Hello ladies and mentlegen. Alligators and Crocodiles. This idea came up in my head around last month, and I've spent the entire month of May planning and writing this. This story is a crossover between Ben 10 (between a point in Alien Force and Ultimate Alien) and Fairy Tail (starting around the ending of the Lullaby Arc). Of course there are dozens of awesome stories that crossover Ben Tennyson with the Fairy Tail guild and he joins and becomes part of the Fairy Tail storyline. However, I've decided to go against the norms that usually occur in Ben 10 Fairy Tail crossovers. Albedo, one of Ben Tennyson's greatest arch-nemesis will be the main character in this story. This story will be taking place a few weeks after the end of Chapter 4 of the Teen Titans fanfiction that I am also working on. But I have changed a few things about how I planned the story, but nothing that will affect the overall storytelling. Both of this story and my Teen Titans story are loosely connected (like how Guardians of the Galaxy and the Avengers are somewhat connected) but this story will mostly be taking place in the Fairy Tail Universe, so there won't be any holes and confusions in either stories. Enjoy.

Negative Fairy

Chapter 1 The Ultimate Punishment

(Flashback, several months before the "event" that destroyed Tokyo, Japan)

Inside of a strange facility that had several dusty and broken computers, a flash of green light exploded inside of the building. On the outside of the building, the night sky was filled with many stars that shone through the darkness.

Inside the building, a teenage boy and teenage girl were both pinned to one of the walls of the building. There was a strange yellow harden foam that held both the teenagers down on the wall. The teenage male had short black hair, who was wearing a black and gray muscle shirt with blue jeans, and the teenage female had long red hair, who was wearing a white button up shirt with a blue sweater and a skirt.

The male struggled under the foam and growled, "He got us with packing foam! There's no leverage here. I can't absorb anything!"

The female struggled within the foam as well and yelled to the guy, "Kevin! Push!"

In front of both the teenagers was another teenage male. This male had brown ruffled hair, green eyes, and an average body build. He wore a black t-shirt and had green jacket over the shirt, and on the jacket was a black and white "10" logo on the left breast. This teenager had a menacing look on his face as he stood in front of the two teenagers, with a packing foam launcher in his arms.

The boy then laughed, "Haha. You're trapped, fools! Give up!"

"Let them go, Albedo!" The boy heard behind him, and he turned to see an exact replicate of himself. The boy known as Albedo then leaned forward and smirked, "OR what Benjamin Tennyson? You'll stop me?"

Ben Tennyson then lifted his Omnitrix and nodded, "Look Albedo. You're not getting my Omnitrix!"

Albedo then winched at Ben's comment then he leaned forward with the foam gun, "I have all of your powers, Tennyson! Out of the two of us, I have the superior intellect as well. You will surrender the Omnitrix to me if you value your life."

Ben then smirked and then laughed, "Oh yeah totally. Cause that would be SO much smarter!" Ben then activated the Omnitrix on his left wrist, and then the hologram of Ben's alien 'Upgrade' appeared over his watch. Ben then slammed down on the Omnitrix and then he was engulfed in a flash of bright emerald light.

Ben was then replaced with by the Galvanic Mechamorph known as Upgrade. Upgrade had a liquid metal body with black exterior with green stripes that resemble circuitry all over his. The green circle on his head is his eye, which glows when he talks.

Ben then called out, "UPGRADE!" Upgrade leaped into the air and then rocketed forward at Albedo. Albedo then charged forward at Upgrade. As Upgrade sailed towards Albedo, Albedo slid under Upgrade. As Albedo went under Upgrade, he activated his own Omnitrix, which closely resembled Ben's own Omnitrix. Albedo quickly slammed on the face plate of his Omnitrix and was engulfed in a flash of green light.

As Upgrade landed in front of Gwen and Kevin, he then heard a deep voice say behind him, "Give up Tennyson." Upgrade turned to see Four Arms. Four Arms was a humanoid alien, who was 12 feet tall, with a lot of muscle, and two pairs of four fingered arms, and red skin. A black stripe goes from his chin to his lower lip, and he has four green eyes: a main pair, and a smaller pair below them. He had gold wrist and ankle bands, and wears black underwear, as well as two golden sashes that go across his chest. He had a black ponytail, and his Omnitrix was located on his chest.

Four Arms charged forward at Upgrade, who fired a blast of green energy at Four Arms from the green circle on his face. Four Arms crossed his arms around his chest and forced himself through the energy.

Kevin then called out to Ben, "Tennyson! That's not working, dude! Change it up!"

Upgrade, however, ignored Kevin and continued to fire his beam of energy. Four Arms continued to force him way through Upgrade's blast of energy. Upgrade then suddenly cut off his blast of energy, and then Four Arms stumbled forward.

Upgrade then laughed, as he stood and charged forward at the stumbling Four Arms, "I bet you didn't see that coming, Albedo!"

Upgrade hopped on top of Four Arms and then liquefied around Four Arm's body and began wrapping around him. Four Arms tried to rip off of Upgrade, but Upgrade continued to wrap himself around Four Arms.

Four Arms realized he wasn't going to get Upgrade off of him so easily, so he then clapped his hands together, and then Upgrade was sent flying everywhere, exploding all over the multiple broken or damaged computers.

Four Arms then growled to Upgrade, "Don't think for a second that I don't know how to defeat a Galvanic Mechamorph." Four Arms then smirked, "I bet you didn't see that coming, Human!"

Upgrade then reformed and saw that Four Arms was now charging at him, with all his fists balled up ready to attack him. Upgrade then looked down at his Omnitrix and slammed down on it. Upgrade was then engulfed in a flash of green light, and then was replaced by Swampfire. Swampfire was a humanoid, plant-like alien, with an overall green and black body, with a flame-patterned head and root-like feet. His eyes are oval shaped with points at each end with pupils copying the shape but are smaller. He had red petals on his shoulders and head, and his elbows and legs had green frills sticking out. His Omnitrix symbol was on his chest.

Swampfire then flexed his wrist and yelled, "Swampfire!" Four Arms then leaped forward and lifted all four of his arms up preparing to slam down on Swampfire. Swampfire, on the other hand, then jumped up at Four Arms to counter him, and Swampfire punched Four Arm's in the jaw.

Four Arm's head twisted away from Swampfire, and Four Arm's landed on his back and groaned in pain. Swampfire landed on the ground and then he aimed his right fist at Four Arms, and then Swampfire fired a blast of flames at Four Arms, which engulfed him completely.

After a few seconds, Four Arms disappeared in the flames. He was replaced by the alien in the Omnitrix best known as Big Chill. Big Chill was a humanoid, moth-like alien with four wings and antenna that could fold into a hooded robe, which made him appear like a phantom. Big Chill had a black body with cyan patches on his arms, shoulders, legs, the back of his wings, and the back of his neck that resembled ice patches.

Big Chill lifted in the air and narrowed his eyes at Swampfire. Swampfire then growled, "Oh come on, Albedo. If you're going to change into my aliens, why don't you call out their names?"

Big Chill then narrowed his eyes and growled, "Why don't you just shut up, you imbecile? I am not a juvenile, who comes up with childish names for advanced creatures that exist through the Omniver-"

As Big Chill began to lecture Swampfire, Swampfire just growled and fired multiple flames up at Big Chill. Big Chill got hit in the chest with one of Swampfire's fireballs, and he groaned in pain.

As Big Chill began to dodge Swampfire's fireballs, Gwen and Kevin continued to struggle against the packing foam that was wrapped around them. Gwen's eyes then began to glow bright pink and she then fired a blast of pink energy at the packing foam, the foam began to heat up, and then Kevin exclaimed, "AH! Gwen! HOT!"

Gwen then stopped firing her beams of energy and then she looked up at him and said, "Sorry Kevin. But we have to get out and help Ben." Kevin then groaned as Gwen began using her energy vision once again. Kevin then looked over at Ben's fight against Albedo, wondering which alien was their good friend.

Big Chill dodged another ball of fire that Swampfire threw at him, and then Big Chill took a deep breath. Big Chill then breathed out gusts of extremely cold air and then Swampfire's fire began to be put out.

Swampfire then groaned in pain, and this caused Big Chill to stop firing his gusts, "Surrender Ben Tennyson. And I will no longer be forced to harm you, human."

Swampfire then muttered something, and then Big Chill asked, "What?" Swampfire then fired a pillar of flames up at Big Chill while he screamed, "That's not gonna happen, Albedo!" Big Chill then pulled his head back and then breathed his freezing air down at Swampfire's stream of fire.

Both blasts hit each other, but Big Chill's freezing gusts overpowered Swampfire's, and then Big Chill pushed his gust forward even harder then he pushed Swampfire's flames away completely. Big Chill's gust then submerged Swampfire completely, and large chunks of frost began to form around Swampfire's chest, arms, and head.

Swampfire then groaned as he struggled to move his hand over to the Omnitrix symbol. Swampfire then slammed on the Omnitrix and was engulfed in another flash of green light. Swampfire was then replaced by a new alien best known as Brainstorm. Brainstorm has a crab-like appearance. He has pincers for hands and six legs. He can open his skull plates at will to reveal his brain, which is pink in color. Brainstorm wears a neck brace with the Omnitrix symbol on it to help him hold up his head.

"BRAINSTORM!" Brainstorm cried out and Big Chill then narrowed his eyes in anger at Brainstorm, "How dare you choose that form, human?! That form is a disgrace to any masterfully Omnitrix."

Brainstorm began crawling towards Big Chill as Big Chill continued to rant, "The Galvan are clearly the superior and more complex species. Much more intelligent than those simple Cerebrocrustaceans! We Galvan know how to think, how to build, how to protect. While on the other hand, those creatures are nothing more than-"

"Quiet, villain!" Brainstorm quickly shot, as his own crust-like skull opened, revealing his pinkish brain, and then several shots of lightning fired from his brain. Big Chill yelped in surprise, and then barely dodged the jolt of lightning that flew passed his face.

Big Chill blinked in shock, but then glared over as Brainstorm began to chuckle, "Oh, if only my comrade Virgil had seen that. He would be proud."

Big Chill then charged down at Brainstorm, who then smiled, "You've left yourself wide out, you foolish assailant!" Brainstorm's skull opened once again, and this time Brainstorm fired out a large and destructive blast of lightning, and it struck Big Chill in the chest. Big Chill's groans of pain quickly turned into a wail of pain. Big Chill struggled against all the electricity that was charging through his body.

Brainstorm then called up to Big Chill, "Surrender Albedo, and THEN I WILL NOT BE FORCED TO HURT YOU!"

Big Chill growled then slammed on his Omnitrix and was overtaken by a flash of green light. After the green light faded away, Big Chill was replaced by several Echo Echo copies. Echo Echo was a small, white alien whose body was made of living sonic waves, and was in a suit made of silicon. He had an MP3 player on his back with a port on it, with a 10 symbol and what looked like cassette tapes on his lower legs. He had circle-shaped indents on the back of his hands which are green. His Omnitrix could be found on his chest.

As several of the Echo Echo copies cried out in terror, "You won't take US down!" As the several copies landed on the ground, Brainstorm looked around at Echo Echoes, and then he growled, "Don't think for a second that I will give up, you villain!"

Brainstorm's skull opened again, and then he fired a blast of lightning at four copies standing in front of him. The four Echo Echoes hopped out of the way, and the lightning hit the ground under them.

Brainstorm then turned and fired his lightning at two Echo Echoes behind him. The two copies ducked under the lightning, which hit a wall behind them. Brainstorm grumbled, "These things are quite annoying!"

Brainstorm then looked around, and realized that the Echo Echo copies had made a formation around him in the form of a circle. Brainstorm looked around and growled, "Oh, don't think I didn't see that coming Galvan-"

Echo Echo then growled, "Surrender human, or DIE!" Echo Echo then all took a deep breath and then fired out supersonic blasts out of their mouths, and Brainstorm was suddenly being attacked at all sides by the attacks.

Brainstorm winched in pain, and then he groaned, "This…is…very painful…" Brainstorm tried to lift his head, but then Echo Echo began to pour on more of his sonic screams.

Brainstorm then thought to himself, 'This is making it very hard for me to think…' Brainstorm then slammed on his Omnitrix, and he was engulfed in a flash of green light. And the Echo Echo copies covered their eyes at the brightness of the flash. Brainstorm was then replaced by Jetray. Jetray was a red, humanoid, manta ray like alien with two black lightning bolt-like stripes coming down from his shoulders to his Omnitrix symbol. Jetray has yellow horns extending from his nose, gills underneath his arms and yellow patagia which he uses to fly and glide through water.

Jetray cried out, "JETRAY!" As Jetray cried out his battle cry, another flash of green light flashed in front of Jetray. Spidermonkey appeared in front of Jetray. Spidermonkey was an alien that appeared to be a blue monkey-like creature, with four arms, two pairs of green eyes, two legs, three fingers on each hand, and three toes on each foot. He had blue fur over a dark blue center, and a tail with two stripes near the tip. His Omnitrix was on his chest.

Jetray winched at Spidermonkey's quick change, and he lifted into the air, but Spidermonkey appeared to be the faster of the two. As Jetray started to fire his neuroshock at him, Spidermonkey fired a large white sticky web from his tail. The web hit Jetray in the chest and pushed him back into a wall. Jetray struggled for several seconds before realizing he was pinned to the wall. Spidermonkey then yelled, "You can't keep this up forever!"

Spidermonkey then hopped into the air, and stuck to the wall in front of Jetray, who narrowed his eyes at him. Spidermonkey then nodded, "Your Omnitrix will soon lose power, human! YIELD!" Spidermonkey then drew his fist back and then drove it forward into Jetray's face.

Spidermonkey drew his fist back again and he yelled, "YIELD!" Spidermonkey then drove his fist into Jetray's face again, this time harder and with more furiousity. Spidermonkey then drew his fist back once more and he growled to Jetray, "YIIIEEELD!"

Jetray growled and yelled, "ENOUGH!" Jetray's eyes widened, and then they shined bright green. Jetray then fired a short green laser out of his eyes. The Jetray's blast sent Spidermonkey flying backwards into the ground. Jetray struggled under the webs until he finally got his arm free, and then he slammed his Omnitrix.

Spidermonkey covered his face as Jetray was again engulfed in a flash of emerald light. Jetray was suddenly replaced by Chromastone. Chromastone's body was made out of durable crystals that were overall purple, though there were several pink crystal shards that stuck out of his shoulders, forearms, chest and back. He had one large green eye at the center of his face, and he wore a green jumpsuit, with green gauntlets on his wrists and legs. His Omnitrix was on his right pectoral.

Chromastone then shouted, "Chromastone!" Chromastone's body was then begun to exude rainbow and silver light, and his body's own energy began to burn through Spidermonkey's webbing. Suddenly Chromastone's energy burned completely through the webbing, and Chromastone fell down and landed on the ground, causing a huge cloud of smoke and dust to sudden him.

Spidermonkey narrowed his eyes and waited for Chromastone to attack. Chromastone then charged out of the dust, fist first. Chromastone yelled out in rage, "AHHH-" This scream of rage, however, was cut off by a loud ringing noise that filled the room. Chromastone's Omnitrix began to blink bright red, and he looked down at it and cried, "Oh man!" Chromastone was then surrounded by a flash of red light, and he was replaced by Ben Tennyson.

Ben looked at himself and then he blinked, "Not now!"

Spidermonkey then let out a chimp-like laughter. "I told you! Haha! I told you!" Spidermonkey did a quick little flip of excitement, "You have depleted your Omnitrix's power, where as mine-" Spidermonkey then slapped his Omnitrix, and then in Spidermonkey's place appeared someone else who appeared to be Ben Tennyson. The look like known as Albedo then smirked, "I don't need an Omnitrix to destroy you!"

Albedo then charged forward at Ben, who growled and then charged at Albedo. Both Albedo and Ben punched at each other's face, but as both their wrist drew close to one another, their Omnitrix faceplates then locked together, pulling both the Bens together. Ben blinked and then yanked his arm back, and this caused Albedo then stumbled forward.

Ben then slung Albedo over his shoulder and then pinned him to the ground. Ben then tried to pull his Omnitrix from Albedo's. Ben then asked, "What's going on?!" Albedo then tried to pull his Omnitrix away and then he cried out, "Their proximities are creating a bioenergy feedback!"

"Could you say that in English?!" Ben yelled to Albedo, and then he yanked his Omnitrix forward with a lot more force. This caused Albedo's Omnitrix to begin sparking and then it sent green energy shockwaves through Albedo's body. Albedo then cried out in pain, "AHHHHH!"

Albedo's brown hair then began to turn white. Albedo's classical Ben 10 green jacket then changed into a scarlet red color. The white stripes on Albedo's jacket then turned black. Albedo's pain began to die down, and he winched in pain, "You…have damaged this form's DNA structure!"

Kevin then nodded, "Well, no problem telling those two apart now!"

Albedo then delivered a headbutt to Ben, and Ben pulled his head back in pain. Albedo then growled, "You will pay!" Ben pulled Albedo on top of him and tried to grab his free wrist, "Tell me how to get these apart!"

Albedo continued to struggle against Ben, then he growled, "Well, perhaps if one of us could just manage to DIE!" Albedo growled and then elbowed Ben in the stomach. Ben then growled, "Don't you dare tempt me!"

Kevin then called down from his trap, "OH GREAT! Now we're all trapped!" Gwen continued to struggle against the packing foam, "Come on! One more time!" Gwen's eyes then began to glow bright pink and she fired a beam of pink energy at Kevin's packing foam trap. The foam began to crack and it suddenly cracked open.

Kevin then broke through the foam and he landed on the ground. Kevin then turned and grabbed hold of Gwen's packing foam and he then yanked it off her. Gwen fell in Kevin's arm, and he caught her.

Kevin and Gwen then ran forward towards Ben and Albedo, as both of them finally yanked each other's Omnitrix's away from one another. Both Ben and Albedo glared at each other, but as both of them lifted their hands on slapped on the Omnitrix faceplate, a bright white light began to glow on the ground in front of the two. Ben and Albedo backed away in fear, and then Albedo gulped, "Oh no…he's here."

Gwen then covered her eyes and yelled to Albedo, "Who's here?"

Albedo then backed away in fear, "My old master…Azmuth!"

Azmuth appeared in front of the four teenagers. Azmuth appeared as an older and greyer version of Ben's alien Grey Matter. Azmuth looked around and then nodded, "You bet it is. It is I, Azmuth, the true genius behind the creation of the Omnitrix."

Azmuth then looked at Ben then nodded, "You've overloaded that thing so bad, I could sense it over a galaxy away!" Azmuth then narrowed his eyes at Ben, which caused Ben to grab his Omnitrix and look at it, "Those nonstop transformations are going to break it."

Ben then blinked and then tried to defend himself, "But Azmuth, I was just trying to-"

Azmuth then shook his head and nodded, "Save it, I know." Azmuth then turned towards Albedo, "Albedo, my former assistant, built an inferior copy."

Albedo then winched and muttered to himself, "Inferior? It was able to hold its own against Tennyson."

Azmuth then growled to Albedo, "Albedo, I took you under my wing when you were nothing more than a child! I've taught you everything I knew, and this is how you repay me? With disobedience! I warned you that there could only be one Omnitrix! You ignored me."

Kevin then laughed to Albedo, "Oh no. Daddy's putting you in your place." Albedo then frowned and looked at Azmuth, "I have told you a hundred times, Master! I will not trust the fate of the entire Omniverse to an unworthy human! He is nothing more than a child! Children cannot protect the Omniverse! Teenagers cannot defeat Titans!"

"Albedo…" Azmuth said with sorrow, as he lowered his eyes, but Albedo continued, "If my Omnitrix is so inferior in your eyes, then you should give me that worthless human's Omnitrix!"

Azmuth then separate his arms and said, "I've told you before, the Omnitrix is beyond you, Albedo. It was meant for Ben Tennyson. By taking that from him, you could have doomed us all!"

Ben and Gwen then winched and looked at each other in confusion. Ben then looked at Azmuth, "You mean that universe was actually in danger?"

Azmuth nodded to Ben and Gwen, "If you had lost the Omnitrix to Albedo, yes." Azmuth then glared at Albedo, "Albedo only wanted to use it to restore his original form."

Albedo then pointed at himself, "This human body is unbearable! I hate everything about it! I only want to be freed of this…this prison." Albedo then leaned forward, "I need his Omnitrix to free myself. Will you give it to me?"

Ben looked at his own Omnitrix, and Azmuth frowned and lowered his eyes from his former servant, "I'm…sorry Albedo. But the Omnitrix is not meant for you. It is Ben Tennyson's destiny."

Albedo blinked in shock, then he growled, "You…you are a traitor!"

"Pot meet kennel." Gwen said, and then Azmuth hopped up to Albedo and landed on his wrist. Albedo blinked and asked, "Wait! What are you doing?!" Azmuth yanked the core out of Albedo's Omnitrix, and the watch released a strange green energy. Azmuth then hopped off his former assistant's wrist and landed on the ground.

Azmuth then looked away and said, "By betraying your master, and attacking Ben Tennyson, you have proven yourself a lesser being."

Albedo then yelled, "What?! That's not true!" Azmuth then turned and looked Albedo in the eyes, "You will remain as you are, Albedo. You wanted to walk a mile in the shoes of other life forms, now you will finish your marathon in the shoes of a human."

Albedo's eyes then became filled with fear, "What? NO! This form is like a prison-"

Azmuth then nodded, "And that prison is of your own making."

Albedo shook his head and then got on his knees, "No. You can't do this, Master!" Azmuth once again turned away from his former assistant, "I have."

Albedo's eyes then went from sorrow to rage, "I HATE YOU!" Albedo's body then began to glow a bright white, and then he disappeared in a flash in front of Ben and his trio.

Gwen then asked, "Where did he go?"

Azmuth nodded, "I've sent him back to Galvan Prime. There he will be held responsible for his crimes."

Ben nodded and said, "Alright, Azmuth." Ben then looked at Azmuth and nodded, "So, since you're here already…" Azmuth looked up at Ben in confusion. Ben then lifted his Omnitrix and said, "Can you unlock the Master Control on my Omnitrix?"

Azmuth then turned and said, "You have much to learn, Ben Tennyson."

Ben then nodded, "Well, I have time."

Azmuth then sighed and looked up at the stars, "IF only that were true. Dark days are ahead for your world…for all worlds."

Kevin then asked, "What do you mean by that, old man?"

Azmuth then turned and nodded, "Nothing." Azmuth looked at Ben, "Do not break my Omnitrix, Benjamin."

Ben then rubbed the back of his neck, as Azmuth began glowing in a bright white light, "Why would I do that?"

Azmuth disappeared in front of the gang, and the trio looked around at each other. After a few seconds, Ben then nodded, "Smoothies?"

"Let's go." Kevin nodded, and Gwen shook her head, "Why am I not surprised?"

(Line Break)

And that's that. So, how do you guys like the first chapter of Nega Fairy? I wanted to explore everything that is going on in the Fairy Tail universe, and I decided the best way to do that is to throw Albedo into the mix. Hope you all enjoyed the chapter.

I know this is not the traditional Ben 10 Fairy Tail crossover, but I thought to myself, why should Ben be the only character that is a part of these fanfictions. So I'm going to see where this story might take Albedo.

I made a few winks and nods to my Teen Titans story, but FYI this chapter took place before my Teen Titan story, if anyone is trying to keep up with the timeline of how these things play out.

Rate and Review, please leave any suggestions or comments below. No flames, but criticism is always welcomed. Until next time, Be Limitless my friends.