Chapter 5: Makings of A Hero


Ben jumped in surprise as Genos appeared around the corner, "Argh, how'd you get in here?!"

"You left your door unlocked, so I decided to come in and cook for you." He stated, Ben sighed in annoyance as he took his shoes off and walked into his living room/bedroom, "Hey master."

"I told you it's Ben, stop calling me that!" He shrieked, "But what?"

"I got a letter from the Hero Association." He stated, Ben dropped his book and looked at the Cyborg.

"You what?!"

"It appears I've been invited to join them as a professional hero. What do you think I should do? Join them or decline them?" He asked wanting to know what the fifteen year old thought.

Ben thought hard about this, 'Pros: Genos could be something of a spy, finding out more information about what's really happening that the Association hasn't released yet. Cons: He'd have to join the Association.'

"Master?"

"Sorry, I was thinking if you joining the Association could benefit us." Ben replied, "If you do join the Association, you could be called to important life altering meetings, and then revealing it to me, so whenever it happens we'll be ready."

"Alright, I'll join them, but master if I join them I have a request for you." Genos stated which made Ben confused.

"Request?"


"It's decided. Mumen Rider will remain the top-ranked Class-C Hero."

"Understood. I will inform him of our decision."

"It's baffling, I don't know why he has no desire to move up to Class B."

"Who knows, anyway the next item on our list is the 55th Hero Certification Exam and the circumstances surrounding it. Currently, the total number of candidates is-" He began when a women spoke up.

"Over 11,000. With the exam offered at six different venues. That's an increase of more than 22% over the previous exam." She explained the men gasped shocked that they had so man potential candidates.

"We mustn't be happy with simple quantity." Ren stated, "Even with more candidates, if the quality of the heroes is reduced, then the numbers are meaningless."

"I hate to say it, but Ren is right." Yamato stated as everyone went wide eyed at his statement no one usually agrees with Ren because he's a crazy old man, "We have to be even more critical during evaluation. Also it seems we'll have a very interesting candidate this year, correct?"

"Yes sir, it hasn't been confirmed yet, but I'm confident that his participation will indeed occur." He answered looking at Genos's file.


In City Z, Ben had agreed to Genos request, so now the duo were on there way to were the Hero Association had prepared the exam. Ben wore a black T-shirt, black jeans, tennis shoes, and his familiar green leather jacket, with a pair of black and green hourglass headphones around his neck. Genos wore a white collared shirt with the collars up, dark blue pants, and brown boots.

Ben groaned as he walked the streets of City Z, "This is so boring and lame. Why do I need to go with you?"

"Because it might be important. Also in case anything happens you'll be 'right where the action is.'" Genos chuckled as he quoted Ben.

"Hey don't start stealing my quotes." He yelled as Genos laughed a little more while Ben stuffed his hands into his pockets, "Genos?"

"Yes Master?"

"What would you say if I decided to join the Association?" He asked in a serious voice which threw Genos off.

"Master, with you on humanities side nothing could ever harm this world and the Association would have a much powerful ally, but why do you ask?" Genos explained then asked confused on Ben's question.

Ben shrugged his shoulders, "Beats me. I always have preferred working alone."

"I understand, Master." Genos replied.

In the distance was a large dome building with a line of people outside of it. This is one of the Association's testing site.

"I guess we're here?" Ben questioned as the doors opened and soon the huge line of applicants rushed inside, "Let's go."

Genos went into the locker room while Ben waited outside. He grabbed his headphones and slid them on top of his shaggy brown hair, turning his music on, 'Man this is boring, I could be at home trying to buy tickets to the new Sumo Slammers movie.'

Genos soon walked out in a speedo, "Master? You're still here?"

"You asked me to stay while you took the test remember?!" Ben sweatdropped/yelled at the Cyborg causing alot of people to look at them in confusion.

"I guess I forgot." He chuckled leaving Ben with a growing tick mark on his face.

"I will hurt you." He replied as Genos face soon paled.

"I'm sorry master."

"Anyway, what's with the new gear, I've been wanting to ask about it earlier." Ben asked as Genos new enhancements have been upgrading lately. His new body was slightly brown and glowing a bright orange.

"Oh these are my new enhancements, Dr. Kuseno, installed them over the last few days and yesterday was my first day with them. With this I should be able to place a good rank in the Association's Exam." He explained.

"Interesting, maybe I'd like to have a word or two with this Dr. Kuseno about upgrading you even further. With both Grey Matter and Brainstorm, hell even Upgrade we'd be able to make you even stronger." Ben replied wanting to see how far his two most smartest aliens could enhance the Cyborg to his full potential.

"That would be amazing master, and I'm sure Dr. Kuseno would be thrilled to do that." He smiled, but there conversation was interrupted as a voice echoed into the intercom.

"Hello, Today we are hosting the 55th Hero Certification Exam. We will be testing your knowledge, strength, speed, and stamina. We wish you the best of luck." The voice explained then soon died off as the conversation in the building resumed.

"I'll be watching, go and show these losers how to pass the Exam." Ben smirked as Genos smiled.

"YES SIR!"


Ben had turned into a tiny grey alien with green circuitry lines running around his body. He had one large green eye, two green wings on his back, clawed shaped hands, and boot-like feet. Sporting the Omnitrix badge in the middle of his chest where some of the green circuits met. Ben had named this alien Nanomech.

Nanomech had watched as Genos annihilated the tests, shattering records as well. Ben was impressed that his friend was doing this well and with both the Galvan and the Cerebrocrustacean, he'd have trouble keeping up with a few of his alien forms.

After Genos got done with his Physical Exam it was now time for his Written Exam. Genos walked into the locker room with a tiny green nanochip flying in after him. Genos arrived at his locker when a blinding emerald light engulfed the room. Genos turned towards the light as Ben stood there with a smile on his face.

"Excellent! You did excellent out there!" Ben shouted proud of his friend.

"Thank you, master, but I do have the written exam to take. It will be fairly easy as was the physical one."

"I wish you luck, Genos."

"I will do my best!"


Ben stood by the room where Genos was taking his exam in, but he had his eyes closed, headphones on, and arms crossed around his chest. The exam lasted about an hour as Genos was the first to walk out gaining the teenagers attention.

"How'd you do?" Ben asked pulling his headphones downwards.

"I'm pretty sure I passed, it was a common sense test. I should get my results by today." Genos remarked at how easy the test was.

"Glad to hear it, come on let's go wait for your results." Ben ushered Genos to come along as he soon followed him.

"What have you been doing while I took my written exam, master?"

"Nothing, I was just waiting, so we can go eat." Ben inquired as Genos soon nodded.

"Master, about my request-?" He started, but was immediately cut off by the alien hero.

"Tomorrow, I promise." He stated which made the blond Cyborg nod in excitement.

The duo waited for an hour when a man in a black and white suit approached them. He had on a pair of black sunglasses and in his hand was a manilla folder.

"Are you Genos?" He stated as Ben and Genos eyed him weirdly.

"Yes I am." He answered as the man handed him the folder.

"Congratulations." He smirked then looked over at the teenager who was standing beside him, "Oh I'm sorry, I didn't know you brought a guest."

"Don't worry about who I am." Ben stated bitterly as he walked off, "Let's go see your results Genos. In private."

"Forgive me." He said as he bowed slightly in apologizing for Ben's rudeness.

"It's quite alright. Go on."

Genos quickly ran after the teenager, as the man quick reached up into his ear piece and spoke into it, "Yes, I delivered his results to him. Sir, he had brought a kid with him. I don't know, he was a little cold and bitter. Yes I'll keep my eyes on them. Over and out."


Ben and Genos went into the locker room to gaze at Genos's results, "Sorry, about that I got a little too bitter.

"No worries, Master I understand, your dislike towards hero's and the Association."

"It's not all hero's, just some of them who just use it for wealth and fame. Those are the hero's I can't stand." Ben replied a bit coldly, quickly shaking his head, he got back to there reason for being here, "Anyway, let's see what you placed?"

"Right!" Genos soon opened his manilla folder and revealed the result sheet inside. Ben looked over his shoulder and saw a large 'S' with 50/50 on the written and 50/50 on the physical, "Master it appears I've placed Class S."

"Class S? What does that mean?" Ben questioned as he gazed at his friends results.

"When it comes down to it, I am sure these rankings mean nothing." Genos stated, but Ben wasn't so easily convinced he knew they had to mean so much more.

The man from earlier approached the duo, which resulted in Ben throwing him a scowl, "Sorry to disturb you two, but since Genos achieved S Rank, we have to conduct an interview for him."

"Alright." Genos said as they left with Ben following along.

'Interview? For what? This man is weird, I'll have to keep a close eye on these guys or something bad could happen.' Ben thought as he followed them up a flight of stairs and into a dark room which had large windows in the back, but in front of the windows was a large desk that occupied five people. There was a lone chair in the middle.

Genos walked into the room, Ben was about to follow him inside when the man stopped him, "Sorry, just him."

Genos turned around and scowled, "He can come inside as well it might be important."

"This interview is for you for achieving S-Rank, your 'friend' has to wait outside." He stated.

Ben threw the man a glare as he then sighed in annoyance, "Fine, go ahead Genos. I'll be right outside if you need me."

"Ok Master." Genos replied.

'Master? This young boy is his 'Master'? No way!' The man thought as Ben pulled his headphones back up and walked across the hall and stood against the wall in front of the door with his eyes closed and arms crossed. The man was about to close the door when he caught a glimpse of something green attached to the young man's wrist, 'What the hell kind of watch is that?!'

Ben opened one eye and saw the man looking at him and raised an eyebrow snapping him out of his stupor. He quickly closed the door and stood there as Genos took a seat in front of the guests.

"Hello Genos, we are the Hero Association." Yamato smiled smugly at the blonde Cyborg.

"I know who you are." Genos stated plainly.

"Quite a friend you have their, who is he? And how old is he?" Another interviewer asked.

"That's Ben Tennyson. He's 15, but no need to worry about him." Genos answered as they gapped at how young the boy he was around was.

"Congratulations on achieving S class. We were all impressed with your exams." A women interviewer responded as they clapped for him.

"We've heard alot about you, Genos." Yamato stated, "It's not everyday we get a Cyborg wanting to become a professional hero."

"I did it to help people in need." He replied as he crossed his arms.

"Interesting, is it because of that boy outside."

"Don't worry about it." Genos shrugged off as they all smirked at him.

"One last thing, Genos." A man with glasses replied as the Cyborg in question turned towards him, "Does this building look familiar to you." He asked showing him a picture of the House of Evolution, "We've been secretly investigating a group of troublemakers. These ne'er-do-wells call themselves the House of Evolution. Just when we identified their center of operations, we found the building in question had been mysteriously destroyed."

"Obliterated by intense firepower." Yamato added on believing Genos had something to do with the destruction of the house of evolution.

The man with glasses showed him another picture of the destroyed scenery, "Are you responsible for this?"

"Yes I am." Genos stated causing them to widen their eyes in shock. Ren kinda paled as he stamped 'S-Rank' on his Hero Application.

"We're done here Genos, but you have to attend a seminar at 4. Go to lecture hall three. You're dismissed." Yamato smiled as the Cyborg got up and walked towards the door to see his partner leaning against the wall, off in his own little world.

Ben looked up to see Genos approaching him, "So what did they want?" He questioned as he took off his headphones.

"They questioned me about the destruction of the House of Evolution." He replied.

"Oh those weirdos who evolved animals." Ben replied shuddering as he remembered those disgusting freaks.

"Yes, and I'm required to attend a seminar at four." Genos replied as the duo started leaving which made Ben confused.

"A seminar? For what?" Ben questioned a tick mark growing on his forehead.

"On how to be a Hero." Genos stated making Ben deadpan at how serious he was being.

"That sounds absolutely ridiculous." He replied.

"I agree, if I wanna learn how to be a hero, I'll have you to teach me." He replied as Ben smiled at how genuine he sounded.

"It doesn't get easy ya'know."

"I won't slack off, Master!"


"We've finally found that Cyborg we've been looking for. He was accompanied by a young teenager." The first man's voice replied.

"Yeah? So I've heard." The second man's voice rung out.

"In consideration of his past accomplishments, we've made an exception and certified him as a Class-S Hero. I just wanted to make sure you we're notified in this recent turn of events." Yamato's voice replied.

"Yes, and I approve." The second man's voice replied. He had light blue hair and stormy grey eyes. He wore a designer wear shirt, pants, and boots. He had rings on his pinkie and index finger. He sat with his phone to his ear and Genos file opened in front of him, "Hmm, Genos, huh?"


The duo arrived in lecture hall three. They walked inside to be the only ones there. The room had twelve desks and twenty-four chairs behind them. Knowing no one else was coming Ben and Genos took a seat upfront in the middle in front of the speakers podium.

"After this, let's go eat." Ben suggested as Genos nodded his head in agreement.

When the door opened a man walked inside he looked to be in his mid-fourties. He wore a brown suit that resembled a snakes body, with a burgundy collared shirt, and black tie. He had black spikey hair and a stern look on his face.

Ben looked at the man weirdly as he moved his right under under his chin and the other rested underneath it. The speaker took his place in front of the podium and began.

"Congratulations on passing." He started as he gazed at Genos then at the unidentified teenager next to him, "Who are you and why are you in this seminar?"

"He's with me. I hope you don't mind, that he's here." Genos replied vouching for Ben, "He wants to be a hero, when he's older."

"Alright, he can stay. I am Snek, an A-Class Hero." The speaker replied then introduced himself, even if Genos hadn't vouched for him, Ben probably would have turned into Swampfire and roasted him alive, or turned into Humungousaur and stomped on him, or Way Big and tossed him into Outer Space, "I wanna see you give it your all, don't get cocky got it! Keep your certified hero status in mind."

Ben scoffed at him, 'This is a certified hero? Even The Worst has a better status than him and he's his weakest alien.'

"From here on out, I expect you to act with modesty. Try not to tarnish the Hero Association's name. Afterall your face will be placed on the main page of the Hero's Association website." He stated. He then hopped onto the podium and started doing some embarrassing 'martial arts' Ben was seriously cringing at how he imagined the air was his opponent striking them in various places, "If you wanna be a hero, try to be one as distinguished as me." He smiled smugly.

Ben rolled his eyes, 'Yeah, if I wanna humiliate myself, I'll let Upchuck enter an eating contest or have Rath take you on with both arms tied behind his back, blindfolded as well.'

"As a Class-A Hero, I have influence over some of the Association's decisions. Those who wanna debut as a Hero will have to be disciplined by me!"


With the Sunsetting in the distance, Ben and Genos were finally allowed to leave. Ben had a strange look on his face as he and Genos passed by multiple buildings.

"Master, is something wrong?" Genos questioned the shape-shifter.

"No, I'm just really baffled at that man's antics, he was really really weird." Ben shuddered at that A-Class hero.

"Master, the Hero Association was created after his daughter was saved by you. You were the cause of Hero's rising."

"Hm, I just saved her didn't know it was some famous guys daughter."

"You truly are a modest person, Master." Genos replied as they came to a two way street, "This is where we part Master, I'll see you tomorrow for our request."

"Alright, good night Genos." Ben replied as he waved goodbye and took off down another street.


"That Genos was something, but I can't really say anything about the boy he was with." A man's voice rung out, "He was bitter, cold, and it truly looked like he doesn't care about the Association."

"I know he was sitting inside the seminar with him. They both had a disrespectful attitude, it's like they didn't even care about what I was talking about. Maybe that's his disciple or something showing him how to ignore professional heros." Another man's voice rung out.

"No, before the interview started Genos called the boy Master." The man from earlier responded shocking his compatriot.

"Master?! Maybe your hearing things!" He yelled when Yamato walked inside.

"No, he's correct. I heard it too, I don't know what that young boy has done or who he truly is, but Genos the newest S-Rank has a tremendous amount of respect for him." Yamato explained shocking Snek.

"There was something off about him, I can't put my finger on it." The man replied until a recent memory surfaced, "Also on his left wrist was a strange watch attached to it. I don't know what he is or what he can do, but we have to keep an eye on that boy."

"Your right, Minato, that boy is a strange one."

Snek the A-Rank hero scowled at the two one was an S-Rank and the other was just a teenager, 'Maybe I'll go and teach that boy some manners.' Snek thought as he got up from his seat and left the room.

"Sir, what did you think of Genos?" The man named Minato asked.

"He's gonna be a great addition to our S-Rank team. Hopefully, nothing bad happens." Yamato answered as both men gazed out into the setting sun.


Ben was walking home, he had his headphones in and was currently ignoring everyone who passed by him. He couldn't ignore the Association forever, it would only be a matter of time before his identity is revealed and then after that there's no going back.

Ben sighed, 'What can I do to keep my secret from being revealed? Maybe if I use Grey Matter, I could list possible outcomes that will effect my future.'

Ben kept his hands in his pockets as he walked through an empty hill that oversaw a small river and a bridge next to it. Footsteps could be heard as, Ben looked around, 'I'm being followed.'

He turned around slightly, but found no one there. Spinning back around he found that weird A-Rank guy named Snek standing in front of him.

"Hello, boy!" Snek yelled as he held his palm out in front of the teenager.

"Oh it's you." Ben frowned at the weirdo, "What you following me now?"

"No, if you wanna become a hero one day, than I gotta see what your made of! Your master Genos isn't gonna be here to save you from me!" He laughed loudly which made Ben kinda angry.

"Let's get one thing straight, I don't need to learn shit from you, creep. And Genos is not my master it's the other way around, so get outta my way or you're gonna find out the hard way when people piss me off." Ben scowled at the snake-like hero who dropped into another stance.

"Aw, is the little boy shaking in his boots? Getting scared, kid? You should be!"

"Did you not hear a word I said?!" Ben yelled at him his anger rising incredulously.

"Don't worry, I'll make sure to send you a card in the hospital." He stated as glared at the fifteen year old.

Ben knew talking wasn't gonna get him anywhere so he lifted up his left arm revealing the Omnitrix.

"What's that? Gonna call your master for help?!" He mocked the alien hero.

No, I'm gonna show you just how scared you should be of me!" Ben spun the dial and a hologram of an alien appeared and immediately slammed his hand onto the faceplate and an emerald light blinded the snake-like hero.

"What the hell is happening?!" Snek shrieked as he shielded his eyes from the alien shape-shifter.

Ben turned into a greenish-yellow orge-like alien with long and misshapen arms that have weed-like spikes coming out of them, pointy fingertips, and a visible belly button. He wears a simple pair of black briefs with a metal dark green waistline with white bolts on it. His eyes are glowing green and can be seen through the bars of a dark green metal cage helmet worn on his head. His helmet has two horns protruding from the sides of it, and also a crest that resembles a toenail in shape. The cage's door has five bars, three of which are in the center of the door. It opens in two halves, with the lock in the very center of the door, staying on the right half. Connected to this cage is Ben's armor, which wraps around his shoulders and goes halfway down his chest and is connected to his briefs by chains. The Omnitrix badge is on the helmet's extension covering his chest, with two green metallic protrusions accompanying the symbol on both sides.

"What the hell was that?" He shouted as he looked at the boy in question who turned into a giant monster with a helmet on his head, 'What the hell is that thing? Did that boy transform into that? I have to alert the Association of what this boy can do!' He gritted his teeth and rushed the unknown alien.

Knowing he was gonna alert the Association on his shape-shifting abilities, the white bolts around his helmet opened up revealing light green gas spraying. The cage around his face hissed as they started opening. The cages opened in halves as his glowing green eyes intensified. Snek stopped his advancement once he saw what was behind those cages. His eyes widened in horror and fear as he quickly backed away.

"NO! STOP! STAY AWAY FROM ME!" Snek yelled as he scrambled backwards, he tripped over his own feet as he couldn't look away from the Unknown aliens face.

The Unknown alien slammed his large orge-like fist into the man's face rendering him unconscious. Closing the gates on his helmet, he reached up and touched the badge on his chest and reverted back to normal, "Man, using Toepick even scares me, but with his ability to alter memories I covered up his encounter with me and me turning into Toepick. He won't remember anything. Now that he's taken care of let's go home." Ben replied as he quickly walked past the unconscious hero and headed home.


In a large cliffside, the Sun was high in the sky signalling it was almost noon. The empty gourge had two people standing in its vast opening. One was a tall blonde Cyborg wearing a white collared shirt, blue pants, and black boots. The other was a shaggy haired teenager who wore a black shirt that read 'Zero to Hero', black jeans, his green leather jacket, and tennis shoes.

"A hero registry? What's that?" Ben replied as Genos was looking through the registry from his phone.

"Yes, I am a Class-S Hero, I'm ranked last in my class. Right now I'm listed under the designation of Genos." He explained.

"Oh you mean hero names, correct?" Ben deduced from what he was explaining, 'Interesting what would my hero name be if I'd register with Genos. No good names come to mind.' He thought as he sighed in annoyance.

"I might get the blonde Cyborg as my hero name, what would you for your hero name, Master?" Genos replied looking at the alien hero.

"The transforming freak. Monster. Alien vigilante. I don't know the list could be endless." Ben responded glad he kinda didn't register.

Genos went back to looking at the Hero's Association website, "Huh, you can be ranked by ability. Knowing your ability Master, you'd easily rank 1st with all the monsters in your arsenal."

"Hm, sounds lame. What's next?"

"You can also be ranked by popularity. There are some Hero's that have fan clubs." Genos continued as he put his phone away.

"Honestly, we don't need fan clubs. Just knowing we're doing the right thing is enough for me." Ben responded.

"I agree, Master, I don't care about it either." He replied nonchalantly, "Master, thank you for agreeing to my odd request. I appreciate it."

"No problem." Ben stated walking a good distance from Genos, "Since you joined the Association, I have to honor your request man to man. Is right here good?"

"Perfect!"

"So we're just gonna have a practice bout, right, not fighting for real?" Ben questioned he didn't wanna use any of his ultimate's against Genos in case he accidentally hurts him.

"That is what I had in mind, yes, but I want you to go all out." He stated with a serious look in his eye.

"Does that include using my ultimate forms?" Ben questioned.

"Yes Master, I want you to use everything you've got. In return, I, too will give it everything I have got." He replied dropping into a stance, the crevices in his body started heating up. Glowing a bright orange in color.

Ben sighed as he lifted up his wrist and activated the Omnitrix. Smacking his hand down an emerald light engulfed the area. Ben's body became a black suit-like color scheme, and his hands, legs, chest, and part of his head are colored blue. He has black mask-like fins around his green eyes, a triangle-shaped nose, a thunderbolt-like design down his chest, and a triangle one down his back. Similar to one of his aliens, he also has spike-like blades on his arms and legs. Sporting the Omnitrix badge in the middle of his chest, "FASTTRACK!" The Citrakayah exclaimed.

"Please Master." He responded as his back burners ignited and with a boost of speed, Genos soared straight at Fasttrack, spinning around he launched his leg at him which resulted in Fasttrack bending backwards the kick missing him by a few meters.

Thrusting his arm forward, Genos halted and pushed himself right back at Fasttrack, who dodged another one of his attacks. Genos using his afterburners circled around him multiple times trying to gain even more speed launched several feet above him, slamming his right leg straight into the ground. Fasttrack having faster reflexes dodged the attack that shattered the ground sending rubble and a dust cloud obscuring their vision.

'He's gotten faster. This should be entertaining.' Fasttrack thought as he was in the air, but the dust cloud started changing colors. When a fiery blast shot out of the cloud. Using the rubble the Citrakayah launched from them dodging the blast. That hit part of the gourge launching into the air. Landing a few feet in front of him, he took a look at the damage he caused, 'Not only is he faster, but his attack power increased. Outstanding Genos, let's see how you continue to impress me.'

Fasttrack turned around as he gasped out, "Excellent Genos, getting faster and your attack power is amazing. I'm truly impressed, but you already know what's about to happen." Fasttrack replied as he slammed his hand onto the faceplate and four prongs shot outwards.

His blue skin turned a darker shade of blue, with white thunderbolts snaking around the black parts of his body. The blades on his arms and legs grew a bit longer. A grey belt appeared around his waist with a green thunderbolt in the middle. His mask like fins morphed into two thunderbolt fins with a pair of green goggles taking shape in the middle of his face. Sporting a grey helmet on top of his head. With black and white fingerless gloves. Sporting the evolved Omnitrix badge on his chest, "ULTIMATE FASTTRACK!!" The hyper-evolved Citrakayah screamed.

"I need more Speed!" Genos yelled out as he gritted his teeth.

Blue lightning started generating from him, his back burners opened up again. He slammed his hands onto the burned ground as he sent even more power into his arms. Using the flames he was generating, he started levitating off the ground, with blue lightning shooting from his hands. He vanished in a blur, leaving behind blue lightning and the newly created rubble in his wake. Ultimate Fasttrack vanished as well.

The two opponents were blurs to the naked eye as they clashed repeatedly, the hyper-evolved Citrakayah was holding back his true speed in hopes to see Genos get even faster. Leaving behind streams of dust the two were soon soaring in the sky, clashing. Genos threw a punch which was soon dodged by Ultimate Fasttrack. The hyper-evolved Citrakayah was at a disadvantage in the air as Genos struck him multiple times, but that wasn't gonna be all it took to beat him. The two continued there duel in the air for quite awhile, until the hyper-evolved Citrakayah ran against downwards towards the ground with the Cyborg on his tail. The two opponents knew it was a battle of speed, but Genos had no idea that Ultimate Fasttrack was 10x faster than before.

They clashed multiple more times leaving behind potholes from where Genos tried to attack him from. Running up the gourge their battled raged on as Genos tried everything to strike the hyper-evolved Citrakayah, but to no avail he was too fast. Ultimate Fasttrack launched a punch at Genos which sent him reeling back quite a bit. Genos launched at the evolved Citrakayah and launched a flurry of punches at him. Thinking he got him on the ropes realized he was already gone.

'He's gone? I must have been chasing his after image this entire time. Where is he.' He looked around scanning the environment for his Master when he noticed he vanished, until an emerald light flashed and when Genos turned around he was met with a punch to the face by a greenish bluish fist.

Diamondhead launched Genos straight in the ground and landed in front of him, "I believe it's my win, correct?"

"No I can still fight, Master!" He yelled as he thrusted both arms outwards, an artillery of weapons were revealed to the Petrosapien as he yelled, "INCINERATE!" The barrage of weapons fired a massive blast of power heading straight towards the Petrosapien. Diamondhead stomped his feet and was quickly encased in a sphere of diamonds. When the blast was over the diamond shield was shattering, but Diamondhead was gone.

"With that it's my win, Master." Genos stated with a smirk on his face.

"Not necessarily!" Another voice shouted eerily but this time he phased out of the ground. It looked to be a phantom ghost-like alien with a gaseous appearance and claw-like hands, and grey skin with black lines running all over him. His skin is removable with black and white skin. He had one green eye shown through his black folds. Sporting the Omnitrix badge in the middle of his chest, "Meet GHOSTFREAK!" The Ectonurite exclaimed.

"You have a ghost alien as well!" He shouted in shock as the Ectonurite gave off really creepy vibes.

"Yes, let's play a game. Now you see me." He started as he turned invisible, "Now you don't."

Whipping his head around, he couldn't locate the ghost like alien. Until he turned around to be sucker punched straight in the face, stumbling back, Ghostfreak launched another punch into his hip and then his face. Looking around Ghostfreak was gone again, "Where is he?!"

"Why not check behind you." He replied, but instead of turning around his back burners activated and launched him into the air landing a few feet away from the Ectonurite.

He saw his ghostly appearance and launched his arms forward launching a blast of firepower at him. Before the attack hit him, he slammed his hand onto the Omnitrix badge and another emerald light occurred replacing Ghostfreak with someone new.

A huge dust cloud exploded out as the massive attack hit Ghostfreak head on, 'Master didn't turn intangible or invisible, so my attack must have hit him head on.' He thought as he was breathing heavily.

"If it weren't for me changing, not even Ghostfreak's intangible ability would have saved me from that attack." Another voice replied this one sounds more metallic than the others.

Soon Genos got a look at the monster standing in front of him. He was a slightly tall creature inside a green teal oven-like metal suit of armor with three slits capable of releasing radioactive energy. With a handle on the head and the shoulders have bolts. There are three more bolts on each hand, and two on the chest. Sporting the Omnitrix badge in the middle of his chest, "NRG!"

"What is that?!" Genos questioned he scanned the life form in front of him, but his systems keep overheating. He couldn't get a read on him.

"This is NRG, shame I have to end this little bout of ours, but you said not to hold back. Let's end this." He stated as he grabbed hold of his helmet and pulled it off. A huge bright light blinded Genos as the containment suit fell to the ground.

"What?! What happened?! What was in that suit!" Genos replied frantically.

"A being made out of pure radiation." The Prypiatosian-B's true form remarked as he floated above Genos. NRG wears a green and black lower level containment suit consisting of two straps, a belt, two wristbands on both arms, and two knee braces on both legs. With the Omnitrix badge in a green patch around his waist.

His eyes widened as he leviated off the ground and at blinding speeds started shooting his hand cannons which he absorbed making him grow brighter.

Genos knew he couldn't take him head on and with the was he was shining, his incerinate cannons would only be absorbed by him making him as strong or even stronger than nuclear warhead.

NRG smirked as he raced forward catching the blonde Cyborg off guard, he immediately launched his foot into him, but he appeared behind him in the blink of an eye. Using the power he absorbed NRG blasted Genos head on, but stopped when if was mere inches from his face. In an emerald flash the Prypiatosian-B was reverted back to Ben who flicked him on the forehead, "I'm hungry, time for lunch. I'm thinking chicken." He smiled as he headed back to town with a shook Genos.

"That sounds good." He replied, 'What just happened? Master stopped the attack inches before it destroyed me. That form of his would be very difficult to defeat in combat.' He thought as he turned around and a huge fraction of the gourge had been destroyed from the blast by NRG's true form, 'I can't ever get to Master's level of power.'

"Are you coming or not?" Ben questioned the awestruck Cyborg.


In a garage in City A, was the man who was looking at Genos file. He had a red Ferrari, with tinted black windows, "So that's his location? Alright I'll head there now. No. Don't worry about a thing. I'm just gonna let him know what the industry is expecting of him." He replied to the voice on his phone while getting into his car.


Tatsumaki was sitting in the Hero Association when Yamato came out the doors, "What are you doing here Tatsumaki?"

"I'm here to learn about that new Class-S Hero Genesis." She stated getting his name wrong in the process.

"His name is Genos, Tatsumaki. He's currently with someone the Association is keeping a very strong eye on." Yamato replied catching Tatsumaki's attention.

"Why's the Association watching some nobody?" She replied bluntly.

"I don't have any evidence, but their is something strange about him something wrong. And the fact that he's just a teenager makes it even worse." Yamato admitted which gave Tatsumaki a credulous look.

"How old is he?"

"Fifteen, but from the way he acts puts him at a solid eighteen."

"Interesting, give me his name and I'll go and see him personally." She stated with a sly smile on her face.

Yamato sighed, "Fine, His name is Ben Tennyson. He lives somewhere in City Z."

"I'll find him and beat some answers out of him as well!" She shouted as she leviated off the ground and flew out of the Hero Association, 'Ben Tennyson, huh? This'll be easier than taking candy from a baby.'


In a shop, located in City Z, Ben and Genos were enjoying the delicious food known as fried chicken. Ben and Genos were seated in the back, he had taken his jacket off and hung it on the chair behind him.

"I'm glad you like fried chicken, it's basically the only thing I can afford at the moment." Ben replied gulping down the skin and meat of various chicken parts.

"I'm not a picky eater Master, but may I ask what is it that you do financially?" Genos asked which made Ben raise an eyebrow.

"My landlord gives me various tasks to do around our building, my rent isn't that expensive so it's not a problem. Other than that I had saved up a bunch of money from freelancing and now I'm running low on funds." Ben answered as he gobbled up more chicken.

"Interesting." Genos inquired, "Master if you has joined the Association, they'd pay you for your work."

Ben stopped eating and gave Genos a serious look, "I'm not in it for the money, I'm doing this because it's what's right. I have a job and it's to protect people and that's what I'll do."

"I'm sorry Master."

"No worries." He looked above at a sign that hung above the different styles of chicken you could order, the prize was 10,000 yen, "Hey Genos how about another match."

Ben yelled, "We'll take the Ultimate challenge please!" Soon there was two very very very large buckets filled with various types of chicken inside.

"Master, are you sure this is a good idea?" Genos inquired looking at him, but was interrupted when an emerald light engulfed the restaurant.

Ben's size shrunk to the size of Echo Echo, he had green skin, six sprout-like growths on the back of his head, a dark-green patch of skin on his head, light-green skin on his face and belly and a crooked teeth overbite. He has whisker like lines on his face, and a green tail. Sporting the Omnitrix badge in the middle of his chest, "UPCHUCK!" The Gourmand shouted as his mouth started watering at the food in front of him.

Genos gazed as the tiny aliens mouth opened wide and three tongues shot out and gulped even the bucket down, "Incredible." He replied.

"Bring ten more Ultimate chicken challenges!!" Upchuck yelled as he soon swallowed Genos's share of the challenge.


Upchuck laid in the middle of the table with his giant green stomach big as a beach ball, he sighed in relief as he enjoyed an excellent meal, "That was amazing." The chef had wide eyes as he watched that green monster scarf down over seventy buckets of his ultimate challenge. The people in the restaurant were shocked that little monster ate that much food and wasn't full.

"Wow, he ate so much."

"He's kinda cute."

"I'm out so much money!" The chef cried as he knew he had to pay this 'customer' for accomplishing quite an impossible feat.

"Amazing you managed to eat over 70 buckets of the ultimate challenge, how can a monster eat that much?" Genos replied shocked that there was someone else who could eat much more than him.

"Simple, the Gourmand species aka Upchuck can eat anything and never be full plus they have this nifty little ability called explosive vomit." Upchuck replied as he slammed his hand onto the Omnitrix badge and reverted back to normal.

"Incredible." Genos exclaimed knowing something was capable of eating more than Pig God another known S-Class Hero.

The doors of the restaurant opened revealing the man from earlier.

"Welcome. Sit anywhere-" He immediately stopped talking when he got a look of the man's face and went wide eyed. The man kept his eyes firm on his target getting closer to his table.

"You must be Genos?" He stated.

"Huh?" Ben questioned wiping his mouth from his messy alien form.

"Hm?" Genos answered looking up at the man.

"I'm Amai Mask, Class-A, rank 1." He introduced himself, "I'd like to talk to you."

Ben's demeanor changed immediately once he revealed he was from the Association, 'Great, who's this douchebag?'

"It's Amai Mask!" One of the school girls exclaimed.

"He's so gorgeous!" The second girl shouted.

"Talk? About what?" He questioned him.

Ben was getting a weird vibe off this guy, he looked handsome. Ben gave him that, but there was something else, something very dangerous.

"Be careful Genos, I'm not getting a good read off this guy." Ben responded.

Amai Mask quick looked at the teenager across from the Cyborg. Yamato had told him about how rude and disrespectful he was towards members of the Association, "Your that boy who was seen with Genos yesterday. I heard you were being rude and disrespectful to my superior's your lucky I'm here for Genos or else I'd teach you a lesson." He glared hard at the alien hero who didn't back down.

"Oh yeah? I'd like to see you try." Ben jumped to his feet, slamming his hands onto the table.

"Master, please calm down. He's not dumb enough to try and challenge you right here." Genos replied trying to calm down the teenager before he revealed his secret to a Member of the Association.

Ben scoffed as he sat back down annoyed and looked away from the pretentious asshole who definitely had annihilate me across his forehead.

"Master, you go on ahead. I'll go and talk to him in private."

"Alright, I'll cya later Genos." Ben waved as both Amai Mask and Genos left the restaurant. Ben then turned to the chef, "Hey old man."

The chef paled when he heared Ben's voice, "Where's my money?" Ben's eyes sparkled in greed as the chef started crying.


"Heard you were certified Class-S by special exception." He replied

"True, and what of it?" He asked.

Amai just stared at him, "Nothing, just here to congratulate you that's all.


Ben had left the restaurant with a rectangular envelop full of money he got from finishing the challenge repeatedly, "Now with this my funds have increased and I'll be able to buy those Sumo Slammers tickets." He chuckled as he walked home.

He stopped in the middle of the street, "You can come out now." He shouted out.

"My, my, you noticed me off the bat?" She said intrigued with the teenager, "Clever boy."

Ben looked at the person in front of him and saw a women. She had green shrilly hair that curled upwards, she had green eyes, and wore a black dressed that went down to her waist, but the ends had four long flaps, on her feet she wore black flats.

Tatsumaki gazed at the teenager and her eyes widened in shock. He had a brown shaggy hair, pale complexion, and a bit scrawny. He wore a black shirt that read 'Zero to Hero', black jeans, a green leather jacket, and tennis shoes. She felt her heartrate increase, her cheeks flushed red as her eyes couldn't peel away from the boy.

"Who are you?" She asked as her face started turning red as a tomato.

Ben wasn't dumb he knew what was happening he read way too many manga and seen too much anime to not realize what's going on here, "I'm Benjamin Tennyson, but most people call me, Ben."

"Ben, it's ni-nice to mee-meet you. I'm Tatsumaki." She stuttered as she introduced herself, 'This is the boy, the Association is watching. Why would they need to watch such a cute boy.'

"Is there a reason your out so late, Mrs. Tatsumaki?"

"Please just Tatsumaki, is fine. And I was out looking for someone." She replied as her face kept turning different shades of red.

"Oh? And who might that be?" Ben questioned her.

'Snap out of it Tatsu! This boy might be a threat to to Association! No matter how cute he is or how much you want to be with him, HE'S YOUR ENEMY!' She thought snapping out of her fangirl/loved state and held out her arms as a green light covered her entire body, "You."

Hearing her word's, he paled at them immediately, "Oh shit."

To Be Continued.

A/N: I gave Toepick an extra ability where anyone looks into his face, he has the ability to remove memories from people. So Snek won't remember seeing Ben after the seminar or seeing him transform into Toepick, he also won't remember getting knocked out by the unknown species either. And no this is NOT a Ben x Genos story I can't stress this enough. Ben will have a harem consisting of the only three hot women in the series lol