"Katsuki?" a sob rose from her throat as he continued to follow her movements with his eyes. The typical fire and gleam in his eyes were no longer present, everything that made him him wasn't who was standing in front of her now.

Why wasn't he saying anything?

There was an unearthly silence that followed until Hana excitingly clapped her hands in front of her. "Isn't this exciting?!"

"What did you do to him? Because the Katsuki I know would never do that!" Diverting her eyes to hers Uraraka could feel the air in the room suddenly change as Hana tapped her eye.

"It wasn't easy if that's what you mean. He put up quite a fight, but in the end the good Doc and I managed to…persuade him to join us."

"You're sick." Uraraka grit her teeth getting into a defensive stance.

"Perhaps. But it doesn't matter because from what I can see…you'll lose." Once the building shook again Hana's smile broadened. "Oh, and good job on those belts Toga, now we get to have our fun with the rest of those annoying heroes you told me so much about."

That's when it dawned on her. 'The belts…they don't work…' Uraraka panicked turning towards the door. "Kirishima, Hagakure!" Suddenly her limps began to feel heavy before she was shoved against the wall slumping down to the ground.

"Nah-ah uh. You're not going anywhere." Hana giggled wiggling her index finger.

'Her eyes…they're purple now…?' Uraraka grunted in pain as she tried to lift her head, flinching when she felt the door being kicked open.

"Uraraka!"

"Kirishima?" She winced when he ran over to her and tried to help her up.

"You see because this…this is where things get interesting." Stepping back Hana locked eyes with Toga. "Kill them."

"Yay!"

Lifting her right-hand Hana gestured towards Uraraka and Kirishima. "Kill all of them."

Nodding Bakugo took a step forward before Hana stopped him.

"Especially her Dynamight."

"Am I seeing this right?" Kirishima's eyes trembled upon seeing his best friend, not sparing a minute to blast himself towards them.

"He's not himself." Uraraka grunted right as Toga lunged at her.

"No kidding!" Kirishima winced when an explosion managed to knock him off his feet. "What gives man?!"

"Where's Hagakure?!" Uraraka shouted feeling the knife barely graze her shoulder.

"The other's got here when they couldn't reach us."

Pulling her arm back Toga was getting ready to swing the knife again. "I've gotta tell you bestie I've been waiting for this moment!"

Managing to throw her off, Uraraka only had a millisecond before she felt another explosion throw at her a few feet away.

"This place isn't going to hold for long!" When the building shook again Kirishima slowly lifted himself on shaky legs right as Bakugo slammed into him and into the far wall creating a good-sized hole.

"Kirishima!" She forced her legs to run to him, who now lay outside unmoving, she winced once she felt someone grab her by the throat and pin her against the crumbling wall. "Katsuki please…" she pleaded desperately trying to pry his hand off her.

"He can't hear you." Toga said from below. "Got to love that mind control power of hers."

Barely clinging onto consciousness Uraraka let her eyes drag over to the gaping hole. 'If only I can get them outside…'

"Don't do it man!" Shinso shouted just as he emerged from the hall wrapping the scarf around Bakugo's arm. "You'll regret it, I know you will!"

"You're not invited!" Toga yelled running over to Shinso right as he yanked the scarf forcing Bakugo off of Uraraka and towards Toga.

X

Upstairs the rest of the class had their hands full battling the many guards and villains attacking them while Class B were in the lowest floor fighting the guards and trying to free the people down there, but things were becoming difficult without their quirks.

"Woah is that Ms. Yano?" Kuroiro said running up the chained woman against the far wall of one of the cells.

Looking her over, Komori sadly shook her head. "She's already gone Kuroiro."

"We've got more people in the cells further down." Kodai appeared by the doorway watching them try and carry her out. "Come on."

X

Happily humming Doctor Fujiwara leisurely made his way towards his operating room 303, silently stuffing what he needed into one of his suitcases. He was calmly debating on which of his favorite devices he was going to take with him when someone crashed into the window behind him.

"Hawks here!" the pro grinned pointing a large feather at the doctor. "As your plan B."

Slowly blinking at the pro Doctor Fujiwara shook his head. "The window honestly? How predictable."

"Alright not my strongest entrance." Hawked cringed scanning the rest of his surroundings, glad that Hagakure managed to send him a quick message earlier. He didn't much like being called 'Backup' since he usually liked being one of the first to go in, but he was willing to swallow his pride if it meant getting everyone out safely and catching the bad guys would be a huge fatal blow to the Ipponmichi. "I'm here to take you in."

"Oh, goodie a new patient!" The doctor happily grinned eyeing Hawks up and down. "I'll be with you in a moment."

'Of course, I'd be the one to get to face up against this weirdo.' Hawks inwardly groaned at his luck. "Just my luck. Because you are one creepy looking guy you know that doc?"

"Why thank you." The doctor's smile suddenly grew showing off his metallic teeth, clearly enjoying himself while lifting a shiny scalpel.

"Alright come quiet and I won't have to hurt you." Hawks warned trying to make his wings detach from him but to no avail. When he tried again with no luck he awkwardly smiled. "Well, this is embarrassing…" He sheepishly rubbed the back of his head. "I'll tell ya this has never happened to me before…"

"Perhaps stage fright…performance issues?" Doctor Fujiwara curiously asked now looking over his shoulder at the pro. "That's perfectly normal, nothing to be ashamed of and can happen to anybody."

Slowly blinking back at the doctor unamused, Hawks tightened his grip on the large feather suddenly feeling his pride at risk here too. "Alright you're coming with me one way or another."

"Is that so?" Grinning, the doctor spun his head fully around to smile at him.

"What the- oh come on!" Hawks gawked swiftly turning on his heel. "This is so unnecessary!"

X

"This isn't good." Todoroki panted wiping his sweaty forehead. They weren't aware that the belts they were given were malfunctioning and now found themselves in a very difficult position. Luckily, they remembered all of their combat lessons, but it turned out to be futile against the villains and guards who were not holding back in using their quirks against them.

Jumping back, he quickly covered his face when part of the building shook and Endeavor burst in.

"How about we level the playing field." Mr. Aizawa's red eyes shone through his goggles instantly getting to work in wrapping a few guards in his scarf.

"Shit it's Eraserhead!" Bousou breathed out stopping misfits when he saw the pro and quickly ran off before he had a chance to lay eyes on him.

"Mr. Aizawa!" Mina shouted watching their teacher give them a small smile.

"Focus Ashido and show me that all our training paid off."

"Yes sir!"

X

Heavily breathing Uraraka managed to make her way down the hall stopping every once in a while when she thought she heard noises coming from behind. Trying to make herself as invisible as possible, she could only hear the sound of botted footsteps echoing as they continued to get closer and closer.

"Why do I feel like I'm in a scary movie?" Her chest continued to rapidly rise and fall as she quickly unlocked the closest door swiftly making it inside without a sound. Her eyes instantly began to dart throughout the room, her chest nearly jumping out of her chest when the doorknob started to jingle. 'Think Ochaco!'

Running towards the other adjoining door of the room she quietly stepped out just as the previous door slammed open and she ran into the next room.

Slowly letting his crimson eyes survey the empty room, Bakugo quickly shoved tables and beds out of the way in case she decided to hide. 'Kill them all. Kill her. Kill them…'

Tilting his head, he absently stared at the other door.

Frantically covering her mouth, she found herself in another room, but this one was a dead end without any windows or doors other than the one she came in from. She did her best not to jump out of her skin when she heard the other rooms door suddenly slam shut.

Yanking the door open he slowly made sure to lock it behind him as he made his way around the quiet room, shoving supplies and tables out of the way.

'The best defense is a good offense.' she told herself, quietly watching as he passed one of the cabinets before stepping out and smashing one of the monitors onto the back of his head. Gritting his teeth, he fell to his knees right as she was trying to make a break for the door.

When he grabbed her ankle quickly yanking her back, she was barely able to turn in time to avoid one of his explosions to the face and using her right leg kicked him hard against the chest, successfully releasing his hold on her.

"Snap out of it!" she shouted as he lunged at her, and she blocked his right hook but stumbled back. When he snatched her wrist with his left hand, she felt a burning pain shotting up and down her arm and a scream of agony erupt from her throat.

Startled, he suddenly releases his grip taking a step back as she grabbed her wrist in pain before roughly grabbing her shoulders, shoving her against one of the tables.

"Sorry…." She breathed out and without any options left lifted her knee, cringing when she heard that familiar grunt and painful expression as he leaned forward. She saw the menacing glare in his eyes which was when she twisted his arm and kneed him in the face next.

Breathlessly, she saw him grunting and scrunching his face in pain as he fell to his knees. "Sorry about this sweetie." She gave an apologetic smile and without missing another beat ran out and down the hall hoping she would get closer to the loud noises coming from every direction now.

Panting Bakugo slowly got himself up on his arms and legs as the red in his sclera briefly turned to its normal white before he shook his head and the red returned. Harshly removing the black mask, he drew it on the ground growling and exiting the room.

The burning in her lungs did nothing but agitate her further as she went down another corridor but halted when she glanced in through the window. "Deku!"

Lifting his groggy eyes, Deku turned his head towards the opened door as he lay on one of the metal tables "Ura…raka?"

"I'm here! Thank god you're ok!" She hurriedly said looking over her shoulder and trying to unlock the restraints on his arms and legs. "Listen to me Deku we don't have much time. We need to leave."

"One For All." He felt his throat tighten.

"What about it?"

"I didn't…I didn't let them have it." He had tears slide down his cheeks. "I'm so sorry about what happened Uraraka. It was my fault-"

"Hey, it wasn't you're fault Deku." She made sure to catch his eyes knowing everyone felt that way about now. "I'm glad you didn't let them take it. We all are."

"Uraraka-"

"You made the right choice Deku. So it's not your fault." When she saw him nod, she tried to help him sit up. "We have to go now. Can you walk?"

"Where's Kacchan?"

"Probably not far behind knowing him." She answered looking over her shoulder to make sure they were still in the clear. "He's not himself right now. We need to figure out a way to get him back."

"You…you're here…"

Whipping her head in the direction of the unfamiliar voice, she saw another person laying on the table not far away. "Deku who's that?"

"Friend…" Deku tiredly said trying his best to stand on his own and remove the visitors' restraints. "He's coming with us."

Slowly nodding Uraraka found herself slowly approaching him, any noise in the background becoming muffled. She didn't know why but something about his eyes felt so warm yet so familiar. "Do I…know you?"

With a small uptick of his lips, she saw the noticeable traces of tears forming in his eyes as he shook his head eyes glued to her. "I'm just a friend."

"Uraraka!" Deku yelled when the door blew open and Bakugo flew in.

Wide eyed the visitor stepped closer to the two. "Wait is that….?"

"Kachan!" Covering his face Deku coughed when another explosion was aimed towards them making them jump out of the way.

"There! I got an idea!" Uraraka said running over to the opening he just made and placing each of their hands on her shoulders. "I just hope this works since we don't have our quirks and all."

"WHAT?!" Deku screeched frantically moving his head between Bakugo's fast approaching figure and Uraraka who was worriedly looking down the few feet they were about to jump.

"If we can get outside then he would have no choice but to fight us with our quirks." She rationalized, keeping her voice from shaking.

"And if it doesn't work?" Deku secured his grip on her shoulder and was surprised to see the visitor already confidently preparing himself.

"You're not scared?" the visitor asked.

"Oh I'm terrified." She started to pump herself up bouncing on the heel of her toes and missed the small smile he gave her. "But we got this."

"Alright let's go." Deku nodded knowing she was right.

Placing her hands on top of theirs she quickly jumped down, forcing her quirk to activate and let out a huge breath of relief when she could see the faint pink glow emerging from her hands, letting them hover a few feet above the ground.

Using black whip Deku swung them closer to the ground until Uraraka released them and was surprised to already see some of the debris outside with some smaller fights happening all around.

"It worked; we didn't die!" Uraraka leaned against her knees trying to recompose herself. "Man that was close!"

"Where not out of the woods yet." Deku said as he saw Hana facing off with Endeavor.

With all the fights going on around them the visitor slowly clenched his fists before addressing the two. "I have to go."

"Wait what?" she frowned moving forward. "We could seriously use your help-"

"This isn't my fight." He cut her off keeping a stern expression, but his eyes looked apologetic. Glancing down at his watch he shook his head. "I've already been here too long."

"And what does that mean-"

"Uraraka." Placing a firm hand on her shoulder Deku shook his head keeping his eyes on the other person in a silent understanding. "He's right. This is our fight not his."

"Thank you for saving me." Grabbing her hand, he gave her a firm squeeze before turning to leave.

"Make sure you get to safety." She said but furrowed her brows when she felt something now in her hand.

"Keep it on at all times." The visitor spoke over his shoulder. "I'll see you soon."

"But…" chewing on her lip she gave him a confused look at the size of the two bracelets.

"See ya." Deku smiled watching as he ran off.

"Deku look out!" Uraraka shouted jumping out of the way as Endeavors body flew past them and into the building.

"Meh, he wasn't fun to play with anyways." Hana pouted hovering a few feet above them. "But at least now I've got you."

"Who is that?!" Todoroki ran up to them with a conscious Kirishima.

"Hana." Deku breathed out but when the two boys saw the pure fear in his eyes, they felt their stomach twist.

"But she's just a kid." Kirishima said.

"No she's not." Uraraka took a defensive stance glaring at the small smile on Hana's face. "Are you?"

"Perhaps."

"You've been working with All for One." Deku growled charging up his power.

Laughing Hana shook her head. "You guys are so silly. What makes you think I've been working with him?"

"You're powers…." Deku said looking deep in thought. "We've seen it! It's in your eyes. Red lets you get in someone's mind."

"Purple…telekinesis…." Uraraka whispered to herself.

"You got two down." Wiggling two small fingers, Hana looked as if this was just all a game to her.

"There's no way you're not working with that sick bastard if you have more than two!" Todoroki shouted.

"There is." she rolled her eyes. "Grandfather was never much good when it came to only stockpiling quirks. He just wanted them all- Me I go for the ones I like." She grinned in satisfaction when she saw the familiar look of terror on each of their faces "Why do you think I've been trying to get my hands on that stupid power of yours Izuku."

"Grandfather?"

"You'd have to be…"

"Yup." Hana beamed at the fact that they finally figured it out. "I look good for my age, don't I? I guess one of the perks of having him as a grandpa. He was always going on about what kind of society and future he wanted. I just want to have fun and kill people, is that so much to ask? So, I made a bargain with him." She snapped her fingers and Uraraka along with everyone felt their knees give out. "Told him I'd rectify where he failed before…meaning I have to kill you Ochaco Uraraka and then all of this…." She gestured with her hands. "Will go POOF."

"We won't let that happen!" Todoroki grunted trying to get to his feet.

"Hey Dynamight." Hana glanced up, turning her eyes red just as Bakugo could be seen standing on top of the building glaring down at them. "Kill her."

"No!" Deku shouted using black whip to haul Uraraka out of the way just in time as Bakugo came crashing down to her and Hana quickly appeared in front of Deku roughly grabbing him by the arm and slamming him down against Todoroki.

"This should be good." Hana giggled. "I've always wanted to see the Bakugos fight."

"What?" Frowning at what Hana said Kirishima saw his best friend prepare to attack. "Uraraka watch out!"

Snapping her head up Uraraka quickly floated herself away to keep her distance from the ongoing slaughter of explosions he unleashed. "Katsuki stop!"

She could see the rage pulse through him, breathless with anger as he continued his relentless assaults.

"Kacchan Don't!" Deku shouted but was held back by Hana, trying to block and fend off her attacks with Todoroki.

"Bakugo stop!" Kirishima jumped at him from behind, hardening his body and wrapping his arms around him to stop him from moving. "Snap out of it!" he implored. "I won't let you do something I know you'll regret!"

Kirishima clenched his jaw trying to fend off the pain that started to increase and crack through his body with every explosion. Pain sheeted through him with terrible intensity as Kirishima let out a harsh yell.

"Kirishima!" Uraraka gasped when she saw his body drop down and she managed to catch him just in time to avoid a horrible crash.

"You're mine." Bakugo growled; his smirk was positively feral at this point as he once again set his eyes on her.

"Alright." Getting to her feet, she fisted her hands and wiped her cheek, glaring back at him knowing she had no other choice but to fight him head on again. "Let's go then."