Last one, last one before the big event. Hope you guys are ready.

I do not own Ben Ten or Worm, you think I'd have a job if I did? Well, technically I would have a job, but I'd be a lot richer that's for sure.

X.x.X.x.X.x.X.x.X.x.X.

Alone he sat, his face hard and set in a focused glare. He breathed deeply, hands clenching and unclenching, patches of skin hardening and turning gray as heat and wisps of steam flowed from his body. A volcanic brew of anger and outrage swirled in his gut, making his teeth grind.

He had just gotten the news; some of his people had been slaughtered by Chimera. He had seen the photos taken, and while he was unbothered by such grizzly displays, the message was clear.

An orange light shone from his body, raising the temperature in the room exponentially as the indignant rage churned within him, slowly awakening the power he held at bay.

The beast had been useful at first-humiliating the Protectorate, killing the Empire, giving him the opportunity to raid their stashes-but now, he had gotten too cocky. Believing that just because he could defeat a few measly opponents, that he could now take him.

Such arrogance needed to be rectified. He put the word out to his men-find Chimera. Relay his location. Then get out of the way.

If it's a fight he wanted, then it's a fight he'll get.


Brockton Bay

Sunday, April 10th, 2011

3:52 PM EST

PRT Lower Levels-Infirmary

Panacea softly closed the door behind her before turning to address the two heroes waiting outside the infirmary. Armsmaster stood with his arms crossed, his jaw firm and a focused stare that nearly locked the young girl in place. Miss Militia on the other hand, stood less rigidly, her posture teetering the line between slouched and straight with a look in her green eyes that begged for rest.

"How is he?"Miss Militia asked.

"Fine now,"She informed her,"I healed most of the damage done to him-"

"Why only most?"Armsmaster sniped, ignoring the pointed look Miss Militia gave him.

"Because on top of the shattered bones, and ripped muscles-he also has a serious concussion. I can't fix that."She patiently answered, leveling the older cape with her own stare. Miss Militia could only sigh while Armsmaster frowned.

"It'll be a few hours before he wakes up. And when he does, he won't be in any shape to do anything."She continued, much to the visible displeasure of the two. Armsmaster turned around and marched down the hall. The two heroines watched him go before Miss Militia turned to her with an apologetic glance.

"Please excuse him,"She requested,"He's under a lot of stress lately."

"Aren't we all."Panacea responded dryly, the older hero was humble enough to look embarrassed.

"...It was him wasn't it? What's Chimera up to now?"Panacea eventually asked. Silence was her answer, the ambient noise of other doctors and patients walking around the PRT infirmary filling the void between them. Panacea felt her heartbeat speed up.

"I'm not at liberty to say,"She finally replied, the glowing weapon on her hip switching forms every few seconds,"All i'm allowed to tell you is that the hunt for him just became more urgent than before."

Miss Militia sighed before giving the young girl her best mask smile.

"Thank you for seeing after him. I know you must be tired from all the work these past few weeks, so you healing him right away was very helpful."

"No problem."Panacea replied,"We all have to do our part. I'm just glad I can be of use."

"Thank you all the same."Miss Militia said,"If we need anything else we'll call you. Do you need me to escort you out?"

"No, thank you, I can find my way."She answered. The older heroine nodded before bidding her goodbye. Panacea watched her go before releasing a slow breath and beginning her trek to the exit.

"Rah!"

"Ah!"She yelped, turning to see Dennis, in his costume sans his mask, chortling at her expense.

"You jerk!"She growled while swatting him in the chest.

"I couldn't help it, you were just so open!"He laughed as he gently grabbed her wrists and forced her hands down. Amy angrily pouted at him for a few seconds before sighing and looking at him with bemused exasperation.

"You make a habit of following young girls?"She teased when he let her go.

"Nah, just you."He retorted.

"Creep."

"Not my fault you're the only one worth my time."He shrugged.

"You're still a creep."She smiled. He shrugged again, matching her smile before turning a bit more serious.

"Is everything alright? I heard about the explosions earlier but I never heard anything else,"He asked.

"Velocity got hurt. They called me to heal him."She vaguely explained,"He'll have a concussion but he'll be fine."

"That's good,"Dennis sighed,"Last thing we need is to lose more people."

"I bet."Amy agreed."So, do you have Shelter duty tonight?"

"Nah, I switched with Kid Win so I took his early shift at Shelter 2. I'm free for the night. Why? Wanna spend some time with your favorite Ward?"He smirked while crossing his arms. Amy scoffed good naturedly.

"You wish."She said with an eye roll.

"I do actually."He admitted,"I'm bored. And tormenting you sounds like a productive use of my spare time."

"What did I do to deserve that?"She groaned while looking up.

"Well you give me the time of day, so that was your first mistake-"

"It was a rhetorical question."She dryly interrupted.

"It was? Oh well."He dismissed,"You eat yet? I'm starving, I'm running off one donut and 3 juice pouches."

"You really should drink more water."She weakly admonished.

"Eh, I'm young, my metabolism is the best it'll ever be."He reasoned."So, eat? Yes or no? If no, then I'll have to devour a whole pizza by myself. And while I'm totally down for that, it wouldn't be as fun if I couldn't heckle you for your toppings."

"There is nothing wrong with pineapple and ham."Amy defended.

She might as well have grown an extra head with the way he was looking at her.

"It scares me that you can say that with a straight face,"He confessed. Amy playfully shoved him, laughing when he faked teetering over.

"So?"He questioned when he righted himself. Amy thought it over.

"I guess so,"She coyly answered,"If only to see your face when I order extra pineapple."

"Amy, I swear on everything I don't own-if you do that, I'll pretend that I don't know you."He threatened with a half lidded glare.

"Don't threaten me with a good time."She smirked. Dennis blinked in surprise before shaking his head with a repressed smile.

"I'm a terrible influence on you."He said.

"That's what I've been saying for weeks now."Amy chuckled. The two began to walk to the exit, debating where to order their food. While Dennis rambled on about the benefits between getting Zac's or Little Emlio's, Amy internally sighed in relief. If Chimera was really making a move tonight, then she was glad to know that Dennis wouldn't be on hand. And while she could admit that sounded selfish, she didn't wanna take the chance of anything happening to him. Her mind wandered back a few days.

"...-where have you been? Vicky?...Oh God, is that Blood? What did you do?!"

"Get out of my way Amy."

She repressed a shiver at the memory. Remembering the dead look in her sister's eyes made her queasy. Not just Victoria either. Her whole family had effectively shut down after Chimera had murdered aunt Sarah. That monster...he'd taken so much from her already. She didn't want to see anymore people she cared about getting hurt.

She glanced at Dennis and his carefree grin, feeling guilty for her selfishness.


His eyes glowed.

Nobody dared to meet his gaze as he stalked through the building, walking a full foot taller as his power pumped a steady supply of energy into his body.

He barged into the next room, making everyone stumble to their feet.

"Report!"He barked, his voice echoing with a slight distortion. One man gulped before he stepped forward.

"Nothing valuable was lost. He doesn't seem to know where he's going. I think he's just hoping he'll get lucky."He answered with a small tremble to his words.

"Or hoping to draw me out."He muttered, his body sizzling and causing many of the room's occupants to take a few steps back when the heat wave hit them.

"Keep searching. Inform me if anything else happens."He commanded before turning to leave.

Outside his office, Oni Lee was waiting for his orders. He stood over the demon masked cape, leveling him with a heated stare.

"Tonight, you and I will circle around the areas he has not been to yet."He commanded,"He wishes to draw me out. But I am not a fool like Kaiser, I will not be baited. If he wants me, he will come to me on my terms. Go arm yourself, we leave in 15 minutes."

Oni Lee left without a word.

He walked into his office and softly closed the door. Assuring he was alone, he began flexing his hands, admiring the sharp talons and grey scales that covered his skin. With his heart pounding exhilaratingly in his chest, there was no doubt in his mind-he wanted this fight. Ever since the villain had first arrived, he had wanted this fight.

Battling the Empire and the Protectorate had grown tedious over the years. There was no thrill or real stakes to push him past his limits. Nothing to make him truly flex his muscle. For so long he stewed in this complacency. Feeling boredom weigh him down like an anchor.

But now, with this new challenge, old instincts were starting to awaken. His blood was hot, his senses sharpening, the ocean of power he held back was beginning to writhe and rage within its confines-ready for the first time in too long to be unleashed upon the world.

He smirked dangerously.


They had both taken the time to go home and change out of their hero outfits before meeting up with each other at Zac's downtown around 3 hours later.

And in the end, not only did Amy get extra pineapple, she also replaced the tomato sauce with barbeque. She shrugged at the appalled look Dennis gave her, justifying her choice in saying it was good and that he should try it-though secretly, she wanted to get a reaction out of him. Dennis in turn did as he promised and pretended that he didn't know her for the next ten minutes. Only to get bored of that and immediately proceeded to lay into her for her 'crime against italian cuisine'.

Amy, for her part, stayed silent and listened to his rant. All the while staring him right in the eye and taking large bites of her pizza. Dennis recognized the power move for what it was and immediately backed down, taking defeated bites of his normal pepperoni.

After being sufficiently stuffed full of cheese and bread-and other ingredients that Dennis was not keen to think about-they decided to go for a walk to work off the meal. Dennis however was not willing to let Amy off the hook just yet.

"I've never been so embarrassed."He admitted with a disappointed glance towards Amy's smiling unrepentant face,"How could I ever face my family and friends if they find out I ate dinner with someone who eats pizza with pine...pine...pineapp-I can't even say it it sounds so wrong!"

"Oh grow up."Amy drawled with an eye roll."People have different tastes. It's part of life."

"It's part of life."He mocked in a nasally voice, dodging her swipe at his head,"What I just saw you eat was in no way part of life. I'd go so far as to say it was unnatural."

"And I thought Vicky was a drama queen,"Amy muttered. He stuck his tongue out at her, a move she replicated before they both dissolved into laughing fits. When they both stopped laughing, Dennis took on a more serious face as he regarded her.

"How's everything at home?"He tentatively asked. Amy glanced away, wringing her hands together. A quick stab of guilt struck him in the stomach.

"Forget I asked."He scrambled to say.

"No, it's okay."She acquiesced,"Things are...not better. But they seem stable...at times."

He stared at her with a rare intensity, making her feel slightly uncomfortable as she knew he was more than likely thinking about how to help her. And while she appreciated the sentiment, she didn't want him getting involved with her home life.

"Stop it."She said while lightly jabbing him in the side.

"Stop what?"He asked.

"I know you're thinking something stupid."She retorted.

"You have a new thinker power?"He blinked.

"Yes, it's called 'Dennis is an idiot' and it lets me know when you're up to no good."

He put on a hurt face, placing his hand over his wounded chest.

"Ouch."He whimpered."That hurt Amy. I think my heart's broken now."

"Now it matches your head."She dryly replied. He began to pout, his lower lip wobbling.

"Now you've done it,"He said,"I think I'm gonna start crying."

He turned away and began to let out tiny forced sobs, every few seconds turning to look at Amy's unimpressed face before turning back and continuing his crying.

"You are such a dork,"She said. He spun around, suddenly looking chipper.

"But you love me anyway."

"Hmm, lemme sleep on it."She grinned.

A loud crash of thunder startled the two. They looked up to see the sky covered with angry dark grey clouds. A few seconds later, a steady strum of rain began to fall.

"Well crap."Dennis groaned,"The news said it'd be clear this evening."

Amy meanwhile quickly ducked into a nearby awning of a closed antique shop. She looked back to see Dennis leisurely standing in the rain, getting more soaked the longer he stayed there.

"What are you doing?!"She called,"Get in here before you get sick."

Dennis looked to her, stuffing his hands in his pockets before slowly walking under the cover of the awning. Water dripped off his thoroughly wet clothes, his hair slightly matted.

"Get in here before you get sick,"He repeated with a smirk,"What are you my mom?"

"More like a babysitter."She drawled.

"Aww that's sweet, come one Ames, hug it out."He said while spreading his dripping arms and taking a step forward.

"You touch me and I'll convert all the muscle in your body to fat."She warned while taking a step back.

"Well that's not very nice."He stated as he retreated.

"And neither is soaking my clothes, now take off that jacket so it can dry,"She demanded.

With a mutter of 'yes mom' he unzipped his jacket-ugh, a Clockblocker themed jacket she just noticed-and took it off to hang it on the side of a nearby bench. Together, they both sat down, content to wait out the worst of the rain.

Dennis stretched, his arms and back letting out a few satisfying pops before slumping against the bench with a groan.

"Tired?"Amy asked.

"Just a little, I had to help move a lot of stuff around today, plus rain makes me sleepy,"He explained while trying to get comfortable.

"Aww, poor baby."Amy cooed."You want a warm glass of milk before your nap?"

Dennis turned his head to her, cocking an eyebrow.

"Do you have one?"He inquired.

"No. Even if I did, I wouldn't share."She mocked.

"Ugh, you're so mean to me. Why do I hang out with you?"He muttered tiredly.

"Because you're crazy."She answered.

"Sounds about right."He yawned, making Amy release her own yawn."But wouldn't that make you crazy too?"

"Yeah, but only because I caught it from you."Amy said as she leaned her head on his shoulder."You're contagious."

"And you can't use your powers to cure yourself. Heh, karma."He snickered. She softly whacked him on the arm. They stayed like that for a few minutes, the sound of the falling rain relaxing them both.

"These past few weeks have been hard."Amy admitted,"With everything that's been going on in the city, plus the grief at home, I don't know how I would've dealt with it all. Spending time with you, away from everything's been a big help. I know I don't say it enough, especially because I know you'd hold it over my head but, thank you, for everything you've done for me."

Dennis breathed deeply, his head tilted slightly to the left, now thoroughly asleep.

Amy smiled, softly taking his hand in hers and closing her eyes.


Darkness had enveloped the city, the rain had only slightly let up from this evening. He and Lee had split up and been patrolling for hours. While Lee teleported and lurked on the rooftops, he had simply marched through the streets; making no attempt to hide himself. If Chimera wanted him, then he was right here, baiting the monster cape to come and face him.

And yet, the beast had refrained from showing himself. His sharpened teeth grit together in frustration. Where could he be hiding? After all his threats, all his bravado and intimidation, would he not reveal himself after all? The thought enraged him.

He would not be denied this battle! If that coward did not show himself soon-!

He paused, slightly tilting his head to the side as his enhanced hearing picked up something far off in the distance.

Every few seconds, a brief but powerful bark rang through the air. It sounded like…?

His eyes widened. He began a mad dash in the sound's direction. His power began to flood into him, his footsteps growing louder and creating larger splashes with every powerful stride, a steady trail of steam left behind him as the rain evaporated as soon as it touched him. A brief huff of fire blew from his mouth, sending a shiver of excitement down his spine.

Finally, it was time.


When Amy woke up, she was met with the sound of rain.

'Still raining.'She tiredly thought, the stale taste in her mouth making her cringe'What time is it?'

Her eyes fluttered open, and the first thing she was made aware of was that it was dark, very dark. So dark the street lights were on.

Her heart plummeted to her stomach.

Uh-Oh.

She hastily pulled her phone out of her pocket and checked the time. It was 8:15 PM, and judging by the multiple text messages she had gotten from her family, her absence had not gone unnoticed. Guilt trickled into her abdomen as she thought about the worry she must be putting them through. She hastily sent out a text saying she was alright, where she was and that she was on her way home.

When she got confirmation back from her mother she sighed in relief. She turned to Dennis's still sleeping form and shaked him awake.

"Hrgh-uh wha-?"He mumbled as he was forced back to consciousness.

"We overslept!"She informed him,"It's night!"

Dennis's tired mind took a second to fully absorb her words before his eyes widened and he took a look around their surroundings.

"Shit."He swore while rubbing his eyes,"I'm gonna hear about this later."

"Same here."Amy sighed."And to top it all off it's still raining. Unless we wanna call a cab then we're gonna have to walk."

"You have any money left?"He asked. She shook her head, causing him to sigh.

"Neither do I."He admitted. He stood up,"Welp, I better get to the nearest bus station. You can call Victoria to come and get you right?"

"Yeah, but that might take a while, and you might miss your bus by then."She argued. He shrugged.

"I'm in no hurry, it'll save me from getting chewed out for a bit longer at least."He reasoned.

"Yeah but then you'll be in more trouble."She sighed before standing up as well."I'll just go with you on the bus."

Dennis blinked, trying and failing to suppress his smirk.

"What?"Amy asked suspiciously.

"Oh nothing,"He said with a casual wave,"Just think it's funny that you're escorting me home. Makes me all warm inside knowing you care about my safety."

"Yeah yeah, just text your mom and tell her you're coming."She said with an eye roll. She grabbed his jacket for him while he sent off a text to his family, he thanked her before slipping it on and zipping it up.

"Alright,"He said while pulling his hood over his head."Let's go, the station shouldn't be too far from here."

They began their trek, walking quickly but carefully through the soaked darkened streets.

It was about five minutes later that Dennis spoke up.

"You're welcome by the way."He chimed. Amy blinked in confusion.

"Huh?"She asked.

"For what you said earlier, you're welcome."He smirked. Amy recalled her memory, trying to understand what he meant. Then it hit her, and suddenly her face felt hot.

"You were awake?"She muttered embarrassedly.

"Well, kinda."He confessed."I conked out about one second after you said all that, but I still caught it."

"Oh my gosh."She groaned into her hands. He smiled.

"Don't sweat it,"He assured,"I won't hold it over your head."

"You better not."She mumbled. His smile turned back to a smirk.

"Although I might-"

An explosion in the distance startled the two, causing them to jump and tense. They looked at each other.

"Was that…?"He ventured.

"Yeah."She responded. He grew a bit pale.

"You think it might be-"

Another explosion, this one coming from the top of the tall building across the street. The pair quickly ducked into a nearby alley. They tentatively peaked around the corner.

A body fell from the roof, falling a few feet before disintegrating into ash, and suddenly a new body was kneeling on the street, a hand pressed against its side, stemming a fresh wound that was generously leaking blood onto the rain flooded street.

The two teens recognized the figure as Oni Lee. With the wound on his side and his mask being cracked and chipped in several places, the ABB cape had seen better days.

Before they could try to understand what was going on, a large figure dropped down from the roof, their impact shaking the street. Oni Lee barely got a second before a large hand wrapped itself around his head and lifted him off the ground.

Amy covered her mouth to keep from shrieking and Dennis felt his stomach constrict.

They both watched in horrified fascination as Chimera held a weakly struggling Oni Lee in his crystal hand. The amalgamous villain sneered at the captive ABB cape in his grip.

"You're not him. You're too weak. You must be Oni Lee."He snarled, the wrathful sound of his voice sending shivers down the two teen's spines."Where's your boss? Tell me where Lung is!"

Oni Lee kept struggling, completely ignoring his questions.

"Tough guy eh?"Chimera said before he began to raise his sizzling magma-like arm.

"Let's see how tough you are then."

His magma hand wrapped itself around Lee's right leg, causing him to let out a muffled blood-curdling scream. The two hiding teens felt their stomachs flip and twist at Lee's agonized yelling.

The torment continued for a few more seconds before Chimera released his leg. The limb now covered in severe burns.

"Feel like talking yet?"He inquired. When Lee didn't answer, he immediately grabbed the other leg, and Lee's screaming began again.

Amy backed into the alley, her body trembling and tears beginning to well up in her eyes. Dennis meanwhile leaned against the wall, his face completely white as he fought against the urge to vomit.

Lee's left leg was now as useless as his other one by now, but still he didn't speak. Chimera was getting visibly annoyed.

"You got one last chance before I crush your head like a grape."He threatened, momentarily tightening his grip on Lee's head.

"Tell me, where is Lung?!"

"Iera!"A loud guttural voice roared from down the street. Chimera turned to the source.

Leaping down from the building, a tall figure landed powerfully on the street, the impact causing a large splash of water.

Dennis felt his stomach sink when he recognized it to be Lung himself. Only now thoroughly in the stages of his transformation.

He stood 9 feet tall-and was seemingly growing taller by the second-with bulging muscles covered in silver scales all over his body. A large cloud of steam hung around him as the rain seemed to vaporize as soon as it got within his vicinity, his body glowing with heat.

Lung flexed his claws and bared his fangs as his molten eyes zeroed in on the other villain. Chimera smiled with excitement before roughly tossing Lee's body away to smack against a building.

"I ah, Ung! Ace eee!"He bellowed challengingly. Chimera's secondary set of arms began to crack their knuckles while his magma fist smacked into his crystal palm.

"Oh, this is gonna be good."Chimera growled menacingly.

The two monsters sized each other up, baring their fangs and readying themselves for the fight of their lives. Soon, they began to walk forward, staring each other down. Then they began to jog, not long after they were sprinting. Barreling towards each other like runaway trains of flesh and fury.

They leapt forward, their fists cocked back, and howled with killing intent.

X.x.X.x.X.x.X.x.X.x.X.x.X.x

And next chapter, the beginning of the big fight. It's gonna be fun.

Anyways, stay safe and have a good night.