Resurrection

Floating in the orbit of a planet that sat on the edge of the Andromeda Galaxy was a ship of unimaginable proportions was floating silently, inside the control room the sole occupant of the ship was observing a large 9 piece puzzle that currently only had 8 pieces "it's taken me years to complete this puzzle but soon my vengeance will be complete while also making a profit in the process" the figure was Ben Tennyson's one time nemesis Slix Vigma after Kevin had impaled him all those years ago he had been left temporarily offline for several months until his repair system had fully restored him. Once restored to full working order he took back control of the Megacruiser (which Kevin had left in a mountain range on Earth) and continued from where he left off by capturing alien's from their home world and forced them to fight all while wishing to get revenge on Ben Tennyson and Kevin Levin for what they had done, but chose not to act on it less they make sure he couldn't repair himself a second time.

During his travels he had captured an alien who wore what looked like a tile around his neck, after a little bit of torture he had found out that it was actually an ancient puzzle piece that when all nine pieces were gathered together it would reveal the location of 'the god of wish's, Ryo' who would grant any wish that the being who possessed the complete puzzle desired once he had obtained this information he had released all of his prisoners and had gone on a quest to obtain all of the pieces. He had travelled through countless galaxies searching for the puzzle pieces but at long last he was in the Galaxy that contained the last puzzle piece. A hologram of the planet below that had a red dot on it appeared above the incomplete puzzle, signalling the location of the last piece, pinpointing the location on the map Slix teleported down to the planet's surface.

Once he had fully materialised all he could see was desert for as far as the eye could see "according to the scanners I should be on top of it" he said seeing nothing but sand below him, he then saw a large sandstorm heading straight towards him "unless I really am on top of it" teleporting back onto his ship just before the storm swept over his location. While the storm raged over the indicated spot Slix had discovered a large structure buried 30 feet under the sand "bingo" he said before teleporting himself deep inside the structure. When he reappeared he found himself in a temple with flaming torches on the walls and in the centre was a pedestal that had the last puzzle piece on it "how cliché" he said before he floated over to the pedestal he then grabbed the last puzzle piece and teleported back to his ship. As soon as he had left the temple with the puzzle piece the boobie trap protecting it was set off resulting in an explosion that left a thousand mile wide crater.

Slix, now back aboard his ship, placed the last piece of the puzzle with the others, as soon as it was in place the demonic looking face on it began to glow red before it changed and formed into an arrow that pointed to the side, picking up the puzzle which had now turned into one solid tile he turned it and the arrow turned as well while still pointing in the same direction "excellent" he said before the Megacruiser turned and began heading in the direction that the arrow was pointing. During his Journey he had had many ideas of what to wish for, most of them involved killing or maiming Ben Tennyson and Kevin Levin but after spying on them for years using micro drones he had come up with a brilliant plan on not only getting revenge on the two but also obtaining some new champions for future fights in the process.

Travelling from one galaxy to another it took Slix over a week until the arrow lifted off the puzzle and pointed straight down realising that he had reached the planet, grabbing the puzzle he teleported down to the planet's surface, when he reappeared he found himself in a small clearing within a mass of tall tree's the arrow on the puzzle was now pointing straight ahead, floating forward Slix soon spotted a square mark in the ground while the arrow pointed down "that fool had better have been right about this" he then placed the puzzle within the mark and it began to glow brightly the sky then turned pitch black and red lightning began appearing all over it, Slix floated back from the puzzle just before a huge bolt of red lightning struck the puzzle which was followed by a mass of red glowing light coming out of it which then took shape and formed into a 30 foot tall figure, as the light faded Slix could see that the figure looked like a red scaled humanoid dragon with a long snout, muscular body and a crest of 6 spikes.

"I am the God of Wishes Ryo, speak any wish and I shall grant it" Ryo said

"I hope that this beast can do it (looks at Ryo right in the eyes) I wish for Ben Tennyson's greatest deceased enemies, bring them all back to life!" Slix ordered

"..."

"well? you said I could wish for anything"

"indeed it can be done, but I question the wisdom in making such a wish"

"I don't care what you think just bring them back like I told you to"

"it is unwise to be rude to a deity"

"fine pretty please bring them back, is that better?"

"an extremely foolish wish but very well" his eyes glowed blue and in multiple flashes of light now standing in front of Slix was Vilgax, Attea, Malware, Discord, Aggregor, Z-1, Phil, Borin, Servantis, and Albedo "granted now what is your second wish?"

"A second wish? I didn't know I could get two"

"you get 3 wishes, you just used your first one now what is your second wish?"

"oh I know I wish that these 10 were fully under my control"

"as you wish" Ryo's eyes glowed again and in union the 10 resurrected villains yelled in pain while holding their heads, this only lasted for a few seconds however. "granted now what is your third wish?"

Vilgax smirked "hey you I wish-"

"don't any of you make a wish" Slix ordered making Vilgax stop talking "I wish that my ship the Megacruiser could do anything I desired it to"

Ryo's eyes glowed once again "your wishes have been fulfilled, fare thee well" Ryo began to glow brightly before he disappeared, they then all watched as the puzzle began floating into the air

"grab it!" Slix ordered, unfortunately for Slix only Attea was able to fly up and she only managed to capture one piece due to how fast they flew off at. "darn" Slix said as Attea handed him the puzzle piece "oh well all I need is one piece to help me get started on collecting them again" he said before his head was grabbed by a large hand and he was put face to face with Vilgax

"explain what is going on right now or I'll compact you"

"let go of me" Vilgax unwillingly complied

"none of you are to ever hurt me in anyway" Slix ordered making them all frown "now as for what's going on I just had Ryo, the god of wishes, to bring you all back to life after most of your demises at the hands of Ben Tennyson"

"not to sound ungrateful but may I ask why you brought us all back?" Servantis asked

"for two reasons, one to help me get revenge on Ben Tennyson and Kevin Levin, and two to be my new champions for my fights" Slix explained

"I'd much rather get my hands on that flaming monstrosity that killed me" Albedo said as he looked at the new Ultimatrix on his arm

"sorry but I'd prefer not to risk dying again at the hands of that cybernetic monster" Phil said remembering how brutally Ben had beaten him up before killing him.

"You will fight whether you like it or not" Slix said before they all disappeared and reappeared in a massive room filled with different exercise equipment "watching video footage of your past encounters with Ben Tennyson and his team I determined that in your current condition you have zero chance of so much as laying a finger on him, this room which I just had my ship make will allow you all to work out constantly without needing to sleep or eat I want you all to train non-stop until the big fight" the 9 villains frowned and as much as they didn't want to follow a single order from Slix they found themselves starting to use the equipment in the room before it became bathed in a blue light "now if you'll excuse me there's a beast I have to see" he said before he teleported to the Arena where Z-1 was currently located.

2 Month's Later

After another boring day at school all of the student's left with looks of joy on their faces, today was now the beginning of summer break which meant 6 weeks of no school. Ben had decided to walk home to give him time to think about what he should do during his break, after thinking of a multitude of different things he soon arrived home, dropping his bag he flopped down on his bed and gave a sigh before Ship came bounding into the room, leapt up and landed on his chest "hey little guy, miss me"

"ship, ship" it replied before a long glowing green tongue came out and licked Ben's face making him laugh.

Ben then turned on his TV but all he got was static "what the?" he said and in an instant he landed on his back "what the hell" he and another person said in union, due to how dark it was Ben decided to light things up "Heatblast" and in a flash the room was lit up thanks to Heatblast's flames, looking up Heatblast's eyes widened a bit as he saw "Kevin?"

seeing the symbol on his chest Kevin knew who the other person he was with was "Ben, what's going on?" he asked as they both stood up

"I have no idea one second I'm on my bed and the next I'm here"

"I was just tuning a car underneath and" Kevin was cut off as the roof opened allowing them to see that they were now in a very familiar place "it can't be" they said recognising the place they were in instantly.

A huge screen lit up above them showing a familiar face "greetings Ben Tennyson and Kevin Levin, how nice it is to see you again"

"Slix Vigma" Heatblast said with a slight scowl

"how are you still alive?! I pierced my arm right through your chest!" Kevin stated

"indeed but thanks to my repair system I was fully functional within a few months"

"let me guess you have some kind of revenge plot to get back at us!" Heatblast asked

"as perceptive as ever, yes this is a revenge plot for what you did to me. this fight shall be the same as the last time you were here"

"so we're fighting for our lives"

"precisely and this fight is going to be broadcast everywhere so the whole universe will bare witness to your demises, and I'm positive lots of viewers are eager to watch you be killed slowly and painfully"

Ben and Kevin looked at each other and smirked before turning back to the screen "bring it on!" they said in union, a horn was heard and in flashes of red, Techadon Robots began appearing. Going back to back Kevin absorbed a chunk of Duranite in his pocket "Ultimate Four Arms, ready Kevin?"

"oh yeah" Kevin replied while forming his arms into blades

"then it's time to open up some tin can's"

"go!" they said in union and they both rushed forward.

Kevin's arms sliced through the robots like a hot knife through very soft butter, while Ultimate Four Arms smashed the robots to pieces with simple punches, but no matter how many they destroyed more just kept coming "hey Slix quit toying with us and just send them all out at once" Ultimate Four Arms said with the crowd agreeing

"very well then it wasn't nice knowing you" the walls then dropped down revealing the entire arena was now covered in Techadon robots

"maybe you should have just kept your mouth shut" Kevin said

"no arguments here" Ultimate Four Arms replied before tightening his fists "okay double time!" and they continued breaking the Techadon robots with punches, kicks, and in Kevin's case, slices making them explode. By the time they had beaten some 500 odd robots they were now winded and the two gave each other a high five

"very impressive you two" Slix said as his face appeared on the screen "however that was just a warm up, now to let round one begin" Ultimate Four Arms and Kevin's eyes widened as they saw all of the bits of the Techadon Robots start to move and gather together into piles which began to take shape when they had fully formed they were now twice as tall as Kevin large heavily armoured torsos with small elongated heads with a single red eye, long arms and legs with bulky forearms and shins, three long fingers on each hand

"well this just made things interesting" Kevin said

"I have a feeling you should definitely stay in that Duranite form for as long as you can" Ultimate Four Arms said

"yeah I was planning on that"

"well lets continue shall we" and the two ran off in different directions, Kevin was slicing through the robots just as easy as before with each one exploding once cut, but Ultimate Four Arms however was surprised at how durable the new versions were he punched them harder than he had to the first Techadon Robots but all he managed to do was make them skid back looking at the remains of the ones that had blown up he could see the problem "thicker armour huh?" he then looked at his fists "too much surface area, looks like I'll have to downsize, Frostbite" and in a flash he turned into said alien.

The robots started to surround him while he cracked his knuckles "well then lets shake things up a bit" Frostbite focused before he ran at the closest robot and blocked a hit with one arm while his other pierced right into its abdomen, smirking Frostbite fired a tiny energy blast that made the robot blow up "oh yeah this is much better" he then ran at some more and each one he passed he punched or kicked them with attacking limb tearing through each one which made them explode.

Kevin tried punching and kicking his opponents but the blunt force hits had absolutely no effect on the robots "guess I'm not strong enough, oh well" forming his arms into blades he continued slicing them. one by one the robots blew up, Frostbite went to plough through another robot when both of his arms were grabbed by two of the robots "huh?" the robot arms then extended from their "wrists" revealing a long cable inside which launching Frostbite into the air with another two grabbing onto his legs with their arms extending as well until he was finally slammed up against the roof and pinned there "Ben!" Kevin called out before the same thing happened to him once they were both pinned up the appendage on the arms of the ones holding the shot up the cable like extension until they reached the hand and then transformed into guns "shit" Frostbite said before the Gatling guns rapidly fired lasers at them. The robots down below transformed both arms into laser cannons and fired up at the two pinned heroes, soon the whole roof area was covered in thick smoke preventing anyone from seeing the fates of Ben and Kevin.

The robots finally stopped their assault waited for the smoke to clear, when the smoke cleared Kevin (who was still made of Duranite) could see that Ben was back to normal, his clothes were now stained with blood and tattered to the point of uselessness "Ben! oh crap you're hurt badly!" Kevin said before he noticed the look of rage on Ben's face

"are you finished?!" silence "Ultimate Frostbite!" Ben then turned into said alien and yelled while glowing bright blue this was followed by an explosion of energy erupting from Ultimate Frostbite's body. The invisible shield around the arena protected the audience but they were all still blinded by the bright light.

When the light faded Kevin now found himself up against the arena wall, he was now in awe as he looked around and saw that all of the robots had been obliterated by Ultimate Frostbite's attack "whoa"

"I think I got the point across" Ultimate Frostbite said as he landed in front of Kevin and helped him up. Once Kevin was on his feet Ultimate Frostbite sighed and touched his Omnitrix symbol and in a flash he turned back to normal "well little point in wearing these" Ben said before he tore off the remains of his clothes suddenly clamps went around both of their feet anchoring them to the ground "what the!?" this was followed by the entire arena flipping over before flipping back over revealing the arena was now clear of robot fragments "well that's one way to clear an arena" Ben said as the clamps let go of their feet this was followed by everyone in the audience to gasp in shock "what the heck has got them all spooked?" Ben asked

"most likely that" Kevin said while pointing up Ben looked up at the big screen and his eyes widened while his heart fell into his stomach, there on the big screen was a close up of his Space Demon tattoo

"well there goes my life" Ben said angrily he then tried to use his healing beam but all he got were sparks "shit it must have been broken when they shot at me" he said angrily

"couldn't you just turn into your Anodite form to heal yourself?" Kevin asked

"I tried but I couldn't for some reason" Ben replied

"I must say it is quite unexpected that Ben Tennyson, hero of the universe, is nothing more than a vial Space Demon" Slix said with his face appearing on the screen

"hey shut up he is a hero, the only reason he became a Space Demon was to get the others to save his home planet!" Kevin called out

"so he says" Slix added

"you're going to have to do better that just a bunch of tin toys to beat us" Ben said trying to ignore the amount of pain he was in

"oh that was just to get the audience warmed up for the main event, now you two will be facing against my new champions"

"if their anything like your last champion Technorg, Ben and I can handle them no problem" Kevin said

"then unlucky for you they are much more powerful than Technorg, behold my new gladiators!" this was followed by several bright beams of light.

When the light disappeared to reveal Slix's champions both Ben and Kevin's hearts stopped for a few seconds as they saw their opponents "Ben Tennyson, it's been a while hasn't it" Vilgax said with a smirk

"but how? you should all be dead!"

Discord appeared next to Ben with his arm around his shoulders and a cigar in his other hand "oh come on Benny Boy (strikes a match on the cybernetic side of Ben's head and lights the cigar) did you really think that a little death could stop us from getting a little payback?" Discord said as the smoke from the cigar turned into a fist and punched Ben in the stomach, Discord then disappeared and reappeared back in the spot he had been in before only now he was sitting in a large chair with his legs crossed and drinking from a cup that had flames coming out of it "ah fire" he said contently

"Ben what do you think our chances are of surviving?"

"one on one we can beat any of them easily except for Attea, but if they all come at us at the same time I honestly think we don't stand a chance against them, and being as damaged as I am even with the master control my transformation time will be limited"

"oh and if you think you'll have trouble against these nine allow me to introduce you to my tenth gladiator" Slix said, a large hole then opened up on the floor and Ben and Kevin's jaws dropped as Z-1 rose up out of the floor "we're screwed" they said in union.

With looks of dread on their faces they watched as the villains began heading towards them "ready for the ultimate fight Kevin?" Ben asked

"no but I'm not just gonna give up" Kevin replied just as they were about to engage their enemies a dome of pink light appeared and when it faded Ben and Kevin's faces lit up as they saw Gwen, Rook, Ship, Jimmy, and Ester

"what you were going to start this little party without us?" Gwen asked before she changed from her Anodite form back to normal, making her get a questioning look on her face but that was quickly replaced with shock as both she and Ester saw how badly Ben was hurt and they quickly made their way over to the two boys

"well, well if it isn't Kevin Levin and Ben Tennyson's friends, come to rescue them I take it" Slix said before pausing "now theres an idea I was planning on having my champions annihilate you two but I think I'll have this as a tournament instead" a small wall popped up at each end of the arena and the two groups were teleported behind the walls before Kevin (who had now been turned back to normal) and mutated Aggregor were teleported back into the arena

"well this should be over rather quickly, seeing as how I beat you so easily during our last encounter"

"yeah well I'm definitely not the same guy who you last fought" Kevin said before he absorbed the floor and ran at Aggregor with his right arm tripling in size Aggregor raised his top right arm in front of him and formed a crystal shield but Kevin's giant metal arm shattered it like glass and hit him full force in the chest knocking him down Kevin then made himself taller so he was now at an equal height with Aggregor and made his other arm just as big as his right one he then grabbed both of Aggregor's left arms and spun him around several times before slamming him to the ground. As Aggregor started to get back up Kevin punched him in the face which sent him skidding along the floor until he slammed up against the wall of the arena, he quickly got back to his feet and made himself intangible just as Kevin's huge fist was about to him making Kevin punch the wall, surprisingly only making a tiny dent which popped back out.

Aggregor then grabbed Kevin from behind with all four arms and began shocking him, unfortunately for Aggregor the metal Kevin's body was currently made of didn't conduct electricity "big mistake" Kevin said before 10 large metal spikes burst out of Aggregor's back, Kevin then swung his head back hitting Aggregor in the face and making him stumble back off of the spikes which Kevin retracted back into his back, he then turned around and formed spikes on his hands before he began pounding Aggregor. With one final blow Kevin knocked Aggregor down to the ground once again where he remained still "you can get up now, I know you're not that hurt"

Aggregor's eyes opened and he smirked before getting up "impressive you certainly have honed in on your power's" Aggregor said as the holes in his body sealed up so now his body was covered in green spots which then faded into his skin colour "but so have I"

"well then it looks like I'll just have to keep pounding you until you can't get back up" Kevin said before he ran at Aggregor.

Ben, Gwen, Rook, Jimmy, and Ester watched the fight between the two absorbers, they had fussed over Ben's injuries but he assured them that the wounds were only minor at best though secretly that was a lie, Gwen now had an unsure look on her face as she watched her boyfriend fight "Ben, what do you think the chances of Kevin winning are?" Jimmy asked

"quite high, even if Aggregor plans on just regenerating constantly to wear Kevin down, he only has a tenth of Goop's and Swampfire's regenerating abilities so soon he'll be taking more damage than he can recover from" Ben said as he saw Kevin grab Aggregor's lower left bandaged arm and kicked him in the stomach making him fly back with his arm unraveling, once it had fully unraveled Kevin yanked on the bandage hard making Aggregor fly back towards him were Kevin punched him in the face

"what I'd like to know is how is he and all the others alive?" Gwen questioned Ben leaned over to her and whispered "that's what I have my little pal doing right now"

Meanwhile

Ship, now in a liquid form, was silently oozing through the air ducts listening and peering through the grates trying to find out anything it could on how the villains had been brought back to life. Soon it located the control room where Slix was observing the fight "hmm Kevin seems to be a lot more stronger than I realised, maybe I should send in another-" he was cut off as Ship came out of the air duct and completely engulfed Slix. Once merged with Slix Ship began "downloading" all of the information Slix currently possessed, including gaining the same amount of control of the Megacruiser that Slix had before he made his wish. Once Ship had gathered all of the information it needed it demerged with Slix and shot back up into the air duct "what was that? maybe I have a glitch or something" he said before doing a system scan on himself while Ship made its way back to Ben.

Back at the arena

Everyone watched as Kevin kept beating Aggregor relentlessly, even with all of his abilities and power's he could hardly inflict any damage on Kevin and as Ben had predicted Kevin's attacks were taking their toll on him. With one final punch to the face Aggregor fell to the ground and remained still, Kevin then raised up both arms in victory as a close up of the downed Aggregor appeared on the screen with a red X over it, this was followed by Slix's face appearing on the screen "quite impressive Kevin it seems that you're a lot stronger than I anticipated" a red beam of light then shone on Aggregor before he was switched with Borin "but lets see how long you can last going up against one challenger after another" Kevin frowned, if this was how the fights were going to play out he was defiantly going to get killed if he was to go up against Attea "now let the blood bath begin, and make sure that freak pays dearly" Slix said

"I never actually got a chance to fight you" Borin said as he got into a fighting position

"I saw how well you did against Ben until he tore-" Kevin was cut off as Borin punched him in the face, he then rapidly punched Kevin in the stomach before sending him skidding back with a palm strike to the chest. "Okay now you've made me mad" Kevin said, spikes formed on his giant fists and he charged at Borin, only to have him dodge his punch and launch him up into the air with a kick under the chin Borin then jumped up and karate chopped Kevin in the face sending him crashing to the floor as Kevin started to get up the metal receded until he was back to normal "man that guy hits like Ben" Kevin said before a blood covered fist burst through his chest.

An ear piercing scream ran throughout the arena, slowly turning his head he saw Gwen (who had now fainted) in Rook's arms "that girlfriend of yours certainly has a set of lungs" Borin said as he twisted his arm making Kevin cry out in pain a red beam then appeared in front of him as Slix appeared

"so Kevin tell me how does it feel to have an arm pierced through your chest, I bet it hurts a lot doesn't it" Borin repeatedly twisted and moved his arm in Kevin's torso making lots of blood come out, gritting his teeth Kevin grabbed Slix's head and absorbed the metal he was made of until his whole arm was made of metal then forming his hand into a blade he sliced off Borin's right hand making him retract his arm and yell in agony.

Slix quickly teleported away before Kevin could make a swipe at him, turning around Kevin saw Borin glaring at him "I am going to break every bone in your body before killing you" Borin threatened

"yeah, let's see ya try and do that before dying of blood loss" Kevin said with the metal on his arm retracting. Borin then ran forward at unbelievable speeds and kicked Kevin in the side, breaking several of his ribs, he followed it up with a punch to the face breaking his jaw and knocking several front teeth out. true to his word Borin was breaking bone after bone even using his fingers to pierce holes in Kevin's torso, unfortunately for Borin the increased activity had also increased his heart rate making him lose blood faster, Borin's attacks started to become sloppy and he began stumbling until finally with one last blow he and Kevin both fell onto the bloody floor. A picture of both of them appeared on the screen with a red X on it before they were both teleported out of the arena, Borin was teleported to the medical ward of the ship while Kevin was teleported back to Ben and his team

"Wrapps" Ben said and in a flash he turned into what looked like a mummy wearing a doctors coat with a red cross on his chest that had the Omnitrix symbol in the centre while also wearing a surgical mask. Tearing off most of Kevin's clothes Wrapps got to work on healing him; leaning over Kevin he lifted up his surgical mask and a green goo gushed out of his mouth and splattered on Kevin's chest where it looked like it was being sucked into the numerous holes in his torso as well as absorbed into his skin, once the goo was gone the group could see that the holes in Kevin's torso were now gone as well. Pulling the mask back down the bandages on his fingers turned into spikes which he then pierced into both of Kevin's sides simultaneously bulges then began travelling along the fingers as Wrapps pumping something into Kevin's body "it's blood encase you're wondering, he lost a lot of it" Wrapps replied, when the bulges stopped Wrapps removed his fingers which turned back to normal before bandages came off of his body and wrapped around every square inch of Kevin before they started to glow green, Ben's team were snapped out of their awe as Slix's voice said "next challenger" and in a flash of red Ester had been teleported into the arena.

"What the?" Ester said before she realised what had happened looking ahead she saw that she was now up against Phil

"I'm aware of your power's little lady (turns into his monster form) but I know you still can't beat me, we've been spying on Ben as well as you for quite a while now so I know all of your moves" Phil said

"tell me, were you spying on me while Ben and I were in the training bubble?"

"training bubble?"

Ester smirked "I'll take that as a no, you may think you know everything about me but really you're not even close"

"hmm?"

Ester's muscles bulked up her skin went jet black and her eyes went red with black irises "what the!" everyone minus Wrapps said

"if Ester doesn't toy with him this'll be over in 3 seconds" Wrapps said casually before retracting his bandages from Kevin, his bones now fully repaired "wake up" Wrapps said while shaking Kevin, as Kevin started to wake up everyone heard Slix say "begin" Ester raised one arm out in front of her while rearing the other back

"it's stupid to be taking aim like that it just gives me more time to-" *bang* Ester punched Phil so fast and hard in the stomach that all anyone saw was an aftershock as Phil flew back and slammed into the wall of the arena so hard that he left a dent which quickly popped back out. As Phil got to his feet he was immediately punched in the right side of the face and sent flying again before tumbling along the ground until he came to a stop, Ester reappeared for only a second before she pushed off disappearing again. Phil was hit again before Ester reappeared on top of him as she punched into the floor she then leapt off of Phil while spinning in the air before landing on her feet getting back up Phil saw that she had once again disappeared 'she's so fast I can't even see here' Phil thought to himself before his face was smashed into the ground as Ester who was now almost touching the roof punched him in the back of the head Ester then put her and extended her legs jabbing Phil in the back. Ester's arms shot down and grabbed onto Phil's head before retracting them making her smash into him at full force and sent them both crashing through the floor several loud bangs were heard before Phil burst through the floor on Ester's rapidly extending arm and slammed up against the roof.

Ester jumped out of the hole as her arm snapped back to normal and she watched Phil free fall to the ground. Just as Phil was about to fall back through the hole Ester kicked him in the face sending him tumbling along the ground again. Ester watched as he greatly struggled to stand up "time to end this" she then stretched both arms back a good 100 feet behind her and she shot forward while retracting her arms and the instant Phil was standing up straight she slammed both palms into his chest sending him flying back and slamming into the wall with such force he left a full body imprint on it. Everyone watched as Phil reverted back to normal and face planted on the floor, a close up of Phil appeared on the screen with a red x on it "alright who's next?" Ester asked

"quite eager aren't you" Slix said appearing on the screen "however let's make the next fight involve one of my main objectives" and in a beam of red light Ben (who had turned back to normal) and Ester swapped places "now lets make things a bit harder for you" and in another red beam Z-1 was now standing across from Ben while Phil had been teleported out of the arena

"awe shit" Ben muttered as he looked up at Z-1

"me remember what you did to me, you kill me, now me kill you!" and Z-1 kept growing until his head hit the ceiling

"it would seem as though this arena is a tad too small for him" Slix said as he saw Z-1's head hit the ceiling and at his command the whole arena began expanding until it was 30 times bigger than it was before which was followed by Z-1 getting even bigger until he was 150 feet tall again

"yeah that should do, Way Big" Ben said before turning into said alien. Way Big now being over 200 feet tall looked down at Z-1 "okay pee-wee let the rematch begin" Way Big said before a red beam shone on Z-1 and made him Way Big's height "I hate this ship" Way Big muttered before Z-1 punched him straight in the face knocking him off his feet, Way Big then landed on his hands and flipped over back on his feet the two giants then ran at each other and punched each other in the face, Way Big being the first to recover began delivering one solid blow after another to Z-1 with each hit making a boom on impact.

With a leg sweep Way Big knocked Z-1 onto his back and began repeatedly stomping up and down on Z-1, after the 10th time Z-1 swung his arm knocking Way Big's legs to the side and then punched him hard in the back before tossing him to the side. The two giants got back to their feet and immediately locked hands trying to force the other "I may not have Kevin or Gwen to help me beat you this time but I'm not going to stop until one of us is dead" Way Big said

"you the one who gonna die" Z-1 stated before he started swinging Way Big around until he let go sending Way Big to the side and crash into the wall with such force the entire ship shook violently.

As Way Big got back up Z-1 punched him straight in the face sandwiching his head between his fist and the barrier he then picked up the dazed way big and threw him to the ground before jumping up and giving him an elbow drop to the chest followed by a kick to the side that sent him tumbling to the side "I've gotta remind myself to eat Slix" he said as he came to a stop he then flipped back avoiding another hit before launching himself forward and socked Z-1 in the side of the head clearly breaking his jaw at the same time, Way Big then crossed his arms in front of himself and fired a cosmic beam at the stumbling Z-1 hitting him full force.

The beam carried him across the arena and slammed him into the wall, the audience watched in awe as the downed Z-1 got back up on his feet only to be knocked down again as Way Big fired a barrage of cosmic beams at Z-1 with each one getting more and more powerful. Z-1 groaned "cut it out" and a beam shot out of his cybernetic eye that pierced right through Way Big's chest making him stop zapping Z-1 and hold his chest in pain. Z-1 got back onto his feet and charged at Way Big "Frostbite!" Way Big shouted and he shrunk just in time to avoid Z-1's fist "man it feels like I have a red hot iron bar pierced through my chest" Frostbite said as he put his hand on the bloody hole, sensing danger behind him he flew up avoiding a punch before grabbing one of Z-1's horns and slammed his head to the ground, keeping Z-1's head pinned down he took a deep breath and blew out a blizzard that encased Z-1's head and stuck it to the now ice covered floor.

Flying to the other side of the arena Frostbite landed into a kneeling position and began trying to recover and think of a plan "maybe if I go ultimate I'll be able to take him down for good" pressing his Omnitrix symbol he turned into Ultimate Frostbite "alright time to take the big guy down" and he flew up in an ark towards Z-1, Ultimate Frostbite came down and planted both knees into Z-1's stomach making it cave in as well as make the whole ship shake, he then flew up again and fired a barrage of energy blasts engulfing Z-1 in a huge cloud of smoke. Ultimate Frostbite stopped firing energy blasts and instead began charging up a large energy blast, just as he went to throw it down Z-1 lunged out of the smoke and punched Ultimate Frostbite making his energy blast detonate, the results were Ultimate Frostbite being slammed up against the ceiling and Z-1 having every bone in his right hand fractured but due to him not being able to feel pain he didn't even notice it. Up above Ultimate Frostbite was in a lot of pain "damn it if I wasn't so badly hurt from before I could have probably beaten him by now" he said before Z-1 fired another beam straight at him. Ultimate Frostbite dodged the beam and flew straight down towards Z-1 with his right arm extended, intending on giving him a powerful power punch. Just as Ultimate Frostbite was about make contact with Z-1 there were two bright flashes before Ben punched Z-1 right between the eyes, with absolutely no effect "..." *WHAM* Ben was smashed into the ground by Z-1's massive fist

"shit his Omnitrix timed out" Kevin said

"Ben's lost stop the fight!" Ester shouted

"no, I think it'll be much more entertaining to see him be smeared on the arena floor" Slix's voice said as Z-1 lifted his hand to show Ben sprawled out

"good thing I'm a lot tougher than the average human" Ben said before activating the jets in his feet and flying up into the air "I should be safe up here, he can't fly" he then saw Z-1's cybernetic eye glow red again and before he could move multiple lasers fired out of his eye which pierced right through the organic part of his body with the final shot going right through his head, taking out his cybernetic eye, everyone watched as Ben plummeted and crashed into a bloody heap on the ground. At first there was silence as Ben lay still on the floor, the silence was then broken as Ben started to force himself up "I don't know why I'm getting back up *chuckles* it would be a lot less painful if I just rolled over and died" he finally managed to get back to his feet "but there is no way I'm letting Rozum have the last laugh in this" seeing the Omnitrix now glowing green he was about to call out an alien name when two figures materialised in front of him, everyone watching got looks of shock on their faces at the two new arrivals especially the tallest of the two "Ben 23 and Azmuth?" Ben said

"GAH! dude what happened to you?!" Ben 23 asked with a look of horror on his face

"him" Ben said pointing to Z-1 Ben 23 gave a slight yell of surprise as he saw Z-1.

With Slix

"A second Ben Tennyson? I must say that this is quite unexpected, I'll let him join the fight if he so chooses to, I could make things rather interesting"

Back in the arena

"Wait didn't you kill that guy ages ago?" "yeah, but somehow he and a group of other scum bags were brought back to life"

"is this a bad time?" Azmuth 23 asked

Ben smirked "no this is a perfect time (looks at Ben 23) wanna help me take down this beast before I die of blood loss?"

"uh sure" Ben 23 replied, getting an unsure look on his face, knowing that this was about to get ugly Azmuth 23 teleported back to his universe

"great, turn into Way Big" and in a flash Ben turned into said alien, Ben 23 searched through his Omnitrix (he had started calling it by it's official name recently) until he found the right alien and pressed down on it turning into

"Giant-Manster!" he looked almost exactly like Way Big only he wasn't a bloody mess and his armour was blue instead of red

"alright let's do this" Ben said before there was a bright flash of green behind Z-1 which was followed by a pair of white, red bladed arms getting Z-1 in a master lock

"okay guys let him have it" Jimmy now as Way Big said, Way Big and Giant-Manster began pounding Z-1

"B23 don't go easy in the slightest against this guy, we need to beat him until he can't move" that's when Way Big got a great idea with a solid kick Way Big sent Z-1 flying to the side and out of Jimmy's grip he then told the two his idea. As Z-1 got back to his feet he watched two of the To'kustar's go to the sides while the hurt one gestured for him "come and get me ugly" Z-1 then charged at Way Big while ignoring the others Way Big then leapt up into the air making Z-1 stop that's when Giant-Manster and Jimmy moved in. Jimmy got Z-1 in a headlock puffing his chest out he then yanked Z-1's head back, Giant-Manster followed it up by punching Z-1 in the stomach so hard that his fist pressed up against the curve of Z-1's spine forcing it back the combined efforts of the two now had Z-1's spine completely straight

"now Ben!" they said in union, Way Big then pressed his Omnitrix as he came back down turning into

"Ultimate Way Big!" Z-1's eyes widened slightly before Ultimate Way Big's foot came down on his face, the sounds of crunching and snapping as Z-1's spine was crushed under the weight of Ultimate Way Big echoed throughout the arena making most of the audiences stomach's turn.

Giant-Manster and Jimmy let go of Z-1 and in a flash the two heroes turned back to normal, everyone watched as Z-1 one started to fall back and as soon as he hit the floor the audience erupted in cheers. Jimmy and Ben 23 fist bumped "awesome teamwork" Ben 23 said

"definitely...hey where's Ben?" Jimmy asked he got his answer as Ben landed on his back next to them, turning his head he looked at them and forced a smile before he began coughing out blood

"*cough* great work guy's *cough* you really saved my hide *cough*" the three boys didn't even notice that they were teleported back to their side and the arena shrunk back to normal.

Jimmy kneeled down next to Ben "quick change me into Wrapps and I'll heal you!" he said desperately while pressing his Ultimatrix up against Ben's cybernetic hand, Ben weakly pressed the face of Jimmy's Ultimatrix a few times and in a flash he turned into Wrapps before he went limp, wasting not even a second Jimmy got to work on healing Ben.

After healing all of Ben's cuts Jimmy began pumping blood into Ben's body just like Ben had done to Kevin. As soon as he took his fingers out of his brother's sides he was teleported back into the arena before he had the chance to heal Ben's bones and muscles and he found himself now facing against the rest of the villains "hey that's not fair, it's one on six!" Jimmy stated

"rule one in illegal revenge fights kid there are no rules" Attea said

"besides it would be much more satisfying to have the brother of Ben Tennyson tortured and killed to leave him with a life time of grief" Servantis stated

"he's Ben Tennyson's brother?!" the other's exclaimed in shock before smirks came onto most of their faces.

"Ship teleport the audience out of here, lower the barrier, and see if you can make it so that I can use my powers" Gwen said

"Ship" it replied and in a flash of red the audience disappeared before the others leapt over the wall and into the arena.

With Jimmy and Ben 23

Jimmy and Ben 23 had teamed up against Vilgax and were currently holding their own against him, the two heroes had turned into Four Arms and Handy Man and were trying to beat down Vilgax, try being the key word Vilgax's reflexes were so good that he was able to both block their hits and deliver blows at the same time with a solid punch to the chest each he sent the two skidding back "okay then new plan" Four Arms said he then touched his Ultimatrix symbol and turned into a six foot tall lean light blue alien wearing green boxing shorts and a large black belt that had the Ultimatrix symbol on the front, red boxing gloves on both hands and a large black afro on top of his head "Knock-Out!" he said and he threw 20 punches in a second on both arms "okay big guy time for round 2" Knock-Out stated and with incredible speed he zigzagged over to Vilgax and began delivering multiple punches to Vilgax's stomach while also avoiding any of Vilgax's attacks with his own heightened reflex's

"hey I've got another guy similar to that" Ben 23 said, searching through his Omnitrix he found the right alien and pressed down on it and in a blue flash he turned into an alien similar to Knock-Out only this one wore blue boxer shorts with a gold belt it's hair was spiked up instead of being an afro, its boxing gloves were gone and its legs now looked like springs "Kickback" he said making Knock-Out stop

"cool, haven't seen that one"

Kickback crouched down with his legs shaking before he shot straight towards Vilgax flipping over in the air his legs shot out and he kicked Vilgax right in the face, Kickback bounced off of Vilgax and began bouncing all around the arena constantly kicking Vilgax while Knock-Out continued pounding Vilgax. Just as the two were about to deliver a finishing blow their watches began beeping and in union they both turned back to normal, Jimmy almost broke his hand punching Vilgax while Ben 23 almost broke his leg as he kicked Vilgax in the head.

Vilgax began laughing despite the amount of pain he was in "you two brat's were playing against time and you lost (cracks his knuckles) now I believe I'll be the one to make the finishing blow" with a simple kick he sent Ben 23 flying to the side before he pinned Jimmy down to the ground and pressed his thumb on Jimmy's neck ready to crush it "any last words, Tennyson?" Jimmy tried to speak but Vilgax's thumb prevented any air from coming out "very well, die"

"LEAVE MY BROTHER ALLOOONE!" a familiar voice called out before Vilgax was hit in the side of the head and sent flying across the arena. Jimmy who was now coughing looked and saw Ben with his cybernetic arm extended out in front of him Ben then kneeled down next to him and helped him up "are you okay Jimmy" he asked as he gently rubbed his brothers throat

"yeah *cough* I'm fine, thanks for *cough* saving me"

"hey you're my little brother I've got to look out for you because that's what big brothers do" Ben replied before they hugged when they broke apart they looked around and they saw who was fighting who Gwen was up against Discord and appeared to be losing as Discord used his form of magic to basically toy with her, Rook was up against Albedo who was now Humungousaur and they appeared to be fairly even, Ship much to Ben's fear was fighting against Malware who was taking all of Ship's attacks while not receiving any damage, Ester was up against Attea and was getting the snot beaten out of her, and Kevin was currently beating Servantis to a bloody pulp "they're all a lot stronger than they should be, maybe Slix did something to them...by the way how did you get into the arena to help me before?"

"Ship downloaded the program, I guess you could put it, that allows Slix to control this ship he dropped the barrier to allow me to enter" Jimmy explained

"at this rate most of our team is going to lose" Ben then looked down at his Omnitrix and an idea came to him "I know it might be a tini bit over the top but..." Ben then sent out a message to Ship. Upon receiving the message Ship abandoned his fight with Malware and flew over to where Ben 23 was starting to get back up, grabbing the young hero it flew over to Ben and landed next to them.

"Okay guys we are going to take out all of these bad guys with ease" Ben said

"yeah, may I ask how?" Ben 23 asked while nursing his sore side

"turn into Frostbite, you too Jimmy" the two young heroes did as Ben said before Ben himself also turned into Frostbite "okay Ship you know what to do" "ship Ben" Ship replied before turning into a liquid and then engulfing the three transformed heroes...

The fights were interrupted by a bright green flash turning they were surprised to see a new but familiar looking alien, he looked similar to Frostbite only he was about a foot taller than Vilgax, had a larger muscle mass, his skin was a slightly darker shade of blue, the horns on the side of his head were now longer and pointed straight up, the tip of his tail now had a large spiked ball on the end, and he was wearing a black and green breast plate with the Omnitrix symbol in the centre "alright!" he said while raising his fist, his voice surprised them all it was like Ben, Jimmy, and Ben 23 were talking in union while trying to make their voices sound slightly deep

"I don't believe it" Kevin said

"Ship fused the three of them together" Gwen said

"just call me Apex Frostbite" he said before disappearing. He reappeared behind Discord "you're going back to hell" he said he then punched Discord in the back making him fly forward before blowing him to bits with a simple energy blast "now then (turns to Malware) time to kill the thing responsible for turning a third of me into a mechanical monstrosity" he then shot forward and began pounding Malware with such force that everyone could feel the aftershocks from each blow, with one final hit Malware was sent skidding along the ground. When he came to a stop he saw a pair of feet in front of him looking up he then saw Apex Frostbite have his hand extended out which began to glow "never return" and wit another energy blast he disintegrated every atom of Malware's body.

"two down, three to go, Servantis is all yours Kevin" he then turned to Albedo and shot straight towards him, stopping with his fist almost pressing up against Albedo's spine "you're lucky I don't hate you enough to kill you" he then removed his fist and Albedo fell to the ground unconscious. Straightening himself up he walked over to Vilgax who was now standing up "you know Vilgax it's not every day that someone dies for a third time" he said before stopping in front of his target then in the blink of an eye he punched Vilgax across the face both breaking his neck and send him tumbling along the ground until he came to a stop. Apex Frostbite flew over to the downed Vilgax and stopped next to him, grabbing him by the front of his armour he hoisted him up until his feet were just an inch above the ground with his head tilting to the side "you've killed thousands, hurt millions, and you're the reason a third of me went on a killing spree throughout the universe (puts his right hand on Vilgax's chest) the universe will be a lot better off without a being of your evil in existence. Goodbye" he then fired a beam from his right hand which tore through Vilgax's body. Everyone on Vilgaxia yelled and screamed in horror as they watched their leader die brutally on every screen on the planet.

Vilgax while still being held up by Apex Frostbite now had a massive smoking hole in his torso, the Ship armour began glowing a bit before a hole opened up beneath Vilgax's feet "I hope you don't give the beast's down there any indigestion" he said with a grin before letting Vilgax fall into the hole which lead to the pit of beasts a few floors down. "now lucky last" he said while turning to Attea

"trust me Tennyson's, I'm a hell of a lot stronger than I was the last time we met" Attea said while she secretly powered up

"why do you think I had Ship fuse us all together?" he asked, Attea smirked

"that just means I can kill 3 Tennyson's at once (cracks her knuckles) let the rematch begin" in an instant Ben's team as well as Albedo and Servantis, the latter of whom had been knocked out by Kevin, were teleported into the stands and the barrier was put back up before Apex Frostbite shot forward and the two immediately began throwing punches at each other. Attea flew up to avoid a blow from him only to be intercepted by him and the two began exchanging blows again with each impact making loud booms. Attea was sent flying back by a punch to the chest, but she quickly recovered and was able to catch both of Apex Frostbite's hands preventing him from hitting her, Apex Frostbite kept trying to force his fists forward but Attea kept them firmly in place. a large grin crossed his face "what are-" Attea didn't get to continue as his spiled ball tail struck her in the side, making her let go of his hands before he socked her across the face making her fly back.

As soon as she recovered she was forced to block a barrage of punches and kicks from her opponent until he found an opening and kicked her under the chin sending her up into the air. As he flew after her there positions turned as she flew back and began forcing him to start blocking her attacks, she finally slammed and pinned him down to the arena floor so she now had one hand on his face and the other on his chest "just letting you know I'm currently only at 60% of my full power which is constantly rising by the minute" she mocked before she began unleashing multiple energy blasts while slowly floating up. When she finally stopped she crossed her arms and smirked "well I hope that'll teach you not to mess with the princess" she said while looking at the thick black cloud of smoke on the arena floor.

When the smoke cleared she saw Apex Frostbite standing up without a scratch while looking at her with narrowed eyes "I must say I am impressed, you're a lot more durable than I thought you were, guess I just have to actually try to beat you from now on" Attea stated before the two flew at each other and continued throwing punches at each other. Apex Frostbite knocked both of Attea's arms to the side before blasting her at point black range making her skid back along the arena floor, as soon as she came to a stop he flew towards her and kneed her in the stomach followed by a palm strike to the side of the head and ended with another energy blast which sent her crashing into the arena wall. Attea stumbled forward a bit before she cleared her head and avoided a punch from Apex Frostbite "alright horn boy now you've made me mad" she said and in an instant she went all the way to her max she then shot forward at a blinding speed and socked him in the jaw, she then followed it up by headbutting him in the stomach and then giving him an upper cut, she then shot up past hand came down to kick him only for him to dodge but she quickly reacted and gave him a chop to the neck, breaking through the defence he put up in the process and followed it up with a roundhouse kick to the same spot. Grabbing both of his horns she kneed him in the face 20 times in 4 seconds before hurling him down to the ground and as soon as he hit the arena floor she fired an energy blast which resulted in a large explosion.

When the smoke cleared Apex Frostbite was lying face down on the arena floor 'wow she's stronger than I thought she was going to be, guess it's time to use my trump card' Apex Frostbite thought before he got to his hands and knees he frowned as he saw the puddle of purple blood where his face had been, once back on his feet he turned around to see Attea standing a few meters away from him with her arms crossed and a smug look on her face

"kudos to you for being able to stand up after that"

"I admit that you far surpassed my expectations of how strong you've gotten, however I still have a trump card that'll hopefully allow me to beat you"

"and what prey tell would that be?"

"this" and with a press of his Omnitrix he turned into "Omega Frostbite!" everyone was immediately creeped out by Omega Frostbite's appearance, his chest was a bit more broad with an extremely elongated skull. His nose had melded into his mouth to form a crude beak. He now had 3 pairs of horns along the length of his head that stuck out to the side. Two pairs of spikes stuck out of his back and curve upward somewhat, and the natural armour on his shoulders now stuck outwards like shoulder pads "wow! Okay this is defiantly not what I was expecting the Ultimate form of this guy to look like" he said while looking himself over he then looked at Attea and was surprised at what he saw, Attea was punching and kicking him constantly but he wasn't even feeling her attacks then with a slight flick to the stomach he sent her skidding back on her feet. when she stopped she kneeled down and held her stomach in pain while gritting her teeth "wow I didn't know going ultimate would make me this strong, I think I'll start using a toad as a punching bag to fully test myself" Attea yelled and flew straight at him only to shoot straight past him she tried multiple times to hit him but despite his large hulking figure he dodged every time with no effort at all. Attea stopped and fired an energy blast at him from behind only for him to turn around and punch it sending it straight back at her, she leaned back and watched it fly over where her head had just been, as soon as she straightened herself up she kicked in the face and forced back again "I'll give you a chance, give up" Attea growled as she straightened herself up.

Omega Frostbite smirked "hey did you know your nose is bleeding (stands up straight) clean yourself up, you're a disgrace" wiping her nose on her glove she returned the smirk

"I maybe at max power right now but I can still increase my strength even more" a purple aura surrounded her and she punched him in the stomach making him bend over, this was followed by an elbow to the back, a kick that sent him up into the air, a back hand that sent him crashing to the ground, and ended with a huge energy blast.

When the smoke cleared Attea's eyes widened as she saw Omega Frostbite standing up without so much as a scratch on him while aiming his right hand at her "that's not a blast (a glowing ball formed in his hand) this is a blast" and he fired an energy blast that was twice as big and fast as Attea's which hit her dead on resulting in an even bigger explosion.

With Slix

Right now he was raging mad that his plan to eliminate Kevin Levin and Ben Tennyson had failed big time thanks to his meddling friends and right now his strongest fighter was lying still on the ground smoking if she lost then he would be forced to send them back to the mud ball that they called a planet and leave as fast as he could so that they didn't come after him.

Back in the arena

Attea, with quite a bit of effort managed to get to her feet her clothing was now burnt and ripped while her body was covered in multiple cuts and burns 'alright, lets try a different tactic' she thought to herself taking an insanely deep breath making her chest expand to 3 times it's normal size she blew out a thick cold fog that completely engulfed both of the two fighters "now try and hit me ugly" Omega Frostbite heard Attea call out

"okay then" he replied multiple bangs and booms were heard coming from the cloud of fog before Attea, even more hurt than before, skidded out while holding her side. As the fog dissipated Omega Frostbite could be seen with his arms crossed

"how did you know where I was"

"I'm a full Tundraian, I can see through even the thickest of fogs as clear as day" Attea shot forward while sparking and grabbed onto Omega Frostbite before sending thousands of volts of electricity coursing through his body "ah that feels good, it's really loosening up my muscles" he said in a pleased tone Attea pushed off of him with a kick and flipped over before landing on her feet "awe over already? and here I was starting to enjoy it"

"you've got some nerve making me into a joke. I'll kill you I swear if its the last thing I do. I am not your entertainment!"

"heh, coulda fooled me" Attea shot forward and punched Omega Frostbite with such force that it shook the entire ship but he had just blocked the hit by crossing his arms in front of him. She began rapidly punching his crossed arms trying to break through them but no matter how hard she hit him he didn't even flinch, he began dodging all of her hits again until he kneed her in the stomach and punched her in the face sending her tumbling backwards.

Attea was now on her back holding her face in pain "you bastard!" she yelled but her voice was muffled by her hands. She soon got to her feet and yelled in rage before shooting forward again but as she swung her arm at him he disappeared and reappeared behind her kicked her in the back the two then both disappeared. Every time they reappeared Omega Frostbite could be seen hitting Attea in one way or another, when they both reappeared for the final time Attea was even more of a mess than she was before

"look Attea just give up, you can't win"

"never!" she began attacking again "if you hadn't fused together I could rip all three of you apart!"

"look who's talking if you hadn't have used Heatbat's machine even Jimmy could beat you without transforming" he said while blocking her punches with one hand, he then grabbed one of her fists and threw her down onto the ground before pinning her head down with his foot "two words princess; give up" Attea growled

"even if I wanted to I can't"

"huh?"

"Slix made a wish that me and the others would be under his complete control and he told me that I have to keep fighting no matter what!"

"hmm interesting, so in order to stop you I have to prevent you from moving...maybe I should do to you what we did to Z-1" he then moved his foot onto her back and just as he was about to shatter her spine he heard "ship" and Omega Frostbite began to glow and in a flash of light Ben 23 and Jimmy were thrown to the sides and Ben was thrown back

"ship Ben sh ip ip shi" Ship said now in it's normal form

"awe man" the three boys said in union, Attea began to laugh as she struggled to get up "you three morons were playing against time, and you lost, now I'm going to-" *wham* Attea was knocked off her feet and landed on her back

"I may not be able to turn into an alien just yet (his Omnitrix was temporarily drained) but I'm still strong enough to make sure you never get up again"

"shit" Attea muttered before Ben picked her up and began beating the day lights out of her already extremely weakened form.

"he really is the ultimate Ben" Ben 23 said

"that's my brother" Jimmy said proudly, with one final punch Ben knocked Attea out cold

"and victory goes to team Tennyson" Ben said triumphantly while raising a fist in the air with his brother and Ben 23 joining him. The victory was cut short however as an enraged Slix appeared in front of Ben and wrapped his thin fingers around his neck

"you worthless meat bag, you have ruined my plans for the last GAH!" Slix now had a huge metal spike jutting out of his chest

"hey Slix have a bit of Déjà Vu?" Kevin asked with a smirk

"curse you Levin" Slix said while looking down at the spike protruding from his chest, Ben's hands then slapped on the sides of Slix's head and forced him to look straight at him

"and don't you even dream of coming back" he said before he crushed Slix's head flat, Kevin then turned his arm into a blade and brought it down splitting most of Slix's body in half Ben then dropped the mangled machine on the ground and they both stomped it flat "think he's coming back from that?" Ben asked

"hope not" Kevin replied as the others joined up.

Ship leapt up and landed on Ben's shoulder before rubbing it's face on his "great job at dropping the barrier to allow everyone to enter?" Ben said

"ship" it replied

"so Ben who's the mini you?" Gwen asked

"guys, this is Ben 23, my counterpart from universe 23"

"sup" Ben 23 said

"so now that we're not fighting for our lives, what brings you here?" Ben asked

"well Azmuth and my grandpa needed a little vaycay away from teaching me so Azmuth thought it would be good for me to learn from another hero so who better to teach me than the best Ben in the whole multiverse"

"I must agree you are the best person to learn from" Rook added

"ship sh shi" Ship said before it spat out the puzzle piece it had taken from Slix onto Ben's hand before merging with the cybernetic part of Ben's head, Ben looked at the puzzle piece and grinned

"what's that Ben?" Ester asked

"this is a part of a 9 piece puzzle that when all 9 pieces are put together allows you to summon the God of Wishes, Ryo, this is how Slix was able to revive those guys"

"and you know this how?" Kevin asked as Ship demerged from Ben's head revealing that his eye and head were fully repaired

"Ship absorbed the information from Slix while you and I were fighting (a thought then came to him) hey Gwen you're on holidays now right"

"yep"

"then how's about we all go on a treasure hunt" Ben said while holding out the puzzle piece

everyone smiled and cheered "yeah!" while raising a fist up into the air each.