Blood splashed against Four Arm's feet, horror cut through him and he looked down. The worst sight a 11-year-old boy could see met him. Grandpa Max lay on the floor, a gash running from his groin to his chin, pouring blood. A forever knight stood over him, blood dripping from his sword.

Four Arm's mind reeled with horror. "Grandpa?" He asked, his voice cracking. He took a shaking step forward before collapsing to the ground in front of Max. He gently touched his shoulder and looked into the dying man's eyes. Max was gurgling, his lips moving, trying to speak.

Four Arms leaned in close. "Ben…" Max gurgled, barely audible. "It's okay." Four Arms sat up, tears streaking down his face. The light faded from Max's eyes and he took one last shuddering breath, letting it out in a sigh.

A fiery pain blossomed in his upper shoulder, the forever knight that had killed Max had just stabbed him. Unfortunately for the knight all this did was snap Four Arms out of the trance he was in.

Ben woke up, his eyes snapping open. He groaned, it was that dream again. He relived his Grandfather's death so often that he'd become numb to it. Ben used to wake up screaming and crying, unable to go back to sleep, but now it just annoyed him. Ben never did remember much of that day after Max died, next thing he remembered he was standing outside, human again, covered in blood and crying. He was never the same after that day.

It had been a week since he had killed that police officer. Ben stopped in his tracks and tried to remember the name of that idiot, he had shouted it at him. Alex Mayfield? No, that wasn't it. Axel Fuckface McQueen? He laughed to himself with that one. He decided that it didn't really matter what his name was, he was gone now. He continued his way to eat his breakfast; Froot Loops and a Vicodin.

Ben had gone to the doctors the next day and confirmed that the police officer had broken his jaw, it was a hairline fracture. The doctor told him the only thing he could do was take painkillers and eat soft food for a month or so. Ben didn't mind the extra painkillers in his stash, but he was sick of eating oatmeal, so he was going to push through the pain to eat some cereal. While he let the cereal soften in the milk, he found his mind wandering and contemplating his decisions in life.

"What the fuck is wrong with me?" He snapped aloud. "Why am I all sentimental all of a sudden?" He groaned and rubbed his temples in frustration. "I need a distraction." He grabbed his bowl and sat on the couch. He poked at and stirred his cereal as he watched T.V, but the thoughts still swirled around in his mind. He shook his head and took his first bite, it had just been a quiet week. Ben hadn't been called in to a scene since the market, it made him antsy. He didn't like being so sedentary, but he was too injured right now to go picking a fight.

There was a knock at the door. 'Though, if a fight finds me…' Ben thought as he finished his mouthful. "How come it's always while I'm chilling on the couch?" Ben groaned as another round of knocking sounded off. "Keep your pants on!" Ben snapped as the doorbell rang. He stormed up to the door and whipped it open. The strangest sight greeted Ben on the other side, it was himself and Gwen, only they were younger than him. Ben furrowed his brow and stared down the pair. "So, uh, what the hell?" Ben asked as he leaned against the doorframe.

"Have you met Paradox?" Little Ben asked.

"Pompous douchebag?" Ben retorted. "Kinda self-assured and way too cocky for his own wellbeing?" Little Ben nodded. "Yeah, I've met him once or twice."

"Well he sent us here to talk to you." Gwen said.

Ben sighed. "Come on in, I was just about to eat." He said, inviting the two of them into his home. "How old are you anyway?" Ben asked with his mouth full, his cereal was finally soft enough to eat comfortably.

"We're 17." Gwen answered.

"And what about you, you look at us like we're kids when you hardly look older than us." Little Ben said, striking an attitude.

"I'm ten years older than you. So yeah, you do look a bit like a kid to me." Ben said irritably.

"Jeeze, that could be me in ten years?" Little Ben snorted. He looked at Gwen and said, "If I ever get like that, shoot me." Both Ben and Gwen gave him dirty looks.

"I could always shoot you now and save Gwen the pain." Ben said as he stood up and strode over to the little snot nose brat and grabbed him by his shirt. Ben snarled down at him, happy that he had kept growing.

Gwen squeezed in between the two Bens and separated them. "Alright, let's try to keep this calm, shall we?"

"Yeah, sure, whatever." Ben spat as he sat back down. "You made me spill my cereal." He growled at his younger self.

"I don't like Froot Loops anyways." Little Ben said.

"Yeah, well I hate oatmeal more." Ben retorted. "And Froot Loops are perfectly fine, thank you very much." He added.

"So where is your Gwen?" Gwen asked.

Ben shrugged. "Dunno, haven't talked to her in years."

"Why not?" Gwen questioned.

"Why does it matter?" Ben snapped. Gwen put her hands up submissively, clearly, she didn't want to get in a fight.

"And what about Grandpa?" Little Ben asked.

Ben tensed up. He grabbed his Vicodin and swallowed it dry before saying, "He died a long time ago." The words hurt to day. Both Little Ben and Gwen flinched and gave him a sympathetic look. Ben swelled with indignation, "I don't need your pity!" He hissed. "It happened when I was 11, I'm over it." He knew it was a lie, but he was insulted by their pathetic attempts of sympathy.

"Let's just get onto the topic at hand." Gwen said, trying to diffuse the situation.

"Sure, whatever." Ben huffed, lounging on the couch.

He kept his eyes glued to the ceiling as Gwen spoke. "We were sent here to talk some sense into you." Gwen said softly.

"Or beat it into you." Little Ben interjected and got scolded for it.

"We know what you've been up to. Paradox told us to give you a warning: If you do not change your ways, and soon, it will be too late." Gwen said, earnestly.

Ben snorted. "What does he know?" He said bitterly.

"Ben, he's a time traveling, dimension hopping, genius." Gwen said in scorning tone.

Ben snapped his head over to look Gwen in the eyes. "Don't you dare talk to me like that!" He spat, his heart pounding in his chest. "Don't you dare treat me as your cousin, because I'm not!" He sat up, all the rage from that fight bubbling to the surface.

"I'm not treating you like you're my cousin." Gwen stated. "I'm treating you like someone who needs advice and needs to listen for once in his life." The scathing words reached Ben and he calmed down enough to recline and put his feet up on the coffee table. Gwen sat down next to him and a put a hand gently on his shoulder. Ben jumped at the touch, he hadn't been touched in a long time and it stirred up emotions that he wasn't willing to handle right then. Ben shrugged her hand away and looked down.

"We saw what you did, Ben." Gwen said softly, putting her hand on her lap. "Paradox took us to watch what you did to so many people." Ben's shoulders started shaking. "You've only been getting worse over the years." Her voice was so soothing, so honest. "But it's not too late." She guided Ben's face to look at her and gave him a soft smile, it was almost motherly.

Panic shot through Ben like a lightning bolt, he felt the intense need to run away. He jumped off the couch and bolted to his room, slamming the door behind him. He paced back and forth, silently cursing himself for being so scared. What was he so scared about anyway? He couldn't find a reason and that made him even more angry. He got dressed quickly, falling on his face when he tried to put on his pants both legs at the same time.

Ben stormed out of his room, Little Ben and Gwen tried to block him in the hallway. Lightning quick, Ben struck his younger self in the temple, knocking him out cold. Ben walked right past him and said, "Don't follow me." He turned into Jetray and crashed through his door, knocking it off the hinges. He sliced through the air, going as fast as he could to who knew where. It didn't matter where he was going, so long as he left.

"Hey! Doofus!" Jetray heard Little Ben say behind him. He turned around, stopping in his tracks. Little Ben had turned into Jetray as well. His younger self crashed into him and they went end over end through the air. "That's for punching me!" He yelled as he blasted Jetray in the face. "And that's for running away when we're only trying to help you!" He said and punched Jetray in the face. Why was it always the face?

Jetray grabbed the imposter's wings and pinned them against his body. He coiled himself around him and started diving to the ground, headfirst. They fought each other for dominance, to see who would land first and take most of the impact. At the very last second Jetray won, they crashed on the edge of a large clearing. When Little Jetray impacted they both bounced, Jetray let go and tried to catch his balance but failed, he tumbled end over end just like his younger self. They landed near the middle of the clearing, a large swath of dirt exposed by their crash.

Both Bens timed out. Ben stood up first, his legs shaking with exhaustion. His whole body ached, and he supposed he was lucky that Jetray could take a lot of punishment. His counterpart was still knocked out, lying face down on the ground. Ben sat down and waited, taking this time to recover. He messed with his Omnitrix, twisting and turning it in random directions like he used to when he was a kid. Gwen arrived before Little Ben woke up, jumping off the platform she rode with a graceful hop.

"Why did you follow me?" Ben asked as soon as she landed.

"Ben's the one who chased after you, I just chased after him." Gwen replied sitting down next to him, her legs tucked beside her elegantly. "I worry about him you know." Gwen said with a sigh. "Especially around you." She added with a meaningful look at Ben. He hated that her glare made him feel guilty. He looked away, determined to stay angry. Little Ben started to come to, groaning and grasping at the ground. "Ben, are you okay?" Gwen asked, trotting up to Little Ben who was standing up.

"Yeah." He panted, "Just tired." Ben felt envious of the feature that, that Ben's Omnitrix had.

"Why did you go after him?" Gwen asked.

"Because, it has become obvious that he will only listen to one thing." He brought up his Omnitrix to bear. "Just like Kevin." He added.

Ben stood up smiling. "Ah, I remember Kevin." He chuckled. Fond memories of that fight flooded to the forefront of his mind. "I'm surprised that Paradox didn't take you there." He taunted, his smile growing wider. "He was the first person I enjoyed killing." He said, a vicious, deranged smile on his face.

Little Ben charged, fury clear in his eyes. He threw a punch that Ben easily dodged. Ben grabbed his extended arm and flipped him to the ground. While his younger self was still winded, he took the opportunity to get in a few cheap kicks, the thrill of the fight coursing through his veins. He had always wondered what it'd be like to fight himself, now he had the chance to find out. It must be his lucky day, and after so long of being pent up in that dark house.

The clever little brat grabbed both of Ben's legs and pulled them out from underneath him. Ben fell back, banging his head on the ground, hard. He growled and pulled his legs back towards him, dragging his younger self with them. They wrestled on the ground, locked in a mad flurry of punches and kicks. "Look at us, fighting like street rats." Ben laughed as he punched his other self in the nose.

Ben felt a rope wrap around his waist, he looked down in time to see a tentacle of mana wrapped around him. He was pulled back and violently, being flung a few feet. Gwen may have meant to make the fighting stop but all it did was allow the two Bens to que up their aliens. Simultaneously the two Bens slammed down on their Omnitrixes. Little Ben turned into Upchuck while Ben turned into Diamondhead.

"Really, Diamondhead?" Upchuck asked, judging him.

"He's a classic." Diamondhead said with a smile. "Besides, you're one to talk." He threw the judgement right back at him. He shot a handful of diamonds at Upchuck who ate them, turned them into energy, and threw it back at Diamondhead. Diamondhead made one of his arms a shield and blocked the blast. They stood at a standstill, both knew that the real fight had yet to begin. The tension rose as they circled each other slowly. Diamondhead smiled, the tension before a good fight was the best part; the anticipation of spilling blood. He turned his other arm into a sword just to be prepared.

Gwen stepped in between them. "Stop it. I'm not going to allow you two to fight." Gwen said to them both. She turned to Upchuck. "Paradox told us to talk to him, not fight him."

"Get out of the way Gwen." Upchuck said, his stance turning more combative. "He's irredeemable." He said, his face twisted in an adorable rage. He had to hold back his laughter.

"You can't see him the way I can. You're looking at it through a hero's lens. I can see the way he reacted when I was talking to him, he's not too far gone." Gwen said firmly.

Upchuck grabbed Gwen with his tongue and tossed her away. "Stay out of this!" He shouted when Gwen came running back towards them. Gwen slowed to a stop but looked unsure of Upchuck's decision. Diamondhead and Upchuck started circling again, he was sure that Upchuck was scared. He should be. Upchuck shot out his tongue towards Diamondhead, in a flash the tip of it fell to the ground. Diamondhead had severed it cleanly.

"Just think of it this way, if you were me, you wouldn't have a tongue ever again." Diamondhead said tauntingly as Upchuck put his tongue back in his mouth and covered it painfully. "So maybe consider yourself lucky." Diamondhead charged, turning his shield back to normal so he could fire crystals while charging. Upchuck dodged the initial barrage and tried circling around Diamondhead but he just turned in place, continuing to fire his crystals. They circled each other several times before Diamondhead got sick of the game and brought up a large wall in front of Upchuck, stopping him cold.

Diamondhead picked up Upchuck and held him up above him. "Really, an Upchuck verses a Diamondhead. What did you think was going to happen?" He pulled back his arm, preparing to gut him when suddenly he shot a tongue out and wrapped it around his eyes. Diamondhead dropped him in shock. Upchuck wasted no time in getting the upper hand by flinging Diamondhead through the air.

He landed on the other side of the field. Diamondhead was stuck, his back spikes had dug deep in the ground. By the time he'd wiggled himself free Upchuck had already crossed the clearing and by the time he stood up had leapt in the air. The kick took Diamondhead by surprise. "Why you little brat!" He spat and grabbed the tongue that had shot out towards him. "I forgot Upchuck has more than one tongue." He said and severed the offending appendage. Upchuck dropped to the ground, his mouth oozing yellowish blood. "But we can fix that." He hissed, smiling.

Upchuck spat blood in Diamondhead's face. The substance was sticky, more like Stinkfly goo than blood. Diamondhead was blinded and Upchuck used it to his advantage. He attacked from all sides with a flurry of kicks, punches and throws. When Diamondhead had finally gotten his eyes cleared from the goo, he looked around the clearing for Upchuck who was behind him. Upchuck sent him sailing over the clearing, this time Diamondhead landed on his side and managed to roll to a stop.

He looked around the clearing and saw Gwen standing to the side of it, suddenly he had an idea. He started running at a slight angle, making his way to Gwen while looking like he was heading to Upchuck. It worked, Upchuck went straight for Diamondhead but Gwen was smarter. Gwen started to back away, noticing that Diamondhead was on a path to her. He couldn't let her get away, he carried out his plan further away that he would have liked. He shot out a barrage of diamonds at Gwen who brought up a simple shield. With a meaningful look to Upchuck he sent a spike from behind Gwen shooting up. It impaled her, entering at the base of her skull and exiting through her forehead. Gwen died instantly, her shield popped, and she went limp against the spike.

Upchuck stopped, taking several steps to do so. His Omnitrix deactivated as he turned to look at his cousin. Little Ben's mouth hung open slightly as he stumbled his way to Gwen. "G-Gwen?" He whispered, his voice shaking. Diamondhead walked quietly up behind him. It hurt to see Gwen, the look of shock frozen on her face. There was hardly any blood on her or the diamond, only a few drops slid slowly down the spike and only a thin streak on the tip.

Little Ben touched her in disbelief. "No… Gwen, no." he moaned. Diamondhead turned his hand into an axe.

"I'll take away the pain." Diamondhead whispered right before he swung. Little Ben didn't even have time to react, his head was sliced cleanly off in one swipe. His body fell, one gush of blood pumping out before it started pooling on the thirsty ground. Diamondhead deactivated his Omnitrix and looked at the scene before him. He felt nothing, he was cold and numb on the inside. He would usually feel excited after a kill, especially one that was this difficult, but the victory was spoiled.

He turned and started to walk away when there was a beep behind him. A bright green light flashed, and he stared in amazement as Little Ben started to rapidly cycle through aliens. He ended up on Wildvine. Ben stepped back, shocked. He watched as Wildvine started to pull himself back together. A few seconds later he stood up and opened his eyes.

"Now that's just cheating." Ben said, shock being replaced by anger.

"I died." Wildvine said in disbelief. "You killed me, I died, and now I'm back." He said, his eyes wide with horror. Ben started cuing up an alien, knowing what was about to come as soon as his younger self stopped panicking. "You killed me." He repeated. His eyes locked onto Ben's, seeing him clearly now. "And you killed Gwen!" He screamed.

Ben took it as his cue to turn into NRG. "You can survive getting decapitated." NRG said. "But let's see you survive getting turned to dust!" He blasted fire out of his vents towards Wildvine, who brought up a thick wall of vines to protect himself. He chased Wildvine around with blast after blast of fire, each time he just barely missed.

NRG was infuriatingly slow to move around in his suit, but he needed to stay in it for his plan to work. He knelt and channeled his heat through the ground, melting rock and dirt into magma which he brought up to force Wildvine to get up in the air. He stood back up and waited patiently, his patience payed off when Wildvine grabbed onto him and pulled him back. NRG let himself walk back, pretending to struggle.

He grabbed the vines behind him and used them to whip Wildvine to the ground. He reigned him in, dragging Wildvine kicking and screaming to him. He opened his containment suit and grabbed Wildvine with his true body. "Let's hug it out." He laughed. He pulled Wildvine in his suit and shut it.

Wildvine screamed, the heat already started to scorch him. NRG heated up the suit more and more, laughing manically. Wildvine caught fire and there was another bright green flash, he was cycling through his aliens again. This time he landed on NRG, already out of his suit.

They quickly wrestled inside the suit, eventually Little NRG escaped, and NRG followed him. He floated in midair, breathing in the fresh, cool air. "Ah, this is how it should be." He said. "Your time is up Ben. The only thing that's different is our skills and I have been doing this longer than you have." he taunted.

"Time…" Little NRG said his eyes wide. "That's it!" He shot over to Gwen and pressed his Omnitrix, turning into Clockwork. "I'll save you Gwen." Clockwork said.

"No!" NRG screamed as Clockwork charged up his powers. His blast of nuclear fire almost hit him before his world was engulfed in green. When he came to, he was Ben again, laying on the ground in a daze. Gwen was alive again, Clockwork holding her close.

"That will do." A disembodied voice said. Paradox appeared in a flash. "Ben, Gwen, it is time for us to leave." Paradox said calmly. He looked Ben in the eyes and said, "I sincerely hope I won't be seeing you again soon." Clockwork, Gwen and Paradox all vanished in a flash of white light.