Hello readers, here's another new story, similar to my Ben 10; the Omnifarious Hero reverse Isekai story. In which the MC doesn't get flung from their world to another. But instead have characters brought from another world to their's.

In my other story's case it was from My Hero Academia. For this one it's crossed over with the old Jetix series W.I.T.C.H.

A disclaimer, Julie doesn't exist in this universe. Nothing against her though.

Our view comes to the Bellwood train yard, behind a few containers were two teenagers, a boy and girl, and an odd alien being. The boy's name was Ben Tennyson, in paper he is your average teenager who recently one the MVP for his school's soccer team. However the real truth is much more... amazing to say the least, Ben was no ordinary person.

Taking a closer look at his left wrist we can clearly see a bulky watch like device. This is an extraterrestrial piece of technology known as the Omnitrix. A very powerful device, capable of turning whoever was wearing it into any species of alien in the known universe. During the summer vacation when he was 10, Ben as well as his cousin, the girl, and their grandpa Max were traveling the country and he encountered this unique piece of tech.

From then on he's been using then Omnitrix to help others and become a hero, he even has his own rogues gallery of villains. Not only that but he discovered a major secret about his family, mainly that his grandfather was a member of an intergalactic police force called the Plumbers. At the moment he, alongside his cousin Gwen Tennyson, were helping the alien named Magister Labrid, one of Max's teammates in the Plumbers, on a case. The three were currently on a stake out.

"So what are we doing here again?" Gwen asked, "Stake out, according to a tip from your grandfather, the forever knights, a group of criminals who.." "trade in alien Technology, I know. I've ran into them before" Ben said, "they're supposed to meet up here tonight to receive a shipment of illegal alien tech" Labrid explained. "Who do they get it from?" Gwen asked a bit puzzled, "don't know, Max was going to tell me but he disappeared" they then heard the sound of two engines "Someone's coming"

The three saw two large trucks drive into the yard, along with a green and black car. Out of it stepped a tall seventeen year old male with a black mullet wearing a black shirt over a grey long sleeve and jeans. "That's Kevin" Gwen said recognizing, "you know him?" Labrid asked, "yeah, Kevin Levin, he's got super powers. I used to fight him all the time when I first got the Omnitrix" Ben answered, "he ended up trapped in the Null Void, kind of an extra dimensional jail" Gwen adds.

The forever knights then gave Kevin a brief case filled with money, he then spoke to the others saying the money's here. The then brought out a few cases from their truck, "well he's brokering the deal" the alien said.

On the other side of the train yard unnoticed to everyone, a blue light flashes there as five girls steadily stand up. "Oh man... that really hurt?" One girl said, she had short red hair cut into a bob style and had brown eyes. "Tell me about it" another girl with brown hair and blue eyes said, "anyone hurt? Taranee? Cornelia?" A girl of Asian descent with long black hair, tied into two twin tails, asked. The short blue haired African American girl, presumably Taranee, nodded "yeah Haylin, I'm fine... a bit dizzy but fine" she replied. The tallest girl with long blonde hair and blue eyes, Cornelia nodded "yeah same here, how about you Will? Irma?", the first to girls nodded, will being the red haired one and Irma the brunette. "Okay, so... where are we, this doesn't look like Heatherfield, or meridian" the Will asked.

They then heard the deal going on and looked over the container to see Kevin displaying the illegal tech. Which had been an odd looking device that bared a resemblance to the handle of a crutch, only metallic, "as promised, four dozen factory new laser lances, ether point energy module, antenna focus emitter" he then walked over to a spot and faced a container.

"It's good for 35 minutes of continuous fire for .6 terrawatts, is that good?" He then fired at the container, which was unfortunately the same container the five girls had been standing behind. "Oh no!" "Quick move! move! move!"

They thankfully got out of the way before it exploded, "you tell me."

"Too close" Will said before hearing Labrid "that's level 5 Technology, Earth is only Level 2!" They looked over the other container they hid behind to see Ben, Gwen and Labrid walking down to the trucks. With the officer showing a badge of sorts "hands above your heads air breathers! By the authority of the Plumbers you're all busted" he said.

The men simply responded by somehow tearing away their faces, transforming into a weird alien monster. They had a desaturated yellow skin with black hands and claws, and purple heads, an inverted looking mouth, their brains showing and a single cyclops like eye. "Oh that's so creepy" Gwen said, "isn't it?" Ben replied "he's telling me" Irma said as the others looked freaked out by the transformation. The creatures, "oh man, really wish we had our powers. Maybe then we could stand a fighting... GAH?!" Taranee was saying before a burst of fire shot out of her hand and into the air, "hey we still have our powers!" She said.

Will took a look at her hands before concentrating, then managed to generate a powerful arc of electricity between them. "Yeah we do, the others then tested their abilities out, with Irma spraying water from her palms, Cornelia making the solid ground around her rise and Haylin blasting a strong breeze from her mouth. "Least we have a fighting chance now. And for some reason, I think our abilities have changed a-?!" "Whoever is back there come out now" they heard a voice speak. Peeking from behind the container Will saw one of the alien monsters heading straight to them. "Oh this is bad" she said, "well, least we won't go down without a fight" she said as Lightning emitted from her hands.

The other girls had stern hazes as they nodded, activating their powers, "I Said-(SCREECH)?!?!" Will made herself noticed first by jumping out from behind the shipping container and blasted the alien with pure electricity. "Oh we heard you alright" she said before charging herself up with energy, then bolted to Ben and the others as Taranee created a fire wall to separate them from the creatures. "Woah who are you?" Gwen asked, "names Will, these are my friends Irma, Taranee, Cornelia and Hay Lin" Will introduced as the others managed to get their way behind the wall of flames.

"Why-" "well explain why we're here in a bit, though I don't know how" Irma said, "so what now?" Ben asked seeing the aliens back away from the flames. "Stand off" Labrid answered, "Uh officer... don't look now but it looks like we've got company on both sides" the Taranee said, then addressed the forever knights standing behind them. "We are toast" Gwen commented seeing their situation, "no yet we're not" Hay Lin said before taking a really deep inhale. "Elemental Lung capacity don't fail me now" as the girl kept breathing in Ben activates his Omnitrix.

"Like she said, no we're not, it's hero time!" He slaps down hoping to turn into one of his aliens, only for it to beep in response and turn blue as opposed to its normal green or red colors. "Is that supposed to happen?" Cornelia said "no, come on" The teen then tried to get his watch to start up.

The two forces ready to advance on them, "Ben seriously" Gwen said once more as pink energy started to form around her hands. "This is a really bad time for a reboot" Ben said, "maybe I can help. I may not know how alien tech works but technology usually listens to me... usually" Will offered before she ducked a slime blast from one of the aliens. "Oh I know you didn't just do that" Taranee said blasting fire at them, "Hay Lin, let em have it!" Irma said, she nodded and exhaled, releasing a blast of tornado level winds to knock the creatures back.

Will then noticed the knights aiming their weapons at them, knowing what they could do as she was nearly on the receiving end she attempted to intercept "oh no you don't!" She grabbed a nearby wrench and charged it with electricity before throwing it at them. It hit a night knocking him back, but his blaster unfortunately shot it's round and hit her "ahh?!... hey why am I not exploding?" She asked, she looked around to see everyone surprised and herself remarkably unscathed.

"Hey I'm okay" she was then blasted again by the knights, only for the energy to some how get absorbed by her, "you know you're really asking for it!" She said shooting energy beams right back. "Never could do that before, neither could I absorb energy" she then allows herself to get shot more, absorbing more energy with each blow. "Now you're in trouble" the red haired teen then charged up a blast before sending multiple laser beams at the nights at rapid fire before turning her targets to the aliens.

"Okay I admit, that's pretty cool" Irma said, "think we got any new powers?" She then smirked before swiping her hand. Which had allowed her to throw a blast of water at both sides and when the water splashed it quickly turned to ice. Taranee then felt her throat get hot before they glowed red, she then let out a yell before blasting a strong beam of fire from her mouth. Cornelia then created green energy around them and suddenly, lots of plant life grew from it creating a shield for them. "You're a unique bunch aren't you?" Gwen asked "is anything ever normal though?" Ben asked trying to get his watch to work when the knights and aliens began to claw away at the plants. In response Gwen created an energy shield around them for added protection as Cornelia nodded and grew more plants. "Think you'd be able to take my offer?" Will asked trying to help Ben, channeling her energy into the watch in what looked to be an attempt to control it.

"Come on, there's got to be a manual for this thing. Whatever it is" Will said, "believe me I've tried to ask for one" Ben said in response, all of a sudden it sparked before glowing bright green and began to reconfigure itself. Now looking like a sleek newer model of itself, "woah, it never did that before" Ben said. Then began to tinker with it, after hitting two buttons on the side the core popped up and showed the image of a crystalline and rock like alien. Then began cycling through it looking for a recognizable alien, with it showing a four armed monkey like alien, a manta ray like aliens and finally a humanoid plant looking alien.

"I don't recognize any of these guys, although under the circumstances, this one seems pretty good" Will then raised an eyebrow, "what exactly do you-?!" She shielded her eyes as Ben slapped down on the core and flashed a bright green light. He transformed, in the process his body began to turn from human to plant, with his skin turning into a type of living root and compost like substance, the hair on his head became red and yellow flower like petals, his face turned black, and a green methane like case began sweeping out of his skin.

Suddenly the top of the plant shudder blasted open with the form of the new alien "Swampfire!!!" Ben yelled, then everyone began to notice a really strong smell. "Ew, what's that smell?" He asked, "(cough)(cough) dude I think that's you" Irma said covering her nose, he raised a brow... or at least he tried as his eyes weren't exactly human anymore. Then sniffed himself "oh man that is me" ignoring it he charged towards the alien and began punching them with brutal force. Then was shot by the forever knight's laser lances, that surprisingly safely passed through him, "hey! Quit it, that tickles" Ben said before getting his arm cut off. "Hey?!"

Everyone looked shocked seeing, then were surprised to see a vine growing from the severed arm and began reattaching itself to the newly dubbed alien Swampfire, "you guys are in so much trouble" he said, then "in coming!" Hay Lin said before blasting more air at the aliens.

Only for the creatures to shoot the same slime at her which got her in the eyes "Ah! I can't see! Also this is so gross!" She complained trying to get it out, then the others got blasted by the slime. The methanosian saw and was most definitely not happy with it "get away from my friends!" He emitted has from his hands before they combusted into fire balls.

The floral based life form then smirked before throwing said fire balls at the aliens, scaring them away. Irma, who managed to get her hands free, then sprayed water on the slime immobilizing her and washed off the goo. "Okay I'm free, here" she then did the same to the others. "Don't get too comfortable, we're not out of the woods yet" her red haired friend mentioned before generating massive amounts of electricity.

"Hey metal heads, all that armor must make good protection, too bad that it also makes you the perfect lightning rod!" She called out smirking. Will then shot a lightning blast into the sky, then as if she was related to Zues or Thor the lightning came down in multiple chains and struck the knights incapacitating them. "Nice" Swampfire praises giving her a thumbs up, then ran to the other knights who were trying to make a break for it.

That was before he was intercepted by Kevin "hey Tennyson", "what do you want?"

"Lets see, you trapped me in the Null Void for all those years" Kevin said "you did that to yourself" Ben retorted. "And you ruined my deal today, I'm thinking I want revenge" he then kneeled down and grabbed the train rails. Then he began absorbing the metal, creating a suit of armor around his body, "the good news is, since I can absorb anything, I've got more than enough power to take it."

"That's new" Swampfire said before charging Kevin, who had punched the alien's stomach and completely pierced through it. His fist sticking out of the back and everything, this however didn't deter Ben as he smirked remembering how he couldn't really get hurt as this species. He then banged his arms on Kevin's head before kicking away into a container. He then picked said container up and threw it at Swampfire, crushing him underneath.

"Ha! And that's what happens when you mess with me", had he been paying more attention to the ground he would've noticed the long vine growing out of it before it morphed back into Swampfire. "Hey what the?!" "Peekaboo!" Ben then punched him with both fists, shaking off the impact Kevin went to another container trying to crush Ben again.

Only for the methanosian to light his hands up with fire and blasted a flamethrower attack at Kevin, knocking him back and sending him flying. This had seemed to knock him out, since when he hit the ground his metal armor disappeared and he fell unconscious.

Later the broker had woke back up seeing the entire group surrounding him, he attempted to get out but his wrists seemed to be stuck in some type of energy restraints. "Energy cuffs, you can't escape, nothin there to absorb" Labrid explained. Will then spoke up "by the way, Gwen was it?" She asked as the auburn haired girl turned to her "you still have some of that slime in your hair."

Gwen ran her fingers through her hair but saw none of the slime, "other side" Kevin said, she did the otherside and was rightfully disgusted as she found more in it "ew!" "I got yah sweet heart" Irma said spraying water at Gwen washing the slime out, "and now I'm all wet" she noted. Then was surprised to get a strong blast of wind towards her from Hay Lin, who was channeling wind through her hands, "there you go".

Labrid then walked up to Kevin carrying one of the lances "time we had a talk tough guy" he said opening it up. Revealing a cylindrical energy core inside, "these blasters run on ether point energy cells, a dangerous technology way to advanced for humans" he said putting it back in. "They shouldn't even be on this planet", "so hows that my problem?" Kevin asked scoffing, "because while we were fighting the forever knights got away with a crate full of them" Ben said. "You set up the deal, you're going to tell me where they are."

Gwen then spoke to Kevin "Kevin, people could be hurt" she said, "you're in a lot of trouble son, I'm giving you a chance to help yourself here" Magister Labrid said once more. "Don't need to convince me, those guys ran off before I was paid. I'm happy to help track those dead beats" he said.

"In the mean time, why don't you explain your story" Ben said addressing the five girls they just met, "if you're willing to listen, that may take a while" Will replied "we got a long drive, we got a while" Kevin said as the officer released him from the energy cuffs. "Also you're gonna have to find your own ride, no way are this many people gonna fit in my car" he added.

"How do you think I got here?" Ben asked before taking out a key fob, then pressed a button on it. A car then drove over, it was predominantly black with a green X on the hood and had the Omnitrix's symbol on the tires. "Dude, where'd you get something like that?" Irma asked admiring the vehicle, "yeah Ben. You still didn't answer me when I asked you about the car" Gwen said.

"Birthday, Mom and Dad, and also Grandpa thought it'd be good for me to have my own car. Though it did take a lot for me to actually earn it, as for my license, dad and Grandpa have been teaching me on he weekends" Ben explained, "Shot Gun" Will said, the girls then groaned.

Later on the two cars were driving down a road, Will had told their story, the five were guardians of an invisible barrier between worlds called the veil. It was their job to seal tears in it when evil entities were to pass through it into their world. In order to fight against them each guardian had their own elemental power. Will held the power of Quintessence being all forms of energy, Irma had the power of water, Taranee had the power of fire, Cornelia was Earth and Hay Lin was air.

Ben even commented that if their put their names together it spelled out W.I.T.C.H. Hay Lin even admitted to even figuring that out and made it their team name. Originally they had been normals girls but destiny seemed to choose them to be the guardians. Ben then told them about him, when and how he got the Omnitrix and all the adventures he's had. Little to say both sides had been impressed, after that was done they started talking about the situation at hand.

"I still think I should drive" Magister Labrid said "hey no one drives my car but me" Kevin retorted in response. "You were telling us about the aliens" Gwen said, "I don't know anything about the ones we fought today, never met their kind before" the Magister replied.

"Haven't seen them in the Omnitrix's current playlist either. Not that I know how to work this thing anymore with how it's callibrated" Ben replied over their car's communications. "I still think it's cool that Ben can turn into aliens" Hay Lin said, "first magic exists and now aliens? What's next dinosaurs?" Cornelia asked sitting in the back of Kevin's car with Labrid.

"Anyway, there's been a lot of alien activity on earth, don't know why. Your grandfather thought the weapons deal would lead us to whatever is causing all the interest, now he's gone missing" The Magister explained. "Knowing grandpa Max he's probably at a diner enjoying a roasted cockroach salad. It's a wonder all that weird alien food didn't kill him" Gwen joked in an attempt to lighten the mood.

Only to get the opposite response from Ben "He's not dead! Stop making jokes about him!" He yelled, this almost caused Kevin to abruptly stop and almost cause an accident "don't talk to her like that" he snapped back. "Okay now, let's calm down! Don't want to cause an accident on the road" Will said attempting to calm Ben down. "Okay Gwen, take it from a master at making a joke or two, joking around about a missing beloved family member isn't something to do" Irma added over the line.

After a few seconds Ben calmed down, He then said "you're right sorry Gwen", Will patted him on the back "we all know your worried about him." "I just wish he were here he would know what to do he always knows what to do" Ben replied looking at his watch, Labrid said "well he aint you're the one with the Omnitrix you're going to have to figure out how to get things done on your own."

After a while driving in silence they arrived at a castle of sorts "We're here" he said as they pulled over, Ben then spoke "subtle nobody would think to look for knights in here" this earned a response from Kevin "you didn't."

"How do we get in?" The alien asked, "let me take care of it" Cornelia said, after getting out she raised her arms and channeled green energy around them. The same energy seemed to appear around the drawbridge, she then brought her hands down as the bridge did the same, "looks like she's still got it" Irma said as they walked in.

As they got deeper into the castle Gwen had made a pink energy orb in her hand "here let me help", Taranee then created multiple fire balls around them. Each floating in the air lighting up the room, "there's no one here, are you sure this is the right place?" Gwen asked.

"There's a hidden door keep looking" Kevin said, then smirked seeing some jeweled antiquities. "Might as well have brought a shopping cart with yah" Irma said, Hay Lin then squeaked accidentally knocking into a statue causing it to fall over. "Sorry, wasn't watching where I was going" she apologized, "hey it was an accident-?!" Ben was then cut off as they saw something really bad. "What? Wait... that's the 'There's something really scary and big behind me' face isn't it?" She asked.

They all nodded, she nervously looked back to see a gigantic Dragon behind her, "and this is bad... really bad!" She shrieked. Then jumped back as the beast began to roar. They backed away only to see more forever knights behind them, "nobody move! Hands on your head!" One knight demanded, "oh yeah make us!" Cornelia said, then used her powers to strike the ground with a mighty blow, which had sent the forever knights flying. Kevin then absorbed some of the stone from the wall and made his arms rock, then began to fight the other knights that had gotten back up. With Irma and Taranee following using a mixture of fire and water blasts.

Noticing the Dragon approaching behind them ben quickly activated the Omnitrix and transformed again. This time into a small silicon looking alien being that looked vaguely robotic with white skin and green eyes and green mouth. "Echo. Echo." The alien then duplicated itself before jumping at the dragon,"Got. him. Got. Him. Got. Him. Got. Him." The gang then caused the creature to get knocked over and kick up a lot of dust.

Will then used her lighting rod attack again which the knights still surprisingly haven't learned from. With Haylin blowing a wind storm around like no one's business. All the while Gwen using her powers to create barriers to block the knight's laser blasts with Labrid shooting them with his blaster.

Kevin then grabs to knights who were disoriented from the cloud of dust the dragon made "oh you're not gonna..." "yeah, I am" the matter absorbing teen then clashed their heads together before throwing them to the side. He charged more not noticing one behind him, "Kevin!" Labrid then blasted the knights who was about to shoot him and damaged his gun.

Though even though the damage was blatantly obvious with the big hole and cracks in the blaster, the knight still picked it up in an attempt to shoot him. "Don't do it! It's busted!" Labrid yelled as the armored man pulled the trigger. Which caused the gun to overload an release an energy burst as it began vaporizing the forever knights. "Hit the deck!" The officer then tackled Kevin to cover him from the blast as the enemy exploded. Leaving only a smoking helmet rolling around, "that's why level 6 technology is illegal on earth. Humans aren't ready for it" Labrid said catching the attention of all present. Who looked... shocked to put it mildly.

Irma and Taranee meanwhile had solidified multiple knights in their tracks by repeatedly heating up and melting down their armor before rapidly cooling them down with water.

"Think we got enough?" Taranee asked, "depends, is the army still coming at us?" Irma asked as they saw another group of knights, albeit a smaller group, running at them. "Don't worry girls I've got this one" Cornelia said before using her powers on the metal armor, which caused it to levitate off the ground and slam into the dirt, effectively burying them into the floor. "Fast work" Gwen said, then threw another energy blast behind her knocking back two more knights, "not so bad yourself" the blonde replied.

They all then heard a loud echoing scream, Ben was thrown off the dragon before all the Echo Echoes began to let out a loud scream at the beast. This seemed to cause the dragon a lot of distress, with the others trying to cover their ears from the sound. Will, despite the annoyance to the sound, tried to help by zapping the creature in an attempt to subdue it, then was met with a shock as she found out the monster was really a machine.

But what was fortunate was that it was mechanical, meaning she could overload its battery and with the help of Echo Echo's sound waves cause it.

BOOM!

Explode.

"You could want someone when you're going to do that" Kevin said as Ben began to, literally, collect himself. He looked back and saw Gwen in the same mood "yeah, I've got ear plugs in my purse" "sorry"

The group then collected all the laser lances and piled them up, "that's all of them" Labrid said, everyone covered their ears as Ben took a. Deep breath. Then let out another sonic scream causing the blasters to explode again.

The sonarosian then noticed a blue liquid leaking out of Labrid's suit, "Hey. Are. You. Okay. There's." He then turned back "water leaking out of your suit"

The alien held to where the leak was and inspected it as it began to evaporate, "that's not water..." he then fell to his knees. With the group trying to help him stand, "Ben, listen to me" he said. "I've got a tire patch kit in the car, maybe we could-..." Kevin was then cut off.

"There's no time for that there's nothing anyone can do." The plumber officer said as he began to become paler. "let us help you" Hay Lin begged, Labrid then answered "if you want to help me finish the job you have to find out where the level 5 tech is coming from."

Ben nodded "I will", "that's only the tip of the iceberg kid your grandpa was onto something big an alien conspiracy with earth in the middle. He was undercover if you crack this case maybe you can find Max and save your planet" Labrid said as his skin began to wither. "I can't do it without grandpa, I haven't used my powers in so long, I'm not sure I know how." Labrid then placed a hand on his shoulder, "you, you are Ben Tennyson you can do anything" however he then disappeared in smoke and the suit fell the ground empty.

"No" Gwen then buried her face into Kevin chest, he tried to comfort her the best he could. The others having the same reaction, Will then looked to Ben who had a stern look on his face before looking to everyone. "I'm gonna need help" he said, "you know I'm here for you" Gwen said calming down, "Kevin, I know there's no money in this but" Ben was cut off when Kevin picked up Magister Labrid's badge. "I'm in" he said.

"And don't forget about us" they all looked to the five girls who they just met, all of which had their powers ready to go on the assault. "Say the word, and we'll follow your lead" Will said.

The team then went outside to the two cars with Gwen levitating in the air, alongside one of the lances that was spinning in the air. "Are you sure this is gonna work?" Ben asked, "no, I've never tried this before" Gwen replied, "but in theory I should be able to trace the vibrations of this laser lance back to the people who used to own it" she muttered.

"Hey didn't Ben destroy all of those blasters?" Taranee asked sitting in Kevin's back seat, "I kept one as a souvenir" he defended. "Better disarm it though because I could always blow it up again" Ben said, Gwen and the blaster then started to float forward "hey it's working. Follow me" she said.

"I'll follow you anywhere" Kevin said, "heard that tough guy, you like Gwen" Cornelia teased, thankfully unnoticed by anyone other than Kevin. Who blushed, "shut up"

Gwen then floated over a field of rocks, "but not there, come on Gwen Paint Job!" The absorbing teen complained, "not to mention our stomachs" Taranee added looking a bit green. "This is why I stuck to the road" Ben said to Will, Irma and Hay Lin who rode with him, the two of them understanding with how much the other car was shaking.

They then arrive at what looked like the entrance to a mining elevator, with a guard standing outside. "this is it, down that mineshaft" and Ben nodded "we'll have to get past the" he was cut off by a grunting noise. And saw Kevin was there with his fist extended and the man falling down to the ground unconscious.

They ran over to him clearly a bit agitated he did that, "you hit him too hard" Cornelia said "not him it" the delinquent then pulled off the mask that made the thing look human. Kevin handed the mask to Ben, "just like the mask the aliens at the train station were wearing." Will notes, "we're getting warmer" Ben said, the group then enters the elevator and Kevin pushed the down button as it started descending.

"Not much to see down here" Kevin commented only for the girls to gasp, "don't think so." Ben said pointing, Down in the mineshaft was a giant space ship with a whole lot of the aliens going into and exiting the ship some of the holding carts that were loaded full with some sort of supplies.

After the elevator stopped and they crouched down behind some more rocks, all Kevin could say was "big". Ben then spoke up "it's the mothership don't you get it? Grandpa max has to be in there."

"so how do we get in" Gwen asked, Ben pulled out the ID mask "how's this work again" he asked, Will then used her powers on it and got a complete description of it in her head "photonic displacement you can set it to make it look like whatever you want." She said before shaking her head. "Whew, head rush, never did that before" she said.

"Another new power you mentioned earlier?" Kevin asked, "normally my powers allowed me to talked to anything that ran on electricity, like machines and technology. But looks like they've been altered this time" she replied.

Ben then smirked before putting the mask on his face and suddenly appeared as one of the DNAliens. "How do a look?" He asked, "about the same, only taller" Kevin answered, trying to get under the shapeshifter's skin "hey he doesn't look that bad" Will argued. "Least someone thinks so"

Gwen then came by riding some floating mine carts, "get in" she said, "why-hey?!" Kevin was then pushed in by the girls "just do it" Irma said as they piled in. With Ben driving the cart.

Thankfully they managed to get in unnoticed, "end of the line" he said taking off the mask, "whew, for a second there, I thought we were gonna be caught-and wow it is cold in here!" Hay Lin said, hugging the first thing she could find to warm up, which had been Taranee. "Sheesh, you're not wrong about that" Cornelia said, "really wishing I held onto the jacket now" Irma said shivering.

"Okay, what's next?" Gwen asked, "see if you can find where Grandpa is" Ben said before zipping up his jacket. "It is cold though", "okay let me try something" Gwen's eyes then flowed pink. After a while it died down, "I'm sorry Ben, Grandpa was here, maybe a couple of weeks ago but he's not here now" she said.

"Sorry we missed him" Will said, "so should we just get out of here because I don't like the idea of these guys just being here waiting for an invasion of earth. You only need to go through that once" Cornelia said. "Agreed, we're not leaving. Not yet. Just like when Grandpa taught me how to ride my bike when I was little, the training wheels come off big time" Ben said. Will smiled "in that case count me in, first off we gotta find out where those lances came from" she said walking over a control panel.

"And I know just how to find out" she then used her powers on it, looking through the computers and machines in the ship to find the weapons. She then stopped "found them, follow me" she said as they walked to a large room. Will then moved to a door "over here" Kevin then came over before absorbing the door's material. Then grabbed it as hard as he could before wrenching it open, revealing multiple shelves full of laser lances. "Twelfth floor, all the weaponry to weaponize an entire army" Irma said.

Will then noticed Gwen about to use her powers, "please Gwen, allow us" she said. Then charged up her powers, with her friends doing the same, the five then blasted the inside of the room leaving no lance intact. Completely obliterating everything inside, "oops... okay not what I had planned..." the red head admitted noticing how loud it was.

"While it could have been quieter, not bad. Remind me never to get on any of your bad sides. Still we should probably hurry" Ben said, "why, it's no big deal. We'll be out of here before-" Kevin was cut off when they heard hissing. Looking up the eight saw lots of the DNAliens scowling at them, "you were saying?"

One alien then shot a blast of mucus at them, thankfully with Gwen putting up an energy shield to block their blasts. "How about we fight them, instead of each other?" She asked, "agreed" Taranee said, then blasted fire from the side of the shield which seemed to repel the aliens, "they seem to be intolerant of heat. Just like how they were back at the train yard" she said, Ben then transformed again. This time into a giant alien, the creature was reptilian, had orangish brown scaly skin, elephantine feet, a strong tail, serpentine head and green eyes.

"Humungousaur! Yes!"

The Vaxesaurian then jumped over the energy shield before body slamming multiple aliens, then began rampaging to stomp the rest of them. "Hey save some for me" Kevin said absorbing the floor, "those creeps costed me a major pay day" he adds, then noticed the look on the girls' faces as they each held back their own DNAliens "and because they're evil and we're against that."

He then punched several in the face with his iron coated arms, with Gwen shooting her energy blasts at others. Will shocking them with her electrical powers, Cornelia was manipulating the metal around them to grab onto the aliens trapping them in a prison of metal, Irma blasted multiple with water as Hay Lin began blowing cold air around them and began freezing them in place. Taranee held several back by trapping them in corrals of fire.

Ben in the meantime kept pummeling more of the aliens before a few tripped him over and spat slime onto his arm sticking it to the ground. "I can't believe you just did that" he the dinosaur like alien pulled his arm up, with the floor and slime attached to it and roared.

Then ran to fight more, but not before smacking the one who spat on him with his tail, charging more using the floor as a shield and tackled one into the wall. Eventually they managed to beat a large number of them, "we kick butt" Kevin gloated. "So far, but there could be hundreds of these guys in here" Humungousaur comments. "We destroyed the weapons, why don't we just leave?" Gwen asked.

"Good call Gwen, let's get..." she was cut off seeing something... rather intimidating. "Oh man" the gang saw a tall, very bulky alien creature with pale white skin, black hands and feet, and no actual face walk in. "What are you creatures doing on my ship?" It asked.

"I do not repeat myself to lower life forms, what are you doing on my ship?!" It demanded, "did he just call me a lower lifeform?" Kevin asked insulted, "I'm pretty sure it did" Ben replied. "What's a lower lifeform?" Hay Lin whispered to Irma and Taranee, with the two whispering back what it meant. "Hey not cool!"

"While he may have a point, it's rude to say so" Gwen said, "you vermin would dare mock a Highbreed commander?!" The creature said. "I'd mock anyone who uses the word mock" Ben shot back smirking.

Kevin then charged forward, only to get smacked aside by the now dubbed, Highbreed commander. "Kevin!" Gwen exclaimed as the rest gasped in shock, the beast then attempted to hurt him again, only to get restrained by Gwen. The alien unfortunately, was strong enough to throw Gwen to the same wall, even while still being restrained. "Did he hurt you?" Kevin asked helping her up, "no" "well I'm gonna hurt him"

Ben then got between them, "stop he's too strong, you guys get outside" he ordered, "I'm not leaving you to fight that thing alone" Gwen said. "Who says he's fighting alone?" Will said as she and her fellow guardians readied their powers "I'm still not leaving you here" his cousin said again. "No time to argue, Kevin, get her outta here!"

The absorbing teen then nodded before picking her up and running out, just as the High Breed broke out. "Maggots, you would face me alone?" It asked, agitating the dinosaur and caused him to charge forward. He got a hit in before the alien held him back, only for the High Breed to get a lightning blast to his back by Will. He attempted to change targets only to have Humungousaur grab him again and body slam him. "Vermin!"

The alien got angry and threw Ben off before getting a flamethrower to the face by Taranee. He then grabbed her only to get stabbed in the hand by a metal spike by Cornelia forcing him to let go, then Irma sprayed him with water again. Will growled before shooting lightning once more shocking him again, this time with more lethal power. "Filthy creatures!"

He then threw multiple pieces of the ship at them with the whole group dodging, "hold still!" "And why the heck would we do that?" Will questioned before blasting lightning again.

That's when Ben came back and tackled the alien, both trying to over power the other, slamming one another into the ships walls. "You've Ruined everything, by discovering this location. You've set our plans back months!" The creature then threw ben into the girls nearly squashing them. Nearly though thankfully, then picked him up by his head "inferior scum, I have to move my ship, find a new hiding place, and have to sterilize the area"

"Sterilize?" Hay Lin questioned before they moved out of the way of his free claws. "Destroy all life within five miles of here, no witnesses will be able to tell the tale" the alien explained making them even more mad. "You can't!" Humungousaur said as the team tried to get the highbreed off him. "I can, and I will" just as Ben was about to tell the girls to run Will made a suggestion "Ben, quick, what's the one thing a pet owner hates when his animal's angry with him?" She asked.

He got the idea before using his tail to smack the alien in the back of the head, distracting him, then bit him on the hand. "Filth! You've infected me!" The creature said horrified as he let go, then tried to grab Ben again, who unfortunately for him used his tail to smack him away. Then grabbed the girls "let's get out of here!" He shouted "you know, I agree very much with this plan!" Irma said as they hung on as he jumped out of the ship.

And was thankfully caught by Gwen's energy tendril, "whew, thanks Gwen" Ben said letting the five down. "Well, did you win?" Kevin asked, "I don't think so, that alien said he was going to destroy the town" Ben said. "How?" Gwen asked, "don't know, but we have to stop him. I think I remember a big high grade laser weapon installed in the ship when I used my powers to scan it" Will said. The group then felt a loud rumble and saw the ship taking off, lucky Gwen put up her shield.

They then saw Ben grow bigger and more armored, running after the ship "you've got yourself a big problem" he said grabbing onto it, "shoot, think Ben can take that down himself?" Irma asked. "Hopefully" Gwen said, "shoot, I wish we had the heart of Kandrakar, the source of our powers. But I don't have it, if I did we can assume our guardian forms and fly up to help Ben. Oh where is it?! Gah?!" Will then felt something on her back.

Looking behind her... she saw wings, large bird like wings made from what looked like pure electricity. "Well this is definitely new" she said a bit freaked out, "hey think we can do that?" Irma asked as they tried the same trick.

With other four guardians suddenly growing wings of their own, made of the various elements they control, Phoenix wings for Taranee, large wings made from water for Irma, four fairy like wings for Hay Lin, and six Leaf like wings for Cornelia. "This is gonna take some getting used to" Irma said, Will then motioned for them to follow as they began flying into sky after the ship.

With Ben, he was scaling the mother ship, hanging on to ensure they didn't get away, then plunged his hand into the engines. Tearing out anything that could help stop their weapon, then saw said weapon pop out of the bottom, "come on! There has to be something!" He said tearing out more components, he then noticed a blast of lightning hitting the ship.

Looking to the source he saw Will shooting at it with Irma shooting water into the hole shorting out the engines. "Ben! Quick hit that area over there" Will shouted, sending a chain of lightning at a section of the ship. Ben obliged and hit it, then pulled out what looked to be very important components. When the weapon was about to fire it suddenly fizzled out, "nice" he said, then lost his grip a little, "oh no?!" He held on as best he could. "That isn't good!" Hay Lin exclaimed.

The air elemental then flew under him and blew a Gale force wind towards him in an attempt to reduce the gravity that was pulling on him. "Come on? Come on" the Vaxesaurian grunted trying to keep his grip, only to lose it "come ON!!!"

"Ben!" Will then flew towards him and grabbed onto his tail, "Ben you need to return to your normal size!" She said. Humungousaur then shrank down but was no lighter, "oh you gotta be kidding me!"

"We got you will!" Irma said as they flew to them and tried to reduce his fall, which unfortunately was not enough. Just before Ben could hit the ground though the Omnitrix suddenly turned him back, and right in the safety of Will's arms.

Barely saving him from being street pizza, "whew, that... was a close one..." he said as they flew lower before allowing gravity to let them hit the ground. Fortunately for them the ground was close enough to not cause any permanent injury. With the six panting out of exhaustion and the girls' wings retracting back into them.

Eventually Kevin arrived, with Ben's car in tow as the two found the four panting on the ground. "Hey guys, how'd you find us?" Will asked, "we found the large area of dust that was kicked up when Humungousaur was about to collide with the ground" Gwen said, then noticed her cousin looking at her Omnitrix. "What's wrong Ben?" She asked, "before I hit the ground, when the girls were trying to stop my fall, the Omnitrix turned me back to me" he said. "So?" Kevin asked, "so, it hasn't even been the normal time limit for my transformations. It's like it knew I needed to turn back in order to be saved" Ben went on.

"So what happens now?" Their old enemy asked. "We keep looking for grandpa max, guess the best way to do that is the solve the case he was working on" Ben answered. "East as pie, anyone know how to make a pie?" Gwen asked, "no but Hay Lin has been taking cooking lessons from her grandma recently" Irma said.

"Listen, we've had a lot of problems in the past, but I wanted to say thanks" Ben said to Kevin. "We wouldn't have made it without you"

He then offered his hand for a shake, "you still won't make it without me" Kevin said, causing Ben to scowl a bit before taking it back. "Are you saying you want to help us?" Gwen asked, "I'm saying, I made somebody a promise, and I'm seeing it through to the end" the absorbing teenager answered. "Then you can shake hands right?" Will asked, making Ben smile and offer a hand again, the three natives to the area then put their hands together, "any chance we can get in on this?" Will asked.

The three looked to them, all five smiling, wanting to help with what's going on "really, would've thought after all the magical adventures you've had you would've wanted to be normal" Ben joked, "normal? Please" the five then included their hands as well "we are guardians, and as such it's our duty to protect" Cornelia said.

They all nodded, "it's hero time"