Ava and her group made their way down the stairway, as quickly and quietly as possible. Thankfully, the doors weren't locked, so getting to Shuri's 3rd Floor laboratory wasn't too difficult. The tricky part would be opening the locked door leading inside. Fortunately, by the time they got there, Riri had rewired the locking mechanism and had it open.

"How's it look out there?" She asked, carrying a brown duffel bag.

"So far, so good," replied Luke. "But I don't wanna push our luck. What's in the bag?"

"Some tools," Riri patted the bag. "I was bringing them over to my setup when I wound up locked in here. No way I'm leaving them behind."

"Fine, let's get moving" said Roberto. "We've still got 8 floors to get down, and not a lot of time to do it."

"Them what're we standing around for?" Asked Riri, rushing toward the stairway.

"I like her attitude," Ava nodded, as the group once again began to descend the stairs.


"How...many...stairs are there??" Panted Kei, struggling to keep up with his own group. So far they'd managed to proceed quickly, not having to be as sneaky as Ava's group. Still, the grueling pace was beginning to get to the less than physically gifted artist.

"We have just passed Floor 70," Azari called back. "You're doing well, keep going!!"

"I'm trying!!!" Kei replied, climbing the latest set of steps. "Not all of us...were born with cat-like agility and super endurance!!!"

"Ok then, let me fix that for ya!" Laura picked up Kei by the back of his jacket and took aim. " Hey Parker, hold still a sec!"

The boy turned back in confusion, before his Spider Sense picked up on what his feral classmate was planning.

"Wait wha-aaaaaaa!?" Kei was hurled up the stairs where he landed on Peter's back. He clung on for dear life as Peter adjusted his stance to account for the added weight.

"Heh, never thought I'd be on this end of a Fastball Special," she smirked mischievously.

"Seriously?? What the hell, Laura!?" Peter yelled back.

"Ah, you've got super strength, you'll barely feel a difference!" Laura said, running past the two. "At least now we're not being held back by a pipsqueak!"

"I heard that, you crazy puta!!" Kei replied, shaking a fist angrily before he sighed. "Sorry Peter, but she does have a point. I'm not as fast as you guys."

"It's cool," Peter replied, shifting his balance and running up the stairs after the group.

"Just no Yoda cracks, okay?" Asked the shorter boy.

"No such promises, will I make," Peter grinned, altering his voice slightly. Kei groaned as the duo overtook their classmates and made it to the 80th Floor. They were stopped, however, by a metal barrier from getting any higher.

"Well crap..." Kei muttered, hopping off Peter's back.

"What do we do now?" Asked Wanda. "The way up's blocked!

"Should we break through?" Laura placed a hand on the big gate.

"Definitely not," replied Toni. "We do that, and the security system will alert the villains."

"Then we must find another path," the Class President noted, referring to the door leading out to the floor. "Antonia, what is through this door?"

"The Plant Factory," she replied, catching her breath. "They research the effects that Quirks have on fauna. There should be another stairway on the other side, but we'd have to cut through."

"So no matter which way we go, we'd be attracting the attention of villains," Azari muttered to himself, before looking back to the barrier. "Unless..."

"What're you thinking?" Asked Peter, approaching his classmate.

"If we're fast enough, perhaps we can keep the villains guessing," the young Prince said. "We break open the barrier, and we use the door. If we're hidden once they receive the alert, they'll have to guess which direction we went, diverting their numbers in the process. And if they do come, they'd be inclined to go up the stairs and follow the damage."

Peter thought it over, then nodded, "Its worth a shot. At this point, it's our only option besides turning back."

"Then you can leave this part to me!" Wanda stretched her fingers and her eyes began to glow red. "Get ready by the door."

Kei was first to the door, hand over the lever as the others came over. He watched as his red haired classmate raised now glowing fingers, bringing them together in front of her. "Ready..." he said, gripping the lever tightly. "GO!!"

"Haaaahhhh!!!" Swiping her hands apart, the barrier ripper open in the middle, metal peeling left and right. At that moment, Kei opened the door and his classmates rushed inside. Wanda powered down, slightly out of breath from the effort.

"Nice one, Wanda!" Peter got her attention, taking her hand and pulling her through the door. "Remind me to never piss you off!!"

Wanda smiled lightly at the praise, "Don't worry, it takes a lot to get me there." She then looked down, realizing the two were still holding hands as they ran, "P-Peter?"

"Yeah? What's up?" The boy, focused either on the task at hand or perhaps due to the adrenaline coursing through his body, seemed oblivious to his current action.

"Um, never mind," Wanda replied, a light blush on her face as they ran after their classmates towards the main chamber.


Up on the top floor, a light and beeping noise went off on one of the control screens. The man watching over the screens was dressed the same as gunmen on the Ballroom floor. A flicker of movement caught his eye, "Damn..."

"Sssssomething wrong?" A reptilian man with a long neck and a green outfit made his way over.

"Got an alert on the 80th floor," he replied, bringing up a camera view of the entrance. "The door from the stairway just opened, and it looks like the barrier's been completely torn through."

"What the hell?" The man replied angrily. "I thought you sssscanned each level and they were all clear!"

"They were," he growled back. "But it's hard keeping an eye on everything and managing all of the hostages downstairs! I might be able to make clones, but they still run on one brain! It's a lot to handle at once!!"

Pressing a button, he scanned though camera feeds until he found something. Putting both hands to his head, he began to concentrate...

James Madrox, Alias: Multiple Man. Quirk; Duplicate. He can create identical clones of himself, and even communicate telepathically with them. However, the more he creates, the fewer he can connect to.


Down below, one of the duplicates froze in place, as if receiving a mental command. He turned to Pyro, "Might have something. Looks like a bunch of kids trying to give us the slip."

Pyro groaned, "Use the barriers to keep 'em trapped. If they become a problem, send a few of the big boys to deal with them."

He turned towards his associate, "Toad, do a sweep of the lower levels. Take some of the Multiple Men, I don't want anyone escaping!"

"Who died and made you the boss?" Toad muttered bitterly, before acknowledging a group of gunmen. "You guys, with me," he said.

From his position, Iron Man heard everything. Kids? Aw don't tell me... He looked around, there were still a good number of gun wielding Multiple Men in the room. Even if he broke free of his restraints, he wouldn't be able to subdue so many enemies at once without the hostages getting hurt or killed.

Their only chance would be if the other heroes were freed and they rushed the villains. And if Tony knew his protégé, he was likely attempting to do just that with his classmates. Like it or not, all he could do was try to maintain his armored form and wait...


Ava's group ran across the fourth basement floor as they went towards the next stairwell, heading into the fifth basement. The walls were becoming more gunmetal grey than the inviting whites and blues from before, as this was becoming more of the 'tedious' part of Tower's facilities no doubt. Where the all-nighters, janitors, and IT Techs worked around the clock.

They'd nearly made it to the door, when it was suddenly blown away by an unseen force. Luke shielded Danny and Riri, being the three closest to the metal door. Still, they were knocked back as the others came to back them up.

"You kids woulda been better off hidin' in a broom closet til this whole thing blew over," said a voice. Toad entered the room, a gritty snarl on his face and orange goggles over his eyes. He was flanked by several Multiple Men, armed to the teeth.

"Well damn, they found us pretty quickly," Pietro noted.

"If you all come up with me, I can promise no harm will come to you," Toad went on. "Give us trouble here and now, and I make no guarantees for your safety."

Luke quickly took in their surroundings. The servers would give them a natural cover, both to hide as well as from gunfire. Their enemies couldn't cause too much damage to them, otherwise the whole security system would shut down and Iron Man would be freed anyway. That's probably why they were asking them to just play nice.

"Pietro," he whispered to the platinum haired boy. "Get ready to run. Take Riri downstairs..." Pietro looked at him in confusion as Luke raised his hands in surrender, "Ok, alright. You got us."

"Luke!? What're you doing?" Asked Ava sharply.

"He's got a point," Luke replied, walking forward. "It'd be better if we didn't make a big mess of things."

"Smart man," Toad grinned. "But just to be on the safe side, I'm sure you'll understand I'll need to properly secure you?" He took out a pair of heavy-duty handcuffs, the kind meant to restrain Quirks.

"Of course, gotta play it safe," said Luke, innocently. He raised his hands as he approached Toad, before quickly dropped low and delivering a powerful punch to the villain's midsection.

"Like hell!!" He shouted as Toad fell backwards. "Nobody puts the Cage in a cage!!" At that moment, every Multiple Man trained their guns on Luke.

"Guess that's my cue!" Said Pietro. He grabbed onto Riri and zoomed her out of the room at high speed, "Everyone scatter!!" His classmates ran off in several directions at this.

"Ventilate them!!" Toad roared angrily, struggling to stand back up. One of the Multiple Men spoke up, "But the boss said not to kill anyone..."

Toad whipped out his long tongue and struck the henchman sharply on the back of the head. He fell to the ground hard, dropping his assault rifle and disappearing in a puff of smoke. Toad retracted his tongue, glaring at the Multiple Men as he picked up the gun, "Any else want to question me?"

Mortimer Toynbee, Alias: Toad. Quirk; Toad. He can mimic the traits and abilities of a toad, including being able to extend his tongue up to 20 meters.

"Now go get the brats, these ones don't matter!!" He barked out, pointing his gun at Luke as the Multiple Men ran off. "But you, you're mine. You made a very serious mistake."

"Only mistake here is that outfit," Luke grinned, looking over the gaudy costume the villain wore. "Orange and brown? I mean, I don't know anything about fashion, but ya look like vomit!"

Toad growled furiously and fired his weapon at the boy. However, the bullets bounce harmless off of Luke, who yawned and appeared unaffected save for the new rips in his clothing.

"What the hell!?" Toad ceased firing, looking on in shock at Luke. He quickly pulled out another clip to reload. From behind the boy, Danny Rand flipped over his body and kicked the gun out of Toad's hand.

"There's no need to waste your bullets," he said cooly. "I will be your opponent."

"Heh, what do you think this is, a Kung-fu movie?" Toad laughed, gesturing at the Multiple Men. "Little newsflash for you, kid. We outnumber you, and we outgun you."

"A man fights with his mouth when his fists are lacking," Danny replied, his eyes narrowed.

"He means 'y'all ain't shit'!" Luke teased, further infuriating the villain, who leapt at the pair. "Whoa!!"

The boys dodged in opposite directions as Toad landed a kick on the spot where they stood. A small crater was left, with cement cracking out from the point of impact.

"Take care of the gunmen," Danny said, cracking his neck. "I'll handle the frog."

"That's Toad!!" Snapped the villain, spinning into a roundhouse kick at the blond haired boy. Danny caught the leg in his arms, delivering a strike first to his opponent's stomach and then the head with his open hand.

Toad crouched on his standing leg and flipped backwards out of Danny's reach. The amphibious villain got into a kickboxing stance as the aspiring hero went into a kung-fu position. The two charged each other, ready to strike. He's a slippery one, and those legs are powerful, Danny thought. This will be interesting...

Over with Ava Ayala, she'd scaled the top of the one of the server towers and waited for a few of the Multiple Men to come by. Once they did, Ava jumped down and attacked them from behind, taking them down as quickly and efficiently as her hero namesake.

Roberto Reyes summoned one of his chains, using it to whip and bind several of the gunmen together. He'd dart in and out of cover, using the servers to stay hidden. Roberto took note of the fact that in spite of the fact that they carried deadly weapons, they still weren't shooting at him or his classmates.

I guess they don't wanna risk shooting the servers, he thought. They hit the wrong one, it might cause this whole place to start sinking. I won't let this advantage go to waste! With that, Roberto used his chains to cover his fists and went on the offensive.


On the floor below, Pietro skidded to a halt in front of the main server room. His passenger, Riri, struggled to retain her lunch. "A little warning next time??" She said, hand over her mouth.

"Sorry," the speedster replied. "It was kind of a 'now or never' moment. Is this the right room?"

Riri looked around, "Yeah, this is it. The big one hooked up to the security features should be in here somewhere..." She began to check the various towers. "Damn, there's a lot of terminals. I'm gonna need a minute," she said.

"I'll keep the door covered, don't take long," said Pietro, zooming out of the room as Riri set to work.


Back on the 80th floor, the students of Class 1-A were crouched and hidden within a series of bushes. Laura had noticed the elevator starting to move, and quickly took cover, her classmates following suit.

"You know this building better than any of us," Azari whispered to Toni. "Is it possible to use that elevator once the villains are gone?"

"I'm afraid not," she replied. "Only authorized people can use the controls, and they're near impossible to hack. Even those beads of yours wouldn't get the job done."

"So much for the easy way," Kei muttered. Just then, the elevator stopped at their floor, the doors opening with a ding! Two villains stepped out into the indoor terrarium. The first was 5 feet tall, with the head of an elephant. The other man was significantly taller than his partner, with bulging muscles contained within crimson red armor and a domed helmet.

"These guys look pretty tough..." Peter said quietly.

"He said the kids came in here," said the elephant man.

"They just had to pick a place with so many hiding spots," added his partner.

Please leave! I don't wanna die here!! Thought a frantic Kei.

Come on, just keep walking... Wanda's mindset was equally desperate. Finally, the villain duo stopped in place, with the red one stomping hard on the ground.

"Hey! We see you, damn kids," he said in a gruff voice. He's bluffing, Peter rationalized. My Spider Sense isn't going off, so we're not in immediate danger. Unfortunately, his classmates didn't have such an ability and looked terrified at the prospect of fighting these villains.

"What the hell'd you say, ya bastard!?" A voice replied angrily. Peter's ears perked up, he knew that tone anywhere. Peeking through the bush, he saw Flash and Amadeus standing off on the other side of the room.

"What're you two doing here?" Asked the elephant man.

"Heh, that's what I wanna know," Flash retorted.

"Settle down man, let me handle this," Amadeus stopped his classmate from advancing further. "Sorry about that, my friend here's got a bit of a short fuse," he said, grinning sheepishly. "We kinda got lost looking for the party. Can you point us in the right direction?"

"How did they get all the way up to the 80th floor looking for the reception!?" Wanda hissed.

"Those idiots have zero sense of direction..." Laura muttered.

"Don't lie to me!!" The elephant man stomped his foot as his body grew and expanded, ripping through his shirt and boots until he stood nearly 8 feet tall. He now had the tough, leathery grey hide of an elephant, longer tusks, and even larger muscles. The elephant man tossed his head upwards and made a trumpeting sound from his trunk before charging.

Maximus Jensen, Alias: Mammomax. Quirk; Elephant. When he activates his power, he gains the strength, toughness, and wild instincts of an elephant.

"Watch it!!" Flash surged forward to grab his classmate, but something stopped the villain before he could make contact. It was a 9 foot tall, bipedal creature resembling a tiger, gripping Mammomax by the hands. It was Fireclaw, one of the monsters Kei could summon. Peter looked over and indeed, the boy was now standing, his arm outstretched from throwing the paper he drew it on.

"Fireclaw!!" Kei called out, "Keep this guy busy, we need to get past him!" The tiger monster roared and twisted its body, throwing Mammomax over its shoulder and into the wall. It unsheathed 3 claws from each hand, covered in flames.

"Lemme tell ya somethin', ya big, John Merrick looking, piece of crap!!" Fireclaw yelled, his voice raspy and angry. "I got my butt kicked for two weeks by a big, red, madwoman!! I've been needing to take it out on somebody, and guess what!? You're it!!!"

Mammomax glared at the tiger creature, standing back up as he prepared to attack again. But Fireclaw didn't wait for him to strike first, instead leaping forward to pounce on his foe.

Kei turned toward the bush, "What, do you want an engraved invitation!? Let's go!!!"The others acted quickly and began to follow him, heading towards the opposing staircase.

"What're you guys doing up here?" Asked Cho, running to join the group.

"What the hell's going on, Wall-Crawler??" Put in Flash, catching up to the boy.

"You guys didn't hear the alert?" Peter looked at the pair in confusion. "Forget it. Villains have taken over the tower."

"Wait, that's what happened!?" Flash was momentarily taken aback. But he couldn't say more, as their way out was blocked by an imposing figure in red.

"Where do you think you're going?" He asked, an edge of menace in his voice. "As long as I'm here, you brats aren't leaving this floor!"

Cain Marko, Alias: Juggernaut. Quirk; Momentum. When he starts moving, no object can stop him.

"Who're you callin' a brat, chrome dome!?" Flash asked, covering his arms in black goo.

"You, ya runt!" The villain glared at the hotheaded boy, daring him to try something. Instead, Amadeus stepped forward.

"Let me take a crack at this guy, Flash," he said, throwing off his suit jacket.

"Screw you, this 'roided out jackass is calling me out!!" Flash retorted, the black goo started to spread out, moving down his torso and up his neck.

"Yeah, but he attacked me first, and that makes me angry," Cho went on, his eyes glowing green. "And he's not gonna like me when I'm angry..."

Juggernaut rushed forward, gaining momentum and ready to run over the two boys like a giant red bowling ball. However, Amadeus had transformed into his Hulk form and ran to intercept the villain. However, he'd built up enough power to push Cho backwards. Thankfully, it wasn't enough to fully put him down.

Flash, meanwhile, launched a tendril at Juggernaut and pulled himself towards the villain. Moving the goo to his legs, he tried to land a kick. But it had no effect against the crimson armor and he bounced right off. This only mad the boy angrier.

Amadeus got back to his feet and started to formulate a plan. "Cover his eyes," he said to his classmate. "Try and blind him and I'll come in for a punch."

"Don't tell me what to do!" Flash retorts, but did indeed leap forward and covered the charging villain's eyes with his black arms. After sidestepping this time around, Cho landed a left hook to Juggernaut's torso. He grunted in pain, even through all that armor, it hurt.

Reaching up, he grabbed Flash from atop his helmet and threw him away towards the brawling Mammomax and Fireclaw. Deciding to roll with it, Flash righted himself by launching a black tendril towards the villain and nailing him with a punch. Mammomax fell back, stung by the unexpected blow. His opponent was equally less than thrilled by this development.

"Hey!!" Fireclaw yelled, popping his namesake from his fists. "This is my fight!! Go deal with the talking tomato can over there!!!"

"I'll fight whoever the hell I want!!" Flash roared, his own hands turning into black claws. "That includes you, ya Tony the Tiger ripoff!!" He looked over towards his other classmates, "Get the hell out of here, or we'll take you on next!!"

Peter looked over to Azari, "They've got this covered, at least for now."

Azari nodded, "Agreed, let's not waste this window they have given us!" The students ran towards the stairs, with Laura stopping briefly to look at Flash. He nodded once before getting back into battle.

You'd better make it out of this, she thought, running up the stairs after her friends. Or I'm kicking your ass, and then that tin can's too!

.

.

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Barber's Chair

• A few more members of the Brotherhood introduced, including a couple lesser known ones like Mammomax and Multiple Man.

• Always nice to see Azari using his tactical smarts as a leader, and the others fighting in unique ways that .

• Planning out some of these fights was a bit tricky. Some are a bit more obvious, ie. Brawn vs Juggernaut, but a few of the other pairings I had to give some thought. 'Who'd do well but still struggle against large numbers?' 'Who can be stealthy?' Stuff like that.

• Also wanted to give Kei something cool to do, since he can't climb walls like a certain grape themed "hero". So having him contribute against the big guys in his own way seemed like a good way to do it.

• Fireclaw in the comics is kind of like the Hulk with his speech pattern and mannerisms, but we already have one of those. So I thought I'd add in a few traits from another tiger-themed fighter with a short fuse: Rath from Ben 10: Alien Force.

• Hope you enjoyed the chapter! Next one drops in a couple of weeks!