CHAPTER 22: Fight to the Core

As XLR8 and Kara rushed down the hall, they suddenly saw Superman flying toward them. Kara was able to immediately stop, but Ben had a little trouble skidding to a stop and bumped right into Clark, who also stopped upon seeing the pair.

"Superman?" asked Ben, who changed back.

"Ben! Where's Supergirl? Is she . . ." Then he looked up and saw Kara standing, smiling at her cousin. "Kara!"

Superman rushed over and hugged her tightly.

"Clark . . . I know I'm invulnerable but . . . I can't breathe!"

"Oops! Sorry!" Superman released her and gave a gentler hug. "I heard you scream, and I thought . . ."

"Scarecrow had me trapped in an intense nightmare, but Ben was able to snap me out of it."

"Looks like I owe you another one, Ben."

"Hey, don't worry about it!" said Ben, "But, as much as I'd love to continue this reunion, we gotta get moving!"

"Got it! So, what's the plan?" asked Superman.

"Wait, what?"

"Dude, are you serious?" asked Supergirl.

"What?" asked Superman.

"Batman and the others gave the whole plan over the comms!" said Ben, "Weren't you listening?"

"Well," said Superman as he blushed and rubbed the back of his head, "I mean, I was so worried about Kara, and, um, well . . ."

"Ugh, come on, you goof!" said Kara, "We'll explain on the way!"

With that, Ben changed back into XLR8 and rushed down the hall with Supergirl and Superman.

"Okay, I knew the omnitrix turned all our enemies into my aliens, but I still wasn't expecting this!"

Ben and the rest of his group stared at the chaos that ensued inside the entry hall: Black Adam was still thrashing Shazam around like rag doll, Cyborg-Superman reflected Stargirl's attacks and trapped her in diamonds, Livewire absorbed Blue Devil's attacks and scratched him with empowered claws, and Black Manta blasted Guy Gardner deep into the wall.

"They're not gonna last much longer! We have to find Fate and the others now!" said Ben.

Then Supergirl touched her comm-piece and said, "Fate, we've got Ben and we're in the entry hall. Where are you?"

"Just meet me in the center of the room. I'll find Captain Atom and meet you there."

"Understood. Let's move, people!"

With that, the three heroes charged into the frenzy, bashing aside villains as they went. However, their progress was soon halted when the metal from the floor splintered up and wrapped themselves around the gang. Metallo stepped forward in his Lodestar form with Giganta in her Waybig form (but still human sized), grinning at the seemingly helpless heroes.

"Wait, how come Giganta can still be human sized and still be Waybig?" asked Ben, "How does that even work?"

"Maybe Waybig's DNA adapted to her powers," replied Kara.

"Enough!" said Metallo, "So, Giganta, you want the honor of stomping these freaks before I melt 'em? Ladies first and all."

"Why, Metallo, you're such a gentleman!" Giganta smiled, then she grew taller until she almost filled the whole room, raising her foot to stomp the heroes to powder.

"Um, aren't you idiots forgetting something?" asked Kara.

"Heh, what's that?" asked Metallo. That's when he noticed that Martian Manhunter was missing from his metallic restraints. "Oh, crap."

J'onn suddenly appeared behind Metallo and, increasing his density, punched him so hard that he flew across the room! Then the metal fell off Ben, Clark, and Kara, who all ran out of the way before Giganta's foot crashed down on them. Afterwards, Kara flew up to Giganta and punched her below the chin, sending her stumbling backward, but Kara punched her over and over until she crashed against the wall.

As Ben smiled at his girlfriend's triumph, he suddenly felt shocked by tons of electricity. Ben changed back, falling to the ground as smoke sizzled from his back. Looking back, he saw Shade, in his Shocksquatch form, scowling down at him.

"Yeah, hurts doesn't it? Much like how you burned me with your fire guy alien!"

"Okay, first of all, his name is Heatblast, and second . . ."

But Ben couldn't finish his sentence as he suddenly felt himself get caught in some kind of chokehold, which is when Mirror Master's ChamAlien form rematerialized behind him.

"Ben!" cried Kara.

But before she could go and help him, Metallo's kryptonite beam came out of nowhere and hit her, making her fall to the ground. J'onn was about to fight Metallo, but Giganta grabbed him in her humungous hand, which J'onn phased through and telekinetically forced her back against the wall.

Meanwhile, Shade walked closer to Ben, fists surging with electricity as he went, "This is for sending me to Blackgate, you punk!"

"Wow, you call that a threat? No wonder you always lose to the League. Well, you are the lowest of their threat ratings, so that would also do it."

"Why you little . . ."

Then Shade prepared a massive electric attack, but just as he launched it, Ben transformed into Nanomech and dodged it, making him shock Mirror Master instead. As Mirror Master fell unconscious, a flash of green light shone behind Shade, so he looked around to see a human-sized version of Nanomech, who looked like the live action movie version of the alien except with a darker color, four smaller eyes around his one, an extra toe on each foot to resemble Jetray's feet, and a wasp tail. The new alien had an ultimate symbol on it.

"Hi," said Ben.

Shade swiped at him, but Ben shrank to dodge, then regrew to full size behind him and delivered a swift ninja kick that swiped across the back of his head, making him stumble forward. Then Ben grabbed onto him, jumped over him while flipping him onto his back, and prepared to punch him but Shade shocked him with electricity and forced him off. Shade was able to get a few punches in, but Ben shrank again to dodge, regrowing and plunging his wasp stinger, now glowing a bright green color, into Shade's chest, which suddenly caused him to stiffen up and fall to the ground paralyzed.

"Wow! I can't believe I never did this so much while I had my old Ultimatrix!" said Ben.

Meanwhile, Metallo still had Kara pinned under his beam, bu Superman punched Metallo and kept doing so until he was finally knocked out. Giganta noticed and stared worriedly down at him, which gave J'onn the opportunity to take control of her mind, make her shrink down back to human size, then mentally knock her out as well.

Ben changed back and joined the group as they rushed over to Kara and propped her up.

"How is she?" asked Ben.

After examining her, Clark said, "She'll be okay, she just needs to rest for a minute."

"I'll stay here and guard her."

"No, Ben! You're our only way of reversing this chaos! We need you to meet up with Fate and Captain Atom as soon as possible! We don't know what'll happen if the villains remain like this for too long!"

"I can't just leave her!"

"It's okay, Ben . . ." groaned Kara, "Superman will stay with me . . . I'll . . . be fine. Now . . . go be a hero . . ." She grinned.

Ben grinned back. "Okay. Let's go!"

Then Atom came out of Kara's pocket and jumped into Ben's, who changed into Jetray and flew off with J'onn.

"Fate to Tennyson," said Fate over the comms, "I've found Captain Atom and we are at the rendezvous point. Meet us here as quickly as you can! I don't know how much longer we'll be able to hold off our enemies!"

"We're on our way!" said Ben.

However, as Ben and J'onn got closer to them, they suddenly dropped to the ground as if gravity increased by ten. When they managed to look behind themselves, they saw Grodd pinning them down with his gravity powers, then lifted them up and slammed them down again. At that moment, Icicle sprayed them with water and then froze them.

"Even with all the power, they are still primitive beings," said Grodd.

"Yeah," said Icicle, "You'd think fighting someone with a watch that can turn ya into anything would be a lot harder than this."

Suddenly, the Omnitrix made a lighter set of beeping noises, then started whirring until it filled the iceberg with green light. Then the icy prison shattered, forcing Icicle and Grodd to step back. When the mist cleared, they saw an adult man, except he was in a black uniform with a green cape, a green superman-symbol on his chest except with the hourglass symbol inside, with the omnitrix symbol in the center. The man also had green eyes and a beard.

"Whoa! What is this? Is this a new alien?" asked Ben as he looked at his new body.

However, Ben was forced back into reality as Icicle tried to freeze him again, but Ben shot intense lasers from his eyes, which cut right through Icicle's attack and struck him so hard that he flew across the room.

"Whoa-ho-ho! Awesome!"

Suddenly, Ben felt himself forced to the ground again, and realized Grodd was increasing gravity again. However, Ben struggled and made himself stand back up, forcing step after step toward the half-alien gorilla. Grodd looked surprised but increased gravity some more, making Ben get down on one knee, but Ben forced himself to stand back up. He tried to walk again, but Grodd turned up the juice. Then Ben shot more lasers from his eyes and managed to stun Grodd long enough for him to break off his attack, which Ben used the opportunity to zoom into Grodd, punching his face and sending him flying.

"Oh, man! That was intense!" said Ben, "But this is so cool! I'm like Superman now! It's like I'm actually Ultra Ben! Man, my younger self would be so freaked out right now!" When Ben heard J'onn groaning, he said, "Oh, crap! Snap out of it, Ben! Your friends need you!"

Then Ben hurried over to J'onn and helped him up. "You okay?"

"Yes, I believe so," replied J'onn.

"Then come on, we still got a job to do!"

The two flew off again, punching or phasing through any villain they came across, which came a lot easier thanks to Ben's new Kryptonian form. Before long, they finally reached Batman, Doctor Fate, and Captain Atom, who were struggling to hold off Deathstroke, Captain Cold, and Riddler.

Ben zoomed into Riddler and punched his exposed brain while he was trying to shock Batman. As Riddler howled in pain, stumbling around in a stunned state, Ben punched him again and sent him deep into the wall.

"Wow! This Kryptonian form really packs a punch!" said Ben.

Then J'onn flew up to Captain Cold and tried to punch him, but he turned intangible and made J'onn phase through him, so he turned intangible as well and was able to hit him this time. Batman did his best to hold off Deathstroke, but he was too fast, managing to slice through some of Batman's armor and make him fall to the ground, then zooming off to take turns attacking Fate and Captain Atom. However, using his super speed, Ben caught up to Deathstroke and knocked him out with one punch.

"Oh, no! Batman!" said Ben as he hurried over to the Dark Knight and helped him up, "Are you okay?"

"I'm fine," he replied, "Now, quit worrying about me and get to the core!"

"Are you sure you're fine? That looks like pretty bad gashes."

"Trust me, I've been through worse, now go!"

"He's right, you know," said Captain Atom, "I've seen him get hit by a truck and he could still hold his own."

After a second of hesitation, Ben nodded and went up to Fate. "Alright, Atom," said Ben, "Show Fate where we need to go."

Then Atom jumped out from Ben's pocket and grew to full size, then he typed some buttons on a device on his wrist, making a holographic map of the Hall of Doom appear once more.

"We'll need you to teleport us here," said Atom as he pointed to where the core was located, "Normally, we could just fight our way to it, but even with Ben's new alien, we can't afford to give Luthor and Eon any more time for whatever their real plan is. Besides, we can't risk any permanent side effects to the villains' transformations."

"Agreed," said Dr. Fate.

Then Fate spread his arms out, engulfing the group (except Batman) in an Ankh, then disappeared as it faded.

The group reappeared inside a large chamber, with a gigantic metal sphere in its center. Within the sphere was a huge orb of energy, and a few computer consoles sat around the machine.

"Alright, we're in," said Atom as he touched his comm-piece.

"Affirmative," responded Batman, "Now hurry and AHHHH!"

"Batman? Batman! Come in!"

Static.

"Okay, we can't wait another minute, people!" said Captain Atom, "Come on, Ben, let's get you plugged in."

However, when Cap grabbed Ben's shoulder, Ben stopped him. "Don't you think it's weird that no one's guarding the chamber, especially when it's the main source of power for their base?"

"Well, maybe all the villains out there are the guards?" tried Cap.

Ben didn't buy it, scanning around the room with his X-ray vision. That's when he found three figures surrounding them, but hiding in the dark. One of them was very fat but looked heavily armored, another looked slimmer but a little distorted, and the third also looked fat except he was taller and looked like he had a strange key on his head.

"Get down!" Ben used his super speed to knock Cap to the floor as a green energy beam nearly missed them.

"So much for the element of surprise." The third figure emerged from the shadows: Clock King, now rocking his new Clockwork form.

"Nobody told us the kid could turn into Superman!" The second figure, Killer Frost as Goop, emerged. Her new form was blue and mostly icy, but was still fluid as if she were a smoothie.

"Who cares?" asked the first figure, Goldface in his golden-armored Cannonbolt form, as he walked out. "Let's flatten 'em!"

"Dude? You really wanna go there?" asked Ben, "I can literally punch you into the stratosphere, and yet you wanna try fighting me anyway?"

Goldface roared, curling into a ball and charging at him. Ben rolled his eyes and, with one simple backhand, shot him into the wall on the other side of the room, making a deep dent in it.

Clock King tried firing another time ray, but Fate created a shield to stop it, but Frost whipped her arm at the shield, causing her goop to spread out across it and freeze. As Fate broke the shield, Frost knocked him into the wall and froze him to it, but Ben shot his heat vision at her. However, the attack went right through her as her body morphed around it.

Ben smacked his forehead. "Right! Of course!"

As Frost tried to freeze him again, he dodged with his super speed and grabbed hold of Frost's anti-gravity projector, crushing it. Frost screamed as her new form dissolved into a puddle.

However, Ben didn't have time to celebrate his victory, as another time ray froze him in place. Clock King chuckled at his own victory, but then Captain Atom zoomed into him and punched him into the wall, then beat him over and over. Clock King batted him off and tried disintegrating him, but Cap was able to absorb the energy and redirect it back at him, but Clock King batted it away and it disintegrated a part of the floor.

"You cannot hope to beat me, Captain!" said Clock King, "With this new form, I could destroy you in half a second, and you wouldn't even know it!"

"Is that so?"

"You dolt! I—wait, where's The Atom?"

Sure enough, while Fate was busy trying to handle Goldface, Atom was nowhere to be seen. That's when Clock King felt a sharp pain on top of his head, electricity sparking at the base of the key. CK tried reaching up to whatever was causing the disturbance, but it was no use. Soon, the key fell right off of his head, and Atom grew back to human size and knocked him out.

Now that the key was gone, Ben could finally move again. Then he looked over and noticed that Goldface was rolling against Fate's shield, getting very close to shattering it.

"Hang on, Doc!" Ben zoomed over and delivered another super-punch that sent him deep into another wall.

"We cannot delay any longer, Tennyson!" said Fate, "The enemy is trying to stall us!"

"Right! But we can't just knock 'em out and leave 'em lying around in here, they could just wake up and interrupt us!"

"Agreed, but I have a plan." Then Fate flew over and created an Ankh portal. "Direct our adversaries in here! It will transport them in the entry hall!"

"With pleasure!" Ben zoomed over to Goldface, then back to the portal and tossed him through. Then he zoomed over to Clock King, who was still trying to take on Captain Atom and Atom but failing miserably. Ben grabbed the Chronosapien madman and then sped back to the portal, chucking him through.

"What about her?" asked Fate, indicating Frost's puddle form.

"Eh, don't worry about it. She can't move without her anti-gravity projector."

Fate nodded and closed the portal, and Ben changed back.

"Alright, get over to the core," said Fate.

Ben obeyed, rushing over to it. Then Captain Atom flew over and stood by Ben, and Fate also approached and stood in between the two. He touched Cap's shoulder, and then blue energy swirled around Fate's arm, coursing across his shoulder and then the other arm as if he was lighting-bending in Avatar. As Fate touched Ben's shoulder, the energy coursed onto Ben, and he grunted and screamed a little as what looked like liquid metal spread from his own shoulder, and then spread across his body. By the time the process was finished, Ben looked like he had a suit similar to Captain Atom's, except an hourglass symbol appeared on his chest, and his eyes glowed green.

"Whoa-ho-ho!" said Ben as he looked at himself, "This is just too cool! I kinda wish this was an alien in my watch!"

Suddenly, there was loud banging as dents started appearing in the doors to the room.

"Atom! The door!" shouted Captain Atom.

Atom immediately made his way to the door and set to work on the locks.

"We're out of time!" said Fate. "Go, Ben! Now!"

Ben ran up to the core and smashed his omnitrix fist right through the glass, plunging it into the core itself!

The massive orb glowed brighter as its immense power surged through Ben's body. Green cracks started spreading across his body, but Ben grit his teeth and held his ground. Suddenly, a bright green light emitted from the omnitrix, spreading out like a forcefield and engulfing the entire place!

Suddenly, the forcefield retracted back into the watch and there was a small explosion that knocked Ben to the ground. Back in his human form, Ben groaned as he struggled to stand back up, which is when Cap and Fate helped him up.

"Did it . . . work?" groaned Ben.

Then they looked behind themselves and saw Killer Frost, but back in her meta human form!

"Does this mean . . ." began Atom.

"Yes," said Superman over the comms, "All the villains have turned back to normal! They've all been knocked out by the energy wave after they changed back."

"Wow! Alright!" cheered Ben. "We did it! We won!"

"Not exactly. There's still Luthor and Eon to deal with."

"Man, and I thought Batman was a total downer!"

Everyone laughed. Then Ben's group opened the doors and rejoined the other heroes in the entry hall.

As the heroes gathered in the center of the room, Ben asked, "So, what's the plan now?"

"I'm so glad you asked!"

Everyone looked up the stairs to see Eon and Luthor walking down towards them, but Luthor had his hands behind his back.

"Eon! So you were here the whole time! You were behind all this!"

"Nothing ever gets past you, does it, Tennyson?"

"And Luthor," said Superman, "I knew you were still the same! Leopards never change their spots!"

"Wow, brilliant metaphor," replied Luthor with a smug look, "Did your people come up with that before their untimely demise?"

Clark's face twisted to anger, fists clenching tightly.

"Before you do that," said Luthor, "I would strongly recommend you reconsider. You've already lost, and you don't even know it."

Ben laughed and said, "Seriously? Look around you, dude! Your entire alien army is done, and there's, like, a hundred of us and only two of you! Face it, you're the ones who have lost!"

Now, it was Eon's turn to laugh, but a lot more than Ben. "Did you really think this was my final plan? And did you also think that we've lost? I assumed you would know me better than that!" Ben gave a confused look, so Eon sighed and said, "Forget it, Luthor, just show them, already."

Then Luthor brought his hands out from his back and lifted his left wrist, revealing a large omnitrix, except it looked a bit unstable as small bolts of electricity flickered across the device. The hourglass symbol was also a bright purple.

Lex activated the watch, and then slammed his hand onto it.