Ben's Unlocked Ka:

The Flame Swordsman: Heatblast

Elemental HERO Sparkman: Feedback

Ultimate Tyranno: Humungousaur

Kuriboh: Ditto

Harpie's Brother: Jetray

Elemental HERO Terra Firma: Alien X

Diabound Kernel Form 1: Snakepit

Dark Magician: Name Undecided

Red Eyes Black Dragon: Name Undecided

Time Wizard: Clockwork

Disclaimer: I still don't own Ben 10, or Yu-Gi-Oh!


"Normal Speech"

'Thoughts'

"Yelling"


First Transformation!


Previously, on Ben 10, and the Millennium Matrix...

What are these? No one's ever recorded anything like this in the history books." Ben said to himself.

"And they wouldn't have." said a voice.

Ben turned around to find who had spoken, and saw someone else had entered the room. It was a man that looked to be in his early twenties. He had purple eyes, dark skin like all other Egyptians, and was wearing a royal dress that was made for Egyptian men, golden jewelry, and a blue cape. His hair was long and stood up in five huge spikes that were primarily black, but had red and yellow outlining the edges. He was also wearing a golden pendant that looked like an upside down pyramid with the Eye of Ra on it.

"The Shrine of Wedju has housed all of the Ka for thousands of years, and is not easily accessed from the outside world in this day and age." said the man.

"Who are you?" Ben asked.

The man gave a good natured chuckle, and walked up to Ben. When the man was close enough, Ben could see that he was holding a golden box in one arm.

"I have gone by many names in my life. Yami... Yugi... But you may call me Atem. I was once the pharaoh of this great land, and one of its greatest protectors." Atem explained.

Ben was astounded! He was standing in front of an ancient king, and wasn't even formally dressed. But it seemed like Atem was giving him the box that he had come in with.

"This is a gift for you, Ben Tennyson. Yes, I know who you are, and I know that with my creation that you will become what you always wished to be! A hero." Atem said.

Ben accepted the box, unaware that the stone slabs in the Shrine of Wedju glowed slightly. He opened the lid to the box to reveal...


Instrumental Opening

BEN 10

He's a kid and he wants to have fun,

But when you need a superhero, he gets the job done!

BEN 10!

With a device that he wears on his arm,

He can change his shape, and save the world from harm!

When trouble's taking place,

He gets right in its face!

BEN 10!

When lives are on the line,

It's hero time!

BEN 10!


...It was a device that seemed to be different from Gwen's Omnitrix, and yet very similar in design. Unlike Gwen's Omnitrix, the device that Ben was holding looked more like a gauntlet that covered half of the forearm. It was primarily gold colored with red lines going down from the dial to the end of the device. It also had a blue dial with a golden Wajat Eye in the center.

Suddenly, the gauntlet sprung to life, and clamped down on Ben's left arm! Ben yelped in surprise when this happened, and tried to pull it off. But this thing wasn't going anywhere anytime soon.

"It's okay! It's meant to do that in order to keep thieves from stealing it." Atem explained.

Ben nodded at this. If Vilgax was anything to go by, no doubt there would be people who would want to steal the Millennium Matrix. Ben got curious about the device, and turned the dial where the eye was. A golden light shined up from it to reveal a full body hologram of one of the Ka from the stone slabs. In his state of curiosity, Ben pressed his hand down on the faceplate and was engulfed in a flash of golden light.

Ben started to grow until he was about six feet tall, and was wearing a blue, skintight bodysuit. He had a highly muscular frame, and was wearing a flaming orange battle skirt along with a spiked helmet of the same color that covered his eyes. He also wore charcoal black boots with yellow cloth acting as shin guards, and was holding a giant flaming orange broadsword with golden Japanese writing on the flat parts. The Wajat Eye symbol relocated itself to the center of his chest to complete the transformation.

Ben stood there with a warrior's glint in his eye, but that soon was replaced by the feeling of confusion.

"Hey... What gives?" Ben asked himself.

He gasped and held his free hand to his throat. Ben's voice had gotten a lot deeper after transforming, and it had surprised the poor lad. Fortunately, the pharaoh was there to explain things to him.

"Ben, listen to me. The Millenniatrix has turned you into one of the many Ka residing in this shrine! You've become the Flame Swordsman!" Atem informed.

"I'M THE WHO?!" Ben asked in shock.

"If you don't learn how to control the power of the Ka residing in the Millenniatrix, you could end up ending more lives than you would be saving! You would even end up putting your loved ones in danger if you can't gain control over the more dangerous Ka!" Atem explained further.

This new information scared Ben. He didn't want to end up hurting any innocent people because he couldn't control his Ka forms. And he especially didn't want to end up hurting his family because he went on a rampage! He knew that he'd have to train hard to control his new Ka forms, and that was going to take a lot of practice on his part. But our young hero wasn't about to let himself be intimidated by this!

"Then if you want me to train hard, I'll work harder than your expectations!" Ben declared.

"Are you sure you can handle this, Ben?" Atem asked.

His response was a look of utter determination from the boy. Ben had turned back to normal, and had a look in his eyes that showed the fires of a true warrior. This was something that the old Pharaoh hasn't seen for a great many years. Seeing that the young lad wasn't going to back down from this, Atem smirked at Ben and took something out of his tunic.

It was a deck of cards that were brown with a black oval in the center on the back. Atem handed the deck to Ben, and the child started looking through them. Ben was amazed! The pictures on the cards were the same as the monsters on the stone slabs!

"I don't understand! Why do these cards look like the ones on the stone slabs?!" Ben asked.

"Those cards belonged to a great friend of mine. They belong to a card game by the name of Duel Monsters, and it was a very popular game. I want you to learn how to play this game. It will help you to master the Ka within your Millenniatrix." Atem explained.

That was when Atem started to fade from existence. He started to slowly disappear, and Ben grew worried for his first real friend.

"What's happening?!" Ben asked in fear.

"It appears that my time in the mortal world has come to an end. But you won't be alone, Ben..." Atem said.

That's when all of the Ka in the shrine turned into streaks of white light, and flew into the Millenniatrix! Ben could feel the device gaining more and more power, and could feel himself slipping away into the dark abyss of unconsciousness.

"...You have many Ka by your side!" Atem said as he disappeared from the mortal world.

That was the last thing Ben heard before finally blacking out. He could also faintly hear someone calling his name.


This chapter is as of now complete! I wanna thank all of you for sending in ideas for the ten Ka that Ben starts out with, but now I'm gonna post a poll on the pairing for this story. And I just wanna post a list of stories I wanna work on for a while before moving on to any others.

Danny, The Tiger of Light

Ben 10: Hero of Equestria

Danny Fenton, Wielder of the Power Watch

Danny and Evile

Danny Child of Perim

Ed, Edd, n' Eddy: Omniversal Heroes.

Once I post a chapter for each of these stories, then I'll update some of my others. Such as my story Ben 10, Ben's Quest of the Kaminatrix. So any fans of that story, I ask that you please be patient just a little longer. Until then... PULL THE LEVER, KRONK!

*Kronk pulls the lever, and I fall down a trap door*

Me: WRONG LEVEEEEEEERRRR! *SPLASH!*

Kronk: Oops.