A Result of Consequence

by BigPear

That summer when Ben first found and used the Omnitrix was a simple one. Find bad guy, go hero, beat bad guy, get away, repeat. Ben was on top of the world; in a world full of quirks, he had the coolest one of all. However, every action has a reaction, and Ben's vigilantism has landed him in trouble. Now at UA, Ben must prove himself a hero, or suffer the consequences.

14. It's Show Time

Beep-Beep-Beep-Be-

Thunk!

Usually it took ten or more rings from the alarm clock to get Ben up in the mornings. And even then, Ben wouldn't actually get out of bed. If the model Grandpa Max bought had a snooze button, Ben would abuse that to no end. But today was no ordinary day. Ben shot up, with no grogginess what so ever. This was the day. It was finally time.

The UA Sports Festival!

'5:15 AM' Ben quickly read the numbers displayed by the clock, the solid red color shining through his room that was only dimly lit by the rising sun. Normally waking up to see those numbers would cause Ben no shortage of grief and suffering. Not today. 'Right on schedule!'

The security surrounding the festival would be tight, every participating UA student was informed of this during the two weeks leading up to their designated day. Students would not be exempt from a security check and thus would need to arrive significantly earlier to make sure they would be at the stadium set up behind UA's main building in the designated time frame. All parents (or guardians in Ben's case) were informed of when their children were expected to arrive and where to go.

Ben threw off his covers and proceeded with the plan he had formulated the day before. He went to shower right away, in icy water to shake off any and all remains of his sleepiness. A quick cycle of brushing his teeth, throwing on his UA uniform and blow drying his hair and Ben emerged from his room at 5:25 sharp.

"For once you actually went through with waking up early. Color me surprised." Grandpa Max sipped his coffee before gesturing to the simple plate of breakfast awaiting his grandson. "Simple eggs, lightly buttered toast and some fruit I bought the other day. I went easy on the butter, salt and oil. Can't have you getting a stomach ache today, can we?"

"Thanks Grandpa." Ben slid into his seat and started to eat. He made sure to chew thoroughly and take small bites. From what he understood of the Sports Festival's schedule, the first two events would happen back-to-back, with no room for bathroom breaks. If one had an issue that required them to leave the arena, it would be the same as conceding their spot. There was a lengthy break between the second and third events for lunch, so Ben would have to make sure he could make it to then. Ben had to make sure he felt good to perform well.

The pair ate and drank in comfortable silence until Ben took his empty dishes and placed them in the sink. No time to wash however.

"5:40. Alright, your teacher said to arrive at the designated drop-off point behind the school at 6. The drive should normally take less than 5 minutes, but there is going to be serious traffic maneuvering past the school's main entrance. If we leave now we should make it on time." Grandpa Max slid on his shoes before grabbing car keys that were definitely not on the kitchen counter the other day and sliding Ben a granola bar and a small bottle of water. "Just to tide you over in case things get delayed, you never know with these major events. Let's go."

Ben pocket the mini rations and proceeded to follow his Grandpa down the stairs and onto the sidewalk. There, a familiar black car awaited them. A completely inconspicuous car that looked like thousands of others, but could only be activated by a Plumber badge. It was the same one that Max had used to drive Ben to meet Nezu almost a month ago.

"Alright, this car again? Where do you even keep it? Our complex doesn't have a garage." Ben got no response, just a chuckle.

"Plumber trade secret Ben. Maybe when you're an official member and older I'll tell you. But for now, just get in. We can't waste anymore time." And so Ben hopped into the shotgun seat, Grandpa Max scanned his badge to activate the car and the pair was off.

It was not too bad at first. The drive was smooth and the streets were relatively empty. Then they ran into UA's amped up security. It reminded Ben of the highway traffic that the trio sat in during their roadtrip, the kind where the sounds of honking car horns grated against your ears and your vehicle moved a couple feet every few minutes. Thankfully at one security gate, Max flashed a card of identification at a police officer, which told them that this was a car carrying a UA student. Wishing Ben luck, the car was then put on a course to the drop off point, and the driving was more smooth. But Ben couldn't help but notice that a specific type of truck was dominating the streets at this point.

News vans. Lots of them. Decked with cameras, recording equipment and carrying professional looking reporters in suits and dresses. Ben could feel nervousness pooling in his belly, a feeling that he had shoved down and tried to suppress over the past two weeks. But with all that he was seeing, it was starting to reemerge. He had spent his entire first summer with the Omnitrix keeping his true identity a secret. Now, he couldn't keep his aliens a secret, and he was on the news a lot of times and attracted attention from heroes and villains alike. But the one thing he always had going for him was that they never knew who he truly was. That was changed today. There was no way he could avoid transforming into and out of his alien forms in the Festival. Ben would stand no chance otherwise. But could he do it? Could he really last being in the spotlight in the most hero-centric country in the modern era?

"Ben?" Grandpa Max's voice cut through his thoughts. "You got a really forlorn look in your eyes. You're too young to have that look. What's wrong?"

"Well..." Ben hesitated for a moment. Would he sound stupid? But then he remembered that this was Grandpa. He would listen and understand. "It's just that I'm going to be going public for the first time. Transforming, I mean. I always made sure to transform in secret and revert back after running from the scene. But this... this is going against everything I've tried to do. There is no going back. It's just, I think, I'm having second thoughts."

Grandpa Max hummed, but didn't take his hands off the wheel or eyes off the road. "You're right Ben. This is different, a new path. Where before you relied on secrecy, now you will go public. I understand this is new and scary. But consider this: how long could you remain anonymous? Eventually, something would leak. A camera in a hidden location, a quiet observer that you didn't catch or a dedicated fan who's devotion is just a tad over the top. You were already a big deal in the states when we were on the road trip. Remember that TV show they were shooting of your alien forms?"

"Yeah. That was cool until one of the actors went nuts." Ben couldn't remember much about that adventure, only that a studio was using his vigilante fame for profit.

"Yes, that one. If you continued on the path of vigilantism, you would eventually get caught, in one form or another. The backlash from that would be quite significant. Vigilantes are already considered villains in our society, which is what you would be labeled as. No matter your intentions, the fact that you willingly and consistently broke the law would cast you in an unfavorable light. Now, I'm not saying that this publicity is good for you, because it will not be. You are different, unique, and news stations love that. You will be discussed and anything remotely controversial about you or your actions will be torn apart. What I am saying is that at least this way you can unveil yourself on your own terms. Instead of a potentially dangerous vigilante, you emerge alongside a class at UA, a prestigious hero school. You can show the world who you are and what you stand for. That is what I think." Making a turn, the car finally pulled up to a small alcove near the back of the stadium. Turning off the engine, Grandpa Max finally turned to look Ben straight in the eye.

"Show Japan what us Tennysons can really do. I'll be in the stands, cheering you on every step of the way."

"Heh." Ben shook his head, feeling the pool of nervousness that chilled his body recede once again. Instead, the warmth of confidence and purpose filled him. Swiveling his body, Ben opened his car door and made to exit, but made sure to turn back to respond.

"I'm gonna win this Grandpa. I promise you that."

"Haha! I'll hold you to that promise! Now go get 'em champ!"

Ben pushed himself out of the car and shut the door behind him. Waving goodbye as the car pulled out and drove off to the designated parking areas. Taking a deep breath and exhaling, Ben turned around and marched towards the small gathering of fellow 1-A students. Several turned around, waving their hands as he approached.

"Good to see you Tennyson!" Sero was the first to speak up, his easy-going smile and relaxed posture ever consistent, even if the Festival was just hours away.

"Good to see you too." Ben responded with a nod. A quick glance around revealed that Ben was among the last half of the class to arrive, with most of the class mingling around, conversing between themselves. The sound of a new vehicle approaching drew the attention away from Ben as the class turned their heads to see what was pulling in. And then their jaws dropped.

"Woah." Ben did not expect a pristine limousine to pull up expertly in the thin semi-circle drop off point. It's sleek black paint job and dressed driver made it appear a cut above the rest of the family cars that dropped off the majority of the students. And departing from a vertically-lifting door was none other than Yaoyorozu, being assisted down by another well-dressed woman from within the limo. "Man, talk about arriving in style? She got a rich uncle or something?"

"Wait, you don't know Tennyson?" Shoji looked down at Ben emotionless, but his tone indicated surprise.

"Ok, let's not repeat the Sports Festival fiasco from 2 weeks ago. I obviously do not know. So just tell me what I'm missing here!" Ben huffed, feeling annoyance bubble up from inside him.

"Yaoyorozu is the heiress to one of, if not the most, influential companies in all of Japan. They handle almost everything in terms of the japanese market, from importing materials to producing goods in factories. They are integral to Japan's place in the international market. Even if you are not Japanese, I would think that you would know as you are from a first world country." Jiro walked up, spinning her ear jack in a hand and raising an eyebrow.

"Well I'm no economist, so how would I know?" Ben shrugged, appearing nonchalant on the outside, but thinking rapidly on the inside. 'So that's why she was so suspicious of my phone! In a company like that, she probably has access to or been exposed to all conventional building materials! Man, how do I move from here? Just avoid her?'

Sero sighed and raised his arms to shrug. "Well, if Tennyson hasn't heard of her, he hasn't heard of her. What we need to focus on is-"

"Everyone is here." Aizawa's voice rang out, soft in volume but absolute in authority. Immediately, all chatting ceased as class 1-A stopped what they were doing and gathered in front of their teacher who had appeared out of thin air.

"For security reasons, every participating class of this year's Sports Festival will go through some basic security checks. I don't want to hear any complaints." Aizawa then pointed to where a bunch of UA staff were gathering, just a few meters away from where they currently were located. "Boys to the left and girls to the right. Go."

The students went immediately, separating themselves into 2 groups and approaching the staff. Ben recognized his teachers, like Cementoss, and the wolf guy who proctored his entrance test. Aizawa followed close behind the boys and worked alongside the other members, soon motioning Ben to come to him. Ben walked forward and threw his hands out to the side. Aizawa proceeded to pat him down, freezing when he felt two odd-shaped lumps in his pants pocket.

"What's in the pocket?" Ben carefully drew out his granola bar and water bottle.

"Grandpa gave them to me in case of a dely. Just a little snack."

"Smart, but ultimately unnecessary. We provide provisions in your waiting room. But, for security's sake, I need to take them." Ben handed them over without a second thought. It was just a bar and a small bottle. Not a big weight on his shoulders.

Moving to the growing mass of finished students, Ben waited patiently as the rest of his classmates went through, with various food items and liquids being taken. Apparently it was because of a security protocol involving quirks affecting food or liquids. Nothing major happened until Aizawa fished out his phone during his pat down of Bakugo, who groaned at the pause of his security check. Then Aizawa stiffened, catching the attention of everyone in the vicinity. He hung up his call, and looked over to the girl's side.

"Midnight." The pro hero in question perked up at her name. "Mic says a strange humanoid is approaching this position. Masked, some sort of protective suit. Larger than average, intentions unknown." Aizawa threw his mass of bandages off his face, revealing that his goggles were already on. The heroes were combat ready, truly on guard at all times.

"Someone's coming?" Hagakure asked nervously as Midnight strode past their group to meet up with their teacher, her usual flirty demeanor gone. It was replaced by cold hard professionalism.

"It couldn't be a villain, could it? This early?" Midoriya's nervousness was skyrocketing, and was starting to influence those around him.

"I'm sure it is just a misunderstanding!" Ida spoke with as much authority as he could muster. "The security for today's event is top notch, no villain would be foolish enough to attack today!"

"Ida's right. Have faith in UA's ability to- oh my." Yaoyorozu started to back up Ida, only for her eyes to widen, her body to stiffen and her hand to cover her mouth. Seeing this reaction, the rest of the class spun around, alert and ready. What they saw was very, very intimidating.

They saw their teachers standing in the way of a hulking figure, slowly walking towards the two heroes who stood side-by-side, unmoving in the face of such an intimidating person. The figure was humanoid in shape, but incredibly bulky and covered in a suit of some sort, which was made of both sleek material and light-reflecting metal. The body was composed of a shiny light grey metal, broken up by areas of dark non-reflective blacks. The arms and circles on the legs were made of this black material, as well as the helmet that stretched down all the way to the waist. The helmet was smooth, with green stripes going from one shoulder to the other, across the top of the head. A small green triangle was placed in the middle of where the face would be looking forward. It was exactly like...!

"Tetrax?" Ben blurted out, causing his classmates to turn to him in confusion. Midnight and Eraserhead also turned around, confusion written on their faces as well. Ben jogged forward, ignoring the flabbergasted comments of his class as he moved towards his teachers to approach Tetrax. His actions earned him a look of further confusion by Midnight, a glare from Eraserhead.

"Ben." A clear voice cut through the confusion and Midnight and Eraserhead spun their heads around to see the figure had stopped moving. "It is good to see you again."

"What are you doing here?" Ben cut right to the chase, trying to ignore the stares from both classmates and teacher. He could feel the weight of their stares, their silent demands for answers.

"I've got a better question: who are you?" Growled out Aizawa. Both he and Midnight may have looked away from Tetrax, but their stances indicated that they were still interpreting the new figure as a threat. Ben knew he had to change that.

"Oh- waitwaitwait!" Ben frantically waved his hands around as he tried to position himself between Tetrax and the teachers. "This is Tetrax! Tetrax, uhhh..., he's my..."

"Tetrax Shard. Close friend of his grandfather and a supportive figure for Ben in his youth. I assisted him in managing his quirk when it first presented itself." Ben was not expecting such a practiced response from Tetrax. Ben also didn't expect Tetrax to lie straight to the face of a figure of authority. Although, Tetrax wasn't lying too much about the mentoring part, even if it was just a few words of advice a year and a half ago.

"I apologize for the confusion, but I was not familiar with the Festival grounds, so I had to make do. I have something from the principal that should clear said confusion..." Tetrax reached into one of his massive bags attached to his suit, rummaging to find something.

"Typical Nezu. Always keeping his staff in the dark. Would it kill him to tell us who he lets onto school grounds?" Midnight crossed her arms in frustration.

Soon Tetrax brought out a small laminated card with some text that Ben couldn't decipher from his perspective and handed it over to Aizawa. Snatching it from Tetrax's hand none-too-gently, Aizawa held the card close to his face, examining every inch. After an intense thirty seconds, he held it back out for Tetrax to take, and turned to face Midnight.

"It's legit. He's cleared." Ben sighed in relief at those words. Safe!

Then Aizawa's glare returned at full force and Ben stifled a moan of despair.

"Now, what's with the suit? Hiding anything under there?" Aizawa did not bother hiding his suspicious tone.

"Actually, I am." Tetrax's simple response caught everyone off guard. Ben's eyes widened as he saw Tetrax's massive frame bend over into a simple bow to his teachers, who were also caught off guard.

"Forgive me, but the suit must stay on. My quirk... is not elegant. It affects my entire body and attracts unwanted attention and speculation. I understand that the suit makes me appear dangerous and suspicious, but it is the only way for me to travel at all. Suspicion is fine, eventually it can be worked out. When I do not have my suit, however, I am treated with outright hostility. That is something that will cause irreversible damage. Better to endure scrutiny than to be attacked on sight by your security."

"O-oh." Midnight fidgeted awkwardly. "That-that is understandable."

"It is." Aizawa gave a curt nod, his glare still on Tetrax but it was less severe. "But I will not apologize for acting in defense of our students."

"You need not to. You were only doing your job. Which brings me to the topic of my original intention." Tetrax turned to the waiting Ben. "Could I speak to Ben in private? It will not take long, and we will not move from this position. I will remain in full view of both of you and inform you when I am done."

Aizawa slid a hand over his face, grumbling to himself. "Fine. Make it quick. Let's finish checking the rest of the students Midnight."

And just like that, they left Ben and Tetrax alone. Ben could still feel the eyes of his teachers and classmates on him. Shaking himself, Ben raised his head. "So, mind telling me what that was all about? How'd you get in contact with my principal?"

"Nezu is working with the Plumbers to monitor incoming and outgoing galactic traffic. He's the one who let me in and informed me where I could find you as well as giving me a pass. Also he's the one who told me what to say if I was approached. I don't really know the meaning of the words I just said, but they had the desired effect."

"Figures. Also, how do you know japanese? You barely knew english."

"Due to my client, I got access to one of those handy Plumber translators." Tetrax tapped his faceplate. "I got it attached to the inside of my helmet."

"Plumbers? So that means you're not looking for me, but rather for grandpa."

"Correct. I am delivering a message from Azmuth himself. It is urgent that it reaches him."

"A private message?" Ben smacked his forehead. "Don't you guys have, like, super advanced alien tele-communicators? What's the point of all that tech if you're not going to use it? Why send something in person?"

"Because messaging formats like that can be hacked, or overheard by an unwanted pair of ears. What I carry contains information that could potentially shatter the fragile peace that our galaxies have enjoyed for the past year." Tetrax's tone did not change, even with a bombshell like that.

"Jeez, it never ends does it?" Ben ran his hand from his forehead to comb through his hair. "What does it say?"

"I can not tell you. Only planetary governments and individuals of particular importance can know." Tetrax replied.

"Yikes. Well, if that's the case then I won't hold you back any longer." Ben moved his hand to point at the Omnitrix. "Grandpa should have his badge on him. Can you locate him through that?"

Tetrax nodded and pressed a finger to his helmet. After a second, he removed the finger. "I have his location. I will locate him. Excuse me!" In a sudden increase in volume, Tetrax called out to Eraserhead and Midnight, who whipped their heads around. "Our talk has concluded, and I am taking my leave. Good day."

Tetrax strode off and Ben walked back to join the crowd of 1-A, who were all done at this point. Before they could talk, Aizawa snapped his fingers, startling everyone into attention.

"Alright, the rest of the staff have places to be and things to do, so listen up. Go along this" Aizawa pointed to a pathway leading into the stadium's side. "Walkway and eventually you'll find two changing rooms. Inside there will be your uniforms for the day, individually packed and labeled. They were tailor made for this event, with the knowledge that you will be engaged in potentially dangerous activity. Don't be afraid to get them dirty, they will be tossed after today anyways. Go out the exit on the other side to enter your waiting room. Leave any personal belongings like your uniforms and phones in the lockers in that room. Then you will wait until it is time for the Festival to start. Snacks and water bottles will be provided. Any questions?" There were none.

"Get going and good luck." With those last words, the UA staff dispersed to take care of their assigned duties for the day. Aizawa began re-wrapping his bandages around his head while walking alongside Midnight to the stadium's main entrance. Soon class 1-A was left alone.

Ida took the lead, jogging down the path while waving his arm while the rest of the class followed suit. They made it to the changing rooms, where there was a simple foldable table in the center with 20 neatly folded UA gym uniforms. Ida took this in stride, forming them into a line as he handed out the individual packets. After receiving his, Ben moved into some open space, changed quickly and exited the other side of the changing room. The waiting room was the standard locker room for the stadium's sports teams, and was temporarily furnished to be used as the 1-A waiting room. More small foldable tables were set up with chairs propped up all around them. Various bars, fruits and bottles were spread on the tables. Ben quickly moved to claim a locker for himself, attempting to fold his uniform before putting it inside alongside his phone. After shutting it, Ben slid into a nearby seat and eyed the bars before him.

"So Benny-boy!" Ben looked to his left to see Ashido bounce into another seat at the table. "Who was that mysterious figure from before? Tetaxe?"

"Tetrax." Ben corrected. "And he's just a friend. A friend of my grandpa's. That's all."

"Really? Then why wasn't he with the rest of the people getting seats? Family members do get guaranteed seating if they want to come, but they have to go through the same entrance as everyone else. Why was he already here?" Ashido's voice was attracting attention and more people were drifting to their table.

"How should I know? I didn't even think he would show up. He doesn't really like people." Ben protested.

"I dunno man. That suit he was wearing was pretty hardcore. Looked like nothing I've ever seen. Is he a hero?" Kaminari dropped into a chair on Ben's right before leaning forward on his elbow.

"No, he's not." Ben then remembered the lie Tetrax was told to say, and figured he may as well work off of that. "It's his quirk. It's not really... easy to look at. Or accept. So he wears that suit all the time. Actually, I have never seen him without it on." That part was true.

"How terrifying must one's quirk be for them to willingly sacrifice themselves into a bastille of self-imprisonment?" Muttered Tokoyami, who was leaning against one of the lockers.

"Indeed. And I thought we had it bad." Shoji agreed, while lifting one of his arms to touch the mask he always wore. "A few snide comments here and there, but at least we can wear normal clothes."

"Yeah. Tetrax has been through a lot." Ben let his eyes wander up, to where he could hear the footsteps of hundreds of thousands of people navigating the stands. 'I wonder what he's talking to grandpa about?'

Stadium spectator's seating-

"Oh, imagawayaki! I'll take two." Max cheerfully told the vendor, who happily took his offered money and handed over two warm bean-paste stuffed cakes. A swift exchange of pleasantries and Max was on his way, treats in hand.

'It's not good to be eating sweets at this time, especially at my age, but what's one day going to do?' Max was in a good mood. His Plumber branch was doing well, his grandson held newfound confidence to put himself into the public's eye and he had delicious food. What more could he ask for? Well, maybe if he could find some more exotic street food, that would make his day just a little better.

'Oh?' Max turned as he heard gasps from the people behind him. Max let his Plumber training take hold as he stopped walking. Judging from the crowd's reactions, there definitely was someone who stood out and making his way towards his direction. While a villain would be a logical guess, if it truly was one, they would not attack in an area so heavily populated. They would be set upon in seconds. Someone with a villainous appearance, but no bad intentions? Possibly. However, few fit that description. Those who did usually fell into Max's line of work. An extraterrestrial? Max heard the crowd parting right behind him, and then the thumping of heavy footsteps followed. Max turned around, stone faced.

Then his face broke into a smile.

"Tetrax! I wasn't expecting you! How have you been?" Max made it his priority number one to calm the civilians around them. Tetrax's massive size and imposing suit obviously scared them, and the news of the attack on the USJ meant that UA's security was under scrutiny. If people weren't put on edge from the news, the high level of police and heroes would. He needed to get people to believe that Tetrax posed no threat. If Max knew anything about the Petrosapien, he wasn't a threat. At least, Max hoped the mercenary wasn't.

"Max." Tetrax came to a stop in front of the unassuming grandfather. The murmurs of the crowd around them were getting louder. Max had to move to a more discreet location.

"Come, let's talk in the stands! Family of participating UA students get good seats, you know." This roughly translates to: 'not here, not now.' Thankfully Tetrax is perceptive and took the hint, nodding and following Max out of the crowd. They could feel the stares and hear the murmuring, but there was no panic and no one calling for security or heroes. That crisis was averted. The pair silently made their way to the private family seating area, where Max went up to a quiet corner, far away from the other families that also came early. The two sat down, Max eating his imagawayaki and Tetrax fishing out a strange looking box.

"This is a message from Azmuth, and he wants you to share what is within with the other Plumber Magisters on Earth." Max wiped his greasy fingers with a napkin before gently taking the black cube from Tetrax, gently holding it in his palm. He raised his left hand and was centimeters from touching it before he paused. Tetrax then watched, bewildered as Max then opened his fanny pack and deposited the cube inside and then zipped the pack up. Tetrax's gaze darted from the pack to Max to the pack again as the Plumber squirted out some hand sanitizer to get rid of the last bits of grease.

"I don't understand Max, the information in that cube is vital! My entire mission is to make sure you receive and read the contents!"

"This is an important day for my grandson Tetrax." Max replied calmly, arching his back to work out some soreness. "I understand that you mean well and I also fully understand that what is in that cube is extremely important. It is that trust in you that leads me to believe that what is in the tesseract will command my full attention. I would not be able to enjoy the festivities today if I were to enter my work mindset. This is a precious event, one of the last ones that Ben will be able to enjoy to its fullest."

"Indeed." Tetrax sighed, resting his back against his seat, the furniture groaning under his weight. "I am amazed he still has such a positive outlook on life at all, considering what he has gone through. I thought that telling him the truth about the Omnitrix self-destruct detonation would break him. Yet, he pulled through, despite my doubts. However, that will not be the last test the universe will throw at him. And if he is truly set on joining intergalactic law enforcement, he will see much, much worse."

Max nodded. "So you understand. Do not worry, I will personally gather the other Plumber Magisters to read whatever is in the tesseract. But not now. Right now, I intend to watch and enjoy myself. This is the first time Ben is using the Omnitrix in public, you know. He isn't used to dealing with people."

Tetrax snorted. "Don't get me started on public appearances. I always hated dealing with people. That's why I always do missions alone. Less drama that way."

"Well, this is the first step of many. I just hope that Ben doesn't seriously hurt any of the other kids. He's got excellent control, but-"

"What?" Tetrax suddenly yelled out, startling the others in their vicinity.

"Tetrax!" Max hissed, looking around. He laughed nervously while waving off concerned glances shot their way. Looking back up at the faceplate, staring him down, Max tightened his tone. "Don't go about yelling! You draw enough attention as is, we don't need any more!"

"I thought that this was a military demonstration of some kind!" Tetrax's voice was still laced with disbelief, but he did lower his volume. "What do you mean about 'other kids?' Is Ben really going to be fighting other human children?"

"This is a Sports Festival Tetrax. It's where the young humans who are training to become heroes participate in events to demonstrate their worth. To show that they have what it takes to be the next generation of peacekeepers. And what's so bad about Ben participating? He is a child after all, even by Petrosapien age standards." Max tried to explain, but from the way Tetrax was shaking his head, it still wasn't making sense.

"Not really any Petrosapians left to set a standard anymore. But back on topic." Tetrax nursed his head in his hands. Or, his helmet in his gloved hands. "So let me get this straight. This is a festival dedicated to young humans showing their power, yes?"

"That would be simplifying things, but yes."

"And alongside those young humans, Ben Tennyson will be competing. With no handicap."

"Not as far as I know."

"Ben Tennyson. The wearer of the only piece of level 20 technology in the known universe. Who has gone above and beyond, mastering a multitude of alien species and their completely unique abilities in the span of three earth months. A feat that would have taken others years of dedicated training."

"Yes?"

"Ben Tennyson, who has fought Vilgax, a literal world-conquering warlord who brought the galactic government to their knees. And won. That Ben?"

"Tetrax, what are you getting at?"

"What I am getting at is this festival is over before it even begins!" Tetrax looked up to sweep his hand across the stadium before them. "Ben is a seasoned fighter, who has been bled. From his time adventuring across Earth, to his three days with me in space, Ben has bled out his naivete and seen reality. That the people he knows and loves will get hurt. That death is a possibility every time he hits the battlefield. No other child will have that level of experience, no matter what they went through on this planet. Not to mention that none of your species' quirks are a match for the Omnitrix. Even if one of these children's quirks can match one species in power, there is no conceivable way they can match every species Ben has access to."

"I wouldn't be so sure about that Tetrax. I think that some of the kids here today can really push Ben." Max hummed as he unfolded a schedule of the day's events.

"So be it." Growed Tetrax as he crossed his arms, staring intently at the field in the stadium's center.

"Wait, you're not leaving? I thought your mission was to get the message tesseract to me, nothing more?" Max questioned.

"This is no longer about the mission. If you are so sure about Ben's performance today being nothing less than at the top of these children, then I must see this for myself. Perhaps I was wrong about my judgement of him."

1-A Waiting Room-

'Probably space taxes or something boring like that.' Ben shrugged his shoulders as he drank some water. The rest of his class had finished changing and were mingling about in the waning room. Some folded their clothes to put into a locker, others were talking while sitting at the set up tables and the rest were working out their stress. Everyone was clad in the simple UA gym uniform, something several of them were not happy about.

"Why do we have to wear these boring old things?" Ashido whined, pulling at her sleeve. "We have our costumes, don't we? Isn't this, like, the perfect time to use them?"

"Probably to equal the playing field as much as possible. Gen Ed and some support course students are participating as well right? Hero course costumes would give us an unfair advantage." Sero reasoned.

"Yeah, can you imagine what it would be like if a gen ed student ran into something as intricate as Ida's? Or Bakugo with his gauntlets fully loaded? They'd have to scrape the bodies off the floor." Snorted Kaminari, who yelped in pain as Jiro jabbed at his neck with her ear jack.

"Speak for yourself. Didn't you file a request for a support item to help control and direct your electricity after our first heroics lesson?"

"Hey, Power Loader said it wouldn't even be processed until after the Festival, so I wouldn't have gotten it today. And didn't your costume have speakers in those boots to amplify your sound waves?" Jiro blushed a little and looked away, saying nothing.

"I don't think it has anything to do with that at all. I think it is to represent our school's unity. All students, regardless of size, quirk or class, wearing the same navy blue." Ojiro offered. "That's what they do at martial arts competitions I've been to. Everyone from a school wears the same colored gi."

"Careful Ojiro, don't let Bakugo hear you talk about equality. He might think you're looking down on him." Ben furrowed his eyebrows, puffed out his chest and stared down Ojiro, who was covering his mouth and trying to stifle his giggles. "'You looking down on me, extra?'"

That got him some genuine laughter from the table, and Ben was happy to see some of the tension lifted. People were getting a little too worked up for his taste. In his eyes, a festival should be enjoyed! That line of thought probably stemmed from the lack of festival-based competitions in the american education system. It was probably a good thing that Ben didn't focus on the corner of his vision, where a spiky haired blonde stiffened in his seat, hands popping with explosions fueled by anger. Bakugo didn't make a move though. There would be a time and place for expressing his emotions, with time being in a couple minutes and place being the center stage.

A hand poked Ben's shoulder, bringing his attention to the floating uniform hanging out behind his shoulder. "What's up Hagakure?"

"Heya Tennyson! Err, look, I don't want to make assumptions on what goes on in your life, or how you interact with our class when I can't see you, but could you tell me something?" Hagakure leaned in closer, if the increase in her volume was anything to go by. "Why is Todoroki glaring at you like you killed his dog?"

"Oh, so other people are noticing huh?" Ben got used to Todoroki's glares over the past two weeks of preparation. Todoroki never had any other expression on his face when Ben was in the same room as him, so that just became the default. Where it once unnerved Ben to no end, now it was just something that happened. "If I'm being honest? No clue. The dude just decided to hate me from day one. Tried talking to him about it once, but it was like talking to a statue."

"It's really weird." The rest of the table awkwardly shifted around, as they too noticed the icy glare emanating from the teen who stood alone against one of the walls. "Is there really nothing between you two? Any bad blood? If you're willing to share, that is."

"He must be jealous of my incredibly good looks. I know I would be." Ben made a show of brushing his hand through his hair, flicking his head back as he did. "But seriously, I have no idea what's wrong with the guy."

"It's not like Todoroki is a social butterfly. Or social at all for that matter. I haven't seen him talk to anyone but our teachers, and even then that's when he's called on." Sato pointed out as he unwrapped a chocolate chip granola bar.

"Still, it's almost like he's trying to say something. He may just struggle with words." Shoji pondered. He looked like he wanted to say more, but an announcement from the class president cut him off.

"Is everyone ready? We are set to walk out in a few minutes! Finish whatever preparations you have!" Ida called out, arms pumping like pistons, his eyes combing the class to ensure their readiness. Almost like that was a signal, Todoroki pushed himself off the wall he was leaning on and started walking towards Ben's table.

"He's coming here." Hagakure spoke nervously, her gaze darting between the approaching teen and the table she was at. "Should we move?"

"No way, I wanna have a front row seat on the drama that's about to unfold!" Ashido spun her chair around so that she could lean her chest against the backrest. The rest of the table froze as Todoroki walked up to Ben's chair and stood behind him, looking down at Ben's back with an unreadable expression on his face. Ben, on the other hand, didn't move to acknowledge the new presence.

The stand-off garnered the attention of the rest of the room, and conversations dwindled down as more and more 1-A students stared at the sight of Todoroki loomed over Ben, who did nothing in spite of the smothering pressure.

Moments passed as the two made no movements. Then, Ben spoke.

"Is he gone?" Ben peered up to look at Shoji, he shook one of his mouth dupli-arms in negation.

"Is he doing anything?" Once again Shoji shook his arm. Ben then gasped with realization.

"Maybe his vision is based on movement! If I stay still, maybe he'll go away!" Some sniggers echoed around the room, but then the temperature notably decreased. The laughter stopped cold. Todoroki was pissed.

"Tennyson." Todoroki's voice was as cold as the ice he could produce. That tone told Ben that the teen was in no mood to play games. Ben sighed as he pushed out his chair and stood up. Might as well get this confrontation over with. Turning around, Ben neutralized his expression and looked up into Todoroki's eyes, matching his cold stare with one of his own. Ben's green eyes bore into Todoroki's heterochromatic ones.

"Well? Are you going to say anything? Or are you just going to stand there, staring into my eyes?" That was not the right thing to say, and Todoroki narrowed his eyes in anger.

"Is this just a big joke to you?" He demanded.

"Well, no, it's not. Just because I have a sense of humor doesn't mean I'm not taking this any less seriously than anyone else. It just means I'm not going to let the stress get to me." Ben cocked his head, keeping his voice neutral and tried not to give away his emotions.

Todoroki took several breaths to collect himself. "I have no idea of who you are and to what extent your quirk goes. But from what you showed, from the entrance exam to the USJ, it is clear that you are the strongest in our class. Maybe even one of the strongest students to ever enroll at UA. From an objective standpoint, you are the strongest, and most people are willing to accept that. But know this." Todoroki's eyes burned with conviction.

"I will beat you today. I will show that I am superior, and that despite your powers you are nothing but a child-sized stepping stone in my path. This is a declaration of war, and today you will see that-"

"Shut up." Todoroki's mouth froze, his eyes following Ben as the smaller boy walked right up to him. He had never heard this tone from the american before. No one had. The room went silent as Ben stood defiantly in front of the taller boy.

"First of all, stop trying to act cool. 'Declaration of war?' I expected that out of that purple-haired jerk from gen ed, not you. Let Tokoyami be the class edge lord, he at least makes it work." Ben ignored the indignant squawk from behind him.

"Second, don't call me a stepping stone. No one calls me a stepping stone. I know I could have been more friendly, but if these are going to be the first words you speak to me, then I can't bring myself to care. If you think you can handle me after all that you've seen me do, that's fine. I can't stop you from imagining what you can and can not do. But if you think for a moment that I'm going to let some broody, angsty teen intimidate me, you are sorely mistaken." The room was reaching an alarming amount of tension as Ben and Todoroki glared furiously at each other, jaws set and fists clenched.

"Hey guys, let's not rile each other up!" Kirishima laughed nervously as he put a hand on Todoroki's shoulder. "Save it for the events, yeah?"

"Come on, can't we try to be friends?" Midoriya nervously shifted around from his spot on Ben's right side. "I mean, we are all going to be heroes right? And heroes work together!"

Todoroki flung his shoulder forward to rid himself of Kirishima's hand. "I'm not here to be nice or make friends. I'm here to prove myself. You won't win the Sports Festival by making friends, you'll win by being the strongest. And I don't really want to hear anything from you." Todoroki's glare moved from Ben to Midoriya, who froze like a deer in headlights.

"You may be the most inconsistent member of the class Midoriya, but you've somehow caught All Might's attention." Todoroki rolled his eyes as Midoriya froze in shock after hearing what was common news at this point. "We've all seen how he looks at you, favors you. He doesn't pull any of us aside for a private lunch conversation, not even Tennyson. Deny it all you want, but for anyone with a brain, the connection between your quirks is obvious. No other quirk with such raw physical power exists. So let's see if that favoritism lets you get something more than last place. Aizawa-sensei isn't able to cover your blunders this time"

BERRRRRTZ!

A jarring noise broke the tension in the room as people cried out at the sudden intrusion of sound. Ida was the first to recover, and he rocket to attention, walking to the door and flinging it open. Holding it, he swept a hand so that it pointed to the right of the door's exit.

"That is our cue class 1-A! Let's move, it is time!"

1-A poured out the door, faces set with grim determination. Not a soul said a word as the class marched together down a dim tunnel. They could see the exit in front of them, a wall of pure light from the stadium's abundance of cameras and spotlights. The noise of the crowd was reaching unprecedented levels, as those in the class with quirks enhancing hearing grimace as the noise grew louder still. Even so, the students pushed onwards, breaking through the tunnel and emerging on the other side.

The true majesty of the UA Sports Festival hit them like a freight train.

"WELCOME TO THE UA SPORTS FESTIVAL! WHERE OUR LITTLE HERO HOPEFULS BATTLE IT OUT TO SEE WHO STANDS ON TOP! I AM PRESENT MIC, WHO HAS CASTED THIS YEARLY FESTIVAL 10 YEARS IN A ROW! I AM JOINED BY MY BEST BUD ERASERHEAD, HOW YOU DOIN' THIS FINE MORNING?"

"So loud..." Aizawa groaned, rubbing his ears through his bandages. This was going to be hell. And he had to do this for two more days? It wasn't even a minute into the first-years and he was already drained.

"GREAT TO HEAR THAT BUDDY! LOOK ALIVE FOLKS, CAUSE THE FIRST-YEARS ARE WALKING OUT!" Peering out of the announcer's booth, Present Mic had a good aerial view of the 8 tunnel exits out of which students were marching out of. "I THINK I KNOW WHERE EVERYONE IS LOOKIN'! THE CLASS THAT ENDURED A VILLAIN ATTACK ONLY DAYS AGO, IT. IS. CLASS. ONE. AAAAAAA!"

The crowd gave a momentous response as the front-runners of the class entered the stadium. It was like walking through a barrier of light and sound. Even those with the toughest nerves shook as hundreds of thousands in the stadium eagerly stared at the class that survived the USJ. Then there were the millions watching the broadcasts live. Even Bakugo was seen taking a deeper than usual breath to steal his nerves once more, although he'd never admit to any form of weakness.

"W-wow. T-t-that is a lot of people." Midoriya rested a shaky arm across his chest to steady his body. He tore his eyes away from the stands, knowing if he continued his nerves would fail him.

"Heroes must often work under the watchful eyes of the public." Ida mused, pushing his glasses up. "Yet another realistic training method by UA. If we can not handle being watched here, then we will certainly fail in the field."

"ON THEIR LEFT IS THE SECOND HEROIC DEPARTMENT CLASS, 1-B! THEY MAY NOT HAVE THE SPOTLIGHT ON THEM TODAY, BUT THEY'RE HUNGRY FOR ACTION! OVER ON THE RIGHT, THE GENERAL EDUCATION DEPARTMENT CLASSES C, D AND E! NEVER UNDERESTIMATE WHAT AN UNDERDOG CAN DO, ESPECIALLY TODAY! AND FINALLY, ON THE LEFT, CLASSES F, G AND H FROM OUR VERY OWN DEPARTMENT OF SUPPORT!"

Many from the other classes and courses were not as happy with their introduction. Ben watched as the purple-haired guy from gen ed complained to his classmates, something about their presence being more to uplift the hero course students than to empower the gen ed students. He also caught glimpses of his friends from 1-B, who had mixed emotions. Kendo and Shoda had relaxed expressions, but Ben could see Shoda tightly gripping his left wrist with his right hand, obviously stressed. Tetsutetsu had a fierce grimace on his face, walking beside that loud blonde who made those statements in the hall. Monoma, Ben thought his name was?

CRACK!

The loud echoing of a whip brought everyone's attention to the center stage, where the first-year students gathered in front of. A singular figure stood atop the stage, her hip jutting out with her left fist propped against her side. In her right hand was a whip, which she flicked once more with an expert's hand, sending another crack rippling through the stadium. A skintight bodysuit let little to the imagination, and what little was covered was imagined in the minds of the hormonal teenage boys in the student mass. And for most of the men in the crowd in general.

"That is enough!" Midnight announced, waggling her whip in an outstretched hand. Now that the mutterings of the students had ceased, Midnight turned her attention to the rest of the crowd, her words amplified by the microphone she wore on her ear. "I am Midnight, and I am overseeing as the chief referee for the freshmen stage today!" The crowd had a lot of positive reactions to this.

"Check it out, Midnight's wearing her hero costume!"

"Do the kids get to see her like that everyday? Lucky twerps."

But some were not as happy with this revelation.

"Out of all the heroes at UA's disposal, they selected the '18+ heroine' to referee the first years?" Max was disappointed. "I really wish they'd realize that they are as much a high school as they are a heroic institution. Back in my day, this would never have gone through."

"What's the problem?" Tetrax's gaze darted back and forth, intrigued by the variations of responses the crowd was giving. "Is there something wrong with the designated referee?"

"You could say that. That woman is a great hero, no questions there. What I am concerned about is her attire and demeanor. I don't believe she is acting the way someone at her station should at this given moment." Max pursed his lips in disapproval.

"So this is what humans find attractive..." Tetrax leaned forward to get a better look at Midnight. "Tight clothing along with that body profile? Surprising."

"Surprising? In what way?" Max asked, intrigued.

"Well, I guess I'm just surprised that humans generally lust for a softer look, especially considering your general 'hero' culture. This Midnight lady looks like she'd crumple in one good punch. No defensive armor, no edges, just very vulnerable all around. But, if that's what humans want." Tetrax shrugged his broad shoulders.

"Oh? Then if you would Tetrax, enlighten me to what a Petrosapien would 'lust' over." Max said, only half-joking.

Tetrax took it as a genuine question, so he chose to give a genuine response. "No need to tell you. If you want to know, just look at that gentleman over there."

Max followed Tetrax's finger as best he could, and his eyebrow raised in disbelief. "That is the hero Cementoss."

"Yes, and what a fine figure he has." Tetrax sighed in what Max perceived as... jealousy? "Such smooth surfaces, yet with a cut that matches crystal! Perfect symmetry! A body that screams unbreakable, yet moves with such fluidity! He carries himself with such confidence and grace! He wouldn't be left alone for a moment on Petropia." Tetrax lost himself in thoughts of his home planet, much to Max's amusement.

'Well I guess every species has their own version of beauty. I know I found mine.' Max let Tetrax daydream as he focused on the small brown-haired figure he singled-out of the crowd.

All the while Midnight was speaking, now directing her attention down at hundreds of students gathered before her. "Before we continue to the event itself, we will have the representative of the first-years give a few words of encouragement! The representative of this year comes from hero class A, and was among the top 10 scorers of the entrance exam. Please welcome Bakugo Katsuki!"

As the students searched amongst themselves for this student, class 1-A sweatdropped. This did not bode well.

"Bakugo is the representative?" Aw crap." Sato threw his head back with a grimace as the boy in question walked forward. "Why was he chosen of all people?"

Yaoyorozu put a finger on her lip. "That is a good question. If my memory is correct, the freshman representative is the one who scores first on the entrance exam. However, Bakugo only scored second. The only person who scored higher was..." Ben whistled innocently as everyone in earshot of Yaoyorozu, including her, turned to him with eyebrows raised.

"Shouldn't Tennyson be the guy giving the speech?" Leave it to Kaminari to state the obvious.

"Well, if you all must know, I was originally chosen. I was called in to talk with the principal about it before the school year officially began." Ben remembered that day well. It's not everyday that you meet someone that also shares knowledge of alien life.

"And?" Yaoyorozu gestured for him to continue.

"Well, we just came to an agreement that I didn't fit the description of 'freshman representative.' I mean, villain attack or not, the representative would speak during one of the most influential yearly events Japan has. It wouldn't look good if an underaged american kid represented the legendary UA. How would you feel if some random foreigner led your nation's best and brightest?" That was Nezu's reasoning. "Also, I didn't really want to do it." And that was Ben's.

"Well, at least you're honest. Surprised you even got a choice." Jiro swung her right leg back and forth, watching as Bakugo reached the front of the crowd. "Still, I'd prefer having you up there rather than Bakugo."

"Have faith in your classmate Jiro! Bakugo may be a crass individual with rough edges, but deep down I know he has a hero's heart, he's in the hero course after all. He may very well surprise us with a speech from the depths of his soul, inspiring us with his confidence!" Surprising everyone, it was Ida who came to Bakugo's defense, arms swinging.

"Wow Ida, I didn't think you of all people would say that, ribbit. Especially considering you suffered from his attitude in the combat trial." Asui said, as blunt as ever. Bakugo was now walking up the steps of the stage.

"It is as Midoriya said in the waiting room: heroes work together. It would not do me any good to harbor a grudge due to the results of one assignment." Ida responded as Bakugo was led to the mic.

"It also helps that our class reputation is at rock bottom at the moment. There is literally nothing Bakugo can say that will harm us any more than what he did that time in the hallway two weeks ago." Everyone groaned and facepalmed.

"Next time, just lead with that dude." Ashido frowned, but said nothing more. Bakugo grabbed everyone's attention by tapping the microphone. Retracting his hand, Bakugo stood slouched, hands in his pockets.

"Sensei, there really was no need for this waste of time." Bakugo drawled, articulating every word. "Because I'm going to place first. There isn't any competition here."

"BOOOOO!"

"I take it back!" Ida cried out, clutching his head amidst the boos and angry retorts from the other classes. "He can drag our class's reputation down even further! He didn't even have to try!"

"Your ass is grass, you class A clown, and class B is the lawnmower!"

"We'll beat you so bad you'll be in the news a second time, sludge sucker!"

Bakugo impressively kept his mask of indifference up. He leaned into the mic, while dragging his thumb across his neck. Ben suddenly saw Bakugo staring him down, isolating him. "I'm sure you all will make-"

Ben knew that the 'you all' in that sentence really stood for 'Ben Tennyson.'

"-great stepping stones for my victory." Bakugo finished with a smirk, his eyes never leaving Ben's. The challenge was very clearly and obviously declared.

'Oh, you little shit.' Ben's whole body was raring to go, transform then and there and let that smug blonde have a piece of him! It was only by biting his lip that Ben managed to control himself, watching Bakugo slide back into the front of 1-A, seemingly ignorant of the boos and glares from either side of him.

"Alright, after those fantastic words from the representative, let us move onto the next order of business! The first event!" Midnight cracked her whip again, silencing the students and bringing the attention back to her. Midnight then moved to the side, allowing the students to clearly see the massive screen built into the stadium. It was massive, taking up space equivalent to two floors of the stadium's bleachers. Those who were not in a position to see the screen could watch a variety of other smaller screens set up around the edges of the stadium to give everyone a good look. The screen had a large list of words, with the one highlighted in the center in a large thick font being 'Preliminary 1.' Two other words were right above and below this one, but much fainter and smaller. They were 'Dodgeball' and 'Flags.' More words were above and below those, but no one was able to make those out.

"Onto the first preliminary event! Only the top 42 students from this event will pass onto round 2! And this year it is...!" The words were suddenly spinning at a rapid speed, with the words blending into a blur of white and black. The stadium was abuzz with excitement, as every set of eyes present gazed expectantly at the screen.

WRRRRRRRRrrrrrr- DING!

"Is this!"

Obstacle Race.

Midnight withdrew his whip hand with flourish. "An Obstacle Race is a simple event that will bring out the competitive spirit in even the most lethargic student! A race around the stadium, with three distinct obstacles to test the students along the way! The finish line will be reentering the area we are in now! Speed and power will be required in spades! But don't forget about each other! Quirks are allowed so be creative! Foul play, of course, will get you disqualified."

"Now with the rules out of the way, get to the starting line!" Midnight pointed to the gap in the stands right below the center of the screen that displayed the event name. A fancy gate disassembled itself as it broke into pieces that folded back into the sides of the stadium. A large black line went through where the gate was, indicating the line students were to line up at. The gate wasn't that large, only allowing ten or so kids to pass through at a time, assuming they were orderly about it. The top of the gate remained, with three large colored circles. The red one on the right was lit up, with an orange next to it, in the middle, and a green one on the very left. Students immediately began jockeying for the positions at the front, with the gen ed students moving with particular desperation. They would need every advantage they could get.

'Time to make a statement.' Ben hung near the center of the crowd, where space was scarce. One would think that the lack of space to maneuver would be detrimental to a serious contender, but Ben wasn't worried. He could have been in the back for all he cared. It wouldn't matter. Ben dialed up the Omnitrix, feeling the popped-up dial. With everyone crammed against one another, this went unnoticed. A couple spins to the left and pushing his right arm out to gain some space, Ben sees the reptilian body of XLR8 . 'Too easy.'

BEEP!

The red circle lost its shine and the middle orange one glowed! Any and all talking and jostling halted as students from all three courses readyed themselves.

Ben hovered his hand over the Omnitrix.

BEEEEEEEEEEEEEP!

The light flashed green!

"LET'S GOOOOOOOOOO!" Present Mic bellowed alongside the gate's blaring beeping.

A dash ensued with every student out for themselves. Kids threw themselves at the gate, attempting to dash through. Unfortunate were the ones of the edge, who found themselves crushed against the horde. Those like Midoriya, realized that his gate was the first test, a mini-obstacle if you will. It didn't matter how good you could do in the obstacle race if you couldn't get a good start at all! At least, that applied to most people. It did not apply to Ben.

Ben was pushed forward along with the crowd, moving only to keep his balance, not really joining the mad rush. Instead, his gaze went down to the watch stuck on his wrist. His hand went high and his wrist was held out firm.

"It's hero time!"

"Whoops!"

Just as Ben's palm touched the cold metal, a sarcastic voice suddenly spoke from behind Ben's left shoulder, surprising him by throwing their shoulder into his left side. The mysterious person threw their greater body weight fully against Ben, knocking him off balance. Unable to hold still, Ben's hand did not make a clean slam onto the Omnitrix as he had hoped. Instead, his left arm was thrown forward as a result of the mysterious assailant and his moving right hand hit the rim of the dial. As the shove sent him forward, Ben instinctively started sticking his hands out to prevent his face from kissing dirt, meaning his hand went slightly forward instead of directly down. This meant that as his hand slid across the dial of the Omnitrix, XLR8 was not selected to transform. The dial moved up, in a clockwise fashion, deselected XLR8. Ben saw the ground rapidly approaching, and knew his arms were going to break his fall. As Ben collapsed, his left arm across his chest, the impact of his body was enough to push down the Omnitrix dial, but an unknown alien was selected!

"Oh, I'm sorry mister first place! I thought you were supposed to represent our year, but I suppose that a child such as you could never- ACK!" Monoma revealed himself to be the mysterious assailant, but was caught off guard by the explosion of green light! Everyone around Ben was too, as hero, support and gen ed students covered their eyes while crying out in alarm. People in the back threw their heads to the side, and those in front stalled for a few moments due to the shock of a green flash appearing in the edge of their vision. As the light faded, those around Ben froze as what was revealed definitely was not at the starting line just a few seconds ago. People gawked, progress stiled and the cameras in the stadium all zoomed in on this new figure.

The figure that pushed itself off the ground was much larger and much less firm than those around it. In fact, the only thing that this thing had in common with the students it was running with was a vague humanoid figure. It had a large center torso with a pair of stocky legs with no visible knees and a long pair of arms. The limbs were strange in that there was no separation of hands and arms with wrists or legs and feet with ankles. It's feet just seemed to be stubby ends of its legs and it's arms split into 4 fingers. But what stood out the most was the coloration. The entire backside of this creature was pure black, with bright geometric green lines resembling circuitry breaking up the black. The head was just a comparatively small nub extending off the main body, with the green stripes not passing the 'neck.' Where one would think the face would be was a green circle. The front of the creature was white, with an Omnitrix nodule in it's chest. The white extended to the inside of the arms and the front of the legs, but was cut off at a V at the collarbone. This was a strange creature, one that no one had ever seen or heard of before! It was!

"Upgrade?" As Ben spoke, the green circle that was his face glowed with his words. Ben stood upright, bringing to bear Upgrade's impressive height surpassing six feet. But Ben wasn't concentrating on that or the stunned faces of the students around him or the roaring of the crowd behind him as his transformation dominated every screen the stadium had. No, he was looking down at his hands, flipping them from their pale white side to their black and green side. If he could show emotions as this alien, it would show immense levels of frustration. "I didn't want you!"

Omnitrix Form #6 - Species: Galvanic Mechamorph, Hero Name: Upgrade

Strengths: A biomechanical alien composed entirely of nanites, Upgrade brings a unique set of powers and abilities to Ben's immense armory. Upgrade's most obvious and powerful ability is his technological possession, which can affect anything big or small. From a motorcycle to a submarine, Ben has explored Upgrade's assimilation abilities and has determined there is almost nothing on Earth and very little in the universe that Upgrade can't control. Not only can Upgrade control such machines, but he can also seemingly 'upgrade' them as well. With the ability to reconfigure the technology at will, Ben can easily turn any unassuming machine into a deadly weapon as he has no limit on what he can do with what he possesses. Upgrade's powers do extend out of technological possession as well. Upgrade's nanite body lets him move like a liquid on demand, allowing Ben to contort his body into unnatural ways to avoid or absorb blows. These nanites also do not require oxygen to breath, which lets Upgrade survive in space. They also give Upgrade surprising strength, endurance and most importantly: regeneration Upgrade is also capable of producing energy blasts out of his head or out of any weapons he creates while manipulating technology. Strange powers, yes, but frighteningly powerful when used right.

Weaknesses: Galvanic Mechamorph abilities are known, and counter-measures to their abilities do exist, but are admittedly very rare. They can not possess living machines with willpower greater than the mechamorph and advanced security systems have contingencies for mechamorph possession. While a nanite body gives Upgrade defense against conventional weapons, it does create other weaknesses as well. Galvanic Mechamorphs are particularly weak to: acid, intense heat, electrical attacks, electromagnetic fields/waves, magnetic fields, and viruses. Head-on combat is also a weakness of mechamorphs despite their enhanced physical abilities and regeneration. General clunkiness and sluggishness means that the attacks of mechamorphs rarely land, are not terribly strong, and their regeneration factor is not absolute. Mechamorphs can be overwhelmed. Their beams also require a technological host to use efficiently, as without one, they drain too much energy to sustain. Upgrade may be a niche transformation, but many of Ben's aliens are. When Upgrade shines, he shines like no one else can in those situations. A pity this was an accident.

It must also be noted that the Omnitrix is unable to house a 'complete/pure' mechamorph. True Galvanic Mechamoprhs retain knowledge of whatever they possess, and can reconfigure themselves to those past technologies at will. Due to the timed nature of the Omnitrix transformations, Ben does not have this ability and is limited to whatever he can get his hands on at the time.

"Damn it!" Ben pushed his new body up and started running, taking long strides. The sea of students parted to let him pass, but if that was out of fear or respect Ben would never know. But that didn't matter right now. What mattered was making the most out of the alien he had. Maybe it was his hearing, but was that Grandpa Max laughing?

"Bwahahahahahah!" Ben couldn't actually hear it, but Max was laughing all right.

"Awhahaha, oh my god! Upgrade! Out of everyone he had, he got perhaps the worst one! Oh my, this is priceless!" Max swept his hand under his eyes to catch the falling tears of laughter.

"I can't believe it." Tetrax was not having as good a time. "That yellow-haired child was radiating such a malicious aura that I felt it from here! And he was right behind Ben! Didn't he hear or notice that boy pushing himself into that particular position? Or was he so full of himself that he thought that he already won? Ben has grown sloppy. If that were a real foe, Ben could have died right there."

"Oh, cheer up Tetrax." Max lifted his arm to pat Tetrax's shoulder. "This is not the first time Ben has not gotten the alien he wanted, and it certainly will not be the last. Let's see how he gets himself out of this pickle, hmm?" A blast of garbled, excited chatter erupted from the speakers. "I think we are about to get some professional commentary as well!"

"THAT, LADIES AND GENTLEMEN, WAS THE TOP SCORER OF THIS YEAR'S ENTRANCE EXAM AND THE HOLDER OF THE SECOND HIGHEST SCORE EVER! THAT IS TENNYSON BENJAMIN, WHO POSSESSES A QUIRK THAT LETS HIM TURN INTO A MULTITUDE OF DIFFERENT FORMS, EACH WITH THEIR OWN SET OF POWERS! IF YOU'RE CURIOUS TO WHAT THIS PARTICULAR FORM DOES, WELL, I'D BE RIGHT BESIDE YOU! CAUSE I SURE AS HECK HAVE NEVER SEEN THIS ONE BEFORE!" Present Mic covered his microphone and turned to his partner in the booth. "This one is new, right?"

Aizawa gave the smallest of nods, his entire body rigid and observing everything that Ben was doing. "This is a new one, yes. I have no idea of what it does, or how it fights. But we did learn a lot about how Tennyson's quirk works at the very least."

"Huh?" Present Mic was about to do more commentary when he picked up what Aizawa said last. "What do you mean by that?"

"Hizashi, you got the files of every form Tennyson has turned into while at UA. Every teacher has. Remember that he has access to the speedster one, the one he calls XLR8. While in that form, Tennyson is the fastest thing on the planet. Hell, that form moves so fast that it makes Ingenium look like he's suspended in molasses, and has mobility that puts Hawks to shame. He should have turned into XLR8 for this event, but instead he turned into this." Aizawa gestured to the screens showing Ben trudging along at a decent pace, but nowhere near the speed of the front runners. "He could have completed this event in 15 seconds, easily. Maybe even faster than that. Instead, he has chosen this form, which obviously does not focus on speed. Now, either Tennyson is challenging himself, or this is some kind of mistransformation."

"Well, Monoma from hero class B did knock into him at the start. Technically it can be passed as just the frantic beginning, but maybe that interrupted his usage of the watch?" Hizashi offered.

Aizawa put a hand to his chin. "Maybe, maybe. Unfortunately we don't have good camera angles to see how the watch reacted, so we'll have to see if this comes up in the other events. If Tennyson even makes it to them, which is not guaranteed with the pace he's making. Speaking of the race, maybe get back to commentary?"

"Gah! You're right!" In a flurry of motion, Present Mic was suddenly back in his seat, as animated as ever. Aizawa sighed and sunk back into his usual slouch in the chair next to the loud hero. As much as it pained him, they had a job to do.

"IT LOOKS LIKE TODOROKI SHOTO OF HERO CLASS A IS IN THE LEAD, WITH BAKUGO AND YAOYOROZU HOT ON HIS HEELS!"

'I got this! I'm not that far behind, but I gotta pick up the pace!'

Ben attempted to refocus himself. He couldn't let this setback stop him from winning! There would be something that would validate Upgrade, and he would find that something. Upgrade may not be the most physically adept alien in Ben's list, but he was better than his base human form. A longer stride, more powerful legs and less overall energy used let Ben keep up with a good chunk of the racers, but to his dismay he saw Todoroki slide ahead on his ice, nearly out of sight and Bakugo's explosions were getting quieter as he rocketed forward in pursuit. They were pulling ahead. Unacceptable.

Ben maneuvered around the mass of struggling gen ed students at the exit of the tunnel, frozen in place by a blanket of ice coating the ground. Todoroki must be feeling malicious today. Moving to not slip on the ice cost Ben some valuable seconds, but it was worth not falling to the ground a second time. Once free of that obstacle, Ben sprinted as best he could down a narrow straightaway. He saw Uraraka leaping around, dodging past other runners. Aoyama mimicked his moves from the quirk assessment test and propelled himself through the air with his lazer. That purple-haired gen ed kid was moving, but not on his own. Rather, he was being lifted like some sort of royal on a carriage made of other gen ed kids. How the purple-haired guy managed that and why the others were serving as vehicles perplexed Ben, but he let that sit at the back of his head. He just had to run. Speaking of runners, it looked like there was a left turn coming up. Just as the purple-haired guy was about to have his carriage turn, there was a loud metallic groan, which gave everyone pause. Then a mass of shouting came from further down the left bend. And then came the smack of metal on flesh.

WHAM!

A small boy, also with purple hair, was sent somersaulting down the path and flew past the turn, shocking the approaching runners. He slammed into the erected barriers at alarming speed and stopped even faster. He tumbled onto the ground, where he lay groaning. Ben recognized him as the smaller boy who stood beside the taller one when the gen ed kids approached his class. At least, Ben thought that was who he was. The bruises and blood made it hard to tell.

"Mineta!" Carriage boy gasped, his eyes locked onto his fellow gen ed student. He then turned the corner, on alert, to see what could have caused a fellow student to be rocketed back with such force. His eyes went wide, and his carriage stopped. When Ben and the runners around him also turned the corner, their eyes also went wide. The left turn only went further for about 50 meters before it widened out into a football field. All the students, even the front runners like Todoroki and Bakugo stood still, processing the sight in front of them.

"Multiple targets approaching position. Initiating Barricade protocol."

A massive zero-pointer loomed over them, capturing them all in it's shadow. But it was not alone. Not at all. Lined up side-by-side were more of the imposing machines, and all of their lights were on and locked onto the students. Even more of them were lined up right behind the first wall of zero-pointers. Judging from the amount of mechanical legs that Ben could see from his position on the ground, there was going to be more than just two layers of the juggernauts.

"YOU DID WELL TO REACH THE FIRST OBSTACLE STUDENTS, BUT HERE COMES THE FIRST OBSTACLE! Y'ALL MAY REMEMBER THESE MECHANICAL BEAUTIES FROM THE ENTRANCE EXAM, HAND CRAFTED BY OUR VERY OWN POWER LOADER! YOU MANAGED TO AVOID ONE BEFORE, SO LET'S SEE HOW YOU GET PAST 30 OF THEM!"

"IT'S A ROBOT INFERNO!"

"Oh my god, there's too many of them! There is no way we can slip past them!" Uraraka paled at the sight of so many of the machines that nearly stomped her during the entrance exam. This time, Midoriya would not be in a position to help her. Nor should she need to help. But the imposing sight coupled with her frayed nerves halted her progress. Then, a voice spoke up from behind her right shoulder.

"Mine!"

"Huh?" Uraraka turned around, only to be rudely brushed past by a strange person. Her protest died in her throat as she watched the black and green back of the mysterious participant, springing full speed towards the robots. She didn't see this person at the starting line, and there was only one person who could turn into such unrecognizable forms. "Tennyson?"

'So this was the focal point of the general entrance exam. Certainly an imposing sight.' Todoroki scanned the area in front of him, analyzing the situation and carefully planning ahead. 'With a wall of 7 robots across, each as tall as a building and strong enough to knock anyone out of the race in a single blow, it certainly looks and sounds impressive.'

"But I would have expected." Todoroki began summoning ice to his right side, feeling the familiar cold of icy power dancing at his fingertips, begging to be released. "For UA to throw something actually challenging my way."

"Make way!"

"Huh?" Halting the release of an icy barrage, Todoroki turned to see a strange, smooth... thing running his way. The crowd parted easily, with everyone relishing in the prospect of a student clearing a path for them. Todoroki noticed the circular emblem on this thing's chest. The white hourglass with grey shading. His eyes narrowed. Tennyson.

THUMPTHUMPTHUMPTHUMP!

Todoroki whirled around to see one of the zero-pointers breaking formation and charging towards the area where the students were stalling. Many of the gen ed and support students began to panic, running the other way as the robot charged, every step causing the earth to shake. Todoroki kept his cool, pulling himself into a stance to where his right side faced the incoming foe, his ice at the ready. But he didn't pull the trigger, not yet. As he stood still, Tennyson stumbled past him, still yelling his head off, and proceeded to move straight towards the charging zero-pointer. Todoroki smirked to himself and let his right arm fall to his side.

"Come here!"

'Let the idiot go first. Then, incapacitate the zero-pointer after it knocks the idiot out. Maintain my temperature, the obstacle gets a little easier and Tennyson gets eliminated.' It was a great plan. Todoroki stood watching, as the zero-pointer and Tennyson's strange new form grew closer and closer. Suddenly, Tennyson was within the zero-pointer's striking distance.

THWAK!

The zero-pointer's arm swung low to the ground, at breakneck speed. Dust flew around, kicked up from the course due to the sheer speed of the attack. It hit Ben head-on, and he crumpled immediately, splattering on the arm like silly putty. The zero-pointer raised itself back up from it's low attack, and brought it's arm in front of it's rectangular head, where it's sensory parts analyzed the bright black and green paint splotch that contrasted with it's dull olive paint job.

"OOOOOOOOOOOOO, THAT'S GOTTA HURT!" Present Mic yelled amidst the gasps of horror in the audience. Even with the assurance that no child would be seriously injured, it wasn't possible for the typical audience member to see a student, no matter how hyped, get splattered into a pulp live on TV and not assume the worst. But to those that didn't turn away in the shock, the cameras started picking up something strange. The student seemed to have been pulverised into paste , but the blob in question seemed to be moving!

The students were not faring any better. Yes, 1-A had seen Tennyson fight and win at the USJ, and the other classes had all heard the rumors of the legendary Tennyson for as long as UA had been in session. But seeing him get hit once and reduced to goo on the arm of a zero-pointer was not doing anyone any good. Many stood frozen, eyes glued to the green and black smudge that once was the kid to beat. Even Todoroki and Bakugo didn't know what to do. They expected Tennyson to do something. Literally anything! But what did he do instead? He stumbled forward like a drunk uncle and got himself obliterated. Was he still in the race? Was he even alive?

Then the zero-pointer began freaking out.

The arm that was once held so close to it's head was being wildly flailed around, with the zero-pointer frantically clawing at it with it's free arm. The other zero-pointers moved back and around, unsure of what to do, as this scenario was not in their original programming. The students all took many steps back, even the capable ones in the hero course. This obviously was not something planned. So, what was it?

"The arm!" Yaoyorozu suddenly shouted out, pointing at the arm that was being clawed at. "It's changing color!"

Students, audience and UA staff watched with wide eyes as the splattered goo that was Tennyson began to spread across the zero-pointer. As pointed out by Yaoyorozu, the dull, beaten olive paint of the zero-pointer was being rapidly overtaken by glossy black and electrifying green. Everything, from the armor plates to the exposed joints to even the lights were being washed over by a creeping wave. The zero-pointer was being rapidly overtaken, with less than half of its body remaining unaffected. It seemed no matter what it did, nothing could stop this spread. The arms were taken over, and it stopped clawing. Then the torso was covered, and it stopped turning. Legs were next and the zero-pointer lost all of it's mobility. The head was last, and the neck was already gone. Soon, the entire zero-pointer was lost under a new coat of color. And then, dominated by a new mind.

Click. Crunch.

The zero-pointer suddenly started to move again. The head looked down and it raised it's arms. Clenching and unclenching it's fists, the robot seemed to nod in approval before straightening back up to its full height. The eight red eyes on the robot's face were gone, awashed in a sea of black and green circuitry. In its place was a massive green circle. The same circle that was on Upgrade's head. And then it spoke.

"Aw man, it's been a hot minute since I last took over something this big. Gotta get some more practice in as this guy!" Many racers nearly toppled over as the voice boomed. It sounded like Tennyson! A little garbled and staticy, but undeniably Tennyson! But the other zero-pointers heard the voice as well, and immediately sprung into attack mode. Three fresh zero-pointers surged forward, poised to strike.

WAP!

The first zero-pointer threw an arm at Ben's right side.

CLANG!

The second attached both its arms around Ben's left arm, holding it in place.

CRASH!

The third robot threw its entire body weight against Ben in an attempt to knock him off balance.

Ben didn't even flinch.

"I can't believe I was scared of you guys! You aren't tough at all!" Ben easily ripped his left arm out of the grasp on the second zero-pointer, taking its arms with him. A small forward charge bashed the third one off him, and it pivoted to remain upright. Ben noticed the first zero-pointer remained motionless, with its arm still at his side. Ben focused, using Upgrade's digital powers to quickly survey the robot he was inhabiting. After two seconds, he had the information he needed. Ben pulled back his right arm and morphed the fist into a spearpoint. Then he took aim. Then he struck with all his might.

CRSHSRHSHRHSRHSH!

The zero-pointers old armor was no match for a mechamorph attack. With one clean blow, Ben sunk his right arm deep into the face of the first zero-pointer. Morphing his hand out of the spearpoint and back into the three fingers, Ben opened those fingers as wide as they could go and grasped a large robotic component.

'Gotcha!'

Ben yanked his arm back out, feeling and hearing wires, nuts, bolts and other delicate machinery being utterly trashed as he yanked out a crucial generator that was located deep within the zero-pointers head for protection. Also attached to the generator were crucial components dedicated to the zero-pointer's AI. Without it's primary power source and source of orders and direction, the robot was rendered lifeless. The husk twitched and sparked, before falling backwards.

THUD!

"One down." Ben watched the dust cloud that was kicked up from the impact of the falling husk settle back down in satisfaction. Now that he was a zero-pointer, he knew everything he needed in order to take them down. Target that generator, the back of the 'waist' and the joints. Then the whole machine would either fall apart or deactivate. Ben watched the rest of the zero-pointers charge. They had deemed him the greatest threat and would proceed to do everything in their functionality to remove him from the race. Or die trying. Ben opened his left hand and slammed his right fist into the now open palm.

"Now for the rest of you."

The ensuing carnage was truly a spectacle, like something right out of a mech anime. One after the other, the zero-pointers flung themselves at Ben only to be brutally decimated. Many had fallen the same way the first one had; Ben plunging a modified arm deep into their face and ripping out key components. If one could give mercy to emotionless machines, then they would say that those were the ones Ben showed mercy towards. There were others that were torn apart, piece by piece. The robots fell, their parts scattered across the once clean field. And it was around those fallen parts that some of the more ambitious racers were found.

Bakugo detonated his hands to fly overhead and Todoroki slid on his ice, both boys rapidly approaching the possessed-robot that was Ben. The blonde swerved left and deftly propelled himself over the sparking husks of robots defeated and moved swiftly under the falling ones. Todoroki slid effortlessly around Ben's right side, easily avoiding any and all obstacles in his vicinity. One aggressive and one collected, but both took advantage of the situation at hand to stick close to Ben. If he noticed them, he didn't show it. He was too busy clearing the path.

Ben threw out his left arm to block an incoming swing. The arm nearly shattered on impact. A quick retaliatory strike at the torso neary tore the offending zero-pointer in half, and it fell, still twitching and sparking. Two more charged in from the right. Ben opened his right arm out and made a long swing. Catching the side of one of the robots, Ben knocked it off balance and sent it tumbling into its partner, resulting in both on their sides, on the ground. The robots tried to get back up, but Ben merely walked a one step forward to close the distance, raised his right foot, and drove it down into the head of one of the zero-pointers. One didn't have to remove that key generator in order to shut it down. Crushing it did the job just fine. The second one suffered the same fate. Ben slogged forward, continuing the onslaught, much to the approval of the crowd back at the stadium.

If only Ben could hear the roaring of the crowd as they watched his complete domination.

"HOLY SMOKES, I DON'T BELIEVE MY EYES! IT SEEMS THAT TENNYSON HAS SOMEHOW MERGED HIMSELF INTO ONE OF OUR ZERO-POINTERS AND IS GOING CRAZY ON THE REST! SOMETHING LIKE THIS HAS NEVER HAPPENED IN THE HISTORY OF UA! IN ALL MY YEARS OF RADIO HOSTING, TEACHING AND HERO-ING, I HAVE NEVER SEEN A POWER QUITE LIKE THIS!" The crowd hung onto Present Mic's every word, their eyes locked onto the screens as they watched a never-before-seen kid with a never-before-seen power knock around those massive robots like they were toys.

Aizawa's eyes were also glued onto the screens, although for a much different reason. 'Some sort of technological possession and enhancement form. So, that's why it's physical capabilities were so lackluster. It's true power emerges when in its best environment. But, it's so unnatural. Quirks relating to technology are rare enough as is, but this one seems to be able to merge? It's just so... otherworldly.'

Aizawa's musing was cut short as he noticed the student body starting to move. Todoroki and Bakugo were confident in their ability to keep themselves safe while utilizing Tennyson to get across the field, but many others did not feel the same. Most had kept a safe distance from Tennyson's rampage, and he had cleared out nearly half of the zero-pointers. He had also grabbed all of their attention, something the two other front runners had realized long ago. If they wanted to go, this was the time to start going.

Although, that's easier said than done. Those at the sight itself had their ears covered from the excruciating amount of noise and were standing with mouths agape at the sight. At least most of them were. Many others were simply biding their time, waiting for Tennyson to do the hard work. However, after a little over a minute, some had finally had enough. A brave few readied their quirks and ran into the fray.

"Kendo, wait! Isn't this a little dangerous?" Awase from hero class B protested as he watched his class president gracefully leap over fallen zero-pointer parts.

"We've stalled long enough. There's plenty of space and the danger has passed. Besides!" Running up to a hunk of zero-pointer innards that was too big to vault over, Kendo expanded her left hand and brought it down with a swift chop. Her embiggened limb easily crunched through the delicate machinery and gave her a path forward. Running through, she turned back around with a smirk. "We can't be having class 1-A hog all the spotlight, now can we?"

That sparked something in the rest of the students. Steeling their resolve, the mass of students pushed forward, weaving in, around and over fallen zero-pointers, covering ground quickly.

"Pathetic!" Ben crowed as he bashed a zero-pointer over the head, causing it's joints to pop under the sudden overwhelming pressure and subsequently crack. It fell to the ground, and Ben quickly stomped it's head to eliminate the threat. Well over half of the zero-pointers were gone, but suddenly, many more bleeps appeared in his radar vision. Popping his head out the back of the robot, Ben saw that the rest of the runners were finally making their move. He wasn't the only one to notice this, as some of the zero-pointers further away began moving to intercept.

That was a hopeless endeavour, as the zero-pointers relied on numbers and fear to keep the students away. After Ben's attack, the robots had vastly fewer numbers than before and seeing them so easily defeated, the fear the robots had emanated all but disappeared. That did not mean that the zero-pointers were not dangerous. Some of the racers were also getting overconfident. That culminated into Kirishima getting overzealous and leaping over a piece of debris without looking ahead and getting smacked into the corpse of another zero-pointer. As the red-head groaned and tried to pull himself up, the zero-pointer approached his position, looming overhead. It raised an arm, and Kirishima moved from a combination of fear and instinct. The husk he had been thrown into was crushed into a pancake behind him, and Kirishima started a serpentine movement to throw the zero-pointer off.

"Oi, scrapheap!" Ben's voice suddenly boomed. Heads turned to see him thrusting an arm out towards the zero-pointer towering over Kirishima. The arm contorted, black and green moving like water to form a long cylindrical cannon. Crackling green energy gathered at the end of the barrel. "You better not forget about me!" Then he fired.

CRAKYEWWWWWWW!

The cheering of the crowd reached a crescendo as Ben unleashed his lazer. A brilliant lance of green energy pierced the torso of the zero-pointer, paralyzing it instantly. It fell over, leaning heavily on one side. Kirishima and the others who were swerving around beneath it gave a sigh of relief. The red-head gave a toothy grin up at Ben and shot a thumbs up, which Ben returned with his non-cannon hand. Then the robot fell on top of him.

CRUNCH!

Kirishima forced his arms up and out, his skin hardened and ripping through the weakened armor of the zero-pointer. Panting, he climbed out and gave Ben a withering look, his eyes twitching in annoyance. "Watch where you point that thing!"

"Ehehe, yeah, sorry about that." Ben laughed nervously, starting to move his massive robot body forward.

"Grah!" Emerging suddenly just a few feet from Kirishima, Tetsutetsu forced himself up, his metallic body reflecting the morning sun. The two boys took a moment just to stare at each other, comparing their quirks that were nearly identical. Kirishima was the first to go, turning his head and muttering how the universe was just copy-pasting quirks at this point.

Ben noted that the rest of the zero-pointers were toast at this point. Yaoyorozu blew apart a few with a cannon of her own. Jiro shattered the legs of another with well-placed attacks from her ear jacks. Ida leapt through the air and slammed into the torso of a zero-pointer, bringing it down with the sheer power of his momentum. Kaminari shocked one, frying it's systems. Ojiro and Sato tag-teamed to tear another down with brute force. The ones in front of him had been encased in a massive glacier. Ben cursed, realizing what had happened. He had noticed Todoroki and Bakugo following close behind him, the zero-pointer's sensory abilities were built to quickly locate and identify human targets after all. But he had lost track of them in his battle, and now they were obviously ahead. He didn't see any telling signs of Bakugo, but there was no way the temperamental blonde would let himself be anywhere but right behind the first placer.

'I let myself go there. I should have gone forward instead of beating up the robots!' Ben berated himself for letting his lead go to waste. Making a quick decision, Ben started to withdraw himself from the zero-pointer, the glossy black and green receding and revealing the dull olive underneath. Who knew if the two other obstacles ahead could be utilized by Upgrade like this one?

By extending his limbs out and thinning the membrane between his limbs, Upgrade could catch the wind and fall like a parachute. Ben took this time to carefully analyze his situation. Todoroki was ahead, and Bakugo was close behind. A good amount of people were ahead of him, taking advantage of his awkwardness as a huge zero-pointer. He'd need another boost if he was going to retake first. Landing on the ground with the grace of a fish out of water, Ben scrambled up and forward to see the next challenge.

"THE FIRST OBSTACLE HAS BEEN SURMOUNTED, BUT WHAT ABOUT THE SECOND? PRECARIOUS PILLARS, OVER A PIT OF TAR! ONLY THIN ROPES CONNECTING EACH MINI-ISLAND TO EACH OTHER! WHAT'S THE FASTEST PATH? WHICH IS THE SAFEST? BETTER MOVE FAST KIDDOES, BUT WATCH YOUR STEP! CAUSE IF YOU FALL, YOU'RE OUT!"

"IT'S THE FALL!"

The pathway once more expanded to that of a football field, but instead of solid ground, this one had been dug out. There were only a few pillars of land standing between where the students were and where they needed to go, and they were connected by flimsy rope that were anchored by very unsafe looking hooks. Those who peered over the edge could see nothing but blackness beneath them. Those with quirks that would let them bypass the given method of transportation would do well here. It just so happened that the current first and second place runners, Todoroki and Bakugo had such quirks. One summoned icicles to cross between platforms and the other flew overhead with explosions. The rest of them just had to make due.

"It's just a tightrope walk, ribbit." Asui grabbed the rope in her froggy hands and started to cross. Her face gave no emotions away as she scooted onto the first island and then to the next. When the islands were close enough together, she just jumped. Ben found himself beside Ashido and Uraraka ran up right behind them. The noises of the rest of the racers were getting louder. Ben may be in the top 15 judging by the amount of people crossing the ropes and leaping from island to island, but he was stuck. But speaking of noise, a very loud female voice that was unfamiliar to him caught everyone's attention.

"Fufufufu, now is the perfect opportunity to up my appeal!" The girl in question stood out like a sore thumb, even more than Upgrade. Her vivid pink hair clashed with the navy blue of the UA uniform, but there wasn't much uniform to see. This girl was completely decked out with gear. Her eyes were hidden behind a strange pair of goggles with crosshairs over the glass and the goggles themselves were attached to a strange headpiece with what looked like bicycle handles. Around her shoulders and chest was some sort of backpack that extended into two tubes on either side of her. Her waist was full of small bags and holders full of small objects and parts. She didn't have shoes; she had massive silver boots with twin circles on the bottom, with a third angled out from her heel.

"Watch and be amazed support companies of Japan and beyond! These are but a few of the support items that I have created, and barely past their experimental stage! Imagine what they could be with time and resources!" The girl bent over to pat her knees, and judging from her smile, she liked whatever she was trying to confirm.

"She must be from the support department!" Uraraka looked in awe at all the gizmos lining this girl's uniform.

Ashido was not having it. "Hey, why are you allowed to bring items into the race?"

"Well, you hero department kids get actual fighting training by professionals, right?" Retorted the pink-haired girl, not even bothering to look away from her gear. "I can't say anything about gen ed, but this is the support course's way of evening the playing field! You guys get quirk training, we get to bring whatever items and suits that we build ourselves. Besides, everything every support course student has on them has been approved. I'll let you know that- HEY! What do you think you're doing?"

During her retort, the girl had failed to notice the trembling mechamorph near her. In her eyes, it was just another strange mutation quirk. She hadn't quite put it together that this was the one who took over the zero-pointer. She was rudely introduced to Tennyson as he splattered himself all over her.

"Sorry about this! Just don't move and you won't get hurt!"

Upgrade's body liquified as he reached all over the girl to reach each of her support items. The silver of her boots turned black with the sides lined with green circuitry. The objects in her waist holders were consumed by the mechamorph. The backpack contraption around her chest was quickly taken over, and her goggles followed suit. The supportive structures along her legs and arms glowed with new power. In just a few seconds, the girl had gone from a strange assortment of support items cobbled into the skeleton of a support suit to full blown mech armor, with only bits of her blue uniform visible . Her face, however, showed she was less than pleased. Before the girl could scream any more, Upgrade popped his head out of the left side of her head piece, extending the nub to get into her vision range. The protrusion had only the green circle that Upgrade spoke from, although the circle had an indentation at the top, giving it an annoyed look.

"Alright, I'm sorry about scaring you, but we don't have a lot of time. You have a choice: you can let me control your support gear and we can get first and second in this event or you can dump your gear and we will both drop out." Ben did feel a little guilty about forcing some random girl from a course he wasn't in into this ultimatum, but he didn't have a choice. It was either this or bust. He nervously scanned the arena to see Todoroki had only a quarter of the obstacle to go, with Bakugo nearly surpassing him. There was also an assortment of other students moving at high speeds. He recognized Shiozaki from hero class B using her vines to easily cross the gaps. Another class B student with an exposed jaw was also making good time. A cough from the girl brought his attention back.

"Well, I suppose this could be mutually beneficial. But how do I know that you can get us to the lead? I don't need to win, I just need to get noticed." The girl looked down, her curiosity and fascination steadily overpowering her initial annoyance. Then she started to move, startling her. In a panic, she realized that whatever this student had done had given him complete control over her suit. Given the fact that her suit connected to every part of her body, she now had lost control over said body. This elicited an immediate reaction.

"What are you doing, do you not see where we are? Stop!" She screeched as her body moved from stiff walking to more smooth jogging. She instinctively tried to tense her body up to stifle the suit's movement, but Upgrade's head once more appeared in her left field of vision.

"I know it's a lot to ask, but please trust me. You got the gear to do well, but I can take you from a good placement to top 3. Relax your body." The girl hesitated. Against her better judgement at the time and in the heat of the moment, she let her body relax. Without any more encumberment, the suit pulled out of the crowd of students waiting for an opportunity to traverse the rope and started running towards the edge. Hearing the familiar sound of machinery activating, the pinkette assumed he would use her Wire Arrows to create a tether to the nearest island and then use her Hover Soles to propel herself across. To her terror, she noticed her Wire Arrows were not armed. The gas canisters that powered the projectile launcher were not prepared either. Whoever this student was, he was only powering her Hover Soles. She knew, as the inventor, that there was no way this would work.

"Stop! My Hover Soles are meant to suspend someone in the air and let another item do the moving though push and pull forces! It's not designed for this!" She protested, but her suit didn't slow down. In fact, it went faster.

"Maybe the Hover Soles that you entered the race with weren't made for this. But these aren't those Hover Soles anymore. You see, these have been...!" The girl squeezed her eyes shut as her suit jumped off solid ground. Ben focused on a large island right in the middle of the arena. Concentrating on pooling all available energy into the machinery at the feet, Ben let loose a massive burst of energy.

"Upgraded!"

FFWHOOOOOOM!

The Hover Soles, in their new black and green color scheme, let loose an immense blast that shook the islands of the second obstacle. Students staggered, falling to the ground and onto each other as the duo of support and hero shot forth with incredible speed. The girl gasped in shock, her hair whipping around from the speed, her feet aching from the power of the blast and her body aching from the actions of her possessed suit. However, all that didn't matter, as she was fast approaching a larger sized island. The suit reacted, bending her knees and spreading her arms out. The impact shook her to her very core, and it took a few seconds for her to recover and even more to come to terms with what happened. Seeing his new partner, if he could call her that, in such a state, Upgrade's head once more popped out to look over her, concerned.

"Sorry! That was a bit sudden and I got kinda hyped up. Are you good to go?" Her body started shaking and Upgrade's eye widened. 'Oh crap, I made a girl cry.'

"Fufufufufufu..."

'Wait.' Ben listened more intently. 'Is she laughing?'

"Hahahahahhahahaha- GAAHAHAHAHAHHAHAH!" Ben could only stare dumbfounded as the pinkette started laughing. This wasn't an ordinary laugh either, this was a belly-busting laugh that caused you to cry, and that feeling caused you to laugh even more. Ben eased the suit up to let her stagger upright and move her goggles to wipe her eyes. He watched as she went from full-blown laughter to just laughing and then down to chuckling. Her head then spun to face his, and he noticed that her eyes had similar crosshairs as her goggles, and that her smile was back and bigger than ever.

"That was incredible! Just incredible!" She gushed. "My baby exceeded every estimated parameter! No, not just exceed! Those limits were shattered, utterly annihilated! I didn't think it was possible with modern technology to generate that much thrust from boots this size, but holy shit, look what just happened! If you can do this to all my babies, then I'm with you to the end! Let's go use my babies to win this thing!"

"Oh-kay." Ben was a little put off by her mood change and choice of vocabulary. He really hoped that her 'babies' were her inventions. If Ben was being honest, however, he much preferred this excited version of the pinkette than the nervous screaming one. So he'd role with this. "Whaddya say we go and steal first place from those two dudes in the front?"

"Sounds like a plan! Oh, I'm Hatsume! Hatsume Mei!"

"Tennyson. Now then, let's win this thing."

FFWHOOOOOOM!

As the second blast echoed out, the boys racing for first finally peaked over their shoulders. The class B students looked on in shock as Hatsume sailed overhead and made a heavy landing on the other side of The Fall. In just thirty seconds and two jumps, the support course girl had seemingly trivialized the second obstacle of the race. But the front runners knew better. They saw the black sheen over her items, and the green circuitry racing along the outside. The same as the zero-pointer they used to easily bypass the first obstacle. She was in cahoots with Tennyson. With gritted teeth, Todoroki and Bakugo pushed their quirks even further, moving as fast as they could down the straightaway. Hatsume thudded onto the island that linked to the rest of the course, and ran in pursuit. Thanks to Upgrade, the two were gaining ground quite fast with an enhanced suit driving them forward. This did come with a drawback, one that was making itself very apparent.

Huff, Huff, Gruhh...

"Ten-Tennyson!" Hatsume gasped, sounding worse for where. "I can't keep this pace up. I know this suit can move fast if it's wearer is fast, but I'm not!" The unfortunate truth of the situation was that Hatsume was an inventor, not a fighter. Where the hero students didn't have a physical education class due to the demanding exercises of heroics, support students were the opposite. Stuck inside, working from a bench and brainstorming ideas did not leave much time in a schedule for muscle building. None of the support students were physically inept, but Ben was pushing Hatsume's suit hard. He was trying to catch up to the powerhouses of hero class A! Even with her relaxing her body and moving as little as possible, the forced movement was taking a toll on her.

The path was going closer to the stadium, and two obstacles had been passed. It was the last third, and there was a right turn coming up. Bakugo and Todoroki were about 70 meters ahead of them. Sounds from behind indicated that more students were approaching from behind. Ben had no idea what the final sprint would look like, so he needed to buy as much space as he could. The right turn would be where he'd make his move.

"Alright, time to use these!" Ben started priming the Wire Arrows attached to Hatsume's sides. Pumping air from the canisters in her backpack, Ben powered up the cannons and prepared to follow the two leaders around the right bend. Leaning right, Ben reached out and dug Hatsume's fingers into the ground, and pivoted hard. Ignoring her gasp of pain, Ben quickly took aim.

PSHHHHH! THUNK!

Bakugo instinctively ducked and darted to his side at the sound of the air-powered projectile launching. Todoroki also ran along the right side, avoiding the harpoon that shot far ahead, impaling itself into one of the concrete barricades that outlined the course. His eyes traced the black wire that connected the harpoon back to the launcher. Which was attached to Hatsume's suit. Which then reeled the wire back into itself at record pace. The boys could only watch as Hatsume flew past them, giggling like a crazed scientist.

"See ya buckaroos!" Tennyson's taunt broke whatever limits the two had placed on themselves as they burst into action.

"Damn you Tennyson!" Bakugo roared as he fired some of his biggest explosions yet to generate even more speed, abandoning running altogether. His palms were aching, not a good sign as they were in just the first event, but Bakguo pushed past the pain. Todoroki maintained his silence, but started freezing the ground in front of him to slide on. An uncomfortable level of cold was creeping into his body, but that was tolerable. Both boys knew that going all out in the first event was not the smartest move. There were three events, and the most important one was the last. Keeping one's stamina up is important. That did not matter at the moment.

'I will beat you!' Both boys screamed in their minds as they powered forward to catch up to the pinkette and her mechamorph companion. They were not the only ones seeing Tennyson as the one to beat.

"I'M GOBSMACKED, ABSOLUTELY FLOORED! IT SEEMS THAT TENNYSON HAS MERGED WITH HATSUME'S SUPPORT GEAR TO FORM SOME SORT OF POWERED EXOSKELETON OUT OF HER SUIT! NEVER BEFORE HAS THERE BEEN TWO STUDENTS WORKING SO CLOSELY TOGETHER IN THE FIRST EVENT, AND BETWEEN TWO DIFFERENT COURSES NO LESS! IS THAT EVEN LEGAL?"

Aizawa smacked Present Mic's head with an old book containing the Sports Festival's rules. "It is 100% legal. Just because the race ranks people individually doesn't mean they can't team up. In this case, Tennyson and Hatsume were just two individuals that combined their efforts to place higher. We have other events to weed out those who can't stand on their own. It is an underappreciated ability to make friends in a hostile environment. We just need to consider who places first if they cross the finish line at the same time."

"YOU HEARD IT FROM ERASERHEAD FOLKS! IT LOOKS LIKE THE DYNAMIC DUO OF HATSUME AND TENNYSON HAVE GIVEN TODOROKI AND BAKUGO A COMMON ENEMY! THE BOYS, WHO JUST MOMENTS AGO WERE BATTERING EACH OTHER ARE NOW FOCUSING DOWN THIS NEW THREAT! BUT WHAT'S THIS? THE FINAL OBSTACLE IS RIGHT AHEAD! AND DON'T LET THE SMOOTH FIELD FOOL YOU, CAUSE THIS OBSTACLE IS PULLED RIGHT OUT OF RAMBO 3! PUSH YOUR EYES AND FEET TO THEIR LIMIT TO SPOT THE LANDMINES UNDERNEATH!"

"The mines are non lethal. Strong enough to knock the students around, but not even close enough to cause permanent damage." Aizawa quickly added at the end.

"IT'S A MINEFIELD!" Present Mic's announcement rocked the stadium, but despite the students drawing ever closer, they still could not hear him. A pity, as Ben really could have used the heads up before running headfirst into the field, thinking it was a free pass.

BOOOOOSH!

"Holy crap it's mined!" Ben stalled, frantically swerving back and forth. He could see small divots and bumps in the ground, and some mines had some metal peaking out that caught the sun's rays. Still not enough information to work off of. The explosions were getting closer, and if Ben wanted to stay first, he needed to act.

"Look, the sign!" Hatsume called out, and Ben focused his attention to the thin poster set up atop two thin posts at the end of the field. A skull with a cartoony explosion behind it gave a cruel indication of the danger the field possesed. It had some writing on it, but it was too far to tell. But it was a target. "You retrieved the Wire Arrow from before right? Fire it again!"

"Good thinking!" Ben took aim, pumped the air, sparked the ignition, and sent the harpoon flying.

CRNCH

Turns out that UA took everything seriously in the course except for that sign. Made out of something thin and weak like paper mache, the harpoon punched right through it. Without something tough to stop it's momentum and the power of mechamorph's upgraded cannon, the harpoon continued flying, the wire connecting it to the suit rapidly running out.

FWING!

The wire smacked against the firing tube as it flew out, clearly out of bounds. Ben and Hatsume groaned in frustration.

"Well, now what are we gonna do?" Ben could feel the air around him getting colder as Todoroki approached.

"Hey, my goggles are pretty advanced too ya know! It's got all sorts of functions for any kind of circumstance, like night vision for darkness or heat vision to locate people! They must have buried the mines close to the surface, so use the X-ray function to see them. It's the weakest mode, but it should work."

"Worth a shot!" Ben forced his vision into Hatsume's goggles and tried the supposed X-ray function. Turns out, it was janky as hell. It turned everything black, white and some sort of pasty blue. The amount of distance it could see through was wildly inconsistent, sometimes detecting the plumbing way underneath the race course and other times barely sensing the mines breaking through the surface. Despite these flaws, it worked. And Ben wasn't going to look a gift horse in the mouth.

Pushing Hatsume's suit to the limit, Ben bolted through the field, now able to see where to and not to step. Pushing the left leg off this mound but not that, avoiding that divot, circle around that cluster of mines, as Ben raced forward the nature of the obstacle unraveled. If you didn't have a method of getting past the minefield, you were stuck, even more so that the others. This obstacle was designed to punish the kids in the lead, forcing them to trailblaze which made it easier for those behind them. And take advantage of the trail blazers they did. The duo made it halfway through the minefield before the rest of the pack poured in. Unlike Todoroki and Bakugo, the others were not so prideful as to not take advantage of the person in first. When it became obvious the field was mined, the crowd funneled down the path Ben took. Soon it was clear that the gap between the front runners and the rest of the runners was not too big after all.

"Alright Hastume! I'm going to push it for the last leg of the race!" Ben could see the end. The path leading out of the field curved right, and just beyond was the stadium. According to Midnight, that was where the finish line was, just past the tunnel that led into the stadium that served as the last 100 meters. In the distance they could hear the commentary by Present Mic. This was it.

"Ok!" She nodded her head and mentally braced herself. She prayed her body would not be too worn out by the end of this. "You got me this far, it wouldn't make sense to doubt you now!"

"Thanks for believing in me. Now, let's claim what is ours!" Green energy cracked around Upgrade as Hatsume's suit gathered energy. Then it was unleashed

DUDUDUDUDUDUDUDUDUDU!

The duo barreled ahead with reckless abandon, all semblance of form thrown aside in favor of a mad dash. Boots pounding the ground, leaving imprints in the ground and booming echoes in their wake. Small pivots and swerves avoided the last few mines in their path. The two were not alone in the mad dash to the finish, as others pushed forward as well.

"Grah!" Bakugo!

BOOM!

"Hmph!" Now Todoroki!

Shink!

Ben threw himself to the side, avoiding Bakugo who was using his own body as a projectile. Todoroki flicked his hand, sending a wave of ice that caught Hatsume and froze her in her tracks. A quick discharge of green static and the weak ice shattered. It was neck and neck, with three bodies racing towards the tunnel, the light on the other side screaming victory! It was so close!

KRACKOOOWWW!

The loudest explosion by far shook the earth, with everyone racing and watching feeling the sheer intensity of the blast. A massive burst of bright light and smoke emanate from the right side of the entrance to the minefield. From the aftermath of the explosion, a sheet of metal flew out, riding the force of the explosion. A green-haired individual clenching his hands tightly around his metal glider, careening past the mass of racers gawking at the sight. The metal sheet flew fast and far, until it whizzed over the head of Bakugo, so close that it brushed past the tips of his spiky blonde hair.

"HE'S DONE IT, HE'S OVERTAKEN THEM! HE HAS OVERTAKEN THEM! IN A SPECTACULAR DEMONSTRATION OF GUTS, MIDORIYA HAS SHOT THROUGH THE RANKS, CATCHING UP TO THE FOUR LEADERS! WHAT A PLAY, BUT CAN HE TURN IT INTO SOMETHING MORE?"

"Deku! Don't you dare pull ahead of me!" Bakugo's face contorted in pure rage as he pushed out another explosion. Todoroki slammed his foot down, sending forth a blanket of ice trying to catch where Midoriya would land. Ben felt annoyed at the sudden intrusion, but pushed forward regardless. Midoriya had an explosive surge, but he was stalling out, most of his momentum gone. Hatsume, Bakugo and Todoroki pushed past him, only for Midoriya to pull out a second phase to his plan. Spinning in midair, Midoriya grasped at a rope, revealed to be attached to the center of the metal sheet he rode on. Throwing his body weight forward with his eyes screwed shut, Midoriya flung the metal sheet down like a hammer, forcing the others to dodge out of the way. As the metal sheet hit the ground, several activation sounds could be heard.

BABOOOOOOOM!

There just so happened to be a cluster of mines near the end of the field, a final farewell gift if you would. Midoriya flung ahead with renewed momentum, even though he lost the metal sheet's rope in the explosion. Bakugo craned his neck, trying to avoid the shrapnel of the new blast. Todoroki bent over, raising his left arm to protect his neck and face. Hatsume managed to stay upright thanks to Upgrade, but started vigorously shaking her head, as her ears had popped. All three were left momentarily stunned. An explosion of that magnitude, so close and without any prior warning would leave anyone's senses of sight and hearing useless for precious seconds. Even Bakugo's biological resistance to explosions did not help him that much. Midoriya stumbled a few steps after landing, but picked himself up and sprinted to the finish.

He wasn't alone. Just as Midoriya entered the darkness that was the 100 meter long tunnel that led to the finish line, the sound of clanking metal followed shortly after. Hatsume may have been disoriented by the explosion, but Ben was not. Ben knew that Midoriya was out of tricks. His quirk was some sort of strength enhancer, not speed. He had lost his metal sheet. There were no more obstacles for him to utilize. Meanwhile, Ben still had one thing left.

"Good thing there's two of these!" While the right Wire Arrow was gone, the left still remained, snug in it's tube. Going through the full arming sequence was not necessary, not with so little time and race left. Ben just angled it up, pushed air out of the canisters, and fired.

PSH-THUNK!

The harpoon embedded itself into the roof of the tunnel, cracks spider webbing around the impact area. Activating the pulley, Hatsume and Ben were sent flying upwards, easily passing the panting Midoriya. But the pulley wasn't stopping, and Hatsume's eyes widened at the sight of a rapidly approaching concrete wall.

"...ceiling!" She managed to gasp out.

"I see it too." Ben threw Hatsume's right arm out, and started fishing around her waist pockets. He quickly found what he was looking for: an exacto knife. Why she had this, Ben could only assume for on-the-spot repairs. But he was thankful she had it. Ben used that exacto knife to morph the limb into a small sword. One deep breath in and out. Then, he swung up.

Slice!

The sword easily parted the twine that the harpoon was connected to. This didn't stop their forward momentum, but it did slow down their upward accent. Arcing Hatsume's back, Ben barely managed to avoid smashing her head into the roof. Shifting the suit around, Ben managed to complete the midair spin, a near replication of what Midoriya did moments before, just in the other direction. The landing was a bit awkward, and it took a bit longer to get the suit moving than before, but the job was done. Midoriya sprinted even harder, but he didn't have anything left in his arsenal.

"...we...gonna...win?" Hatsume sounded ragged.

"There's no one else in our way!" Ben gave the suit one last push as the end of the tunnel grew ever closer. He slowly began receding from Hatsume's suit, from the bottom up. Her Hover Soles returned to their silver color and the support structures along her legs shunk back down to centimeters. The empty tubes of her Wire Arrows lost their black and green, as did the backpack containing their launching mechanism. The only thing Ben was left in was the goggles. And then he lept out.

"Hup!" Hatsume let out a tired shriek as Upgrade emerged out of the goggles like a gooey mess, just centimeters away from the exit! Pushing himself to his feet, Ben was about to cross the line when he remembered the girl who was probably exhausted. Hatsume was huffing and puffing, but was then greeted with the outstretched hand of Upgrade. She looked down at the pale white, the back up at his green circle of a face.

"I kept my word. Us two, first and second place. Unless, of course, you wanna give second to him?" Upgrade jabbed his head down the tunnel where Midoriya was sprinting with all he had.

"...what a gentleman..." If Ben didn't have to see Hatsume's eyes to know she was rolling them. She took his hand. Ben tugged her across, passing over the line.

The lights were equally dazzling and blinding.

"WE HAVE OUR WINNER! IN FIRST PLACE, IT IS NONE OTHER THAN TENNYSON BENJAMIN FROM THE HERO COURSE! HIS NAME WILL BE ONE TO REMEMBER!" The crowd echoed this statement with cheers that shook the stadium almost as loud as the voice hero.

"AND IN SECOND PLACE WE HAVE HATSUME MEI! I DON'T THINK ANYONE EXPECTED A STUDENT FROM THE HERO COURSE TO TEAM UP WITH ONE FROM THE SUPPORT COURSE, BUT BY GOLLY IT WORKED! HER SUPPORT ITEMS, MADE BY HER OWN TWO HANDS, WERE REASON THEIR TAG-TEAM STRATEGY WORKED! MAKE SURE YOU KEEP TABS ON HER!" If Hatsume hadn't fallen on her butt in exhaustion, she would have been leaping in the air with joy.

"HERE COMES THE REST OF THE CREW! MIDORIYA IZUKU, EARNING THIRD PLACE WITH THE MOST BALLSY STRATEGY WE'VE EVER SEEN! FOURTH IS TODOROKI SHOTO WHO SPEARHEADED THE RACE WITH HIS ICE-COOL ATTITUDE! FIFTH IS BAKUGO KATSUKI, WHOSE UNABATING TENACITY KEPT EVERYONE ON THEIR TOES!"

Ben tuned out Present Mic. He raised his head to look around. People were cheering, calling his name. They weren't scared. They weren't pointing at him with fear and disgust. People were looking at him with admiration and wonder. Such a change from when he'd strike out as a vigilante in the States. This was another step forward. Ben balled up right fist and threw it into the sky.

'One down, two to go!'

AN: I'm not dead. I just had some difficulties in structuring this chapter.

I wanted Tetrax to have his own chapter, but half way through it I realized it wasn't gonna work out well. I just did a long interlude chapter, and needed to get the Sports Festival started already. So, I condensed the major points of Tetrax's chapter and injected them into this one.

I freakin love Upgrade. He's my favorite transformation and the Galvanic Mechamorphs are my favorite species. They had such a good story in Omniverse with the birth of their species and Malware. So good. And as a kid, Upgrade was what kept me watching. My brother was always a Diamondhead guy, but I loved Upgrade. The way he morphed over machines, from powered vehicles like cars to simple constructs like a gym weight machine was so cool. Ah, memoires. So, this fic may have Upgrade bias. Can't help it. Took some liberties exploring his powers and cranking up the cool factor. This is a fanfic after all. Who said that I can't change a couple things?

Holy crap this chapter is long, sorry for the wait. The story text alone is twice as long as my earlier chapters. I just didn't know where to cut! This chapter definitely needs some editing, but I say every chapter does so, meh. Now that this chapter is done, the rest of the festival should not take so long. Sorry again.

Have a good day.