Hello there! BackfireDuelist4 here, and I would like to welcome you to this version of Ben 10. After a while of writing Yu-Gi-Oh, I decided to start writing different stories from different catagories. Like my other two, my OC in this one is similar to them, but different as well. I hope you enjoy this one as much as my other two. If you haven't read them yet, then I would like to encourage you do so. They will be interesting. I promise. Anyway, see you at the end of the chapter!

I do not own Ben 10. I do own the watch that my OC uses, as well as her.


Chapter 1: And Then There Were Two

A 10-year-old girl sat patiently at her desk in class as she listened to her teacher talk about summer school over the holidays. The bell then rang, and she stood up and went to leave the building. The girl wore brown long-sleeved pants, black boots and a blue hooded jacket over a black tee shirt. She also had brown hair and unnervingly bright blue eyes. As she left the school, she saw a boy that was her age confronting a pair of bullies. Shrugging, she left and went straight for home.

She opened the door and went to her room and began tidying up all her leftover items that she had lying around from her previous studies. After that, she logged onto her laptop, looking at the projects she was going to work on over the summer when she heard her mother calling her name.

"Luna!" She said. "Can you come down here? Someone would like to talk with you!"

Luna Midnight. That was her name. Though it sounded normal enough, the girl was far from that. Ever since she was born, she had a photographic memory, able to remember absolutely everything, even in the smallest of details. That of course led her to be a sort of information sponge and makes her smarter than most of the kids in her school, able to comprehend and adapt to any problem she comes across. But even with all that knowledge, she was still 10, which means she still has a lot more to learn than she already knows.

Luna went downstairs and was greeted by the sight of her mother talking with an old man with grey hair wearing an old flower printed shirt, grey pants and brown shoes. This man was Max Tennyson, a friend of her parents, and was unofficially called Grandpa Max by Luna when she was younger.

"There you are." Said Luna's mother.

"Is something wrong?" Luna responded.

"Nothing at all. It's just Max is taking his grandkids on a road trip across country and I think it would be a good idea to go with them, you know, to see the sights outside of Bellwood and find new things for you to learn."

"I'll understand if you don't want to go." Max said. "It is your choice whether or not to come with us. Although I would appreciate it, after all, it's just Ben, Gwen and I, and you know how well those two get along with each other."

"I know what you mean Max." Luna said, a slight smile playing at her lips. "Just let me pack my things first. I wasn't expecting a spontaneous cross county road trip when I was planning for my summer, so I will take me a bit longer to pack than the others."

"Fine by me." Said Max. "Just be as quick as possible. I want to get to the campsite by nightfall."

"Right!" Luna called back as she reached the door to her room. "See you soon."

A few minutes later, Luna was outside an old RV that belonged to Max, which everyone affectionately called the Rust Bucket. After taking a small breath, she then opened the door and was promptly met with the sound of two kids arguing, one being a boy, the other a girl. Luna sighed and stepped into the Rust Bucket, and the arguing stopped as the boy spotted her.

"What are you doing here?" He asked. The girl then turned around and her already fading anger just disappeared.

"Luna?" She asked, surprised at her presence.

"Unfortunately, yes." Luna responded. "And to answer your question, Ben, my mother convinced Max to take me with you for the summer."

The two kids were Ben and Gwen Tennyson. Gwen had red hair, which the fringe was being held up by a blue hairclip, green eyes, and was wearing a blue long sleeve shirt with a cat face imprinted on it, as well as white jeans and shoes. Ben, on the other hand, had brown hair, green eyes like his cousin, a white tee shirt with a vertical black line going down the middle of it, dark green cargo pants and a pair of black and white sneakers. After our little confrontation, I put my suitcase out of the way and sat at the front with Max, putting as much distance between the two cousins as I could. Max then drove off, heading for the campsite which we would be staying for the night.

"Aw, I can't believe it." Said Ben. "I wait all school year to go on this trip, and now the queen of cooties and the robot girl are along for the ride."

"Hey," said Gwen, "I had my own vacation already all planned out, too, you know." She then brought out a colour-coded timetable chart. "Each activity is colour-coded so I never did the same thing two days in a row. Now I'm stuck with my geekazoid cousin going camping for 3 months."

"Geek"

"Jerk"

"Something tells me it's gonna be a long summer." Said Max.

"I get that feeling too, Max. I get it too." Replied Luna.

Much later the four of them arrived at the campsite, with Luna retrieving the various tools for the tent and Max cooking dinner while the others waited.

"Chow time." He said, placing a bowl of wriggling creatures on the park table.

"OK, I give up." Said Ben. "What is that?"

"Marinated mealworms." Replied the retired plumber. "Hard to find them fresh in the states. You know, they're considered a delicacy in some countries."

"And totally gross in others." Continued Gwen.

"You know," said Luna, "there are some things that people are better off not knowing what they were."

"If these don't sound good, I've got some smoked sheep's tongue in the fridge."

"Ugh. Couldn't we just have a burger or something?" Asked Ben hopefully.

"Nonsense." Replied Max. "This summer's gonna be an adventure for your taste buds. I'll grab the tongue."

"OK." Ben whispered to Gwen. "I've got a half-eaten bag of corn chips and a candy bar in my backpack. What do you both got?"

"Some rice cakes and hard candy." Gwen replied.

Luna shook her head because all she brought was her clothes, laptop, wallet and phone, nothing else.

"Think we can make them last the whole summer?" Ben asked. Luna shook her head slowly as Gwen groaned.

Much later the three kids were doing their own things, Ben playing on a small gaming console while Gwen was on her laptop and Luna was standing up doing a few stretches.

"Who wants to roast marshmallows?" Asked Max, only to be met with silence. "OK. Um… How about we tell scary stories?"

"Scarier than having to spend a summer with your freak of a cousin?" Asked Ben, chuckling.

"I'd like to, Grandpa," said Gwen, "but I'm busy doing a web search on cures for extreme doofusness. Nothing yet Ben, but let's not give up hope."

"They've been like that all night. I don't think it will be that easy to get them to stop being mad at each other." Said Luna, walking over. "Either way, I'm going for a walk. It would be good for me to get some fresh air."

She then turned around and started walking into the forest. After a while, she came across a small clearing. She looked up and was surprised to see a couple of shooting stars. She was considering what to wish for when suddenly both of them made a sharp right turn, and one of them was heading straight for the clearing, and Luna as well. Reacting on instinct, Luna ran straight out of the clearing. As soon as she did, she heard a boom from the meteor landing. She turned around and headed back, curious to see if any of it remained. She looked into the crater and saw that it was some sort of sphere, still glowing from the heat of entry. The glow then faded, and Luna slid down the crater to get closer to it.

On closer inspection, she realised it was some sort of pod, and the moment she got closer to it, it opened up, and she saw a blue glow emanating from some sort of watch-like device. Compelled, she reached out with her left hand to pick it up, and it suddenly opened up and leapt onto her wrist, clasping tight onto it. Although freaking out about it would be normal for someone like Ben, Luna did not. Instead, she was curious and studied it. It was mostly black and grey, with white cable-like lines embedded onto it. There was a blue button on the side facing her and on the top was a black dial, with two arrow tip markings pointed towards the center from the left and right, with the middle glowing the same blue as before. On the dial were four buttons, pointing in the four cardinal directions.

After close inspection, Luna decided to press the blue button, and was met with immediate results. The dial popped up, revealing it to also be some sort of button, and the hourglass shape shifted into a diamond, revealing the shadow of a humanoid creature inside it. After a few seconds of hesitation, Luna pressed the dial in, activating the device.

Although the transformation took only a few seconds, Luna watched as glowing coals spread out from the watch and covered her entire body. Cracks then appeared and revealed a fiery glow from within while her stone covered head burst into flames. The dial then appeared on Luna's chest as the transformation finished, leaving her stunned, and slightly freaked out.

It took her a minute, but Luna eventually calmed down and was even more curious as to what happened to her. She had grown significantly taller, until she was at least the same size as an adult. In addition to that, she was now made entirely out of stone and fire. She felt quite hot, not painfully though, which Luna believed was the normal temperature for her current form. Luna also couldn't see, at least, not the same way as she did before. Instead of normal colours, Luna could see in infrared. In fact, she could see so well that she could actually see in perfect detail her surroundings, as well as what she looked like.

Experimenting, Luna created a small spark on the palm of her now four fingered right hand and steadily let it grow larger until she was holding a ball made entirely out of flames. It tickled her hand slightly as she held it. Going further, Luna tossed the fireball between her hands, making sure to catch it every time. After catching it in her right hand, Luna then put her left on top of the fireball and then pushed against it, eventually smothering it out. She smiled slightly, until she caught sight of a flickering light in the distance. Her eyes widened as she realised that it was fire. A forest fire. She then remembered that there were two shooting stars, not one, and realised that the other must have been another pod. Luna realised that there was only one person who would be stupid enough to accidently start a forest fire.

"Ben, you idiot." Luna said, her voice now sounding dry and crackly, although still noticeably female. "What have you done?"

With that, Luna then started running for the source of the flames, hoping that she would make it in time to stop the spread.

Luna ran into the flames, barely noticing them until she came across Gwen and Max, as well as another fire creature similar to herself, only this time he appeared to be male.

"What's going on here?" She said, catching the trio's attention.

Their eyes widened in surprise to see another fire monster there, only it was obvious that this one was a girl. She looked at them and focused on Ben, or more specifically, the white hourglass faceplate on his chest. She then facepalmed and said, "Ben, what in the world were you thinking?"

Gwen's eyes widened at the sound of the familiar voice. "Luna?" She asked. "Is that you?"

"No, I'm bigfoot. Of course it's me!" She replied.

"What happened to you?" Asked Max.

"I'd suggest we save the questions until after we put out the fire that Ben started." Luna suggested.

"What do we do?" Ben asked his grandfather.

"Backfire." Max said. "Start a new fire and let it burn into the old fire. They'll snuff each other out. Think you can do it, Ben?"

Ben smiled. "Shooting flames I can definitely do."

"I'll go with him." Said Luna. "I have better control over my fire."

With that, the four of them split up, Gwen and Max going one way, while Luna and Ben ran off to start the backfire. After reaching where they wanted it to begin, Ben started throwing fireballs onto the ground while Luna shot a steady stream of fire. Eventually, the park ranger arrived and found himself scratching his head at the fact that the fire mysteriously burned itself out with little damage overall to the forest.

Back at the campsite, Ben just finished his story about how he found his watch.

"And you say that this watch just jumped up and clamped onto your wrist?" Asked Max.

Gwen then tossed a marshmallow at Ben, who caught it and lit it on fire before tossing it into his mouth.

"Hey, this time it wasn't my fault." He protested. "I swear."

"I believe you Ben. What about you Luna?"

"My story's similar to Ben's," Luna answered, "except I didn't light the forest on fire." As she said that, she cast a disapproving look at Ben, who cringed slightly under her gaze.

"Think they're gonna stay monsters forever?" Gwen asked.

"They're not monsters." Max corrected her. "They're aliens."

The three of them looked at the elderly man in silence.

"I-I mean, look at them." He said, growing slightly uncomfortable. "What else could they be?"

"That," Luna mused, "is a plausible hypothesis. Since our watches most likely originate from outer space, it makes sense that our current forms are in fact extra-terrestrials."

"Yeah, I don't want to be fire guy forever." Said Ben. "How am I supposed to play Little League this fall if I charcoal the ball every time I catch a pop-fly?"

"Don't worry, Ben. We'll figure this thing out." Said Max.

"I doubt it would be forever." Luna said. "It would be highly impractical to be able to change forms and not be able to change back, unless there is a-"

A pair of loud beeping sounds emanated from the dials on Ben and Luna's chests, flashing red. A bright red light enveloped them both for a few seconds as Gwen and Max covered their eyes. The glow then faded, revealing Luna and Ben to be human again.

"Timer." Luna finished.

"I'm me again." Said Ben happily, looking at himself.

"Aw, too bad." Said Gwen. "I liked you better when you were a briquette."

Luna then looked at her watch, now noticing that the hourglass symbol was now red instead of blue. She then looked up on watched Ben struggle to take his device off, and failing.

"I still can't get this thing off." He said.

"Better not fool with it anymore until we know exactly what we're dealing with." Max said, grabbing a torch and getting up. "I'll go check out those crash sites. You guys stay here until I get back."

A while later, Ben was turning the dial on his watch, with the hourglass now glowing green.

"I wonder what this does." He mumbled.

"Caught ya!" Said Gwen, surprising him.

"Heh heh heh. Very funny…" Said Ben when the girl started laughing. "Like your face." He burned.

"Grandpa said not to mess with that thing." Gwen pointed out.

"Yeah? So, what's your point?" He then started biting the faceplate.

"Did your parents drop you when you were a baby?" Gwen asked rhetorically.

"Come on." The boy said. "You can't tell me you aren't a little bit curious what else this thing can do."

"Not in the least."

"You sure you're related to me?" Ben asked. "Look. If I can figure this thing out, maybe I can help people. I mean, really help them. Not just, you know, make things worse."

"So, what did it feel like going all alien like that?" Gwen asked.

Luna, while cycling through the shadows displayed on her watch's diamond, looked up.

"It freaked me out at first." Ben replied. "It was like I was me, but it was like I was somebody else." He then pressed the button and the dial popped up, creating the silhouette of his first transformation. "Hey, I think I figured out how I did it. Should I try it again? Just once?"

He then turned the dial until it showed the shadow of an animal-like creature.

"I wouldn't." Said Gwen.

"No duh. You wouldn't." Ben then raised his hand and slammed it down on the dial, activating the transformation sequence and bathing him in bright green light. When the light faded, in Ben's place was a dog-like creature, about the same size as a lion or tiger, with orange fur and sharp teeth. His hind legs were like a dog's, but his forelegs resembled more human-like arms, like an ape with paws. He had no eyes, but there were gills on either side of his neck, which twitched now and then. On his left shoulder was a black and white brace with the white dial attached to it. He panted as Gwen looked at him with disgust, while Luna looked at him with interest.

"Ew!" Gwen said. "This thing's even uglier than you are normally. Wow. Put a flea collar on this mutt."

Ben then roared, in annoyance or agreement, no-one will ever know.

"And no eyes?" Said Gwen. "What good is this one? It can't see." Her face lit up in realisation that Ben can't see right now. She looked at her marshmallow stick and smiled. She then walked around behind Ben and raised it to hit him in the hindquarters. Before she swung, Ben turned his head and the gills on his neck flared up. Before it hit him, Ben leapt up into the air and landed on top of the Rust Bucket, leaving Gwen to spin around after hitting empty air and falling to the ground.

"OK. So maybe it's not a total loser." She admitted. Ben then leapt back to the ground in front of her as Gwen finally smelt his breath. "Ew! Two words: breath mints."

Ben then turned around and scratched dirt into Gwen's face and then ran for the forest.

"Ben?" Gwen called. "Get back here! Ben! I'm gonna tell Grandpa that you turned into some freaky animal monster thing and went swinging around the forest when he told you not to." She then stopped as she contemplated what she just said. "This is a majorly weird day."

"In all honesty," Luna said, "I have never heard anyone say those words before in my life." Luna then smiled as she held up her watch. "Wanna go after him?"

"Definitely!"

Luna then activated her watch and turned the dial three notches, coming up to the same silhouette that Ben had before. She then pressed the button and watched as orange fur ran up her arm and covered her entire body. Her mouth widened and her lower canines poked out. The fur on her head then lengthened, giving the illusion of hair and a long tail appeared. Finally, gills appeared on either side of Luna's neck. Much like Ben, the blue dial then took place on a brace on Luna's left shoulder, glowing faintly.

Luna waited, making a few grunting sounds, indicating for Gwen to climb up onto her back. with a small gulp, Gwen obliged her and climbed onto Luna's back, with the transformed girl now taking off for the path that Ben took, following his scent.

Eventually they both heard the sound of laser fire and saw, or in Luna's case, smelt, a small drone about to attack a timed-out Ben. Seeing an opportunity, Gwen hit the drone with the shovel she picked up before the two left and kept doing so while Luna winced as she heard/smelt the hits as the red-haired girl pulverised the bot.

"Uhh! Back off, sparky." She said. "No flying tree trimmer is going to hurt MY cousin."

"Never thought I'd say this," said Ben, "but am I glad to see you."

Sparks came out from the drone as it caught on fire and then exploded after Ben, Gwen and Luna made it a safe distance away. All three of them arrived back at the campsite with Luna timing out as well.

Not long after, the three kids told Max their little adventure in the Rust Bucket, much to the older Tennyson's concern.

"I was worried that you both might get popular with those things on your wrists." Said Max. "That's why I asked you both not to fool around with it until we know what the heck they are."

"Sorry Grandpa." Apologized Ben. "But at least I figured out how to make it work. All you do is press this button. Then, when the ring pops up, just twist it until you see the guy you wanna be. Slam it down, and bammo! You're one of ten super-cool alien dudes!"

"I doubt it's that simple." Said Luna.

"What about STAYING a super-cool alien dude and not transforming back into plain old pizza face?" Gwen asked.

"I kind of haven't figured that part out yet." The boy responded.

"And I am perfectly fine with not permanently being an alien." Said Luna. "In fact, I like the limiter. It allows me just enough time to study my new form."

"With devices as powerful as those watches clamped on you both, my guess is we better help you both learn how to use them… fast."

"All right!" Cried Ben.

The four of them then heard static and turned to look at one of the radios as a voice came from it.

"Mayday! Mayday!" A man's voice said. "Somebody help us! We're under attack by some sort of – I know you're not going to believe me, but – … robot!"

"Sounds like those things that attacked me." Said Ben. "Must be looking for the watch. Those people are in trouble because of me!" He then looked at his device. "I think I can help them." He said, getting out of his seat.

"Uh, you?" Asked Gwen. "What are you gonna do about it, Tennyson?"

"Not just him." Luna said. "Since I have a watch of my own, I'll help Ben."

The four of them then ran into the woods and Ben and Luna activated their watches.

"Eenie meany miney-" said Ben. They both came across a shadow of a creature with spikes coming out of its head and back. "Here goes." The boy said as he slammed down the dial, while Luna simply pressed it.

Like the last two times, their transformations were instantaneous. Luna watched as blue-green crystals grew out of her arm and spread across her body, with then encasing her head with the back growing to a point. Her clothes shifted until it seemed she was wearing a black suit that covered her entire body except her arms and head, with a single blue line going down the middle and ending at a blue and black belt with the faceplate attached to it. Her eyes then shifted until they were completely blue like her irises and were now more angular like a carved stone. Two sharp spikes of crystal emerged from her back and stopped growing, completing her look.

Luna looked at her now transformed body, noticing that she was a few inches shorter than Ben, who looked similar to her, but with greener crystals, and that she felt more solid than before. She was thinner than Ben, who was bulky and more muscular than her, and whenever Luna moved, she heard the sound of tinkling, like multiple uncarved crystals were hitting and grinding against each other.

"So what can this guy do?" Asked Gwen.

"I don't know," said Ben, his voice now deeper than before, "but I bet it's gonna be cool."

The four of them ran to the trailer park and was met with utter devastation as a robot larger than the other drones shot lasers at multiple vehicles and destroyed them as people ran for their lives.

"Looks like papa robot this time." Observed Ben.

"Your ability to state the obvious staggers the mind." Luna said with a deeper voice as well.

"We'll get gearhead's attention; you guys get the campers to safety."

Gwen and Max then ran off to help the other people while Luna and Ben looked at the robot, their eyes glowing for a brief second. They then ran into the fray, just as the bot leaned down and picked up a park ranger, studying him.

"Leave him alone!" Shouted Ben, catching it's attention. "You want someone to pick on, try me."

It then stared at the two crystalline beings for a few seconds, then dropped the ranger and turned towards them, lifting an arm and shot a laser at the ground beneath them, launching them both into the air. Ben then landed on an RV which the robot then shot, blowing it up. Luna, after landing safely on the ground, got up and looked at her hand. After a brief moment of concentration, it lengthened into a sharp blade, and she charged at the bot and sliced at one of it's legs. It then looked at her and launched another beam at Luna, knocking her away, with a few beams reflecting off her blade when she tried to block it. The robot then walked closer to Ben as he charged at it with a blade of his own, but missed as it leapt up into the air, spinning it's legs for a moment, then landed on top of him. It then retreated off of Ben and picked him up and threw him at the ranger van. He then climbed out of it and ran as the robot shot more lasers at him. One laser hit a tree which started toppling towards Gwen. Ben, reacting quickly, created a large spike on his back which sliced through the trunk as he shielded Gwen.

After their brief exchange, the robot then picked Ben up and grabbed his left arm, intending to rip it off. The crystal warrior created a sharp spiked blade and destroyed the hand in reaction. The robot looked at it's ruined hand for a few seconds, then fired it's laser, launching Ben into a building and destroying it. It then fired another one just as the boy got out and created two blades, blocking it and sending beams in several directions, then was pushed back, landing on the ground. He then looked at his left blade as it shined, gaining an idea, which was confirmed when Luna cried, "Ben! Refraction!"

"Come on. Put one in here." He said, pointing at his chest. Luna joined him as the robot raised both it's arms at them, launching a pair of lasers with the intent to kill. The two then put up their hands, with Luna's shifting and combining into a cluster of spikes, and caught them both, redirecting them with Ben saying, "What comes around goes around. Let's see how you like it, you techno-freak!"

Both beams then hit its upper body and destroyed it. The legs then kneeled over and exploded when they hit the ground.

"All right!" Cried Gwen and Max. "Way to go Be-" Max began, then he realised there were people nearby and corrected himself, "uh… Diamond-headed guys!"

"Oh yeah! Who's bad!" Celebrated Ben while Luna facepalmed out of embarrassment. He then realised there were other people watching him and stopped. "Well, I think my work here is done." He then ran away while Luna walked, her hand still covering her face.

They both reverted to normal and then went to bed, happy that they were finally done with taking down robots. The next day, Luna, Gwen and Max were packing the Rust Bucket, when Max realised that Ben was missing.

"Where's Ben?" He asked.

"I haven't seen him since breakfast." Said Gwen.

"I saw him change into an alien afterwards and start running for Bellwood." Said Luna. "I believe it might have been one of our faster forms."

As soon as she said that, the three of them heard something approach them at a fast pace and saw a blue and black velociraptor-like creature skid to a stop in front of them.

"Ben?" Said Max as he spotted the white dial on the creature's chest.

"Yep." Ben responded with a raspy voice. "Hey, check this out." The facemask for his helmet went down as he zoomed around, packing the rest of the stuff into the RV, finally stopping in front of the three.

"Pretty fast, huh?" He said, his facemask opening again. There was a familiar sound of beeping as Ben reverted back to normal, having used up his power in alien form.

"I think this is gonna be the best summer ever." He said, dusting himself off.

"Absolutely." Said his grandfather.

"It's definitely going to be interesting." Said Gwen.

"I agree with you on that." Luna said.

"So, where'd you go anyway?" Asked the red-haired girl.

"Just had to take care of a couple of things before our vacation really got rolling." The green watch barer said, getting into the Rust Bucket. Max started it up and drove off, beginning the best summer ever.


Well, you have just been introduced to Luna Midnight. As you may have seen, she is quite logical compared to my other two OCs. And as you may have also noticed how carefully she use her powers compared to Ben, who started the forest fire. Yep, he definately won't live that down, 'cause whenever he brings up his origin story, I'm going to have Luna mention the forest fire every. Single. Time. Anyway, I hope you enjoyed the first chapter and I'm looking foward to seeing you in the next one! BackfireDuelist out!