Loomatrix (Aiyl)- turns the user into alternative versions of Looma Red Wind.

Xxxxx

-USA, Bellwood-

It was a calm day in Bellwood as the many alien criminals seemed to be infrequent today, for some odd reason.

And due to this calmness, Ben Tennyson was just having fun doing what he did best...playing soccer.

"Goal!"

Ben grinned with delight as he shot the winning goal, all without even using an alien. 'Yes! Another goal!'

As this occurred, we see that Rook was getting interested in the sport.

"I believe this sport is, as Ben would say, growing on me." He muttered while feeling like this sport was akin to the ones on his own homeworld, except they didn't use tails.

Ben ran towards Rook and smirked. "Did you see that?"

"Yes, it brings back fond memories of my youth actually."

Ben raised an eyebrow. "Are you serious about that or something?"

"Yes."

"...well in my eyes, you're no older than Gwen." Ben admitted. "So technically, you're not that old to say youthful."

Rook raised an eyebrow at that. "I do not follow."

He sighed. "Nevermind."

That was when both noticed a Tetramand ship floating in the distance, before landing on the soccer field and nearly crushed some of the opposing team's members.

This of course caused the people to scream and panic, making Ben sigh.

"Why can't I have a single day without someone ruining it?" He grumbled. "And that was rhetorical Rook."

"That one I got."

Ben sighed before seeing the ship's main door open up as Looma Red Wing walked out, holding two battle axes in her lower hands and a box of chocolates in her upper left hand. "Wait...why does she have chocolates?"

"Greetings Ben, I'm so glad I found you right away."

He sighed while she walked towards him. "And you're here because?"

"To give you some chocolate, and to bed with you, beloved, after." she raised her axes up. "We fight and pillage this small city to the ground!"

"Uh, not that the idea doesn't sound awesome, but this place IS my home, you know that right?"

Looma blinked before saying. "How about the next town over?"

He facepalmed.

"Beloved? Are you feeling alright?"

"Looma, pillaging towns is not a good thing here. It's illegal."

"I see, then I shall battle you right now." she smirked. "I know you defeated me before, but I'm going to go ALL out this time beloved."

'Wait, she wasn't before!?'

Rook moved Ben aside. "Just a minute of your time, Princess Looma."

She grumbled. 'Damn that servant of his. Poking his nose in royal affairs.'

"Ben, I think you should allow the Plumbers to deal with this."

"Normally I would, but if I don't deal with her myself, she might destroy Bellwood." Ben sweatdropped. "Plus she does follow my instructions to a point."

Rook raised an eyebrow at that while Looma started to kick a lone soccer ball with one foot and felt a nostalgic feeling overwhelming her.

'It's like kick the skull, but with leather.'

"Alright Looma, you wanna fight? Then bring it on."

She kicked the ball into the air before slashing it with her axes. "Then come beloved, show me your might and DON'T hold back this time."

He slammed on the omnitrix and…

FLASH!

Turned into NRG.

'What in the name of Zed is that?' Looma thought in confusion as she had never seen an alien from the Andromeda Galaxy before in her life.

"Let's your muscles handle this." he shot out a beam of radiation which hit one of the axes and heated it up, causing her to drop it as it melted on the ground.

"Ah! Hey! That was my mother's favorite axe!" she frowned while jumping at him and attempted to slash NRG's right arm off.

CLANK!

Only for the axe to break on contact.

"What the!?"

"Feel the heat!" he yelled before blasting her point blank by another beam.

This in turn sent her flying across the field before hitting the goal and got herself tangled…

Snap snap!

For about ten seconds before she pulled the goal off its foundations and threw it at NRG.

He blasted it away before seeing that Looma used it as a distraction to appear in front of him and picked him up.

"If my axes can't harm you, then my strength will!"

CREAK!

CRACK!

CRUNCH!

"GAH!"

"Let's see how tough your suit is now!"

"That's a very bad idea!"

CREAK!

CRACK!

"AHHHHHHHHH!"

CRUNCH!

"GAH! I'm telling you, STOP!"

"FOR THE HOUSE OF RED WIND! AHHHHHH!"

SNAP!

"You're going to hurt yourself!"

"I told you! I'm going all out!" she yelled out before the armor buckled and broke from the strain as the arms and legs fell off and the bolts and hinges shot out in all directions, nearly killing Rook in the process.

"Ah!" he ducked under a rain of flying bolts as his hair puffed up like a scared cat.

Looma dropped the body and let out a heavy breath from the strain and smirked. "See? I'm still fine."

"I tried to warn you."

She blinked as an orange glowing figure of energy with yellow eyes and an outfit consisting of two wristbands, two knee braces and two overarching straps of green as the omnitrix symbol was on its chest.

"But no, you just unleashed some deadly radiation." he said before blasting her with radiation beams from his hands, sending her a few blocks away from the field. "And last I checked, brute force doesn't beat radiation."

"Ow." she groaned from the crater before getting up and smirked. "Ah HA! Ben, you are the first to trick me as such, now let me return that in kind."

NRG raised an eyebrow at that before seeing a large diesel truck careening towards him. "Oh son of a-"

BOOOOOOOOOM!

Causing a big boom in the process.

This in turn sent Rook flying back as NRG floated up from the debris and began to absorb the energy around the fire itself.

Looma jumped at the alien and used all four hands to pumble him to the ground, causing a crater to form as she kept on punching him, which started to burn her hands and skin. She pulled back and hissed, seeing him rise up and look her in the eyes with a raised eyebrow...from the looks of it.

"Are you really trying to punch living radiation?"

"Yes, yes I am."

"Why?"

"Because you are my opponent." she said before seeing the omnitrix symbol and smirked. "And every opponent has a weakness."

"What-AHHHHHHH!" he screamed as he saw Looma trying to pull the omnitrix off of him with one hand.

"I shall have my victory today, and then in the bed!"

"AHHHH! STOP! YOU WILL KILL US BOTH!"

"HA! I live for death and battle! This is nothing!" Looma laughed while pulling harder, her mind soaked with warriors blood lust and pride.

"YOU IDIOT!" he yelled before blasting her with radiation.

She gasped in pain but kept on pulling on the omnitrix, sparks flying as NRG screamed in pain.

SNAP!

That was when she went flying onto her back as she held the omnitrix symbol in her hands, as NRG's chest was now a vagant hole filled with wires and sparks.

"AHHHHHHHH!"

"BEN!" Rook yelled out in horror as the omnitrix itself started to turn a deep ebony black.

"ERROR ERROR! OMNITRIX UNSTABLE! ATTEMPTING MANUAL RECONFIGURATION! IMMINENT NUCLEAR EXPLOSION POSSIBLE! ERROR ERROR ERROR!" yelled the omnitrix AI as all three paled and Looma slowly started to realize she just fucked up greatly.

"Oh no." she said before suddenly the device went off and a small nuclear explosion occurred.

(Elsewhere)

Gwen and Kevin smiled while having a nice coffee date with no one trying to bug them at all.

KABOOOOOOOOOOMMMMM!

Until they felt the earthquake and the shockwave hit as they saw a large green and black nuclear explosion in the distance.

"Holy shit!"

"Wait, that's where Ben's team is playing today!" Gwen gasped as she suddenly felt a chill go up her spine, as the mushroom cloud started to take the shape of an hourglass. She jumped up and took off running. "Come on!"

(A bit later)

Rook groaned while his fur was on fire and the area looked like a warzone. "Ugh…."

In the rubble, we see a hand pushing a rock away as we see Ben, who was ok for some reason, looking at the area in a hazy gaze.

"Ugh...what?"

Crack.

He looked down and noticed the broken and charred body of Looma Red Wind, who seemed to have used the last of her strength to protect him from the blunt of the explosion, costing her everything as a result. His eyes widened as he tried to walk over. "Oh my god….Looma…"

"Ben?" Rook got out while Ben stepped on her leg, causing her body to disintegrate into dust. "Ben? Where…?"

"Over here…" he got out while hearing sirens in the distance.

"Are you alright?"

"Yeah. But…" he eyed the dust and Rook understood the message very clearly as the ambulances and relief members drove towards the field.

"...I'm sorry."

"..." he looked at his feet before noticing that while he was saved from the explosion, he didn't survived unscaved as his entire right arm, the one the omnitrix was held on, was now missing with some of the shoulder bone seemingly melted from the intense heat, keeping him from bleeding out as a result.

That was when he saw his cousin and Kevin running towards him.

"Ben! Ben what ha-oh my god."

"What the hell happened Tennyson!?"

Ben looked away and had a loss for words, especially when he was responsible for killing someone, unintentionally, but still...he killed someone. "Looma….she's gone."

"Wait what!?"

"I will explain later." he said while his vision began to blur. "But, we need to leave...radioactive…"

Crash!

And like that, he fell to the ground face first as his mind began to wander into oblivion.

"BEN!"

(Much later)

-Bellwood Hospital-

Beep….beep….beep….

Ben was hooked up to several machines as he slept, with men in hazard suits checking him as he was warded off from the rest of the patients.

All the while several Plumbers were surrounding the hospital to protect it from criminals and a certain corrupt newsman.

Which was why said newsman was trying to get in and destroy Ben Tennyson's name, again.

"Let me in! The people of Bellwood deserve to know what damage Tennyson has caused again!"

"Sorry." spoke a tall Tetramand woman with two missing eyes and wearing a Plumber suit. "But the area is covered in radiation, and last I checked, you are a con artist with snake oil new stories."

"Hey! It's not snake oil!"

"Just leave before I break your face and use your eyeballs as tennis balls." she frowned while cracking her knuckles.

"This is an obstruction of free speech!"

"Says the guy that sold out your own people to the Incursians."

He glared at her before turning and walked off in a huff.

"Stupid humans." she muttered while we see Rook getting some chemo treatment for the radiation, a result of that being completely hairless as Gwen and Kevin were very concerned at the moment and trying to get answers out of the apprentice Plumber.

"What happened?" Gwen said sternly.

"Looma, she arrived out of nowhere….wanted to battle against Ben."

Kevin groaned. "Tetramands, ugh."

"And what else?"

"She fought and...ripped the omnitrix off in alien form."

"Which?"

"...NRG."

"That explains the radiation. That's like dropping a fraction of a nuke from the sky."

"And how is he STILL alive?" Gwen frowned while her eyes started to glow pink.

"She...shielded him...died as a result."

"Oh boy." Kevin said with a gulp, but not because of the death and radiation. "The Khonos Empire is going to go to war because of this."

"KEVIN!"

"It's the truth! They'll see something like this as more than just a casual battle. They might see it as us using nukes against their princess as an act of war considering she's dead and Ben's barely alive."

Gwen frowned while taking a deep breath and looked at Rook. "What else happened?"

"Nothing…" he said while passing out from exhaustion.

She punched a wall with her right hand and screamed in frustration. "The one day we go on a date and leave Ben alone and...and...he nearly dies! Damn it! Fucking damn it!"

"Easy Gwen, he's not dead yet. He's been through a whole lot of worse stuff."

"With his RIGHT ARM missing!?"

"Well….maybe not that, but he did survive the Null Void and yours truly."

She growled at him while looking in no way, shape or form, in a joking mood.

"Um...maybe we should check up on Ben."

"How? He's guarded and if you didn't recall, is coated in radiation!"

"I can just absorb some radiation resistant materials and don't Anodies thrive on energy?"

"On mana, NOT radiation!"

"Ok ok! Geeze, calm down!"

"HOW CAN I!?" she snapped while tears started to form. "My cousin nearly dies and...and…"

Kevin looked at her with a solemn look and carefully hugged her as she started to cry against him.

All the while we find our hero, still in his bed, unresponsive as we zoom closer to his stump of a right arm.

Only to notice that the bone seemed to have something lodged inside it...but it was too small to see at the moment and it was...flashing?

Ping ping ping.

That was when the object started to move away from the move and deep into his body, slowly crawling under the skin until it reached the left ring finger and began to push itself out.

SQUISH!

As painfully as possible that is!

BEEP BEEP BEEP BEEP!

"AAAAAHHHHHHHHHHHHHH!" screamed Ben, wide awake while thrashing in bed which alerted the doctors and nurses.

"Hold the patient down!"

"Yes doc-OH GOD! LOOK!"

He looked at the left hand and saw a massive red and copper ring, the size of a small tire, with gold wires jutting from the sides as it formed a massive band of silver on the wrist, seemingly turning the skin red and giving the nails a yellow pigmentation. "What in the name of god is that!?"

The ring kept on moving as a strange symbol appeared on the newly formed gold lens, which looked like a set of four black eyes, and began to turn the entire arm a deep red and gave it a spiky texture and two small spikes near the elbow.

"Get those other guys in the suits, now!"

"Which ones!?"

"The ones with the fish guy! NOW!"

(Later)

"AHHHHHHHHHH!" Ben screamed as his left arm kept on changing from a human arm to a Tetramand arm in the span of several minutes, the pain becoming unbearable to him. "AHHHHH!"

The doctor and nurses panicked while seeing that the lower portion of the right arm was starting to fill with a red mass of flesh as it covered the stump and began to form a new arm, similar to the left arm, along with two smaller ones on his back.

That was when the Plumbers burst into the room.

"Finally! It's the patient, his body-"

"AHHHHHH!" Ben screamed while the arms on his back fell off and turned into dust as the pain started to die down, but not by much as his left eye began to split in two and turn a bright yellow color.

"Oh god, I'm going to be sick." spoke the doctor covering his mouth.

"Relax." said a Plumber, who happened to be a Galvanic Mechamorph. "It's just a bioelectrical displacement. His body will be fine right about...now."

"Ah...ah…" Ben screamed as his left eyes gained several red spots under the eyelids and nothing else. "Ah…."

"See? He's fine."

"But, the arms, the eyes!"

"It's normal for such an event." he then whispered to another Plumber. "No it's not."

Said Plumber deadpanned while seeing Max walking in with a full body suit. "Magistrate Tennyson. The boy has just exited the bioelectrical displacement, but it seems the effects might be permanent."

"Good, is he respondent to anything?"

"Haven't checked." He said before pulling out an electric prod and went to poke the left wrist.

ZAP!

Only for the ring to respond violently as red lightning hit the Plumber and sent him flying through several walls.

"GAH! I'M OK!...no...that was my pelvis breaking….OW!"

The ring twitched before spinning around the finger and started causing small red sparks to form around the boy like a miniature lighting storm.

"It seems the ring is the problem." the Galvanic Mechamorph said with interest. "And it might be sentient, to a point."

"Get it off!" Ben yelled in pain before the ring suddenly twitched and began to settle down, the sparks vanishing in an instant.

"Want me to cut his arm off?" asked the Galvanic Mechamorph while forming a chainsaw with one hand. "I am a certified doctor in several star systems."

"Forget it, Ben's already suffered enough with losing a limb. I want you to get it off as careful as possible WITHOUT hurting him."

"Well ok." He said while forming a needle. "But I have to put him to sleep, to make sure he doesn't scream again. And here's a suggestion, don't pressure me, I'm not good with pressure."

"As long as the ring is off without him losing a limb."

"Trust me, I'm a doctor."

(A few minutes later)

"How is this happening?!" He yelled while in complete shock as the ring seemed to not only stay attached to the finger but it SOMEHOW destroyed everything used on it, even taydenite. "This thing is too durable!"

The ring twitched while causing sparks to form as Ben was still past out, as broken tools seemed to litter the ground around his bed.

"Magistrate Tennyson. We have to face the music...this...THING is too durable and stubborn to get off without cutting the arm off. We NEED to cut that arm off."

"And I'm saying there has to be some other way."

"Unless you can talk to wedding rings, it's impossible." He grumbled while the ring seemed to twitch and zap the air...as if it was laughing at him, something that Max caught on to.

He moved towards the ring and said. "Can you understand me?'

Silence.

"I know you can. So speak."

"...hi." said a feminine yet gruff voice as the rest of the Plumbers were in complete shock. "There I said it, now leave me alone. I'm busy healing him."

"That actually worked?!"

"Of course it did you stupid cyclopian goo. I have enough intelligence in my AI to understand you. Also, you are really full of yourself trying to get me off him with those tiny toys."

"Toys? I'll have you know these 'toys' can do more than you can you tiny ring."

"Oh? Can your toys turn the user into any version of a being from across the omniverse? Well? No, they can't so go and cry a river goo for brains." The ring laughed with sadistic joy.

"Why you little-"

"Enough." Max cut in. "This is a breakthrough, for all of us."

"Not for me." The ring said. "You are wasting my time, I have to heal the user. Besides, I have to stabilize the Tetramand DNA I placed in him before it turns into a pile of puss."

"Just who-"

"Busy. Ask later." It said before forming a red electrical barrier around Ben.

"Hey!" yelled Max who tried to touch it, only to get shocked and reeled his hand back with a yelp.

"Looks like we are back to square one." One Plumber grumbled. "What should we do now Magistrate Tennyson?"

"We keep monitoring Ben and the ring. I don't want anything to go unchecked."

"Yes sir."

(Later on)

Ben's eyes slowly opened up while feeling like he just died, ten times, as he noticed that his left and right arms were heavier than normal. 'What happened?'

That was when he noticed that someone else was in the room, but was too dark for him to see well as it was a new moon outside.

'Ow, my head feels like it's pounding.'

"Oh he's awake." said a voice right next to him. "Are you ok? The healing process took longer than expected, so please take it easy."

"Huh…?" he let out, trying to turn his head. "Who...what?"

"Relax. I'm here, beloved."

That got his attention as only ONE other person called him that...but...she was dead….right?

"L...Loo….ma?"

"You're half right." She said while Ben got a better look and saw...a twenty foot tall muscular woman with crimson skin, dark red lips, four yellow eyes with green irises, long black hair with streaks of blonde at the tips, a J cup chest and small ass, three large spikes on her forehead and seven on her elbows, four large arms on each side of her body with an additional one hundred muscular arms on her back, each with five fingers on each hand, wearing thick dark green armor that covered her legs, torso, neck and hips with the arms having silver rings on each finger, two pointed front toes on each foot, and had a large golden ring on her upper right ring finger with a blue sapphire in the center with the strange symbol as on his own ring, right in front of him. "I'm the Loomatrix, a device that allows you to turn into other versions of the now deceased Looma Red Wind. It is an honor to meet you with this body."

His eyes widened and dropped his jaw, speechless.

She smiled while moving her many right arms over his cheeks. "Do you need anything? Oh, are you scared of the arms? I can fix that."

Ben blinked as the woman's arms fused into four large silver arms that seemed to gleam like stars.

"There, much better right beloved?"

"H...How...what….is this a crazy dream?!"

"No it's not." She pointed to his arms, which he moved and finally saw the transformed four arms. "And you were in so much pain that I had to inject you with Tetramand DNA to give your body enough physical and biological strength to fight off the radiation. And that was taxing on my circuits. But hey, since your-"

"What else happened to me?!"

"Well, you have four eyes on your right side. But that's about it."

He stared at her before bringing a hand up to his face while finding his sight did feel off.

"So, since you're my beloved...do you need anything else? A hug, fucking, hand holding? Maybe some kissing-"

"When did I ever become your beloved?"

"From having my matrix on your left ring finger. Since all Looma Red Winds will eventually fall for you across the omniverse, I too have the same mentality, but less blood crazy."

"But….But the watch didn't work like that before."

"Not until your Looma fused her soul into the omnitrix, making me." She pointed to herself with a smile. "And while my form does look mature, I just chose the one person in your life that actually accepts Looma Red Wind as a wife."

"And that is?" He asked with uncertainty.

"Sandra Tennyson."

"My mom?!"

"Yes, your mother and my mother in law. How does it look? Too fat? Too muscular? Too adult for your tastes, although you do have a thing for mothers like Drew Saturd-"

"HOLD UP!" He yelled in embarrassment. "Why would you use MY mom as your form, or even any form for that matter?!"

"Because one, I think being a mature woman would help with your fixation on mature women, and two, because being a ring is limiting. I want to be with you as intimately as possible." She smiled. "Especially on the honeymoon."

"H-Honeymoon?"

"Yes, we are going to be married soon. Once we get you out of the hospital and prevent the Khoros Empire from destroying your planet." She said before adding. "Preferably before the last one."

"Wait….what?!"

"Well your Looma Red Wind kinda died protecting you from nuclear annihilation and since she's the princess of a large part of the empire, she's its star princess who's masses will go to war to avenge their warrior princess." She said. "Plus Gar Red Wind will have your head on a pike when he learns you were the last person that fought her, on one of the most intolerable planets in the Milky Way, which he will attribute to humanity wanting to destroy his race and his planet."

"...well this is just perfect." he groaned to himself.

"Also since your alien transformations were in the omnitrix and I'm the Loomatrix, you can't really fight effectively. But I can teach you how to use my transformation samples."

"How?"

"You are the ring?"

He looked at the oversized ring and nodded.

"Well for it to work, you need to rub it. Then a screen will pop up and you have to touch the right form, if you slam it that will just cause me pain, and I'm not a masochist." She frowned. "Also that's my chest area so don't touch it too much before the honeymoon."

He turned red at that. "Seriously?"

"Yes. Try it."

He sighed before rubbing the ring, causing a red and yellow screen to form over his entire arm as several faces appeared on it in a straight line. Each of them resembled Looma in some form or another, however others just looked more akin to other species or entities in his life.

"I suggest you don't try them here. You still need to rest and I want to watch you sleep more."

"...what?"

"I don't sleep so I just watched you sleep for five hours straight." She smiled.

'...that's beyond creepy.' He thought before feeling tired and closed his eyes.

"Night night beloved~" she whispered in his ear before blowing into his right ear.

He shivered feeling that while turning brighter red. 'Creepy!'

(A few months of healing later)

Ben sighed as he finally was in his room, although the explanation of why he now looks like Four Arms and why he has a new trix to his family and friends was….eventful to say the least.

Along with trying to explain about the ring. That part was the harder one as he had to explain very limited data to a lot of people, and even then he was still unsure about it himself.

But as of right now, he just wanted to have a nice, quiet-

"Beloved."

Nevermind.

He groaned as he saw the AI right next to him.

"Shall we test out your new forms? Or make love now?"

"No."

"No to what? The forms or the bed breaking~?"

"Both."

"...so you don't want to learn how to control your new forms? Even at the expense of the planet?"

"I just want to relax."

"Training is relaxing."

"Not to me."

"...so you WANT Khoros to blow up the earth?" she asked with mild disgust on her face. "Wow, this Looma Red Wind loved a jerk."

"NO! That's not it!"

"Then what is beloved? Tell me that much."

"...I'm scared ok?"

"..." she patted his back. "I know you are, but fear isn't in the Tennyson blood. Looma Red Wind Tennyson can attest to that."

"Eh?"

"A Looma that married you and helped fight off Albedo in his Negative Way Big and Ultimate Negative Way Big forms on their wedding day, while pregnant. Their daughter is a banker." She explained. "In any case, fear isn't in your blood and even if it was, I believe in you."

"...wait she was what!?"

"Pregnant while fighting Albedo."

"..."

"It's true."

"...ok." he said with mixed emotions as he saw her getting up.

"And the best way to conquer your fears is to train. Come, I shall show you a way to rapidly turn into different Loomas on the fly!" she smiled while Ben looked at her butt by mistake and started to think...odd things about his mom.

'Dude! Don't be gross!' he thought in disgust. "Um...Loomatrix."

"Yes."

"Can you change your form a smidge?"

"Why?"

"It's….uh….awkward."

She blinked before getting covered in a bright red light….only to turn into a much younger version of herself, about age twenty to twenty one, with longer hair and a more youthful face. "How is my form now beloved?"

"..." 'THAT'S WORSE!' he thought with a gulp. "Uh…."

She flexed a little before saying. "So, ready for training?"

Ben sighed. "Alright, alright."

And cue her grabbing him by the waist with one arm and walking out of the room.

(In the backyard)

PLOP!

Ben groaned while landing on his butt as the Loomatrix cracked her joints, making him gag a little.

"Ok, the first step is to test out the selection menu. You do recall what I told you before right?"

"Yeah?" he said while rubbing the ring and caused the screen to pop up.

"Good. First select a form."

"Are they all girls, because it might be weird turning into a girl."

"..." she blinked. "Sometimes, but from what I know, all Looma Red Winds are women."

'That's not really reassuring.'

"And try not to slam on my body, please."

'Oh god the way she said that makes it hard to keep from staring!' he thought before staring at her body, then the ring. '...GAH!'

'I wonder if he is thinking about plowing my body into the dirt? He does have those primal eyes...or is that fear? Can't tell.' she thought with a sly smirk.

Ben sighed before quickly poking a random image.

FLASH!

And turned into a twenty foot tall Tetramand with long black hair, dark brown skin, four red eyes, a H cup chest and wide ass, thick black lines near her eyelids that went down her cheeks, thick spikes on each of her arms in the shape of serpents wearing nothing but a small white robe around her waist, dark gold bands on her arms, legs and chest, a golden serpent crown on her head, black bandages on her neck and legs that seemed to be rotting, and numerous hieroglyphics on her face and stomach as the symbol for the Loomatrix was above her left breast.

"Ah. Cleopatra Red Wind of Dimension 00011- 00. Good choice."

"Uh….why are my legs like that?"

"Because you are technically cursed." she pointed out. "By a Thep Khufan suitor. He turned you into a living mummy who will rot into bones. But you can transfer that ability to your bandages, making curses towards your enemies."

She looked at her body and shivered.

"Relax, I will never let you die from a curse. It's not in my programming."

"This feels way different than being the mummy." She muttered while the Loomatrix pointed to a tree.

"Try using the bandages to sap that tree's life." she said calmly. "Just focus on the bandages as snakes."

"Um...ok." she nodded while closing her eyes.

"And try not to think of them as cobras, or clowns, or anything else. Just extensions of your body."

"Kinda trying that." She said while her bandages turned bright green and stretched outwards like snakes.

CRUSH!

And caused them to get embedded into the bark as the tree began to die and turn pale white. All the while she felt like her body got pumped up with energy.

"Mmmm." The Loomatrix thought before getting an idea and sneaked behind the transformed human.

'This is actually therapeutic. And I feel like fighting a million aliens-'

GROPE!

"AHHHHHHHHHH!" she screamed while the bandages started to lash out in every direction, breaking some windows in the process.

"Wow, you're near my size."

"S-STOP THAT!"

"Mmmm, no. We are going to be married, so why not have some fun before the marriage bed~?"

GROPE! GROPE!

"S-Stop that! This is like grabbing my junk!"

"So? I like both~"

'DAMN HER!' she thought as the bandages wrapped around the woman and started to strange her.

"GAH!"

"Let go!"

"Ok ok!" she got out while letting go of the chest, just as the other Tetramand changed back to Ben, who looked very embarrassed and annoyed. "Ah….um...no hard feelings beloved?"

"You went and grabbed my….breasts, when I'm still learning how to change with this." he blushed. "Not cool!"

"It was a little fun." She chuckled before seeing his face and coughed. "But it was foolish of me to do that without consent. So as the victim, you are allowed to do anything with me. And I DO mean anything."

"..." Ben raised his eyebrow while feeling like this could be a trap.

"Go ahead, my body is waiting for you." she said while her arms were outstretched.

"I…..let's move on to the next one."

She sighed. "Fine. For the next one, you have to stay in that form for an hour. No exceptions...except when you have something else to do or are ready for the next transformation. And even if said transformation is 'lame' in your eyes, you will still have to train with that form."

"I see…"

"Also I will not try anything this time."

'Well that's a relief.' he thought with a sigh. "Alright, let's try this again."

FLASH!

The Loomatrix looked at the flash of light before seeing a massive other worldly being, about the size of a pine tree, with eight long spindly arms tipped with thick black claws, long mantis like legs that seemed to be tipped with numerous needle like claws, ten sunken black eyes on its sides and two larger eyes on its forehead, a gaping jaw filled with shark like teeth and lacking any gums or lips, two large bat like wings that seemed to twist and turn like roots, pale skin that seemed to absorb all the light in the area, pointed ears that were akin to antenna, a P cup chets and small ass, a massive thorax that seemed to be pulled out of the sockets and connected to black intestines, and hand the symbol on her long black scorpion tail of a tongue. "...never saw this one happening. But looks like….you destroyed my calculations…" 'AHHHHHHHH!'

"Well this Looma isn't AS….pleasing to the eye compared to most."

"Well, that's because she's a horror monster. Kya'xal W'ldak, the beast that eats the children's brains in the moonlight. Not a good person, at all."

"She what?!"

"Eats children's brains, and anything human. Her timeline is full of horror monsters, especially after the scientist Animo, or in this case the occultist Animo, opened a tear in his timeline with a horror filled one...let's just say it wasn't a pretty sight."

She gagged while feeling very hungry, and thinking about brains.

"First off, stop thinking of brains!"

"It's not that easy! It's the instincts in this one!"

"...anyway, try turning invisible. Just use your skin to absorb all the light around us."

"And this won't kill me, or anyone else?"

"No, unless you want to become a monster?"

"Let's try and avoid that." She muttered before focusing on her skin, which turned a dull white as the lights, both man made and natural, dimmed and faded into an inky blackness.

'Hopefully I don't have to kill her. That beast is...not the best representation of any Loomas, or myself for that matter.'

"Anything else I should know? Because not gonna lie, I'm REALLY starting to get hungry right about now."

"No and...you can change out of that form, I mean it. Switch out of that form into something less horror monster like!"

"You don't have to tell me twice!" she spoke before turning back into Ben who gagged. "Oh god, my mind was going over all sorts of ways to...you don't wanna know."

"Maybe we should try one more and have you stay in that form for an hour. Best to be safe and to be honest, I would have ended you right there if you decided to eat someone." she said with a dark look in her eyes, which made Ben pale and fearful.

"...ok…" 'Now THATS the Looma I KNOW of!'

"So pick this next one carefully."

"I will."

"And if you turn into a version of Drew Saturday, I will be shocked."

"..."

"What?"

"I'm going to ignore that."

FLASH!

And cue him turning into a twenty five foot tall woman with dark blue skin, wild long white hair, dark red eyes with a missing third eyes, massive scars on her face and hips, four large arms with a stump on the upper right arm that was replaced with a giant battle axe, a H cup chest and wide ass, wearing thick brown armor that covered her entire body, dark white fur that coated every portion of the armor, a Loboan's skull on her right arm, a thick black helmet in the shape of a dragon studded with ruby eyes, and had the symbol on her third eye.

"Huh, Frigg Red Wind the Despot. Good choice, a viking chieftain and a warrior, very good."

"What's her story?" she asked with a gruff tone.

"Oh just that she was abandoned by her father and was adopted by a viking clan that raised her as one of their own. She was considered a goddess of war and your version, a dragon slayer, bested her in battle and became her husband."

"Well that sounds pretty badass."

"Also the axe." she pointed to said axe. "Is made of Infinium and Element X, which allows it to survive massive explosions when it hits iron. Also she lost that arm to a shark, which she skinned alive and used as a blanket."

"Wait what!?"

"What?"

"I'm surprised, I didn't know you could use a shark's skin as a blanket."

"Tetramand skin is more resilient to certain surfaces and substances." she smirked with pride. "You could hurt us with cheese graters and it wouldn't hurt at all! HA!"

"...ok. So what should I do first?"

"First, give in to your warrior nature. Then embrace it!"

"...what?"

"You heard me, beloved."

"...but isn't that-"

"Not in this case, so go, embrace the warrior inside you!" She grinned with delight.

"I...I'll try." She said while closing her eyes.

Which caused her mind to slowly fade away until it was replaced with a unbridled warrior of muscle and wrath.

She opened her eyes and growled while clenching her muscles. "AHHHHHHHHHH! KILL!"

The AI blinked in surprise as the woman roared at her and ran into oncoming traffic, attacking anything in her path.

"COME AIYL! WE SHALL CONQUER THIS CITY!"

"...Aiyl? Huh cute name." she muttered before running after her.

"BLOOD!"

"AHHHH!"

"MY CAR!"

"AHAHAHAH! FOR VALHALLA!"

The screen then suddenly became black as a small omnitrix appeared on screen and blinded the audience as the words 'End of Part One' appeared for a fraction of a second.