After leaving the Greenhouse, the trio noticed fireworks going off in the sky. Heading toward the source, they soon found themselves in front of the visitor's center, which had been built over with the Joker's face.

"Like a creepy funhouse..." Ben muttered.

A couple of thugs stood out front, one of them holding a clipboard as he stopped the trio.

"No one gets in if they're not on the list."

"Check for Batman." Batman said simply.

"Okay, let's see here, A... No, that's not right..." The thug said, reading the list of names on the clipboard, having just enough time to snap his eyes open in surprise as a fist broke through the clipboard, rising into his face and knocking him into the air.

Ben then fired a blast of light energy at the thug on the right and knocked down the one beside him with another light bolt while Penny blasted each of the two on the left in the head with concussive lasers from Floating Array, knocking them out, while Batman threw another batarang at the thug further away to knock him down while using a ground takedown on the one Ben knocked down.

"Friend Yang would consider this a good time for a joke," Penny said. "Like...we're crashing this party or something!"

"She seems like quite the jokester," Batman noted.

Penny giggled. "She knows how to keep up people's spirits."

The trio headed through the doors into the entrance hallway, which was lined on both sides with cheering thugs.

"Well, this is a surprisingly warm welcome," Ben said before grinning as his eyes glowed brightly. "Too bad we gotta beat 'em up."

Penny couldn't help but share in Ben's mirth as the Winter Maiden flames burned around her eyes. Batman smirked and moved on ahead, heading into the next room and closing the door behind him as his two wards beat the ever-loving crap out of the now-screaming thugs.

While Penny and Ben had their fun, Batman went down a long hall leading to a Joker mannequin with a TV on its head. As he approached it, Joker appeared on the screen.

"Are you excited, Bats? I mean, we've been building up to this moment all night. Don't tell me you've not been looking forward to it. I know I have."

Suddenly the mannequin lifted up the TV to reveal it was the real Joker as he stood up from his seat.

"Everyone always said I should be on television. You don't want to miss this. Really. It'll be a blast." He then put the TV on the chair and began backing away while counting down. "10, 9, 8, 7-6-5-4, 3...2...ONE!"

Batman barely had time to react as the TV exploded before suddenly receding and then being absorbed into Ben's open palm, having just arrived with Penny.

"Are you unharmed?" Penny asked worriedly.

"I'll survive. I've dealt with traps like these before." Batman reassured. "Right now, Joker is the priority."

Going through the opening the explosion had made, reaching the end of the hall and turning to find a very large back room where Joker was waiting on a makeshift throne, holding and apparently having an argument with the puppet Scarface.

"Why didn't you stop Batman and his little friends?!"

Batman simply raised his left fist and punched a thug rushing at him from behind in the face and Penny caught a thug rushing her from the front and judo-flipped him to the ground.

"Me? It was your plan, ya goofy clown!" Scarface barked back.

Batman blocked a punch and tossed the thug throwing it to the ground while Ben kneed a guy in the family jewels, then slammed both fists down on his head.

"Ahh, I'm sending you back to the Ventriloquist where you belong!" Joker snapped, tossing Scarface to the trio's feet as they stood in front of his throne.

"Hey, where is the Ventriloquist anyway?" Ben asked Batman.

"Currently undergoing therapy to help break him free from Scarface's influence."

"Good, that puppet was really bad for him from what I read on the news," Ben said as he kicked Scarface away.

A Titanized guard came rushing from nowhere and tried to attack Batman, but a powerful collar and chain held him back and he gave up, backing away.

"You had to spoil everything, didn't you? Beating up Bane, feeding Scarecrow to Croc, slapping around Harley, my hobby, by the way, and ruining all my lovely Venom plants." Joker snapped.

"Well, it's the Heroes' job to spoil the Villains' plans, am I right?" Ben smirked.

"It's over, Joker." Batman scowled.

"Over? Why, my dear delusional Dark Knight, it hasn't even begun!" Joker said, pulling a lever to release his two captive Titans, allowing them to fight the three heroes.

They each roared and charged at one of our heroes, Batman pulling out a batarang and hitting the one charging at him in the face, rolling out of its way and causing it to crash into a wall, where he quickly rushed over and began to land some serious hits on the monster. However, a couple of thugs were running in at him, forcing him to stop attacking the Titan. He knocked one down with a batarang, countered another one, and quickly put him down, before beating on the third one, taking him down after a few punches and a kick.

By this time, the thug who was knocked down by the batarang got back to his feet and tried attacking again, but Batman countered once more and picked up the hapless thug, raising him over his head and flinging him at the Titan, who had recovered and prepared to charge.

Obviously, getting hit by a human being used as a projectile is a bit more of an impact than getting hit with a simple batarang, so the Titan was stunned from the sudden hit, dropping back to one knee, Batman quickly rushed in, hitting it with a jumping backflip kick, then dropping down on the Titan with both fists, knocking it out.

Meanwhile, Ben and Penny were facing the other Titan thug. Ben froze time, punched the Titan in the nuts, and then climbed on top of its back as time resumed and it recoiled from the devastating blow to its privates. Penny's eyes glowed with the Winter Maiden's powers as she summoned her Floating Array before coating them in magical frost and stabbing them into the Titan's arms and legs, freezing it solid with magical ice to immobilize it as Ben then put his hands to its head.

"Sleep!"

The frozen Titan struggled briefly before passing out into a deep, painless sleep. Penny noticed a few thugs coming in and used her Floating Array to slash them away before using two of the blades on the strings to pull her back and slam the thugs into the wall with her whole body.

Strangely enough, for Joker's apparent last lines of defense between him and the heroes gone, he wasn't scared or angered, instead clapping for their success.

"Nicely done, Bats! You and your little friends deserve a prize!" He said. "Your old pal, Commissioner Gordon!"

With the pull of a lever, the Commissioner was dropped down from the ceiling, and tied up with rope.

Penny gasped. "Didn't he leave the island?!"

"Say, he looks all run down. Let's pep him up!" Joker said, aiming the Titan Gun at the Commissioner.

"NO!"

Batman, who was about to dive in and take the dart himself, was shocked when Ben leaped in front of it himself, taking it to the chest. Penny let out a shriek of true horror while Gordon gasped in shock.

"Kid!"

"Ooh, here we go! We're gonna have some fun now, kiddies!" Joker said excitedly. "I wonder what the kid will turn into what with all those fancy magic powers of his! Ooh, maybe he'll turn into a dragon!"

As Ben convulsed on the ground, the Titan flowing through his bloodstream, his eyes suddenly shone brightly as his Metagene interacted with the Titan. Instead of becoming a hulking beast, Ben suddenly found himself in a black void.

"What...where am I?"

"You are special, Benjamin...you were given this blessing for a reason."

Hearing the deep booming voice, Ben looked around for the source before looking up to see sixteen giant figures looming over him, all of them bearing symbols representing different elements as his eyes widened in shock.

"You...w-when Ivy tried to..."

"Your powers do not come from a simple Metahuman gene caused by the Quantum Juice...in truth, you are a descendant of a mighty warrior...a warrior who bonded with the Dragon Gods. You...are the next in line to bear this power."

"Bear the power...and my family paid the price for it..." Ben bitterly said, recalling how his powers went out of control and killed his family.

"If we could, we would have made sure the tragedy you faced never happened. But now, you must fight. You have found a reason to live, a reason to fight, a reason to stand up and protect the innocent like the heroes you look up to."

Ben then saw a vision of Penny smiling sweetly, followed by Batman putting a comforting hand on his shoulder with a gentle look on his face. He then saw Commissioner Gordon and even Harley Quinn as he clenched his fists tightly.

"You're right...I do have these powers for a reason...and I DO have a reason to fight. I'll be the hero my family would be proud of...the hero SHE would be proud of."

The vision of Penny seemed to be smiling directly at Ben before the man who he met in his Fear Toxin vision appeared once more, smiling proudly.

"Everyone is handed adversity in life. No one's journey is easy. It's how they handle it that makes people unique. People fantasize about being a hero and helping someone in trouble."

With those words, Ben woke up and instead of turning into a Titan monster, he was engulfed in a mighty blast of magical energy that seemed to change between different elements; fire, water, earth, air, ice, lightning, metal, and more.

"What?! That's not what I was expecting!" Joker gawked in disbelief.

Suddenly, a pair of brilliant dragon wings burst out of Ben's back as well as a slick smooth tail, his pupils becoming slits and his teeth sharpening. The Titan was purged out of his body as his true heritage awakened and burned out the Venom. His muscles hardened and draconic scales ever formed on his arms, neck, and cheeks.

"Ben...?" Penny asked cautiously.

Ben turned to the Android Maiden and Batman before giving a smile, telling them that it was still him despite the changes he had undergone. Overwhelmed with relief, Penny rushed up and tackled Ben in a tight hug, which he gladly returned.

"I'm so glad you're okay!"

As the two embraced, Batman couldn't help but feel a small smile grace his lips before turning his focus on Joker.

"Like I said earlier, it's over Joker. Everything you tried to do has failed tonight."

"No...not fair! NOT FAIR!" Joker cursed furiously. "This was supposed to be my big night! Months of planning down the crapper! I just wanted to bring down your grim facade for once, let you see the world as I see it: giggling in a corner and bleeding! But you've denied me even that, and I have NOTHING to live for!"

Joker then aimed his dart gun right up to his throat and shot himself before Batman could stop him. Ben and Penny had broken away from their hug and noticed what had happened.

"Oh shit..." Ben cursed.

"Oh no..." Penny whispered, her eyes widening in horror.

Sure enough, Joker's eyes suddenly snapped open, the familiar Titan green overtaking them as he rose up and began to change...


A number of news helicopters flew over Arkham Asylum, scanning the area for signs of activity.

"Arkham Asylum remains under lockdown, its staff at the mercy of the rampaging inmates. Just ten minutes ago, we received this taped message." Jack Ryder explained, playing the tape.

"Greetings, Gotham, Joker here! Arkham is mine. Soon I'll unleash madness untold onto the streets of Gotham! But first, direct your eyes to the rooftops and witness the final destruction of your dear Dark Knight!"

"We've been circling the tower since...Wait! There! Joker is making his move!"

Emerging from the massive fiery hole in the rooftop was Joker, having become a giant Titan beast with long boney claws, jagged spine spikes coming out of his back, and tears in his muscles, some even showing his skeleton underneath. He still had his pants on and his hair had become a grotesque mohawk. In his claws was the struggling Batman, Penny, and Ben.

"Showtime, Batman!" Joker said, flinging Batman down into the makeshift arena below. "And I'll deal with you two little brats later!"

Penny and Ben were flung against a water tower not too far away. Ben had quickly grabbed Penny and held her close as he used his wings to cushion the impact.

Joker leaped down into the arena as Batman tried to regain his bearings before kicking his nemesis in the face before he could recover.

"And for one night only, please welcome our special guest referee...Commissioner Gordon!"

Gordon was strapped to an electric chair, which painfully shocked him as he screamed. Joker then picked up Batman in his claws as he leaned close to his face.

"If only you had taken the Titan instead of your new little sidekick. This would have been a glorious fight to the death!"

"I don't need anything to stop you, Joker..." Batman snarled. "Because you've already lost!"

Joker then screamed in pain as Penny's Floating Array stabbed into his back, making him turn around angrily to see the Android Maiden glaring at her, the green flames of the Winter Maiden's aura flaring across her eyes.

"Batman! Get Gordon!" Ben called as he jumped down, grabbed Joker by the neck and slammed him face-first into the ground.

"Right!"

Suddenly, Batman's newly awakened Aura that Penny had unlocked for him turned him into a swarm of shadowy bats, which allowed him to reach Gordon and break him free before getting him back to safety.

"What was that?" Gordon asked.

"Earlier, Penny awakened my Aura. Apparently, on her world, a person's aura gives them powers."

Gordon chuckled. "So much for you being the superhero with no superpowers."

"Regardless, I'm still Batman. Let's get you out of here."

"What about the kids?"

"Don't worry about them. Joker has no idea just how powerful they are."

Back down in the arena, Joker had gotten up and angrily swung his claws at Ben, who dodged out of the way as Penny flew down and punched the transformed Clown Prince of Crime in the back of his head, dazing him and allowing Ben to form metal blades over his hands which he used to stab into Joker's sides, making him cry out in pain.

"Not making jokes now, are ya?!"

Fighting through the pain, Joker backhanded Ben away and into the electric gate but it did nothing but charge him up with energy as his eyes glowed electric blue before taking a deep breath and releasing a stream of lightning from his mouth, pushing Joker back as Penny formed a stormcloud with the Winter Maiden powers and struck Joker with a magic thunderbolt.

Now really angry, Joker turned and grabbed Penny out of the sky and held her with both hands, attempting to crush her.

"You brats really should have learned to stay out of my business!"

As Joker brought Penny close to his face, she took advantage of the moment to reel her head back and headbutt him as hard as she could, her metal skull doing quite a bit of damage as Joker dropped her to cover his face, allowing Ben to form rock gauntlets with diamond spikes on the knuckles as he delivered a flurry of furious blows all over Joker's body.

Joker pushed Ben back and with a roar of fury, swung his claws all over the place but Ben easily dodged the attacks before taking another deep breath and breathing a mighty gust of wind that pushed Joker back into the electric gate, shocking him slightly as he struggled to regain his bearings.

"This can't be right! This is a bad joke! I'm invincible! You can't beat me! I'm actually going to win!"

"You never could beat Batman, Joker. No matter how many times you've tried, you'd always fail, no matter how close you came to victory." Penny declared as her eyes blazed with fury. "Friend Ben...shall we take him down like the clown he is?"

Ben smirked. "I thought you'd never ask!"

With a cry of absolute fury, Joker rushed forward as Ben and Penny charged up to meet him. The two young heroes pulled their fists back, their Auras seeming to link together as a dragon made from both auras formed around them, mimicking their motions as it pulled a giant fist back of its own.

"TAKE THIS!"

With a combined uppercut, the two struck Joker hard in the jaw, shattering it and sending several of his teeth flying out of his mouth along with streams of blood as he was sent flying into the air before the two flew up together and then crashed right into him.

"NOOOOOOOOOOOOOO!" Joker cried out in despair.

Upon impacting the ground, the dragon aura exploded in a beautiful flash of colors, engulfing the rooftop and being seen for miles around Gotham. Batman and Gordon watched in amazement as the smoke cleared to reveal Ben and Penny rising up together over Joker's beaten and bloodied body, smoke emitting from him as he lay unconscious.

"Those are some amazing kids you got there," Gordon noted.

Batman smiled. "They are. Whatever force decided to bring Penny here made the right choice."


Not long after, we see that the police, fire, and rescue have all arrived and regained complete control of the asylum.

"Dad! Thank god, I was so worried." Barbara said on the other end of a call from the Commissioner.

"I'm fine, Barbara. The GCPD finally has control of the asylum. Doctors are treating the injured, but it looks like it'll take some time. All supercriminals are back in custody." He explained, chuckling a bit. "Quite a mess in there. And the Venom-enhanced inmates are returning to normal. Although for some, the process can be quite painful."

Sure enough, Joker was being wheeled away, letting out a number of pained grunts and groans, missing several teeth and burns covering his face.

"And Dad, how are YOU doing?"

"I'll survive. See you tonight, Barbara." He said, hanging up as Batman, Penny, and Ben walked up. "Shame about your car. Can I give you a ride?"

"Thanks, Jim. But I have one on the way." Batman said. "And hopefully, I can find a way to get Penny back to her home world."

"Thank you, Batman. I can only hope that Ruby and the others are doing okay in my absence."


What Penny didn't realize was that the force that brought her to Gotham City left behind a copy of her to fill in her place. Sadly, despite Team RWBY and the rest of their friend's best efforts, Mantle and Atlas had both been destroyed, though they had evacuated as many people as they could.

The copy Penny had ended up dying fighting off Cinder Fall and had passed the Winter Maiden powers to Winter Schnee, who led the charge to the Kingdom of Vacuou. Team RWBY and Jaune Arc were briefly separated from everyone else but managed to find their way back.

However, in the coming times that Penny remained in Gotham, other forces from Remnant and beyond would be brought to the city...and Batman's world would not be the same.


After this, we'll have one more chapter to showcase Penny adjusting to life in Gotham City and her and Ben becoming the newest members of the Bat-Family!