Here we are, the Halloween Special of Ben10 and a Vampire. Just a suggestion to make chills go up your spine, read in the dark and speak Ghostfreak's/Zs'Skayr's lines in his voice from the original series of Ben10 and Omniverse... trust me, makes a difference. No offense to Jeff Bennett, but he doesn't fit the bill for acting as Ghostfreak; Steve Blum nailed it! Especially as the voice of Vilgax... my opinion of course, but am I wrong? While Jeff IS a good actor, his voice just didn't seem right for the part of Ghostfreak. As bad as Omniverse was, at least they brought the original cast back, which made that series bearable. Again, just my opinions.

This episode is based upon Ghost Town, but I think I've made the main battle scene with Zs'Skayr better. By the way, I'm playing a horror game on my YouTube channel called: PREY. If your into that stuff (and like people getting scared), mind giving it a watch or a like? Shout-outs too:

1) 54godamora: A school dance, eh? This is a perfect idea and it WILL be attempted!

2) Thestutz (first fic): Glad you love it so far.

3) The Broad Road: Sorry I didn't shout you out last time, I didn't think I needed to.


Ben's eyes slowly opened, yawning once he sat up on his bed... no nightmares this time, thank God. But he still couldn't get over that monst... no, that demon... that chased him in his dreams. Maybe it was just his mind overreacting to Moka's Rosario going "missing" two days ago. Deciding to forget it, he did his morning routine. Shower, shave, teeth, hair, clothes, etc. Today was Sunday, so no classes today, and the girls have been wanting to visit America again now that he thought about it. Perhaps he'd call up Grandpa Max and let him know so he could somehow arrange them to visit. For some reason, the Bus Driver still wouldn't take them... guess he wasn't allowed to in the first place.

He considered just staying in bed, maybe play some video games all day or watch TV... ya know, a boy's stereotypical paradise. But he knew his girls were waiting for him... his girls, he'll never get used to that, the infamous "Tennyson Harem" as some boys dubbed it. The 5 girls (6 counting a certain inner persona), would regularly fight over him... doing everything and he knew, EVERYTHING in they're power to prove she was the one for him. They had good and bad perks as all people do, but each was unique:

Moka Akashiya... where does he begin?

She's a 16-year-old, green eyed (like him), pink haired vampire. Having a sweet personality, yet shy demeanor. Ben met her when she [literally] ran him over. She did apologize of course and when Ben helped her up, she got his scent and [again, literally] sunk her fangs into him. She was also responsible for giving Ben one of his most powerful/unpredictable transformations, Nosfer-Ben. However, once the Rosario/rosary over her chest is taken off (and only he and Nosfer are the only ones who can get it off for some reason), a whole new side of Moka comes to life... it'd be fairer to say it was a different Moka entirely. While they both have the same love for Ben's blood and share the same body; Ura/Inner Moka was a bust size larger, blood-red eyes, silver hair and is tough and prideful as opposed to Outer Moka. Although she has denied it, Ben had a feeling that Ura/Inner Moka had the same feelings towards him as Outer Moka does... they are the same person still, right?

Kurumu Kurono... what could Ben say about her?

She's a 16-year-old, purple eyed, blue haired succubus. Out of all the girls; she had the largest breast size, is beauty flaunting and at times, can be thickheaded. She does care for Ben and is very affectionate towards him and [literally] smothers him with her brea... *ahem* with love. After Ben stood up for her when she got in a fight with Ura/Inner Moka, she started having an attraction to Ben, calling him her Mate of Fate or Destined One/Partner. Kurumu wasn't the nicest girl at first, she tired controlling Ben with her succubus power, but he (and unknown at the time, Nosfer-Ben) was too strong-willed to be a sex slave. But being protected by Ben seemed to break her down emotionally and allowed her to pick up to pieces, turning into a better person. Now instead of using her power to cheat, she ops to win Ben's heart fair and square... though at times, she has tried love potions within cookies and other baked treats... love does strange things to people, apparently monsters' are no different.

Yukari Sendo... the youngest but smartest of the bunch.

She's a 12-year-old (almost 13), purple eyed, dark brown haired witch. She's also discriminated because she's what's considered to be, a border being. While she is a monster, some still see her as human. She fell for Ben because she felt he knew what it was like to be alone, because he was American, basically an outcast. Being the youngest also has its drawbacks, since she and Kurumu are always arguing with one another, mostly about breasts (big surprise there, huh?). Despite being more intelligent than most/all girls her age, she is still a child regardless and has shown to let that side of her show when she gets annoyed... again, mostly when Kurumu is involved. While she is trying her hardest to get Ben to be her's, she also has a crush on Moka as well, hoping to be "a witch in a sandwich" with Ben AND Moka... at the SAME TIME!

Mizore Shirayuki... kinda reminds Ben of Kristin from Taylor the Latte Boy. More accurately, Kristin the "Stalker Chick" from Taylor the Latte Boy - Taylor's Response.

She's a 16-year-old, blue eyed, violet haired Snow Woman; or Yuki-Onna. She enjoys stalking Ben and anything else that captures her interest... she's really good at it too, as she's never caught until she reveals herself. Like Yukari, she was lonely and formed an infatuation with Ben because she would get the schools news but never came to school much. The reason, she was almost raped by the gym teacher because she liked him... but the horny teacher took it the wrong way and she froze him in self-defense. When she couldn't stand just reading Ben's news any longer, she decided to come back to met him in person. She didn't know he was human at the time, so she tried freezing him (as it was Yuki-Onna custom) to make him her man. While Ben didn't reject her, she felt she didn't deserve to be forgiven and fled. That's when the same teacher tried raping her again, but Ben came to her rescue and in return, she unlocked Big Chill and Ben used her power to defeat him. She still stalks Ben though, calling him her "Snow Angel" due to Big Chill's appearance... she also wants to make a baby with him soon, as Yuki-Onna become infertile after age 17.

Ruby Tōjō... a witch like Yukari, but powerful enough to stand up to even Ura/Inner Moka's S-Class strength by herself.

She's 19-years-old, ruby eyed (probably how she got her name), and black haired. She's the least active among the harem, mostly cause she works for the Headmaster, but does participate in strides. She's masochistic, and loves being commanded... a little too much if you ask Ben or anyone of his friends. Ironically although she's Japanese, she's from America, and has lived there with her mistress. Sadly, said mistress died and Ruby was left alone, but she convinced herself her mistress was still alive to never bear the emotions of losing her. When confronted with this, she snapped and turned herself into a giant plant monster that would have costed her to loose her human form forever. She was lucky that Ben's kindness rubbed off on Ura/Inner Moka... or she might have been dead. Since then, she had gotten to know Ben as a person, and was thankful for that because she was able to remember her mistress' dying words: "human or monster... there's no difference in the value of someones life."

"Yup... that's our girls" said Nosfer-Ben, invading Ben's thoughts. "Good morning to you too, Nosfer" Ben said, looking at his watch. "And before you ask, had the BEST sleep of MY life. A little stuffy... but nothing beats a small, enclosed space that you have all to yourself!" The inner vampire said, happily. "Maybe I'll buy you a bunker" Ben joked. "Nah, I already got EVERYTHING I need... right, here" said Nosfer. He was energetic today it seemed, maybe he too was overreacting to the dreams they had.

(AN: Theme song.)

Chapter 21: A Ghostfreak of a chance + Vampire

After he finished his morning ritual and exited the boys dormitory, he couldn't help wonder how that Raika guy knew not only what he was, but also Kevin and Gwen. Was there another committee, or was the guys organization something worse? He had no answer, nor did he want one. Hopefully it was just a bluff. As Ben walked down the dirt road, something lunged at him from the bushes. He had a feeling it was Mizore...

SMOOSH!

Never mind, she's not this big.

"Hey there, Ben!" Said Kurumu, wrapping her arms (and breasts) tightly around his right arm. "Well, she's cheerful today" said Nosfer-Ben. 'Isn't she always?' Ben thought to his counterpart. "Touché, my man... touché" said Nosfer-Ben. "Hey, Kurumu. How are ya this morning?" Asked Ben. "I'm excellent, thank you! Any day I see you Ben, my day is set!" Kurumu said, which Ben couldn't help but smile at. He felt another pair of arms, this time around his left arm. "Ruby?" Asked Ben, surprised what he was seeing. She was never here for the daily squabble and even if she was, this was the first time she got here before almost everyone else. Despite her age, you'd think the girls would look up to her and learn from her behavior... with Ruby, the roles were basically reversed. "What'cha doing here so early?" Asked Ben, continuing his question.

"Oh, it's a long story..." Ruby smiled at him. "Your full of those, aren't ya?" Asked Nosfer-Ben/Omnitrix, beating Ben to the punch. "Really, your starting THIS early?" Come Kokoa's voice, in a snappy tone as always. "Why not? The early bird catches the worm... the really LONG worm" said Kurumu, tracing a straight line down Ben's chest with her index finger and stopping just above his navel. Ben knew EXACTLY what she meant. 'Already? Dear lord' he prayed to himself, fighting the blush forming on his cheeks. He was somewhat cooled down by another set of arms wrapping around the back of his neck from behind... cold arms, that is. "The only hole that worm in going into is mine... either one of them" said Mizore.

"Did I mention I LOVE the mornings?" Asked Nosfer-Ben. 'No, I don't think you did...' Ben thought to Nosfer-Ben. Just then, Yukari flew into Ben and hugged his front as tightly as she could. "Good to see you, Yukari" said Ben, starting up a normal conversation. "Nice to see you too, Ben! You can see me anytime... and anything... you want too" Yukari said. "No thanks, we're good" said Nosfer/Omnitrix. "HA! SEE! Ben and Nosfer want to see boobs, not just nipples" Kurumu joked. "I didn't say that..." Nosfer-Ben/Omnitrix corrected, but this was lost on Kurumu and Yukari, as they started a breast debate... again.

"Shut up about my cup size!

"What cup? 'A' negative?"

"GRRRRRR... Cantaloupe!"

"Flatbread!"

"Barnyard!"

"Board Game!"

"Bud Bips!"

"You... uh... Tape Measure!"

"Tape measure?" Asked Nosfer-Ben/Omnitrix. "Just... let them go" said Ben, not wanting to get involved. "Speaking of tape measure, they get pretty long, right?" Asked Ruby. Though Ben's blush was partially gone, he had a bad feeling of the direction Ruby was going. "Yeeeeeeeeeeeah... why?" Ben dared to ask. Mizore also began to frown behind him. "Well, they also get really tight... going around and around..." Ruby started swooning. Mizore and Kokoa stared at her in disbelief, seeing how excited she was getting. Both Bens' didn't know whether to blush at her comment, or feel concerned. Hearing the word 'tight' however, triggered a different response from the debate duo...

"Trust me, Ben. You've seen how tight my breasts are... you know what else is?" Kurumu said, seductively. "Oh, Jesus Christ" Nosfer said, Ben felt him pinch his nose... had no idea how, but he did. "NAH UH! I'm young, meaning I haven't even finished growing yet..." said Yukari. "Good God... that's it, I'm out!" Said Nosfer-Ben, deciding to go silent. Kokoa just watched with an open mouth, how could these girls talk about that stuff... and out in the open! "Talk about a open relationship, weee" said Kou on Kokoa's shoulder.

Ben wished for Moka to appear, as it seemed she was the only one who could make this madness stop. Mizore and Kurumu were pulling him back and forth, Yukari hung from his neck, and Ruby was fantasizing about the tape measure bit. Someone pounced on the group, making them fall to the ground. "Your all wrong, Ben is mine, and only mine!" Said a familiar voice. "Speak of the devil, he shall app-EAAAAAAAAAAAAAAAAAAAAAR!" Yelped Ben, getting bit in the neck by Moka.

KA-BOOOOOOOOOOOOOM!

Hearing an explosion in the woods, Ben immediately snapped out of high school-mode and went hero-mode, getting up and running toward danger. "Don't you humans run AWAY, from danger?" Called Kokoa, but her question went unanswered. "The fuck was that?!" Asked Nosfer, but his question wasn't answered either. The monster girls followed Ben to a crash sight which was a few miles away from Yokai Academy, with a huge hole in the ground, trees were also damaged nearby. Approaching the hole with caution, they all saw what... or rather, who... created it. "Vilgax!" Said Ben, getting his Omnitrix ready and was gonna pick Nosfer when, "WAIT!" Vilgax called out with his hand out in defense, he then coughed up some blood. He wasn't looking so good, one of his eyes were black and he had busies down his face and tentacled chin. "T-Tennyson... I... need... your help..."

-TIME BREAK-

At Kevin's garage, Vilgax sat at a cafeteria-like table outside. He and Ben looked into each others eyes, neither one of them taking their sight off the other. The monster girls also didn't take their eyes off the giant alien either, in case he tried to attack. The only one who was nervous was Kokoa, and she wanted to know what the hell was going on... and why Oswald changed his skin color. Moka filled her in and while Kokoa was mad the squid-like being dared to attack her sister, the redhead was too frighted by his appearance alone to do anything to him. "I got you some lunch... don't let the staff know your over 18" said Ben, putting a tray of food next to Vilgax. Kokoa was still stunned how Ben... a human... could possibly keep his cool around this giant octopus. She was impressed, not that she'll say it out loud.

Gwen looked at Ben sternly. "What?" He asked. "Don't you remember how many times this guy tried to kill you, kill US?" Gwen asked him. "10, 20... 50 times?" Said Ben, who obviously didn't keep track. No one blamed him for that though, its not like he would have while he was fighting for his life or the greater good. "He shouldn't even BE here! He lost that Galactic Whatchamacallit and was banished!" Said Kurumu. "Believe, I didn't want too... there was no place else to go" said Vilgax. "Why should Ben help you anyway, Kraken-Head?" Asked Mizore. "... Ghostfreak" said Vilgax.

Now he got Ben's attention. According to Mizore, she saw him with Charmcaster back at the ski resort. "What about him?" He asked. "He apparently got Charmcaster to free him from the Galvans after he escaped from your Omnitrix, promising to be her guinea pig to amplify her magic with other alien lifeforms. He showed up in my world and tried to possess me" Vilgax explained. "Well, he was a possessive type" Kevin muttered. "I managed to barely drive him off... but he was far from done with me. Instead of fighting me directly... he attacked my people! Ghostfreak would possess them, turning everyone he came into contact with into an Ectonurite minion... slaves to his hive mind! Forming a resistance, I lead my people against him... but it wasn't enough. The infestation spread like wildfire within a week, and any warriors left also became infected, until I was the only one left. He took total control over my planet... there was nothing more I could do... so I fled. I needed help... your help, Ben Tennyson" said Vilgax, telling the group his tale.

The Newspaper Club did feel bad for Vilgax, but they didn't know if he was telling the truth. "Not so fun on the receiving end, is it?" Quipped Nosfer-Ben. "Besides, this is your fault" he finished. "WHAT! I never been to your planet!" Said Ben. "Maybe not, but you DID free Ghostfreak from the Omnitrix" said Vilgax. "I did not, he escaped!" Ben argued. "Whatever the case was, YOU are the wielder of the Omnitrix, he was an extension of YOU! Therefore, his actions are YOUR responsibility! Furthermore... isn't it the RIGHT thing to do?" Said Vilgax, using some of Azmuth's words of wisdom.

"Moka, get me out for a minute" said Inner Moka, in which Outer Moka grabbed Ben's and and forced the Rosario off. The unsealed vampire glared at Vilgax that rivaled her hate for Kuyo when he almost killed Ben. "Hmmm... I was wondering why you looked different" said Vilgax. "Why would Ben waste his time or our time, helping the likes of you?" Asked Inner Moka. "Regardless how you feel about me, my people are innocent and have done you no harm. You monsters' should know this firsthand... especially after the Great Migration that you caused" said Vilgax. With the exception of Kokoa, this was the 3rd time the Newspaper Club heard about a supposed migration... what did it mean? "What the hell's the gre..." Kokoa began. "WE ARE WASTING VALUABLE TIME!" Roared Vilgax, wanting these insects to just say 'yes' and assist him.

Ruby and Yukari got out their wands, Mizore and Kurumu got out their claws, Kevin absorbed the tabled and enlarged his fists, Gwen readied some mana in both hands, Inner Moka took a fighting stance and Ben got his Omnitrix ready. "Look... my people are not warriors like me, like you! We had a slim chance for victory, and failed! Most are hard-working men, devoted housewives and innocuous children!" Said Vilgax, calming down slightly and giving some more reasons to help him. "Give us one good reason why we should trust you" said Inner Moka. With that, Vilgax sat down. "Why else... would I came crawling to your pitiful planet... to YOUR realm, of all places?" Grumbled the warlord, he was clearly desperate. "He does make a valid point" said Gwen. "COME ON! This is as obvious as a trap of Kurumu's free cookies!" Said Kevin. "Maybe... but her cookies are amazing" said Ben.

Kurumu blushed at Ben's comment, and Nosfer-Ben laughed in Ben's head because he took the 'cookies' as another meaning. Ben took a good, long look at his deadliest adversary before saying: "... We'll go."

Inner Moka immediately pulled Ben by his arm, very hard. "Your not seriously considering this?!" She whispered harshly, hiding only 10% of the concern in her voice. "What choice do I have? If their are innocent people out there, I can't just let them suffer" said Ben. "I KNOW! But... him... of all people..." said Inner Moka, her pride still failing to hide the emotions she was feeling. Kokoa noticed this, was Ben really that big of a deal to her 'real' sister? "I don't like it either... but its the right thing" said Ben, putting a hand on Inner Moka's shoulder to calm her down. He then looked right into Vilgax's eyes. "The first sign of a double cross though... this schools getting a new sushi special" Ben threatened Vilgax. "... fair enough" was the only answer from the alien warlord.

-TIME BREAK-

Calling a ship to rent from the Plumbers (Ben called Grandpa Max, but made up a story that an alien escaped a battle... not a total lie of course) to use as transportation to Vilgax's home world. Three vampires found it stupid that it was named Vilgaxia, but they keep it to themselves... it probably wasn't a good idea to make Vilgax angry considering how powerful he was. Everyone got off as soon as the hatch opened up, though Kokoa snuck on even after Inner Moka told her to stay... it was too late to drop her back off. "Eck... looked better in the brochure" said Nosfer-Ben, seeing the surrounding area through Ben's eyes. "I'm not booking a flight here again" said Kurumu. "So... this Ghostfreak is the same as Ben, right? He did all this?" Asked Yukari.

All over the buildings and streets was clear, green slime... there was no part of the planet untouched. "My world is now a shadow of its former self... Ghostfreak is the cause of all of this" said Vilgax. "So where would he be in this hellhole?" Asked Inner Moka, and that's when Vilgax stabbed his sword in the ground in front of the silver-haired vampire. "Watch your tone, vampire. This is MY world" Vilgax growled at her. "YOU watch your tone with my sister, freak!" Yelled Kokoa, and this made Vilgax glare at the young vampire. If being face-to-face with that Loboan wasn't scary, this guy defiantly was. "Chill out, we can be best enemies after we..." said Ben, then he noticed Mizore shaking... which was odd for her.

"Mizore... what's wrong?" He asked the snow woman, all she did was point with a shaky finger. "I think... w-we've got bigger problems" she quivered. Looking in the direction she pointed, the team noticed ghost-like beings, screaming in high-pitched moans. Hundreds of them were all floating down to their location! They must be the minions' Ghostfreak/Zs'Skayr created, so it appeared Vilgax was telling the truth after all. But there was nowhere to run or hide and there was far too many to fight!

...

...

...

...

The Ectonurite minions flew down the empty street. One of them however, stopped and turned around... it thought it heard something. Floating by the buildings, it looking in some cracks with its single pink eye. It was dark inside so it was hard to see. In the darkness, Ben's group leaned up as flat up against a far wall as they possibly could. Just seeing the horrid creature look in made some of the girls want to scream:

1) Ben was currently holding Mizore's mouth shut, giving her a "sh" sign with his finger on his mouth. Kurumu next to Ben also went to scream, so Ben had to also cover her's too.

2) Yukari would have yelped, but Ruby covered her mouth. In a comedic twist, Ruby was gonna scream so Yukari covered the older witches mouth as well.

3) Kokoa, scared out of her wits would have yelled bloody murder, but Gwen covered her vocal hole before that could happen.

The only one's who didn't were Gwen, Kevin, Ben, Vilgax and Inner Moka... of course never experiencing this type of danger didn't mean Inner Moka wasn't afraid. Those things were freaky-looking. To make matters worse, a second Ectonurite minion appeared, asking the first one in moans what was wrong. Luckily they seemed to give up, and left to join their brethren wherever they were off too. "Phew... I think their gone" whispered Ben. "Not exactly... I sense their energy still out there, keep your assholes tight" warned Nosfer-Ben/Omnitrix in a low voice, as not to alert any other minions nearby.

"A voice function?" Asked Vilgax, not knowing about the 'voice' of the Omnitrix. "Eh, something like that" Ben said. Suddenly everyone heard a high-pitched call that heard their ears except Vilgax. "The hell is that?" Asked Kokoa. Before anyone could answer, Vilgax said it was his peoples call for help and punched his way out, running down the street. This unfortunately alerted some Ectonurite minions. "Sure, give away our location while your at it!" Kurumu yelled at him. "Time to go Hero" said Ben, dialing his watch. "Oh, OOOOOH! Can I come out, can I? Can I? CAN I? PLEEEEEEASE!" Begged Nosfer-Ben/Omnitrix in a silly tone. "Not now. We need some..." said Ben, transforming into: "SWAMPFIRE!"

Blasting fire, Swampfire scarred the Ectonurite minions, making them back away from the flames with ghost-like shrieks. "LET'S MOVE!" Ordered Swampfire. No one needed to be told twice! The group ran in the direction Vilgax went, wanting to catch up. The ghost-like minions realized what Swampfire did was just a diversion, and chased the club members. Mizore, Ruby and Yukari threw projectiles in their own forms (ice shards, cards and pots)... but the ghost aliens' just phased threw them, completely unaffected. They also flew pretty fast. Kokoa ordered Kou to change and she tried swinging a morning star... that worked as well as grape juice in a motor engine. Gwen saved the redhead by throwing a disk of mana at the Ghostfreak minion seconds before it tried possessing the young vampire. "Your welcome" said Gwen, helping the Kokoa back to her feet and running.

It might be fear or pride, but Kokoa didn't thank her. She had to admit, seeing the way the Americans' kept calm in this scary situation was quite the fleet in her book... she owed them some credit, this alien stuff was harder than it looked, even for an S-Class monster such as herself. She could only imagine what her sister went through with the Highbreed invasion. Turning a corner, Swampfire blasted Ghostfreak's minions one last time before looking ahead and seeing Vilgax. "I can't believe you tried tricking us into..." he stopped cause he saw something he NEVER expected, as well as everyone else with him.

He was punching away Ectonurites... because of a crying child that looked like a kid-version of himself. Judging by the gown it was wearing, it was most likely a female. "Saving a little girl?... ok. This aliens new name, is Swamp-Douche" said Swampfire, feeling like a jerk for jumping to conclusions. "Who knew?" Asked Inner Moka, also stunned this alien warlord had a conscience. "Protect the child! The Ghostfreak minions posses anything they touch!" Ordered Vilgax, shooting his laser eyes a some of the minions, and even one towards Swampfire!

A ghostly howl of pain escaped his lips... actually the Ectonurite behind him did, if they HAD lips. "And watch your backs" said Vilgax.

Swampfire asked Nosfer-Ben for a speed boost (which he gladly provided without question) and threw a fireball at the slime above the little girl, setting it ablaze and making the ghosts back off. Swampfire then blasted them with flames. "You ok?" Asked the Methanosian, the girl only nodded in response. Inner Moka and Kokoa tried physically solving the problem with kicks and a baseball bat... of all the good it did, as the Ghostfreak minions just phased away, unaffected by the vampire duo's attacks. "How the heck are we supposed to hit these things?!" Asked Kokoa, getting annoyed. Mizore, Kevin and Kurumu weren't doing any better. The only ones who made a difference were Swampfire, Vilgax, Gwen, Yukari and Ruby.

Ruby then had an idea. "Hey, Vilgax-a-lot! (AN: Get it?) You said these were warriors, right?" Asked the eldest witch. "Mostly, why is that relevant?" Asked the alien warlord, punching away a ghost as he said it. "And they are loyal husbands, correct?" Asked Mizore, catching onto Ruby's plan. "What's that got that do with anything?" Asked Vilgax, knocking a ghost away. "What they're saying is, these ghosts need a little more... charm" said Inner Moka, aware of what Ruby and Mizore were thinking, which also made the members of the club look at... "Nah, uh! No way in HELL, am I doing that!" Said Kurumu, trying and failing to slice 3 ghosts with a flying uppercut. However, one Ectonurite pulled its skin back and showed her the tentacles within its body.

"AAAAAAAAAAAAAAAAAAAAAAAAAH! GETAWAY-GETAWAY-GETAWAY!" Screamed Kurumu, failing her arms out in a slap fight-like fashion. She got a few good slashes in her frenzy, but the alien went to attack her!

...

...

...

By caressing her cheek? She must've accidentally activated her Love Charm ability in self-defense. The next thing that happened was every Ectonurite minion nearby flew around Kurumu, affectionately hugging her. It was cute... in a creepy way. "EW! GET OFF ME! CUT IT OUT!" The poor succubus whined. "Who've thought little miss succubus' Love Charm would come in handy?" Asked Inner Moka with a smirk on her face. With the Ectonurites 'distracted', the group was able to shrink down their numbers more easily. Swampfire also used the Omnitrix genetic repair system, wondering if it would work... surprisingly it did, but at the cost of Ben changing back to human form sooner. "Ugh... that was so wrong" moaned Kurumu, shaking herself off. Yukari, even though she was giggling (and some others were as well), provided Kurumu with a towel, which the succubus wiped her face with. "Yeah, but it was still funny as hell" chuckled Nosfer-Ben, holding back his laugh.

"Ugh... what happened?"

"Where am I?"

"Ew, what's with all the slime?"

"Why does my house have a hole in it?!"

This was said by some of the people of Vilgax's planet, now back to normal. "Are you hurt, young one?" Asked Vilgax to the child. "No, my lord Vilgax. The human protected me... thank you, human" said the child, giving Ben a bow of respect. "Uh, your welcome" said Ben, rubbing his neck. "All of you, it is not safe out in the streets. Find shelter and remain quiet" Vilgax ordered his people, and they did what they were told. The little girl gave both Ben and Vilgax sweet, tender hugs; before running off to follow the others of the alien race to a safe zone.

"Adorable... big, bad Vilgax has a heart" Inner Moka remarked. "He's losing his evil cred" Nosfer-Ben/Omnitrix said, joining into Inner Moka's sly comment. "Watch your tongues! If I didn't need your help..." warned Vilgax, but he didn't finish. "There's everyone's favorite bad guy that we all know and hate" joked Ben. "What's next, save some cats off the street?" Asked Kokoa. "Maybe adopt some puppies from a box?" Asked Kevin. Vilgax ignored the jokes thrown his away, deciding to focus on the task at hand. "We find Ghostfreak and eliminate him. Without his mental control, the rest of my people should be set free" said Vilgax.

-TIME BREAK-

Getting inside of Vilgax's castle through a garbage chute (much to the disgust of the monster girls' and Kevin), the team got into the throne room where Vilgax said Ghostfreak first appeared. They hid behind a very large pillar, and saw an entity that looked EXACTLY like Ben's Ectonurite form... his back anyway, since he was looking outside the balcony. "There he is" whispered Ben. "I think he needs a new robe" said Nosfer-Ben, commenting on Ghostfreak's/Zs'Skayr's cloth-like skin. "Seeing as there's 10 of us and 1 of him, I think an all-out attack should work" said Kokoa. "We'll need a distraction for that..." said Mizore, and all the monster girls faced Vilgax. "I take that you suggest me?" Asked Vilgax.

Ruby: Well, nothing says 'distraction' like a Thor-fisted...

Kurumu: Tentacle-faced...

Yukari: Cybernetic...

Inner Moka: Sword-wielding psychopath.

Vilgax frowned at these comments. "No... I'll go" said Ben. Everyone fell silent at this. "Did you eat something back there, or have you just plain lost it?" Asked Nosfer-Ben/Omnitrix. "It's the best choice. This is Vilgax's planet, Ghostfreak won't expect me" said Ben, explaining his reasoning. "What if Ghostfreak possesses you?! You still have to recharge!" Gwen whispered urgently. "Because like it or not, Vilgax is right. Ghostfreak is my responsibility" said Ben. The others (excluding Vilgax) tried to convince Ben otherwise, or at least volunteer to be the distraction... but the 16-year-old's mind was made up. "Wait for my signal, we'll attack him all at once so he can't get away" Ben said, and got out from behind the pillar. Everyone hoped Ben knew what he was doing...

As Ben walked up to Ghostfreak/Zs'Skayr, he couldn't help but have flashbacks of the alien... and the 2 times he seemingly killed the Ectonurite, his demonic shrieks as the sunlight burned him rang through Ben's brain. Poor human has never gotten over them, especially at that college bell tower. The hair on the back of his neck began to stand up. "You sure you wanna do this?" Asked Nosfer-Ben, sensing Ben's fear and was getting concerned. 'No... but I still got to' Ben thought back, swallowing and approaching Ghostfreak/Zs'Skayr. "HEY, GHOSTFREAK!"

Hearing his name, the alien in question perked up. "Do my ears deceive me?" Asked Ghostfreak/Zs'Skayr, turning his head and smiling once he confirmed who it was. Shivers went up the monster girls' spines, Ben's form of this alien wasn't that demonic... to think he dealt with this being at 10-years-old, and come out of it with his sanity intact... twice! "Ahhhh... Tennyson... what a pleasant surprise" said Ghostfreak/Zs'Skayr, starting to float towards the hero, but Ben got his Omnitrix out, making sure the red face-plate was out of Ghostfreaks/Zs'Skayr's line of sight. "What's wrong, Ben ol' pal? I don't... SCARE you anymore... do I? We used to be ssssso close" said the Ectonurite. "That was before you tried killing my cousin and ruining her chance at the college. Leave Vilgax's planet, now!" Ben ordered.

The Ectonurite laughed at Ben's gusto. "And why would I do that? If I'm going to rule the universe, I need a place to start... Vilgax provided the perfect opportunity. After Charmcaster failed at capturing you, I needed another way to achieve my goals..." Ghostfreak/Zs'Skayr started. "By making Vilgax desperate enough to seek MY help, then posses me?" Asked Ben. Vilgax was about to yell out in protest, but the monster girls (except Inner Moka) each stuffed one of his tentacles in his mouth before he could, telling him: "SHHHH!"

To Ben's surprise, Ghostfreak/Zs'Skayr laughed... AT him! Then zoomed right up to the humans face. "Oh PLEASE... I have no interest in merging with you anymore..." said the ghost-like alien, grabbing Ben's arm that held the Omnitrix, revealing its Recharge Mode. "Not like you can do anything about it" he taunted, letting go of Ben's arm. "I have another candidate in mind... something stronger, that the universe hasn't seen in over 200 years... something more powerful... than every species within your watch combined" said Ghostfreak/Zs'Skayr. Now Ben and the others in hiding were a little scared, there was something more powerful than anything the watch could offer him? Nah... can't be, it had to be a bluff... right?

"Me and my minions will soon invest other worlds... they're building star ships as we speak. Once that's done, I shall resurrect this creature, and merge with it. Then... there will be no power in the cosmos that can stop me! The universe will bow before I, Lord Zs'Skayr!" Ghostfreak continued, revealing his true name to Ben for the first time. "With that said, I wouldn't mind possessing your power for now" Zs'Skayr said, speeding over to Ben. "Screw the signal" Inner Moka muttered to herself before jumping out and giving Zs'Skayr a hard kick to his head, knocking him into the throne. As soon as the Ectonurite hit the throne, Ben heard his watch beep, it was now fully charged!

Another second, he would have been known as "Freaky-Son" or "Ben-Skayr".

Ben didn't get to thank Inner Moka and she didn't get to insult Zs'Skayr's weakness... because said ghost flew up from the throne with his head sideways... it was disgusting to watch him rotate it back upright/upside down with his hands. Kurumu, Kokoa, Mizore, Ruby and Yukari all went: "ew." Kevin and Gwen felt chills go up their spines, even Inner Moka was a little shocked (and grossed out) by Zs'Skayr... Vilgax seemed not to care however. "So... Charmcaster wasn't bluffing it seems. It's been awhile... Moka" said Zs'Skayr, catching everyone off guard with that statement, even the vampire herself. "You... know me?" She asked, not expecting one of Ben's enemies to know who she was. "Friend of the family, you can say... how's your mother doing by the way?" Zs'Skayr asked.

It was then, that Inner Moka snapped.

Her eyes reddening and her Yoki flaring up to its maximum, she rushed up at Zs'Skayr and kicked him madly in a mindless frenzy. Her target went intangible however, so she was just kicking air at this point. Upon the 5th failed kick, Zs'Skayr grabbed her leg, stopping her and holding her upside down before tossing her across the room. Before she made impact with a wall, she managed to flip in midair and use her strong legs to jump off of it and back at the Ectonurite, ready to attack some more. Zs'Skayr revealed his tentacled chest and shot a beam from it, forcing Inner Moka to impact said wall with no way of stopping herself. "Big sister! Your gonna pay for that, YOU FREAK-SHOW!" Said Kokoa, having Kou turn into a Kou-Rapier. She tried stabbing Zs'Skayr in his tentacled chest, thinking it was also a weak point, but he just grabbed the transformed bat with said tentacles and possessed Kou, turning him into his hammer form and trying to attack Kokoa in the process.

BANG! BANG! BANG! BANG!

Kokoa: (dodges each hit) KOU-BUDDY, THE HELL ARE YOU DOING?!

Kou: It's not me, Mistress Kokoa, WEEEEE!

Kevin absorbed the hilt of the Kou-hammer just as Zs'Skayr was about to attack again, allowing him to stop the Ectonurite. Zs'Skayr left the body of the Transformer Bat and zapped Kevin with a beam of energy from his right hand, making the Osmosian crash into a small set of stairs. Vilgax attacked out of nowhere with his sword above his head, almost hitting the ghost-like lord, but what the Ectonurite didn't expect was a energized slash traveling along the ground and knocking him down. Ben, as Humungousaur, was about to smash Zs'Skayr's skull in, the freaky ghost managed to evade by sinking into the ground with his intangibility. As he rose back up, he slashed Humungousaur right on his back, leaving 4 deep gashes. Roaring in pain, the Vaxasaurian tried elbowing Zs'Skayr, which he dodged. This gave Humungousaur an opening and punched Zs'Skayr in his side... hard.

The Ectonurite lord slammed into the ceiling, cracking it, but it only took him a second to recover and use a power even Ben didn't know he had. His hand glowed with energy and with a swipe, somehow the pillar he landed next to shot off at Humungousaur! Kurumu flew in front and sliced the stone pillar in an 'X' formation, protecting Humungousaur from getting crushed. She then flew at the Ectonurite, using her illusion power to manipulate the pieces of pillar to toss at the ghost. Zs'Skayr flew through Kurumu (avoiding the barrage of pillar stones and giving her a chill) and attempted to slash her, but she was experienced at close combat as he was about to find out. While they were in an aerial battle, Humungousaur heard sparking coming from the fallen pillar. Eyeing it, and the 3 remaining ones around the room, he got an idea.

As Kurumu was still fighting Zs'Skayr; Gwen used her mana to create steps for her, Mizore and Yukari. They launched mana, ice and cards/washtubs; pelting the Ectonurite, while Vilgax used his ruby ray. If that wasn't enough, Ruby grew her own wings and helped Kurumu with some magical support. Zs'Skayr knew he couldn't just keep dodging and phasing, these pests will figure out his pattern and stop him altogether. His single eye caught sight of the Vilgaxia symbol on the roof and using his telekinetic power again, he caused it to fall right on top of his adversaries while he phased out, unharmed.

As Zs'Skayr swooped down to the rubble, Inner Moka got out of the wall she was thrown into and kicked him. Unlike last time, he recovered and didn't launch too far. The vampire jumped at the Ectonurite lord to kick him again, but he phased out and she ended up destroying a wall. Inner Moka jumped again and went for his head, but he used his tail to wrap the leg she was using and throw her to the ground. Vilgax broke out of the rubble and fired his laser eyes, giving Inner Moka a chance to kick the ghost and Kokoa, now armed with an oversized Kou-cleaver, tried to slice him in two, which failed as he evaded by becoming invisible.

"To me, my loyal servants! Assist your king!" Announced Zs'Skayr, reappearing. Suddenly; 100's of Ghostfreak minions came through the walls, floors, ceiling and even the new hole where the symbol of Vilgaxia was. "SEIZE THEM!" Zs'Skayr ordered, which his minions obeyed. Each individual of the Newspaper Club was encircled by several of Zs'Skayr's minions, each member put up a good fight before the Ectonurites pinned them. Inner Moka and Vilgax took the longest, but they were eventually pinned as well. "For monsters', you have quite the battle prowess, I'll admit. You'll make fine additions to my ever-growing empire... especially you, Miss Akashiya. But first... I'll be taking that rosary..." said Zs'Skayr. He went to go for her pocket were he saw a bulge, assuming it was said item.

The rage on her face confirmed this. "DON'T TOUCH IT, LEAVE MY ROSARY ALONE!" Inner Moka roared, her monster energy still potent as ever. "Don't worry... once The Beast reawakens... you'll have no need for it" said Zs'Skayr, but then realized something. "Wait... where's Tennys..?"

"HEY, ASS-SCARE!" Called a new voice that no one present recognized. Looking in its direction; everyone saw a blue jelly-fish like being with a lightning-streaked body, 6 tentacles, and green eyes. Once they caught sight of the symbol near its abdomen, they knew who it was. It was Ben's newest alien, AmpFibian. "I just got a... BRIGHT idea!" AmpFibian said, touching a pillar he was next to and as soon as his tentacle made contact, electricity spiraled up it before the top rounded part lit up. This caused the Ghostfreaks' that held some of his friends to vanish and Zs'Skayr himself to start sizzling, so he had to back away to a darker side of the room. "Your looking pale, you could use a TAN!" AmpFibian said, stretching one of his tentacles to touch another pillar that lit up in the same fashion, making more Ghostfreaks' disappear and Zs'Skayr back away again, hissing in pain. "So I used Grey Matter to... AMPFIBIAN them!" Said AmpFibian once more, touching the third pillar so all Zs'Skayr had was a small corner. "Because you really can use... some more SUNLIGHT" said AmpFibian for the final time, touching the broken bulb that was on the floor, lighting up the entire room... meaning no escape for the Ectonurite.

Now the monster girls got why Ben used to be afraid of (and sometimes, resented becoming) Ghostfreak... no monster from their world has a demonic shriek like that. They watched as the powerful ghost-like being denigrated into nothing but fire and ashes... his screams will forever be locked in their heads, as it is in Ben's...

-TIME BREAK-

With Zs'Skayr defeated, the population of Vilgaxia returned to normal... and much to Vilgax's annoyance, his people praised him... AND BEN!

"HA! The Fan Club Coalition has nothing on these guys" Nosfer-Ben joked. "Look at you, got your own fan club. So proud of you, Vilgy" joked Ben. "I do NOT relish taking credit for your deed... nor the praise my people have for you, Ben Tennyson" Vilgax growling, keeping his cool for the sake of Ben's help. As much he hated to admit it, there was no way he couldn't have saved his home world without Ben's assistance. "What happens on an alien planet, stays on an alien planet" Inner Moka offered smugly, enjoying the disapproval written all over the squid-like aliens face. "A wise decision" Vilgax grumbled. "As fun as this was, can we leave already!" Snapped Kokoa, arms folded and tapping her foot. She was ready to go home. "For once, I agree with the strawberry" said Gwen.

Vilgax was more than happy to send them on their way. "YES, GO. You've done more than enough. You've helped protect my people, and won your miserable lives" said Vilgax. "Won them?! What the hell does that mean?!" Yelled Kurumu. "Yeah, we helped protect you and your entire race!" Yukari joined in. "Foolish children, your earthy and monster customs hold no place in my world. Out of respect however and the gratitude of my people, your free to go" said Vilgax. "Don't do us any favors" said Mizore. "Or ask us for any!" Ruby said. "Oh, I assure you... it WON'T happen again. Now leave my planet, before I change my mind" said Vilgax. As he turned away however, he looked back. "And Moka Akashiya... take care of that rosary."

That confused everyone, since when did Vilgax care about any of them? "What's it too you?" Inner Moka asked, eyes narrowing as she gripped the said item in her pocket, which only Ben noticed. "... I have my reasons... now leave" was all Vilgax said before walking off.

-TIME BREAK-

Getting aboard the ship with Kevin in the drivers seat, the Newspaper Club was on their was back home. While most of the others talked about adding this experience to the Yokai Times, Ben sat next to Inner Moka who was looking out the window. "Hey Moka?" He asked her and to his surprise, she jumped. She was probably in deep thought. "What is it, Ben?" She asked. "Are you ok?" Ben asked in a concerned voice, which touched Inner Moka, not that she'd show it. "Of course, why wouldn't I be?" She lied. "It's just that... when Ghostfreak said something about your mom... you totally lost it. You've never mentioned her, you wanna talk about it?" Asked Ben. Inner Moka heard the concern in his voice and it make her heart swell. "It's... it's nothing, Ben. He was just screwing with my head" she lied again before going to put on her Rosario.

Ben stopped her by quickly grabbing her hand, giving it a hard yet gentle squeeze. "Moka... if something's bothering you, you can tell me. I'll take it to my grave if I have too... I'm here for you... the both of you" he said and once again, she couldn't help but start drowning in his eyes. She smiled and flicked his nose. "I'll tell you later" was all she said before putting the Rosario back on and Outer Moka took her place, passed out in Ben's lap.

Back on Vilgaxia...

"This is not over, Ben Tennyson..." said Vilgax out loud, looking up at the sky as he had a flashback of when Zs'Skayr first arrived.

-FLASHBACK-

"I'm listening" said Vilgax, releasing his hold on Ghostfreak/Zs'Skayr. "I knew you'd see it my way" said Ghostfreak/Zs'Skayr. "Tell me, what is the secret of the Omnitrix?" Ordered Vilgax. "Primus... a planet created by Azmuth. Inside... is the Codon Stream... where the DNA of every form of life in the universe is stored. If invaded, Primus sends a distress call and summons both its creator and the Omnitrix itself. It's also been a long time since Azmuth has used it himself, taking it from him will be fair game" explained Ghostfreak/Zs'Skayr. "And what of Moka Akashiya?" Asked Vilgax. "The rosary..." said Ghostfreak/Zs'Skayr. "What rosary? She didn't have one when I fought her" said Vilgax. "Interesting... it's not supposed to come off. If it does... it will reawaken... The Beast..." said Ghostfreak/Zs'Skayr.

-END FLASHBACK-

"Not only is the secret of the Omnitrix mine, but also Moka Akashiya's power. I will find this... Primus and when I do... I will reawaken The Beast from its 200 year slumber, and add its DNA to the Omnitrix, making its power my own. I'd say this... is a rather auspicious beginning" said Vilgax, smiling evilly.

(AN: Ending Theme.)


How's that for a Halloween in July Special Chapter/Episode? So... what is this Beast, why did Inner Moka lose her marbles during the battle with Ghostfreak/Zs'Skayr, does it have to do with the Great Migration mentioned in Capu2, is it somehow connected? This is where the crossover REALLY gets interesting, as no one within the Ben10/Rosario Vampire community has ever gone this far before! But I owe it all to you, this story could never have come this far without your support!

And figure this out, my Capu2 fic has more views than first one, about 300 more! How does that happen?! I guess since I have over 200 reviews on it, and only 70 on the first one, that's what people look for apparently. So if you'd all be so kind as to raise my review count for this fic? This story NEEDS to be told, don't you agree? Review away and I'll see ya next time!