[==-Episode 11: Chills, Thrills & Shrills-==]
[-[-= Halloween Special! =-]-]

[Author's Note]: This wasn't made on Halloween itself, I have to start way before that day because my stories take quite a long time to make. And now, without further ado, let's just get into the story. By the way, happy halloween everyone. Good luck on getting candy and avoiding the spooky season's frights when ya'll get to Oct. 31.

When this story was first made, halloween was nearing. So I thought "Hey, why not make something related to scariness?". So I did. By the way, this story DOSEN'T take place on halloween. But there will be scary stuff along the way. The reason why this story dosen't take place on halloween is because I don't want to mess up my story's timeline just because some IRL event was happening. But hey, I found a way to make the story have something that relates to the IRL event happening. So there's that. Anyways, continuing the story.

Ben: *Wakes up and yawns*

Max: "Oh, mornin' Ben."

Ben: *Rubs eyes* "Good morning grandpa."

Max: "I was just about to cook. And hey, please don't wake Gwen up yet. She's still sleeping."

Ben: "Oh. Alright."

It was morning, Ben had just woken up. And Max was just about to cook. Max had told Ben that Gwen wasn't awake yet and to not wake her up. Ben agreed and just sat on his bed while waiting for Max to finish cooking.

Meanwhile... in outer space...

Tiffany (In alien language): *Fixes things* "About time the boss finally amped up Ben's training. He REALLY needs it. I mean... -look at him. He's just a kid. He's still got a lot to learn."

Penelope (In alien language): *Fixes things along with Tiffany* "Y'know Tiffany, you keep having doubts on Ben even though he's shown some potential. The boss said all he needs is a push."

Tiffany (In alien language): "For me, the kid's gonna need MORE than a push. Maybe a SHOVE."

Penelope (In alien language): "C'mon now Tiffany, you seriously don't believe that Ben CAN'T do MORE than what he can do now right? Everyone can do more with a push."

Tiffany (In alien language): *Sighs* "-I...-It's just that... I'm just trying to think of what's best for possibly the world. And for our leader to trust a powerful device as the Omnitrix to a 6 year old child... -well... -it's just that... -I... -I just don't understand the idea."

Penelope (In alien language): "The boss has already explained his reason on why he chose Ben to keep the Omnitrix."

Tiffany (In alien language): "And I still have doubts..."

Penelope (In alien language): *Sighs* "Look Tiffany. Even if you have doubts, you can't do anything. It's the boss' decision."

Tiffany (In alien language): *Sighs* "-L...-let's just fix these things..."

Penelope (In alien language): "Alright."

Tiffany still has her doubts on Ben, which was understandable. But even though Ben has shown potential, she still doubted him. I guess when you're an alien with some smarts these kinds of stuff can bother you. As for what Tiffany and Penelope are doing right now... they were just helping Azmuth and the others fix the ship. They had just stopped Vilgax from coming to Earth again. They succeeded, but most of the ship's parts were destroyed in the process. Luckily, no one was hurt so bad after the ship nearly crashed into an asteroid. However, smaller rocks broke off most of the ship's parts. And Tiffany, Penelope and the others were now fixing it.

Tiffany (In alien language): *Finishes fixing stuff* "...Aaaannndd done. Finally."

Penelope (In alien language): *Finishes fixing things as well* "Whew! That took a while." *Uses communicator* "Hey everyone! You done?"

Everyone else: *Sends messages through the communicators*

Tiffany and Penelope were finally done with their work. They asked the others if they were done as well. The others agreed by sending messages that basically said yes.

Soon, Tiffany, Penelope and the other aliens met up. And when they did, some of them talked.

Azmuth (In alien language): "Alright everyone. Now that our ship's repaired, let's all get back to patrolling the places we usually patrol."

Tiffany (In alien language): *Mutters softly* "Finally... fixing's done. Now all of us can get back to our duties."

Shockwave (In alien language): "Man, that Vilgax idiot is CRAZY! I wish we could find a way to take him out ONCE AND FOR ALL!" *Hits open palm with fist*

Azmuth (In alien language): "I'm sure someone will have that taken care of one day. Who knows, maybe it could be one of us. Maybe all of us. Maybe Ben. Or maybe even someone else."

Tiffany (In alien language): "I just hope someone... -ANYONE takes out Vilgax soon. He's nothing but TROUBLE!"

Back to Ben...

Meanwhile, back in the Rustbucket... Ben and Gwen were talking to each other. They were speaking softly so that no one would hear them. Even though Max just went outside to take care of something, they still spoke softly just in case.

Gwen: "So... Ben... what does it feel like to be a superhero?"

Ben: "It's pretty awesome! You should see me in action, I REEEAAALLLLLLYYYYY kick butt!"

Gwen: "...Hey... ...Ben?..."

Ben: "Yeah?"

Gwen: "-D...-Do you ever get scared when you fight?"

Ben: "Sometimes. I got a bit scared when I was about to fight the megawatts. They had electricity, and electricity could KILL me. But I still fought on anyway. And I won."

Gwen: "Ok. Well, how do you feel that you're literally a 6 year old kid doing the things you do?"

Ben: "It's just like some of the cartoon shows I watch. Only it's come true."

Gwen: "So you're saying you became a hero because of... -cartoons?!"

Ben: "Yeah, I watched a lot of superhero shows. I loved how they kicked butt and fought for good. I wanted to be just like them. And now that I am, I'm happy. Because now I've finally achieved my dream."

Gwen: "Do you even acknowledge the danger you put yourself every time you fight bad guys? Just asking."

Ben: "-Y...-Yeah. But... -someone's gotta do the saving. And that someone looks like it's gonna be me. At least in some parts of the world and the universe."

Gwen: "-W-well... What happens if you come across a bad guy or even a situation that you can't handle?"

Ben: "I can just ask for help y'know."

Gwen: "What if there's no one to help you? What if everything GOES WRONG and you end up getting stuck in a situation where you feel like you won't be able to handle or get out of it? What then?"

Those words stuck in Ben's head. Which made him think to himself for a moment and look elsewhere. Gwen had a point. What if he ended up in a situation where he felt like he couldn't handle or get out of? Ben continued to think about this and didn't notice Gwen trying to call him.

"...Hello? Hello? Hello? Ben, answer me. You ok?"

Ben: "-Oh-I-uh-uhhhh...-yeah I'm ok."

Gwen: "Ben, you kinda zoned out a bit. You ok?"

Ben: "-Uhhhh yeah, I'm fine. C-can we talk about something else?"

Gwen: "Ok..."

Meanwhile... back at the spaceship...

In one of the spaceship's rooms, Frostbite was reading something. It was a book about scary things. Then, Penelope came in. She wanted to get something real quick. But when she saw Frostbite reading, she stopped for a bit, went over to him and asked "Hey Frostbite, watcha readin'?" in alien language.

Frostbite (In alien language): *Shows Penelope the book a bit* "Oh this? It's just a book about scary stuff."

Penelope (In alien language): "Well, show me some of it."

Frostbite: "Alright." *Starts showing Penelope some pages of the book*

Penelope (In alien language): "C'mon keep flippin'! I wanna see somethin' that interests me!"

Frostbite continued to flip the pages until Penelope told him to stop. He stopped at a page with the title "Z'skayr" on it.

Penelope (In alien language): "-There! Z'skayr huh? I've heard about him before. Everyone says he's real, but I kinda doubt it."

Frostbite (In alien language): "Ummm... -WE'RE real. So why can't Z'skayr be real?"

Penelope (In alien language): "C'mon, many aliens and other beings in the universe have tried finding proof that Z'skayr exists. So far, no one's succeeded."

Frostbite (In alien language): "Ever thought one of the reasons others haven't found Z'skayr is because he's LITERALLY a GHOST?"

Penelope (In alien language): "Well... -yeah. But there are also other beings who can find Z'skayr, they just gotta try hard enough."

Frostbite (In alien language): "Well... -they'll have to try REALLY HARD. 'Cuz Z'skayr can appear and disappear at any time."

After Frostbite said that, Penelope read the page about Z'skayr.

Penelope (In alien language): "Z'skayr. Rumored to be the ghost of an angry alien, Z'skayr roams the universe to harvest the souls of other beings using his special scythe. No one knows why he does this, some believe that the souls are turned into his slaves. Others believe he consumes them like food."

Frostbite (In alien language): "Damn that's creepy."

Penelope (In alien language): "Yeah, and hey Imma just grab this and..." *Grabs something and gets out of the room*

As Penelope left the room, Frostbite continued reading the book and find out more about myths and legends that were from beyond Earth.

Somewhere in the universe...

Somewhere in the universe... inside a pitch black dimension... there lived a certain entity hiding in the darkness.

(In alien language): "Hmm... I'm starving... looks like it's time to find more souls for me to feast on..."

Yep, you guessed it. This was Z'skayr. The same ghost that Frostbite and Penelope were talking about a while ago. He was starving right now and wanted to eat more souls. He drew a pattern with his scythe and managed to open a light blue portal to another world. And with that, Z'skayr entered through the portal and was teleported elsewhere.

Z'skayr was teleported into a certain dimension, or as I call it "The alternate dimension". If all of you have been following the story for a while, you'd know that the alternate dimension is basically a barren wasteland that usually had brown skies and wrecked stuff when you enter it.

"It's time for a meal!" Z'skayr said in his language as he went to look for someone to harvest the soul out of and eat it from.

Meanwhile, in the waters of Aldabra... there were some geochelone aerios swimming by. They thought everything was fine. But little did they know... that trouble was coming to them! And it's name was... -Z'SKAYR!

Z'skayr (In alien language): "Now it'sss time for eating... "Bone" appetit! Hahahahahaha!"

Before you ask, yes. Z'skayr can breathe underwater. Truth is, he dosen't even need oxygen. Why would he when he's literally a ghost? Anyway, Z'skayr crept slowly towards the geochelone aerios unseen and undetected. For a moment, the geochelone aerios were fine. Until...

*-SLASH-SLASH-SLASH!*

"-GEOCHELONE AERIO NOISES!*

Z'skayr SLASHED one of them 3 TIMES WITH HIS SCYTHE! The others ran away for they did not want to end up like their friend as well. Then, using his scythe Z'skayr tapped the edge of it's blade into the now chopped body. Making the soul come out!

The geochelone aerio's soul looked frightened. It looked at Z'skayr, who suddenly revealed his TRUE FORM at him! This made the geochelone aerio SCREAM using the sounds his species could make. But before the scream could get longer, Z'skayr ate the geochelone aerio before disappearing back into his dimension. Yikes. Scary.

Meanwhile... back at Z'skayr's dimension...

Z'skayr (In alien language): *Licks lips* "Mmmmm... that was dellliiccciiiioooooouuuusssss..."

Welp, Z'skayr had just finished his meal. And to be honest with you, it's kinda creepy. But hey I guess that's just how scary things like Z'skayr works.

Some time later...

When it became afternoon, Azmuth decided it was time for Ben's training. And just as planned, it will be "amped up". So Azmuth decided to head to Earth.

Meanwhile, Ben was just chilling and playing video games. After some time, he could hear what sounded like an engine outside. "Oh, it's probably Azmuth." said Ben as he looked out the window. Yep, it was Azmuth. He could see the ship coming down from above.

When the ship landed, Ben came out. The ship's door opened and Azmuth and his friends walked out of it. "Hey guys, what's up?" said Ben, "Training. That's what." replied Azmuth. "Alright lemme go get changed first." Ben replied as he went back inside the Rustbucket to change into his superhero outfit.

When Ben was done, Azmuth said "Come.". "Alright." Ben replied as he followed Azmuth and the other aliens into the ship. The ship closed it's door before blasting off into space again.

*-FWOOOOOOOOOOOOOOOOOOOOSSSSSSSSSSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!*

When Ben, Azmuth and the other aliens were in a safe spot in space, Azmuth said "Alright Ben, it's time for your training.". "Alright." said Ben. Then, Azmuth snapped his finger and made a plank of wood laid on 2 concrete blocks appear.

When Ben saw the wood plank and the concrete blocks he asked "A...-Are you gonna teach me how to break that thing?", "Yeah, the boss' gonna do that." Sparky replied. "W-w-w-w-w-wait hold on. I-I can't break that thing! Not with my own strength at least." Ben stuttered. "You'll have to learn how to if you wanna be a better fighter." said Jumpstart.

Azmuth: "Ok Ben, try to break that wooden plank."

Ben: *Tries breaking wooden plank!* "-HEEEEYYYYYYAAAAAAAHHHHHHHHHHHHH! -OOOOOOOOOOOWWWWWWWWWWWWWWWWWW!"

Azmuth had asked Ben to try and break the wood plank, but when Ben tried to do so he ended up hurting his hand and shaking it in pain! What Ben didn't realize was that Azmuth made him try to break the wood plank to see how strong he was in his normal form. And it turns out it was... not that strong. But it could be improved.

Azmuth: "Alright Ben, now I see how strong you are."

Ben: "Huh?"

Azmuth: "I used the wooden plank test thing to see how strong you are. And it turns out you're not that strong. But don't worry, your strength can be improved with some training."

As Azmuth said that, he snapped his fingers and made a machine appear. The machine was for improving upper limb strength and had 2 handles attached to very strong and long rubber bands that require quite a bit of strength to pull. I'm sure people who go to the gym may be familiar with this.

Ben: *Points at machine* "-Wh...-what's that?"

Azmuth: "It's a machine designed to improve your upper limb strength. Y'know, your arms, hands and stuff like that?"

Ben: "So... you want me to..."

Azmuth: "Yes."

Ben: "-O...-ok."

Ben went over to the machine and faced backwards from it. Then, he held the handles and started pulling them. When he did, he found out that they took a bit of force to really be pulled. "-Wh-whoa! These things REALLY need pullin'! -HHHRRRRRRRGGGGGGGGGHHHHHHHHHHHHHHHH!" he groaned. "Good, now keep doing that. It'll improve the strength of your upper limbs, and you'll get stronger." said Azmuth as he watched Ben continue pulling the handles.

Frostbite (In alien language): "One day, this kid will save the world! Maybe even the universe!"

Shockwave (In alien language): "That'll be somethin'!"

Polly (In alien language): "Yeah, with some training and discipline he might be able to save the universe and end evil once and for all."

Tiffany (In alien language): "For now, he's still a kid. And he's still got a lot to learn. Which I doubt he will in a long time."

Penelope (In alien language): "Tiffany, why you always gotta say bad things about the kid? Everyone now knows what you think of him. You don't need to say it over and over again."

Tiffany (In alien language): "I'm not saying bad things about him. I'm just stating facts. I mean, who in the RIGHT MIND would let a 6 YEAR OLD KID have a device as POWERFUL as the OMNITRIX?!"

Penelope (In alien language): "Azmuth. And also, there was a reason he let Ben keep the Omnitrix."

Tiffany (In alien language): "Tch."

Frostbite (In alien language): "Tiffany, just stop. Please. You're not helping the situation, you're making it worse."

Tiffany (In alien language): "Whatever."

Yeah. Tiffany can have a bit of an attitude when it comes to some things. She's a nice alien in general and usually minds her own business. But right now, she's just concerned with the fact that Azmuth let Ben keep the Omnitrix. That's understandable. But Ben's proved himself a couple of times already and was still training until now. So she was doubting too much. I don't know about you, but I think this Tiffany girl might be a bit of a worrywart when it comes to some things.

Meanwhile... somewhere in the alternate dimension...

Everyone in the alternate dimension were fearing for their lives since they now knew that Z'skayr was on the hunt for souls, -ESPECIALLY DURING THE NIGHT! Z'skayr could move around in the daylight, but was weaker during that time. So he dosen't go out much during that time. He's much, much stronger in the night. Where he can roam around loking for souls to remove and eat. Scary.

(In alien language): "-I-I-I-I-I-I'm s-s-s-scared! Wh-wh-wh-wh-wh-what if Z'skayr kills ONE OF US next?!"

(In alien language): "That's why we're all moving before nighttime! We're NOT letting that stupid ghost get any one of us next!"

(In alien language): "-I-I-I-I-I-I-I hope that ghost dosen't find us after we move out!"

(In alien language): "Don't worry, he won't. Now, let's go before it gets dark."

Everyone was moving out of their homes. They didn't want to become Z'skayr's next victims. They packed up their stuff, then they went away after.

Later that night...

Later that night, Ben was already finished training. And was now home. It got pretty dark by the time he came back. And right now, Ben was eating dinner with Gwen and Max.

Max: "So Ben, how was training?"

Ben: "You won't believe it grandpa! It's getting a LOT harder! Azmuth and the other aliens made me do all sorts of hard training."

Max: "Well, if you wanna be a hero you gotta have some training."

Ben and Max kept on talking with each other, while Gwen started to think again about how good it would be if she could at least defend herself like Ben and Max.

Gwen: *Thinks to herself* "Man, I wish I could have a superpower or a weapon or something so that I could at least defend myself if I got in a bad situation... Ben and grandpa have powers and weapons. Why can't I have something? Anything? So I can at least defend myself?"

Max noticed Gwen in deep thought and said "Uhhhh hey Gwen, something on your mind?". "-Oh-uhhhh... -nothing grandpa." Gwen replied. "Gwen, if you have something in your mind you can tell me." Max added. "-N-no-uuuhhhhh... -i-it's fine. Really." Gwen hastily replied. "Oooookkkkkkk?" said Max confused as he looked at Ben, who just looked back at him shrugged his shoulders. Then, Gwen started eating along with Ben and Max.

Meanwhile...

It was nighttime. And all of you now knew what that meant for Z'skayr. Time to hunt and eat more souls.

Z'skayr (In alien language): "Hhhhh... it's dinnertime." *Draws pattern with scythe to open the portal to the alternate dimension*

After Z'skayr drew the pattern with his scythe, he went into the portal towards the alternate dimension. When he got to the other side, he looked around. "It's time for my dinner!" he said as he went to look at one of the houses. But when he did... he found that NO ONE was there!

"-Wh...-what?!" said Z'skayr as he went inside the house and looked around some more. There really wasn't anyone in there. "Hmm... strange..." Z'skayr thought as he went over to the next house to see if anyone was there. But it was the same thing. No one.

Z'skayr looked at every house around the area where he'd usually harvest and eat souls. There was NO ONE in every single one of them!

Z'skayr (In alien language): "Hmmm... they must've gone away. No matter. I can just look for someone else to eat elsewhere."

And with that Z'skayr drew the pattern and went through the portal to go into another world.

The next day...

The next day, news of Z'skayr killing someone again was spreading throughout the universe. When Azmuth and the other aliens saw it, they got REALLY WORRIED.

Azmuth (In alien language): "I knew Z'skayr was real. And now that we have some sort of proof that he does exist... -well... -I'm afraid many beings across the universe could be in grave danger as I speak."

Tiffany (In alien language): "I'll admit, I'm a bit worried and scared. But I have trained myself not to give in to my fear in these kinds of situations so... -yeah. I think I can handle Z'skayr's scariness. -I just hope he's not too scary in real life."

Shockwave (In alien language): "Don't worry Tiffany, you're not the only one who's scared and worried. All of us are. But since all of us have been trained to not give in too much to fear just like you, we won't have much of a problem facing Z'skayr. Now the problem is... -how we gonna find him? He can LITERALLY APPEAR AND DISAPPEAR if he wants to!"

Azmuth (In alien language): "I've got a bunch of things that can help us."

Shockwave (In alien language): "Great."

As Azmuth and the other aliens were talking, something suddenly came into Tiffany's mind.

Tiffany (In alien language): "Hey guys. I don't think we should bring Ben into this mission. Z'skayr's gonna KILL HIM!"

Azmuth (In alien language): "We won't. There are some things Ben can't handle. And he still has a lot to learn."

Tiffany (In alien language): "Hey boss... I was just thinking..."

Azmuth (In alien language): "Yeah?"

Tiffany (In alien language): "It's kinda funny how you let Ben keep the Omnitrix and fight powerful bad guys. But you don't let him fight Z'skayr."

Frostbite and Shockwave facepalmed at what Tiffany said.

Azmuth (In alien language): "-Of course I won't let him fight Z'skayr! That guy is not like any other bad guy. He's a GHOST. And ghosts can appear and disappear."

Tiffany was about to say something else, but Frostbite interrupted and said "Tiffany, can you please save those kinds of things for another time? The boss said that Ben WON'T be coming. So what's your problem?", Tiffany just rolled her eyes. Then, Azmuth said "Alright everyone, new mission. We have to find Z'skayr and stop him before he kills more beings.". Everyone agreed and got into their positions in the ship before Azmuth started doing something with the controls. The ship was now looking for all the possible places Z'skayr would be in that were near to where it was. It couldn't search for places Z'skayr would be in that were too far from it.

After a while, the ship showed the EXACT place where Z'skayr was! -Another dimension. "Alright everyone, give me a moment and we'll be going in the dimension where Z'skayr is." said Azmuth as he continued working the ship's controls. At last when Azmuth put the ends of 2 wires together, something suddenly appeared in front of the ship!

Tiffany (In alien language): "-WH...-WHAT'S GOING ON?!"

Azmuth (In alien language): "Wait for it..."

The thing that appeared in front of Azmuth's ship was a bright white light. It grew brighter and brighter and brighter until it formed a white portal. "What's that?" Tiffany asked, "A portal that will take us to the dimension where Z'skayr is." replied Azmuth. Azmuth and the other aliens were scared. They weren't going to face just some villain anymore. This was Z'SKAYR. -A GHOST. Everyone was slightly shaking, but none more than Tiffany.

Tiffany (In alien language): *Thinks to herself* "...ooohhhh... ...man... -I... -I just hope Z'skayr won't be too scary... Me and the others are facing a creature that can appear and disappear if he wants to. ...But... I must not give in to my fear. I have to be strong and brave like the others... -And I... -will help them stop Z'skayr."

As Tiffany was thinking to herself, Azmuth drove the ship towards the portal. "...Well... -here we go..." Tiffany thought as the ship continued going through the portal.

Once Azmuth's ship came out of the portal's other end, they were taken to a sandy world. This was Bowl Weevil's species' home. Bowl Weevil's species live in mounds that are similar to the ones termites make. Of course, since Bowl Weevil's species are much larger than termites... the holes on their mounds and the mounds themselves are much larger. Bowl Weevil's species aren't named, as very few beings across the universe have discovered them. Some don't even believe they exist. Bowl Weevil's species are actually very good at hiding, especially when there's danger. But this time... hiding WOULDN'T HELP as Z'skayr could just go underground and KILL THEM FROM THERE.

As Z'skayr was eating the souls of the weevils that he killed, he heard the whizzing of engines above. What he didn't know was that it was Azmuth's ship, and it was now landing right next to him.

When the ship landed, Azmuth and the other aliens came out the door and pointed their badges that had the Omnitrix symbol on it towards him. "-GIVE UP Z'SKAYR! -YOU'RE OUTNUMBERED! -AND IF YOU THINK YOU CAN TAKE US ON, JUST TRY IT! -WE'LL FRY YA!" Azmuth yelled. This angered Z'skayr as he said "Who are all of you? And why are you all interrupting my meal?!".

"You don't need to know who we are freak! All you need to know is that we can take you on and you should surrender." said Tiffany, "And what will all of you do if I don't?" Z'skayr replied. "-THIS!" said Tiffany as a blue light came out from her badge! When it shone on Z'skayr, he got BURNT A BIT and yelled "-AAAAAAAAAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHH!".

Z'skayr touched his body, it stung from the burn it got from the light. "-GIVE UP." said Tiffany boldly and firmly. However, like the others she was also afraid. But she managed to hide it so well. ..For now...

Z'skayr (In alien language): "-HRRRRRRRRRAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHH! -ALL OF YOU HAVE INTERRUPTED MY MEAL! -I SHALL HAVE ALL OF YOU FOR DINNER INSTEAD! -THAT'LL SHOW ALL OF YOU NOT TO MESS WITH ME!"

Shockwave (In alien language): *Raises fist but shakes a bit* "-BRING IT."

After Shockwave said that, he and the other aliens tried shining more light at Z'skayr. However, Z'skayr managed to dodge this time and disappeared. Luckily, Azmuth and the other aliens were highly skilled and trained. So they'd be able to 99% accurately predict what Z'skayr would do and when he'd reappear whenever he disappears.

Then, Tiffany said "-THERE!" before instantly spraying water in the direction where she thought Z'skayr was! Turns out, she thought right as Z'skayr said "-WHOA!" before accidentally reappearing out of shock and surprise. "How did you..." Z'skayr tried asking, but Tiffany interrupted and cut him off by saying "Me and most of the other aliens here weren't called Azmuth's best warriors for nothin'!" before shooting sludge at him!

Z'skayr ended up in a pile of sludge, but he just disappeared and the sludge fell down. "-DON'T LET 'IM GET AWAY!" yelled Sparky as he rushed over in the direction Z'skayr went before shining light in that direction. "-AAAAAAAAAAAAAGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHH!" Z'skayr yelled again as he held his body once more. "-YOU'LL PAY FOR THAT!" he yelled before spinning his scythe and trying to cut one of the aliens with it!

Fortunately, the aliens were able to dodge in time. But Z'skayr swung his scythe again and managed to HIT SHOCKWAVE IN THE SHOULDER THIS TIME!

*-CHING!* "-RRRRRRRRRRRRRRRRRRAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHH!"

Shockwave ROARED IN PAIN! He looked at his shoulder, which started bleeding. "-YOU LITTLE-" he roared as he tried shining light at Z'skayr again. But ended up getting blasted when Z'skayr opened his chest and shot a big blast of blue energy out of it!

*-PEW!* "-ARGH! -OOMPH-OOMPH-OOMPH-OOMPH-OW!"

Shockwave ended up FLYING ACROSS and CRASHING into the ground! "SHOCKWAVE!" yelled Sparky. Then, the cheetah-like alien tried shining his badge's light at Z'skayr. But the alien ghost dodged this time and tried to possess Sparky! Luckily, Sparky's armor was able to protect him from being possesed. It glowed yellow and yellow energy sparked out of it before Z'skayr came out of Sparky's body!

Z'skayr (In alien language): *Breathes* "...rrrrrggggggggghhhhhhhhhh... You've got some armor alien. But it won't help you for long!" *Spins scythe!*

Z'skayr spun his scythe and swung it at Sparky! Sparky's armor had taken some damage! There were now some cracks on it and a small hole. "-ARGH!" Sparky yelled as he shone light at Z'skayr. Who jumped back when the light burned him again!

Shockwave took the chance to swat Z'skayr's scythe away with his tail before shining more light on him using his badge. Z'skayr jumped back and said "-HRRRRRGGGHHH! -I'VE HAD ENOUGH!" before firing blue energy out of his eye!

Shockwave dodged and smashed the ground with his tail making big chunks of the ground fly. Then, Shockwave swatted those chunks with his tail and one of them managed to hit Z'skayr!

*-BAM!* "-OW!"

The ground chunk hit Z'skayr's face! He rubbed it and said "-YOU LITTLE-" before trying to swing his scythe again! However, Shockwave managed to grab it with his hands this time!

Shockwave (In alien language): "...uuuu... ...uuurrrrrrrrgggggggggghhhhhhhhh... -g... -give up Z'skayr..."

Z'skayr (In alien language): "All of you must be courageous or gutsy to come facing me like this when all of you know that I can appear and disappear at will."

Shockwave (In alien language): "Your "reign of terror" is over Z'skayr! -RRRRRRRAAAAAAAAGGGGGGGGGHHHHHHHHHHHHH!"

Shockwave tried to break Z'skayr's scythe. However, Z'skayr suddenly disappeared along with it! "-HEY! -WHERE'D HE GO?" said Shockwave, then Sparky suddenly rushed behind Shockwave and punched in that direction! Immediately, Z'skayr reappeared and was SENT FLYING and landed on the ground!

*-BAP!* "-ARGH!" *Poomf!*

""FREEZE"! -LITERALLY!" said Frostbite as he suddenly trapped Z'skayr in a big ice block which exploded shortly after! Doing damage to him! Polly and Penelope then sent a STORM of feather missiles towards Z'skayr!

*-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP-FWIP- -BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-* "-ARGH!"

Jumpstart made the finishing move by jumping high into the air and SMASHING INTO Z'SKAYR!

*Grasshopper sounds! -BOING! -SLAM!*

When the smoke cleared, Z'skayr wasn't in the crater Jumpstart left. "Is he... gone?" asked Frostbite, "Keep alert, he might still be around here somewhere." said Azmuth as he and the other aliens got ready just in case Z'skayr attacked again.

Everyone waited and waited... but... after a while... Z'skayr didn't appear. "-Y...-You guys think he's gone?" said Frostbite, "I don't think so, he's probably just waiting for the perfect time to strike. Let's keep on high alert until we're sure he's gone. He can't keep watching us forever." Tiffany replied "'Ey guys, while we keep a lookout for Z'skayr, let's try to sense him while we're at it." said Jumpstart, "Yeah." Frostbite agreed. And he and the others did just that.

Everyone kept on waiting... and waiting... and waiting... and waiting. But Z'skayr didn't appear again. "Guys, I think he's gone. He knows he dosen't stand a chance against these things." said Frostbite pointing at everyone's badges. "Let's wait a little bit more, then let's try and find Z'skayr." replied Azmuth. So everyone waited for a little bit longer. But Z'skayr didn't appear again. "I think he's REEEALLLLY GONE this time." said Sparky, "I'll try finding him using the ship." said Polly. But... as she was about to fly over to the ship...

*-PEW! -BOOM! -SMASH-CRASH-SMASH-CRASH-WHAM-SMASH-BAM-CRASH-CRASH-SMASH-CRASH!*

-THE SHIP WAS SUDDENLY DESTROYED! Polly squawked in surprise, Penelope did too and everyone else SCREAMED! "-WHAT THE-" said Frostbite, "-IT'S Z'SKAYR!" said Tiffany before shooting out purple poisonous sludge! Tiffany has a special organ inside her body that allows her to mix the sludge she shoots with poison, which gives it a very dark shade of purple.

"ACK!-" said Z'skayr as he was splashed with poisonous sludge! Since he was a ghost, the poison wouldn't affect him. But the sludge was sticky and gooey, and Z'skayr didn't like that feeling. So he disappeared again. Frostbite then quickly froze Z'skayr with ice again, the ice then exploded damaging Z'skayr even more! "-YOU LITTLE PEST!" Z'skayr yelled as he threw his scythe at Frosbite like a boomerang! Frostbite managed to catch it, but it BURNED his hands when he did making him drop it!

"-OW-OW-OW-OW-OW-OW-OW-OW-OW!" Frostbite yelled before blowing his hands. -Or flippers if that's what you wanna call 'em. I'll just call 'em hands. Z'skayr reached his hand out, then his scythe flew back to him. "-ALL OF YOU ARE DYING TONIGHT!" he yelled, but then Sparky blasted him with electricity!

Then, Jumpstarted jumpkicked him before Polly and Penelope blew him away by flapping their wings and shooting feather missiles! Smoke went everywhere! When the smoke cleared, everyone kept on high alert because they couldn't see Z'skayr again. Then, Sparky sensed Z'skayr and blasted him with electricity! "AGH!" Z'skayr yelled as he held his body in pain.

Meanwhile...

Meanwhile, Ben was just relaxing in the Rustbucket. But then... -he heard the sound of en engine coming down! It wasn't Azmuth's ship this time, it sounded a bit different. "Hm?" said Ben as he looked outside. A yellow spaceship landed right next to the Rustbucket.

Ben went outside and looked at the ship, it looked cool and was painted in metallic yellow. Just then, someone came out of it. He was wearing yellow armor similar to an astronaut suit. Ben looked at him and said "...whhooooaaaa...". The alien then took off his helmet to let himself breathe. "Hey, who are you?" asked Ben, the alien just looked at him and said something in alien language. But Ben didn't understand him and said "What? I can't understand you.", "Oh, sorry." the alien said in his language before pressing a big yellow button on the front of his clothes. It was a translator that would let Ben and the alien communicate with each other with ease.

"Can you understand me now?" said the alien, "Yeah. So what're you doin' here?" Ben asked. "Something went wrong with the ship I was driving, so I landed here so that would be able to fix it." the alien answered, "What's wrong with it?" Ben asked again. "Engine failure. I'm gonna fix the engine." said the alien as he got a toolbox and got to work.

Back to Azmuth and the other aliens...

Z'skayr (In alien language): "-HRRRRRRRRRRRRGGGGGGGGGGGGGHHHHHHHHHHHH! -ALL OF YOU WILL BE MY DINNER TONIGHT!" *TRIES SLASHING AZMUTH AND THE OTHER ALIENS*

Azmuth (In alien language): *DODGES!* "NOT HAPPENING!" *FIRES LASERS FROM HIS EYES!*

Z'skayr (In alien language): *-GETS BURNED BY AZMUTH'S EYE LASERS!* "-AAAAAAAAAAARRRRRRRRRRRGGGGGGGGGHHHHHHHHHHHHHHH! -YOU'LL PAY FOR THAT!"
*RUSHES OVER TO AZMUTH-*

Z'skayr rushed over to Azmuth, who tired to dodge him. But Z'skayr managed to catch Azmuth and POSSESS HIM! "-AAAAGGGGGGHHHHHHHHHH!" Azmuth yelled as Z'skayr started to possess him! "-BOSS!" yelled Frostbite as he watched Azmuth get possessed by Z'skayr! All the aliens watched as their leader got turned into a small version of Z'skayr that looked slightly different!

"-AAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

"-NO!" Frostbite yelled, he and the others tried helping Azmuth. But then...

"-...rrrrrrrrrrrrRRRRRRRRRRRAAAAAAAAAAAAARRRRRRRRRRRRRRRRGGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"
*-BAM! -ALIENS SCREAMING-*

Z'skayr completely took over Azmuth's body! Then, he sent out A BIG BLAST OF RED ENERGY! Causing the other aliens to get SENT FLYING ACROSS! They landed with a CRASH before getting back up.

When they got up, they groaned in pain. All the aliens SCREAMED as they saw what their leader became. A small version of Z'skayr with the purple robe off with broken,
rotten bones drenched in blood!

"-AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

Z'skayr (In alien language): "-HAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAA! -NOT SO BRAVE NOW WITHOUT YOUR LEADER ARE YOU?! -JUST GIVE UP, OR I WILL KILL YOUR LEADER USING HIS BODY!"

What Z'skayr said scared the other aliens. Their bodies SHOOK EVEN MORE as they realized what could happen to their boss! "Should we surrender?" asked Jumpstart in a soft voice, "-NO! Let's try to find a way to stop Z'skayr." whispered Tiffany.

Back to Ben...

"Ah, there we go. Engine fixed." said the alien. "Where are you going?" asked Ben, "I just found out that Azmuth and his friends need some help. I'm part of an alien police team." the alien replied. "-AZMUTH AND THE OTHER ALIENS ARE IN TROUBLE?! -I GOTTA HELP THEM!" said Ben, "What?!" the alien said confused. He didn't know that Ben was a superhero.

Ben: "I gotta help Azmuth and the others! I'm a superhero! I can help!" *Holds up left wrist showing the Omnitrix*

Alien: "Uuuuhhhhh... how are you going to do that?"

Ben: "Easy, when there's trouble the Omnitrix will teleport me to where the trouble is. Speaking of trouble... -how come it hasn't teleported me yet?"

Alien: "Omnitrix?"

Ben: "Yeah. Haven't you heard about it? I'm Ben 10, famous superhero? The one who wears the Omnitrix and uses it to beat bad guys?"

Alien: "No, I haven't heard of you. -Until now of course."

Ben: "-Seriously?! I just became famous not too long ago!"

Alien: "Sorry, if you are famous then maybe I haven't heard of you because I'm busy taking care of other things. Sometimes, police have a lot to do y'know."

Ben: "Well, can I ride with you in your ship? I wanna help Azmuth and the other aliens! They're my friends!"

Alien: "-WH-WH-WH-WH-WH-WHAT REALLY?! -YOU'RE FRIENDS WITH AZMUTH AND THE ALIENS WITH HIM?!"

Ben: "-Yeah! I fight bad guys with them and they train me sometimes!"

Alien: "-AZMUTH AND HIS FRIENDS ARE TRAINING YOU?!"

Ben: "-YEAH!"

Alien: "Pfft. Don't be ridiculous boy. I find that hard to believe!"

Ben: "-IT'S TRUE! When you see Azmuth, go and ask him about it! If he's still alright that is."

Alien: *Opens his ship's door* "Alright kid, hop in."

Ben: "Alright!" *Gets in ship*

As Ben got in the ship, the alien started it and drove it towards outer space.

*-FWOOOOOOOOOOOOOOOOOOSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!*

Some time later...

*PEW!* "ARGH! OOMPH! OOMPH! OOMPH! OOMPH! OOMPH!"

Shockwave was just SENT FLYING by Z'skayr! Z'skayr used a blast from his chest to do so. Shockwave groaned as he tried to get up, but he couldn't. Z'skayr had also got out of Azmuth's body and left him WEAK AND INJURED! Well- -EVERYONE was injured except Z'skayr of course.

Z'skayr (In alien language): "Now... instead of those insect-like creatures I was about to eat... -how about I have YOU ALL for dinner instead?!"

Tiffany (In alien language): *Tries to get up* "-Y...-YOU WON'T GET AWAY WITH THIS... -AGGGHHHHH..."

Z'skayr just laughed and raised his scythe high into the air, "You know what you purple octopus... you'll be my CALAMARI tonight!" he yelled. Then, as he was about to KILL TIFFANY...

*-PORTAL SOUNDS!* "-GET AWAY FROM AZMUTH AND MY OTHER FRIENDS!" *-OMNITRIX TRANSFORMATION NOISES! -CANNONBOLT ROLLING NOISES- BAM!* "-ARGH!" *Cannonbolt landing sounds!*

A portal suddenly appeared in the distance! Out came the ship that the alien was using! Ben quickly came out of it and turned into Cannonbolt before rolling mid-air and SMASHING into Z'skayr! When Ben landed, he said "-BACK OFF!". But then... Z'skayr turned around.

"-AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" screamed Ben as he saw what Z'skayr looked like! The alien immediately pulled out the special gun he was going to use against Z'skayr and pulled the trigger. Immediately, orangey sludgy liquid came out of it and went all over Z'skayr! "ACK-" Z'skayr said as he was covered in orange goo.

"-YOU'LL PAY FOR THAT!" yelled Z'skayr as he tried attacking the alien with his scythe, "-AAH!" the alien shouted before shooting even more orange sludge at him!

Z'skayr was TOO SCARY for Ben to be able to fight or handle him, so Ben rolled away and tried fiding somewhere to hide. Meanwhile, the alien was still fighting against Z'skayr. He was only JUST able to avoid getting sliced and diced by his scythe! Jumpstart helped the alien by shining his badge's light on Z'skayr. "AGH-" Z'skayr yelled, he was about to throw his scythe at Jumpstart when the alien stopped him and clung on to him.

"-G-GET OFF ME!" said Z'skayr as he threw the alien across! "OW!" yelled the alien as he hit his head on a brick wall. "Now... you shall share the same fate as those other aliens... -HAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAA!" Z'skayr cackled menacingly. The alien was now SHAKING IN FEAR, but he set it aside for a bit to grab his gun and fire lasers at Z'skayr!

*-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW!* "-ARGH!"

The lasers deterred Z'skayr for a bit, they were special lasers that were made to deal more damage to beings like him. Z'skayr tried clawing at the alien with his razor sharp long claws, but the alien jumped and fired at his face!

Alien (In alien language): "BULLS-EYE!"

Z'skayr (In alien language): "-rrrrrggggggghhhhhhhh- -YOU'LL PAY FOR THAT!"

Z'skayr was finally angry, he had had enough of aliens interrupting what he was doing. Then... -something happened! Z'skayr started to glow white, he started growing bigger and his robe was falling off! "-RRRRRRRAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" Z'skayr screamed as every part of his body except his head BECAME BONES! His head turned upside down and his eye became red and scarier! His skin became tattered and torn and were now like big pieces of clothing draped all over his body. Blood started to drip from his bones and eye as his bones began to look yellowish and rotting.

"...rrrrrrraaaaaggggggghhhhhhh..." Z'skayr groaned as he revealed his TRUE FORM! "-AAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHH!" yelled the alien as he started firing at him! But Z'skayr was MUCH, MUCH STRONGER in the form he was in right now. So the lasers didn't affect him much. Then, he threw a punch at the alien sending him flying before POSSESSING HIM! "-AAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHH!" the alien screamed in pain as he was being possessed by Z'skayr.

Meanwhile, Ben had already found a place to hide. It was so far away from where Z'skayr was. He was safe... for now.

Ben: *Thinks to himself* "-OH MAN! WHAT AM I GONNA DO?! I CAN'T FIGHT THAT THING! HE'S TOO SCARY!"

Ben wanted to help Azmuth, the other aliens and the alien he took a ride with. But... he was too scared. Keep in mind that although Ben's now a superhero, he's still a human. So he still has emotions like fear. Azmuth didn't want Ben to come along in the mission he and his friends were doing anyway, but Ben got to where they were with the help of the alien who gave him a ride. And now, Ben was hiding somewhere. Thinking of what he should do.

Ben: *Continues thinking to himself* "I... I know I should help them... But... -I'm just SCARED! I can't fight that thing! It's SCARY! Oh man, what should I do?!"

Ben continued thinking to himself as he kept on hiding under the bed of an abandoned house.

Meanwhile, Azmuth and the other aliens managed to get back up and fight Z'skayr again. Although they were injured, they still fought on. But they were still having a VERY HARD TIME!

Sparky (In alien language): "UHHH... I'M NOT SURE HOW MUCH LONGER I CAN KEEP DOING THIS!"

Polly (In alien language): "Got any ideas?"

Sparky (In alien langauge): "Yeah! I think I see some parts around that could be used for building something that can generate light. I can use those to build something, then I can charge it up with electricity so it would would produce a light that's as bright as the ones from our badges! Only there will be more light because the thing that I'm thinking of building will be bigger than our badges."

Azmuth (In alien language): "Whatever you're building, let me help you. Together, we'll be able to work faster."

Sparky (In alien language): "Great idea!"

Jumpstart (In alien language): "Go ahead you guys, we'll stall."

Sparky (In alien language): "Alright!" *Gives thumbs up*

As Azmuth and Sparky went off to build something, the rest of the aliens stalled Z'skayr. The police alien helped too.

Z'skayr (In alien language): "Aww, where are your 2 other friends? Don't tell me they were scared of ol' Z'SKAYR! -HAHAHAHAHAHAHAHAAAAAAAAAAAAA!" *TRIES SLASHING TIFFANY-*

Tiffany (In alien language): *DODGES* "You'll be sorry!" *Shines light at Z'skayr!*

Z'skayr (In alien language): "-AGH! -RRRGGGGHHHHHHH... -WHY YOU LITTLE-" *-TRIES SLASHING TIFFANY AGAIN-*

Frostbite (In alien language): "GET AWAY FROM HER!" *FREEZES Z'SKAYR!*

Z'skayr (In alien language): *BREAKS OUT OF ICE!* "YOU LITTLE-" *THROWS A GRAVESTONE AT FROSTBITE!*

*-CRAKK!*

Frostbite (In alien language): "OW!" *Falls on the ground!*

Polly (In alien language): "HEY!" *Flaps wings and shoots feather missiles!*

*-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM!*

Z'skayr realized that the aliens were getting a bit too much for him to handle, they were attacking FAST. So he decided to disappear again. "He's gone again!" said Frostbite, "No he's not!" said Shockwave as he shone his badge's light in the direction he thought Z'skayr went. Sure enough, Z'skayr YELLED and reappeared. He tried slicing Shockwave with his scythe, but Shockwave jumped and managed to swat him with his tail so fast! "-ACK-" Z'skayr said as he held his face before continuing to fight with Azmuth's friends.

The police alien tried using a yellow energy rope with metal spheres on the ends of it, he threw it at Z'skayr and it tied the alien ghost up before electrocuting him! "AAAAAAAAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" Z'ksayr yelled as the special energy that the rope used weakened him!

Shockwave then jumped high into the air, when he landed he SMASHED Z'SKAYR! Creating smoke that went almost everywhere! The other aliens coughed because of it, but eventually the smoke cleared. "...aaaaaagggggghhhhhhh..." Z'skayr groaned as he tried to get up, but he was too weak to do so. This was the perfect chance to take him out once and for all! Just then, Azmuth and Sparky came back. "Oh, I see you've already done half the work for us." said Azmuth, "Great, now all we need to do is shine this light so bright in Z'skayr so that he'll die." said Sparky.

Azmuth held the light machine he built and said "Would you do the honors?", Sparky then charged up on electricity before blasting the light machine with it!

*-KZZZZZZZZZTTTTTTTTTTTT-KZZT-KZZT-KZZT-KZZT-CRACKLE-CRACKLE-CRACKLE-CRACKLE-KZZZZZZZZZZZZZZZZZZZZZZZZZZZZTTTTTTTTTTTTTTTTTTTTTTTTTTTTTTT!*

Immediately, the lightbulb on the light machine began to work. Then, Azmuth started turning the crank on the light machine and started doing something with the controls. He shone the light on Z'skayr, who screamed out "-AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" as the light slowly started to BURN HIM!

Realizing that he wouldn't be able to fight anymore, Z'skayr decided to disappear and pretend that he died. "-OH YEAH! -YOU GOT HIM BOSS!" said Frostbite. "Hold on, he may still be here and he probably just pretended to die." said Azmuth as he pulled out something that sort of looked like an old-style phone with an antenna. He used it to scan for Z'skayr. But after a while, he didn't find him.

"Alright, I guess Z'skayr's really gone this time." said Azmuth, "-WOOHOO!" yelled Frostbite as he pumped his fist into the air. "Finally. He's gone..." said Tiffany as she let out a sigh of relief. "Wait... -where's Ben?!" said Polly, "I can find him." said Azmuth as he used a GPS device to track down Ben.
When Azmuth finally found where Ben was, he said "Come on." to the others before going over to the location the GPS marked in red.

Ben was still hiding under the bed in the abandoned house. "-I...-I wish it was safe outside now!" he thought, but his thoughts were interrupted when he heard a knocking on the window.

*Knock knock knock!*

"-AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

Ben SCREAMED IN HORROR, he thought he was found by Z'skayr! He quickly turned into Humungousaur and SMASHED THE FRONT OF THE ABANDONED HOUSE BEFORE ROARING to show that he wasn't afraid. Luckily, Azmuth and the other aliens were able to get out of the way the the front of the house fell down. "-HEY! -IT'S US BEN!" Polly yelled. "Huh?" said Ben before looking around. Then he added "-I...-Is that scary creature gone?", "Yes. We've taken care of him." replied Azmuth. Then, Ben turned back to normal.

Some time later...

Some time later, the alien police had already went back to the police station he was working at. And Azmuth's ship was now repaired. -Well... -almost all of it. Azmuth couldn't repair some of the ship's parts, but he managed to get the ship up and running again. And right now, he, the other aliens and Ben were talking to each other.

Frostbite (In alien language): "YYYYeeeaaahhhh I don't think Ben should've been where we were."

Tiffany (In alien language): "Why did the police even take him to where we were? Shouldn't he have had second thoughts since he's JUST A KID?!"

Polly (In alien language): "C'mon Tiffany, you know there are young beings that can face Z'skayr. -Head on even. So the cop probably thought Ben was one of those."

Tiffany (In alien language): "Well he thought wrong! Ben ISN'T one of those beings."

Azmuth (In alien language): "Alright enough! I'll just talk to Ben." *Switches to english language* "Ben, come with me please. I need to talk to you."

Ben: "Uh, ok." *Gets up and follows Azmuth into a room*

When Ben and Azmuth were alone, Azmuth began speaking to him.

Azmuth: "Ben, why did you take a ride with the alien cop to where we were? We didn't take you along with us to the mission because Z'skayr is not like any opponent you've faced before! It's also the reason why I made the Omnitrix not teleport you to wherever Z'skayr is. Z'skayr is the ghost of an ANGRY ALIEN, and you've never faced ghosts before right? I am going to try and train you how to do that soon, but for now... -you can't join us on missions where Z'skayr is there."

Ben: "Sorry Azmuth, I just did that because I was worried about you guys. I didn't know that the enemy was going to be Z'skayr."

Azmuth: *Sighs* "Anyways, I'm going to be training you now Ben. Especially on how to not let fear get in the way of you being a hero."

Ben: "Ok."

And so, Azmuth trained Ben again. He was also going to train him on how to not let fear get in the way of being a hero. Well... it's good that Azmuth's trying to help Ben in every way possible. But the question is... will the training of not letting fear get in the way work on Ben?

Meanwhile, Z'skayr was back in his dimension. He'd already ate his dinner and was now just resting. But he was still angry about Azmuth, the other aliens and the police alien interrupting his meal. If he saw them again, he'd kill them and eat their souls. But for now, they were gone and he just wanted to rest.

Meanwhile... in a fiery place... there lived a certain red figure who looked just like a human. But had red skin, red horns and a pointed tail. Yep, you guessed it. -It's the devil. "What does he devil have to do with anything?" you ask, well we'll see as the story goes on.

"Well well well... looks like little Ben has a problem. Wanting to be a hero but can't face someone like Z'skayr... I think I know just what to do with him... Hehe.
-HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!"

That night, when Ben was already home... he couldn't sleep. He was thinking about Z'skayr's true form and was having nightmares about it. Of course he didn't know that he saw Z'skayr in his true form. -But it was still scary. And Ben couldn't forget about him.

Ben couldn't sleep properly until the next morning, and when he woke up he felt a bit tired. "...uuuunnnngggghhhhhh..." he groaned as he dragged himself out of bed and went to the table where Max had already set the food.

"Mornin' Ben. Woah, you look a little tired. Is something wrong?" Max asked when he noticed Ben, "Uuuuhhhhh... nothing. I'm probably still tired that's all. The night before was a long time." Ben replied. "Well, how 'bout ya help yourself to some breakfast?" Max added, "Thanks grandpa." Ben replied as he began eating.

Gwen noticed how Ben looked as well, he looked so tired. But not the kind of tired that one would feel after a bad sleep. More like tired after experiencing... -like- -I dunno... -a nightmare? "Ben, are you ok?" Gwen asked, "Yeah, I'm fine." Ben replied. "You don't look ok to me, i-if there's something wrong... you can tell me and grandpa." Gwen added, "I'm fine, I'm probably just extra tired. Maybe I didn't sleep well enough. Oh well, I'll be back to normal in a bit. You'll see." Ben answered. "Ok." Gwen said, but deep down inside she still doubted what Ben had said.

That night, Ben was still scared of Z'skayr. He couldn't stop thinking about him. He tried to get him off his mind but he couldn't. Ben was still scared.

Meanwhile...

"Hahahahahahahahahahahaaaaaaa! Now is the perfect time to set my plan into action!" the devil smirked as he vanished.

The next morning...

Next day, Ben woke up a bit later than usual. He got out of bed to see what Max made for breakfast, but... he didn't see him. Now that he thought about it, he couldn't find Gwen either!

"Grandpa? Gwen? Where are you guys?"

Ben tried looking outside, but they weren't there either. "That's weird, grandpa must've gone out to get something and took Gwen with her." he thought, but... as he was about to get back in the Rustbucket... -the Omnitrix started beeping.

*BEEP! BEEP! BEEP! BEEP! BEEP! BEEP!*

Ben tapped the Omnitrix to make the beeping stop. Then... -A REALLY SCARY VOICE STARTED SPEAKING THROUGH THE OMNITRIX!

"Hello, DO NOT scream or yell. I just want you to know that I have Gwen and your grandfather. And if you want them back, you'll have to go the location where I'll make the Omnitrix tell you to go to. Make it quick though, because if you don't get here in time... -your grandpa and Gwen will suffer the consequences!"

After those words were spoken, the Omnitrix made a sound similar to someone hanging up a call. "-HEY! -WHO ARE YOU YOU BASTARD?!" Ben yelled. But whoever was on the other line was already gone.

Ben began to shake, he was scared of going to the place where the person who just called him told him to go. But he knew he had to find Gwen and Max, so he followed the Omnitrix's directions to the place.

Ben wondered why a notification hadn't popped up on the Omnitrix and why it wasn't just teleporting him to the place where he needed to be. He tried to make the Omnitrix work, but he couldn't. So he just assumed that whoever was on the other line must've did something to the Omnitrix as well.

Night came when Ben finally reached the place. It was an abandoned brown mansion. Ben was scared, he didn't know what could be in there. But he knew he had to go in anyway if he wanted to save Max and Gwen. So cautiously, he opened the door. It creaked when it did. When Ben looked around, he saw no one... -yet. As Ben walked inside, he could see that the mansion had seen better days. Cobwebs were everywhere and almost everything was old, worn and broken.

The Omnitrix Ben to some old steel spiral stairs, they were old and rusting. But Ben climbed them up anyway. Ben began to grow more and more scared with each step he took on the stairs, knowing that at the end was probably someone so scary.

When Ben got to the end of the stairs, what he saw SHOCKED HIM! There was Gwen and Max held to wooden planks! "-GWEN! -GRANDPA!" Ben yelled, but as he tried running over to them... -he was blocked by someone!

*-FWOOSH!* "-AAAHHH!" "...Hello... Ben... -HAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!"

The person who blocked him was none other than... -THE DEVIL! "Hello... Ben... -HAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAA!" the devil laughed.

Ben took a look at the devil, he COULDN'T BELIEVE WHAT HE WAS SEEING RIGHT NOW! -THE DEVIL?! -IN FRONT OF HIM?! -RIGHT NOW?! -THERE WAS NO WAY! But one look at the devil told him everything. -IT WAS THE DEVIL!

"-WH-WH-WH-WH-WH-WH-WH-WH-WH-WH-WHAT-HOW-WHAT-THE-HOW?! -THAT'S IMPOSSIBLE!" Ben yelled, before adding "-A... -Are you... -the devil?!". "-YES! -THAT'S ME! Surpriiiissseeee! -HAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!" the devil replied.

Ben was a bit scared, he had never faced the devil before in his entire life. But he knew he had to show that he wasn't afraid, so he said "-I... -I WANT GWEN AND GRANDPA BACK!". "Ooh I'm sorry Ben but... -you'll have to beat me in a fight first." the devil said smirking.

"-GOTTA RESCUE GWEN AND GRANDPA!" Ben thought as he quickly turned into Humungousaur!

*-OMNITRIX TRANSFORMATION SOUNDS!-*

[*Humungousaur transformation scene!*]

*Completed transformation noises!*

"-RRRRRRRRRRRRAAAAAAAAAAAAGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHH!" Ben roared as he tried to punch the devil, but he got a blast of fire to the arms instead! "ARGH!" yelled Ben as he waved his arms around trying to get rid of the pain. The pain WASN'T LIKE ANY OTHER. It was SO BAD that Ben had to hold his arms for a little bit longer.

"You're gonna have to do better than that." the devil taunted. Then, he saw a flash of blue light before getting SMACKED IN THE FACE! Ben had just turned into Cannonbolt! He repeatedly smashed into the devil a couple of times before he got punched away by him!

"OW!" yelled Ben as he landed. "-HRRRRRRRRRRRRRRAAAAAAARRRRRRRRRRRRRRRGGGGGGGGGGGGGHHHHHHHHHHHHHHHHH!" the devil yelled as he charged at him with his trident! If you've seen the devil's trident before, then you'd know it's red and sort of looks like a pitchfork.

"KA-CHINK!" went the trident as it managed to STAB BEN. "-OOOOOOOOOOOOOOOOWWWWWWWWWWWWWWWWWW!" Ben yelled before grabbing the trident and throwing it away. However, that didn't help much as the devil just stuck out his hand and got it back.

Ben held his stomach as blood dripped out of it. Luckily, he wasn't too hurt as the wounds weren't too deep. But they sure were painful. "-A-Aggggghhhh... -wh...-what is this pain?!" Ben added in his mind. "-YOU'RE NOT FIT TO BE A HERO!" the devil roared as he tried breathing more fire! But Ben was able to block the attack by turning into Water Hazard and blasting water onto the fire.

*-FWOOOOOOOOOOOOOOOOOSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHH! -SSSSSSSSSSSSSSSSSSSSSSSSSSSSSS!*

Smoke flew everywhere! The devil then used the smoke so that he could sneakily land a punch on Ben's stomach! "-OCH!" said Ben as he tried clawing back! But the devil just kicked him away and breathed more fire at him!

Ben sprayed water at the fire again before turning into Cannonbolt and smashing the devil into a wall! Then, Ben used a toppled over chair to go airborne before turning into Humungousaur and SMASHING THE DEVIL OUT THE WALL!

*-SMASH!*

You'd think that would weaken the devil a bit, but no. Have you forgotten that he is LITERALLY THE DEVIL?! He's SO MUCH STRONGER, I don't know why he's holding back. But I think that's a good thing. The devil managed to make Ben slide back a bit by kicking him again!

"-YOU'RE ABOUT TO GO EXTINCT!" Ben yelled as he swatted some chairs towards the devil with his tail! But the devil just jumped over them and spewed more fire, making Ben back away a bit.

"-BEN! -HELP US!" yelled Max and Gwen, "-I'M TRYING!" Ben replied as he tried grabbing the devil. Only for the devil to vanish and appear behind him. "WHERE'D HE GO?!" said Ben, then...

*-CHINK!* "-AAAAAAAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRRGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" *-BAP!*

The devil STABBED HIM ON THE FOOT! Ben roared before swatting the devil away, hitting his head! The devil crashed into the walls while Ben held his foot and jumped around trying to let the pain go away. "Argh..." Ben groaned as he kept holding his foot.

"-BEN! THAT'S THE DEVIL! HE BREATHES FIRE! IF YOU CAN MANAGE TO SHOOT WATER AT HIS MOUTH, THE FIGHT WILL BE MUCH EASIER!" yelled Max, "I'M TRYING TO DO THAT, BUT HE'S NOT GIVING ME A CHANCE!" Ben replied.

Then, the devil suddenly charged towards Ben and pinned him to a wall! "...uuuu... ...uuuu... ...uuuu... ...uuurrrggghhhhh..." Ben struggled as he tried to get out of the devil's grip. But it was no use.

"-NOW... -I WILL TAKE THE OMNITRIX'S POWER... -AND USE IT TO BECOME STRONGER THAN EVER!" the devil said in a REALLY SCARY VOICE! This made Ben shudder, but he fought against his fear and said "-NO!" before kicking the devil off of him! "ARGH!" said the devil.

Ben then transformed into Cannonbolt and yelled "CANNONBOLT CANNONBALL!" before smashing the devil into many things!

*-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH-SMASH!*

After smashing the devil into lots of things, Ben returned and threw the devil into the wall again before turning into Fourarms and dropkicking him!

*-SMASH!*

But then, the devil grabbed Ben's head and tried to CRUSH IT! But luckily, Ben was able to fight back when he landed 2 swift punches on the devil's stomach! "OOF!" the devil said before Ben turned into Wildmutt and swatted him off!

Ben roared and he pinned the devil down! The devil tried breathing more fire, but Ben moved to the other side and clawed his head! "-AGH!" the devil yelled before trying to stab Ben with his trident! However, Ben dodged and clawed the devil a few more times!

Max and Gwen could only watch in shock and horror. They couldn't believe what they were seeing right now! Ben fighting against the devil! It was something that wasn't seen everyday. And Max and Gwen never thought they'd see this day.

"BAM!" went a wall as Ben was thrown to it! The devil then teleported to him and breathed more fire. Luckily, Ben managed to roll out of the way and bite his arm! "OW!" said the devil before SMACKING BEN'S HEAD ONTO THE WALLS AGAIN! Which made him whine animalistically!

"-YOU'LL PAY FOR THAT, BOY!" the devil yelled, as he was about to STAB BEN'S HEAD with his trident Ben BIT HIM AGAIN! "-GET OFF ME!" said the devil as he threw Ben off of him!

Ben managed to land safely, before biting the devil's foot! The devil kicked him but Ben kept on biting! Then, Ben managed to topple the devil over and bit on his neck! "-AAAA... -AGH- -AGH-AAAGGGHHHHH... -AAAAAAAAAGGGGGGGGHHHHHHHH..." the devil groaned, then he disappeared out of sight.

"Where'd he go?!" Ben whined in Wildmutt's language, -then...

*-CHAKK! -RRRRRRRRRROOOOOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRRR! -BAP!*

The devil stabbed Ben on the shoulder! Ben ROARED in pain before the devil punched him! "-HAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAA!" the devil laughed as he walked towards Ben, who was just laying there on the ground exhausted.

The devil then tapped the Omnitrix, turning Ben back into his human form. "-NOW... -FOR MY PLAN..." he said smirking devilishly, -then...

*-DINK!* "-AAAAAAAAAAAAAAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

-HE GRABBED ON TO THE OMNITRIX! It sent out big bursts of blue energy as Ben was SCREAMING IN PAIN! "-YES! -YES! -THE POWER OF THE OMNITRIX! -I CAN FEEL IT! -HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!" the devil said as he laughed. "-AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" Ben continued to yell as the pain got EVEN WORSE! The combined pain of the Omnitrix's energy going unstable and the devil trying to merge with him was HARD TO TAKE!

"-BEN NO!" yelled Max, Gwen could only look in shock and fear as he saw the devil continue merging with Ben! "-YES! -YES! -HAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!" the devil kept on laughing as he continued to merge with Ben!

Ben tried to get the devil off of him and reach the Omnitrix, but no matter how much he tried... -he couldn't! He was weak right now and the devil was simply just too strong! Ben continued to scream as the merging was about to be completed! -Then...

*-OMNITRIX TRANSFORMATION NOISES!*

Ben SCREAMED as he began to transform! He took on the form of a red dragon and developed wings, horns and a tail! He also developed claws and sharp teeth! Then, he stomped his foot on the ground and ROARED!

*-RRRRRRRRRRRRRRROOOOOOOOOOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRRR!*

When the transformation was complete, Ben was now basically a big red dragon with horns and a pointed tail! The Omnitrix symbol was now red, but not the time out red. It was more of a DEVILISH RED. The Omnitrix now also had 2 small horns on top to make it look like the head of the devil!

Ben drooled, then he looked over to Max and Gwen. "-B-B-B-B-B-B-B-B-BEN?!" Max said nervously, "-AAAAAAAAAAHHHHHHHHHHHHHHHH!" Gwen SCREAMED! Then, Ben flew towards them! But before he could reach them...

*FWOOOOOOOOOOOOOOOOSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHH-BAM! -RRRRRRAAAAAAARRRRRRRRGGGGGGGGGGGGGHHHHHHHHHHHHH!*

A spaceship smashed into him and sent him flying into a wall! It was Azmuth's! Azmuth landed his ship before he and the other aliens came out. "-OH... -NO!" said Azmuth as he and the other aliens saw what Ben had become.

Ben struggled a bit before he was able to get up, then...

*-FWOOOOOOOOOOOOOOOOSSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHHH! -FRUUUUUUUUUSSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHH!*

He spewed fire at Azmuth and the other aliens! Frostbite managed to block the attack using his ice breath, but Ben then flew over and swatted him! "Oogh!" said Frostbite as he hit a wall!

Shockwave (In alien language): *Throws concrete pieces at Ben!* "-Something's wrong with Ben!"

Jumpstart (In alien language): *Jumps to avoid Ben's fire breath!* "Whatever took control of him must already have full control!"

Polly (In alien language): *Flaps wings and shoots feather missiles!* "Well what do you think is controlling him?!"

Shockwave (In alien language): "I don't know! But let's try to help him!"

Tiffany (In alien language): "Lemme try."

Tiffany tried to help Ben by shouting "-BEN! IT'S ME! TIFFANY! IF YOU'RE STILL IN THERE, PLEASE GIVE US A SIGN!". Meanwhile, inside Ben's head... -he and the devil were fighting for control! "-T...-Tiffany? Is that you?" Ben said, but no one heard him because it was still the devil that was in control of the body. "You can't control your body... -NOT ANYMORE! -HAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAA!" the devil laughed. "-GIMME MY BODY BACK!" yelled Ben, "-MAKE ME!" the devil replied.

As Ben and the devil continued to fight for control, the body went even crazier! It held it's head and it didn't know what to do! It couldn't do anything properly with two beings trying to control it!

"BEN! LISTEN TO US! IT'S ME! AZMUTH! AND ALL YOUR OTHER FRIENDS! Look, I know it's hard to take control of your body right now. But you must keep fighting!" Azmuth yelled. Then, Ben was able to take control of the body for a bit and said "-HELP ME!" before the devil took control again and said "-NO ONE WILL BE ABLE TO HELP YOU. NOT EVEN YOUR FRIENDS!" in a REALLY SCARY VOICE!

Azmuth and the other aliens were shocked! "-WH-WH-WHAT DO WE DO?!" asked Polly, but before anyone could answer Ben spewed more fire!

*-FWOOOOOOOOOOOOOOOOOOOOOOOOOOSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!*

Azmuth and the other alien jumped back and screamed! "We're gonna need to do somethin' different." said Frostbite, "-EVERYONE GET YOUR MULTI-PURPOSE WEAPONS!" yelled Shockwave as he pulled out his and turned it on gun mode before blasting a rope made out of blue energy that held on to one of Ben's legs! Pretty soon, the others joined in as well and did their best to restrain Ben.

However, the aliens' weapons proved ineffective as Ben was able to break free of them! "Oh come on!" said Frostbite as he tried breathing ice at Ben's mouth. However, Ben countered it with his fire breath before swatting him with his tail!

Then, Ben and the devil fought for control over the body again! You could tell because the body was going crazy and it looked like it didn't know what to do! Then, Ben managed to say "-HELP ME! -PLEASE! -THE DEVIL HAS TAKEN CONTROL OF MY BODY AND NOW HE WON'T GET OUT!" before the devil took full control again!

"JUST GIVE UP BEN. NO ONE WILL BE ABLE TO HELP YOU." said the devil before he DESTROYED A LOT OF STUFF AND MANAGED TO SEND AZMUTH AND THE OTHER ALIENS FLYING!

*-SMASH!*

When Azmuth and the aliens got up, Frostbite said "-WHAT'RE WE GONNA DO?! We need to stop whatever's controlling Ben, but we can't hit the body because it's him too!". "Right now, I think he can take a couple o' hits. Besides, we don't really have much of a choice right now." replied Tiffany as she shot normal sludge to slow down Ben before starting to shoot at him with her weapon! Soon, the other aliens joined in too. And Frostbite did so as well, although reluctantly.

"-NO! -STOP! -THAT'S STILL BEN!" yelled Max, "Sorry Max, but we have to do this. We don't really have much of a choice right now and if we don't do this he'll destroy more stuff and possibly hurt someone." replied Tiffany as she kept shooting at Ben.

"-YOU'RE HURTING HIM! -STOP!" yelled Gwen, "We have to do this, we're sorry." said Tiffany as she still kept on shooting.

Ben and the devil made the body go crazy! It didn't know what to do anymore! It moved and acted in crazy ways and couldn't do anything properly. As the devil made Ben's body spew fire again, Azmuth jumped and kicked Ben in the face! Ben roared in pain as he fell down on the ground! Then, Frostbite froze him using his ice breath.

However, the ice block didn't last very long as Ben was able to break out of it fast! Azmuth then shot Ben's wings using eye lasers, but Ben managed to swat him with his tail and send him flying into the wall before he flew away!

*CRASH!*

"-HE'S GETTING AWAY!" said Shockwave, "I GOT HIM!" said Jumpstart as he tried to jump on Ben. But Ben was so high up that Jumpstart wasn't able to reach him and landed back down on the ground.

"He's gone!" Jumpstart said, "We'll catch him using the ship. But first, we gotta get Max and Gwen outta there." replied Polly pointing at the two. Azmuth then shot the metal clasps that were holding Max and Gwen. When they fell off, Max and Gwen rushed over to where Azmuth and the aliens were. "LOOK, I KNOW THAT BEN'S CAUSING A LOT OF TROUBLE RIGHT NOW BUT HE'S STILL BEN! YOU CAN'T JUST HURT HIM!" yelled Max. "We're sorry Max, but we had to do that for safety measures and precaution. Ben ISN'T HIMSELF right now, he's being controlled by someone. So we did what we had to do. We're only trying to make sure that no one gets hurt." replied Tiffany.

"We don't have time for this right now, we gotta go after Ben!" said Sparky as he and the others went inside the ship before it's door closed and took off.

Meanhwile, Ben was already causing a lot of destruction outside! He burned buildings and wrecked vehicles! Azmuth managed to catch up to him, "THERE HE IS!" yelled Shockwave. "-FIRE!" yelled Azmuth and he and the aliens fired at Ben! Ben was annoyed and spewed fire at Azmuth's ship before flying even faster! "Don't let him get away!" said Shockwave as Azmuth made the ship go faster as well.

Meanwhile... in Ben's head...

Ben: "-WHY ARE YOU DOING THIS?!"

Devil: "Isn't it obvious? -SO I CAN TAKE OVER THE WHOLE WORLD AND DESTROY IT! HAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!"

Ben: "-YOU'RE CRAZY! GET OUT OF MY HEAD!"

Devil: "I don't think so. I will use your powers to destroy the world!"

Ben: "SOMEONE'S GONNA BEAT YOU EVENTUALLY!"

Devil: "-HAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAA! -WE'LL SEE ABOUT THAT!"

As the devil said those words, he began to look more and more scary. Until Ben could feel himself SHAKE even though he was only inside his head! "NOW I WILL DESTROY YOU. AND TAKE OVER THIS BODY OF YOURS. THEN, I WILL USE IT TO PUT MY PLAN INTO ACTION! -HAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAA!"
the devil said in a EVEN SCARIER VOICE! "-AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" Ben SCREAMED as he ran away from the devil inside his head!

Ben's body was going unstable again! It was holding it's head in pain as it continued to destroy more stuff! "ALRIGHT, LET'S STOP THIS NOW!" yelled Tiffany as she pressed one of the ship's buttons. Immediately, 2 big tasers came out from the bottom and hit Ben ELECTROCUTING HIM!

*-KZZT-KZZZZZZZZZZZZZZZZZZZZZZZZZZTTTTTTTTTTTTTTTTTTTTTTTTT-CRACKLE-CRACKLE-CRACKLE-CRACKLE- -ROOOOOOOOOOOOAAAAAARRRRRRRRGGGGGHHHHHHHH!*

"-NO! -STOP!" yelled Max as he tried getting Tiffany to stop, but the purple alien managed to push him back a bit. "Max, we need to do this! It's for the safety of the people!" Tiffany said, "YOU'RE HURTING BEN!" Max yelled. "If we don't do this, he'll HURT OTHERS." Tiffany said back, "-STOP IT!" said Max before trying to tackle Tiffany. But purple alien managed to grab him and push him back making him fall down on the ground!

"-LISTEN MAX! WE HAVE TO DO THIS! -DON'T YOU SEE WHAT'S HAPPENING OUTSIDE?! I know you're a good man Max, but there are times when you have to do what you have to do."

"I WON'T LET YOU HURT BEN!"

"You won't be able to stop me."

Ben managed to get the tasers off his back and SWAT AZMUTH'S SHIP SO HARD! "-AAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" everyone in the ship screamed as they were sent flying!

Soon, special police and other superheroes came. They tried to stop Ben, but it was no good as he was too strong! Ben and the devil were still fighting for control over the body making it more unstable and crazy!

"AAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHH!" Ben kept on screaming as the devil kept on chasing him inside his head! "-COME HERE!" the devil roared. He looked COMPLETELY DIFFERENT now! His skin now sagged and his eyes were bloodshot and had small pupils. His teeth and claws looked like they were rotten and his wings were tattered. He just looked really creepy and disgusting overall.

"-G-GET AWAY FROM ME! -AAAAAAAAAAAAHHHHHHHHHHHHHHHHHH!" Ben screamed, "You can run... but you can't hide! HAHAHAHAHAAAAAAAA!" the devil laughed. This made Ben even more scared as he ran even faster!

Meanwhile, the superheroes and the special police were still trying to stop Ben. But no matter what they did, it was no good as Ben was really just that strong. He spewed more fire and BURNED one of the ships that the special policemen were using! Luckily, the policemen inside that ship managed to jump out before the ship got burned. So they were still safe.

"Time to drop the bass!" one of the superheroes said, it was Madame Melody. She made a bass guitar appear and used her speaker jetpack to fly up. Once she reached Ben, she SMASHED the bass on his head! Making it produce sound that dealt more damage! "-RRRRRRRRRROOOOOOOOOOOOAAAAAAAAAAAAARRRRRRRRRRRRRRRRRR!" said Ben as he tried swatting Madame Melody away.

Luckily, Madame Melody was able to fly higher and electrocute Ben using an electric guitar. However, this just made Ben irritated and spew fire at her! Luckily, Madame Melody turned around and used the power waves from her speaker jetpack to blow the fire away.

There was another superhero down on the ground trying to stop Ben as well. His name was Bulls-Eye. He had pale skin, brown hair and brown eyes. He wore a black cowboy hat, a black jacket without a zipper, a red and white shirt, black pants and black shoes. Bulls-Eye almost always hit his targets. He tried stopping Ben using a laser gun he borrowed from the special police. But it was no good as Ben was still rampaging! "Goddammit." said Bulls-Eye as he kept on firing lasers.

Meanwhile, Azmuth managed to take control of his ship again. And he was able to fly near Ben again. "What do we do?!" said Frostbite, "I don't know, I'll think of something." replied Azmuth.

Meanwhile... in Ben's head...

Ben was cornered inside his head! The devil had trapped him! And now he had nowhere to go! Ben shook in fear as the devil approached him. "-ST...-STAY AWAY FROM ME!" he yelled as he tried to punch him. But the devil just grabbed his arm and used it to throw him across! "Oomph!" said Ben as he landed on the ground.

Devil: "-HAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAA! You think you can be a hero?! -YOU CAN'T! It's not you, it's that pathetic watch of yours. Without it, you'd be nothing but a helpless little boy!"

Ben: *Shakes in fear* "-G-GET AWAY FROM ME! -WHAT DO YOU WANT FROM ME?! WHY ARE YOU GOING AFTER ME?!"

Devil: "HAVEN'T YOU BEEN LISTENING KID?! I WANT TO TAKE CONTROL OF YOUR BODY AND USE IT TO DESTROY THE WORLD! WHAT PART OF THAT DO YOU NOT UNDERSTAND HUH?!"

Ben: "-Th...-THAT'S NOT GONNA HAPPEN!"

Devil: "Yeah?" *Switches to really scary voice!* "-AND WHO'S GONNA STOP ME HUH?!"

Ben: "-AAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHH!" *Covers himself with arms in fear!*

Devil: "You're not a hero. You're just a chump! Without that stupid watch of yours, you're nothing! You'll be a helpless little boy who'll never be able to do anything remarkable in the world! -HAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!"

Admittedly, what the devil said was true. Ben would just be a regular child without the Omnitrix. But in all fairness, he never really needed the Omnitrix if you looked at it. He could still be a good person if he didn't have the Omnitrix. And besides, if Ben was given the chance to have any other weapon or power apart from the Omnitrix it would be all good. It's nice being a hero, -or even a superhero. But if there was one thing that really counts, it's being a good person. And Ben is that. Sure he can be mischevious sometimes, but hey he's still a kid. And kids are sometimes like that. But deep down inside, Ben has a good heart. And I think that's what really matters.

Ben was still shaking in fear as the devil got closer and closer to him. "-NO! -PLEASE! -STAY AWAY FROM ME!" he yelled as he shook even more and wrapped his arms around his head tighter.

"YOU WILL NEVER ESCAPE BOY. There is NO ESCAPE. Soon, I will use your body to destroy the world. -AND NO ONE CAN STOP ME! -NOT EVEN THE BEST SUPERHEROES AROUND!
-HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAA!"

"I will stop you."

"-HUH?!"

"-Huh?"

Just then, a mysterious voice came. Ben didn't know who it was. But from the looks of it, it looked like the devil did. "-OH NO..." he thought. -Then...

*Energy sounds!*

A mysterious figure appeared! It was a white robed man with brown hair and a brown beard. He also had brown eyes and a light blue sash. This... -was GOD.

Ben COULDN'T BELIEVE HIS EYES! "-G-GOD?! -I-IS THAT YOU?!" he said, "Yes." God replied. "-YOU! -WHAT THE HELL ARE YOU DOING HERE?!" the devil yelled. "I've come here to help Ben." said God. "-GET OUT OF HERE YOU FOOL!" the devil yelled, but God just replied with "No. You should get out of Ben's body. Right now.".

"-AND WHAT WILL YOU DO IF I DON'T?!" the devil said smirking. Immediately, God raised up his hand. White energy began to glow around it. -Then...

*-FWOOSH!*

Everything was good again in an instant. Ben and the devil were back at the abandoned mansion. But this time, Max and Gwen weren't held by wooden planks. Instead, they were just nearby. Along with Azmuth, the other aliens, the special police, Madame Melody and Bulls-Eye.

"-H...-Huh?" said Ben as he looked around, "-W...-We're here again?" he added. "I took you and the others here." said God, -then...

"-RRRRRRRRRRRRRROOOOOOOOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHH!"

The devil ROARED! Then... -he started transforming! He became something like a red zombie dragon with blood and guts oozing out! His eyes were swollen, white and oozing with pus! His teeth, horns and claws became ugly and decayed, he developed bad breath and his wings became bigger!

"-RRRRRRRRRRRRRROOOOOOOOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHH!"

"-AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

Everyone screamed at the sight of what the devil had become! NO ONE would be able to look at him without doing so, -NOT EVEN BEN! Who was shaking in SO MUCH FEAR right now!

"-AAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!" Ben yelled as he turned into Cannonbolt.
But before he could roll away, God stopped him.

"-Huh?" said Ben as he looked at Him, "Wait, don't run away." said God. "-WH-WH-WH-WH-WHAT DO YOU MEAN DON'T RUN AWAY?! -THE DEVIL'S GONNA KILL US ALL!" said Ben. "No, I will be here to protect us all." God replied. Ben was relieved when he heard that, but he still wasn't sure if he would be able to fight the devil in the form he was in now. It was too scary!

"-RRRRRRRRRRRRRROOOOOOOOOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHH!"

"-WH...-WHAT AM I GONNA DO?! -I CAN'T FIGHT HIM! HE'S TOO SCARY!" said Ben. "Instead of letting your fear get to you, why not use it to help you do what you have to do?" said God. "Huh?" said Ben confused.

God: "Let me explain. Fear is an emotion that can give us something like a rush in our body."

Ben: "-A-A rush?"

God: "Yes, when you saw what Z'skayr looked like how did you feel?"

Ben: "I felt like running."

God: "What were you thinking when the devil was chasing you inside his head in a very scary form?"

Ben: "I was thinking I had to get away from him as fast as I could or I'd probably be dead."

God: "In those 2 instances that you were experiencing fear, you were having some sort of rush inside you. That rush is telling you to run away. But... -here's the thing. Instead of letting that rush make you run away, why don't you use it to make yourself be able to do what you have to do?"

Ben: "-I...-Is that even possible?"

God: "It will be possible if you think it is possible."

Everyone was confused at God, use the feeling of fear to make you do things like fight the devil in the form he was in now? -Impossible! "-Th...-THIS IS RIDICULOUS! -BEN CAN'T DO THAT! HE'S JUST A KID! What do you think of him?! A super incredible invincible powerhouse?!" said Tiffany. "Nothing is impossible with me Tiffany. As long as Ben believes he can use the rush to make himself be able to do what he has to do, then it will be true." replied God. "-WAIT, HOW DO YOU KNOW MY NAME?!"
Tiffany asked in shock, "I am God. Creator of everything in the universe." God answered.

"I knew there had to be someone like you around somewhere." said Azmuth, he knew that for the universe to exist someone must've created it. "-OH ENOUGH TALK! ARE WE GONNA DO THIS OR WHAT?!" the devil roared.

Ben shook in even more fear, but God told him "Remember what I told you Ben. You can do this. You can be a hero.". Eventually, Ben's arms began to shake less. But the devil just laughed and said "-DO YOU REAAAALLLLLYYYY THINK YOU CAN DEFEAT ME?! -NO ONE CAN BEAT ME! -I AM THE MOST POWERFUL BEING IN THE UNIVERSE! -HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!".

God looked at Ben, then Ben looked back at Him. God nodded before letting go of his shoulders. Slowly, Ben's expression became a determined and angry one. He was still feeling fear, but it was now slightly less than before.

Ben pressed one of the Omnitrix's buttons making the dial pop up, he twisted it a bit before stopping at Humungousaur. -Then...

"-IT'S HERO TIME!" *-OMNITRIX TRANSFORMATION SOUNDS!-*

[*Humungousaur transformation scene!*]

"-RRRRRRRRRRRRRRRRRRRRRRRRRRRRAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHH!"

After Ben transformed, he roared to show that he wasn't afraid. But the devil knew he was scared anyway. "So... just because God is at your side... -you think you can take me on?" the devil said as he laughed a bit. Ben just grunted and clenched his fists tighter, then he yelled "-GET HIM EVERYONE!".

Immediately, everyone started attacking! -Even God! Max had even let Gwen borrow some of his plumber gear. But they were no use against the devil's newfound strength! Ben jumped up and punched the devil in the face, but it was ineffective as the devil caught him with his hand. "...uuuu... ...uuuu... ...uuuu... ...uuurrrggghhhh... -L-LET ME GO!" Ben yelled as he punched the devil's fist! He punched it so hard that the devil was forced to let him go!

"-HERE'S A PERFORMANCE YOU'LL NEVER FORGET!" yelled Madame Melody as she strummed on an electric guitar sending blasts of electricity! Sparky combined that blast with his own electricity and did double the damage at the devil! Who roared so loud as he got shocked!

The devil tried retaliating by spewing fire, but Frostbite blocked the attack by using ice breath again. "YOU NEED TO "CHILL" OUT!" he yelled as he started making lots and lots of ice balls and throwing them at the devil's head!

Polly and Penelope flapped their wings together blowing the devil away, then they shot feather missiles at him! When the devil got back up Ben grabbed him by the foot, swung him around and threw him into a wall! Then, Madame Melody blasted soundwaves at a part of the ceiling using her speaker jetpack. Rubble fell on the devil burying him underneath it!

It was God's turn. He used His powers to lift the devil up by just thinking of it. Then, He threw the devil into another part of the walls before blasting him with what looked like yellow energy!

*-PEW! -RRRRRRRRROOOOOOOOOOOOOOOAAAAAAAAARRRRRRRRRRRRRGGGGGGGHHHHHHHHHHH!*

Tiffany attempted to trap the devil using sticky poisonous sludge. It went all over the devil and dripped on the floor. "...uuuu... ...uuuu... ...uuuu... ...uuurrrgghh -I... -I CAN'T MOVE!" the devil groaned as he tried to break free. "Yeah, kinda the idea." said Shockwave as he smashed the ground and made 2 big floor chunks fly to his hands before throwing them at the devil's head!

*-SMASH-SMASH!*

Finally, the devil had enough! He BROKE FREE from everything that trapped him and let out a VERY LOUD ROAR before saying "-I'VE HAD ENOUGH! -I'LL KILL ALL OF YOU, AND THEN... -I'LL DESTROY THE WHOLE UNIVERSE! -HAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!".

"HE'S GONE CRAZY!" said Ben, "-EVERYONE! -GET HIIIIIIIIIIIIIMMMMMMMMMMMMMMM!" Azmuth yelled. Everyone yelled after and attacked the devil relentlessly! They got him on all sides and didn't give him a chance to attack back.

*-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW- -FRUUUUUUUUUUUUSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHHHH! -SPLAT-SPLAT-SPLAT-SPLAT- -PEW-PEW-PEW-PEW-PEW- -WHAP-SMASH-BAM-WHAM-CRASH-BAM-BAM-SMASH-WHAP-BLAM-CRASH- -PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW- -FLAP-FLAP-FLAP-FLAP-FLAP- -SMASH-CRASH-BAM-WHAM-SMASH-WHAM-CRASH- -PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW- -SMASH-BAM-CRASH-SLASH-BAM-BAM-BAM-FSSSSSSSSSSSSS-SNAP-BAM-FSSSSSS-SLASH-SLASH-SLASH-*

Eventually, the devil was struggling to stand up. He was breathing heavily before he vomited up blood. "-GIVE UP DEVIL! -IT'S OVER! -GET OUT OF HERE AND NEVER COME BACK EVER AGAIN!" said Ben. But... -the devil just... -laughed?

"...hahaha... ...hahaha... ...hahaha... ...hahaha... ...hahahaHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAA!"

Everyone was confused, the devil was nearly beaten. And he was still laughing?

Devil: "-YOU FOOLS! ALL OF YOU WILL NEVER TRULY DEFEAT ME, I AM THE DEVIL! -AND I AM THE MOST POWERFUL BEING IN THE UNIVERSE! -HAHAHAHAHAHAHAAAAAAAAAAA!"

"How is he still speaking and laughing?!" said Ben, but before anyone could answer that the Omnitrix started beeping.

*Omnitrix time out sounds!*

"-NONONONONONONONO NOT NOW!"

The Omnitrix had timed out. Ben tried getting it to work again, but obviously he wouldn't be able to do that. "-WHAT AM I GONNA DO?! -I CAN'T FIGHT THE DEVIL WITHOUT THE OMNITRIX!" Ben asked God, "Use this." God replied.

Then... -out of nowhere... a sword appeared and went into Ben's hand. But this wasn't just ANY sword. The crossguard was shaped like angel wings and the handle was golden!

"-...WWWWHHHHOOOOOOOOOOAAAAAAAAAAAAAAAAAAAAAAA..." Ben said in awe as he looked at the sword, "-YOU... -ARE IN SO MUCH TROUBLE!" he said to the devil as he pointed the sword towards him. "Foolish child! DO YOU REALLY THINK YOU CAN BEAT ME THAT EASILY?! -EVEN WITH A SWORD MADE BY GOD?!" the devil taunted, "Only one way to find out!" said Ben as he charged towards the devil!

"-RRRRRRRRRRRRRAAAAAAAAAAAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

"-ROOOOOOOOOOOOOOOAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRRRRRGGGGGGGGGGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

The devil started spewing fire! But Ben jumped and got closer to him before SLASHING AT HIS NECK! The devil roared again before trying to claw Ben, only for his claw to get cut off by the sword!

*-KA-CHING!*

The piece of the claw that was cut off dropped to the floor. The devil looked at his hand before looking back at Ben and roaring again! "-YOU'LL PAY FOR THAT LITTLE CHILD!" he yelled as he spewed fire again. Luckily, Ben was able to get out of the way and slash at his foot!

*-KA-CHING!*

Ben: "YOU'LL PAY FOR EVERYTHING YOU'VE DONE DEVIL!"

Devil: "-HAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAAAAAAAAAAAAAAAAAAAAAAAAAAAAA! YOU'LL NEVER DEFEAT ME BEN, -NEVER. YOU'RE JUST A HELPLESS KID WITHOUT YOUR POWERS AND WEAPONS! Soon, the one who's stronger between the two of us will eventually be revealed. -And that's ME. You will NEVER truly defeat me Ben. For all you really are is just like I said before, a pathetic helpless kid."

Ben: *-CHARGES AT THE DEVIL-* "-HHHHHHHHHRRRRRRRRRRRAAAAAAAAAAAAAAAGGGGGGGGGGGGGGGHHHHHHHHHHHHHHHHHHHHHHHHH!"

Now Ben was ANGRY, he charged at the devil before repeatedly slashing him!

*-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-*

The devil tried to get Ben away from him, but it was no use as Ben was able to dodge his attacks and keep attacking! "C'MON BEN! GET HIM! SHOW HIM WHAT YA GOT!" said Frostbite as he watched Ben continue attacking the devil.

The devil was forced to take some steps back as Ben wasn't giving him a chance to attack back. He decided to just wait for the right timing to strike. He waited for a little while before SPEWING FIRE!

*-FWWWWWWWWWWWWWWWWWWWWWWWOOOOOOOOOOOOOOOOOOOOOOOOOSSSSSSSSSSSSSSSSSSSSSSSSSSHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!*

However, his attack didn't do anything as Ben was able to jump out of the way and slash at his foot again! "-HEY BEN! -AIM FOR THE CHEST REPEATEDLY! THAT'S WHERE THE HEART IS! IF YOU MANAGE TO HIT THE HEART, THEN HE MIGHT DIE!"

Ben held the sword tighter as he swung it at the devil's chest! The devil managed to block it with his claw, but Ben just tried hitting the chest faster this time!

*-KA-CHINK! -RRRRRROOOOOOOOOOAAAAAAARRRRRRRRRRRGGGGGGGGGGGHHHHHHHHHHHHHHHHHH!*

Soon, Ben and the devil were battling fiercely against each other! "-COME ON GUYS! -LET'S HELP BEN! -RRRRRRAAAAAAAAAAAAAHHHHHHHHHHHHHH!" yelled Frostbite, everyone else started yelling too. And soon, they were all attacking the devil too!

*-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH-SLASH- -BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM- -FRRRRUUUUUUUUUUSSSSSSSSSSSSHHHHHHHHHHHHHHHH! -SPLAT-SPLAT-SPLAT-SPLAT-SPLAT-SPLAT-SPLAT-SPLAT- -PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW-PEW- -FLAP-FLAP-FLAP-FLAP-FLAP-FLAP-BOOM-BOOM-BOOM-BOOM-BOOM-BOOM- -BOING-SMASH-BOING-SMASH-BOING-SMASH- -KZZZZZZZZZZZZZZZTTTTTTTTTTTTTTT-CRACKLE-CRACKLE-CRACKLE- -FWOOSH-BAP! -SLASH-SLASH-SLASH-SLASH-SLASH- -BOOM! -SLASH!*

At last, after all those attacks the devil finally dropped down. He was severely injured and exhausted. He was gasping for air as everyone went towards him.

Devil: *Gasps for air* "-A...-All of you w-will n-n-n-n-never defe-e-e-e-eat me! -I-I-I-I am the devil! -And I am the the-"

Before the devil could finish talking, God teleported him away. Then, God spoke to Ben. "Ben, I am proud of you. You managed to defeat the devil. Now, I will be taking this." He said before taking the sword away from Ben.

Ben was confused, "God, wh-why are you taking the sword? I-I-I can use that for good!" he said. "Sorry Ben, but this kind of power isn't intended to be used throughout your whole life. But don't worry, I'm sure you can be a hero with or without that kind of power." God replied. "Now, since your mission is done I'm going to change the timeline. So that everything becomes better." God added.

"Why?" asked Ben, "The whole thing with Z'skayr and the devil was never supposed to happen. Someone just changed the timeline when he shouldn't have." God answered. "Who?" Ben asked again, "A chronosapien." answered God. "What's a chronosapien?" said Ben, "Chronosapiens are big bulky beings. Their body is made of gold and they can control time." said Azmuth. "Oh." said Ben.

"Now, it has been nice meeting you all. But I'm afraid I must do what I have to do." God continued, "-WAIT! I GOT SO MANY QUESTIONS! -ARE YOU REALLY GOD?! -CAN YOU REALLY DO ANYTHING?! -WAS THAT REALLY THE DEVIL?! When do I get stronger?" said Ben. "Yes, I am God and I can do anything. Yes, that really was the devil. And don't worry, you will get stronger. -Eventually." God replied.

Ben was about to ask more questions, but suddenly... -smoke had appeared all over. Making everyone but God cough. Soon, God vanished... -and so did the memories of everyone.

When the smoke was gone...

The timeline had been changed back to how it should've been. As morning came, Ben woke up and went to see if Max was cooking. Sure enough, he was. "Oh, heya Ben. I got the usual bacon and eggs." said Max.

Ben just smiled and went to the table where Gwen was waiting. I'd tell more, but we've reached the end of the story. But don't worry, Ben will have more adventures.
Find out what they will be on Ben 10 Alternate Dimension.

[==*The End*==]