An arctic breeze blew through the halls of a long forgotten castle which was currently in ruins. To be honest, It had seen its fair share of glory; however, with the death of its original owner, it was doubtful that even history had any place for it. It had been ages since anyone set foot in it. Actually, the structure was built inside the very core of a mountain. No one knew of this former castle, being one of the personal hideouts of the original Lucifer. No Devil knew of its location any more, not even the current Maous.

Except for one indivisual, he alone knew of thislong forgotten castle.

A dark silhouette walked lazily across the once proud and luxurious pathway to the glorious throne, one of the very few pieces of furniture that still remained inside the castle.

"This brings back some fond memories of those times…Father would have never thought this place would be forgotten, it's such a shame indeed."

The cold, regal voice of the man resounded across the deserted hall.

He was a very lanky individual, dressed in silver royal attire that was similar to those Maous used to wear, his shoulders protected by well-crafted armor. The man had a handsome face: his shoulder-length silver hair and a matching goate beard completed his appearance. His eyes which had a shade of golden color in them landed upon the throne.

A simple badge which had a green and black hourglass symbol painted on it. It was glowing with a dark red aura, as if it was a gem.

A smirk graced the man's lips while he approached his destination, finally stopping in front of the throne. He was none other than Rizevime Lucifer, Last descendant of the original Maou and one of the three super devils of the Underworld.

"This is where you wanted me to come, huh? I wonder…."

Carefully, the man's right hand slid over the smooth surface of the badge. He gently pressed it forward.

"What is it you truly want?"

The moment those words left his lips, the badge lightened up, illuminating the dark hallway in a cerulean-crimson light. The silver-haired man gritted his teeth, sweat poured down his face while his body shook uncontrollably.

He could not take his hand off the badge. No matter how much he tried, he couldn't even budge a single finger.

His eyes widened when a powerful presence washed over him. Something he had never felt in his entire long-lived life…something that made even him-a super devil's power-pale in comparison.

A dark sinister voice resounded inside his mind. A voice that filled him with despair and fear.

*´So you have come, Little Devil…you've heard the call of my voice…the call for immeasurable power and knowledge.´*

The silver-haired man thrashed violently, trying to pull his hand apart to cut off his connection with the powerful being, which grew stronger with each passing second.

*´Your world is bound to be burned down to the ground, ready to be consumed by my immense hunger and greed for power…only chaos and death shall remain.´*

A pained scream escaped the man's lips as his mind was slowly corrupted and deceived.

´I am still a prisoner, sealed inside this void. You need to free me...so I can gain access to your world…I choose you to do so. Open a portal for my army and you will become the only Maou-sama in every universe that exists. You will have immeasurable power, beyond anything you've ever dreamed possible…´

His screams finally stopped to resound across the hallway. The man took a deep breath before a dark smile formed on his lips.

´Do not fail me…be successful on the other hand and I will grant make you the ruler of entire multiverse.´

"Y-yes, Master Diagon…your wish shall be fulfilled!"

The badge glowed one last time and dispersed in thin air, as if it wasn't there in the first place.

The Destroyer had made his first move. It was about time to see whether the hero could catch up to him or not. The battle to determine the fate of this Universe and the others, was about to begin.

As the Ultimatrix bearer walked through the town, he noticed the different shops and stores that the city had to offer. "This place ain't half bad," he muttered as he took in his surroundings. He then made his way to where the address was located, with a little help from the crowd, giving him some directions of course.

Finally, he reached the gates of the huge institution called Kuoh Highschool. Ben shook his head in disbelief once he realized how huge the campus really was. It was expected to be massive, considering it had one of Japan's top universities attached to it.

Yes, Kuoh was both a highschool and a college. That really was very cool. Ben wished his own highschool was as cool as that. This was a modern day castle compared to even Gwen's college, which was pretty huge in itself too. Ben looked at the several multistory buildings located inside the academy. He casually strolled out in the direction of his new school. The closer Ben got to campus, the more and more students from Kuoh he saw also walking to school, mostly girls.

"From what Uncle Issei told me, Kuoh Academy used to be an all-girls school. The school only recently allowed boys in the past few years, so the number of girls still highly outweighs the boys. I think I remember him say that all of the girls there were really pretty too. Well Ero Uncle might be annoying but I can't deny what he said, this is a huge plus!" Ben said with a slight lecherous smile, but it quickly vanished after a moment.

Quite absent mindedly, Ben entered through the wide-open front gates of the illustrious academy, still surprised at how big and fancy it was up close. He's been feeling homesick a lot lately, and it didn't help that he was pretty much alone and far away from home. The wielder of Ultimatrix gulped. Why was he so nervous? He stood up to the likes of Diagon and Maltruant! Beings that literally eradicated the entire Universe! Surely he could walk into a simple classroom filled with a bunch of pretty girls, right? Yes, he could!

"Here we go..." Ben took a deep breath.

The High school portion of Kuoh's campus had one central building that looked like a European mansion with large windows and the slopping roofs. It was a three story building with a four story tower at its center. There was a dirt path leading up to the main building from the main gate to the main building with a fountain in front of the main school entrance. The path was lined with small trees and gardens with benches scattered all over so that students could sit down and relax. Ben checked the time on his wrist watch, Ben took in a deep breath and made his way to the main receptions. He noticed how some of the girls appeared to be sizing him up and whispering to themselves, but most did not care about him as the students rushed to their classrooms. Homeroom was scheduled at 8:20AM and from what he knew, the Japanese were very strict with regards to punctuality and Ben didn't want to get in trouble on his first day at the prestigious Kuoh Academy.

"Good morning Ben-san." Ben was greeted by a woman that looked like she was in her late twenties. She was wearing a blue suit and had her deep black hair tied into a bun behind her. She appeared to be a no nonsense sort of person; however, she had a spark of youthfulness and humour in her eyes, "sorry for being late, those peverted duo were at it again. Anyways, Its good to see you arrive here before the allotted time. There is still some time left for homeroom to start so no need to rush. I am Miya Fujiwara by the way, I talked with your aunt, Sachiko, on the phone last week!" She continued introducing herself with a cheerful smile.

"Nice to finally meet you, Ma'am!" Ben responded with a polite bow. Considering the fact that he was in Japan, he's got to respect the local customs.

"It's alright! Your manuscript is pretty good and I gotta tell you I am a big fan of this Soccer! And you made MVP seven times in a row. That's quite an accomplishment. If we had a boys' soccer team, I would have made you the captain straight away!" The teacher responded with a warm smile. A little while after her outburst, she she saud, "let's head to class 3-B now shall we. We don't want to keep the students waiting now, do we?"

"Hai." Ben answered and the two of them headed towards their class.

Trying to make friends has always been an issue for Ben Tennyson, even in the past. Despite his outspoken and brash nature, he wasn't very popular in his school—or maybe it was because of it. But even as he grew up and became more mature over the years, he still found himself rough around the edges. Somehow, when it comes to socializing with normal people, all that trademark confidence of his flew straight out the window, consider it his Kryptonite. Even his overwhelming popularity as a star soccer player did very little to actually improve his reputation. Turns out, Soccer doesn't get you hot cheerleaders as they show you in those corny high school romantic movies or the terrible, cheesy romantic novels houswives sometimes read and like.

He sighed once again, patiently waiting for the teacher to open the door. After what it seemed like hours to him, (in reality that was just fifteen seconds) the door creaked open to reveal the familiar face of the homeroom teacher. Just the moment she welcomed Ben inside, the Ultimatrix bearer found himself at the center of attention. All of the students in the room focused their eyes solely on him before breaking out into murmurs, hushed whispers, and, from some random person, giggles. Deciding to not pay much heed to that, Ben looked around the room. The first thing Ben noticed was that the classroom was entirely consisting of females, Ben guped, this was going to be a huge issue for time being. While Ben was a healthy teenager and loved to be around girls, too many girls wasn't something he would prefer. He needed someone to discuss sports, vehicles, and video games with. This was surely going to be a very long year.

"Ah, everyone, I have a good news!" The teacher gathered everyone's attention, including Ben's as he snapped out of his thoughts. Turning to the brown haired boy, she handed him a piece of chalk and asked him, "please, introduce yourself?"

Said person nodded as he turned around to face the blackboard and proceeded to write his name on it. After he was done, he turned around with a confident smile and made his formal introduction to the class with a friendly wave.

"Yo, nice to meet you all. Name's Ben Tennyson. This is my first time attending a Japanese school, I will really appreciate your support in making the transition smoother. I hope all of us can get along." The young Plumber introduced himself with his trademark grin. He recently had a growth spurt since last year. Standing at 181cm tall (5'11) with messy brown hairs, Intense, cool, but not cold, emerald eyes that shone like a gem, and a highly athletic build without an ounce of fat in them. He surely had a top notch Hollywood action hero look, hands down. He could probably play a great Superman or Captain America in the movies.

Ben noticed that most of the girls had blushes on their faces, some had hearts in their eyes, and some, though not many, had nosebleeds. After his introduction, all Hell broke loose. The girls swarmed him and kept asking questions.

"How old are you?"

"Where do you come from?"

"What is your type of girl?"

"Can I get your number?"

"Are you seeing anyone right now?"

"Would you like to meet me for coffee sometime?"

"Would you be willing to join my club?"

Ben immediately frowned, If Kevin or Ero Uncle were to hear about all this...he was going to give a field day. Well, Ben decided to remain tight lipped regarding this. It wasn't going out at any cost, he'd take this moment to the very grave, if he even could die when he bacame Ben 10,000. Thankfully, the homeroom teacher finally decided to make her presence known, saving Ben from further embarrassment. and possible heart failure from the amount of hormones pumping through his body at this point.

Seriously! What was with him and blushing girls? He understood if he was being chased down by a fangirl mob as his Alien Hero persona, but as a normal human he never had much luck with girls back home.

The teacher noted the reactions of her students and hummed happily, "Alright then! Tennyson-san, why don't you take your seat, it's right next to Hanakai-san at the window." She said as she pointed towards an empty seat at the back near the window which was next to a considerably beautiful girl. With long white hair that extended all the way to her knees, blue green eyes and substantial curves, which were all accentuated with her height , she appeared to be one of the most beautiful girls at this academy. With a slight tint of pink adorning her cheeks she waved cutely towards the young plumber. Ben nodded his head and walked silently towards his seat.

Sitting comfortably into his seat, Ben jumped a little when he saw that the girl was looking over at him.

"My name's Momo Hanakai. It's nice to meet a new student as cute as you. I hope we can be friends."

Not expecting the words to come out of Momo's mouth, Ben widened his eyes in surprise. Momo smiled bashfully towards him, with an evident blush on her face and looked back to the teacher. The Ultimatrix bearer facepalmed, there was clearly too much estrogen in the air for his liking.

'Great! That's just fan-fucking-tastic!' Ben let out an inward sigh and tried to concentrate on the blackboard which was filled with all sorts of chemical equations, and it was a very well known fact among Plumbers that Ben would rather take on Vilgax and Eon altogether instead of solving organic and inorganic equations.

Well, no need to tell classes were super boring. He only managed to stay awake because the teacher was a real hottie, thankfully that was the only thing he could see without his eyes getting sleepy. If Gwen ever found out he thought about a teacher like that...he would go two times over Vilgax than facing the angry red head Anodite. He wasn't a pervert but still he was a teenager with hormones... anyways, let's drop the topic.

Eventually the bell rang and the time from Hell was over. Ben Tennyson despised schools, he hated them with passion, well the classes mostly, the sports and beuties were actually the only thing that made him want to go, albeit barely. What good was algebra and science going to do anyone who didn't plan on being a nerdy science geek? What good was history when he didn't give two twats about the past? When would the velocity vector "V" of an object that has positions x(t) at time "T" and "X" at time, can be computed as the derivative of position: ever be useful?

Never, that's when. Ben wasn't some nerdy science geek or some stupid smart physics professor in the making. He was an intergalectic police officer, a full time superhero. The world's only superhero...well the last one was a bit far streched but combat was his profession and kicking ass was his calling card. He didn't need to learn math, history, or physics. Let the people who were going into professions that needed to use that crap learn it. He was just fine sticking to turning into intelligent aliens.

Ignoring the many people who were staring and pointing at him-being a trouble maker in his youth and the way people used to glare and hate him while he was in alien forms thanks to back home, it was pretty easy for him to ignore the way people were whispering behind his back. It probably helped that a good deal of them had been doing this since he got here. Just what was there problem anyways? The new caucasian student was making his way towards the cafeteria. Ben was impressed by how spacious and comfortable everything was in Kuoh academy. It was like strolling around in a modern day castle.

Arriving at the cafeteria, Ben was surprised to see it was buffet style with students permitted to help themselves from a very wide selection of various cuisines. Ben expected to have a huge culture shock while visiting the cafeteria; however, he was proved absolutely wrong. Instead, There was all sort of food here. Japanese, Chinese, Korean, even French! And it all looked like it was pretty top notch, as if this was a kitchen of a four star restaurant.

As Ben looked on, his mind drifted to other thoughts. He was thinking of what happened back in class and how all those girls reacted. Only if they knew who he really was, they all may have passed out due to shock. Thinking about this he thought of how some of his fans may act. Would they really think about his aliens like that? No, there was no way they would think of his aliens like that. wait a minute, their are people who think of animals like that, who's to say some of his fans don't think of his aliens, I mean they are more humanoid. Could someone really have a fetish like that? No, no way, he was not being thought of by women in that sort of manner, was he? what were they doing while thinking about him?

As Ben mindlessly walked to pick up an empty plate, he was brought back to reality by a tap on his shoulder. Turning around, he discovered the one who tapped him was a girl-woman around his age. Ben turned around in surprise, his eyes dutifully examining every inch of her. She was clad in the same uniform that the girls in his school were wearing. She wore long black stockings that ran up to her thighs. Her skin was cream white and flawless, and seemingly glowed as it basked in the light of the sun's rays. She had an amazing figure, almost like a model, but with rounder curves. Ben tried very hard not to stare at her F-sized gunboats. They were magnificent, proudly straining against both the vest and the undershirt that held them captive. But what caught Ben off the most was how extremely cute this girl was—her face was soft and gentle, her lips supple and rosy. She sported long, crimson red hair, with a single hair strand sticking out from the top and a few bangs that covered her forehead and side bangs framing her face.

"B-Ben, it's r-really you! What are you doing here? When did you come to Japan? Why are you wearing the school Uniform?" She bounced back and forth cheerfully, bombarding Ben with all sorts of questions. Ben shook his head several times, her larger-than-average...mounds-of-glory were more than distracting. As she jumped back and forth, they were jiggling up and down. Ben abruptly steered his gaze away from them.

"Excuse me, Miss?" Ben forced all of his power to stare in her blue-green eyes, he spoke out with curiosity and irritation, "have we met before? "

"Mou~how can you forget about me? I thought we were besties!" The girl responded with a cute but angry pout. She dug her fingers deeper in Ben's chest, "it's me Ben!"

Ben narrowed down his eyes, finally realizing why she seemed so familiar. Afterall he didn't know that many redheads who could run into him like this.

Flashback Start

"Whoa! This is awesome!" A twelve-year-old Ben shouted at the top of his lungs. Rias was standing down waiting for him to get off that stupid skate board. It's been a couple of years since he found the watch, called Omnitrix as he's come to learn from those bounty hunters. One of them, Tetrax, has given him a hover board, and it was awesome; however, this new gift also got him interested in a sport of skating and extreme sports...trying to do something new, Ben raced towards a huge tree and stopped just when he was about to hit it. He took a sharp turn and raced away.

"BEN! Be careful." Rias shouted, having seen Ben's stunt.

Ben smirked and said, "What? Are you having feelings for certain badass from Bellwood?"

Rias blushed a bit but quickly narrowed her eyes.

"No. I just don't want you to end up in the hospital and spoil my vacation. You are my best friend after all, even if you're a big baka!"

Ben rolled his eyes and continued skating inside the playground. Trying to do another stunt, Ben raced towards Rias planning on stopping just some inches away from her. Racing towards her, he tried to stop the skate board in time. Unfortunately, the board didn't stop instantly and hit Rias right in the face causing her to fall to the ground. Ben jumped off the board and was near Rias in an instant. Seeing her injured like this made his stomach churn.

"Rias, hey, wake up!" He started slapping her gently.

Just when he was about to shout for his Aunt, Sachiko's, help, Rias moaned and opened her eyes. Ben sighed in relief.

"You okay?" Asked Ben.

Rias giggled and responded with a playful wink. "What? Are you having feelings for someone B-E-N kun?"

"S-shut up, Tomato!"

Flashback End

"What the...? You are Rias...Rias Gremory! For real?" Ben asked dumbfounded, she really hit a huge growth spurt in all those years, no wonder he couldn't recognize her.

"I missed you~!" Before Ben could figure out his next step, the red head tackled him over with a feminine squeal. Unintentionally mashing her dirty pillows against his lower chest.

In the rest of the room, pandemonium erupted as the boys saw their idol and the Academy Beauty #1 just embrace the cute American newbie.

"Whaaaaa~t!", was the collective male and female response.

Murmurs in the cafetaria became a low roar. Then the dam broke.

"Oh gods, Americans are so shameless. How can he hug Onee-sama like this?"

"Is he some ex-boyfriend from abroad who broke Onee-sama's heart? This could be why she doesn't like boys, she wants to get together with her true love!"

"What the hell is that guy's relationship with her?!"

A lot moaning and gnashing of teeth followed, including some rather impressive death glares at Ben. The girls who'd been checking out Ben earlier were adding their own, targeting Rias. Ben let out a sigh of frustration. Ben heard gossip of the school's famous idol; the admiration of almost all, who was known for her beauty, charm, intelligence, and almost impossible degree of kindness. President of the Occult Research Club, top of her class, and a consistent target of a lot of school clubs and many love struck teens, despite having turned down the offers time and again. Apparently, she also had so many talents that it bordered on the absurd side.

Ben scoffed at the rumors. They sounded too good to be true. This 'school idol' seemed almost perfect. He had no idea, that school idol would turn out to be Rias.

His "Childhood" friend.

From behind and off to the side, several of her suitors were standing, glaring at Ben hatefully. But as with any of the other passing males, when they thought he was looking at them they would avoid his gaze. The Ultimatrix bearer deadpanned, first day of school and eighty-percent of the male population and three percent of the female population (there are people who root for the same team, you know!) wanted him dead. Even the combined hatred of Vilgax and Eon couldn't hold a candle in comparison to them.

"Umm...it's not like I am not happy to see you again, but you are creating a scene!" Ben let out a groan. It wasn't like he enjoyed being embraced by such a hottie and the way her bouncy assets rubbed against him.

No, he didn't! Ben will argue this point to his death and beyond if he has to.

Rias pulled away with a pout on her face, she still didn't let go of him. Tackling him from the other side, she mashed his right arm right in between her breasts.

"There is nothing wrong in hugging and loving a friend!" She declared with no hint of shame in her voice. Ben sweat dropped as he noticed hot salty tears of helpless rage and gnashing of teeth from behind.

"So, is this your first day at school? You must be feeling super lonely. Don't worry! You can always transfer to my class, you know! I'll teach you everything about this campus and the town! Where the best restaurants and video game arcades are, where the locker rooms are, and even where we can take showers together!"

Her face was bright and shameless. Ben instantly recalled how Rias was always clingy and energetic. She was also hyper sentimental regarding all things. He thought she would have grown up and mellowed down by now. Unfortunately, she didn't and with her "package" things turned even more complicated. He really wanted to stay away from complications as far as he could. Another figure walked right beside them, it appeared to be a young woman with a buxom figure with very long black hair and violet eyes. Her hair was tied in a long ponytail, reaching all the way down to her legs with two strands sticking out from the top and sloping backwards, with an orange ribbon keeping it in place. Ben blinked as he felt vibrations from his Ultimatrix, recently, Ben had teamed up with Cooper Daniels to improve some of the Ultimatrix's features. With the help of the boy wonder and his super genious aliens, he managed to improve the scanning feature. Considering how much of a hassle scanning another species had been, especially the way it backfired against Bivalvan and Ra'ad. So now he could scan other species more silently and efficiently, without disrupting his transformations or hindering him in combat. The symbol stopped pulsing and turned back to its original color. Making the vibrations stop.

"DNA scan completed, new Tltransformations available for use."

Ben was dumbfounded, what the Hell was happening? Why was he was getting DNA scans out from nowhere? The Ultimatrix bearer blinked, could it be possible that the scans were coming from Rias and the black haired woman?

Was it possible that they were not humans?

Were they aliens? Now, that was the thought of the day. Ben sweat dropped. Each and every person present in the cafeteria had stopped talking to stare at him.

Why did this seem like it was going to happen a lot...?

"It's alright Rias, I think I made a friend in my class so there is no need to go that far!" Ben responded with a sigh.

"You think?" Rias eyed him suspiciously.

Ben scratched his head. "Yeah, I'm not really sure. She was-"

"She!?"

"Will you please let me finish?" Ben whined in frustration. Rias gave him a sad look, her eyes resembling a puppy who had been kicked out from his house.

"Why do you need to befriend some random girl? You are already friends with me! Why can't your first friend be a guy?" Rias pointed a finger towards him accusingly, she continued while tapping her feet on the floor furiously, "so how many more girl friends do you intend to make? Or should we start numbering them? You know, it would really help keep track." She remarked with anger and sadness.

"What do you mean? " Ben deadpanned, This was really getting out of control.

The black haired girl scooted closer to him, whispering in his ears with a mischievous grin plastered on her face. "Look around!"

And so Ben did. He wished he didn't though. He noticed a lot of the girls glancing his way or talking quietly with their friends. When he made eye-contact with one, she blushed and spun back around.

What was up with this freaky school?

"I...was really happy to see you. I r-really missed you all these years, It really broke my heart when I couldn't visit you anymore and now, you want to hang out with some random girl instead of your best friend. What did I do to make you hate me so much?" Rias sniffled a sob, tears veiling up in her eyes. And before Ben could properly analyze the situation, the volcano irrupted.

"DIE GAIJIN!"

"I thought he was a good guy, he is just one of those heartless monsters who takes advantage of girls and throws them away!"

"Poor Onee-sama! This heartless Gaijin made her hate the entire male population."

"I want to put a bullet in between his eyes!"

"CASTRATE THE CRUEL GAIJIN!"

Ben's eyebrows twitched in irritation. People were just jumping to conclusions without even listening to his side of the story. He didn't hear so many death threats even in his long superhero career. He literally gulped when the Kendo club started brandishing their swords. No, not the wooden ones. The real, shiny ones which could cut through things.

The Ultimatrix bearer's jaw dropped on the floor, were they actually allowed to bring such things in school?

Ben heard about fanboying and idol worshipping but this went beyond his imagination. There was only one way to diffuse the situation, before more than half of Kuoh Academy dog piled onto him. Salvaging his pride, Ben spoke in his best Michael Morningstar expression, he grabbed Rias' shoulders.

"Well, to be honest...I want you (to help me). I need you (to help me)." He looked with all seriousness into Rias who had started blushing by now. "I don't think I could make it here without you (helping me)."

"I knew it, you were just messing with me. Weren't you? Baka-Ben!" The redhead 's face instantly brightened up, with a wide grin she snuggled even closer, making Ben's limb go even deeper in the sinful pillowy region. Ben stared at the black haired woman, giving her a pleading look; however, Instead of helping him she gave him a playful wink in return.

"Ufufu, ara ara It seems that you are the famed childhood friend Buchou keeps talking about!" The black haired woman giggled, introducing herself with a polite bow, "I am Akeno Himejima, please take care of me from now on!"

"Why am I always attracting weird stuff?" The brown-haired superhero inwardly groaned, "maybe life here ain't gonna be peaceful after all." He concluded as Rias and the newly dubbed Akeno dragged him in the Principal's Office so Ben could transfer into their class. Of course Ben didn't know they would actually succeed. How was he supposed to know that Rias' parents actually owned this academy.

Man! His life was practically screwed.

It reeked of Formaldehyde.

The brown haired individual grimaced under the crimson scarf covering his face, the stench almost suffocating despite the covering. He'd been to a lot of slaughter houses before, he had dealt with his fair share of Satanists, from every religion and their barbaric rituals but he never got used to the stench: ocerpowering and clingy, coughing a bit, the man in his late thirties dropped from the window to the wet floor with a muted smack.

The things he'd seen in the Holy Sword Project's lab...he thought he'd seen the worst of humanity with Valper and his freak shows, so it was a drop in the bucket compared to what went on in that madhouse: children rounded up like animals, knives cutting at their brains while they were still alive and little more than drooling morons to be used for menial labor. It made him sick.

He should have killed him then and there. Gabriel had defended that monster's worthless hide, claimed God didn't want to create a world where people killed one another and Valper could still be saved, but he knew it was an impossibility. Vasco Strada had fought in The Great War, and even he'd made it clear he was never proud of his actions. 'People killing one another for reasons they don't really understand', that was what he said.

Maybe they were right, but these men... they didn't play by the rules of the civilized. He'd let the officials talk him into sparing Valper's life and all he got for it was being deported to the country he loved, to continue his experiments in peace. Heaven would use his research to continue their depravities all in exchange for information that he didn't even know if it was worth it.

At least that's what he'd thought. Anyways, he heard recently about Sprite dragons vanishing from the forest and the sanctuary created by the Dragon King Tannin. Either way, it didn't matter. Maybe it was pride, maybe he got his jollies hiding under the people who stopped him, but whoever was behind this won't see the daylight again. Whoever was behind this is not going to make it out of this madhouse alive.

Still, his choice locale had definitely fallen, "How the mighty have fallen..." he stepped over the moist floor, His sword at the ready. His honed instincts as an exorcist hadn't blared at all in the time since he'd gotten here, but he wasn't one to ever drop his guard. The asylum had been abandoned for a few months now, a result of a lack of funding and money being pumped into 'more important' projects.

"I have never seen my kin slaughtered like this!" A deep voice came from the crimson, metallic gauntlet which covered most of his arm. It even had sharp claws coming out from it while an emerald gem glowed in the middle of it.

The person gave a nod, the sight was just as depraved as he expected, albeit for different reasons than he expected.

The basement had been converted into a makeshift laboratory, the stench of blood and rotting meat hanging in the air, 'just like a slaughterhouse...' he winced, covering his nose and mouth to avoid gagging. He could see the walls crudely broken apart to make way for tables and carts full of tools, brick and stone littering the floor in clumps.

However, what drew his attention, was the tables' contents: bodies barely covered with bloody swaths of cloth, the exposed flesh, clammy and veiny. The individual drew closer and placed a hand against the neck of the closest one, "...dead." He shook his head and closed the human sized dragon's blank, open eyes. Given the body's condition he could assume that they'd been killed recently, maybe a day or two ago. The rigor mortis hadn't passed yet, at the very least.

He pulled away the blanket and nearly recoiled at the sight, "my God...what the hell is going on around this world?" He shook his head. Their brains had been left intact this time, but that would have almost been a mercy compared to what he saw now-Limbs mutilated and fitted with technology far beyond what he could understand, their features perverted and grotesque. Arms that were far too small, legs that were far too long...like misshapen dolls, attached onto the dragons' bodies.

The person frowned, Michael wasn't going to be happy hearing about all this and Tannin would have to hold numerous funerals at once, giving dragons bad news wasn't an easy task, even for someone like him. Before he could decide his next course of action, a thunderous explosion shook the entire area. Forcing him to blink. His enhanced perspection allowed him to see a monstrous claw engulfed in a dangerous amount of electricity making its way towards his neck, the person just brought forth his metallic gauntlet.

BOOM

A powerful shockwave sent the entity spiralling backwards across the ground, creating a small pit in the process due to the creature's size. The creature quickly jumped back on his feet, revealing himself to be an animalistic individual with a face resembling that of a feral bull. Sharp horns emerged from his forehead and veins were bulging out from his shoulders. Lightning crackled all around his body, as if it was flowing through his veins.

"Oie, Ddraig, mind telling me who this weirdois!" The person removed his scarf, revealing himself to be Hyoudou Issei, who was definitely not just a Fireman.

"It's a Thunderbeast, Partner!" The voice of Red Dragon Emperor replied.

"Who are you Exorcist? How dare you trespass in my master's realm?" The monster snarled in outrage, ready to tackle his adversary at any given moment. The brown haired individual chuckled, ten pairs of golden white wings emerging out of his back.

"I am Hyodou Issei, Heaven's strongest exorcist!" Issei responded with a grin as he cracked his knuckles. "Why don't you tell me where your boss is hiding and I will let you leave here with your life."

His eyes narrowed dangerously, the Thunderbeast rolled his left shoulder, shrugging off his robe in that area before a loud creaking sound echoed out. A second later, a white protrusion of some sorts suddenly poked out of his collar before he reached up with his right hand, grabbed it, and yanked it out, revealing it to be a sharp, white blade comprised entirely of lightning. Upon drawing this weapon, he took a balanced stance and glared his foe down with the coldest gaze he could muster.

"My sole reason for existing is in service of my master," the thunderbeast said with a cool yet firm voice, which carried the spit of a threat." No one, not even Angel trash like you, will be able to get that kind of information out of me. All of you are so far beneath his greatness you won't be able to lay even one finger on him...your reputation precedes you, Sekiryutei," the Thunderbeast exclaimed, seeing the man remain still in his place. "I hope you don't think I should fear you because of that."

Issei breathed an exhausted sigh and cracked his neck to the side carelessly. This weirdo was so turned around it was like trying to convince a fulltime and ardent smoker to stop smoking. He activated the bluetooth on his left ear.

"Honey! You are late." A feminine voice greeted from the other side, "you promised that you will help me with the new sushi recipe!"

Jumping back, Issei lifted his left arm and blocked a slash from the side as the Thunderbeast came spiraling at him like a top on the air. Effortlessly matching his momentum with his strength, the exorcist ignored the sparks that flew past him as the monster's lightning blade grazed his diamond hard boosted gear, before shoving him off and kicking out at him. The creature roared in pain as the force of thousands of jackhammers smashed upon his head, sending him flying over the roof following behind a cloud of smoke and dust.

"It won't be more than ten minutes, Sachiko~chan! Just let me buy some fish and eggs first!" Issei spoke in a singsong voice as he jumped behind his fallen adversary.

Sitting at his worktable, Euclid Lucifuge typed away as he was intent on finishing his special project in time. He straightened his glasses every time an anomaly showed up on the holographic screen that was not applicable or useful.

"I really hate this world." He shook his head. "It's up to me…to change it." Euclid whispered. He pressed 'ENTER' on the keyboard and on the screen, several outlines of what appeared to be a red draconic gauntlet were shown alongside what appeared to be a large, red Western Dragon with a long neck and green eyes, It also had red and golden spikes throughout his body. On another screen, it displayed an image of a large, white Western Dragon with blue eyes and two gold horns. The being appeared to be more like a snake instead of a dragon. The last screen showed a pair of white Dragon wings appearing behind a silhouette's back.

Euclid smiled at his progress.

"Now all that is needed is a little editing." The arm on the screen flipped over and the image was broadened to reveal the exterior of the arm and those dragon wings.

"Save us!"

"Let us out!"

"You have no right to do this!"

"You can't do this! It's inhumane!"

"Tannin-sama will kill you!"

Multiple human sized reptilian figures cried from their cells, which lined the sides of the hall, the doors thick and the slots barely large enough for the occupants to get a look to the outside.

Euclid was a man who did not let things get to him. He had always been a man who solved problems with ease. Now he was finally faced with a bigger problem and he felt as if he was overwhelmed. He looked at the marvellous complex formula infront of him. He still couldn't believe it came from the mind of a low class being such as human. A major part of the combination was discovered by a human scientist named many years ago. It was supposed to increase a person's strength a hundred times over. The issue was that the formula had a few missing elements and it lacked the intensity to work on higher level beings such as Euclid. He was working to remove this issue; thus, he needed Dragons to add the "extra" effect in the solution.

In general, Euclid despised Humans, they were inferiors, Insects that scrawled on this Earth. Devils were the supreme existence in this entire Universe. They weren't supposed to make contracts with Humans, they were supposed to rule over them. Devils are beings that have to be evil, wicked, brutal, bad, scum, wrong, brute, and vicious. Copying what's done by a hero? Hero? That is something that a "Warrior of Justice" would do; however, this formula amused him. Even after working on it for thirty years, it still continued to surprise him, showed him things that he never imagined to happen.

He fixed his eyes on the portrait of a silver haired woman who was standing besides him. That was none other than Grayfia Lucifuge.

...His so called sister, who didn't even blink before betraying him and decided to fall in love with that "man". The man who somehow corrupted her to change sides...

Sirzechs Gremory...

Grayfia Gremory...

Even hearing their names together made his blood boil. His entire body shook in anger, but not anymore, not anymore. He cried after his sister for many years, but now, he was over it. Grayfia didn't deserve to be called his sister anymore, especially after she let that wretched Gremory walk all over her, she even had the audacity to bear him a son. That whore needed to die, only after this will he find some semblance of peace in life. For the sake of the Lucifuge clan, he will kill her in the most gruesome way possible. After keeping the container inside a magical circle for a while, He added the Dragon blood in the formula of 's, which started making the solution boil, changing its colour from green to blue. Finally, he was getting closer to creating his Ultimate Weapon. His greatest invention...

The enhancement drug, Jakyl Juice.

"I am coming for you Sirzechs, and this time you won't see me coming. I will take away your precious sister from you, just like you did to me years ago. You will feel my pain and suffering Crimson Satan, I will make sure of that!"

Ben sighed in relief once he reached the Hyoudou residence. Kuoh was starting to look like a madhouse, he didn't know what else could happen now. He had been assigned a new homeroom just because Rias insisted. Ben wondered what sort of influence she had on the school, the transfer was instantly proceeded, even without any complex paperwork getting involved. He shivered in fear, now that he was in her class, things were going to get even more complicated.

"Onii-chan, you're back!" A squeaky voice yelled as soon as Ben entered his house. The source of the voice was none other than Hyoudou Nanami, Ben's younger cousin. The both of them shared a unique kind of bond between older brother and younger sister, where the older brother taught, protected, and spent time with his younger sister while the younger sister listened, learned and, obeyed her older brother. Ben would always find the time to play with her when he was around, making sure that she was feeling happy. Nanami eagerly waited for summers to arrive so she can see Ben. She didn't have a real big brother but she was very happy to have Ben. Nanami treasured those kinds of moments and would do all sorts of things to impress him and get him to pay her attention, like a lot of younger siblings her age did. Of course she was really happy that Ben was now staying with them, a lot longer than usual.

"Happy to see you too, Midget~chan!" Ben chuckled as he hugged her back. Nanami smacked him in the chest, the strength behind the blow literally forced Ben to take a few steps backwards.

"Onii-chan, I am not little anymore. I am seven years old!" She spoke with an angry pout. Of course she looked as threatening as a little bunny rabbit. Still, Ben was a bit surprised by the amount of strength she had for her age. It was considerably amazing; besides, It wasn't that easy to push Ben like that, he attended self defense classes for six long years afterall.

Ben took a long breath as he put his duffle bag down. He made his way towards the couch with his little cousin following him behind.

"Onii-chan, how was school?" Nanami spoke out with an innocent smile plastered on her face. Ben sweat dropped, Glancing towards his aunt who was preparing some tasty food in kitchen, while humming a tune of her own. The events of the cafetaria transpired infront of him. His cheeks turning a bit red as he recalled that Heavenly sensation in his arm. There was no guarantee something similar won't happen in the future. The most terrifying thing was that, a part of him was actually looking forward to that.

"I guess... you can call it pretty eventful!" He responded with a heavy sigh. If he had paid attention to the Ultimatrix hidden inside his sleeves, he would know that it has started glowing once he patted little Nanami.

A/N So nothing really changed this chapter. Still I hope you liked it.

Like Dhruva, I am going to add in Tobio's dog and Sairaorg's lion. And yes, he does have a Dragon in the Ultimatrix now.

I would like to state that I will add in someone like Vali that will be Ben's rival. The only difference is that they will be revealed in chapter 7 and will join Ben right after their fight with eachother.

Anyways, be sure to review please and have a great day.