Alex opened his eyes, instead of the moderately soft bed and ruined pillow he had accustomed himself to he found himself in the middle of what appears to be appears to be a grassy, flowery field with hills. His eyes widened as he sat up, it took a minute for it to register but there countless doors parallel in the sky.

"Where the hell is this?", Alex questioned in curiosity, he looked at his feet to see a frog, it's blank eyes staring at him... or more accurately, the ceiling of doors.

One of those doors, a brown, wooden door had opened up. Out came a black ooze, once it collided with the grass it enveloped the entire area in seconds, launching him into an unseeable darkness.

He backed up but stopped himself, turning around to see the corpse of an astronaut... or more accurately, 11 astronauts, all of them bisected and lined up. Each of them put into a humiliated state of prayer, as if they tried the last option they could in order to survive.

A sense of dread filled him as he looked ahead, getting into a fighting stance as he readied the Omnitrix on pure instinct... that's when he saw something, something very familiar. An upside down, skull-like head with a large, black hole with a single purple eye.

"!tuo tnaw I"

Alex woke up, banging his legs against the underside of the table. It took him a second but he recognized his surroundings, he was in the RV, in the clothing he wore during the summer. "What the hell?"

He looked down at the Omnitrix, it's dial was rapidly spinning, showing his arsenal of aliens. "Okay... that's new."

"Mornin sonny!", Max said in his usual welcoming tone as he was over the stove, cooking something obscured by his large frame.

"Mornin Max.", Alex said as he sat correctly and rubbed his nose.

"You alright? You were muttering to yourself throughout the night.", Max asked curiously, Alex was more or less confused.

"Oh well... I'm fine, just a nightmare.", Alex looked at the window to see something escape from his vision within the fraction of a second. He heard a thud from ahead, which was from Gwen.

"Something tells me this is gonna be a good day.", Ben commented as he had already woken up, slipping out of bed and stretching his arms.

"Very funny.", Gwen sarcastically said.

Alex didn't understand, he felt uneasy for some reason. He felt like he should've been doing something, or should he remembering what he was doing before. "Hope you three are hungry. I've cooked up one of my world famous breakfast."

"You've got a memoir ready Ben?", Alex asked his friend, who nodded. In which, the three of them were met with three plates of just scrambled eggs, bacon and toast.

"So is this just ground hog bacon and salamander eggs?", Ben asked curiously.

Max laughed in response to this. "Nah, just a classic American breakfast. Though if you prefer the cow tongue, I'll be happy to prepare-", he was cut off as the three of them began mowing through their breakfast.

The sense of unease was gradually starting to drift away, maybe the Highbreed weren't real, maybe it was all just some elaborate nightmare. Ben let out the most vile, wet and utterly repulsive sounding belch, in response Gwen began gagging before she just laughed. "Good one, Ben!"

"You're not gonna freak out?", Alex asked, giving her a skeptical glare as she immediately sat straight.

"I mean, it was just a joke right Ben?", Gwen said with a smile.

"Yeah! Lighten up, Al. C'mon, let's go find something exciting.", Ben said as he and the other two got up and exited the Rust Bucket.

"I think I saw a bowling alley just over there.", Alex said pointing ahead before a school bus stopped right in front of them with a flat tire, the cheerleaders leaking out curious as to why they stopped. "Or we can do this."

A shadow loomed over them, landing not too far away as SixSix and Vulkanus stepped out. "SixSix and Vulkanus? What're they doing here?", Gwen questioned.

"They're about to get their alien butts kicked, Alex can you turn into Dying Silence and make them fight each other?", Ben asked which confused Alex, judging by the lack of scabs on his knees and the area they were in, they didn't fight him just yet.

"I got a better idea!", Alex smirked as he activated the Omnitrix, slamming it down on his alien of choice. Said alien was a thirteen foot tall, bipedal humanoid resembling that of a Yeti/Sasquatch, he is covered in a black, white and grey fur-coat. He has a lightening shaped crest on his forehead, along with red skin. The Omnitrix on his chest. "Huh... swore I was going for Crazy Diamond but Shock Jock works too.", he said with a vaguely Canadian accent.

SixSix fired out a barrage of small missiles at him, in which he responded by unleashing a powerful bolt of cyan electricity. This destroyed the small missiles and hit SixSix head on, causing the alien bounty hunter to fall to his knees. "Don't worry girls, I'm here-", Shock Jock was immediately cracked in the face by Vulkanus, sending him skidding across the asphalt and into a tree.

"Okay, I probably should pay more attention.", Shock Jock said as he rubbed his cheek, Gwen and Ben were immediately at his side. "Hey! What're you two idiots doing? You can fight too."

"Is it so wrong to see how you're doing?", Gwen asked crossing her arms.

"Should've turned into Dying Silence.", Ben said disappointed, which further drove Alex's suspicions.

They turned once they heard the shrieks of the cheerleaders as Vulkanus had lifted the bus up and threw it at them. Shock Jock jolted forward and blasted electricity at the bus, stopping it in its tracks by catching it in an electrical field as he gently set it down. Shock Jock quickly ducked underneath an energy blast from SixSix, quickly leaping up and tackling SixSix straight into the asphalt.

Shock Jock instinctively dodged an overhead strike from Vulkanus and uppercutted him back, roundhouse kicking him in the abdomen and repeatedly punching him back all to the sounds of cheers from the cheerleaders. And with one, electrically charged punch to the face Vulkanus was sent flying back.

He was caught by a dumpster that Gwen had telekinetically brought over before squeezing it down to the size of the penny. This just baffled Shock Jock. "EH?? GWEN?! WHAT THE HELL WAS THAT?!"

"Oh I uh... got carried away.", Gwen shrugged sheepishly, in which Shock Jock looked at Ben who simply shrugged. They heard another shrill shriek as a cheerleader was pulled out by SixSix, who aimed a blaster at him.

"You've got a lot to learn about school spirit.", Shock Jock said as he transformed into Crazy Diamond, sharpening his arm and shot a crystal into the barrel, exploding it in the process. This loosened his grip on the girl as he was then met with a spike to his jet pack, launching him into the air and out of sight.

"Well... looks like a job well done.", Crazy Diamond looked at the flat tire and created a round shell around it. "Alright, you're all set."

The girls cheered in excitement. "You're so awesome!"

"And you're so cute!"

Crazy Diamonds eyes widened as he saw Charmcaster sitting just behind the cheerleaders standing up. Her hair was more of a platinum blond and she didn't have any of those eye marks... but he knew it was her. She glanced at him, her eyes filled with sorrow as the bus drives off. "Hope...?", he scratched at the center of his chest as he felt his heart aching.

"Hope? You mean Charmcaster?", Ben patted his friend on the back. "Ah don't worry, there's plenty of fish in the sea for ya."

Crazy Diamond glared at Ben, though he hid it. "Yeah...", he says as he detransformed back into his human form.

A while later, the group were driving through town to see the sights and have some fun. Alex on the other hand was scrolling through his arsenal, he didn't remember unlocking Shock Jock during the summer... did he? Or was he simply forgetting.

"How about some pizza and games at Pizza N Play?", Max asked as if he knew what was on his mind.

"This day just keeps getting better and better!", Ben held his fist up at Alex, who returned it with a fist bump.

"Say... why were you so adamant about Dying Silence again?", Alex asked confused.

"What do you mean?", Ben asked as Alex just sighed.

"Never mind, forget it.", he said as the Omnitrix began rapidly beeping once again, as if an alarm was set off.

The group had a rather fun time at Pizza N Play, not only that they got free pizza since Alex was their 1 millionth customer. He had a great time there, maybe nothing was wrong and he was just imagining things. As they left to walk back to the Rust Bucket he just couldn't shake off that look Charmcaster has gave him before that bus drove off... she looked so sad.

"Hey, Alex, you okay man?", Ben asked but before he could even respond, the Rust Bucket exploded as something heavy it it. "What the hell?!"

Alex was surprised at his language, as despite being a rowdy brat he always kept his mouth clean from any of that. Soon after the dust cloud parted, Vilgax walked out, popping his knuckles. "Quick! Transform into Dying Silence! That's the only way to beat him!", Max yelled out to Alex.

"You too? Fuck that!", Alex activated the Omnitrix, transforming into his alien of choice. That being Melthing just as Vilgax bashed him with his shoulder. The green sludge reformed back into its humanoid shape thanks to the Anti-Gravity Projector. "That was a bit too close for comfort.", Melthing said as he extended his body up as Vilgax began punching him, the fists just passing through his gooey body.

"Didn't I throw you into space? How did you even get here? You can't fly, that's for sure.", Melthing said as he spat on Vilgax's eye, causing him to stumble back. "And there's all your free shots.", he said as he blasted a torrent of acid at Vilgax, who effortlessly dodged this and threw a car at him.

Quickly turning his entire body into acid, he melted fright through the car and hovered in the air. "Okay, you can't hurt Melthing and Melthing isn't fast enough to counter your speed. But, I do know someone who can!"

"Is it Dying Silence?"

"ABSOLUTELY NOT STOP ASKING!", Melthing shouted out as he transformed into Extinction, growing into his full size and stomping on Vilgax, who tossed him back into the air, grabbing him by his tail and slamming him back down. "Fucking dick!", he kicked Vilgax back and immediately charged in with a shoulder tackle.

Extinction beat on him relentlessly, grabbing him by one of his tentacles and throwing him back into space. "Just too easy.", he got out and looked around, detransforming into his human form and noticed the destruction... was it really this bad?

"Alex! What the hell was that?!", Gwen pushed him back, her head bleeding as Max was unconscious with Ben checking his pulse. "You almost got everyone killed! What the hell?!"

"But... I didn't do this much, the fight wasn't even that big in comparison.", Alex thought that maybe the force of his punches did the damage... even then he always kept it to a minimal.

"Transform into Dying Silence, maybe you can help grandfather.", Gwen said in a slightly different tone then usual.

"Since when did you refer to Max as grandfather?", Alex cocked an eyebrow, in which Gwen looked at him in disgust.

"He could die and that's all you're caring about?!", Gwen shouted out in annoyance, in which Alex was blasted away by a wind spell. "Just transform into him and we'll be all good."

"What's with your obsession with Dying Silence all of a sudden?", Alex asked as he got up and transformed into Battery Acid. "I'll come back with an ambulance, I swear!", he said as he transformed into green electricity and zipped off, much to Gwen and Ben's dismay.

Battery Acid dropped down and landed into an alleyway with a small thud, detransforming. "Okay... so, what's happening anyways? Villains popping out of the woodworks, Ben, Gwen and Max suddenly wanting me to transform into Dying Silence, not to mention I shouldn't even have Battery Acid, much less Shock Jock and Melthing at the moment."

Alex grabbed his head in pain, his nose bleeding as he propped himself against a wall. His head felt like it was about to explode, he shook it off and walked out. He immediately ducked under a stream of fire. "Kevin?!"

"Hey Tennant! It's been a while!", Kevin 11 snarled in anger.

"I thought you were in the Null Void?", Alex backed up as he wiped the blood away from his face. He transformed into Wrecking Ball and propelled himself forward, knocking both himself and Kevin away from each other.

The mutated amalgam crashed into a car, leaping up intangible as he uppercutted Cold Soar away. While still in the air, he transformed into Muscle Bound just as he began to plummet. That was before Kevin rushed in utilizing Drag Racers speed, tackling him through a series of buildings before he was knocked away by the sonic howl of Beowulf. Quickly transforming into Drag Racer himself, he sped towards Kevin as he stopped himself by using black tendrils, igniting a flame in his palm he threw fire ball after fire ball at Drag Racer, who effortlessly dodged this and collided with him and unleashed a barrage of high speed kicks at his chest.

Kevin 11 swatted the alien away, only to be met by fireballs from Sunburn in which he countered by surrounding himself in crystals and quickly sped towards him just as he ceased his fire ball barrage. Sunburn flew upwards and transformed into Trench Monkey, he swung through the city as he was being chased by Kevin.

He was tackled through more buildings as Kevin caught up with him. "Get off me you piece of shit!", Trench Monkey screeched as he transformed into Aux Cord and blasted him away. In turn he tackled him back and shoved his plugs into his skin, red electricity course from Kevin and into his body.

Kevin 11 gradually began shrinking down into his human form, seemingly unconscious. "I've always wondered if that would work... good thing it did."

"Y-You k-killed him!", Aux Cord turned to see a terrified Gwen, arming herself with an energy halo.

"I didn't! I wouldn't!", Aux Cord stood up and put his hands up.

"You could transform into Dying Silence and heal him, please-"

"You're right- wait... why are you still adamant about that?", Aux Cord asked as he detransformed. "If I did kill him, he wouldn't come back if I possessed him."

"That's not what you should be thinking about, make the sacrifice and turn into Dying Silence. Once you do that, everything will be okay. Max will come around, Kevin will be okay again, Charmcaster will come back too... just do it.", Gwen said with a subtly sinister tone.

Alex frowned and activated the Omnitrix, scrolling through his arsenal and stopping at Dying Silence glitching icon. He looked up to see Charmcaster screaming at him silently, fading away as soon as he noticed her. "No, this isn't right! And you'd know that if you were really Gwen!", he quickly changed his icon to another, transforming into Blazemash. "The Omnitrix is mine, Gwen, my aliens my choice. And y'know what? I could care less!", he said as he threw seeds at her, lifting her in the air with thick, barbed plants.

"No! This can't be happening!"

"Yeah, just like a bad dream.", Blazemash suddenly remembered what was happening. "Show me your real face, Princess Somnum."

Gwen scowled, her skin and clothes slowly dripping onto the ground like water. Revealing a small humanoid with four pink moth like wings with red patterns, giving her the appearance of a pixie/fairy. She has black hair and two antenna just above her bug eyes. "How did you know?", Somnum asked in her squeaky voice.

"Simple, you weren't subtle about it.", Blazemash said confidently. "Minor details helped too, but your eagerness to turn me into Dying Silence didn't help in the slightest."

"Heh... I should've done more digging into that brain of yours.", Somnum grinned wildly. "Damn brat!", she growled. "I'll use force you!"

Blazemash unleashed a stream of fire at three large creatures, punching the ground and unleashing a giant spiral of plants straight through a bigger one.

"I figured you'd be incapable!", a familiar voice said as Blazemash's body melted down into that of Alex.

"Master! I apologize! I'll sort it all out!"

"SILENCE INSOLENT CREATURE AND DO NOT INTERFERE ANY FURTHER!", Alex was suddenly thrown into the sky, slamming against... asphalt?.

"What the hell?!", Alex looked over to see that he was miles away from the spot he was launched on. He was then grabbed firmly by a large, ghost-like entity.

"I can give you what you want Alexander, if you just turn into him then you will be free to do as you please!", it said before eating him, sending him down a dark pit of nothingness. "Life is frustrating, devoid of meaning, and so, so painful!"

Alex felt a bombardment of hatred and sorrow pass through his body as he kept falling. "Life is... meaningless?"

"YES! IF YOU JOIN MY CAUSE WE CAN FREE THOSE WHO ARE SUFFERING!" said the guttural voice, as he kept falling into the pit of darkness and despair.

Alex felt someone grab at his hand, he looked over to see what looked like Charmcaster, though she appeared to be an energy being carved with runes. "Wake up."

Alex growled and scratched at his neck. "Damn bastards, I'm gonna fucking kill them!", he said as he stopped himself from falling and began flying up.

The large creature exploded as Alex had rocketed straight out of its stomach, gasping as he shook off his uneasy feeling.

Somnum grabbed him by the face and sped through the false city, being knocked away by a backhand from Alex as he roundhouse kicked her neck and sending her hurdling away. He quickly caught up and punched her hard enough to cause a powerful shockwave that shattered the surrounding buildings,

Somnum growled. "You arrogant little human! Who do you think are?!", she shrieked and blasted him back with an invisible force, gathering all the fake buildings and wrapping them around him. "YOU DARE PUT YOUR FILTHY HANDS ON ME?!! LEARN YOUR PLACE!"

A blast of energy erupted from the cluster of buildings, Alex was in the middle of this as he simply looked at her with annoyance. "Your tricks only work when they're not accepting of this reality... try harder."

"Shit!", Somnum suddenly vanished.

"Do you think your message managed to get to him?", Oscar asked as Alex was restrained on a table, Tetrax monitoring his vitals as he had lend them the examining room in his ship once he found out.

"I hope so.", Charmcaster said as she had her head placed on his stomach.

"Y'know a dream catcher would've helped too.", Alex said as he had woken up, quickly being ripped out of his restraints and pulled into a bone crushing hug by Charmcaster.

"This was all my fault.", Charmcaster said as she bit down on her bottom lip and pressed her face against his shoulder.

"Okay- I forgive you, you're gonna crush my ribs.", Alex said tapping out, in which Charmcaster finally let go. "Okay... what the hell was that thing anyways?"

"A nemuina, some nasty creatures that are born from the dreams of others. They use a sleeping powder to put you down and can construct whatever world they want.", Oscar answered as Alex sighed.

"Nasty indeed.", Tetrax nodded.

"Whatever, I'm friggin starving."

Somnum appears within a dark room, scratching her skin so roughly and aggressively that she peeled it away. "Since he isn't with you, I will believe you failed.", said a voice sounding Eastern European.

"SHUT THE FUCK UP, YOU STUPID SKY RAT!", Somnum snapped, her voice raising as an attempt to sound intimidating. "HE JUST GOT THE BETTER OF ME! NEXT TIME I GET HIM I'LL FUCKING FORCE HIM TO DO IT!"

"SILENCE!", the thundering voice immediately caused her to silence herself. "Be careful to who you speak to, worm."

The creature fell down from the ceiling slowly, almost floating. Revealing his full appearing being that of a vampiric humanoid. With slanted black eyes with sharp red pupils and long, white hair. His attire consisted of black pants, red and black chest armor, and black boots with silver gauntlets. Over this he wore a black cape secured by a crystal resembling an eye. "This just shows just how much of a pathetic weakling you truly are. Never let a dog do the masters work.", he said as his hands turned into a giant blade.

/End/