Chapter 13: Last Laugh
"Facing your fear?" Uraraka asked.
"Indeed. No matter who you are, everyone is afraid of something. It's hard-wired into our brains. You may be able to make peace with it, but in the back of your mind, it will always, on some level, disturb you." Anemone said.
"That's bullshit! I'm not scared of anything!" Bakugo snapped.
"Well, you can't seem to stand it if you're not number one or doing something absolutely perfect. And if something goes wrong and you lose, you look like you'll have a panic attack" Asui noted.
"Clear case of Atelophobia and Atychiphobia, or the fears of imperfection and failure, if you ask me." Maverick diagnosed.
Yaoyorozu gulped, but took a deep breath. "I believe I suffer from those same fears as well. After I lost in the Sports Festival, I was devastated and was second-guessing myself with every decision I made, up until the Final Exam against Mr. Aizawa, where my plan worked. But even after that, I was convinced he let me win, even if I still took the victory." She admitted.
"Even if I did, your plan was still a good one. You caught me off-guard, so I would say it worked." Aizawa told her.
"But still, it wasn't perfect and could've easily failed. So I need to work harder to ensure my plans are flawless." The rich girl insisted.
"There's no such thing as perfect, Yaoyorozu. We only expect you to do your best as heroes. Not to be perfect." Midnight assured her.
"Your words about Ben sure contradict that." Maverick muttered under his breath.
"I-I've always been a wreck when it comes to public speaking. I clam up, my throat dries out and I can barely breathe. So, I think I might have Glossophobia." Midoriya admitted.
"If I lose control of my emotions, especially anger, Dark Shadow can take over. I almost killed Shoji and Midoriya when that happened. I dread even the THOUGHT of that happening again." Tokoyami admitted.
"I think they call that Angrophobia." Dark Shadow elaborated.
"I am loathe to admit it, but I suffer greatly from Ataxophobia, the fear of disorder or untidiness." Iida confessed.
"Cacophobia for me. I cannot STAND anything ugly or unsightly." Aoyama declared, dramatically as ever.
"I will go into hibernation if I get too cold, so winter time always scares me. My parents told me that's Cryophobia, the fear of cold." Asui admitted.
"And Shota, you may never have been diagnosed, but I know after what happened to Shirakumo, you've got a serious case of Necrophobia. You're scared of anyone close to you dying. Even more than your average person. That's why you expel 'unworthy' students." Present Mic told him.
"That's... ridiculous..." Aizawa said, though it was clear he was having a hard time trying to deny it.
"Well, as I said before, while you may never TRULY overcome your fear, you can make peace with it in order to lessen it's impact. Ben will face just such a challenge in this adventure. So, if a ten-year-old child can do it, I know all of you can as well." Anemone told them, before the video began.
At a pierside carnival, two robbers climbed down a ladder into a getaway rowboat with a bag of loot. "Knocking over that yacht was a piece of cake!" The first robber declared as they both laughed.
"Right into a crime. That was quick." Uraraka said, a bit surprised.
"Seems like these adventures almost ALWAYS start rather extreme." Iida noted.
"Well, if they had to rob anyone, at least it was some rich snobs with a yacht, instead of like, a charity or something." Hagakure said.
"That doesn't make it okay. No one deserves to be robbed like that. And I imagine that whatever they had stolen from the yacht took an extensive amount of time to organize and display properly." Yaoyorozu told her, sounding a bit indignant.
"Letting a bit of your rich girl energy escape, Yaomomo." Jiro warned her girlfriend teasingly.
But then, the first robber noticed bubbles in the water next to him and leans in to look closer. Suddenly, a glowing pair of eyes meet his. And then, an arm suddenly emerged from the water, grabbing the robber by the face and pulling him under. The 2nd robber turned around, not having seen what happened. All that was there for him to see was his partner's beanie floating in the water.
"Ripjaws." Asui said in awe of her favorite alien. "Guess it makes sense, they are on the water." She reasoned.
"A stealthy approach. Not bad." Aizawa admitted.
"But holy crap, that was creepy. Like a scene straight out of a horror movie!" Kaminari said with a shiver.
"That could actually be beneficial. Getting the villain scared and panicking might cause him to be sloppy and make a mistake, so he's easier to take down." Todoroki noted.
Ripjaws' face then rose from the water and stalked him. Panicked, the robber ran back up the ladder and across the pier, Ripjaws following him underwater. The robber stopped to pause and look behind him. But this momentary break was all that was needed for Ripjaws to fly onto the pier in a tornado of water.
"Whoa! That was awesome!" Kirishima exclaimed in amazement.
"B-but how did he do that?! There's nothing that says Ripjaws has Hydrokinesis and can CONTROL water! Then he'd be able to go on land because he could make water bubbles around his gills or something!" Midoriya cried out, trying to process and come up with an answer for what he was witnessing.
"Calm yourself young Midoriya. Ripjaws likely displaced the water when he breached the surface, like you see in those orca shows at aquariums." All Might theorized, fondly remembering a few trips to SeaWorld during his time abroad.
"Either way, that crook's in for it now!" Sato declared.
The robber backed up until he touched a hot dog cart behind him, running behind it and pushing it over. Hot dogs and gasoline spilled out from the cart and surrounded Ripjaws' feet. Unexpectedly, a loose wire from the cart landed on the trail of gasoline, sparking it and setting it ablaze, fire quickly surrounding Ripjaws, who gasped in shock.
"Oh, bullshit! What are the odds of some shit like that happening?!" Bakugo snapped.
"They're not zero, that's the only thing that matters. Anything can happen in crazy situations like this." Shoji noted.
"Well, he should be fine, just as long as he doesn't touch the fire, right?" Ashido asked.
"I don't think so... What happens to wet things when it's hot out?" Koda questioned worriedly.
The second robber, now believing he was safe, couldn't help but chuckle viciously. "Gotta love an old-fashioned fish-fry!" He taunted the Piscciss Volann.
Due to the extreme temperature of the flames, Ripjaws was quickly dehydrating, compromising his breathing. "Hey, can't breathe... water... water..." The aquatic alien choked out, collapsing to the floor, gasping for water.
The students gasped at this. "The heat must have dried his gills out, so he has no more water to get oxygen from!" Ojiro exclaimed worriedly.
"Mon Dieu... I couldn't bare the idea of suffocating like that." Aoyama said in horror.
"Come on, Ripjaws! Get yourself out of there!" Sero urged
However, he got an idea and punched the wooden floor below him, falling back in the water and being able to breathe again.
"Smart for a quick escape, but he does lose points for property damage." Midnight noted.
"But surely, in a life or death situation, it's understandable." Tokoyami said.
"Yeah, what would you want him to do, run SUFFOCATING through the ring of fire until he gets to the end of the dock and jumps over?" Dark Shadow questioned.
"We're not saying he was wrong, just that he could've handled the situation better, by taking out the robber before he had a chance to reach the dock instead of aura farming." Aizawa said, causing the students to groan at their teachers lingo.
"Yeah, let ME stick to the hip slang, ya dig?" Present Mic told him.
The robber confidently started walking away, but Ripjaws quickly burst through the floor under him, gripping him in his jaws and throwing him into a carnival game stand, knocking over a pile of cans.
"Holy crap! That's terrifying!" Mineta cried out in fear.
"That was epic! Like one of those shark movies! You think you're safe on land, but still too close to the water, so SNAP! Lunch!" Kaminari said.
"Good thing Ben DIDN'T eat him, though." Midoriya sighed in relief.
"Still broke the dock again." Aizawa noted.
"Do you just hate fun? Besides, the hole he fell through the first time is still, you know, SURROUNDED BY FIRE!" Maverick reminded him.
But then, a few of the more jovial students couldn't help but laugh at the guy getting thrown through the cans. "Stee-rike! Where's the prize?!" Ashido asked with a giggle.
Later, the same robber was being arrested. And one of the officers turned to Ripjaws. "I don't care what anybody says, you circus freaks are OK by me!" The officer assured him.
The group was shocked to see the police actually working with Ripjaws. "They're okay with him? But he's a vigilante!" Asui exclaimed.
"And he stopped the criminals. If they got away, it would look very bad for the cops. Besides, he's just knocking them out, the cops are the ones arresting them and therefor getting the credit." Maverick pointed out.
"But the important thing is he's stopping crime and protecting people, which they approve of. So they're willing to accept him." Anemone added.
"The cops actually welcoming a vigilante. The differences in our society are absolutely staggering." Iida said in shock.
"Imagine if we showed them Batman." Maverick whispered to Anemone.
"But hey, it's someone doing their job for them. You gotta love that." Kaminari said, wishing he could have things that easy when he becomes a hero.
Aizawa sighed. "Our future of hero society..." He groaned.
Ripjaws, however, took offense to that statement. "'Circus freak'? I'm not a circus freak, I'm a superhero!" He declared, before leaping backwards off the pier and into the water majestically.
"Hmph, looked like a freak to me..." The officer huffed.
"Hey! That's not very nice!" Ashido said with a pout.
"Well, remember, students. This is a world without Quirks and they don't believe aliens to be real, based on the mayor of Sparksville's reaction to Gwen's theory about Megawhatt. So something like Ripjaws is completely unknown to them. And more than a little unsettling." All Might reminded them.
"Then that probably means we wouldn't get to warm of a reception there." Shoji grumbled.
"Then we'd just have to show them we were good through our actions! Like Ripjaws just did!" Sero declared.
"Yeah!" Most of the students cheered.
The Rustbucket passed through the next town, one sign in particular catching Gwen's eye. "'Zombozo's Travelling Circus of Laughs'? Cool!" The female Tennyson exclaimed.
"I always found the circus so charming when I was a child." Yaoyorozu said nostalgically.
"Eh. All the music, noises and animals were too much for me." Jiro said with a shrug.
"I never got to go, since money was so tight." Uraraka said sadly.
"Tch... You'll go with me sometime." Bakugo told her, trying to make it seem like no big deal despite basically asking her out on a date.
"Still, I've heard of 'Bozo the clown' before. But ZOMbozo? Like zombie? Sounds a bit strange. And that's GOT to be the creepiest looking clown I've EVER seen." Midnight said suspiciously.
"The Joker would like a word with you." Maverick told her.
"Ah, I haven't been to a circus since I was a boy. Sounds like fun! What do you guys think?" Max asked enthusiastically.
"I love the circus!" Gwen cheered.
"That's because you belong in one." Ben muttered.
"That's mean. She didn't even make fun of you this time!" Hagakure exclaimed.
"Yeah, what's with him. Any kid his age would be super jazzed to go to the circus, like Gwen is." Sato noted.
"If anything, you would think he'd be MORE excited than her, since circuses are big and exciting, which is his favorite way of having fun." Ojiro agreed.
"Ben..." Max warned his grandson.
"Nah, circus is kids' stuff." The boy dismissed.
To say the group was dumbfounded by this statement was an understatement. "You ARE a kid." The students all said together.
"Hello? What are we?" Gwen questioned. (The students nodded at this.)
Ben then yawned loudly. "Besides, it's-it's pretty late." He tried to make an excuse.
"Ben, it's 11 o'clock in the morning." Max pointed out.
They couldn't help but chuckle at this. "Gotta come up with a better excuse than that, little listener!" Present Mic laughed.
"But this DOES raise the question, why the boy wishes to make excuses, no?" Aoyama asked.
"We WERE told this adventure was about fear. Meaning it's likely Ben having to face his fear. So he's probably afraid of something at circuses. And considering the main attraction is a clown, that has to be what he's afraid of." Todoroki theorized.
"What? No way! Who could be afraid of clowns? They're too goofy to be scary." Kirishima said dismissively.
"I've always thought clowns were creepy. Those oversized clothes making them look WAY bigger and that make-up is just so unsettling." Koda whimpered, Jiro reaching over and patting his back.
"Yeah, man. People can be afraid of anything." Dark Shadow told Kirishima.
"Indeed. Fear is not always rational. It is primal and instinctive. But it is something we must work to overcome to reach the best versions of ourselves." Tokoyami agreed with his other half.
"Fine by me! Okay, alright! You guys wanna go see some stupid circus? Fine!" Ben exclaimed, suddenly loud and angry.
"Jeez. No need to get snippy." Kaminari said.
"Why not just tell them that clowns freak him out and he doesn't want to go?" Mineta asked.
"Again, this was back in 2025, where males were expected to be men, to be tough and not show any emotions or weakness. Even if his family is okay with it, society has conditioned him to believe he can't come out and be open with his thoughts or insecurities." Anemone explained.
"That's not healthy. Bottling up all those emotions is gonna lead to serious problems in the future." Uraraka said, giving a slight glance to the side at Bakugo.
"Something that wasn't realized until the future. A good decade or so later. And some people still think like the old ways." Maverick told her.
"Still, Max should realize something is wrong. Ben is clearly upset about is and actively trying to avoid the circus. He should pay more attention to how the kids in his care are feeling." Midnight said.
"Sometimes it's easy to miss these things, Midnight. As far as he's aware, Ben could just be arguing because it's something Gwen wants. And even then, sometimes they have to do things that one of them doesn't want to do that the other does. They can't have it their way every single time. That wouldn't be fair to the other one." All Might pointed out.
"Yet, he's perfectly fine having them eat bugs and other nasty things that they don't want to." Jiro said with an eye roll, sticking her tongue out in disgust at the thought of Max's food.
They walked to a big top circus, set up in the middle of what looked to be a park, with lots of people walking in with them.
"Ooh, looks like the entire town's turned out for the show!" Max noted, impressed.
"Impressive for a small show like this to get such a big turnout. Respect." Present Mic praised.
"Not every day a big event like this shows up right in your town. People are probably excited by something new." Asui noted.
As Ben walked forward, he looked up at the posters. They all featured a clown with crimson hair, a blue fake nose, a toothy grin and a big top hat, this "Zombozo". The clown's eyes seemed to stare Ben down.
The class couldn't help but shiver at this. "Yeah, that is one creepy clown." Ashido said with a shiver.
"Yeah. I thought clowns were supposed to make people LAUGH, not scare them to death." Sero agreed.
"I don't know. Most clowns I've seen were on the creepy side, too." Midoriya said, also shivering as he remembered going to a circus with his mom as a child, where one clown used its Quirk to turn him into a balloon, turning him into a balloon animal, lasting for ten whole minutes. Surprise, surprise, his mother NEVER took him to the circus again.
"Maybe that's his gimmick? Being a clown that's creepier than funny is kind of a unique twist, I bet it'd draw in a specific crowd." Hagakure theorized.
"What kind of sadistic freak would like that?!" Mineta cried out.
"It's probably sold out, we're probably just wasting our time." Ben told his grandfather.
A spotlight suddenly shined on a circus barker on a pedestal, shouting to the crowd. "Step rrrrright up and see! The finger-shaped freak of nature [1], whose strength knows no bounds! THUMBSKULL!" The barker announced, gesturing to the side.
A big, burly man with white skin and a giant "fingernail" on his forehead stepped forward with a metal rod and bent it on his head, leaving the crowd stunned.
"That's not nice. Sure he's different, but there's no need to call him a freak." Uraraka said.
"That's just what they call them. Circus freaks. Because you'd never see them anywhere besides a circus, that's their big claim to fame. Not necessarily an insult." Anemone assured her.
"Yep. People with two heads, bearded ladies, those are your general bread and butter for a circus." Maverick confirmed.
The focus soon returned to the viewing and they were quite surprised at his feat. "Whoa! That's a thick-looking rod, but he still bent it like nothing!" Kirishima said in shock.
"His head should've bent before that rod did. So that means he's not just strong, but tough, too." Bakugo noted.
He tossed the bent bar in the air and something red caught it. "...And presenting, FRIGHTWIG! When this beauty lets down her hair, no telling what could happen!" The barker declared yet again as a pale-skinned woman with long red locks of hair was seen, these locks moving and twisting at her command. Her hair coiled the metal rod into a pretzel and placed it aside on a pedestal.
"Mon dieu! Such stunning hair! Both in appearance and power!" Aoyama said in amazement.
"And since she has so many locks of hair, that could allow her to restrain a person with ease." Aizawa noted, intrigued about how her hair would compare to his capture scarf.
"Pretty and a powerhouse. Awesome combo!" Kaminari exclaimed.
"...And last but not least, the freak whose unique skill is as vile as his attitude! ACID BREATH!" The barker announced one final time as a pale starved man stepped forward, wearing a mouth guard. He took it off and exhaled, his visible green breath completely melting the rod AND the pedestal with it.
"Eww!" All the girls, plus Mineta, Aoyama and Koda, all exclaimed in disgust.
"What? But Mina, it's like your Quirk!" Kirishima pointed out.
"My Quirk isn't nearly as gross as that! Look at it! It just LOOKS nasty! How could you compare MY QUIRK to THAT?!" Ashido asked in horror and betrayal, turning away from her boyfriend with a huff.
"Ooh, yeah, you're in the doghouse now, bro." Sero told him, the rest of the Bakusquad males shaking their heads (and Bakugo calling him a dumbass).
"Still, that's insane. He completely melted not just his target, but the pedestal it sat on. And in such a short amount of time. It might even be more devastating than Shigaraki's Decay." Yaoyorozu said in shock. [2]
"Gross!" Gwen exclaimed, although she laughed as she did.
Meanwhile, Ben snuck away and came across a tent with a "Keep Out" sign, though a light was shining through. (Iida and Aizawa rolled their eyes at Ben ignoring the sign, but said nothing.)
He peered in and saw Zombozo himself, sitting and rehearsing in front of a mirror. "'H-H-H-HOWDY FOLKS! Are ya ready to laaaugh?'" He asked emphatically as he put on his hat. "Perfect. You're gonna knock 'em... dead." He declared ominously, before he licked his teeth with his long, grotesque tongue as he laughed to himself.
Many of the students were unnerved by the clown, some even visibly terrified. "Okay, if his gimmick IS to be a creepy clown, he's doing a REALLY good job." Kaminari said.
"His tongue is green! How did he even do that?! He's like an ACTUAL zombie!" Mineta cried out in horror.
"It... could've been something he ate... in order to stain his tongue... and commit to the bit..." Iida said, unnerved.
"Either way, REALLY starting to question why anyone- let alone CHILDREN- would want to come here." Jiro said, holding tightly to Yaoyorozu.
Understandably, Ben was terrified at this, backing away and knocking into Gwen, surprising him. "Hey!" The female Tennyson complained.
"AAAH! ...Don't do that!" Ben cried out in alarm, resting on Gwen's shoulder.
The group was actually shocked and concerned with just how badly Ben reacted. "Whoa... I almost thought he was gonna have a heart attack." Asui said, both with her usual bluntness, but an obvious concern to her voice.
"Looks like you were right, Yaoyorozu. That's an intense case of coulrophobia." Aizawa noted. (COOl-ruh-FOE-bee-uh)
"I do not see anything 'cool' about this, sensei." Aoyama said, looking at the teacher questioningly.
"It's the fear of clowns, Young Aoyama. It's actually quite common, mostly due to the 'Uncanny Valley effect'. They're obviously humans, but their exaggerated features- like their big shoes and red noses- and their unnatural make-up make them look a bit less human, creating a fear in the back of some people's minds due to them looking near-human, but not totally like normal people." All Might told him.
"Tch. Well, he better quit being a baby and get over it. I don't want to sit here and watch the kid have a heart attack every time he lays eyes on a freak show." Bakugo scoffed.
She was quick to push her cousin off, however. "What is your malfunction?" She demanded.
"What do you mean?" Ben questioned.
"Ever since we decided to go to the circus you've been acting even weirder than normal. What are you scared of?" Gwen asked.
"I'm not 'scared' of anything!" Ben insisted.
"Come on, guys. The show's about to start!" Max called to them from far away.
"After you!" Gwen offered, beckoning Ben, who begrudgingly walked to the show.
"So she SEES this place is messing with Ben, but she still messes with him. I get they don't like each other, but..." Ojiro said.
"She probably doesn't realize JUST how bad it is. Sometimes people are good at hiding just how much things are REALLY getting to them." Midnight said, looking over to Aizawa.
Inside the big tent was the barker from outside, who was actually the Ringmaster, now introducing the crowd to the act. "Ladies and gentlemen! Children of all ages! The Circus of Laughter is proud to present: 'The Sultan of Smiles'! 'The Crown Prince of Chuckles'! 'The Grim Tickler' himself, the star of our circus! ZOMBOZO THE CLOWN!" The Ringmaster declared as a small clown car sped into the center of the floor, a giant-seeming Zombozo emerging to the sound of a triumphant cymbal crash.
"Whoa... He's a lot bigger than he looked at first..." Uraraka said, a bit unnerved.
"I-it's probably just a perspective issue, because of the low camera angle and the big car..." Midoriya said, equally unnerved, pulling Asui in a bit tighter in fear, earning an embarrassed "Ribbit" from his girlfriend.
"He can't get you, Midoriya, calm down." Shoji told him.
Everyone in the bleachers were already laughing, while Ben was mortified.
"Why are they all laughing? He hasn't even done anything yet." Kirishima asked in confusion.
"Well, to be fair, we are only unnerved by him because we're seeing him largely through Ben's perspective, which is a negative one. In addition, unlike them, we also heard Zombozo's menacing statement in his dressing room, which put us on edge. Without that knowledge, he'd simply seem like an ordinary clown... Albeit a somewhat off-putting one.
"All clowns are off-putting. But this guy ESPECIALLY." Koda said fearfully. Anemone then produced and gave him a large rabbit plushie to soothe him.
"But, like Kirishima said, he hasn't even done anything to get them laughing. Either EVERYONE here except Ben is WAY too easily entertained, or something else is going on here." Jiro said suspiciously.
The car suddenly sped to the other side of the floor with a mind of its own, facing Zombozo and revving its engine, "challenging" him. Zombozo beckoned it with his hand and pulled out a red toreador cape. The car charged like a bull, but disappears into confetti the moment it passed the cape, to which the crowd cheered.
"Whoa! Okay, he looks creepy, but that was cool! How did he do that!?" Ashido asked in amazement.
"He's a performer. Smoke and mirrors." Dark Shadow told her.
"Indeed. Performers like these base their entire lives around fooling your senses to believe you're seeing something far more spectacular than you truly are." Tokoyami agreed.
"Doesn't mean it's not impressive, though. I also like the Matrix taunt he did." Ojiro admitted.
"If you love clowns, then this is the place ta' be!" Zombozo declared energetically, before smirking menacingly "You're gonna die laughing..." The clown declared ominously. And behind him in the tent, there was a gigantic machine, with ports ominously glowing blue.
Right on cue, one of Mic's cards flashed red. "Zombozo! An Un-un-un-un-eh-na-eh-na..." The radio host hero began, before trailing off in shock at the next line.
"Hey, look! He learned to talk like a Bangboo from Zenless Zone Zero!" Maverick whispered jokingly to Anemone, who giggled. [3]
"Mic? What's wrong? Why did you freak out?" Aizawa asked, slightly concerned for his friend.
"Zombozo... Is ACTUALLY an undead zombie!" Present Mic said, showing them the card.
The rest of the audience now shared the look of shock on the radio host's face. "No way... That's got to be fake!" Mineta said in horror.
"Unfortunately, no. It is very real. Zombies are indeed a thing in this world. Zombozo himself has been a zombie for years now." Anemone told them.
"B-but how does everyone NOT know about them? Shouldn't everyone be on high alert for zombies and fighting the zombie apocalypse?!" Kaminari asked, terrified.
"Well, as you can clearly see, zombies in this universe still retain some level of sentience or intelligence, so they know how to stay hidden. And, thankfully, they don't eat flesh in this world... Not all of them, anyway. But what they DO eat is no less deadly for those they set their eyes on." The serpent woman explained.
"Aliens, cryptids, mad scientists and now even zombies? This world may actually be crazier than ours." Yaoyorozu said in shock.
"...That's a 'Zombozo Guarantee'!" He quickly threw in.
Ben only continued to get unnerved by the clown, no longer able to handle it. "I gotta go- get some... popcorn!" He stammered, before very quickly walking off of the bleachers.
"Is Ben alright?" Max asked his grandson.
"You're asking me? I stopped trying to figure him out a long time ago." Gwen told him.
"If you're so concerned about him, why don't you go check on him. Instead of letting a TEN YEAR OLD wander around on his own for the DOZENTH time that we know of." Aizawa criticized.
A record could be heard as the hosts looked at the teacher incredulously. "Okay, you of ALL people DO NOT get to say that! How many times have you strangled your students with that scarf of yours? You practically TORTURED the students who failed their finals in the training camp! And half the drills you put them through are complete DEATH TRAPS!" Anemone snapped, the first time she was the more vocal and hostile one compared to Maverick, using her cosmic power to triple in size, towering above the group, flames like a solar flare emerging from her mouth.
"Seriously, I'm amazed Nezu even lets you work with children. Midnight's freaky AF, but at least she's never done anything that could KILL the kids." Maverick said. "What are you gonna do next, drop a-" The mantis man began, only for the "Ding!" of the messenger app on his phone to interrupt him and gain everyone's attention. Anemone returned to normal size and looked along with him, their jaws dropping like the Magikarp Guy meme. "Oh, my god. You actually do it..." The male host said in horror.
"DO it? As in FUTURE tense? Not DID it?" Midoriya asked, shocked the hosts could find out the future.
"Do what?" Mineta asked, fearful of what their teacher had cooked up for them.
"You drop a damn BUILDING on them!" Anemone snapped, enlarging the phone so the audience could witness what they just had.
"Oh, right. That's the next training I had prepared for them." Aizawa said, completely nonchalant.
The students were horrified at this. (He's REALLY trying to kill us...) They all thought.
And the teachers were equally shocked. "Shota... You'd really do something that crazy?" Midnight asked in horror.
"After what happened to Shirakumo... You'd do the EXACT same thing that happened to him." Present Mic said in disbelief and disgust.
"Aizawa... We just went to all the students homes and told their parents, TO THEIR FACES, that we would keep their children safe." All Might told him, equally in disbelief, also feeling betrayed.
"They're going to be heroes, they need to be prepared for EVERY scenario." Aizawa told them.
"There are better ways of preparing them for certain scenarios than throwing them headlong into them! You instruct them! SHOW them what to do! THAT'S teaching! Something you almost NEVER do yourself! You don't throw them to the wolves and tell them to figure it out! The school nurse even said you went too far, but you just brushed her off! You're a bigger threat to them than the League of Villains!" Anemone snapped, going full giant serpent mode, at least as much as the room would allow.
"Have you forgotten I saved them from the League of Villains, multiple times?" Aizawa countered harshly, angered at being targeted like this.
"You're their teacher AND a Pro Hero, that is LITERALLY the bare minimum of your job description. I'm starting to think Nezu needs to have your head examined to see if you're even fit to work with children." Maverick said.
"S-suddenly the zombie clown is actually LESS scary than this room..." Hagakure said nervously.
Everyone, the hosts included, took a good ten minute break to calm themselves down, before continuing.
"I was never very good at math, but I believe I have your UNdivided attention!" Zombozo declared, a xylophone sting accompanying his pun.
"Now how about some volunteers?" Zombozo asked.
The entire crowd was laughing, especially Gwen. Zombozo was reflected in her eyes. "Ahhhh, SO full of life!" The clown exclaimed as the view passed through her eyes. "-for now." He added under his breath, before the spotlight on Zombozo shut off, engulfing the scene in black.
"That monster... Targeting children most of all." Midnight growled.
"But what does he plan on doing? He's a zombie, but you guys said he doesn't just eat people like normal zombies." Todoroki pondered.
"Doesn't matter. Ben's gonna take him down. That's all we need to know." Shoji declared, a scowl beneath his mask.
Ben ran out of the big top and off the entire lot, stopping and catching his breath once he put enough distance between him and the circus. "There is nothing funny about clowns!" He said through his panting. (Several students nodded, but said nothing.)
He heard glass breaking nearby and quickly hid behind a car. As he peeked out from it, he saw the trio of circus freaks from before, smashing the window of a jewelry store.
"Whoa, the freaks are felons!" Ben exclaimed.
"Aww, I thought the freaks were cool! Why did they have to be villains, too!?" Kaminari complained, although he was really only upset that Frightwig was a villain.
"They're working with Zombozo, so they have to be aware of what he does. Whatever that is." Iida noted.
"The old man said it looked like the whole town showed up to the damn circus. And it looks like he was right. Meaning, there's no one around to catch the freaks in the act. If it was JUST them robbing places and not the zombie taking them out, it'd almost be the perfect crime." Bakugo analyzed the situation.
"Zombozo being a zombie is already enough of a problem! Why do we have to have these guys robbing people, too?!" Ashido complained.
"That's often the way villains operate, young Ashido. They have multiple arms to run multiple facets of their plan. Sometimes we heroes have to make choices of what's the most pressing one to stop. Which in this case, would be Zombozo. Whatever the freaks stole can be replaced. Innocent lives cannot." All Might said.
The freaks were robbing the whole street, with Thumbskull grabbing a handful of shiny bracelets, watches and rings from the jewelry store display. Then, Acid Breath used his breath to melt a parked car's door and roof, letting him reach in and rip a stereo right out. And finally Frightwig standing before an ATM, putting her locks of hair through the brick wall around it and ripping the machine right out of the wall, money flying everywhere.
"Whoa! We knew she was strong for turning that steel bar into a pretzel, but that's still crazy!" Jiro said in shock.
"Indeed. The average ATM is between 900 and 1,200 pounds, with the heaviest being up to 1,400 pounds. The fact she can hold it up with seemingly no effort or strain means this is relatively casual for her." Yaoyorozu said, equally shocked. [4]
"It's payday! Hahahahahahaha!" The female freak laughed maniacally.
"Time to play fetch!" Ben declared, dialing in Wildmutt.
"Wildmutt? Why not Four Arms?" Sato asked.
Between Thumbskull and Frightwig, they might be able to match Four Arms, or at least slow him down long enough that Acid Breath might be able to do some damage to him. And with what we've seen him do to metal, I don't think Four Arms would want to risk it." Ojiro pointed out.
"Right. So while he's not as strong as Four Arms, Wildmutt is still pretty powerful, plus a lot faster, so he can hit them hard and get out of there before he gets in danger." Sero realized.
As Thumbskull carried two flat-screens, he looked around and saw Wildmutt jump on a car, rocking it and salivating threateningly. "Good doggy, down boy!" He dimwitted freak said nervously.
Many of the students had cocky smirks on their face at this. "Sic 'em, boy!" Uraraka declared.
"Take 'em down! Wildmutt! Super manly style!" Kirishima cheered.
Wildmutt tackled Thumbskull and ran to the other two freaks, knocking into Acid Breath and running away. Frightwig tried to grab him with her hair but got dragged along the pavement. Wildmutt landed on the freak's getaway car and ripped out the roof, letting money and jewelry fly out.
"Alright! He's tossing them around like ragdolls!" Asui said happily.
"Yeah. He should be just fine as long as he keeps up the hit and run tactics." Shoji agreed.
"Or as long as Zombozo doesn't find out." Aizawa noted, remembering the main lesson was about in this adventure.
"Hey, that's our stuff!" Thumbskull complained.
"No mutt's gonna steal my loot. GET 'IM!" Acid Breath ordered, taking a breath to melt the Vulpimancer.
Wildmutt jumped off the car before Acid Breath exhaled on him, accidentally melting their car.
"Ha! Wrecked your own stuff! sucks for you!" Mineta laughed.
"Them... and the civilians that stuff belonged to." Tokoyami pointed out.
"Yeah, not his smartest move, was it?" Dark Shadow asked.
"Just another example of keeping collateral damage in mind." Present Mic said.
Wildmutt landed in between the freaks and batted them away. As Frightwig got up, he advanced on her.
Meanwhile, Acid Breath turned to Thumbskull. "Don't just stand there like a sore thumb! Get the boss!" He ordered. And Thumbskull quickly started running toward the big tent.
Many of the students were concerned by this. "W-well, those guys all seem like the muscle... maybe he's just smoke and mirrors?" Hagakure said nervously.
"Doubtful. He's gotta be the boss for a reason." Bakugo disagreed.
"Not to mention, how Ben will react to the clown he's so afraid of." Todoroki pointed out.
In the tent, colorful images of popcorn and bowling pins floated above the audience as they laughed.
"What is that? neon lights? Or maybe some kind of light projectors to display images?" Midoriya wondered.
"Why, though? Wouldn't that distract from HIS performance or jokes?" Ashido questioned.
"Perhaps monsieur is simply lazy?" Aoyama guessed.
"Or maybe... it's some form of hypnotic display. Assuming it's been playing from the very beginning, that could explain why the crowd was laughing before Zombozo even DID anything. Or why they're laughing SO HARD despite him not even really making many jokes, that we saw." Asui theorized.
Zombozo laughed along with them. "Laughter truly is the best medicine! For me!" He declared, to which the crowd laughs, despite there not being a joke.
"Definitely sounds like you're on the right track, Tsu." Jiro told the frog girl.
"Yeah. There wasn't even a joke there." Hagakure agreed.
Thumbskull then entered the main tent and walked right up to Zombozo. "Uhhh, excyoose me boss, excyoose me?" The dimwitted freak tried to get his boss' attention.
Zombozo slumped in disappointment, before turning to Thumbskull. "How many times have I TOLD YOU! Not to botha' me while I'm eeeaaating!" The clown demanded. It was then revealed he had a cable that hoisted him in the air by the back, accentuating his creepy choice of words.
"Some weird cable, too? What does that even do? Does it have something to do with that weird machine we saw?" Present Mic wondered.
"I'm more concerned with what that machine DOES. He claimed he's eating... But how? He's clearly not ACTUALLY eating anything." All Might wondered.
"You'll get your answers later. No spoilers." Maverick said cheekily.
"Ehhh... we ran into a bit of trouble." The flunky explained, to which Zombozo frowned. (The cast shivered at this, getting a bad feeling, but saying nothing)
Back at the fight, Frightwig and Acid Breath were being pinned down by Wildmutt.
"Alright! Two down, two to go!" Kirishima cheered.
"Don't get too excited. It's never that easy. Especially with what we know about Ben and clowns." Aizawa told him.
However, in a puff of smoke and a flash of confetti, Zombozo appeared out of thin air. Wildmutt backed up when he saw him.
"Oh, come on! You're a giant gorilla-hyena on steroids! Why are you still scared of him!?" Bakugo snapped.
"Fear is a tricky thing, Bakugo. In our minds, we know certain fears are irrational. But their deeply rooted in our subconscious, almost instinctual. Sometimes, fear can even be debilitating in, which is clearly the case here. It's not an easy thing to get over. It takes a lot of focus, resilience and determination. Which is a lot to ask of a ten-year-old." Midnight reasoned.
The students all found the words powerful and prophetic, but the hosts couldn't help but raise an eyebrow. "Like how you guys are expecting him to always behave perfectly and NEVER give into temptation. Children are not too good at that." Anemone sassed. Most of the group couldn't help but sweatdrop and rub the back of their heads at this.
"I hear yer full o' tricks, little doggie. Let's see if you know how to play dead!" Zombozo declared, promptly kicking Wildmutt in the jaw, then slapped him, sending him flying back into a tower. As Zombozo walked forward, Wildmutt winced and hid under the tower.
"Man... Ben's usually so confident and cocky, it's so weird seeing him back down like this." Ojiro said, worried for the transformed boy.
"That's what fear does to you. It CAN be a useful tool for survival, making you flee if a situation seems too much for you, but it can also stop you from acting or make you freeze in the worst situation. It really is a double-edged sword. That's why having a handle on your emotions is so important, so you control them and not the other way around." Yaoyorozu said, remembering her own fears and insecurities after the Sports Festival.
Zombozo turned angrily towards the freaks. "This isn't a 'mad dog', it's a 'scaredy cat'!" He snapped at his subordinates, who all looked embarrassed.
"Bring the curtain down on this little sideshow!" Zombozo ordered.
Acid Breath sprang into action, melting one of the legs of the tower, Frightwig pulling another leg with her hair and Thumbskull punching one more leg of the tower. "It's over, Fido." Acid Breath declared as the tower came crashing down on Wildmutt, leaving a huge pile of rubble.
"Wildmutt!" The students cried out.
"This can't be the end... it can't be..." Mineta said in horror.
Thumbskull picked up a brick from it. "Dog...gone! Hehehehe!" The dimwitted criminal laughed.
"Come on! We got bigger laughs ta' get!" Zombozo declared, before he disappeared in a puff of smoke and confetti.
As the freaks ran back to the circus, they didn't hear the Omnitrix timing out. Ben managed to crawl out of the pile. "Phew..." The boy sighed in relief, before hecollapsed and closed his eyes.
The group let out a breath they didn't realize they were holding. "Whew. That was way too close." Uraraka sighed.
"Wildmutt must be more durable than he looks." Midoriya said in relief.
"And Wildmutt's size and the way the debris fell probably made an opening big enough for ben to squeeze through when he turned back. Lucky, or else he likely WOULD'VE been crushed under the debris when he turned back. That or trapped." Todoroki noted.
The show was now over. The air was dead. Chip bags and pages of circus brochures flew in the wind, boxes of popcorn and drinks were spilled on the ground.
"Ugh. Litterbugs. Honestly, is it THAT difficult to pick up after yourself?" Asui said in annoyance.
"You'd be surprised." All Might and Midoriya said together in annoyance, remembering all the trash at the beach Midoriya cleaned. Sure, it helped with his workout, but it was still disheartening- and just plain irritating- so many people carelessly threw away so much trash and ruined a once-perfect beach.
People slowly walked out of the venue stadium with light smiles on their faces. Some were still laughing sporadically.
"Jeez, what's with these people. Now THEY'RE walking around like zombies. Laughing zombies." Hagakure said, disturbed, clinging to Ojiro's tail.
"It must have been what Zombozo did to them. Either those lights were hypnotizing like Asui said, or that machine messed with them somehow. Still wish we knew what it did." Ojiro said, placing a hand on his girlfriend's back.
"Patience is a virtue, my friends." Anemone told them.
Ben got back and sees Max, sitting on a step, laughing to himself. "Grandpa?" Ben asked, running to him and shaking him. "Grandpa!" The boy continued to try and get his grandfather's attention.
"Why is he just sitting there, instead of going to the RV or something?" Ashido wondered.
"He seems to be in a pretty big daze, so that's probably a bad idea." Sato said.
"I think there's a bigger issue here. Gwen's not there with him." Shoji noted in concern, which quickly spread to the rest of the class.
Max's reaction was rather delayed, but soon he finally acknowledged his grandson. "Ehe- Oh Ben! Hehe ah- Where'd you go?" He asked, still in a bit of a daze.
"Where did I go? Where'd the circus go?!" Ben questioned.
"Oh -aha- I'm not so sure, uh..." Max said wearily as He looks behind him to a completely empty stadium, no sign of there ever being a circus. "I remember we were laughing. Hah- it was so funny -heh!" He explained, before laughing a bit. But just as he finished laughing, a deep-seated melancholy washed over Max's face.
"Jeez, it's like Zombozo sucked the soul out of him or something!" Koda said fearfully.
"Please, just tell us what that machine did!" Iida pleaded with the hosts.
"It won't be much longer now, don't worry." Anemone assured him.
"Grandpa, are you OK?" Ben asked in concern.
"Aheh, I just... feel kinda glum, that's all." Max told him. But despite that, he broke into a long laugh.
"Then, why are you smiling?" Ben questioned, before realizing something. "Wait a minute, where's Gwen?!" He asked in concern. (The group was filled with dread at this, but said nothing.)
Thumbskull drove a truck along a highway, Zombozo riding with him. "Didja' pack me a snack for the road?" The creepy clown asked.
Thumbskull smiled and drew back the curtains behind the driver's seat. Six people were sitting in back, laughing to themselves. Gwen was one of them. Zombozo smiled as the truck drove away.
"S-snacks?" Uraraka asked in horror.
"So, he really DOES eat people?!" Aoyama asked, equally horrified.
"Not in the way you think, no. You'll see soon enough." Maverick told them.
"That's not helping things." Present Mic told the hosts.
The Rustbucket drove along the same highway. "Zombozo must have 'zonked out' the entire town during the show, while his freaks robbed everyone blind! But why kidnap Gwen?" Ben questioned.
"I-I don't know. But don't worry, we'll catch that clown..." Max assured his grandson, but still sounded incredibly tired.
"Should he really be driving in this state?" Yaoyorozu asked.
"It's not ideal, but they've got an emergency. It's not like Ben can drive." Midnight told her, not noticing the smirk the hosts shared.
"Ooh, maybe he could turn into Upgrade and take over the RV and drive it like that!" Kaminari suggested.
"That's... actually not a bad idea. But then he wouldn't have much time left and the Omnitrix would have to cool down before he could use it again, while they're in the danger zone." Sero pointed out.
"Yeah, haha. Who would be afraid of a silly old clown?" Ben asked, trying to sound sarcastic, but only sounded nervous.
"Ben, w-what's bothering you?" Max asked.
"Oh, NOW he realizes something's wrong with one of his kids." Aizawa scoffed.
"You DO NOT get to say anything right now." All Might told him.
Ben hesitated for a moment, but finally sighed and relented "Promise not to laugh? ...I'm afraid of clowns. They just creep me out!" The boy finally admitted. "Ugh, I'm such a loser!" He groaned, disgusted at himself.
"Everybody's got their own... crazy fear, Ben. When I was a boy, I-I was afraid of heights. Well, 'enough was enough' and I climbed to the top of the water tower. Sometimes you just gotta scare... the fear... out... of... you." Max said sagely. However, as he spoke, his vision began hazing.
"Wise words, indeed. Max is truly a learned man." Tokoyami said.
"Yeah, somebody should give him a podcast or something." Dark Shadow agreed.
But then, everyone noticed something. "He's dozing off! Wake the fuck up, gramps!" Bakugo said in concern.
Finally, Max could no longer keep himself together and passed out on the wheel.
"Grandpa!" Ben exclaimed worriedly as he quickly unbuckled himself and took the wheel, frantically trying to steer the Rustbucket. But things only got worse when he saw a highway rail ahead of him.
"So, what was that about Ben driving?" Maverick asked Midnight, who blushed and shrunk down a bit.
"Whoaaa!" The boy cried out in horror as the Rustbucket burst past the rail and drove down into the forest below. But Ben still gave it his all to get them through unscathed, swerving past trees left and right.
"Well, he's not doing TOO bad." Jiro admitted.
"Yeah. Still not great, but it looks like he's got everything under control." Asui agreed.
But suddenly, Ben saw something else that was a cause for concern. "Whoa!" He exclaimed as he saw a rail guarding a long drop off the clip, coming up quick.
"OH, COME ON!" All the students complained at once.
"I need an anchor, fast!" Ben devised a plan, flipping a switch on the dashboard, causing a tarp to automatically roll out of the side of the Rustbucket.
"What exactly is the plan here?" Ashido asked in confusion.
"Maybe he's either thinking that the air will catch the tarp like a parachute and slow them down?" Kirishima theorized.
"Or maybe that it will catch the trees and hold them?" Sero suggested.
"Doubtful. No way it would withstand a collision with a tree. And even athletes can still run quickly using a parachute for drag resistance training, so I doubt it will stop a vehicle that weighs several tons. But, I guess they're not terrible ideas, considering he's in a stressful situation where he has to act quickly." Todoroki admitted.
"Use the Omnitrix!" Sato cried out.
"Probably not enough time." Shoji said nervously.
Ben watched it from the side mirror. "Come on, come on...!" The boy urged it. Ben tried to weave the RV through some trees, but one knocked off the tarp.
As one last Hail Mary, Ben slammed the brakes and spun the wheel around. The Rustbucket started skidding on its side and just managed to come to a stop along the cliff. A few rocks fell off the drop and smashed on the ground below.
Everyone breathed yet another sigh of relief. "That was way too close." Mineta said.
"Gotta give the kid credit, he handled the situation pretty well. He didn't panic and did a good job keeping the rig under control." Present Mic praised.
"Phew." Ben sighed in relief "Grandpa, you okay?!" He asked in grandfather in concern.
Max woke up, but he wasn't doing much better. "So... sad. So very... very sad." He muttered to himself.
"What did he do to them!?" The whole audience cried out.
"Literally ONE more minute." Maverick told them.
"Grandpa, what happened inside the big top, after I left?!" Ben asked.
Max started remembering... (Everyone leaned forward for the answer.)
He and Gwen were laughing with the crowd in the tent. What looked to be smiling blue phantoms came flying out of Max, Gwen and all the other people. They began circling Zombozo's machine. "I love the sound of laughter! It FEEDS MY SOUL!" Zombozo declared menacingly.
The group was in shock at this. "Koda was right... He really is sucking the soul out of their body." Hagakure said fearfully.
"So souls really exist in their world? Unbelievable..." Yaoyorozu said in shock.
"Eh. It's a bit more complex than that." Anemone said.
"A BIT?" Maverick questioned.
The serpent woman rolled her eyes, but continued. "In this universe, almost all living things possess a life force, known as mana. Certain individuals have more or less of it and Ectonurites like Ghostfreak DON'T have it, despite being alive. And it is able to be manipulated by a number of sources, from certain species of aliens, to even technology. Zombozo uses that machine to drain it from people and consume it himself for sustenance. As you see here, it doesn't always kill people, but it leaves them severely drained and stunned." Anemone said.
"To be expected, it's LITERALLY their life force. Losing any of it would understandably mess someone up." All Might said, disturbed.
"Amazing. That makes this entire UNIVERSE even more fascinating. And that's SAYING something!" Midoriya exclaimed in awe, writing it down in his notebook so fast, smoke was coming out.
"But... What happens if he drains too much?" Uraraka asked in concern.
"You'll see." Maverick told her, causing the whole cast to groan.
With all the memories coming back to him, the eldest Tennyson started to piece things together. "Ben, I think that Zombozo robs people of more than just their possessions... I think he steals peoples' happiness... until there's nothing left." Max realized.
The cast gulped at this. "That REALLY doesn't sound good." Mineta said in concern.
"But once again, that raises the question of how Max knows about this. No way that's just a guess." Aizawa said suspiciously.
"...And he's got Gwen!" Ben said in horror.
"You've gotta save her, Ben!" Asui said worriedly.
"How? If he acts like a little bitch again when he runs into the freak, him AND Gwen are dead." Bakugo questioned.
"No way! Ben will TOTALLY do it this time! He'll take Max's advise and pull out a manly victory!" Kirishima cheered.
Ben arrived at the circus' new location, sneaking up and hiding behind boxes. This was a smart move, as the freaks were busy moving boxes. Ben looked behind him and got spooked by a big poster of Zombozo's face, knocking a box over and making a noise.
"Crap!" Most of the students said.
"Look like he hasn't QUITE gotten over that fear." Jiro said in concern.
"It's never that easy, unfortunately. It takes time and effort. Not something you get over just like that." Yaoyorozu said, snapping her fingers. "Even Max climbing that water tower was likely terrified all the way up until he finally did it." She added.
"Still, no sweat. Ben dog walked these guys as Wildmutt. No problems here." Kaminari said smugly.
He hid, but the freaks all stopped and put their boxes down. Frightwig laughed. "Looks like we got somebody who wants to see the show without buying a ticket!" She declared as she ripped off Acid Breath's mask, who smiled and let out a green sigh.
As they approach the box, Ben smacked the Omnitrix dial, but it jammed.
"Problems here." Kaminari said, smug expression IMMEDIATELY vanishing.
"Oh, come on! Why did it have to happen NOW!?" Hagakure complained.
"What's the problem this time? It didn't malfunction or anything at all up to now?" Present Mic asked.
"Like they said, the kid slamming on it all the time probably doesn't help." Aizawa said.
He smacked it again and again, but still, nothing happened. "You never make this easy, do ya?" The boy complained to the watch.
The freaks arrived at the box and Thumbskull smashed the box, Frightwig helicoptering her hair and whipping the broken boards into splinters and Acid Breath shooting the splinters with his breath to reduce them to nothing. They stared at the mess, no signs of life left behind.
The cast was horrified at this. "Did they... really get him?" Uraraka asked worriedly.
"No... It can't be... surely he must have moved." Iida said, silently praying he was right.
However, a green light flashed behind a stack of boxes near Thumbskull. (Yet ANOTHER sigh of relief from the group, but no words.)
"What's that noise?" Thumbskull questioned, before the boxes behind him suddenly exploded. The smoke cleared, revealing an Upgrade-enhanced baseball pitching machine, which walked on claws towards him.
"A pitching machine!? How's THAT gonna help!?" Bakugo scoffed.
"I don't know, baseballs can hurt pretty hard when a HUMAN throws them, let alone a pitching machine." Sero noted.
"LET ALONE a tres magnifique alien pitching machine." Aoyama added.
"And with Upgrade, he's gotta use whatever tech he can get his hands on, so that's good resourcefulness." Midnight threw in as well.
"I don't know what you are, but I'm gonna tear you apart!" The dimwitted freak exclaimed as he started charging at the machine.
"You wanna play hardball? Game on!" Upgrade declared, rapidly spitting baseballs at Thumbskull, the onslaught eventually knocking him out.
The group couldn't help but laugh at this. "Also helps when your enemies are idiots." Ashido giggled.
"Yeah. Guess the guy's all thumbs and no brains!" Sato laughed.
He started shooting at Frightwig, but she used her hair to deflect it back at him, forcing him to hide behind a box. "That all you got?!" She asked tauntingly.
"So those braids are just as good for offense as they are for defense. That makes her a tricky opponent." Shoji said in concern.
"Just warming up, lady!" Upgrade countered, popping his head up and spitting some balls at her hair. She deflected them again, but Upgrade used the distraction to spit two carefully-aimed balls at her feet. She dodged one, but the other tripped her up, making her spin in the air, her hair completely tying her body up. He spit one more at her face to knock her out.
"He did it!" Koda cheered.
"The first volley was a clever distraction. The second one simply didn't give her enough time to react." Tokoyami noted.
"The old slight of hand! Make them watch this hand instead of this one!" Dark Shadow laughed.
"Also doesn't help that she was clearly getting overconfident after she blocked the first volley." Ojiro added.
"I wonder if anyone here could learn from that?" Uraraka said, giving Bakugo a teasing smirk, laughing at his angry "Oi!".
Acid Breath jumped up on the highest box and spit all around him at Upgrade, forcing the Galvanic Mechamorph to flee behind Acid Breath's box. "Didn't your mom ever tell you it's not polite to spit?" Upgrade quipped.
"Who do you think taught me in the first place?" Acid Breath retorted, readying another spit. However, Upgrade leapt in the air and perfectly shot a ball into Acid Breath's mouth, blocking it. And with his mouth full, he couldn't block the onslaught of balls Upgrade shot at him. He was down.
"Ssssteeerike three!" Upgrade declared.
"YEAH!" All the students cheered.
"Man, I thought he was gonna be the biggest problem, but he probably went down the easiest." Mineta laughed.
"Yeah, looks like his bark is worse than his breath!" Kaminari said.
"Considering his acid only comes from his breath, that makes him a lot more predictable than someone like Ashido, who can shoot it from her hands or feet. And those giant wind up breaths of his are a dead giveaway that leave him wide open." Aizawa noted.
"Aww, thanks, Mr. Aizawa!" Ashido said, before turning to Kirishima. "See? THAT'S how you compare that power to your lovely girlfriends! How mine is a lot more useful than his! Not that mine is the same as his super gross Quirk!" She scolded him, lightly pounding on his shoulder.
Upgrade came out of the pitching machine and walked up to Zombozo's tent, panting with fear. "You can do this. He's just a guy with a red rubber nose and big shoes. Nothing Upgrade can't handle." He said to himself.
"His nose is blue, not red. He did that with the Kraken, too. Is he colorblind?" Sato questioned.
"Is that really the thing to focus on right now?" Jiro questioned.
"He's clearly still afraid, but he's still proceeding. Facing his fear for the greater good! Well done, Young Ben!" All Might praised.
However, he reverted into Ben just as he said that. "Whose side are you on anyway?!" Ben complained to the Omnitrix once again.
"Oh, come on..." The students all groaned.
"Hate that sound..." The teachers groaned as well.
Ben walked forward and got startled by a mirror in front of him. "Ugh, great. Now you're afraid of your own reflection!" He said, irritated by his own cowardice as he continued through the tent.
Somewhere, Zombozo seemed to know about the new arrival and smiled. "Hiya, son! Something tells me you'd be a barrel full of laughs!" The zombie clown's voice could be heard coming from some unknown location.
"So, he knows Ben is there. There goes the element of surprise." Aizawa grumbled.
"Still, I bet Ben can TOTALLY kick his butt if he finds him!" Kirishima insisted.
"Assuming Ben finds him first and Zombozo doesn't get the drop on him." Iida noted in concern.
Ben heard the clown's echoing voice and looked around, but saw nothing. Irked, he marched forward. But, in his anger, he didn't see the mirror in front of him and bumped into it. Suddenly, all of Ben's reflections turned into Zombozo. "Hey, Mr. Serious! How bout a...SMILE?" The reflection requested.
The class was shocked at this. "What the heck!? How's he doing this!?" Mineta asked, horrified.
"Honestly? No idea. Never explained." Maverick admitted.
"That just turned this place into a house of horrors. It's impossible to tell what's real or what's fake." Ojiro noted in concerned.
"And in a situation like this, not telling the difference could be fatal." Midoriya said worriedly.
Ben backed up and ran away from the reflections, who all reached out to him, forcing him to run through a sea of hands. "What's your story, Morning Glory? Was that your mutt, that gave my freaks such frowns?" The clown questioned as Ben ran along a coiling yellow road. But then Zombozo's face, mounted on a spring, popped out from it, stopping Ben. "What about that weird blob outside?" The jack in the box zombie continued to question.
"Suddenly, being scared of clowns doesn't seem too crazy anymore." Kaminari admitted.
"So he saw what Upgrade did, too. That's not gonna ease Ben's concern much. Now, for all he knows, this guy can see anything that happened in the circus." Todoroki said.
"More concerning, with this crazy path Ben's going on, it's likely Zombozo's leading him where he wants him to go. Probably into a trap." Asui said worriedly.
Ben turned and ran the other way, but a second face stopped him. "If it weren't for you..." The second jack in the box head began, before a third face popped from under Ben, launching him in the air. "Are you some kind of FREAK?!" The third head questioned bombastically.
"I'm not a freak!" Ben cried out as he fell into a black void.
Zombozo's face, etched in fire, appeared and laughed as he fell.
"Okay, I think I'm about to have a heart attack!" Hagakure squealed in fear, hugging Ojiro's tail so tightly it looked like she might crush it.
"Honestly, that might be a concern at this point. Ben's stress and anxiety have to be skyrocketing and his adrenaline is likely through the roof, his heart might be working too hard... and might give out." Midnight admitted, horrified at the thought.
"And that's assuming he doesn't lose his mind with all of this mind fuckery." Bakugo added, growling that this stuff might actually mess with him, too. [5]
After a long time of falling, Ben caught a trapeze swing to stop his fall. (Cue the umpteenth sigh of relief this episode.)
He swung through a chomping Zombozo face and caught a new swing. Unfortunately, that swing's ropes broke, sending Ben tumbling down, landing on a human-sized spider web. He started struggling. Suddenly, a golden spider with Zombozo's face came crawling on the web towards Ben.
"NIGHTMARE FUEL!" All the girls, Mineta, Koda, Kaminari and Midoriya all screamed together.
"How does he even set all this up!? Does this mean EVERYTHING is real?!" Present Mic, fearing he was about to lose his mind.
"Which means everything can hurt him." Yaoyorozu said in horror.
"Come on, kid! You've gotta learn ta' loosen up! Laugh a little!" The spider-clown urged the boy as reached Ben, holding a razor-sharp pincer up to Ben's neck.
"Then stop freaking the shit out of him! Stop freaking the shit out of US!" Sero cried out.
"If he gets Ben in the neck with those pincers, it's game over." Shoji said in concern.
"Of all the times he can't reach the Omnitrix!" Uraraka wailed.
"That's assuming it's even charged yet. Or if it works this time." Iida pointed out in dread.
"It's what keeps me going!" Zombozo declared as hepulled back and slashed at Ben, cutting him out of the web. Ben fell, screaming, until he hit the ground. (They winced, but said nothing.)
A spotlight shined on him and Ben found himself on the center floor of the main tent, back in reality. As he started to get up, the genuine Zombozo calmly walked up to him. Ben saw ghosts reflected in the orbs on Zombozo's body, flying up to the large one on his top hat. Inside was Gwen, backlit by fire, laughing herself to death, looking like an old woman, or extremely dehydrated.
Everyone was BEYOND horrified at this. "Oh, my god... Is that ACTUALLY what's happening to them?" Jiro asked in horror.
"Monsieur Max DID say until there was nothing left. It looks like he was right. She's looking like a shriveled corpse." Aoyama said, terrified.
"Now don't tell me you're afraid of old Zombozo?" The clown questioned.
"WE ARE!" All the students except Bakugo, Todoroki and Tokoyami cried out.
"Honestly, it's hard to believe anyone WOULDN'T be scared of this freak. Especially children." Midnight said.
"Dammit. If he were able to mess with us like this, I'm not even sure how WE'D deal with it." All Might growled, feeling helpless he couldn't help the boy.
Ben backed away and sat on his knees. "What do you want?" The boy asked fearfully.
Zombozo snapped his fingers and a spotlight lit up the large machine in the tent. It was filled with screaming ghosts, the cable running out of the machine psionically linking to Zombozo's back, lifting him in the air. "Only what every clown worth his floppy shoes wants, ta' make people laugh! THEN DRAIN THEIR POSITIVE ENERGY, LIKE A SPONGE IN A POOL PARTY! Is that so wrooong?" The clown declared creepily, slobbering grotesquely.
"YES!" Everyone shouted.
"And say it, don't spray it, dude!" Hagakure shouted.
"Positive energy? Not their life force?" Aizawa questioned.
"That's what HE thinks it is, anyway. Not important." Maverick quickly dismissed.
"Still, I can't believe there's technology like this in there world." Yaoyorozu said in disbelief.
"Well, there shouldn't be. I want to blast that thing into scrap metal." Bakugo snarled.
"Is that the machine you use to suck the happiness out of your audience?" Ben demanded, his head ducked down, not looking at Zombozo.
"I call it the 'Psyclown'! Clever, eh? Soon I'll be taking my act to tha' big cities. Millions of people laughing for me! Feeding me...making me STRONGER!" Zombozo exclaimed maniacally.
"If he gets much stronger... I fear he'd be unstoppable." Midnight said.
"Come on, Ben! What are you doing?! Use the Omnitrix! Make that clown look even more messed up!" Kirishima shouted.
"He's still too scared. He can't even look at him." Present Mic said worriedly.
"Not to mention, he needs to know where Gwen is. If he does something to Zombozo before he finds her, he might never get her back." Jiro added.
Ben lifted his head, mustering up some courage. "I- want my cousin back!" He insisted.
"Cousin?" Zombozo asked, before gasping "Didn't you hear? She ran away with the circus!" He declared, gesturing to the side, where Gwen was lying on the floor off to the side, her body drained and frail, still coughing up a few faint laughs.
The crowd was horrified, but also infuriated at this. "She really is laughing herself to death. He's killing her... And he's enjoying it." Asui said angrily.
"How can anyone treat life like that?! Like nothing but a joke?!" Ashido demanded furiously.
Midoriya growled at this. "Ben has to stop him... NOW. And make sure it hurts..." The boy said, wishing he could be there to make the twisted clown pay right now.
Ben looked at her in shock, then at Zombozo in anger. He stood up and turned on the Omnitrix. Zombozo started laughing, but Ben cut him off. "Oh, you're funny. But I'M gonna get the last laugh!" The boy declared, slamming down on the dial, turning into Ghostfreak.
"Ghostfreak? I would've went with Four Arms to pound him into the dirt." Sato said.
"He's been creeping Ben out this whole time. It's time he gets a taste of his own medicine." Koda, surprisingly, declared.
"Oh, I bet this is gonna be good." Hagakure said eagerly.
Zombozo was surprised for a moment, but soon waved it off as some cheap gimmick. "Nice try, kid. But I sell the tricks, I don't buy 'em!" The clown told him.
"I just figured out, there's something I'm even more afraid of than you..." Ghostfreak stated menacingly, before punching Zombozo in the face, briefly tangling him up in his machine's cable.
"Yeah! Nice hit!" Kaminari cheered.
"Let's hope he stays tangled in that cord. That'll make him a free punching bag." Mineta said.
"Keep hitting him, Ghastly! Don't give him any chance to recover!" Bakugo snapped.
The Ectonurite was now nowhere to be seen, having turned invisible, meaning he could be ANYWHERE. "Losing my family to some goofball emotional vampire! In other words..." The ethereal alien continued, before reappearing behind Zombozo and punching him square in the nose, said nose honking in slow motion. "You're going down, clown." Ghostfreak declared, turning invisible again.
"Not so much fun when the mind games are played on YOU, is it?" Shoji taunted.
"I wish he'd keep up the hits, until he wasn't a threat any more. But after everything he put Ben through, it's nice to see the shoe on the other foot." Uraraka said.
However, a few of them felt a bit of a chill at Ghostfreak's last line. "I know he's understandably angry right now, but didn't that sound a bit too menacing?" Yaoyorozu asked.
"Yeah, that sounded like some serious malice. Almost Shigaraki levels." Jiro admitted.
Zombozo was now angry, snarling as he looked around. A wooden board suddenly came careening towards him, smacking him into his machine and causing the blue nodes to spark and explode. This caused the "souls" to come flying out of the machine, one of them flying into Gwen while the rest were released in a wave across the sky, returning all the drooling townspeople outside back to normal.
"Alright! He did it! Everyone's back to normal!" Midoriya said happily.
"Yeah, Ghostfreak! Now all that's left is to send that clown to the clink!" Ashido cheered.
The rest of the Bakusquad looked at her with raised eyebrows. "You did NOT just say 'clink'." Kaminari said to her.
Zombozo crawled out of the machine and got up, just in time to come face-to-face with Ghostfreak as he descended from above. "I'm warning you to back off!" The clown warned him, his voice breaking a bit, HIM now being the one who was afraid.
"You always have the choice of surrendering, you know. Scaredy cat." Sero told him with a smirk.
"Yeah, the beatdown ends when you're behind bars." Koda agreed.
"Call me crazy, but I don't think Ghostfreak has that planned." Aizawa said suspiciously.
"You wanna see something really scary?" Ghostfreak asked, before grabbing the two folds on his chest and ripping them open, exposing Zombozo to a horrifying sight, which involved some tentacles. Zombozo's own cable jerked him backward in fear. He fell to the ground and backed up in a panic.
"Whoa! I wasn't expecting for a ghost to flash someone!" Mineta said, Asui too shocked to even slap him with her tongue.
"What the heck did he show him? He looks straight up traumatized." Hagakure said, more than a bit unnerved.
"It had tentacles. Whatever it was, you know it couldn't be good." Asui said, equally unnerved.
"Oh, now don't tell me you're afraid of old Ghostfreak?" Ghostfreak asked tauntingly.
"Please...no more!" Zombozo pleaded, tearfully even.
"Okay, Ghostfreak. I think that's enough now." Midoriya said worriedly.
"Indeed. He is starting to sound more like a villain." Aoyama agreed.
"Boo!" Ghostfreak exclaimed, raising his hands like claws. Zombozo trembled in fear for a moment, before his head suddenly expanded like a balloon and his entire body exploded into confetti.
The group was shocked at this, a sense of dread washing over him. "Did... Did he just..." Uraraka asked.
"NOPE! Nope, nope, nope! Shutting that down right now!" Maverick immediately interrupted him. "He DID NOT kill him. He used some weird clown trick to escape. First of all, he will come back... eventually. So he's not dead. Second, he's a zombie, so he's technically already dead, so killing him shouldn't even count. Third- and I can't stress this enough- HE'S NOT DEAD. We're not pressing any murder charges here. Because there WAS NO KILLING." The mantis man told them all.
"Well... That's SLIGHTLY better. But that kind of behavior is still unnerving." Midnight said, a chill running up her spine.
"Yeah, I know he hurt his cousin, but that was just merciless. He was literally BEGGING for it to stop." Ojiro said, disturbed.
"Right. So either Ben is a sadist who actually likes hurting people... or there's something more to Ghostfreak." All Might said in concern.
"Yeah, that was a bit outside Ben's normal wheelhouse. How would he even have known Ghostfreak could do that? There's some secret messages in that soundtrack." Present Mic agreed.
Ghostfreak looked at his hands. "Whoa! That kind of even freaked me out!" The Ectonurite admitted, before finally reverting back into Ben.
Now back in his own body, the boy was quick to run over to Gwen as she woke up. "Wha- Ben? ...Hey, where's that popcorn?" She asked groggily.
Everyone sighed in relief. "At least it's all over." The students said.
The Rustbucket drove away from the circus, police cars parked around it. "You feeling okay, Grandpa?" Ben asked.
"Happy as a lark! Pretty clever, you 'scaring away your fear' like that." Max praised his grandson.
"This is DEFINITELY a happy ending after all that creepiness!" Hagakure cheered, bouncing up and down.
"Yeah. Even if Zombozo is still out there, I bet he learned his lesson not to mess with THAT kid!" Sato agreed happily.
"Indeed. Even if it was a bit brutal and unnerving, if he keeps it up, Young Ben will soon become a deterrent of crime himself. He may soon become this world's Symbol of Peace!" All Might declared.
"Let's not get ahead of ourselves. The kid's still got a long way to go." Aizawa said.
The hosts groaned at this. "Seriously? Still? What's it gonna take for you to admit he's a hero?" Maverick questioned.
"When he puts others before himself. When he's willing to do ANYTHING it takes to protect the innocent, even if it means giving up his life." Aizawa said. The hosts shared a knowing smirk at this.
"Thanks." Ben said happily.
Suddenly, Gwen jumped in front of Ben with a clown mask. "BOO! Hahaha!" She laughed at her attempt to scare her cousin.
"Gwen! He just saved your life! And you're trying to traumatize him with his greatest fear?! That's messed up!" Asui exclaimed.
"How did she even find out? Did Max tell her?" Aoyama questioned.
"Now that he's over it, I'm guessing Ben probably admitted it himself." Midoriya guessed.
Ben, however, was unfazed. "Oh, hi Gwen. Trying out some new makeup? That's a good look for you." He said nonchalantly.
"Aww, you're no fun anymore!" Gwen complained as she threw her mask down and walked away. Ben and Max smiled to each other.
"Wow. He wasn't even fazed. He really did completely get it out of his system." Yaoyorozu said, impressed.
"Incredible! Truly inspiring! Though he may still be a delinquent, we should look to Ben as a source of guidance to overcome our own fears!" Iida declared.
"So, what did you think?" Anemone asked.
"It was... definitely one of Ben's creepier adventures, that's for sure." Kaminari said.
"Yeah. I almost can't believe we didn't think the clown was a threat at first. That madhouse was maddening!" Kirishima said with a shudder.
"And seeing how he left people, especially Gwen... I'm gonna have nightmares tonight." Uraraka said, shivering as well.
"If not from that, than definitely from all the stuff he pulled while he was messing with Ben. That spider was nightmare fuel personified." Jiro agreed.
"But still, it was cool to see Ben overcome his fear to save Gwen." Koda admitted.
"Indeed. As our Class Representative said, it was inspiring to see him overcome such challenges. And we should strive to do the same." Tokoyami agreed.
"Yeah! We're heading to the beach and tanning! I ain't letting no sun stop me!" Dark Shadow agreed.
"However, Ghostfreak's actions were quite disturbing. Ben's never acted quite like that before." Iida said.
"Although, there was that time with the bounty hunters where he was pretty chilling, too. Even if he didn't wind up doing too much." Yaoyorozu noted.
"Yeah... That ghost must do something to the brat. But what?" Bakugo questioned.
"Well, don't think about it too hard, because we aren't gonna see the ghost for a while! Instead, next time Gwen is actually gonna take the lead!" Maverick declared.
"Gwen? But she doesn't have powers. That's dangerous." Asui said.
"A: her life is ALREADY dangerous, problems hone in on that family like moths to a flame. Second... did you all forget how she smashed a killer robot with a shovel, or beat a giant parrot back with a spear?" Maverick asked.
"Indeed. Your belief that Quirks are required to be heroes is one of the most flawed viewpoints in the ENTIRE MULTIVERSE. Quirks are merely an obstacle. And all obstacles can be overcome with proper training, strategy, equipment-" Anemone began.
"And prep time!" Maverick declared with a smirk.
Anemone rolled her eyes at this, but still smiled. "Plus, it helps if you've got a little luck, too." The hostess declared, starting the next video.