Disclaimer: I don't own Ben 10 or Yugioh 5D's

My first Yugioh 5D's crossover with my favorite anime and the fad cartoon I used to love. Hope you guys would enjoy this!


A massive board laid on the bottomless floor of space itself as nebulas traverse as the stars shined around the dark red void. But behind the board stands a large temple made of stone and steel with six pillars surrounding the board. Six entities appeared, three dark and three light, standing on each pillar as they looked to the board below.

"Ugh, more of the accursed darkness is still continuing to spread."

"Indeed, despite erasing their existence in universe after universe, they still exist like a bothersome bug."

"And our interdimensional empire has thrived even with the small negativities that existed, but now these things are putting it to the test."

"Yes, and we have hidden it for so long, now they are forcing us to play our hand."

"But we must prevail, a single cell of this darkness can destroy a galaxy. Who knows what'll happen if we fail!"

"On the other hand, our avatars can only hold various places within the multiverse, readying defenses and power to stop them in their tracks. We may have need of someone who can help alongside us, but not intervene."

"There many who would oppose with only a few who are reasonable to start with. Who would help us in this stressful time?"

A momentary of silence fell upon the six entities as they pondered.

"Then perhaps we can recruit a few people. Even if it was unintentional."

"But what sort people would be when their lives and duties… were already accomplish and free from destiny."

"Do you think…?"

"NO! He has already done so much, why should we intervene with his life again when he has done much for us?"

"He is practically the perfect candidate, more than who I would think of in this crisis."

"I also go against this! It's bad conscience that we would put in him in such a state."

"Then do you have any other person willing to take his place?"

"You're talking about stranding him in a strange and unique universe… but I guess that's why you wanted him."

Two of the light entities bent down and looked as they asked, "At this kind of juncture?"

"It may be the best way," the darker entity said if it had a predatory smile, "Enough to break him of his depression and loneliness."

"Or drive him insane," a dark entity with red fire scoffed.

"Aren't we all insane," one light entity replied as they look to each other before disappearing to nothing.


Within a white lab, scientists awaited for their chief researcher to see their new invention bear fruition as some were jittery with excitement on their advancement in technology as the said chief was near the machine. Bent down with a welding blowtorch, he had a lab coat with his sleeves rolled up and thick safety goggles to protect himself from the sparks he produced. Just as he was done, he turned off the torch and stood up, tearing away the goggles used for protection.

The chief researcher had a black crab hairstyle with gold highlights, showing his somewhat smudged tan skin and royal blue eyes. More iconic is his jagged criminal mark at the left side of his face. Almost dashing for a young genius if some of the female staff were to judge. The man was not only a scientist but a renowned hero of Neo Domino City, Yusei Fudo. With the specks done, he gave a hand signal with his left hand.

"It's done, begin the test run," the duelist genius announced.

"Yes Doctor," the technicians have said running to obey.

Yusei still stood to admire the machine that ran the famous Ener-D, the same energy source that was utilized to the cities all over the islands. To think the pinnacle of engineering can even perhaps destroy the world, but now he is utilizing it to advance humanity's technology. With it, everyone he cared for is safe, finding their dreams while he became a rising star in the city he chose to stay. Especially since he was lifted from a powerful destiny that tied him as one of the protectors of the world.

His gloved hands subconsciously reached the sealed deck on his hip, incapable of letting go of the cards he held as if they are his national treasure. Even at times he would draw a card or two. His tuners would give his various expressions, some happy or deadpanned, but more precious was his Stardust Dragon. Every time he drew it, he would find something lacking in his life. From the heavy destiny of the Crimson Dragon to the WRGP and when Synchro monsters would be the key to humanity's destruction. Flicking Stardust Dragon showed eight Synchro monsters given by the friends he held dear, reminding him of their friendship and his loneliness.

Suddenly a whirring made him wake up as he looked to the machine with caution. A panel opened as Yusei looked within, seeing it glow bright red, similar to the power of the Crimson Dragon. Before long an explosion enveloped around him as he looked with widened eyes.

The light grew to where everyone within the vicinity had to shield their eyes. When the light faded, they looked to see an intact generator, but also an empty space where Yusei Fudo once stood.

Chaos spread easily around the lab as they look to see the prized scientist disappear. But they didn't see the white card that stayed in Yusei's place.


Wherever he landed, he didn't know, but he couldn't help but feel the softness that would resemble grass. A small voice seemed to tell him to sleep as he almost wanted to obey, but there was something he can feel that is close to his proximity. Yusei forced his eyes to see who and found a familiar being.

Standing in front of his crawling form was a dragon, a creature that took the appearance as the younger version of his ace Stardust Dragon. It roared softly as it poked its sharp nose at his cheek. The small pain managed to encourage him to bring himself up as he looked around his surroundings. The only thing he saw was the towering trees, the glowing bugs that flew around them in the quiet night sky, and a full moon shining brightly than ever.

"Where are we," Yusei first asked wondering where they are as he looked to his tuner monster, only to see it float to some of the trees, "Debris!"

He followed his tuner monster and looked in confusion, several cases laid neatly and to the side are two things he didn't expect: an Ener-D generator and a unique device made with royal blue body with gold markings. Instinctively, he tried it on and it saw it bring out a holographic frame, similar to the ones he saw on the alternate future. Fascinated by the technology, he then looked to Debris Dragon who had a note in its jaws. He kindly took it from the dragon and read it out loud.

Darkness you've once extinguished now exists in here as well. Within the cases lies the necessities you'll need. But if you need more, ask the cards you hold now.

'Darkness I defeated, what could they be talking about,' Yusei thought as he brought the duel disk up to his face. Fetching the cards he held dear and insert them from within, he was also introduced to a new setting bizarre to him. Sliding with a figure, he could see several pictures of the monsters he had in his possession. Looking at it and the innocent Debris Dragon, he then focused on the cases neatly placed. He opened one just once and found himself looking at a fortune in this one case.

'Either someone wanted to help me, or fate really needed my help,' Yusei thought commenting on the cases and the devices given to him.


(Three Months Later; Bellwood)

Through the streets of the peaceful town of Bellwood, home to the famous or infamous Ben Ten, a green and back muscle car roared through the streets with no care in the world. Within the car is a muscular man wearing a tight black t-shirt over a gray long-sleeved shirt, blue pants and black combat shoes as well as having a choppy mullet. Ladies and gentleman, the one driving is the Osmosian known as Kevin Ethan Levin.

Apparently he had a call from his con-man named Argit who happens to 'obtain' some level 5 technology and is ready to sell it out to some suckers who wants a piece. His girlfriend was busy studying and the famous Ben Tennyson is hanging out with his own girlfriend, he was the only one who has some free time on his shoulders. And the place he was selling was at the docks tonight. However the call was off when Argit was asking for help and was willing to get rid of the stuff out of his hands as soon as possible. In Kevin's mind, there was no way Argit would give away some tech, not without selling them for a price.

Just as he got to the meeting point, he saw a disastrous sight. The place was filled with cuts all around and some had even sliced deep on the solid concrete. Giant containers were torn out unnaturally, the doors were clawed out, and some traces of fire still lingered. Honestly it almost looked like the time Albedo took Ben's identity, not a pleasant memory.

"Hello," Kevin yelled out walking into the ruined building, "Argit!"

Kevin continued walking down, looking around for the alien con-man before stumbling and regaining his balance. Kevin looked to where he tripped, but was introduced to a big three-clawed footprint. It was unlike some of the aliens he fought against and the foot print was really six inches deep, but the length of six feet. Whatever the thing was, it was big and unfriendly. A groan didn't go to deaf ears as Kevin raced to the source, shoved the broken crates and found the alien he's looking.

Somewhat bruised, wearing a black t-shirt with an orange/brown jacket and blue jeans, long black quills as hair and his tail looked like someone stepped on it hard.

"Hey, Argit," Kevin yelled loudly to wake him up.

Argit groan from the loud voice as he looked up to see his old partner.

"Kevin! Buddy, am I glad to see you!" Argit said unnaturally happy to see him.

"Okay, since when do you call me buddy, and what happened here," Kevin asked and demanded at the same time.

"Oh great, you mean you didn't get rid of them?!" Argit now fully active and panicked while the quills stiffened completely.

"Then do you mind telling me who is them and what happened here," Kevin asked again.

"Okay, okay," Argit said trying to take deep breaths, "I was meeting with some of my valuable customers. And then my best customer came by with riches ready to give."

"Really, a guy would really give money to you," Kevin suspiciously asked.

"Hey, that guy had been my best customer for over two months, just wanting information and some tech I manage to *ahem* obtain," Argit corrected, "As I was saying, before he could give me my bounty, some pirates went after my goods. Needless to say my client didn't get how dangerous they can be, but before long, giant clashing and destruction got me and my poor tail stepped on."

"Wait, that one guy did all this," Kevin wave his hand to gesture.

"Oh yeah, and I didn't want to get on his bad side," Argit frighteningly said emphasizing the 'oh'.

A big quake felt all around them as they looked around, albeit Argit growing more scared and quickly hid in one of the crates while Kevin took cover to remain hidden as the quakes grew loud. He could hear the heavy growling from the being responsible for the mess as he heard it make two cautious steps. He feel something looming over him as he looked up, only to find darkness of its giant shadow. Before long, the shadow dissipated as Kevin heard several containers being taken away. When he looked up, he only saw a tail disappearing at the edge of his eye.

Kevin raced to his car and immediately started the engine as he tried to follow the stranger in the night. Putting pedal to the medal, he can vaguely see the figure in the sky. But he did catch some of the color though as he saw some red like the roses. It changed course as he tried to follow its path.

"Where are you going?" Kevin wondered as he ended up following it through the forest.

He kept trying to follow the thing and avoid having his car from having some scratches. But as he managed to go as fast as he can, four explosions were heard around him as his car stopped completely in his tracks. When he got out, he found the reason his car stopped… all four of his tires went flat.

'Not again,' Kevin groaned as he went to one of his dead tires. He found something as he plucked it out, only to find it was a thorn, an unusually large thorn and found more in his tire. He took one more look at flying figure as it faded away.


"So let me get this straight, someone trashed the building and went away with some technology that Argit took," a red-haired ponytail girl with green eyes started, "And you tried to follow it only to have your tires slashed by thorns?"

"That's pretty much it Gwen," Kevin said replacing the damaged tires while tossing her one of the thorns.

"Yikes," Gwen said looking at the size, "There aren't such florae that can produce this kind."

"I know, it could be another alien, but I don't recall plants that can do that, except for Swampfire," Kevin said brushing off some sweat.

"But Swampfire doesn't use thorns," Gwen checked.

"Got that right," a voice said as the two stopped to look.

Walking in front of him was a teenager wearing a black shirt, blue jeans, black shoes and a green jacket with white stripes and the number ten on it. The infamous proclaimed hero of the universe, Ben Tennyson.

"And the man of the hour has arrived," Kevin first said, "How's your date?"

"It went incredibly and awfully well," Ben admitted, "There was no aliens, no thugs, just me and Julie enjoying our date in peace. Which is weird and creepy."

"Really, a regular date weird and creepy," Kevin said with a raised eyebrow.

"Now that you mention it, there's hardly a crime in Bellwood," Gwen added, "Since the two months, crime dropped quite severely, no signs of burglary or as much as an alien trying to trash the city."

"And the only thing mentioned was when there was a disaster at the docks. Let me guess, you were there Kev," Ben said.

"Got that right," Kevin approved repeating Ben's previous words, "Something has been going on off radar and I think I know someone who can help us with our 'problem'."

Gwen and Ben looked at each other and said in unison, "You're going to ask him?"

The trio knocked on the door as it opened to reveal a small kid. He had light brown hair, black eyes, white shirt and a hoodie with a white ten on the black circle behind the straps.

"Hey Ben," he said with happiness.

"Hey, Jimmy," Ben greeted the boy named Jimmy, "We're wondering if you can help us with something."

"Ooh, is it about the different appearances of the other aliens," Jimmy excitedly.

That got them off the loop. New appearances of other aliens, that's new even for them. They only wanted to ask if he saw the figure Kevin saw, but now they're interested on Jimmy's topic.

"What other appearances," Gwen asked kindly.

Jimmy allowed them inside as they get to look in his room again. He still had the clues that got Ben revealed, but on the other side showed more clues.

"I've been investigating these guys over the past two months. Whoever they were, the guys are incredibly strong, super-fast, and secretive too," Jimmy stated as he pointed to the pictures.

The first picture showed an alien similar to Four Arms. Unlike Four Arms, the thing looked more machine, had a peculiar trident-like crest, horns sticking out at the cheeks and four blades acting as an x on its back. (1)

The second showed as machine, with a light tan scarf, red eyes, brown armor, blue crest on its forehead, and had an enlarge drill as its right arm. (2)

The third revealed a bulky aqua and blue-gray alien with a rocket booster as its tail. Steam spewed from its arms and back as it had horns protruding from its narrow head. (3)

But the fourth is the shiniest. Clad in white with orbs, the entity had a cyborg-look with its spiked wings discharging a green aura, trident horns protruding back and a metallic chest. (4)

"Man, those aliens look better than mine," Ben grumbled at the cool pictures.

"I've been trying to figure out who those guys really are, but they left little clues for me to solve," Jimmy said, "I thought they would be different people, but I think they are actually the same as you."

"What," Ben said not understanding.

"He means Tennyson is that there is someone out there who could have the same Omnitrix like you but with different aliens," Kevin explained.

"That's what I was thinking," Jimmy said, "But unlike you when the crimes were gone, he would just disappear, not leaving anything behind. In fact, he showed various areas stopping crime but ended it in a snap."

"Looks like you got some competition," Kevin said with a smirk.

"Yeah, like anyone could anything like what I did," Ben said before asking Jimmy, "You wouldn't happen to know about the damage at the docks."

"Now that you mention it, yeah there was a sighting of a weird alien flying out of Bellwood," Jimmy said typing on the keyboard as the computer showed a footage.

However, due to the camera's system, they can only see a blur as they see black and red soaring through the night sky. But the footage ended as the thing sawn was a bright amber eye looking menacingly.

"It's not much, but it'll have to do," Ben said disappointed while putting his hands on his hips, "Was there anything that recently happened before we came to you?"

"Uh-huh, the same thing on the video was spotting flying near the park, chasing a runaway truck," Jimmy noted.

It already caused the three to look at each other as they decided their next move will be.


(Meanwhile near the park)

"GO! GO! GO!" Thug 1 yelled fearfully at the driver.

"I'M TRYING MAN! I'M TRYING!" Thug 2 yelled back just as afraid, putting more pressure on the gas pedal as an explosion was heard.

"THEN TRY HARDER!" Thug 1 barked as a van swerved out of their way.

The truck sped through the light traffic as collateral damage was made from them. Fire hydrants spewing water, cars being rammed at the sides and a muscle car flipped over.

"WHERE DID THAT THING GO!?" Thug 1 yelled looking at the back of the truck.

"I DON'T KNOW AND I DON'T CARE!" Thug 2 yelled not letting go of the pedal.

They continued onward in an attempt to shake the thing that would want those dead off, hoping to escape with some goods. It USED to be a simple theft, but the thing after them looked like it wanted to make them suffer and they don't want to suffer.

But as they race through to where they'll run through the park, a shadow loomed over as they stiffened. The two thugs then looked to their right, only to find a crazed, amber eye flaring like fire. The next thing was unexpected, the truck they are on began to slowly spin as reality slowly came to their minds, realizing that they're being thrown in the air. The two screamed at the top of their lungs as they are plummeting down to their destination.

At the tennis court, there was a girl practicing. She had black hair, brown eyes, white wristbands, t-shirt, skirt, and tennis shoes. While on the other side is a green and black machine shooting out tennis balls every now and then. Just as she practiced, she heard screaming and looked up to find a spinning truck landing at the nearby trees and shrubbery. Already she stopped and wanted to see, while the machine began to change, altering into a small animal similar to a seal pup as it looked to where the truck landed.

"Ship?" it said tilting its one-eyed head as it was curious.

"I don't know," she said anxiously before deciding to investigate.

When they arrived, the truck was completely ruined. The wheels were torn out, the body was ripped apart, and even in the driver's seat looked like the people were forced out of the windshield.

"Hello," she said cautiously as she walked around suspiciously

The green and black being crawled around curiously as it sniffed around like a dog. Crawling under the truck and up near the girl, it stopped and looked ahead, completely stiff. She stopped to see it look like a statue and looked on only to find nothing.

"Ship!" It called out like it knows there is something.

The girl observed closer than she can and still found nothing. She looked down at her pet and said, "Do you see anything Ship?"

"Ship! Ship!" Ship yelled nodding its head as it pointed to where it viewed.

She felt heavy stomps coming to as she looked to the foliage again, but this time it moved more savagely. The colors began to alter as it revealed its true self. A black dragon adorned in large rose petals, rosy antennas protruding back, large draconic talons, thorn whips attached to its closed wings, a spiked tail, and an elongated armored neck. The dragon looked down at her and she felt her skin crawl when she saw its amber eyes. (5)

"Ship?" Ship barked softly at the dragon before them as it roared just as softly, "Ship. Ship! Ship! Ship!"

The plant dragon roared again in response as they both conversed in their animalistic nature, then the dragon reared its head and tilt on the side, more puzzled to the being known as Ship as it then looked to the girl.

"Julie," Ship then said as if it was introducing her.

"Uh… hello," the girl known as Julie nervously greeted herself as the dragon sniffed around her.

The dragon exhaled its hot breath, Julie felt like she is at its mercy as the breath managed to make her sweat and her shirt drenched. Suddenly something got Ship and the dragon's attention as they snarled somewhere near the damaged truck. In a fraction of time, two large fireballs were thrown directly at them. While the dragon managed to bring up a wall of thorns to block one, the other launched Julie to a tree, knocking her out cold. The dragon unleashed its whips at the source, only to find nothing as the ones who did it must've disappeared.

The dragon looked to the unconscious form of Julie and then looked to the worried Ship. A voice called to them as they agree that she's in danger. Completely gentle, the dragon took her body in its teeth, gave Ship a lift to its body, and flew up before any other attackers would come.


"Yup, this is the same footprint I saw," Kevin said bending down to the exact footprint he saw on the dirt.

"It's huge, it's gotta be as tall as the High-breed," Ben said getting a good look.

"Whatever it is, it is close by," Gwen said then pointing to a direction, "The truck flew to that direction, at the trees near the tennis court."

The three continued to walk on to investigate the scene for themselves, but instead they found something just beginning to fly in the air. The same black and red they saw on the footage at Jimmy's place.

"Alright, let's see who this stranger is," Ben said activating his watch and pressed down.

A green light enveloped around him as his body began to alter. His hands and feet became three digits, developed a lizard-like tail, gills under his arms yellow horns above the eyes with a yellow stripe leading to the lips and a yellow patagia. When fully morphed, he was a red, humanoid, manta-ray alien with two lightning bolt stripes coming down from the shoulders to the symbol used on the watch.

"Jetray!" Ben called out the name of his alien as he took to the skies with ease.

Easily catching up to the mysterious figure, he managed to get a good look at the thing. It was bigger than some of the High-breed he once fought, but it looked more of a black dragon wearing large roses as several of its whips glide through the air.

"Alright, whoever you are, mind telling what's been going on for the past few months," Ben spoke up.

The dragon merely growled, not bothering to have eye contact.

"Look you, flower dragon thing, I just want to know what happened during the… the…" Ben stopped with eyes completely widened at the sight before him.

The dragon did managed to make eye contact, but the sight that made Ben stop was the sight of the unconscious form of Julie inside its banana-like teeth.

"What have you done with Julie?!" Ben demanded with narrowed eyes, not knowing the danger near.

Seeing the weird alien just demanding the human in its teeth, the dragon did the only thing that's best. It lifted its right wing more and slammed Ben with incredible force, sending him down to the dirt like a speeding bullet. Doing such made an explosion as a small crater was left and Ben transforming back to his human form, groaning in pain.

"Ben!" Kevin yelled to his attention, "You alright bud?"

"Ah," Ben said cradling the back of his head seething in pain, "I'll live."

"What happened up there?" Gwen asked.

"I was trying to get answers, but that dragon had Julie in its teeth," Ben said still in pain but more with worry, "We have to find them."

"Them," Kevin asked.

"Ship was with her too," Ben added, "Gwen, can you figure out where they're going?"

"Not unless I have something we can find that's hers," Gwen said grimly.

"There was a tennis court before I flew off, maybe there's something Julie left behind," Ben said with desperation.

"Hope you're right Tennyson," Kevin said before pointing to the flower dragon, "Sooner or later we're going to lose them."


Warmth. That was what Julie felt since darkness claimed her. She felt nothing on her, almost like she was free. Her mind wanted her to wake up, but her body demands to rest.

"Ship!"

She can hear Ship calling out to her, wanting her to wake up. As much as she wanted rest Julie began waking up opening her eyes to see her Galvanic Mechamorph pet wagging its tail.

"Ship!" Ship said cuddling near her space.

"Okay boy! I'm awake," Julie said getting up to her knees, looking around to her surroundings.

Unusually, this place reminded her of one of the castles the Forever Knights used to have, especially one where they experimented on Ship to be their weapon. But unlike the other castles, this one had more steel, plaster, and wood than the use of bricks. Must be a highly advanced castle.

"I hope you can forgive me," a voice was heard just outside her door, "I… never meant to take you away from the sudden accident."

"Oh, it's okay," Julie assured, "I was just caught off guard. Where are we?"

"You're in one of my operating bases at the moment," the voice answered, "Because of the attack, I couldn't risk you getting hurt in the crossfire. I have unintentionally made enemies since my visit."

'Almost just like Ben,' Julie thought, "Well, can you come in and talk face to face?"

"Well, if you are decent enough," a voice said with curiosity.

Instinctively she looked down and found herself blushing dark red. All she's wearing under the blanket was just purple lingerie, revealing her legs, stomach, and some of her upper chest. Searching around the room, she found and immediately grabbed the hanging white robe and wore it.

"Your other clothes were damaged and dirty. I'm having some friends of mine taking care of it," a voice said innocently honest.

"Um, thanks," Julie said a bit nervously, "You can come in now."

The doors slowly opened as Julie prepared herself for the worst, only to find someone more unique than some people she knew. It was a man slightly taller than Ben wearing black jeans with amber knee pads, calf-high motorcycle boots, a black shirt, and an ocean blue lab coat with a crimson helmet with shades covering his eyes.

"Wow, I've… never seen anyone with your kind of style," Julie commented before realizing what she said, "Oh, I didn't mean to-."

"It's alright," the man assured with a mere wave, "This is usually my work clothes whenever I do my research. Although there were some times that I have to do some extra work outside the lab."

'Extra work,' Julie thought before asking, "You wouldn't happen to be the one clearing the crimes are you?"

"Hmm?" the man looked to her confusedly.

"There were a lot of news saying there is someone taking away the criminals while having new alien forms, that was you, wasn't it?" Julie asked.

"You sure are bright, yes I was the one who did it," the man admitted.

"But what happened to the criminals, rumors said that you… that you killed them," Julie wondered with dread.

"No, I didn't do such a thing yet," the man answered, "they are placed in one of my other bases now acting as the prison due to their uncommon powers. Many of my friends had helped me out. Why? Were they needed in some way?"

"Uh no, it's just Bellwood has been crime-free since the new aliens came around," Julie said now answering.

"Well that's good news," the man said, "Then I trust the one who tried to follow me was someone special."

"You must be talking about Ben," Julie said before saying, "He's my boyfriend."

"I see. I have heard many of his accomplishments since my stay and I'm impressed at what he did, hard to believe that there's someone who would be the love waiting for him," the man commented, "Well due to the circumstances that you were caught in my recent activities, I need to have you contained here for the time being. I'm sorry," he said bowing in respect, "However you are free to do some activities in the base while you're staying."

"You're saying I can do anything I want in here," Julie asked, confused that he would give her some freedom in her stay.

"Of course, so long as you don't leave," the man said getting ready to depart, "I do have some experiments waiting for me."

"Wait," Julie said, "Can I at least know who you are."

"Ah… I thought I have forgotten something," he said before taking off his helmet.

With the helmet down, Julie can see his tan skin, crab-like black hair with golden highlights, royal blue eyes, and a jagged mark etched on the left side of his face.

"You can call me Yusei," the man introduced himself, "Yusei Fudo."


1: Junk Destroyer

2: Drill Warrior

3: Nitro Warrior

4: Stardust Warrior

5: Black Rose Dragon

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