===Disclaimer: I still don't own the Ben 10 series. If I did own it, then this wouldn't be fanfiction; it would just be fiction.===

Chapter 25: Zykan'nok

"Rrraagghh!!!" Kevin yelled as he slammed his fist into the floor. "We were so close, and then it gets taken again!" He turned his attention to Jen, who sat in the middle of the cave with her head down. "How could you let him get away?! Do you have any idea what he can do with that thing?!" Jen lowered her head further.

"Kevin!!" Gwen glared angrily at him from Jen's side. He closed his mouth, turned, and walked away. Kelly walked over to Jen and wrapped her arm around her friend to provide comfort.

"It's okay, Jen. We all tried to stop him. He just got away – it wasn't anyone's fault." Jen still didn't look up. Ben, still gazing through the open ceiling, was wondering what exactly the armored alien wanted with the Omnitrix.

"Azmuth," he started, facing the small alien, "you spoke to that guy like you knew him." Azmuth nodded his head slightly. "Who is he? Why didn't he just put on the Omnitrix when he got it?"

"He once said that he had orders from someone to retrieve it for them," Matt added in. Azmuth moved over to the rest and closed his eyes for a moment.

"To answer your question, Ben, his name is Zykan'nok. At one time, he asked me to teach him. About what, I won't go into at this time. However, he did learn much about the Omnitrix as I was designing it." Everyone listened closely to what the old alien had to say, even Kevin, who had come back in a less aggressive mood. "He paid very close attention to my designs, trying to learn everything he could. I did not think much of it at the time." His face changed to a look of sadness. "One day, he came to me asking many questions about as many of the species I had documented for entry into the Omnitrix as he could think of. I was curious as to why he wanted to know this – it was not related to what he initially came to me for – and his intense focus on the Omnitrix was beginning to cause suspicion in me. When I asked him why he wanted to know this, his answer filled me with a great many emotions, from fear and anger to disappointment."

"Why did he want to know?" Kelly asked when Azmuth took a long pause to think back.

"He wanted to prepare himself to face the Omnitrix," he finally revealed. "To defeat it and whoever would wield it, and then take it from them." Kevin began to get angry again when the mention of the watch being taken was brought up once more.

"Okay," Ben said, "but that still doesn't explain why he didn't just put it on." The small alien shot him a quick glance.

"I was getting to that. If you wouldn't interrupt me, I could continue." Ben kept quiet and let Azmuth speak. "He told me that he did not want to wear the Omnitrix. He said that having it for himself would not be enjoyable for him. He only wished to prove himself against its power. I told him it was not a weapon, but he would not waver in his choice." Again, he looked disappointed. "I decided that he should not remain around it, in case he should try something rash and take it away to hand over to someone who would misuse it, just to find an opponent. So I took my equipment and schematics and left to a more secluded location."

"Xenon?" Gwen guessed. Azmuth nodded in confirmation.

"So who is he working for, then?" Matt asked. "From what you've told us, he doesn't sound like one to get it for someone just because they wanted it."

"After creation of the Omnitrix had finished, and I was having it sent to other planets for it to be used as I had intended, Zykan'nok attacked one of the transports. He managed to easily capture it, and then sent it back to me after a short time. He did this a few more times, never on a regular basis, but I kept having it delivered to other planets, seeing no harm as long as no one was wearing it at the time and getting hurt." Jen tilted her head up to listen. "But one of those times, he did not send it back to me. I later found out that someone had hired him to obtain it."

"Who?" Kelly asked, curious.

"It is of no concern now," Azmuth replied, "but Zykan'nok had found that he could receive payment for doing what he had trained himself to do." He stopped speaking again and shook his head for a moment. "The Omnitrix was returned again after a while, but I chose not to send it out again without proper protection."

"And that's when you entrusted the Plumbers with it," Ben figured out.

"So do you know who he's working for now or not?" Kevin asked him impatiently. Azmuth paid no mind to the boy's attitude.

"Judging by the design of his ship – Zykan'nok has not used his own since before he began being paid, preferring to have his employer provide it for him – I would have to say he is working for someone of his own species. And the only one of their kind that I am aware of being so power-hungry as to seek to acquire the Omnitrix is Gan'nargo Kah, ruler of half their homeworld." Jen paid especially close attention to the name.

"Perfect," Kevin exclaimed. "Now we can just go get Ship and zip over to their planet, then beat the snot out of this Gangragy guy and take it back from him."

"No need," Kelly stated. Everyone looked at her and she continued, "If Zykan'nok keeps giving it back, then we just gotta wait for him to turn on his boss and return it to so he can find someone else to take it from. Then Ben can have it back, and everything will be okay." Matt was pretty surprised that she realized that before everyone else did, though he knew that Zykan'nok would just attack Ben again in that scenario.

"She has a point," Gwen said. Azmuth looked over at Jen, who still sat on the ground looking troubled.

"You were wearing it before just now, correct? It was not Ben?" Jen looked to him and nodded. "Hmm... And how many times has he attacked you?"

"This was the fourth time we fought. Or third, maybe, depending on how you look at it," she answered him. Then she came to a sudden thought. Azmuth lowered his head in a long and sad nod, seeing she had come to the conclusion as he. "We have to find Gan'nargo Kah and get the Omnitrix back from him," she proclaimed. The others were confused.

"But Zykan'nok will just send it back," Ben tried to explain to her, "we already got that."

"No, he won't," Jen said with a scared look. Again, nobody knew what she was talking about.

"He has never been defeated by anyone before, and he can be a very petty individual," Azmuth elucidated. "He will seek revenge."


"I have retrieved the Omnitrix as you requested, master." Zykan'nok held a container in his outstretched hand.

"Finally! It has taken you a good long while to complete your task, Zykan'nok. But in the end, you have defeated the putrid humans who had it and have pleased me." The container was taken by another person's hand. It was then opened, revealing the Omnitrix inside. The watch was taken from its box and held up in front of a large, three-eyed face. "At last, the most powerful device in the universe is mine. With this, I shall rule all in existence."

"Then let us see if you are fit to wield it." Gan'nargo Kah looked down at Zykan'nok with a perplexed look. The mercenary then lunged at him, slamming the full force of his body against the larger being. He then jumped up and thrust a fist into the alien ruler's center eye, splattering green blood and other fluids from it. Gan'nargo Kah yelled in great pain. Zykan'nok took this opportunity to snatch the Omnitrix from his grip. "An easy victory," he muttered.

"You traitor!!!" the large alien roared. "Guards! Come, now!! Destroy this foul creature and give me my Omnitrix!!!" A door opened, and many armed guards ran into the room.

"Your Omnitrix?" Zykan'nok laughed. "This is not your Omnitrix." He raised his arm and placed the device onto his wrist, the Omnitrix adjusting to fit him securely. "The Omnitrix belongs to me now." He knocked away three of the guards with his legs as he turned the face of the Omnitrix with his hand. A beep could be heard and in a flash of green light, he changed into a gigantic armored creature. Two swings of his massive arm were all that was needed to wipe out the rest of the guards. He then turned to face his former master. "You were not capable of handling it, so now I shall keep it for myself." A powerful punch sent Gan'nargo Kah flying across his throne room and into the wall. The alien struggled to stand, but could not, and he ceased moving.

Reverting to normal, Zykan'nok exited the room and headed down the hallways to his ship. Every time a guard would come out to stop him, he simply knocked them down. Arriving at the shuttle bay of the ship, a large attack drone stood between him and his vehicle. A green flash instantly engulfed him and the machine was then torn apart by strong magnetic fields he emitted. Returning to normal once again, he prepared to leave.

"Nobody beats me. Not once, and definitely not twice." He continued to speak to himself in a tone of hatred as his ship flew out of the shuttle bay. "I cannot allow her to live now. And I have just the tool to see to that."


A/N: Short, I know, but it is also too long to fit in as part of another chapter. Next chapter soon.