Hello, all you ghosts and ghouls out there! I'm back with yet another chapter (of course I would, otherwise I wouldn't be writing this)!

Now, I've been getting a few reviews and PMs about me dragging out this story and milking it all too much. I'm going to say this now that, yes, I probably have been doing that, whether it was intentional or not. Either way, I am not mad in the slightest about these kind of messages, I am perfectly cool with that. So, in response to it, I am ending the story within the maximum of two to three chapters.

After the story has ended, I will be writing a short author's note contemplating my work on this wonderful story; I will also be answering any questions you might have, so should you be curious about anything, be it my personal life, the story, or future works, send in your questions through the reviews or PM me.

On a final note, I am going to be writing a Ben 10/Monster High one-shot series! This means that if there are any ghouls out there that you'd like to see paired with Ben, there will be a one-shot with them! Every ghoul from Wydowna Spider and Lagoona Blue to Draculaura and even Headmistress Bloodgood will eligible for the one-shots, so I will be setting up a poll on my profile about which ghoul I will write about first.

As always, comment, review, suggest, and request down below!

Onwards!

The streets of Undertown were quiet and the atmosphere was hot and humid. Steam hissed loudly from the ceiling of pipes and tubes overhead, sewage and other liquids quietly flowing through them as the hours waned on until the citizens of Undertown would wake once more to return to their daily grind. Unbeknownst to the denizens of Undertown, a cloaked figure raced across the top rooftops, effortlessly swinging and jumping and rolling across the roofs as silent as a snake until he fell down into an alleyway and paused; the figure glanced around his surroundings with his emotionless, red eyes before he quietly walked to the end of the alleyway and pushed three bricks in the wall at the end back into place. A low grinding noise filled the area as the section of the wall opened up into a door and the figure stepped through into a large room beyond filled with covered crates and old construction equipment of the alien variety.

"Khyber." a deep voice purred in the darkness. "I trust you were not . . . followed?"

"No one can sneak up on Khyber the Huntsman." Khyber declared. As soon as he finished saying that sentence, he whirled around and delivered a swift punch to Rojo's jaw as she tried to sneak up on him. "My point is proven." the hunter smirked.

"Please, the both of you! We are not here to fight." Psyphon frowned as he walked out from behind a stack of crates with his hands behind his back.

"Ggthtttphghtph." an incomprehensible jumble of words came from the top of a stack of crates; the others turned their gazes to see three Sotoraggians standing on top of a tower of boxes, their expressions unreadable underneath their helmets and suits of armors.

"Sixsix, Sevenseven, Eighteight. So nice of you to join us." Psyphon smirked; Eighteight snarked something in her native tongue, and a wrist-mounted scatter gun popped out from her armor, pointed directly at Psyphon's face.

"Easy, Eighteight. We aren't here to argue." the former lackey gulped nervously as the other two bounty hunters summoned another dozen weapons from their suits of armor and pointed them all at Psyphon. "It was one date! Why are you upset over one date!?" Psyphon screamed as Sevenseven fired off his blaster and struck the ground at his feet, just barely missing him.

"As much as I hate working with the lot of you, the toady makes a valuable point." Khyber sighed. "We can not waste our time beating each other over the head."

"So what do you suggest we do?" Rojo frowned, stepping out from behind the huntsman and sitting down on a large box, relaxing as Psyphon tried to calm down the three, severely Sotoraggians and get them to stop threatening him with several rude gestures and taunts. "Because, point of fact, Tennyson's beaten every last one of us at every turn. I'm starting to feel down right pathetic for a villain."

"You may be feeling worthless, but I am feeling lucky." Khyber smirked as he slipped off his cloak and pulled out his sword; the others flinched slightly before the huntsman sat down on a box and began to sharpen his sword. "I'm sure if we pool our resources and skills together, we can find a way to end Mr. Tennyson."

"Yes, but sending our various minions and henchman after him won't cut it." Psyphon tapped his chin in thought.

"Kcctchktphck!" Sixsix jumped in, jamming a clawed finger at sycophant.

"Well, there's no need to be rude about it." Psyphon grumbled.

"Easy, now." Khyber spoke up. "I have a plan that is foolproof and guaranteed to end Mr. Tennyson."

"And what exactly is this plan of yours, Skull Face?" Rojo snarked.

"It seems Mr. Tennyson has acquired himself several . . . mates . . . since our last encounter." Khyber explained. "As customer among the animal kingdom, Tennyson will doubt protect them at any cost should they run into . . . trouble."

"So, yer saying we catch some of 'em and hold 'em hostage?" Rojo guessed.

"Jhkciclkkiklcklic?" Eighteight continued, rubbing her chin in thought.

"And then we ambush 'im!" Rojo exclaimed gleefully.

Khyber allowed himself a wicked grin. "It seems we have come to an agreement."

"So it seems." Psyphon chuckled darkly.


Nefera stirred in her sleep for a moment, her mind still fuzzy despite her body starting to wake up; her arms felt like bars of iron, her legs like molten lead, while her head felt as if it weighed as much as a bowling ball. She stirred again and yawned, moving her arms and stretching out her stiff muscles as she cracked her wrists and fingers when she became aware of a weight on her chest. She blinked her her cold, lavender eyes and tilted her chin downwards to see a segmented pony tail dyed a deep, midnight blue with a dark pink streak.

Whisp was cuddled up to Nefera, oblivious to the mummy's awakening as her labored breathing slowly pulsed her body. Nefera cautiously reached with a trembling hand and laid her fingers down on Whisp's head, her breath catching in her throat when Whisp stirred in her slumber and sleepily patted around for something before she grabbed Nefera's hand in her fingers, a gesture that made Nefera's skin suddenly flash cold. She held amazingly still, like a rabbit hoping and waiting for the fox to pass by, as Whisp rubbed her thumb over Nefera's smooth knuckles and delicate fingers before pulling Nefera's hand off of her head and down her neck, over her shoulders and collarbone before sliding down her left breast and resting over the area where her heart was; the mummy could just barely here Whisp's strong heart slowly thumping inside of her body.

Nefera relaxed as Whisp fell back into sleep again, a small smile creeping over her face. The mummy glanced up to see Ben's hand draped over the side of the side of the bed, hugging Bonita close to him with Spectra sleeping on other side of them; the other ghouls had found their respective spots around Ben's bedroom. Seeing that she wasn't going to be falling back to sleep, Nefera ever so slowly pulled her hand lose from Whisp's grip and gently slid her head off of her chest and down to the floor where Whisp struggled in her sleep for a few seconds before lying still once more. The mummy then pulled herself off of the floor and stretched her stiff back and legs before she made her way over to the door, stepping over the sleeping ghouls, slipping out past Avea, and into the hallway.

With sleep still in her eyes, she made her way down the hallway and slipped into the bathroom, flicking the light on and blinking furiously to protect her sensitive eyes from the sudden bright light as she made her way over to the bathroom sink and turned on the cold water faucet. Nefera glanced at her reflection in the mirror as she splashed her face with the cold water, shivering slightly as she woke up; she hadn't gotten a particularly gotten a good sleep last night. She wasn't sure if it was because she had slept on the floor or if having Whisp using her like a mattress and stuffed animal, but she was pretty sure it was neither of those. A small smile crept across her lips; she was unsure and sure of something at the same time. It seemed impossible, and yet she just experienced it.

She sighed and rubbed her temples. She knew she was only trying to push aside the obvious reason as to why she had gotten a lousy sleep last night; Nefera was still dealing with the fact that she and Whisp were now an item. She didn't quite know how she felt about that, belonging to more than one person relationship wise. She knew she had felt a warm feeling within her when Whisp fallen asleep with her last night, but she had felt so startled and unsure of herself when Whisp had suddenly taken her last night, finally sharing her feelings for the mummy in front of everyone. She loved Whisp like a sister, maybe even more than that, but she wasn't entirely sure Whisp was all in it as much as she claimed to be. After all, Ben never fondled her in her sleep, and even if he did, he always apologized professedly and tried to make it up to her as best as he could.

"Morning, babe." Nefera physically turned around to see Whisp leaning against the door frame, rubbing her sleepy eyes with hand. "Sleep well?"

"Not really." Nefera admitted with a sigh as she turned off the water and sat down on the edge of the tub. "Can we talk?" she asked; confused, Whisp nodded and closed the door behind her with a snap of her fingers, opting to sit down on the toilet seat so she could speak with her ghoulfriend.

"What's buggin' ya?" Whisp asked, summoning a large flyswatter with a snap of her fingers. "Whatever it is, I'll swat it!"

Nefera gave a small smile before sighing and rubbing her head again. "Look, Whisp? This is all . . . a bit sudden for me," she began, trying to sound positive and upbeat. "But . . . I'm still getting use to having to share one boyfriend with so many ghouls."

"What are you saying?" Whisp asked, sending the flyswatter away in a puff of black smoke.

"I'm saying . . ." Nefera bit her lip before deciding to get over with it. "I . . . I want to put our relationship on hold," she sighed. "I like you, I really do, but I don't think I'm ready to go ahead and get serious yet." she explained. "I'd still like us to be friends and all, but I don't think I'm quite ready to be hugged and kissed and played with so seriously just yet."

"So, you want to put our relationship on hold?" Whisp guessed in a saddened voice.

"Well . . . that's sorta it," Nefera shrugged. "The main problem I see so far is that you don't really seemed to be interested in me specifically. When I asked you last night why you kissed me, you basically said that you liked my body. If our relationship if to get any further, you'll have to work past my body and into the other parts of me."

"You mean like your ass?" Whisp wondered. "Because I can totally-"

"No!" Nefera exclaimed loudly, her face flushing a deep red before she sucked in a deep breath and calmed herself. "Look, I really hate to say this, but if you aren't going to appreciate me for anything more than my body, our relationship will have to end."

Whisp was about to protest before closing her mouth and falling silent. She lowered her head and rested it in her hands as she slowly curled herself up on the toilet seat and started to quietly sob; this greatly surprised Nefera, as she never expected Whisp to be effected by something so small and insignificant. She reached with a cautious hand and laid it upon the genie's shoulder, yelping with surprise as Whisp suddenly threw herself at Nefera and sent the both of them tumbling into the tub. Nefera lay there for a few seconds, completely stunned as Whisp latched herself onto her and buried her face into her neck. Had Nefera been her old self, she would have continued to insult Whisp and called her a worthless loser and to get off of her before she had her servants chuck her into the dungeon and throw away the key. But she was not her old self; she felt compelled to at least comfort Whisp to the best of her ability, cautiously wrapping her arms around Whisp and hugging her securely.

"Are . . . are you okay?" Nefera asked after a few minutes.

"Y-yeah." Whisp sniffed after a few seconds, pulling herself off of Nefera and leaning against the side of the tub. "Sorry about that. When you're locked in a lamp for a couple thousand years and you only get to see other people every now and again, you really start to wish they wouldn't go."

"Whisp, I'm not going to leave you." Nefera promised. "I just don't think I'm ready for to get really serious until you can like me past my body."

The genie tapped her chin, deep in thought before an idea struck her. "M-maybe until then, we could be . . . oh, what's the?" she wondered, racking her head for the words she was looking for. "C-could we be . . . friends with benefits?" she asked.

Nefera blinked, sitting straight up as the words struck her eardrums. She had heard of the term before, but she had at first been rather disgusted by it; in her mind, if someone wasn't willing to go all in, why bother doing it in the first place? In fact, she had been against a lot of things involving relationships, believing that there should only be a boy and a girl in a relationship and no one else. This idea was quickly shattered when she learned that it was natural for several monsters to chose multiple mates or spouses, depending on their culture. Sometimes, even when it was just a straight couple, they weren't of the same species, and both Avea and Bonita were living proof that such things were trivial matters to deal with. Now that she was part of a harem and wasn't entirely uncomfortable with it (there were at times she hated having to share a single bathroom with everyone, but she figured that problem would be solved eventually), she found she really wasn't in a position to really point fingers and start arguments. Rather, she felt obligated to embrace her new 'family'. No, 'obligated' was the wrong word for it. Actually, she wanted to.

Nefera shook her head to clear the chaotic storm of thoughts buzzing around in her head like a swarm of angry scarab beetles. "Sure." she agreed. "But, can we not do anything until we've got this whole dimensional thing sorted out?"

"Wouldn't have it either way," Whisp smiled, giving Nefera quick hug. "Now lets get out of here before anyone gets the wrong idea."


Ben groaned and yawned once more; all around him, Plumbers were running about frantically, grabbing weapons, shouting or taking orders, and spilling files and papers in all directions as everyone ran around in a frenzy. "Ugh, I hate Mondays." Ben yawned for what seemed the hundredth time.

"While I have not deduced why you humans are not fond of the first day of the week, I too agree that being awoken so early is not pleasant." Rook groaned, rubbing his eyes and trying to at least look awake.

"And I didn't get breakfast either!" Ben added.

"Agreed." Rook yawned as Grandpa Max came out of the elevator and up to the two of them; Rook snapped to attention while Ben snorted and awoke after a five second nap. "If I may ask, what is the big emergency, Magister Tennyson?"

"As much as I hate to disappoint you, Rook, this matter doesn't entirely concern you." Max sighed before turning to Ben. "I'm sure you remember Looma and Attea?" he asked wearily.

"You mean the female Four Arms that tried to kill/take Kevin for her husband before he pawned her off on me, then went on a rampage around Bellwood and Undertown to gather wedding supplies, only to then come back and try to get me to become her husband again after Julie beat her? And the female Bullfrag that took over the Earth for a couple months before getting her Dad arrested and taking over the empire only to come back and try to get me to become her husband before she and Looma ditched me and became rivals?" Ben wondered sarcastically. "Nooooo, I don't remember that in the slightest."

"I am not entirely familiar with human sarcasm, but I assume you are utilizing it now?" Rook guessed.

"I'll always have all the scraps and bruises to remember them by." Ben grumbled.

"Continuing," Grandpa Max interrupted. "Both Looma and Attea have successfully become the rulers of their respective empires and have been waging war against each other over you." he explained. "The details are hazy, but it seems that the loser will have to be married to you."

"I'll try not to be offended." Ben mumbled under his breath.

"Not only will it affect you and your . . . harem . . . but if either side loses, they may lay waste to any corner of the galaxy in a fit of rage." Grandpa Max explained, the word sounding foreign and uncomfortable in his mouth.

"So what do you need me to do?" Ben wondered.

"Do you remember the time you made a peace treaty between the Appoplexians and Lewodans?" Grandpa Max asked. "We're hoping you can try that again."

"But this time, should we not make sure Ben is not infested with undesirable parasites first?" Rook interjected.

"Are you saying I don't shower?" Ben frowned.

"No," Rook defended himself with a smile. "I am merely saying you do not participate in proper hygiene enough."

"Low blow, dude. Low blow."

"Ahem!" Max coughed loudly. "While we'll be doing a quick screening of all parties to make sure we're not interrupted, we need someone else who's good at negotiating with political parties."

"Do I look like I know anyone who fits that description?" Ben sighed. "And does this mean I have to become Gravattack again?"

"Preferably," Max nodded. "And are you sure you don't know anyone?" he seemed to be hinting at something that Ben wasn't getting at in the slightest.

Rook sighed and shook his head. "Is not one of your spouses a princess herself, thus having knowledge of negotiating this predicament?" he wondered.

Ben tapped his chin before realization came over him. "Duh! Nefera! She's gotta know something or other! How come I didn't I think of that?"

"I have often wondered the same thing myself." Rook said.

"Low blow, dude. Low blow."


After about an hour of thorough searching for any hostile parasites of any kind, Ben and Nefera were allowed to enter the conference room where Ben took the seat at the end of the long table in the center of the room with Nefera at her side, swords drawn and lying still at her sides. The room was painstakingly boring with plain white and green walls and nothing but a single door to disturb the seemingly flawless colors.

"This should be interesting." Nefera sighed with slight impatience. "Especially considering that neither of these girls exactly like or respect you."

"So, you're saying this will end badly?" Ben wondered as he he turned on the Omnitrix and cycled through the roster before finding the Galilean icon and selecting it.

"It might, it might not." Nefera shrugged. "What I want to know is why you have to change into Gravattack to do this."

"Many races consider Galileans wise and incredibly patient," Ben explained as the activation button popped up from the Omnitrix. "I doubt being Gravattack will work, but it's worth a shot. Plus, if either of them get violent, I'm at least protected." he added as he pressed down on the activation button and engulfed himself in a bright, green light as the Omnitrix changed his molecular structure into something new. His skin went from being soft and warm to hot and hard as concrete. Rocky bumps formed on his wrists and shins. His shoulders became broad and massive, so large that he had no neck at all; his face face was stuck right in the middle. His mouth became wider and almost forever stuck in a toothy grin. His fingers swelled in size, and Ben could feel a slight tingling sensation at the tips. He felt a strange feeling as his guts all move upward into his chest as a swirling, hot magma center filled their space. His toes melted into one smooth, rounded foot. A pair of black shorts with green stripes appeared on him as the Omnitrix suddenly appeared on his forehead, completing the transformation.

"Lets hope this is short." Gravattack sighed as he rested his hands on the table and folded his fingers together, enjoying the silence for as long as it would last; the door to the conference room slid open silently a few short seconds later, and in walked two figures that tried to walk through the entrance at the same time before the smaller of the two managed to pull herself free and send a smirk at the taller of the pair. The shorter of the two alien woman had green skin and was dressed in a purple fight suit with white stockings and a white scarf, gray, gloves, goggles, and a black belt with several pockets for weapons; the taller of the two was nearly double the height of the former and had to duck under the door way and pull in all four of her slender, red arms. She wore a black leotard with tan shoulder pads and shirt ringed with fur with a black, horned helmet on her head and golden ankle braces around her legs.

Neither side looked particularly happy to see the other as they sat on opposite sides of the table, locked in a battle of the death glares as both woman were imagining how they could possibly kill the other in the quickest and messiest way before the Galilean between them could separate them. "Um, hey, girls," Gravattack chuckled nervously. "Long time no see?"

The tension in the air was incredibly thick as the two alien woman cut their gazes away from each other and turned simultaneously to glare at the Galilean. "Give me one good reason why I shouldn't jackhammer my way through your planetary core and let you explode." Attea spat angrily.

"Uh, because it will only kill you and everyone in the base, but neither of you will get what you want." Gravattack pointed out.

"And, I will kill you far before you can even attempt that." Nefera added, narrowing her eyes as she spun her swords around in her fingers and let Looma and Attea's eyes trace over the sharpened blades.

"Ooh, I like her," Attea smirked. "Never knew you got yourself a bandaged-faced girl from the Anur System."

"I'm not a Thep Khufan," Nefera rolled her eyes. "I am a real mummy, over five thousand years old and with centuries of politic experience. Before, you know, my family and I was forced into hiding."

"That is where your empire fell!" Looma yelled, slamming her fist down on the table. "You were cowards to go into hiding instead of fighting like a warrior!"

"If we had stayed to fight, we would have been easily wiped out and without a kingdom to rule!" Nefera snapped, drawing her swords and jamming them right at the Tetramand's face. "So don't lecture me about how I should rule an empire!"

"Okay, everyone just settle down!" Gravattack yelled as Looma and Nefera jumped up on the table and were about to start punching each others lights out before the Galilean stood up in his seat and separated the two with a quick gravitational wave that sent the two of them flying to opposite sides of the room.

"Yeah, nice girlfriend." Attea rolled her eyes as Gravattack released his hold on Looma and Nefera and took a deep breath.

"Okay, okay." he began. "Everyone, stay calm. Lets all just take a deep breath and relax." he directed as Looma made her way back to her seat and Nefera took her position beside Gravattack once more, narrowing her eyes at Attea as she put her feet up on the table and folded her arms behind her head in a relaxed position. "Now lets start by introducing ourselves." Gravattack said calmly, folding his ahnds together.

"I am Princess Looma Red Wind of the House of the Red Wind!" Looma boomed, cracking her fists down on the table loudly.

"Hey! How come she got to introduce herself first!?" Attea protested.

"Because your worthless Incursean titles are too long!" Looma snapped.

"Of course you testosterone spewing Tetramands wouldn't be able to say our esteemed titles!" Attea shot back. "Honestly, is it that hard to say 'Empress Attea, Former Princess, Scion and Teen Supreme of the Deathless Incursean Empire, and Highest Commander of the Celebrated Calaveras Legion'?" he narrowed her eyes.

"Yes!" Looma screamed, cracking her fists down on the table and nearly breaking it in half. "No wonder you Incurseans have not conquered the galaxy like we Tetramands have! You soft frogs are too distracted with meaningless titles!"

"Conquered the galaxy? Ha! Don't make me laugh!" Attea snarked. "You've barely even conquered yer own planet!"

"At least we have a planet!" Looma roared.

"This could take a while." Nefera sighed.

"What did I get myself into?" Gravattack wondered with exasperation.


Bonita flapped her gossamer wings as she flew above the Undertown marketplace, flying over and under the various advertisement signs that hung from the labyrinth of pipes overhead while trying not to ignore the bright lights that beckoned her closer and closer. Below her were countless aliens of a nearly unfathomable number of species, each one different than the last. In her hands, she held a small basket that held a variety of different colored clothes and ribbons she had managed to bargain for with the limited amount of money Ben had given her.

She descended down from the air as Skelita, Venus, and Robecca with Jane in tow met her in front of a stall that sold socks. "You ghouls find anything?" Bonita asked.

"I found some alien plants that I wanna take a crack at!" Venus said eagerly, holding up a large card board box with various, odd looking plants inside; a flower with a blue stem and purple buds suddenly blossomed, exposing a golden, eye-like structure at its center that slowly blinked.

"Uh, are you sure some of those aren't animals?" Robecca wondered.

"I'm sure they're all plants," Venus said firmly. "Why do you ask?"

"Because your flower just ran away." Robecca pointed at the little flower-like creature as it skittered up the side of the box and hopped down to the ground, scampering about for a few seconds before it dashed off between Bonita's legs; the hybrid yelped and shot up into the air, remaining there until the creature was out of sight.

"Still jumpy as ever." Robecca shook her head. "I found some parts I wanna try and upgrade myself with. Maybe Blukic and Driba can help."

"Mala idea," Skelita warned her ghoulfriend. "Those two can not be trusted with any major repairs, especially something as precious you."

"Aw, thanks." Robecca smiled; a small cloud of steam escaped her ears. "Are you sure we're not out of place down here?"

Skelita was about to answer when she saw a large, copper golem walk by with spinning eyes and clouds of noxious smoke pouring out of its tailpipe before it came to a stop and opened up its chest to allow an orange, tentacle alien ooze out onto the ground where it unhinged its jaw and puked out a small, blue creature with a wide, yellow eye; the small creature handed over several Taydens before scampering off as the tentacle alien climbed back into the copper golem and took off at a leisurely pace. "Si. I am sure we are quite normal down here." Skelita replied.

"That's a relief." Jane sighed. "I don't like standing out too much."

"At least you can hide." Bonita offered her comfort.

"Should we head back up to surface?" Venus asked. "Ben said he didn't want us away from the house for too long."

"W-why d-did he say that?" Jane asked nervously.

"I dunno. Something about it being too dangerous for us to be outside for long periods of time when he wasn't around." Venus replied.

"What does he think we are, bloody bairn!?" Robecca wondered, slightly annoyed; had Ben not seen her prove that she was perfectly capable of protecting herself and, whenever needed, him as well? Did he not see the way she defended him from the Julie construct his mind had created in the alternate future ruled by Zs'Skayr? Had she not helped in rescuing Frankie from the vile Ectonurite's clutches? Had she not proven herself time and time again in fighting the forces of evil? The very thought of Ben protecting her for her entire operating lifetime made the water in her boil bubble violently as a large cloud of steam escaped her ears once more.

"Uh, Robecca? Are you alright?" Jane asked.

"Fine, luv." Robecca replied with a somewhat forced smile. "How about we look around a little longer?"

"Are you sure that's a good idea?" Bonita wondered.

"We'll be fine, luv. There's nothing we can't handle." Robecca waved it off.


Gravattack sighed rubbed his aching, rocky temples with his fingers as Nefera leaned against him, bored out of her mind; Looma and Attea were screaming insults at each other at the top of their lungs, either side trying to be louder than the other as if they were trying to win a contest of sorts; Gravattack was simply trying not to lose his patience.

"Scum licker!" Looma yelled.

"Four-armed freak!" Attea roared.

Looma gasped. "You take that back!"

"Make me, you flabby, four-armmed freak o' nature!" Attea screamed before she whipped out her long, elastic tongue and slapped it across the Tetramand's face, showering her in slime.

"How dare you!" Looma roared, grabbing Attea's tongue in her hands and yanking back as hard as she could, eliciting a pained yelp from the Incursean.

"ENOUGH!" Gravattack yelled as he raised his hands and summoned the wavering, green disks to his fingers, focusing on the girl's individual gravitational centers and forcing them apart to opposite sides of the room where they both slammed painfully into the walls. The Galilean climbed out of his seat as Nefera whipped out her swords and clenched her grips on the handles.

"Can't you two ever stop arguing!?" Gravattack sighed with exasperation.

"No!" the two girls yelled in unison, shooting daggers at each other as they struggled against the Galilean's gravitational field without much success.

"So, let me get this straight," Nefera frowned, lowering her swords to the ground. "You two both hate Ben, both love to smite your enemies and war, and both use to have a crush on Ben? You two have so much in common, how come you two aren't allies already?"

"The moldy one has a point." Looma grumbled, ignoring the glare Nefera was throwing at her.

"Never thought about it that way." Attea agreed.

"This is good!" Gravattack smiled after what seemed a century. "We're finally agreeing on things!"

"Yes," Looma grinned wickedly before looking at Attea. "Are you thinking what I'm thinking?"

"You know it, sister." Attea grinned as she struggled to reach for her belt and managed to pull out a blaster before squeezing the trigger and firing off a bolt at Gravattack's head. Nefera yelled and quickly jumped in front of the Galilean, blocking the bolt of energy with her swords and quickly ducking down to the ground as the stray bolt of energy ricocheted off the walls and ceiling, bouncing around like a pinball of death as everyone ducked and dodged as much as they could to avoid getting hit until the bolt of energy came flying right at Gravattack's face and struck him right in the eye.

"AAAGH!" the Galilean yelled in pain, releasing his hold on Looma and Attea to clap his hands to his injured eye. "What was that for!? I thought you were agreeing on something!"

"We did." Looma grinned wickedly, cracking all four of her knuckles as she climbed to her feet.

"We agreed to team up to slaughter ya!" Attea cackled as she squeezed the trigger on her blaster and fired off her weapon; the Galilean quickly raised his rocky arm and blocked the majority of the blast, taking several more strikes to the head as Nefera leaped into action and rushed at Attea, swinging her swords to try and slice off the Incurseans head as she ducked and dodged every swipe, lashing out with her foot and hitting Nefera's left wrist, knocking her blade lose and reducing her to one sword.

"This is fer takin' my lova, Bullfrag, away from me, Bandage face!" Attea spat as she fired her blaster again at Nefera's face; the mummy succeeded in blocking every blaster the flat edge of her blade before she swiped low at Attea's feet and forcing her to jump up and over the blade before ducking low to dodge another swipe.

"Is that the best you got?" Nefera smirked as she rushed at Attea for a second time.

Gravattack groaned as he climbed to his feet and held a hand over his eye, only to have Looma slug him twice in his wide head and delivered a swift uppercut to his jaw, jerking his head up and into the wall behind him. With a low growl of irritation, the Galilean raised his free hand and summoned the familiar, wavering green disk to his fingers as Looma suddenly was lifted off the ground and into the air where she was pinned against the ceiling. "Can't we just talk this out?" Gravattack pleaded.

"Never!" Looma boomed as the Omnitrix timed out and returned the hulking Galilean back into the depths of the Omnitrix and returning Ben back into the world; his temporary Tetramand prisoner plummeted to the floor and landed with a loud bang!

"Lets try this again." Ben smirked as he turned on the Omnitrix and cycled through the roster before selecting Ghostfreak and slamming a hand down on the activation button. His skin became soft and slightly slippery as he felt his spine become more flexible as it lengthen out behind him into a lizard-like tail. His fingers quickly fused together into four digits as his feet became slightly webbed and turned into three stubby claws. His skin turned a mottled lavender with darker camo-esque spots appearing all over his body as his face rounded and his nose vanished in favor of two slits for nostrils. A sharp horn grew up from his skull, bending backwards slightly as his right eye turned red and his left eye turned blue, each eye splitting into two before the two new eyes fused together into a single green orb that became slitted like its brothers. Sharp teeth cracked up from Ben's jaw as the Omnitrix appeared on his chest, the transformation complete.

"Close enough." ChamAlien whispered before the chromatophores in his skin tightened and loosened to perfectly camouflage himself into the environment. Looma glanced around wildly, searching for her target as Nefera dove behind her to dodge blaster fire from Attea and jumped up onto the Tetramand's shoulders, launching herself at Attea and hitting her in the face with the flat of her blade just before Looma grabbed hold of the mummy's ankle and yanked her back, slamming her into the floor behind her and stomping down hard on her pelvis; Nefera was sure she heard something break as Looma's head suddenly jerked to the side, as if she had been slapped.

"Hands off my ghoul!" a voice hissed venomously as Looma was suddenly tripped to the ground. Before the Tetramand could move enough to try and defend herself, her head suddenly snapped back and she was quickly flipped onto her stomach as her two left arms were pinned behind her back as she struggled to climb to her feet. ChamAlien suddenly flashed into existence as Looma climbed to her feet and grabbed him by the back of his neck with her two, free right hands and chucked him down on top of Nefera just as she was struggling to her knees.

"Now hold still so I can fry the both of ya!" Attea smirked as she took careful aim with her blaster and pulled the trigger. The Merlinisapien hissed loudly as he grabbed the back of Nefera's shirt and pulled her out of the way at the last second, skittering across the floor and up the wall where he slammed his tail against the locked door as hard as he could and succeeded in knocking it out after several more whacks before he dashed out and into the hallway with Nefera in tow.

"After them!" Looma yelled, charging through the doorway and taking a considerable amount out of the door frame as Attea jogged after her, the both of them hellbent on destroying their former love interest and his girlfriend.

ChamAlien skittered down the hallway, his tail wrapped around Nefera's upper body as he squeezed and relaxed the chromatophores in his skin once more to disappear so that someone that had been simply walking down the hallway would only see a semi-conscious Nefera sliding down the hallway on her own accord. The pair of them moved down the hallway as fast as they could, taking twists and turns and occasionally opting to run on the walls and ceiling for quicker transport until he made his way into the Plumber med bay where Toralei had set a tray with a sandwich and a glass of water on the table next to Molly Gunther's bed as Hobble dozed on a bed across the way.

"What're you doing here, Ben?" Toralei frowned as ChamAlien reappeared before her very eyes and set Nefera down on the bed next to Molly. "Come to gloat some more?"

"No, I did that last week." the Merlinisapien smirked before returning his attention to his ghoulfriend. "You okay?" he asked.

"It only hurts when I breath," Nefera winced. "Ghoul, my hips hurt." she moaned.

"Good." ChamAlien sighed with relief as the Omnitrix engulfed himself in a brilliant, green light and returned to his human form. "Stay here while I try to draw their attention away." His skin turned a dark gray in color as his skeleton groaned and cracked he slowly grew a couple feet taller than his original form, his ears becoming long and floppy, drooping down on either side of his head before they stiffened and stuck back like rabbit ears as his eyes became diamond-shaped and turned an emerald green in color. His arms grew until his knuckles just barely touched the ground, small spikes popping out at the elbows and his pinky finger sucking back into his hand, a process that was rather normal for Ben's aliens. A grinding noise came to his attention and he cocked his hand far enough to see a skeletal tail grow out from the base of his spine, fresh muscle wrapping around the bare bone before smooth skin raced over the muscle. His toes popped back into his foot one by one as the bone quickly slithered to the surface like jelly before hardening into a solid hoof. His organs sloshed around inside his body, expanding slightly to fill the empty space inside of him as his brain filled all the available space inside his skull. The final piece of the transformation were the addition of black and green arm and leg braces, chest plate, shoulder pads, belt and a helmet that protected his skull, the Omnitrix appearing on the belt around his chest.

"Sanguinely, I will be able to vanquish the two females that desire my cranium." Brains drawled as he floated a few inches off the floor and moved out of the med bay at a somewhat leisurely pace with his clawed hands behind his back. It was mere seconds before Looma and Attea came crashing through a locked door, wicked smiles on their faces as they recognized the Omnitrix symbol on the Twin's belt.

"Prepare to die, insolent ape!" Attea cackled as she pulled the trigger on her blaster and fired off a round.

Brains merely blew on his nails with a bored expression as he effortlessly dodged the blaster fire with almost no movement at all; before the Incursean could attack again, the Twin raised both of his hands and summoned a pair of shimmering, energy disks between his fingers that he tossed straight at the pair, the two disks exploding upon coming into contact with the ground.

"Stun him, Attea!" Looma yelled as she released her hold on Attea to protect her from the explosion with her fire-proof hide.

"My pleasure!" Attea grinned as she pulled out her blaster and took aim at Brains; the Twin merely rolled his eyes and touched his fingertips to his head as a green aura surrounded his entire body and Attea's blaster suddenly jolted and sparked in her hands before exploding into a small mushroom cloud. "Hey! You're gonna pay for that, Ben!" Attea yelled. "I'm serious, that was an expensive blaster!"

"No wonder you Incursean simpletons have not conquered the universe by now," Brains rolled his eyes. "You are too distracted by wealth and unnecessary titles to care about actually fighting."

"That's what I was saying!" Looma snapped. "You know, before we ended up in this whole mess, but that's beside the point! EYAH!" she cried as she clapped her hands together and created a shock wave that decimated the entire hallway, but somehow leaving Brains untouched as he threw more energy disks at the girls and forced them to retreat down the hallway farther and farther until a brilliant flash of green light engulfed the Twin and returned Ben to the world as the Omnitrix timed out.

"What the- are you kidding me!?" Ben screamed with exasperation, jumping back just in time to avoid a strike from Looma's fist.

"Prepare to meet your maker, Tennyson!" Attea yelled as she reached into her belt and pulled out two seemingly random weapon parts that she quickly slammed together and locked into place with a loud clicking noise, forming a brand new weapon that she quickly aimed at Ben and fired, every shot missing as Ben retreated down the hall, desperately cycling through the Omnitrix listings until he selected Cannonbolt and slammed down on the activation button, immersing himself in a flash of green light that changed his DNA at the molecular level into something brand new. The first change was incredibly major. Ben could feel himself being literally cut into strips through some unseen force, as if being cut by a giant pair of invisible scissors. He could feel his bones and organs disappear altogether, and for a brief moment Ben wondered if he was going to die within seconds. Except he didn't. He could feel each strip of body vibrate with health, as if each were alive in its own way. Like magic, they twisted themselves make together into a crude, muscled figure with exaggerated fingers and toes made of thin strips. He could feel his face harden and become flat, turning pointed and green and black in color. The face plate sat itself on top of the bandaged shoulders as a green and black headdress appeared on his head, a wide collar appearing on his neck as two tendrils sprouted from his back. Black and green braces appeared on his arms and ankles, a green belt with the Omnitrix on it appeared around his thin waist, finishing the transformation.

"Time to wrap this up!" Snare-oh quipped as he turned around and quickly lashed out with his bandage fingers, fabricating a makeshift wall behind him in an attempt to slow Looma and Attea. "And did I really just use one of, if no, the worst pun in the book?" he muttered to himself as he stretched out with his bandages and swung himself along from the ceiling as Attea blasted her way through the bandages and was nearly stepped on as Looma tore away the rest, eager to get revenge on the same species that humiliated her on intergalactic television and nearly cost her the throne of Khoros.

"I hope the ghouls are having a better day than me." Snare-oh sighed as Looma and Attea began to catch up to the Thep Khufan, oblivious to where he was leading them, only knowing that they were running after him down twisted hallways and passages and that they were starting to lose their patience with him. They followed him through an opening door into a large room with blank and dead screens dotting the wall with bright yellow and black hazard lines painted in a single stripe along the wall. Terminals and computers were sat against one wall with a testing station with a spray painted target board towards the back of the room, a large machine with a several hoses and tubes and a large ray pointed at a blank wall taking up about half of that space. Assorted tables sat about the place with all manner of tools and oddities on them, everything from mannequins wearing fancy hats and leftover Mr. Smoothy cups to broken droids with saw embedded in their skulls and shelves with all manner of materials on them.

"What kind of trash heap is this place?" Attea wondered, glancing around the room briefly.

"Forget the room! We've got him cornered!" Looma yelled, jamming a finger at Snare-oh as he tried to hide in the back of the room near the large device.

"Can't we just talk this out?" the Thep Khufan whimpered as Attea and Looma edged closer and closer, the later cracking her knuckles and flexing her hands as the former powered up her blaster, prepared to incinerate him while Looma tore apart what pieces remained of him.

"Never!" Looma yelled as she shoved her way past Attea.

"Hey, you're blocking my shot, Four Eyes!" Attea pushed back with her blaster, whacking the end against the sensitive machine next to her. The device rattled and hummed for a few seconds as it powered up; Attea and Looma rushed forward as Snare-oh shielded himself with his arms while the machine whined louder and louder before it suddenly activated, engulfing the three of them in a bright, green and blasting them out of existence temporarily.

A few minutes later, Blukic and Driba came walking back into the lab, a large Mr. Smoothy's cup in each of their hands. "Blukic, did you forget to turn off the teleporter!?" Driba exclaimed upon seeing the smoking device.

Blukic belched loudly after taking a sip of his smoothy. "No, I didn't."

"Yes you did!" Driba argued.

"No, I didn't!"

"Yes you did!"


"How much for these socks?" Bonita asked politely.

"Which socks?" the sock vendor asked.

"These ones." Bonita replied, holding up a pair of black and white socks with two odd growths on either side of the main tube. The sock vendor blinked and examined both the socks and the strange girl holding them before deciding to play off against her innocent looking appearance and claiming they were twenty-five Taydens each; this did not go overly well with Bonita. "Are you kidding me? These things are barely worth ten!" she protested. "They've already got moth-holes in them!" she added, turning the socks around and pointing out several bite marks in the heels and soles.

"Very well." the vendor replied. "Ten Taydens it is."

"Five Taydens." Bonita corrected.

"Nine." the vendor returned.

"Seven." Bonita countered.

"Eight!" the vendor yelled, slamming his hands down on the counter of his shop.

"Five! Take it or leave it!" Bonita threatened.

"Fine! Five it is!" the vendor surrendered in exasperation as the hybrid smirked confidently and handed over the desired amount before stuffing her newly bought socks into her basket and returned to the group of waiting ghouls.

"Man, ghoul! You know how to bargain!" Venus remarked.

"I've learned a few things here and there," Bonita shrugged, her face flushing a deep red. "Such as how to eat clothes without getting caught."

"You're devious!" Venus laughed as the sock vendor watched them suspiciously; the ghouls then quickly decided to move farther down the street out of earshot, just barely dodging getting run over by a group of Kinceleran kids with a young, Kraaho teen leading the way with makeshift hockey sticks in hand.

"So where to now, ghouls?" Robecca wondered.

"Home, perhaps?" Jane suggested. "I don't like how some of these aliens are looking at us." she whimpered as a large, chicken-like alien and a thug with a bubble-shaped dome over his head frowned and restrained themselves from attacking the ghouls.

"Si. Ben would not want to be out for too long." Skelita agreed.

"C'mon, luvs! We can handle anything Undertown has to throw at us, can't we?" Robecca protested.

"She has a point," Venus pointed out. "We've been through a lot with Ben. Not a lot could really take us by surprise."

As soon the words passed over her lips and fangs, a loud explosion came from their right and they looked to see a crowd of alien market goers fleeing the scene as three, nearly identical aliens in dark purple and black armored suits were blasting and shooting at seemingly random things with a pale skinned woman with fiery red hair looted the abandoned shops of their Taydens and occasionally valuable merchandise.

"Ayuda! We must help!" Skelita yelled as she glanced around wildly and finally set on an old, discarded pipe that she quickly picked up and spun around in her skeletal fingers like a weapon as Robecca activated her rocket boots and grabbed a pair of rusted, lead pipes that she clanged and spun around in her fingers like a pair of chain-less nunchaku. Venus summoned a pair of vines from that ended in flaming tips with razor sharp, barb-like thorns sprouting all over arms and legs, forming a sort of armor. Bonita looked frantically around something, anything to use when her eyes caught sight of a discarded blaster lying abandoned on a derelict merchant's counter; she quickly scooped this up and whatever ammo was left over in the stall.

Jane turned to the Nemetrix on her wrist and turned it on, cycling through the roster before selecting Terroranchula and slapping the watch face, only to find that the device was still in recharge mode.

"Then again, it was first made by Dr. Psychobos. And then fixed by Blukic and Driba." Jane muttered to herself as she concentrated on an image in her head and felt the changes begin. She began to grow in size, muscles and tissue building up under her shifting, pulsing skin as her feet ripped through her shoes and melted together into three, strong toes tipped with sharp claws. The back of her top split and tore loudly until it was ripped to shreds as she continued to grow in size and weight. A long, reptilian tail whipped out from the base of spine, smacking against the ground and smashing any stands and carts nearby as it whipped back and forth in anticipation. Her neck jutted outwards considerably from her changing body as every last strand of hair on her head was sucked back into her skull like strands of spaghetti while her skull cracked and splintered loudly, elongating outwards into a massive, crocodile-like snout; needle-like teeth ripped through her gums as her nostrils rotated to either side of her head, just ahead of her sharp, golden eyes as her actual nose hardened and thinned into a small, crest-like structure. Her arms twitched and trembled uncontrollably for a few seconds before mercilessly suddenly exploding in side, easily becoming much longer than any of the ghouls as gigantic claws ripped through her shifting fingers. Her smooth, violet skin began to blister horribly until she was covered in a thick, armor-like coat of scales as several barbs and growths formed on her chin and the Nemetrix formed around in neck as a thick, spiked collar. The final transformation was the sudden appearance of a large, fin that rose from the vertebrae of her spine and only added to her already gargantuan size.

Robecca sneaked a look at her ghoulfriend. "A Spinosaurus? Isn't that a bit overkill?" she asked.

The massive, carnivore shrugged its massive arms before returning its attention to the four villains currently shooting up and robbing the market place and let out a massive roar that seemed to shatter the very air molecules into bits; it certainly didn't go unnoticed, as the four criminals snapped their attentions towards the group of ghouls and visibly flinched upon seeing the hulking, prehistoric reptile backing them up.

"What the- that's a dinosaur!" the redhead exclaimed. "Khyber didn't say nothing about no giant lizards!"

"Kttckyckckcclljkicc." Sevenseven shook his head before raising his hands and pointing them directly at the ghouls as two, small turrets slid out of his shoulders and glowed an ominous red in color.

"Jiklkkcccilicc." Eighteight agreed as she pulled out a seemingly empty sword hilt before she pressed a nearly hidden button on the handle and a glowing, red sword materialized above the hilt, energy crackling across the blade; Bonita winced at the sight, but the confident smirks of her fellow ghoulfriends and the menacing, low growl that escaped Jane's jaws were more than enough to help her regain her confidence.

"We can do this the fácil way or the duro way." Skelita threatened to the best of her ability.

"Was that even English?" Rojo wondered.

"Kijjlikkcilcc." Sixsix seemed to roll his eyes; it was hard to guess, considering his entire face was covered by a helmet.

"Well, you don't have to be so snarky about it." Rojo grumbled as she raised both of her arms and activated a pair of wrist-mounted blasters as a cruel smile crossed her lips. "Light 'em up!"

"Jckilckckcuujkilic!" Eighteight yelled something that Bonita assumed was some very foul language.

"I am so too the leader!" Rojo yelled. "And I'll prove it by putting a hole through the android's head! And chest! And gut! And pretty much every other valuable part of her worthless, metal corpse!"

Bonita stole a quick glance at Robecca and winced slightly when she saw her eyes narrow and a hot cloud of steam puff out of her ears as she jammed one of her pipes forward at the four bounty hunters. "CHARGE!" she screamed at the top of her artificial lungs.

Jane unleashed another bellow and stomped forward, stepping over her fellow ghoulfriends as she clamped her jaws down around the upper torso of Sevenseven and shook her head like a dog, her dagger-like teeth cutting clear through the Sotoraggian's armor as she tossed her head back and Sevenseven up into the air before clamping her jaws around him again and throwing him into a stand that use to sell tentacles with various sauces and dips before the owner abandoned it; the stand was reduced to splinters and shards of metal as the Spinosaurus roared and repeatedly stomped her foot down on the Sotoraggian's chest, denting the armor with every crushing movement of her foot, but not breaking it.

Venus cracked her whips loudly, smirking a toothy smile as the vines wrapped around the bright, red blade of Eighteight's power sword and yanked back as hard as she could, retching the weapon from the Sotoraggian's grip and sending it through the air where it impaled itself into the ground out of reach. Eighteight growled something in her native tongue and gave a 'come-at-me-bro' gesture with her sharp claws; Venus narrowed her eyes and cracked her whips again, lashing Eighteight across the face and striking her between her armored breasts as Eighteight defended herself by blocking the majority of the attacks with her arms and wrists before she lashed out with her leg and sent Venus down to the floor; the Sotoraggian took the chance to back flip over the fallen plant monster and grab her sword, raising it behind her head as Venus climbed back up to her feet.

"Cikliccckiklicllicklc!" Sixsix spat as he shot up into the air on his mounted jetpack and reached behind his shoulders and pulled a pair of laser guns and fired them at Robecca, missing several times before he managed to strike her; unfortunately, the lasers did little else but bounce harmlessly bounce off of Robecca's copper skin as she flew at him with her rocket boots and whacked him across the face with one of her pipes as she jammed the end of the other one into Sixsix's gut. She was about to strike him over the head with the pipes again when a loud whine caught her attention, and about half a dozen missiles came launching out of the pods on Sixsix's shoulders, each missile slamming into Robecca's frame and sending her plummeting down to the ground where she smashed right into a cart that sold mealworms on a stick. Sixsix down straight down towards her, prepared to finish her off when she was down when he was suddenly captured in Jane's jaws and crushed viciously before being dropped to the ground and stomped on.

"I'm okay, luv." Robecca groaned as the Spinosaurus lowered its head down to her level and growled with concern. "Dented and barely functioning at full capacity, but okay."

Bonita fumbled about with the blaster in her fingers, not quite sure how to use properly as she clumsily forced the ammo cartridge into the empty blaster's slot before looking around for something to shoot at when a wooden beam came flying right at her and just barely missing her by inches. She turned to see Rojo grinning wickedly, cracking her knuckles as she activated her wrist-mounted blasters and fired at the hybrid, aiming directly for her head and chest; Bonita just barely managed to dodge and weave around the blaster fire, the tip of right wing getting singed slightly as she ducked down to the ground.

"Come out of there so I can squash you like the bug you are!" Rojo snapped angrily before she was suddenly whacked over the head. "What the-" she started before she was struck again in the chin, her head snapping back as she stumbled around and held her bleeding lip. She turned to see Skelita spinning her lead pipe around in her skeletal fingers, sporting a toothy grin that sent shivers down Rojo's spine; whether this was because she was actually afraid of Skelita or the fact that she was fighting a walking, talking, breathing skeleton of all things, was up to debate.

"I am gonna break every bone in your . . . well, you know what I mean!" Rojo yelled, completely unsure of whether Skelita even had a body. She quickly fired off her wrist-mounted blasters again, forcing Skelita to defend herself with the pipe she had picked up, spinning the weapon in front of her like a fan to deflect all the blaster fire directed her. The skeleton grimaced and suddenly lashed out with her staff, whacking Rojo across the face and through the air where she absentmindedly smacked away by Jane's tail as she dealt with Sevenseven.

"How are you even able to move with any muscles!?" Rojo cursed as she staggered to her feet, nursing several cuts and bruises from the wreckage.

"What you ask has been been pondered for muchos años," Skelita grunted as she blocked a strike of Rojo's razor sharp, metal claws. "And I am sorry to say that there is no answer to your question. Not even know how we do it."

"Then die, freak! Die!" Rojo screamed as she slugged Skelita in her skull and popped her head clean off; her body continued to fight against the mercenary, despite the fact that her head was missing. The body deflected swipe after swipe of Rojo's claws and jumped and ducked under her lashes and kicks before she succeeded in punching the body in the ribcage, breaking several ribs as the skeleton went flying and landed next to Skelita's head, breaking apart into a pile of bones within the confinements of dress and top.

"Your next, you half-born freak of nature!" Rojo growled at Bonita as she pulled Skelita's pipe out of the wreckage and patted it threateningly into her open palm; Bonita gulped and took aim of the redheaded mercenary before squeezing the trigger on the forgotten blaster and firing with her eyes shut tight, her arms nearly being torn out of their sockets from the recoil as she succeeded in blindly striking Rojo in the shoulders and stomach region, occasionally firing into the wounds that dotted Rojo's body and making them bigger.

"AAAGH!" Rojo screamed in agony. "No more! No more!" she begged as Bonita ceased fire and started breathing once more, not even realizing she had been holding her breath the whole time. A small smile crept across Bonita's face when she saw Rojo slump to the ground with a heavy breath and slightly dazed look in her eye; the hybrid would have celebrated even further over her first victory but was suddenly struck from behind by hot laser fire that scalded her pink stained bones and nearly reduced her delicate wings to dust.

"Such lovely destruction." a dark voice purred as Bonita was flipped over onto her back, wincing as the scorch mark on her back was pushed against the ground. Psyphon was standing over her, a sharp toothed grin on his face as he drew back his fist and slugged her in the throat, forcing out a pained cough from her lips he then grabbed her by the front of her shirt and lifted her off the ground before he threw her into a lone vendor cart, destroying it and sending Bonita out of the fight.

"It is only a matter of time before Ben Tennyson shows up." Psyphon grinned wickedly.

"Affirmative." Khyber agreed as he stepped out of the shadows and watched Jane take on all three of the Sotoraggians at the same time for a brief second before they were thrown off and sent back to their individual battles; the huntsman narrowed his eyes when the Spinosaurus suddenly disappeared in a whirl of purple scales and skin before being replaced by a large, indigo furred mammoth that wrapped its trunk around Sevenseven and slammed him into the ground. What angered him even further was that he noticed the Nemetrix around the prehistoric elephant's thick neck.

"It seems Tennyson has gained a new pet," Khyber frowned. "One that seems capable of changing shape all on its own."

"An unforeseeable turn of events, unfortunately." Psyphon mused darkly. "An act I mean to rectify."

"Hold your fire," Khyber stopped him. "The beast is mine." he said in a tone that said there was no argument whatsoever as he rushed into the fray and grabbed a wooden beam, planting it firmly into the ground and using it like a pole vault to launch himself at the woolly mammoth, landing skillfully on the animal's large tusk and whipping out his sword, aiming for the mammoth's vulnerable eyes as the animal trumpeted and tried to shake him lose; Jane succeeded in managing to push the huntsman's aim off just enough that the sharp point of his blade just barely missed her vulnerable eyeball and merely sliced off a few hairs on the side of her head. Just as Khyber was about to take another swing, the mammoth vanished in a whirlwind of purple fur and skin and seemed to vanish.

"Hmmm. An interesting turn of events." Khyber hummed as he landed back on the ground and noticed that in the place of the bulky, prehistoric animal, was a somewhat frightened girl with violet skin and deep indigo locks with magenta streaks. "I can assume you are not Tennyson's pet?" he frowned.

"I-I don't know w-what you're talking about." Jane flinched under the huntsman's steely gaze; it was then that Khyber's attention caught sight of the Nemetrix fastened securely to Jane's wrist. That was when his expression turned from annoyed to anger.

"How dare you posses my Nemetrix!?" he yelled, swinging his sword and just barely missing Jane's head as she ducked out of range.

"You're Nemetrix?" Jane wondered as she back flipped out of the way. "I believe, considering it's strapped to me for the rest of my life, that's mine!"

"Then I'll make your life much shorter." Khyber hissed as he swung his sword twice, forcing Jane with every swipe before raising the blade above his head and plunging it downward, just barely missing Jane's nose by an inch. With little option left, Jane turned to the Nemetrix and slapped the watch face without looking at what she had selected, engulfing herself in a brilliant, red light. Her entire figure turned a single shade of deep purple as her clothes dissolved right off her body before her entire body liquidated into a thick, slushy soup that easily slipped through the cracks and openings between the vines. The pool of purple liquid started to bubble furiously before it began to shape and form itself into something else, forming four, powerful legs, a long, cat-like tail, and a mane of gooey clumps that formed rounded spikes along its back and face made entirely out of its wet, purple goo; large, swirling green spots formed on its figure and the Nemetrix appeared out its neck, completing the transformation.

Corrosive gave a wet roar and pounced on the huntsman, secreting a hot, acid from its paws as Khyber took a swipe of his and cut right through the animal's neck, the blade passing harmlessly through the slimy composition of the Galper Nuth; the huntsman narrowed his eyes as Corrosive bellowed again and sank its teeth into his shoulder, tearing off the bony horn of the skull armor before Khyber shoved her off of him and back to the ground.

"No shortage of ways to hunt my quarry." he growled.


They reappeared in a flash of brilliant, green light in the middle of what seemed to be a bar of some kind, scattering startled customers in all directions as they crashed landed on and destroying a table. With a grunt, Looma hefted herself up and shook off Attea with a quick shake of her shoulders; the Thep Khufan buried beneath moaned and staggered to his bandage feet, repairing any damage done to him through the crash.

"Where are we?" Looma frowned.

"Offhand, I'd somewhere in Undertown." Attea grumbled, rubbing her aching skull. "That just means there'll be more destruction on our part just trying to get you!" she grinned happily.

"And that makes you happy!?" Snare-oh wondered.

"What can I say? I'm just naturally cold blooded." the Incursean grinned wickedly as she cocked her weapon once more.

"Yes, you mentioned that several times." the Thep Khufan sighed with a deadpanned expression before he was suddenly engulfed in a bright, green light as the Omnitrix timed out. "Seriously? Seriously!?" he cried as he just barely managed to dodge a blow from Looma's fist that reduced the table behind him into splinters; the rest of the patrons in the bar quickly fled the scene as the bartender disappeared through a hidden trapdoor he had installed for similar emergencies.

"Hey, no fair!" Ben protested as he quickly accessed the Omnitrix and simply slapped the activation button without looking at what he had selected; the situation required urgency, not quality as the green light washed over him and began to change his DNA into something the world had never seen before. His skin turned light blue and became smooth and slimy in texture as his arms were sucked back into his shoulders with a loud cracking sound until all that was left were his hands hanging limp at his side. His jaw jutted outwards as his skeleton became thinner and more flexible than before, a set of gills appearing behind his jaws; a shark-like fin rose from his back region as his neck became none-existent, his head fusing with his chest as his body shrank and became more rotund. His legs shrank until they were practically sticks with feet attached to them and a loud cracking sound caught his attention as a small fish tail popped out from the base of his spine. A green chest brace with the Omnitrix at its center materialized on his body, completing the transformation.

"AGH! Not what I had in mind!" Walkatrout screamed as Attea grinned wickedly and lashed out with her tongue, snapping it like a whip and just barely missing the slippery, little fish as he tried to run and tripped on his own feet, rolling and tumbling around like an out of control bouncy ball.

"Hold still, you seafood platter!" Attea demanded.

"I couldn't even if I wanted to!" the Ickthyperambuloid screamed as he rolled and slid about; Looma watched him carefully before suddenly lunging at him and managing to grab him in her arms. Before she could manage to cry out in triumph, the Ickthyperambuloid slipped free and into the air. The Tetramand grabbed him with one of her hands and held him tightly, only to have him suddenly slip free again. Like a slippery bar of soap, Walkatrout was juggled from clenching fist to clenching fist, Looma's patience wearing thin with every passing second until she managed to grab him with all four hands and brought him up to her face, a devious smirk crossing her lips.

"I don't suppose this is one of thos catch and release deals?" Walkatrout chuckled nervously.

"No." Looma simply said before she started to squeeze him with all her strength, attempting to crush his skeleton from the inside out and reduce him to a gooey pulp in her hands before he suddenly slipped free again and shot directly at her face, smacking her in the jaw and knocking her to the ground.

"Can't catch me!" the Ickthyperambuloid cackled as he swatted Looma's chin with his tail before making a hasty retreat, dodging blaster fire from Attea as he ducked behind a fallen table and slapped the Omnitrix disk on his chest, engulfing himself in a bright, green light. His skin hardened into a thick exoskeleton, becoming jointed and plated as it turned green. His bones vanished as skull became pointed and even thicker than before. His teeth became sharp and his eyebrows became pointed as his eyes turned green and quick sighted. His legs bent backwards, a slightly painful process as a sort of webbing formed between the joints. His toes disappeared, three sharp claws taking their place, two in front, one in back. His two middle fingers disappeared, the ones left becoming sharp. He felt muscles packing themselves on top of each other in his legs as his body became divided into two sections, his butt expanding out into a slim thorax. A set of black and green overalls formed over his body as spines formed on the back of his arms and legs, completing the transformation.

"Perfect!" Crashhopper grinned a toothy smile. "Except for the fact that Looma can jump as high as me any day and that I'm practically a snack to Attea!" he added with fright as Attea snapped her tongue and just barely missed striking his head.

"Come back here, Delicious!" Attea cried as she gave chase after the bounding, alien insect while Looma climbed to her feet and rushed after her partner.

"AAAGH!" Crashhopper screamed as he bent his legs and shot up into the air and landed on a rooftop. He quickly ran along the rooftop, jumping over alleyways as Attea fired at him from below; Looma bent her own legs and soared up into the air, landing on the rooftop behind him and giving chase. The rooftop chase continued for several blocks as Attea continued to snipe from below, just barely missing every time before Crashhopper always managed to leap out of harms way to the building in front of him or the business across the way, effortlessly clearing the gap between either side of the road as Looma struggled to keep up with him; her heavy, Tetramand body was working against her in this situation. It wasn't until Attea fired her weapon and blasted the area Crashhopper just landed on, sending the alien insect flying out of the sky and crash landing down into an alleyway.

"Does my appearance bug you?" Crashhopper cracked nervously.

"More than you will ever know, Tennyson." Looma growled as she landed on the ground behind him, cutting him off as Attea appeared on the other end, effectively trapping him.

I know I've said multiple times before, but prepare to die, Bug Eyes!" Attea as she aimed her weapon at Crashhopper and powered up the weapon, a loud whine filling the area. "Say yer prayers!"

"Don't I get a final request or something?" Crashhopper whimpered.

"NO!" the two alien woman roared at the top of their lungs as Attea pulled the trigger and fired, striking Crashhopper in the chest and blasting him backwards into Looma, sending the two of them flying into the air and clear across Undertown.

"Oh, ribbit." Attea cursed as she rushed to what she hoped was the right location.


Robecca yelped as she dodged a swipe of Eighteight laser sword, ducking under the blade as it sliced off just a few stray hairs from her head. She popped back up and fired off her rocket boots, shooting up into the air in a cloud of smoke and twisting and turning to dodge blaster fire from Sixsix as he took several potshots at her before returning his attention to Venus, firing his blasters and singing her arm as she danced and twirled out of harms way.

"We can not keep this up for much longer!" Skelita's skull cried her hand bones skittered around on their fingers, slowly gathering up her pieces and putting them back together at an agonizingly slow pace; normally such matters were quick and easy, but with the constant movement of her fellow ghoulfriends the enemies currently trying to kill them, her bones were often sent scattering in all directions, making her job a lot more difficult than it should have been.

"As much as I hate to admit it, she makes a point!" Venus yelled before she viciously cracked her whips again and wrapped them around Eighteight's arms, yanking them back as hard as she could and succeeding in landing the Sotoraggian on her face; the bounty hunter didn't stay down for long and grabbed hold of Venus's whips, pulling them back effortlessly and pulling Venus with them, sending her flying over Eighteight's head and into the rubble of another stand.

"Venus!" Robecca cried.

A loud roar caught her attention for a brief second and she looked to see Gore-illa explode out of the remains of a small shop, reducing it to splinters as the large, alien ape became a tornado of blades that came storming towards Khyber, obliterating anything between it and the huntsman as it whirled around the destroyed marketplace. The Paludemian roared and stopped spinning for a second to beat its chest before grabbing a wooden beam and chucking it at Khyber; the huntsman raised his sword and effortlessly sliced clean through the wooden beam. Gore-illa narrowed her eyes before becoming a cyclone of destruction once more, charging straight at the hunstman and prepared to slice him to ribbons.

Khyber smirked and suddenly dropped to the ground, lashig out with a leg and swiping out the Paludemian's legs from underneath it, totaling it effortlessly and stopping the whirlwind of blades. The large ape snorted from the ground and slapped the Nemetrix disk on the sash across her chest, engulfing herself in a bright, red light. Jane felt her body elongate and become segmented, stretching out to a good thirty feet. Her arms bent in two more places as they hardened into insect-like legs before splitting into four extra pairs as random, curved spikes sprouted all along her back as her legs fused together into a tail with a clawed end. Jane's face bulged outwards into a toothed beak as row after row after row of sharp teeth ran down her throat all the way to her stomach. A thick, red, spiked collar appeared around the gigantic, beaked worm's neck, completing the transformation.

Slamworm let out an earth-shattering screech before it fired a round of wet, acid globs from its toothed beak, creating a smoke screen of sorts as Khyber was forced to step back out of harms way; the Slamworm took the opportunity to jam its head into the rock beneath it, burrowing underneath and out of sight. The huntsman grimaced and clenched his grip on his blade, shifting his foot on the ground as he closed his eyes and waited for the telltale vibrations that would appear when the Slamworm would attack from beneath and swallow its prey whole, grinding them up with the rows of teeth that slithered down their throat.

The ground suddenly exploded into rubble next to the hunstman as Slamworm came arching out over him, screeching loudly as it tunneled back into the hard rock; Khyber took the shallow opportunity to strike at the massive worm with his blade, leaving a deep, long cut that ran nearly a dozen feet on the predator's body before it managed to slip all the way back into the ground.

Rojo had come to after a while, and she was more than a little ticked off with the ghouls as she quickly scattered Skelita's nearly fully assembled skeleton with a swift kick of her foot before she returned to aiding Psyphon in trying to shoot down Bonita as she twisted and turned and flipped through the air like an aerial stunt pilot, pulling off seemingly impossible tricks and twirls just so she wouldn't get blasted by the two, vengeful villains as they fired from below.

As much as Robecca hated to admit it, they wouldn't last for long against the seemingly pathetic team of villains. But between the sheer amount of weapons the Sotoraggian siblings possessed, Rojo's fiery temper, Psyphon's determination, and Khyber's unmatched knowledge of the galaxy's various life forms, they were outmatched, not to mention outnumbered. Unfortunately for Robecca and the ghouls, they wouldn't be able to make it away without casualties of some form or other; in order to get away, she was going to have to swallow what little pride she had and call Ben in for back up. She quickly ducked behind and under the counter of a lucky vendor stand that had managed to remain intact throughout the whole fight and slipped her hand under her shirt, opening up a small hatch just under her cleavage that held a small communicator Ben had given to her a couple of days after returning to his home universe.

"Come on, come on, pick up," Robecca chanted under her breath as the battle raged outside; Venus grew the thorns on her arms longer and crossed them in front of her face to protect herself as she rushed at Sevenseven, hopping to pierce through his tough armor as she slammed into him and sent the both of them tumbling.

"Yes?" a high-pitched, yet masculine answered from the other end; Robecca swore her artifical heart stopped beating for a second.

"Ben, please don't be mad when I say this, but we need your help." Robecca sighed.

"Why would I be mad?" Crashhopper wondered.

"Because we went down to Undertown." Robecca admitted.

"Well, that's not so bad," Crashhopper sounded unconcerned.

"Who are you talking to!?" a deep, feminine demanded from the other end.

"Who is that?" Robecca wondered.

"Oh, um, Robecca meet Looma. Looma meet Robecca." Crashhopper simply said. "Or, in simple terms, my current girlfriend meet my ex-never-has-been-girlfriend."

"I thought you were already in a relationship with the moldy one!?" Looma sounded irritated.

"It's complicated, but I have multiple girlfriends who prefer to be called ghoulfriends," Crashhopper explained calmly before suddenly yelping in pain. "OW! Not the face again!"

"Ben! What's going on there?" Robecca wondered nervously.

"Well, to make a long story short, the peace confrence between the Tetramand and Incursean empires did not go well, and Attea and Looma decided to team up and kill me and Nefera." Crashhopper explained. "Seeing as how Looma seems more angry than usual, I suspect she'll try to go after you ghouls after she's done with me. Oh, and she and me are currently plummeting towards the ground at a super scary rate that would probably make me wet my pants if I had any."

"Where are you?" Robecca wondered nervously.

"We're about to crash land into some junkyard that looks like it- wait, why are Rojo and Psyphon trying to kill Bonita!?" Crashhopper yelled angrily.

"That's what I was going to say," Robecca sighed unhappily. "We stayed out for longer than you wanted us to."

"How long!?" Crashhopper demanded as the sound of more fighting came from the other end.

"About . . . four hours?" Robecca winced.

The other end went silent for a second before an ear-splitting crash consumed her entire eardrums and sent her sprawling as an outside force of some kind sent her flying across the stall and through the wall as the shop itself was destroyed; the entire battle paused for a second to see what had decided to interrupt their game and see which side it would chose to fight for. A green, clawed hand shakily rose from the crater and set itself down on the ground before pushing and hauling up Crashhopper's weight.

"That'll learn ya not to mess with everyone's favorite insect!" Crashhopper said with a slight slur, possibly suffering a mild concussion of sorts from the crash as Looma groaned in crater, dazed; the Omnitrix timed out seconds later as Ben fell to his knees, clutching his head.

"Jkiilickccikljckc!" Sevenseven cheered.

"No, I was the one that said Tennyson would show up!" Psyphon yelled at the Sotoraggian before all three siblings drew out every weapon they owned and pointed it directly at him. "Is this about the date thing?" he whimpered.

"Cjhikckclckc." Eighteight growled.

"Would you let it go already!?" Psyphon screamed.

"Psyphon!" Ben grumbled. "I should have known you were behind this . . ."

"Oh, not just me, Tennyson." Psyphon grinned wickedly.

"Yes, I know. You're just the only one I can focus on at the moment." Ben groaned as he staggered to his feet and rested his hands on his knees. "Give me a minute."

"Yeah, we'll do that," Rojo rolled her eyes. "And in the meantime, we'll slaughter your girls!" she gave a cruel smile as she aimed her wrist upwards and shot a beam of hot, energy from her wrist-mounted blaster, striking Bonita right in the chest and sending her falling right out of the sky and down to the ground. "Another one bites the dust." the mercenary smirked.

"You," Ben frowned once his vision cleared. "Just made a big mistake. Way Big!" he yelled as selected the To'kustar icon on the Omnitrix and slapped the activation button, engulfing himself in a bright, green light. A short layer of gray colored fur sprouted all over his body, leaving only his hands and feet bare as his ears rotated to the top of his head, becoming long and rodent-like in appearance. A loud cracking sound filled the air as Ben's bones ground and shifted, a long, rat-like tail sprouting out from the base of his spine as sparse hairs sprouted out at random points on the new appendage. His toes melted into three claws, his heel pushing out behind his new feet to form a fourth toe; Ben's face bulged outwards slightly into a rodent-like snout, a few stray hairs forming a small goatee of some kind his arms swelled and his chest bulked up with muscle. A thick mane of razor sharp quills grew from the back of his thick neck as a pair of black pants, black tank top with a green stripe down the front, green cuffs, and black, fingerless gloves materialized on his body. The final piece of the transformation was the addition of a green belt with the Omnitrix on it around Ben's waist.

"Or PorcuPain. PorcuPain's good, too." the Espigilagisapien sighed before dropping down to all fours and hissing loudly before he curled up into a ball and fired off a short storm of quills in all directions, hitting Psyphon full in the face and Rojo several times in her arms and a few times in her already swelling lips; Khyber saw the attack coming a mile away and deflected every quill coming at him with his sword, the quills clanging loudly off the blade as they flew in all other directions, embedding themselves deep into the wooden board just next to Robecca's head as she pulled herself out of the wreckage; the Omnitrix timed out seconds later and returned Ben to the world.

"Oh, today just isn't my day." he cursed under his breath as Psyphon and Rojo slumped to the ground, unconscious; the Sotoraggian siblings shook themselves free of the quills that had embedded themselves in their armor and trained their weapons on Ben as he turned to the Omnitrix and quickly selected Cannonbolt before slapping down on the activation button, changing his molecular structure in a flash of bright, green light. His skin began to harden into a smooth covering, little diamonds and crystals racing up his arms and legs to cover him as his bones disappeared altogether and he shot upwards a few feet. Ben felt his jaw line push out a little ways, his teeth fusing together into two, hard plates as his head pinched back into a sharp crest. Two, sharp blades suddenly sprouted from his back as his entire body hardened into a diamond-like substance, a black and green jumpsuit materializing on with the Omnitrix attached to a belt around his waist, completing the transformation.

"And I suspect it won't be a happy ending for you lot either." Diamondhead growled as the Sotoraggian fired off their weapon, the blaster fire either bouncing harmlessly off of the Petrosapien's tough skin or were redirected through the crystal prisms that made up his body and struck the surrounding area, a few lasers being fortunate enough to strike back at the Sotoraggians, blasting Sixsix and Sevenseven in the chest and face, sending them down for the count as their sister skillfully dodged the lasers bounced back at her.

"Kicjcjkcckiilickc." Eighteight scoffed at her fallen brothers.

"For once, as a male, I won't take that as an offense statement." Khyber narrowed his eyes at the two male Sotoraggians.

"And for once, we can agree on something, unlike a pair of alien teenagers." Diamondhead said gruffily; the Petrosapien quickly clenched his fists and fired off a round of small, sharp projectiles, the diamonds exploding upon making contact with the ground in front of Khyber and providing cover as he fired off at Eighteight.

"Yield, human!" Looma's voice roared as she hauled herself out of the hole and launched herself at Diamondhead, tackling him to the ground with enough force to snap off one of his back blades. The two of them rolled for a couple of yards before Diamondhead managed to throw her off of him before his hands grew to gigantic proportions that he clenched into fists to beat down on the Tetramand, each blow shattering the rock underneath Looma's feet; the Petrosapien was suddenly struck in the back by blaster fire, and he turned to see Attea rushing at him from an alleyway, finally having caught up with him.

"Now it's time for ya to- wait, who all these freaks?" Attea wondered when she caught sight of Venus, Bonita, Robecca, and a nearly complete Skelita; Slamworm came rocketing out of the rocky ground behind Khyber, slamming him into the ground as the both of them disappeared into another tunnel.

"These would my girlfriends. As in plural." Diamondhead simply said before Looma shattered his hands into thousands of shards and crystals with a quick thunder clap of her hands; the Petrosapien quickly regrew them before clenching his fists and firing off another barrage of explosive crytsals.

Attea ground her teeth as she clenched her fists in anger; how dare he have a girlfriend! Or for that matter, multiple girlfriends! How dare he get a happy ending, while she and Looma had been at each others throats over a somewhat senselesss war. And as much as she and her kind enjoyed the rush of war, the adrenaline rush she got when she lay waste to millions upon billions of lives as their planets were slaughtered for resources for their eternal conquest, their real enemy wasn't each other. "How dare you have an affair! After what we've been through!" she yelled, training her blaster on Diamondhead and firing.

"Oh, you mean the time you took over my planet and only really cared about my Bullfrag transformation? Or the time you tried to kill me and my partner after liberating a captured planet you enslaved through mind control? Maybe the time you tried to kill me and Vilgax for your own nefarious purposes? Or what about the time you and Looma hear nearly overloaded the Omnitrix simply because you couldn't have one transformation or the other!?" the Petrosapien roared as he slugged Looma in the face, dazing her slightly as he turned around on Attea and fired off more exploding crystals at her. "I think after all the time we weren't together, I can chose who I want to be with. And news flash, Ms. All High and Mighty, it ain't you or Looma."

"Well . . . who needs Bullfrag anyway!?" Attea screamed. "All I care about is kicking your ass right now, Tennyson!"

"Something tells me I struck a nerve," Diamondhead grumbled under his breath. "And that she'll probably be crying her eyes out for a couple of nights." he added with a sigh before Looma gave him a swift upper cut to the jaw.

Slamworm came screeching back out of the ground with Khyber between her jaws, loud bellows of agony coming from her serrated throat as Khyber plunged his sword down her gullet, forcing her to spit him out; the huntsman rolled along the ground for a couple of yards before popping back up, waiting for his opponent's next move. The mighy Slamworm retreated back under the ground, exhausted and wounded as a red light encased it and began to change it once more. Jane's body began to swell and bulge uncontrolably, as if she were a balloon being inflated at a frightening rate. Her limbs felt heavy and began to bulk up until they were as thick as trees, her skin hardening until it was roughly the equivilant of solid concrete as her bones thickened and her organs sloshed around inside of her. Her nose was pulled back into her face, every hair on her head being sucked into her scalp as hard knobs and bumps formed on her shoulders and back, a curved row of fleshy growths sprouting from her head. Her tongue elongated and split into two, small growths at the end, her teeth grinding and cracking to become sharp and needle-like. The final transformation was the sudden appearance of multiple, sticky sacks on seemingly random parts of her body as the Nemetrix formed around her thick neck.

"Interesting." Khyber hummed as Mucilator emerged from the tunnel with a loud bellow and charged at the huntsman with shocking speed, the very ground rumbling and trembling underneath it as it rammed into Khyber , flattening him to the rock and running him over before coming to a screeching halt to come back around again. Khyber pulled himself off the ground, sore to say the least, but more than capable of keeping up the fight; he would have his Nemetrix back, and he would have Ben Tennyson as a trophy. And if that meant he had to kidnap his shape-shifting girlfriend to do it, than he was all for it. With a quick movement of his legs, he launched himself up into the air at the alien behemoth's face and drew back his fist, cracking his fingers before hr thrust it forward and socked Mucilator in the face, a loud, sickening crack echoing through the air as the beast bounced back a little and fell on its side, its sides heaving in and out as it bellowed in pure agony; a bright, flash of red light swallowed the massive animal and returned Jane to the world, screaming loudly as she tried to feel her face, wincing painfully when her fingers brushed up against her nose, jaw, or cheeks.

"Jane!" Venus cried before she returned her glare to Eighteight; the Sotoraggian seemed to be laughing at her ghoulfriend's pain and this only irritated the plant monster even more. With a loud roar of anger, she slammed her fists into the ground, commanding gigantic, sharp roots to explode out of the rock and encase Eighteight in their organic, flesh-like skin before she grabbed her special formula and spritzed the large plants with it. Large, sharp thorns popped out of the roots rapidly, a smirk crossing Venus's lips when she heard startled cursing from within. She was to finish off the Sotoraggian once and for all when the roots were suddenly sliced in half by Eighteight as an energy buzz saw that slid out of one of the port on her shoulder easily cut through the roots.

"What is with people and their hatred towards Mother Nature?" Venus wondered sadly as she summoned another pair of whip-like vines from her palms.

Robecca finally managed to get the rest of the wreckage off of her and staggered to her feet, wincing at the dents that pocmarked her copper hide; it was going to take a long time of careful craftsmanship to fix, but that was the least of her problems. She watched as Diamondhead raised his hands above his hand, her eyes widening as large crystals suddenly jutted out of the rocky ground all around him before suddenly being pulled into the air, smashing together and molding into a single, gigantic crystal that the Petrosapien thrust his hands downward, smashing the crystal down on top of Looma with extreme force. Robecca winced and peeked through her fingers, not even realizing she had been covering eyes, and sighed with relief when she saw that while Looma was indeed still alive, she was simply unconscious and suffering several nasty bruises and scraps.

"Tough, old bird, isn't she?" Robecca muttered to herself; the Omnitrix timed out seconds later, leaving Ben to dive behind an empty vendor's stand as Attea fired at him. Ben panted heavily, trying to catch his breath as the now very vengeful Attea seemed to fire willy-nilly, unsure of where he seemed to be. A loud scuffling sound caught his attention and he raised his hand above the Omnitrix to defend himself before he realized it was simple Robecca taking cover with him.

"Remember when I told you I didn't want you ghouls to stay out to long?" Ben practically whispered. "This was why."

"You were afraid we would get carried away with shopping?" Robecca hoped.

"No, I would only say that if I was Draculaura's boyfriend, which I am not," Ben shook his head. "The reason I told you to not stay out too long is because people I care for have a tendancy to get hurt one way or another. I know you and the ghouls are fully capable of defending yourselves, but that was back in your dimension where there's not a whole lot to be scared of. Here, in my dimension, there's a lot to be scared of, and that includes the bad guys that come after me." he explained, trying to stay calm. "If you thought Van Hellscream was bad, then welcome to hell."

"Are these the worst your universe has to offer?" Robecca whimpered slightly.

"Not even close," Ben shook his head. "Just wait until you meet Vilgax."

Robecca shuddered as a loud explosion rocked the ground and the two of them dared to peek out from behind their cover. Eighteight had fired off several missiles at Venus, missing her with the first few and succeeding in hitting her with the rest, blasting her sky high where she crashed into the cavern ceiling above before plummeting back down towards the ground; there was no way Ben would be able to reach her in time as she fell towards the ground at a faster and faster rate, her wild, green and pink locks spread eagle out behind her as she rolled and tumbled through the air. Just when it seemed that Venus would smash into the ground and be reduced to a sappy, green pulp of broken limps, a loud roar shook the cavern and Venus was suddenly snatched out of the air.

"The cavalry's here!" Charmcaster announced with a loud cheer as Dragoon bellowed and blasted a jet of fire down onto the ground, narrowly missing Eighteight and Attea as he descended down to the ground and spat flames from his maw as he stood over Venus's fallen form. "Eat magic, your Terminator Wannabe!" Charmcaster cried as she twisted and folded her hands in complex movements before she blasted a concentrated a beam of pure magic at the Sotoraggian and struck her right between the breasts, blasting her back and into a stand that sold bizarre, alien fruit.

"Ah, if only you were as beautiful as fair Jinafire." Dragoon sighed to Venus before he blasted a jet of fire out from his jaws at Khyber, singing his skeletal armor and giving Jane a chance to activate the Nemetrix a last time, engulfing herself in a bright, red light. Deep, crimson fur sprouted all over her body, covering every inch of her as her clothes started to vanish into thin air. A large, thick, black mane of fur formed on her growing shoulders, spreading down her face and arms as a long, crimson tail sprouted from the base of her spine, growing three spikes on the end. Muscles piled themselves over her back and legs, her toe nails ripping through her shoes as they became wicked claws. Her arms shifted into front legs, her fingers shortening into pads as razor sharp claws grew from her fingernails. Her skull ground and crushed as teeth ripped themselves through her gums, barely even fitting into her mouth until her head caught up with the rest of her, leaving two, saber-like fangs curving out over her bttom lip. Her shoulders became massively muscled as her lavender eyes turned a solid purple with a deadly, black slit for an iris, whiskers sprouting all over the front of her face, completing the transformation.

"What did I say about oggling other girls?" Charmcaster frowned as she lashed her hand out in front of her and sent a shock wave of magical energy through the air, knocking down Attea and Eighteight as she climbed to her feet.

"Ah, but fair Jinafire isn't here yet." Dragoon grinned. "Besides, you are the only girl for me." he added as Repeat roared and split herself into half a dozen copies, all of them snarling and growling as they pounced and tackled Khyber to the ground, grabbing his arms and legs in their jaws and shaking their heads like dogs. The huntsman remained errily calm as he suddenly shoved his hand deep down the Panuncian's throat, forcing the predator to release its hold on him, allowing him to slug the Panuncian holding his other hand captive in the face before jamming his feet down the throats of the other Panuncian's and gaining full freedom. The Repeat clones roared and charged at him again, jaws open and ready to crush his bones to bits as they severed his arms from his body. Khyber seemed almost bored as he punched every copy in the jaw and head, grabbing the last one by its forelegs and flipping it over its shoulder before slamming it down into the ground; a brilliant, red flash of light washed over them all as they fused back together into a single body, returning Jane to the world. The shape-shifter groaned before slumping to the ground, exhausted.

"It seems the prey has tired," Khyber smirked as he clipped his sword back to his belt. "You'll make an excellent hunting dog after some . . . fine tuning." he grinned as he reached down and grabbed Jane by the neck and easily hefted her off the ground, clenching his grip tighter.

"Oh, no-" Ben growled.

"He didn't." Robecca snarled, finishing his sentence; the two of them shared a quick look before Ben turned to the Omnitrix and cycled through the roster before selecting Shocksquatch (considering he hadn't been getting the aliens he had desired, this seemed the easiest way to actually get the one he wanted) and slapping the activation button, the green light swallowing him as he began to change. His skin became more loose, almost a liquid, but not quite. His bones dissolved into nothingness, and even his organs seemed to disappear; but Ben knew they were still there, just a lot more squishy and modifiable than they had been before. His skin turned a shiny black color, racing to cover his everything. His feet molded together into a single, wide toe as he lost a finger on each hand. More mass piled up between his head and shoulders until there was a smooth, slope-like transition between the two. Ben's mouth and nose vanished all together as his eyes crashed into each other and became one. The final additions to the transformation was the Omnitrix in the center of his eye and the appearance of a bright green, circuit like pattern on his skin.

"Lets do this." Upgrade socked his fist into his open hand.

"Lets." Robecca grinned as the Galvanic Mechamorph oozed over to her and engulfed her entire frame, applying pressure in different spots as he slithered into every nook and cranny on her body, smoothing out the dents she had suffered before making the adjustments necessary before the modifications were complete. The copper girl was now a towering twenty feet tall, an utter giant compared to everyone else. She retained the green and black circuit design, but she looked far different. Her black and blue locks were now solid lines of black and green pulled back into a ponytail, framing her single green ring of an eye with the Omnitrix in the center. Spikes decorated her now broad shoulders, and long, thin blades ran down her arms to her wrists, each finger lined with small spikes. Her frame was slimmer, highlighting her bust and ass under a thick layer of protective green and black armor that could with stand a nuclear bomb. She wore a pair of large, thick, spiked boots with sharp bottoms, ideal for stomping and crushing.

"Come get some, Khyber!" Robecgrade roared as she burst out of the shop and destroyed it easily, stopping across the ground, dwarfing Dragoon as he protected Venus and managed to snag Bonita with his tail while Charmcaster relentlessly attacked Attea and Eighteight, steadily being forced onto her boyfriend's back for protection. Robecgrade crashed her fists together as she charged across the obliterated marketplace and grabbed Khyber in her mighty fist, squeezing him tightly as she gently extricated Jane from his grip and handed her off to Dragoon, who carefully swept her underneath his heavy bulk before blasting another jet of fire at Attea.

"This is for trying to take our ghoulfriend!" Robecgrade cried as she chucked Khyber to the ground and stomped a heavy boot down on him. "This is for trying to hunt one of us as a trophy!" the tian added as she peeled the huntsman off of the ground and tossed him up in the air before clapping her hands together like a pair of cymbals, crushing Khyber between them. "This is for all the animals you've ever hunted!" she added as an after thought as she let Khyber fall to the ground where she drove a large fist down on him. "And this is for just because!" Robecgrade roared as a pair of high-tech blaster popped out of her arms and fired at him, blasting him several times before stopping; the robotic titan didn't bother to check on the huntsman as she turned out and shifted her arm into a heavy, spiked mace.

"Anyone else want a go!?" Robecgrade roared. Attea and Eighteight took one look at the mechanical giant before sharing a look and firing off one last blast at Robecgrade's face, blinding her briefly as Eighteight dragged away her siblings and Attea grabbed onto one of Looma's hands, struggling for a few seconds to haul such a great weight before she finally managed to make some head way and ever so slowly dragged her partner away.

"Do we let her get away?" Robecca wondered as the black and green, circuit patterned skin around her face shifted away to reveal her bronze face.

"We've got bigger problems to deal with," Upgrade replied, his head morphing out of her shoulder to talk with her. "We gotta get the ghouls back to Plumber HQ to be treated. And while we're at it, get Khyber some help, too. I think we might have gotten carried away." he said sheepishly; the two of them turned towards the fallen huntsman, only to find an empty crater where he had been moments before.

"Damn it." Upgrade cursed.

"We got Rojo and Psyphon, luv. That's at least something." Robecca said positively.

"I guess so." the Galvanic Mechamorph sighed as he covered Robecca's face once more and and returned Robecca to her original form as the Omnitrix timed out seconds later and returned Ben to the world.

"You guys okay?" Charmcaster asked.

"Yeah, we're fine," Ben sighed, rubbing his temples. "Can you call Plumber HQ and have Blukic and Driba teleport us back? We need to get the ghouls better."

"What do we do with them?" Dragoon wondered, flicking his towards Rojo and Psyphon.

"Take 'em with us. We'll question them later." Ben sighed. "Now just make the call."


Nefera stirred in her sleep and slowly blinked open her eyes, wincing slightly at the bright light that was shining into them. After her eyes adjusted to the bright light she slowly pushed herself up into a sitting position before her hands clapped to her head, her fingers pressing down on her skull in an attempt to aleaviate the searing pain in her skull. A sharp snap cut through the pain for a brief second before nerve-numbing coldness came over her head; it felt good.

"You okay?" Whisp asked as she held an ice pack she had summoned to her fellow ghoulfriend's head.

"Other than the searing pain in my skull and the fact my hips are killing me, I'm peachy." Nefera said with a sarcastic tone. "I knew Tetramands were tough, but Sphinx, that hurt." she winced.

"If you think you have it bad, you should have seen Jane." Whisp grimaced, nodding her head over her shoulder; Nefera craned her neck to see Blukic and Driba arguing over the proper amount of bandages to use as Jane glanced around the room widly with her eyes, unable to move much of her face.

"I thought you didn't get injuries if you wore the Omnitrix or Nemetrix?" Nefera wondered.

"No, Azmuth hasn't worked out that flaw." Ben murmured as he strolled into the med bay, cracking his aching back. "One time, I got a broken arm as Clockwork, and I couldn't use it for nearly two weeks. And the annoying thing was that was my Omnitrix dialing arm." he added sourly.

"Ouch." Nefera gave a smile.

"So, how are you two doing?" Ben wondered. "Everything going well . . . relationship wise?"

Nefera rolled her eyes to look at Whisp; the genie barely nodded before Nefera turned back to Ben. "Me and Whisp talked earlier this morning and decided to take it slow, start out as something like friends with benefits." the mummy explained.

Ben tried furiously to hide the red color in his face and slight bulge his pants as he quickly shook the images from his head. "Well, whatever works for you two. As long as you're happy." he shrugged; Skelita patted around for her skull for a few seconds before finally finding it and placing it back on her shoulders with a triumphant smile on her lips as Bonita winced as another medic carefully bandaged her delicate wings. Venus was slowly healing herself as she sat under the bright lights of the medical ward and ate the small amount of fertilizer and plant food the doctors would allow her to eat.

"Whisp? Any idea where Gigi is? I need to talk to her." Ben asked.

"You should be able to say her name, and she'll appear before you within a few seconds," Whisp replied. "I believe that's how it works."

"Why do you need to talk to Gigi anyway?" Skelita wondered as she flexed her skeletal fingers and stretched her bony neck.

"It's a surprise." Ben simply said as he bid his ghoulfriends farewell and left the med bay behind, the sounds of Blukic and Driba's bickering voices bouncing off the walls until the doors slid shut behind him. He walked down the hallway for a few minutes before turning and stopping in front of door that automatically slid open upon sensing his body heat; buckets and mops among other cleaning supplies littered the closet as Ben stepped inside and waited for the door to slide shut and shower him in darkness.

"Gigi, I need you." he said rather quietly. It took exactly five seconds for a puff of deep, magenta colored filled the janitors closet and Gigi flashed into existence with her arms folded over her chest and her legs dissolved into nothing more than a whispy tail that she used to float above the ground.

"You called, Finder?" she recited.

"First of all, please don't call me that," Ben sighed. "And second, I'm ready to use the rest of my wishes. And it's . . . well, it's not going to make some people happy." he sighed.

"Whatever you wish, Ben." Gigi bowed her head without judgement.

Ben was about to make his wish before he decided to get a second opinion. "Gigi, can I ask you something?" he asked.

"Anything." Gigi smiled.

"If you were trying to protect someone you loved, how would you do it?" he asked.

"Well, I can't really say I speak from experience, being both immortal and indestructable," Gigi sighed. "If my Dad or Whisp were trying that, they'd probably do something like give the person skin of stone or make them invisible or something like that. Maybe even give them a sombreo that makes a protective force field when worn."

"Okay, that actually sounds . . . pretty inventive." Ben shrugged. "But how would you do it?"

"Well . . . if I had a choice, I'd probably give them the same powers as me. You know, without all the magic and stuff; just indestructability and immortality."

"Do you think they'd want it though?" Ben pressed. "Do you think they'd want that kind of protection? To live forever while everyone else while others will wither away? To be unkillable while innocent lives are lost?"

"I would ask them first," Gigi replied. "I wouldn't want to upset them."

Ben nodded. "Okay."

"Are you ready to make your wish?" Gigi asked.

"Yeah, I think I am." Ben nodded before sucking in a deep breath and letting it all out. "I wish that I had a complete Omnitrix for each one of my ghouls, but Jane." he wished.

"Why leave Jane out?" Gigi wondered.

"She already has the Nemetrix," Ben replied. "And I'm not sure if combining both of them is a good idea." he added.

"As you wish." Gigi blinked at the request, but granted it nonetheless, folding her arms across her chest and jerking her head down, the entire janitor's closet filling up with a bright, white light that forced Ben to cover his eyes. Seconds later, the light down, and exactly sixteen, identical Omnitrixes sat in Ben's waiting hands, dead and awaiting for their new hosts.

"Seventeen copies of the universe's greatest weapon." Gigi breathed. "Azmuth won't be happy about that."

"I'll deal with him later." Ben replied. "I'm ready to make my final wish."

"So soon?" Gigi quirked an eyebrow.

Ben nodded. "I wish you forgot that you ever made this wish or met me here and that you went back to wherever you were before I called you here." he finally gave a breath. "Man I hate making really specific wishes."

"It's the only really safe way to make them," Gigi smiled. "But why wish for me to forget?" she wondered.

"To make it a surprise." Ben grinned.

Gigi rolled her eyes but folded her arms over her chest anyways. " Alright. As you wish." she jerked her head and a bright, light filled the janitors closetbefore dying down;the geniei was nowhere in sight, leaving Ben and the sixteen Omnitrix copies alone in the janitors closet.

"Azmuth's gonna kill me." Ben sighed as he slipped the sixteen copies into his pockets and turned to his own Omnitrix, cycling through the roster before he selected the alien he needed and slammed down on the activation button. His bones became lighter, hollow actually, his arms stretched out a little bit. He was forced to hunch over slightly as his skin turned blood red in color and six slits formed in his flesh where his ribs would be. His fingers fused together into three long claws. His toes morphed together into two talons as his heel ground against his foot and formed a third toe jutting out behind him, his mouth widening across his face. His eyebrows hardened into yellow crests that looked like a pair of devil's horns as they grew upwards above his green eyes. A tail sprouted from the base of his spine as a thin, yellow membrane formed from his wrists to his waist. A pair of black briefs and a green strap vest materialized on his body, the Omnitrix appearing on the vest's hooker.

"Lets make this quick." Jetray sighed as the janitors closet door slid open and the Aerophibian swept down the hallway and towards the cargo bay doors; he had work to do.

And there we go!

I have to thank Morantis for rather unintentionally giving me the solution to Nefera and Whisp's relationship; if you ask me, their relationship was too forced, despite all the hints I dropped. So, thank you, man (or gal).

Now for all of you dinosaur people out there, I am aware that paleontologists have agreed that Spinosaurus apparently walked on four legs instead of two, and was apparently more aquatic than terrestrial. While I agree that Spinosaurus was probably capable of swimming or at least fishing in rivers, I personally prefer the previous, two-legged version than the newer version. Just want to make that clear; don't want another "Tyrannosaurus Rex Fiasco" like last time.

Don't forget to check out the poll I've set up on my profile, and if you have any questions about "We're All Monsters", the Ever After Sequel (I assure you that is not the title), the one-shot series, or even about myself, just send them to me in the reviews or PM me.

As always, comment, review, suggest, and request down below!

Hasta Luego!