"Power measurement.. Level 2.." 

The machine spoke as Morningstar furiously removed the wires connected to his forehead.

"Damn it.." Morningstar muttered, firing a few light beams at a bottle standing on the bedside table in his dorm room.

The beam wasn't nearly as powerful as it was this time when he had fought the zombies.. only knocking the bottle over harmlessly onto it's side.

"DAMN IT!!!" Morningstar roared as he smashed the bottle by grabbing it and smashing it against the floor. 

"Hey! Michael!" One of Michael's knocked on the door. "Hey, don't forget, you're supposed to meet the power developers today to confirm your status as a Level 5! come on man you're going to be late!"

"I-in a moment!" said Michael, trying to keep the panic out of his voice.  He picked up his phone and dialed a number quickly. "Listen... I need to see you... right now.."

______________

Ben and Mikoto both sat dimly at the breakfast table.. a box of cereal in front of them.. and two massive mugs of coffee in their hands.. bags under their eyes..

The late night had NOT been friendly to them. 

"Jeez, you guys look dead." said Frenda as she poured herself some cereal.  "What did you do last night?"

"Fought zombies..  Kuroko got weird... stuff happened.." Ben muttered.

"Kuroko got weird? You mean like.. weirder than normal?" said Rex, peeking out from behind the open refrigerator door as he looked for a carton of milk.

"Oh please... Kuroko got a date with an actual guy, and Ben thinks she's possessed by demons or something.." said Mikoto, rolling her eyes.

"Huh, good for her!" said Rex.

Frenda shook her head. "Honestly Ben, even Kuroko had to turn sane at some point! Be happy for her!"

"Why can't anybody see that this is NOT right!? There is something REALLY fishy here, and I'm going to prove it!" Ben growled. 

Suddenly, there was a shuffling sound and Kuroko came out from her room, wearing a wind breaker and shouldering a book bag quickly. 

"Kuroko?" said Mikoto. "Uh.. where's your school uniform, you know we're supposed to wear it at all times..? And your Judgement badge?"

"I'm not going to school today, and Ben you're going to fill in for me in the Judgement senior officer post... look after Uiharu for me kay?" Kuroko said casually as she began checking texts on her phone.

Ben, Frenda, Rex, and Mikoto all stared at Kuroko, surprised.

"Uhh.. okay..?"  said Mikoto.  "And.. why are you heading out this early? It's 6:30.. and you didn't come back till 5:00.. "

"Michael needs me, it's urgent." said Kuroko.

"Kuroko, you just saw the guy an hour ago." said Mikoto. "Get some sleep.."

"I'll be fine.. Michael needs me." said Kuroko simply before opening the door and leaving abruptly without a single other explanation.

"Okay.. you can't tell me THAT was normal." said Ben

"Okay.. she's probably projecting the same obsessive behavior she used to project onto me, onto Michael now." said Mikoto. "It's her first time in a real relationship Ben, cut her some slack.. we just need to talk to her about giving people space.. "

"I don't know.." said Rex. "I'm with Ben.. whenever Kuroko's obsessive, it usually involves lingerie, underwear on the head, and sniffing various clothing.. it's more disturbing than my monkey side-kick Bobo on National Caviar day..  this just isn't... Kuroko.."

"See? Even Rex sees something's weird!" Ben said.

"Come on Ben.. you're supposed to be heading the discussion today at the smoothie club.. " said Mikoto. "You know.. one of the two days of the week you go to my school.. which means, one of the days you get to continue your SMOOTHIE club! Come on!"

But for once, the prospect of a smoothie club could not distract Ben from the affairs of what he formerly regarded as the most Yandere Yuri on earth.

And it showed during lunch at Tokiwadai Middle school..

"What's eating you?" Kongou waved a hand in front of Ben's face. "Hellooooo? Earth to Tennyson-san!"

"Uh? wha?" Ben blinked. "Oh.. hey Kongou.. what's shaking?"

"Watching you thinking about something so intently, you ignored my presentation on the theory that the Pyramids of Giza were created by Tetramands." said Kongou. "The presentation YOU helped me with if you remember."

"Oh.." said Ben. "Sorry.. something on my mind.. you know.. with the missing girls turning up last night?"

It had been a real shock for many Tokiwadai girls when they came to school that morning to see various aliens in Plumber suits taking away zombified girls that had been tranquilized. 

Not only was it shocking because some of the girls were recognized, but seeing aliens up close that weren't Ben made many people press their faces against the windows of their classrooms to get a closer look. 

Mikoto had Violin practice today, so that left Ben alone as the sole person that everyone badgered for an explanation of the situation.. some tearfully, as those girls had friends.. others curiously.

And that just brought Ben back to Kuroko.. and Michael Morningstar..

Something about Morningstar didn't seem right.. 

"So you going to investigate all the Zombie Girl stuff?" said Kongou, flipping over her fan. "Perhaps the great Mitsuko Kongou can grant her assistance.

"Sorry Kongou.. Mikoto and Kuroko are the only girls I'm letting into my alien misadventures.. they have the most experience with it from hanging with me all the time." said Ben. "I don't want you getting eaten, vaporized, or some other method of dying that involves space or Vilgax. "

Kongou pouted. "Come on! As a powerful esper in my own right, surely I can stand against whatever that Shirai and Misaka girl can stand against!"

"Oh? Going on alien misadventures are we now?" Misaki walked over, smiling mischievously like she always did, pulling a remote from her bag. "Sounds fun.. perhaps I can join up.."

Ben frowned.. the last thing he needed with the Mental Out being manipulative again... but wait.. maybe this was a chance to gain some allies who didn't think he was crazy for his theories on Kuroko..

After all.. here was the number one expert on all things involving mental manipulation.. 

"Actually.." said Ben. "Maybe you two CAN help me.."

About 14 minutes later, Wildmutt was snuffling around an alleyway, sniffing for Kuroko's scent, with Kongou and Misaki following him.

"So let me get this straight.. you actually think Shirai-san is under some sort of mental manipulation." said Misaki. "And you want me to help you determine what it is?"

"Snrrff.. rrrrgghh rowwwl.." Wildmutt said.

"Right forgot you can't speak in that form." said Misaki. 

There was a flash of green light as Ben returned to human form. "Kuroko's scent is all over here.. and it's ultra fresh.. she's somewhere in the area.."

"Ooooohhh.."

"Uh... guys.. look." Kongou pointed her fan at what looked like the tiredest and most fatigued Kuroko Ben had ever seen.

It looked dreadful.. her eyes were sagging, there were shadows under her eyes deep enough to make her look like a racoon.. and her hair seemed to be losing color.

and kneeling next to her was.. 

"Hey.. help!" Michael stammered. "W-we were walking around.. and suddenly she just got like this!"

Ben glared at Michael and pushed him away angrily. "Yeah! I'm real sure that's what was going on!! What did you do to her!?"

"Huh?" said Michael, looking confused.

"She almost looks like one of those zombies!" Ben growled. "is that what you do? Lure them in and then you work your magic!? What are you planning!?"

"Ben what the hell!? Kuroko-chan needs help!" said Michael.

"CHAN!? Okay that is crossing the line!" Ben growled.

"BEN!" Misaki put a firm hand on Ben's shoulder. "We should focus on getting Shirai-san to a hospital.. don't you think?"

"Y-yeah.. right.." Ben muttered as Misaki began to push one of her remotes into the middle of his back out of sight, implying that if he didn't come quietly, he'd be forced to..

"I'll come with, I need to make sure she's alright-." Michael began.

"Oh there's no need." said Misaki, giving Michael a sparkling smile. "We'll handle it.. and we'll be sure to call you as soon as she wakes up, for now you just sit tight kay? Kay!"

Misaki wrenched Ben away as Kongou helped carry the tired and mumbling Kuroko away.

"He's dangerous." said Misaki.

"You believe me?" Ben asked.

"Of course." said Misaki, narrowing her eyes. "I can tell when somebody's putting on an act, I do it all the time.. he's definitely more dangerous than he looks.. as for Shirai-san.. well let's see.."

Misaki held a hand to Kuroko's head and began clicking on her remote.

"It's.. weird.. she's developed a serious case of OCD.." said Misaki.

"Huh?' said Ben.

"yeah, there are strong constant pulses of Intrusive and Anxiety inducing thoughts going through her brain.. she's got a massive drive and anxious need to be with Michael.." said Misaki. "i can't tell if it was placed there.. or if it's purely a medical thing that's just emerged naturally, but either way, it's healthier for her to stay away from Michael right now.."

"What about her.. well.. you know." said Ben. "This!"

"I deal with the mind, not the body, I'd say she just lacks sleep." said Misaki.  "I don't think she's turning into a zombie or anything.. just suffering from some OCD.."

"OCD caused by Michael!" said Ben. "Kuroko may have obsessed over Mikoto, but she was NEVER clinically OCD."

"Well you never know.. sometimes this stuff just turns up.. for now.. I just don't see any reason she's being.. er.. 'mind controlled.' said Misaki.  "And just blatantly accusing Morningstar is a little harsh don't you think?"

"Did you look into his mind at least!?" Ben stammered.

"No..."

"YOU SHOULD'VE DONE IT!!" Ben exclaimed. "Since WHEN have you ever waited for permission to look into somebody's mind!?"

"I stopped doing things like that after you turned into Brainstorm and turned my own power against me to teach me a lesson." said Misaki with a frown.  "honestly, this obsession might not be good for you if you're going to abandon your own morals.."

"MY MORALS TELL ME TO HELP MY FRIENDS WHEN THEY'RE IN TROUBLE!!" Ben exclaimed. "And Michael Morningstar IS trouble that a friend of mine.. is IN!! no sexual inuendo intended.."

"Aww, he's being overprotective." said Misaki to Kongou.

"WHA!?'

"Face it Ben-san.. you're notorious for being overprotective of your friends." said Misaki. 

"Why does EVERYBODY say that!?" Ben snapped. "Come on, you said so yourself, Michael is dangerous."

"Yes, but not evil.. I could tell he was powerful, and he would definitely tell if I tried to pry into his mind." said Misaki. "I'm a Level 5, but my abilities aren't particularly good for combat, not unless I can control somebody to fight for me... I'm not messing with that."

"Hmm.. Tennyson-san.. maybe we should leave this alone." said Kongou. "I mean obviously Shirai-san needs a lesson in managing her compulsions, but other than that, there doesn't seem to be anything sinister about Morningstar-san.."

____________

Ben went home feeling absolutely indignant that day. Everybody but Rex didn't seem to think Ben's suspicions had much value. Even Touma and Index weren't too interested. Index because she frankly never met Kuroko before, so didn't care. 

Maybe he WAS making too much of a big deal out of this? Maybe Kuroko's inexperience with the matter of true love was all that happening here. 

Or maybe this was just like when he saw the Kraken when he was 10.. he was right and everyone was wrong, and nobody else was going to realize it till a giant squid-like monster came out of the lake and started attacking the idiot high tech poachers who were after it's eggs.  (back when Ripjaws was still relevant... good times). 

Okay, so Michael Morningstar wasn't a mythical creature, but he was DEFINITELY evil.. right?"

Ben pondered this as he opened the door to the dorm and stepped in.. to find Mikoto quickly putting on a jacket, looking worried out of her mind.

"Mikoto? Are you heading out? Did you forget your violin at school again?" Ben said.

"Can't talk, Michael needs me." 

Ben stared. "What?"

"Michael called, he needs to see me.. I have to see him." Mikoto stammered.

"Uhh... Kuroko's in the hospital.. you got my text right?"

"Yes.. she'll be fine." said Mikoto. 

Ben narrowed his eyes. The Mikoto he knew would've been at Kuroko's side till midnight. And.. another thing...

"Why are YOU going out to see Michael!?" said Ben. 

"I need him.. and he needs me."

Ben felt his blood pressure rise.. Fear, angry jealousy, and panic all at once tore into his brain. Did Michael think he could take both Kuroko AND the love of his life!?

But.. what if he was just being crazy? Mikoto after all, was a kind and thoughtful person despite being incredibly stubborn, she would throw aside everything to help somebody in need..  there was only one way to test this.. and if he was wrong, he was betting Mikoto would zap him for tricking her so badly, but he HAD to see..

"Mikoto, I thought you should know, I went to the doctor today.. I.. have cancer."

"Oh that's nice.. bye." Mikoto brushed Ben aside and ran out the door.

That proved it... that proved everything.

If the real Mikoto was still there, she would've gone to hell and back for Ben.. she would've gasped in fear and worry at these words..  and of course Ben would feel immensely guilty for using such a trick.. 

But.. there was no way.. in hell... Mikoto would ever brush Ben aside.. even if it was just to have a conversation about something ridiculous like the Mr. Smoothy of the Month.. 

"Mikoto!" Ben grabbed Mikoto's wrist before she could leave. "what's the matter!? Why are you doing this!? What's happened!?"

"Nothing's happened. "Said Mikoto easily. She didn't even give him an irritable spark from her bangs.. just like Kuroko.. completely straight and out of character.

"Did you meet Michael today?"

"Oh, I saw him on my way to violin practice.. "

That's it.. Michael must've done something to her. That had Ben seething with rage now.. NOBODY messed with his girl..

Ben looked Mikoto over.. and on a hunch, he pulled up her sleeve.

"Can I go now?" Mikoto asked. "Hey.. Ben... helloooo? Ben?"

Ben silently stared at the strange markings all over Mikoto's arm. Black circles with white stars in the center..  the same markings all the zombie girls wore.

"Hey Mikoto.. I remember.. Michael wanted to meet me too, how about we go together?"

"As long as I can get to Michael." said Mikoto with a disconcerting desperation in her voice. "I need to go see Michael now!"

"I can get you there quicker." said Ben. "Where were you meeting him?"

"The edge of District 11.." said Mikoto.

"Deserted shipping container area... not suspicious at all." Ben muttered as he turned into Jetray in a flash of green light.

Jetray flew out into the sky, with Mikoto on his back.  He felt tempted to tie Mikoto down somewhere and go alone.. but if Michael got suspicious... no.. there's no telling what might happen..  he needed to do this carefully... however..

Jetray's eyes glowed with green crackling energy as he felt his rage explode.  

If Morningstar did ANYTHING to suggest he was hurting Mikoto.. he would kill him no questions asked. When he took control of Mikoto of all people... that jackass crossed a billion lines already..

Jetray shook his head, struggling to keep his temper under control.. he couldn't afford to lose control again.. not like with Kakine.. 

Jetray landed on the edge of the shipping yard, behind a pillar supporting the highway bridge on the side. 

Immediately Mikoto ignored him, and jumped off his back, running to the shipping yard, a hungry desperation in her expression.

And waiting there, sure enough.. was him..

Michael held out his arms to Mikoto. "You came."

"I... I couldn't not come." said Mikoto. "I don't know.. I just feel like I have some sort of connection to you! I-I had to see you.. to feel your touch.. oh master... oh my master.."

Jetray had to put a hand over his mouth to conceal the retching noises. If Mikoto could hear herself now, she'd be begging Ben to knock her out with a mallet for ever sounding so slavish.

"it's alright.." said Michael. "we'll never be alone again.. and neither will any of you.."

Jetray felt his jaw drop in despair.. as Misaki and Kongou both emerged, followed closely by Kuroko too.. the three of them grasping onto Michael desperately, also possessing markings on their arms.

"Oh please! Master!"

"Touch me Master!"

"Master!"

"You'll all have your turn soon girls.. but first.. the main course.." said Michael, smiling evilly as he clutched Mikoto's arms. "Lovely Mikoto.. your energy.. I admit, none other can compare to you! When I taste it... I feel.. ALIVE!!"

A golden light appeared around Mikoto.. and began streaming into Michael's arms, and he laughed, and Mikoto began to turn clammy...moaning with fatigue..

"BLLLLLLLAAAAAAAAAMMMMM!!!" A massive multicolored blast exploded into the shipping yard, blasting Michael away from Mikoto.

"THAT'S ENOUGH!!" Chromastone hovered down into the area.. his body glowing menacingly as Mikoto moaned and fell to her knees.  

"Ben.." said Michael, getting up, dusting himself off, seemingly unharmed. "Well, this is a surprise."

"Kuroko's one thing.. " said Chromastone furiously. "But if you dare touch another hair on Mikoto's head, I swear to God I will rip your intestines out of your body and feed it to Vilgax!!!"

"Do what?" said Michael, holding his hands out. "She wants this Ben.. she wants me.. they ALL want me.. see?"

MIchael held out a hand to Mikoto who was crawling desperately towards him.

"P-please.. touch me... p-please.."

"STOP!!!"  Chromastone stepped forward, but suddenly, there was a painful screeching in his head. He roared in agony and fell to his knees. 

Misaki had a remote out, and was obviously using her power to send painful mental waves into his mind. 

While Misaki couldn't control non-humans, her power was definitely potent enough to effect the minds of sapient beings to a certain degree.

Kuroko teleported next to him, and held a needle to Chromastone's throat as Kongou began to conjure up a small gust of wind in her palm, threateningly..

At the same time, Mikoto's eyes flashed, and iron sand began to swirl around him..

"Careful Michael." said Kuroko. "He's obviously chosen Chromastone because he's immune to energy attacks, if you two fight he'll definitely win.. so let us handle this.."

"Very well.. thank you." said Michael, giving Chromastone a smug grin.

"I see now.." Chromastone growled. "Your power doesn't absorb energy from the atmosphere does it? Your power absorbs the AIM field of other espers!! Controlling them!! Making their energy your own!"

"Very astute Ben." said Michael, clapping his hands. "You see.. my ability is unique among espers. You see no matter what, my power is ALWAYS Level 1.. I can't go past it by any normal means like other espers.. However, my power has another unique attribute."

"You Level up.. by absorbing other espers.. powerful espers!" said Chromastone. "Draining them dry until they are nothing but husks!"

Michael nodded. "However, I always require a good deal of skin contact to accomplish my absorptions.. my meals... fortunately, my power had a compensation for that too.. My Glimmer energy has the power to influence Obsession and Addiction in the brain..  these girls WANT me to take them.. to drain them... to turn them into husks.. "

"you're a monster.. a sick bastard.." Chromastone growled. "Taking control of girls like that.."

"Females.. are nothing but tools to be used by men.. toys for our pleasure.." said Michael. "It's been like that ever since ancient times Ben.. you can't deny that having Mikoto as your pet hasn't brought you wondrous pleasure.  And as with all ancient societies, women are later taken by the alpha male... you see.. I'm the dominant male.. and nature had merely selected me over you Tennyson.."

Chromastone spat at Michael's feet. "Let's make a few corrections here Michael... firstly, Mikoto was never my pet.. and secondly.. I never needed to use mind control to make girls like me.. unlike the total reject megalomaniac you are!"

Michael scowled at Chromastone and kicked him in the head.

"WHAM"

"OWWWW!!" Michael roared, jumping up and down, clutching his foot. "THE HELL!?"

"HAHA!" Chromastone laughed. "Real smart Mikey-boy, kick the indestructible silicon based rock alien in the face, that'll end real well!"

"You are merely a relic compared to a god like me Tennyson!" Michael spat. "I don't need any of your mockery."

"Some god.. needs mind control to pick up chics! Lame!" said Chromastone. "All I needed to do with Mikoto was love her! Tell me Michael, do they love you?"

"Do you ever shut up!?"

"If I had a penny for every time an evil maniac asked me that, I just might!"

"Kill him!" Michael growled. "Mikoto! Kill him! You know his weaknesses.. what could be more pleasurable.. then to watch the one he loves be the one to make him suffer!?"

"As you wish Master." Mikoto said.

A massive wave of iron sand swirled around the restrained alien, and turned into a ginormous drill with began smashing against Chromastone's chest, throwing out grinding sparks.

Chromastone gritted his teeth in pain.. as he felt the drill crack through his near invincible body.. little by little.

"this will take a while.. hours.. " said Mikoto. "Chromastone's body can take nearly anything, sorry master.. but none of our powers are suited for killing this alien quickly.."

"It's fine.. the longer he has to suffer the better." said Michael with a grin. "Like a beetle rolled on it's back.. forced to endure the ever burning rays of the sun.. as it starves... how does it feel Tennyson? To look into the eyes of her beloved.. knowing that she follows me now?"

"Like Episode 23 of Gekota and Friends." said Chromastone.

"Epi-.. what?"

"You know.." Chromastone groaned as he endured the pain. "The episode that nearly got the entire show cancelled.. forever.."

Mikoto stared at Chromastone.. and for a minute.. the drilling stopped. "H-huh?"

"Remember that Mikoto? You cried.. cause in that episode.. they killed Pyonko.. Gekota's love interest.."

"That.. was.. horrible.." Mikoto sniffled.

"What the hell!?" said Michael. "you can cry about stupid frogs later! Keep drilling!"

"Remember what happened next?"

Mikoto stared at Chromastone, and smiled. "You flew all the way to the network.. and convinced them to rewrite the episode, you waited 12 hours to see them.. and spent 4 more hours begging them.. all because you knew how much I loved that show..  that.. that was so sweet.."

Mikoto's eyes widened as something seemed to shatter in her mind, her face then turned into a deep horrifying demonic scowl.. as she turned slowly to look at Michael.

"You.." Mikoto whispered. "You bastard.."

Michael's eyes widened with horror, as he recognized his loss of control over Mikoto. 

"YOU MADE ME HURT BEN YOU STINKING BASTARD!!!" Mikoto roared, as electricity exploded from her body.

"GIRLS!!" Michael yelled.

Instantly, Kuroko, Kongou, and Misaki dove in front of Michael, their arms spread wide.

Mikoto stopped in her tracks, her expression turning to dismay.

"That's right.. you wouldn't hurt these ones to take me down would you?" said Michael with a laugh. "Not your darling Kuroko and your other innocent classmates."

Chromastone stood up and walked over next to Mikoto. "Give it up Michael.. Mikoto's immune to Mental Out, which makes her useless in restraining me.. and I'm immune to your energy powers.. you're at a disadvantage!"

"I prefer to call it a stand off.. as I have your friends here under my control!" Michael spat. "Anyways.. I won't need them for long.. you see.. Absorbing one Level 4 has always been enough to elevate me to a Level 5.. equal to the likes of Impulser and Dark Matter.. imagine how powerful I'll be.. if I absorb a Level 5 AND two Level 4s!!"

Michael held out his hands and grasped Misaki, Kuroko, and Kongou in a large hug. The girls screamed as they were engulfed in golden light.. and in one massive instant, they were turned into zombies.. all their energy drained..

They moaned and threw up the same black liquid the other zombies did.. their skin beginning to shed, falling down as Michael rose into the sky, his skin having turned pure golden, as well as his hair, his eyes glowing with white light. 

"Ahhh... the power.. of a GOD!!" Michael said.. his very voice causing all of Academy City to shake and tremble with his terrible might.

"Ben.." Mikoto squeaked. "I'd like to take this moment to apologize for not believing you... now that it appears I might not live to apologize later.."

"Uh-huh.." Chromastone squeaked. 

"NOW!! TREMBLE BEFORE ME!!! INFERIOR SWINE!!" The Level 6 Michael Morningstar roared.