Ben 10 Alien +Vampire

Chapter 20: Fire vs Omnitrix; the Power of Friendship pt2

With the Others

Kuyou attacked the three girls that charged at him. Gwen set up a shield, as Kuyou unleashed a flame wheel at them. The heat was pretty intense, as Gwen opened up the top when the flames died down a bit, as Kurumu flew upward. She charged at Kuyou, slashing and swiping at him, while dodging at him in the air. Kuyou shot out fire blasts to hit her, but it was no avail, as she effortlessly dodged them.

However, he shouted, "I barely even feel any attack at all! Give me a break with all this Friends Sticking Together nonsense." He then fired another barrage of flame wheels at her, as he continued to shout, "Monsters and Humans are enemies! And they always will be!"

"You're just a closed-mind bigot," Kurumu shouted, as she circled around for another attack, "Monsters and Humans can become friends! We're proof of that!"

"Heh! Not for long!" He said as he fired another blast that got lucky as it nicked her wing badly as she came crashing down on the roof.

She winced a little as he strolled up to her and smirked, "You were the one they sent to stop me? How pathetic."

She shook her head, "Not beat you. Distract you." She then looked back to the shield, as both Gwen and Yukari stood side by side, ready for an attack, as Kurumu shouted, "OKAY GUYS, NOW!"

The shield died down, as Gwen and Yukari shot forth playing cards and energy beams that surrounded the Fox Demon. They began to circle him, as Yukari explained, "That's a concealment trap. It's designed specifically to hold you at bay."

Kuyou chuckled, "Nice try…" and swiped his tail at the cards, burning them "But it'll do you no good!"

Gwen smirked, "That was only the first part."

Then suddenly, the cards merged with the energy surrounding him, as it flew upward, into spears of sorts. They fired right at the Fox Demon, piercing him, as he howled in pain, and was surrounded by a shield. He struggled to break free, as he shouted, "No! There's no way that a bunch of weaklings like you could possibly imprison me. I am superior and I am the law and justice of this school!"

Kurumu regrouped with them, as she asked, "How long's that gonna hold him?"

"Long enough for Moka to finish," Gwen answered.

Yukari sighed, "I just hope the others are doing better against Malware."

Back with Malware

Kevin and Gin were giving the Mechamorph the smack down of its life. With Kevin's exo-armor, and Gin's speed, the Mechamorph was having a difficult time trying to take down one opponent after the other. Gin's speed made it hard to pinpoint a target, and allowed the Earth Loboan creature to swipe at him. The damage wasn't high, but it was becoming rather difficult to at least heal up rather quickly. That much was done, he finally got them both when they tried to attack him from behind. On his back formed a massive cannon barrel, and fired at them both. Then the shot sent the two skidding on the ground, and smashed to the side.

The two tried to get back up, but the Viral Mechamorph fired a barrage of staples, pinning them both to the ground. Malware made his way to them, as he readied his blasters, "Checkmate, fools."

But then a barrage of ice spikes shot at him, causing him to miss his targets. He turned around, and saw Mizore, freezing her hands into claws, as he scowled, "It's just Check for now." Mizore said and charged right at him.

Malware fired at her, but she iced her feet to allow herself to slip and slide, dodging the blasts easily. She stopped, as she slammed her hand on the ground, freezing stalagmites towards Malware as he hopped out of the way. He skidded to a halt, and fired again at her; she formed an ice shield just in time, as she then fired a barrage of ice spikes at him. He opened a hole in his torso, allowing them to past through him. She then froze up an ice club, and swiped it at his midsection. But he saw the attack and separated his upper torso, allowing it to pass, and reformed himself. The two stood ready for another attack, but just as Malware gloated, "You and the others fail to see the point of all this. Tennyson was the only one who could stop me. And just like him, the rest of you are already dea…"

But he didn't get a chance to finish his sentence, as Mizore pulled out her lollipop. And then blew a fierce snow icy wind in front of him. He tried to charge forward, but the front of him began to ice over, as he slowly but surely made his way to her. Until finally, he stopped a moment, kneeling on the ground.

Mizore stopped for a moment, as she scowled at him, "Ben isn't dead yet. And we won't give you the chance to grab his Omnitrix."

"I fail to see any future of that happening," Malware requited, and shot his fist into the roof. And then suddenly, a massive barrage of Techno-Organic pillars shot right at her, smacking into her as she faltered to the ground. She slowly tried to get up, but then felt a humming barrel pressed on to the top of her head. She went wide eye with fear, as she slowly looked up, and saw Malware aiming at her.

He chuckled, as his barrel began to charge, "This fight is over."

"Damn right, it is," Moka-sama suddenly shouted, as she double drive kicked him away. She landed gracefully, but staggered a bit, as Malware began to reform himself.

When the girls got back to Ben, Kurumu looked to Ben, who hadn't moved an inch. She looked to Deshiko, and asked, "What's wrong? Why isn't Ben…?"

"She's done all she can right now," Deshiko replied. "Now all we can do is just wait."

The girls looked fearful to Ben, and now back to Moka, whom seemed to now go into the fight with Malware. Unaware that the Omnitrix was acting rather erratic, with the lens going from yellow ow to red back and forth in an alarming gesture. "Warning system error, twin foreign DNA codes have been detected, unable to properly analyze. Warning, incompatible DNA code has been detected within Omnitrix bearer's body. Safety protocols activated, now extracting unknown blood samples."

Back to the Fight

Malware managed to reform himself, as he shook his mutated dinosaur-like head. "Ugh! I almost forgot about you, Akashiya." He then looked to her, as the two stood parallel from each other. Like two cowboys sizing up one another, preparing for a good fight. Malware flexed his claws, as he examined the Vampire before him, "The last encounter we had, I barely had time to analyze what you were. But my time here at this school, studying and hacking into your school records was quite the educational experience. Vampires are said to be S Class monsters of sorts. Although I must admit myself superior, the two of us are so much alike. Like you, I'm a vampire of sorts, except for one key difference: you feast on blood, I feast on technology. And the more we take, the more powerful we are. How I've longed to test my mettle against an opponent of equal strengths."

Moka-sama didn't even flinch from the conversation, but her scowled sneer sharpened, as one sentence exited past her lips, "Malware… if Benjamin doesn't awaken, then be ready." And then charged forward, as she hissed, "Because I'll rip you open, find the part that's supposedly your heart, and grind it into the ground with my heel!"

Despite her Moka's fierce threat Malware chuckled. "My heart you say, well I'm sorry to disappoint you but I no longer have a core that acts as my power source. I upgraded myself past that limit a long time ago, now the only thing that you'd find inside my body is everything that I assemble into myself. In other words I have no vital parts for you to strike at and soon you'll be nothing but a decaying carcass like Tennyson.

Those last words did it as Moka became angry at what he had said as she charged at him, and delivered powerful kicks to him that caused him to back away slowly. She was merciless, as the others watched in amazement, as Kurumu shouted, "Yeah! Kick his rubbery bubble butt, Moka! Yahoo!"

However, Gwen seemed a little nervous about something, as she asked, "Wait, doesn't she seem… a little sluggish with her kicks?"

Yukari noticed this too, and gulped, "Oh, you're right." She then shouted, "Moka! How much blood did you give him?"

Moka weakly kicked at Malware, who was still reforming with every strike, as she didn't answer that question. However, it was fairly evident that she was slowing down from her attacks, as she realized the situation. 'Dammit. I don't have enough strength. I gave him too much,' she berated herself.

However, her thoughts distracted her, as Malware saw an opening, forming a blaster from his left hand, and shot at her. She dodged it, as the blast hit where she once stood, and exploded. She skidded back to a safe distance, but winced, as she instinctively grabbed her left leg. It was nicked with a bleeding burn; obviously, Malware had gotten lucky enough to hit her. But she knew better, considering she was outmatched at this point.

And Ship knew it too, as he pleaded on her back, "SHIP. SHIP. SHIIIIP."

"I know, Ship," Moka-sama stated, as she gritted her teeth, "But right now, all I can do is wait, and pray that Ben pulls through and wakes up."

"You seem to be a bit sluggish in this battle," Malware observed, startling the vampire. "The Security Enforcers stated that Vampires are supposedly the most powerful creatures in their species. And yet you seem to be a bit flushed in your attacks and moments. And I'm detecting a sudden case of weakness; not to mention you should have avoided the attack altogether."

She gritted her teeth, knowing that Malware was catching on, as she denied this, "Are you gonna talk or fight?" And charged at him again, delivering a barrage of attacks that ran up from chest to face. All she could do was scream out as she attacked, but Malware seemed unfazed by this at all.

However, Malware seemed to piece it together, as he took notice of Tennyson's body still and unmoving as he suggested, "I'm guessing that whatever you did to try and resurrect Tennyson has only weakened you. A fair hand, but it's led to you to be less of a warrior than when we first met."

"You steal technology to hide your own inadequacies, and perhaps the lives of your own people!" Moka-sama growled, "I'll show you who's lessened?" and delivered a powerhouse kick to his head.

However, the Galvanic Mechamorph grabbed her by the ankle, as he held her dangling in front of her. She tried to swipe at him, but he stretched his arm out, causing her to kick nothing but the air. He chuckled at this, as Malware shot, "Now… it's my turn."

And he began to throw her back and forth on the roof, smashing her into the pavement. She tried to break free of him, but he morphed his hand around her ankle, making it difficult to break free of him. He brought her closer, as he smashed her into the roof, like a club bat smashing into the ground until it would break apart. Finally, he slammed her on the ground, and let go of her, but didn't get her go off easily, as he randomly kicked her constantly. Until finally, he kicked her hard enough with a booster powered kick, sending her crashing into the roof entrance.

The girls looked in horror, as they saw Moka-sama slide down, on her knees. She heaved a little, until finally, she coughed out blood, and heaved deeply. Gwen charged herself, as she shouted, "That's it, I'm taking your spot."

"No!" Moka-sama shouted, causing Gwendolyn to stop and look at her in concern, as she got up on shaky legs, "I have to be the one to hold him back. Just keep watching out for Benjamin." Ship suddenly hopped off of Moka-sama, who was a bit startled by that action, as she blinked, "Ship? What are you…?"

And surprising everyone, Ship jumped at her, wrapping around her, which she tried to fight back against. She thought that Malware had somehow hacked into him, but he wasn't trying to fight her. It was as if the little Mechamorph was bonding to her in some case. However, that ended once Moka-sama felt a bit better than before, as she opened her eyes, and in front of her was a visor. A green visor had showed a targeting system as well as coordinate numbers, energy levels, weapon systems and radar.

What Moka had slowly realized, was that Ship had somehow bonded to her, and created a mecha suit of sorts. It was black, and skintight on her body of sorts from chin to toe. She had two medium boots that stopped at the middle part of her calves, high heeled type with no opening for a heel tip, and two green orbs at her ankles. A mini-skirt that was hiked up on her right sight and ended above her left knee, as well as two green hip guards, with a green belt around her waist, along with what appeared to be a copy of the Omnitrix symbol for the buckle. A V-shaped breastplate that exposed her from neck to navel, and a back guard of sort. On both her forearms were oval-shaped armguards that started from wrist and ended to elbow. Her hands were covered in armored hand guards, and her knees had armored kneepads shaped like hexagons, and her shoulders were more like sleeve shoulders on a business suit. Her ears were covered in headphone shaped tools that connected to a green visor that shielded her eyes. The circuitry patterns on her suit were green, much like Ship was, as it went on her forearms and hands, covering her knuckles. Two lines on her breasts that started at her nipples and ended at the bottom of her breasts. On her skirt the trim was green and on her boots the circuitry pattern went around the opening of her boots and on the inner side of them encasing her heels.

She looked around at herself, and asked, "Wha… what happened?"

"Moka!" Yukari called out, gaining the now-armored suited vampire girl to turn in their directions, "Are you okay? What did Ship do?"

Kevin and Gin attempted to free themselves, but Kevin had taken witness to the event, as he shouted, "I think Ship bonded with her!" He managed to free one of his arms out, as he attempted to free the other one, and explained, "Mechamorphs bond with any technological device, upgrading them beyond what they were built from. In this case, I've been seeing that crazy little mutt go in and out of my garage off the campus. I think he's mimicking stuff I got in there and made that fancy suit. Kinda like that villain guy from the Human Spider comics."

"Enough of this pointless chatter," Malware shouted, as he aimed a blaster right at Moka, "This fight ends now!" and fired it at her.

Instinctively, Moka-sama brought her arms up to block the blast. Sensing her instincts, Ship activated on her forearms, jagged green energy shields, that split the beam apart in two different directions. It was like water was passing her, like a rock in a river. Once the blast died down, she blinked in that, as she spoke up amazed, "Wow. I didn't even feel that at all." Smirking, she decided to take her new battle wardrobe for a test drive, "Okay, Ship. Show me what you've learned."

Ports on her back opened up, revealing them to be jet booster, as were on the heels of her boots. They launched her forward, as her right arm's guard, morphed out an impressive mini gun. She fired out a barrage of green laser blasts right at Malware, that hit him pretty hard, as he seethed out in anger and pain. She leapt over him, as she landed in a crouching stance, and brought out her legs in a swipe kick, causing Malware to fly off his feet. She kicked her feet in the air, which allowed her to fire her boot rockets, burning Malware and sending him flying upwards. She flipped back on to her feet, as two shoulder mounted cannons appeared on her shoulders, and fired two green missiles right at Malware, which blew up at him.

The Viral Mechamorph fell to the ground, reforming himself slowly at the moment, giving her enough time. She saw Mizore slowly recovering, as she ran over, helping her up, "We have to end this right now."

Mizore nodded, "I think I'll let you take him on, Moka. You seem to have the advantage right now."

"I don't know how long Ship and I will be bonded. For all I know, it could be the same as the limiter on the Omnitrix," Moka-sama explained, and sternly looked to Mizore, "Right now, you're the only one that can beat him now."

Mizore blinked, "Me?"

Moka-sama nodded, as she explained, "Ben told me once he caught Malware using his Diamondhead form. Meaning he can't get through crystal. So it's possible he can't get through ice."

Malware finally reformed himself, as he seethed with anger, escaping from his dinosaur-like gnaw, as he whispered in heaving anger. "You are wasting my time, and delaying the inevitable," he spat as he growled, "I shall absorb that inferior Mechamorph until he's nothing but dust! I will rip you apart! I WILL ENSURE YOU SHALL NEVER SEE DAYLIGHT AGAI…"

"Don't! touch! My! Dog!" Moka-sama shouted in anger, as she was rocketing towards Malware at full speed, and delivered a powerful energy construct kick, screaming, "KNOW YOUR PLACE!"

The kick connected with Malware, as a gigantic shaking explosion rocked the roof. Moka-sama jumped back a bit, as she flipped her hair, and smirked, "I guess you're still defective, despite your improvements, Malware."

However, that went answered, as Malware shot out of there, stretching his arms around. He wrapped around her, as he hissed out in anger, as she tried to struggle, "I AM NOT FLAWED! I AM SUPERIOR!" she struggled to break free, but to no avail. But she had to try fast, for tiny tendrils began to latch into Ship's body, as he hummed in pain. "No more delays, no more obstacles," Malware spoke out, as he attempted to "devour" Ship, "I'm going to kill your Mechamorph pet, and then you."

Moka-sama struggled to break free, just as she saw Ship slowly turning gray, "NO! Ship!"

"SHIIIIIIPP," he cried out.

Malware cackled at this, but then gasped in pain, as suddenly, Mizore swiped at his arms with her ice claws. He stepped back, as he saw the ice creeping up his arms, and let go of Moka and Ship. Mizore flexed her claws, as she saw the effect on Malware. "I guess the Inner Moka was right," she said as she ran towards Malware, "You really can't handle ice!"

In response to that Malware smashed his arms on the ground shattering them and the ice that covered them before he regenerated new arms.

However before Malware could retaliate, Gin and Kevin, who armored up a bit with some steel, were freed and ran up to him. "Damn right, he can't!" Kevin shouted, as he grabbed his arm, and Gin grabbed the other one.

The two held him in place at the moment, as Gin shouted, "Go! Freeze his ass!"

Mizore ran up to him, and jabbed her ice claw into his torso, starting the freezing process. "No! NOOOOO! Not Again!" As he struggled to break free from the crawling ice around him, Malware swore out, "I will be free again. And once I have absorbed the Omnitrix… Azmuth, the entire Galvan System and ALL OF THE UNIVERSE…!" And then he froze solid, as Gin and Kevin pulled away in time.

"Well thank Mizore for shutting you up," Kevin retorted, as he clapped his hands clean.

The others formed back together with the other girls, leaving the frozen Rogue Mechamorph in place. Once they rejoined, they stopped worrying about Ben for a moment, and admired the combat mech armor Moka-sama had acquired from Ship. Yukari was starry-eyed, as she circled around Moka-sama, blushing like crazy and shrieking out in excitement, "Whoa! That battle suit's amazing!" She then cooed out, "And it shows your figure out so very well. I think I'm falling in love with both you and Ben all over again."

Kurumu huffed, feeling a little jealous, "Yeah, right." But then she thought about it, and asked innocently, "Hey, Moka… think I could wear it for a while?"

"Don't forget," Kevin pointed out, "That's my tech he's mimicking there. Ten bucks per use."

Moka-sama grumbled, "Ten bucks? He's my Mechamorph, Levin."

Gin shot in different angles, firing his camera, as he chuckled perversely, "Gotta admit, Ship knows how to show both sexy and dangerous in every way manageable. Hehehe."

Gwen pushed the drooling werewolf boy aside, and smirked at Moka-sama, "But still, Ben would be pretty psyched to see this."

But then everyone stopped smiling as they remembered Ben, and ran back to him. Moka-sama knelt down next to him, as did Kurumu, as she asked, "Why hasn't he woken up yet, Moka? I thought your blood could heal him."

She raised an eyebrow at this, as she nodded on confusion, "It's supposed to but I don't…"

"Warning system error: twin foreign DNA codes have been detected, unable to properly analyze," the Omnitrix computer spoke up again, as the lens continued to fluctuate between red and yellow. "Warning unstable and incompatible DNA code has been detected within Omnitrix bearer's body. Safety protocols are now activated, commencing extraction of unknown blood samples."

They paled at this, as from what they could determine the Omnitrix was seeing Moka's vampire blood as a type of threat to Ben's body and was beginning to remove it from his body. If that happened, then there would be no chance to bring Ben back at all.

However, they had big time problems, as a huge explosion from the roof over, caught their attention. A gigantic cloud of smoke and fire erupted, nearly leveling the entire roof, but remained standing. Once most of the dust died down, they saw a figure standing in the crater of the blast. It was Kuyou once again, broken free of the bonds Gwen and Yukari had made before, but this time, he appeared rather different than his true form. He was covered from head to toe in white fur, with black markings on his arms and chest, as well as a few on his face. His fox hind legs were more humanoid now, he had kept this human torso, with longer silver blonde hair, fox ears on his head. And he also had four blue flame tails spiraling behind him. It now possessed a significantly hardened and strengthened body, an imposing if somewhat attractive appearance, this form significantly amplified the Yōko's power.

Gin gulped as he realized what they were seeing, "Oh man. Kuyou's not fooling around; that's his battle form."

Kevin blinked at that, "Battle Mode? Just how many modes does this guy have?"

"Only his original form and this. His most feared weapon is his Battle Form, seeing that it's specifically optimized for combat and striking fear into his enemies," Deshiko answered. "When he's taken this form, his powers are concentrated and boosted to a higher level of power than his base-line form, making him unbeatable."

Kurumu gulped, "I really didn't want to hear that."

Kuyou smirked as he called out, "I honestly must admit it's been a while since I faced opponents who could at least resort me to using this form." He raised his hand, forming a massive wheel of fire, "I'll make sure to finish the job that dysfunctional Malware couldn't finish!" And launched the fire wheel right at them…

In the Building

A massive explosion shook the roof of the building, causing most of the students inside to wonder what was going on. Earlier today Kuyou had announced that the human, Ben Tennyson, was to be executed today at 3 PM. It had past that time and all they heard was fighting coming from the rooftop. And now all the students were trying to rush into packed groups just to see what all the fighting was. They shoved, pushed, and bunched together just to try and see what the entire ruckus was and to see who was winning the fight.

In the crowd, Miss Nekonomi was trying her best to get through the crowds. Once she learned that her students and Newspaper Club members were in the fight, she had to try her best to get up there. She feared the worst for her students, including Mr. Tennyson, as she whimpered, when she heard the explosion, "Oh no. I hope Benjamin and the others are alright." She then yelped as she tearfully whined, "OW! Who stepping on my tail?"

Back Outside

The explosion of the fire wheel died down, as the dust settled. The others stood and remained unharmed and still alive, as they saw who it was that saved them. Mizore ran in front of them all, and formed an ice shield, which was broken down and melted after taking the impact of the Fire Wheel. She too felt the effects of the heat as she was sweating rather heavily, as her shirt clung to her and she collapsed on her knees breathing heavily with exhaustion and pain.

Kuyou smirked, as he saw what had happened, "Amazing. That Snow Girl formed an ice shield to save all of you." He hopped off the roof, and landed back to where Malware was still frozen. He formed a fire ball in his free hand, "Well, it doesn't matter now anymore, she only delayed what is to be the inevitable. You're all still dead seeing as how you're all defenseless."

But suddenly, Moka-sama, still armed with Ship, charged in as she shouted, "Wrong! They still have me!" And delivered a smashing rocket powered punch to his face. The Fox Demon was sent skidding on the rooftop, until he stopped, and saw Moka-sama cracking her knuckles, "And I'm gonna kick your ass to kingdom come."

Kuyou wiped his mouth, as his smirk remained present, "Moka Akashiya. I must admit, this foreign look doesn't do you good all that well. Despite the enhancements, I doubt you'll last very long against me." He then chuckled, as he looked to Ben's still non-moving form, "I see your efforts to reviving your little human friend was to no avail." His smirk then grew as he stated, "If I defeat you, an S-Class monster, my reputation in Youkai Academy shall go unchallenged."

She charged in full, with rocket-boosts to speed her up as she shouted, "You'll have the Devil's chance of doing that!"

The others charged up, as Kurumu shouted, "Come on! We gotta help!"

But then suddenly, they were surrounded by Security Enforcers, keeping them at bay, as a well-recovered Keito strolled in, and smirked, "None of you will be doing anything at this point. Kuyou wants the personal pleasure of killing your vampire friend"

Unknown to everyone else at the moment, small beeping noises came from the Omnitrix, as its yellow switch rotated. "Unknown blood sample has been absorbed and stored. Caution! 10 percent has fused to host DNA; unknown variables are forming. Now analyzing secondary DNA signature." After a moment, the lens turned green again, as the furnace like silhouette was shown. "DNA verified, unlocking new alien DNA sequence code." And as the DNA sequence code was finished, the burns on Ben's body slowly but surely began to heal automatically.

Back with the Fight

Moka-sama was making the beat down of her life, that is to say she would be if not for the continued exhaustion from the blood transfusion. The Fox Demon wasn't even being pushed back or taking a beating from her at all. All the time, he was just chuckling and standing there, almost taunting her like there was nothing she could do. She hated this, as well as what she was seeing on Ship's monitor. Apparently heat didn't agree with Mechamorphs as her visor was flashing warnings of her battle suit overheating and being near forced shutdown.

She grunted as she was feeling the heat as well, "Dammit Ship can't take much more. I have to try and finish this." As she unleashed a merciless barrage of kicks at Kuyou.

Kuyou was starting to pick up on this as he smirked. "Hmm, it seems your suit can't cut it against heat. And you apparently seemed a bit weakened if you're in need of a wardrobe change." He then cackled as he taunted, "I see now, you shared your blood with your pathetic gaijin human friend Ben Tennyson. And look what it did to you." He then launched forward, delivering a powerful punch to her face, almost knocking her out, as he shouted "It made you weak!"

Before she could act he pulled her back and delivered a devastating punch or two to her constantly. From stomach and ribs, to cheek and head, he continuously punched her mercilessly as he taunted "Humans are petty-minded creatures. They lie, steal, and cheat. They're selfish and lazy. They betray others without feeling guilty." And then he delivered one final punch to her, "And they harm and kill other living things without a second thought."

Moka was sent skidding on the ground, until she was centered between Kuyou and the group. Ship immediately unbounded himself to her, and returned to default form. He yelped and whined, as he saw Moka in deep pain, as he frowned and tried to nuzzle her to get back up.

Kuyou's tails flamed up powerfully, as he smirked, "I'm going to burn you until there's nothing left, Akashiya. Don't' worry it'll help cleanse you of the vileness of the human's taint on you." He raised the massive fire above him and shouted, "Now is the time, Akashiya for you… TO DIIIIIIIE!" and launched the flames right at her.

As the massive flame blast headed right for her and Ship, all Moka could do was open her eyes, and whisper, "I'm sorry… Ben…"

KA-BLAM!

The area that Moka and Ship were in was now a massive flame ball, showing nothing could survive such a thing. The Security Enforcers guarding the Newspaper Club all shouted in victory. And Kuyou smirked, "Good riddance."

The Newspaper Club could only either look away or hide their tears. Surprisingly enough, Gwen buried her face in Kevin's shirt, as once again, he held her to try and comfort. All Yukari could do was cry at that moment, "We lost Ben, and now we lost Moka and Ship."

Mizore had gained enough strength as she was being helped up by Deshiko as she hung her saddened face to hide it. "This isn't happening," she whispered. "It can't be true…"

"You're right, it isn't," Kurumu smirked as she answered. "Because she and Ben aren't dead yet."

Gin nodded, "She's right." And pointed out as everyone saw it, "Take a look!"

The fire had died out or rather it was being absorbed by some unseen force. Much to the surprise of the Security Enforcers as well as Kuyou, they saw that the vampire and her strange pet were still alive and unharmed by the flames. Questions were buzzing all around for an explanation until they saw it.

There standing in the middle holding both Ship and Moka-sama as the fire died down was a massive nine-foot armored being, shaped like a heavy oven-like suit, that looked like it could atand up to massive heat and radiation. The suit had a handle on its head, and the circle shoulder had bolts. There were three more bolts on each hand and two in the chest. The being's helmet was built into the shoulders and had three grills for eyes.

Everyone tried to figure out who or that that was. But they went unanswered until the new being walked out from the flaming shadows… the Omnitrix symbol on the chest piece.

Kuyou's eyes widened with horror as he shouted "TENNYSOOOON!?"

Ben in his new form turned to face Kuyou and called out in a Russian accent "Call me NRG in this form!"

Omnitrix Alien Info: Prypiatosian-Bs, aka, NRG

Prypiatosian-Bs are a race of aliens from a planet located somewhere in the Andromeda Galaxy. Prypiatosian-Bs are humanoid aliens made of pure, red, radioactive energy. Only male Prypiatosian-Bs have been seen, so it is unknown what female Prypiatosian-Bs look like. They need to wear a containment suit in order to walk around other life forms, to prevent radiation poisoning. The suit also manages their powers. The energy Prypiatosian-Bs radiate enables them to generate intense heat, and melt through solid metal and rock by merely touching it. They are capable of firing highly radioactive energy beams which can corrode and melt metallic objects. They can channel heat through the ground, resulting in a massive geyser of lava. They can fly at high speeds. They eat energy and the more they eat, the bigger and stronger they become.

Because NRG is always in his containment suit, his abilities are weaker than if he was outside the suit. Because of dangerous radiation his body gives off, NRG must stay in the suit for the safety of others and keep its radiation to a minimum. NRG's suit decreases his speed and agility. Taedenite is the only known element that can damage NRG's suit, outside of the suit itself. The eye holes in the suit are quite small, which limits his vision somewhat. NRG is vulnerable to carbon dampening rods, which slow down nuclear reactions and inhibit his radiation generating abilities.

Ship yipped happily, as Moka-sama opened her eyes to see Ben, alive and well, and transformed into his new alien form called NRG.

Moka-sama blinked in surprise, and asked, "Ben? Is that you?"

NRG's grill mask looked to her and answered in a Russian accent, "I'm no ghost." Moka-sama allowed a few tears to stream out, in relief, much to NRG's shock, "Are you crying?"

She stiffened a chuckle, as she wiped her tears away and answered "You sure took your time to wake up… you sleepy head." And flicked him in the forehead.

Kuyou blinked in surprise, as he denied this, "No. It can't be. I saw my flames; he should be dead!"

NRG set Moka-sama and Ship down, as he stepped forward to fight but Moka-sama pleaded "No, Ben. Don't!"

"Don't worry," NRG reassured her. "I'll be just fine. Besides, your transfusion did the trick."

Moka-sama blinked a moment, and asked, "Wait. How did you…?" But it went unanswered as NRG turned his attention to the fuming Kuyou.

Kuyou snarled at this turn of events, as he fumed out, "You? Defeat me? I will not allow you to humiliate me! Or bring an end to this school!" And charged right at him.

NRG charged at him as well, as he shouted, "I won't allow you to terrorize me, my family and friends, or anyone else in this Academy, Kuyou! THIS! ENDS! NOW!"

Kuyou smirked, "You protect them? I'm not the villain here. I preserve the peace and order of this school! You're pathetic! Do you really believe a pathetic human like yourself can stop me?"

"Darn right, I can," NRG shouted.

The two then clashed together, and fought fiercely as the two fought it out. NRG seemed to be pretty vigorous despite almost being dead a while ago. But sadly that virtuosity wasn't proving too fruited as Kuyou was easily beating NRG. Due to his armor and clumsy body his movements were limited. His firepower was short ranged and lousy aiming. Kuyou was having a blast, as his newly resurrected opponent was helpless to stop him.

However NRG did seem to have one advantage and that was how Kuyou's attacks didn't seem to be making much if any damage to his suit. It seemed like it was completely fire resistant as there weren't even any scorch marks developing.

Kuyou saw this and grew annoyed as he decided to switch to a physical assault.

He charged at NRG while dodging a blast he fired and then dealt a strong punch to his torso. The punch sent NRG skidding back a few feet as Kuyou flexed his hand a bit since it stung from having punched something incredibly hard. However he didn't let that slow him down as he lit up his hands in blazing fire before he charged again and proceeded to inflict multiply hits on NRG who was unable to fight back as Kuyou kept avoiding him while he continued the assault.

As he continued to pummel NRG he saw that even his punches weren't putting a dent in his armor but from having heard NRG's grunt and small yelps he saw that even though he wasn't breaking his armor NRG was still feeling some pain. Having had enough of the pointless resistance from Tennyson he knocked him over and had NRG pinned to the ground.

Kuyou smirked as he taunted him, "Some enemy you turned out to be. Even with the most powerful weapon at your disposal, you're still weak."

"You're the weak one," NRG managed to say through the grill. "All this power went to your head. You were appointed to protect the students of this school but you allowed yourself to become the very thing you swore to fight against."

Kuyou chuckled, "Fool! I have no need of a lecture from a pathetic and weak human!" He then continued to punch and dent the armored body up, as he taunted more, "You should've died like you did before. But now I'll just have to do it all over again. And this time your friends and cousin will share the same fate! It would have been better off if they were imprisoned in our dungeon!"

"I've seen how you treat your prisoners!" NRG shouted, as he shoved Kuyou off as he tried to balance himself while feeling a little dizzy from all the blows he took. "Forgotten and scared without hope or compassion."

Kuyou raised an eyebrow, as he smirkingly taunted, "Can it be you actually care for those creatures?" He charged at NRG and laughed "You're just as pathetic and vile as they are!" He then punched so hard it actually dented the chest causing NRG to fall on his knees. Deciding to finish him off Kuyou saw that NRG's armored head had a few openings on it and decided to blast him from the inside as he prepared a fireball.

But all that changed as Kevin shouted "Enough!" this caught Kuyou's attention as Kevin continued "Don't open the suit! If you do… it'll kill him!"

Yukari scolded him, "Stupid Kevin! What are you doing?" But all she got was confusion, as he winked to her.

Kuyou smirked at that as he asked "Oh, really?" the fireball died down as he pummeled NRG's head before grabbing the handle on top and slowly beginning to tear the headpiece open, "With you gone, the Security Enforcers reputation shall be even more feared! With the power of your Omnitrix my power shall be magnified beyond belief and we shall make A NEW ORDER!"

But just as Kuyou ripped the helmet off, a massive radiation blast shot right into him and sent Kuyou skidding on the rooftop. Just as Kuyou got up, he stared in disbelief at a new form.

The being was humanoid, but made of red and yellow energy, radioactive energy. He wore two suspender straps with green buckles on them, a belt with the Omnitrix symbol for the belt buckle, two wristbands on both arms and two knee braces on both legs with green buckles on the braces. On his face he had a savage looking grin like the kind you'd see carved on a pumpkin for Halloween where the inside was completely white and he seemed to have lightning shaped bolts for eyes.

This was NRG's true form, hovering in the air.

The girls, and Gin, looked to Kevin, who cleared his throat, as he mockingly thought aloud, "Oops did I say it'll kill him to open the suit? Nah, I meant it'll release the Prypiatosian-Bs' true form."

NRG's fists were charging and glowing more with energy as he stated, "The Omnitrix is not a weapon; it is a device to bring understanding to the beings of the universe…" he then flew at high speed baling his right fist, as he punched Kuyou across the jaw, while shouting, "… AND I WAS BORN TO FIGHT YOUR BRAND OF ORDER!"

Kuyou got up before he was suddenly tackled by NRG who flew off the roof with him before throwing Kuyou to the ground. However instead of crashing, Kuyou's tails blew out fire as he used them like rockets to stop himself from crashing and rose back in the air at NRG's level.

"I see you're now much faster in your unarmored form but it makes no difference. You'll still fall to me like the inferior human that you are and I will that precious weapon of yours" Kuyou said as if speaking facts.

NRG was unfazed by the remark. "That isn't going to happen anytime soon. In fact the only thing you can look forward to is the butt kicking I'm going to give you now that I'm unrestrained" he said before they both charged at each other.

Kuyou and NRG both fired blasts at each other which ended up exploding on contact as they both fizzled out. They both then went faced to face as they started to fight hand to hand. Things went different this time as NRG was now faster, had full vision and better reaction time. He seemed to be evenly matched in strength against Kuyou as he ducked under a straight punch and then dealt an uppercut that sent Kuyou soaring upward where NRG proceeded to follow after.

Kuyou turned his tails upward to halt himself as he saw NRG approaching him. He fired up his tails before using one of them to try and slam it on NRG's head but he saw it coming and then grabbed it with both hands before pulling it and Kuyou along as he started to spin around and around, slowly going faster until he let go and send him flying down on another crash course with the ground and this time it worked as Kuyou couldn't regain control in time to stop himself from colliding with the earth and creating a small crater.

NRG descended from above just in time to see the dust cloud clear to reveal Kuyou getting back up without any difficulty showing the fall didn't hurt him much.

Seeing this NRG powered up his hands with radiation before firing a strong blast at Kuyou who saw it coming and jumped out of the crater while rolling on the ground before quickly getting up and firing his own powerful blasts that to his satisfaction hit NRG forcefully knocking him out of the air and making him fall to the ground as his body was now covered in flames.

"He he he he he HA HA HA HA HA you see that Tennyson, you're no match for me and my level of power." Kuyou said arrogantly before his mood quickly changed when he saw the flames going out and NRG walking out of the flames completely unharmed.

"You're going to have to do much better than that to even have a chance at wounding me!" NRG taunted Kuyou with a smirk on his face adding to the insult as Kuyou growled and charged forward where he reared his left hand back before swinging it forward in an attempt to claw at NRG.

The attack failed as NRG caught his wrist with right hand before he caught Kuyou's other hand with his left when he tried to claw him with his other hand. Kuyou struggled to push himself forward while NRG keep pushing back to prevent him from breaking free of his hold. Then suddenly as if both had the same idea they both started to turn up the heat of their bodies as Kuyou lit himself on fire while NRG lit himself on radioactive energy. They each keep pushing harder against each other with their energy levels continuing to rise to try and overpower the other until their combined energies caused a blazing explosion as if a star had exploded.

The explosion sent Kuyou skidding on the ground until he crashed against a tree that stopped him. He raised his head to look for Tennyson only to see him levitate out of the crater with no real injuries to his surprise.

Kuyou was now getting angry as he had been receiving damage from the fight but Tennyson's new form didn't seem to be taking any damage at all. As Kuyou got up he suddenly felt weak in his legs for just a moment as he seemingly stumbled forward before he regained his footing.

"What is the meaning of this!? My power feels like it's going down but that can't be possible. There's no way I could be starting to feel tired during my fight against Tennyson. IT'S JUST NOT POSSIBLE!" Kuyou argued with himself before lighting up his tails with new power.

As if reading his mind NRG spoke up. "What's the matter Kuyou are you starting to run low on gas? Cause I haven't even broken a sweat yet" he said with his arms crossed in a mocking tone that angered him.

Kuyou narrowed his eyes in anger. "Don't let it get to your head, no matter how much resistance you put up you'll still fall before me like all who opposed me" he said with certain.

"Then how about you come here and make me kneel before you?" NRG taunted while giving the "come on" gesture with his hand as Kuyou charged forward again.

Kuyou attempted to punch NRG but his fist was caught by his palm. However that was what he wanted as he attempted to punch NRG with his other fist but it was caught like before but despite this Kuyou's smirk didn't fade which made NRG suspicious when he saw it.

Before NRG could react Kuyou's four tails suddenly flared up and tied themselves around NRG. One wrapped around his torso, two on his arms and the last one around his neck as NRG was now caught and unable to escape his new restraints as Kuyou lifted him in the air hanging him by the neck.

"HA HA HA HA HA I HAVE YOU RIGHT WHERE I WANT YOU NOW, TENNYSON!" he said as he proceeded to have his tails constrict NRG with the intent of snapping his bones and breaking his neck.

NRG struggled against his bonds as he was flinging around trying to free himself as he felt the tails tightening. While he knew his form didn't posses any bones that didn't mean he was going to risk finding out what would happen if his neck broke or something.

He continued to struggle against his bonds until something came over him. All of a sudden NRG stopped struggling and began to chuckle.

Kuyou heard Tennyson chuckle. "Just what do you find so funny about your current predicament, Tennyson?" he asked his captive but instead of an answer NRG began to let a full blown laugh.

"Hmp, it seems I've driven you mad. Perhaps the lack of oxygen to your brain is the cause of it," Kuyou said emotionlessly as he kept tightening his tails on NRG.

"Hehehehehe. Driven me mad you say? Oh it's quite the contrary, I'm still perfectly sane" NRG said, with a smirk once again on his face.

"Then what exactly are you even laughing at?" Kuyou questioned.

NRG chuckled at Kuyou which annoyed him "I'm laughing at you". At hearing this Kuyou raised his eyebrows in confusion. "I'm laughing at you because since the start of this fight I haven't felt myself growing weaker, in fact I've felt myself slowly growing stronger and stronger the longer this fight drags on" NRG twisted his hands and grabbed 2 of Kuyous tails "And now you're about to see why" NRG said as suddenly his body suddenly began to light up with newfound power as Kuyou's eyes widened in shock as he suddenly began to feel weaker before a new radiation explosion burst from NRG's body that blew the tails off him and sent Kuyou reeling back as he was now screaming in pain as his body felt something it never felt before.

His body felt burned, something that he's never felt before. He had fought against other fire creatures before and none of them ever made him feel anything beyond simple heat. But now he was feeling an entirely new sensation. His entire body was screaming in pain as he felt like his insides were burning up and also he felt like he was starting to get sick.

Back at the Roof

"KUYOU-SAMA!" One of the enforcers shouted out in disbelieve as he saw his almighty and benevolent leader now apparently loosing the fight.

"We need to get down there and help him now!" The Cerberus enforcer said.

"But what about these traitors?" Another enforcer questioned to their captured targets. However Cerberus could answer a new voice spoke up.

"Roran Contorrez" Gwen spoke her spell out loud as suddenly multiple pink dome buddle appeared over all the enforcers minus Deshiko who were now trapped inside them.

"What the hell!" one of the Enforcers said before he tried to punch his bubble to break free only for it to not break.

"What is this!?" The Cerberus Enforcer said before he tried biting and clawing his prison only for it to leave minor cuts on it.

"That's one of my spells for containment" Gwen said as she got up along with the others. "It'll keep you trapped just long enough for us to get out of here".

"Wow I didn't you know you could use a spell like this" Yukari said in admiration.

Gwen turned to the young witch and gave a small smile. "It's one of my best tricks for escaping rather than fighting".

"This is all very touching and whatnot but I say we all leave before they we have jail break and they start coming after us again" Kevin said as he saw they were wasting precious time.

"I agree" Moka-sama said as she carried ship in her arms who was tired.

"We should leave right now" Deshiko said as they all ran out the door leaving their protesting enemies behind. However as they left, no one noticed cracks appearing in the ice block the contained Malware.

They ran down the stairs but were then faced with a roadblock as their path was blocked by many students that were heading for the roof.

"Ahh great just what we need, a blockade!" Kurumu protested.

Hearing the new voice the students looked up to see Moka and the others along with Enforcer Deshiko.

"Hey it's Moka-sama" One of the male students that adored her said.

"But where's Tennyson?" One of the female students asked.

Many of the students began to ask questions that no one answered. Suddenly they heard an explosion as the school shook for a moment.

"Does that answer your question!? Now if you'll excuse us we need to get outside to make sure Ben is alright in his fight against Kuyou" Gwen said impatiently.

However her response brought a large amount of reactions from the students.

"TENNYSON'S FIGHTING KUYOU!" A male student from the karate club asked.

"THERE'S NO WAY HE STANDS A CHANCE AGAINST HIM!" A female student who was rescued in the art teacher missing girls case said loudly.

"I DEFINETLY GOTTA SEE THIS!" Another male student said eagerly as he and the others began to run out for the doors to outside in order to see the fight.

Kurumu and the others meanwhile sweat dropped.

"Well that wasn't so hard" Mizore said blankly.

"Yep" Yukari simply said.

"We're wasting time, let's get to Ben quickly!" Moka-sama said as they all followed to get to the exits.

"I don't know what you're all so worried about. From what I've seen it looks like Ben's the one who's in control of the fight if the beating we saw him giving Kuyou was any indication" Kevin said as he ran down the stairs with the others.

"I know but something doesn't seem right with Ben" Moka-sama said all of sudden.

"What do you mean something's wrong with Ben, he looked just fine as he was gaining control of the fight?" Deshiko asked as she didn't get what Moka was worried about.

"It's not about the fight, it's about how Ben is fighting. I've seen him fight hundreds of times and he's never fought an opponent the way he is now" Gwen said with mild concern as she also saw that Ben was starting to seem different.

"What's different about the way he's fighting?" Kurumu questioned.

"For one thing he's never toyed with an opponent in his life. Sure he jokes around while fighting but he's always remained focused on the task at hand. But now he's not being himself, he's dragging the fight out, is mocking and messing with Kuyou and is enjoying inflicting pain on him" Gwen said as she couldn't remember ever seeing Ben smiling while he was hurting his opponent and making them scream in pain.

Kevin however was now getting a good idea if what was happening to Ben and if he's right (and he really hopes he's not), then they're going to be in trouble.

Back Outside

Kuyou was on the ground rolling around trying to put out the burning pain his body was now feeling.

"Very good stop, drop and roll. Seems you actually paid attention in safety class" NRG said sarcastically while clapping his hands in mock congratulation as he enjoyed the sight of Kuyou in pain and the screams he let out.

Eventually the pain went down from Kuyou's body as he grit his teeth while standing up to see NRG looking down on him with a look of superiority on his face that enraged him.

"What's wrong Kuyou you're looking more pale than usual, are you having feeling ill?" NRG said with a taunting tone in his voice that showed he already knew the answer to the question.

Kuyou growled at NRG as he felt his body was much weaker than before. He looked up at NRG who appeared to be as unharmed and ready for battle since before the fight even started. He thought about how their battle had gone and how no matter what he did or how many times he blasted or pummeled NRG, he didn't seem to get weaker while he did.

Suddenly realization struck Kuyou.

"Y…you all this time you've been.." he said but was halted as NRG's smirk grew larger.

"So you finally caught on huh? Well it certainly took you long enough" NRG stated without any worry that Kuyou figured out the truth.

"All this time since we started fighting…after Levin tricked me into releasing your true form… you've actually been absorbing my powers!" Kuyou said with some disbelieve.

NRG gave a small laugh, his smirk never falling "Not only that but every speck of power I took from you has only made me stronger and stronger. Since the moment we started fighting, you've been nothing more than food for a superior creature that's higher up on the food chain like myself" he said arrogantly.

Hearing this infuriated Kuyou as he stood up and suddenly his tails flared largely. "DON'T YOU TALK DOWN TO ME TENNYSON! YOU'RE JUST A PITIFULL AND LOUSY HUMAN! THERE'S NO WAY YOU CAN DEFEAT A SUPERIOR BEING LIKE ME!" he shouted angrily.

NRG was unfazed and gave out a fake yawn. "Say whatever you want Kuyou but it doesn't change the fact that your completely outmatched against me and that anything you do to fight me will be completely futile" he said smugly as he now saw Kuyou as less of an opponent and more as live prey for his new hunger.

That was the last straw for Kuyou. "GRAAAHHH!" he shouted before he unleashed an enormous blast at NRG that shook the ground as it exploded on contact.

Kuyou panted a bit as he looked into the fire to see it vanishing as he saw it being absorbed into NRG's body who didn't even have a scratch on him from that attack. In mere seconds NRG had finished absorbing the flames into himself and now had a hungry look on his face.

"Well that was a nice appetizer but if you don't mind I think it's time I skipped to the main course" NRG said greedily as he suddenly flew forward and gave Kuyou a devastating punch that sent him flying back as he crashed through a tree and into the ground leaving a large trail until he came to a stop.

"ARGHHH" Kuyou wailed out as he struggled to stand up before he coughed and then spat out some blood that was forced out of him.

He couldn't believe what was happening to him. He was being toyed with and completely overwhelmed against Tennyson. He had never in his entire life had been pushed this much. He had always been the strongest creature at the academy and never face someone he couldn't handle. But now he was faced with someone that seemed to be his worst match up. No matter what he did nothing seemed to work on Tennyson. In fact anything he did was simply and literally adding fuel to the fire that was NRG. Any fire attack he uses get's devoured by him and makes him stronger and faster.

Kuyou began to hear the sound of footsteps and turned to see NRG walking towards him at a small pace as he didn't seem to be in any hurry to finish him off.

The fox demon knew exactly what this was. It was what he did in the past to those who defied him. NRG was playing with his prey, he's drawing out the fight so he could enjoy himself more before he finally got bored and decided to end the whole thing.

The feeling of him now being the one who was toyed with angered him beyond reason.

"This can't be happening to me! I'm the strongest yokai in the entire academy and always have been! There's no way some yokai imposter human can defeat me! I refuse to be defeated by an inferior human!" Kuyou thought to himself with hatred towards Tennyson.

"YOU WON'T DEFEAT ME!" The fox demon shouted before ran at NRG and swung his arm to punch his face.

However that also proved useless as NRG simply raised one of his hands and caught Kuyou's fist easily without any difficulty or struggle.

"Hmp you were pitiful before but now your pathetic" NRG said with a tone of disappointment in his voice.

Kuyou snarled as he tried to pull his arm back but NRG had a firm grasp on him and his widened as he saw the flames on his arm was being drawn into NRG's body.

"That's right Kuyou, it doesn't matter if you use your fire powers. All I need to do is have contact with you to drain you dry. So no matter how you fight me, it's all futile. Close range and long range are useless as long as you're my opponent" NRG said like he was stating facts before he released Kuyou's hand and grabbed his wrist before he pulled on his arm and had Kuyou get flown over his shoulder and smacked into the ground.

Kuyou let out a groan of pain before he felt his ankle being grabbed as NRG raised him into the air before slamming him back to the ground and then raising him again and slamming him in reverse as NRG proceeded to continue this process.

"BEN STOP!" A voice spoke out as NRG stopped his pummeling on Kuyou and turned to see Moka-sama, Deshiko and the others with her.

"So you guys managed to escape, well good for you. Your just in time to see me finish whipping the floor with Kuyou" NRG said arrogantly which surprised all of them as they had never heard Ben speak with such a tone in any of his forms.

Gwen stepped forward "Ben there's no reason to keep fighting him. He's not even conscious anymore" she spoke gently as NRG looked at Kuyou who was still being held upside down by him and saw that he was indeed knocked out, either from the pain or all the hits he kept taking to the head.

"Hmm you know something, your right" NRG said as he let go of Kuyou who fell on the ground "There is no reason to continue this fight now that he's no longer able to fight me".

Gwen and the other girls became relieved when they heard that until they heard what NRG said next.

"So instead I'll finish him by draining him of all his power" NRG said as he grabbed Kuyou by his neck and then raised him before the flames on Kuyous body began to be drawn in to NRG's own body as he began to absorb what remained of his flames.

The sudden action caused Kuyou to wake up as he screamed in pain as he felt not only his power but his very life being drained away.

The girls saw this too.

"STOP IT BEN!" Gwen asked in a kind of demanding tone.

"Stop? Why should I stop, I'm just taking care of an enemy while enjoying a snack" NRG said with no intention of stopping.

"BUT YOU'LL KILL HIM IF YOU CONTINUE!" Deshiko said as even though she was now a traitor she still felt some concern for Kuyou even if he did try to execute her.

What happened next shocked and scared the girls and Kevin.

NRG turned to them and developed a dark smirk. "I know"

Needless to say the girls especially Gwen and Moka couldn't believe what they just heard. Ben knew he was killing someone in cold blood but he didn't seem to care. All he saw his helpless opponent as was a source of food for him and he had no desire to stop.

Seeing enough Gwen took action as she swung her hands now light up with mana as she blasted NRG's hand who let out a cry of pain as he was forced to release Kuyou who fell to the ground again. This time conscious and severely weakened.

Not surprisingly NRG got angry at the action. "What do you think you're doing Gwen" he said almost menacingly.

"I'm stopping you from making a mistake that'll haunt you for the rest of your life. Ben listen to me, your not being yourself there's something wrong with you, just look at what your doing. You never tried to kill an enemy in cold blood no matter how evil they were" Gwen said as she tried to reason with him.

"Hmp well maybe I've decided to change that by making sure my enemies never return to harm anyone again" NRG said with annoyance in his voice.

"But this isn't who you are, your not a killer you're a hero. You save those who are innocent and beat up those who're bad. You never killed anyone and never wanted to and none of us want to see you start. You even stopped me when I wanted to cripple Kurumu after our first fight" Moka-sama said in her usual tone.

"Why not? He was going to do the same to everyone here," NRG reminded her, as he looked at Kuyou with disgust before his arm light up with radioactive power aimed at Kuyou, clearly with enough power to end his life "Just give me one reason why I shouldn't do it to him?"

Moka-sama then answered almost gentle-like and reasoned "Because you're stronger than this. Stronger than him. He let his power corrupt and warp him into what he is. Don't let this do that to you. Once you cross this line there's no going back at. You said you wanted to protect your friends but who's going to protect us if you become an enemy due to having taken a dark path in life"

NRG looked at Moka, and then he looked at Kuyou. He bit at his lip as he felt confliction. One hand he was feeling incredibly after devouring Kurou's power and still felt hunger for more but on the other hand he felt like his friends may be right. Throughout the entire battle he had been toying, looking down upon and treating his enemy like if he was nothing more than live prey he could kill whenever he wanted. But now his friends were saying that he was becoming like Kuyou who had become one of the enemies he hated most.

NRG sighed, as he stepped off of Kuyou and mumbled "You're right. There's no need for me to continue any further" He then flew back to the armored suit, in order to transform back which for some reason had fallen off the roof and onto the ground.

Moka smiled at that, seeing Ben was able to pull back in time. But then her eyes widened with surprise, as she heard deep breathing from behind. She turned around and they all saw Kuyou back on his feet and he snarled as his eyes now looked bloodshot "So even with the most powerful weapon in the universe…" and then charged up a flame shot at NRG, as he began to transform back, he shouted "YOU ARE STILL A WEAK HUMAN!"

He then fired his attack at Ben. Moka-sama and the others watched this in shock, until finally she ran and screamed out, "BEEEEEEEEEEEEEEEEEEEEN!"

An explosion followed as the walls behind Ben cracked and fell apart as rubble began to fall on him like an avalanche. Eventually his entire body was buried under 12 feet of rubble.

Kuyou's smirk couldn't be wider, as he chuckled. Kuyou, not seeing Ben fall or not, could only sustain a chuckle, until he finally bellowed out maniacally. He gloated, "He's dead! He's finally dead! Now no one will challenge my law in this school! MWAHAHAAHAHAHAHAHAAAAA!"

The other couldn't believe it what happened.

"N..No Ben" Mizore said with tears forming in her eyes.

Moka-sama grit her fangs as she turned to face Kuyou. "You're going to pay for this!"

"I think not, Akashiya," A new voice spoke as they all turned to see the enforcers they left trapped on the roof now behind them and looking eager for payback.

"Hmm, I was wondering what happened with the rest of you," Kuyou said simply.

"Our apologies, Kuyou-sama. We became trapped by one of Tennyson Gwen's spells and just escaped to assist you in delivering justice," The Cerberus enforcer said while bowing slightly.

"Hmp, well then you can make up for it, by executing the rest of these traitors," Kuyou said, gesturing to the girls along with Gin and Kevin.

"With pleasure, sir," The golem Enforcer said as they all began to close in them.

But that was short lived as suddenly strange portals erupted from the sky, causing everyone to look upward. They were white and red spiraling as they appeared to be gateways from another world. And it proved to be true for strange saucer shaped ships flew down, hovering around the area. The ship's doors opened, and out poured human males or females and different shaped and sized creatures all wearing black and white armored uniforms. They all had strange looking rifles with them as they surrounded the Enforcers, and procured the students to stand by and not interfere with them.

Walking in like the chief was none other than Max Tennyson and apparently a well-aged Ripjaws with him. While the Plumbers surrounded Kuyou, Max looked to him as he held a Plumber's badge and he announced "Kuyou. In the name of the Plumbers… you are under arrest."

The girls blinked at this as Mizore pointed out, "Uh, how can you be cops? The Security Enforcers are the cops."

"And we're the Plumbers," Magister Patilladay pointed out, "Intergalactic Law Enforcers across the Universe, and of Earth." He then looked to Kuyou who was now angry at the arrival of other humans and some creatures he had seen Tennyson turn into while others he had never seen.

Not taking defeat Kuyou shouted "YOU THINK YOU CAN STOP ME? I AM ORDER; I AM WHAT THIS SCHOOL NEEDS…" And just as he continued to rant out a giant shadow loomed over the roof as Kuyou finished "… I! AM! THE LAW!"

"AND YOU ARE ABOUT TO BE ROADKILL!" a large booming voice cried out getting everyone's attention including Kuyou's as they all turned to the voice and their eyes widened at what they saw.

"HOLY!" Gin said while looking straight up.

"I don't believe what I'm seeing," Deshiko said in disbelieve at what she was looking at.

"I didn't know he could turn into something like that" Moka-sama said with some awe in her voice.

It was an extremely large humanoid creature who was as big as a mountain or small building. His body, face, limbs and hands were white. He had red stripes on stripes torso and legs, red spots on his shoulders, red stump-like feet, a red and black blade on his head, 4-fingered hands, red forearms with pointed elbow blades and his body was extremely muscular. And fitting enough, the symbol of the Omnitrix was placed in the middle of his chest.

"Say hello to WAYBIG!" The being now known as Waybig said.

Omnitrix Alien Info: To'kustar, aka, Waybig

To'kustars are a species who are created in cosmic storms. To'kustars are nonviolent beings, and so are commonly known as "gentle giants". To'kustars live alone at the edge of the galaxy, silently guarding against threats from beyond. To'kustars have thick skin resistant to most other attacks, physical or energy, as well as their size giving them extraordinary strength, even in proportion to their size. Their strength allows them to defeat a normal-sized army and lift objects and creatures around their own size with little effort, and even throw them into space.

To'kustars can blast strong cosmic rays by positioning their arms in an L shape. These rays are powerful enough to disintegrate a small fleet of spaceships and destroy planets in one shot.

To'kustars can create and control cosmic storms, which can also be used for inhabitation and transportation.

If a To'kustar's head fin is damaged, it causes paralyzing pain throughout their body. Despite their immense durability, To'kustars are still vulnerable to foes with sufficient strength.

The sight of Waybig and now knowing it was Tennyson infuriated Kuyou.

"HOW MANY TIMES DO I HAVE TO KILL YOU UNTIL YOU STAY DEAD!" Kuyou shouted before he fired fire blasts at the being but his hide was too impenetrable. Fear started running in Kuyou as he saw Waybig pull his arm back in what was going to be punch. All Kuyou can do was yell out in defeat, as Waybig's fist smashed him into the ground leaving a large fist imprint on it.

He pulled back to see a completely knocked out Kuyou who was now without question down for the count.

The Security Enforcers were about to retaliate but Max and the Plumbers had their blasters at the ready and he warned "You don't want to be doing that." Max warned while keeping a laser aimed at the Golem.

Seeing the plumbers, the giant Waybig and their leader defeated they surrendered. Max looked to Waybig and smirked "Good to see you're doing alright here, Ben."

"No problems here, Grandpa," Waybig called out with a smile.

The girls minus Moka-sama were shocked. "GRANDPA?!" They all thought.

Waybig then transformed back into Ben as he dizzily tried to keep his balance but began to fall over and faint. But Moka-sama rushed over to him and held him tight. The other students were baffled by the appearance of humans in their academy, the spaceships and aliens but much more that a human had defeated the Enforcers as one student asked "A human just beat the Enforcers. I don't get it. We all wanted him dead, but he saved us. Why?"

Just then, the monster student that Ben freed earlier, popped up, as he smirked, "Because that's what he does. That's who he is: a hero."

Suddenly a new figure began to walk forward and to the students surprise it was the headmaster of the academy.

Max saw him and then walked towards him until they both stopped as they were face to face.

All of a sudden Max smiled as he held out his hand. "Nice to see you again"

The headmaster nodded with his creepy smile as he returned the handshake. "Same to you, it's been quite a long time since we last met. You look good for a man your age".

Max chuckled "I may be getting old but I still have plenty of fight left in my. You on the other hand look like you haven't aged at all. Which is probably true?"

The Headmaster chuckled, as rubbed his shoulders, "I may not look it but I'm starting to feel my age at three hundred." He said before turning to look at the unconscious Ben "You have quite a grandson Max"

Max nodded with a proud look on his face "Yeah I know, he's been someone I've been proud to call my grandson"

The students meanwhile were completely confused by what they were seeing. The headmaster of their school was talking to the human leader of the strange invaders as if they were old friends.

"Grandpa, you know each other?" Gwen spoke up.

Grandpa Max turned to his granddaughter and rubbed the back of his head sheepishly. "Yeah me and him to way but there's no time for past memory. How's Ben?" he said getting serious as he asked Moka-sama.

"He needs a doctor, he's been fighting for a long time and seems to have gotten hurt" She said with concern.

"Let's get him to the infirmary" the Headmaster said.

4 Hours Later

Ben slowly opened his eyes as he woke up in a bed. He let his eyes wander around as he saw that he was in an infirmary.

"Urg what happened to me? OW my head!" Ben thought as he rubbed his head with his right hand. He then moved to get up but found his left arm was being weighted down. He looked to see Moka, the Outer Moka, sleeping while holding onto his hand. He also noticed she was back into her pink haired self.

"How long have I been out?" He wondered to himself before he saw Moka was starting to stir.

She stirred as she got up and yawned before she opened her eyes to see that Ben was awake.

"BEN!" She said happily, as she jumped onto the bed and hugged him while making sure to be gentle.

"Hey Moka" Ben said cheerfully as he returned the hug, thankful that she hadn't accidentally squeezed him.

She pulled away from him "I'm so glad your awake, are you ok?" she asked, almost like if she was a nurse.

Ben nodded "Well I've had better days. This is definitely the first time I wake up in an infirmary after a fight. Either I'm losing my touch, or Kuyou was that tough of an opponent".

Moka giggled at Ben's remark. The guy had gone through a huge ordeal, and when he wakes up he questions he makes jokes.

"So what happened while I was out?" Ben asked wondering if he missed anything interesting.

Moka smiled, "Well will you were out, your Grandpa and the Plumbers arrested the Enforcers along with Kuyou and took them away in their ship."

Now Ben smiled at that, as he leaned back on his bed. "Well that's good to know, looks like everything turned out alright that all our enemies are jailed," he said with relaxation before he saw Moka frown.

"Umm…Ben…there's one problem we encountered while you were out," Moka said, a little nervous at how he'd take the news.

"What did something happen to our friends?" Ben asked as he wondered if someone else got hurt.

Instantly, Moka shook her head, "No no, no one got hurt while you were out. It's just that…Malware escaped," she said, as Ben's eyes widened at the news.

"What! How'd he escape!?" Ben questioned.

"We're not really sure. We left Malware trapped in a block of ice Mizore put him in, but when the Plumbers went up to apprehend him, they found the ice shattered and Malware nowhere to be seen," Moka said with uncertainty.

Ben growled for a moment before he took a deep breath and calmed down. "Then it looks like we haven't seen the last of him yet. There's no telling when we'll be seeing him again," he said with a thoughtful look.

Moka took his hand and gave it a small squeeze "I'm sure you'll still be ready for him next time you see him" she said with certainty.

Ben gave a small smile at her support, "Thanks and I will be."

"Say Ben, back on the roof, what was Malware talking about?" Moka asked all of a sudden.

Ben looked to his friend with confusion, "What do you mean?"

"I mean, when he talked about the last time you two faced each other. He said he beat you and, took someone away from you called Fee..Feedback," Moka said, with a little trouble remembering the name.

Her question was met with Ben having a surprised look before his face lost all cheerfulness, and was replaced by a stern look. "I don't want to talk about it," he crossed his arms as he looked away. "And the discussion of this topic is now closed," he said with no room for objection.

Moka looked at Ben surprise at hearing him speak like that but figured that it was a private secret. "I'm sorry, I didn't mean to bring up any bad memories," she said a little sadly.

Seeing this Ben loosened up "No I'm sorry I lost it for a moment. It's just something I don't want to talk about anytime soon," he said apologizing.

They both said nothing after that as silence surrounded them a moment until Moka got another thought. "Say Ben I have one last question," Moka asked quietly.

"What is it?"

Moka looked at him in curiosity "How did you know that I gave you blood transfusion?" she asked wondering how he knew that when he was unconscious and almost dead.

Ben now had a thoughtful look as he looked unsure. "Well to be honest I'm not really sure. I mean, one moment I was almost dead and I felt like I was wandering in an empty space in time, and then I began to hear a voice. The voice began to call out to me repeatedly like if it was in an echo. Then I recognized it as your voice or rather your inner self that seemed to beg me to come back."

Moka seemed to be shocked by that, as she thought, 'The Inner Me… was worried for him?' She blushed a little, realizing something dearly, 'Then that means… she really does care for him.'

Ben blinked for a moment, as he noticed the blush on her face, and asked, "Moka? Are you okay? You seem a little red.."

Moka blinked at that, as she lied, "Oh, um… I just feel a little, you know…"

Ben could guess as he pulled at his shirt collar, "I think I know what you need. Honestly, pumping that much blood in me would weaken you. Even a little." Moka smiled at his concern for her, as she gently placed her hadns on his shoulders, and slowly leaned in, as Ben and she closed their eyes…

… and lightly kissed him on the lips.

When Ben felt the lips on his, he opened his eyes, and blinked in surprise at this, but said nothing. He looked at Moka, who pulled back, and smiled at him. And for a moment, things… seemed to get better.

However…

Ben just had to blink at that moment, and silently ask himself, 'Wait! If this Moka's just a reflection of the Inner Moka, and the silver-haired one's the real her… then which one…?'

"HEY, BEEEEN," all the girls busted in, glomping on Ben, as Moka was shoved aside.

Moka got back up, as she whined, "LEAVE BEN ALONE! HE'S STILL IN RECOVERY!"

Ben struggled, as the girls were hugging him and nearly choking him, as he breathed out, "Ugh! I'll take the beat down with Kuyou than this any day."

Next Chapter: A Jolt from the Past; Friend or Foe