"My skin" Mari said as she stepped out of the shower

"It feels great doesn't it?" Brittany asked

"Sure does, and my shoulder is great as well" Maria said "I dislocated it when I was a kid"

"Okay" Angie nodded "But we still need to figure out a way to beat both Yue and Atlas"

"What if we put them against each other?" Riley asked as she sat on a bed and kicked her legs

"That sounds risky" Zack frowned

"What other choice do we have?" Brittany asked

"You don't want to know" Maria scoffed

"I take it that the disaster trio don't exactly like Atlas moving in on their turf" Angie said


"Where are they?" Atlas asked as he was in his wind form

"That brats, they may actually be fun to fight, especially that girl who blocked my ultimate blast!" Atlas smirked "What was the name of that technique; Live and Learn?" Atlas said "Sounds like a song" he muttered before he spotted something.

"You, so you're the one they call Atlas huh, nice to meet you" Yue said appearing out of nowhere,

"What do you want little girl, I'm busy" Atlas growled.

"Those girls you face, they come from my world. And sadly they're not exactly pushovers"

"Just like you experiences with the ones who attacked you"

"Oh please give me enough time and I'll beat them"

"Doubtful, why don't you head on home princess" Atlas scoffed as he flew off

"Princess?" Yue asked I doubt you'll see me like that after this" Yue went into her Venus form and used a chain to wrap around Atlas' leg and reeled him in before using her magic to blast him into the ground.

"Bitch!" Atlas snapped forming a ball of la and threw it at her, shooting up and burying his fist into her stomach

"Damn; he hits hard. Mars form!" She snarled as she formed a fiery bow and quickly fired off several burning arrows at Atlas, which just burst on his quartz like body

"Nice try princess" Atlas said forming spears of water and ice before throwing them at Yue.

"Watch it rock head!" she shouted firing more.

"This was too easy" Henry said

"Indeed, but we have to make sure the fight keeps going" Mack said as he grabbed a stone and threw it at the two fighters.


"Nice shot" Henry said smiling.

"So how is the leg?" Mack asked throwing another stone, missing Yue

"Not bad, still been advised not to use my quirk though" Henry frowned.

"Hang on, who's that?" Mack asked as he pointed to a figure on the roof under Atlas.

"No way; it can't be... but he's a legend; no, a myth!" Henry panicked

"What do you mean?" Mack asked as he look and panicked.

"I'm looking right at the Phantom!" Henry exclaimed. Mack went wide eyed and looked over, spotting he hero that was clad in purple.

"I heard he was in town" Mack whispered, suddenly the sound of gunshots went off. "WHOA!" he exclaimed.


"HEY! Who are you?" Yue asked

"A long forgotten myth" Atlas said

"Hello Atlas, it's been awhile" Phantom frowned

"How long has it been? Probably since I first became ATLAS!" he shouted firing off a blast of solar energy. The Phantom stood there as a shield of purple energy was emitted from one of the rings the Phantom was wearing.

"Incredible" Yue gasped as she switched to Mercury form."TRY THIS!" Yue shouted using an ice attack. The Phantom just stood there as the ice hit the barrier, he then lifted his gun and fired a shot into her shoulder, then he looked at Atlas and fired off a blast of energy from his other ring

"Damn, he's still at the top of his game" Atlas growled as he rubbed the impact area. He was about to fly away when he spotted the two hero students. They realised that they were in trouble.

"Students?" The Phantom said as he started to run across the rooftops

"I think I'll roast the," Atlas laughed as he fired some more solar energy at the two,

"Crap, crap, crap, crap" the two students said before they started to run.

"YOU KIDS OKAY!" The Phantom said as he jumped in the way and blocked the blast

"Yeah we are" Mack said "And or plan was working" Mack said

"Plan?" Phantom asked

"Yeah, we were planning on having those two fighting each other" Henry said

"How is that going?" The Phantom asked


"Those brats are smarter then we give them credit for" Inferocus said

"Meaning? Tidal asked

"They are trying to get Yue and Atlas to weaken each other meaning they can have an easier time" Tornadus mused.

"That's a brilliant move" Infernocus said

"But, should we let them do it?" Tornadus asked

"Yes" Infernocus said

"Why?" Tidal asked

"Because that's one less thing off our plate" Infernocus said

"Oh" his siblings said

"How do you know this?" Rupture asked "And where did the Guild and League go?"

"The villain's congress. But don't wry; I've placed a tracker on Spot, meaning once they two are in the same location we move in" Infernocus said

"Well the coalition is a group of Australian villains" Tornadus said

"And we will get our spot back from Dagger and Massacre" Infernocus smirked

"Good idea brother" Tornadus smiled.

"My lord, may I leave for awhile?" Kuro asked

"You can" Tornadus said

"Thank you, Rupture?" Kuro asked walking away.


"We ready to move in girls?" Tsubaki asked

"We are" they all nodded.

"Okay, and Maria" Tsubaki said

"What is it?" Maria asked

"NO more Super form okay?" Tsubaki said "Unless we all go into our super forms"

"Gothca' she said as the all leapt off the building. Their two targets were more roughed up.

"TRICERA!" Rini shouted

"Reaper!" Tsubaki said he costume being different shades of green with a large bladed scythe

"Ryu" Tori shouted her costume taking on a dragon design

"Siren's blade" Hitomi said gaining a white and blue colour scheme with twin cutlasses.

"Let's go Sai impact" Shizune said as she transformed into

"Time to fly" Maria said her jacket and pants becoming yellowish orange with a very long scarf around her neck.

"Shine!" Izumi said her uniform having a white, gold and yellow colour scheme.

"Remember girls, we do this together" Tsubaki said

"You got it" they all shouted.


"Had enough playing into their hands?" Atlas asked as he spat out a tooth

"Oh I am" Yue said as she powered down and inhaled

"I guess our fight is over now huh?"Atlas asked

"Sort of, I'm just taking a break while you deal with the girlies" Yue smirked as several blasts and blades of energy flew at them

"Look who showed up" Yue chuckled

"About time you faced us" Izumi said twirling her BFS and pointed it at her "You are here by charged by" she started only to be interupted

"You think you can beat me, when you have to deal with him?" Yue asked before Atlas flew at them.

"HERE I COME!" Atlas laughed.

"I DON"T THINK SO!" a blast of purple energy made Atlas fly back and roll across the ground.

"Phantom" Atlas spat

"Hi there" Phantom said as he drew his guns and opened fired, each shot hipping off small chucks of Atlas' quartz body

"I got to get away from here" Yue muttered

"Girls, you handle the one from your world, I'll kick the ass of Atlas" Phatom sauid

"Okay" The girls nodded.


"So Yue" Tsubakui said twirling her scythe and slicing the air with it, forcing Yue to jump away from her and landed with her foot in an awkward position

"Damn it" Yue winced

"I'm not going down easily' Yue said

"I know, but you have abandoned what it means to be a magical girl, you have committed crimes against humanity and the magical world. The arbiter and the Fae have ordered us to take you down." Izumi growled

"Blow it out your ass Izumi" Yue growled as she transformed into her Venus form and created a chain of light and swung it around.

"So be it" Tsubaki did and air slash as Maria jumped in the air and pulled out her guns, opening fire on Yue, who had to once again jump back, right into the both of Rini and Tori's staves. Yue switched to a brown colouration as a key like staff form in her hand, making time stop. Panting she had to quickly move away before she powered down and time resumed.

"I hate using that form" Yue groaned

"Oh good, because I don't" Hitomi said appearing and swinging her swords at Yue's head, making the dark magical girl dodge "We're taking you in"

"You are wrong; there is nothing you can do to take me in" Yue growled

"I doubt that" Yue had to jump back with every swing of Hitomi's sword.

"Please Yue give up, WE DON'T NEED YOU TO DIE WE ARE JUST TRYING TO RETURN YOU TO A NORMAL GIRL!" Hitomi cried

"NO, I WON'T; I WON'T GO BACK TO BEING POWERLESS." Yue cried as she panted, tears running down her cheeks making her look wild and insane.

"Yue, I'm sorry but you know the magical girls law, as put forth by the power of the Arbiter King Arthur Pendragon" Hitomi called

"WHY WON"T YOU DIE!" Yue screamed transforming back and blasted Hitomi back, only to grab her sword sand run them through. "DIE BITCH! DIE!" she then kicked Hitomi in the stomach and ran off.


"Finally I'm free, I'm free" Yue gloated as a Sai entered her back

"Are you stupid or just ignorant?" Shizune asked as she landed

"The ninja bitch" Yue growled. "I'm surprised you can keep up with me" Yue spat up some blood. She then reached back and ripped the sai out, throwing it on the ground, her blood dripping out of the hold in it "I have had enough of you, you and your stupid sisters. If you had just left me alone then this wouldn't be happening

"Well then, how about I give you a hand" Angie landed in her Crusader armoured, her two swords a glow with heat.

"WHO IS THIS WING BITCH!" Yue shouted

"I am Crusader, and you are dead" Crusader said as she swung her blades in a cross formation, each swing making spark fly off.

"NEPTUNE!" she shouted switching to her teal colouration and blocking Crusader's swords with her own. This was the toughest fight of her life and she was losing. Soon the other magical girls showed up

"Enough of this, come with us now or you'll be dead as soon as you try escaping" Tsubaki twirled her scythe

"SHUT UP!" Yue snapped "You're parents should have killed you, they should all have killed you as soon as they heard you were quirkless. The dreggs and scum of society, nothings the only things you should be is breeding stock for the superior quirked citizens" Yue raved.

"Yue, have you gone?" Izumi asked before what looked like tattoos resembling black lightning raced down her shoulder; making all of the Magical girls step back in shock

"Shit!" Tsubaki said

"What's happening?" Crusader asked

"Madness" Tsubaki panicked

"That is what happens when we reach our breaking point." Izumi said

"So what do you do?" Crusader asked

"The only thing we can do for her now is...end her suffering" Tsubaki said as Yue let out an inhuman scream.

"No, there has to be a way back" Crusader said

"THERE ISN'T!" Tsubaki snapped.

"Trust us, we've seen madness before" Rini said "It was a dear friend of ours, she was also deeply affected by Millie's death. She lost all control in an instant and then gain the tattoos. She had to die, as it was so painful for her to even move with her powers going out of control like that, and judging by how Yue screamed right now. She's feeling that pain!"

"So you're going to kill her?" Crusade said as Yue fired off several blue fire arrows with no focus on a target. "And how much harder will she be to deal with like this?"

"She's pretty much a berserker at this point" Rini said

"So its a mercy kill" Crusder said as she rushed over her swords out

"Pretty much, only we'll do it" Maria said as every transformed into their base form and bowed

"Forgive us" they all said.


Tsubaki rose first and rushed forward, he sword gleaming as she created a dozen more. She stepped forward, her swords acting as a chain of them, slashing at Yue, who growled and fired off blasts of ice, wind and fire. Tori the stepped up and swatted the fireball way, Maria leapt over the ball of ice and opened fired at Yue, puncturing her leg. Snarling Yue turned to Maria sand roared as black crystals erupted out of her arms and ran forward, Hitomi the raised her bow and fired into the sky, turning that single arrow into a barrage of arrows, raining down on her like a deluge of pink light. Yue just growled as jumped at her. Rini pulled her sword and swung it at her, making a deep wound appeared

"Sorry Yue" Rini said. Shizune then jumped into the fray with her twin katanas making light work of the crystal armours

"It's going to be over soon" Rini said

"Ondeed' Shizune said as she held her swords up

"Girls, let's do this quickly" Izumi said before she charged yup the attacks. All of them

"DARK HOLWING!" Yue shouted making the group slide back

"You girls okay?" Crusader asked

"A berserker move" Tsubaki said

"Girls, I'm going to do this" Maria said changing into her super mode

"NO POWER DOWN!" Izumi shouted as she used her staff to know Yue off course

"Damn it" Maria said switching to her base form and then twirled her guns drawing in a fairly big amount of energy before blasting

"The more power she uses the more she come as a monster" Tori said as she attacked with an energy dragon striking her on the back as the rain started.

"This is just as painful for us" she said

"Focus Tori" Shizune said as the rain fell


"The rain" Phantom looked up at the sky. Atlas doing the same, the water sliding off his rock like skin before he flew at the Phantom, who leapt over the elemental user and blasted him again with purple energy, then he landed and used Ghost Walker to just miss the hits Atlas was throwing at him. Lighting, ice, lava even his punches just went through him.

"STOP DOING THAT!" Atlas shouted before the Phantom grabbed a gun and used it to beat him as a club

"Having fun?" Atlas asked before he jumped into the air and phase into the building, exiting at ground level, where the magical girls were fighting the berserker, who was growing more and more wild. Blasts of black energy leaking out as she attacked, which one of the ,magical girls attacking it before jumping back and defending the others. They needed to make sure they would survive before the end of the fight. The Phantom looked up and opened fire on Atlas who landed, making fissures on the ground

"YOU ARE SERIOUSLY ANNOYING!" Atlas shouted.,

"So I have heard" Phantom smirked as she blasted the villain again, forcing him through a building before he walks through the walls and looked aground "hello, where did you go?" Phantom asked before a massive lava golem appeared and rampaged at him. The Phantom, just stood there as the golem tried swiping at him

"FIGHT ME LIKE A MAN!" Atlas roared.


"I've got her" Maria slid across the ground and aimed at her throat, firing, making some of the black crystal chip away. "NOW!" she shouted

"We're sorry about them. UNISON BLAST!" they all shouted pooling their attacks into one massive strike, making it fly towards Yue . Seeing this Yue fired a beam of black energy at them.

I Don't think so!" Crusader shouted cutting a large cross in Yue's back, forcing a roar of pain out of her, rearing her head back as the final attack hit her making a dome of light expand out before shrinking and crushing her until she was gone

"Goodbye Yue" Tsubauki said as a tear was shred as Yue was destroyed, leaving nothing behind

"we're sorry that darkness consumed you" they all bowed

"So that's that" Angie said as she looked on

"Thank you for your help" Tsubaki said before the Lava golem was thrown close to them

"Sorry ladies, but do you mind helping out a veteran?" the Phantom asked as Atlas went back to his base form

"Sure" they all said as they prepared their weapons.

"You're funeral" Atlas smirked as he created another large ball of earth, fire, air and water.

"ATLAS ANNIHILATION!" he shouted

"MAGICAL UNISON BLAST!" they all shouted making the two ball of magic collided, The Phantom stepped in and used his ring to add to the power of the explosion from that combined attacked blowing off Atlas' arm. "You" he growled

"Game over Atlas" Phantom said

"I'll be back and when I am, that will be the end of you!" Atlas said as he turned invisible and flew off.

"Good riddance" Izumi said.


Back at Jackman, the magical girls were waiting for their ride home with Zack and Angie "It was fun" Izumi said

"Yeah it was too bad we didn't hang out more" Zack said

"I agree" Angie said as a magical circle formed.

"That's our ride" Tori said as she walked in

"Thanks for the fun" Shizune bowed and walked in

"Yeah later" Maria waved as she walked in

"Thank you" Tsubaki bowed following the others

"Think we'll meet back up ever again?" Angie asked

"I hope so" Izumi bowed as she and Hitomi waked in the light

"Who knows, maybe next time you come to our world, see you" Rini smiled falling back before the circle closed

"That was fun, but now we have to still worry about the Disasters and the other villains" Zack said

I know" Angie frowned as they walked back "But whatever it is we'll be ready for them"


G'day Guys Grizz here, and...wow what a finale for a trilogy with the arrival of the Phantom again and the defeat of Yue and Atlas. And I'm not going to lie that berserk form is based on the plot points of most Maho Shojo anime where one of them goes nuts and changes into a monstrous form like Madoka Magica, so she had to be killed sadly and are we going to see them again. I don't knpw

Okay guys now I have to sadly declare that the are around 10 chapters of this fic left. Which is surprising given how many chapters I did for the first part, well all things must come to an end and sadly this will as well. BUt Don't worry I'm sure you guys are going to enjoy the ending of this fic.

So until next time I'll catch you on the flipside down under