DISCLAIMER: I DO NOT OWN BEN 10 OR AVENGERS EMH, JUST WANT TO PUT THAT OUT THERE INCASE PEOPLE FORGOT.
Hello my loyal readers sorry for the long wait, but life had unfortunately gotten in my way for a while. but I'm back and provide you with the Next Chapter in my story.
For those of you that are wondering NO this is NOT the episode Everything is Wonderful, but this chapter will be taking place while the events of that episode are going on.
Enough talk and on with the show.
Chapter 6: New Friends and Enemies alike
Ben had seen this place before, even after five weeks he could still see and feel every sensation as if it were yesterday.
The charred remains of his house stood before him, the flames were still burning what was left of the once strong household, and the stench of death filled the air. Ben rushed into the house, hoping that everyone was all right, he entered the area that used to be the kitchen when he saw them, the bodies of his loved ones broken and bloodied. He chocked on his breath, as the carnage infront of him was too much for him to bare, however as he took another glace at the lifeless bodies he noticed that one was not there.
The embers of hope started to simmer in his heart as he began to search through the rubble in search of her, but there was no sign of her. Ben was about to reach for his phone to make sure she was ok, then he heard the scream. It sounded like it came from the next room.
Ben rush at the door and slammed into it forcing it open, not caring about the splinters and scolding hot embers that burnt his arm. He looked through the smog to the one person he loved the most. She was a small Asian girl with black hair, brown eyes, and wears a black t-shirt, hidden under a pink hooded jacket and a white mini skirt. However instead of greeting him with her beautiful smile, her expression was that of shear horror, she didn't even acknowledge Ben as she stared at the smoky outline of… him.
His features were al shrouded in darkness and smoke, but his red eyes cut right through the smog light a fog light. Both eyes stared hungrily at his prey. Before Ben could even move an inch, a blade shoot out of the smoke and impaled its target right in the heart. She let out a gasp, then collapsed, she looked at Ben as the life left her eyes.
"JULIE!" Ben screamed at he shoot out of bed, his hand reaching out to nothing but darkness as he finally realized were he was, his room at Avengers Mansion. He quickly wiped the tears out from his eyes and sat at the edge of his bed.
It had been over four weeks since he had arrived in this universe and every night since then he had the same nightmare. He closed his eyes at the memory, the image of Julie's death burned into his mind.
Suddenly a beeping sound came from his bed side table as his alarm clock transformed into a JARVIS terminal.
"Good morning Master Tennyson." The A.I greeted, "it is currently 4:30 in the morning. A full thirty minutes later than the pervious morning."
"Thanks for the up date JARVIS," Ben replied, rubbing his eyes, "and how many time have I told you to call me Ben?"
"Approximately 135 times, Master Tennyson" the A.I quickly answered, with a hint of sarcasm in his artificial voice.
Ben rolled his eyes as he put his clothes on.
"Master Tennyson, the minimum requirement an 18 year old human male requires is 8 hours of REM sleep."
"Yeah I've heard that to. What's your point dude?"
"You haven't achieved that requirement since you have arrived in the universe. And from the recent scan I have taken of you. Your neurological activity shows that you are distressed."
"You can tell when I'm distressed." The teen hero asked.
"I'm the Butler sir." The A.I replied "I am programed to take care of all of Mister Starks facilities and all its inhabitants. I have even been programed with 4 terabytes of medical data."
"Wow impressive," Ben said as he grabbed his jacket on his way to the door. "Can you set the training room up for me JARVIS?"
"Sir, I must insist that you return to bed. The lack of sleep you are receiving can cause your neuro-receptors to lose their sensitivity to seratonin and norepinephrine. Which leads to Impaired cognitive function."
"Thanks for the biology lesson JARVIS. But I don't think I could get back to sleep even if I wanted to." Ben replied glumly.
Even though the A.I possessed no lungs, or any other kind of organ, Ben could practically hear JARVIS sigh in defeat. "What level shall I set the course for you, Master Tennyson."
Ben thought for a second, "Level 5. I really need to vent some anger."
A few hours later the Sun was just creeping over the skyline over the massive city. The residence of the city began to rise and go about their day. However in the home of the Avengers one resident was currently tearing apart the training room.
The room itself was completely torn apart, wires lay everywhere and metal panels were torn of the walls and shredded to pieces. At the center of the carnage was a large nine-foot tall orange and white bipedal tiger with one claw coming out of each wrist. It had no tail. It is also muscular and has green eyes. It had stripes on his shoulders, head, legs and upper body, with a white jaw, neck, chest, hands and feet.
The Tiger man leaped at a laser turret and grabbed it by the nozzle, crushing it with its massive hands and the cannons body blew up under the pressure.
"Let me tell you something, stupid laser floor turret. RATH, has seen stronger guns on a wind up toy!" The tiger known as Rath said as he proceeded to rip what's left of the cannon off it hinges and then continued to smash the turret with his fist until it was nothing but a piece of crumpled metal.
Just then a series of compartments opened all around the angry tiger alien and several cannons and missile platforms all opened and targeted the transformed teen. Rath glared at the high-powered weapons that aimed at him.
"Let me tell you something, large amounts of guns that are all aiming at Rath. You don't aim at Rath. Rath aims at you, even if Rath doesn't have a gun!" he roared
Rath then cocked back his fist and slammed it into the ground, creating a shock wave that knocked all the weapons of their supports destroying them. Rath then let out a mighty roar of victory before the Ultimatrix timed out, turning him back to Ben.
The teen hero looked around at his handy work, and then took a huge deep breath in and out, feeling so much better. Some time ago Ben discovered that Rath was a very good way for him to vent his anger as Rath's natural rage made all his suppressed emotions come to the surface. However he made sure that whenever he did transform into his Appoplexian bruiser, he wasn't in any populated area otherwise he would have cause a lot more collateral damage and he was not about to give Will Harangue – who had already labeled the teen hero as mentally unstable after his families demise - any more ammunition against him than he already had.
A slow clap that sounded behind him interrupted his trip down memory lane. Ben turned to see Janet leaning in the doorway with a small grin.
"And I thought Hulk was the one with anger problems." She quipped as she walked up to her young friend.
"Morning Jan, what are you doing down here?" Ben asked
Janet stopped and looked at the teen with a concerned expression. "JARVIS told me about what happened earlier today."
Ben's features immediately dropped, as Janet put a hand on his shoulder. "Ben. Why didn't you tell us you were having nightmares?" she asked.
The teen looked away from her trying to avoid eye contact, "Its not something I like to talk about Jan." he then brushed off her hand and started to walk away, "And I don't think ill ever be ready to talk about it."
He walked a few meters before Janet called out to him, "You know you're not alone in this Ben. You've got me, Cap and the others, you can talk to us about anything."
Ben looked back, putting on a brave face. "Maybe one day Jan, but not right now."
Ben then turned away and walked out of the training room, leaving and very concerned looking Janet in the nearly destroyed training room.
After having a shower and changing his clothes, Ben sat down in the kitchen and got himself some breakfast. After his intense work out at Rath, Ben was finally calming down. Though the images of his dream still haunted him, he was able to keep those feelings down during his Rath sessions.
Meanwhile in the sitting room Janet was worriedly pacing while an equally worried Steve Rogers sat on the couch. They were in a discussion about Ben, while they would have been like this to any of the Avengers, but to them Ben was like family.
"I just don't know what to do, Cap" Janet said as she paced. "He's been having this nightmares and been tearing up the training room for weeks, but he wont talk to anyone about it."
Steve just sat in his spot and watched as Janet still ranted.
"I mean I know that I'm not related to him but, I hate seeing him like this." She then turned to face Steve. "Did you have any nightmare since you got here?"
Steve then leaned forward and thought for a second. "When I first saw one of my fellow soldiers die on the field, I couldn't sleep for a week." He then looked up at Janet. "But I took comfort in the thought that he, like many others before and after him, that he died for his country and for what he believed in. Just like Bucky and the rest of the Howling Commandos."
Steve then stood up and walked over to Janet, "Just give him some time Jan, he'll come around he just needs to come to terms with his loss."
Janet looked at the Super soldier for a while as she thought for a moment then nodded.
"Good," Steve said before walking past her. "I have to go into the city. I'm meting this Nick Fury I've heard so much about."
This earned a surprised look from Janet, but the Captain quickly added. "Don't worry, I'm only going to meet with him. Ben, Tony and Hank have already warned me about the kind of thing SHIELD has done. I just want to get my own opinion on them."
Janet seemed to relax after that comment and allowed the super soldier to leave. She then walked out of the room to the kitchen where she found Ben halfway through his breakfast; a pained aura surrounded him that even the most insensitive person on the planet could pick up on.
She walked over to the counter and turned on the coffee machine, the buzzing sound of the machine filled the silent room as the two heroes said nothing. Janet merely watched Ben, who was so deep in thought that he didn't even acknowledge the coffee grinder as it crunched up the beans.
Jan tried to think of something that could get the young heroes mind off his troubles. Then suddenly she got an idea.
"Hey Ben, me and Thor are going to bust up an A.I.M tech deal going down today, do you want to join us?" Ben looked at her for a second and pondered the thought, then shook his head.
"Sorry Jan, but I'm not in the mood for any big hero things today." He answered returning back to his breakfast.
"You could always help Tony and Hank with the hard drive?" Janet offered.
Again Ben shook his head, "I don't think they would need my help with that. And besides Tony already has enough on his plate with that Williams guy meeting him today." He replyed. After Captain America mentioned a Cat suited man saving his and Bens life, Tony and Hank were both working on J.A.R.V.I.S's memory hard drive trying to find any evidence to the Catmans presence, which somehow did not register his presence.
Janet face dropped as she turned her attention back to the TV and watched the news broadcast, which quickly gave her an idea.
"Hey Ben, how about this?" Janet asked, drawing the teen's attention to the screen. The News broadcast showed a report on an armored truck that had been trashed and had been robed. "See a simple robbery, a little small and it gets you out of the house for a while." The teen looked at her skeptically.
"Come on it would take you like 2 hours tops to find the guys, beat 'em up and after you can get yourself a smoothie on your way back."
That brought a small smile to the teens face, "You know me too well Jan." he said as he put his dishes away. "Ok I'll look into it. Do we know who got robed."
"S.H.I.E.L.D." Janet replied with a smirk.
Bens smile grew immensely, "Oh this is just too good."
An hour later Jetray flew over the city to where the robbery took place. He landed in an ally that was next to the crime scene, the alien hero looked around, the police and S.H.I.E.L.D agents had already done their canvas so there were only two agents left at the site, and the last thing that Ben needed was to deal with S.H.I.E.L.D again. Jetray backed into the ally and tapped the Ultimatrix dial.
To the agents present at the scene saw a green flash in the corner of their eyes and drew their weapons at the spot and approached the ally slowly. Suddenly a blue blur zipped past them and if a few short milliseconds both agents were leaning against each other in the ally unconscious. With them out of the way XLR8 made his way to the center of the crime scene.
He then tapped the Ultimatrix dial again, and in a flash of green light, XLR8 was replaced by a robot-like alien with skin that is made of copper, with black stripes and a transparent piece of green circular glass on his chest, revealing gears inside of him.
"CLOCKWORK." The new alien screamed in a German accent. The robot-like alien the looked around at the scene. "Now lets see what really happened here," He said to himself. Then the wined up key on the top of his head began to spin and green light shot forward bathing the entire area in green light. Then the damage to the area was suddenly erased to before it was destroyed.
Clockwork saw the armored truck heading towards its location, then a beam of energy struck the side of the vehicle causing the two tires on the left side to rupture, making the truck fall on its side and skid into a lamppost. The post crumpled from the impact and it sparked while it fell onto the street. The two agents that were in to front seat in the vehicle were knocked out, making the heist that much easier for the criminal to steal.
The assailant soon appeared, from what Clockwork could work out is that it was a male wearing body armor and a long white caped hoody. The shadows from the hood prevented the transformed teen from seeing his face but he could plainly see the weapon that he used.
The assailant then used his weapon to blow the rear doors of the truck, when the dust settled the robot-like alien saw three crates inside the vehicle. The unknown figure then pulled out of a device from his utility belt and pointed it at the ally, that Ben had hidden the S.H.I.E.L.D agents, and a white van pulled out. It parked infront of the hooded man then loaded all three crates into the back of the van, then got into the drivers seat and drove off.
Clockwork then stopped the playback and made his way to the ally - blasting the two agents with his time ray, reversing the time around them the moment that he knocked them out just to be sure – and then tapped the Ultimatrix dial and in a flash, Clockwork was replaced by a huge orange dog the size of a car, with no eyes, ears, nose, or tail. Its teeth are very defined and stick out of his mouth and have three gills located on each side of its neck.
Ben roared, as he could not talk in this form, 'WILDMUTT'.
The dog-like alien then used his heightened sense of smell to scan through all the scents in the area finally coming across the fresh scent of diesel from a vans engine. Locking on that scent Wildmutt then pursued the scent running down the street causing several cars to swerve and pedestrians to freak out at the sight of an alien dog. Wildmutt then started to scale the sit of the buildings in order lessen the attention.
After a couple of minutes building hopping, Wildmutt finally came across an old abandoned building surrounded by several convenience stores. He positioned himself on the building opposite, then tapped the Ultimatrix dial again reverting back to his human form, however unlike his usual attire Ben had some additions.
First of all Ben was now wearing a green Mask Scarf that was pulled up over his nose and a black cap with the number 10 in the center. While the Ultimatrix could keep him in alien form for up to an hour (Thanks to so of the upgrades Azmuth gave to it), going ultimate reduces that time buy 15 minutes and it only required a five minute recharge, one if he timed out before that, it still timed out whenever Ben is knocked out. And since most heroes in this world wore masks or other headgear to hide their identities, Ben thought that he would do the same incase of any accidental time outs.
He allowed the Ultimatrix to recharge so that he'll be ready for whatever he's up against inside. After a minute Ben activated the Ultimatrix and found the alien he was looking for and slammed down the dial. A familiar green flash and Ben transformed into an monkey- like alien with four arms, two pairs of green eyes, two legs, three fingers on each hand and three toes on each foot, blue fur over a dark blue center, and a tail with two stripes near the tip. It wore the Ultimatrix symbol on his chest.
"SPIDERMONKEY" the alien cried. He then proceeded to fire a string of web from the tip of his tail and swung to the opposite building, entering through an open window. The monkey-like alien scurried across the ceiling, scanning the area for any signs of the hooded assailant. Figuring that he would most likely be on the ground floor of the building, Spidermonkey began to creep down the winding stairwell, making very little noise as he did.
Suddenly he heard a noise, to a regular human there would have been nothing, but to an Arachnichimp, his enhanced hearing could pick up the sound of breathing and light footsteps, almost as if someone else was sneaking around in this building as well. Spidermonkey quickly came to the conclusion that the thief from the truck robbery had made him and now was going to set up for a surprise attack. Well you can't surprise someone who is on to your surprise. Deducing that the assailant is a floor below him Spidermonkey creped down the walls until he was at the corner of the corridor and waited for the unknown ambusher.
Just as he was about to round the corner, Spidermonkey leaped forward, using his front arms to stick to the edge of the wall, allowing him to swing his body around the corner and connected his feet to the assailant, knocking the person down with a grunt. However Spidermonkey noticed that the grunt sounded awfully feminine for a male crook. It wasn't until the monkey-like alien turned around to see that it in fact was a girl.
She was around his age with long blonde hair tied up in a ponytail, she wore a uniform that consisted of blue pants and a brown jacket. She also wore a red scarf that wrapped around her neck and partially covered a symbol on the right side of the jacket.
If this were any other situation Ben would probably have been admiring the bright blue eyes that she possessed. However those particular blue eyes were shooting daggers right at him as she got to her feet in one fluid moment and drew a pistol on the monkey alien. Reacting quickly Spidermonkey shot a web into the barrel of the gun, rendering it unable to fire. He then jumped forward in an attempted to tackle her. But it seemed that the girl was more skilled than he thought, as she grabbed Spidermonkey wrist and judo threw him to the ground. The girl then tried to stomp her foot on his head, but the alien rolled away letting out a monkey screech when he did. She then tried to push her advantage buy throwing some quick jabs at the monkey-like alien along with a roundhouse kick. However thanks to his extra arms and heightened agility, Spidermonkey was able to block every attack.
Spidermonkey then flipped over the roundhouse kick and fire a stream of webbing, forming a perfect net, which managed to pine the girl to the wall, she struggled for a little will before realising it was pointless.
Spidermonkey then walked up to the girl. "Ok why don't we calm down and talk this over." he said calmly.
"I have nothing to say to you mutant freak." She spat back as she glared at the transformed teen.
Spidermonkeys face dropped as grunted in annoyance, "How many times do I have to say that I'm not a mutant. I am and alien, is it really that hard to tell the difference?"
"You clearly have never seen a mutant before have you?" the girl said deadpanned.
Spidermonkey and the girl stared each other down for a second, the girl not sure which pair of eyes she should be looking at, before both said at the same time. "Who do you work for?" then they both looked at each other confused, "What?... Hey I need answers…No I need answers…Stop that…you stop that."
Then the monkey alien fired another piece of webbing at the girl's mouth, silencing her. "Ok time out!" Spidermonkey said annoyed at the whole situation.
"This is getting us nowhere, so how about this? Ill tell you who I am and then you tell me who you are and well see how it goes from there Ok?"
The girl gave him another glare, clearly not happy about having her mouth webbed shut. But then she pondered the idea for a moment and after a few second she nodded, satisfied with the terms.
Spidermonkey then made his way to her. "Okay, I'm going to take the web of now. No calling out to your buddy in the cloak ok."
The girl shoots him another look as he began to walk up the wall to her face. As the got closer one of his hands accidently brushed against her scarf causing Spidermonkey to see the logo on the jacket, the all to familiar symbol of S.H.I.E.L.D.
"Oh come on!" Spidermonkey announced in irritation, "I can't go one day without on of you SHIELD agents stalking me like some obsessed fan. This is getting old real fast." He then pealed off the web so he could hear her answer. "Why can you guys leave me alone."
She shook her head and then looked at the alien, "Ok first I'm not working with the thief I was ordered to track him down, second I have no idea who you are."
Now it was Spidermonkeys turn to give her a look, "Seriously, you SHIELD guys have been following me ever since I arrived in this Universe how could you not know who I am?"
"Like this," the agent responded, then doing her best attempt at a shrug, since her arms were pinned to her sides.
Spidermonkey felt a little insulted by this, but then again he's not a world famous superhero anymore and he was pretty sure Fury wouldn't have placed him that high on his recruitment list.
He sighed, "Ok moving on…"
"Ahem…" the agent suddenly coughed. "I think it's my turn for a question."
"Huh" the alien responded.
"That was your deal right? You asked your question now it's my turn."
Spidermonkey sighed, feel right into that one, but gestured for her to continue.
"Ok Monkey-man how do you know what the assailant looked like, unless you're working with him."
"Oh don't turn this around on me. I was following the trail after I saw the robbery. Plus I didn't see his face the shadow of his hood blocked it."
"Aha so you admit to being at the crime scene." The agent said accusingly.
"What no!" Spidermonkey defended, "Well ok yes, but only after everyone had gone I got there much later."
"Then how did you know what the crook looked like?" the agent asked sceptically.
"I used on of my other transformations to reverse the time around the area to playback the events that happened." Spidermonkey answered simply.
The agent just stared at him, her mouth slightly open. "Reverse time." She said almost flabbergasted. "What a minute 'transformation' and that symbol… you're that shape shifting Avenger that showed up Agent Coulson."
"Agent Coulson…" Spidermonkey pondered for a moment. "Tall guy, blond hair, business suit, kind of a dick?" a small giggle escaped the girls mouth before she quickly composed herself and nodded.
"So how did you find this place?" The Ultimatrix wielder questioned a little curious, as it is clear this girl did not poses any superpowers yet here she was patrolling a building that was one of many in a city of millions.
The agent looked a little unsure on how to answer the question, but she did anyway. "S.H.I.E.L.D has access to all cameras in the world, wherever a photo or recording is taken S.H.I.E.L.D knows about it. So when running through the cameras we saw the van that the fled the scene and tracked it to this general area. I was sent to scout the area and report what I find."
That made sense; it would make someone easier if they had access to all recorded footage. The transformed teen figured that since she was just doing her job it wouldn't hurt to have her complete her mission.
"Ok then," Spidermonkey said as he began to pull away. "You seem to check out, so ill let you down, you do your scouting mission, ill catch the bad guy and well part ways as unlikely friends."
The Agent landed on the ground and looked up at the alien. "Excuse me?" she said blandly. "But this is a SHIELD operation, so all the same to you, ill be taking the bad guy and the stolen property with me and you can just go eat a banana." She then started to walk away, only for Spidermonkey to appear right infront of her, hanging from the roof.
"Oh so just because I look like a monkey, I'm supposed to automatically like bananas. You know that is a vicious stereotype." He said pointing an accusing finger at her."
"You don't like bananas?" the girl asked sceptically.
"Of course I like bananas, don't be ridiculous." Spidermonkey replied deadpanned. "But that besides the point, the point is I came here to catch the bad guy and catch him I will."
The agent and Avenger glared at each other, neither backing down, both determined to wait out the other.
"I'm not going to get rid of you no matter what I say or do." The girl stated holding her glare.
Spidermonkey gave her a confident smirk, "I believe in Justice. What do you believe in?" he responded.
The agent sighed as she conceded, "Just don't get in my way." She said while she retreated her gun. She turned back to see Spidermonkey, now right way up, standing on the ground with one of his right arms held out.
"Names Spidermonkey," he said his arm still raised, "you are?"
"Agent Carol Danvers." The agent replied shaking the transformed teens hand, however her tone subjected that she was still weary about the monkey like alien.
The introduction was interrupted by the sound of metal clanging several stories below them. Agent Danvers and Spidermonkey both reacted, the former raising her gun and the monkey-like alien adopting a fighting stance, they then began to descend the flight of stairs to the base of the building were the noise came from.
"Get behind me." They both said at the same time, then they looked at each other, "Stop that. Cut it out." They then entered another staring contest; they seemed to be making a habit of that. Once again neither was willing to back down so they agreed "Together." And continued down the stairs.
Once they reached the bottom, Spidermonkey notice a door that was slightly ajar. Pointing it out the Agent Danvers the duo made there way to the door and Carol went through with her gun raised and Spidermonkey right behind her. They entered into a large open room that kind of resembled a miniature warehouse. There were several platforms and crates littered along the ground, and chains suspended in the rafters along the ceiling.
Spidermonkey fired a web and swung up to the rafters, were he proceeded to walk along upside down scanning for any movement, while Agent Danvers patrolled the ground, both keeping an eye out for their elusive target. It didn't take Spidermonkey long to spot the distinct shape of a familiar white van. Signalling Agent Danvers, the two made their way to the back of the van and halted, Carol made a gesture with her hand 'one, two, three' then she and Spidermonkey each grabbed one handle of the back door and looked inside, the former aiming her gun just in case, but to their surprise the van was empty.
"Empty?" Carol said as she lowered her gun.
"Know I know how Old Mother Hubbard felt." Spidermonkey quipped with a monkey chatter.
With a frustrated groan Agent Danvers turned to Spidermonkey "This is all your fault!" she exclaimed.
The teen turned alien looked at her in surprise. "Me, how is this my fault?"
"Because if you hadn't webbed me to the wall I could have caught that crook and turned him over to S.H.I.E.L.D!" Carol stated angrily.
"Hey you pulled a gun on me!" Spidermonkey defended.
"Only after you kicked me in the chest!" Carol countered. Spidermonkey felt his face heat up, if the wasn't covered in fur Carol might have seen his blush.
"Well… Well…" Spidermonkey stuttered a little shaken by her last statement. "You shouldn't have had such a manly footstep!"
Carol placed ha hand on her hip and gave him a look that said 'really. That's the best you got.' Then she placed her hand to her head and began to massage her temples. "Unbelievable, all that time waisted arguing with a stupid alien Orangutan, when I should have found and reported the thief's location. For all we know that clang could have been the thief leaving the building."
"Actually, that's only half true." A voice suddenly called out. Spidermonkey and Agent Danvers immediately took defensive stances as they scanned the area for the source. The voice in question continued, "You did waist time fighting with the monkey, but the sound you heard was merely to draw you out."
Then out from behind a crate to their right a figure strolled out. He was a tall built man, wearing full body armour with several pouches on it and a white hooded cloak. He had a double-edged sword sheathed on his back, along with a rounded shield positioned infront of it. But the most noticeable feature about him was his face; a mask that resembled a skull concealed his entire face.
Carol had her gun trained on the man, while Spidermonkey prepared for a fight that he new was coming. The man strolled forward a few paces seminally unafraid of the gun that was being aimed at him, and for some reason Carol appeared to be nervous in the presence of the masked man as her gun was slightly shaking as he approached them. The man then stopped a few paces from the duo.
"I new that S.H.I.E.L.D would track were I took the van and then send someone to scout the buildings in the area. But I would have never predicted a S.H.I.E.L.D agent with a mutant as backup."
At that comment Spidermonkey began to fume. "I. Am not… a MUTANT! I am an Alien! A/LEE/EN, Extra Terrestrial, why is that so hard for everyone to remember!" He screamed in annoyance at the masked man who, along with Carol, stared at the alien with a surprised look. Spidermonkey panted after his outburst, trying to compose himself, he had grown sick and tired of people always calling him a mutant, what exactly do mutants even look like in this universe?
Carol leaned over slightly to talk to her alien ally, her gun still trained on the masked man. "Feel better?" she asked a little amused by his tantrum.
"A little." Came his response. "Who is this guy anyway, you look like you know him?"
Agent Danvers refocused on the masked man, still looking unimpressed buy the duo. "That's Taskmaster, he's one of the most dangerous hit men on the planet."
Spidermonkey thought for a moment, he new that name from somewhere. Then it hit him, "Hey his name was on the most wanted list for the breakout." He said to Carol, then turned to Taskmaster, "You were in the Big House."
Taskmaster's eyes narrowed at that comment. "Yes I was imprisoned in that accursed place. But now I'm free and its time to make up for lost time." The mercenary said reaching for his sword.
"I don't think so." Spidermonkey said before letting out a monkey screech and leaped at the villain. The masked man reached to the alien hero and managed to successfully block his first two strikes, however he was not prepared for an uppercut from Spidermonkey's lower left arm, striking the villain in the chin knocking him back a few steps, stunned. "Your going back to prison Skull Face, I'll make sure of that."
He then leaped at the villain again intending to finish this quickly with another series of strikes with his multiple arms. However this time Taskmaster started fighting differently, when Spidermonkey leaped at him, the masked villain crouched low to the ground similar to what the monkey like alien just did and leaped at him the same way, striking the alien in the jaw before he could register.
The alien teen fell on his back and skidded until he was back alongside Agent Danvers. The Agent in question started firing several shots at the mercenary, who effortlessly dodged the attacks with the agility that was almost identical to Spidermonkey.
"You ok?" Carol asked Spidermonkey, as she continued firing. The monkey like alien got groggily to his feet.
"That did not go as I thought it would." Spidermonkey stated, shaking the daze out of him, then focused on Taskmaster. "Lets try this again."
He leaped forward again - Agent Danvers ceased firing, not wanting to hit him by accident – and he engaged Taskmaster. Again like before Taskmaster seemed to be moving just like the alien, moving with the agility and skill that match the Arachnichimp move for move. Taskmaster then did a flying kick to Spidermonkey's face sending him skidding to the side of a crate. The alien hero looked up only to see Taskmaster leap at him, his right fist poised to strike him, only to be intercepted by a double kick to the chest courtesy of Agent Danvers.
As the mercenary rolled away from the surprise attack Carol drew her gun again and fire two shots at the villain, only to miss again thanks to his agility.
"How is he doing that?" Spidermonkey asked as he pulled himself up again, "Its like he knows every move I'm going to make."
"I thought you said you read his file?" Carol said as she did her best to keep the masked mercenary at bay.
"I said I saw him on the most wanted list. And that's all I need to know from a villain, his name and what he looks like. So I know who I'm going to punch next."
Carol rolled her eyes and groaned, giving Taskmaster an opening to attack, he leaped at Agent Danvers but Spidermonkey grabbed her in his arms and carried her away from Taskmasters strike. He then fired a web net from his tail, catching the villain off guard and successfully pinning him to the side of a crate. Taskmaster grunted and struggled against his bonds, but he seamed to be stuck for the moment.
Spidermonkey landed a safe distance away and placed Agent Danvers down. She quickly cleared her throat and brushed the crumples out of her uniform. "I could have handled that." She said quickly avoiding eye contact with the hero.
"Your welcome." He replied dryly.
Carol quickly composed herself and then gave an annoyed look at the alien hero. "If you had read his file, you would have known that Taskmaster can copy any physical movement from anyone he sees."
Spidermonkey eyes widened and he looked back to the villain. "So any fighting move he sees he can copy them." Carol nodded. "Dude that cheating, ever heard of plagiarism I should report you for stealing my moves."
Taskmaster grinned behind his mask, "You call it cheating." The webs binding him where suddenly cut by a knife that he had in his hand. "I call it winning." He finished with a sadistic tone.
Spidermonkey then leaned in close to Carol, "We need to change things up." He told her, "You go left, I'll got right and we'll take him together."
Agent Danvers nodded in agreement, "On three." She said.
"One."
"Two."
"Three." At that moment Spidermonkey slammed his hand on the Ultimatrix dial, the entire room was illuminated by a blinding green light, forcing Agent Danvers and Taskmaster to cover their eyes. when the light faded, they both uncovered their eyes, which then widened with shock.
Standing in Spdermonkeys place was a tall, humanoid, muscular frog-like creature. It had green skin with three-fingered hand and two-toed feet. It wore a bodysuit with a green stripe down the center, it had fingerless black gloves and toeless black boots with green cuffs above them, and a green belt with a white buckle. It also wore green sunglasses and the Ultimatrix symbol was on its upper chest.
"BULLFRAG" the new alien cried out, he then charged straight for Taskmaster and taking advantage of his surprise, delivered a right hook to his face. The masked villain was sent reeling back from the strike, he tried to regain his balance only for Agent Danvers to come at him from the site and unleashed a spinning kick to his side, sending him into the edge of a table.
Taskmaster used the table to steady himself, but then he heard a croaking noise above him and looked up just in time to see Bullfrag coming down right on top of him feet first. The masked mercenary back flipped away from the table seconds before Bullfrag landed on it, crushing it to splinters. Taskmaster than tried to gain the height advantage by leaping to the top of a nearby crate, but he was stopped by Bullfrag, who fired out his long, sticky tongue which wrapped around the villains ankle, effectively slamming back down to the ground. The frog-like alien retracted his tongue and stood confidently with his arms crossed.
Carol stood by him and looked at him in disgust. "I can't believe you just lassoed his ankle, with you tongue." She then shivered at the thought.
"Ay 'ow do you think I feel." Bullfrag responded with a Brookland accent. "I'm de one who's gotta wash the taste out of my mouth."
Any further banter was interrupted by Taskmaster who rose to his feet and stared at the Ultimatrix hero. "Interesting, by changing your form you change your fighting style along with your powers." He stated curiously. "How is this possible? If it is not a mutation then what is it? How did you acquire this power?"
Bullfrag merely smirked at the villain, "Sorry pal, but that's for me to know and you to never find out." Taskmaster's eyes narrowed, obviously not happy with the answer.
"But hows bout dis. You tell me and my acquaintance here where we can find the merchandise you stole and maybe I wont croak ya." He said punching his fist into his hand. Carol rolled her eyes at the pun but drew her weapon all the same.
The masked villain chucked at the sight. "If you want what I stole." He said and he pulled something out of his utility belt, "Then your going to have to find me." He then threw a canister of some kind to the ground, causing a massive smoke screen to erupt from it blinding the duo. Agent Danvers fired wildly in to the smoke, in a desperate attempt to stop the villain from escaping, but as the smoke cleared the masked villain was gone.
Carol then yelled in anger "Ah I cant believe I was so stupid to engage Taskmaster without backup."
"Ay" Bullfrag said in mock hurt, but Carol ignored him.
"I should have called it in the minute I hard something." She continued to beet herself up until she felt a hand on her shoulder stopping her in her tracks. She looked up to see Bullfrag looking down at her with a serious look on his face.
"You done that and Taskmaster would ave booked it, long before any of dem showed up." The transformed teen spoke calmly.
Agent Danvers looked at him for a moment before brushing his hand off, "What do you know?" she spat back "I told you this is a S.H.I.E.L.D operation, you had no right to be heard. And your constant interference prevented me from getting a clear shot, I could have ended this but I could risk hitting you!"
At that moment Bullfrag gave her a small grin "Aww so you do care about me."
Carol immediately blushed at the comment and abruptly turned away from the alien hero. "Just go back were you came from and let S.H.I.E.L.D deal with this."
"No can do blonde." Bullfrag responded causing Carol to stop, "The guy may have stolen S.H.I.E.L.D tech, but he's on my list. Dat makes im an Avengers problem. So like it or not sweet heart, you're stuck with me."
Carol turned around to face; hand raised ready to give her counter argument when she realized she didn't have one. True the items that where stole are SHIELD property, Fury and Coulson both made it clear to everyone that the Avenger would be handling the recapture of all the escaped supervillain's.
With a sight of defeat Agent Danvers lowered her hand, "Fine" she sighed. Bullfrag grind as he started to walk past her. "Hold it!" she said putting her hand out to stop him, Bullfrag looked down at her in confusion. "If you're going to walk out of this building, in public then you're going to have to do something about your appearance."
Bullfrag looked down at his body, then back to the SHIELD agent, still not getting it. Carol sighed in frustration, "Look I know you're not a mutant, you've made that very clear. But everyone else is going to think that and the last thing I want is to explain to the M.R.D that you're not a mutant. So if your going to be seen with me, then your going to have to do it in human form." She then adopted a curious look, "Do you even have a human form?"
Bullfrag could think of a few ways in which he could still be an alien while also working with her. But he figured that it might be better to earn her trust, who knows she might actually be a nice person under all that anger. He reached up and tapped the Ultimatrix symbol; another flash of green light blinded the S.H.I.E.L.D agent again.
"Ugh seriously, cant you change without burning out my retinas." Carol complained, as she rubbed her eyes. She then opened her eyes and saw a human boy around her age, wearing blue jeans and a green jacket with the number 10 on the left side. He also wore a green Mask Scarf that covered the bottom half of his face and a black cap with the number 10 on it, which covered the top of his head, leaving the only part of his face visible were his eyes, hard, intense, bright green eyes. She looked at those eyes for a while before the teen brought her other of her stupor.
"What? Do I have something on my face?" the boy asked.
Carol quickly looked away from the boy, a slight blush on her face. "Nothing, lets go." She quickly said as she began to march past him.
The two exited the building and were greeted by the sound of the city. They looked both ways down the street any path could have been taken by Taskmaster in his escape, leaving the Agent and hero at a lose for what to do.
Ben considered turning into Wildmutt again to track his scent, but as Carol said, they didn't need the attention right now.
"So any ideas on were he went?" Ben asked Carol, who was looking at a device on her phone, which she then groaned in frustration and put away.
"Taskmaster picked the one street in all of Manhattan that has its security cameras under maintenance." She said in annoyance.
"Well the guy did seem to know a lot about S.H.I.E.L.D tactics." Ben pointed out.
Carol then turned to her masked ally and gave him an annoyed look. "What's that suppose to mean?" she asked accusingly.
Ben turned to her, "Just that this guy seems to know what others can do just by looking at them. Sound like this guy might have had a history with S.H.I.E.L.D allowing him to study and remember your tactics." He answered casually.
Carols jaw dropped a little, with all the stupid jokes and quips she never expected that kind of deduction from someone like him. "Oh." Was all she could manage.
The two then continued to look for any signs of Taskmasters escape, but so far were turning up with nothing.
Carol then looked down the street, "Im going to check the police patrol in this area, maybe they've seen something that could…" she stopped when she turned around to notice that the masked boy was gone, she looked around for a moment before seeing him wondering across the road to a store on the other side, waving his right arm right at the window.
"Hey, Spidermonkey, Bullfrag or whatever your name is!" she called out chasing after him. Once she caught up with him, he was staring right into a window at a TV set in the window with a video camera on display hooked up to the TV displaying everything the camera was recording.
"I'm on TV." Ben said as he waved his hand infront of the camera, his TV counterpart mirrored his every move.
"Are you having a breakdown?" Carol asked with a mocking tone.
"Not a breakdown and breakthrough." Ben answered matter-of-factly, "And I really do look good in this mask don't I? not to mention ruggedly handsome."
"I'm waiting for that breakthrough." Carol said deadpanned, so much for being deductive.
Ben turned to her, "Each day the shop owner set up the camera for display purposes. This camera has been recording everything that has gone passed this window since this morning and look at what's opposite."
He gestured across the street; Carol followed his gaze and saw a steel sliding door with a ramp infront of it.
"That's a loading dock." Ben said to the agent. "That's the only place in the building where Taskmaster could get a truck inside the building and…" he left the sentence hanging and gestured for Carol to pick it up.
Agent Danvers thought for a moment then realized what the teen hero was saying "And the truck with the stolen tech in it to get out." She finished.
Ben tapped his finger to his nose and continued, "if we can get the recording from that camera, we'll know exactly what kind of truck left this building and then we'll find where it went."
Agent Danvers grinned with anticipation, this boy was just full of surprises. A few minutes later Carol and Ben exited the store, after flashing her SHIELD badge the storeowner happy showed the duo the recording from the display camera. The footage showed the loading dock doors opening and a black van exiting the building and turning right. After getting a good look at the license plat the Agent and Hero left the store and started to walk down the street.
"Ok now that we know have the license plate, we will be able to track down were it went." Agent Danvers said as they both continued down the path. "Once we get a hit, ill call it in and Taskmaster is done." She then proceded to pull out her phone to contact S.H.I.E.L.D, until Ben took it from her hand.
"Or, We track down Taskmaster, kick his butt, return the stolen tech and then get a smoothie for a job well done." The hero countered with a gleam in his eye.
Agent Danvers gave him an are-you-serious look, which made the teen hero a little uneasy. "Oh please tell me you like smoothies?" he asked worriedly.
Carol looked at him for a few more seconds before shrugging, "There ok." Was her simple response.
Ben stared at her wide eyed for a second as if shed grown a second head, but then gave his own shrug. "Good enough." He replied.
"And I cant just take matters into my own hands. My mission was to scout where the stolen tech was taken and reported its location." Carol explained in an authoritive tone.
"Ahh but you don't know were the tech is." Ben pointed out. "Wouldn't it look better if you took the initiative and located where the tech was being held."
Ben always hated authorative figures; he dealt with them all the time back in his universe with the Plumbers. Especially the Plumber new recruits, they always acted so plane and rule abiding. But Ben knew how to deal with these types, they always want to look good to their superiors, so in order to get around their protocols, suggest a situation that would make them think that what you want them to do, is what their superiors want them to do.
Agent Danvers looked at Ben suspiciously, making the Ultimatrix hero think that she wouldn't take the bate, but after a few more minutes she nodded her head and agreed to the idea. The two then proceeded to walk a few more meters before Ben turned to ask, "Where are we going, by the way?"
"To the buildings parking area." Came her response, "That's were I parked my car."
"Why would you need a car? don't all agents have like fancy jetpacks or something?" Ben casually quipped.
"Oh please, only agents trained in aerial combat have those." Carol scoffed; she then turned to the masked hero, "like me." She smirked at the dumbfounded expression the teen hero was giving her. This girl was a pilot.
They walked in silence as they turned the corner to the see the S.H.I.E.L.D vehicle… or what was left of it. In the center of the lot was the remains of what looked like 2012 Acura TL, only the entire car was torn apart. The windows were shattered, each tire was gone, the front bumper was imbedded in a wall and the roof was blasted completely of.
Agent Danvers looked at the massacre infront of her which wide eyes and a loose jaw. Ben looked equally surprised at the remains of the car.
"Wow, I hope you've got insurance?" he said sarcastically, Agent Danvers turned to him with a murderous look in her eye.
"That was a standard issue S.H.I.E.L.D tactical, reconnaissance vehicle, with state of the art equipment and technology, that only the most trusted Agents can drive. I only had it for a week." She punctuated with a killer tone in her voice.
"The tracking soft wear in the on board navigation, would have been able to track down that truck and get us there easily." She stated her voice getting softer as she spoke.
Ben leaned over with an idea, "You know that's not the only way to get where we need to go," he said reaching for the Ultimatrix, "I've got a way we could…"
"You try to pick me up the way you did back in the storage room and I will hit you with my Taser disk." Carol quickly snapped, pointing her figure threateningly at Ben.
Ben lowered his wrist and thought of another way they could drive to where the truck went and also find it. Then a light bulb went off in his head.
"Well since we cant take your car. I guess we can take mine." Ben said, pulling a device from his pocked.
Carol looked at him in confusion, "Yours?"
Ben winked at her, and then clicked the button on the device. After a few minutes of waiting, the sound of an engine roared into the parking area and a sports car drove into the lot and pulled up to the duo. It was primarily black with green highlights that ran along the front, lower parts of the doors and trunk, the highlights intersected on the front creating an X shape. The wheels had the Ultimatrix symbol on the hubcaps.
Carol looked at the car in amazement as Ben walked up to it and stroked the roof.
"Agent Danvers, meet the DX Mark 10, a highly sophisticated vehicle and can exceed speeds of any land based vehicle on earth." The teen hero said confidently.
Carol looked at the car for a few more seconds, then placed her hands on her hips. "Is this the part where I'm suppose to swoon?" she asked, seemingly unimpressed.
"Actually the girls usually swoon after I save the day." Ben retorted, earning a scoff and an eye role from the teen agent. He then opened the passenger side door, "You coming or not?"
Carol gave him one more look before sighing and slid into the car seat. Ben got into the drivers side, then placed his Ultimatrix to the center of the steering wheel, a beep sounded in the car as the scanner in the wheel identified the Ultimatrix and the car revved to life. Soon the car was now driving down the streets of New York City.
"So how do when find the van?" Ben asked as he turned another corner.
Agent Danvers was examining the interior of the vehicle when she responded. "Well usually I would have used the S.H.I.E.L.D access in my car scan the area for the registration number on that van. But since we don't…"
"Access S.H.I.E.L.D database." Ben spoke out, interrupting the Agent. Carol looked surprised when the windscreen suddenly lit up like a computer display, with a loading bar on it.
She then turned to the teen hero. "S.H.I.E.L.D has the most advanced systems on the planet, you cant just…" she was once again interrupted when the loading bar lit up green and a text appeared above it reading 'Access Granted'. The window then started showing the S.H.I.E.L.D logo and all the files that S.H.I.E.L.D had access to.
She turned to Ben with a look of shook plastered on her face; this boy just accessed the most secure database on the planet from a car. The teen in question turned to her.
"S.H.I.E.L.D tech, got nothing on Galvan tech." he responded while patting the dashboard, "This baby is outfitted with some of the finest alien tech in my universe." He said confidently. Then added, "Put out an APB for vehicle license registration, THX-1138." The screen then responded as a map of the city was shown, with the word 'locating' blinking on the screen.
Carols eyes and jaw only widened even further, she was sitting in a vehicle actually comprised of alien technology. Something she had dreamed of since she was a little girl looking up at the stars. But then his words registered in his mind.
"Wait, 'My universe'? What's that supposed to mean?" she asked the masked hero.
The car jerked slightly as Ben mentally slapped himself, how could he have let his guard down like that? "AHH… Nothing, nothing at all im just a regular person from the same dimension as you." He said nervously with his left eye twitching like crazy.
Agent Danvers looked at his, obviously not believing his lie. "Ok look alien boy. I am a highly train operative of an international peace keeping organization and unless you want me to have you labeled as a threat to this planet, you better give me some straight answers."
Ben looked at her completely unafraid. He had looked into the eyes of stone cold killers and intergalactic warlords and has experienced pain that no human could ever endure, making the threat of being labeled public enemy number one look like a fly buzzing around his head (annoying but not dangerous).
"There is nothing you or anyone on this planet could do to me, that has not already been done." The teen hero said sternly, his eyes so intense that Agent Danvers had to lean back a little. Then he sighed, "But if we are going to catch this guy, then were going to have to trust each other." He then took a deep breath, "Yes I am from another universe. I don't know how I got here but I'm here. The only ones that know the truth are the Avenger and Fury. I'm actually surprised Fury didn't tell anyone else. I thought that something as big as this, he would have told everyone at S.H.I.E.L.D to keep an eye on me."
Agent Danvers raised her eyebrow, "Oh please there are hundreds of issues around the world that SHIELD monitors, we can't just drop everything for an alien shapeshifter from another universe." Her curiosity then spiked. "How do you turn into those aliens anyway."
Ben held up his left arm and showed her a gauntlet like device on his wrist. "An alien device called the Ultimatrix. It has the DNA of every sentient species in my universe installed into it and allows me to transform into them and use their abilities."
"What kind of abilities are we talking about here?" Carol asked curiously.
Ben paused for a moment, "Super strength, super speed, flight, regeneration, invulnerability, energy absorbing and redirecting, elemental powers; the list goes on." He then turned to her, "Its really a question of what powers I don't have."
Carol looked at him wide eyed, if that was true, then she was possible sitting next to the most powerful person on earth.
The two sat in comfortable silence, waiting for the tracking system to lead them to where the truck ended up. In that time Agent Danvers thought to her self, this person was from another dimension, what was it like? Were humans the same in that world as this one? Is that why he wore that mask, to hide what he really looks like? She was so lost in thought that she failed to notice that she was staring intently at him.
Ben noticed this and started to feel slightly uncomfortable "Is there something on my face cause your kind of freaking me out." He said nervously.
Carol immediately snapped out of it and faced the front of the car, a slight hint of red around her cheeks. "Nothing." She quickly responded, "I was just wondering what I should call you, that's all." She said allowed trying to cover it up. The teen her looked at her confused as she continued, "Well so far you've introduced yourself as Spidermonkey and Bullfrag. Is there a name for your human form or am I just going to have to stick with alien boy?"
Ben thought about it for a moment, he never really considered giving a superhero name for himself, sure in his universe everyone called him Ben 10, but here no one new his identity. And since he now wore a mask it might be better if there was a name to go by. After a long pause Ben finally came up with something simple.
"X" he said.
Agent Danvers blinked, "What?"
"You wanted something to call me. So you can call my human form X."
"Kind of an odd name." she stated.
"It's the Roman numeral for ten." Ben answered simply earning another confused look from the agent, "Its my favorite number."
Agent Danvers continued to stair at the teen hero before nodding, accepting his answer. "Ok, X how much longer are we going to be driving around in this car. Not that I mind or anything."
Ben smirked under his mask, "Should be any second now." And with that a beeping sound was herd and a location appeared on the display, showing an old warehouse with numerous cargo containers and loading cranes, Ben glanced at Carol with a smug gleam in his eye.
"Looks like an abandoned warehouse in the Lower East Side of New York." Ben said reading the data.
The duo looked at each other and came to the same conclusion. Ben pushed down on the accelerator and the car tore down the street, like a hunter who just caught the scent.
A few minutes latter, the DX Mark 10 pulled up a few blocks from the warehouse where the black van was located. The two exited the car, Ben trying to be a gentleman walked around the car to open Agent Danvers door however she beat him to it, and walked close to the wall of a nearby warehouse. Agent Danvers took point, much to Ben's frustration, and peaked around the corner to check for any signs. She then turned back to Ben.
"It looks all clear." Carol said to her companion, "But knowing Taskmaster he'll probably have sensors set up around the warehouse, so standard operations call for a roof entry. We'll scale the roof and…"
"Hold it." Ben said putting up his hand. "SHIELD tactics don't work on him remember. He knows your 'standard operation' and will probably be expecting them." he pointed out to her.
Agent Danvers folded her arms across her chest. "Well then how would you do this alien boy?" she asked, tauntingly.
Ben simply shrugged, "Simple, we improvise." He then raised the Ultimatrix and activated it. Carol expression became nervous, maybe she should have called for backup.
The doors of the massive warehouse opened with a loud grinding noise as the Ultimatrix hero and Agent of S.H.I.E.L.D strolled into the building, the former rather confident in his step while the later looked like she just lost a bet.
"This is a stupid plan." She said as she walked beside Ben, her hand firmly gripping her gun.
Ben glanced at her as the strolled, "Hey Rock, Paper, Scissors, two out of three, I won fair and square."
"Still think you cheated." Carol mumbled. "And this plan is the kind of thing an idiot would come up with." She then said aloud.
"Who's the more foolish, the fool or the fool who follows him?" The alien hero countered.
Agent Danvers stopped dead in her tracks and glared at Ben, "I can not believe you used Star Wars against me that is low."
"Oh come on, you know those movies are awesome." Ben stated.
"Of course they are but that still doesn't excuse you."
"Well, well, well." A familiar voice rang out, drawing the duos attention away from each other. In front of them coming into the light was none other than Taskmaster, his mask giving of it skeletal grin as he stepped out of the shadows.
"I knew that you would eventually track me down, but I never would have expected you to actually walk into the building without any support or the use of any tactics."
"Oh don't worry she wanted to." Ben said, "But I figured we'd just wing it."
Taskmaster reached up and drew his sword, "Interesting choice, lets see how that plan works out for you." He than charged at the two.
Carol aimed her gun and fired several shots at the copy-cat villain, however like before her effortlessly dodged each shot and even blocked on with his sword. Taskmaster raised his sword above his head and slashed down, both teens dodged the strike, Ben jumping to the right and Carol to the left, and the sword struck the ground between them.
Carol made the first move by trying to shot Taskmaster again, but with his heightened reflexes Taskmaster knocked the gun away with the flat edge of his sword. She then tried to engage him in hand to hand combat, but with her fight moves – and that of Spidermonkey and Bullfrag – her attacks were easily blocked and countered by the mercenary. With a right hook to the face; Agent Danvers landed on her back, stunned. She groaned as her vision clear enough for her to see Taskmaster stand over her, his sword raised intending to slash down on her. Taskmaster swung his sword and time slowed down, Carol saw the blade inching closer and closer to her throat, she closed her eyes and braced for the strike.
However a green flash suddenly illuminated the shadows of her eyelids and the sound of metal striking something hard was heard. She opened her eyes and much to her, and Taskmasters, surprise, the blade had been stopped by an arm entirely comprised of diamond. They both followed the length of the appendage to see the form of Diamondhead, glaring daggers at Taskmaster.
"Not gonna happen Toastmaster." Diamondhead quipped, he then forced the villain away from the SHIELD agent and helped her to her feet.
"So another form is revealed." Taskmaster stated as he unclipped his shield from his back, "I must say you are just full of surprises."
"You aint seen nothing yet buddy." Diamondhead shot back, he then morphed his right arm into a blade and charged at Taskmaster. The to combatants engaged each other, their blades clanging of each other as they struck. Taskmaster quickly realized that this new form was a lot stronger than he was, but he wasn't as agile. Taskmaster then ducked under the diamond aliens next stoke and rolled until he was behind him, he then jabbed his sword into his enemy's side, aiming for the ribs. But to his surprise the blade bounced right off without leaving a scratch. He was so stunned that he failed to avoid Diamondhead's backhand, the blow sent the villain flying into a container.
Taskmaster got groggily to his feet and saw Diamondhead approaching him, realizing that his sword wouldn't do anything to this form, he sheathed it and his shield, he then pulled out two pistols and fired a barrage of bullets at his adversary. Like before the attack didn't even face the creature as the bullets bounced harmlessly of it - Diamondhead made sure to put himself between Taskmaster and Carol so she wouldn't get hit by a stray bullet - and continued to march towards the villain.
Diamondhead tried to hit the villain with a right hook, but the villain ducked under it. Taskmaster brought out his shield again and rammed Diamondhead in the back, knocking him of balance. Diamondhead then tried to smash the copy-cat villain with his fists, but the mercenary was able to dodge the strikes, Diamondhead's strength and invulnerability made him tough enough to take anything Taskmaster can dish out, but when it can to agility the mercenary was just a step ahead.
Unlike the previous forms Taskmaster fought, that relied on agility to fight. This form fought like a bruiser, using his strength and tough hide in an attempt to overpower his enemies. All Taskmaster had to do was stay out of his reach and he could defeat him.
Taskmaster struck Diamondhead with the edge of his shield, but his diamond heard skin made injuring him practically impossible. He then avoided another strike from Diamondhead and triple flipped away from the alien. Diamondhead then pointed his arms at the mercenary and they fired multiple shards of diamond at the villain. Taskmaster instinctively raised his shield to defend himself. However the diamonds traveled at such a force that they imbedded themselves into the shield, piercing and denting it, rendering it useless.
Taskmaster tossed the shield aside, only to get engaged once ageing by Agent Danvers, she stuck out with several quick jabs and a swinging kick, but Taskmaster caught the kick and used the momentum to swing her away. Soon after he turned to his other foe, only to be meet with a diamond fist to the face, Taskmaster was knocked to the ground dazed. He picked himself up once again, only this time Diamondhead struck the ground with his fist and diamonds quickly grew around Taskmasters feet preventing him from moving. Taskmaster struggled against his bonds to no avail.
Diamondhead smirked as he approached the villain. "Ya know last time we fought, you caught me of guard." He said, the smirk never leaving his face, "But then I learned something about you." He then leand in close and caught a fist that Taskmaster sent his way, immediately a trail of diamond spread across Taskmasters arm, all the was to his chest and covered his entire body, leaving only his head untouched.
"You can copy my moves. But you can't copy my powers" He finished. He then turned to Carol, who had retrieved her gun and had it pointed at Taskmasters head.
"I think its say to say mission accomplished." Diamondhead confidently, putting his hands on his fist in a heroic pose. Carol rolled her eyes at the act and prepared to contact SHIELD.
"Now ah wouldn't count my chickens just yet partner" a voice suddenly called out. Before Diamondhead could react, a green wave of sonic energy struck him and sent him hurtling him through several crates before coming to a halt. The power and intensity of the blast combined with Diamondhead's natural weakness to sonic attacks, the teen hero was immediately knock out cold. In flash of green light Diamondhead reverted back into Ben, his mask still covering the lower half of his face.
Carol stood in shock at the sight turned to the source of the attack. Out from the shadows can three individuals, each one wearing a suit that covered their entire bodies, including their faces. Carol recognized those suits and new exactly who was wearing them. The Enforcers, a team of mercenaries that work for the Big Man of crime in New York City.
The lead man wore a suit with a yellow and red colour scheme, with yellow on the head and upper body, and red on the arms and lower torso. He had large, round, mechanical gauntlets on each forearm. This was Shocker, leader of the Enforcers
The second man had an much skinnier build and wore a suit that was grey and red. Grey on his face, arms and chest, while red on the head, legs and torso. He was Ricochet, the team's acrobatics expert.
Finally the third mad was a large heavy built man, he wore a suit with the same colour scheme as Ricochet, only his suit included large hydraulic joints on the arms and legs. This was Ox, the muscle of the team.
Carols eyes widened at the sight of the three power suited mercenaries as they walked into the area.
"Looks like you got yerself in a bit of trouble. Ay their Tasky." Shocker said in amusement at the sight of the diamond encrusted Taskmaster.
"If you would be so kind as to free me from this confinement Shocker. We still have business to take care of." Taskmaster responded coldly. Shocker nodded and pointed his right fist at the diamond shell, the gauntlet glowed green with energy and a weak wave of vibrational energy shot out and managed to shatter the diamonds that bound Taskmaster freeing him.
Agent Danvers new she had no chance to take on four powerful mercenaries at once, they had strength and numbers on their side and her own heavy hitter was out cold. She slowly reached for her communicator in order to sent out a distress signal, however Ricochet saw what she was doing and in one fluid moment, he jumped on the ground and shot forward with such speeds that Carol didn't see him coming until he sucker punched her. As she lay on the ground loosing her consciousness, she saw the faint outlines of the others tower over her.
"Tie her up with the shapeshifter." She heard Taskmaster order. Then everything went dark.
Ben awoke with a groan, his vision was blurry and his head buzzed like a miniature Armodrillo had crawled into his ear and started pounding on his brain. He shook his head to clear it, and then he heard a voice.
"X… X." It whispered to him. Ben lifted his head and once his vision cleared, he saw the face of Agent Danvers, who looked worse for ware. She had a bruise on her cheek and she was tied up buy rope. Ben looked down to see that he himself was also bound similarly only difference was that his left arm was tied to a metal pole and his right arm was bound to Agent Danvers left arm.
Ben blush at the closeness he shared with her and was thankful that his mask was still on.
"Carol?" Ben said groggily as his head cleared, "Aw man, what happened, who hit me?"
"That would be Shocker." Carol answered, nodding to the villain in question, who was standing with the others around a table.
"I cant believe you got us caught." Agent Danvers scolded.
"Me? How was I supposed to know he had back up." Ben tried to defend.
"Well if we had done recon like I said, we would have."
"Well maybe if you told me that the tech Taskmaster stole, were three super powered suits, I could have prepared for that." Ben pointed out.
"That was classified information." Carol stated, her authorative voice taking over.
"Oh yeah and look how well that turned out for us." Ben shot back. he then took a deep breath, "Look I know you don't like me that much. But if we are going to get out of this, then you and I are going to have to work together on this, and that means trusting each other. Think you can do that?"
Carol paused for a moment, in a way, he was right. If she had told him about what was stolen, then maybe we wouldn't have let his guard down and get surprised. The sighed and nodded, she looked into Bens eyes and she saw determination burning bright, making her believe that they will get out of this.
"Ok, here's my plan…" Ben began to say before a familiar, chilling voice interrupted.
"Well looks who's awake." Taskmaster spoke out as he looked at the two from across the room.
"It seems our young couple is done with their little nape." Shocker said, his arms crossed over his chest.
Both Ben and Carol blushed at the comment, "We are not a couple!" they both yelled at the same time.
"Aw look at that. They're perfectly in since." Shocker teased.
At that moment Taskmaster walked up to his prisoners and drew his sword. His eyes pierced Ben as he placed the blade on his left arm. Ben could feel the cold metal brush against his skin, as the mercenary used the tip of his sword to push back Bens sleeve to reveal the Ultimatrix.
"During both of our encounters I have been studying the way you fight." Taskmaster said to the teen hero, "and I noticed that your fighting style changed, when you change form. I also noticed that on each form, they had the same symbol on it chest. Just like the one on the gauntlet on your wrist." He then kneeled down on one knee to be eye level with Ben.
"This is the source of your powers isn't it." He phrased as a statement rather than a question.
"Ding-ding-ding. Give the man a prize." Ben said in a cocky tone as Taskmaster rose to his feet, and then turned his attention back to the Ultimatrix.
"This device is unlike any I've seen before. The ability to change ones from one creature to another, gaining a new power and ability in the process. With a device like that at my disposal, nothing could stand in my way." Taskmaster said in awe.
"Yeah sorry to burst you bubble dude." Ben smugly stated as he leaned back as far as he could go. "But the watch and I are kind of attached."
Taskmaster, in response, twirled his sword in his hand and looked at Ben threateningly.
"Oh, I would do that." Ben warned, knowing full well what the villain had in mind. "The watch has a failsafe function, that if it stops receiving my life sign…Boom." He punctuated that threat by closing his hand and opening it wide, as if to signify an explosion.
The Enforcers took a step back at the threat of being blown up, but Taskmaster stood unflinching. He then leaned in close, "Your bluffing."
Ben glared right back into Taskmasters eyes, putting on his best poker face, "Try me." He whispered so deadly that even Carol looked worried.
The hero and mercenary held their gases for what felt like an eternity, until Taskmaster leaned back and sheathed his sword.
"Very well." He said with a little disappointment. "There are more amusing ways for me to get that device." Ben could practically see the sick grin that crossed the mercenaries face.
"Ox!" Taskmaster called out, "Tear this device of him." he ordered. The lumbering giant stamped over to the tied up hero as he looked up at the mercenary with a worried look in his eyes.
"Uh maybe we could talk about this." Ben tried to reason as the muscle man tore of the binds on his arm and wrapped his massive hand around bens smaller wrist. He the put his other hand on the Ultimatrix and began to tug, as if trying to slide the device of his wrist. But to his surprise the gauntlet didn't budge. Ox pulled again harder, but still the alien watch would not move from it current position.
"Come on you stupid oaf!" Taskmaster yelled impatiently.
"Yeah come on Ox." Shocker said, approaching the scene with Ricochet in toe, "How hard could it be, to get one little high tech wristwatch of a kid."
In response Ox pulled even harder, putting more and more strength into getting the device off. As he did so Ben groaned in discomfort, pain was shooting up his arm as the high tech brute pulled at his arm. The pain was getting so unbearable that Ben felt as if his arm was about to be torn from his body.
"I don't care how badly the host body has to be damaged! I just want that gauntlet!" Taskmaster yelled growing more impatient by the minute.
"AHHHHHH!" Ben screamed as the pain became to much for him to contain.
"X!" Carol screamed as she watched her comerad suffer at the hands of the brute.
Suddenly, just when Ben thought he was going to pass out from the pain, the Ultimatrix started beeping wildly. This caught the attention of the mercenaries, who leaned in close to inspect the noise. Then the gauntlet device started to glow and a massive green pulse of energy erupted from the Ultimatrix. The blast was so powerful that all for villains were sent flying to the other side of the warehouse.
Once the light died down, Carol looked over to Ben and saw him leaning over panting heavily with his left arm hanging loosely to his side. She stared at him wide eyed, even while tied up this boy was able to blast for people away, exactly how much power did he posses.
Ben then stretched his arm and arced his back; "Well it took you long enough." He then spoke to the Ultimatrix, "Geeze I thought my arm was going to be pulled of before the safety feature kicked in."
Agent Danvers looked at Ben confused. "Safety feature?" she questioned.
Ben looked over to her, "Whenever someone tries to forcefully remove the Ultimatrix from my wrist, it releases a blast of energy to force them away from me." He then crossed his arm over his body so his right hand could reach the device.
"I'm just glad I was able to convince those idiots to try and take it." He said cockily, "Otherwise I might have had to get him monologing. And who wants to hear that noise."
Carol stared at him with a dumbfounded expression. "So you planned on him trying to take your watch?" she asked in disbelief.
"Yep and they fell for it." Ben chuckled as he finally managed to reach the watch, "What a bunch of losers."
Suddenly a groaning sound came from were the villains were sent and the Agent and Avenger could see the mercenaries rising to their feet.
"Well those losers look like they want to kill you." Carol said sarcastically.
Story of my life. Ben thought as he activated the Ultimatrix, "Its Hero Time!"
He pushed the dial down and in a flash of green light, Ben transformed. The new alien looked like a gorilla made out of building blocks. It had three main colours, which are red, blue and yellow, with black lines all over its body. It's mostly red and yellow with some spots of blue.
"BLOXX" the alien cried.
Due to his sudden change in size, the bonds around his and Carol's arms were severed. Bloxx then grabbed the roped binding Carol and tore them off. The two then looked at their opponents that were charging straight for them.
Bloxx looked to Carol. "Ill take the Three Stooges. Think you can handle Taskmaster?" He asked.
Agent Danvers stared at his stunned, "Are you kidding Taskmaster knows all my S.H.I.E.L.D training he can predict my every move!"
Bloxx then gave her a hard look. "Then be unpredictable." He said as if were simple. He then offered his hand too her. "Do you trust me?"
Carol looked into his green eyes, while he acted immature at times and could sometimes get on her nerves, he had never given her any reason not to trust him. With a fierce look of determination, she put her hand in his.
"Yes."
With a nod Bloxx then swung Agent Danvers around, building up momentum, and then launched her straight into Taskmaster. The Agent of S.H.I.E.L.D torpedoed into the hooded mercenary with a flying double kick to the chest, knocking him down.
Bloxx then turned his attention to the Enforcers, who were closing in on him. He cocked back his right fist, and then his arm stretched out, extending more than ten times his body length, and collided with Ox's head, making the high tech brute fall on his back.
Seeing his teammate fall down like that, Shocker aimed his gauntlets at the building-bock alien and fired a concentrated wave of vibrational energy at him. The blast shoot straight through the alien, leaving a large hole in its stomach. Shocker grinned under his mask, thinking that he had ended this fight. But to his shock, the wound quickly held like nothing happened.
Bloxx gave a confident smirk at he extended his fist at Shocker, punching him into the side of a crate. Bloxx the saw Ricochet out the corner of his eye, and whipped his already extended arm at him and batted the acrobat away. However, unlike his partners, Ricochet could not be knocked away so easily. His suit was designed to use kinetic energy to allow him to move at super speeds. So when his bounced of the wall, he bounced of like a rubber ball and continued to bonce off several more object before slamming right back into Bloxx, knocking the alien to his back.
The transformed teen got back up and tried to extend his limbs in an attempt to hit the bouncing villain, but Ricochet proved to be to quick for him. The bouncing villain slammed into Bloxx's chest, forcing him into a crate, denting it in the process, and just as quickly rebounded off the hero at surprising speeds.
Bloxx hunched over on all fours, he looked up to see Ricochet bouncing across the warehouse like a human sized jumping bean. No matter how Bloxx tried to angle it, the way the speedy villain moved was to random for him to predict. Then an idea came into Bloxx's mind, instead of predicting were he was going, make him go were you want him to go.
Bloxx crouched low and waited for the right moment, as Ricochet came in for another strike. Bloxx shapeshifted his body into a large box-shaped tunnel, and since Ricochet could change his direction mid-flight, he had no choice but to bounce down the tunnel that Bloxx had become. Bloxx formed his body so that the tunnel was far ahead of the bouncing villain, twisting and turning until he seamed to have form a labyrinth with his own body. The tunnel seemed to go on for forever – Bloxx making sure that he angled himself so that Ricochet couldn't go back the way he came – but just as the bouncing mercenary thought he would be trapped in an eternal bounce the end of the tunnel came in the shape of an open cargo crate. The second Ricochet bounced into the tunnel, Bloxx grew his arms out of either side of the wall and pushed the doors the crate closed and locked them. The sound of Ricochet banging against the side of the metal crate was heard from the out side, but event thought the suit was design to use kinetic energy to increase his speed, it did little to increase his strength, meaning that, for now, Ricochet was trapped.
The labyrinth quickly contracted back into Bloxx, who was panting heavily after creating such a big construct. "Ok… One down…two to go." He said between breaths. He then looked around the room. "Now where did Cyber Kong go?"
At that moment the crate behind him exploded and Ox sprang forth, tackling Bloxx from behind and put him in an Arm Bar, before slamming him into another crate opposite him.
"There he is." Bloxx groan from his position as Ox tightened his hold. However the brute was about to quickly learn that you can't pin down Ben 10. Suddenly Bloxx's arms bent at an odd angle until both fists where positioned right above Ox's head. They then both took the shape of a pair of hammers. The transformed teen then proceeded to bash the hammers straight onto Ox's head; the cyber brute released his grip and grabbed his ringing head as he backed up.
Once Ox got his baring's back he glared daggers at the Ultimatrix wielder. Ox then charged straight at the building-block alien like a steam train, hell bent on crushing the teen. In response Bloxx stretched out his arms, which then folded out until they reached the floor, and formed himself into a fifteen foot tall wall. However while Bloxx is incredibly strong, he is not as durable as most of Bens forms, as such Ox collided with the wall, smashing right through it like it was made of lego bricks.
But once he stepped onto the other side, Ox saw that he was standing in a large bowel with the same colour scheme as Bloxx. Ox then looked around and saw a large framework of constructs around him and a long flat brick pole that connected the bowel to the frame. It didn't take long for Ox to realize that he was standing in a Catapult made out of Bloxx's body. The alien's head then grew out of on side of the bowel, a mischievous smirk plastered on his face.
"Lets see if an Ox can jump over the Moon." Bloxx quipped; the catapulted then launched Ox straight through the roof of the warehouse, leaving a hole very close to Ox's outline. Bloxx then shifted back to his original form, feeling even more drained from his constant shape shifting.
Bloxx only got a moment to breath before a blast of vibrational energy blasted his arm off. Bloxx quickly regrew the appendage as he turned to see Shocker walking towards him, somehow his suit didn't show any sign of the beating Bloxx had given him.
"Just cause you got the drop on me before block-man, doesn't mean your gonna get another chance at it." Shocker said as his vibro-shock gauntlets charged up.
"Bring it on you walking vibrator." Bloxx said, giving Shocker the 'come get me' gesture with his hands.
Shocker narrowed his eyes and growled with annoyance at the transformed teen. Bloxx then charged the leader of the Enforcers, Shocker fired a blast of vibrational energy at Bloxx, successfully shattering the lower half of his body, but Bloxx continued his charge by running with his arms, extending them so they would allow him to have a better stride. Bloxx pulled back his right fist and delivered, what would have been, a powerful right hook but Shocker crossed his arms infront of him and his entire body was surrounded by the green glow of vibrational energy. When Bloxx's fist made contact, it shattered from the energy that now protected Shocker.
Bloxx pulled back, his legs fully restored, and looked at the villain with a surprised expression. It seamed that Shockers suit could generate a vibrational field that protected him from most attacks, making Bloxx's weak body structure completely useless against him.
"Looks like the tables 'ave turned in mah favor." Shocker stated confidently as he aimed his vibro-gauntlets at the Ultimatrix Hero.
Meanwhile Carol was having a more difficult time dealing with her opponent, even thought she put on a brave face when she said she would take on Taskmaster, in truth she was terrified. While she was a highly trained S.H.I.E.L.D operative, she had never faced someone as powerful as a super villain before, that was usually left for the more experienced agents such as Black Widow or Hawkeye (before his betrayal), she was usually put on scouting and recon due to her age and agility. But even with her training she was supremely outmatched by her opponent.
Taskmaster landed another swift kick into Carol's abdomen, forcing all the air out of her lungs, and she collapsed on the floor gasping for air. Taskmaster paced around the downed agent in a Mamore similar to a predator circling his prey.
"I must say for a S.H.I.E.L.D agent I expected a little more of a challenge." Taskmaster taunted. "But I guess I'll consider you a warm up until I can deal with your shapeshifting friend."
At the mention of her partner Carols mind recalled what he had said to her. 'Then be unpredictable' Carol realized that he was right, if she was going to beat someone who could copy her moves, then it was time to come up with some new ones.
Taskmaster was now in striking distance from Agent Danvers, he drew back his fist, ready to split the agents skull, when Carol pulled a small container from her belt and tossed it up infront of the masked villains face. The device then cracked open, releasing an intense light and a sound of thunder at point blank range directly into the audio and visual receptors of the mercenary.
Reeling back from the effects of the flash-bang grenade, Taskmaster groaned in pain as he used his left forearm to cover his eyes. With her opponent temporarily blinded, Carol wasted no time in gaining the advantage. She quickly delivered a spinning kick to Taskmasters face, then quickly followed with a flurry of strikes to the masked villains unarmored areas.
Taskmaster grunted in pain, he tried to lash out to where Agent Danvers stuck from, but due to her small stature she was able to maneuver around the sluggish blows. After another couple of strikes from the Agent, Taskmasters eyes began to come back into focus, while his vision was still blurred, but he was able to make out shapes and that was all he needed to catch Agent Danvers next kick, catching her off balance and unleash a devastating left hook to the stomach, winding her.
"An impressive display." Said Taskmaster as he cracked a few tensions in his neck and joints. "I could never have predicted that from you."
Carol looked up at him and smirked, "Don't worry. I've got a few more tricks up my sleeves." She then proceeded to sweep her leg, catch Taskmaster by surprise when his legs suddenly gave out from under him. Carol then leaped onto her feet and assumed her fighting stance as the fight continued.
Back with the Ultimatrix wielder, Bloxx was having a tough time fighting his current opponent. Shocker proved to be far more powerful than he originally thought, his shock waves shattered Bloxx's body every time the alien hero attacked, now Bloxx was pinned down by Shocker, the vibration-villain firing a continuous blast of vibrational energy from his Vibro-gauntlets, breaking Bloxx faster that he could fix himself.
Shocker grinned begin his mask as he reduces the hero into nothing but a pile of multi-colored bricks. Bloxx new he was in trouble, the shock waves tor through his body and prevented him from reforming, making him nothing more that a conscious pile of bricks. Bloxx rattled his brain to find a way to defeat this guy, how could he fight some one who's mechanical suit prevents any harm from coming to him. Wait, Mechanical? An idea quickly formed in the teen hero's mind.
Bloxx focuses as hard as he could and was able to make a single brick from the pile fall and land directly on the Ultimatrix symbol, a flash of green light blinded Shocker, who then ceased his attack. When the light faded Shocker widened as he saw the new being infront of him.
It was a humanoid blob like creature with black exterior and green stripes that resemble circuitry all over it. Instead of a face it had a green circle on its head. The Ultimatrix symbol was on its chest.
"UPGRADE" the being yelled in a synthesized version of Ben's voice, the circle on his head lighting up whenever he talked.
Shocker's shocked expression quickly faded as he aimed his gauntlets at the alien infront of him.
"You can change inta any form you want boy. But as long as I'm in this here suit, ya can't touch me." Shocker said confidently.
Upgrade crossed his arms an a nonchalant manner, "Oh, I know. But I figure if you cant beat them…Join them!" at that statement Upgrade leaped right at Shocker, however instead of tackling the villain like he expected, Upgrade became more blob-like and enveloped the vibrational villain, seeping into every mechanical part of the suit until he was fully merged with it.
To anyone watching the scene, it looked like Shocker was now covered in a black suit with green circuitry running along it, however it had some alterations. His mask now had a V shaped visor and glowed green, the armor adopted a more bulky look and his vibro-gauntlets now looked like armored gloves with the green vibrational generator on the upper arm. Behind his mask Shockers eyes widened, he was suddenly stuck, he could not move one inch.
"What the?..." Shocker grunted as he struggled against the prison that used to be his suit. "What in tarnation is goin on here?"
Suddenly the HUD lit up with a circle in the circle that was Upgrades face. "In this form, I can merge with technology and control it, and since your suit has tech in every part if it. Consider yourself possessed Cowboy."
Suddenly a loud crash sounded to Upgrade/Shockers right and the two turned to see Ox smash through a crate before ripping if the door to let a very disoriented Ricochet come stumbling out. The two mercs then looked in Upgrade/Shockers direction and saw the Ultimatrix symbol that was on his chest. Both villains narrowed their eyes at the sight of the hero and charged full force at their enemy/leader.
Even though Shocker could move, he was still able move his eyes and mouth, both of which widened in shock as he saw his own teammates charged straight for him.
"Wait its me ya idiots." Shocker cried out. Hearing their leaders voice come from what they believed to be their enemy made the acrobat and brute skid to a halt.
That pause was just what Upgrade needed as he aimed his enhanced vibro-gaunlets at the two and unleashed a wave of green vibrational energy. Thanks to the enhancements that Upgrade had made, the vibrations fired at the same frequency as the suits resulting in the mechanical suits to be blasted to pieces and the two were thrown into the cargo crates unconscious. Upgrade lowered the gauntlets, while Shocker was giving him an earful (Do Galvanic Mechomorphs even have ears?) of colorful hillbilly talk about how he would destroy him until Upgrade muted him. With the annoying sound out his head Upgrade could hear the clear sound of fist hitting flesh as he turned to see Taskmaster deliver a powerful right hook to Agent Danvers face, sending her to the ground stunned.
Taskmaster then drew his sword and positioned the blade to stab Carol in the heart. Suddenly Ben was back in his house, and he didn't see Carol, saw Julie lying there with the blade going through her heart… No not this time, he would not fail again.
As quick as lightning, Upgrade fired a focused wave of vibrational energy, striking the blade shattering it to pieces, stunning the masked villain. Just as he turned to face were the beam came from, he was meat by a fist enhanced by vibrational energy curtsey of Upgrade, who's visor was glowing with rage.
"DON'T YOU DARE TOUCH HER AGAIN!" Upgrade roared in absolute rage. Taskmaster stumbled to his feet, his masked cracked from the impact of that fist, no sooner had he done that a blast of vibrations slammed into him knocking him into the side of a crate with such a force that the villain was forced straight through it and rolled for a few meters before slammed into the wall of the warehouse, creating a large dent in the wall.
Taskmaster groaned as he got into a seating position against the wall, once he stopped seeing three of everything, he got a front row seat of the crate he was just sent through explode into millions of shards, one of which impaled itself inches from Taskmasters face.
Carol, who just recovered from her daze, watch in shock at the sudden change in attitude from the alien hero. From all the stupid jokes and immature antics, Carol never would have thought that the transforming Avenger would have this side to him.
Whatever kind of surprise Carol had, Taskmaster was experiencing a mixture of fear and awe. Awe for the power this begin possessed and fear cause that power was currently aimed right at him.
Upgrade/Shockers body was glowing with green energy, and his visor was burning with rage, in his mind he was not seeing Taskmaster, all he saw was him and his chilling laugh and he saw the blade that pierced Julies heart, all he wanted was to tear him apart. He raised his gauntlets and they charged them up and fully intending to vibrate the villain to pieces.
"X!" Carols voice suddenly rang out. Then all of a sudden, his mind began to clear; he saw just what he was about to do. He was one the path to become the monster that took his family from him, if his family could see him now…
Upgrade lowered his arms, powering down the vibro-gauntlets. He then separated himself from Shocker, sending a volt of electricity through it knocking the villain unconscious. His single eye narrowed in a disappointed expression. Seeing the alien's body language Carol, rather hesitantly, approached the alien.
"X, are you ok?" she asked, concern present in her voice. "You kind of freaked out for a little while there."
Upgrade was silent for a moment, then he looked at Agent Danvers, somehow her voice brought him back from that dark place he had entered, he couldn't explain it but the connection he felt right then and there, it was almost like he could trust her with anything.
"I'm sorry." He finally spoke. "I didn't mean to loose it like that. I'm just dealing with a few things. Thanks for snapping me out of it." He finished.
"And causing him to lower his guard." Taskmaster suddenly called out. Upgrade turned to face the villain, only for him to leap with cat-like precision, and delivered a palm strike directly onto the Ultimatrix symbol. In flash of green light a very surprised Ben looked up at Taskmaster with wide eyes.
"How. Did. You…" Ben struggled to say. He was currently in shock, the only person who had ever been able to deactivate the Ultimatix were Azmuth and Vilgax.
"Thought you would have learned by now." Taskmaster interrupted, "I have an advanced memory. It took me time but I figured out how you operated your device, as that symbol is present on every one of your forms."
Taskmaster then stalked towards Ben, a predatory grin in his eyes. "And from our last two encounters I noticed that you tap the symbol in order to change form, who would have guessed on my first attempt I could turn you human again. No there's nothing to stop me from claiming my prize."
Just as he reached towards the petrified Ben 10 a hand came out of nowhere and pushed Ben over at a ninety-degree angle, allowing Agent Danvers to use him as a stand to swing her legs over and kick Taskmaster in the chest. The villain stumbled backwards but Carol was not done, she charged forward and attempted to deliver a left hook to his face.
However the advantage she had was soon lost as Taskmaster caught the fist and put her in an arm lock. Carol tried desperately to get out of it, but all she was able to do was futilely push against Taskmasters chest. The villain smiled under his mask as he then tossed Agent Danvers aside.
The sight of her rolling on the ground was enough to snap Ben out of his stuper and he rushed to her side and helped her up.
"For a S.H.I.E.L.D agent. That was a pretty move." Taskmaster pointed out in a confused tone. "I know all of your moves, did you really think you could take me in hand to hand combat again."
"Nope." Carol responded simply. "But a friend of mine suggested I be a little unpredictable, so." She then gestured to a spot on Taskmasters chest. The villain looked down to see a small disc like device on the right chest plate. Taskmasters eyes widened as he realized what the device was, but was to late as a massive surge of electricity shoot straight through his body causing him to collapse on the floor defeated.
Ben and Carol stood together looking at the downed villain with smiles. Then Ben turned to the agent.
"Friend of mine?" Ben asked, obviously referring to Agent Danvers previous statement.
"Just a spur of the moment thing, didn't mean anything." Carol quickly brushed off.
"Ah huh, keep telling yourself that."
Carol rolled her eyes, "Oh please how can I even think of you as a friend when I don't even know your name?"
That question stumped the Ultimatrix wielder, should he tell her? Sure she was a S.H.I.E.L.D agent the very people who think he could be a danger to the world, but then again she was able to push that aside and actually work with him instead of calling backup. She and Ben both new that she could have called Coulson or Fury or anyone, but she chose to put her trust in him.
Before Ben could even utter a response, Taskmaster suddenly jumped to his feet and tossed a grenade right at their feet. A second later the explosive detonated, masses of ash and debris were thrown everywhere. When the dust finally settled a large dome on multicolored bricks were shown near the center of the blast, one side of the dome was scorched by the explosion.
The dome the reformed back into the regular appearance of Bloxx, who had used himself to shield Carol from the blast. The Agent and Avenger both looked around to see that Taskmaster was nowhere to be seen. Agent Danvers then let out a groan of frustration.
"I cant believe he got away again!"
"Well don't blame me I was a little preoccupied saving your life." Bloxx quickly defended, turning back into Ben in the process.
"I don't blame you. I blame myself." Carol countered. She then turned her back and crossed her arms. "I thought I could take him in X. I took on a super villain and I beat him. If I brought in one of the most deadliest mercenaries on the planet, I could finally get the respect I deserve."
Ben looked at Carol with sympathy, he new a little about wanting respect but from how she was acting, she wanted it for a different reason. the teen hero walked up to the agent and stood next to her, he then placed a hand on her shoulder, making her at least look at her.
"Look anyone who could even fight a guy that can copy peoples moves and beat them. Has got my respect, and anyone who doesn't see that, well they can just go jump off the Brooklyn bridge." Carol giggled slightly at that, but still didn't let her guard down.
Then Ben gestured behind them. "Not to mention taking out the enforcers, probable might earn her some brownie points."
Carol then turned around and saw the unconscious enforcers, she then looked at Ben wide eyed, which was soon replaced by a look. "Please X, the last thin I need is charity from someone who clearly knows what hes doing."
Ben blinked at the complement, he allowed himself to become lost in his thoughts for a moment before finally coming to what could be the stupidest moment in his hero career, even by his standards.
"Ben." He said aloud. Carol turned to him in shock.
"What?" was her response, trying to make sure she herd him correctly.
Ben shrugged as he pulled down his mask to show her his face. "My name is Ben Tennyson, I'm eighteen and I'm from and alternate world and I my universes most powerful device on my left wrist. Nice to meet you." He finished his introduction by putting out right hand as if to shake hers.
Carol stared at the hand wide eyed, he just gave her his secret identity, and she certainly didn't see that coming. At first she just stood there unmoving which Ben took as a sign to continue.
"Like you said, this was a S.H.I.E.L.D mission and I never would have been able to take on these guys alone. Also you said you couldn't be friends without knowing who I am, so here it is."
Carol blinked twice, then smiled and took his hand and shook it. "Nice to meet you Ben Tennyson."
They let go of each other's hands and stood in silence for a couple of moments.
Ben smiled as the two began to walk out of the warehouse, just before they exited Ben turned back. "What are we gonna do with them." he jurked his thumb in the direction of the Enforcers."
Carol held up her communicator. "I've alerted Coulson about these guys, he'll send a team to come and pick them up."
"Ok good. Wouldn't want to leave them unsupervised." Ben said. He and carol then proceeded out the door.
"Hey…do you wanna go get that smoothie we talked about?" Ben asked, scratching the back of his head nervously.
Carol tapped her finger to her chin for a moment, before shrugging. "Sure why not."
"Great ill get my wallet." Ben said as he made his way to his car, he walked a few feet before Carol grabbed his arm.
"Why would you need your wallet?" she asked with a confused look.
"Cause I'm buying." Ben stated as if it were obvious.
"Ah I don't think so, if anything I'm buying." Carol said in a confident tone.
"What, are you kidding I'm the guy ill pay."
"Oh so now we're bringing gender into this?"
"I'm just being a gentle man, and plus I did save your life." Ben pointed out.
"Yeah and if memory serves I saved yours as well." Carol countered.
"I think we both know that my saves were a lot more cooler. I mean I saved you from a grenade." Ben said in a smug tone
"But I saved you from getting stabbed." Carol argued.
"I think we both know that explosions bet stabbing any day of the week."
As the two continued their argument, Ben couldn't help but smile. Sure he had expected this day to be nothing more than a quiet bit of hero work, but in the end he would have changed anything. Maybe one day he would talk to the others about his past and his dreams, but right now he just wanted to relax and hang out with his new friend, even if she gets on his nerves.
Unknown location
In one of his many safe houses, Taskmaster was licking his wounds. He had lost what would have been a very profitable job, but now he had a bigger target in mind, The Alien Shapeshifter.
As soon as he got to his hide out, the masked villain searched all references of the hero and saw images and video clips of Heatblast, Big Chill, Chromastone, Gravattack, etc. the mercenary looked long and hard at each alien and mused at their powers.
"Pyrokenesis, Cryokenesis, Gravakenesis. And I feel that, that's barely scratching the surface of that devices potential." Taskmaster then paced the room while thinking aloud. "With that device in my position, I wont just have the ability to copy super humans fighting styles. But their powers as well."
He then turned to a picture of the Shapeshifter standing alongside the other Avengers.
"But if I'm going to acquire that device. I must find a way to take care of the others."
"IM glad you think that." A voice suddenly spoke from the darkness.
Taskmaster turned to were the voice came from, his pistols drawn and ready to fire. A green light suddenly illuminated the area and revealed Baron Zemo, Enchantress and the Exocutioner. Zemo steped forward completely unafraid of the masked villain.
"I am in need of your services, mercenary." Zemo said in a professional tone. "You just have to but name your desire and it will be yours."
Taskmaster lowered the guns, intrigued by what the Masked Daemon had to offer. Maybe this could provide him with just the edge he needed.
SHIELD Helicarrier
Director Nick Fury, was reviewing the days mission reports, as director of an international peace keeping origination it was up to him to make sure that each mission was carried out with presision. However one mission report caught his eye, the results were interesting to say the least and usually Fury didn't get to much into mission reports, he would usually hand that down to either Hill or Coulson. But this particular mission demanded that he speak to the agent responsible in person.
With a knock on his door, Agent Carol Danvers walked into his office, a worried and nervous expression on her face as she stood at attention infront of Fury's desk.
"At ease agent." Fury order, which she complied. Fury then opened the file that contained her mission report.
"Quite an interesting mission Agent Danvers. Tracking down and engaging Taskmaster and The Enforcers, without calling for any backup was a bold move." Carol shifted nervously in her spot.
"And I understand that you had assistance on this mission. Care to elaborate on that?" Fury questioned, leaning over the desk and placing his arms on top.
"Yes sir," Carol responded once again returning to attention, "The Avengers Shapeshifter sir. Please believe me when I say I tried to get ride of him but he has no respect for authority, and he always puts other peoples safety above his own and is always spouting off these really annoying quips at the enemies and …" she stopped herself when she realized she was rambling off topic, she noticed Fury raise and eyebrow at her little rant before she stood bad at attention. "Sir." She finished.
Fury then leaned back in his chair and when to retrieve something from his desk draw "I am well aware of the Shapeshifters presence, I am also aware that you and he spent some time together after you defeated the Enforcers."
Carol blushed slightly at that last part, but then composed herself when Fury pulled out another file and slid it across the desk to her. The file was thin and did not look like it held a lot of information. But what caught her eye was that, on the front of the file was a picture of Ben Tennyson.
"I have a new mission for you, Agent Danvers."
Wow this was a long one, I thought that all the distractions I was getting was the reason I didn't update yet but no it was the length. Sorry to those who wanted Ben in Everything is wonderful, I just wasn't sure were to put him. With Tony and Hank fighting Wander Man or with Wasp and Thor fighting MODOC, I was so confused.
So I decided to make this chapter were Ben meets his love interest and rival for the Master of Evil. I chose Taskmaster because each member of the Masters of Evil had a personal vendetta against each one of the Avengers, and a guy who can copy others skills would benefit the best by having a device that gives him access to any power.
Special shout out to Star Saber21 for all his help with this chapter. and again any advice or grammar errors you wish to bring to my attention, please feel free to PM me.
Until next time, CaptainRex75 out.
