery and went across the street to Marinette's school. As soon as the two girls walked through the doors, Serenity stood still for a moment to take in the giant courtyard that was made to look like gymnasium. She figured that was one of its purposes.

Wow," was all Serenity could say. She was selected to come HERE?

"You like it?" Marinette asked.

Serenity nodded to her roommate, "Yeah, it's a lot bigger than my regular school."

"Then I think you were meant to come here," Marinette commented with a smile. In that moment, Serenity felt like the luckiest girl in the world. While her old school wasn't the worst in the world, Serenity didn't really feel at home there. It could've been that she didn't have that many friends there, or maybe it was the separation from Joey that made her feel uncomfortable, despite his visits. Whatever the case, Serenity felt more at home at Françoise DuPont than at her old school. Even if she didn't have Joey and the gang with her, she still had Marinette. And Serenity knew that she was bound to make more friends at her new school.

Suddenly, Serenity was snapped out of her thoughts as she and Marinette heard a familiar voice. "There you girls are!"

The two girls turned to see Alya, and standing with her was a boy. He had dark skin and glasses like Alya, and wore a red baseball cap and a blue t-shirt with the image of a blinking eye on it.

"Oh hey, Alya!" Serenity greeted Marinette's friend, having the feeling that they'd probably end up being friends too.

"I couldn't help overhearing that you like it here, Serenity," Alya said.

Serenity smiled again, "Yep."

"Well, that's good," Alya continued, "Like I said, it can get a little crazy here sometimes, but we'll look out for you."

Serenity smiled at her in thanks.

"So, this the girl you were telling me about, Alya?" the new boy asked.

Alya nodded. "Yep. This is Serenity Wheeler."

The boy held out a hand. "Nice to meet ya, Serenity."

"Oh, thanks, uh..." Serenity then embarrassingly realized that she didn't know the boy's name.

Marinette must have sensed that because she spoke up then. "This is Alya's boyfriend, Nino."

Serenity's eyes then widened in remembrance as she exclaimed, "Oh yeah. Marinette mentioned you in passing. It's nice to meet you too." She then grasped Nino's hand and shook it.

Marinette smiled at how great Serenity was getting along with her friends. If she was this great with Alya and Nino, she was sure her other friends would be no problem. She then frowned and looked around. "Uh...where's Adrien?"

"Right here, Marinette."

At the sound of the voice behind her, Marinette jumped with a yelp of surprise. She and Serenity both turned to see the same boy from the photo standing there behind them with that same smile. "Sorry about that," he said with a chuckle.

"Oh, uh, i-it's alright, Adrien! Uh...I was just, uh...worried! Not that I worry about you. I mean, not unless you want me to. I mean..." Marinette then groaned and turned away slightly.

Adrien Agreste looked at her oddly. "Oookay?" He then saw Serenity and his eyes widened. "Hey! You're Serenity Wheeler, right?"

Serenity was surprised that a famous celebrity would know who she was but nodded. "Yeah. Heh, I guess everyone knows I'm here, huh?" she asked with a chuckle.

Adrien shrugged. "Well yeah, but I'm also a huge fan of your brother's."

Serenity was shocked at this news. "You are?!"

Nino looked at Adrien oddly. "Uh, dude, how are you a fan of her brother's? You just MET the girl. Sounds kinda stalkerish, ya know?"

Adrien chuckled at his friend's statement. "Nino, she's Joey Wheeler's sister. He's the third best Duel Monsters player in the world."

"Seriously!" Nino exclaimed. "Wow! That's pretty sweet."

"Wow," Serenity said. "I didn't think Joey had any real fans, let alone a famous super model." Adrien rubbed the back of his neck sheepishly, obviously guessing that was where Serenity knew him from. In fact, aside from a boy I met in the hospital after my operation, I've never met another big fan of his. A few small ones here and there, but-"

"Wait, hold on," Alya said, making the "time-out" sign, "Operation?"

Adrien nodded. "Yeah, Serenity's brother won three million dollars for an eye operation for her when he came in second place at Duelist Kingdom. It's so cool that he did that. From what I read, he was just sort of a major rookie at the time."

Serenity nodded and smiled at the nice words. "So I'm guessing you play too?"

"Oh yeah," Adrien said. "My mom knew a bit about the game as sort of a hobby and she taught me to play it."

"Neat. I mean, I'm still learning myself, but maybe we could get together for a duel," Serenity said.

Adrien smiled. "Sure, I'd like that. Assuming my father lets me out of the house for a change." He said this with a sarcastic tone and an eye roll.

Serenity looked at him confusedly. "Why wouldn't he let you out of the house?"

Nino jumped in, a bit of a grumpy look on his face. "It's a long story, but the short version is Adrien's dad is a HUGE control freak."

Serenity's eyes widened. "Oh."

Adrien gave a small smile. "It's okay. It's annoying, sure, but I've kinda gotten used to it."

Serenity frowned at that. It was clear despite what Adrien said, he wasn't really.

Alya then broke her out of her thoughts. "Hey guys, I hate to interrupt, but we'd better head to class now. After all, wouldn't want Serenity to be late for her first day, would we?"

Marinette then seemed to notice the time too. "Sure, I'll meet you guys there; I gotta go put my backpack away. Oh, and Alya, ask Miss Bustier that Serenity can sit with us, won't you?"

Alya quirked an eyebrow at the statement. "You sure, girl? I mean, I know we're all friends now, but shouldn't Serenity be allowed to sit wherever she wants?

Marinette then leaned in and whispered in Alya's ear, "Chloé."

Alya's eyes widened in realization. "Oh. Yeah, good point."

Serenity looked at them in confusion but thought nothing more.

Alya then grabbed Serenity's hand and led her in a different direction. "Well, come on, Serenity. We'll take you to the classroom now."

"Okay," Serenity said as the group walked down the hall as Marinette walked away in the other direction.

Alya, Adrien, and Nino took Serenity to a classroom nearby, which Serenity assumed was homeroom.

Inside, a good few other students were already there. A pretty young red-headed woman in a blue woman's suit stood at the front of the class. She clapped her hands and called, "Alright everyone, take your seats, please." She then saw Serenity and smiled. "Oh, you must be Serenity."

"Yes, I am," she said nodding.

"It's a pleasure to meet you, cher," the woman said happily. "I'm Madame Bustier, and I'll be your homeroom teacher while you're here."

"Merci, Madame Bustier," Serenity said.

Madame Bustier smiled at Serenity's response. "You're quite welcome. Now go ahead and pick a seat."

"Uh, Madame Bustier," Alya quickly interrupted, "would it be okay to let Serenity sit with Marinette and me? She went to put her book bag away."

Madame Bustier frowned a bit and tapped her chin in thought. "Well, normally we only allow two students per desk, but seeing as how this is a special occasion, I don't see why not." Her friendly smile then returned. "You can go ahead and sit at their desk, Serenity."

Serenity smiled happily. "Okay." She then went over and sat down next to Alya. "Thanks, Alya," she said.

Alya scoffed, "Don't thank me, it was Marinette's idea. I just happened to agree to it."

The happy conversation however was interrupted by a voice speaking up behind them. "Well, well, well. What do we have here?"

The two girls looked up to see a blonde girl dressed in an eye blinding yellow jacket, her sky blue eyes looking scathingly down. Alya glared at her.

"You must be the exchange girl that's staying with Marinette," the girl said to Serenity.

"Y-yeah, I am," said Serenity nervously.

"Leave her alone, Chloé," snapped Alya.

Oh right. Serenity remembered seeing Chloé's picture last night when Marinette showed her. The girl in question rolled her eyes and scoffed. "Oh, calm down, four eyes! I haven't even done anything to her."

"Not yet," Alya muttered drily.

Chloé glared at her. "And what's THAT supposed to mean? In case you haven't noticed, I'm trying to turn over a new leaf and I think I've been doing pretty good." She said this bit rather proudly.

"Chloé, one day of being nice doesn't technically mean you've changed completely," Adrien stated with a frown.

"Baby steps, Adrikins," Chloé said sweetly to the fellow blonde, who simply gave a tiny smile and shook his head before looking away. Chloé then looked at Serenity with a hard glare, "Since you're new here, I'll give you a piece of advice; stay out of my way and we'll get along just fine. Got it?"

Serenity nodded nervously. At that, Chloé gave a smile that was one part condescending and another part satisfied. "Good," she said. She then went back to talking to a mousey looking red-headed girl with glasses next to her. Or rather, SHE talked and the girl just listened.

Serenity leaned forward. "Wow! Marinette wasn't kidding about her."

Alyalooked at Serenity sympathetically, "She already told you about her, huh?"

Last night, yeah. I didn't believe anyone could be THAT nasty. Guess I was wrong."

Alya patted her on the shoulder. "Don't worry. We'll be there to back you up if you need us, Serenity."

Serenity smiled at her new friend, "Thanks, Alya." She then looked curious. "So what was that about when Chloe talked about turning over a new leaf?" she asked.

"Oh that," Alya said. "Chloe threw a party and invited everyone, even people she didn't like. But it was only because Adrien here threatened to end his friendship with her if she didn't start acting nicer."

"Adrien's friends with HER!?" Serenity couldn't believe someone like Adrien would be friends with a brat like Chloe.

Alya shrugged, "Been friends for a while apparently. He's kinda one of the few that can put up with her or at least get her to tone it down a little. But even he's got his limits. So Chloe threw a big party and tried acting all sweet and nice even though it obviously hurt her worse than getting a root canal to do so." The girls giggled. Serenity could imagine it must have been. "She then finally couldn't take it anymore and she snapped, insulting people and even firing her butler when he embarrassed her by accident."

"Oh no," Serenity said sadly.

"Oh, there's more to it," Alya said. "Her butler apparently got upset at her and as a result, got akumatized into an evil teddy bear that could control people's minds."

Serenity stared at her. "You're kidding," she deadpanned. And she's thought the man who'd become a PIGEON villain was weird.

"Oh, I kid you not, Renie," Alya said. "Thankfully, Ladybug and Cat Noir were able to stop him and believe it or not, Chloe actually helped. Afterwards, she apologized to the butler and gave him his job back and the party did turn out sort of okay. So, in a way, I guess you could say she's TRYING to do better, but it's gonna take QUITE a while before it becomes permanent."

"I think I understand. Two steps forward, one step back. That sort of thing," Serenity said, to which Alya nodded.

"Pretty much."

Just then, Madame Bustier called to Alya, "Alya, where's Marinette?"

Alya looked around and noticed Marinette still wasn't there. "She must still be in the locker room, Madame Bustier."

"Well, would you go get her for me? She is Class Representative, after all, and I'd hate for her to set a bad example for a new student by being tardy too many times."

Alya nodded, "Sure."

Serenity then raised her hand, "Actually, if it's alright, Madame Bustier, could I go get her? She's been really nice to me since I arrived in Paris that I'd like to return the favor."

The teacher looked thoughtful then smiled and nodded. "Very well, Serenity. But hurry back. We wouldn't want YOU to be late too."

"Thank you."

Serenity then got up and walked down the stairs to find her lost friend. However, as Serenity walked down the steps, Chloe secretly leaned out from her seat behind her and pushed her lightly with the toe of her shoe.

"Oops," she said in a not really sorry tone.

Serenity yelped as she started falling. She closed her eyes and waited for the crash of her landing hard. Suddenly, she felt herself almost suspended in midair. She opened her eyes and instead found Adrien holding her up by the shoulders.

"You okay, Serenity?" he asked.

"Y-yeah. Thanks."

"No problem. Don't worry Chloe does stuff like that quite a bit. I'll see what I can do to make her lay off you a bit."

"I'd appreciate that, Adrien. Thanks," said Serenity smiling. Once she righted herself, she continued down the steps. As she left she saw Chloe glowering at her. Serenity couldn't help but smirk a bit. She then focused on finding Marinette.

---

Meanwhile, unbeknownst to anyone, a boy was standing on a building overlooking the city. He was dressed in clown makeup complete with red rubber nose and a clown derby on his head. He was also wearing a black form-fitting jumpsuit with a purple flower stuck to his front. It was Josh; now known as Class Clown

"Okie dokie, Hawkmoth. Where should we start the fun?!" Class Clown asked eagerly.

Hawk Moth then spoke inside his mind. If I may say, I have a suggestion of where to go first.

Class Clown let loose a crazy laugh, "Goody! Lay it on me, Hawk Moth!"

---

Serenity walked through the school courtyard, trying to find her way to the locker room. Right now, she was wishing she'd asked someone where it was. She was also thinking about what had happened.

Geez, she thought. I never thought I'd meet anyone as nasty as Kaiba until I met Chloé. Mom always told me the world was full of people like that, but she never told me they were THAT bad. Then again, Marinette and her friends are nice to me. They kind of remind me of Joey and the gang.

Serenity then stopped and took out the Red-Eyes card Pegasus sent her. She stared at the art, the black frightening looking reptile with its jaws open in a silent roar.

This is your favorite card, big brother. You've always said that it helped you save me. Now maybe it can help me too. That dream I had and then getting that package from Pegasus couldn't be a coincidence. After all, when stuff like that happens to Yugi, it usually means something BIG is about to happen.

Serenity stared at the card, almost as if she were entranced by it. Suddenly, she was snapped out of her thoughts when she heard someone speaking to her.

"Excuse me miss, but what are you doing?"

Snapping out of her trance, Serenity turned around to see a large brown-suited man with a white beard, large eyebrows and slightly big eyes. Serenity secretly thought he looked somewhat like an owl "Huh?" she asked.

"I said what are you doing? Is there a problem here?" the man asked, his owlish eyes narrowing slightly.

"Oh no! Not at all," Serenity said quickly. "Sorry sir. I was just on my way to fetch one of my classmates before she gets in trouble."

Just as she was about to leave, the man called out to her again. "Just a moment, young lady! I know all my students, but I've never seen you before. Can you account for yourself?"

Serenity nervously looked at him. By how he was speaking he was obviously a man of great importance here at the school. "Y-yes, sir. I'm Serenity Wheeler, the new exchange student?"

The man adopted a thoughtful look for a second, stroking his beard before his eyes once again widened in apparent recognition. "Oh yes! Now I remember." He gave a small chuckle "Well, Miss Wheeler, permit me to introduce myself. I'm Mr. Damocles, your principal for the year." He held out a hand which Serenity shook.

"It's very nice to meet you, Mr. Damocles," she said.

"Likewise, Miss Wheeler," Mr. Damocles said. "Now you best run along and find your classmate before you both get into trouble, and that won't do on your first day now will it?"

"No sir," Serenity agreed. She then asked, "Um, would you mind telling me which way to the locker rooms. I think my friend is there."

"Certainly," Mr. Damocles said, pointing to a building. "Through that building, take the hallway to your right, fourth door on the left."

"Thank you, sir," Serenity nodded as she walked away.

As she did, Mr. Damocles noticed another girl about to run out of the school. He then walked toward her

"And where do you think you're going, Miss Gleason?" he asked sternly.

"I'm sorry sir," Sydney said. "I'm just worried about my brother. He wasn't at home this morning, his bed didn't look like it was slept in last night and my mom and I couldn't get a hold of him. I thought maybe he came in early, but I've been looking everywhere and can't find him."

Mr. Damocles stroked his beard, "I see. Well, if you want my opinion Miss Gleason, knowing your brother, this is probably some sort of prank or practical joke of his. He has a penchant for these sorts of things, you know." He then shuddered, "I STILL can't look at carrots after that LAST prank he pulled on school grounds."

Sydney still looked unsure. "Maybe, but this seems a bit extreme even for Josh."

Mr. Damocles could see her worried face and put a reassuring hand on her shoulder. "I'm sure he's alright, Sydney, but a fine student like you shouldn't be skipping school. I'll tell you what. I'll keep an eye out for Josh and if I see him, I'll personally escort him to class. Now off you go."

Sydney knew there was no arguing with the principal so she simply sighed and nodded, "Yes, sir," and walked back to class, more worried than before.

---

Meanwhile, following Mr. Damocles' directions, Serenity had managed to get to the locker room. As she looked around to see if she could see Marinette anywhere, she actually heard her voice first.

"So you still don't know what's up with Serenity?"

It sounded like she was talking to someone. This was confirmed when a high pitched voice suddenly said, "No, but I have a feeling it has something to do with those cards you two were playing with last night."

Serenity was surprised. Someone knew about her showing Marinette her cards? Quietly, Serenity tiptoed up to the area she heard the voices and peered around the corner there she saw Marinette talking… into her purse?

Marinette didn't notice her thankfully and continued to talk to the fashion accessory. "What do you mean, Tikki?"

Tikki? The purse had a name!? She then heard the same voice come out of the purse.

"Those cards look just like the tablets used in the Shadow Games."

"Shadow Games?" Marinette asked confused.

Serenity gasped softly. She remembered all that happened in Battle City with the Shadow Games. How she had nearly lost both her friend Mai and her brother after they played in a Shadow Game against Marik Ishtar under the influence of his evil self the others had taken to calling "Yami Marik." But still, how in the world could a PURSE know about the Shadow Games? More importantly, how could it TALK to Marinette!? But before Serenity could go over to Marinette and get some answers, the ground began to shake for a brief moment. Marinette held onto a locker to steady herself, as did Serenity. Suddenly, there was the sound of a clown's laughter. However, it didn't make Serenity want to laugh too like it normally would. This one made her shiver in terror.

"What was that?!" Marinette exclaimed for the both of them.

Serenity then heard footsteps and quickly found a locker without a lock. Thankfully, the lockers were the old-fashioned push-up handle types, so she could quickly hide in the locker as Marinette came running towards her. She peered out of the locker door just a crack and, to her astonishment, saw a small red creature come out of Marinette's purse. So THAT must have been what she was talking to.

"Time to transform," Marinette said. "Tikki! SPOTS ON!"

Serenity's eyes widened as the little creature-Tikki- was sucked into Marinette's earrings, giving them three small black dots on each. Marinette then went through change sequence that would have made an anime super hero proud. All over her body, a ruby red jumpsuit appeared complete with black spots. Marinette waved her hands over her face and a red mask suddenly appeared over her eyes. By the time she had finished her almost dance-like transformation sequence, Serenity couldn't believe her eyes. Standing in front of her wasn't Marinette Dupain-Cheng, the clumsy yet sweet friend she'd made, but the same hero she had seen in the picture from that story she'd read.

Ladybug. But that meant…

No way…

---

As everyone came out of the classrooms to investigate the sound, they spotted something surprising in the court yard. It was a boy about their age who was dressed in a black jumpsuit with kooky looking clown makeup. On his hand was what looked like a joy buzzer. From his looks alone, it was easy to see the boy was an akumatized civilian.

He then turned to them with a wild look in his eye as he exclaimed, "Who's ready to laugh?!"

Without warning, he leaped forward and zapped a student with his joy buzzer to the chest. The students gasped as what looked like an electric charge went through the student. Said student instantly started laughing hysterically as he clutched his sides and fell to the ground, legs kicking as he guffawed uncontrollably.

The boy then turned to the other students and smiled fiendishly. "Okay, who's next? Don't be shy! Class Clown has enough laughs for EVERYONE!"

The other students quickly began to panic and tried to run away. Unfortunately, that only seemed to make the now named Class Clown's job easier as he zapped students at random, leading them to start dropping like flies. In the chaos, Adrien managed to find a place to hide so he could transform. Plagg then flew out of his pocket and saw Class Clown laughing insanely at his handiwork.

"Hey, I didn't know the circus was in town!" he exclaimed. He then turned to Adrien. "You think he brought popcorn?"

Adrien just rolled his eyes at his gluttonous Kwami. "We can get some later, okay? Time to transform! Plagg! CLAWS OUT!

Plagg then got sucked into Adrien's ring, starting his transformation. All at once, a black leather suit appeared on his body, complete with boots, clawed gloves and a belt that looked and acted almost like a cat's tail. On top of his now slightly messier blonde hair, a pair of black ears grew. To top it all off, Adrien swiped a hand over his eyes and a black domino mask appeared, his regular green eyes suddenly turning completely green with silted pupils like a real cats. Flexing and swiping his claws, Cat Noir prepared to leap into action. He only hoped Ladybug got here soon.

Cat Noir didn't need to worry long; as Class Clown continued zapping people with his joy buzzer, a yo-yo suddenly caught his hand before he could zap anyone else. As he struggled to break free, he turned around and saw Ladybug holding him in place.

"That's enough!" she ordered.

Class Clown simply smirked. "Ah, Ladybug! I was hoping you'd show up!"

Ladybug continued to glare at the Akuma. "I don't know what's going on here, but-"

"What's going on here is that I'm gonna show everyone how pointless education is and give everyone something to laugh about!" He then held up his buzzer which then started to spark. "And I got quite a 'shocker' for ya, Ladybug!" He then reached out and touched the string as an electric current ran through it. Before Ladybug could respond, she immediately felt the charge and yelled out in pain. Thankfully her magic kept her safe from being fried to a crisp, but it still hurt like HECK!

Suddenly, a long metal pole slammed down on Class Clown's wrist, causing his to yell out and cease his attack. Ladybug recognized the pole and thanked God HE'D showed up. Cat Noir stood next to Class Clown who was holding his now freed wrist and rubbing it.

"You know, the puns are normally MY thing. I may just have to take you to court for that," he said, smirking at the Akuma. Class Clown then swiped at Cat Noir, who dodged and land next to Ladybug.

"You okay?" he asked Ladybug, who was recovering from her experience.

"Yeah, I'm good," she said nodding.

Cat Noir smiled at that. "You know, as much as my Kwami hates school, I still think we should stop him, mi'lady."

Ladybug looked at her partner with an annoyed look. "Gee. You think?" she asked sarcastically.

As the two heroes talked, Hawk Moth spoke to Class Clown from inside his head, Class Clown! Take their Miraculous! NOW!

Class Clown smiled wickedly, "You've got it!"

He then charged at Ladybug and Cat Noir and tried to zap them again. The two of them leaped out of the way and got onto the roof of the school.

"So what's the plan?" Cat Noir asked.

"The Akuma must be in his joy buzzer," Ladybug explained. "That's what lets him make people laugh uncontrollably. The only question is how do we get it?"

Before Cat Noir could put in his two cents, a voice sounded out.

"Josh! Stop!"

Ladybug turned to look. "What?"

The two turned to see Sydney Gleason rushing towards Class Clown.

The villain stopped his rampage and turned to look at her, not with a smile but a frown. "I'm not Josh anymore! I'm Class Clown!" he shouted at her. "And unless YOU wanna be turned into a laughing lunatic too, I suggest you go home, Sydney!"

Cat Noir and Ladybug looked at each other. In each other's minds, they came to the same conclusion. So Class Clown was Josh Gleason! It made sense considering Josh was a notorious prankster.

Sydney wasn't deterred by her akumatized brother's threats and continued to plead with him. "Look, Josh! What happened last night got you upset. I get it. And I know mom wasn't exactly being fair when she punished you. But please! I calmed down last night and talked to her and she felt kinda bad too. If you stop what you're doing right now, we can all talk together and work out our problems just like we should have done! Please"

For a second, Class Clown stopped and looked at Sydney as if considering her olive branch of peace. Unfortunately, Hawk Moth chose that moment to intervene. Don't listen to her! he said. She's just trying to trick you!

Class Clown's face then contorted into an angry look and then raised his buzzered hand, ready to strike. Sydney tried backing away, but tripped and fell and could only watch as the villain who was once her brother stepped menacingly toward her.

Just as Class Clown was about to attack Sydney though, Hawk Moth, through Class Clown's eyes, noticed Serenity coming out of the locker room. Ladybug then noticed her as well and her heart stopped.

"Oh no…," she murmured.

"The Wheeler girl!" Hawk Moth exclaimed. He then sent a mental message to Class Clown. Class Clown! That girl there! She's the one I told you to find! Attack her or I'll remove your powers!

Class Clown then looked at Serenity then looked down at the fearful Sydney. "We'll finish this later, sis! Right now, I've got bigger fish to fry!"

Class Clown then leaped over Sydney and landed right in front of Serenity, causing her to stop in her tracks.

Class Clown stared at her curiously. "Now what's so special about YOU that Hawk Moth wants me to single you out? I mean, you're a real cutie no doubt, but…"

Serenity was shocked that this strange boy was looking at her like this. Just by his looks alone, she could tell he was bad news. She backed away in fear. "I…I don't know what you're talking about!"

Class Clown looked at her a bit more before shrugging nonchalantly and grabbing Serenity's wrist with lightening reflexes. "Oh well. You'll soon just end up like those weirdoes anyway." He then gestured with his free hand to the still giggling students either rolling on the ground or leaning against the wall or each other for support.

Serenity struggled to escape his iron grip. "Please! Just let me go!"

Ladybug frantically turned to her partner. "Cat, we have to stop him!"

Cat Noir nodded seriously, "Right!"

The two lunged forward, but they could tell they were too far away to make a difference.

Class Clown smirked at Serenity as his joy buzzer sparked. "Zap zap! Time to laugh!"

Serenity screamed as Class Clown was about to zap her. She closed her eyes and prepared for the inevitable. Suddenly, there was a burst of light. It was so bright it blinded everyone and forced them to shield their eyes, making Class Clown let go of Serenity. When the light faded and he opened his eyes, there was a large shadow casting over him from behind Serenity. He slowly looked up and his eyes practically BULGED out of his skull.

"W-what the…!?

Serenity was confused as she watched Class Clown back up from her. Upon noticing the shadow too, she turned and gasped in shock, putting her hands to her mouth in shock. Standing right behind her, plain as day, was the intimidating form of the Red-Eyes Black Dragon, standing behind Serenity, looking ready to attack Class Clown any second from the way its blood red eyes were fixated on him.

Hawk Moth stared at the beast. It looked just like one of the holograms he'd seen from Kaiba's dueling system, but it seemed so real. It couldn't ACTUALLY be real. Could it? "That's impossible," he murmured in disbelief.

Meanwhile, the heroes were also dumbstruck by what they were seeing; Cat Noir especially. The Red-Eyes Black Dragon?! That's Joey Wheeler's favorite Duel Monster! But how is it here? He then shook his head to clear it "We've gotta do something!" he exclaimed, making ready to dash at the dragon.

Ladybug quickly broke her own surprise at the situation to put an arm up in front of him. "Cat Noir, wait!"

Cat Noir looked at his lady as if she were crazy. "What?! We have to save that girl!"

Ladybug pointed in front of them. "Look at the dragon, Cat."

Cat Noir looked at her with a deadpan expression. "Yeah, I see it. It's KINDA hard to miss, wouldn't you agree?"

Ladybug simply rolled her eyes at Cat's snark. "Not what I mean, Chaton." She then pointed again. "Look at how it's standing behind Seren- er, that girl and not in front of her and how it's looking at Class Clown. It's like the dragon is…protecting her or something."

Serenity heard them talking and turned to stare at the Red-Eyes Black Dragon behind her. It wasn't looking at her, but something inside her tells her that it's true; it WOULDN'T hurt her. She turns back to Class Clown with a glare as the villain nervously held up his arms in a placating way. "N-nice dragon. G-g-good boy."

Serenity then pointed at Class Clown and spoke out like she'd heard her brother speak in his duels. "Red-Eyes! Attack! Inferno Fire Blast!"

Red-Eyes then roared as it shot a ball of fire at Class Clown. The villain managed to dodge just in time. He panted as he crouched on the ground, panting in shock, fright and frustration.

Class Clown then glowered. "This is NOT what I signed up for, Hawk Moth!"

He then looked up and, to Class Clown's amazement, the massive reptile was gone.

Hawk Moth then got over his own shock to order, Now's your chance, Class Clown! Grab the girl!

Before Class Clown could do anything, he saw Ladybug swinging in on her yo-yo, grab Serenity and escape.

As she left, the hero called to her partner, "Cat Noir! Get the other girl!"

Cat Noir understood and leapt forward to get Sydney. However, right before he got to her, Class Clown shoved him out of the way, causing the hero to roll on the ground.

"I ain't leaving empty handed," Class Clown shouted. He then grabbed the screaming Sydney in a fireman's carry and climbed up to the ladder of the roof.

"Help me!" Sydney cried.

Cat Noir got up and hurried to follow. He proceeded to climb up the ladder, but just as he reached them, Class Clown unleashed the same shock from his joy buzzer he'd given Ladybug onto the metal ladder. Cat cried out in pain as he let go and tumbled to the ground. By the time he got his senses back and looked up, he saw Class Clown was gone with his sister in tow.

"Oh great," he grumbled, rubbing a hand through his hair. "This is DEFINITELY gonna score me points with LB," he added sarcastically.

---

Soon, Class Clown landed on another roof after leaping across many others parkour style. He roughly dropped Sydney on the roof to which she yelped in pain.

"Geez, sis. You gotta lose a few pounds," he said, stretching out his back. "It was like lugging around a sack of potatoes."

"Hey!" Sydney exclaimed, insulted. She then calmed down and once again tried to reason with her brother. "Listen Josh, Class Clown, whatever! You're not yourself. You're being possessed by one of those Akuma things from the news; the things that turn people into villains if they feel really negative emotions. You need to snap out of it!"

"I've got a better idea," Class Clown said. "How about YOU shut up?" He then placed his buzzer on her shoulder and gave her a small charge that didn't hurt her but it did knock her out. Giving a cry of pain, Sydney collapsed to the ground.

Class Clown then surveyed his handiwork with a sigh. "Well, finally. I thought she'd never be quiet."

You idiot! Hawk Moth exploded inside Class Clown's head, causing him to stumble as he held it. You were SUPPOSED to get me the girl and/or the Miraculous'. Instead, you let your personal vengeance on your smarter sister get in the way! Now you've lost BOTH! Give me one good reason I shouldn't take away those powers right now!

"T-take it easy, Hawk Moth," Class Clown begged, regaining his composure from his somewhat boss's outburst. "I've got an idea to get you what you want and maybe get a little payback of my own in the process. Just hear me out."

Hawk Moth was quiet for a few seconds before finally speaking. Go on. And you BETTER hope I like this idea of yours.

Class Clown grinned wickedly. "Oh don't worry. I think it'll work JUST fine."

---

Cat Noir was in Mr. Damocles's office while waiting for someone to arrive and to also wait for Ladybug to get back. The two had just gotten back from the infirmary, where Class Clowns victims were currently being looked after. They were still laughing, but many had stopped rolling around. Any that were still rolling were quickly tied to the bed for their own safety.

Even while waiting though, Cat couldn't stop kicking himself about losing Sydney.

"Boy, did I ever goof up," he muttered.

"Now now, my boy," Mr. Damocles said putting a reassuring hand on his shoulder, "You tried your best. That's all that matters."

"But the bad guy got away with a hostage!" Cat Noir cried. "I could've stopped him if I'd been faster or something."

"Well I'm sure you'll-" Just then, Lisa Gleason rushed into the office looking upset and haggard.

"Is it true?" she asked frantically. "Is my son really one of those villains I've heard about on the news?"

The two males looked at each other, then at Lisa with an apologetic expression. "I'm sorry, Mrs. Gleason. It's true. Josh has been akumatized," Mr. Damocles said.

"And what's worse, he's managed to kidnap his sister; your daughter, Sydney despite my best efforts. I'm sorry," Cat added sadly.

At that, Lisa started crying making the knife in Cat's heart about this entire thing plunge deeper. Mr. Damocles led Lisa to a chair and helped her sit down. "Please don't be upset, Mrs. Gleason. I'm sure Ladybug and Cat Noir will do all in their power to-"

"You don't understand," Lisa sniffled as she pulled of a handkerchief. "This is all my fault!"

Cat Noir and Mr. Damocles looked at each other in confusion. "What are you talking about?" Cat asked.

Lisa sniffled again. "I punished Josh last night and I may have gone too far that time."

Cat Noir then walked up to Sydney. "Okay, Mrs. Gleason. Tell me what happened."

---

After swinging around a bit, Ladybug with Serenity in her arms landed on the roof of a building. She set Serenity down gently (a lot gentler than Class Clown had with his sister). She smiled at the auburn-haired girl, who seemed to be trying to catch her breath from the experience of getting saved by a superhero.

"There, you should be safe here for now. Now I've gotta get back to Cat Noir."

Serenity's senses soon caught up to her and she quickly called out, "Wait!"

Ladybug stopped and turned confused. "What is it?" She expected that Serenity just wanted to thank her, but she then took a deep breath and said something she had NOT expected her to say:

"I know it's you, Marinette."

Ladybug's eyes widened in shock. Had she just heard right!? Serenity KNEW she was Ladybug?! She quickly tried to rectify the situation.

"I…I don't know what you're talking about. I don't even know this "Marinette' you're-

"I saw you transform in the locker room when Class Clown first showed up," Serenity interrupted, eyes narrowing scrutinizingly. "So you can quit with the excuses."

Ladybug stared at her for a few seconds before stumbling back into a chimney before sliding down it and sat on the ground. "Oh man…" she groaned, hands tugging at her pigtails in frustration. She couldn't BELIEVE this was happening! How could she have been so careless!? Even Alya with her constant attempts to figure out her identity had yet to solve it in all the time she had known her. And yet Serenity was able to discover her on her SECOND DAY in France! Master Fu was going to KILL her for this! Not to mention she'd probably get a stern talking to from Tikki no doubt about the importance of always making sure an area was secure before transforming.

Serenity saw her friend's expression and quickly worked to assuage the situation. "It's okay! It's okay! I won't tell anyone, I swear!"

Ladybug- no, Marinette- looked up at her, her bluebell eyes showing a hopeful expression. "You won't?"

Serenity shook her head. "No, of course not. This is obviously something important to you. I expect an explanation of how this is all possible of course, but I won't anything to jeopardize what you do. Besides, you saved me. I think I owe you that much. You can trust me."

Ladybug looked at her and saw she was telling the truth and sighed in relief. "Okay. I trust you with this, Serenity. Don't let me down, 'kay?"

Serenity gave her a reassuring smile.

Suddenly, Ladybug's yoyo started beeping. She got up and answered it.

"Cat Noir, what is it?"

"Bugaboo, we have a little problem," said Cat's voice.

Ladybug didn't like the sound of that. "What do you mean?"

"You know that girl Sydney you had me save?"

"Yes. Okay, I'm guessing something's up."

"Yeah, I kinda, sorta… lost her."

"WHAT?" Ladybug exclaimed.

"I'm sorry, really! I tried getting her, but Class Clown, or Josh I suppose, was too quick. And when I tried following him, he pulled the same zap trick on me he did to you before." He sighed. "I'm sorry, mi'lady."

Ladybug's angry expression at the news soon shifted to a calmer one as she sighed herself. "It's alright, Cat. I know you didn't MEAN for it to happen."

"Thanks, LB," Chat's voice said sounding much happier. "Actually, I just spoke with Josh and Sydney's mom, Lisa Gleason, who told me how Josh went Akuma. She'd punished him last night after he kinda went a bit far in a prank, but it might have been a bit much. She says that she's been pressuring Josh to do well in school, and I guess he got fed up with it."

Ladybug nodded in understanding. "That explains why he wants to destroy education."

"Yeah. Apparently he used to be an okay student, but after his father died about two years ago, he changed. He started acting goofy and not really caring how well he did in school anymore. And when Sydney started getting great grades while his got worse, his mom began praising her a bit more and started punishing Josh to try and encourage him to do better. Guess it didn't work like she hoped it would."

"Really?" Ladybug asked surprised. She knew Sydney and Josh's father had died a few years back, but she hadn't thought it would affect Josh that badly. "Well, in any case, we'll just have to find Class Clown and save Sydney ourselves. Hopefully after all this is done, the Gleason's can fix their problems."

"Way ahead of you, mi'lady. I took Mrs. Gleason home and we found a note on the door. It was from Class Clown."

Ladybug's eyes widened. "What? What did it say?"

"It said, 'If you want Sydney Gleason back in one piece, meet me at the Kaiba Land Paris construction site in twenty minutes and bring the Wheeler girl. Or else.'"

Ladybug sighed. "It's a trap, but we don't have a choice. We're on our way." She then hung up. She then turned and saw Serenity looking at her in wide eyed shock.

"You're going to trade me?!" she cried.

Ladybug quickly ran over and placed her hands on Serenity's shoulders to calm her down. "Serenity, you know I'll protect you, right? I won't let anything bad happen to you." She then turned and started pacing. "There has to be another way."

Serenity watched Ladybug pace and mutter, trying to figure out what to do. Serenity herself thought for a bit. She realized there was probably no other way to get Sydney Gleason back without giving herself up. She couldn't let this poor Mrs. Gleason lose both her kids in one day. Turning to Ladybug, she sighed. "There isn't another way."

Ladybug stopped and turned, "What?"

"Marinette, you have to trade me for Sydney."

Ladybug came up to her and again put her hands on her shoulders, only this time it was more frantic. "Are you crazy? Do you know what he might do to you? I can't do that, Serenity! You're my friend!"

Serenity gently pushed the hands off her shoulders and smiled at Ladybug. "I know. And that's why you have to trust me."

---

After meeting up with Cat Noir back at the school, Ladybug and Serenity explained their plan to Cat Noir. As expected, he wasn't thrilled with the idea any more than Ladybug was, but when Serenity pointed out it was the only way, he acquiesced and went along with it. Now, the three were standing in front of the gates to Kaiba Land Paris. From what Serenity had read in the paper, this Kaiba Land was supposed to be bigger than any of the three he had built since the KC Grand championship a couple of years back. Right now though, this place wasn't a place of fun and Serenity couldn't help but feel a bit nervous.

She was brought out of her thoughts by Cat Noir talking. "You really think he'll show up?"

"In the letter, he seemed willing to negotiate. So, I assume so," Ladybug said."

Cat Noir crossed his arms and rolled his eyes, "Oh sure. And how do we know he won't double cross us? You know how these villains are, LB."

Ladybug sighed and shook her head. "We don't. But he has his sister hostage, and Mrs. Gleason could end up without TWO children if he we don't do this."

"But what about Serenity?" Cat asked.

Serenity looked at him and tried to convey some confidence, "Don't worry. I've handled worse, trust me."

Cat sighed. "I sure hope you're right." He then looked at the park gate. "So how do you propose we get in? I mean, it's not like we can just wave our arms and say, 'Open Sesame!'" He punctuated his point by doing those very motions. Suddenly, a clicking and the sounds of large moving gates reached their ears. They watched as the large doors to Kaiba Land Paris swung open. Ladybug and Serenity stared for a bit before looking over at Cat Noir. Cat simply looked at his hands and then gave the girls a simple shrug.

Immediately, the loudspeakers in the park squealed on, causing the trio to cover their ears in pain, Cat more so due to having TWO sets. Class Clown's voice then boomed out.

"WELL, WELL, WELL! SO YOU ACCEPTED MY TERMS IT SEEMS. GOOD. NOW, I'LL BE WAITING AT THE BLUE-EYES COASTER. GET THERE SOON. OTHERWISE, I MAY GET BORED AND DO SOMETHING I DON'T THINK YOU'LL LIKE!"

The loudspeakers turned off and the trio looked at each other.

"Well, what are we waiting for?" Ladybug asked. "We need to hurry!"

At that, the three raced in through the open doors in to the park. As Serenity raced with the two heroes, she couldn't help but look at the stuff through the park for when it opened. Already they'd passed the Monster-Go-Round and the Virtual Reality Pavilion. From what she'd heard, Kaiba was going all out on this park, especially on the Blue-Eyes Coaster that they were headed towards. It looked like there were still some things to finish, but Serenity knew Kaiba would get them all set for the grand opening.

Eventually, they reached the coaster. As they went through the line queue, Serenity hoped they would make it in time. Thankfully, they managed to get to the end of the line barrier. They looked around and there they saw him; Class Clown sitting on a stool near a set of controls, most likely the ones for the coaster. When the villain saw them, he smirked and raised his hands in greeting.

"Ah, look what the cat AND ladybug dragged in. Please, make yourselves at home," he said.

Cat Noir simply growled at him and the two females narrowed their eyes.

"We brought the girl just like you ordered," Ladybug said. "Now where's Sydney?"

"Don't get your pigtails in a bunch," Class Clown said. "She's right here."

Class Clown then pressed a button on the panel and a set of coaster cars designed like a Blue-Eyes White Dragon appeared. The group looked and saw sitting in the last car was Sydney, tied up and down.

"Sydney," cried Cat.

"Hope you don't mind her being so quiet," Class Clown said smarmily. "I just had a little talk with her about not having a sense of humor since Dad passed away and how she shouldn't prioritize school and stuff like that over so many other things." He then frowned and held a hand forward. "Now, hand over the girl!"

The group looked at each other as if wondering what to do.

Serenity looked at Ladybug and Cat. "Do you trust me?" she asked.

Ladybug nodded. Cat did as well.

Serenity then took a deep breath and started walking towards Class Clown. She walked through one of the open cars in order to get to him. Once she reached him, she turned and glared at him. "Alright you have me. Now let Ladybug and Cat Noir take Sydney home."

"Fine, fine," Class Clown sighed. He then gestured to the heroes. "Go ahead. Take her. A deal's a deal after all." Ladybug and Cat then walked toward Sydney in the car to go and untie Sydney and take her home. As she watched however, Serenity noticed something strange about Sydney. In the right light, she seemed to… flicker. Suddenly, just as the two got into the car on either side, Serenity realized what was going on.

"Get out of the car! It's a hologram!" she shouted.

"Wait what?" Cat asked. He ran his claws through Sydney and, sure enough, they went right through her. The hologram then disappeared completely.

"Psych!" Class Clown suddenly shouted. He then flipped a switch on the panel and the bar suddenly went down. Ladybug and Cat Noir stumbled into the seats just as the bar clicked down, holding them in place.

Class Clown then grabbed Serenity, threatening her with his joy buzzer. She tried to break out, but his grip was too strong.

"Serenity!" Ladybug cried.

"HA!" laughed Class Clown. "You two really WERE dumb enough to fall for that!"

Cat Noir looked a bit dryly at Class Clown and then at Ladybug. "Not to say I told you so, but…"

"Oh shut up, Cat! Not now!" Ladybug shouted at her partner. She then turned angrily at Class Clown who was holding the slightly struggling Serenity. "You tricked us! We made a deal, Class Clown! Why'd you do that!?"

"Hey, I'm a prankster, sweetheart," he said with a shrug. "Tricks and pranks go hand in hand."

"Where's the real Sydney Gleason? What have you done to her!?" Cat shouted.

"Don't worry. I didn't do anything to her." He then gave a dark chuckle. "Not YET at least. Now, if you don't mind, I'm going to take care of you two once and for all."

"And how do you plan to do that?" Ladybug asked.

"Simple. You're both going to take a one way ride on the Blue-Eyes Express!" This track's only three-quarters of the way done and once you get near the end? BOOM!" He let out a cackle as he moved his joy buzzer to the controls and pressed it down. A surge went through and suddenly the cars started moving.

"Please keep all body parts inside the car at all times," Class Clown called as he laughed. Cat and Ladybug tried moving the bar, but it wouldn't budge.

Serenity could only watch helplessly as the car moved out of sight. She was then pulled in closer by Class Clown, who now had a flirtatious look on his face.

"Now, while we wait how bout we get to know each other a little better before I turn you over to Hawk Moth, eh, sweet Serenity?" He immediately made a kissing motion as Serenity looked disgusted.

"I've got a better idea," she said. "How about YOU take a flying leap!"

At that, Serenity stomped down on his right foot. HARD!

"YOW!" Class Clown shouted as he let her go to hop up and down on his good foot while holding onto his hurt one.

Serenity immediately took this as a sign to get going. She made a beeline for the exit area and ran as fast as she could back into the park. Class Clown stopped his hopping to stare down balefully at her as she ran.

"Ya know, she's pretty, but she's becoming a real pain in the butt." He rubbed his foot. "Or, in this case, the foot."

After her, you fool! Haw Moth shouted. You promised me your plan would work! Don't fail me or else!

"Don't worry, it will," Class Clown said, starting to give chase. "After all, with Ladybug and Cat Noir on their little trip, we won't have to worry about them for very long."

---

"I see Serenity getting away," Cat Noir shouted as the car sped toward the first hill. "Guess she got out on her own." However when he didn't get an answer from his partner, her turned to see Ladybug with a slight terrified look on her face.

"Oh man, oh man, oh man, oh man," she kept repeating to herself.

Cat looked at her oddly, "You wouldn't be afraid of roller coasters, would you, mi'lady?"

Ladybug turned to him and bellowed, "YES!"

Cat blinked for a second. "Oh. Okay, chalk that down as another thing I know about you now."

"Now isn't the time for that, Cat!" Ladybug cried. "We have to get off this thing before we become the victims of its first and ONLY ride!"

"That's simple enough," Cat said confidently. "I'll just use my power to corrode the bar and get us out." As he prepared, however, Ladybug stopped him.

"No! Remember, you'll only have five minutes after you use it before you lose your abilities! With Serenity and possibly Sydney still in danger, we can't risk doing it this second!"

At that moment, they reached the hill and began going up, up, up! Cat looked around frantically as they got higher and higher.

"Then I suggest you come up with something soon! Otherwise, we're done for!"

---

Meanwhile, Serenity was running away from Class Clown and was currently hiding on the Monster-Go-Round. She was hiding behind one of the non-moving Monsters. She tried to catch her breathing and couldn't help but see the cars carrying Ladybug and Cat Noir get closer and closer to the top of the hill. If what Class Clown had said was right the track was only ALMOST done. They needed to get off soon.

Suddenly, music started and the Monster-Go-Round began moving! Serenity yelped as she grabbed onto the Monster and struggled to stand up. As she did though, she saw Class Clown standing by the controls, grinning.

"Ah, the Monster-Go-Round! Such a romantic spot for a date wouldn't you say?" he said wiggling his eyebrows.

Serenity cried out as he hopped on and began to move forward. Serenity started running away, but quickly realized it was hopeless. If she kept running, she'd just go one big circle and end up near him.

Then she got an idea. As she neared where the controls were, she leapt off and ran toward them.

"Hey! What're you doing?!" Class Clown shouted.

"You like this ride so much?" Serenity asked with a smirk. "Then here, have fun!" She then turned the knob that controlled the speed of the carousel and it began speeding faster and faster as the music began sounding like it was being sped up till it was high pitched. Serenity then sped away as Class Clown screamed, "GET ME OFF THIS CRAZY THING!"

Serenity knew that that wouldn't hold him for long so she had to go somewhere else. She then spotted something. The House of Mirrors. A maze of confusion. Perfect!

As she raced toward the attraction, the ride's motor started smoking and blew a fuse. The music and ride slowed to a crawl and Class Clown stumbled off looking like he was going to hurl.

"That little…" he groaned as he wobbled around and leaned against the controls trying to get his bearings.

He then saw Serenity run into the House of Mirrors and he gasped. "No! She can't go in there! It could ruin everything!"

Then get going and stop her! Hawk Moth shouted

Class Clown's face twisted into a snarl. "You got it, Hawk Moth. I'll still bring her to you, but I hope you don't mind if she's a little roughed up first." His buzzer crackled menacingly as he followed Serenity into the House of Mirrors.

---

"We're almost to the top! We need to think of something N-O-W, NOW!" Cat Noir cried.

Ladybug tried to think for a second. Neither of them could use their powers, lest they risk powering down too soon. She then spotted Cat's staff on his belt and inspiration struck her.

"Wait I've got it! Chaton, grab your staff!" Cat looked at her oddly, but did as she said. "Now angle it so it's between the seat and the bar. And when I tell you to, press the button to pop it out on both sides."

"Why would I-" Cat started to say, but then his eyes lit up as he realized. "Oh! I get you!" He quickly then angled the staff like Ladybug said to.

"Whatever you do, don't move it too much," Ladybug reminded him. It was then they reached the final leg of the hill.

"Oh man, oh man, OH MAN!" Ladybug screamed. She'd been so busy thinking up a plan she'd all but forgotten they were on the highest coaster in probably all of Europe.

"Here we go!" Cat Noir called out. And the coaster dipped downward.

Ladybug screamed as the coaster zoomed and swerved like crazy. Cat however was whooping and cheering. He acted like he'd never even been ON a roller coaster before.

"CAT, FOCUS! I THINK WE'RE COMING TO THE END IF YOU CATCH MY DRIFT!" Ladybug shouted.

Cat's cheering stopped as he looked and realized that Ladybug was right. Shortly up ahead, the track was still being built! And they were coming nearer to it!

"Mon Dieu!"

"Quick! When I say so, use your staff like we planned!" Ladybug shouted. Cat readied it as the cars drew closer to the end.

"Un!" Ladybg shouted. Cat gripped the staff.

"Deux!"

They were getting nearer.

"Trois! NOW!"

Cat pressed the button on the staff to make it increase in length. It then quickly plunged into the seat and the pushed the bar up enough for the heroes to escape.

"QUICK! MOVE!" Ladybug cried.

AT that, the two jumped into the air as Cat grabbed his staff and retracted it. He then grabbed Ladybug by the waist and began spinning his staff above him like a propeller at an almost hyper speed.

BOOOOOMMMMM!

Down below, the cart crashed to the ground and erupted into a small bonfire. As the two heroes landed nearby, Ladybug quickly ran over to a nearby fire extinguisher and put out the blaze.

"Let's hope Seto Kaiba has enough to repair this," Cat said.

"Not to worry," assured Ladybug as she put back the extinguisher. "Once I use 'Miraculous Ladybug,' everything will go back to normal."

"Oh that's good." Cat said. His face then split into a grin as Ladybug and he started running for the exit area. "But man, what a RIDE!" What do you say after all this is done and when the park opens officially, we ride that thing again when our lives AREN'T in danger?"

Ladybug simply looked at him dryly. "Let's NOT and say we did?"

Cat sighed. "Okay, okay." As they raced out, they looked around to try and find where Class Clown and Serenity could have gotten too.

"Now if I were trying to escape a crazy villain, where would I go?" Cat asked scratching his chin.

Ladybug looked around. Then, she saw a map of the park. She raced over to look and after a few seconds she exclaimed, "The House of Mirrors!"

Cat smiled at that. "Smart thinking, LB. A maze like that's perfect for losing someone in."

"Then we better hurry. They've probably already gotten there."

The two heroes raced off to the house. Once they got there they looked around. Upon seeing the Monster-Go-Round and the state it was in, Cat nodded. "Yep, they've been here alright."

Ladybug looks at the House of Mirrors entrance. "If Class Clown followed Serenity in there, he most likely doesn't know we survived. We have the element of surprise."

"We'd have more of one if we had something to bring him out here into the open where we'd have a little more room to move though," Cat said.

Lady smiled at him, "Perhaps if we have LUCK on our side."

Cat also smiled, "You mean 'Lucky Charm.'"

Ladybug nodded and got her yo-yo set up.

"LUCKY CHARM!" She shouted.

Ladybug threw her yo-yo in the air, and in a flash of pink light, her Lucky Charm appeared. It was an old projector like the types old movies were shown on, but it felt light as a feather. And like all of her Charms, this one was reddish with black polka dots.

"A projector? What am I supposed to do with this?" Ladybug asked before pressing a button and the machine turned on. It then projected onto a wall of the House of Mirrors showing what looked like Ladybug running. It was then Ladybug got an idea as she looked at some of the mirrors in the maze and then the projector.

"Well?" Cat inquired.

"I've got an idea. And we better do it fast," Ladybug stated. "Follow me. I'll explain as we go in." With that, the two raced into the maze of reflected surfaces.

---

As Serenity ran through the maze of mirrors, she was starting to wonder if maybe this hadn't been such a good idea. True, it was a good place to lose Class Clown, but now SHE had to worry about getting lost. Every turn she made just ended with her coming to another dead end and having to find another way. Already she'd reached six dead ends. She was at her seventh when she heard a loud BOOM outside. She paused and realized what it was.

Please be alright, Marinette, she begged to herself. She knew Marinette was resourceful. After all, she'd been Ladybug for so long now. However, if there was the slightest chance of her being… no, she couldn't think that. She had to focus on getting out of here and losing the villain trying to get her.

"You hear that, Serenity?" she heard Class Clown call out from his position in the maze. "That's the sound of your last hopes going 'bye-bye!' So just give yourself up already! I'll make it easy on you if you do!"

Over my dead body, Serenity thought. She then ran down another way in hopes of reaching the end of the maze and leave Class Clown behind still lost. If that happened, she'd be able to get to the coaster and see if Marinette and Cat were alright. Then they could work on finding Sydney before-

Suddenly, Serenity heard a noise. It almost sounded like a muffled cry for help. And it was close. Serenity followed the sound and soon found herself in the center of the maze. All around in a circle were mirrors and in the center was someone tied to a chair with a gag over their mouth. Serenity's eyes widened.

It was Sydney Gleason. Class Clown must have figured this was the perfect spot for hiding her. She quickly ran forward to the struggling girl, who immediately turned fearfully.

"It's okay. I'm here to help," Serenity said as she moved the gag out of the way.

"Wh-who're you?" Sydney asked.

"My name's Serenity Wheeler," she answered as she worked on getting the girl untied.

"Wait, I recognize you," Sydney said. "You're that girl at the school who had that freaking DRAGON appear out of nowhere! How did you do that anyway!?"

"We can talk about that later. Right now we have to get out of here before Class Clown finds us." Serenity paused, "Or, I guess I should say, your brother, huh?"

At that, Sydney looked down sadly. "I knew the reason Josh was like the way he was was to try and keep Dad's spirit alive. He always used to be something of a joker too. But when he passed, Mom and I, I suppose we just accepted he was gone after a bit and moved on, though I guess all we really did was just cover up our grief with stuff like school and work to distract us. But Josh? He tried to make us laugh like Dad used to, but we just got tired of it and we wanted him to focus on the stuff we were and just grow up already." She sniffled, "I never thought that were causing him so much pent-up frustration and anger at school and us and all that that he would…" At that, tears started falling down her face.

"Hey, it's okay," Serenity said, putting a hand on Sydney's shoulder. "Lots of families have problems. My family does, and I know others who do to. I'm sure once your brother is saved and deakumatized, you guys can work things out."

Sydney sniffed and smiled, "You think?"

Serenity nodded, "I'm sure." At that, the bonds were untied and Sydney leapt up.

"Thank you!"

"No problem. Now come on, let's get out of here before-"

"Too late!"

The girls turned and shrieked as Class Clown emerged and started walking toward them menacingly.

"Okay, that does it! No more playing around! No more games! Just GAME OVER!" His buzzer sparked as he stalked forward, the girls scurrying back into a mirror.

"Josh please! You don't have to do this!" Sydney begged.

"When I'm done with you two, you going to be laughing so hard, you'll make Hyenas sound like they're crying," he said. He stepped closer to Serenity. "I'll start with you first." He reached forward as Serenity leaned back in vain.

"Unhand them, Class Clown!"

Upon hearing Cat Noir's voice ring out, the villain stopped and turned around, looking wildly.

"No, it can't be! You're supposed to be dead!" he shouted.

"Haven't you heard about cats having nine lives? And ladybugs are pretty resilient too I might add. How about you come and find us, huh?"

As Cat taunted Class Clown, Serenity whispered to Sydney, "Edge away slowly. We'll escape while he's distracted." The two then slinked away while he wasn't looking. However, right when they were going into one of the corridors, Class clown turned to see Serenity's hair flowing around the corner.

"NO!"

Forget about them! After Ladybug and Cat Noir! Hawk Moth shouted in his head.

"But the girl-!"

She is unimportant right now! Get the holders of the Miraculous'! And THIS time, do it yourself, you FOOL!

Class Clown nodded and, after shooting a glare at the direction the girls went, ran in the direction he assumed Cat Noir was.

As the villain ran down the corridors, he looked around frantically. "Come out, come out, wherever you are!" he shouted.

Suddenly, he saw Ladybug running right behind him.

"Ah-ha!" Class Clown then zapped his supposed target with his buzzer, but it turned out to simply be a mirror. He growled to himself.

"Ennie, Meenie, Cat and Bug! Come and get us you big lug!" Cat called out in a sing-song tone.

"Shut up, you!" Class Clown called out. He then saw Ladybug again and ran down another path.

"You know, you DO make me laugh. But only because I think you're one of the more pathetic Akuma we've fought," Cat called out. He then started laughing. Loud and proud.

"Stop it! Stop LAUGHING!" Class Clown roared. He then tried to shock Ladybug again, but it was just another mirror. He then turned around frantically, his breathing becoming more erratic as Cat's chuckles echoed through the House of Mirrors.

"Why? I thought you WANTED to make folks laugh, Class Clown!" Cat taunted as he continued laughing uproariously.

"Not like this! NOT LIKE THIS!" Class Clown screamed as Ladybug suddenly appeared in every mirror. He tried at all of them that he could reach and still nothing! It was no use. Everywhere he looked Ladybug was there and yet not!

CLASS CLOWN! Get a grip on yourself! Hawk Moth shouted, but it was no use. The villain was so disoriented he had no idea he was being led right outside the entrance of the house.

"Make it stop! Make it STOP!" Class Clown shouted, clutching his ears to drown out Cat's laughter.

"I'll help with that!" called out Ladybug's voice. Suddenly, he realized he was out in the sun and Ladybug was headed right toward him. Before he could do anything, Ladybug rammed into him and knocked the wind out of his lungs. He collapsed to the ground and then looked at his hand which had the buzzer. It wasn't there!

He looked at Ladybug who then held it up. "Looking for this?" she asked tauntingly. Class Clown immediately leapt forward to try and get it, but Ladybug tossed it into the air. "CAT! CATCH!"

Suddenly, from out of the House of Mirrors, Cat Noir jumped out, dropping the spotted projector he'd been holding. His hand then grew black as his energy built up for the final blow.

"CATACLYSM!" he shouted, sending the black shadowy ball at the buzzer.

"NOOOO!" cried Class Clown, but it was too late. When the ball hit the buzzer, it immediately disintegrated, releasing the Akuma inside. The butterfly attempted to get away, but Ladybug was too quick.

"No more evildoing for you, little Akuma, she said as she flung her yo-yo forward to catch the butterfly in it. "Time to de-evilize!" As soon as the butterfly was caught in the spotted toy, the purifying process began. In an instant, the butterfly was turned into a simple insect once again. The yo-yo opened up and the butterfly flew out.

'Bye-bye, little butterfly," Ladybug said, waving to it. She then ran over to the projector, her Lucky Charm, and tossed it up into the air. "MIRACULOUS LADYBUG!"

Suddenly, the projector turned into an infinite swarm of ladybugs. The swarm flew around magically repairing the damages caused by the fight: the roller coaster, the carousel motor, even all the mirrors.

They then flew over both Josh and the remains of the joy buzzer and both were changed back to the way they were. The joy buzzer turned back to its old self and Josh's clown makeup and jumpsuit vanished to regular clothes.

Ladybug and Cat Noir then ran up to each other and fist bumped. "POUND IT!" they exclaimed.

"Nice job with the projector, Cat," Ladybug said with a smile.

"Nonsense. YOU were the one who came up with the idea, remember?" Cat said.

Suddenly, a groan was heard. 'What happened?" The two turned to see Josh sitting up and rubbing his head. "W-where am I? And what am I doing in Kaiba Land? This place isn't even open yet."

"JOSH! JOSH!" The group all turned and saw Serenity and Sydney running up to them, the latter far ahead. Apparently, they had just gotten out of the mirror maze.

"Sydney?" Josh asked. His sister then knelt down and hugged him tightly, fresh happy tears in her eyes. "What's going on?"

"You were turned into an Akuma," Sydney said.

Josh's eyes widened and tears fell as he remembered what had happened and he hugged Sydney as well.

Soon, sirens were heard and some police cars showed up at the entrance of the park. Out came Lisa Gleason, Mr. Damocles, and a few officers, including Sabrina's father, Officer Roger. Lisa raced towards her children and enveloped them in a hug as well.

"I'm so glad you're both safe," Lisa said happily.

Josh then hugged them both tightly. "I'm so, so sorry you guys."

"No we're the ones who should be sorry, Josh," Lisa said and Sydney nodded.

"We were being so horrible to you even when you were just trying to make us happy like Dad used to."

"Yeah but I kept going too far. Dad would have NEVER done some of the stuff I've done. And I never really thought about talking to you guys about how I felt. I just thought you'd think I was being ridiculous. And- and all those times Sydney came home with great grades and you got upset I didn't? I just thought that you guys cared more about those. I suppose underneath everything? I equated school and that stuff with forgetting about Dad."

Lisa and Sydney looked at each other and nodded. "You're right. In a way, we have been trying to forget about your father somewhat. Trying to forget he's gone by keeping ourselves busy," Lisa said

"But it was wrong of us to do that," Sydney sighed. "We were doing a horrible thing. To both you and to Dad's memory. And we should never have been so hard on you like we were." She smiled as new tears fell. "But we're going to do better and we hope you can forgive us."

Josh smiled. "Only if you forgive me," he said. In response, his mother gave him a bigger hug.

"Don't take this the wrong way or anything, but I'm actually kinda glad Hawk Moth akumatized him," Cat said smiling at the scene.

"Yeah," Ladybug agreed.

"Thanks again you two," Officer Roger said.

"Yes, you've done it again," Mr. Damocles agreed with a smile.

"Well, we can't take all the credit this time," Ladybug said. She then gestured to Serenity. "It was mademoiselle Serenity Wheeler who did quite a bit of hero work while the two of us were… indisposed, so to speak."

Serenity blushed a little at that. "I-it was nothing, really."

"We beg to differ," Ladybug said. She then walked up and shook Serenity's hand. "Merci beaucoup."

"It was my pleasure," Serenity said grinning.

Suddenly, two beeps sounded.

"Ack!" Ladybug cried. "I'd completely forgotten about that!"

"Same here," Cat cried, "I need to get going. Officer Roger, do you think you could take Serenity home to her host family?"

The police man tipped his hat. "Of course. The other officers have things in hand, I think."

"Great," Cat said. He turned to run off. "See ya, LB, Serenity!"

"Same here. Bug out!" Ladybug called. She threw her yo-yo up to a pole across the street and flew away, throwing a smile wink at Serenity that said, 'I'll see you at home.'

"Well mademoiselle," Roger said, "do you mind if I take you to the police station first to talk to you, then take you home?"

"Yes, of course," Serenity said nodding.

---

Meanwhile in his lair, Hawk Moth growled as he pondered his defeat. "You may have beat me again, Ladybug and Cat Noir, but because of what I've witnessed today, your Miraculous aren't the only things I'll be after from now on." He grinned maliciously. "So starting today…I have a THIRD target."

The window of his lair then closed, leaving him in the dark to stew in his thoughts.

---

Later that evening, after taking a statement from Serenity, Roger took her back the bakery. After waving good night to the officer, she walked in and immediately was engulfed in a massive hug from Tom.

"Serenity! Thank heavens you're alright. We heard about the attack today," he said.

"Are you alright?" Sabine asked. "It must have been so frightening having a supervillain after you."

Serenity extracted herself from Tom's hug and smiled at the two of them. It was sweet of them to be so worried about her despite barely knowing her at all since yesterday.

"I'm fine guys. Really," Serenity said. "I admit, it was scary, but Ladybug and Cat Noir were there to help."

"Oh that's good," Tom sighed happily. "By the way, I think someone else is worried about you too.'

"Marinette?" asked Serenity.

"Yes and also someone I think you know very well," Sabine said.

Serenity thought for a moment and then realized who she could be talking about. "My brother."

"That's right. Marinette intercepted a long-distance call from him when she came home a while ago. She told him you'd call. She's actually up there now. She was as worried as us upon hearing what happened," Sabine answered.

Serenity nodded. "I'll go right up and give him a call to let him know I'm okay."

"You go do that," Tom said, letting her go toward the stairs to Marinette's room.

Upon reaching it, Serenity noticed Marinette sitting on her bed, looking very nervous.

"Hey," she said in a small voice.

"Hi," Serenity said back.

So… your brother called. If you want some privacy, I can-"

"No, it's okay. We're probably going to be talking afterwards, so you can stay up here."

Marinette nodded. "Okay. Just pretend I'm not here."

Serenity then got out her phone and dialed her home number. Almost immediately, it was picked up.

Hello? Hello!?"

Serenity giggled at her brother's frantic tone. "Hi Joey," she said.

"Serenity! T'ank God yer alright! We heard about what happened ova dere! Are ya sure yer okay?"

"I'm fine, Joey. Really, I am. It was a little scary, being attacked like that, but it's not like it's nothing I haven't faced before, remember? "

"Serenity, dis is a li'l different than what WE'VE face before, ya know dat right?"

"I know. I guess you're right, but really I'm fine. I had Ladybug and Cat Noir to help me. They were great!"

"Yeah, I heard 'bout 'em bein' there. I admit, If I could, I'd get on da next next flight ta Paris and shake their hands til they fell off.

Serenity giggled. "Well next time I see them, I'll tell them that."

Joey chuckled. "Tanks, sis. So, anythin' else crazy happen today?"

Serenity thought about telling him about the package she got from Pegasus, but thought against it. No sense in worrying him too much. "Oh, not really. I've made some new friends."

"'Ey, dat's great, Serenity. Glad yer havin' such a great time there."

"So am I," Serenity said.

"Good. 'Ey, listen, I know it's kinda late, so how about ya get some rest after yer nutso day and we talk some more tommara, hah?"

"That'd be great! I'll even set up my video phone on my laptop and I can introduce you to my roommate, Marinette. She's the girl who answered you when you called her house before."

"Hey, sounds great." Joey was quiet for a bit before he spoke again. "Well, I should let you get to it, hah?"

"I guess so," Serenity said. "I miss you, Joey."

"Same here, sis."

"Well, I'll hopefully see you tomorrow I guess."

"Yeah. Well, gotta go. Love ya, Serenity."

"Love you too, Joey. Bye."

"Bye."

Serenity then hung up the phone and placed it back on the bed.

"So everything okay?" Marinette asked.

"Oh yeah," Serenity said with a smile. "He heard about Ladybug and Cat Noir helping me out and said he'd love to shake their hands."

"Oh. Really? That's… that's great," Marinette said, suddenly looking at her lap. Serenity knew what was going on in her mind.

"Marinette? Are you okay?" Serenity asked.

Marinette sighed. "To be honest Serenity, I don't know."

Serenity sat on the bed across from her. "Listen, if it makes you feel any better, I kept my word. I didn't tell anyone about your being Ladybug. Not even your parents."

Marinette looked at her with an ashamed smile. "That makes me feel a little better, but I still broke the biggest rule of being a superhero. I revealed my secret identity. And on complete accident."

Serenity put a hand on the French girl's shoulder. "You're really shaken up about it, huh?"

Marinette nodded. "Yeah…" she muttered as she looked down again.

Serenity looked at her friend. "You know, I actually know how you feel, Marinette."

Marinette looked up at her in shock. "You do?"

"Yes I do. I may not be a superhero, but I know what it feels like to be afraid of something and not quite know what to do. When I was allowed to take my bandages off after my eye operation, I was afraid to do it because I was scared that the operation didn't work. But when my brother Joey was in trouble, I knew I had to help him like he helped me and that gave me the courage to take my bandages off and face the world. I know we've only just met, Marinette, but you've got to trust me to have the courage to continue our friendship despite what's happened." She took Marinette's hands in her own. "Do you?"

Marinette didn't say anything at first, but then she took a deep breath and smiled at Serenity. "Yes, I do. Thanks, Serenity."

Serenity smiled back. "Anytime." The two then exchanged a friendly hug. After separating, Serenity looked curious, so now that that's out of the way, mind telling me what that thing I saw in the locker room was?

"Oh, well, uh," Marinette seemed at a loss for words.

"That would be me," a high pitched voice spoke up. Suddenly, something small and red flew out of Marinette's purse. It stopped in front of Serenity and she could see that it was actually a small creature that looked like a ladybug. "My name is Tikki, and I'm Marinette's Kwami. It's nice to finally meet you in person, Serenity."

Serenity simply stared at the tiny creature. "You're…you're…" she said.

Marinette meanwhile stared, a worried look on her face. Oh boy here it comes, she thought.

"Adorable!"

Marinette stared at her and blinked. "Really?" she asked, cocking her head in surprise.

Serenity slowly reached out and poked Tikki in the tummy, causing the Kwami to giggle. "Yeah, she's like a little beanie baby toy or some anime character from back home."

Marinette breathed a sigh of relief. "Well, that went better than what happened when I first met her."

Tikki looked at Marinette and smirked. "You mean the part where you screamed, 'AH! BUG-MOUSE TALKS!'" She accentuated this by making her big eyes already wider and flailing her tiny stubby arms around.

Marinette crossed her arms and gave scrunched up in an adorable pout. "Don't rub it in," she groaned.

Tikki just giggled.

"So I take it you're what gives Marinette her powers to turn into Ladybug, right?" Serenity asked."

Tikki nodded. "That's right. You're very smart, Serenity."

Serenity smiled at the compliment, then thought of something. "Wait a minute. So how DID you end up here in the first place? With Marinette I mean."

Tikki tapped her chin. "It's kind of a long story. I think it would better if Master Fu explained everything."

Marinette frowned. That was what she was afraid of. "Are you sure, Tikki? He might not be very happy."

Tikki turned to her holder and nodded. "Maybe, but it's the right thing to do, don't you think?"

Marinette sighed. "Yeah I guess you're right."

Serenity looked confused. "Wait, who's Master Fu?"

Tikki flew into Marinette's purse as she picked it up and put it over her shoulder. "You'll find out in a bit," Marinette said. "Come on. Oh, and bring that tape you got from Pegasus with you. I think Fu has a VCR that still works. I saw it once in his back room."

---

Serenity soon found out who Marinette was talking about. After telling Tom and Sabine they were going out, Marinette led Serenity to a small Chinese massage parlor. It seemed closed, but Marinette simply opened the door and walked right in. She then introduced Serenity to Master Fu, a small Chinese gentleman who looked about the same age as Yugi's grandfather, Solomon. Fu seemed quite surprised when Marinette told him about Serenity knowing, but he didn't appear to be too angry like Marinette feared. Soon the group sat down to drink tea as Tikki nibbled on a cookie.

Master Fu as it turned out was the Keeper of the Kwami, charged with protecting the Miraculous, the items that held the Kwami like Marinette's red earrings and, as she learned, Cat Noir's ring, which held his own Kwami. She was also shocked to learn Fu was actually CENTURIES old! As stated, he didn't look that much older than Mr. Muto. She was even more surprised when a little green turtle thing appeared and was introduced as Wayyz, Fu's Kwami, who then proceeded to chat with Tikki.

Finally, after learning all she could about the Kwami and Fu, the master inquired to Marinette exactly HOW Serenity knew about her being Ladybug. Marinette and Serenity then each took turns relaying the story from when Serenity went to find Marinette to when the two came here to tell him. All the while, the master stayed quiet and nodded or made certain noises at certain times.

Finally, once they were finished, Fu took a sip of tea and said, "My, my. It seems you've had quite the exciting second day in France, Miss Wheeler."

Serenity rolled her eyes. "You can say that again."

Marinette looked down ashamed. "I am so sorry that this happened, Master. You always say to be careful and the one time I'm not, I screw up!"

Master Fu looked at Marinette with an understanding smile. "What's done is done, Marinette. There are some mistakes that can't be fixed."

Wayyz nodded. "In any case, we should count ourselves very lucky the one who witnessed you was Serenity here."

Marinette nodded and perked up a bit. "I guess so."

Master Fu's face then turned more serious. "What I'm more interested to know how Serenity summoned and controlled that dragon."

Marinette's eyes then widened and she turned to her friend. "Yeah, how DID you do that, Serenity?" she asked.

Serenity simply shrugged. "Honestly, I have no idea. It just… appeared when Class Clown was about to get me, and somehow I knew it was there to protect me."

Master Fu stroked his mustache in thought. "Hmmm… Very interesting, indeed."

Serenity nodded. "It is weird, but it can't be a coincidence that it happened the same day I got this. She then reached into her pocket and took out the Red-Eyes Black Dragon card.

"What is that?" Wayyz asked, flying up with Tikki to get a closer look.

"This is a Red-Eyes Black Dragon Duel Monsters card that Maximillion Pegasus sent me," Serenity explained.

Master Fu nodded. "I see. Serenity, you said that Class Clown was apparently ordered by Hawk Moth to attack you, yes?"

Serenity nodded. "I do, but why would he want me? I thought you said that he's after Ladybug and Cat Noir's Miraculous'."

It must have something to do with the Red-Eyes Black Dragon," Master Fu explained.

Tikki then piped up. "If I may, Master, Serenity also has a bunch of other Duel Monsters cards.

Marinette quirked an eyebrow. "But what would this have to do with those, Tikki?"

"Because they look like the Shadow Game tablets," Tikki explained.

At that, Wayyz gasped and Master Fu's eyes narrowed. "Are you sure, Tikki?" he asked.

Tikki nodded.

Marinette then raised her hand like she would in class. "Um, I'm sorry. I'm a bit out of the loop here. What exactly ARE Shadow Game tablets? Tikki mentioned them before Class Clown interrupted."

Serenity looked at the ancient trio in shock. "Wait, you've HEARD of the Shadow Games?"

Tikki's expression turned grave. "I haven't just heard of them, I've SEEN them."

"As have I. And I've told Fu about them," Wayyz added. "How do YOU know of them, Serenity?"

"I saw my brother and a friend of mine lose at some when competing in a Duel Monsters tournament…" She shivered. "It wasn't an enjoyable experience for either of them."

Marinette could tell from the looks on everyone's faces that these "Shadow Games" were as dark as they sounded. "So…what ARE they?"

Tikki then turned to Marinette. "You remember me telling you how there was an Ancient Egyptian Ladybug five thousand years ago, Marinette?"

Marinette nodded. "Yeah, so?"

"Well, that wasn't the only thing that happened back then."

Wayyz then piped in. "Five thousand years ago, games were played by rulers using monsters and magic for riches and glory. These games were the Shadow Games. By using powerful magic's, you bet your soul if you lost. Eventually, the rulers started losing control of the magic's and they almost destroyed the world, until a brave and powerful pharaoh locked the dark magic away."

Marinette looked at the Kwamis. "You're kidding, right?" she asked, obviously hoping this was just a story.

"It's true, Marinette," Serenity said. "These games are real, and they're very deadly. Joey and my friend Mai nearly lost their lives when they lost two a few years back. It was only through sheer luck, willpower and the fact that my friend Yugi beat the guy responsible for putting them there they were able to be freed. "

Marinette looked at her, shocked. After a bit, she looked at the Red-Eyes lying on the table. "And the cards?"

"Duel Monsters is based on those games," Serenity explained. "Pegasus found numerous tablets on an archaeological dig years ago. He used the likenesses on those to make the cards.

Tikki gasped. "So THAT'S why the cards look so much like the tablets that the monsters were imprisoned in."

"Unfortunately," Serenity sighed. "And to make matters worse, Pegasus inadvertently unleashed the magic's from years ago back on Earth when he made them."

Master Fu nodded at this. "Hawk Moth is already after the Miraculous. If he were to obtain Shadow Magic as well, the world as we know it could end."

Marinette then stood up. "Then I have to make sure that never happens. Me and Cat Noir."

"I'm in too, Marinette," Serenity said.

The group then looked at her. "Are you sure, Serenity?" Marinette asked.

"She's right," Wayyz said. "After what happened today, you know what's likely to come."

Serenity nodded. "I know. But Hawk Moth is after me anyway. It's better that I put up a fight than do nothing. It's what my brother and his friends would do, and I don't wanna let them down." She then turned to Marinette and smirked. "Besides, if this has to do with Shadow Games and Duel Monsters, you may need my help in that department."

Master Fu stroked his mustache in thought. "Very well, but be careful, you two. Hawk Moth isn't going to go down without a fight either and we still don't know what your connection to the Red-Eyes Black Dragon is, Serenity. We do not yet know if it's protecting you, or using you.

Serenity bowed slightly in respect. "I understand, Master Fu." Her face then turned to one of realization. "Oh! The tape! We nearly forgot!"

Master Fu looked confused. "What tape?"

"That's right!" Marinette exclaimed. "Pegasus sent a videotape to Serenity along with her Red-Eyes card."

Serenity then took the videotape out of her backpack which she had taken with her. "Marinette said you have a VCR in your back room?"

Master Fu smiled at them. "Indeed I do. Nice noticing skills, Marinette." The French girl blushed as Fu continued. "I may be impressed by all these modern inventions being created each day, but it's always nice to go back to older technology. Come, I'll show you." He then led the group to the back room which doubled as his living space. Sure enough, there was a VCR player attached to an old television set. "Pop it in and see if it will play," Fu said, gesturing to the player.

Serenity looked at the tape, unsure if she should or not. Finally she walked toward it. "Be on your guards, though," she told the group of humans and Kwami. "My brother's told me Pegasus doesn't have a good record with video tapes." She ignored the confused looks she got as she pushed the tape in. The VCR started and Serenity turned on the T.V. The tape started playing.

After a few seconds, Pegasus's face appeared on the screen. He looked exactly like she'd seen in pictures; same white hair draping down over the left side of his face (obviously to hide the fact he had no eye there), same reddish-pink suit, and same calculating look in his remaining right eye. Serenity felt herself shiver just looking at him.

"Greetings, Miss Wheeler," Pegasus said as he began to speak. "As we've never met properly, allow me to introduce myself."

He bowed slightly. "I am Maximilian Pegasus. You've no doubt heard of me from the DELIGHTFUL stories you're older brother and his friends have relayed to you through secondhand accounts." He chuckled at that and Serenity rolled her eyes. "While they are all unfortunately true, I can assure you that those days are long past and I am now dedicated to simply making the world a far more enjoyable and fun one for all."

Serenity wasn't quite sure if she believed that, but decided to accept it with a grain of salt.

"Now, you are most likely wondering why I have sent you this videotape and the Red-Eyes Black Dragon card, even though we've never officially met. Well here's your answer: during my studies of the origins of Duel Monsters from Ancient Egypt, I learned that Shadow Magic chose certain individuals and their descendants to carry a connection to certain Duel Monsters. I could sense these connections myself before I had lost my Millennium Eye."

Upon hearing that, she heard Tikki and Wayyz gasp; she knew she'd have a bit more to explain after this.

"So when your brother played his Red-Eyes Black Dragon in his duels I had witnessed in Duelist Kingdom, I sensed the connection between him and his dragon. Therefore, Miss Wheeler, I believe that YOU, being of your brother's bloodline, ALSO possess this connection."

Serenity gaped at what she just heard. SHE and JOEY had a connection to the Red-Eyes Black Dragon!? That seemed impossible. Then again, Yugi has a deep connection to his Dark Magician through his connection with the Pharaoh Atem. So maybe it wasn't so crazy after all.

"But make no mistake," Pegasus continued. "Even though the Millennium Items are now long gone, the magic used to tap into the Shadow Realm still remains, and if this connection between you and the Dragon exists, there will be those who will wish to use you to gain Shadow Magic."

Like Hawk Moth, Serenity thought.

"But there is good news. If the connection exists, you will be able to summon the Red-Eyes Black Dragon to protect you in times of danger, and in time, you will harness abilities beyond your wildest dreams. I would tell you what these abilities are, but in truth, even I don't know really know. All I can tell you, Miss Wheeler is good luck, and to trust in the cards. They will show you the way."

Immediately after, the tape stopped and screen turned to fuzz. The entire group was stunned at what they had just seen and heard. As the tape popped out, Marinette asked, "Well Serenity, what now?"

Serenity turned to look at the quartet. She then looked at the Red-Eyes car she currently held in her hand. "I guess we just need to do what Pegasus said, you guys."

"Trust in the cards."

A/N I have finally finished the third chapter of this fiction. YAYYYYYY!

Now for a bit of sad news:

Since real life will be rearing its ugly head very soon (last semester of college, finding a second job, hopefully moving out of my parents' house before the year is up, etc.), I will not be able to continually publish chapters for this fic like I'm sure many of you hope. Especially since, in order to cut down on money once I DO move, I won't have internet connection for a while until I know I can afford it easier.

However, all is not lost.

I will be trying my damnedest to work on this story when I can, but I have agreed with the authors I am co-writing with/have adopted this from that three chapters a year at most seems like a reasonable amount to publish, particularly since, according to Jeremy Zagg, "Miraculous" is already going to have a fourth AND fifth season (as far as we know, that's the last one), so it's gonna be around for a while.

As this is the third chapter, I'm afraid all of you are going to have to wait until next year for the other three. Still, I hope you all can wait that long, because I'm really going to work hard to do well at this story.

Again, sorry it has to be like this, but that's way it has to be sometimes with life. Hope to see lots of reviews on this.

Thanks,

MajorBrony95

P.S. The thing about the tapes being eaten when being rewound was based off of something that actually happened to us years ago with an old T.V. we had that had a VCR along with it. We still have a working VCR that's separate, but we don't use it much anymore.

Also, can anyone figure out what I based the scene with Cat Noir taunting Class Clown off of?