Bion the Shadow Jellyfish rushed forward toward Niwla. His normally dark jellyfish cap glowing lighter from all the red anger he was letting out. His tentacles pounded against the ground at full force, propelling him at speeds that no regular jellyfish could ever hope to reach.

  This wasn't exactly how he had planned to adjust to his new form, but like a good soldier he had to be adaptable. The first step to beating your opponent was to know your opponent. What did Niwla know about Bion? Other than his ability to send his tentacles through shadows, and his Core Skill which covered his soft form in a layer of mechanical gears, there was one more aspect of Bion that he knew. Something which he could exploit.

  Niwla spread out his wings, taunting Bion," Is the little baby rushing to give me a hug?"

  This only enraged him further. Bion yelled out gibberish as he continued his charge towards Niwla.

  Normally, Niwla would never do such a thing. It was much too embarrassing and hardly a move suitable for his serious demeanor. This was one of mind Alwin's suggestions. Something Niwla was milliseconds away from discarding.

  However, if such a move could tilt the odds in his favor, he'd swallow his pride and admit that mind Alwin actually gave a suitable suggestion for once.

  The thing which Niwla could exploit? Bion's pride.

  With his mind shrouded with rage, Bion wouldn't be able to come up with any workable strategy. Unless you count rushing in head first a strategy—more of a fool's errand, really. Blinded by hate and unable to think rationally, it meant he would rely solely on instinct.

  And instinct was predictable.

  Judging from his behavior, Bion would continue to charge at him, attempting to crash into him with his bulbous jellyfish cap, not even using any skills.

  As the distance closed between them, Niwla kept his eyes peeled. Wings still outspread to ensure Bion remains on target. Now came a matter of dodging. Dashing to the left or the right could get him hit if Bion decided to stick out his tentacles to grab him. That meant there was only one viable option left.

  Yells and growls brought Niwla's attention back to the battle. Bion had drawn close. A mere several feet away. Moments before impact, Niwla leaped into the air, right over Bion. The Shadow Jellyfish continued under him, crashing into a wall.

  At the apex of his jump, Niwla decided to put his body to the test, flapping his wings ten times a second to maintain altitude. It was a struggle. He wobbled in the air veering left and right, sometimes dipping down, before he forced himself to flap even faster—just to rise up a very wobbly inch.

  With Bion temporarily incapacitated, now was the time to attack, but what should he offer to the bumbling fellow? The usual assortment of Blasts felt too cliche, it was also too 'Alwin' coded. He needed to deliver something with a more Niwla flare.

  That settles it. From now on he'd lay claim over all Ice Elemental attacks. Neither mind Alwin nor mind Winal could use them without prior consent. And what better way to mark the occasion than by practicing his Ice Arrow sculpting?

  Before he could get started, something clamped around his foot. It dragged him down to the ground. Niwla squawking upon crashing against the floor. He looked down, trying to find what caused the sudden change in altitude.

  One of Bion's tentacles poked out of the shadows and was wrapped tight around his foot.

  This was bad. He had spent too long deliberating—analyzing the next course of action to the point where he had been oblivious to his surroundings. In a battle there wasn't time for hesitation. It was do or die.

  Right now, death was imminent.

  "You really are a birdbrain," Bion mocked. "I bet you were using every ounce of that tiny brain of yours trying not to fall—your tiny little wings working so hard to lift that big fat body of yours. To the point you couldn't even think about attacking. Now, I'll show you not to make fun of me."

  "Skewering Shadows!" Bion yelled out.

  Multiple spikes, dark as the night sky, erupted out from the tentacle around Niwla's foot. He let out a pained scream as the shadows impaled him, making themselves home within his limb.

  "You've been a bad student." Bion got up and sauntered over to Niwla on his many dark tentacled legs. "I bet a single lesson isn't enough for you, so how about some extra remedial classes."

  "Shadow Tentacles!" Bion yelled.

  One of his many tentacles sunk into the shadows. It snaked toward Niwla connecting with his very own shadow. It shot up from beneath him and wrapped itself around his other foot.

  "Skewering Shadows!" Bion yelled out again.

  Spikes erupted from the second tentacle. Another agonizing scream ripped out as spikes invaded his flesh one more.

  This was very bad. He needed to create some distance. He needed some time to come up with a plan. He was not going to lose like this, especially not to Bion of all people.

  Stolen content alert: this content belongs on Royal Road. Report any occurrences.

  Niwla forced himself back up to his feet. His body trembling as the spikes dug into his flesh with every movement. It hurt. It stung. It burned.

  He tried to take a step back, but he couldn't. The spikes were embedded deep within his legs and the tentacles were taut, keeping him in place. He stumbled, falling to his backside.

  If moving wouldn’t work, then maybe…

  Niwla proceeded to peck away at the tentacles with his beak. No dice. It was like poking some dark viscous sludge, almost like tar but a lot colder.

  "Like what I keep saying, Uchronia. Your squad is a joke. An Al-loser and a guy with stomach for brains. If you go out with them for the final exam, you won't be able to survive. Join my squad and ditch these buffoons. Milvus doesn't even have to know."

  Uchronia paused her practice, her Giant Thorned Leaf shrinking back down as she turned around to face the scuffle. She glanced over at Niwla, still struggling to break free. Next, she looked over at Bion, who had a smug look on his jellyish face.

  "No," Uchronia said.

  "What do you mean no?" Bion asked, raising his tentacles up in defiance. "I'm beating the ever living snot out of this loser. Why would you still want to team up with him?"

  "I don't want to team up with either of you. Both of you will just pull me down." Uchronia turned back toward the wooden training dummy and continued training. This time performing kicks with her thin root-like legs.

  "You!" Bion shouted at Niwla. "This is all your fault! I'll make you pay!"

  "Shadow Tentacles!" he yelled again.

  Multiple of his tentacles descended and appeared right next to Niwla. They coiled around his wings and head, yanking him down to the ground again.

  "I don't care if I get in trouble! But, with you dead a space will open up in your squad and I will gladly fill up that slot."

  This was really not good.

  A simple Devolution back into a Yin-Yang Slime would solve all of his entanglement problems, but then he would have to give up control to Alwin. This was supposed to be Niwla's time to shine. Plus who knew when that goofy buffoon would relinquish control again. It was too risky.

  "Ice Arrow!" Niwla shouted.

  A single icicle appeared right in front of him and shot out toward Bion. He didn’t even flinch, tilting his head to the side, dodging the blow with ease.

  Darn it. He hadn't had enough practice yet. His Ice Arrows took a long time to make—and were shoddily crafted to boot.

  "That's the best you've got? Time to end it." Bion said.

  Not yet. There was one ability he could activate with almost zero cast time. His Species Skill—Withdrawal.

  The only problem? He had no idea what it did. Time to find out.

  "Withdrawal!" Niwla yelled, targeting Bion.

  A mist of blue was released from Niwla's body, creating a sudden chill that swept through the area. The cool vapor drifted toward Bion, swirling around him until his jellyfish head was engulfed at its center.

  Bion winced in pain, the tentacles grip over Niwla's legs loosening ever so slightly.

  "What's happening to me?" Bion groaned, doubling over as a shudder wracked his form.

  "It's so cold..." his voice wavered.

  Blue lines began to spread all over his body. They glowed with frost, lighting up his dark visage. He began to shiver, his tentacles trembling with weakness. They were barely able to hold up his weight, his body inching closer to the ground with every second.

  Even the tentacles wrapped around Niwla's body quivered. The spikes embedded in his legs retracted, giving Niwla some much needed relief from the searing pain.

  Bion gasped for air, panting like he had just run a marathon. Then, his tentacles gave out, and he collapsed flat onto the ground. Those around Niwla's body loosened completely, flopping back into the shadows and next to Bion.

  Niwla pushed himself up with his wings, gingerly placing weight on his legs that had brand new piercings courtesy of Bion. The wounds throbbed, sharp pain stinging with every movement.

  The mist began to disperse, the biting cold disappearing as warmth seeped back into the surroundings. Those snaking lines of blue started to recede. His breathing steadied. The tremors in his tentacles subsided. Once the last sliver of blue vanished, Bion rocketed himself off the floor, glaring at Niwla.

  "W-what did you do to me?" Bion demanded. "What was that!"

  Even Niwla didn't know what had just happened. He was just as surprised—if not more—than Bion. Never would he have imagined that a Species Skill would be so effective at such a low mastery level.

  Still, he had to give an answer.

  Niwla, wobbling from the pain in his legs, said," That was your weakness on full display. Even when I let you pin me down, you couldn't finish me off. Pathetic."

  Bion’s body tensed. His face twisted with rage over Niwla's taunts. He charged forward again, tentacles full of vigor, stomping on the ground as if he hadn't just been curled up on the floor in pain moments ago.

  With the current state of his legs, dodging wasn't an option. It didn't take a genius to know what he should do next.

  "Withdrawal! Withdrawal! Withdrawal!" Niwla shouted.

  Icy blue mist erupted out from his body. They condensed together, concentrating into a thick haze. The chilling vapor drifted toward Bion—who had no qualms about charging through it.

  The moment his jellyfish head entered the haze, he collapsed onto the ground.

  Tentacles trembling, whole body shivering, and gasping for air. The blue lines spread throughout his body at a faster rate, illuminating his body with a ghostly frost, brighter than before.

  "Out of respect for you as a classmate, I'm bringing this match to an end. I've already won. There's no point in watching you squirm around in pain any more. Goodbye," Niwla said, as he began to walk out of the training grounds classroom.

  He put on his best stoic expression, pumping out his chest, and ignoring the pain pumping up his body with every step. Once he was out of the classroom, and sure that no one was watching, his stride transformed into a hobble. One wing pressed against the wall for support as he made his way back to the dorms..

  Getting used to this new body would have to wait. He had underestimated Bion, and overestimated himself. What was he thinking spending so much time deliberating during the heat of battle? That aspect of his would have to be remedied pronto. Winal and Alwin suffered no such deformities, thought that was likely because they were simpletons.

  At least the battle had proven fruitful. He had gained a rough understanding of what his new Species Skills did and had taken Bion down a size—just barely. Next time, he'd aim to utterly humiliate him.

  However, Uchronia's earlier comments hung heavy in not only his heart, but Alwin's and Winal's too. Was he really such a burden to her? The answer was yes. But, he would soon change that.

  If he even could.