Mechazard: hey guys I'm back, and Mike FINALLY calmed down.

Mike: yep, I'm all good now

Ben: that's a relief, so we're gonna see what Mike, Rika, Kazu, Kenta, Wildcat, Noir, Neromon and SevenSeven were up to after they separated were from the others.

Mechazard: so, everybody ready? *readers nod* then I won't keep you guys much longer, I don't own Ben 10 or Digimon, on with the story!

"Talking"

"Omnitrix/Alphamatrix/Digivice/Hazardmatrix/Omnivice speech"

'Thought'

"Mental link"

(Authors note/Ben's note/Mike's note)

*scene change/ lemon/ lime/point of view (or p.o.v.)*

"Aliens/Digivolution/Digimon info/attacks"

"Kevin I told you a hundred times; I just can't find either of them," Gwen said sadly. Frustrated, Kevin pounded his fist into a wall. Along with the couple, Rook, Grandpa Max, Blukic and Driba, Magister Patelliday, Lucy, and Mike's mother.

"Gwen, I know you've been working as hard as the rest of us, but is there possibly another way you can track them?" Max asked. Gwen sadly shook her head, and the old man pinched his brow. Ever since his grandson and his human partner disappeared, Max had become increasingly annoyed and quick to enrage. The world was practically in chaos without Ben and Mike around to help; ever since their disappearance, the Plumbers were barely able to keep criminals from causing too much damage, more than once they nearly failed if it wasn't for luck.

"I don't understand it," Driba shouted, annoyed. "Even with our advanced minds, we can't find Ben and Mike!"

"This coming from the twerp who built an emergency exit only Galvan's can use," Mike's mom mumbled. Rook had remained silent for most of the meetings the small group had called to discuss their searches for the missing members of his team. They had agents, search parties, they even tried to get bounty hunters like SixSix, SevenSeven, and EightEight to help in the search, but weren't able to find them, even with all their resources they just couldn't find Ben and Mike! Rook opened his mouth to speak, but never got the chance as the entire room was bathed in a bright red, blinking emergency lights. With a sigh, Patelliday, the Galvan's, and Lucy ran out of the room to help prevent yet another crisis. The red lights stopped after a while and the five left in the room relaxed back in their chairs, completely spent.

"What about Professor Paradox?" Rook asked after a moment of silence. "Surely, someone of his ability would be able to find Ben and Mike."

"Yeah, cause it's the easiest thing in the world to contact a guy who constantly travels through time," Kevin murmured sarcastically. His patience wearing thinner and thinner every day, if it wasn't for Gwen keeping him calm, he would've gone on a rampage.

"I would assume it would not be easy, but it should…wait, you are using sarcasm, correct?" Rook asked. Kevin sighed and nodded, rubbing his eyes.

"Look, we're all worried about Mike and Ben. But we aren't going to find them if we run ourselves into the ground," Mike's mom sighed.

"It's an expression, Rook." Kevin added before Rook could question the phrase.

"Kevin's right," Max sighed. "We've been searching nonstop for Ben for almost a week without any rest and barely enough food to keep us from falling over ourselves. The best we can do right now is take a rest and continue our search in a little while."

Gwen sighed again, but solemnly agreed. She slowly got out of her chair and walked out of the meeting room towards the guest dorms where she collapsed down on the bed she and Lucy shared for the moment. 'Where are you guys?' she thought, just before she fell asleep and into the land of dreams.

*with Mike, Rika, Kazu, Kenta, Noir, Wildcat, Neromon and SevenSeven*

"If we get out of this alive I'm gonna rip you two apart!" Mike yelled angrily at the boys dumb enough to stumble into the data stream, as he scrolled through his transformations.

He soon found the one he needed before the faceplate slide back, allowing the core to pop up, before he slapped it back down he turned to Noir "grab the boys, I'll get Rika, Wildcat and Neromon!" he ordered as he slapped the core and let the blue light wash over him.

He felt his arms swell with small muscles as his skin hardened into red rust plating that raced up his arms and legs and across his chest. His skull was pulled backwards into a sharp crest as his eyebrows wove together and pulled up from above his head, hooked down only by one end as his nose and mouth fused into a large, horny beak. Mike's fingers fused together into three, sharp claws as his toes molded into two long claws and his heel ground into a back toe. A flash of bright blue light exploded on his back, a jetpack-like structure formed on his back, a pair of rust red gauntlets appearing on his arms while blue, fingerless gloves appeared on his claws and a blue and black bodysuit materialized on him, the final transformation was the Alphamatrix appearing on his left shoulder "Rocketdino!" the Pterradian squawked.

At that very moment the group exited the tunnel of light.

"A bottomless pit, NO FAIR!" Kenta screamed as he fell.

"Man when you say bottomless you men bottomless" Kazu added just before he and Kenta were grabbed by the cat hood wearer.

"Nice catch Noir SKWAK!" Rocketdino complimented.

"Thank you, Mike" the Digimon girl said with a blush, though it didn't go unnoticed by the Pterradian.

'She must like me too,' he thought before he looked down to the ground 'gotta talk to Wildcat about her then' Rocketdino added before him and Noir touched down on the ground.

"Well this sucks" Rika said simply before she glared at her two 'friends' "what is wrong with you two?! Why did you run ahead of that thing?" she shouted angrily.

Unfortunately for the boys the alien among them decided to voice his own opinion "what the fuck made you think you could OUTRUN A TUNNEL OF LIGHT?!" he roared before he tapped the hourglass symbol on his shoulder, bringing Mike back into existence.

This immediately caused the two to stay quiet.

"Now let's find a way back to the others" Neromon suggested as she looked to the Alphamatrix bearer, who nodded in understanding.

The teen brought the alien watch to his face before he tried to access the navigator "error, function not available" the watch informed.

"What? Alright then, let's try calling Ben" Mike suggested as he tried the communication application "error, function not available" the watch repeated "that's not possible" Mike said in surprise.

"Oh no, what's wrong?" Kenta whined.

"I have access to the basic transformation functions, the alien limb transformation function, and the master control, but I can't access the communication or navigation functions" Mike explained in worry before he sighed "looks like we'll have to do this the old fashioned way" he concluded.

"Which means?" Wildcat questioned.

"We get to Vilgax's ship, and see if we meet them there" Mike said with a shrug.

"And if we don't?" Noir questioned, making the Tamer's face darken.

"Then you guys stay behind while I save Amber" the hero said in a dark tone.

"WHAT?!" everybody shouted in unison.

"I may not like you very much, Lycoan; but that's a suicide mission!" SevenSeven yelled.

"I'm not gonna let you do that alone, bro" Rika said in defiance, but flinched when her 'brother' turned to her with an angry look.

"No Rika, you've never met Vilgax before, he won't hesitate to kill you, he won't give you a chance to use a modify card, he won't give Neromon a chance to Digivolve, he will kill you all on the spot!" Mike yelled, making the girl back up in fear.

"But we can help you dude!" Kazu tried to reason.

"No, you and Kenta are just dead weight that we shouldn't have to carry around!" the teen shouted again, still clearly annoyed by the two boys.

"Take that back Lycoan!" Kazu yelled back in offence.

Mike's face then seemed to calm slightly before he turned away from the others "I can't let you guys get hurt" he said in a more calm voice "that's why we need to get to Vilgax's ship" he added before turning to the Sotoraggian "you found us before right? So that must mean you have a tracking device that actually works in the digital world." The tamer said, getting a nod in response.

"But why should I help you? You and Tennyson are my targets" SevenSeven questioned.

"Because if you do I'll pay you triple whatever Vilgax is" Mike said with a smirk before he focused, causing his right arm to twitch and shift, growing sky blue crystal, until the limb itself was made of the substance "and considering I can produce, pure Taydenite, I'd say it's worth it" he added as he lifted his Petrosapian arm.

"Not exactly Lycoan, this is about more than money" the Sotoraggian sighed "Vilgax has my sister"

"I think EightEight is more than capable of handling herself from what I've seen" Rika said with a grin.

The alien turned to face the Digimon queen, seeming to scowl under his helmet "I'm not talking about EightEight," he said before looking down in dismay "I'm talking about my little sister, TwoTwo."

This caught everybody by surprise, there was a fourth one? A younger one? And she was in trouble. With renewed determination the hero looked directly at his 'enemy' "I promise you SevenSeven, that we will help you save your little sister" Mike vowed with a smile.

To say that the Sotoraggian was surprised by the proclamation, was a bit of an understatement, he wasn't expecting this at all 'I guess they're right, these two humans are hero's' SevenSeven thought before he nodded and brought up the H.U.D. within his helmet, showing him a map of the digital world, along with a blinking blue dot and a blinking green dot. "Got 'em, Tennyson and the rest of your friends aren't too far away, they're just above us" he informed, just before they became surrounded by what seemed to be an energy dome.

"Alright, I've had enough of these fucking ambushes" Mike growled angrily before he went for his watch, but never got the chance to activate it, as a loud sonic screech filled the air making the humans and Digimon cover their ears before causing him and the others to suddenly fall unconscious, luckily though, he was able to touch the watch, activating…. Something?

"I'm disappointed SevenSeven, you should know better than to betray me" a new voice said "contain them, and make sure that Omnitrix is secure before the human awakens" he ordered to a small army of orange and black robots "these young ones will soon learn to fear the name: Vilgax"

*one hour later, unknown location, Mike's P.O.V.*

As I slowly awoken from my sudden nap, I opened my eyes, only to find myself in a lab of sorts shackled down on a fuckin' examination table, 'alright, let's recap, we were fine one minute before an energy dome surrounded me and the others, then for some reason, we all got knocked out.' I thought to myself before the door on the other side of the room opened, a figure walked through the doorway, it was a giant hulking humanoid wearing red armor, with a big red helmet, but the most unmistakable thing about him, was the fact that his head looked like an octopus.

"Vilgax!" I growled as I struggled to break out of my binds, unfortunately I couldn't, and for some strange reason, I couldn't use the alien limb transformation function either 'must have a dampener field built into the restraint, shit!' I thought.

The squid faced alien smiled sadistically before he gave a light chuckle "I see Tennyson has mentioned me" Vilgax said "imagine my surprise when EightEight came back, informing me that she and her brothers were defeated by, not one, but two Omnitrix wielding 'hero's'" the Chimera Sui Generis said with a growl at the end.

"Enough bullshit Vilgax, I only have one thing I need to know," I growled as I glared at Vilgax in hopes that the villain would burst into flames.

"You wish to know where your friends are, don't you?" the warlord questioned with a raised eyebrow.

"Not just them, but one other as well." I continued "where is she?" I asked.

"Who?" Vilgax questioned back, he knows exactly who, bastard.

"You know exactly who you sorry fuckin' excuse for seafood!" I insulted "where is my partner?! Where is Amber?!" I yelled out in rage.

The Chimera Sui Generis smirked evilly "ah yes, allow me to show you" Vilgax said in a low tone before the door opened once more "come here my pet" he bellowed, causing a new more feminine figure to enter the room, one that I recognized immediately.

"Yes master" the figure said in a low, robotic tone, fully revealing herself as a silver furred bipedal fox creature with a golden mane covering her D-cup breasts, and gold fur at the tips of her ears and tail wearing golden arm guards with the yin-yang symbols on the back of her hands, and a pair of black goggles around her neck.

"no" was all I could say, hearing those two words made my hopes and heart sink to an all new low, 'I'm sorry Amber' I thought as my head dropped in despair.

This made Vilgax chuckle darkly, before he turned on his heel "you may have fun with him, my pet" the conqueror of ten worlds said before he approached the door, he paused "and be sure to make it…painful" the Chimera Sui Generis added.

"Yes master" was the simple response Amber gave before the warlord exited the room.

The fem fatale then turned to face me "you are lucky human, not many have survived an encounter with my master before" Amber said.

I remained silent.

"Nothing to say? No quips? No pathetic threats?" she asked.

I continued to be silent before I opened my mouth "I only have one thing to say" I said, the silver vixen walked toward me, then grabbed my brown hair and pulled my face upward so that I was looking into her once beautiful amber eyes, they showed me that she no longer had that spark I fell in love with, instead, they showed absolute loyalty to Vilgax.

"And what exactly is that?" she asked in mock interest.

"I'm sorry, Amber" I said, clearly confusing the fox "I'm sorry I wasn't here sooner, I was too late to save you and for that I'm sorry." I added as tears fell from my eyes "I know you're probably not the same Digimon girl I fell for in the beginning, but if these are my last words, then just know…that I love you and I always will" I finished in a cracked voice.

"A very heartfelt speech, but it will do you no good" the ShiningRenamon said simply before she let go of my head and cocked back her fist, I closed my eyes, expecting to feel pain at any moment…but after several seconds, it never came.

I opened my eyes to see her standing in front of me with a blank expression, she seemed to be contemplating the best way to hurt me without killing me "what are you waiting for?" I thought, trying the mental link instead, after a few seconds, I got a response…her tail twitched, and at this my eyes widened "Amber?" I said through the link, this time getting an eye twitch.

"Amber, it's me, Mike." Her eyes looked into mine, "please listen to me. This isn't you. You're not Vilgax's pet. We're partners Amber, Check my Digivice if you want. You are my friend, my girlfriend, my mate. Just please, come back to me."

Her face shifted briefly, the edges of an emotion making an appearance before she snapped back.

'Words aren't enough, I need more, maybe if I feed my memories of us into her…' I thought to myself before doing exactly that, I thought of all the time we spent together, from the day me and Ben first met her and Shoutmon, the first time we fought a Digimon, our first kiss. Just hoping…praying that I could get through that block Vilgax put into her mind. "I know you're still in there Amber, come back to me…please" I pleaded through the link.

She continued to look at me, her eyes seemed to be searching mine for something. Her stance shifted from one of obedience to one of curiosity and slight longing for information. She surveyed me for quite some time before her paw gently reached up to cup my cheek. Her eyes widened as a tear escaped them.

"M-Mike…"

I smiled in response. "I'm right here Amber, come back to me."

She twitched more, I could tell her memories were returning to her. Or so I hoped. That barrier in her mind was breaking. Her left eye twitched as a familiar spark returned, her right eye soon followed. The tension in her limbs faded away, no hostility within her. He face shifted once more as she finally regained control of herself.

"I knew you would come for me" she said as she smiled at me.

"Good, now let's get the others and get the fuck out of here" I knew the others didn't have long before Vilgax would finish them off and come back for me.

*ten minutes later, hallway of the ship, third person p.o.v.*

"Do you know where Vilgax is holding the others?" Mike asked as he and Amber raced down the hallway.

"Yeah, I do, but the Digimon and Digivice's are being held in a different room from Rika and the others, just down this hall" the silver one answered.

"Got it covered" Mike said as he was suddenly engulfed in a flash of blue light.

His skin changed into a smooth, chrome silver that became tougher than his original. He began to shrink down until he just barley reached the other's ankles as his face widened for his expanding mouth. He could feel his organs sloshing about inside him as his bones became slightly softer and more bendable; his lungs expanded until they were the largest organ in his body as his eyes became smaller and turned squinty. His ears vanished, to be replaced by small holes, and even then they were covered by hardened skin that wrapped around his head in a way that resembled headphones. His arms and legs grew shorter as the Alphamatrix symbol appeared in the middle of his forehead finishing the transformation "Sonic Boom!" the Sonorosian announced.

"I'll ask how you did that later, but for now we need to move" Amber said, the small alien nodded before they split into two identical copies, one was then engulfed in another flash of blue light, bringing the human back for less than a second before he began to change again.

His fingers hardened into sharpened blades as a long, whip like tail sprouted from the base of his spine and stretched a couple feet. His toes ripped out of his shoes and melded into four claws, two in front, two in back. The ball of his heel crunched forward, moving under his foot bones and becoming perfectly round and smooth, suddenly separating itself from his foot and held there by his curved toes. Mike felt his skull stretch back into a sharp point and his legs bent backwards. A pointy, black helmet with a slide down mask materialized on his head and a tight, black and blue body suit appeared on himself, the Alphamatrix appearing on his chest completing the transformation "Raptor Racer!" the Kiniceleran shouted.

"You tell this guy where Wildcat and the other Digimon are being held, while we go for Rika and the others." The speed alien instructed.

His partner nodded before turning to the Sonorosian "down the hall, turn left, it's the fifth door on the right" Amber instructed, Sonic Boom nodded before Raptor Racer grabbed the fox bridal style and sped away.

"time to get my friends back" he said before he slapped the Alphamatrix on his forehead, bringing Mike into existence in a blue light for a brief moment before he shifted once more.

A light layer of regular and dark blue fur covered his whole body as he shrunk down to the size of a large bulldog. He was forced to hunch forward as his spine arched that way, a long tail sprouting from the base of his spine. His arms became thin, yet strong, designed to pull himself up and down, left and right, and whichever direction he pleased. He lost two fingers on each hand, but gained a second pair of similar arms that split out from his sides, thankfully already covered in skin and fur. Three pairs of cyan blue eyes appeared on his face as the fur on his head was flipped up and back. His jaw jutted out in an ape-like fashion as two, sharp canine teeth poked from his bottom lip at the corners of his mouth. Two blue sashes appeared on his chest like an 'X' with the Alphamatrix symbol in the center, finishing the transformation "Terantulape!" the Aracnachimp announced.

The monkey then shot a line of a sticky web-like substance, onto the ceiling, allowing Terantulape to swing his way through the hall, and to his girls, and Neromon 'just hold on you three' he thought.

*with Rika, Kazu and Kenta*

She didn't know how long it's been since she, Kazu and Kent were brought onto this ship and strapped to these tables, but she wasn't worried about that, she was more worried about her 'brother' Rika knew where she was, this had to be Vilgax's ship, but she was starting to worry that Vilgax… 'No! Mike is not dead!' Rika mentally scolded herself.

"We're dead, there's no way we can get out of here alive" Kenta whined.

"Would you shut up, we're not dead yet" Kazu scolded.

"For once I agree with Kazu, we're not dead yet, Mike's coming for us, we all know it" Rika said in agreement.

Suddenly the doors opened, revealing the one who captured them "hello children" Vilgax greeted with an evil smile.

"Let me guess, Vilgax, Right? You don't look so though" Rika scoffed, on the outside she was acting brave, but that's exactly what she was doing, ACTING! On the inside she was more frightened than anything she had ever experienced.

"As quippy as Tennyson, I will make sure you suffer for that, child" Vilgax growled, before a screen lit up, showing the Digimon strapped to similar examination tables, but looking worse for wear.

Wildcat and Noir's clothes were torn slightly and burned in places while their bodies sustained multiple bruises and cuts, courtesy of Vilgax beating the shit out of them no doubt as their chests rose and fell rapidly showing that their breathing rate increased.

Neromon wasn't looking much better, the Renamon variation looked like she had several broken bones, many of them fractured in more than one place. And she was suffering from internal bleeding and she could barely see out of her eyes.

"And if you don't tell me where Tennyson is, you will suffer just as your creatures did" the Chimera Sui Generis threatened.

"We don't know where Ben and the others are, we were separated by a data stream!" Kenta confessed pathetically.

"You can do what you want to us Vilgax but we won't let you have Ben or the Omnitrix!" Rika shouted in defiance.

The warlord then bent over to look the redhead in the eyes "yes…I believe you, how noble" he spat "very well, if you won't talk through conventional methods, then you leave me no other choice." Vilgax paused as he turned his gaze to the monitors "if I can't have the Omnitrix and rule the multiverse, then at least I will make Tennyson and his friends suffer, delete the black canine!" Vilgax ordered in a cold, sadistic tone.

Rika's eyes immediately widened from shock and fear "NO!" she screamed in fear of possibly losing another partner.

Vilgax broke out into a fit of laughter. Until suddenly, out of nowhere, on the monitor, the door on the other side of the room exploded and slammed into the opposite side, revealing Terantulape, Ben, Shoutmon, Lunamon, Lillymon, Bellestarrmon, Kazemon, D'arcmon, and Angewomon had invaded Vilgax's ship Before they sprung the captive Digimon free.

The alien warlord was in shock before the door exploded and smashed into the Chimera Sui Generis, Vilgax then growled as he got to his feet and glared at Matchstick, Amber, Queenchessmon, Venusmon, Takato, Guilmon, BlackGuilmon, Renamon, Jeri and Leomon with a mix of anger and confusion. "WHAT?!" he roared as the Methanosian threw seeds at Vilgax's feet, causing vines to grow and tangle around the warlord, effectively restraining the conqueror of ten worlds.

Suddenly Matchstick, Leomon and BlackGuilmon leapt onto the tables their friends were on, and tore off their restraints, allowing the tamer and two boys to get to their feet. "You okay sis?" Matchstick asked.

"Eh, you stink but, we'll live" Rika said with a smirk.

"No! This can't be. My ship is undetectable from the outside! How could you have possibly found it?!" Vilgax yelled.

A blue flash then illuminated the room for a brief second, catching everyone's attention as they all turned to a smirking Mike "yeah, that would be my handy work." Mike pulled down his sleeve, revealing the Alphamatrix, which was blinking blue. "You see right before we were knocked out, I set the Alphamatrix to send out an SOS" Mike paused, his smirk only grew wider as he continued "you didn't think I would let you kidnap me without a plan did you Vilgy? I let you capture us so Ben could track me here…inside your ship…where we could all take you down."

Vilgax, the tamers and Digimon, all looked at Mike with wide eyes. He had planned this? He meant to let himself, Rika, Kazu and Kenta get captured, because he knew Ben could track him with the Omnitrix?

"That was a bold move, Mike." Henry commented.

"That's something Ben would usually come up with" Renamon added.

"Yeah, what if it didn't work? You'd still be getting tortured by Vilgax!" BlackGuilmon added.

"Yes…it was a stupid plan. But there was no time. I had to think fast. Besides, it worked, didn't it?" Mike questioned.

The others were silent, knowing that Mike had a point. Even though they didn't necessarily agree with what he did.

"Clever boy, but still premature," Vilgax commented "you haven't won yet."

'Not like we've never heard that before' everyone thought as they rolled their eyes.

"Who are you trying to kid here Vilgax? You don't realize when you're outmatched?" Mike stated with a grin as he motioned toward everyone.

Vilgax then glared at the Lycoan boy "apparently…neither do you" he said just as a few robots, Makuramon, Caturamon, and Antylamon stepped out of the shadows.

With a mighty roar, Vilgax broke through Matchstick's vine restraints, just as Ben and the others entered the room (the two Mike's merging immediately).

"That's Vilgax?!" Lunamon shouted in fear, unintentionally making the squid faced alien turn his gaze towards her.

Without warning Vilgax raised his arm, a device in the shape of a blaster appearing from his gauntlet, before firing a beam of red energy at the lunar Digimon.

"NO!" Shoutmon yelled as he dove in front of the blast, expecting to take a shot for his girl, but it never came, no sudden pain? No nothing? The draconic one opened his eyes, not even realizing he closed them, only for them to widen in horror, lying in front of him, was none other than Ben, with a massive singe mark on his chest!

The others, just like Shoutmon, could only look on in horror as Ben began to pixilate like a Digimon near death. But then their thoughts were interrupted as a dark chuckle was heard throughout the room, causing everybody to turn to Mike, whose eyes were hidden under his hairline.

"That…was your very last mistake, Vilgax" the teen said, almost demonically as he grabbed his Digivice and cards "Digi-modify: Swampfire's healing factor activate!" he shouted as he slashed the card.

Suddenly, Wildcat and Noir were both enveloped in a bright light before the light died down, revealing that the two Digimon were completely healed.

"It's time to end you Vilgax, ONCE AND FOR ALL!" Mike roared before his Digivice began to glow.

Mike was now shaking in anger, unable to notice that the silver vixen had a strangely savage look on her muzzle, suddenly she was engulfed in a fiery black aura, changing her form altogether.

"ShiningRenamon dark digivolve to…Kuramamon!" the vixen shouted darkly.

In Ambers place stood a truly horrific sight, this being was a blood red humanoid creature, with long canine ears and four long foxlike tails. Its eyes were glowing white and the inside of its mouth was the same way, its hands had razor sharp claws that looked ready to tear through the first living being it saw.

The others could only stare in fear as a blazing red aura radiated off the recently named Kuramamon.

As everybody got ready to fight, Rika took this chance to get some info on Amber's new form "Kuramamon, mega level, kyubi demon Digimon, this isn't good, she takes pleasure in inflicting pain in her enemies, and won't stop until she's sure they never get up again."

(if you guys haven't figured it out yet, it's Naruto's 'Dark Kyubi mode', or whatever it's called, if you don't know what that is search 'Naruto Kyubi' in google images to get a better idea)

"Vilgax, you will pay for what you have done to our ally" Kuramamon said darkly before tackling the alien to the floor, busting through to the floor below.

"She better save some for me" Mike commented before he was stopped by a scream.

The others turned to see that Jeri was looking into the hole created by the two in horror, the others then looked in curiosity (all but Ben, Shoutmon, Lunamon, and Ben's girls) only to find that Amber was mercilessly beating Vilgax into submission.

Mike calmed down immediately before he backed up in absolute fear, what the hell happened to his girlfriend? Why was she suddenly so…evil? Then he remembered the first time he saw this back on TV in his universe…this was what happened to Guilmon when Beelzemon killed Leomon…this was his version of Megidramon…he had created this by using his anger to make Amber digivolve.

"What have I done to her?" he whispered in despair before he dropped his Digivice, the device shattered upon contact with the floor before disappearing completely.

*with Shoutmon and the others looking over Ben*

"Just hang on Ben" Blanc pleaded.

"Shoutmon, absorb my data" Ben struggled to say as he continued to pixilate.

Shoutmon nodded in response before he got ready to do it, but was stopped when Lunamon grabbed his arm "what are you doing? You can't absorb him, he's your tamer!" Lunamon pleaded with a worried look.

Shoutmon then gained a look of sorrow as he looked at his dying friend "he told me that if he ever died or came close to dying while we were in the digital world that he wanted me to absorb his data, so that Vilgax would never get the Omnitrix" Shoutmon answered before he did as he was told, but the after effect was not as expected.

"Bio-merge Digivolution" Ben's Digivice beeped.

"Shoutmon Bio-merge to…" the red dragon said as he and Ben became washed over by the same green light as his white gauntlet covered three fingered claws transformed into metal three fingered hands, with grey tube-like skin covering his elbows as his shoulders became green metal shoulder pads, his legs and feet turning into sharp green metal with black razor sharp edges, his chest expanded and hardened into a solid green metal chest plate with a familiar sharp green hourglass badge in the middle. His head going from Shoutmon to PunkShoutmon, then to MetalShoutmon before finally settling into something new, which seemed to be mainly Shoutmon based, but with even larger, green, metal horns as the rest of his face hardened and turned a dark grey, his emerald green eyes burning with passion "OmniShoutmon!" the green dragon announced as Ben and Shoutmon's voices shouted in unison.

This caught everyone but Mike's attention as they others could only look at the new form in awe…this was Shoutmon's mega form? How? What happened to Ben?

"Uh, what just happened?" Ben's voice said from within OmniShoutmon.

"Ben? Shoutmon? Is that you?" Takato questioned in awe, getting a nod in response.

"Yeah, it's us, but right now we're OmniShoutmon" the mega level Digimon answered with both voices at once.

"He's not kidding, OmniShoutmon, mega level. This must be what happened when Shoutmon absorbed Ben!" Henry said in shock and slight fear.

"Well, this is different from how I usually transform, now it's time to teach Squidface a lesson" Ben said in determination.

"Don't think you're going in there without backup" Takato interjected with the hazard twins and Renamon behind him.

In response OmniShoutmon just nodded before turning to the others "Henry, you, Jeri, Terriermon and Leomon go find Calumon, we'll keep Vilgax and the Deva's busy while Wildcat tries to snap Mike out of his stupor and the rest go find the NumberNumber siblings" he ordered, the others followed suit, but Rika stayed for a second.

"You sure bro will be okay?" Rika questioned in concern.

"I'll make sure he is" OmniShoutmon said in reassurance, the Nonaka girl nodded before following the others.

At this point OmniShoutmon then looked to the hazard tamer "you ready?" he asked, getting a determined nod from Takato as he handed a card to Ben then slapped the core of the Hazardmatrix, allowing the bright orange light to wash over him.

As the alien blood coursed through his veins, the watch forcing his DNA to shift and mold and change into something else. The changes began almost immediately, starting with his skin becoming a dark midnight black that raced up his arms and legs and covered his face. His eyes widened into large almonds before melding together into a single orange orb. His teeth became sharp and his toes all ground together into two claws. He felt an itching sensation at the base of his spine, and craned his head to watch a long, elastic-like tail stretch out behind him, a growth formed on the end that resembled a forked plug. His fingertips became hard and metallic, becoming cube shaped as muscles piled themselves on his arms and chest. Two long antennae suddenly shot out from his skull, unrolling behind him like dreadlocks as forked plugs formed on their ends. His chest and torso turned a shade of orange as the Hazardmatrix appeared on his chest and the Omnivice appeared on his right wrist as a sharp tingling feeling could be felt in his fingers "Hazard Feedback!" the Conductoid announced.

Takato then took back the card before it glowed and turned blue "Digi-Modify: Matrix Digivolution Activate!" Hazard Feedback shouted as he slashed the card.

"Matrix Digivolution" the Omnivice spoke.

"Guilmon Matrix Digivolve to…" the champion said before the new power flowed through him changing his form as he grew slightly larger gaining robotic features with axe's on his arms and, for lack of a better description, a red tank for his entire upper body "WarGrowlmon!" the cyborg announced.

"BlackGuilmon Matrix Digivolve to…" the champion said before the new power flowed through him changing his form as he grew slightly larger gaining robotic features with axe's on his arms and, for lack of a better description, a black tank for his entire upper body "BlackWarGrowlmon!" the cyborg announced.

"Renamon Matrix Digivolve to…" the red vixen announced before becoming engulfed in a cocoon of data, transforming into a humanoid shape wearing a grey Japanese sorceress outfit with the hazard symbol in the center of her chest, baggy blood red pants, long white sleeves with black shoulder pads and a pointy black hat, her face resembling a more human version of her rookie form "Taomon!" the new ultimate announced.

Rika then gained a grin as she too reached for a card "Digi-modify: Matrix Digivolution Activate!" she shouted as she slashed the card.

"Matrix Digivolution" Rika's Digivice spoke.

"Neromon Matrix Digivolve to…" the black vixen announced before becoming engulfed in a cocoon of data, transforming into a humanoid shape wearing a grey Japanese sorceress outfit with the hazard symbol in the center of her chest, baggy blood red pants, long white sleeves with black shoulder pads and a pointy black hat, her face resembling a more human version of her rookie form "ShadowTaomon!" the new ultimate announced.

"Everybody ready?" Ben asked from within the mega, getting nods of determination he then smirked "then it's hero time!" OmniShoutmon shouted as he dove into the hole, only to see Mike there as well, trying to fight off Kuramamon!

"Amber snap out of it!" Mike shouted, using Workout's arms to keep the red fox demon from eating his face.

"Mike, you okay?" Hazard Feedback questioned.

"Ugh, if making your girlfriend turn into a demon, and then trying to keep her from eating you is 'okay' then I'm fuckin' great!" Mike snapped in frustration "I'll take care of Amber, you guys stop Vilgax and the Deva's"

The five nodded before going to face the alien warlord and enemy Digimon "you think you can stop me Tennyson?" Vilgax spat as he looked to Hazard Feedback.

"You know I can Squidface!" OmniShoutmon retorted as he charged the Chimera Sui Generis, and vice versa. "Twin Fireball Strike!" he shouted igniting his fists in flames which he struck Vilgax with, sending him into the wall.

"Whoa" both Ben and Shoutmon said in awe at their combined power before OmniShoutmon gained an eager grin "okay Vilgax, let's go!"

Vilgax scowled in indignation before he let out a battle cry, rushing forward as the Digimon and Robots followed suit. OmniShoutmon, Hazard Feedback, the hazard twins and Taomon let out their own battle cries as they charged.

*With Mike and Kuramamon*

"How the hell do I keep getting myself into shit like this?" Mike muttered before he realized something, he still had the master control on the Alphamatrix, after mentally kicking himself. Then kicking Amber off of him, Mike then rolled out of the way before recalling the tetramand arms back into the watch, just before a flash of blue light suddenly washed over him.

Muscles quickly piled themselves onto Mike's arms and chest as short, brown feathers sprouted up from his skin to cover them. His nose and mouth melted together like butter, hardening into a sharp, yellow beak as teeth lined them. The feathers continued to cover his body, racing up over his back and stomach, growing on nearly every inch of his body. Mike's wrists and ankles began to harden as thick scales appeared on them, his fingers molding together into three digits. His fingernails grew longer and bigger, becoming curved and black as they turned into talons. His toes all formed together into two long digits, his heel bone grinding against his foot as a third toe popped out behind them, the toenail also growing into long talons. A white plume appeared on Mike's head, looking like a Mohawk of sorts as a pair of large, sharp, blades grew out from his elbows. Blue wrist and ankle guards materialized on his body, as well as a pair of black briefs and a blue and white striped belt. A blue mask fit over his face as a blue strap vest appeared on his body, the Alphamatrix appearing on the vest hooker "Ryuster!" the Avioid announced.

"I don't want to hurt you Amber, please snap out of it and come back to me" Ryuster pleaded through the mental link, hoping, praying to get a response.

"H…p…..m….h..l…pl…" was the response he got before he was tackled to the floor by a red blur.

Ryuster then looked up to see a very unwelcome sight, Kuramamon drooling over his face.

"Claw Strike!" Wildcat cried as she punched the vixen in the face, effectively getting the mega off her prince.

"Thanks for the save" Ryuster said as he rose to his feet "now let's get Amber back"

"I couldn't agree more, my prince" the Beastmon said as she, Bellestarrmon and Noir got into a battle stance beside the Avioid.

*with Jeri, Henry and their Digimon*

Leomon let out a battle cry as he sliced off the head of another battle drone, letting out all his pent up frustration. It turned out that on their way to find Calumon the had encountered a lot of resistance from Vilgax's robots. However they were nothing special, they were more expendable than dependable.

While Leomon took the more direct approach, Terriermon took aim at the nearest drones "Bunny Blast" he shouted as he blasted them in the chest or head with the green energy pellets. Jeri, surprisingly enough, was blasting them using her own virus buster that Albedo made for her before she left! Henry, like Leomon, was going with the direct approach. He was using an extendable Bo staff he had got for his birthday, like a ninja the bluenette was slicing through the robots like tissue paper.

The four fighters continued down the corridors, fighting and destroying any obstacle in their way. After a few moments, and taking out at least a hundred drones, the group reached a large door. They knew this had to be it.

The three boys stood back as Jeri stepped up and aimed her yellow virus buster at the door, blasting it off its hinges. When the steel doors slammed onto the floor, the group jogged into a massive, circular room. In the center was a cylinder that stretched from the floor to the ceiling. An apparatus of wires and pipes lined the structure. But in the middle of the contraption was a clear porthole with a yellow light gleaming out of it, with a single dot moving around wildly.

Henry and Jeri ran to the terminal/monitor stations that circled the large cylinder with Terriermon and Leomon behind them.

"Well we're here, now what?" Terriermon asked.

"Now I put what Albedo taught me to work and reverse the energy flow of the core, which should release Calumon." Jeri answered, feeling very confident of what the former Galvan had told her.

"An ingenious plan," a cold, monotone voice spoke out. Suddenly, appearing out of the shadows was a human sized drone that was mostly orange and black but had a black 'X' on its chest. The alpha drone's emotionless optics starred at the two Digimon and two human kids. The formers already in battle stances, while Henry and Jeri readied their weapons. "But ultimately futile"

Out of nowhere, the priming of more weapons caught everybody's attention. Stepping out of the shadows was at least two dozen gigantic robots with their palm cannons aimed at them.

"Shit" Jeri cursed, throwing politeness to the wind, knowing their predicament was not good at all.

"You should know better than to defy the will of our lord and master. For your insolence you will pay with your…"

Without warning, the drone's boasting was cut short as the entire ship shook, causing all of them to stumble to catch their balance. Seeing a golden opportunity, Jeri took aim and fired at the drones, shooting down a few. The brown haired girl was then helped by the white bunny as Terriermon began shooting at the robots as well.

Leomon followed their lead as he followed his tamer's example and engaged the drones while they were distracted, slashing their heads off with his beast sabre.

As the humans got back to their feet, the Jeri inquired "I wonder what that was?"

"If I had to guess I would say that was either Ben, Takato, or Mike." Henry guessed before switching the subject "listen, I'll help Terriermon and Leomon while you free Calumon."

Jeri nodded in understanding, but then took off her virus buster and handed it to her friend "you'll need this" the boy nodded before he put away his Bo staff and took the blaster, but before he put it on he grabbed his Digivice and cards.

"Digi-modify: Matrix Digivolution Activate!" he shouted as he slashed the card.

"Matrix Digivolution" Henry's Digivice said as it began to glow.

"Terriermon Matrix digivolve to…" the bunny shouted as his current form grew taller and became covered in green armor on his shoulders, upper body, thighs, and feet, his guns transformed into rocket launchers and a green helmet appeared on his head "Rapidmon!" the new ultimate announced.

The three boys then began to fight off the mindless drones, while Jeri worked frantically at the terminal, inputting all the codes Albedo had taught her to override the system and reverse the energy flow of the core. However, looking through the shadows was a pair of orange optics. It analyzed the scene and focused its attention on the girl at the power core terminal. The alpha drone knew what Jeri was planning to do and wouldn't let that happen.

*with OmniShoutmon, the hazard twins and Vilgax*

Vilgax roared as he threw another punch as his adversary. OmniShoutmon though, caught the punch, reared back his right fist, and slammed it into Vilgax's chest. The attack sent him careening backwards until he crashed through another wall. The fight area between the two Titians had basically destroyed all the walls lining the corridor and turned it into a big, wrecked room with debris all over the floor.

The merged duo panted heavily. They weren't going to lie; this fight was taking a lot out of them. OmniShoutmon put nearly all his strength into every punch, and every blow he received from the green tyrant was very painful. Despite the pain, OmniShoutmon couldn't falter now, not with his friends and two world in danger.

"Had enough?" Ben asked from within the green dragon as they starred at the newest hole in the wall.

A pair of red orbs shined through the dust and darkness. Suddenly a pair of scarlet beams struck OmniShoutmon in the chest. The thermal rays were so powerful it lifted the Mega Level Digimon off his feet, crashing across the roof, and finally rolling down the long hallway.

The bio-merged Digimon then stood up and slapped the Omnitrix symbol on his chest "Omni-Core Fusion: Swampfire!" OmniShoutmon shouted as an aura in the shape of a familiar Methanosian surrounded the Digimon, suddenly both Ben and Shoutmon could feel their injuries fading, before they disappeared completely.

"We gotta remember that we can do that" OmniShoutmon commented with a chuckle before seeing the enraged form of Vilgax charging at him again.

OmniShoutmon then lit up his hands in flames once more "Twin Fireball Strike!" they shouted as they shot the fireballs at Vilgax. The green warrior was unprepared as the projectiles struck him and sent him stumbling back toward Rika, Hazard Feedback, and the Digimon.

Meanwhile, a minute before, the Hazardmatrix timed out as Hazard Feedback finished off the last of the drones, while Rika and the Digimon finished off the Deva's. Ben's girls, Kazu and Kenta finding a Guardromon during the fight, and the thing actually helping out as much as possible.

"You guys still up to fighting Vilgax?" Takato asked the others.

"You kidding, these guys weren't much of a challenge, we didn't even break a sweat" BlackWarGrowlmon replied.

"Good cause I'd say Ben and Mike could use our help right about now" Takato said "Rika, take ShadowTaomon and Taomon to help Mike, Kazu, Kenta, Guardromon and Lillymon, you guys go and help the rest of Ben's girls find SixSix, SevenSeven, EightEight, and their little sister, WarGrowlmon, BlackWarGrowlmon and I will stay and help out OmniShoutmon" he ordered.

Rika nodded in determination before running off to help her 'brother', Taomon stopping for a moment to look at her boyfriend/tamer "be careful" she said before flying off to help the Alphamatrix bearer.

The sounds of cannon fire caught the three's attention. They looked to see Vilgax getting blasted towards them by fireballs, shooting out of OmniShoutmon's hands. Seeing an opening, BlackWarGrowlmon attacked "Double Blade!" Vilgax turned his body around in an attempt to catch his balance; however, he was met in the face with the black hazard dinosaur's fist.

Vilgax hissed as the force sent him backwards again. OmniShoutmon rushed forward and punched the green warrior again. When he got in WarGrowlmon's range, the red hazard delivered a powerful punch into Vilgax's face. The trio continued their offensive onslaught, sending him back-to-back-to-back.

Cuts and bruises were becoming more evident on his body after each passing blow. Finally, Vilgax's fury reached its boiling point as he caught his balance in the center of the trio. "ENOUGH!"

BlackWarGrowlmon charged forward with his fist reared back. Vilgax however, anticipated this move and caught his blade, spun him around, and threw the black hazard cyborg straight into OmniShoutmon. Both brutes went sprawling backwards. Vilgax was then caught off guard by a surprised punch, courtesy of WarGrowlmon.

The green warrior hit the wall behind him hard. He snarled outwardly, his pique growing even stronger. When WarGrowlmon rushed forward to deliver another hit, Vilgax swiftly caught the red hazard's punch with one hand and then kicked him back hard!

WarGrowlmon went crashing through the wall. Vilgax was about to engage the red cyborg further, but was tackled by OmniShoutmon. Takato and BlackWarGrowlmon in the meantime went to their ally's side as Ben and Shoutmon forced Vilgax to the ground and started throwing punch after punch into his arch enemies face; each hit shook the ship and began to leave a large dent in the floor.

The ex-dictator felt every hit from the hyper evolved Digimon and it only enraged him further. His red eyes glowed brighter as he glared at OmniShoutmon. The second the merged Digimon figured out what they were doing it was too late as a pair of red, thermal rays struck their combined form in the chest.

The blasts were strong enough to blow the Mega Digimon off of Vilgax and roll across the floor. Ben groaned as his and Shoutmon's combined form shakily stood up. At the same time Vilgax stood as well. Ben was just as shocked as Shoutmon to see that their hits haven't harmed Vilgax, only made him madder.

"I've had enough of this. Computer: as soon as the ship is in position, commence dimension cannon firing sequence." Vilgax ordered, a twisted smile forming on his face.

"NO!" OmniShoutmon roared.

"Too late Tennyson"

OmniShoutmon slapped the badge on his chest once more "Omni-Core Fusion: Humongousaur!" they shouted as one, and like before, an aura in the shape of a familiar Vaxasaurian materialized over their combined form, sending a rush of strength into OmniShoutmon's muscles before disappearing.

The Digimon/human/Anodite hybrid charged forward with a fist cocked back, intending to punch Vilgax's light's out. However, the warlord was quick to dodge the attack and send an uppercut into OmniShoutmon's gut. The power behind the blow made both Ben and Shoutmon spit up a small amount of blood. While in mid-air, Vilgax lifted up his leg and kicked him hard enough to send OmniShoutmon flying down the corridor.

The hazard twins and their tamer came out long enough to see their friend flying down the hallway. OmniShoutmon bounced across the floor before coming to a roll on his back. At that moment both Ben and Shoutmon lost consciousness. Their form was engulfed with green light as they reverted back to the separate forms of the human and dragon Digimon.

The two cyborg's and human boy turned their attention to Vilgax, who was walking down the hall with an evil, superior aura surrounding him.

"WarGrowlmon, go check on Ben and Shoutmon" Takato commanded "we'll keep Vilgax busy for as long as we can."

The red hazard cyborg didn't want to argue with his creator and ran in the general direction where Ben and Shoutmon were. Vilgax stopped meters in front of Takato and BlackWarGrowlmon. The duo stood proud and tall (well, BlackWarGrowlmon was standing tall) blocking Vilgax's path. Scrapes and dents were scattered across the hazard Digimon's armor, but nothing too serious. All glaring at each other intensely.

"I have beaten Ben Tennyson. What hope do you two have?" Vilgax gloated.

"my current name is BlackWarGrowlmon, and I will sacrifice my data core before I allow you to harm my friends, my tamer or both the real and digital worlds" he vowed as his tamer nodded in agreement "as a good friend of mine once said it's hero time!" he shouted before slapping the Hazardmatrix, allowing the orange light to wash over him.

Takato felt his flesh become slightly squishy and more stretchable, glancing as he turned a dark green in color, parts of his hips, shoulders, wrists and knees turning black. Large red and yellow thorns ripped out of his shoulders and arms as he grew taller and taller, his hands turned into yellow claws by a dull orange covering with small spikes on his knuckles as fleshy thorns popped out of his disappearing kneecaps and melting toes. His entire skeleton seemed to vanish completely to be replaced by something like the stem of a plant. He felt his head become engulfed in a flesh trap as his ebbing skull became pointed and brightly colored. The flap suddenly split open, forming into a kind of collar as the Hazardmatrix appeared on his stomach and the Omnivice appeared on his right wrist, finishing the transformation "Hazard Swampfire!" the Methanosian announced in a nasally voice.

The squid faced warrior sneered. "How noble of the both of you, just like Tennyson…which is why you both shall share the same fate as him."

Vilgax let out a battle roar as he charged full steam at BlackWarGrowlmon and Hazard Swampfire. The former Megidramon and Methanosian did the same and all three exchanged fists. The fight between the ex-conqueror of ten worlds, the hazard cyborg and the virus tamer had begun.

*with Mike, Wildcat and Kuramamon*

"You insolent…pathetic…worthless…brat!" Kuramamon growled between ragged, almost pained breaths in a deep, demonic voice that held almost no similarities to her rookie form. She suddenly whipped her head around to glare at the teen and Beastmon. Or more specifically, at Ryuster. She looked at him in absolute hatred in her, pure white eyes. She suddenly lunged at him and he quickly tried to dodge the attack.

But he never did.

Kuramamon pinned him to the floor without even trying with razor sharp claws that stabbed painfully into the metal floor, mere inches from his feather covered skin. She growled and edged her head closer to him as Wildcat, Noir and Bellestarrmon did everything in their power to try and stop her, but to no avail; Kuramamon attacked them with her tails and sent them flying across the room without any real attempt.

"Amber…please, just calm down." Ryuster begged in a calm tone. But inside, for the first time in years; he was afraid. The slightly sadistic fighter from another world, was afraid.

"I'm not Amber," the hideous creature hissed demonically. "Amber is gone forever. I am in control now. I am Kuramamon!" she howled, yanking her hand out of the floor and throwing Mike into the wall in front of her with a swipe of the other, Ryuster hit the wall hard and fell to the floor before transforming back to his human form, his back throbbing in pain as he attempted to stand up. Kuramamon wouldn't give him the chance as it lashed out with her tails, whipping them hard against his back and tearing his trench coat into shreds. The tips of the tails suddenly sprouted barbs and they lashed out once more, streaks of red forming on Mike's back as Kuramamon continued to attack with Amber's body. She lunged forward and raked her claws across his back before thrusting her hand forward and picking him up by the throat, tightening her grip and sinking her claws into his neck as she regarded him and spoke once more.

"She never loved you," Kuramamon hissed. "She despised you with everything she had and was just waiting for the day you would finally die."

"You're…lying!" Mike choked out.

"Maybe I am, maybe I'm not. I know her better than anyone else," Kuramamon continued, grinning a sadistic smile in his face "but it will not matter. I will grant you a final request, to kill you where you hang helpless in my hand and end your pathetic and pained existence"

"Not if I have anything to say about it" Mike choked out with a smirk before he was encased by a flash of blue light.

Mike felt the skin around his skull slowly vanish, as if some sort of flesh eating parasite was eating at it. His skull slowly turned upside down as the bones ground and shifted with a sickening sound. The teeth became sharper as new, thicker skin covered his face and his eyes molded into one. His fingers turned into dagger like claws that felt like they could slice through someone's soul. His legs wrapped around each other into a sort of ghostly tail as thick blue chains formed around his neck and wrists. The Alphamatrix appeared on his chest, the chains all meeting together at the same spot as a dozen writhing tentacles suddenly spilled forth from Mike's insides, completing the transformation "Ectoscream!" the Ectonurite announced.

Without a word Ectoscream phased through Kuramamon's grip and forward with a frightening hiss, entering her body with his claws outstretched and ready to attack. He found himself in a black void, completely empty of anything recognizable; there didn't even seem to be a floor or ceiling of any kind of definition until he looked behind him. From some unseen point high above him, a single spotlight beamed down from the darkness and shone down on a frail figure that lay motionless in its warm glow. Ectoscream flew towards the body and found it to be Amber. The real Amber.

He reached out carefully with a trembling hand when he heard a noise behind him, like the sound of a teacher clicking their tongue and wagging their finger at a student.

"I wouldn't do that if I were you." Kuramamon said. Ectoscream whirled around to look at her and did a double take when he found it was an exact, albeit healthy looking, clone of Amber, right down to the black goggles. The only difference was her eyes weren't the same amber color but instead a blood red. She slowly paced forwards, wagging her hips in a seductive manner as she began to walk in an aimless circle around the Ectonurite.

"Oh, Michael. If you only knew what you were dealing with." Kuramamon said with mock pity.

"I know that I'm dealing with the materialization of my anger and rage filtered through my girlfriend in the form of a psychotic alter ego Digivolution!" Ectoscream shot back.

"But how do you know I'm the other personality? For all you know, the Amber you knew and loved was nothing more than a mask, a suit to wear when she needed to get something she wanted." Kuramamon went on, her muzzle curling up into a twisted smile.

"Lies!" he spat, narrowing his single eye.

"How do you know I'm lying? I share the same body with Amber. I know her better than anyone she could ever come across," Kuramamon continued, her sick smile getting bigger and bigger "because I am her. The Amber you know never existed." Kuramamon spat, smirking when she saw doubt in the Ectonurite's eye.

Unfortunately it didn't last long before the doubt turned into certainty "no" Ectoscream said simply. "You are lying, you wanna know how I know? Because you never existed until today" Mike said before he saw the confused look on the alter ego's face. "Back in our universe, I trained with my friend Rook, in the art of meditation, when I finally got the hang of it I discovered I had the rare ability to actually see people's aura, and when I first met Amber and Shoutmon, I didn't sense you there at all" Ectoscream explained before a bright red aura surrounded him and a gold, glowing, yin-yang symbol appeared on his chest, the same red aura surrounding Kuramamon, but Amber was surrounded by a silvery aura.

"you see, you're more me than her!" with a raspy scream, Ectoscream swooped at Kuramamon, his claws glowing red as he swept them across Kuramamon's body, drawing pure black lines across it. No clothing was lost or torn; it was as if they were attached directly to her body. This suited Ectoscream perfectly as he relentlessly attacked Kuramamon, snapping out his tentacles grabbing her in them and throwing her to the ground.

"Is that the best you got?" Kuramamon wheezed; she knew she wouldn't win against Ectoscream right now and not ever. But if she could plant that seed of doubt, and make it grow into a mighty tree, then her death would've been well accepted.

"You've done nothing!" Kuramamon gurgled, black blood starting to pour from her mouth. "Even without me controlling her, she never loved you to begin with! She never loved you!" she cackled. Spitting up black blood again.

"You're wrong" Amber suddenly interjected a blue, glowing, yin-yang symbol inside a crescent moon appeared on her stomach. "I do love him and I always will. And I won't let you take that from us!" the silver vixen yelled as she jumped into the air "Diamond Storm!" Amber shouted as the glowing white diamonds materialized and fired at her bleeding dark side, effectively punching holes into her form, black blood pumping heavily out of Kuramamon's body and pooling around her as she died away. Ectoscream then turned to face Amber, who had just landed.

"See you in the land of the living, babe" he said with a mouthless grin, before he soared upwards into the black oblivion, leaving the corpse and a smiling Amber behind him. He quickly re-entered the world of the living and looked down to see Kuramamon slowly return back into Amber; the tails merging, leaving just one, her claws and talons shrunk until they were their original length, the long ears shrinking down as her fur returned to its shining, silver color, soon the ShiningRenamon groaned as her eyes fluttered open, revealing that they were back to their usual amber color.

Ectoscream was then encased in a flash of blue light, returning Mike to the world.

Suddenly a glowing white sphere materialized in front of him, he held out his hand and caught it, as the glow died down it revealed a gold D-dower with a silver ring and a silver strap and buttons.

"That really happened, didn't it?" Amber questioned, getting a tired nod from her tamer.

"Unfortunately it's not over yet, we still have one more squid faced pain to deal with" Mike said with a smirk, just as Wildcat, Noir, and Bellestarrmon came to.

*With Henry, Jeri, Terriermon and Leomon*

Jeri typed hastily on the keyboard as Henry, Terriermon, and Leomon fought off the battle drones behind her. She was bypassing the firewalls in order to sabotage the power core. She had just gotten past two firewalls and was on the last one; however, this one was much more encrypted then the previous two. But Jeri knew it wasn't out of her talents and she could break through.

Suddenly, just after Jeri had finished inputting the final set of codes, the alpha drone jumped out of the shadows to her right. It held up its wrist blaster and fired, but to his surprise, Jeri had blocked it with a glowing orange blade! unfortunately the blast ricochet off the blade and into the terminal, reducing the controls to scrap.

"Now that the controls are destroyed you have failed. Vilgax will reign supreme!" the drone exclaimed.

"Sorry tin man, but you destroyed the controls after I reversed the power core" Jeri said smugly before she charged and cut off the robots head.

Suddenly, as if someone had planned it, the power core began to crackle before its glow began to die down, before it dissipated altogether.

The black dot from earlier falling from its place, Jeri putting away Mike's proto-tech knife before lunging forward and catching the white Digimon in her arms.

"Alright, let's get back to the others" Henry said before they left the room.

*with Hazard Swampfire, BlackWarGrowlmon and Vilgax*

Hazard Swampfire preformed a one-two punch-kick combo causing Vilgax to stumble before BlackWarGrowlmon punched him in the face, sending Vilgax crashing through the wall. The Methanosian and hazard cyborg rushed through the hole in time to send a double uppercut into Vilgax's chin, sending him flying into the center of the large room. BlackWarGrowlmon then charged his blades as he charged at the Chimera Sui Generis "Double Blade!"

He lifted back his right arm, preparing to bring it down on his head. But a crimson red, glowing dome, emitting from the gauntlet on his right arm stopped the blade. Vilgax pushed BlackWarGrowlmon back, sliding on his feet. The warlord concentrated on the Digimon and plant alien, and projected two thermal beams from his eyes.

BlackWarGrowlmon was quick to react as he dodged to the side. As Vilgax continued to fire his optic rays, the cyborg charged at him again, deflecting his blasts with his blades. Vilgax stood up, waited, and blocked BlackWarGrowlmon's strike with his shield. He then reared back and sent a wicked punch into the Digimon's abdomen, throwing BlackWarGrowlmon off his feet and through the already ruined wall of the room.

Vilgax strolled over to BlackWarGrowlmon, who was still struggling to get up, but his damaged body couldn't comply. With a tired groan, the black cyborg collapsed and reverted to BlackGuilmon. The warlord then summoned his flaming red and yellow sword from subspace, lifted it over his head, intending to bring it down on BlackGuilmon.

"Consider this my way of being merciful; an instant death." Vilgax rasped.

*with Ben, Shoutmon, WarGrowlmon and Hazard Swampfire*

A couple minutes earlier, WarGrowlmon rushed to his friends, who were now awakening from unconsciousness. A painful groan escaped from both their throats as they sat up, their bodies and heads throbbing in pain. Both their attention was then grabbed by WarGrowlmon and Hazard Swampfire who came to their side.

WarGrowlmon had scratches, dents and bruises all over his body while Hazard Swampfire had no visible injuries. Both felt bad for the black hazard's condition. Ben thought with everybody there, they could defeat Vilgax and stop him from releasing Maltruant. However, Vilgax had gotten much stronger and nearly invincible. Hell, even the unexpected OmniShoutmon couldn't beat him! Ben was thinking on an alien in his arsenal that could possibly beat Vilgax.

"Are you two okay?" the red hazard asked with concern, kneeling down.

The teen hero held his aching head and groaned before turning his gaze to the evolved Guilmon. "I'll live, Shoutmon?" he said before looking to his partner.

"I got a throbbing headache and a serious need for a massage, but other than that, I'm just dandy" Shoutmon replied before looking at WarGrowlmon "where's BlackWarGrowlmon?"

Before the red cyborg could respond, a loud crash interrupted him as BlackWarGrowlmon went flying through the wall and into the hallway. His body was damaged just as badly as his brother's and he also appeared to be in more pain. After seeing this, Ben's expression became alarmed as he instantly felt a rush of energy and he stood up. His legs faltered beneath him but he didn't go down. The brunette activate the Omnitrix and without searching for an alien he slammed down the core, allowing the ever familiar green light to wash over him.

His skeleton cracked and crunched loudly as it realigned and shifted itself into a more flexible position that allowed his bones to hollow out and reinforce themselves with numerous, small rods that made them stiff and more durable as muscles weaved and threaded themselves underneath his skin as his spine arched and cracked and forced a long tail to whip out from the base of his spine that already snapped back and forth with anticipation as fresh tissue and skin enveloped it before long, fine, black hair began to sprout and form a fluffy tail; the soft fur traveled up Ben's back from there, enveloping him in relative warmth as the black fur crossed over his shoulders and down his chest, covering his arms and racing down his stomach and to his legs and feet, engulfing his hands as his ears sharpened and became pointed and rotated to the top of his head. His eyes flashed a bright green in color as they widened apart slightly as his skull cracked and pushed forward, his jaws lengthening and molding into a canine-like muzzle that quickly filled with sharp fangs that pushed up and through Ben's gums while his legs bent back into a new joint; his toes and fingers shortened and grew slightly bigger, forming paws and vague hands of sorts tipped with claws. A pair of green armguards appeared on each arm with the Omnitrix symbol over the back of the hands as well as a pair of green shorts appearing on his body and a green belt with the Omnitrix symbol in the middle "Foxflare!" the Renamon announced.

Foxflare, WarGrowlmon and Hazard Swampfire watched as Vilgax stepped out of the other room, BlackWarGrowlmon reverted to BlackGuilmon before Vilgax pulled out his flaming sword, and held it over BlackGuilmon!

Foxflare gasped in shock "c'mon we gotta save BlackGuilmon!"

The human turned Digimon, the red cyborg, the red dragon and Methanosian raced forward, WarGrowlmon stopped and took aim "Atomic Blaster!" he shouted as he blasted a beam of crimson energy at Vilgax. Though the blasts didn't really harm the green warrior, it did distract him from killing BlackGuilmon. Vilgax glared at them and snarled in hatred.

He reared back his sword and released a wave of red and yellow, flaming energy at the group. Everybody stopped dead in their tracks, the cyborg was quick to go into defensive mode. As he crossed his arms and stepped in front of his friends, protecting them from the attack.

"Stay behind me!" WarGrowlmon yelled, just as the energy hit him.

The force from the hit made WarGrowlmon skid back into the others. The heavy hitter almost fell back before he caught his balance. Hazard Swampfire's eyes widened when Vilgax appeared in front of them and brought down his blade. "Radiation Blade!" Luckily, the red hazard was quick enough to bring up his bladed arm and stop the attack.

Foxflare let out a battle cry as his fist lit up with emerald green fire "Blazing Paw!" he shouted as he punched Vilgax, putting all his strength into the hit, pushing the green warlord back a few steps, his head crooked at an odd angle. To Ben's shock and disgust, Vilgax spun his head back in place, the hero's hearing popping noises in the process.

"Ugh," Foxflare groaned in disgust "that was so creepy" he said just as the Omnitrix timed out.

Just as he was about to activate it again, the Omnitrix beeped, ben immediately brought up the holo wheel, only to see an exclamation point inside a triangle causing him to grunt in anger. "Great, the Omnitrix is in recharge mode"

"Then why don't you let the rest of us take it from here?" a voice said, revealing itself to be Mike as he ran into the room with Amber, Bellestarrmon and Wildcat. "After all, from what Rika told me, you and Shoutmon could use the rest"

"he's right Ben," BlackGuilmon said as he approached the others, limping as he had his clawed hand on the wall to keep his balance "OmniShoutmon put up a great fight, you need a rest, besides, Mike, my brother, and Takato can handle this guy, especially since Takato can 'go Ultimate' as you put it" the black dino mentioned, making everybody look at him in shock "what? Didn't I mention that before?" he questioned with a smirk.

Ben the glared at the former Megidramon "we're talking about this later" he said before turning his gaze to Takato "turn the dial to the left then slap it" he instructed before walking away with Shoutmon and BlackGuilmon to safety.

Takato nodded before turning the dial on his stomach to the left before slapping it, a wave of green light washed over his form.

His soft, green skin started to crack and splinter horribly as it faded into a dull, weathered brown, like that of an old oak tree that had seen hundreds of summers and winters over its lifetime. He clenched his fists as the bark crawled over his skin and down his fingers, turning them into sharp claws as more muscles and tissue formed underneath his skin, bulking himself up as his back suddenly split open along the spine; a large, red balloon-like structure started to form along his back as his spiked head became larger and longer as it curved back to cradle the growing organ on his back. The thorns on his shoulder followed a similar pattern, growing long and curved like the branches of a tree as they held and cradled the pulsing organ on his back as more pods and orbs formed on his arms and replaced his face. His feet cracked and split into a pair of strong toes as the Hazardmatrix appeared on his chest, four, long, metallic tentacles sprouting outwards from the disc completing the transformation "Ultimate Swampfire!" the evolved Methanosian roared in a raspy voice.

Mike whistled at the evolution impressed "so that's what going Ultimate looks like" he said with a smile.

The event was short lived however as Vilgax yelled as he charged again, rearing back his sword. Mike blocked the attack using Hardhead's arm, however the sheer force dented the floor underneath his feet. Ultimate Hazard Swampfire jumped into the air and delivered a roundhouse kick into Vilgax's chest. The strength of the kick caused him to stumble a bit, but he quickly caught his balance.

WarGrowlmon bent his knees and leapt at Vilgax, intending to send a powerful punch. The green warlord was quick to respond as he swiftly caught WarGrowlmon's fist. Vilgax then brought the ultimate level Digimon closer to his evil, red, eyes.

"Foolish creature," he hissed.

Vilgax then pulled his arm down and threw WarGrowlmon through the ceiling with so much force that he went through four upward levels. Before he tried to go after Ben however, he stared at Ultimate Swampfire, Mike and Mike's girls, who were ready to fight at any moment, Mike had his arms transformed into Petrosapian arms while Ultimate Swampfire had his hands ablaze. Vilgax snarled, annoyed by their persistence.

"I don't have the time nor the patience to deal with you all." Vilgax commented. He then pressed a few buttons on the digital keyboard interface on his right forearm.

Suddenly, a white flash engulfed the room. When it died away, standing in the ruined hallway were nearly two dozen, extra giant robots Vilgax kept in storage. Their orange optics came online as they honed in on the Digimon and their tamers, labeling them as threats.

"Besides, you have problems of your own." After that, Vilgax sped down the hall in the direction Ben and the two reptilian Digimon limped.

Everybody looked at each other "go" Ultimate Swampfire said simply to his fellow shapeshifter, Mike nodded before turning to Amber, Wildcat, Noir and Bellestarrmon "I'm coming with you and you know it" Amber demanded.

The trench coated one smirked in agreement "Wildcat, Belle, Noir, stay here and help Takato and WarGrowlmon" he ordered, getting nods in response before recalling the Taydenite arms back into the watch, his legs then twitched and shifted, growing black and blue fur, in the form of pants and boots with a pair of black shorts.

He then grabbed his silver vixen bridal style before running after Vilgax.

*with Ben, Shoutmon, and BlackGuilmon*

Ben grunted painfully as he and the reptilian Digimon walked through the hall, after going a good distance from the battle, the three finally came to a stop as he, BlackGuilmon and Shoutmon fell to the floor.

With a bit of blood trickling from his mouth, Ben lifted up his head, only to see the form of Vilgax fly through the hall. His feet touched the floor with a thud, only thirty feet separated the three beings. The adversaries glared at each other, Vilgax shooting malign glares while Ben and the Digimon's only portrayed determination.

"It's time we finished what we started years ago." Vilgax declared. "There's only two ways this is going to end, Ben Tennyson, either you die…or I do." He held up his huge sword in a battle ready position, deadly crimson and yellow flames dancing off the blade.

Ben's emerald green eyes narrowed. He knew Vilgax was right. He had thrown him into space twice, defeated him in an arena, and blew him up in the ocean, helped clear out an entire prison JUST FOR HIM! And sent him to the null void countless times. If he didn't finish Vilgax for good this time, then he would only come back stronger and more vengeful.

"If that's how it's gotta go down…then fine by me." Ben reached for the Omnitrix and brought up the holo wheel, only to see the stupid this was still in recharge mode!

This made Vilgax grin sadistically "it seems you couldn't stop me even if you wanted to" he said as he put the blade away, and clenched his fist, cocking it back, before thrusting it forward, Ben slammed his eyes shut, expecting his life to end at that very moment…

After a few moments it never came, he cracked open an eye. Before they shot open, the hero gasped at the sight of his Alphamatrix wearing friend, holding back Vilgax's fist with his HUMAN hand!

Mike was then surrounded in a red aura, looking at the alien warlord with a killer's glare "hear me Vilgax, because I will only say this once, never. Piss. Off. A. protective. Sadist." he growled angrily.

At that very moment Amber jumped out of nowhere and delivered a drop kick to Vilgax's face, causing him to stumble back "or his girlfriend" she said in agreement as she landed.

Mike then took the opportunity to lookback at his weakened friend "go, we'll take care of Vilgax" he said simply, Ben knowing better than to make Mike angrier than he already was, quickly complied before running down the hallway with Shoutmon and BlackGuilmon close behind.

"Even if you could summon the gall to kill me, you couldn't do it anyway." Vilgax mocked with ferocity.

To Vilgax's surprise and confusion, a smirk appeared on Mike's lips as did a mischievous glint in his hazel eyes "is that so, huh? Well then…I guess it's time to kick it up a notch. let's finish this Amber" Mike said as his Digivice began to glow, and a golden, glowing yin-yang symbol appeared on his chest once more, shining through his black t-shirt and blood red trench coat.

"With pleasure" Amber agreed as a glowing, blue yin-yang symbol inside a crescent moon appeared on her stomach.

"Bio-merge Digivolution" the silver vixen tamer's Digivice said.

"Bio-merge Activate!" Mike shouted as he held the device to his outward.

"ShiningRenamon Bio-merge to…" Amber shouted as she and her tamer turned boyfriend were engulfed by the same silver light, the first change, his body grew a few inches taller as muscles piled themselves down his arms and chest began to swell as a black material raced over his body and covered his entire upper body, including his the area around his eyes, nose, and ears, but left his jaw and mouth uncovered as well as his hair, his legs then gained a little more muscle as the material stretched over them as well, Mike then thrusted his hand out and three translucent spirits flew out from behind him, the specters then raced over his body, giving the teen a pair of black combat boots with gold highlights, a pair of baggy black pants, a silver sleeveless martial arts GI with gold etching and a familiar yin-yang symbol inside a crescent moon over his heart, a martial arts black belt, a dark brown cape with a red underside and two silver gauntlets with gold circuit patterns, the left having a small, black blade the size of a kunai knife, sticking out the front over the back of his hand. Suddenly the face of ShiningRenamon appeared, then shifted to SilverKyubimon, then SacredTaomon, and finally a new face, covered by a metal mask in the style of ShiningRenamon covering his eyes, nose, and ears with a yin-yang symbol in the middle of the forehead and two gold triangles on the underside of the eyes as brown grown out hair flowed out the back.

"Mysticmon!" the voices of Mike and Amber announced in unison.

The new mega stared down at Vilgax with renewed fire in his covered eyes.

Vilgax snarled at this new transformation as he gripped his sword once more, tightening the hold. The bloodlust in his eyes intensified as well.

"I swear you will be nothing but a pile of ash when I am through with you!" Vilgax roared, charging forward with his sword reared back.

Information of his abilities raced across Mike's eyes, and to his shock, he was able to process it all at once. He figured that this was how Digimon got the handle of their abilities after Digivolving, one of the perks of being a digital life form. Amongst the new cluster of abilities, one struck out that made Mike's smirk grow bigger.

They stood stationary, waiting for the right moment. As soon as Vilgax got within ten yard, his flaming sword lifted over his head, "Shadow Void!" they shouted before a blinding blue and silver light engulfed Mysticmon's form. Vilgax brought down his sword, but to his shock, it only cut into the floor. His opponent had vanished!

Vilgax pulled his weapon out and looked around, scanning the room for any sign of Mike and Amber, but saw none. "Lycoan, where are…"

Suddenly, the same blue and silver light appeared, and before Vilgax knew it, Mysticmon stood before him. Before the green warrior could react, the Mega level Digimon reared back and punched Vilgax dead center in the face. The blow sent him soaring across the room and straight through the wall.

This time, unlike Ben, Takato, and Mike's previous transformations, Vilgax did feel pain. This new form, this Mysticmon, was magnitudes stronger than the previous ones. A confident grin adorned the merged Mon's face as he stared at the hole in the wall.

"Teleportation into a personal pocket dimension, pretty cool. Wouldn't you say Vilgax?" Mysticmon taunted.

Vilgax sprinted through the hole with his blade at the ready, yelling and rage coursing around him. The caped hero summoned a blue, dome shaped energy shield that protected him from the blow. A loud 'clang' was made from the impact, their shield not faltering one bit. Mike then recalled another new ability they gained and focused on it.

"Phantom Blade!" all of a sudden, the blade on his left gauntlet extended forward. The blade glowing a black aura before hardening into a super strong, metal blade. When it finished, over the back of Mysticmon's left hand, was a ten foot long blade, comprised of Chrome Digiziod metal.

Vilgax's brow arched in slight shock, but immediately passed it off before rearing back for another attack. Mysticmon deactivated the shield and swung his new blade to block his opponent's attack. When the black blade collided with the red and yellow flaming one, the latter shattered like glass.

This time, Vilgax's eyes had widened from shock. 'How can this be?!' Vilgax thought. 'This sword's strength was on par with Taydenite and he broke it like nothing!'

While he was distracted, Mysticmon swung back his blade and slashed in diagonally across Vilgax's armored chest. The squid faced alien slid halfway across the room, hissing in pain from the large gash in his armor. The rage in his eyes only increased as he charged forward, letting loose a battle cry.

Seeing his adversary was without a sword, Mysticmon decided to play fair. His black arm blade retreated back into his gauntlet. He then got in a fighting stance, readying himself for the incoming form of Vilgax. The ex-conqueror reared back his green fist and aimed it at Mysticmon's covered face.

However, to Vilgax's shock, Mysticmon easily caught the punch in his left hand, almost as easily as he did in his human form! Clinching his sharp teeth in anger, Vilgax tried to punch him with his other arm, only for Mysticmon to catch it too. Vilgax pushed against his foe with all his might; remarkably, Mysticmon stood there holding his ground without falter.

Mysticmon then forced his knee into Vilgax's abdomen, causing him to hunch over in pain. Taking his opportunity, Mysticmon let go of his fists, raised his hands and pointed his palms at the warlord "Mystic Blaze!" they shouted, firing a torrent of blue flames into Vilgax's face. A small shockwave created as Vilgax went careening back into the wall again.

Like before, he got, albeit a little shakily, to his knees; in addition, he had a prominent gash on his smoking chest and black and blue marks on his face. An enraged growl emanated from the depths of Vilgax's throat, much like an angry predator.

Vilgax bent his knees and launched himself forward. His flying abilities took hold as he soared toward Mysticmon, already flying close to the ceiling. The warrior decided to use his advantage of flight against the merged Digimon and shoot down rays from his eyes.

Mysticmon, however, figured out what Vilgax was planning and put his own plans into action. Mike/Amber jumped high, flying higher to meet Vilgax in the center of the room. Vilgax's eyes widened when he observed the combined duo wasn't loosing height. It was then he realized that Mysticmon could fly!

Just meters away from colliding with each other, another blue/silver flash consumed Mysticmon's body. It then reappeared under Vilgax's flying form with Mysticmon delivering a punch to his torso. The pure strength behind it sent Vilgax sprawling through the ceiling, the ships outer layer and into the digital sky.

Mysticmon flew out, chasing after Vilgax at incredible speeds. In the distance, he could see Vilgax regaining control and flying back at him. Both strong beings reared back their arms and exchanged blows into the heads. As a result, Mysticmon and Vilgax went flying back; however, due to his dual personality, he was able to quickly regain control and stop.

Another black bruise was left on Vilgax's green face; to come with it came immense waves of pain. However to Mike and Amber's own shock, he felt nothing; in fact, Vilgax's punch felt like a mosquito biting them if they were separate. This indeed shocked both parties to how strong and invulnerable this new form was.

In response, Vilgax growled once again, his anger already surpassing the boiling point. He shot out at Mysticmon again at fast speeds. Mysticmon's covered eyes honed in on him though, and he quickly jumped into action by shooting forward himself. But just before they could exchange blows once more, "Shadow Vortex" they muttered and vanished in a flash of blue/silver light again.

Mysticmon reappeared above him, a hand stretched out "Spectre's Revenge!" Mike and Amber shouted in unison, in response, four spirits materialized and struck Vilgax, sending him colliding into the top of his ship, specifically on the top of the tower in the back.

Electricity arced from the bottoms of his feet and to the warship's bulkhead, bringing him closer until he finally stood upright without trouble. Vilgax across from the huge dent he created in the hull, a little shaky at first but he swiftly shook it off, despite the fact that his body was littered with injuries.

Mike, Amber and Vilgax stared down at each other, intense feelings of aggression and animosity flowing between them.

"Give up Vilgax! You're not going to beat us." Mysticmon asserted without hesitation.

"No! The day I surrender to a human will be the day the universe explodes!" Vilgax stated; his voice filled with malice.

Vilgax's feet rose from the hull again as he shot forward like a bullet. Mysticmon mimicked him and collided with him. Both went back a bit from the collision before shooting at each other again. The fight was becoming more intense by each passing second.

*with Henry, Jeri, Terriermon and Leomon*

In the power core room Jeri held Calumon in her arms like a baby, it had been at least five minutes since she, Henry and their Digimon had shut down the power core and rescued Calumon. During that time they had realized that Vilgax had taken enough power already to activate the dimensional cannon in order to free Maltruant!

At this time they had met back up with Rika, ShadowTaomon, Taomon, Lunamon, Ben's girls, and a new Digimon.

One looked extremely similar to Lillymon, but she had a pink flower on her head in the form of a hat with green vine-like hair flowing out from under it while her hands and feet looked like opened flowers wearing what looked like a yellow one piece bikini with a red rose in her cleavage, her pink flower pedal wings sticking out the back.

And the group was now running down the hallway to help out the others. Not knowing that Ben, Shoutmon and BlackGuilmon were injured, and Mysticmon was battling Vilgax outside the ship.

As they ran down the hallway, a thought occurred to Henry "how it is that Vilgax still has enough power to release Maltruant?" he questioned as he looked to Jeri.

"I'm not too sure, but I think he either had a backup power core or the power he took was directly sent to the dimension cannon." Jeri explained.

"Either way, we don't have too much time before that thing goes off and the recoil destroys the ship." Rika added.

"Right, we need to help Ben and the others before that happens" Leomon said as they continued to run, soon enough coming to the room where they knew their friends were.

Ultimate Swampfire, WarGrowlmon, Bellestarrmon and Wildcat were all feeling fatigue eat away at their bodies. They were using all their powers and abilities to fight against Vilgax's drones. Though they were easy to take down, there were many of them and they were already tired and pained from the previous battle with Vilgax.

The leader of the tamers and the Digimon had managed to take down twenty of the twenty four sent at them; however, at the moment, all were finding it hard to stand.

"Takatomon, I don't think I can keep this up much longer" WarGrowlmon noted; exhaustion present in his voice as he tried desperately to retain his current form.

"I know boy, I'm tired too, but we gotta finish these things off" Ultimate Swampfire replied; the lack of energy evident in his tone as well.

As another gigantic robot opened fire on them, WarGrowlmon dodged the blasts and struck the bot across the chest with his blades. It fell backwards, sparks flying out of the gash before off-lining. The remaining four surrounded the team, with their weapons primed and ready to fire.

U. Swampfire was about to put what little strength he had left at rushing one, until a familiar sound caught his attention "Talisman of Light!" Taomon shouted as she painted a Sanskrit character in the air with her oversized brush, then hurled it at the robots catching them in a gigantic explosion and annihilating them all at once.

"You okay Takato?" Taomon asked in concern for her boyfriend.

The evolved Methanosian smiled at the concern before looking to the red vixen "I'll be fine Taomon, just a little winded" he said just before the Hazardmatrix timed out, in two flashed of orange light the alien was replaced by Takato, who then collapsed to his knees.

WarGrowlmon reverting to Guilmon seconds later

"Nice attack by the way" Bellestarrmon said, clearly impressed by the power she witnessed the vixen display.

Rika analyzed the scene further and immediately noticed a few people missing "Where's Mike, Ben, BlackGuilmon and Shoutmon?" she asked in concern.

"last time we saw, Ben, Shoutmon and BlackGuilmon got away to rest before Vilgax went after them, then Mike and Amber went after Vilgax" Guilmon explained as he pointed to the hall they went down.

Before the Nonaka girl could comment, Ben's voice came from behind them "not anymore, Mike and Amber are Vilgax fighting now." He commented as he, Shoutmon and BlackGuilmon entered the room. Lillymon immediately went to her boyfriend's side to help him stand, Lunamon doing the same for Shoutmon and ShadowTaomon for BlackGuilmon.

"Plus, even though we rescued Calumon, we couldn't stop the dimension cannon from gaining enough power to power up, and the cannon feedback is going to destroy the ship." Henry admitted in regret.

Ben nodded before gaining a look of determination "everybody, get off the ship, I'm gonna go help Mike and Amber"

Lillymon shook her head "Ben, NO! You're too weak and exhausted. We'll get off with the others"

Rika decided to make her own comment "ShadowTaomon, Lilamon and I will go and help out big bro"

Ben noticed the urgency in her tone, and her stealthily pleading eyes. The bearer of the Omnitrix realized that she had a point. With his and everybody's current conditions, most of them wouldn't be able to find them in time. "Alright fine, but get him and get out as fast as you can" Ben said before handing her a plumber's badge "use this to contact him."

Rika smiled and nodded "right"

The Digimon queen then ran down the hall with her partner and a new friend before bringing the badge up to her face "Bro, you there!" she asked.

*with Mysticmon and Vilgax*
Vilgax roared violently as he performed a two punch-kick combo in Mysticmon's chest, which sent them flying across the roof of the conning tower. However, electricity arced between the bulkhead and his feet, bringing him back to the surface quickly. Mysticmon looked at his chest, surprisingly feeling the pain fade away within moments.

"Accelerated healing factor? Nice!" Mike remarked in awe from within Mysticmon.

"Honey, you might want to pay attention" Amber warned causing her boyfriend to snap out of his musings as Vilgax soared at them, his fist reared back. Mysticmon, though, quickly summoned a shield to block the attack. They dropped the shield and delivered a right hook into his chest and then a left hook into his face. The merged mega then picked up his leg and kicked him straight in the torso, sending him flying off the ship and into the air uncontrollably.

Mysticmon was about to take off and pursue, until a familiar feminine voice spoke from within his combined body "Bro, you there?" Rika asked.

"I'm here sis, what's up?"

"Jeri and Henry rescued Calumon, but couldn't stop the cannon from gaining enough power, but the recoils is gonna blow the ship in about two minutes!" Rika said urgently.

Mike's hazel eyes widened in alarm from how little time there was. In fact, he could already feel the ship beginning to shake. The power was flowing through it, soon to be released. All of a sudden, Mysticmon was brought out of his thoughts again when he spotted a heavily battered Vilgax flying straight towards them. His bloodlust eyes were glowing with hatred, rage, and malice.

"Hang on sis, I'm bringing the party to you." Mike replied.

Mysticmon crouched low and then launched himself into the air, soaring at high speeds towards the enraged Vilgax.

"I will not lose to you child!" Vilgax bellowed.

The Alphamatrix bearer and silver vixen combo only smirked as they grew closer and closer. When they finally got within meters "Shadow Vortex" another blue/silver light engulfed Mysticmon, causing them to vanish. Vilgax came to a halt, looking around for his opponent. In another flash, the mega Digimon appeared right above him.

"Hey Vilgy!"

Vilgax looked up to see a smirking Mysticmon "have a taste of this! Mystic Blaze!"

Without warning, a jet of blue fire flowed out of Mysticmon's hands. The blast was so strong that it made the green warrior hit the ship's bulkhead hard, denting the hull. Vilgax steadily opened his eyes, but the swollen bruises on his face made it difficult.

However, they widened when he saw Mysticmon flying straight for him, his fist glowing blue with energy. He couldn't react in time before Mike and Amber delivered a super strong hit into the torso; in fact, there was a force the warship's bulkhead caved in and collapsed, causing the trio to fall inside.

*With Rika, ShadowTaomon and Lilamon*

Rika was confused when Mike said he would be bringing the party to her. What did he mean by that? Then the violent shaking of the ship snapped her out of her musings. Suddenly, the roof of the corridor in front of her collapsed as something huge crashed through. Rika instinctively grabbed her cards, ShadowTaomon and Lilamon got into a battle stance, but none of them were expecting what they would see.

When the dust cleared, standing in the debris and wreckage was a nine foot tall man with brown hair, wearing a silver martial arts GI and black baggy pants with a brown cloak and a helmet that reminded her of Amber.

The next thing that caught their attention was that this guy was standing on top of Vilgax, who looked in a really broken state. His armor was chipped, cracked, and burnt in places while big, swollen bruises littered his exposed pale green skin. The girls were definitely surprised; however, it was when the large man turned around that really captured their attention. Positioned right over his heart was a yin-yang symbol inside a crescent moon.

"Mysticmon, Mega Level, warrior sorcerer Digimon, his martial arts skills are just about as powerful as his Phantom Blade and Mystic Blaze attacks" Rika explained as she read off the info from her Digivice "that must be Amber's true mega form!"

"You got that right sis" Mike said from within the Digimon with a smirk, surprising the girls in the process.

"M-Mike?" ShadowTaomon stuttered with wide eyes.

Mysticmon looked at them and smiled "hey guys" they said before noticing Lilamon "who's this?"

Lilamon gained a surprised look as she was addressed "I-I'm Lilamon" she stuttered.

"Is…is that what I think that is?" Rika asked.

"Yeah, you're looking at Amber's true Mega level form, this is what happened when we truly wanted to work as one!" Mike answered.

"Impressive. But Mike…we have less than a minute before that cannon goes off. We gotta go!" she said, snapping herself and Mysticmon back into reality.

"Right, let's go"

As Rika contacted Ben, a weak voice reached Mysticmon's ears.

"N-n-no. I-I-I can't lose to you." Vilgax said in between breaths.

"Really? Cause I think you just did." The teen said from inside Mysticmon.

"NO!" Vilgax paused as he coughed up green blood as it leaked out of his mouth. He laid there on the floor, his body broken and bleeding. "Tell me…Mike Lycoan…how d-do y-you and Tennyson always…win? No matter…h-how strong I become…how do you both always manage to defeat me. Tell me…HOW?!"

Mysticmon turned around before a silver light washed over him, separating the merged couple back into Mike and Amber. The teen glared down at Vilgax; meanwhile after contacting the others, Rika, ShadowTaomon, Amber and Lilamon, who was blushing for some strange reason as she looked at the hero, the silver furred one noticing the blush but ignoring it for now.

"You want to know why, Vilgax? It's because we have friends. Friends that are willing to do whatever it takes to help us, just like I would for them. We win because no matter how big an obstacle is, our friends always have our backs and vice versa. But you…you've never trusted anyone enough to let them get close to you or stand by your side. You always lose because you're alone."

Mike turned back to a smiling Rika, Amber, ShadowTaomon and Lilamon (who was now blushing harder as she finally got a good look at the tamers face) he couldn't help but smile back. He then looked back at Vilgax and continued, "To prove my point, while you, me, Ben, Takato and our Digimon were fighting, our friends sabotaged your ship. It's gonna blow in less than a minute; it's unlikely you'll survive. You won't be able to hurt anyone anymore after this, squid head."

Mike stepped away from Vilgax and towards the others, he closed his eyes and focused, his back twitched before Rocketdino's jetpack grew on his back, he then grabbed a card and his new Digivice "Digi-modify: Hyper Wing Activate!" he shouted as he slashed the card, causing glowing white angelic wings.

The teen then looked to everyone and nodded, the group flew off and out of the ship "nice choice of words, bro; however, I'm wondering if you would've ended him right then and there if we weren't here." Rika questioned as she rode on ShadowTaomon's shoulder.

The teen just shrugged.

Meanwhile, Vilgax had his head lifted up enough to shoot a glare full of hatred and rage as his archenemy's ally as Mike and the others flew out of the ship. He would've blasted them with his thermal vision but he was too weak.

"I will survive this Mike Lycoan! I will return, stronger and more powerful than your tiny mind can fathom! And when I do, you…and your precious friends…will DIE!" Vilgax's rant wasn't heard as the five left the ship…or so he thought

'And I'll be there to stop you' Mike thought as he recalled Lunagrowl's ears back into the Alphamatrix.

Suddenly, a few seconds later, the ship began to tremble powerfully. Inside the power room, the core began to glow brighter as the ceiling opened up, the energy shot into the sky, stopping suddenly as if hitting an invisible barrier.

The tamers were outside when it happened, shortly being joined by Mike, Rika, Amber, Lilamon, and ShadowTaomon seeing everything while having looks of fear plastered on their faces as the world suddenly seemed to hold still as everything shook and rumbled, a loud roar filling the air as a perfect circle in the clouds was blasted away to reveal endless black. A fiery red ringed the open vortex as a high wind picked up, everyone trying to hold onto something.

That was when Ben saw something move in the black abyss.

It was very small, but Ben could confirm that it wasn't debris that got sucked into the blackness; something seemed to be coming out of it, pushing against the howling winds with all its might as the sky started to blacken, the horizon turned a darkish violet. The figure was black and grey in color had a round body with thick arms and legs attached to it. Round spikes that looked like pistons sprouted haphazardly from its back, and it had a glowing red grill for a mouth. Ben quickly gasped when he recognized the figure.

"Maltruant!"

The rouge Chronosapien ignored or either didn't hear him as he finally pried himself loose of the back of beyond, popping back into the reality just as the swirling black vortex closed with a thunderous BANG! That seemed to shake the entire digital world. The evil Chronosapien dropped down to the roof and breathed heavily before looking around a bit, his eyes eventually settling on the group before him.

"Tennyson." He growled in a thick germen accent. Ben barley had enough time to activate the Omnitrix, luckily he saw a flash of blue light next to him, indicating that Mike had just slapped the Alphamatrix.

His skin began to harden, it became cold to the touch the metal plating raced to cover his arms and transforms his fingers into stubby metallic fingers. He felt his organs simply disappear, as if he never had any in the first place. For a split second, Mike thought he was going to die, until he felt something take their place. Things that were rounded and notched around the ends as they began to steadily turn against each other, making a steady ticking sound. The metal plating soon covered his whole body as he felt his face become a square-like shape. A thick protrusion sprouted from his head as the Alphamatrix symbol appeared on a glass window that showed his insides turning against each other "Chronos!" the Chronosapien announced in a thick German accent.

The new alien barely able to react as Maltruant fired a red time beam from his chest aimed directly at Chronos, Mike only managing to fire his own blue time beam to keep the ray from hitting him. Chronos felt his mind racing, contemplating all the possibilities of what would happen should this carry out any longer; unfortunately, he didn't have time to finish considering his options. The energy building up between he too was staggering and looked like he would explode any second now.

"Everyone, get behind me!" Chronos roared as a loud whining filled the air. He was quickly joined by Amber, Ben, Shoutmon, Rika, ShadowTaomon, Lillymon, Wildcat, Noir, Lilamon and BlackGuilmon.

"Come on!" Takato cried as he grabbed Renamon and Guilmon's hands and pulling them towards Chronos as the energy build up got worse, his hair and Renamon's fur flying around as the wind picked up more. They just barely made it to Chronos when the red time beam began to overwhelm him.

"Takato!" Jeri cried out as her classmate was blown away.

"Noir!" Blanc screamed feebly.

"Shoutmon!" Lunamon cried in worry.

"AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHH!" Chronos roared in agony as the energy build up finally gave in, exploding in a massive red and blue ball; the Chronosapien barely had enough time to construct a shimmering, blue time shield of sorts as the blast washed over them, seemingly wiping out everything within a hundred mile radius as the screams of Digimon and the tamers echoed through the air. But what Chronos heard out of everything, the one thing he singled out over the explosion that seemed to rock the very universe, was Vilgax's dark, soulless, laugh.

*?*

Chronos slowly cracked open his eyes, afraid that if he opened them all the way they would be destroyed. He finally got the courage to open them fully, and found himself looking upon a desolate looking landscape with Amber's arms around his large neck. He glanced behind him to see the few friends that had managed to get to him in time. The others…

The Chronosapien shook his head; he would have to figure that out later. Right now, he had to figure out where in the hell they were. "Everyone okay?" he asked, just before he became engulfed in a flash of blue light and returned him to his human form.

"We're fine Mike," Ben coughed. "As for the rest of the digital world…" he trailed off when his eyes caught the sight of their surroundings. The landscape was a wasteland, devoid of most forms of life. Large rock piles dotted the purple colored land, the sky was an unnatural gray, dark clouds blocking out any form of light and thus pitching the world into near darkness; what looked like snow started to fall from the sky, quickly piling up wherever it felt undisturbed.

BlackGuilmon found some twigs and lit them using small bursts of his Pyro Grenade attack, handing one to each member of the team present. He kept the last one for himself, deciding not to give one to Mike as he stared at the landscape. Amber walked up to him and put a hand on his shoulder and looked at him with concern, her hail swishing frantically behind her kicking up flecks of the strange digital snow.

"Mike? Do you know where we are?" she asked quietly.

After a while, Mike slowly nodded. "December 31st, 2035; digital world."

Amber blinked. "So you're saying…"

"Yes, we've been transported nearly twenty years into the future." Mike sighed as he sat down to gaze at the hopeless landscape. Amber sat down next to him on her knees as the rest of the gang joined them to look upon the bleak world.

"Happy new year" Ben frowned.

Mechazard: dark ending, that's how it's done!

Mike: uh

Ben: didn't somebody named Creaturemaster already use this?

Mechazard: yeah, but I liked the concept so I went with it *shrugs* sue me for trying to make this a little more interesting.

Mike: sorry it's just…

Ben: forget about it, it's his story and he can do whatever he wants.

Mechazard: thank you Ben, alright readers, the tamers got sent into the future, and have no way of going back or stopping Maltruant, how are they gonna do it? Keep reading and find out, also, don't forget to fav, follow and review, and checkout my deviant art profile too. See ya!