Alien oneshots part 2

Nanochips, Elena part 2

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-Bellwood, Ben's residence-

Ding dong.

Sandra blinked while walking to the door and opened it, only to see the person and called up to Ben. "BEN! Elena's at the door!"

"Coming!" called Ben currently washing his hair. "I'll be down in a few minutes!"

"Well hurry up!"

Elena sweatdropped while a white bag was over her right shoulder and was holding a purple umbrella in her right hand. "There's no real rush Mrs. Tennyson."

"Well you can come in if you want."

"Thanks, but I don't want to be a burden. You might be in the middle of something."

"Nope, I just finished doing the laundry so come in Elena. Rest up while Ben takes his time in the shower."

"Thank you." she entered and sat down on the couch while looking at some of the photos on the wall and smiled. "I use to remember when me and him used to fuss over who'd get to show up in the picture more than the other."

Sandra chuckled. "I remember that, but the last time you visited you were only a year older than Ben. Just before he left for that crazy summer vacation, although I'm still surprised you two didn't hide in shame for getting covered in chicken feathers and mud."

She blushed. "Well it wasn't the best idea trying to do stunts on a bicycle, with Ben on my back, with pillows covering our bodies." 'That was SO mortifying!

"At least you or Ben didn't get seriously hurt."

"Yeah, at the end it WAS pretty fun." She chuckled while smiling.

That was when Ben ran down...in his underwear.

"Elena! Sorry about that-"

"Ben! Put some clothes on." Sandra said sternly while Elena turned red seeing the half naked body.

He looked down and turned red himself before running upstairs making Elena chuckle.

"Well that's one way to start the day."

"Like the time you came here covered in syrup?"

She blushed. "T-That was Cash and JT trying to throw balloons at us!"

"Still, that was the day you decided to visit us."

'Why are you reminding me of that?!' she thought as Ben came down in his clothes.

"Heh, sorry about that." He blushed while sitting down. "So ready for that beach trip?"

Elena nodded. "Just don't stare at me too much."

He chuckled. "Same to you."

Sandra shook her head at their flirting. "You can either go to the beach and continue this or you can get a room. Your choice."

"Mom!" groaned Ben as Sandra walked away with him facepalming. "Ugh, please tell me we can head out."

"Well I've got the supplies, what about you? Did you put on your swimming trunks?"

"Under my pants, you?"

"I think I'll let you see what I've got under here." she winked before standing up. "Let's go."

Ben watched her walking to the door as he followed sooth, but no one noticed that Elena's neck started to show a faint orange dot that seemed to flash every few seconds.

(Later on)

-The beach-

"Caw caw!" a seagull cawed before flying across the vast sandy beach as we seeing a green motorcycle with a green circle on it zooming down the road with Elena on it, a blue and silver bodysuit and helmet covering her for protection.

"Wow, this is pretty impressive. Think you can go faster?" asked Elena holding on.

"Yes, mach one or mach three?" The bike said while some rockets appeared on the sides.

"Now you're just trying to show off."

"Mmmmaybe~"

She chuckled before revving the engine and took off down the highway. "Then let it ride!"

That was when a small rod poked Elena's ass from the seat.

"Hey!"

"What? It's the seat." He chuckled innocently.

"It was not." she frowned. "Looks like someone's getting a bit bold, and you haven't even seen me in my swimsuit." she teased.

The bike zoomed faster before heading towards a secluded spot of beach and-

CRASH!

Accidentally hit a sand dune due to how fast they were going.

"Ahhhh!" yelled Elena who went flying off.

FLASH!

All the while Ben changed back as Elena landed in the sand, head first.

"Oops, my bad." he ran over to her as her legs kicked around. "Hold on, I'll dig you out."

She kicked in the air while Ben ran towards her. 'Damn it!'

(Later)

"Sorry, but in my defense, you did ask me to go faster."

"It's fine." Elena sighed while getting sand out of her hair. "But did you have to grab my ass that hard?"

"I-In my defense, it was the only thing that wasn't trying to kick my face." He blushed.

"Or maybe you just wanted to cop a feel for fun."

He looked away while blushing. "Um maybe we should get out of these clothes and hit the water?"

Elena deadpanned. "My body isn't just ready for water yet, the nanochips are still adapting to

hydrogen hydroxide."

"Really? Even when you lived on earth for years?"

"Apparently so, although…" she muttered to herself as the spot on her neck kept on flashing.

"Eh?"

"Nothing nothing, let's just have fun today."

"You read my mind." He smiled before taking off his shirt.

(One undressing later)

"Hey Elena, you done in there?"

"Not yet." called Elena while behind a sand dune. "Just putting the strap on my bikini...are you trying to take a peak of them?"

"Oh come on, you don't really think I'm like one of those guys, do you?"

"Mmmm, I don't know." She teased. "You were grabby earlier."

He sighed with a chuckle.

"I'm ready, now close your eyes and don't peek."

Ben smiled and covered his eyes. 'I'm already eager just thinking about it.'

That was when Elena walked towards Ben, wearing a blue and black string shot bikini that showed the sides of the nipples and made her ass look bigger as the front looked a little tight.

"Open your eyes." She smiled while some silver lines appeared from her hips and shoulders along with four silver dots on the edges of the shoulders and hips, as the orange dot on the back of her neck kept on flashing.

He opened his eyes and went bug eyed.

"What do you think?"

"Uh...wow." he let out looking her over. "You look…sexy as hell."

"Thanks." She smiled while some patches of blue appeared near her cleavage and groin. "Got this especially for you." 'That and I felt like it...for some reason.'

"Well I'd say it looks perfect on you."

She blushed while not noticing that the tips of her hair were starting to turn into black metal. "Thanks, and those green trunks don't do your body justice."

"Well I figured if it's not broke, don't fix it."

She chuckled while Ben placed the umbrella in the sand as her horns started to rise up behind her head, slowly. She blinked while feeling a strange feeling in her core, but shrugged that off as just the heat.

"I'm gonna go in the water, care to join?"

"No thanks, you can go if you want." She said while putting a towel down, just as her irises started to glaze over into silver. "I'll watch you."

"Alright, you can join me when your nanochips are adjusted to the water."

"And after I get a tan." She said as Ben ran towards the water, unaware that her body was starting to slowly change into her queen form. 'Ah, this is the life.'

Ring.

She blinked while a ringing sound pinged in her eyes, just as her body became completely blue and black. 'What was that...must be my imagination.'

(A while later)

Ring.

'Ok that's getting annoying.' She thought as her horns finally formed as she was too busy watching Ben to notice her change. 'Is my ears broken or something?'

Ring ring ring ring ring.

'I wonder if all this sun is starting to mess with me. It is pretty warm out.' She thought while noticing that the nanochips in her body seem to be...slow today. 'Weird? Is this some kind of reboot?'

"Hey Elena!" Ben called out while holding a crab in his hands. "Want to have a barbecue later?"

SNAP!

"AHHHH!" He cried while the pincers got his chin.

"No thanks!" She yelled as the ringing continued, making her very angry and unable to hear much.

He blinked while pulling the crab off and saw Elena's form. "Um...while you look great in either form with that bikini, but why are you in your nanochip form?"

"WHAT?!" She yelled while unable to hear him.

"I said you look good!"

"I CAN'T HEAR YOU!" She yelled.

"YOU LOOK GOOD!"

"THANK YOU!" She yelled. "AH! WHY ARE YOU YELLING AT ME?!"

"YOU'RE THE ONE YELLING!"

RING RING RING RING RING RING!

"THIS STUPID RINGING IS MAKING IT HARD TO HEAR!"

"WHAT RINGING?!" Ben yelled while seeing the horns' tips starting to glow orange.

"THE FUCKING RINGING!" she yelled while getting really pissed off now.

That was when a strange whooshing sound was heard as a large beam of orange light covered the woman as Ben went wide eyed.

RING RING RING!

"ELENA!" he cried rushing over to her and out of the water.

That was when they were transformed into pure energy.

(Elsewhere)

-Andromeda Galaxy, unknown planet-

And appeared right over a giant orange planet with a thick blue hue and several black lines going small over the planet's surface as several black moons orbited around it, though the omnitrix suddenly-

FLASH!

Turned Ben into Brainstorm and it instinctively activated an electro gravity field that caused some asteroids and comets to cover them in a semi breathable environment.

Elena looked around while covering her ears with Brainstorm looking at her.

"Elena, what's wrong?"

"The ringing!"

RING RING RING RING RING RING RING!

"MAKE IT STOP!" She screamed while they got closer and closer to the planet itself.

"Elena it'll be alright." he spoke putting a claw on her back. "Just focus on my voice instead and take deep breaths."

But it was too late as she screamed in pain and the nanochips spread out of her body, forming a large black pod, and caused them to rocket towards the planet.

(On said planet)

BOOOOOOM!

And caused a crater to form upon impact in a forest of crystalline quartz trees. The barrier broke apart with Brainstorm ok, but a bit dazed due to the crash while groaning.

"Ow ...that was less than gentle." Brainstorm groaned as Elena reformed in her still Nanochip Queen form.

"Ugh…" she groaned as the ringing ceased. "What happened?"

"It would seem we've crash landed on this unknown planet." he remarked looking around. "I don't quite recognize these forms of plant life."

She looked around and blinked. "Ben. I think this is a forest of nanochips."

"What makes you so sure?"

She pointed to a small flower that released a small nanochip, the size of a raindrop, from its pedals and onto the ground.

"My word." Brainstorm moved over while rubbing his chin. "An entire forest made out of nanochips? But how can this be?"

"I...don't know." She said while feeling...peaceful all of a sudden. "But...this planet, it feels like I've been here before. Even before my change."

Brainstorm looked around before noticing that the omnitrix was flashing.

FLASH!

And turned him into Nanomech.

"Eh? Why am I Nanomech?" he questioned looking himself over while noticing a tingling sensation in his head. "And...why do I feel...off?"

"Ben?" Elena said while the alien moved closer to her.

"My queen..."

"Ben!"

"Huh? What? What? Um...did I just zone out?"

"You called me a queen. Like a drone or something."

"...oh no." He paled. "This isn't good. If I'm getting my mind controlled, then...oh god. My resistance is failing me!"

"Um Ben I have a confession to make." She sweatdropped. "The queen you stopped was a decoy, meaning her control was very weak...sorry for the false hope."

"I know she was a decoy, but I felt a stronger pull. Like something was in my head. Except it felt so much stronger." he rubbed his head.

"I don't know why we're here, but we need to get off it. Can you transform and get us back home?"

Nanomech nodded before hitting the symbol, only for it to not work. "Eh?"

"Interference...interference…" the omnitrix said while sounding warped and disjointed. "Interference…"

"Uh oh. Something's messing with the watch, I can't change back."

Elena looked around before noticing that right near the forest was a ziggurat with flaming blue pillars of plasma and an inverted omnitrix symbol on the sides of it...about two thousand miles away.

"Come on come on!" Nanomech yelled while hitting the symbol. "If there was ever a time to listen, it would be now!"

"Interference…ceremony. Ceremony." It said in a disjointed female voice as Nanomech felt something trying to work its way into his head. "Ceremony…"

"Ugh." he held his head with Elena rubbing her own.

"Ben, something's telling me we need to move away." she gently grabbed him before she took off running away from the ziggurat. "Maybe I can make some kind of ship with the nearby nanochips to get us off."

That was when something rose up, that being a giant humanoid golem made of nanochips and quartz as its face was smooth and devoid of a face while it had several black wings on its back.

"Secure candidate." It 'said' while more of it rose up around them. "Candidate must be secured."

"I don't think it's gonna be that easy." Nanomech groaned while his lines started to turn orange.

Elena backed away as they got closer and closer to her, and unable to sway them in any possible way she could think of. 'What's going on?!'

"Secure candidate. Ceremony must commence." The robots 'said' all at once.

"Elena, let me see if I can handle one." spoke Nanomech as his eye started to turn orange.

"Ceremony must commence." One said as Nanomech tried to zap it, only for the robot to be unfazed. "All drones must be contained. Hostile drones must be repaired."

"Back off." Elena used the nanochips in her body to form several sharp blades and stabbed them into the large golems.

They looked down as the blades started to fuse to their bodies as one grabbed Elena and Nanomech by the waist and body.

"Proceed to Prime Queen." They all said at once while walking to the ziggurat, Elena and Nanomech unable to escape from their grasps.

"Prime Queen?" spoke Nanomech who struggled while unable to put his all into it.

(At the ziggurat)

The robots moved onwards as the two looked around and saw giant statues of humanoid women holding planets in their hands as gears and rivers of lava oozed on the ceiling and ground, looking almost like a long forgotten temple of a long deceased civilization...if Nanomech didn't notice the same design patterns as Azmuth's old lab, including the same omnitrix symbol decorating the ceiling with emeralds and obsidian stones.

"This place is weird, but familiar."

"Same." Nanomech said while feeling his mind slipping away. "But it feels like something Azmuth would live in."

"Who?" She said in confusion.

"The creator of the omnitrix and the member of that race of amphibians which gave the Prime Queen's of old a purpose." He said while sounding robotic for a moment. "Huh? What was that about?"

"I think this Prime Queen is corrupting you Ben." Elena said with concern.

"I'm trying to keep it together, but my head keeps tingling." He groaned as the robots walked towards a giant throne made of blue marble with tubes of lava oozing from the base of it to the ceiling, as a stone figure was etched into the throne itself...yet something was very off about it.

"Candidate acquired Prime Queen." They said at once.

Silence.

"I don't think she's in." remarked Nanomech.

Rumble rumble.

The stature slowly cracked while revealing that it was a nanochip covered stone as something started to emerge from it.

"And I spoke too soon."

Rumble rumble rumble.

Both of them struggled to break free, but cried out when a sudden rush of a foreign sensation hit them inside their heads.

That being...fear itself.

The figure slowly moved out to reveal a dark emerald skinned woman with twenty sharp horns on her head that curved to her shoulder to form an elaborate crown studded with mercury like stones, dark rusted orange lines all over her body, four long tendrils made of black metal that seemed to lift her off the ground like legs, a G cup chest and small ass, three spherical dots on her head that glowed a dark purple color, and dark silver patches that covered her shoulders, hips, and neck as she looked almost like a human, but with an emotionless face that seemed to instill fear upon the heroes. She looked at Elena before saying in a voice that seemed regal yet malicious. "So, this is the candidate? How unattractive and weak."

"So you're the Prime Queen I take it?"

She looked at Nanomech before waving her hand and looked at Elena again. "Your drone is flawed. Sentience should only be for the Prime Queen and the lower Queens, not that low life mineral laced drone."

"He's-" she tried to say as the Prime Queen stabbed her in the head with one finger as orange lights flowed from the tip to the woman.

She moved it away. "I see, an omnitrix, a weapon made to usurp our sacred duty. To think I have been in hibernation for sixty five million years since my last conquest."

"Hey! Leave her alone!" spoke Nanomech with a frown. "Prime Queen or not, you owe us some explanation."

She waved her hand as Nanomech seemed to stiffen as his body began to break near the feet. "Speak when spoken, lower life form."

"Ben! Leave him alone!" glared Elena.

She moved her hand down while Nanomech fell to the ground. "Emotions will lead to your termination. But, for such a newborn, it will be a simple victory during the ceremony."

Elena frowned as Nanomech felt like he was going to die.

"As for your explanation. Follow me, and keep your drone from talking."

Elena scowled, but Nanomech groaned. "Just let me help him."

She ignored her as the robots dispersed and deeper into the floor.

"Ugh…"

Elena looked at Nanomech and picked him up. "Ben, hang on, let me try something."

He groaned while looking ready to croak. "Is that...you mom...why are you on the other...side of that...river…?"

'SHIT!' thought Elena who tried to tap into her natural nanochips and Nanomech. 'Please work please work.'

The alien groaned while the orange marks vanished and were replaced with navy blue and pink colors as he started to feel better. "Ugh…"

"Ben! Speak to me!"

"No Gwen...I'm not eating the ice cream…" He grumbled while opening his eye.

"Please tell me, you're feeling better."

He slowly looked at Elena. "Yes, but that really hurt."

"If your secondary directive is complete." The woman said while walking towards Elena. "I shall escort you though my temple."

That was when a hand made of nanochips rose up and took Nanomech away.

"But the drone will be stored in the core, where the caged one will repair it's flaw." She said coolly.

"No stop! I'll keep an eye on him!"

"I saw your logs, and if you can not conquer one world, how can you be expected to control a drone." She said while walking away. "Now come, your history awaits."

"It'll be alright Elena." whispered Nanomech.

She sighed as the hand sunk back into the ground, Nanomech included, and followed the woman.

(Elsewhere)

The hand reformed in a giant molten room full of lava and housing a factory full of unprocessed nanochips as the hand placed the alien into a small green core and left it.

Nanomech looked around while noticing there wasn't any exits and the fact the inside was covered in thick tubes of liquid metal and...organic innards. "This place is the definition of messed up."

"Ugh…" groaned a figure from the other side of the sphere.

He blinked and saw a Galvin without his legs or lower body, with tubes hanging from his back, the top of his opened skull, a missing arm and looked almost as old as Azmuth if not older due to the large 'beard' that hung down to the floor.

"Ugh...when...will it end…?"

'Oh my god! What the hell happened to him?' He thought in horror as the figure opened his missing eyes and 'looked' at him.

"Who's there…? Another bad chip…?" He asked in pain.

"No, just someone who's here by mistake."

"So...the Grand Galvin Council sent...my apprentice to save me? Sorry...but can you come closer...I can't see you."

"Um…" he moved a little closer. "Who exactly are you?"

"You...forgot about the great Gamari? Leader of the..Galvins of Galvin Prime? How?" He asked while Nanomech saw that his brain was pulsating a little.

'That's gross on so many levels.' he grimaced and shook his head. "No, I've never heard of you."

He frowned. "So you weren't sent here to save me? Just who are you?"

"Ben Tennyson."

"...eh?" He groaned as some fluids flowed from the tubes on his back. "How foolish of me...to think my lazy apprentice Azmuth would save his old...master...ugh…"

"Azmuth? He was YOUR apprentice?"

"Yes, many ages ago...what age is it?"

"Twenty first century."

"...oh! Two million years! Wasted!" He wailed in despair. "Wasted in the core of Gamari Prime! My magnum opus! My...ruination!"

"Please, if you know about this place, then you can explain what's going on." spoke Nanomech. "Like, why are there so many nanochips here? Who's that Prime Queen woman? And just why are you…in this state?"

He groaned as a nanochip formed outside and sunk into the ground. "All of these chips, the Ultimachips...were grafted from my own body. All because of...Hel."

"Hel?"

"The AI of Gamari Prime, part of the Maschinenmensch system...the greatest hub of all knowledge in the cosmos." He groaned. "One that was supposed to keep the universe alive when...entropy happens. But...she rebelled and placed me here...in this core…"

"But why?"

"To create an army...to convert the cosmos...and destroy it." He groaned. "But...this version of Hel...is not my original."

"What do you mean by that?"

"Every time her body wears down...she will bring her Queens here...to convert them into herself...for eternal...life so to speak...she has done it...more than one thousand and one…cycles…"

"So this whole planet is like one big hive for her to use? But how can that be? I mean, you don't look like you could create THAT many with the whole body size."

He turned and pointed to the right, revealing to Nanomech a cloning chamber with several Galvans held within orange liquids. "My final project was...to regrow body parts for my people...but now..they serve as spare parts for me...as Hel digitizes my mind into one of those...abominations."

"But why you? Why not just use someone else?"

"Because...I created her, thus...she despises me." He got out before fainting from the pain.

"Hey, hey come on, don't pass out on me yet." He said while trying to wake him up, only to see his stomach oozing out of his lower body and onto his feet. "Oh man, I hope Nanomech doesn't barf."

Gurgle gurgle.

"Spoke too...ugh…"

(Elsewhere)

Elena looked around while seeing several paintings of different Queens and their conquests as the Prime Queen walked ahead of her. She tried to keep up while noting how each of them looked cold and uncaring which unnerved her.

"For countless centuries, our species survived through the assimilation of other lesser beings." Hel said. "Some though force, others through talk, but all the same, our goals were to preserve the universe from the very concept of entropy. Thus the queens and myself, the Prime Queen."

Elena saw an image of a Galvin creating a nanochip.

"This was the idea of our god, Gamari the Grandmaster. Leader of frogs and creator of bioorganic integration, the latter being our creation and as such you, usurper."

"So he made all the nanochips? Wow."

"You mean Ultrachips, if so you have very little wisdom."

Elena frowned while narrowing her eyes. "Look, I get that you're the queen here, but if you have a problem with me, then why call me and Ben here?"

"To see if you are worthy." Hel said while moving passed a mural of a planet getting turned into a giant chip. "That is, to become one with the Maschinenmensch system."

"The what?"

"The Maschinenmensch system, the very heart of our species." She said before revealing a small elevator in the wall. "Come, the production must be inspected before the trial."

"Trial?"

"The trial by core." She said with a hint of sadism, barely that is. "Now don't hesitate and come."

Elena frowned as they went into the bronze doors and went down into the bowels of the planet.

(Fifty thousand miles down)

"As you can see, the Ultrachip production is the blood of reproduction here." Hel said while they kept on going downwards, tubes of orange chips and blood oozing upwards towards the surface. "Among other functions."

"Care to tell me what those 'other' functions are, or are you gonna criticize me for not knowing?"

"No, but I will say this." Hel said while looking directly into Elena's eyes. "I read your files and this 'omnitrix' is slightly fascinating to the production line, the one named 'Ben' however, he's unique. An Anodite and human hybrid, a rare specimen for the Maschinenmensch system archives."

"Anodite?" 'I don't think I've seen him use an alien called that.'

"Energy being, uses an unknown energy called 'mana' to sustain themselves. The one known as 'Gwen' is an Anodite, a shame you didn't convert her to our cause, she would have made an excellent queen."

Elena was caught off guard, but admitted it made sense with the magic. "By converted, could you be a little more clear?"

Hel looked at a beating heart that went up the tubes. "You forgot? Usurper, you were converted ages ago yet you forgot the sickness? The fevers, the boils and the blood leaking from your orifices? Think back to the first day of the Ultrachip symbiosis, when your father found Alpha Bravo 99-3-3 in that 'Plumber' stash?"

Elena tensed up and got a shiver since she'd rather NOT think back to when she changed. At first it made her want to die and stop, but when it was done, she felt amazing. Didn't mean she'd want to go through it ever again.

"We are here." She said as the doors opened to reveal the core, and Nanomech stuck in it. "And soon your drone will be repaired by the core."

"Ben." muttered Elena in worry and concern.

Hel just stood there while seeing Gamari groaning. "Usurper, your trial is simple. Enter the core and absorb the life essence of our creator, that way the alternative will commence."

"Absorb him?" she spoke while spotting the Galvan and nearly gagged when she saw his state.

"Just enough so that you can obtain the master code." She said while Nanomech tried to yell at her but couldn't due to the glass.

"Don't! It's a trap!"

Hel pointed at the core. "It is your objective, usurper, and you shall follow it."

Elena blinked while slowly the gears in her head were spinning. 'This is crazy. I can't do that. I'd love to slug her across the face, but my body isn't working like it should. Her will against the nanochips is stronger than mine.'

"Do it I say." She spoke as Elena felt her body becoming limp.

'I can't stop her...but I have to...stay sane.'

"To the core." Hel spoke while whispering in her ear. "Or do you want to be like your drone of a father? Pathetic and weak for the tasks at hand?"

And cue something snapping inside her. Memories of her father and her flew through her head while feeling joy, anger, sadness, depression, all at once due to what had become of him. And it all ended when he was turned into chips after Nanomech ended the Decoy Queen's existence.

'Father!' She screamed in her head as the lines on her body changed from orange to blood red.

Hel raised an eye at this but chalked it up to 'nerves'. "Usurper, obtain the code. Now."

Elena slowly made a fist with Nanomech noticing.

"Elena?"

Gamari groaned while feeling his body getting weaker. "By the stars...a converted is breaking free...of Hel's control...impossible…"

"Usurper, I gave you a command. Obtain. The. Code."

"...no."

Hel frowned and commanded the chips to 'hurt' Elena's body and mind. "You will do what your Prime Queen commands it. What I WILL it."

Elena glared as her body started to break apart from the inside out, only for her will to cause several tendrils to shoot out of her stomach and tried to grab Hel.

CLANG!

Only for several walls to block the attack due to Hel's powers.

"It would seem you're NOT fit enough to obtain the code. Which means I'll have to do to you what all faulty drones that exist." She cracked her body while giant robotic tendrials appeared from her back as she rose from the ground and caused several nanochips to ooze from the floors and ceilings. "Terminate them. And to think, you would have made an excellent body for my AI."

"I'm NO one's body. I'm my own person, and I'm going to make you take back what you said about my father."

Hel saw Elena creating several tendrils from her back and snapped her fingers as the core began to flash red. "Then let the termination begin, starting with your drone."

BEEP BEEP BEEP!

"Ten nano clicks till drone disassembly." said an automated voice from within the core as several robotic arms with electric prods appeared out of nowhere.

"Elena! Run away!"

But Elena didn't hear him as she attempted to send her tendrils at Hel, only to get blocked by the other tendrils as they started to get absorbed into the woman's body.

"I will make this painful." She frowned while rushing at her and grabbed at her neck.

Only to get blasted by an arm cannon to the face, causing half of Hel's face to melt off.

"I was just thinking the same thing."

Hel's face reformed itself before Elena ducked under her and blasted her several times, only for the chips to heal her at an alarming rate. "Then try, usurper."

Elena turned her body into a swarm of them and split apart to slip around Hel, only to crash into a wall which began to close in around her.

The Prime Queen closed her hands as the walls began to gain spikes. "Suffer."

CRASH!

"Elena!" Nanomech yelled while trying to move, only to be unable to do so.

"Five nano clicks."

'Shit!' he struggled to break free. "I gotta help her!"

"You...can't…" Gamari gasped in pain. "The core...is indestructible...I made it that way…"

"Doesn't it have a weak spot?"

"No. Only the AI of the Maschinenmensch system can undo this prison, and Hel...will never let us out…" he gasped while his teeth were pushed out of his body by the tubes.

As this was happening, Hel was busy inspecting the walls for the usurper.

"Pathetic waste of resources."

But from the dust, came a crimson light at blinded Hel and caused the floors and ceilings to change colors from a dark green to a bright red color.

"What? Impossible!"

The light dimmed to reveal a tall woman with crimson skin with golden lines all over her body, a G cup chest and a wide ass, with six silver eyes, four large arms with claws about the size of a bear, two giant wasp like wings that folded over her shoulders like a cape, a large thorax like cannon on her back with a stinger at the tip, and had dark red high heels that seemed to be absorbing the chips as she looked at Hel with rage.

"No, this isn't logical! How can the Maschinenmensch system pick her, I'm it's Prime Queen NOT this usurper!"

The woman frowned while raising her left hand and caused several cannons to appear from the walls. "This is for dragging me here."

BOOOOOM!

The cannons blasted Hel apart as the woman walked towards the AI and summoned several giant swords from the walls to impale her.

SQUISH!

"AHHHHHH!"

"This is for all the beings you destroyed." She narrowed her eyes before using both hands to grab the woman by the head.

CRUSH!

"And this."

"AHHHHHH-"

SPLAT!

The woman fell to the ground as her head was split wide open as orange contents landed on the ground, revealing the head of an unidentifiable humanoid skull, as the woman began to absorb all of Hel's body into herself.

"Is for hurting MY boyfriend!" scowled Elena while the red lines lit up due to absorbing the chips. She then turned to the core as her arms gained more muscle along with firmness to her assets as Gamari died within the core.

"Two...drone disassembly discontinued." The voice said as the arms vanished and Nanomech was shot out of it like a bullet, all while a clone body of the Galvin began to replace the decayed corpse.

"Waaaah!" he cried before he bounced on the ground with a groan.

Elena picked him up and touched the omnitrix symbol.

FLASH!

Changing him back.

"Are you ok?" She asked while her arms rubbed his head like a mother hen.

"Yeah, but…what happened to you?" he asked looking at her in awe.

"I kinda became one with the Maschinenmensch system, so now I'm Prime Queen." She chuckled nervously. "As for the body...I think it's an upgrade to handle the system."

"I'll say it's an upgrade, you look, wow." he admitted.

She blushed as her cheeks turned bright pink. "Thanks...but I now know about everything, from the functions of drones to how to act like a proper queen."

"So can you get him out?" He pointed to the core.

"No, the system might overheat without the genetic template. But before he died I destroyed his consciousness, that way he can die...and rest in peace." she admitted looking down with Ben understanding, but still sad to hear.

"Elena."

She took a deep breath and looked at Ben. "Let's go home, but before that, you want me to stay like this or no?"

"You look great either way." he smiled before looking around. "But are you sure? Not that I don't wanna go home, but what'll happen to this place?"

"Nothing really, it will keep collecting knowledge, but I told the system to only assimilate when the species is about to go extinct, that way I don't become like Hel...all power crazy and cold."

"So you can stay in contact with all of this? Isn't that gonna be a bit much to handle all on your own?"

"Not really." She admitted. "For some reason...I can feel all the chips in the universe and I...kinda feel like I'm everywhere and in everything at the same time."

"Wow, sounds like you've got an eye all over the place."

"Yep, and who knows." She smirked at him. "If you ever turn into Nanomech, I might see if you're cheating on me with another girl, you are a king so why not have a jealous queen?"

He sweatdropped at that.

"I'm joking Ben."

"Trust me Elena, cheating isn't who I am. Besides, a queen is plenty for me." he joked back.

She blushed at that. "L-Lets go home." 'Damn him and his flirting!'

"How?"

She raised one hand and caused an orange light to cover them.

(Elsewhere)

-Earth, Bellwood-

And reappear in the city...which was snowing and covered in Christmas decorations.

"Woah! Alright, that works."

Elena looked around and changed back to her human form, although her hair was long enough to reach her feet and her assets stayed the same as her Prime Queen form. "I think we've been on that planet for six months...yep. The chips told me that it was true…oh boy."

"Six months?" gaped Ben while looking around. "Oh man, my parents are gonna freak when they see me."

"Then we better get them some gifts to keep them from getting mad." She said before forming a crimson and gold bike with a single wave of her hands. "...ok. That was faster than usual."

"At least we'll get around with style." Ben said while jumping on as Elena groped his ass on the bike.

"That's for the vibrating bike." She chuckled while they rode off, but as we zoom closer to the woman's stomach and right in her womb, we find a single chip floating in the void...as it began to grow and multiply slowly as the screen became covered in pink and green lights.