Good day, Ultras! I hope that your Halloween was spooky and fun! Welcome back to The Ultra 10 Chronicles: Volume 2: A Hero Earth Needs! Here is the next chapter, Chapter 57: Unwelcome Guests Part 2. It's somewhat of a build-up chapter, as well as more of a character development chapter for our villains.

I am contemplating on doing a spin-off series for Neb's universe. It'd basically follow his story from getting the Omnitrix, becoming villains, and ending with their entering our Ben 10's universe. What are your thoughts? It wouldn't be too long, perhaps no longer than fifty thousand words. I am planning on taking a break from The Ultra 10 Chronicles after Volume 2 is completed for a couple of months, and that would be a good time to devote to side projects. Let me know if you'd like a spin-off series for Neb and Newg! They probably wouldn't be the only spin-off series to pop up!

Trigger warnings for the chapter involve a death, as well as only one instance of choice language. The death occurs about two-thirds through, starting in the paragraph which reads, "I must feed!" It continues for the next paragraph, a total of two paragraphs. As for the choice language, it occurs in the paragraph which reads, "You bit me!"

I didn't have any soundtrack in mind for the chapter. So that's that. I guess that you'll have to listen to your own music.

Enjoy the chapter!

The Ultra 10 Chronicles: Volume 2: A Hero Earth Needs

Chapter 57: Unwelcome Guests Part 2

Early, the next morning, Mot's convenience store

Mot stumbled toward his store. He could see the light coming out of the windows. The blinding light that burned his eyes. But that didn't matter. Neb was there, he knew it. He could smell his master's scent. And he despised it. He felt a deep anger within his very bones.

"All that time I spent as his slave!" Mot spat as he dragged himself along. "All that time afraid of what he'd do to me if I disobeyed! And he threw me away anyway! Like utter garbage!"

"I'll show him!" He continued his hobbled journey towards the store. The sun was just starting to come up, though there were still long shadows that covered the road. He would be safe for some time still. Finally, he reached the store. Anger giving him strength, he burst through the door to his store.

"Neb!" He shouted. "How dare you do this to me!" The teenager looked uncaringly at him.

"Oh, Mot, you survived," he said. "How unfortunate."

"Shut up!" Mot shouted. "I did everything you asked, and you threw me to those wolves!"

"Well that was my plan all along," Neb replied unfazed. "It's not like I picked on you out of spite or anything…"

"Shut up!" Mot shouted again. This prompted Neb to stand up to face him.

"Now that was rude," he said.

"You used me like a tool!" Mot shouted. "Like you used those thugs last night! You don't care about anybody but yourself!"

"Now that's not true," Neb responded. "I care about anything or anyone that I find useful to my plans. Now you can either be one of those things, or you can be a thorn to them. However, you know what happens to thorns…"

"I'll kill you!" Mot shouted as he rushed forward to tear Neb's throat out.

"Immobilus!" Newg shouted, suddenly freezing Mot in place. Not one muscle in his body responded as he struggled against the magic.

"Thorns are plucked out, and the weed is burned," Neb finished. "Did you really think that you were the first one of my creations that tried to kill me for what I did to them? Many have tried, and all of them have been plucked and burned away." With that, he gave a nod to Newg.

"Inferno!" She said with an evil smile as she extended her hands towards Mot. A flame ignited and spiraled out to Mot, encasing him in flame as he stood helplessly still, unable to move a muscle.

"Ahh!" He shouted as the first spell broke. He withered on the floor, desperately trying to put out the flames. But it was of no use. His body, devoid of any liquid, burned like a dry match, leaving nothing but ash in the shape of a man.

"Well, that's done," Neb said as he clapped the dust from his hands. "Back to our plan…"

At the circus tent

Tony walked into his trailer, exhausted from the show, but glad that it was finally over. His neck was driving him nuts, and resisting the urge to scratch it during his act had taken just about all of his will-power. Now, he was starving for something to eat.

"That was a pretty good show you put on out there, Tony," a figure congratulated him from the other side of the trailer. "How do you do it?"

"Easy," Tony replied, scratching furiously at his neck as he plopped down into his stage chair that sat in front of his mirror. "You get out there, and you act like a complete bozo! It's called being a clown, Vanni!"

"I hate that name, Tony!" The man replied.

"Right, right, my bad," Tony said sarcastically. "Giovanni! Is that better, little brother?" Giovanni gave an annoyed huff.

"I just don't know how you can get that much laughter every time!" Tony stopped scratching his neck to look at his brother, who was leaning up against the wall of the trailer.

"Look, you get out there, you act like a complete fool, and you act like you have no idea why everyone's laughing! Seriously, just don't act like a complete zombie out there and they'll laugh!" Tony scratched again at his neck.

"My goodness, brother, you're going to draw blood if you keep scratching like that!" Giovanni cautioned him.

"And is that so bad?" Tony replied.

"It is when you've got to wear make-up," his brother answered. "Look, I'll take the show this afternoon, you go get that checked out at the doctor's office, alright?" Tony blew a raspberry.

"Look, I don't need no quack, I need some food. I'm starving!" He replied annoyed. "And some smell is driving me crazy!"

"Yeah, whatever, man. You go get something to eat, and then stop by the doctor. Do it as a favor to me, alright?" Giovanni asked.

"I told you I don't need a doctor!" Tony shouted. His sudden outburst startled the both of them. "Sorry, sorry… I don't know what came over me."

"You alright, bro?" Giovanni asked, stepping closer to Tony. "Look, you're the one that thought being a couple of clowns would be a good gig. If it ain't working for you, then I say we bail."

"No, it's fine," Tony replied. "I just feel a bit off is all. Some food in my belly and some rest and I'll be as good as new!" He looked up at his brother, as if to prove that he was perfectly fine. Giovanni didn't look like he was buying his act though.

"Alright," he reluctantly said. "But the moment you start acting up again, and gotta go to the doc." Tony nodded, trying to figure out why he was focusing on his brother's neck so intently. He saw his veins bulging with blood. A passing thought sped through his mind, which he quickly shook.

Giovanni turned away to finish putting on his costume. However, Tony still couldn't quite shake the smell of his brother's blood from his nostrils. It was starting to freak him out.

"I'm getting some fresh air," he finally said, standing up and making his way towards the door. "I'll be back to help you with your make-up before your show starts." With that, he walked outside and down the street.

"I wonder if it's some kind of freaky drug from that addict last night," Tony muttered as he continued walking. He wasn't really paying attention as to where he was going. So long as he could find his way back, he'd be fine. He continued to make his way into the nearby park, hoping that the fresher air would help with whatever he was dealing with.

"What's that?" Tony blurted out as he spied something that certainly didn't belong in the park. It didn't look like it belonged on Earth for that matter. He walked off of the rough trail he'd been mindlessly wandering along for the last little while, and walked towards the object that had caught his attention. It looked like some sort of space pod. It appeared to be made out of something similar to glass, and it had been formed into some sort of a tube or pod, before being cracked open, probably when it had impacted with the ground.

"This must be from those PLUMMERs," Tony marveled. "Or perhaps something from that alien invader's ship. Vilgan or something…" Tony crept closer, spying the remains of a translucent, greenish fluid that had been smeared all over the inside of the container.

"It smells delicious," Tony noted as he felt his ravenous hunger almost compel him to taste it. "Like a rib eye cooked extra rare." Tony couldn't help himself from stepping closer. Before he knew it, he was reaching out his hand to touch the slime.

"Woah, what the heck am I doing?" He shouted, startling himself from touching the slime. "I don't even know what this is, and I'm going to start eating it?" Tony shook his head, trying to bring back some sanity. Still, the slime was intoxicatingly inviting with its smell.

"I'll just take a bit of it back with me," he finally decided. "See if I'm just insane, or if Vanni thinks that it smells delicious too. Maybe he'l be able to figure it out." That seemed to make sense to him. After all, Giovanni had been the one of the two of them that had actually gone to college. And his hunger was making logical thought impossible. He brought out his handkerchief, his real one, and smeared some slime onto it, before careful pulling up the sides to hold it without getting it all over his clothes.

Quickly, Tony started his way back to their trailer, the slimy handkerchief driving him nuts all the way. The few minutes' walk to the trailer felt like a day's walk, as his stomach plead and demanded that he at least give it the smallest taste. However, his gut still resisted, sensing that something wasn't right about the stuff.

Finally, he approached the door, but his hunger pains started to drive him mad, and it was all he could do to not immediately taste of the green goo. His hands shook violently, dropping the handkerchief on the ground, the pungent aroma of the slime wafting up to him.

"Gah!" Giovanni exclaimed from inside. "Stupid pin! Stupid fake flower button!" At the scent of blood, Tony lost all control. With a guttural roar, he slammed into the trailer door, the thin barrier no match for his furious strength. The sudden sound startled Giovanni, who looked at the door in surprise. However, in a moment, Tony was at his brother's throat, biting into him and tasting the hot, fresh blood.

"Mmm…" Tony savored the taste as he gulped it down, the blessed liquid finally quenching his ravenous thirst. With a satisfied sigh, he dropped Giovanni's lifeless body on the floor of the trailer, opening his eyes and reveling in the quenching of his thirst.

Then realization of what he'd done hit him. With horror slowly growing over his face, he glanced down at his brother's body.

"No… No!" He shouted as he shrank to his knees, his eyes wide with horror. He rolled his brother over to see his petrified face, frozen at his death. "Giovanni! What have I done?"

He wiped away his brother's blood from his mouth, glaring down at it with disgust. Then he remembered that mysterious slime he'd dropped outside.

"It must have been some sort of a healing pod," Tony muttered to himself. "Like from an alien ship. The slime can heal him!" With that, he dashed towards the doorway and spotted the handkerchief on the ground, translucent green liquid still smeared on the inside of it.

Scooping down, he returned inside with the precious slime. He looked over his brother's lifeless corpse with urgent fear, not sure how he was to apply it, or even if it was some magical cure at all. Still, it was the only hope he had to cling to.

"In the movies, they are always inside the container," Tony mumbled to himself. "But I don't have that much, not even if I went back to the pod…" Making up his mind, Tony held the slime to his brother's neck, covering where his own teeth had drained him of his lifeblood. For a moment nothing happened.

"Come on," Tony whispered. "It's gotta work! It's all I've got! You're all I got!" Slowly, Giovanni took a breath. Or, at least, his chest rose slightly, like he were taking a breath.

"Ahh!" He hissed, his hands flying to his neck. "What is that?" He ripped the handkerchief off and tossed it away.

"Giovanni!" Tony shouted. "You're alive! It healed you!"

"What are you going on about?" Giovanni answered, clearly agitated. "Of course I'm alive! Why wouldn't I be? Unless…" His voice trailed off.

"You bit me!" Giovanni shouted indignantly, as he shoved Tony away. "Why the hell did you bite me?"

"Something… came over me," Tony responded. "I-I don't know what came over me, b-but I couldn't stop myself!" Giovanni glared at his brother.

"But I found this slime in an alien pod of some sort," Tony continued. "And it smelled so good, it was driving me crazy! Here smell it!" He picked up the handkerchief and held it to Giovanni.

"No! That's disgusting!" Giovanni replied, slapping it away. "It smells like a dead pig!"

"You need to have your nose checked," Giovanni said. As he did so, he spotted the clock on the wall. "My show's just about to start. You clean this mess up and then go to a hospital, I mean it!"

"I feel much better!" Tony confessed.

"Then clean up this mess! I've gotta go," Giovanni said as he made for the doorway, heading out towards the circus tent. In a moment, Tony was all alone in the trailer.

"If it healed him from death," he pondered to himself. "Then it could heal me too…" With that, Tony scooped some little bit of the slime onto his fingers and pressed it to his mouth.

"I sure hope this isn't poisonous," he said as he tasted a lick of the slime. Instantly, his stomach felt like he was going to explode. Or that it was on fire. Perhaps both.

"Ahh!" Tony shouted as he doubled over, his arms gripping his stomach as he fell to the floor. He started heaving as he began to vomit up his brother's blood. He continued to hurl until he'd expelled all of the blood. Exhausted, he laid on the floor, in the middle of the puddle of half-digested blood and stomach acid.

Slowly, he began to feel better and less nauseous. Finding the strength to stand, he cleaned himself of the disgusting blood, and proceeded to clean up the trailer of his mess. Happily, he was no longer craving either the blood, nor the disgusting slime. In fact, it almost seemed as though the slime had changed its smell into something rather putrid. Happy to be gone of the stuff, Tony threw the handkerchief outside into the garbage bin.

Inside the circus tent

Giovanni was having amazing success at making the crowd laugh and cheer. It was almost as if he could feel their joy. Like precognition, he could tell what would make them laugh, and when they would stop laughing. And as their joy swelled, so too did his energy. He felt like he was somehow more alive than he had ever felt before. However, eventually his act was over, and he exited the big top, riding the euphoric high of his show.

"Wow, what a show!" He exclaimed as soon as he'd exited. "Maybe this is a sign that this gig is going to turn out well." Still almost giddy with energy, he made his way towards the trailer he and his brother shared. However, every step away from the crowd felt like a minuscule portion of his energy was leaving him. Still, it was hardly noticeable by the time he walked inside of the trailer.

"Wow, brother, what a performance!" Giovanni exclaimed. Looking around, he saw Tony lying on his bed, lying still, as if he was asleep. However, his eyes were still open as he stared at the ceiling of the trailer.

"Tony, you alright?" Giovanni asked, stepping closer to his brother. Tony nodded his head. However, he didn't offer to say anything.

"What's eating ya?" Giovanni prodded, taking a seat in front of the mirror to begin disassembling his costume.

"I remembered what happened," Tony said forebodingly.

"About what?" Giovanni asked as he took off the foam nose and pulled off his wig.

"I bit you," Tony said. "And I drank your blood…"

"Hey, Earth to Tony," Giovanni said sarcastically. "I'm still alive, so obviously that did not happen, alright?" Tony didn't respond, prompting Giovanni to wave at him to get his attention.

"Dude, I'm alright, ok? In fact, I'm better than alright, I feel fantastic!" Giovanni said.

"I drank your blood, just like a vampire," Tony said again.

"Dude, you've been watching too many scary movies," Giovanni replied. "Look at me, I'm fine!"

"I cleaned up your blood," Tony said, sitting up and looking at his brother. "It's not mine, I threw it all up. It's yours. It's your blood, man. I craved it like a monster. And now I don't."

"Look, I don't know what you saw, or what you think you saw," Giovanni conceded. "But you were acting awfully odd when I woke up. Maybe you just got sick and were imagining things."

"You woke up from what?" Tony pressed.

"Look, I pricked myself with the safety pin for my flower, and I fainted at the sight of the blood," his brother explained.

"You never fainted before," Tony pressed, coming closer to Giovanni.

"There's a first time for everything, alright?" He turned back to the mirror and started to wipe away the heavy make-up he had been wearing. The red and blue and green make-up all came off, but the white seemed to stay.

"Prick yourself now," Tony challenged him. "Let's see if you faint." His brother turned to look at him.

"Alright, but then that's the end of it, alright?" He reached over and grabbed a safety pin, and pricked himself with the needle. He looked at his finger for a moment. Then he pricked himself again, even harder this time.

"No blood," Tony said.

"The needle's just dull," Giovanni said as he reached for another one. Making sure it was sharp, he pricked himself again. Still, no blood flowed.

"What is this?" Giovanni asked, a waiver in his voice. "You've gotta be messing with me, right? Tell me you're messing with me!"

"Stop," Tony muttered, bending over in pain.

"Stop what?" His brother shouted, now becoming very freaked out.

"That!" Tony shouted back. "I wasn't so hungry when you entered, but it's all coming back now!" Tony gritted his teeth as he sunk down to his knees.

"What's going on?" Giovanni asked, suddenly getting a wave of hunger pains himself. In an instant, he knew the feeling he'd had before. He had felt like he'd just finished Thanksgiving dinner. Or like he'd had a large stake and potatoes dinner with a large dessert. He had felt full.

And now he felt like that feeling had been falling away. Like a helium balloon that was slowly loosing its gas. Every minute away from the crowd of laughing people the balloon had shrunk slightly. But now, with his fear growing, it was as though someone had taken a needle to his balloon. It was immediately gone, and he only felt empty inside. He felt hungry for more.

And by the looks of it, Tony was feeling the same thing, only he'd never felt full. He literally looked shriveled and shrunken, like his insides had been sucked out.

"Just like my blood," Giovanni thought to himself. He felt a fury inside him, an animalistic anger bubbling up from the abyss. The hunger was driving him insane now. It filled his mind and every thought. He needed to quench it, he needed to feed!

An animalistic growl erupted from his lips. No, from Tony's, although Giovanni felt the exact same feeling on his lips. Tony looked up at him, his eyes red and bloodshot. His skin around his lips were cracked and dry, looking as though he'd never tasted water before in his life.

"I must feed!" Tony shouted as he shot up to his feet, his fingers changed to claws as they grasped at him. But Giovanni was too fast. He too felt that his single-mind desire was to feed, to suck nourishment into his destitute body. And he had the advantage of feeding recently.

Tony slashed at Giovanni, who dodged his claws with ease. He spun behind his brother and made his move. He placed his own parched lips on Tony's neck and inhaled, doing only that which fueled natural. He inhaled Tony's soul, his joy and desire for life. All of it, Giovanni inhaled as he quenched his thirst. Not a thirst for blood, but one for life. For that which required the nourishment of the body. He consumed Tony.

In an instant, it seemed, Tony fell lifeless onto the floor of the trailer, his withered husk of a body cracking and rustling, like dried corn husks. Giovanni's blood-red eyes faded into a deeper shade of maroon. His dried and cracked lips filled in, becoming something more alive. He felt the same throughout his entire body. Inhaling deeply, Giovanni opened his eyes and looked around.

"Thank you, brother, for your nourishment. I feel more like myself now… However, I'm still hungry. Perhaps I will do the show this evening, what do you think?" He looked down at his dead brother's husk. "Always disapproving of my act, aren't you? Well, I'm not going to disappoint you any longer. I'm not going to go as your double anymore. No, no, those days are past. Not Tony Zomboni… Now I will become…" He spun around and took a bow.

"Zombozo the Clown!" He looked down at Tony's shriveled corpse. "But what to do with you, I wonder? I can't have anyone finding you like this in my trailer. Even if no one could identify you, it'd still draw undue attention to me. What to do, what to do?" Zombozo looked around his trailer before getting an idea.

"I'll throw you in the trash! I mean, you're practically dust anyway, aren't you?" He looked at Tony's face. "Aw, don't look at me like that! You know that I'd give you a proper burial myself if I could!" He tried to pick up Tony, but his arm broke off, crumbling into dust.

"Oh, come now, brother! Don't fall apart on me! Not right before we have to say goodbye!" Zombozo laughed at his own joke. "What do you know, brother! Even in death, you're such a killer!" He laughed again before retrieving a garbage bag from beneath the sink. And grabbing a broom from the closet, he began to sweep Tony's remains into the bag. In a minute, he had finished sweeping Tony into the garbage bag, which he slung over his shoulder.

"I told you last week to loose some weight, and it looks like you did!" Zombozo chuckled. "But you still could do to loose a little bit more!" He made his way across the parking lot the circus had set up in and across the street, towards the nearest dumpster. Without a second thought, he tossed the garbage bag into the already-full dumpster. Chuckling and giggling to himself like a lunatic, he walked back towards his trailer. Once he got inside, he glared down at the floor.

"Hmm, I missed some," he muttered, a little annoyed. "I guess that I'll have to take care of that tomorrow! For now, I've got to get ready for dinner!" Then, with a chuckle, "Heh! Dinner and a show! Lucky me!"

Mot's connivence store

Neb sat in the chair in Mot's office. It was a cheap chair, much less a throne, but he didn't have much of a choice at the moment. But that would change in time. And it would change soon…

"So, Neb," Newg complained from her perch on the counter. "When are we making our move? We've done nothing all day long!"

"Tonight, when my minions are at their strongest," Neb answered. "Xam is keeping eyes on our team of supers, and I want to study how they work together, before we confront them."

"Why do your plans always have to be so boring?" Newg moaned. "Just release some criminals onto the streets or something!"

"That may not be the worst idea tonight," Neb admitted. "Although simple criminals are too predictable. If we are going to see how they operate under pressure, we should observe them dealing with some more… challenging criminals."

"Ooh! Please be thinking what I'm hoping you're thinking!" Newg burst out. Neb just glanced at her.

"Yes, it is, ins't it? Can I go?" Neb sighed.

"Fine. You can head off to the Bellwood Psychiatric Hospital and let the worst of them go," he said. "That'll draw out the supers for long enough for us to break into that PLUMMER's base and grab a projector. But I want you there with me when we smash and grab." Newg huffed an upset breath.

"Fine. But why the projector?"

"It'll come in handy if we need to release an assortment of intergalactic thugs," Neb responded. "Besides, if things look bad, we could always teleport our counterparts inside." Newg smiled deviously.

"That would be a fun toy to play with…"

"Later, perhaps," Neb told her. "But for now, we need to make our first move. It's still too early for my minions to be of much use, and I've still got to check in with Xam about what he's found out, so you'll have to do it alone." Newg smiled even wider.

"Consider it done," she said as she hopped off of the counter and made her way out of the room. "This is going to be a ton of fun, even if you can't join me!" With that, she left the store, using her magical abilities to teleport herself to Bellwood Psychiatric.

A/N:

That's where it ends this week. I hope you enjoyed Zombozo's origin story? In the canon, we get somewhat of an origin for most of Ben's enemies, be it Hex or Vilgax, Kevin, or Zs'Skyr. But we never get one for Zombozo. And I thought that this origin would be a fitting one for our Universe's version of him. What were your thoughts? And what about Neb and Newg? They were pretty merciless towards Mot. Any ideas what is coming up next? Leave your comments, ideas, feedback, critiques and anything else in a review! 'Till next time!

Thanks for reading, and have an awesome day!

Review Responses:

Ushindi: Neb and Newg are definitely going to try take over this dimension, that's my opinion. Looks like Mot has become a monster thanks to Neb and is now seeking revenge.

Thanks for the review! Yeah, Neb, Newg and Xam certainly aren't ones to simply fade into the background, that is for sure. And Mot received somewhat of a disappointing end. Unfortunately, that was his lot. But it does show how far that this version of Ben and Gwen have fallen from the light. Hope you enjoyed the chapter!

Darth Dresden: Woah, ne'er saw that coming! Neb's a serious threat, and devious, like a Darth Ultra 10. And happy to see the spark rekindle between Bwen, Wanna see their relationship grow. Kudos!

Awe, thanks for the kudos! I'm glad that I'm still throwing out curve balls here and there! That hopefully still keeps the story interesting! Yeah, Neb is one example of what Ben would be had he chosen to use his Omnitrix to become a villain, rather than a hero. He's not going to be the only glimpse into the Omniverse, though. But as being a negative version of Ben, he, as well as Newg and Xam, are going to be a difficult group of villains to defeat. Thanks for the review, and welcome to the community!