A/N: This new and improved version of BEAST will no longer be called a W.I.T.C.H. fanfiction, but seeing as most of the story focuses on them, it will remain in its rightful place. As to what elements (ba-dum bum) will come into play that leave question as to why this story should be placed in other locales... Well... you'll have to wait and see won't you?

Disclaimer: Own all original characters of my creation. All not of aren't mine to claim.


Chronicles of the BEAST: Ultimatum of the Soul

By Corvus no Genmu the Prince of Slumberland

Book One: Primal Age

Chapter Two: Serpent's Sight

The waters of the ocean eased gently back and forth against the white sands of the beach where she stands in confusion. She knows that she couldn't possibly be alone on this shore of paradise. Even if the beach was unknown to humankind, there would at least be the odd waterfowl, a seal maybe, or some crustaceans but there was nothing. The beach was deserted save for herself and her unseen guardian. She really wished he would come out and face her, though the idea of seeing him did give her pause. The very fact that she knew this beast was male before laying eyes upon it gave a brief shiver down her spine.

He was coming.

Just now, over past the white sands, the waters were receeding as though it was its intent to leave a path for something to walk through. She thought, for just a moment, to step away lest the water come crashing back towards her when she caught sight of the pair of them. A pair of snakelike eyes far better a shade of blue than the seas could ever be, staring at her from the rising wave before narrowing into dangerous slits just as as roar of a terrible nightmare came from behind her. Venomous fangs bared themselves to the fore as a large serpentine form cut through the waters with the ease of a blazingly hot knife through butter. She stiffened with fear as the nightmare rushed towards her, too quick to be caught by sight, as large coils surrounded her, blocking her from sight and harm as a deadly hiss came from high above her. Though she could not see it, she knew that her beast had effectively cowed the nightmare before striking it with a blast of scalding steam, boiling it to dust on the wind.

He loosened himself then, sapphire eyes staring unblinking at her as a forked tongue tasted the scent of his own concern. He lowered his crocodilian head to stare into her eyes with but one of his own and loosed a pleased hiss from her scratching the softer scales just under his chin.

"That was pretty cool…" She giggled as his tongue tickled her. "Don't suppose you got a name do you, big guy…?"

Eyes as flat as ice focused upon her, misted over with feral instincts with a drop of sentient understanding. He nipped her gently on the sleeve, imploring her to give him a name.

"Kraken," she said with pure decisiveness. "It's a cool name for an even cooler friend."

His hissing reached new volumes with the sharp spines clacked together along his great length. Long tentalces curled about themselves in delight when the eyes that were so warm a blue and yet so cold as ice drifted upwards.

The hiss cut itself off and he launched his upper body to nearly touch the sky, coils twitching from the sight of a storm that could not exist in her dreams. But exist it did, covering the setting sun and rising moon from sight and letting loose large arches of lightning and great booms of thunder. He hissed dangerously, his spines rattling dangerously, that did nothing for him. A beam of light thin and sharp as an arrow shot downwards and with the accuracy of a marksman, struck her beast straight into the heart.

He bellowed in agony as his long body breaks apart into minute pieces of hardened ice that melts away into steam. She slowly fell back onto her bum, staggered by the sudden death that had befallen her beastial protector when the same light that killed him flew towards her and stopped just short of her face. Blue eyes widen at the sight of the small talisman hovering before her, glowing with its own inner light. It shaped no different than a star yet though it shone with a clear light, the star was, for a section anyway, black as night. And though she knew not how she knew, she could tell there was an addition to the colors of the star; a startling sapphire to match its opposing turquoise. She raised a hand as if to gently grasp the shining star. A name plays across the tip of her tongue.

But Irma awakens before she has chance to realize it.


Nearly twelve years later… Two days after Draco's defense of the Guardian of Heart…

Irma grumbled to herself as she carefully undid the lock on her locker, using many a bad word to describe how she felt about the lock and many of its relatives as well as her own. Aside from having experienced another wonderful morning had been wrecked by her prat of a half-brother, Chris, and his "Rooster Call" Irma had the unfortunate luck of attending a school that believed whole-heartedly that education was a necessary fact of life, despite current events and a gymnasium missing an entire wall. To make matters much better, Irma had gotten into another fight with her step-mother about how to treat her younger brother which ended in words that her father will most likely punish her over later that night.

"Excuse me, but could you perhaps tell me vhere zhe math hall is?" Irma bit back a sigh but couldn't hold back a roll of her teal-colored eyes. Now she had an ignoramus asking her for directions to the "Hall of Pain", as she liked to call it.

"Down that way, past the E-lockers can't miss it." Irma lazily waved an arm towards her right, her eyes and attention more focused on getting all her required books before the five-minute warning bell went off.

"You're going to need to be a little more specific." Oh was he going to get it. Irma turned, her eyes on fire with her ire, ready to make him kneel before her in tears.

"What are you—" And the venom shriveled up faster than Martin in front of the jock squad.

"Vhat? Tall? Rugged? Handsome?" A single word escaped past Irma's lips before she could fully think about what she was saying.

"Blind…" The boy chuckled a dry and empty chuckle that had Irma feeling more guilt over her foot-in-mouth skills.

"You know, I alvays forget zhat one." For the first time, Irma wished that she was given power over earth if only so she could have it swallow her whole. As she stood there in utter embarrassment, Irma did the first thing that came naturally to her whenever she was introduced to someone new, especially if it was a guy. Starting from the bottom up, Irma saw that the boy had a regular pair of sneakers that were almost hidden by his light-tan colored cargo pants. He wore a blue hooded vest over his ocean-green t-shirt, which was decorated with a shark and the words 'Take A Bite Outta Life'. She didn't miss seeing the white seeing-eye cane in his hands, but oh how she wish she had noticed it along with his face before she opened her mouth. He had dark blonde hair that was cut short in the back but hung slightly into his eyes, not that, that really mattered. His eyes were hidden behind a pair of sunglasses that, instead of being the normal black, were a myriad of colors giving the idea that the glasses were used more for the sun than anything else.

"I'm so sorry! I didn't mean to be such a—I'm sorry!" The boy chuckled and tilted his head towards her own; his single fang earring gleaming in the light. He was easily a foot taller than her, if not more, and could easily pass off as an aspiring basketball player.

"It's alright. I'm used to it by now. It's actually fun to hear how a person's voice changes vhen zheir embarrassed." Irma's face was doing a wonderful rendition of a tomato by now.

"Still, I'm sorry. Um… where was it that you wanted to go?"

"Zhe Math Hall, taught by a Fräulein Rudolph I believe…" said the boy in his German accent.

"Oh! I have her as well. I can help you find it, that is, if you don't mind walking with someone who inserts her foot into her mouth." The boy tilted his head and smiled.

"I knew you vere a comedian… Sure, lead the vay miss… I don't believe I got your name."

"I didn't give it," Irma said, a smirk on her face and her voice teasing. She laughed before taking the boy's hand in her own. "I'm Irma Lair."

The boy, startled by the contact, was silent for a moment before a true smile appeared on his face as his hand carefully gripped Irma's. "I'm Axel. Axel Meestrom."


That Afternoon… at the Silver Dragon Restaurant…

The W.I.T.C.H. crew were sitting in the basement of Hay Lin's family's restaurant alongside Hay Lin's grandmother Yan Lin who was not at all happy at having found out about the incident of the school earlier that morning, shortly after Hay Lin had left for school, on the morning news where blurred photos depicted the battle between beast and dragon. Thus it was no surprise that, upon entering the restaurant and seeing the near glowing eyes of not an angry old woman, but a ticked-off grandmother, the five girls found themselves explaining/defending their actions.

"So this… horse-beast leapt out of the shadows and was trying to capture you?" asked the ex-Guardian of Air.

"Yeah, though it seemed more interested in Will though," said Hay Lin.

"And then the dragon appeared and destroyed it…" murmured Yan Lin.

"Yeah. It was really weird," said Cornelia. "It was acting like… well, like a pet defending its master. It nearly went ballistic when Will almost got hurt by the monster."

"He."

"What?" Cornelia turned to Will and surprised to see her looking back her with a offended face of one whose friend had just been insulted.

"Draco is a he not an it." Will suddenly realized her slip. "I mean the dragon…"

"You know the name of the dragon, Will?" asked Taranee, surprised. "… And he's named after a movie character…?"

"No on both counts. I named him myself… years ago…" Will drifted off.

"You've seen this dragon before haven't you," said Yan Lin. "In your dreams."

At that, Will nearly jumped out of her seat and stared with widened eyes at the elderly woman. "How did you know that? I've never told anyone, not even Bastian."

Cornelia smirked and giggled suddenly. "Seems to me that someone's got a new crush."

"What?" Will blushed a light pink and looked nervously down at her twiddling hands. "Me? Having a crush on Bastian? He's my best friend, Cornelia! Well, best male friend I should say…"

Hay Lin opened her mouth to interject her own opinion when she suddenly took notice of the strangely silernt Irma who, while having listened, seemed quite distracted during the entire conversation. Hay Lin grinned evilly as a sudden recollection struck her; a memory of a certain brunette helping a blind boy find his way about their school.

"Hey Irma…"

"Hmmm?" Irma answered, still distracted.

"Who was the guy you were holding hands and laughing with?" Irma suddenly snapped to attention and stared with shock at the smiling Hay Lin sitting beside an equally smiling Taranee while a confused Cornelia and Will looked at the three of them. 'Uh-oh…' A smiling Hay Lin was one thing, but a smiling Hay Lin and Taranee? That meant trouble.

Keeping her face as neutral as possible, Irma spoke, "Axel? He's just some new kid at our school that I was helping out."

"By showing him your laughing place?" asked Hay Lin, her smile changing into a grin that Irma, had the circumstances been slightly different, would have been proud of.

"So I laughed at a few of his stories, so what? Doesn't mean I'm dating him."

"We never said anything about dating him." The sudden smirk on Will's face was mocking her, Irma knew that hanging out with her too much would be bad for the auburn-haired girl; she was becoming smug like her. Well the apprentice was, once again, about to be taught by the master.

"Nor do we whenever we see you and Bastian together." The smirk switched sides, adorning Irma's face as Will's flushed a deep red.

"… I may admit that's he gotten to be rather cute… but we're not talking about my or Bastian's relationship—"

"Or lack thereof." Cornelia interjected.

Will shot her a glare before continuing, "It's about you and the new guy.

So engrossed in their topic of boy(-space-)friends and teasings, none of the girls realized that they were now alone in the basement of the restaurant. Had they kept a keener eye upon the elderly Yan Lin, they perhaps would have seen the look of concernation in her eyes and the tight clench of her wrinkled fists. To be even more specific, if, at the moment of her departure to the upstairs, Taranee had used her telepathy upon Yan Lin, she would have heard a single echo that rode on a storm of fear and anger.

'The prophecy is true…'


Meanwhile, in the Heatherfield Park…

Bastian rubbed the back of his neck once more in irritation. He had been trying for days to not only work up the fortitude to confront Will about her secret, but also communicate with the creature inside of him. Thus far, the teenager hadn't made much ground on both counts. To be fair, he had been spending the last two days becoming reacquainted with Will but every opportunity that presented itself to confront her about her secret, as well as her connection to the dragon, had been interrupted time and again by various means.

As for communicating with the dragon… Bastian had tried numerous methods to try and connect to it from basic mental communication to incantations he had read about in other, though more fictional, cases. Every attempt he had made was met with dismall failure and now the back of his neck was driving him nuts by itching something terrible!

"Nice tattoo ya got there kid."

"Huh?" Bastian glanced up at a tall blonde man wearing a suit. "Tatoo…?"

"The one on your neck. Whoever did it must have done a crappy job with it though. Looks rather irritated. I'd get it checked out if I were you." Bastian watched the man walk away in confusion.

"Tatoo… I don't have a—" Bastian suddenly stopped himself short. His parents and older sister had told him once of the mark adorning his neck since he was born, but it was nothing more than that. It had to be!

Bastian whipped out his cellphone and, not caring how strange he was looking acting the way he was in a public park, took a picture of his neck. He looked down at the photo in pale revulsion. The mark that had once been nothing more describable than a vauge ring-shape now had definite detail that Bastian, being the book-worm that he was, recognized instantly for what it was.

The Ouroboros, the snake eating itself by the tail, that which was, and still is, one of the primary symbols of alchemy, the science of transformation of matter.

Bastian sat down with a thump beside the pond. The mark had been on his neck for years… did that mean that he and the dragon had always… 'No,' thought Bastian. 'I refuse to believe that I was born with that monster inside me.' He glanced down at the photo. '… Still… it couldn't hurt to try…'

Pressing two fingers against the center of the mark, Bastian closed his eyes and tried to communicate with the dragon within him. Dragon? Can you hear me? And again, Bastian heard not words but feelings of emotion and faint images.

Irritation and smugness. Human truly stupid for not knowing truth sooner. (An image of a newborn child) Has been here since hatching.

What are you? Bastian growled, his fist clenched tightly. That you've invaded me like this?

Foolish idiot. Humans, nothing more than apes without hair. Did not want this but had no choice. Would sacrifice everything for His Light. (Will screaming in fear as a shadow of a beast tried to take her away from him) Rush of anger and fierce determination. Will not allow harm to fall to His Light!

Bastian's eyes opened slowly, revealing the sudden hardness in them. Nor will I, monster, but explain your reason for wanting to protect her at all. What is your reason?

Confusion. Reason? Human words, so menial. Need not a reason to protect that which was created to protect. Protect His Light and the Heart. That is the duty that prevailed over all others. The others of the Heart, the Fire, (Taranee reading a book) the Water, (Irma munching on a cookie) the Earth, (Cornelia breezing through a teen magazine) and the Air (Hay Lin writing a note on her arm)… they have their guardians.

Will's friends as well…? What is it that makes them so… Bastian suddenly stopped that train of thought. What protectors…?

The rest of the flight, those whom were united in the protection of the Heart and to whom each had she whom was their duty to protect. (Strange text appeared in Bastian's mind, text that shifted in words that he could comprehend) The Light to the Shadow. The Fire to the Smoke. The Water to the Ice. The Earth to the Forest. The Air to the Sky.

Are you telling me that there are others like you, here in Heatherfield?

Denial. They were no others as there were before. All that was is now those who are like you. Hiding beneath a human's shell.

Bastian's hand dropped from the back of his neck and sat there for some time before heading home, his mind weighing heavily with what he had learned but no where near as heavy as his heart.


The next day, at Sheffield Institute…

"Are you listening to me?!" Axel ignored the loud voice behind him as he carefully took his textbooks from his locker as the boy, Martin, stood glaring at him with a look fit to kill. There was quite a crowd already gathered at the scene with most of the WITCH crew, namely Irma, Hay Lin, and Taranee, watching with large amounts of shock at the change in Martin's behavior.

Ever since Eloyn had taken her rightful place as the queen of Meridian, Martin had slowly, and then quickly, begun to change for the worse. At first, it was thought to be a good thing since his self-confidence had finally began to assert itself never mind that he no longer allowed anyone to push him around anymore, especially the jocks of the school. However, as time went on, Martin became someone that even Uriah and his gang refused to mess with. There were talks and whispers about Martin taking steroids since it was all but impossible for someone like Martin, a once aptly nicknamed human-twig, to become someone like Hulk Hogan in under a month without some kind of drug additional.

"Unfortunately so." Axel drawled as his fingers glided over the cover of his textbook and, nodding, placed it in his knapsack. "You vant me to stay avay from 'your voman' and to keep my eyes on someone else." Axel closed his locker and turned to walked away from Martin, not even bothering to take out his seeing-eye cane.

"Look at me when I'm talking to you, damn it!" Martin reached up and roughly shoved Axel's shoulder, spinning the startled teen hard enough that his sunglasses went flying before a startled Irma managed to catch them. Axel's eyes were firmly closed and he frowned as he gently patted his face, feeling the familiar weight of his glasses suddenly absent.

"Vould someone be so kind to give me meine glasses back?" Irma quickly hurried forward and gently took Axel's hand before placing the glasses on his face with tenderness that, she thought, unbecoming of her. Axel smiled and nodded. "Danke schoen, Dame Irma. I never thought I'd hear a fool outside a zoo…" Irma covered her mouth with a hand as she silently giggled. Axel turned and, after taking his seeing-eye cane out from his bag, began to make his way to his next class. Irma quickly walked up to him and began to walk with him, Taranee and Hay Lin joining her a second later.

Martin's anger, if anything, intensified to such a high level that he did the most foolhardy thing anyone could ever do. There were insults and then there were insults. A casual insult between friends, often shared for obvious, an insult to the weak to make the weaker feel stronger, an insult for enemies to mock and anger them so that themselves might feel less superior. However, there were the kinds of insults so dirty, so disgustingly foul that the very sources of those insults were often disgusted with themselves for having given birth to them. It was this kind of insult that Martin chose to attack Axel.

"Why don't you do us all a favor and go back to Germany you Neo-Nazi!"

If life were an animated cartoon with a constant musical background, that music would have scratched to a halt. As it was, several of the kids that were leaving the scene skidded to a halt and turned to stare at Martin, many with obvious hints of revulsion and many more, especially those with German ancestry, were outright glaring at Martin, looking ready to kill. The girls turned to stare in disbelieving shock at the boy that couldn't stand up against Uriah less than a month ago.

Axel was an entirely different case for the expression on the blind boy's face was an expression of pure, unadulterated rage the likes of which hadn't been in Heatherfield since before its creation. Such an expression had adorned Axel's face once and only once, and it was during that one time his sight had been torn away from him.

Along with the life of his younger brother.

"Vhat did you call me?" Axel hissed angrily, his hand clutching his cane so tightly that the knuckles were completely white.

"You heard me." Martin crossed his arms across his broad chest, his voice radiating pure ego. "Neo-Nazi."

Axel slammed his fist so hard into the locker next to him; he not only dented it but caused a loud gong-like sound to echo across the silent hallway. For a brief moment all was still.

"I think," growled a new voice that was echoed by a faint crack of knuckles. "That you'll be leaving now." Martin turned slightly to see Bastian standing beside a glaring Will and Cornelia.

"Or what?" Martin smirked. "You'll beat me with your encyclopedia?"

Bastian smiled dangerously. "Strength is not always something that's needed to win. Brain over brawn, you know. Obviously your's has flown straight out the door, wouldn't you agree Mister Rydinger?"

Martin's face paled dramatically as a firm hand grasped his shoulder. "Oh, I really couldn't Mr. Malthazar. I think you and I need to have a little talk with the principal." Mr. Rydinger pushed the boy roughly down the hall. Bastian glanced around the hall.

"Shows over here. Unless any wants an autograph, get moving." The crowd dispersed with many whisperings as Bastian walked over to the stiff Axel with Will and Cornelia following close behind. "Don't let what that idiot said get to you. He's obviously the blind one here if he didn't know the truth."

"Truth…" Axel turned his head to look at Bastian. "And vhat truth vould zhat be?"

Bastian smiled. "If that Star of David on your cane isn't a big enough clue as to where your allegiance lies, I don't know what is."

Axel relaxed his stiff shoulders, nodded, and held out his hand. "Zhat is very true, Herr…?"

"Malthazar. Bastian Malthazar." Bastian grasped the taller boy's hand and stiffened alongside the blonde. A strange sort of electrical shock traveled between the two of them and they both felt something distinctly recognizable in the other though they knew not what it was.

Axel, instead of dwelling on it, released Bastian's hand and decided to go for the obvious opening. "Vhat is it vith you English folks and your Bond-esque attitudes?"

Bastian shrugged. "Don't know really. It's a thing we do. Anyway, we'd best head to class before the bell rings. I'll see you at lunch, Will-o, girls." Bastian headed down the hall when Axel's voice stopped him.

"Herr Bastian? Mein name is Meestrom, Axel Meestrom." Bastian shook his head, but laughed anyway. As girls started to head off to their own classes as well, when Axel suddenly said, "Forgive me, Dame Irma but it vould seem zhat past… expierences have left me forgetting the route to our classes. Could you perhaps act as my, vhat did you call it, ah yes, tour guide once more?"

Irma ignored the giggling from the other girls and nodded before mentally smacking herself. "Of course Axel."


Later… after school…

"I'm really sorry about what happened earlier. Martin's had a crush on me for what seems like forever."

Axel glanced over at her, face perfectly neutral. "From your tone, I can gather zhat is not a good zhing?"

"Oh god, don't even get me started," Irma rolled her eyes. "Still, I am sorry."

"Did you tell him to call me vhat he did?"

"NO!" shouted Irma, shocked that Axel would think she would. Blushing at the sudden attention of everyone else, she muttered. "I mean, no I didn't."

Axel nodded and smiled. "Zhen zhere is nozhing to be sorry about zhen, is zhere?"

Irma blinked before smiling herself. "No I guess there isn't."

The two were silent for a while as they continued to walk down the sidewalk. Suddenly, Axel spoke up. "Isn't zhis zhe moment vhere you say you've got to go?"

Irma smiled playfully. "Getting rid of me already?"

Axel smirked. "Nozhing of zhe sort Meine Dame, aber you have not valked vith me before so…"

Irma sighed. "I'm sure you heard how well I did on the last French quiz right?"

Axel nodded. What their teacher had said, wasn't at all flattering but it wasn't something that could easily be brought up. "I'm hoping zhat she isn't alvays like zhat…"

"Unfortunately, she is…" sighed Irma. "And since I didn't do so well on the last one, my step-mother wants me to study more and spend less time "hanging out" with my friends."

"Hmm… perhaps I could… nein, nein… zhat is out of zhe question…"

"What?" asked Irma, looking up to see Axel rubbing his chin thoughtfully.

"Vell… I could, if you vant me to, tutor you."

"I'm not that bad." Irma deadpanned.

"(Then perhaps you wouldn't mind going out on a date with me to the local McD's for a smoothie would you? I find that you're much better than the rest of the girls that I've had to deal with, what with my disability and all.)"

Irma slowly blinked. "… You suck, you know that right?"

Axel smiled and nodded his agreement. "I'm good at zhat."


"You came here unnecessarily, Beast. I've already been informed of the Ice. Long ago in fact."

"Indeed? You must be so proud, Pride. Having known of it all this time and done nothing."

"Cute. What is it that you want now, Beast?"

"Want? Want is something Greed specializes herself in, not I? I merely wish to offer you… aid in your attempt to subdue the Primals and bring an end to the Guardians of the Veil."

"Oh? How so?"

"If I'm not mistaken, one of your best soldiers fell to the Shadow correct? Do you think that another would do better against him AND the Ice both?"

"Not if I send an entire battalion…"

"You know as well as I that Magister Rerota forbids us from doing such a thing! We cannot allow those fools in the Congregation to become aware of the fact that we survive and continue to escalate."

"Yes, yes. Effective misdirection. I am well aware of that, Beast. What then, do you suggest?"

"Don't lie to me by denying that you don't have at least one of each of your siblings' own soldiers at your beck and call, Pride. Why waste your own firepower when you can test that of your family?"

"Test… Yes, I rather like the sound of that… It would be amusing to see how well my siblings' own toys do in comparison to my own. Still, what if they should fall to the Primals or the Guardians?"

"Then you can place blame upon the other Generals can't you? After all, you only sent your Pride-beast, not theirs."

"I'm actually starting to like you, Soruc. Let's see then… ah yes, I used this one once before and it did beyond what I expected, let's see what it will do now in the light of day… and how the Ice will react to meeting it once more."


"So what's up?" Bastian sat down beside Will and frowned, trying to find the best way of putting asking Will now that he and the redhead were alone in her apartment.

"Will, we have to talk." Will blinked in surprise; it was rare for Bastian to ever call her "Will" and the few times he had, they weren't the best of memories.

"What is it, Basti?"

His frown deepened slightly though there was a mild twinkle of light in his eye. "Don't try and be cute with me by using my old nickname. This is serious." Bastian stood and paced in a tight circle for a moment while Will watched in growing confusion.

Bastian stopped and turned to face the mirror that reflected the third-story view of Heatherfield. "How long have we been best friends, Will? Twelve years nearly isn't it?"

"Yes…" Where is he going with this?

"And we've shared everything with each other right? Fears, dreams, hopes… and secrets…" Will stiffened slightly. Does he know…? Bastian sighed and refused to look at Will. "I've wondered for a while if it was because of the gap between us, but distance didn't really matter with us now did it? Phone calls, emails, letters… We always found a way to talk to the other didn't we? Until a few months ago…"

Will was incredibly nervous now, Bastian was wading through waters that were drawing him closer and closer to something she honestly didn't think she could share with him though she wanted to. It would be nice to have a shoulder to lean on that wasn't plagued with strange nightmares and near-oppresive duties to the worlds.

"Will, for the past two months you've kept something from me, and in the past five days that I've been here, you've done nothing but lie to me." At Will's gasp of indignation, he flinched. "Well, kept the truth from me at the very least. Then again, I really haven't been all that truthful myself have I?" He asked himself more than Will.

"You haven't…?" she asked, slightly worried. Was he from another world, like Elyon? Would he have to leave her like Matt did, before they had a chance for something… more?

Bastian sighed wearily. "No… I haven't… Will, what I'm about to tell you might sound nigh unbelievable, but I—" Bastian's mouth clamped shut as his eyes narrowed into thin reptilian slits. There, in the mirror's reflection was a dark shadow that had been staring with hungry eyes and slathering mouths at the back of Will's head before leaping off towards the center of the city.

Hunt, find, kill! Allow the transformation!

You won't fit in here, blast you! Let me get outside at least!

MAKE HASTE!

"Bastian?"

"I-I have to go. We'll finish this talk later okay?" Bastian closed his eyes and smiled strainly at Will before racing out of her home and down the stairs. Will started to follow after him when a familiar roar reverberated around her building, sending the redhead stumbling to the floor as a massive shape flew upwards past her window. Will rose just in time to see her dragon, he whom she had named Draco once upon a dream, flying straight towards the center of Heatherfield.

"Oh no…" Will ran out the door and quickly started to call the others, worried that something had appeared to try and take one of them, but in the back of her now hectic-mind, Will couldn't help but wonder just where Draco had suddenly appeared seemingly out of nowhere.


In downtown Heatherfield…

Axel had been simply taking a walk when it happened, that renewed feeling of sudden anger and ferocity that begged him to submit to another more powerful will than his own. He knew the change was nearly upon him when his world of black nothingness suddenly became a world of shape, color, and depth the likes of which he had experienced once before. A quivering hand reached up and removed the black sunglasses that hid his deformity from the world and revealed eyes of a predator. Eyes that could see movement, heat, light in its various forms, and anything else that was needed to track down the darkness.

Of their own accord, his eyes moved upwards and saw what appeared to be a wyvern-dragon flying overhead, trying to find space between the city towers where a small, in comparison to the flying creature-of-myth, black shape was leaping about in a maddened frenzy. Axel's sight focused upon the shape and recognition set a face made of pure hatred and utter agony upon him and, for the first time, Axel submitted to his monster.


On the outskirts of downtown…

"Are you sure you saw him fly this way?" huffed Irma as she ran alongside Will and Taranee with Cornelia lagging slightly behind and Hay Lin running a bit ahead of them. None of the girls had transformed into their Guardian forms, all agreeing to conserve their energy against whatever threat that had drawn Draco out into the middle of the city.

"Does that answer your question?" exclaimed Taranee, pointing upwards. The girls skidded to a stop and stared up into the sky as Draco circled above them before landing atop one of the towering skyscrapers, roaring angrily into the depths of the city. People were screaming and running for their lives and cars were crashing every which way, with few explosions occurring from the spilling fuels of the crashed vehicles. Just when the girls didn't think the situation couldn't get any worse, a large black boar-beast burst out of a building, squealing angrily. The boar-beast was the size of a large bus and had tusks seemingly made of steel but what really set the girls off was the fact that over three-fifths of the beast's body was covered in slathering mouths which were shaped more like a human's own with longue slimy tongues dangling in obvious hunger.

The boar-beast turned and squealed angrily as another, much larger creature followed in its wake.

He was long, too long to see any true end though he was no thicker than a large semi-auto truck and was colored like the ocean waves with eyes of sapphire. A body much like a snake's coiled upon itself, clawed flippers finding purchase upon the road, and a large reddish spine of webbed stingers raised upwards in anger upon a crocodilian head whose mouth was blessed with a pair of fangs more befitting a snake's. The massive tail's tip emerged from the gaping hole of the building, revealing a whale-like quality in the tail's end that could exert the same, if not greater, force than a whale's own.

Even had there not been large gills just behind the creature's head, the girls could have easily called it for what it was.

A sea-serpent.

For one girl in particular though, the sea-serpent was someone far more complicated than that.

"It… It can't be you…" Irma started to stumble forward towards the hissing serpent but stopped on the sound of the boar-beast's harsh squealing. "Kraken."

As if somehow hearing his name being spoken, the serpent turned an eye towards the girls and seemed to purr in response to the sight of Irma seeing him before focusing once more upon the boar-beast. Raising himself upwards, Kraken hissed a challenge upon the boar-beast who squealed in response before jumping up and climbing alongside the building opposite of where Draco was perched. Not forgetting the dragon, the boar-beast's extra mouths began spitting large globs of black ooze that stuck itself tight to the opposite building and would held Draco tight had he not flown upwards at the last minute. Draco's tail lashed forward and wrapped itself tight around the boar-beast's leg and launched it high into the air.

Hissing angrily, Kraken wrapped himself tight before launching himself upwards like a organic spring and, whirling tightly, smacked the boar-beast aside towards the river. Roaring in obvious glee, Kraken landed roughly before quickly slithering through the streets as Draco flew onwards overhead.

"We've got to follow them!" exclaimed Will, raising her hand as the Heart of Kandrakar appeared before her. "Guardians Unite!"

Once their transformation was complete, the girls quickly flew after the fighting monsters, completely oblvious to a pair of eyes watching in stunned disbelief.


Heatherfield River

Draco bellowed angrily and dove downwards, beams of light arcing from his mouth into the water. The Ice was taking too long! The boar-beast was already taking great drinks of the salty river and was increasing in size. If it wasn't destroyed soon, it would explode and easily wipe out half the city and while Draco could care less for the city, His Light was too close and drawing closer, seeking to aid him. A part of him, the human whose body was his host and resting place, argued whether the girl could help or not but Draco ignored him in favor of firing another volley at the boar-beast.

The sudden sound of hardening water drew Draco's attention to the river's eatern edge where Kraken was already diving into the salty waters, the waves around him freezing into daggers of ice. Kraken swam forward, melting completely with the water and surrounded the oblivious boar-beast, which completely failed to notice the steady drop of temperature in the water around it until it was too late. Before the beast could realize what was happening, Kraken burst out from underneath it, snakelike fangs biting deep into the leg of the boar-beast, which squealed in agony even as its body began to gain a reddish sheen. Eyes widening in shock, Kraken tossed away the boar-beast and raised himself upwards, glancing at Draco.

Both recognized the sign of the oncoming explosion and reacted quickly to try and stop it. Kraken's long snout opened wide as a blast of condensed air burst forward, surrounding the boar-beast in clouds of freezing air as Draco hovered high above, charging another, more powerful blast. Roaring a bellow that shook the ice sculpture that was once the boar-beast, Draco fired just a second before the boar-beast exploded in a large inferno that would have engulfed the city had it not been for the sudden arrival of the Guardians of the Veil. Combining the elements of water and fire, the two representatives of said elements managed to keep the explosion bound to the river and keep the city safe from harm though the same could not be said for Kraken and Draco. With the both of them being so close to the boar-beast, they were the first to experience its suicidal attack and were completely overwhelmed by the flames and had completely disappeared in the smoke that rose from the boar-beast's fading corpse.


Three miles downstream…

"Cough! Hack!" wheezed Bastian as he slowly pulled himself out of the salty waters of the river, soaked to the bone and aching in places he didn't know could ache. Lying on his back, Bastian struggled for air as he companion did the same beside him. Opening his eyes tiredly, Bastian turned his head to look upon his companion and gasped in shock.

Lying beside him was none other than Axel Meestrom.

"You…? You're the, cough, the serpent?" coughed Bastian. Axel froze and slowly sat up, his eyes firmly closed.

"It vould seem…" whispered Axel. "Zhat all is not vhat it appears to be… Herr Bastian…"

Bastian's eyes narrowed and he stood to his feet, hands clenched tightly. "You knew didn't you? You knew the moment you saw me."

"Just as you did vhen you saw me," agreed Axel. "I saw zhat you vere different zhan zhe others, zhough not like zhe girls. I see in you vhat you see in me."

"Oh really," said Bastian, slightly on edge. "And just how can a blind man see at all?"

"Really, Herr Bastian…" murmured Axel, turning and opening his eyes for Bastian to see. "Vhat has just occurred should have told you zhat all is not vhat it appears to be."

Bastian bit back more than a few foul expletives at the sight of Axel's eyes for while Bastian thought that his "mark of the beast" was badly placed, Axel's own could not even compare for his own were the replacements for the pupils of his eyes.

In short, Axel was blind because he had no pupils to see.

The Ouroboros marked both of Axel's eyes.

"Wha-What the hell…" stuttered Bastian, eyes wide in shock. "Those markings…"

Axel nodded. "Ja. Zhe same ones zhat mark zhe back of your neck mein Herr."

Bastian's hand reflexively went to his mark as his eyes narrowed. "You can see."

"Not as one vould zhink I could, Herr Bastian." The Ouroboros eyes changed from a dull black to a piercing red. "My eyes let me see in all kinds of vays, x-ray, zhermal, even ultraviolet, but I can never see zhe same vay as humans can see. Besides," Axel shrugged. "It vasn't until two years ago zhat I gained zhis… gift I guess you could call it."

"Gift? Gift!" Bastian grabbed Axel's shirt and shook him. "Are you mad? Don't you even realize what is inside of you? What's inside of me?"

Axel's eyes shifted once more, this time to a glimmering gold as they narrowed and he returned Bastian's grip with one of his one. "I know far better zhan you mein Herr. Zhat beast, zhat… daemon vas here, on our vorld once before, Bastian and, unlike you, zhis time vas not my first time as zhe Serpent and it was because of zhe Serpent zhat I had lost somezhing zhat I can never have back. Zhese daemons, vhatever zhey are, are targeting us and ours specifically for vhat we contain. If it weren't zhe fear of vhat such a zhing vould do to my own parents, I vould have taken my life zhe moment my precious person had lost his just to keep zhis creature out of zheir hands."

Bastian released his grip on Axel and sat back on his heels. He would be lying in denying that he hadn't thought of such things, but, like Axel, it was something else, something far more important than the safety of his family and friends that kept him going on with the sudden turbulence of his life. However, though he would have liked to question Axel on the nature of his first transformation, it was something else that the taller boy had said that had drawn his attention.

"You know then, what they're hiding?"

"Zhe girls…? Not… exactly… My eyesight is still new mein Herr aber… I can tell you zhis. Zhose girls, vhatever zhey are, zhey are deeper into zhis web of lies zhan ve are."

Bastian sighed and looked up at the stars. "So what then? What the bloody hell should we do?"

Axel turned to gaze upon the city. "For now… ve vait for zhe others."

"Others…? What others…?"

Axel's glare set Bastian on edge for a moment before sheer instinct guided him to return it and the beast within him was pleased by Axel's submission. "Do you not see it, Herr Bastian? Sense it at the very least?"

Bastian's eyes drifted towards the city and he nodded.

"There's smoke on the horizon."


To Be Continued...