I do not own Ben 10.

Right, left, right, right, right, left, right, right, right, left, left, left. Pause.

Nothing.

Ben groaned in frustration, adding yet another line to the tally. He'd been here forever, trying every single combination he could think of to unlock the master control. He was in the secret base under his garage, a room usually lit up by the strip light on the ceiling, but right now the only light was the dull green emitted by the Omnitrix.

"Come on, the code can't be that long! 1 to 12 digits is 8190 combinations! One of them has to be right!"

Right, left, right, right, right, left, right, right, left, right, right, right. Pause.

Nothing.

He even had a system for this: treat it like binary, right was 0, left was 1. He was up to 010001001000 in binary, and while he couldn't tell what that was without going Grey Matter, he knew that it was a lot of attempts. He had been doing it over the course of several weeks, after all.

Right, left, right, right, right, left, right, right, left, right, right, left. 010001001001.

Pause.

"Master Control access pending. Sampling DNA. DNA sampled. One match. Omnimatrix Master Control granted to Benjamin Kirby Tennyson. Please provide new security protocols."

There was silence for a moment. He'd unlocked the master control several times before, but this time it seemed... Different. Like it was going to stay this way.

He was also having difficulty believing that he'd unlocked the master control before setting the watch to self-destruct. Again.

Finally, he cleared his throat. "Okay, how about... 'In the event that the Omnitrix is removed from my wrist, disable Master Control.' How's that?"

"Protocol accepted."

Ben stared at the watch. "Is it really that easy? I mean I know it was just a code, and I was bound to get it at some point, but shouldn't there be some kind of issue stopping me from using this, or an alien attack that forces me to give up the master control or risk my friends' lives?" There was silence for a moment, and he shrugged. "Okay then, XLR8."

Even without hitting the Omnitrix, there was a flash of green light and XLR8 sat in the chair that Ben had occupied. "Yes! Take that, Azmuth! No more turning into Pesky Dust when I want Humungousaur! Fat fingers my stripey black and blue tail! Ben!"

There was another flash and the normal, human Ben Tennyson was once again in his chair. He looked at the watch again, but it made no comment as he almost expected it to. "Er, what else can you do?"

"List Omnitrix functions or modes?"

"...Let's go with modes, I guess. And give me descriptions."

"Active mode: Allows the user to transform, using samples from one or many specimens of an alien species, by selecting the required species from a list. This mode has several variations, which show the list of species in different manners. This mode is enabled.

Recharge mode: A safety measure, created to prevent loss of identity through overuse of the Omnitrix. This mode becomes unnecessary over time. This mode was disabled with the access of Master Control. Re-enable?"

"No! I mean, no. Do not re-enable recharge mode. It's given me nothing but trouble so far, and I think I've been a hero for long enough that I won't need it."

"Confirmed.

Scan mode: Scans DNA of nearby sapient species, usually to add their DNA to the Omnitrix database. DNA is stored in a computerised format in the Omnitrix device itself, in contrast to previous models of the Omnitrix. This function is set to activate automatically in the presence of an unknown species or damaged genetic material.

Randomizer mode: This mode has several different variations. This mode may be used to randomize any of the following: all species stored in the Omnitrix, all species previously used by the Omnitrix, a pre-defined list of species stored in the Omnitrix, the time and date transformed into a species, the time spent as a species, the DNA used for a species-"

"Wait, explain that last one?"

The Omnitrix paused, and Ben could only imagine an annoyed sigh like the ones that Azmuth gave him. "All alien species with DNA samples from more than one source may have their genetic code randomized and stored as a new transformation. The original transformation will be kept unless stated otherwise by the user."

Ben frowned, rubbing his chin in thought. "How are transformations picked usually?"

"A degree of randomization is used for species with dissimilar properties to the user, but transformations are usually created by adapting the user's DNA to the chosen species."

"Okay, so it's a little random but mostly just me... So say Kevin got the Omnitrix, how would his aliens look in comparison?"

"Kevin Ethan Levin's transformations would be taller and wider, and such species as Tetramands would be far more powerful with his DNA."

Ben flicked the Omnitrix in annoyance. "So which aliens would I be stronger as?"

There was another pause, and Ben tapped his foot impatiently. "Your Kineceleran form and similar species would be better built for speed and thus faster. Species that do not rely on physical strength would also be more powerful. For example, your Galvan form would be able to think faster and more strategically, while Kevin's Galvan form would be less effective owing to his stubborn nature. You would have more control over certain species' powers, most notably the Nemuina."

"So I make a better fairy than Kevin?" Ben grumbled irritably, but his frown turned into a smirk. "Exactly what powers do Nemuinas... Nemuina? Nemuini?"

"Nemuina," The watch supplied helpfully, and Ben waved it off.

"What powers do they have? I haven't seen much besides sleeping powder."

"Nemuina have the ability to send opponents to sleep, and to manipulate their dreams to obtain everything from blackmail material to information. They can project an opponent's dreams for others to see and cause hallucinations in tired opponents. Skilled Nemuina can manipulate dreams to harm an opponent's physical body, hypnotize an opponent, send multiple opponents into a collective dream, send opponents to sleep with song, eye contact or movements, and send an opponent to sleep in a way that makes them feel like they are awake and in control. Lesser advantages include weak plant control, flight, higher than average speed, a small stature that enables them to hit pressure points similarly to a Galvin, a naturally calm personality and an instinctual ability to multitask stemming from their total control of dreams."

Ben blinked. "All that power in one alien? Why aren't they ruling the world already?"

"Nemuina have several weaknesses. They are not combat-oriented, and are susceptible to opponents that do not sleep, such as Galileans. They cannot produce an infinite supply of sleeping powder, and other methods of forcing sleep are time-consuming and draining. They are vulnerable to fire, ice, the void of space, and several other common hazards, and their wings are especially fragile. They cannot fly in strong winds or extreme heat or cold."

Ben didn't react when the Omnitrix stopped talking. He knew that he was a little rash and judgemental, but he'd just dismissed Pesky Dust as a joke when Blukic and Driba had unlocked it by accident, just because it looked feminine and weak. He wondered if the other aliens they'd unlocked could be any good, but he crushed down the thought. Right now, he was going to focus on Pesky Dust.

After hours of laying on his bed, just thinking, Ben came to a conclusion.

He needed to learn how alien society worked. More importantly, how it worked when you were'nt a world-famous superhero. He honestly had no clue how Undertown functioned. Was there a real-estate agent? Did you just pick a cave and live in it? Did more alien shops use different currencies, or did everyone use taydens?

Ben had no idea, and as someone who regularly visited Undertown, he really ought to know more about the place.

He was still going to learn more about Pesky Dust, but-

"But what if I do both at the same time?" he finished, glancing down at the Omnitrix. "Hey, that last randomizer setting makes new versions of the same alien, right?"

"Correct," the synthesized voice replied immediately, and Ben nodded.

"Okay, make a backup for Pesky Dust's DNA."

"Please provide calling name for the backup."

"Go with Pepsy Dust, it's ironic," Ben said distractedly. The Omnitrix beeped, turning blue for a moment before it went back to its regular green.

"Backup successful. Randomize the DNA for Pesky Dust now?"

"You read my mind," Ben grinned, then he blinked. "Uh, literally?"

"Correct," it said again, and he shrugged. How else could he have transformed without saying anything back when he unlocked the original Omnitrix's master control? Really, he should have been expecting it. "Randomizing DNA... Complete. Transform into Pesky Dust?"

"Yes."

The flash of green light had become second nature by now, but the feeling of changing never really had; every transformation felt completely different from every other one. Ripjaws felt cold, Four Arms was tingly, and Pesky Dust was sort of numb.

Not the new Pesky Dust though. His mouth felt hot, like he'd been eating chili fries, but at the same time it was like he was drinking his favorite grape smoothie - the one from before he'd rewritten the universe and inadvertently ruined it. He felt like he was sat in a warm bath, relaxed and warm as could be.

It was everything that he loved about his favorite transformations: the warmth of Heatblast, the stretching of Humungousaur, the pure Power of Feedback, all heaped into a little pixie thing around three feet tall.

Then it was over, and the new Pesky Dust lay on Ben's bed, panting softly. One of those sensations he could deal with, but all of them at once had overloaded him entirely.

Sleep was looking really good right about now...

Ben didn't want to get up. He was too warm to even consider moving, like he was covered in the thickest quilt ever.

His mouth also tasted faintly of chili fries and grape smoothie...

He forced his eyes open, the memories of master control flooding back to him, and groaned. Of course it was all a dream. The universe would never allow him to-

His thoughts shut down when he tried to wriggle his toes. It was a habit of his to do that when he woke up, but this time... This time, there weren't as many toes to wriggle.

He just lay there for several minutes, trying to come up with an explanation. He never stayed alien when he was unconscious, so why did he feel so different?

He went through his memories, still lying on his criminally soft bed. Had he really unlocked the master control?

"Confirmed," a robotic voice sounded from his chest-area, startling him. Of course it could read his mind... But that didn't answer the question of what he was. "You are currently in the form of Pesky Dust, a transformation created through the randomization of Nemuina DNA."

"But that means- Yes!" Pesky Dust cheered happily. "Operation Dust Down is a go!"

It was a perfect plan, except for the part where he had to execute it.

Grandpa Max sighed. "Alright, but a month at most. We still need you here, Ben. I know I can't stop you from having this time off, and quite frankly you've earned it, but I'm glad you at least came to talk to me about it." Ben grinned and hugged his grandfather, who returned it happily. "Just be careful. You are world-famous now, after all. You can pass off the Omnitrix logo as a plumbers badge in your alien forms, but some people will recognize you, especially if you turn into an extinct alien like Cannonbolt."

"I'll keep that in mind, but..." Ben held up his left arm, showing off the watch. "I have an idea for how to get some peace."

He slammed his hand down on the core of the watch, thinking of Big Chill, and the familliar green light was accompanied by a sudden cold in the back of his head.

"Big Chill? I was going for ChamAlien," he lied, and Grandpa Max chuckled.

"Good thinking, but maybe you should wait until sundown for that. It's late afternoon now, so the long shadows would easily give you away. Either way, you can at least make a start now as Big Chill."

Big Chill nodded, then turned to Rook. "Sorry to spring this on you, partner-"

"That is fine," Rook assured him. "I had been attempting to find time for some of my own activities, and now seems to be as good a time as any. Which reminds me... Magister Tennyson, you would not happen to know of anywhere that I can get a new set of reparation tools, would you?"

"Old set broken by Ben?"

Rook nodded. "How did you know?"

"Happens all the time," Max replied, pressing a button, and a toolbox was suddenly on the table, with no explanation for how it got there. "I happen to keep spares now."

Big Chill had the decency to rub the back of his head in embarrassment. "It's really not that bad," he defended himself, but Rook shook his head.

"From what I have seen of you so far, it is indeed that bad," he said with finality. "Thank you for the tools, Magister Tennyson, and goodbye for now, Ben."

"See you around. Time to blow this popsicle stand." And with that, he melted through the floor, leaving only a small patch of ice in his wake.

Max sighed and turned back to Rook. "He's up to something," he said matter-of-factly.

"I agree, but if Ben is being so secretive, I am sure he must have a good reason. The Omnitrix was behaving a little... off, when he used it just now."

That caught Max's attention, and he frowned at the one deactivated screen in the room. "Off in what regard?" he pressed.

"The sound was different. Usually when Ben transforms, there is a sound as he presses the button on the Omnitrix, but this time it sounded as if he was hitting the Omnitrix's faceplate instead. Also, he did not scroll through his list of alien creatures as he usually does. As I have never seen Ben as this ChamAlien that he spoke of, I can only assume that he did not intend to change into ChamAlien as he said, because the Omnitrix would not default on an alien that has not been used recently."

"You picked up on it too, huh?" Max muttered. "Putting the facts together, we know that Ben didn't press the button to change his form like he usually does. Either he's having more problems with the Omnitrix, or he's unlocked the master control again. I'm willing to bet on the latter, which can only mean trouble."

Ben sat down on his bed, then kicked off his shoes and stripped down to his boxers. It was time to put his plan in action, and if turning into Pesky Dust was going to knock him out again, he wanted to at least be comfortable. Once he'd lain down and thrown the covers over himself, he braced himself and said, "Pesky Dust."

The perfect blend of tastes was in his mouth again. His body felt warm and the aches and pains of all his previous fights melted off him. His chest felt like it was bursting, and his fingers tickled with Power.

He didn't fight it, but unlike last time, he managed to stay awake after the transformation had ended, and all the best feelings in the world stayed with him. He panted for a good minute afterwards, but he was soon almost back to normal, with only a light-headed feeling to the contrary.

"So far, so good," he murmured, looking to the Plumber badge that had appeared on his chest. Omnitrix, make this my base form so I can't be turned to human by accident."

"Setting Pesky Dust to the default form. Benjamin Kirby Tennyson, the previous default, will be unlocked for use in Active mode. Proceed?"

Pesky Dust blinked, then snickered. "I'm gonna put myself in the Omnitrix? Awesome! I'm an alien!"

"You have been many alien creatures since acquisition of the original Omnitrix," the watch almost-snarked, "and from a certain point of view, humans are already aliens."

"You know what I mean. Proceed!"

"Proceeding. Estimated time remaining: Three hours. Other commands may not be performed during this time."

"Three hours? Guess it'll give me a chance to get used to my new form," Pesky Dust supposed. "Now where's that mirror that I keep around?"

As it turned out, Nemuina were very varied. Pesky Dust was shorter and stockier than her- his predecessor.

One thing that didn't change was how girly they looked, and it was messing with his use of pronouns.

The new form's skin was lavender-colored rather than the pale blue of the original, and the pink markings on his face were replaced by two blush marks of a darker tone. His hair had a fringe that covered his pale blue eyes, which were still ringed with black.

His wings were a really major change. The top pair was much larger than it had been before, and were a dark blue color. The pattern on those was the same color as his eyes and made of segments, which were squarer than before, and the bigger segment on each side had a notch in, where the darker blue spiked into the pattern. The bottom wings were around the same size as they had been, but their pattern involved a large number of different sized blue bubbles.

The new Pesky Dust wore the same green and black dress that Pepsy Dust did, with the Plumber badge on his chest, green as it always was. He'd almost expected it to copy his eye color, but it didn't really matter either way.

"The Omnitrix is unable to complete default transformation change in the user's current state. Switching to the most stable available transformation in three. Two. One." There was a flash of green light and Feedback was lying in the bed, one of his plugs sticking uncomfortably into his back. He pulled on his antenna and shifted his weight to the side, relaxing when he felt it move out of the way.

"You know, you could have told me which alien I was gonna turn into," Feedback grumbled. The watch didn't reply.

"Estimated time remaining: Two hours, thirty minutes."

Feedback sighed, which sounded more like static than breathing. It was going to be a long evening.

Thunk.

Thunk.

Thunk.

That was a rubber band ball that Ben had dug out of storage. If he remembered correctly, and he usually did, he'd made it back when he was 11, and the watch was taking its time recharging after several hours as two separated Dittos thanks to a car accident on a cliff.

There was a load of other gems scattered across the floor: Things like an ultra-rare golden Sumo Slammers card that he'd put away for safe keeping, or the first hoverboard that he'd ever had, which barely supported him anymore. That was one of the changes he'd inadvertently made to the universe when he rebuilt it, not letting his first hoverboard die before its time.

"Estimated time remaining: Three seconds. Two seconds. One second. Default transformation change complete. Recharge mode will be enabled for one hour."

Feedback barely had time to process that before he was engulfed in all the happy feelings and the green light, and Pesky Dust, already tired from a long day, could barely stay awake afterwards. "What is it with this Omnitrix giving me just three seconds of warning?" he complained to nobody in particular, and the watch didn't answer. And come to think of it...

"Well, so much for form-fitting," he muttered, lifting his arm and watching the watch slide past his skinny elbow. "That happened when-"

"The Omnitrix has been removed from the user's wrist. Master Control Disabled."

"...Oh sugar, that isn't good."

Haha, plot twist. He's stuck as a pixie thing.

A couple of clarifications: Ben still has the original Pesky Dust transformation, which he's calling Pepsy Dust. This is before he reveals the name Pesky Dust in the show, so he's using that name for the randomized Nemuina form.

This is supposed to come right after For a Few Brains More. Since time between episodes is difficult to judge, just assume that Max's Monster won't be happening for a while.

The reason that the Omnitrix disabled was that since Pesky Dust is the default form now, that's the one with the watch. Going by Arrested Development, the watch doesn't resize properly, so it slips off Pesky Dust's wrist and up his arm, deactivating Master Control as per the security protocol that he set up (which had been added by Azmuth in the hopes that Ben would be mature enough to set his own boundaries).

It's probably a little hard to follow, since I was coming up with the idea for this fic on the fly. Anyway, reviews are appreciated and all that jazz. Thanks for reading.