How Ben Tennyson lost the ones he loved.

Ben sighed as he walked down the road, he had expected a fight a challenge! All he got was a stupid bank robbery. Still any excuse to get away from his grandpa's cooking was welcome. He chuckled as he neared his his home, he loved his grandpa with all his heart but honestly where had he learned to- his house was on fire. He'd turned the corner and his house was in ruins, burning, and caved in on itself. For a minute he just stood there staring, then he ran like hell, not caring about the fire, not caring about the heat, not caring that the slightest wrong move would bring the whole thing down, all he cared about was making sure his family was safe. He slammed his shoulder into the front door forcing it open, and was greeted by the bodies of his aunt and uncle.

"No…" He quickly raced down the hall the whole time muttering "No, no no no, please no." As he reached the end of the hall he saw his parent's mangled bodies. His "No's" started to get more frantic and he ran faster, as he reached the dining room he froze in the doorway staring at some kind of unspeakable horror.

"No… NOOOOOOOOOOOOOOOOOOOOOOOOO!"

Inside his half broken home where the bodies of Grandpa Max, Kevin, Gwen, and Julie. Ben ran for ward and dropped to his knees in front of his family tears streaming down his face as he stared at the ones he loved.

"No,no,no, no…"

"Ha ha ha ha ha."

Ben jerked his head up, he knew that laugh. He turned and saw him, Vilgax conqueror of 10 systems (he looks the way he did in the OS), the being who had just murdered his family. No words were said as they stared at one another, they knew every fight they ever had, every time Vilgax tried to kill him, it had all lead up to this moment. Ben reached for the Ultimatrix and slammed the dial down. A green light enveloped him as he used the device in a way it was never intended for, he used it to try and end a life.

"FOURARMS!" A pair of right fists slammed into Vilgax's face sending the villain reeling into the side of the of the already damaged house. Another hit sent him straight through the wall and into the street, before Ben could deliver another hit Vilgax let loose with one of his own sending him flying down the road before before slamming into it creating a large crater. Ben stood up and slapped the dial on his chest turning himself into-

"CANNONBOLT!" he rolled himself into a ball and shot toward Vilgax. He slammed into him and bounced off, hit the side of a building and ricocheted toward Vilgax he hit him again, and again repeating the process until Vilgax braced himself and caught the balled up alien, before slamming him into the ground with enough force to shatter the pavement. Vilgax began pounding Ben with his fists again, and again. Ben knew he couldn't take much more so he reached up and slapped the dial on his chest again.

"ULTIMATE CANNONBOLT!" the hyper-evolved alien curled up again and shot at vilgax with twice as much force as before, slamming into him with enough force to land him on his back. Then landed on Vilgax's face, still curled into a ball he spun without moving forward grinding Vilgax's face into the earth. Suddenly Vilgax's arm shot up and smashed Ben off him. Ben flew 50-feet down the road before landing with a loud Thud! The next moment was completely silent until a bright green flash lit the area.

"CRASHHOPPER!" Ben flew out of the smoke, slamming into Vilgax driving him back. He landed and using his grasshopper like legs he doubled the power behind a wicked uppercut right under the chin. He shot off the ground slamming into Vilgax's face and flipping so his feet would hit the wall, his knees bent absorbing the impact, then he launched himself at Vilgax and punched him. He did this about 6 or 9 times before Vilgax caught his fist and hurled him down the road until he slammed into Mr. Bauman's car completely destroying it. Mr. Bauman who had been sitting on the porch quite peacefully until a few moments ago looked like he was going to lose it. But then he gave a defeated sigh and walked over to his front door and pulled it open.

"Why do I even bother?" he said to himself before walking in and slamming the door behind him.

Meanwhile, Ben had turned into Goop had enveloped Vilgax's head and was trying to drown him in acid. Vilgax struggled for a moment the electrified his gloves and shocked Goop off him.

"Trying to kill me Tennyson?" Vilgax said with a sadistic grin behind the mask on his face "The same way I killed your grandfather?, he died begging me spare him, begging me to take your cousin's life instead of his, in the end I killed them both. He was pathetic, willing to kill his own blood just to give himself a few more years before he died like the dog he wa-"

"SHUT UP!" Ben roared charging at him, as he drew close he slapped the dial on his chest again

"ARMODRILLO!" the jackhammer parts of his arms started pumping wildly as he smashed his his fists into Vilgax

"DON'T YOU DARE TALK ABOUT MY GRANDPA LIKE THAT!, EVERYTHING I AM TODAY IS BECAUSE OF HIM, HE TAUGHT ME HOW TO BE A HERO, HE TAUGHT ME RIGHT FROM WRONG, HE TAUGHT TO NEVER GIVE UP EVEN WHEN ALL HOPE WAS LOST!, HE MADE ME WHO I AM TODAY AND YOU TOOK HIM FROM ME!, AND FOR THAT YOU'RE GOING TO DIE! Ben cocked his fist back as for as it would go and punched Vigax as hard as he could. Vilgax went flying and Armodrillo drove his fists into the ground the jackhammer parts still pumping like mad, the result was a massive fisher appearing right where Vilgax landed. Ben didn't stop there he slapped the dial and a green flash once more filled the area.

"DIAMONDHEAD!" he pounded fists of pure diamond into Vilgax's face never giving him an inch of inch of space to fight back.

" AND KEVIN HE WAS MY BEST FRIEND, SURE HE SCREWED UP IN THE PAST BUT HE GOT A SECOND CHANCE, BUT NOW THANKS TO YOU HE'LL NEVER GET THAT CHANCE!" Ben began to punch with more force his rage growing every second.

"HE WAS GOING TO MARRY MY COUSIN!, I WAS GOING TO BE HIS BEST MAN!, NOW NEITHER OF THEM ARE GOING TO LIVE THEIR LIVES TOGETHER BECAUSE OF YOU! KEVIN IS NEVER GOING TO LIVE HIS LIFE TO THE FULLEST!, HE CAN NEVER COMPLETELY REDEEM HIMSELF!, ALL BECAUSE OF YOU!" He thrust his hand straight up into the air, an enormous pillar of pure diamond erupted out of the ground and crashed into Vilgax. Vilgax was obviously beaten he was barely standing, but the look he gave Ben would have made an Appoplexian run away.

"So...going...to send me.. to the Null Void... Tennyson?, i'll get out and finish what I started."

"Who said anything about the Null Void?" Ben snarled, "I still have two more deaths you have to pay for, I think you'll know the first one, her name was Gwen Tennyson." There was another green flash as Ben transformed.

"SWAMPFIRE!" Another green flash "ULTIMATE SWAMPFIRE!" He ran forward his hands crackling with blue fire, each time he hit Vilgax a wave of heat burned the formers body.

"GWEN!, SHE WAS MORE THAN MY COUSIN!, SHE WAS MY SISTER!, SHE ALWAYS SUPPORTED ME!, SHE KEPT ME IN CHECK WHEN I WAS ABOUT TO DO SOMETHING STUPID!, SHE WAS THERE FOR ME WHEN I NEEDED SOMEONE!, SHE INTRODUCED ME TO THE GIRL I FELL IN LOVE WITH!,SHE PULLED ME BACK FROM THE BRINK WHEN I WAS ABOUT TO GO AGAINST EVERYTHING I STOOD FOR!, SHE ALMOST GAVE HER LIFE TO SAVE ME!, AND I COULDN'T SAVE HER FROM YOU!" Ben unleashed a great wave of fire that charred Vilgax to a crisp.

"And now, Julie, I was going to marry her Vilgax!, I WAS GOING TO MARRY HER! AND YOU KILLED HER!, YOU MURDERED THE WOMAN I LOVED!, AND TODAY'S THE DAY YOU'RE GOING TO DIE! A green flash illuminated the area for a moment, then died down

"HUMUNGOUSAUR!" He reached down to the dial and slapped it.

"ULTIMATE HUMUNGOUSAUR!" Vilgax stood up and faced his opponent.

"The true tragedy of this situation Tennyson is that your family didn't have to die, if they'd told me what I wanted to know I would spared the pathetic-"

He was cut off as Ben grabbed him by his shoulder and lifted him into the air and began to pound his fist into vilgax's skull.

" You don't get it!" His fist slammed into Vilgax's skull. "They sacrificed themselves for me!" He hit him again "It should have been me!" This time when he hit he felt some flesh give way. "IT SHOULD HAVE BEEN ME!" When he hit again he broke the gas mask looking thing Vilgax wore on his face. "IT SHOULD HAVE BEEN ME!" He hit one last time and heard bones snap, then he let him fall to the ground. A red light filled the area, the Ultimatrix had finally shut down for recharge, right now that was the only thing keeping Ben from killing Vilgax. Ben stared at his feet tears filled his eyes as images of his murdered family played in his mind as wallowed in guilt and self blame he could only say one thing.

"It should have been me…"

Hello my friends Dipper Pines 101 back after a short absence all of this goes with the fanfic Ben 10 Unlimited by Incredible Muffin if you haven't read it read it now otherwise you won't understand what's happening and if he reads this I hope he's cool with it because if he comments that he doesn't like me basically stealing his stuff I will delete this fic without hesitation! Anyways the next chapter won't go up until I get 5 reviews (not counting the ones I already have.) all characters look like they do in ultimate alien unless there from omniverse or I specifically say otherwise, anyway I plan to split this fic into seasons so the next chapter will be the first episode in season 1 this one was like a prologue season 1 takes place during the CADMUS arc on Justice League Unlimited I plan to have some cadmus controlling Ben kind of i the middle, then the red lantern stuff, finally; ? sending villains from Ben's world to kill him. But I don't exactly know what to do for the beginning I have the next chapter planned but after that I don't know so PLEASE send in suggestions and help me make this fic awesome.

Now In honor of the man who created it all a muffin quote!:

REMEMBER,REALITYISANILLUSIONTHEUNIVERSEISAMUFFIAN,BUYGOLD,BBBBBBBBBYYYYYYYYYYYYYYYEEEEEEEEEEEEE!