A/N Okay, first original chapter I have written for this story, I hope this works out.

Indominus:Thank you for your support. Most of the original chapters were just revised by me and barely had any of my influence in it.

NUR:No, I mean as in a Highschool DxD familiar.

Gamerlover78:This chapter answers your question, right?

To everyone else who didn't ask a question, thanks for your support.

Now before we start, I would like to state that there will be a teaser for Ben's Sacred Gear. So with that said, I will give enough to kinda tell what it is and I want you guys to guess it.


Rias backed away in shock and apparent fear. She quickly pulled away from Ben, not expecting this meeting to turn out like this. She knew it would come to this sooner or later but she was hoping to avoid this until the proper time. Preferably, she would have chosen the time when she would have been sure of the fact that Ben can look past the fact that she was a Devil. She wasn't sure of it at the moment and she didn't want to lose him. It would break her heart. In the entire world, he was the only person who never saw her as anything more than "Rias". Which was an admiring trait itself. Most people couldn't do that. Meeting him in her childhood was the best thing which ever happened to her. She couldn't afford to lose him, not again, never again!

She quickly regained her cheerful demeanour, "Ah! You have a really wild imagination Ben-kun, don't you?!" She continued with a mischievous expression on her face.

"It's not a crime to be part of another race, that doesn't make you a monster. I am asking you as a friend and well wisher, please be honest with me here!" Ben spoke out in a soft tone, it sounded as if he was almost pleading to her. In response, Rias grabbed his shoulders and looked in his eyes. Her cerulean eyes glowed with a dangerous crimson aura.

"Why don't you just forget about everything?" Rias responded with a smile, her grip on him tightening so much that it started to hurt.

Something began to prickle in Ben's brain, and he realized that despite not being a human, the girl's face was actually quite charming; she had smooth, healthy lips and entrancingly beautiful eyes, such that for some time he forgot about his real purpose and couldn't help but stare blankly into them. After a moment, though, he felt something pulse in his forehead, and he shook his head, clearing the sudden, strange feeling that had washed over him.

"I...I...think..." Ben struggled, attempting to get a hold over his brain. What was this feeling? Why was he starting to forget the reason about meeting Rias here? His head was in a fog while his body seemed to be on a completely different wavelength. "What's wrong with me? Why do I feel so strange?" The Ultimatrix bearer wondered, failing to avert his gaze from Rias.

"We are friends, right? You shouldn't have any doubts towards me!" She spoke out with a confident smile. Altering a human mind's perception with magic was like child's play for Devils. It was harmless and effective; however, Ben was coming up with a surprising amount of resistance, which was the reason the spell was taking more time to affect him. She was aware of a high level intensified magical core inside Ben, but it was unused and she doubted Ben was even aware of it. Regardless, Ben was an individual with an indomitable will and it could be the reason why the spell wasn't fully affecting him. Yeah, that was definitely the reason. If the Green Lantern can make light constructs out of it, why can't Ben be able to resist mind alterations. All she had to do was put more effort in it. The redhead stepped even closer, pressing her enormous chest onto him, hoping that the full body contact will be able to distract him enough for the spell to take effect.

Ben didn't like the feel of this. He fought against whatever force was worming it's way through his head, but he couldn't seem to get a grip over himself. Rias leaned back and looked into his eyes again, her irises glowing even brighter for a brief moment, trying to taking away what little control he still had.

It almost worked. Ben could feel his grip on reality slipping. But before Ben lost himself in cloud9, he felt another presence worm inside his mind. This one, the second presence he felt, made the last pale in comparison to it.


Inside Ben's Mind

"W-Where am I?!" Ben screamed out.

"Fear not, Ben. You are safe." A soft female voice whispered through the endless green fog.

"W-who a-are y-ou?" Ben stuttered out. If there was one thing Ben hated more than bullying, it would be fighting an enemy he couldn't see or predict.

"I...am your ally. I am the worst evil to ever exist. But at the same time, I are the greatest good as well." The voice flowed across the fog riddled land.

"Okay, what are you?" Ben asked, feeling more confident that the person won't attack him.

"I am a God. And I am a Devil. I am the light that shines over the world and protects it. And I am the darkness that looms behind the light, ready to destroy the world. I encompass all that is good. And I encompass all that is evil."

Ok, that was a weird way to greet yourself. Ben was about to say something before he noticed a females figure. The way the figure was facincg, it looked as if it was staring right at him. Actually, if Ben looked hard enough, he could see a slight smile. Before Ben could even scream in surprise, he felt a burst of pain shooting in his eyes and spread across his whole body.

Outside of Ben's Mind


"ARGHHH!" Ben screamed in pain, opening his eyes to reveal their emerald shine.

Rias was shocked about Ben's pain and the shine in his eyes, the mind alteration magic never is supposed to cause any noticeable difference except from memory changes, obviously. Before she could contemplate on it any longer, a green dome of energy burst out of Ben and hit her straight on. Rias was thrown into a tree and shrieked in pain, soon passing out.


With Koneko

Koneko was walking through the small forest, which led directly to the ORC Club House. She had surprisingly finished her errand quicker than usual and was heading back to the club house to see if she could snack on her sweets she left there before she had to leave for her errand. For some reason, Rias seemed anxious about getting her, Akeno, and Kiba out for the night. Were they really that much of a hassle?

'Well, I guess some peaceful alone time with an entire club house does sound like some fun. Maybe I should just come back tomorrow; I don't want to ruin her night.' Koneko thought. She was even about to do just that until her sensitive hearing picked up a loud, high pitched screech.


Back Near the Club House

Ben's eyes were now back to their normal color and he was leaning against a wall trying to process what just happened. Rias had used some sort of power that was affecting his mind and he was able to blast her back, while not in one of his hero personas. It was at that point he heard a twig snap.

"R-Rias!" Ben heard a voice cry out. When he turned to look at who it was, he saw the school mascot, Koneko Tojo. She had white hair that came a little below her shoulders with a black cat button in it, gold eyes, and a murderous expression on her face that was pointed at him. She also wore the common school uniform for the girls. "You, did you do this to Buchou?!" Koneko screamed in anger.

"Chill out, Kon Kon, and let me explain." Ben tried to calm Koneko down.

Koneko, blinded by pure rage, jumped at Ben and attacked. Ben was almost hit if it wasn't for his years of training and the distance between the two. Ben looked back at Koneko, and noticed a small crater about the size of his head where her fist was planted at the moment.

'Holy shit! She's trying to kill me.' Ben thought to himself after witnessing her amazing strength. Not taking any chances, Ben dialed through the Ultimatrix. Before Ben could make a decision on the form he wanted, Koneko lunged at him again. Taking a chance, Ben slammed his hand on the highly advanced piece of machinery and jumped out of the way.

In a bright green light, Ben was gone. In Ben's place stood a man that looked almost exactly like him. This man had the same build as Ben, albeit a bit more muscular. He was wearing agreen vest with no shirt. On the middle of the man's chest was the green hourglass symbol. He had brown cat ears and two tails as well.

Ben didn't have time to look over himself. But by the surprised look on the young girls face, he had turned into something she knew.

"Y-you-you're...a Nekoshou?!" Koneko said in awe. Looks like Ben's guess was right on the money this time.

Ben could sense a weird connection to energy and his senses getting heightened. Ben, taking advantage of the girl's surprise, pounced at her with his amazing speed.

Koneko was finally able to shake off her shock and move out of the way before she was hit. She couldn't afford to lose focus now. It doesn't matter if he is a Nekoshou, he attacked Rias. Glaring hatefully at Ben, Koneko launched herself forward and to hit Ben again.

Ben stood tall and firm. When Koneko was close enough, he raered back his fist and delivered a devastating blow to Koneko that knocked them both back. "Man, that hurt!" Ben complained as he shook his hand in pain.

"Hmph, you may be a Nekoshou, but you don't have my strength." Koneko exclaimed, now with a devious grin on her face.

"Look, I don't wanna fight." Ben tried to calm the young teen down.

Koneko didn't pay him any heed and charged at him again. This time, Koneko ducked to the side as Ben punched the air. Twirling around, she landed a kick straight in his stomach. Ben was sent flying into a tree.

Ben got up and raised his hand. Ben noticed a small orb forming in it and take shape, for a second it looked kinda like a knife. Before it could finish taking its shape, Koneko came running right at him. Ben jumped out of the way In order to dodge. Ben needed to focus and see what kind of abilities this form had. With the little time he had before he was attacked again, he closed his eyes, let his mind go, and let his instincts take over. He could feel his connection the energy strengthen. As Ben opened his eyes, he revealed them to be glowing a mesmerizing emerald green. Ben reared back his hand, now coated in green energy, and threw his fist in the direction the little girl who was about ten feet away.

The girl was surprised at this. But before she could move an inch, she felt a powerful force hit her in her stomach. 'No way! Is he really good enough to use senjutsu. And with that Touki and his incredible amount of life force radiating from him this moment, he may have equal strength to me.'

"Well, this is interesting." Ben said with a smug grin planted across his face as he noticed the green energy enveloping him. Ben was wondering what else this form could do. Before he could contemplate on it any longer, Ben noticed Koneko pick up a broken tree and launch it at him. Ben, without thinking, crossed his arms in a defensive position. As Ben did that, a weird tatoo materialized on his arms and a barrier was projected infront of him. The tree smashed into the barrier and broke, but it was able to make Ben skid a few feet back.

"Shit! Now he can use Youjutsu?" Koneko swore under her breath.

Ben was barely able to hear his adversary mutter those words. Honestly, he had no clue what he was doing. He was only able to do this due to a new funtion in the Ultimatrix that Cooper installed which allowed for Ben to use a forms powers to an extent without any training.

Ben bent his legs down and launched himself at Koneko. Within an instant he appeared behind her as he reared back his fists and they seemed to fade out of reality and reappear in different areas as Koneko. After about ten hits, Ben teleported away from Koneko.

Koneko glared at the boy, her chances of winning were getting slimmer by the minute. He was able to match her strength and speed with his Touki. He could also use his space manipulation to cut the distance of his punches. Now he could use Youjutsu to form barriers, and possibly use it to attack with. The way Ben fought and the movements he preformed, it was as if he had seen battle a hundred times. Ben wasn't an amateur. And with his powers and battle experience, Koneko knew she was just fighting a losing battle. Sure, he was immature right now, but Koneko could see that was just a façade. He was much more confident than he looked.

"I hope you don't think too bad of me, Kon Kon." Ben said in a playful manner. Within an instant, Ben was in front of her, hand covered in green Touki and reared back. Koneko's eyes widened as the fist came at her and landed right in her gut. Koneko was knocked a few feet back and was rendered unconscious. Ben turned back to his Human form and looked at the scene in front of him. "Well I guess it's time to finally get answers." Ben said, determined.


"W-what just happened?" Rias groggily stood up while rubbing her head. She couldn't remember anything after the bright green glow and screams when she was trying to alter Ben's memories.

"That's what I wanna know." Ben said, standing behind her with his arms crossed and a displeased expression on his face.

"B-Ben!" Rias screamed out. She then looked to the side to see her trusted rook, Koneko. From the looks of it, she had just been in a fight. Bruises littered her body, some blood was dripping from some gashes on her skin, not enough to be fatal, and her clothes were torn. But the things that really caught her attention were that, even after the fight, she seemed to have been taken care of so the damage she took wouldn't be that bad and Ben's green jacket was placed over her to protect her modesty and her body from the elements.

"Ehm!" A cough redirected Rias' attention back to Ben. "I want an explanation for what the heck you are. And I want it now!" Ben said this in a voice that was filled with hatred.

Rias had really fucked up. The only gu-no-person to only see her for Rias and not some idol or heir to the Gremory household had lost his trust in her. Would it be better if she just told Ben the truth? Would Ben really accept her if he found out what she was? Yes, Ben was the kindest person she knew. He wouldn't care if she was a Devil, would he? All these questions were starting to hurt her head.

Before Rias could decide on what to do, she heard leaves crunch under the weight of someone's feet. Rias turned around to see none other than her best freind, Sona Sitri.

"Rias, what's going on?" Sona asked glancing at the sight. She had heard a fight in the forest while she was sorting things out for the Student Counsel. To say she was surprised was an understatement. She knew Ben was now going to Kuoh Academy, but it had been years since they had last met so she decided to let him get used to life here before revealing herself. She viewed Ben as being a strong-willed and brave individual but her experiences taught her that he wasn't that strong. But now he was standing over a fallen Rias and Koneko. One was a Pure-Blooded Devil while the was a Rook, a piece with phenomenal physical strength. No matter how much training Ben had done, she could tell it was a lot due to his build, he would never get to the strength of either of the two without supernatural means.

"Sona!" Rias exclaimed.

"Wait a minute!" Ben yelled out. "Sona Sitri?"

"Hello, Ben. It has been a long time." Sona said with a slight downcast look adorning her face. She too was banned from seeing Ben. She was banned due to bim not being a Devil. You see, Sona's mother, the one who had always taken her to see Ben with Rias, had saw her develop romantic feelings for him. Sure it may have been a childish crush, but they couldn't allow for her to truly fall in love with him. "What are you doing, Ben?"

Ben was surprised, first Rias and now Sona. This is not how he expected to be reunited with them. He was also slightly worried. if they were really the transformations he had gotten earlier, than they would be far more trained and experienced. He might have to fight them. Koneko was already tough to beat, how powerful were Rias and Sona.

"O-ouch!" Koneko whined as she got up.

"Koneko, are you alright?" Rias asked with worry lacing her voice.

"B-Buchou, you're alright." Koneko said. Despite not showing it, Koneko was happy Rias was okay.

"Yes, I am." Rias said as she went to where Koneko was to help her up.

Koneko glanced over at Ben and asked, "a-are you a Nekoshou? You did turn into one."

Ben looked at her, maybe he could lie and say he was so he could get some answers. "Yes," Ben said hesitantly, hoping his plan would work.

"B-Ben-kun, you're a Nekoshou!" Rias yelled. Maybe Ben would understand if she told him she was a Devil. Maybe he would accept it and look past it. He still might reject her and try to kill her for being a Devil, but this was her only chance. Ben probably hates her right now for trying to alter her mind. Her confession may make him trust her again. "B-Ben-san," Ben looked over at her, "you asked me what I was, so I'll tell you. My only request from you is to please not hate me for what I am about to tell you. Ben, I am a Devil, we all are." Rias said with tears starting to form in her eyes.

Ben was dumbfounded. A Devil, Rias was a Devil. Not just Rias, all three of the girls and possibly more. This was a joke, right? This had to be a joke.

"Y-you're kidding me, right?" Ben asked.

"Ben, p-ple-" Rias tried to grab his hand, only to have Ben snatch it away.

"I-I need some time to think." Ben hesitantly said as he turned around and started to walk away.

If Ben had turned around he would have seen Rias crying and shaking on the dirt floor.


"Devils! That can't be right. Devils don't exist, do they?" Ben was trying to make sense of the situation at hand. Right now there were only a few people who could answer him. And Ben knew just who to talk to about this. Pulling out an amulet, Ben focused all his magic on it. He had recently started developing magical abilities. But due to the instability of his magic, he has been forced to use items to even use magic.

"Ah, Ben, how are you doing?" A voice came out of the amulet.

"Bezel, we need to talk." Be said in a serious tone.

"About what?" Bezel asked through the amulet.

"By any chance, do you know of any supernatural beings?" Ben asked hesitantly.

"Are you talking about Devils?" Bezel asked in a slightly lowered voice.

"How did you-"

"That whole town you're in is filled with Devils, Angels, Fallen Angels, and Sacred Gear weilders."

Ben wasn't that surprised to here that Angels and Fallen Angels existed, he already knew that Devils did. But what really caught Ben's attention the most was those last words, Sacred Gear weilders. Before Ben could contemplate on the subject any longer, a small portal opened up and pulled Ben through.


"Ahhh!" Ben screamed as the portal opened seven feet in the air and dropped Ben down. "Jeez, warn a guy next time before you do that." Ben wimpered.

"I am sorry, Ben." Bezel said apologetically. "So what is it you want to know?"

"You had already given me my answer of the existence of Devils." Ben said seriously.

"So I am guessing you want a way to combat them in case you ever have to go against them?"

"exactly."

Bezel sighed as he started to pace around, "it is true Devils were evil creatures. But like all other sentient beings, they have the ability to decide to be good or evil. The Devils' way of life really changed after the Great War."

"Great War?"

"Yes, a war between the Devils, Angels, and Fallen Angels. Those stories about Monsters in the forest and people selling off their souls to Devils are all true. May I ask why the sudden interest in the supernatural?"

"It's just that it peeked my interest." Ben replied.

Bezel sighed as he continued, "during that war, many died. Due to the low birth rate of the three Angels and Devils, they now turn humans and other races into their kind to keep their race alive by turning them into their servants. The way the three factions live now is extremely different. Most of them don't fight anymore. All are more worried about keeping their race alive. As for a Sacre Gear, they are items created by The God Of The Bible to give humans the abiloty to enact miracles. Actually, most historical figures were Sacred Gear weilders. That is as much as I know, I try to keep out of their affairs. Good bye, Ben." As Bezel finished another portal opened up and sucked Ben through.


Ben was walking home. By now it was midnight and every fiber in Ben's body was aching. Ben stopped near a light post and started punching it. "Stupid. Stupid. STUPID." Right now Ben was feeling like a jerk. Sure Rias had tried to brain wash him, but he knew how she lived. He was her first real friend. She just didn't want to lose him. He didn't like the method she did it, but he couldn't blame her.


Ben was in his bed, he had decided to apologize to Rias tomorrow, hopefully she would forgive him. His current thoughts were going around that knife he had created. Ben wanted to know what that was. His mind wandered to what Bezel had said. Could this power be a Sacre Gear?


In a lab, Euclid was looking over one of his newest Dragons. This Dragon looked like a Western Dragon and had orange scales. The beast had two pairs of wings and a mace like appendage at the edge of its tail. The Dragon had five horns on its head and claws the size of bananas that looked capable of cutting through steel. Its eyes were Crimson red and the wings of the beast were tattered but still functional.

"Soon you'll kill that Gremory whore. Oh the look of Sirzechs' face will be glorious." Euclid spoke to himself as he was getting quite giddy.


It was now morning and Rias and Sona were walking to school. Rias had her head down and her eyes were red and puffy. Rias had cried herself to sleep when Ben left.

"It's ok Rias. I am sure he is just trying to process it all. Ben isn't the type of guy who would care about something like that." Sona tried to cheer up Rias.

"I-I just don't want Ben to think I am some kind of monster." Rias said with a downcast look.

Before they could continue their way to school, a magical forcefield opened up cutting that area off from reality. A magic circle appeared on the ground, re ealing a large, hulking Dragon about twelve-feet tall glaring down at them.

The beast let out a roar and raised its tail, bringing it down on the girls. At the last second, the girls were able to dodge but the wind had pushed the two girls about fifteen-feet away.


Ben was walking to school when a barrier had suddenly enclosed around the area that he was walking.

"What the-" Ben was abruptly cut off.

"So you are the legendary Ben 10. It is an honor to meet you. And it is a bigger one to get to end you." A man said in a cocky and psychotic way.


A/N I know it isn't that good, but hopefully next chapter will be better. I have the chapter planned out and all I have to do is type it out. My job is kicking my ass at the moment.

As for who that mysterious voice is, I won't give you any spoilers but I will tell you Ben isn't going insane.

Thank you for your support and I will see you all next time.