A/N: Big thanks to csgt of Fanfiction.net for story suggestions. I tried to up the tension a bit as a result, though I could've gone much longer and more clever in the storytelling than this. And thanks to all reading.

Prime levitated higher in the air, arms stretched wide. The heroes' jaws dropped to see a small cafe breaking its foundation and plumbing to rise into the air slowly. About a dozen vehicles also ascended with it.

"I don't wish to harm any that I rule!" Prime announced in his ever-loud voice. "Therefore, Ladybug and Cat Noir will give me their Miraculouses."

Sam pulled out her M-Ray Contacts case, whipped it open, and inserted the lenses over her eyes. She looked at each vehicle and building, removed her contacts, stashed the case, and sighed. While doing so, Ladybug and Cat Noir jumped up onto a black car floating into the sky.

"We'll buy you time for any rescues. Good luck," Ladybug said as they flew away.

"The building has an elderly couple, and the grey truck has a guy," Sam said. She thought for a tense moment. "Clover, I'll go with you for the truck. Team yellow, go for the building."

Alex and Queen Bee, both wearing yellow, glanced at each other. Bee seemed a bit surprised at a stranger telling her what to do, but made a sound of agreement along with the others. She accepted a lift from Alex, who flew via her jetpack, and the duo soared up to the cafe.

On the car with Ladybug, Cat Noir, face grim, kept his eyes on Prime. He pressed a button on the side of his staff, causing it to extend greatly while he was propelled even higher. After pressing the button again, it retracted to regular staff size, and he twirled it like a human helicopter to land on a white car behind Prime. Ladybug twirled her yo-yo, and Cat Noir prepared to extend his staff from behind Prime.

But with a small flick of his hand, the car Cat Noir stood on plunged to the street far below. Thankfully, the area was kept clear due to Roger and his policemen.

"Whoa!" Cat Noir yelled and bounded off the small vehicle at the last moment.

He managed to twirl his staff once again to glide to a blue van and landed on the roof adeptly.

"Give me your Miraculouses."

Prime gestured to the building and other vehicles, which now orbited around him as moons around a planet. Ladybug saw the structure floating towards her where she stood on the car. She leapt and threw her yo-yo up to wrap around the tripod-mounted phone antennae of the approaching shop.

With a sound of exertion, she swung up and landed on the building's roof before the car she was on was smashed, plunged to the street below, and exploded. She glanced over to check on the others.

Thankfully, Clover and Sam had already airlifted the man in the vehicle down to street level. Alex, who held an elderly man under the arms, floated to earth. Queen Bee held an elderly woman supportively near the open front door until Clover flew up to assist.

Prime frowned, closed his fists, and moved them to his chest. From the building's roof, Ladybug gasped as she felt her earrings tugging against her ears towards Prime. On the floating van, Cat Noir felt his ring and hand being pulled in the same way.

"Whoaa!" Cat Noir cried.

"Aaah!" yelled Ladybug.

Both heroes were then yanked into the air towards the villain.

Flying up to rejoin everyone, Sam spotted a bicycle hovering among the cars, shot her Bungee Belt, and caught it with her magnetic buckle. She flew above Prime, pulling it behind her, then released it and swooped away, letting gravity carry it to him as a projectile.

"Unacceptable," Prime scoffed. He pointed a finger and the bike froze in place.

Still floating in midair due to Prime's control, Ladybug threw her yo-yo with a yell to wrap the string around his wrist. With a yank, she swung in like a trapeze artist to make a grab for his tie clip. He turned to counter her, but spotted the end of a silver metallic staff speeding towards him. Prime dropped below it the second before it could hit.

"His reflexes-" Cat Noir lamented.

"Enough!" Prime shouted with his amplified voice.

He aimed his hands at Ladybug and Cat Noir, who both winced as they were frozen in place and covered with dark energy. Sam had her Ice Queen Perfume ready, but Prime sent a nearby police car towards her. With a shout, she flew evasively above the speeding vehicle.

"Calvary's here," Clover said, holding out her powerful hair dryer gadget.

"At last!" Sam replied.

Clover and Alex flew to flank Prime, while Bee leapt from the building's roof to land on a car. She hopped to a few other vehicles to approach, then shot her top at him in a blur, retracted it, then continued her barrage. A tremendous blast of air caused Prime to flail a bit in surprise. Clover, with the maximum setting, had finally cracked his defenses and his hold on Ladybug and Cat Noir was broken.

Clear of the blast, Alex and Sam shot their Bungee Belts so Ladybug and Cat Noir could grab the cables safely with their gloved hands. Straining under the sudden weight, Alex and Sam flew to a delivery truck, and the four landed on its roof.

"Thanks," Cat Noir said to Alex, who'd carried him.

Ladybug thanked Sam, then shot her yo-yo upwards into the air, spinning.

"Lucky Charm!" she shouted, as the yo-yo was covered with light.

An object dropped down in its place; a large red, soft bundle with black spots. Ladybug looked at it questioningly, undid a loop of fabric, and held a sleeping bag before her.

"Not the best time for a nap, Milady," Cat Noir quipped.

Ladybug saw Sam, Clover, and Queen Bee being pushed to their limit from Prime's counterattacks of dark energy. Suddenly, she spotted it; the cafe, silently floating towards them all. The heroes nearly froze in shock, but Cat Noir raised a clawed hand to charge it with energy.

"Cataclysm!" he cried and pounced at the structure, Alex trailing behind via jetpack.

His outstretched hand made contact with it, and the building was covered in energy, turned to ash, then vanished. Alex caught Cat Noir by the tail, struggling with effort and dropped him off back on the delivery truck. The moment after, Ladybug looked around to see Queen Bee flash red with black spots, then the sleeping bag, Cat Noir's staff, and finally the delivery truck she stood on.

"Alex, can you get Queen Bee?" Ladybug asked.

"Got it," Alex replied, and flew towards her.

"Bee, Ladybug needs you!" Alex cried, once in range.

Alex fired warning shots from her Laser Lipstick at Prime, and combined with Sam's ice spray, and Clover's tornado winds, the villain was momentarily distracted. However, the man formed a shield and focused. He gestured with both hands to cause more buildings in the area to rise, and finally the massive City Hall.

"I don't believe this!" cried Sam, using the last of her ice gadget on his shield.

Helicopters in the area jerked suddenly, then moved toward the spies. The girls shouted, then flew in retreat. Alex noticed larger choppers in the distance, and-

"Tanks?!" yelled Clover, pointing below, still flying evasively. "He's taking us to war now?"

There was a company of about fourteen off in the distance, making their way down the main street. Not yet in range for a shot, but rumbling ever closer.

A/N: Thanks for reading. Please review, and take care!