(A/N: Hey, folks. Got a nice surprise for you this chapter. Some fan-art a friend of mine did for this story. It's very well done, so be sure to check out the link at the bottom once you finish reading.)

Disclaimer: I own nothing.

Chapter 12: Digi-Evolution

Fearow flew over the sleeping Cotton Town, seething. There was no sign of the boy and his Pikachu anywhere. It knew they were probably inside one of the houses, but it was hoping to get lucky and find them camping outside, though it was tempting to simply destroy house after house until it found them.

Truthfully, it didn't know why it was seeking them out. It knew it wasn't strong enough to beat them. The Pikachu was its Type weakness, but even if that wasn't the case, the boy had several other Pokemon at his disposal, as did his two friends.

Be that as it may, it still desired vengeance; it craved it with a burning passion, now more than ever. Once again, they had humiliated it, only this time the consequences had been more drastic. Once the leader of its flock, it was now an outcast, having been kicked out after its defeat when it tried to rally the rest of the Spearow to go after the boy. They had not been interested in avenging it, and did not care for what they had referred to as its 'obsession' with the human boy.

Fearow had grown angry and lashed out at them. The flock had fought back and chased it away. Now Fearow was flying around all alone in the dead of night, seeking the cause of its turmoil.

Coming in for a landing, it came down on a tree branch and glared down at the town below. The boy was down there somewhere, and Fearow wanted nothing more than to fly down there and use its Hyper Beam all over the town until it drew out the boy and delivered a good Drill Peck to him and his companions until its rage was satisfied.

"Fearow!" it screeched to the night. "Fear, Fear, Fearow! Fearow, Fear! Fearow!"

"Be silent!" a voice beneath it viciously snarled. "You're screeching is annoying."

Fearow looked down, seeing someone's legs sticking out. Someone was sitting against the tree beneath it, and Fearow flew down to see who it was. It had been prepared to chase them off, but if froze upon catching sight of the fallen angel Digimon.

Devimon's red eyes shifted to the beak Pokemon and narrowed in annoyance. The wretched thing had been raving at how it would never rest until it took its revenge and made some boy and his friends suffer. Trouble with humans was the last thing Devimon wanted to hear about right now; he had his own human problems he had to deal with, and they were definitely worse than whatever this Fearow had.

Fearow felt apprehensive about being in this creature's presence. It sensed something dark and sinister from him, something truly evil that caused its feathers to stand on end. All the same, its pride had been damaged one too many times today, and it refused to show cowardice.

Landing beside Devimon, it puffed out its chest and spread its wings. "Fear, Fearow! Fearow, Fearow! Fear, Fear, Fear! Fearow!"

Devimon sneered at the beak Pokemon. "So you were humiliated for a third time by some human boy and got kicked out of your flock when trying to rally your comrades for revenge." An amused chuckle escaped him. "Such a small scale dilemma. I have been plagued by a group of human children who have consistently gotten in my way of world domination. Your petty vengeance is nothing compared to my own."

He looked up at the night sky, reaching for the moon. "I even came to a new world, yet those annoying Digi-brats followed me here to interfere with my plans once more." He made a fist, creating the illusion that he was grasping the moon. "But I will not go crawling back into the darkness again. There are far too many Digimon superior to me in the Digital World, but not in this world. Here, only those accursed children and their Digimon can stand in my way."

Fearow wasn't entirely sure what Devimon was talking about, but it was clear that the fallen angel Digimon was venting. Fearow had a great deal of venting to do as well, and began screeching once more.

Devimon could care less about the beak Pokemon's problems. Only the fact that he found Fearow's ranting to be amusing stopped him from simply striking it down. But as Fearow continued to rave about the boy it hated, this time mentioning a Pikachu, Devimon's attention was piqued.

"A boy with a Pikachu, you say." He gave Fearow a curious look. "Tell me, did this boy have two companions, an older boy and a girl with a Togepi?"

Fearow's eyes widened in surprise. "Fearow, Fearow, Fear?"

Devimon leaned back against the tree. "How interesting. It seems we have a problem with the same human. Your boy has recently joined with the human children that have been a thorn in my side for years."

"Fearow, Fearow?"

A growl escaped him as he remembered how the youngest of the original DigiDestined's Patamon had Digivolved to Angemon at the last moment to defeat him the first time, and how when he had been a part of Kimeramon, the new DigiDestined's leader's Veemon had managed to obtain the Digimental of Miracles to Golden Armor Digivolve to Magnamon and defeat him a second time, and, just recently, the DigiDestined had teamed up with those Pokemon Trainers to return the Digimon he was controlling back to normal.

"I should have been victorious this time," he seethed, "but they always seem to pull some miracle victory in the end."

Fearow agreed wholeheartedly, recalling how the boy's Pikachu had used the thunderstorms lightning to create an electrical explosion to chase away its flock, how his Pidgeotto managed to evolve into Pidgeot and drive it away, how the boy's female companion's Togepi had managed to unleash a powerful attack at the last moment to blast it back. It screeched its angry rant at the fallen angel Digimon, raging at its failures.

Devimon listened to the Fearow go on once more about how its former flock had refused to fly off to battle after its defeat, how they were all useless. Devimon had his own problems with useless minions. Ogremon couldn't do anything right, and had even later befriended the DigiDestined, Leomon had been freed from his control, but couldn't even defeat those children when he was under it, and the Digimon he had been controlling with the black gears could barely think beyond their basic instinct to fight, and had all been freed from his control as well.

Now he was all alone. He had no other servants to help him fight the DigiDestined. He was certain he could defeat them if he fought them one at a time, but the brats were always together, supporting one another and sharing their power with each other. If he too had some additional power, then he could surely pick their team apart.

His eyes widened slightly as a thought occurred to him, and he glanced at Fearow with renewed interest as it went on about the boy. He could sense the beak Pokemon's immense hatred. It ran deep, turning into a darkness that was festering in Fearow's heart, consuming it. Possibilities ran through Devimon's head as he considered his options.

A smile crept up Devimon's face, and he leaned in closer. "Tell me, Fearow, what would you be willing to do in order to have your revenge on that boy?"

Fearow gave him a curious look. "Fearow."

"Anything, huh? And what would you be willing to give to get your revenge?"

"Fearow."

The answer was the same as before, and it made Devimon's grin widen. "Fearow, my friend, I think this is the start of a beautiful relationship."

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Despite the damage done to Professor Stevens' lab, the small kitchen it had was still intact. Brock was cooking up a big breakfast for everyone, having been granted permission from Professor Stevens to help himself to anything in the kitchen.

The only ones who were not present were Charizard, who had opted to sleep in, and the professor himself, who had yet to tear himself away from his laptop. After assaulting Gennai with question after question for hours on end, the Digital human had finally managed to convince the professor that they needed to call it a night.

While the others had already gone to bed hours ago, that didn't stop the professor, as he had immediately begun going through the data provided by the Digimon Analyzer he had downloaded. He was still at it now. And based on the dark circles and bags under his eyes, he hadn't slept a wink during the night, unable to tear himself away from his research.

"This guy is more obsessed with research than Izzy," Davis commented.

"And that's really saying something," Yolei agreed. "When he's working, he doesn't even notice when Mimi flirts with him."

Ash tried to recall what he had been told about the older DigiDestined. "So, Mimi is Palmon's Trainer, right? And Izzy is Tentomon's?"

"Partner, not Trainer," Ken replied irritably, still making his distaste for capturing Pokemon apparent.

Wormmon patted his leg. "It's ok, Ken. I really don't think catching and training Pokemon is the bad thing you think it is."

Pikachu looked up from his breakfast. "Pika, Pika. Pika, Pikachu."

"Yeah, listen to Pikachu," Veemon replied, grabbing a handful of Pokemon food. "It knows from experience." He shoved the Pokemon food into his mouth and began chewing. A few seconds later, he spit it out. "Blah! What is this?"

Brock sweat-dropped. "Um, that's Pokemon food. It wasn't meant for you guys. I'll have your breakfast ready in just a minute." Scooping up the finished omelet he had been cooking, he set it down on a plate. "Hey, professor, your breakfast is ready."

There was no reply, but Professor Stevens came into the room a minute later, carrying his laptop with him, his eyes glued to the screen. The others sweat-dropped at seeing how tired he was, but still unwilling to stop his research even for a few hours of sleep.

"Still at it, huh?" Ash asked.

For what must have been the first time in hours, Professor Stevens looked away from the screen. "This is truly amazing. The things that I'm learning are out of this world. Literally." He turned to Ken. "I looked up that Digimon you mentioned, ZeedMillenniummon, and your weren't kidding. That guy's power is beyond comprehension. And there are others with unbelievable power as well. Like this guy, Quartzmon, his power is off the charts."

Davis grinned. "Oh, yeah, Veemon and I went to an alternate universe to help fight him."

"And these guys," the professor continued, "the Seven Great Demon Lords," he whistled, "talk about scary. Their evil and power knows no bounds."

"Yeah, we faced one of them," TK reminded him. "Daemon, remember. He made sport of us at our strongest like we were nothing."

Misty felt a chill go up her spine. "Who are these Demon Lords exactly?"

It was Professor Stevens who answered. "They're a group of powerful Digimon known throughout the Digital World." He turned the laptop around to show them. "I've found several groups of special Digimon actually. The Demon Lords, the Royal Knights, the Celestial Angels, the BAN-TYOs, the Digimon Sovereigns, the Olympus Twelve, the Ten Legendary Warriors, the Dark Masters, the Devas, the Big Death-Stars, the Four Great Dragons, the Three Gods of Destruction, the Miracle Four, the Death Generals, the Three Musketeers, the Crack Team, the Vortex Warriors, the Chaos Generals, the D-Brigade, they're all groups of notable, abnormally powerful, and unique Digimon. They seem to be the equivalent of Legendary and Mythical Pokemon."

"Wow," Brock muttered, his eyes scanning the different profiles, "they sure do look powerful."

"Truly," the professor agreed. "Digimon far outstrip Pokemon in terms of strength. Even the average Mega will make the world's strongest Lugia look like a newly hatched Pidgey."

Ash felt equally impressed and disturbed by this comparison. He remembered the incredible power Lugia displayed. To think that creatures so overwhelmingly more powerful existed, even in another world, was both exciting and chilling.

"Guess it's a good thing Devimon was only a Champion," Misty commented.

Davis just waved this off. "Ah, that's nothing. Veemon and Wormmon here can Digivolve together to Mega." He motioned to the others. "And these guys can Digivolve together to Ultimate."

"Digivolve together," Brock repeated. "You mean that DNA Digivolving thing?"

Kari nodded. "Yeah. Agumon and Gabumon can do it too. In fact, they were the first of us to do it."

"Yeah, you mentioned that," Misty replied. "Omnimon, right? That's how you defeated Diaboromon."

Professor Stevens' face lit up. "Yes, Omnimon." Hew quickly brought up the knight Digimon's profile. "I was looking him up. He's one of the twelve Royal Knights, and one of the strongest of them too."

Ash gazed at the DigiDestined in amazement. "You have a Royal Knight on your side? That's like having a Legendary Pokemon."

The professor was beaming. "They've got more than that. Based on what they've told me about their Digimon's Digivolutions, they've built up quite the collection. Veemon's Golden Armor Digivolution form, Magnamon, is a member of the Royal Knights and the Miracle Four. Patamon's Mega form, Seraphimon, is one of the Celestial Angels and the Miracle Four. Gatomon's Mega form, Magnadramon, is a member of the Four Great Dragons and the Miracle Four. Your friend Willis' Digimon, Terriormon, his Golden Armor Digivolution form, GoldenRapidmon, is the last member of the Miracle Four, and his other Digimon, Lopmon, his Mega form, Cherubimon, is a member of the Celestial Angels."

He glanced at Gatomon. "Actually, Gatomon also has the potential to Digivolve to the Mega level Ophanimon, the third of the Celestial Angels." His attention shifted to Veemon. "And Veemon also has the potential to Digivolve to the Mega level UlforceVeedramon, another member of the Royal Knights, and even Mode Change to his Future Mode, which would actually bring him to the Ultra level."

Armadillomon sweat-dropped. "Boy, good thing we're not the jealous type."

"I'll say," Hawkmon agreed.

Professor Stevens chuckled. "Not to worry. I charted your possible Digivolution routes and managed to determine your basic Digivolution lines, that is, the natural line you'll Digivolve through unless certain circumstances alter that route."

"Like when Greymon Digivolved to SkullGreymon," TK replied, catching on to the professor's meaning.

"Cool," said Veemon, trying to get a look at the screen. "So what would our Digivolutions be?"

The professor brought up profiles for each of them. "Well, for you, it would go ExVeemon, AeroVeedramon, UlforceVeedramon, and UlfroceVeedramon Future Mode. Wormmon's would be Stingmon, JewelBeemon, and GrandisKuwagamon. Armadillomon's would be Ankylomon, Brachiomon, and UltimateBrachimon. Hawkmon's would be Aquilamon, Hippogriffomon, and Gryphomon." He motioned towards Patamon and Gatomon. "And you already know theirs."

"That's cool," said Cody. "And it gives us something to work towards."

"What about their DNA Digivolution lines?" Kari asked curiously.

Professor Stevens went back to his computer. "Well, you already know Veemon and Wormmon's. As for the others… give me a second… Got it. Silphymon's basic Mega form is Valkyrimon, and Shakkoumon's is Lampmon."

He showed them the images on the computer. Armadillomon whistled. "Looking sharp."

Yolei smiled. "Cool, now we've got two goals to strive for, our DNA Digivolved Mega forms, and our natural Mega forms."

"Don't forget the Digivolutions of your different Armor Digivolution forms," Misty reminded them.

Davis' face lit up. "Hey, yeah, and we can switch around Digimentals too for different Digivolutions. Wow, we've got a lot of work to do."

"So do the others," Ken pointed out. "Tentomon, Biyomon, Palmon, and Gomamon never unlocked their Mega forms.

Veemon looked at Pikachu. "What about you, pal? You ever plan to evolve?"

The electric mouse Pokemon crossed his arms and looked away. "Pika."

Ash chuckled. "Pikachu decided long ago that it never wanted to evolve. It may change its mind some day, but for now, that's what it decided, and I stand by its decision." He took out his PokeDex. This is what Pikachu would become if he ever decided to evolve."

"Raichu," the electric voice of the PokeDex stated, "the evolved form of Pikachu, and the final evolution of Pichu. Raichu is capable of releasing electric attacks of up to 100,000 volts, allowing it to knock out opponents several times its size, and even render a Dragonite unconscious with a single attack."

"That's pretty cool," Davis commented. He looked at Togepi. "What about that one? You ever going to evolve it?"

Misty smiled and nuzzled the spiky ball Pokemon. "I'll be happy with whatever Togepi decides."

"Togepi!" the baby chirped happily.

Ken looked back at the sleeping flame Pokemon. "What about Charizard?"

"Charizard is fully evolved," Ash replied. "It started out as a Charmander, then became Charmeleon, and then Charizard."

"So all Pokemon have three evolution stages?" Cody asked.

Brock shook his head. "Not quite. The most they have is three, but some only have two, and some don't evolve at all."

A knowing smile crept up Professor Stevens' face as he thought about the recently discovered Mega Evolution. He decided to keep it a secret for now and let them be surprised later when Mega Evolution became more public.

Ash looked back at the Digimon. "I'm still confused by this DNA Digivolution. I keep thinking about how Slowpoke and Shellder evolve together into either Slowbro or Slowking, or when Exeggcute evolve into Exeggutor. When you combine, do you have two minds but one body? Does one of you control one part of the body, but another one controls the other?"

Veemon and Wormmon exchanged a look. "It's not quite what you're thinking," the latter replied.

The dragon Digimon nodded. "Yeah, we actually became one. Our thoughts, our memories, our personalities, they all merge together. We become the same person. There's no distinguishing one from the other." He scratched his head. "I'm not sure how to explain it. Help me out here, guys."

"No, you're doing a pretty good job," Gatomon replied.

Misty cocked her head to the side. "Then how do you split up again if you become one being?"

Veemon shrugged. "I don't know. We just do. I can't really explain it. It's just one of those things where you have to be in the situation in order to understand."

Ash tried once again to envision it, but his mind kept returning to Exeggutor and Slowpoke's evolutions. "I hope we can see it some day."

Davis grinned. "We'll show it to you when we fight Devimon again. This time we'll finish him off."

The sound of a stomach rumbling drew their attention to Professor Stevens. An embarrassed blush stained his cheeks as he looked down at his stomach. "I… haven't eaten since lunch yesterday. I've been too busy with my research."

Taking up the professor's plate, Brock placed it in front of him. "Eat up. It's my special early morning omelet."

The professor's face lit up. "Oh, it looks delicious!"

Davis eyed the omelet suspiciously. "Hey, that egg didn't come from a Pokemon, did it?" He received strange looks from the others. "What?"

The professor was about to dig into his omelet when the ground shook so violently that his plate leapt up from the table and splattered into his face. The others toppled over from the shaking, and Charizard was jolted awake as well.

"What was that?" Yolei cried.

The professor had tears in his eyes as he looked at his ruined breakfast. "My omelet…"

Ash stood up. "What's going on here?"

Another violent tremor shook the lab, and this time it was accompanied by a familiar voice. "DigiDestined, come out and meet your doom."

Ken blinked in surprise. "Is that Devimon?"

"Guess he came looking for us," Armadillomon replied.

Another attack shook the lab, and Kari struggled to remain standing. "But why? We had him on the run last time. Why would he come back?"

TK's eyes narrowed. "Who cares? Lets just get out there before he brings this whole place crashing down on us."

They hurried outside to find that Devimon had indeed returned, and had been about to launch another attack on the lab. He grinned as they rushed out, looking far too confident for someone who had fled from battle the previous night.

"So glad you can listen to orders so well," he sneered. "Hopefully the other residents of this world will be equally as obedient in the future. They'll have to be if they want to live."

Davis placed his hands on his hips. "Looks like someone forgot how he ran from the fight yesterday."

A chuckle escaped the fallen angel Digimon. "That was called a strategic withdraw. And things have changed since then. I made a new friend."

Yolei scoffed. "You made a friend? I seriously doubt that."

Patamon was inclined to agree. "A new subordinate maybe, someone you used your Touch of Evil on."

Devimon's grin widened. "Not this time. My new friend is here of their own free will. Allow me to introduce you to them."

He placed two fingers in his mouth and whistled. A loud screech came from behind them, and the group turned in time to see Fearow swoop down at them. They ducked as the beak Pokemon flew just over them as it pulled out of its dive.

Ash recognized it right away. "Hey, that's…"

"The same Fearow from before," Brock finished.

The beak Pokemon flew over to Devimon, who held his arm out. Fearow perched on it and glared at the group, its gaze focusing on Ash.

"As I was saying," said Devimon, "Fearow here is my new friend. It seems the two of us share the same burning desire," his eyes narrowed at the humans, "to see you dead."

Ash stood up. "Fearow, get away from him. You don't know who he is!"

Devimon laughed. "Actually it does. The two of us had a nice long chat last night, and have come to an understanding. We both have the same goals, I simply expanded Fearow's ambitions a bit."

Ash stared at Fearow and saw that it was serious; it was truly siding with Devimon, and with whatever he had planned. Guilt gripped him as he once again wondered if he had driven Fearow to this. Had his one foolish mistake from so long ago really led them here?

"Fearow, listen to me," he begged. "You really have no idea what you're messing with. I'm telling you this for your own sake. Please, if you have an issue with me, then lets settle this with just you and me. Don't get involved with him."

Devimon was still grinning as he glanced at the beak Pokemon. "Well, my friend, what do you say to that?"

"Fearow! Fearow! Fearow! Fear, Row, Row Row! Fearow!"

Brock looked back at the Digimon expectantly. "Did you get any of that?"

Armadillomon nodded. "It doesn't look good. It says 'this is bigger than you or I. I don't care what it takes, I will see you and your friends dead, and then this whole world will know my wrath'. I don't know what history you two have, but Fearow seems pretty set on it decision."

Ash's fists clenched as he tried again. "Fearow, please. I know you're angry with me, and that you probably hate me. I guess I can understand why. But I was young and stupid when I hurt you. I'm sorry, I really am, but please don't do this."

Fearow continued to glare at him, unmoved. Spreading its wings, it screeched at him. "Fearow, Fearow! Row, Row, Fearow! Fear! Fearow!"

Devimon chuckled as he translated. "It says 'it's far too late for an apology. We are beyond that now. Nothing short of your death shall satisfy me'. So, as you can see, it has made its decision."

Brock glanced at Ash. "There's something really wrong with this Fearow. This is way beyond its nature."

Fearow screeched angrily, and Devimon chuckled. "Best be careful. This Fearow already hates all of you enough. Insulting it might not be the best idea."

Davis stepped forward and pointed at him. "You think that just because you've teamed up with some big ugly vulture that you can beat us. We're the DigiDestined. It's our duty to vanquish evil."

"Silence!" Devimon bellowed. "That time is over. You are about to witness the birth of a new kind of evil. Quake with fear, DigiDestined, as you witness our power."

Fearow screeched and took flight. Devimon laughed as he stretched his wings out, rising into the air. Fearow circled around overhead before coming back down and perching on his shoulders. Light engulfed the two of them, growing brighter as the others looked on in complete shock.

"What's going on?" Yolei cried. "What are they doing?"

"I didn't think it was possible," said TK, "but it looks like they're Digivolving together."

"Devimon Bio-Merge to… FearDevimon!"

(A/N: Oh boy, this doesn't look good. Did anyone see this coming? I hope I didn't make it obvious. You didn't think Fearow's seemingly random appearance in Chapter 2 didn't serve a purpose, did you? I needed a really bad Pokemon that would be willing to team up with Devimon, and I couldn't think of anyone more suitable than Fearow. Except for the Malamar from XY, but this takes place before then. But just how powerful is this FearDevimon? You'll have to stay tuned to find out. One last thing, a friend of mine did some fabulous artwork of FearDevimon, and even designed a profile for him. They got a pretty spot on description, so you should check it out.)

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Link to FearDevimon fan-art and profile. Replace the DOT in the link with actual periods.

silverbullerDOTdeviantartDOTcom/art/FearDevimon-656643794