We Are Monsters

by Creaturemaster

Ben somehow arrives in a strange new world where people and actual monsters co-exist (sort of). When he tries to blend himself in with Monster High's skeleton crew, things go horribly wrong! With a darkness lurking just of reach and an absurd amount of ghouls all wanting a piece of him, just how much can Ben take before he'll really "feel like a monster"? Rated T for harems & yuri.

54. End Game

And here it is, ghosts and ghouls! The second to last chapter of "We're All Monsters!"

After approximately nine days, nine hours, fifty-five minutes, and thirty-two seconds (as of this moment) of writing, copying, pasting, editing, and rereading, it's here! Oh, my ghoul, you would not believe it! 64 pages and exactly 36,077 characters according to this editor!

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

Onwards!

Spectra stirred slightly as she rolled over in her sleep, reaching for the familiar warmth that usually was next to her in such time. It was odd, if one were to think about it; someone who was normally icy cold to the touch, sought after someone who was normally so warm to her that it sent shivers up her spine. She patted around for the normally soothing, warm source of body heat that usually slept bu her side, but her pale, translucent fingers came up empty handed, grabbing nothing but empty sheets. Frowning slightly, the young ghost opened her eyes and yawned, stretching her aching limbs. Once she was sure she was fully awake, she looked to her left where Ben normally slept to see his spot was empty; on the other side of Ben's usual spot was Lilith, her wings hanging slightly over the edge of the bed.

Confused, Spectra floated off the bed and silently flew through the air over the dozing ghouls, only pausing slightly when Jane shifted in her sleep to hug Robecca's lifeless body to her. She effortlessly phased through the bedroom door and down the hallway, heading towards the living room area when a pair of whispering voices caught her attention coming from the opposite direction. She quickly tried to supress her reporter instincts, but she eventually gave in to the nervous habit, following the voices to Sandra and Carl's room; she hovered outside of the door for a few minutes, debating whether or not she should interrupt their conversation or eavesdrop and hope they wouldn't notice her.

On one hand, there was little chance that they would notice her. With her translucent skin and ability to phase through walls or teleport occasionally, she was the master of quick getways. On the other hand, there was the small chance that they would notice her and catch her in the act of listening before she could make a clean getaway; and then the yelling and screaming would begin, which absolutely confounded Spectra at times, the way people reacted to finding out they had been spied on. She could understand it during some private matters, but it usually confused her why people reacted the way they did when they caught her eavesdropping.

Spectra shook her head and decided to get it over with, placing her hands on either side of the door frame and slipped her head through the door itself just so they she could see and hear clear enough; Sandra and Carl sat on their bed in their night clothes, talking quietly with the lights off.

"I'm telling you, honey. He can handle himself just fine." Carl reassured his wife.

"But . . . it'll be his first time!" Sandra protested.

"Of course it will be his first time. It can only happen once." Carl rolled his eyes.

Sandra wilted slightly. "I'm just not ready to let my baby boy go so soon." she whimpered.

"We all have to go sometime," Carl sighed, resting a hand on Sandra's shoulder. "It was bound to happen sooner or later."

"I know, I know." Sandra sighed. "It's just . . . he's been missing for four months. And I only just got him back a couple of weeks ago. To think I'll never see my baby boy again-"

"We will see him again," Carl reassured her. "There's email, he's got a cellphone, er, iCoffin, and if we ever need him quickly, he can always turn into that XLR8 alien of his and be here in minutes."

"I know," Sandra rubbed her face with worry and exhaustion. "It's just . . . I'm worried for him."

"You're worried about Ben? The kid whose been singlehandedy been saving the universe since he was ten? The kid who can turn into dozens of alien heroes? The kid who is in a relationship with nearly twenty, monster girls from another dimension?" Carl listed off. "We are talking about our son here, right?"

"You're right," Sandra smiled. "Ben and his ghouls will be fine."

"The only problem I see is actually explaining to them that they're going to ave tp move." Carl chuckled.

Spectra gasped and quickly pulled her face out of the door as she swooped down the hallway, away from the bedroom door; Ben's parents wanted them gone? Did they not want them to see Ben anymore? We're they secretly disgusted that their son had been atracted to such horrifying, revolting creatures such as them? The young ghost had no idea how to properly respond to something like this, as she was more accustomed to merely watching how people reacted to such news. Being forced to behave in such a manner was so alien to her, that she barely even noticed where she was going until she found herself phasing through the kitchen wall and nearly collided with Lady Persephone and Ben.

"Morning, beautiful." Ben smiled. "Sleep well?"

"I guess. Couldn't really tell." Spectra shrugged, trying to hide her nervous demeanor. "What are you two up to?"

"We thought we would try and make breakfast." Persephone replied as she waited patiently beside the toaster. "Considering we gods are not known for our cooking skills, Ben had me try something simple while he handled the more complex things."

"I just want to avoid any messes; my Mom is a neat freak." Ben defended himself as he turned to the Omnitrix and cycled through the roster before he selected the alien he desired and slapped the activation button, engulfing himself in a bright, green light as the new DNA flowed through his veins. His skin began to harden into a rich, brown exoskeleton as his teeth fused together into two tough plates. His fingers began to crunch and grind together until they were a single digit, forming a sort of pincer with his thumb as both digits became larger and sharper. His legs bent into long joints as his toes all melted together into a single claw. There was a sickening grinding sound as Ben's legs split in two, forming a second pair of crustacean like legs. The most noticeable change for Ben however, was his head. It simply exploded in size, growing to be almost five times bigger than his human head had been. Whiskers sprouted from his disappearing eyebrows and chin as Ben felt his brain getting bigger and bigger. He could soon see the world more than just a TV show he could interact in. Rather, he literally began to see how the world worked. Complex equations mapped out the quickest and safest escape routes, analyzed the stunned officer's face and body language, cataloged the different ways it could improve the building's circuity. A green and black neck brace and loincloth appeared around his body, the Omnitrix at the center of the neck brace. The transformation was complete.

"Ah, yes. The avian oospore are simmering quite nicely." the Cerebrocrustacean observed as he peered into the frying pan on the stove. "They should be ready for consumtition in approximetly ten minutes."

"Is there anything I can help with?" Spectra asked.

"Hmmm." Brainstorm rubbed his chin with his claw. "Considering your unique physiology, it would not be wise to assign you a task requiring fragile or warm temperatures. Perhaps you would be able to squeeze us some freshly made orange extract?"

Spectra blinked before she realized what the Cerebrocrustacean was saying. "You mean orange juice?"

"I believe so." Brainstorm nodded.

"Yes, I should be able to do that." Spectra said as she floated over to the counter and reached above her head, grasping the handle of the cupboard and pulling back, only to have her fingers phase through it. With a frown on her violet lips, she grabbed the handle a second time and concentrated as she curled her fingers around it and successfully managed to pull it open; she mentally cheered as she then managed to grab the juicer and set it on the counter without dropping it before closing the cabinet door. Now came the tricky part.

Invisible sweat dripped down her brow as she reached across the counter and managed to grab the lip of the bowl of oranges with her fingers; as she pulled the bowl across counter however, her hand phased through it at the last second, and the bowl tipped over, sending the oranges rolling everywhere much to Spectra's exasperation. She looked behind her with her eyes to see Lady Persephone and Brainstorm oblivious for the moment to her slight problem, but she wasn't about to ask the for help just yet. She concentrated once more and reached for one of the oranges and finally managed to grab it after a couple of tries before she used what little time she had left before she was translucent again and grabbed a knife from the drawer to her left to slice fruit in two. That being done, she set the blade down on the counter top and jammed one half of the orange down onto the rounded spike of the juicer, pushing down as hard as she could and succeeding in squeezing out a little juice from the orange. She went in for another thrust and suddenly phased right through the counter, sending herself into darkness before she pulled herself out again.

"Ben?" she sighed with exasperation. "Can you give a hand here?"

"Certainly, Ms. Vondergeist," Brainstorm bowed slightly as he skittered over. "Although I would like to point out that I have pincers and not dexterous hands like you do." he added as he raised himself up on his jointed legs and grabbed the orange on juicer before expertly twisting and squeezing it so as to get the maximum amount of juices out of it before he moved onto the next orange; Spectra let him do that while she grabbed the remaining oranges and sliced a few more in half before a slight, smoky scent met her nose.

"Do you smell something burning?" she wondered aloud.

"Oh, Sphinx! The eggs are burning!" the Cerebrocrustacean yelped as he left the juicer and returned to the stove, quickly using a claw to turn it off and yank the hot pan off of the burner to save the eggs inside, furiously blowing on them to cool them off; Lady Persephone smirked in mild amusement as she buttered a slice of golden toast, having sent the first batch away before they could be noticed and summoning it after the first few slices were burnt black as charcole.

"Not too bad." Brainstorm sighed with relief as he scooped the eggs out onto two plates with a spatula as the Omnitrix timed out and engulfed him in a bright, green light, returning Ben to the world with the pan and cooking utensil in hand. "Do mind making some pancakes?" he asked Lady Persephone.

"The old fashioned way or my way?" she asked.

"Your way. There is no way I am risking burning the house down over pancakes." Ben said.

"Don't be so dramatic." Persephone rolled her eyes with a hint of amusement as she snapped her fingers and a stack of flapjacks slathered in sticky, maple syrup materialized on the counter; Spectra allowed a small smile to her lips, remembering the last time she had been in the kitchen making breakfast. With breakfast made, the three made their way out of the kitchen and set breakfast on the table as Ben's parents and the rest of the ghouls came from down the hall, stretching their various limbs as they all sat around the table; those that weren't able to fit merely sat on the couches and sofas nearby; Sandra visible tensed up at this upon seeing the tenacious syrup that oozed and dripped down over the pancakes on their plates.

"You made breakfast." Sandra remarked.

"Sorta." Ben admitted. "Lady Persephone summoned the pancakes, but we made the rest."

"See, I told you he could take care of himself." Carl reassured his wife louder than he meant to.

"What are you talking about? Of course I can!" Ben smiled. "I'm Ben Tennyson!"

Sandra gave a weak smile before she decided she had waited long enough and sucked in a deep breath, trying to calm her jittery nerves and her hurricane of a mind; it seemed like a half a dozen voices were screaming inside of her head, telling she do it and yet not do it at the same time, making her brain hurt. It felt as if someone was beating her over the head with a chair, telling her to just get over with it, and yet she didn't want to. She wanted to hold onto her baby boy for as long as possible, never wanting to see him walk out the door of her house and never come back, to him turn her back on her through that door was her worst fear at the moment. She felt a hand on her shoulder and rolled her eyes to see Carl with a reassuring hand on her shoulder.

"Ben, we think it's time that . . . that . . ." she found she could bear say the words; her husband opened his mouth and was about to say the words his wife could not when he was suddenly interrupted.

"Your parents want us to move out!" Spectra suddenly exclaimed before clapping her hands over her mouth. She was met with a mixture of looks, everything from confusion and disbelief to shock and slight relief, her face flushing a bright red with embarressment.

"How did you know?" Sandra asked with barely a whisper.

"W-well, your voice carries quite a bit," she explained. "Plus . . . I was . . . eavesdropping." she admittedly sadly. "It's a habit I've been trying to break, but the reporter inside of me got the best of me."

The room was nearly deathly quiet as all looks shifted to Sandra and Carl. "Mom? Dad? Is this true?" Ben was the first to speak, his face unreadable.

"It's true, son." Carl sighed. "We just think that since you're old enough to be on your own and are more than capable of fending for yourself, we just think it's time you moved on."

"Plus, you and your ghouls can not all stay in a single room for the rest of your lives," Sandra added. "Also, I would like to be able to use the shower with an hour of waking up." she added with a slight laugh.

"She has a point, Ben." Frankie said softly.

"I'm not arguing," Ben replied. "It's just that this a lot to take in at the moment. Especially this early in the morning."

"I'm sure once you've beat a criminal's face in you'll feel better." Lilith reassured him with a smile, earning her odd looks. "What? It's bound to happen at some point or another in the day."

"Do you need help finding a place?" Sandra asked her son.

"Nah, I'll be fine. Besides, the ghouls will obviously have their say in what house I buy." Ben chuckled. "After all, they'll living there too."

"And we'll be willing to help you with any financial issues you should encounter." Nefera piped up. "I am, after all, a princess. Any expenses towards a new home can be easily covered by my family's fortune without any sort of dent in it at all."

Sandra hummed with slight disapproval. "As much as I appreciate the offer, dear, Ben really should do this by himself."

"For once, I agree." Ben nodded, though his voice sounded wistful.

"I insist." Nefera said frimly with a tone that said there would be no argument.

"Fine, we'll compremise. You pay for half, I'll pay for half." Ben suggested. "Deal?"

"Deal." Nefera agreed when a loud beep caught everyone's attention.

Ben sighed and turned to the Omnitrix, tapping it once and waiting for the call to go through when another signaled it had. "Hello?"

"Ben, I hate to interrupt the morning ritual and most important meal of your day, breakfast, but Magister Tennyson has requested your presence." Rook replied.

"What's wrong now?" Ben sighed.

"It would seem that the Circus Freaks have broken out of prison," Rook reported. "As well as that Dr. Viktor, Kuphulu, and Crüjo have mysteriously reappeared back in our dimension, despite the fact that you claim they were being detained and held back in the Monster High dimension you spent four months trapped in."

"Is Zombozo there?" Ben asked.

"He is nowhere to be seen. You have no reason to fear him." Rook said.

"I'm not scared!" Ben protested. "And I'll be there as soon as possible."

"I would suggest you bring Skurd, wherever he is. You will need any upper hand you can bring." Rook suggested.

"Yeah . . . about that," Ben chuckled. "Uh, I ended up recreating the universe back in the Monster High dimension. And Skurd decided to go with his ancestors this time."

"Ah, I see." Rook hummed. "He will be missed."

"Agreed," Ben nodded. "I'll be there as soon as possible." he said as he turned off the communications and cycled through the available roster before selecting Fasttrack and pressing down on the activation button. His skin turned black and blue, forming racing stripes and sharp arrows as sharp spikes popped out of his slightly more muscled arms. Two large horns that formed a sort of mask sprouted from his face, curving backwards to finish off the transformation as a belt formed around his waist with the Omnitrix on it.

"Be back in a flash!" Fasttrack quipped as he bid his parents and ghoulfriends farewell before zooming out of the house and through the front door, forcing everyone to hang onto the kitchen table and couches for a few, brief seconds before everything died down.

"Does he do that often?" Persephone wondered, patting her blad, ivory-skinned scalp before she took her hand flicked her thumb against her cleched fist as if her hand was a lighter; a bright, purple flame suddenly sparked to life on her fingernail. The goddess then touched her thumb to her sizzling forehead and her bald scalp suddenly became engulfed in smoldering, violet flame that crackled over her skull.

"Not really." Carl admitted as he smoothed down his hair. "Nice trick by the way.

"Thank you." Persephone smiled as she snapped her fingers and made all the dirty plates vanish in a bright light. "Any plans for the day?"

"Well, I was going to head down to Undertown to visit Ms. Vreedle," Sandra began sweetly. "She wants help trying to get her Pretty Boys an education! Isn't that wonderful?"

"It is indeed," Jinafire nodded. "However, from the accounts Ben has told us, the Vreedles do not seem to be interested in anything that does not directly relate to criminal activity of some sort."

"Oh, that's just nonsense! They're really sweet when you get to know them!" Sandra laughed it off.

"If it is all the same to you, Sandra, I would perfer coming with you to this 'Undertown'." Persephone said. "I might be able to keep these 'Vreedles' in line should things go sour."

"Oh, it won't come to that, but you're welcome to come along." Sandra smiled. "Carl? Any plans for today?"

"I was going to head over to Frank's house to help him with that fence; ever since he twisted that leg muscle of his, he hasn't been able to get much done lately, even with all the healing balms and potions Gwendolyn sends his way." Carl replied. "What about you ghouls?"

"Oh, you know us," Frankie smiled. "If we aren't fighting crime, we'll shopping. And if we're not shopping we'll be fighting crime. And If were aren't doing either of those, we'll just hang out here and tidy up the place a bit. Maybe start packing some of Ben's things." Frankie listed off innocently.

"Alright, dear. If you have any questions, my number is on the fridge." Sandra nodded as she got up from the kitchen table and stretched before heading back towards her bedroom to change. Within a few minutes, the house was empty, save for the ghouls that had plopped themselves down in the living room, seemingly bored out of their skulls. In actuality, they were plotting something big.

---

Fasttrack came a screeching halt when he spotted Rook taking cover behind a totaled car, observing the destruction beyond as the criminals went to town. While it was rather unusual for the Circus Freaks to be without employment from Zombozo, it was even stranger that they were commit a crime in broad daylight; that, accompanied by the fact the three ghoulish minions of Zs'Skayr were somehow back in their home dimension, and it was by far one of the more bizarre things Ben had seen in a long time.

"What are they doing?" Fasttrack asked as the Omnitrix timed out and returned him to normal.

"Strangely, both groups are robbing the local bank," Rook replied. "I do not understand why Zs'Skayr's minions would possibly want with Earth money, considering it is virtually useless anywhere else in the galaxy."

"Either way, we gotta stop 'em." Ben frowned. "Your call, Rook. The Circus Freaks or the Monster Movie Rejects."

"I believe my skills would be better suited to the Cirucs Freaks," Rook chose, removing his Proto-Tool from his shoulder and cocking the weapon, ready fire.

"Suit yourself." Ben shrugged as he turned to the Omnitrix and slapped the waiting activation button without looking at which alien he had selected. Thick, shaggy fur started to sprout all over his body as he gradually grew taller. His jaw jutted out into an ape like fashion. His lower teeth grew larger, curving up over his lip. Muscles piled on top of each other as his arms and legs swelled. Small bumps on his wrists formed, growing harder and more metallic like. His fingers grew thicker and less delicate looking, better designed for smashing things together and ripping things apart. His feet changed drastically as his big toe moved away from his others until it was at a 45 degree angle. The final change was when a metallic three horned prong suddenly appeared right above his eyes, giving him an angered look, even when he wasn't. The Omnitrix appeared on a thick, green belt around his waist, completing the transformation.

"Shocksquatch, eh? Alright." the Gimlinopithecus grinned wickedly as he cracked his knuckles, electricity already dancing across his shaggy, black and yellow fur. With a grunt, the two of them jumped over the trashed car and split off, Shocksquatch heading to the open bank doors and Rook remaining on the streets to fire at Thumbskull and Acid Breath as they raided the abandoned cars on the streets and stole the vehicle's radios and whatever money was left over; Frightwig ignored her accomplices as she rammed the black-balled tips of prehensile locks at an ATM and easily ripped it out of the wall, dollar bills fluttering in the breeze as she smirked and shook the money out of the machine into a duffel bag before casting the empty husk aside and tossing the loot bag over her shoulder. It was then that she noticed Rook firing at Thumbskull, the hulking mutant barely even noticing that he was under attack.

"Hey, Brainiac!" Frightwig snapped. "Use that thick head of yours to get the fuzz off of us!"

"With pleasure!" Thumbskull chuckled as he whirled around and deflected the blaster fire with his oversized nails before charging at Rook with the intention of bowling him over; the Revonnahgander easily saw this coming and pressed a button on the Proto-Tool, firing two cables in opposite directions and waiting until they sunk themselves into the buildings exteriors before pressing another button and zipping up the adjoining cable and into the air, easily dodging Thumbskull and snipping at his back as the cables were snapped back into the Proto-Tool and fell back to the road.

"Nice moves, kid. But it won't save you for long!" Frightwig hissed as she snapped her head forward and cracked her locks like six, razor sharp whips; Rook easily dodged them and them and shifted the Proto-Tool into a bow before firing off half a dozen energy arrows and hitting the tip of each of Frightwig's locks, numbing them. The mutant yelped as her head was suddenly weighed down by her hair, obscuring her view as Rook fired off a brightly orange-colored net and ensnared her easily.

"Time for a little shock and awe!" Shocksquatch cracked as he rushed into the bank and looked to see Kuphulu holding the tellers hostage, his strong bandages wrapped around them like pythons and squeezing them tightly; Crüjo waited patiently as Dr. Viktor used his incredible strength to tear the vault door off of its hinges and throw it out into the lobby, nearly hitting Shocksquatch if he hadn't ducked to the ground.

"Ben Tennyson!? I should have known we would come across your inconsequential presence in this dimension!" Kuphulu spat angrily.

"Well, what did you expect, eh? It's your dimension, too!" the Gimlinopithecus shrugged before he rushed forward with his clenched fists; the Thep Khufan seemed to smirk as he twisted his bandages and threw the helpless bank tellers at him, knowing full well he wouldn't harm them in his mad rush to get to him. The Gimlinopithecus blanked for a split second for he skillfully caught a frightened man and woman in each of his large fists and set them down on the ground once more before he jumped upwards and grabbed onto one of the hanging lights overhead, snagging a frightened woman as she was lobbed at him with one of his opposable feet before setting her back down gently and swinging himself at Kuphulu, smashing his feet into the Thep Khufan's face and knocking him down to the ground where he released a quick electrical charge from his fur and stunned him.

"You grab the rest of the bankrolls," Dr. Viktor instructed his Loboan accomplice as he started shoveling dollar bills into a bag. "I will deal with this barbarian."

"You ever look in mirror lately, Viktor?" Shocksquatch cracked.

"That's Dr. Viktor to you!" the Transylian snapped roughly.

"Yeah, and I'm sure you didn't buy yer diploma off the internet, eh." the Gimlinopithecus grinned as he swung his fist and socked Dr. Viktor in the jaw, snapping his head back as he then slugged him in the gut before relasing a powerful burst of electricity that was effortlessly absorbed by the Transylian's conductors.

"Boy, I really picked the wrong guy, eh." Shocksquatch frowned before Dr. Viktor grabbed him by the shoulders and threw him across the bank's lobby and into the far wall, dazed. "Ow," he winced. "C'mon, give me something good, eh!" he hoped as he punched the Omnitrix and was encompassed by an intense, green light. His soft, pale skin began to darken in color and harden in texture until it was a durable, silicon exoskeleton that was solid all the way through his body, only interrupted by his blood veins as they solidified into pink, crystal-like tubes that ran throughout his entire body and connected with the gem-like crystals that began to sprout and grow all over his body, popping out of his arms, knees, shoulders, back, and head; his fingers cracked and grounded as they were replaced by hard crystals while his toes slowly fused together into a single digit. His eyes twitched violently until they suddenly popped together into a single eye as his jaw jutted outwards and hardened into a hard, crystal structure. A green and white jumpsuit materialized on his person as gauntlets appeared on his wrists and thighs and the Omnitrix appeared on his right pectoral, completing the transformation.

"Holey, moley! It's Chromastone!" the Crystalsapien cried out triumphantly. As he climbed to feet and fired a blast of ultraviolet energy from his clenched fists, nailing Dr. Viktor in the face. With the Transylian stunned, he rammed his head into his gut before flying off the ground and grabbing him by the conductors, sapping Dr. Viktor of his energy before he fired a shimmering beam of energy at him once more and knocking him to floor, dazed.

A loud hissing noise caught his attention as the entire front half of the bank melted into a thick, gooey soup as Rook dashed through the doors with Thumbskull and Acid Breath on his heels, a thick cloud of hot, stinky breath pouring out from the later's jaws that easily ate away at the floor; Frightwig managed to slip her hand through the hole of the net and yank it off of herself, tossing the bag of loot into the Circus Freak's getaway car with her flexible locks before using them as a pair of stilts to follow her accomplices into the bank, a wicked smirk on her face as Kuphulu came to, now seriously ticked.

"This does not bode well." Rook remarked.

"Yeah, even I'm not feeling good about this." Chromastone gulped edged closer and closer as Dr. Viktor climbed off the floor and towered over them, socking his fist into his open hand.

Just when it seemed that the villains would have their way with the dynamic duo, a suddenly flash of light engulfed the entire room, nearly blinding everyone as they shielded their eyes and covered their ears to protect them from the earth-shattering roar that followed until it had died down and left them all nearly deaf and something standing between the two groups. He was tall and well muscled, nearly coming up in height to Dr. Viktor as he rubbed his dark, brown eyes and looked at his surroundings; he had shaggy, black hair and a box-shaped head with a square jaw and large, muscled arms under a lab coat with mysterious stains here and there that covered his mint green, patchwork skin. He looked around, glancing over the villains with confusion and slight disdain until he turned around and caught sight of the Omnitrix on Chromastone's chest.

"Tennyson!" Viktor Stein roared angrily. "What have you done with my daughter!?"

"How about I explain after we stop the bad guys from robbing the bank." Chromastone seemed to frown.

"Fine," Viktor growled. "But after this, you will take me to my daughter. And I will be taking her home, and you will never be allowed to see her again."

"If this is about me being a Normie, we're over that now!" Chromastone yelled as he clapped his hands together and fired a beam of rainbow-colored light at the group of villains and blasted them back just long enough for Mr. Stein to clench his fingers into fists and smash them downwards into the floor, sending a high powered course of electricity through the floor shocking most of the group into slight submission, but leaving others only slightly stunned with smoke curling off their bodies; Dr. Viktor growled and rushed at them, barely even noticing the Proto-Tool fire coming his way as he tackled Mr. Stein to the floor and slugged him twice in the face until Chromastone clapped his hands together and summoned a pair of multi-colored, constructs shaped like large fists, using one to punch the angry Transylian off of Frankie's father and rammed another into Thumbskul as he climbed to his feet.

"You will not harm, Tennyson!" Mr. Stein spat as Frightwig lashed out with prehensile locks and wrapped them around his wrists; the patchwork of body parts yanked back as hard as he could and slugged Frightwig in the face, pulling back every time she was sent flying away only to slug her in the face again until she bleeding from the nose and unconscious. "That is a right reserved strictly for me!"

"I don't know whether I should be scared or not." Chromastone gulped nervously.

"I would not be so nervous, Ben," Rook reassured him. "You have faced far worse."

"That's not what I'm worried about." Chromastone said as he raised the constructs above him head and slammed them down on Kuphulu and Crüjo before punching them into the far wall as the constructs disapated; Dr. Viktor grabbed Mr. Stein by the arm and flipped him over his shoulder before jamming his sharp elbow into his gut and blasting him with a jet of electricity, shorting him out and stunning him.

"Ben, you must short him out!" Rook instructed as he fired at Acid Breath, missing several times before he pressed a button and fired off another smaller, orange, energy net that quickly wrapped around and snapped it around his mouth, trapping it shut and earning another blast to the head, knocking him down and out for the count.

"And how do you propose I do that!?" Chromastone snapped as he rushed at Crüjo and tackled him to the ground, wincing slightly as the alien werewolf's claws raked across his skin.

"Change into one of your electric aliens!" Rook suggested as as he took several pot shots at Thumbskull before pressing another button on the Proto-Tool and firing out a cable from the weapon, the end plunging into Thumbskull's shoulder and sending an electric charge into the mutant, shocking him and sending him into unconsciousness as his smoldering body slumped to the ground.

"If you say so!" Chromastone sighed as he slapped the Omnitrix on his right pectoral before grabbing Crüjo's fist and holding it back as the a flash of green light engulfed him and began to change his changes began almost immediately, starting his skin becoming a dark, midnight black that raced up his arms and legs and covered his face. His eyes widened into large almonds before melting together into a single, green orb. His teeth became sharp his toes all ground together into two claws. He felt an itching sensation at the base of his spine, and craned his head to watch a long, elastic-like tail stretch out behind him, a growth forming on the end that resembled a forked plug. His fingertips become hard and metallic, becoming cube shaped as muscles piled themselves on his arms and chest. Two long antennae suddenly shot out from his skull, unrolling behind him like dreadlocks as forked plugs formed on their ends. His chest and torso turned a dark shade of green as the Omnitrix appeared on his chest and a sharp, tingling feeling could be felt in his fingers.

"Oh, yeah! Feedback!" the Conductoid cheered as he plugged his anteanne into Crüjo's chest and jamming his tail into an open outlet before sending a high voltage of roughly 10,000 volts into the Loboan, making him whine like a puppy that had just been swatted by a newspaper before going limp, his tongue lolling out of his mouth. Feedback then jumped off of Crüjo and onto Viktor's back, clinging on with his plugs as he jammed his anteanne onto his conductors and plugged his tail into one of the hanging lights overhead.

"AAAAGH!" the Transylian roared in agony as the Conductoid overloaded his system with roughly 10,000 volts of electricity, maybe more, acting like a conductor to channel the high levels of energy into him as Mr. Stein took the opportunity to slug the mad doctor in the jaw and deliver a swift kick to his crotch; the Transylian winced and slumped onto the ground as Feedback hopped off and lashed out his anteanne like a pair of whips, knocking him into unconsciousness and ending the fight.

"Oh, yeah! He shoots, he scores!" Feedback exclaimed triumphantly before the Omnitrix timed out and returned him back to his original form.

"Yes, well," Viktor coughed angrily. "Now that is out of the way, take me to my daughter before I crush you right here and now and level this city looking for her." he threatened.

"Fine," Ben rolled his eyes. "Just give me a sec." he sighed as he turned to the Omnitrix and cycled through before selecting Wildmutt and slamming a hand down on the activation button, engulfing himself in a bright, green light. His body began to grow as millions of muscles piled onto every part of his body, his fingers and hands swelling as alien blood pumped through his veins. Stitches appeared on his body as the transformation teared through his shirt, ripping it to shreds as patchwork skin took the place of his old one. A pair of green gauntlets formed on his hands as metallic bolts burst out from his body on his arms and back, twin gigantic conductors tearing out of his shoulders and crackling with electricity as a pair of black pants and large boots appeared on Ben. His jaw jutted outwards, a few teeth sticking out as his hair turned jet black and became long and shaggy. The final piece of the transformation was the Omnitrix popping out his right pectoral muscle, a large scar etching outwards from it as if the device had been ripped out of his body.

"Is it just me, or have I been getting a lot of my electric guys lately?" Frankenstrike wondered to himself as he scratched his skull before turning to Rook. "Can you clean things up here? I have somewhere else I need to be."

"I can see that," Rook nodded. "While it is against Plumber regulation to leave one member of a two man team to, as you say, 'clean things up', Ms. Stein's father seems more than ready to go on a rampage in search of her should you not comply. Therefore, I suggest you go."

"You could have just said 'yes', Rook." Frankenstrike sighed as he lumbered out into the daylight and bent his leg muscles before launching himself high up into the air and clearing the length of a city block in a single bound with Mr. Stein copying his movements and landing just short of him.

"Think you can keep up, old man?" Frankenstrike smirked.

"Please. I've been doing kind of things for roughly four hundred years. Lost count after a while." he admitted before the both of them took another bound across the city.

---

"Is he back yet?" Vandala wondered.

"I dunno," Clawdeen shrugged as she watched the open window. "I'm not picking anything up." she reported before a loud crash caught her attention. "Scratch that. He's coming back!"

"How fast?" Frankie demanded to know.

"Uh, he's currently Frankenstrike," Clawdeen reported. "Man, I didn't know he could jump that far! And he's got company!"

"Who?" Frankie pressed.

"I think . . . I think it's . . . your Dad!" she exclaimed with surprise.

"WHAT!" Frankie panicked, dropping the clipboard in her hands. "How is that even possible!?"

"Ask questions later, ghoul! We gotta hide!" Clawdeen yelped, slamming the window shut and dashing just down the hall, pressing herself against the wall as Spectra and Vandala flew upwards and phased through the ceiling above; Jane quickly morphed into a small gecko and skittered underneath the coffee table, using her sticky toes to hang upside down as Venus hid herself behind a large, house plant. Robecca, Jinafire, Lorna, and Lilith dived into the kitchen as Bonita hid herself behind the couch with Gigi and Whisp. Twyla faded into the shadow of the sofa as Nefera hid behind it with Avea, the later of the two having to fold her legs underneath her in order to be completely hidden.

Frankie frantically glanced around for some place, any place to hide that was already taken as the dull booming got louder and closer as the precious seconds ticked on. As a last ditch effort, she simply decided to remain still and act like nothing was out of the ordinary. Of course, it was going to be a hard to pretend nothing was going on, considering that the living room was decorated with colorful streamers and balloons to spare, in addition to the large cake that was positioned on the coffee table in plain sight; a flash of green light accompanied a loud beeping sound as the Omnitrix timed out and the front door opened.

"SURPRISE!" the ghouls yelled as they popped out of their hiding places, startling Ben terribly before he realized what was going on and relaxed; Viktor however, was not so amused.

"So he has taken all of you hostage, has he?" he growled, cracking his knuckles.

"Daddy, calm down. Ben didn't monsternap us." Frankie reassured her father. "We came willingly."

"Why in the name of Egor's dentures would you want to come to this Normie infested world?" Mr. Stein asked with bewilderment.

Not all Normies are bad, Dad," Frankie scolded her father. "Ben risked his life to save me that night I went missing and was monsternapped by an alien ghost. And he carried me across miles of frozen tundra when we got shot fifty years into an apocolyptic future! Ben would give his life to save me! He'd give his life to save any one of us!" Frankie frowned, getting angrier and angrier by the second. "So just . . . BACK OFF!" she roared; everyone took a slight step back as Frankie breathed heavily.

"This just in, ladies and gentlemen! Ms. Frankie Stein's spine has grown three sizes today!" Genie announced in the form of a news anchor man as he appeared in a flash of blue smoke, startling everyone in the room.

"What the- how did you get here?" Ben sputtered.

"Ah, an excellent question, dear boy!" Genie laughed as his get up disappeared in a puff of blue smoke. "And the answer to that is . . . I have no idea! I just ended up here a couple of hours ago before I sensed you and your lovely ghouls were here as well!" Genie explained as he pulled out a metal detector of sorts from the folds of his vest and held it out for everyone to see; the device shuddered and fell to pieces on the floor. "Uh, remind me to fix that." he chuckled. "So what are we doing, having a party?"

"Hold that thought, Mr. . . . uh," Viktor scratched his head.

"Grant's my name, granting wishes is my game!" Genie chuckled as he appeared in another flash of smoke in front of Mr. Stein and shook his hand. "My card, sir." he added, pulling out a nine of diamonds playing card and handing it to him before exploding into a cloud of blue confetti.

"Okay . . ." Mr. Stein blinked as the confetti disappeared in another puff of blue smoke and Genie materialized on the couch. "So you really feel this strongly about this young man?" Viktor asked his daughter, gesturing to Ben.

"More than anyone I've ever met." Frankie nodded firmly; Ben grinned and took Frankie's hand in his and gave it a squeeze.

"Very well then," Viktor sighed. "I see I won't be able to change your mind, dear. And, as much as I hate to admit it, he's actually grown on me quite a bit."

"Aw, thanks." Ben smirked. "You ain't too bad yourself."

"Don't push your luck, boy." Viktor frowned befroe brightening again. "So what is this celebration for anyways? My curiousity is peaked."

"Well, we've been together with Ben for roughly six months," Frankie explained, scratching the back of her neck sheepishly. "Admittedly, we're not entirely sure, considering there's been a lot of time traveling and interdimensional mumbo-jumbo, but we're fairly certain it's six months."

"So we decided to throw a 'six month anniversary' party!" Whisp whooped happily, shooting up into the air before exploding into blue and pink fireworks and reappearing at Ben's side with a wide and silly grin on her face. "Because seriously, how can we not resist someone so charming and cute?" she joked as she cozied into his shoulder.

Ben was at a loss for words for the moment. While the sudden appearance of Frankie and the Grant Sister's fathers was unexpected, he hadn't really been expecting something like this at all. Usually, he was the one to surprise the ghouls with a night on the town, a date to the movies, or some wild and crazy adventure that they would complain about for hours on end before laughing about it later on, having secretly enjoyed it. He wanted to spend forever with these ghouls, and he knew they felt the same way about him; but he knew that it would not last forever. Eventually, they would be sent back to their own dimension and leave him behind, his duties of protecting the universe keeping him bound to where he was. He knew, as much as it pained him, that he could not confine them forever and that they would eventually leave him all alone once more; the most he could hope for, was that they would be happy and that they would never forget him. "Can you give me just a moment?" he asked quietly before he left the living room in a rush, heading towards his bedroom.

"Was it something I said?" Frankie wondered with concern.

"Is he sad?" Bonita asked fearfully.

"Why would he be sad? He's got us!" Avea pointed out.

Clawdeen sighed and slumped down on the couch. "Avea . . . answer this honestly. After you graduated high school with Ben, what did you expect would happen later in life? That you would get a job? That you would get married with Ben and maybe have kids some day and watch them grow up? Did you expect that you would make dinner and spend the night with Ben after he came from a rough day of saving the city from utter destruction and maybe grow old together?"

"Well . . . yeah. Just with you ghouls there too." Avea admitted.

"And did you ever stop to think that Ben would become homesick? That he might have missed his friends and family back home?" Clawdeen continued.

"No." Avea sighed.

"None of us really thought of that, mate." Vandala shrugged.

"I was afraid this was going to happen," Frankie rubbed her temples. "We all finally find a guy right for us, and it turns out he's from another universe! We'll never be able to be together without creating some kind of paradox or something!"

Nefera was about to jump in with her own complaining and sorrow when an idea struck her. "Wait, Frankie. What did you just say?"

"Uh, that us being with Ben would create some sort of paradox?" Frankie replayed her words, not getting at what Nefera was saying.

"Exactly! Paradox!" Nefera exclaimed triumphantly.

"Of course! How did I not think of that before?" Genie wondered, summoning a large mallet in his fingers whacking himself in the face. "You hit it right on the head, Nefera baby!"

"Is there something that I'm missing?" Mr. Stein wondered, utterly confused.

"Paradox is basically an immortal time traveling guy that spends his time making sure time doesn't go out of order," Twyla explained as she phased out of Viktor's shadow and scared the living daylights out of him. "He's bound to show up sooner or later, but only when it's necessary."

"So, we just wait?" Viktor guessed.

"Exactly." Twyla allowed herself a small smile. "Maybe he'll know how you got here, too."

"I'm back!" Ben announced as he came charging back up the hall with a plastic bag clutched tightly in his fingers. He came to a screeching stop in front of the coffee table as the ghouls shared looks and sat down on the couches and sofas, sensing that Ben wanted their attention. "Now before I give you ghouls your surprise, let me just say that my time with you has been the best moments of my life so far," he began. "And I wish I could have many more moments with you for as long as I live, but it's time to face facts." he sighed. "You ghouls can't stay in this dimension forever. If it was up to me, you would, but something's bound to happen sooner or later that'll send you back to your dimension and keep me in mine."

"As much as we hate to admit it." Venus sighed unhappily as Robecca rubbed her shoulder; the plant monster smiled weakly and leaned into her ghoulfriend's frame as ben continued his speech.

"So, before you get sent back home, I want to give you all something to remember me by." he announced with a smile as he set the bag on the table and reached inside before pulling something out; the ghouls all leaned forward for a better look, their eyes widening when they saw that it was a complete copy of the Omnitrix in Ben's fingers. Everything was exact, from the black face plate with the two green lines that formed a sharp hourglass to the white and green wrist band that hung limp from Ben's grip. "And they all work, too." he added as he tossed Frankie the one in his hand and let the ghouls each grab their own from the bag, save for Jane.

"Sorry I couldn't you one, Jane. I just didn't know what it might do to you." Ben apologized.

"Oh, don't worry about it." Jane smiled. "Besides, I've got the Nemetrix! I think it suits me better than your Omnitrix." she laughed.

"Can someone explain to me what the dickens is going on here with all these Nemetrixes and Omnitrixes and whatnot?" Viktor sighed, rubbing his temples. "I think my cranium is about to explode."

"Simply, really," Ben explained. "The Nemetrix allows the user to transform into various animals like the Omnitrix, but it can only be worn by an unintelligent mind. Jane's unique because she's a shape-shifter and already can turn into animals, therefore being immune to the negative affects of the Nemetrix. As for the Omnitrix copies, I used one of my last two wishes from Gigi to make them before using the last one so that she wouldn't remember she made the wish." Ben summed up.

"Aw, I see." Viktor hummed as Frankie carefully slipped hers onto her wrist, yelping slightly when the watch suddenly clamped securely onto her wrist and hummed for a few seconds before glowing a soft green in color.

"And before any of you ghouls asked, I used Grey Matter to make sure they're all set different then mine. We've already got enough Albedos, thank you very much." he added jokingly as the ghouls all slipped theirs on and waited patiently as it booted up.

"So we'll be able to change into any alien we want to?" Lilith asked eagerly.

"You'll be able to change into any alien that I've unlocked." Ben corrected. "I added that feature in so Azmuth wouldn't completely bite my head off over this."

"And how do you know he won't bite your head off now?" an aged, irritated voice frowned as Azmuth marched out from under the kitchen table, severe annoyance written all over his face.

"I'm sorry, but who is this?" Vikotr wondered.

"Azmuth, the smartest being in nineteen galaxies and inventor of the Omnitrix." Frankie explained.

"Five, actually." Azmuth corrected as he hopped up onto the coffee table and strolled up to Ben. "Imagine my surprise when I found that I was not receiving one signal from the Omnitrix, but seventeen in total! I have to say, Benjamin, that I am very disappointed in you." Azmuth frowned.

"I knew you were going to say that," Ben sighed. "Look, you may not be able to feel any love in that heart of yours, Azmuth, but I still can. And I love these ghouls more than life itself. If that means I have to disobey you and give them each an Omnitrix to defend themsleves with, then so be it." he frowned, jamming a finger at the old Galvan.

All was silent for a bit, save for when Genie disappeared in a flash of blue smoke and emerged as a large cricket, moving his legs back and forth to fill the awkward void before he was cut off by a glare from Gigi and Whisp. Nobody moved as Azmuth starred back at the determined expression on Ben's face, neither one of them breaking away from the other until it seemed an eternity had passed; by then, Azmuth released a tired sigh and blinked, ending the nonexistent starring contest.

"Believe it or not, Ben, I once had found love," Azmuth admitted. "Zennith was her name. We were young and in love, like you are. I once made the mistake of looking up into the night sky on one of our dates and noticing that all the planets of the Primus system were in alignment. This gave me the inspiration to construct the sword the group you call the Forever Knights, pursue: Ascalon." Azmuth lamented with sorrow. "I was filled pride with my creation; Zennith however, was horrified. She left me upon finding my creation, but I didn't care. It was only until the Incursean homeworld was destroyed, did I finally realize what I had created. It was then that I dedicated my life to peaceful sciences and created the Omnitrix, all in the hopes that Zennith would come back into my life."

"So you're going to let us keep the Omnitrixes?" Vandala wondered.

"Yes, yes I am," Azmuth nodded, earning loud cheers of approval from the ghouls. "Your ghouls appear to be as worthy as you are, considering they're selfless acts. But I will have to make some modifications and limit the amount of transformations available to you; we wouldn't want Vilgax getting his hands on one of them, now would we?" he mused as he then hopped off of the coffee table and onto Frankie's shoulder, beckoning her to bring her hand up to his level as he then waved his hand over her Omnitrix and tapped a few seemingly random buttons before banging a fist down on it; the Omnitrix flashed a bright green and beeped, signalling it was ready as Azmuth made his way from ghoul to ghoul and set the limitations on their own Omnitrixes.

"So how many aliens do we have?" Venus wondered.

"Considering you are all beginners, I started you all off with two transformations," Azmuth answered. "You will gain more in the same Ben has, by either a slight glitch, a syncronazation of Ben's Omnitrix, or if the Omnitrix overrides the firewalls I've set up in order to keep you alive."

"Cool! Can we try them out?" Spectra asked excitedly.

"How about we party first?" Ben suggested with a grin before turning to Azmuth. "You wanna stick around for a bit? Have some cake or something?"

"Parties? Senseless gatherings that bring family and friends together?" Azmuth sounded disgusted.

"So, does that mean you'll stay?" Ben smirked.

"I suppose I can spare a few minutes." the old Galvan relented with a seemingly tired expression; only Ben caught the slight smile that crossed his face before he hopped across the coffee table, crawled up the sofa, and then onto Mr. Stein's arm where the two scientists began a conversation about quantum physics with Azmuth interjecting his discoveries and asking how Viktor had managed to bring a series of body parts to life; the mad scientist was more than happy to answer his questions and pick up some new tips for his future experiments.

"You ghouls make this yourself?" Ben asked after he took a bite of the cake and found out that it was chocolate flavor.

"Sorta," Bonita admitted sheepishly. "We tried to, but we ended up nearly destroying the kitchen. So we had Gigi summon us one and had Whisp clean the kitchen."

"It went boom! Boom-boom!" Whisp giggled happily.

"I think you ghouls need to take cooking lessons sometime." Ben joked. "Speaking of lessons, I'm gonna have to teach you how to use your aliens too!"

"Maybe after the party?" Frankie suggested.

"Definitely. Lets just hope we don't have another incident with the Nemetrix." he laughed.

"Ben! Don't bring that up!" Jane flushed a deep red.

"Oh, come on! It's not that bad," Ben cracked. "Can't be any worse than our first school dance. Remember how that turned out?" he chuckled.

"For the first time in my life, I wanted to tear someone apart." Frankie blushed. "Glad I didn't though. Every moment since then has been fang-tastic!"

"I couldn't agree more, ghoul friend!" Clawdeen nodded, raising a glass of soda. "That night me and Ben had at the carnival was the best moment of my life. If only my new watch matched by outfit." she added wistfully.

"Matching watches, you say? Done!" Genie laughed as he snapped his fingers, blue smoke engulfing each of the ghouls before dying away to reveal that their Omnitrixes had been changed; Frankie's was blue and green; Clawdeen's Omnitrix was a dull gold and pure white, matching her eyes while Venus's was a neon green and pink; Robecca's Omnitrix was stained a copper brown with gold while Bonita sported one that was colored a platihum white and pink; Lorna's Omnitrix was naturally a dark red with blue with white, similar to the plaid that she often wore while Lilith's was colored a dark black with bright blue; Nefera's Omnitrix was Nile blue and gold asVandala sported an Omnitrix colored a peach and black while Spectra had one stained purple and white; Jinafire's Omnitrix was gold and green while the Omnitrix strapped to Skelita's wrist was marigold and white with some black; Gigi and Whisp's Omnitrixes contridictated the other, with Whisp's being blue and pink where Gigi's was pink and blue; Avea was colored a midnight blue with purple while Twyla's was a dull gray and pastel green.

"Interesting." Azmuth hummed before returning back to his conversation with Frankie's father.

"You know what's even more interesting? The time Spectra got monsternapped by her old principal." Ben remembered. "Sphinx, that huge."

"You're telling me! I think I nearly fell to pieces when that boat just suddenly appeared out of thin air and started turning monsters into ghosts!" Frankie laughed.

"Wow, this got cheesy fast." Clawdeen smiled. "It's like one of those family sitcoms when they spend an entire episode remembering their greatest adventures before their TV show got cancelled."

"You don't think that'll happen to us, do you?" Bonita whimpered.

"Not if I have anything to say about it." Ben reassured her.

"Reminds me of the time we all rallied together to save Frankie from Zs'Skayr. Voltage, that was a blood bath." Nefera shivered.

"As messy as it was, it was, as you Scaremericans say, 'totally badass'." Jinafire nodded.

"You know what else was badass? That time you wiped out an entire army in the future to save us." Nefera relived. "Just when I thought you couldn't get any hotter." she sighed lovingly.

Ben was about to joke some more when the Omnitrix buzzed on his wrist, cathcing his attention. Wondering who it was, he set his cake down and tapped the watch face, a click coming from the other signalling it had connected. "Hello?"

"Ben, I do not wish to alarm you, but the same occurance that brought Mr. Stein to our current dimension has occurred once again. Two teenagers that bare resemblance to a Pyronite and Gimlinopithecus have arrived and claim that they know you." Rook reported from the other end.

"Sounds like Abbey and Heath," Ben mused.

"Those are their reported titles," Rook confirmed. "Also, I wish to inform you of the fact that there is a large, many armed beast currently going on a rampage in the downtown area."

"And you couldn't have mentioned that first!?" Ben yelped.

"Now that I say that outloud, it does make a more logical choice." Rook hummed.

Ben sighed. "We're on our way." he said before tapping the Omnitrix and turning to the ghouls. "You ready for a test drive?" he asked.

"Aw, yeah! I can't wait to try this thing out!" Venus cheered.

"I know! I'm sparking just thinking about it!" Frankie smiled, her bolts crackling with a dangerous amount of elecricity and accidentally electrocuting everyone within range. "Sorry!" she apologized.

---

"Abbey not know where she be, but Abbey does not like it!"

"Is this just because we got sent to some other dimension or because there's a Kraken on the ramage?" Heath wondered as he ducked beneath a tentacle and hurled a ball of fire at the gigantic cephalopod.

"Both," Abbey confirmed as as she fired a blast of ice at the beast and a froze a tentacle in place as it swung at her before it broke free in a cloud of ice shards. "That, and Abbey stuck with Hot Head in new dimension."

"Now that's just hurtful." Heath huffed sadly.

"Please, can we not focus our attention on the gigantic monster currently destroying downtown Bellwood?" Rook sighed as he shifted his Proto-Tool into a power bow and fired off a pair of arrows that embedded themselves in the Kraken's head without doing much damage. A sudden flash of green light caught their attention as Ben and the ghouls all materilized out of thin air in front of them.

"Ben! Abbey is glad you have arrived." Abbey smiled.

"And how come the ghouls got an Omnitrix!? I'm starting to feel left out . . ." Heath pouted when he caught sight of all the watches strapped to each ghouls wrist.

"How is it that you managed to gain sixteen more Omnitrixes with Azmuth's permission?" Rook inquired as he slashed a tentacle with a blade.

"Oh, he was easy. In fact, he's the one that teleported us here." Ben waved it off before he noticed the enormous, dinosaur-sized Kraken that was currently wrecking the downtown area, crushing cars underneath its massive tentacles and taking chunks out of the nearby buildings with wild swings of its hooked arms. "Aw, man, not this guy again." Ben sighed as he turned to the Omnitrix and slapped the waiting activation button, engulfing himself in a bright, green light. Alien blood flowed through his veins as muscles piled themselves on him, everywhere to his arms and chest to his neck and legs, every part of him was getting bigger and stronger with each passing millisecond. His skin hardened into plate like armor that turned brown as large scales traveled up his legs and chest. His legs became thick and pillar like as his feet began to match those of an elephant. A thick tail sprouted from the base of his spine as he was forced to hunch over slightly. His neck became a little longer retaliative to his 20 foot frame and his lower jutted out his fingers swelled with power. A pair of black briefs and a green sash appeared on him, completing the transformation as the Omnitrix symbol appeared on the sash.

"Ah, yeah!" Humungousaur grinned. "You ghouls ready to make some calamari?"

"Way ahead of you, Ben." Frankie smiled as she herself tapped the Omnitrix on her own wrist and blinked as a soft cyan hologram appeared before her very eyes and cycled between two icons, the only ones available; she selected one of them and blinked as the activation button popped up and beeped as Frankie grinned and pressed the button down, gasping as she was engulfed in a cyan colored light and felt the changes begin. Her mint green skin began to harden into a smooth covering, little diamonds and crystals racing up her arms and legs to cover her as her bones disappeared altogether and she shot upwards a few feet. She felt her jaw line push out a little ways, her teeth fusing together into two, hard plates as her right eye turned blue and her left eye turned green. She retained a feminine figure as a black jumpsuit with a cyan stripe down the middle appeared on her figure, the cyan colored Omnitrix appearing on a belt around her waist, completing the transformation.

"Lookin' good, ghoul!" Clawdeen smiled at the Petrosapien.

"Thanks! What do I call this one? Calling it 'Diamondhead' seems like copy right or something." she mused.

"How about 'Tourma'?" Clawdeen suggested.

"Why that?" Tourma wondered.

"It's half the name of the precious stone, tourmaline." Clawdeen explained, earning odd looks from the others. "What? I brush up on my geology every now and then. Never know when a jewel will fit into my new design." she defended herself as she turned to her own Omnitrix and slapped the activation button without bothering to look at what transformations she had and was swallowed by a bright, yellow light. Her fingers quickly fused together into razor sharp points as her wrists and arms became wider and harder, like semi-flattened blades. A small, pentagon-shaped notch appeared in the inside of her arm just before the joint, a sharp blade popping out at the elbow. Her skin turned a tough red, the points and blades turning a bright white as black lines etched themselves across Clawdeen's arms. Her arms became thinner the rest of the way up as muscles piled themselves into the shoulders and chest region. Her feet morphed into sharp points similar to her hands, sharp blades popping out on her knee caps as more black lines appeared on her body. Her face split into three, rounded horns, each of her two now entirely green eyes sitting on a horn as the Omnitrix appeared between them on the third as her chest expanded outwards; a purple jumpsuit with golden trim appeared on her figure, completing the transformation.

"Ooh, nice one! I think I'll call it Sawsana." the Parae Cortarix announced. "Your turn, Spectra. Ready to live again?"

"You bet." Spectra squealed happily as she pressed her Omnitrix's activation button and was engulfed in a bright, purple light. Her hands swelled to the size of bowling balls as her fingers became hard and black, turning into claws. Her shoulders became broad and rounded as her usual white skin to a light lavender. Her entire frame began to grow bigger and bigger and more rounded as her legs became stumps, black claws forming on the ends of those. Hard, violet colored plating formed on her back and shoulders as black markings appeared on her curved body as her eyes turned indigo. A lavender Omnitrix symbol appeared on her chest and the transformation was complete.

"Time to roll out!" the Arburian Pelarota quipped. "I'm gonna call this one Rollchelle!"

"Catchy." Twyla smiled. "I guess it's my turn then." she shrugged as she turned to her own Omnitrix and selected a transformation before pressing the activation button and consuming herself in a bright, white light, changing her DNA at the source. Her somewhat light composure began to become heavier and more gelatinous in texture, turning a light yellow as fiery, hot magma replaces her skin, her organs and bones liquifiying into nothingness as the top layer of her skin started to harden and cool into a layer of hot lava rocks that ground and cracked together as her twilight locks caught fire and were burnt away, her chest and ass popping out into a distinct feminine figure while her rocky plates turned a dull grayish red in color as the faded Omnitrix appeared on her chest above her breasts.

"Cool." the Pyronite rasped.

"I think you mean 'hot'," Tourma giggled. "What're you going to call it?"

"I'm thinking something like 'Kilauea'." the fiery alien hissed. "Anyone else wanna go next?"

"Yo! Yo! I want to try it out!" Skelita pleaded as she turned on the marigold designed watch and selected one of her two transformations and was engulfed in a bright, orange light, as the Omnitrix scrambled her DNA into something new. Her bones cracked and ground as they rotated in their sockets to raised her arms above her arms above her head, her fingers stretching out to near impossible lengths as her ribcage grew bigger and bigger and her bones fused together to become thicker as her vertabrae fused together into a long cord that spread outwards into a cup-shaped dome that quickly turned into a shell as flesh finally started to form above her bones, starting out as nothing more than muscles and tissue; internal organs started to form behind her bones, a large heart appearing in the center of her chest with her massive lungs appearing on either side of the beating organ before skin formed over her bones and her bones pushed past them to form a thick, teardrop-shaped carapace with six massive holes in the front as short claws formed on her stubby feet. Her jaw bones ground as they hardened into a horny beak, her eyes moving farther apart as the orange Omnitrix appeared on her chest, completing the transformation.

"What should I call this one?" the female Geochelone Aerio wondered as she flexed her large flippers.

"How about 'Tortuga'?" Humungousaur suggested as he launched himself up and over a swinging tentacle. "And could you ghouls maybe hurry it up a little?" he added with a grunt as he caught another tentacle in his grasp and winced as the spinning hooks on the tendril's suckers dug into his thick skin.

"Alright! All at once!" Robecca instructed as she activated her own Omnitrix and pressed down on the activation button with a finger, a golden colored light engulfing her metal figure. The first change was incredibly major. Robecca could feel herself being literally cut into metal strips through some unseen force, as if being cut by a giant pair of invisible scissors. She could feel her tubing and artifical organs disappear altogether, and for a brief moment Robecca wondered if she was going to die within seconds. Except she didn't. She could feel each strip of her body vibrate with health, as if each were alive in its own way. Like magic, they twisted themselves make together into a crude, feminine figure with exaggerated fingers and toes made of thin strips. She could feel her face harden once more and become flat, turning rounded and copper and black in color. The face plate sat itself on top of the bandaged shoulders as a gold and black headdress appeared on her head, a wide collar appearing on her neck and chest as two tendrils sprouted from her back. Black and gold braces appeared on her arms and ankles, as a gold belt with the Omnitrix on it appeared around her thin waist, finishing the transformation.

"Cleo-wrap-tra!" the Thep Khufan announced.

Nefera grinned eagerly as slapped the activation button of her own Omnitrix and was engulfed in a Nile blue light, her DNA changing and warping into something new. Scales raced up her arms and legs as they swelled, muscles building and bones strengthening as her fingers became clawed and webbed as the scales raced to cover the rest of her. Three slits appeared on either side of her neck and puffed open and shut as they sucked in air while a thin sheen of slime covered the scales as her hair disappeared into her scalp. Veins throbbed and pulsed as alien blood pumped through them and into her ever changing organs, causing her forehead to pulse and swell, like there was giant zit that was about to explode. And explode it did; a thin, green wire popped out of her forehead and hung in front of her face as the end began to glow and eerie color. Her jaw swelled and bulged and bucked until several rows of razor sharp teeth popped out and curved themselves over her lips as large, wavy fins formed on her head and back, a tight, black tank top forming over her swelling chest. Her eyes became that of a deep sea creature as two sharp fins rose from her back, completing the transformation.

"Jawsmine!" the Piscciss Volann warbled.

Avea carefully tapped the Omnitrix on her wrist and blinked as a dark blue flash of light engulfed her entire frame, her DNA twisting and warping into something new. Her arms and forelegs swelled with hundreds of muscles as her hooves split apart with a sickening cracking sound into four, thick digits as her fingers pulsed and grew more muscled; her back leg's joints cracked and ground loudly as they shifted in a new direction, allowing Avea to stand on two legs as her hooves split into two, large claws. Her spine arched and bent as her arms shifted themselves into a new position, one right under the other, while Avea's skin started to harden and toughen as it turned a deep, rust red. Her eyes split into a second pair as her ears were sucked back into her head while her violet locks turned an inky black in color, her clothes rearraging themselves into a tight, black leotard trimmed in purple as black braces ringed in violet formed around the wrists of all four of her arms while a belt formed around her completing the transformation when the Omnitrix appeared.

"Cuatro Arms!" the Tetramand cheered, flexing all four of her slim, muscled arms.

"Really?" Sawsana cocked an eyebrow.

"If you have a better idea, I'm open to suggestions." Cuatro Arms growled.

Vandala grinned wickedly as she turned on her own Omnitrix and slammed the waiting activation button without a care, engulfing herself in a peach colored light as the device scrambled and twisted her body structure into something the world had never seen. Vandala's fingers hardened into sharpened blades as a long, whip-like tail sprouted from the base of her spine and stretched out a couple feet. Her toes ripped out of her boot as her bronze leg rattled and buckled loudly before it suddenly exploded into metal panels as warm flesh took its place underneath and melted into four claws, two in front, two in back. The ball of her heels crunched forward, moving under her foot bones and becoming perfectly round and smooth, suddenly separating itself from her feet and held there by her curved toes. Vandala felt her new skull stretch back into a sharp point and her legs bend backwards. A pointy, black helmet with a slide down mask materialized on her head and a tight, black and peach suit appeared on her feminine figure, the Omnitrix appearing between her small breasts as her skin turned a deeper shade of blue with black stripes forming on her tail and arms.

"Arrr, matey! Capt'n Velocity, at yer service!" the Kinceleran grinned cheekily, bouncing back and forth between her feet.

Bonita nervously tapped the Omnitrix on her wrist, yelping slightly when she selected a transformation and was engulfed in flash of soft pink light and felt the changes begin. She grew upwards by a few feet, her pink exoskeleton cracking and slitting loudly as it became soft to the touch and spread over the gaps in her ribcage, growing over her eyes and fully blinding her. Bonita could no longer see anything but light shining through the folds of skin over her eyes before they vanished altogether. Her feathery anteanne wavered for a second before snapping loudly and and hardened into large, flaps of skin strung between two, thin rods that curled into slight swirls at the end. Her teeth ground loudly as they became needle-like behind her blackening lips as her skeletal knuckles were covered by brand new skin and sprouted sharp claws at the end of her fingers and her toes burst out of her shoes. Then suddenly, she could see again. At first she just saw Humungousaur as he ducked underneath a tentacle. Then she saw Tourma draw back her fist and slug a tentacle that came at her before her right arm suddenly shifted in sharp blade, much to her surprise. Then she saw Sawsana and Velocity rush at the Kraken at top speed, ramming themselves into the massive beast's wet side and leaving a messy, red pulp where their sharp blades cut through the wet flesh. Then she could see up, down, left right, forward, behind, all around and even the inside of her tight, platinum and pink trimmed top until she could see in every possible direction as a pair of white and pink shorts appeared below a pink belt with the Omnitrix on it, completing the transformation.

"W-what should eye c-call this one?" the Opticoid wondered, glancing at herself.

"Perhaps Eye Gal?" Tortuga suggested as she gave a quick jump and fused her legs together into a large flipper as the other two suddenly became ridged; within seconds, the blades started spinning on their own axis until they became nothing more than a bright, green blur and she lifted off the ground and into the air, hovering above like a helicoptor.

"Sure, eye not?" Eye Gal sighed. "Eye mean, it's not like eye got anything else. Eye mean, seriously, eye have eyes on my breasts!"

"Oh, the eye puns." Jawsmine sighed sadly, pinching her brow.

"That, I did not need to know." Humungousaur grunted as he and Tourma launched themselves into the air, the Vaxasaurian grabbing hold of her foot and hurled her at the Kraken as she fused her arms together into a razor sharp point and stabbed the aquatic monster through one of its tentacles, slicing it off. "Hurry up!" he added.

"Working on it!" Lorna yelled as she activated her own Omnitrix and selected a transformation before slapping the activation and swallowing her in a bright, red light as her genetic code was distorted and altered into something new. Her light, blue scales started to pulse furiously as they became small bumps on her skin that quickly started to fuse together like water droplets on a window in a rain storm, forming large blobs of flesh that swelled and took over her slim arms, weighing her down as they began to hard into thick, crusty rocks; the rest of her arms swelled with muscles, becoming much bigger than her original self as her legs bulked and bulged with tissue. Her feet ripping clear through her shoes as her toes fused together three, large toes as her skin flashed a dark black with the rocky plates forming like continents on an inky black sea of skin. Her head was forced down into her chest as her neck compressed and crakced loudly before vanishing altogether as her lips were stretched out horizontally into an exaggerated smile. Lorna's eyes rotated farther apart on her head as her back and head were covered in the rocky plates. A pair of red and white shorts appeared on her legs as a tight top appeared on her slight chest above her swirling core just as the Omnitrix appeared on her forehead.

"Graviton!" the Galilean announced.

Lilith eagerly turned on her Omnitrix and was engulfed in a flash of light blue light, morphing into something new as the Omnitrix did its magic. Her skin turned a bright yellow and became hard and plated as her fingers and thumb melted together into sharp points, her arms and legs becoming jointed as she was forced to use her arms as extra legs. Her lips protruded out from her face and turned sideways as they became cupped pincers. Her eyes turned black with blue slits as her horns rotated together with their bottoms fusing together into a single growth as they seemed to grow from her eyebrows as Lilith shrunk down to the ground, to the size of a small dog. A blue and white neck brace formed around her chest, the Omnitrix appearing a burst of blue light.

"Balle Weevil!" the little, insect-like alien screeched in a high, squeaking voice before she puked up a sticky glob of blue plasma and climbed on top of it before pumping her little legs and rushing forward on the gelatinous orb, picking up bits and pieces of wreckage that made the plasma ball grow in size.

"Hey, that's copy right!" Humungousaur protested as he ducked under another tentacle, only to be caught in the gut by a third as Heath hurled a fire ball at the beast's vulnerable eye and Bonita nervously closed several eyes on her body before firing off an frosty beam at the Kraken and nailing it in the beak, freezing it shut as she looked at her hands with amazement.

"It's French!" Balle Weevil shot back. "If you got a better suggestion, I'm all ears!"

"Correct me if I am wrong, but it would seem you do not possess any ears." Jinafire mused as she carefully turned on her own Omnitrix and cycled through the transformations with great care before selecting one of the two available to her and pressing down on the activation button with care, engulfing herself in a dark, green light. Her long, reptilian tail was sucked back up into her spine as her scales all fused together into a single, flawless sheen that turned a duller bronze in color as her slim, feminine figure suddenly swelled in size, becoming more bell-shaped in appearance as her shoulders molded into rounded balls and her feet and ankles bulked out into pointed cups. Her wrists and hands blew up in size into rounded gauntlets with bronze fingers and black tubes with dark green rings connected her hands to her shoulders and her feet to her bell-like figure. Her head was compressed into a short, box-like shape as her facial features became simplistic and expressionless as a windup key-like gorwth formed on her head. Dark green, almost black lines formed on her chest and torso as a glass disk opened up on her stomach, rotating and ticking gears forming behind the glass pane as the Omnitrix on the front, completing the transformation.

"I believe Minutette is a proper name, yes?" the Chronosapien wondered in a warm, British accent.

"Sure, why not?" Gigi shrugged as she turned her Omnitrix on and pressed the activation button, a deep, pink light as the changes began. His skin hardened and turned a blueish-purple in color, a few dark spots appearing on his expanding shoulders. Muscles piled themselves onto her legs and arms as her chest swelled outwards into more than a descent size, metallic nozzles sprouting from her shoulders and arms and connecting directly into her bloodstream. More nozzles formed on her body, her feet forming large single toes as she lost a single digit on her fingers. A black suit of some kind formed over her figure, leaving her shoulders and lower neck region bare as gauntlets forming on her wrists and white gloves on her hands. The finally pieces of the transformation were more nozzles on his head, shoulders, and body, a dark blue, medic coat without the sleeves forming on her body, and the Omnitrix forming near her mouth, acting like a gas mask of some kind.

"Stinkerbell!" Gigi laughed, winking as she cracked her knuckles.

"I'm next! I'm next!" Whisp exclaimed eagerly as she tapped her Omnitrix and selected one of the two transformations before slamming down on the activation button and engulfing herself in a dark, blue light as her physical features changed. Her skin changed into a smooth, chrome white that became tougher than her original. She began to shrink down until she just barely reached the Stinkbell's ankles as her face widened for her expanding mouth. She could feel her organs sloshing about inside herself as her bones became slightly softer and more bendable; her lungs expanded until they were the largest organ in her body as her eyes became smaller and turned more squinty and upturned. Her pointed ears vanished, to be replaced by small holes, and even then they were covered by hardened skin that wrapped around up and over head in a way that resembled headphones. Her arms and legs grew shorter as the Omnitrix symbol appeared on her head, finishing the transformation.

"From hence forth, I shall be forever called 'Sonic Doom'! Anyone who says otherwise will never be able to hear again, got it!?" the female Sonorosian squealed loudly enough to force most of the others to cover their ears.

"My turn!" Venus grinned as she tapped her Omnitrix and selected a transformation before slamming down on the activation button, a neon green light swallowing her whole and scrambling her genetic code into something new. Her skin turned a pale gray and looked as if it would split and break with the slightest touch. Her fingers became long, razor sharp claws as her eyes widened and turned entirely pink in color. Her fangs became longer, some not even fitting into her mouth anymore as her chest and ass swelled to a decent size. Muscles piled themselves onto her arms and legs as she felt her lungs grow very large and heart start to slow. She felt slightly empty and sort of drowsy, drained of the ability to eat normal foods and forced to eat . . . . other things. Her feet twisted into sharp claws, hidden beneath a pair of bright, neon boots. A tight, black and green costume that showed off her curves and slightly exposed chest covered her, a green mask with a pair bat-wing horns and a curved spike appearing on her face. The Omnitrix symbol appeared on her stomach as a thick membrane grew between her arms and hips, forming wings and completing the transformation.

"Whampira!" the Vladat hissed loudly, smirking with satisfaction when she caught a look of herself in the reflection of a building window. She clenched her fists tightly and licked her lips hungrily, about to rush into the fight before a sudden pain coursed through her body accompanied by a loud hissing sound; smoke began to curl off of her body in large wisps, her costume starting to deteriorate and expose her pale skin. Whampira screamed in agony as she rushed around madly, smacking her burning skin in an attempt to cover herself from the sunlight.

"Hit the Omnitrix again!" Humungousaur yelled as he charged at the Kraken and rammed his full bulk into it, shoving it down the street even furhter as it attempted to remain hooked to where it was with its tentacles and left long trails of destruction in the road and surrounding buildings as it was moved.

"If you say so!" Whampira whimpered as she slapped a smoldering hand on the Omnitrix stuck fast to her belly and was immersed in a neon green light. She felt her skin harden into a soft, metallic sheen as it turned the color of oil and tar. Her arms and legs were reduced to near toothpicks as her body shrunk down so that she barely stood as tall as Sonic Doom. Venus's body became cylindrical in shape, her pointed legs sticking out of the bottom and her pointed hands that included nothing more than a single finger and thumb out of the sides. A neon green lightning pattern etched itself down her front as two bolts appeared on either of her arm, a 'plus' and 'minus' symbol appearing on her back as the Omnitrix appeared on her perfectly flat head, completing the transformation.

"Whew! That was close!" the Nosedeenian cackled with relief. "I'll this one 'Electra'! AHAHAHAHAHAHA!"

"Is that everyone?" Kilauea rasped she cupped her hands together and spat out a jet of red hot fire at the Kraken's face as Cleo-wrap-tra lashed out with her stretchable fingers and wrapped them around a thrashing tendril, restraining it as best as she could while Rook sniped at the Kraken's vulnerable eyes; Heath and Abbey took to restraining the other tentacles as Humungousaur drove his massive fists into the massive water creature's mantle.

"Give me a sec!" Jane yelled as she tapped the Nemetrix's watch face and cycled through her roster before selecting the transformation she wanted and slapping the blinking watch face, engulfing herself into a blood red light. Thick, coarse, black fur sprouted all over her body in waves, giving her the appearance of a humanoid hairball as millions of muscles built up all over her body, her shoulders swelling in size as her arms and legs bulked up with enough power to knock off an open car door with one swing of her hand; her fingers hardened into long, curved claws as leathery pads formed on her palms. Large, curved spikes seemed to painfully rip themselves through her shoulders as more seemed to pop out of her back at random intervals. A loud cracking sound filled the air as a long, reptilian tail covered in fur sprouted outwards from the base of her spine, four spikes forming on the end of her tail as her face bulged forward in a stout muzzle with razor sharp teeth and a pair of saber-like fangs that curved upwards and over the top lip. A loud grinding noise filled her ears as they rotated to the top of her head and a pair of long horns formed just a few inches over her eyes as a third horn grew from her sensitive nose, completing the transformation as a spiked, red collar formed around her neck.

"Lets do this!" Stinkerbell cracked with a Boston accent as the clear panel on her stomach started to swirl together and mix noxious chemicals while Sonic Doom quickly dividing herself into half a dozen clones and rushed at the Kraken, their movements in complete unison. The Sonorosians all lined up in a row one after the other as Humungousaur caught a tentacle in each of his hands and held them off as he stood on the Kraken's mantle, struggling to hold them back as the razor sharp hooks dug into his palms; Kilauea narrowed her eyes and breathed a blast of fire from her mouth at the Kraken, nailing it in the eye as Heath struck it in the other eye with another blinding it as it screeched loudly and thrashed its tentacles about.

"Plug yer noses!" Stinkerbell warned.

"And-"

"Your-"

"Ears!" the Sonorosian clones added as they all inhaled a deep breath and sent it wailing back out at such a loud volume that it shattered every glass pane within a twelve city block radius, though the brunt of the force was focused primarily on the Kraken the massive sea creature practically vibrating as Stinkerbell charged at it and released the toxic gas within her, her nozzles hissing loudly as a thick, vaporous, green cloud surrounded her and was blasted further at the Kraken by Sonic Doom's screams. The Kraken screeched horribly as it visibly rattled and suddenly exploded into a wet, disgusting mess that left the entire city block and all within it coated in an awful, rotting green mess of slime, blood, and organs.

"Ew!" Jawsmine shivered with disgust as she spat a descent amount of the slime out of her bear trap-like jaws and wiped some more from her scales.

"AHH! It's in my eye! It's in my eye!" Eye Gal cried in agony as she rubbed herself all over her body, trying to get the stinging sensation out of her many eyes.

"I believe that is not the worst of our problems," Rook spoke up, holding up a transformed Proto-Tool and scanning at the transportable computer's screen. "It would seem that the same annomolies that brought Mr. Stein, Mr. Burns, and Ms. Bominable to our world are occuring all over Bellwood with disasterous results." he explained as the Omnitrix timed out and returned Ben to the world. He was to ask more when a loud roar and flash of white light interrupted him; the loud squeal of tires caught his attention and he cracked open his eyes far enough to see a black car with a pink windshield and bumper come speeding through with two familiar faces hanging on for dear life as the vehicle sped off.

"Help!" Draculaura screamed as she held white knuckled to the steering wheel of the car.

"The brake's broke!" Clawd yelled as he hung onto the careening car.

"I've got this, mateys!" Velocity declared as she dashed off after the out of control vehicle in a blue and peach blur.

"Just in case." Ben frowned with determination as he tapped the Omnitrix and cycled through the roster before selecting the one he needed and pressing the activation button, engulfing himself in a bright, green light. The first and most noticeable part of the transformation began when the skin suddenly melted off of Ben's skull, the bare muscle and tissue solidifying and turning into a hard, metallic sheen as Ben's head suddenly separated from his body, a forked eyebrow-like crest forming above his green eyes as the transformation continued. His shoulders pinched upwards, forming large points and then an arch as his head floated between them, held in place by some of magnetic field. His skin turned a durable, metallic black with yellow lines and spots as his fingers fused together into large pincers, his frame shooting upwards until it was about ten feet tall. His feet fused together into two large claws, a tingling sensation at the end of his pincers suddenly becoming aware to him as the Omnitrix appeared on his chest, completing the transformation.

"I always knew I had a magnetic personality!" Lodestar quipped as he clacked his pincers a second before focusing on the magentic make up of Draculaura's car; the speeding vehicle came to a sudden stop in its tracks, its tires still spinning loudly against the road as Velocity shot straight past it and down a couple blocks before she realized what had happened and came racing back.

"Hiya, Draculaura! Long time, no see!" the Kinceleran greeted the two, terrified monsters.

"Do I know you?" the vampire asked fearfully.

"Capt'n Vandala Doubloons, at yer service! Your hearty friend and me timber shaking boyfriend gave me an Omnitrix of me own!" Velocity explained with a smile as she hopped up onto the car's hood and bent down to reach inside the car and between Draculaura's legs, severing the gas pedal with a quick swipe of her claws and giving a swift whack of her tail on the car hood; the car shuddered for a second before it stopped and hung there in the air for a split second before it suddenly lifted off the ground and went flying back the way it came, the three of them hanging on for dear life as Lodestar increased his magnetic field until the car slammed into him and the back bumper pinned him to the ground with a groan.

"Ow . . ." the Biosovortian groaned as Draculaura and Clawdeen quickly jumped out of the car while Velocity climbed down and grinned upon seeing the two monsters starring at the collage of aliens surrounding them.

"I must be seeing things . . ." Clawd grumbled as he rubbed his eyes.

"Nope! Ben gave each of us an Omnitrix of our own!" all six of the Sonic Doom clones grinned simoutaniously.

"As much as we would love to reunite with our long lost comrades, I believe we have more important matters to attend to." Minutette coughed.

"Ms. Long is correct. In order to combat against all of the annomolies, we will have to split up." Rook instructed.

"Way ahead of ya!" the Sonorosians joked.

"Comical mischief aside, I suggest we divide ourselves to combat all of the annomolies." Rook repeated before turning to the four monsters. "Are you able to fight?"

"You insult Abbey with question!" Abbey frowned.

"Long story short, we ended up in this crazy apocolyptic future with Ben and had to fight a crazy ton of mutants and stuff." Heath explained. "So, yeah. We know how to fight."

"Then I hereby deputize you as temporary Plumber cadets." Rook announced. "I would give you temporary badges, but I seem to have left them in my other suit of Proto- Tech Armor."

"Ha! Nice joke, Rook." Lodestar cracked as he hefted the car off of him and set it back down on the ground as he cracked his aching back; the Omnitrix timed out in a flash of green light and returned Ben to the world.

"I was not joking." Rook said deadpanned.

"Right." Ben sighed before shrugging. "Alright. Lets get to it. First one who finds Professor Paradox or Hexiciah Steam, call me." he instructed.

A peach and blue blur zig-zagged through the streets of Bellwood, never slowing down for a second as it twisted and turned through the maze of buildings, dodging and swerving the cars and pedestrians without stopping as Ben clung on tightly to Velocity's back with Cleo-wrap-tra hanging onto Ben, her bandages wrapped around him so tightly he felt he was only surviving off of the air that was rushing into his nose as they sped through Bellwood; Cuatro Arms was barely keeping pace with them, launching herself from rooftop to rooftop with great skill until the four of them came across the annomolie.

---

"Where is she!? Come on, you scum licking mortals! Where's my wife!?"

"Oh, man. Not this guy. Anybody but this guy." Ben groaned, pinching his bro as Velocity screeched to a stop and let Cleo-wrap-tra and Ben off; Cuatro Arms came crashing down from a nearby rooftop, landing with a deafening boom! next to them.

"Waitaminute. I'd recognize that voice anywhere!" Hades snarled with annoyance as he whirled around on the three heroes and glared at them, specifically Ben. "So this is your dimension, eh? Nice place ya got here." he commented with a relaxed attitude, catching Ben off guard for a moment; after all, this immortal deity had just been trashing the city block he had arrived in, searching for his wife and threatening anyone that was unfortunate enough to come across him. "Could use some curtains, some nice furniture, a little a this, a little a that, and bada-bing!"

"Knock it off with the sarcastic comments, Hades." Ben frowned. "I've beaten you before, and I can do it again."

"Wanna bet?" the Lord of the Underworld snarled with annoyance as he rose up to his full height and grew even larger, growing as large as the buildings that surrounded them; he peered down at the tiny heroes with the expression of a hungry predator, his pointed teeth sending shivers down Cleo-wrap-tra's spine as Ben turned to the Omnitrix and cycled through his listings before selecting the transformation he desired and slamming down on the Omnitrix core, engulfing himself in a bright, green light that began to play with his genetic code. His skin quickly hardened, fusing together with his bones to form a thick, tough shell that quickly reddened, parts of its turned gray in color. Four of his ribs ripped out his skin and bent in two places, becoming a pair of jointed legs that folded back against his chest as green eyes formed on his chest. Spikes that curved backwards appeared on his feet as dozens of barnacles appeared all over his body. His fingers turned into jointed claws as his lips protruded outwards and hardened into a pair of pincer-like mouth parts. His eyes split into another, slitted pair as the skin on the back of his became loose and saggy before hardening again to form something similar to a hood over Ben's head. The final transformation was the addition of a nozzle-like hole on each of his palms and the Omnitrix on his chest, completing the form.

"To be honest, I'm trying to think of some snarky water pun right now, but I'm not up for it." Water Hazard narrowed his eyes as he rose his hands above his head and opened the valves on his palms, releasing twin pressurized jets of water that rose into the air and spun around wildly before fusing into one large wave that the Orishan quickly sent at the Lord of the Dead, splashing him back a few feet as the other aliens rushed forwards; Cuatro Arms launched herself at the god's face and slugged him twice in the face with both sets of her arms as Cleo-wrap-tra stretched out her bandages and hooked them around his neck, hauling herself up into the air and onto his head where she proceeded to create a makeshift blindfold over his eyes.

Velocity took the chance and zoomed forward at high speed, whizzing around Hades's feet in a tight and creating a sort of small cyclone that levitated the gargantuine god off of his feet, just enough that he fell on his back side when the Kinceleran came to a screeching halt.

"And now you're all wet!" Water Hazard joked. "There's the joke I was looking for."

"Not. Funny." Hades snarled as he set a hand on a building and hauled himself to his feet, crushing it under his size as he cracked his knuckles. "Let the show begin!" he announced as his fingers started to smoke horribly before they burst into flame, balls of fire sitting in his palms before he hurled it at the group of aliens and missed as they all split into different directions.

"Hold still, you vermin!" Hades roared as he hurled a ball of fire at Cuatro Arms, missing as the female Tetramand jumped out of the way and onto the roof of a nearby building where she ripped out an air conditioning unit with little effort and chucked it at the god's head, successfully hitting him square in the nose; Hades roared in pain as Water Hazard blasted him in the face with another jet of water while Cleo-wrap-tra lashed out with her bandages and wrapped them around Hades's wrist and yanked back as hard as she could, snapping his arm back as he attempted to hurl a ball of fire at Velocity, sending the fire ball hurling in the other direction where it exploded and reduced an office building to utter rubble. The Kinceleran than rushed forward at Hades, circling around him in a tight circle and creating a sort of vacuum that sucked out the air around the Lord of the Underworld; the god would have been knocked into unconsciousness from lack of oxygen had he not struck the Kinceleran with a lucky shot of fire at her, sending Velocity flying through and into an abandoned car, destroying it and shattering the windshield; the Kinceleran groaned and remained still.

"Ha, ha! Strike one!" Hades cheered. "Bow down to me, you worthless mortals and I just might spare your meaningless existence! I mean, seriously, I'm immortal and you're gonna die some day and meet me down in my world of darkness and what not, just to be reborn again. And that's if you get lucky!"

"You and what army?" Water Hazard snarked, ignoring the meaningless rambling.

"Oh, just me and a couple hundred of my best, undead warriors," Hades shrugged. "How's that sound? That's not gonna be a problem, is it?" he cocked an eyebrow as an amused smile crossed his pale face as the ground in front of him rumbled and cracked open while hundreds of skeleton soldiers with rotting flesh clinging to their bones and armor clambered out of the gaping crack, their bones rattling loudly.

"Me and my big mouth." the Orishan sighed as he cupped his hands together and blasted a tidal wave of water at the undead, scattering most of them into their basic components; their bones clattered loudly as some of them slowly began to rebuild them themselves while the remaining ones rushed at the three aliens, weapons raised.

"Time to wrap this up!" Cleo-wrap-tra quipped as she snapped out her bandages and swung herself up on top of an overhanging traffic light just as the skeletons rushed at her; from up above, she would whip out with her bandages and snag an unlucky warrior before slamming him into one of his brothers, scattering their bones everywhere before she moved onto the next skeleton.

"Oi, puns. Yer killin' me here!" Hades face palmed before Cuatro Arms launched herself at his face and slammed a fist into his face before jumping down onto his shoulder and grabbing onto his ear, yanking as hard as she could and elicting a scream of pain from the god.

"That's the idea!" Water Hazard yelled as he jammed his hands towards the ground and fired off a blast of pressurized water, shooting high up into the air before the Orishan fired off a jet of water at Hades's face, knocking him back a few feet and succeeding in putting his hair out, much to his irritation.

"Hey! Quit puttin' my hair out! It's something the ladies like!" the Lord of the Underworld protested.

"Yeah, the only thing they like." Cuatro Arms grumbled under her breath.

"Oh, what do you know, you four-armmed freak?" Hades growled, grabbing the Tetramand in his hand and clenching his fist tightly in an attempt to crush her.

"My ghoulfriend is not a pair of die!" Water Hazard snarled, grabbing onto Hades's robe as he fell back down to the ground.

"Get off of me, you overgrown shrimp puff!" Hades growled grabbing the Orishan in his other hand and tearing him away from his robe before chucking him down to the ground and stomping on him with a heavy sandle. "Now where's the bandage gal?" he wondered.

"Right here!" Cleo-wrap-tra screamed as she lashed out with her bandages and wrapped them a tall overhang above Hades's head before she swung herself forward and kicked the god in the face, releasing his hold on Cuatro Arms and sending her tumbling to the ground.

"C'mon, Ben! We're not making a dent in him!" Cuatro Arms pleaded as she rushed over to the crater Water Hazard had made with his body upon impact.

"Not yet anyway." he groaned as he was helped to his feet. "Give me a sec." he added as he took a deep breath and slapped the Omnitrix disk on his chest, engulfing himself in a bright, green light and warping his genetic code into something new. His skinny figure suddenly swelled as hundreds of muscles piled on top of each other, sending his growing form upwards until he was more than twice as tall as his previous self. His fingers pulsed as thick veins appeared on his arms, sending alien blood through them. A second pair of eyes appeared above his own and every hair on his head disappeared. A short beard appeared on his chin that ran up to his disappearing earlobes as his jaw jutted out. Suddenly, a second pair of smaller arms burst out from under his own, still just fresh muscle and bone. Veolcity felt like she was going to be sick until rough, red, skin covered them. Ben's toes melded into two large claws as a row of small spikes appeared on his head and shoulders. A black undershirt with a green stripe down the middle as a pair of black pants appeared as two pairs of black fingerless gloves came out of nowhere on his large hands, finishing the transformation.

"He just messed with the wrong Tetramand." Four Arms growled as he cracked all four of his heavy knuckles.

"Ooh, I'm liking what I'm seeing." Cuatro Arms purred happily, earning an odd look from her male counterpart. "Hey, don't blame me, blame this DNA; you're apparently prime meat to female Tetramands."

"Okay then . . ." Four Arms trailed off before shrugging. "C'mon. Lets beat this guy four ways to Sunday!"

"The wise cracks never end, do they?" Cuatro Arms rolled her eyes.

"No, no they do not." Four Arms grinned before the both of them charged at the massive god, swinging their arms back and forth as they jogged before they simultaneously launched themselves through the air and at Hades's face just as Cleo-wrap-tra dodged a swipe of the God of the Dead's hand. The two Tetramands landed on either of shoulder where they grabbed his ears and pulled as hard as they could before jumping on top of his bald scalp and driving all four of their hammer fists into his skull. They then jumped down his front, grabbing on his robe and sling-shotting themselves back up where they delivered a double uppercut to his jaw and caused him to stumble.

"Time to end this, me hearties!" Velocity yelled as she pulled herself free of the car and cracked her back, wincing slightly at the loud noise she made. With a quick twitch of her wheeled feet, she zipped forward in a peach and blue blur and zoomed tightly around Hades's feet, running faster and faster as Hades was lifted up into the air a few feet at a time as she created a stronger vaccum than before, siphoning the air out of the vortex and leaving the Lord of the Underworld without any breath; the Kinceleran came to a screeching halt as Hades tumbled over onto his back with a loud boom!

"Yes! We did it!" Velocity cheered; it was then that she noticed all three of her team mates were unconscious from lack of oxygen, having been caught up in the vacuum. "Oops."

---

"Alright, what are we up against?" Graviton wondered as she jogged along the street.

"From what I gathered from the fleeing populus, I'd wager something pretty big." Balle Weevil mused as she rolled her plasma ball along, collecting whatever debris was lying in the abandoned streets. "How's Nefera doing?"

"Horrible, that's how! It reeks down here!" Jawsmine's voice came over the Omnitrix attached to Eye Gal's belt.

"I imagine it would, considering you have to travel by sewer just to keep from drying out." Balle Weevil sighed sympathetically. The three aliens continued their way down the road, pausing every now and then to check up with Jawsmine to make sure she was traveling the right way through the sewers beneath them. Eventually, they came across the spot where the annomolie had opened up and leaked over to the current dimension.

"Aw, Voltage." Graviton cursed upon seeing their opponent.

"W-we have to f-f-fight that!?" Eye Gal trembled, all of her eyes wide with terror and her body visibly trembling. Standing before them, having finally noticed the three aliens, was a massive dragon with gigantic wings and a long tail that easily sent the abandoned vehicles on the road flying straight at them in front of a wave of fire the dragon sent forth from its jaws.

"Run!" Balle Weevil screamed as she pumped her jointed legs and rolled her plasma ball out of the way as fast as she could; Graviton was following her, about to take a deep breath so she could attempt to fit down an alley way and dodge the wall of burning rubble when she realized that Eye Gal wasn't with them. The Galilean whirled around to see her Opticoid partner frozen with fear, unable to move out of harms way as the wave of fiery destruction edged closer and clsoer. With a short grunt, Graviton turned on her heel and rushed back out into the street, shielding her face with her rocky arm as she dove in front of Eye Gal and raised her hands to cover her face, tensing up and waiting for the fire to wash over her body and fore the rubble to slam into her.

Except it never did.

"What the-" Graviton wondered as she cracked open her eyes to see that the fire had indeed rushed past her, leaving her fire-proof skin smoldering slightly, but all of the rubble that was caught up in the tidal wave of heat was simply hovering in the air, their gravity being manipulated by the wavering, red disks at Graviton's finger tips. "Cool! I think I got the hang of this!" she exclaimed happily before she decided to try something and pushed her hands forward a little; the rubble shot away from her in response right back at the dragon, slamming into its iron hide and annoying it severely. The massive beast roared and rushed forward, its massive claws digging into the pavement without effort; it reared back its head and was about to blast out another wave of fire when the manhole cover in front of it rattled loudly as it was suddenly blasted out of the ground and into the air, smacking the dragon in the jaw as Jawsmine shot out of the sewers and landed on the beast's head, screeching loudly.

"Finally! Fresh air!" the Piscciss Volann gasped before she unhinged her steel-bending jaws and bit down on one of the dragon's horns and easily breaking it off with a quick twist of her head and snap of her teeth. The dragon roared and reared up on its hind legs, twisting its head to shake Jawsmine off of it as the discarded bit of horn fell to the ground and crushed a car upon impact. While the beast was distracted, Balle Weevil came rolling out of the alley on top of a massive, blue ball of plasma that she rolled right past Graviton and straight towards the rampaging dragon, hopping back off of her plasma ball and sending it rolling right at the behemoth where it slammed into the dragon's chest and exploded on contact, sending the dragon crashing onto its back and Jawsmine right up into the air.

"That's gonna hurt on landing." Graviton winced as she quickly raised a hand and focused on the Piscciss Volann's gravity and stopped her fall, setting her down gently to the ground; Eye Gal finally shook herself out of her state of shock and gulped in a deep breath before she rushed at the dragon and closed several of her eyes and firing off bright beams of pink energy at the dragon, striking it in the vulnerable underbelly and wings. The massive beast roared loudly as it feebally flapped its wings and managed to climb to its feet, now more angry than ever. The behemoth opened its jaws wide and sent another wave of fire at the Opticoid, forcing her to duck underneath the jet of fire as Balle Weevil and Jawsmine took cover behind Graviton.

"How did Ben beat this thing?" Balle Weevil wondered with exasperation as she skittered onto the Galilean's shoulder

"I haven't the foggiest idea," Jawsmine grumbled. "But am I the only that's noticed how that thing is keeping its distance from Lorna?"

Balle Weevil blinked and watched the dragon as it continually tried to blast Eye Gal with a jet of fire, just barely missing every time; while the massive reptile would sometimes send a jet of fire at Graviton that would often explode at her feet, the dragon ventured no further, as if it were keeping its distance from the Galilean for a specific reason. "I think I have an idea." Balle Weevil mused. "Bonita! Retreat!" she hollered.

"You don't need to tell me twice!" the Opticoid cried as she back flipped out of the way as a blast of fire struck the spot where she had been moments before. "What's the plan?" she asked.

"Just follow my lead," Balle Weevil instructed as she spat out another ball of plasma and rolled it around on the road, gathering up all the pieces of rubble created during the battle until she had a sizeable plasma ball roughly the size of Jawsmine. "Lorna, I need you to do your gravity thing again and hurl this thing and Bonita at the dragon."

"WHAT!?" Eye Gal panicked.

"Look, just trust me on this, okay?" Balle Weevil sighed as she hopped off of the ball of plasma and onto Graviton's shoulder. The Opticoid was about to protest when the dragon's roar met her sensitive ears, causing her to wince slightly. "Fine. Just make it quick." she sighed.

Graviton nodded as she raised her hands and focused on the ball of plasma and Eye Gal, manipulating their gravitation fields and lifting them off of the ground by a few inches. The Galilean then moved their hands to the side, moving the two of them with it as she slowly spun around in a circle for a few times before realizing that Eye Gal and the plasma ball were floating around her in a tight ring without any help from her.

"I have my orbit?" she marveled.

"You're a living planet. Of course you would have your own orbit!" Balle Weevil pointed out as she jumped off of Gravition and skittered down an alley way after Jawsmine and hiding behind a trash can after she hoped she was out of range.

"Hmm. I wonder . . ." Graviton mused; Eye Gal gulped nervously as the Galilean wrapped her arms around herself and tucked up her legs underneath herself, forming herself into a perfect sphere so that the rocky plates that covered her body seemed to form continents and that black markings seemed to make deep, black oceans that covered most of her body as her planetary core throbbed and pulsed deep within her. A wind started to pick up as the air started to orbit Gravition rapidly, forming a tight atmosphere around as her cars, lamp posts, and other discarded items were lifted off of the ground and pulled into the Galilean's orbit with Eye Gal and the plasma ball; the dragon whimpered like a frightened puppy as it dug its claws into the road in a fruitless attempt to remain where it was until it was pulled free and sucked into Graviton's orbit, bellowing loudly as it swung around and around the living planet while taking potshots at Eye Gal and snapping its jaws at her.

"Let 'er rip!" Balle Weevil instructed from afar.

"If you say so!" Graviton grunted as she released her gravitional hold on the dragon and sent it hurling down the road with a loud roar. The rubble and debris that had been caught up in her orbit were the next to go, slamming into the dragon's bulk with extreme force and dazing it slightly. Next came the plasma ball with Eye Gal closely behind, the two of them shooting across and low to the road as Eye Gal screamed at the top of her lungs, closing all of her eyes in the hopes she wouldn't have to see her death; instead she found that she saw the world again like she had before changing form and scremaed even louder upon finding out that a massive eye attached to a flexible vein had split out from her belly button and was glowing an ominous green. The ball of plasma slammed into the dragon and exploded as the Opticoid instinctively fired off heer massive eye and blasted the dragon herself before slamming into it with a loud thwack!

"Bonita! Are you okay?" Gravition wondered as she unfolded herself and landed back on the ground before rushing towards the unconscious dragon to see Eye Gal resting against its belly, breathing heavily and wincing slightly at the pulsing sensation her multiple eyes were giving off.

"Th-that . . . that was a . . . a total rush!" she exclaimed with amazement.

"So . . . you're okay?" Graviton hummed.

"Okay? I'm better than okay! I feel alive!" the Opticoid exclaimed happily with a loud laugh. "When's our next battle? What're we up against next?" she asked eagerly.

"How about we focus on getting Lizard Breath here contained." Jawsmine suggested as four, loud beeps filled the air and engulfed the aliens in various flahses of colorful lights, returning the ghouls to the world.

---

"Okay, we're here. Now what?" Kilauea wondered.

"Patience is a virtue, Twyla." Minutette said calmly, folding her arms across her chest and freezing.

"What are you doing?" Kilauea cocked a smoldering eye.

"I am meditating," the Chronosapien replied. "My new form does not allow me to assume the proper position to meditate; I am improvising."

Kilauea sighed and leaned against a lamppost with her arms folded over her chest as she drummed her flaming fingers on her arm to pass the time; Stinkerbell was attempting to experiment with various gases and chemicals, but with the large amount of people and aliens strolling around them without a care in the world, she wasn't able to do much without hurting anyone. Sonic Doom however, was having a grand old time as she effortlessly split herself into multiple clones and played a game of tag with herself, racing through the crowds like little kids and swinging up and off lamp posts and traffic lights like hyperactive monkeys.

"I sense a disturbance." Minuette announced. "Prepare yourselves for the battle ahead."

"What battle?" Kilauea asked.

"Give it exactly seven seconds." the Chronosapien replied before the air behind her suddenly rippled like water and exploded into a flash of bright light and a loud roar; pedestrians fled in a panic, running over each other to be the first to leave as the four aliens gathered together to face the oncoming threat. A loud rumbling shook the ground as something came rushing out of the bright vortex and into the streets of Bellwood, trumpeting loudly with their trunks and swinging their tusks back and froth as they stampeded.

"Mammoth stampede!" Stinkerbell cried as she grabbed Sonic Doom and dove out of the way of the rampaging pachyderms as Kilauea threw herself to the ground and Minutette jogged as fast as she could out of the way.

"We must stop them!" Minutette exclaimed, feeling slightly winded.

"And how do you propose we do that?" Stinkerbell wondered, dusting off her hands after setting Sonic Doom back on the ground.

"Simple enough." Minuette shrugged without concern. "I believe time is on our side." she simply shrugged before she clapped her hands together and raised them above her head, a dark green beam pulsing outwards from the windup key-like protrusion on her head as it slowed down and tolled like a hollow bell; the effects were immediate as the herd of mammoths started to slow down, their movements like they had been drowned in a tidal wave of syrup as they slowly inched their way down the road, their trunks slowly hooking under abandoned cars and flipping them over, the vehicles oozing their way through the air before they slammed into the ground at an agonizingly passive pace.

"Where'd you learn to do that?" Sonic Doom blinked at finding that she and the rest of the aliens were able to move normally while everything else was lackadasisical beyond belief.

"I have witnessed Ben himself perform the task. I am sure you remember the time he saved Robecca from being reduced to a pile of scrap metal, no?" Minutette recalled.

"Oh, yeah! Wasn't she trying to jump the school again?" Stinkerbell wondered.

"Um, guys? Mammoths?" Kilauea interrupted.

"Oh. Right." Stinkerbell remembered. "So, uh, how're we doin' this?"

"I believe I have a solution." Minutette spoke up. "If Gigi can create a simple mixture of sleeping gas, we can restrain the mammoths until we can send them back to their natural habitat."

"And what about us?" Sonic Doom wondered, gesturing to herself and her Pyronite partner.

"I can not keep my hold on the time stream for much longer," Minuette replied. "If I put too much strain on the time line, it could have disasterous effects; your jobs will be to hamper the mammoth's movements and confine them within the city block until Gigi can put them to sleep. Can you do that?"

"Are Sonorosians loud?" Sonic Doom smirked.

"Fair enough." Minutette nodded. "I am now going to release my hold on the time stream. Everyone ready?"

"Ready whenever you are." Stinkerbell gave the thumbs up as a noxious ammount of chemicals started to swirl around in her gut; the Chronosapien nodded and raised her hands above her head again, spinning the key clockwise once more, sending out another pulse of green light that returned everything to its normal time and speed. By then, Kilauea had managed to run ahead of the rampaging pachyderms and chuck a ball of fire down onto the road, creating a wall of fire in front of the animals and halting them in their tracks. The mammoths trumpeted and rumbled before splitting away from the herd and tried to find alternative ways of escaping.

"Stop right there!" Sonic Doom demanded as a group of mammoths led by a large bull approached her with the intention of crushing her beneath their large feet and going on their way. The female Sonorosian narrowed her eyes as the elephants continued their approach without any heed to her warning and she split herself into half a dozen more clones. "Alright! I warned you! WALL OF SOUND!" she screamed after each clone inhaled a deep breath and spat it back out at the mammoths, screaming as loud as they could; the mammoths held their ground for as long as they could, their ears and thick fur flapping in the breeze created by the sound wave before they could stand it no longer and were knocked off their feet, tumbling through the air and crashing into a pile in the middle of the block.

"How is the sleeping gas coming along?" Minutette pressed.

"Nearly there! Just gimme a couple a more minutes!" Stinkerbell grunted.

"Bombs away!" Kilauea cried as she closed off another road with a wall of fire, trapping the mammoths in a four block radius as they thundered about, looking for some way to escape their confinement while Sonic Doom played a form of chicken with the braver members of the herd, standing her ground as they charged at her before she blasted them with another sonic scream.

"Done! Everyone hold your breath!" Stinkerbell yelled as she curled up into a tight ball and released the gas within her with a loud hiss from her nozzles. A thick, green cloud of noxious gas exploded out and enveloped everything within a four block radius, engulfing everything in sight.

"And that's how it's done." Stinkerbell smirked as the mammoths dropped one by one to the ground, out cold and down for the count.

"Um, just out of curiosity, is there still supposed to be a massive hole right there?" Kilauea wondered, jerking a thumb towards the massive vortex swirling and hovering in the air; on the other side of the portal was a hot, humid jungle with hundreds of tropical trees and plants with loud bird calls and insect buzzes coming from the other side that was occasionally interrupted by the growl of a sabertooth tiger or squeal of a giant warthog.

"This does not bode well." Minutette gulped.

---

"Come back here, Tennyson, so that I can destroy you!"

"For the last time, I'm not Ben!" Tourma cried as she shifted her arms into a pair of razor sharp blades and deflected a blow from Van Hellscream's spiked club; Tourma, Rollchele, Draculaura, and Clawd had found the ex-monster hunter rampaging near the entrance to Undertown, attacking any alien that attempted to get in or out of Undertown. What was even worse, was that the annomolie he had come through was still open and blocking the entrance to Undertown; that, and Van Hellscream was still an ogre.

"RAAAAGH!" Van Hellscream bellowed as he raised his club and smashed it down on Tourma's head just before Rollchele barreled into him and flattened the ogre to the ground. The Arburian Pelarota barreled down the road and back around to run him over once more as Tourma climbed to her feet, rubbing her silicon skull with disdain. Nemibear bellowed and rammed herself into Van Hellscream's bulk, raking her claws across his tough skin and leaving deep, red marks as the ogre shoved her off and bashed her over the head with his club.

"Stay here." Clawd instructed Draculaura as they hid under a nearby tree; Nemibear climbed to her feet and shook her head before slapping the Nemetrix disk on his collar, engulfing herself in a dark, red light. Her fingers ground and cracked before being forced together into razor, sharp spikes; her feet and toes all melted into into sharp spikes as well as her thighs and arms swelled with muscle and sinew as long, coarse hair started to sprout from her expanding limbs. Her back cracked and ground as it melted into a sharp abdomen with pale,white plating. Jane's eyes flashed a light blue as her jaw jutted outwards, her teeth cracking and grinding into needle-like protrusions. A thick, red, spiked collar formed around her neck with four more leg-like growths forming just behind her collar, completing the transformation.

"Clawd, I can handle myself." she argued.

"Out in the middle of the sun?" he countered; Terroranchula screeched loudly and spun a quick energy web between her jointed legs before casting it over the ogre and pinning him to the ground as she skittered closer and towered over him just before the ugly brute snapped the netting off of him and slugged the large arthropod in the jaw, sending it staggering back.

"Yes," Draculaura nodded. "I may get a horrible sunburn, but saving a world is more important than my complexion."

"I knew I fell in love with the right ghoul." Clawd smiled as he charged out from underneath the tree with Draculaura by his side; Van Hellscream bellowed and swung his club, missing Clawd as the werewolf ducked underneath the blunt weapon and then slugged him in the jaw as Draculaura ignored the burning sensation in her skin and beat the ogre over and over in the face with a pair of sticks she had picked up. Tourma saw her chance and slammed a fist into the ground, biting her lip nervously as crystals started to burst and jut out of the ground in a long line away from the Petrosapien until it ran into Van Hellscream and formed a makeshift prison around him, trapping him to the spot as he defended himself from Clawd and Draculaura's attempts to beat him senseless.

"Frankie! Launch me!" Rollchele yelled.

Tourma nodded and jammed her other fist into the ground as Rollchele curled back up on herself and rolled a distance away as a large ramp composed entirely out of hard diamond thrust itself out of the ground just as the Arburian Pelarota came hurling at it. She soared high up into the air before she came plummeting back down like a cannonball of death, spinning around and around until she came crashing down on top of Van Hellscream and sent the both of them deep into the ground.

"Spectra! Can you here me?" Tourma yelled.

"I . . . think I'm gonna . . . barf . . ." Rollchele groaned as she uncurled herself and staggered out of the hole she had created, leaving a dazed Van Hellscream behind.

"Well, that's one problem solved," Clawd sighed. "But what do we do about that?" he wondered, pointing a finger at the large, swirling portal that blocked the entrance to Undertown; on the other side of the vortex, a massive snow storm was raging in front of the Hellscream Mansion.

"Or this?" Draculaura added with a pained hiss as she pointed to her bright red skin. "And I've only been out here for ten minutes!"

"Take my jacket, babe. It should be more than enough to cover you." Clawd said as he slipped off his Monster High Letterman jacket and handed it to the burning vampire; she took it graciously and wore it in a fashion similar to a poncho, something that made her giggle slightly as her face flushed a deep pink.

---

Rook grunted as he raised his energy blade to block a swing of the angry dragon's own blade, the weapon being a long, curved samuri sword; the Revonnahgander was caught off guard as the samurai dragon swished his tail and swiped Rook's legs out from underneath him, forcing him to drop his Proto-Tool and stand on his hands as he swung wildly with his feet in an attempt to knock the blade out of the metal dragon's hands.

"Where is my sister, you foul demon!?" the samurai demanded to know.

"We might be able to answer that if we knew who you were, bub!" Sawsana snapped angrily as she rushed at the samurai and swung her sharpened hands in a quick, scissoring motion that severed the long blade into four sections that clattered harmlessly to the ground. The samurai growled angrily as he pulled out his last sword from the holster in his back, growling angrily as he swung his sword in wide arcs, forcing the Parae Cortarix back with every swing until he was suddenly struck in the back from a short blast of electricity. He whirled around to see Electra floating there in the air with a wide grin on her face, cackling madly as she easily evaded the swipes from his sword that followed.

"I am Chein-Po Long, and I demand to know where my sister is!" the metal dragon roared loudly.

"Wait, if you are Chein-Po Long, than perhaps you related to a Ms. Jinafire Long?" Rook guessed.

"You!" Chein-Po roared, thrusting out the metal claws on his hand and jamming them downwards, trapping Rook by the throat as he edged closer and hissed venomously. "How do you know that name?" he hissed angrily.

"Because . . . she is the fiance of my partner . . . Ben . . ." Rook choked out before Sawsana rammed herself into Chein-Po's side and sent him flying off of the Revonnahgander and down the street, sparks flying in all directions as his metal suit and claws dug into the road. "Thank you, Ms. Wolf." Rook said.

"Please, Rook. Just call me Clawdeen." Sawsana waved it off before turning to the samurai. "And just what is your deal with Ben?" she snarled.

"Don't you dare say that name in my presence!" the Chinese dragon snapped angrily. "He has stolen my sister away from my family with his retched, shape changing ways, and left me without honor! My father demands that she be brought home at once so that her hand may be won by a proper opponent!" he yelled.

"I sincerely doubt that." Tortuga frowned as she touched to the ground with Abbey and Heath clinging to her shell. "Sorry we are late. We had to help with evacuation; yoy would not believe some of the other monstrosities the others are having to face."

"Is not good, that much Abbey will say." the yeti frowned.

"And that's putting it lightly." Heath shook his head before he noticed Chein-Po. "So who's the nut-ball?"

"By all accounts, he would appear to be related to Ms. Long." Rook explained. "Her brother to be more specific."

"Indeed," Chein-Po growled. "And I will tear this entire city apart until I have defeated Ben Tennyson once and for all and have rescued my sister from his horrific world."

"Geez. Racist much?" Heath frowned as his hair started to smolder lightly before it exploded into red, hot flames, fire licking away at his finger tips and a dark look crossing his face; Abbey smirked upon seeing him as ice crystals crawled up her arms and wrists, freezing in and over and into a pair of thick, frosty, ice gauntlets tipped with razor sharp claws similar to Chein-Po's.

"Six against one? This hardly seems fair," Chein-Po hissed. "For you, that is." he added with a hint of amusement before he pulled his sword out of the ground and rushed at the group, parleying the swing of Rook's energy blade and ducking under Sawsana's razor sharp hands before kicking her in the gut and smashing the blunt end of his blade into Heath's chest, knocking all three of them down to the ground for the moment; the remaining girls shared a surprised look before they all rushed him at once, Tortuga spinning her flippers at a hurricane speed to blow Chein-Po back as Electra rushed forwards and blasted him with as much electricity as she could muster, the dragon's metal armor amplifying the shock tenfold.

"Hold still so that Abbey my cut you like yak butter!" Abbey yelled as she charged at Chein-Po and rammed her head into his gut, his body snapping forward before it snapped upwards as Abbey delivered a swift uppercut to his mouth. She then grabbed him by the shoulders and smashed her head into his, dent his helmet as she then grabbed him by an arm and easily flipped him over her shoulder before slamming him into the pavement; the yeti then ran a few feet away before jumping onto the roof of an abandoned truck and launching herself off of the roof, crashing down onto the samurai in a painful anvil drop that severely damaged the armor when she landed.

"You are as weak as newborn yak!" Abbey spat angrily, resting a foot on Chein-Po's chest, peering down on him with a deep smirk.

"Abbey! Ghoul, that was awesome!" Heath exclaimed excitedly.

"Please to be stopping with the boying of fan. Is not becoming of friend that is boy of Abbey." Abbey rolled her eyes.

"Right. Sorry. My ba-" Heath apologized before he realized something. "Wait a minute. Did you just say what I think you said?" he wondered.

"So what if Abbey did?" Abbey frowned, the icy, blue skin around her face turning a bright pink in color.

"Because it means you like me!" Heath cheered happily; Abbey was about to retort when Chein-Po raised his arm and sent the yeti flying into Heath, knocking both of them to the ground in a somewhat awkward position.

Heath groaned as he shook his head to clear the dull throbbing in his skull before he realized that not only was Abbey lying directly on top of him with her arms around him and her breasts pressed into his chest, but her lips were pressed to his own, a small cloud of steam enveloping the both of them as Tortuga shielded herself from Chein-Po as he swung his sword, only to be backhanded by her massive flipper.

"Please don't kill me." Heath whimpered when their lips separated.

"Why would Abbey kill the friend of boy?" Abbey cocked an eyebrow.

"Uh, because you've threatened me every other time something like this has happened?" Heath cringed, fully expecting to be assaulted by a hurricane of blows and slaps that would most likely result in a painful attack to his face and nether regions.

"Does Hot Head not like that about Abbey?" she quirked an eyebrow; Tortuga clapped her flippers together like a pair of cymbals over Chein-Po's head as he smacked her across the face with the flat of his blade and ducked just in time to avoid a swipe from Sawsana as she slammed into Tortuga and sent the both of them rolling.

"Well, yeah, but it really hurts," Heath explained. "Plus, you seem like the kind of ghoul that doesn't like to be touched very often."

"Is true." Abbey admitted with disdain. "Contact of physical is rather uncomfortable to Abbey; back home, contact of physical often mean Abbey must defend herself."

"Well here, it means someone likes you." Heath explained.

"This, Abbey knows. It take time getting use to." Abbey sighed.

"So, does this mean you do or don't want to hurt me?" Heath wondered, his body tensing slightly when he caught sight of the look in Abbey's eye.

"Abbey does not wish to hurt you," Abbey explained as she climbed off of Heath and helped him to his feet. "Abbey only hurt Hot Head if he misbehave."

"So, does this mean we're an item?" Heath summed up.

"Abbey do not know what item is, but if Hot head ask if Hot Head and Abbey are the friend of boy and ghoul, then Abbey's answer is 'yes'." she smiled. "And there will be more of the kissing if Hot Head help Abbey defeat angry dragon of metal."

It was as if Electra herself had suddenly struck Heath with the full force of a lightning strike. Red, hot fire consumed his entire body, turning him into a living torch as he charged straight at Chein-Po as he held Rook at sword-point. The dragon never saw it coming as Heath slammed into him and slugged him once, twice, thrice, four, five, six, even seven times as Chein-Po's body convulsed with every punch from the fire elemental's fists. The samurai yelled with surprise as Heath drew back another fist and punched it straight into his gut, cutting right through his armor with little effort before he slugged him twice in the jaw and hurled him up into the air.

"Lights out, sucker! AHAHAHAHAHAHA!" Electra cackled as she zapped the dragon with a sudden charge of electricity when he was the highest point in the air, nearly blinding everyone as he came falling back down, screaming at the top of his lungs as Abbey suddenly tackled him like a football player and slammed him into an abandoned garbage truck, slugging him once in the face before pulling his helmet off and holding it high above her head like a trophy.

"Abbey has conquered the samurai of Long!" she yelled.

"Hey, I helped!" Heath protested.

"Mistake is Abbey's," she apologized. "Abbey and Hot Head have conquered the samuri of Long!" she corrected herself. "And as Abbey promised, there will be more of the kissing that Hot Head enjoys so much." she purred, kissing Heath on the cheek and enveloping their heads in a small, cloud of steam as Heath howled loudly.

"Is Ms. Bominable normally like this?" Rook asked Sawsana.

"To be honest? Pretty much." the Parae Cortarix shrugged before her Omnitrix timed out and swallowed her in a flash of bright, yellow light, returning Clawdeen to the world. "And Rook? If I were you, I'd move a couple of feet to your left."

The Revonnahgander quirked an eyebrow at the suggestion, but nonetheless took a couple of steps to his left with a confused look before a sound met his ears and he caught sight of the smug smile on Clawdeen's face.

"WOOOOOO-HOOOOOOO!" Crashhopper whooped with joy as he came plummeting back down towards the earth just ahead of Velocity as she zipped through the streets, Cuatro Arms, and Cleo-wrap-tra as the two later of the three jumped from rooftop to rooftop or swung from lamp post to lamp post with her bandages; Crashhopper came crashing back down to the ground in a cloud of dut on the spot Rook had been moments before.

"Thank you, Ms. Wolf. You have saved me from severe injury due to Ben's negligence." the Revonnahgander thanked Clawdeen. "But if I may ask, how did you know he was coming ahead of time?"

"Hey!" Crashhopper huffed angrily.

Clawdeen ignored her boyfriend in favor of answering Rook's question. "Sensitive hearing. Best in the Monster world." she grinned.

"Insulting me aside, I can assume things went well here?" Crashhopper frowned as the Omnitrix timed out and returned Ben to the world.

"Yes. Other than the fact that our adversary knew and wished to destroy you, things went well." Rook nodded.

"Yes," Abbey agreed. "Metal dragon wished to be hurting Ben very much; Abbey and Hot Head teach him lesson of value, so there is to be little worrying."

"And I scored me a hot babe!" Heath added in before Abbey slapped him across the face. "Right. Abbey. Not a babe, Abbey." he corrected himself as he held his throbbing cheek.

"Abbey is to be thanking you." the yeti smiled sweetly.

"Ah, yes. Ms. Abbey Bombinable. Your personality never ceases to amuse and warm those around you." a warm, gentlemanly voice chuckled. Everyone whirled around to see a black and gray haired man standing beside the wreckage of a city bus. He seemed to be in his late thirties, possibly fifties even, tough Ben knew it would be impossible to tell. He wore a white lab coat with gold trimming and black pants with brown boots. A pair of green tinted goggles was around his neck and he leaned on a cane. His right hand was missing, replaced by a large, metal gauntlet with a clock on its top.

"Finally! Paradox!" Ben sighed with relief.

"Indeed, Benjamin." the Time Walker nodded. "I can assume you wish to know what is happening?"

"Yes!" Ben sighed urgently.

"Well, the fact of the matter is that I am not entirely certain for myself." Paradox admitted.

"WHAT!?" everyone exclaimed.

"Well, it is not like this hasn't happened before." Paradox shrugged. "Although to be truthful, this is perhaps the 684,094,578th time this has happened."

"Wait, are you saying you've been doing this kind of thing that many times?" Clawdeen marveled with disbelief.

"To be honest, yes." Paradox conceded. "In all honesty, I have been through this situation and many more like it more times than you could ever imagine, all to make sure that everything works out for the greater good in the end."

"Wait, wait, wait. You're saying you've put infinite versions of us through this whole mess an infinite amount of times, each time with different results?" Cuatro Arms snarled.

"Yes." Paradox said simply.

"Good. Just wanted to be clear." the female Tetramand huffed.

"Professor Paradox, can you please tell us what's going on?" Ben sighed as he massaged his aching temples.

"Certainly." the Time Walker smiled warmly. "To put it quite simply, your ghouls presence has caused the fine line between both of your dimensions to snap, allowing things and people from either dimensions to bleed through, like a permanent marker on a sheet of paper."

"Wait, what?" Ben gaped.

"Currently, Fanghai is under attack from a mutated To'kustar that was allowed safe passage from the Null Void during one of these bleeds." Paradox replied. "And Londoom is suffering from a stampede of Pyroxivores in addition to a pack of rabid Vulpimancers that have forced most of the populace to flee the city."

"What about New Salem?" Ben asked desperately.

"It is currently being attacked by the Incursean Empire," Paradox said absentmindedly. "But on the bright side of things, both sides of the community have band together to combat against the invasion; both Normie and Monster are finally working together." he added with smile that only reassured Ben a little.

"At least things could not possibly get worse." Rook shrugged.

"DUDE! What have I told you about not saying that!?" Ben screamed.

"Indeed, Rook. In accordance to Omniversal Law of Karma #234,454,875,991,337,223.02: Section 67, Sub-section 198787, Article 23, Sub Article 23, Chapter 3765488, Paragraph 62-A, Line 69-V." Paradox seemed to ramble. "To put it quite simply, you have put yourself in a monumental amount of trouble." Paradox saod sympathetically.

"Seriously!?" Ben's eyes widened with disbelief.

"I believe it was an alternate version of myself that said that." Paradox mused to himself. "Eh, no matter. I'm sure this time around everything will turn out dandy."

"And how'll everything turn out 'dandy'?" Ben grumbled sarcastically.

"Well, you could start by avoiding the upcoming meteors." Paradox said simply; Ben yelped in panic as he looked upwards to see hundreds of fiery rocks plummeting towards the earth at a frightening speed. Velocity gasped and zipped forward, snatching Ben up in her grip and zooming out of harms way, dodging and rolling to avoid the meteors as they slammed into the road with loud explosions of red, hot fire that seemed to bake the air around it into bacon; the rest of the ghouls and Rook dove for cover, hiding inside of the surrounding buildings or vehicles, and only Paradox seemed unconcerned as effortlessly dodged the meteors with little concern.

While the ghouls and Rook starred in shock, Ben didn't seem the slightest bit fazed and ran back out into the streets once the hell storm had ended. "How do we fix this?" he asked desperately.

"There is but one way," Paradox answered with what Ben could only guess to be an amused grin.

"What? What is it?" Ben pressed, not appreciating the way the Time Walker seemed to be toying with him.

"Give it some time," the Professor seemed amused at his own joke as he glanced at the metal hand that had replaced his missing limb. "Exactly five and a half seconds, to be exact." he added. No sooner had he said that, had a a large, purple portal opened up behind him and two figures step through and out into the world before the vortex closed behind them. The first of the two figures was a little taller than Ben and had short, spiky, black hair with bangs and a pair of cold, amber eyes. He was in peak, physical condition and was very possibly the most handsome man anyone had ever laid eyes on, even if they themselves were man; he was that handsome. He wore a black tank top with a green Omnitrix logo on it, a pair of brown, leather pants with black, leather boots, and had a wristwatch strapped to his right wrist that greatly resembled the Omnitrix. The second of the two wore a black and white pinstriped vest over a white dress shirt with dull brown colored pants and shining black shoes polished to their fullest. His skin was slightly tanned and, similar to Paradox, had his left hand missing only to have it replaced by a strange, bronze limb that looked like a cross between a sort of gauntlet and skeleton. On his head, he wore a top hat with a pair of goggles around the brim and he had a full mustache that made him look quite intelligent. But it was the eyes that caught everyone's attention as he twirled a timepiece topped cane around in his fingers; they twinkled like the newly born stars, as if they knew something everyone didn't.

"Ah, young master Drake and Professor Hexiciah Steam." Paradox nodded. "So nice of you join us. I assume you have it?"

"Indeed." Hexiciah nodded.

"And let me just say it was not easy to make." Drake grumbled. "My brain hurts; and that's after fusing a Galvan, Cerebrocrustacean, Twin, Protinaphibian, and a Cephalahersenian. Not a pretty picture, let me tell you." he shuddered.

"But incredibly intelligent. Drake here was able to complete it in little under an hour." Hexiciah announced proudly.

"Intelligent, yes. Pretty to look at, no. And I'm pretty sure there's still some kinks in it," Drake mused unhappily. "After all, Azmuth created the original, and it's really hard to beat the original."

"Someone mind telling me what the Sphinx you're all talking about!?" Ben yelled, his patience at a wit end.

"The Ultimatrix." Hexciah said simply.

That made Ben stop cold. "What?"

"The Ultimatrix." Hexciah repeated. "In order to prevent the destruction of both dimensions and all linked to them, we need Alien X. But even your Celestialsapein form is not enough to prevent the bleeding of the dimensions; we need an evolved Celestialsapein."

"Does that even exist? And why can't Drake do his mumbo-jumbo thing?" Benn wondered. "I thought he was 'all powerful'?" he mocked.

Drake did not seem the slightest bit phased. "While that may be true, Ben, there are limits to what I can do. While I could easily fix this issue with little consequences, the three of us and more are restricted by a set of rules to what we can do."

"Yes, the Multiverse Preservation Act can be most upsetting at times." Paradox sighed. "You however, Benjamin, are not bound by such laws just yet. You will be able to complete this task and save both universes before the Celestialsapeins will take notice. And by then, I am most confident you will know what to do." the Time Walker smiled knowingly.

"So, where is the Ultimatrix?" Ben asked.

"It's already on your wrist." Drake grinned with amusement. Ben blinked and looked down at his left hand before giving a startled yelp upon seeing the green, gauntlet device now fixed to the back of his hand just before the Omnitrix.

"So, uh, do I just use it like I use to?" Ben guessed.

"Pretty much," Drake nodded. "And before you get ideas, I would highly suggest against activating the Omnitrix and Ultimatrix at the same time."

"Indeed. The last time we attempted this, it had unforeseen and highly undesirable outcomes." Hexiciah nodded gravely.

"I don't think I want to know," Ben shivered. "So can I keep this after we've saved both universes?"

"Certainly not," Paradox shook his head. "That was actually the consequence of last time. Not a pretty picture, to put it simply.

"Alright, alright," Ben sighed. "So do I just turn into Alien X now or what?"

"Actually, I would advise crossing back over to the Monster High dimension and stopping the mutant To'kustar from destroying Fanghai and laying waste to the rest of the earth. Should you not, there will be undesirable consequences to your future." Hexiciah shook his head.

"Trust us on this one." Drake nodded.

"Fine." Ben sighed as he turned to the new Ultimatrix attached to his wrist. With a shaky hand, he tapped the watch face and pressed a finger down to cycle through the green hologram that appeared over the watch face until he selected the transformation he was looking for and slapped the watch face, engulfing himself in a bright, green light as he felt his DNA bending and warping into something new. He felt his flesh become slightly squishy and more stretchable, glancing as he turned a dark green in color, parts of his hips, shoulders, wrists, and knees turning black. Large, red and yellow thorns ripped out of his shoulders and arms as he grew taller and taller, his head just barely scraping the low ceiling of the sewer. His hands turned into yellow claws covered by a dull orange covering with small spikes on his knuckles as fleshy thorns popped out of his disappearing knee caps and melting toes. His entire skeleton seemed to vanish completely to be replaced by something like the stem of a plant. His felt his head become engulfed in a flesh flap as his ebbing skull became pointed and brightly colored. The flap suddenly split open, forming into a kind of collar as the Omnitrix appeared on his stomach.

But the transformation didn't end there. His soft, green skin started to crack and splinter horribly as it faded into a dull, weathered brown, like that of an old oak tree that had seen hundreds of summers and winters over its life time. He clenched his fists as the bark crawled over his skin and down his fingers, turning them into sharp claws as more muscles and tissue formed underneath his skin, bulking himself up as his back suddenly split open along the spine; a large, blue balloon-like structure started to form along his back as his spiked head became larger and longer as it curved back to cradle the growing organ on his back. The thorns on his shoulder followed a similar pattern, growing long and curved like the branches of a tree as they held and cradled the pulsing organ on his back as more pods and orbs formed on his arms and replaced his face. His feet cracked and split into a pair of strong toes as the Ultimatrix appeared on his chest, four long, metallic tentacles sprouting outwards from the disk and completing the transformation.

"Ultimate Swampfire!" the evolved Methanosian roared in a raspy voice. He turned around to see the ghouls and Rook starring at him and awe as he towered over them at a good twenty feet or so. "Stay here." he ordered before he turned around and lumbered to the portal, stepping through with a flash of white light and appearing on the other side.

"Be careful, luv." Cleo-wrap-tra whispered to herself as Chein-Po groaned on the ground and was given a swift kick to his gut by Abbey.

---

"I have to say," Ultimate Swampfire grunted as he looked at the chaos that Fanghai had been plunged into. "Considering the other times I've fought off a Way Bad, this is pretty low scale." he said to himself just as the mutant To'kustar fired off a blood red beam of cosmic energy and laid waste to an entire twelve city blocks, obliterating everything within range into dust and burning rubble; the twisted titan bellowed angrily as it crushed several low buildings beneath its massive foot.

"Fanghai Police! Put your hands on your head where we can see them!" a voice demanded as the sound of nearly two dozen guns met the Methanosian's ears. With a sigh, he complied and turned around to see a dozen squad cars and a helicopter with a spotlight pointed directly at him.

"Officers, I know this looks suspicious, but I'm actually here to solve your giant monster problem." Ultimate Swampfire explained.

"Enough with your lives!" the chief spat. "You will tell us how to defeat this monster of yours or suffer the consequences!"

The Methanosian rolled his eyes. "See that portal behind me? The big, swirling thing with an entire other dimension on the other side? That's where that Way Bad came from. Now if you'll excuse me, I have a To'kustar to take care of."

The chief scoffed. "Leave this to the professionals, monster." he growled. "Take him away, boys." he ordered the officers; the men were eager to comply, training their guns on the Methanosian as he took several steps back when he was suddenly engulfed in a bright, green light as the Ultimatrix timed out and returned Ben to the world, eliciting several gasps of shock and surprise from the squad.

"Ben Tennyson?" the chief gaped.

"You've heard of me?" Ben cocked an eyebrow.

"Heard of you? You are a legend here in Fanghai!" the chief said excitedly. "You are really from another dimension?"

"Yep. Where I fight those things on a monthly basis." Ben jerked a thumb up at the To'kustar as it swatted several helicopters out of the sky. "Now if I can go do my thing . . ."

"Of course, of course! My apologies!" the chief said hurriedly, bowing deeply in the hope that he would be forgiven. "By all means deal with the monster. We will evacuate the city and provide back up if necessary."

"Good." Ben nodded as he turned to the Ultimatrix and selected Way Big before slapping the activation button and was engulfed in a bright, green light. His body began to grow as millions of muscles piled onto every part of his body, his fingers and hands swelling as alien blood pumped through his veins. Stitches appeared on his body as the transformation teared through his shirt, ripping it to shreds as patchwork skin took the place of his old one. A pair of green gauntlets formed on his hands as metallic bolts burst out from his body on his arms and back, twin gigantic conductors tearing out of his shoulders and crackling with electricity as a pair of black pants and large boots appeared on Ben. His jaw jutted outwards, a few teeth sticking out as his hair turned jet black and became long and shaggy. The final piece of the transformation was the Omnitrix popping out his right pectoral muscle, a large scar etching outwards from it as if the device had been ripped out of his body.

His arm convulsed and trembled as hundreds of thousands of more muscles swelled his arm to a massive proportion as the stitches that held his skin together creaked and stretched, a few of the snapping; half a dozen more bolts jutted out of his skin at random points while his shaggy, black hair grew longer and thicker into a large, mane of fur that covered his jaw and back. His teeth cracked and ground as they became jagged and curved up over his upper lip while three hoses on either side of his body where his ribs would be snaked out and attached themselves back to the skin, a slight glow coming from them as his conductors swelled in size, a smaller, second pair appearing next to the original and completing the transformation as he stretched upwards a few feet.

"Ultimate Frankenstrike? That's new." the evolved Transylian grinned as he looked at himself and marveled at his massive, right arm. With a grunt, he launched himself into the air, soaring over the destruction that had been sewed by the mutant To'kustar's hand and foot; he crashed down on a rooftop that was still intact, crushing it into a labyrinth of cracks and tears before throwing himself off of the roof again as the massive behemoth came into view and landed on the mutant's hand, his magnetic feet grasping firmly to the metallic skin of the giant.

"Strike one!" the Transylian cried as he jumped up onto the Way Bad's shoulder and slugged it in the cheek before climbing up onto its skull as he dodged a swipe of the mutant's hand.

"Strike two!" he yelled as he cupped his massive hands together before thrusting them downwards into the To'kustar's skull with a loud crack!

"Strike three!" Ultimate Frankenstrike roared as he clapped his hands together as the tubes on his body and the conductors on his shoulders crackled and sparked with a massive amount of electricity as the sky rumbled and swirled overhead, thundering rolling across the sky as a sudden strike of lightning came crashing down from the heavens and stabbed into the Transylian, his entire body flashing brightly with electricity as the energy coursed through him and into the gigantic alien, its metallic skin amplifying the shock by millions of volts as it bellowed in agony and roared in pain before falling to one knee and landing on its side with a loud boom!

"You're out!" Ultimate Frankenstrike breathed heavily as he jumped down from the To'kustar's head. "And so am I!" he added as he slapped the Ultimatrix jutting out from his right pectoral and was swallowed in a bright, green light. Ben's fingers hardened into sharpened blades as a long, whip-like tail sprouted from the base of his spine and stretched out a couple feet. His toes ripped out of his shoes and melted into four claws, two in front, two in back. The ball of his heel crunched forward, moving under his foot bones and becoming perfectly round and smooth, suddenly separating itself from his foot and held there by his curved toes. Ben felt his skull stretch back into a sharp point and his legs bent backwards. A pointy, black helmet with a slide down mask materialized on his head and a tight, black and green body suit appeared on himself, the Omnitrix and Skurd appearing on his chest, completing his transformation.

His skin flashed a deep lavender in color as his teeth curved upwards from his bottom lip as his skull split into three horns while a row of spikes ran down his back to the tip of his long, whip-like tail. The black orbs on the bottom of his feet flashed a bright yellow before they suddenly exploded with energy and disappeared into a whirl of chaotic energy as his eyes split into a second pair, completing the transformation as the Ultimatrix took on the form of a vest hooker over his chest.

With a quick twitch of his tail, Ultimate XLR8 took off, dashing through the streets of Fanghai faster than most of the inhabitants could blink, a sonic boom sounding off in his wake as he ran full force through the rip between dimensions and entered back through to his own dimension.

---

"I see Ben has gone through his plan to give each of his ghouls an Omnitrix." Hexiciah noted with a chuckle as Cleo-wrap-tra shuffled up to him as the Omnitrix timed out and returned his daughter to the world.

"Yep. And now I know what it truly means to be alive." Robecca smiled as she hugged her father. "And you're sure you're okay with my relationship with Ben?"

"Positive," Hexiciah nodded. "And not just because separating you two would create a highly undesirable outcome within the time frame. Although, I am slightly concerned about your other relationships." he added.

"I was wondering when you were going to get on my case about that." Robecca sighed.

"Don't worry about it, dear. Just like young Drake here has learned in a rather painful manner, I am not judgmental of how you chose to live your life." Hexicah reassured him. "And besides. They're lovely ghouls to begin with."

"Relationships aside, Ben should have been back by now." Paradox hummed with worry as he glanced at his metal hand; just as he did so, something came shooting out of the swirling portal in a black and lavender blur that forced everyone to hang onto something and cover their ears as a sonic boom filled the air with a low thundering noise.

"You work fast." Drake noted.

"That I do." Ultimate XLR8 grinned toothily as the Ultimatrix timed out and returned Ben to the world. "So what now?"

"Now you must get to the space between dimensions." Paradox explained. "We can take you there, but it is without any sort of atmosphere."

"No problem." Ben grinned as he turned on the Ultimatrix and selected a suitable transformation before slapping the watch face and swallowing himself in a bright, green light as his genetic code was warped and played around with. His skin changed into a smooth, chrome white that became tougher than his original. He began to shrink down until he just barely reached the ghoul's ankles as his face widened for his expanding mouth. He could feel his organs sloshing about inside him as his bones became slightly softer and more bendable; his lungs expanded until they were the largest organ in his body as his eyes became smaller and turned squinty. His ears vanished, to be replaced by small holes, and even then they were covered by hardened skin that wrapped around his head in a way that resembled headphones. His arms and legs grew shorter as the Omnitrix symbol appeared on his head, finishing the transformation.

As if to contradict what he had turned into, his frame shot back up to a rough six feet in height as his turned a shade of dark, midnight blue with black stripes and markings as his wrists swelled and bulked up to become rounded pods tipped with sharp claws as more openings in his skin formed in his ankles and disk-like shoulders. His head flattened and compressed into something that resemblance to a football as a pair of plugs jutted upwards from his wrists and shoulders, a pair of green, wire-like growths connecting the both of them as the Ultimatrix formed on his chest, clasped tightly to his skin as the transformation was complete.

"Ready. When. You. Are." Ultimate Echo Echo saluted.

"Wait," Robecca interrupted, halting Ultimate Echo Echo in his tracks before he could step through the portal Paradox had opened up. "I'm coming with you." she said firmly.

"No. You. Are. Not." the Sonorosian disagreed.

"Yes, I am." Robecca pressed.

"No. You. Are. Not." Ultimate Echo Echo repeated. "While you. May be. Able to. Survive without air. I will not. Allow my ghoulfriend. To be put. In harms way."

"That's not an option, luv." Robecca narrowed her eyes.

"I was. Afraid you. Were going. To say that." Ultimate Echo Echo sighed before he grabbed hold of the sonic disks in his shoulders and pulled them out before throwing them at Robecca; the two disks buzzed around her head for a few short seconds before they hovered in front of her ears and unleashed an ear-splitting scream from their speakers. Robecca screamed in agony as she clapped her hands over her ears and was forced down to the ground on her knees, the disks following her as Ultimate Echo Echo turned to paradox and nodded, lifting off of the ground and following the Time Walker through the swirling vortex before anyone could stop him.

Rook aimed his Proto-Tool and squeezed the trigger, firing at the two disks and shattering them into bits of metal and dust; Robecca breathed with relief as she uncovered her ears and looked at the spot where the evolved Sonorosian had been moments before.

"Come back to us, Ben." she sighed.

---

If there were words to even describe what the space between time lines and dimensions looked like, they would have been fruitless and mediocre in usage. It was dark, to put it in the simplist of terms. But this was no regular darkness; this was an advanced kind of darkness, a darkness so thick and black that it felt like some kind of liquid was oozing into every crack and fold of ones body as it enveloped and smothered one breathless beyond comparison. The darkness was crushing, almost as if someone were trapped on the bottom of the deepest ocean trench in their underwear with a school bus trapped on their chest.

All around Ultimate Echo Echo were shimmering, wavering balls of light that pulsed and spun around in the inky, black abyss; despite the fact that they seemed to glow, they gave off no light that helped to fight off the black void that trapped him where he floated and watched thousands of other, smaller orbs whiz and orbit around the larger orbs of light.

"Where. Are we?" the Sonorosian breathed.

"The space between dimensions." Paradox explained. "The Celestialsapeins did some . . . remodeling, if you will, since our last encounter outside of our universe. And this is where I leave you."

"WHAT?" Ultimate Echo Echo yelled, his panicked voice echoing endlessly through the empty void.

"This is as far as I can go." Paradox explained. "There places and times to which I can not go, and merely being here is an infraction of the rules I am bound by. Any longer, and everything I have worked for, everything I have striven for, will be undone, as if it had never happened. It is not a desirable outcome."

"Fine. Can you. At least protect. The ghouls?" Ultimate Echo Echo pleaded.

"Certainly. They are, after all, as important to your future as you are." Paradox smiled knowingly before he floated through another, swirling blue vortex and disappeared, leaving the Sonorosian all alone in the empty, crushing, black void of the space between the dimensions.

"Okay. Here goes. Nothing." Ultimate Echo Echo sighed as he slapped the Ultimatrix on his chest with a trembling hand and was engulfed in a bright, green light. His skin turned a smooth, almost liquid black in color, a white sheen materializing on the border of his body as his frame only grew slightly taller than his original form. His toes all fused together into a single digit as a grinding sound filled the air, three horns growing up from between his deep, green eyes. His jaw jutted outwards as any other minor detail simply seemed to vanish, including his actual mouth. Tiny little, star-like dots suddenly blinked to life on his body, giving him the image of a starry sky. But what Ben felt most of all was the power that came to him. Unlimited, unquestionable, unmatched power poured into him from very available part of the universe into him. He felt like he could anything from merely destroying a planet with a flick of a finger to recreating the entire universe if he wanted to. Ben suddenly felt the addition of two more personalities enter his mind, one that was throbbing and pulse while the other seemed to be calm and placid; the final addition of the transformation, was the addition of the Omnitrix on his chest.

"Look, Bellicus. It's Ben Tennyson!" Serena cooed like a mother would to a frightened child.

"Hmph. So what?" Bellicus huffed angrily.

"Look, we don't have time for this." Ben pinched his brow. "If we don't do something, every single life in two entire universe and beyond will be wiped out! Forever!"

"And why should we do anything about it?" Bellicus frowned.

"It is a bit sad to see them all go." Serena sighed mournfully. "Perhaps we should help?"

"And be in direct violation of the Multiverse Preservation Act!? Are you mad?" Bellicus snarled.

"Look, I let you two argue for a while, but I can't do this without you!" Ben protested.

"I am not about to disobey the law for your mistakes, Tennyson!" Bellicus snarled.

"Look," Ben sighed, pinching his brow. "It's called the Multiversal Preservation Act, right? The whole point of it is to preserve other universes, right?"

"That is indeed correct." Serena nodded.

"Then by not helping me save a pair of universe and every other dimension linked to them, you're defying the law!" Ben snapped angrily.

"He has a point, dear." Serena conceded.

Bellicus sighed with annoyance. "Fine. Motion carried. But if there are any consequences for this, we're holding you accountable." he glared at Ben.

"So what is it that you want us to do, Ben? Even Alien X can not help you with your problem right now." Serena cocked an eyebrow.

Ben sighed and let it all out. "Evolve. We need to evolve."

"And how do you propose we do that?" Bellicus's glare deepened.

"We're wearing the Ultimatrix. All we gotta do is go Ultimate, and everything should be okay." Ben explained.

"You've been talking with that pretentious Paradox again, haven't you!?" Bellicus growled.

"Yes, yes I have." Ben rolled his eyes. "If I promise to explain myself later, can we just hit the watch now?"

"Hmpf. Motion seconded." Bellicus surrendered.

"Motion carried!" Serena added happily; the Celestialsapein raised an arm to the Ultimatrix attached to his chest and twisted it to the right before slapping it as hard as he could, four, metal claws sprouting from the disk and digging into Alien X's skin as a wave of green light washed over him and began to distort his DNA into something improved. His skeleton started to dissolve slowly, bits and pieces at a time until everything had been ground into a fine dust that swam throughout his body as his organs were slowly liquefied into a thin soup that was hardened into fine particles that swirled and rolled around inside of him. His arms swelled with the muscles that weren't there as his head was compressed and shove down into his chest so that had a thick neck that smoothly tapered into his shoulders. The skin over where his mouth would have been cracked and split horrible into a jagged mouth with a bright, blue inside of energy as codes of numbers appeared and ran over his skin as the stars and galaxies within his body became more defined and detailed, the three horns over his face becoming more shark-like and stubby as his green eyes split into a second pair with reptilian-like irises as the Ultimatrix swam down to his stomach region, completing the transformation.

The evolved Celestialsapein had never felt such raw power at his finger tips before. He knew he was powerful before, but this was something new entirely; he could here the time streams and dimensions swirl and twist around him like grass weaving back and forth in the wind. And what was even better, was that there weren't any of those pesky personalities floating around in his head to hinder his wishes. With a mere twitch of a finger, he could obliterate a universe and every dimension linked to it. With a single blink of his eye, an entire galaxy could be reduced to nothingness, and not a single being within it would have a moment to even scream before they would never exist again.

"At last! I am all powerful!" the evolved Celestialsapein cackled in a deep, raspy voice.

Hold it right there!

Wait, who said that? It couldn't- no, that was ridiculous. It wasn't possible!

That's right, loser! I'm the one in control here!

It was that stupid human! That inconsequential, worthless, diminutive, commiserable, deplorable, pathetic excuse for a lower life form was still inside of his head! He was bouncing inside of his head, suppressing his iron will with an ease that greatly frightened him. He found he could no longer longer control his legs and then wasit was frozen in place. His arms were the next to go, slowly becoming paralyzed as if a slow, red hot venom was seeping its way throughout his body, restricting his movements to the fullest extent of the word as he felt his consciousness being pushed to the darkest folds and reaches of his mind until he could no longer see out of the eyes that were his; he was in control.

"Alright. Lets end this chapter!" Ultimate Alien X cracked his fingers as he searched with all four of his eyes before he found the two universes he was looking for; two large, glowing balls of some sort of energy that had slammed into each other, like a pair of planets that had been knocked out of orbit and were being crushed and compressed together as all their moons zoomed faster and faster around them, several of them grazing others as they went around and around, getting dangerously closer and closer together as their main bodies were pushed further and further together.

As Ultimate Alien X floated over to the pair of clashing universes, centralized his other set of eyes on the alternate dimensions that were zooming around and around at a frightening speed; when he focused on one of the glowing orbs, a clearer image seemed to form his eyes only.

He could see Ben 23 activate his Omnitrix and change into Feedback as he fought against one of Dr. Vegimo's mutated, plant creations with Tetrax and Sevenseven at his side as what appeared to be a Dimension 23 equivalent of Cleo De Nile pull out what looked like the Proto-Tool and fired at the monster carrot.

He could see Mad Ben pouting in his prison cell until what seemed to be a Mad version of Toralei Stripe come into view and sit down on the bench next to him, dancing two fingers on his shoulder with a seductive smile on her lips as Mad Ben grinned wickedly.

He could see Four Arms towering over Manny Taur, the later of the two looking down trodden and ashamed of himself as the former seemed to be chewing him out for picking on the small, pink, nerdy looking monster at their feet as the rest of the student body starred and gaped at the pair.

He could see what looked like a ten-year old version of himself in the woods with several full grown human woman; it wasn't until upon closer inspection that he noticed that the woman had strange features such as rabbit ears or reptilian tails and that the younger version of himself was carrying a large sword in addition to the Omnitrix on his cut up and scarred wrist.

He could see what looked like a female version of himself with massive breasts somehow racing down the streets at a demon before she suddenly grew to a massive size and effortlessly lifted a car above her head to smash it down onto the demon as several other demons raced behind her wielding gauntlet-like devices attached to their wrists.

He carefully approached the two universes, utterly being dwarfed by them until he grew himself to a massive size to reduce the two universes to the size of basketballs to him as he carefully set his hands on them. He sucked in a deep breath despite the fact he didn't need any trivial matters such as air as he slowly and tentatively pulled the two universe apart and succeeded in separating them with a loud, ripping sound as he kept them at arms length.

"Here goes nothing." Ultimate Alien X sighed as his hands glowed a bright, white in color and echoed down through the spheres, closing his eyes and focusing on the energy given off by both dimensions; he could feel it coursing through his body like a good feeling or like the warm sensation one got when they drank a mug of hot cocoa after being outside in the middle of a snowstorm and no longer had any feeling in their fingers or toys. Once he was positive he had done enough, the evolved Celestialsapein carefully moved the two universes back together now, focusing on stabilizing their energies as they got closer and closer until they finally touched together and released a massive pulse of energy that nearly made Ultimate Alien X let them go; he quickly forced the two universes together at a slow, steady pace as the smaller orbs zoomed around the two universes faster and faster until they were nothing but multicolored blurs of no distinction as the universes were pushed together with some resistance until the two orbs suddenly popped together and became one with a loud, thunderous boom!

"And that, as they say, is that." Ultimate Alien X sighed with exhaustion as the Ultimatrix timed out and returned him to his human form just before he passed out from both a lack of oxygen and utter exhaustion; he never noticed the blue portal that opened up next to him or the hand that slipped through and pulled into the other side before blinking out.

---

Ben felt himself start to slowly stir, his eyes starting flicker about and move underneath his eyelids. He tried to force his eyes to stop moving so he could back to sleep, but his body seemed against the idea; his muscles felt uncomfortably stiff and heavy, his brain was starting to take in information better, and he started to feel a tad hotter than last night. As least, he thought so; he couldn't remember the last time he had been awake. With a groan, he cracked open his eyes to stare up at a white wash ceiling. His head hurt, like someone was using it as a bass drum during a rock solo.

He glanced at his hand to see that the Ultimatrix was gone, as it it had never been there; all that was on his left arm was the Omnitrix, starring back at him blankly without a response. With a sudden breath, he hauled himself up into a sitting position to find himself lying on a bed that had nothing but a mattress and pillow on it. All around him, there was nothing but a blank, carpeted floor and white walls to stare back at him without care or concern. The only clue to his whereabouts was that Jinafire was meditating on a chair on his bedside.

"I see that you have awoken," Jinafire said without moving. "You had all of us worried there for a moment, considering you have not moved for approximately three days."

"Three days? What the Sphinx happened?" Ben croaked, his throat dry and parched; Jinafire offered him a glass of water that he drank heartily. "Thanks."

"You are most welcome." the Chinese Dragon nodded. "As to answer your first question, you had become unconscious after you merged both of our universes into one, thus negating the issue of us remaining together."

"Really?" Ben marveled. "So it wasn't a dream?"

"Not that I am aware of." Jinafire shrugged. "Paradox was quite clear when you were brought to us though."

"So, everything's okay then?" Ben quirked an eyebrow.

"That would depend on your definition," Jinafire winced slightly. "It would seem that upon merging both universes together, history was rewritten so that it seemed as though both universes had been as one since the beginning of time; nobody remembers that you missing for four months, humans and monsters have always been together with the recent addition of aliens, and it would seem as though you have procured yourself a house for us to all live in."

"Wow." was all Ben had to say as he stretched his legs and arms out and swung his legs over the side of the bed. "Wait, if nobody remembers me being gone, how do you and the ghouls know what happened?"

"You may thank Professor Paradox, Hexiciah Steam, and Drake for that." Jinafire smiled. "They protected us from the merging of the universes so that we would remember everything; it would seem future events require for us to remember the past."

"So, lemme get this straight. Everything's all hunky-dory now, I still have all the ghouls I love, and nobody has tried to attack Bellwood while I was out?"

"Well . . . we have had some difficulty as of late." Jinafire admitted. "He has been on the rampage for the past several hours, demanding your presence and easily defeating any Plumber unit your grandfather sends after him; the rest of the ghouls are the only thing keeping him at bay for the moment."

"Why do I get the feeling that I am going to regret asking who it is?" Ben winced.

"I believe you are quite familiar with a 'Vilgax'?" Jinafire cocked an eyebrow.

Faster than Jinafire could even blink, Ben turned on the Omnitrix and selected the first alien he came across before slapping the activation button and engulfing himself in a bright, green light. Ben's fingers hardened into sharpened blades as a long, whip-like tail sprouted from the base of his spine and stretched out a couple feet. His toes ripped out of his shoes and melted into four claws, two in front, two in back. The ball of his heel crunched forward, moving under his foot bones and becoming perfectly round and smooth, suddenly separating itself from his foot and held there by his curved toes. Ben felt his skull stretch back into a sharp point and his legs bent backwards. A pointy, black helmet with a slide down mask materialized on his head and a tight, black and green body suit appeared on himself, the Omnitrix and Skurd appearing on his chest, completing his transformation.

"Prepare to meet your maker, Squid Face!" XLR8 yelled as he threw Jinafire onto his back and dashed out of the bedroom in a black and blue blur before Jinafire could protest.

---

"COME OUT, TENNYSON!" Vilgax roared.

"Hey, Ugly! Pick on someone your own size!" Cuatro Arms yelled as she launched herself at the Chimera Sui Generis and rammed her head into his gut, instantly regretting the decision as he skidded back only a few feet and grabbed her by the neck, pulling her up to his level as he glared at him.

"Pathetic, monster! I will beat you mercilessly until your guts have spilt and your blood is drain and the Omnitrix is mine!" he yelled as he chucked the Tetramand down the road just before Tourma let out a battle cry and jumped out of the skyscraper she had been thrown into with her fists raised above her head; Vilgax saw it coming and drew back his fist as the Petrosapien came plummeting down on him and slugged her in the stomach, sending her flying into an abandoned garbage truck that exploded into a fiery mess.

"Is this the best this wretched planet has to offer!?" Vilgax sscoffed before a shadow cast over him. He turned around to see a massive Tyrannopede standing over him, saliva dripping from its jaws as it roared in his face and clamped her jaws around him; just when it seemed that the Chimera Sui Generis was finished, her jaws were slowly forced open as Vilgax effortlessly extricated himself from the toothy mess and back onto the ground, grabbing the massive animal by the muzzle and flipping her onto her side with a considerable amount of effort.

"We can't keep this up longer!" Stinkerbell gurgled as she attempted to release a burst of gas before the tyrant grabbed her by the head and threw her into Whampira as she dove down from the sky, sending the both of them crashing to the ground as their individual Omnitrixes timed out and returned them to their normal form.

"If that will be all you wretched fools have to offer, I'll be taking your Omnitrixes now before beating you senseless." Vilgax growled, clenching his fist.

"Not today, Vilgax!"

"What the-" was all Vilgax managed to say before a black and blue blur slapped into him at full force, knocking him onto his back as the blur struck him nearly a dozen times in the span of a second before kicking him twice as many times before dashing away to safety and letting Jinafire off of his back before the Omnitrix timed out and returned Ben to the world.

"Surrender while you still can, Vilgax. You're outnumbered." Ben glared at him as the ghouls came up behind him, cracking their knuckles and giving the Chimera Sui Generis a rather frightening look that only startled him for a moment before he climbed back to his feet and towered over them.

"You think you and your pathetic harem of wretched monsters possess the power to defeat me?" Vilgax scoffed.

"Yeah, we kind of do!" another voice said. Everyone glanced up to see Dragoon in his dragon form flap his four wings and blast a jet of fire from his jaws at Vilgax, the flames washing over his body as the dragon landed behind the ghouls and towered over them with a threatening look in his eyes, Charmcaster hopping down from his back with a playful look in her eye as she waved at Ben and summoned duel balls of mana to her finger tips.

"You ghouls ready?" Ben asked.

"Born ready." Frankie smiled. She tapped the Omnitrix on her own wrist and blinked as a soft cyan hologram appeared before her very eyes and cycled between two icons, the only ones available; she selected one of them and blinked as the activation button popped up and beeped as Frankie grinned and pressed the button down, gasping as she was engulfed in a cyan colored light and felt the changes begin. Her mint green skin began to harden into a smooth covering, little diamonds and crystals racing up her arms and legs to cover her as her bones disappeared altogether and she shot upwards a few feet. She felt her jaw line push out a little ways, her teeth fusing together into two, hard plates as her right eye turned blue and her left eye turned green. She retained a feminine figure as a black jumpsuit with a cyan stripe down the middle appeared on her figure, the cyan colored Omnitrix appearing on a belt around her waist, completing the transformation.

Clawdeen turned to her own Omnitrix and slapped the activation button without bothering to look at what transformations she had and was swallowed by a bright, yellow light. Her fingers quickly fused together into razor sharp points as her wrists and arms became wider and harder, like semi-flattened blades. A small, pentagon-shaped notch appeared in the inside of her arm just before the joint, a sharp blade popping out at the elbow. Her skin turned a tough red, the points and blades turning a bright white as black lines etched themselves across Clawdeen's arms. Her arms became thinner the rest of the way up as muscles piled themselves into the shoulders and chest region. Her feet morphed into sharp points similar to her hands, sharp blades popping out on her knee caps as more black lines appeared on her body. Her face split into three, rounded horns, each of her two now entirely green eyes sitting on a horn as the Omnitrix appeared between them on the third as her chest expanded outwards; a purple jumpsuit with golden trim appeared on her figure, completing the transformation.

Spectra pressed her Omnitrix's activation button and was engulfed in a bright, purple light. Her hands swelled to the size of bowling balls as her fingers became hard and black, turning into claws. Her shoulders became broad and rounded as her usual white skin to a light lavender. Her entire frame began to grow bigger and bigger and more rounded as her legs became stumps, black claws forming on the ends of those. Hard, violet colored plating formed on her back and shoulders as black markings appeared on her body as her eyes turned indigo. A lavender Omnitrix symbol appeared on her chest and the transformation was complete.

Twyla turned to her own Omnitrix and selected a transformation before pressing the activation button and consuming herself in a bright, white light, changing her DNA at the source. Her somewhat light composure began to become heavier and more gelatinous in texture, turning a light yellow as fiery, hot magma replaces her skin, her organs and bones liquifiying into nothingness as the top layer of her skin started to harden and cool into a layer of hot lava rocks that ground and cracked together as her twilight locks caught fire and were burnt away, her chest and ass popping out into a distinct feminine figure while her rocky plates turned a dull grayish red in color as the faded Omnitrix appeared on her chest above her breasts.

Skelita turned on the marigold designed watch and selected one of her two transformations and was engulfed in a bright, orange light, as the Omnitrix scrambled her DNA into something new. Her bones cracked and ground as they rotated in their sockets to raised her arms above her arms above her head, her fingers stretching out to near impossible lengths as her ribcage grew bigger and bigger and her bones fused together to become thicker as her vertabrae fused together into a long cord that spread outwards into a cup-shaped dome that quickly turned into a shell as flesh finally started to form above her bones, starting out as nothing more than muscles and tissue; internal organs started to form behind her bones, a large heart appearing in the center of her chest with her massive lungs appearing on either side of the beating organ before skin formed over her bones and her bones pushed past them to form a thick, teardrop-shaped carapace with six massive holes in the front as short claws formed on her stubby feet. Her jaw bones ground as they hardened into a horny beak, her eyes moving farther apart as the orange Omnitrix appeared on her chest, completing the transformation.

Robecca activated her own Omnitrix and pressed down on the activation button with a finger, a golden colored light engulfing her metal figure. The first change was incredibly major. Robecca could feel herself being literally cut into metal strips through some unseen force, as if being cut by a giant pair of invisible scissors. She could feel her tubing and artifical organs disappear altogether, and for a brief moment Robecca wondered if she was going to die within seconds. Except she didn't. She could feel each strip of her body vibrate with health, as if each were alive in its own way. Like magic, they twisted themselves make together into a crude, feminine figure with exaggerated fingers and toes made of thin strips. She could feel her face harden once more and become flat, turning rounded and copper and black in color. The face plate sat itself on top of the bandaged shoulders as a gold and black headdress appeared on her head, a wide collar appearing on her neck and chest as two tendrils sprouted from her back. Black and gold braces appeared on her arms and ankles, as a gold belt with the Omnitrix on it appeared around her thin waist, finishing the transformation.

Nefera grinned eagerly as slapped the activation button of her own Omnitrix and was engulfed in a Nile blue light, her DNA changing and warping into something new. Scales raced up her arms and legs as they swelled, muscles building and bones strengthening as her fingers became clawed and webbed as the scales raced to cover the rest of her. Three slits appeared on either side of her neck and puffed open and shut as they sucked in air while a thin sheen of slime covered the scales as her hair disappeared into her scalp. Veins throbbed and pulsed as alien blood pumped through them and into her ever changing organs, causing her forehead to pulse and swell, like there was giant zit that was about to explode. And explode it did; a thin, green wire popped out of her forehead and hung in front of her face as the end began to glow and eerie color. Her jaw swelled and bulged and bucked until several rows of razor sharp teeth popped out and curved themselves over her lips as large, wavy fins formed on her head and back, a tight, black tank top forming over her swelling chest. Her eyes became that of a deep sea creature as two sharp fins rose from her back, completing the transformation.

Avea carefully tapped the Omnitrix on her wrist and blinked as a dark blue flash of light engulfed her entire frame, her DNA twisting and warping into something new. Her arms and forelegs swelled with hundreds of muscles as her hooves split apart with a sickening cracking sound into four, thick digits as her fingers pulsed and grew more muscled; her back leg's joints cracked and ground loudly as they shifted in a new direction, allowing Avea to stand on two legs as her hooves split into two, large claws. Her spine arched and bent as her arms shifted themselves into a new position, one right under the other, while Avea's skin started to harden and toughen as it turned a deep, rust red. Her eyes split into a second pair as her ears were sucked back into her head while her violet locks turned an inky black in color, her clothes rearraging themselves into a tight, black leotard trimmed in purple as black braces ringed in violet formed around the wrists of all four of her arms while a belt formed around her completing the transformation when the Omnitrix appeared.

Vandala grinned wickedly as she turned on her own Omnitrix and slammed the waiting activation button without a care, engulfing herself in a peach colored light as the device scrambled and twisted her body structure into something the world had never seen. Vandala's fingers hardened into sharpened blades as a long, whip-like tail sprouted from the base of her spine and stretched out a couple feet. Her toes ripped out of her boot as her bronze leg rattled and buckled loudly before it suddenly exploded into metal panels as warm flesh took its place underneath and melted into four claws, two in front, two in back. The ball of her heels crunched forward, moving under her foot bones and becoming perfectly round and smooth, suddenly separating itself from her feet and held there by her curved toes. Vandala felt her new skull stretch back into a sharp point and her legs bend backwards. A pointy, black helmet with a slide down mask materialized on her head and a tight, black and peach suit appeared on her feminine figure, the Omnitrix appearing between her small breasts as her skin turned a deeper shade of blue with black stripes forming on her tail and arms.

Bonita nervously tapped the Omnitrix on her wrist, yelping slightly when she selected a transformation and was engulfed in flash of soft pink light and felt the changes begin. She grew upwards by a few feet, her pink exoskeleton cracking and slitting loudly as it became soft to the touch and spread over the gaps in her ribcage, growing over her eyes and fully blinding her. Bonita could no longer see anything but light shining through the folds of skin over her eyes before they vanished altogether. Her feathery anteanne wavered for a second before snapping loudly and and hardened into large, flaps of skin strung between two, thin rods that curled into slight swirls at the end. Her teeth ground loudly as they became needle-like behind her blackening lips as her skeletal knuckles were covered by brand new skin and sprouted sharp claws at the end of her fingers and her toes burst out of her shoes. Then suddenly, she could see again. At first she just saw Vilgax looking extremely preturbed. Then she saw Velocity clicking her claws eagerly as Tourma sharpened her arms into a pair of blades. Then she saw Cuatro Arms cracking her knuckles while Tortuga flexed her flippers. Then she could see up, down, left right, forward, behind, all around and even the inside of her tight, platinum and pink trimmed top until she could see in every possible direction as a pair of white and pink shorts appeared below a pink belt with the Omnitrix on it, completing the transformation.

Lorna activated her own Omnitrix and selected a transformation before slapping the activation and swallowing her in a bright, red light as her genetic code was distorted and altered into something new. Her light, blue scales started to pulse furiously as they became small bumps on her skin that quickly started to fuse together like water droplets on a window in a rain storm, forming large blobs of flesh that swelled and took over her slim arms, weighing her down as they began to hard into thick, crusty rocks; the rest of her arms swelled with muscles, becoming much bigger than her original self as her legs bulked and bulged with tissue. Her feet ripping clear through her shoes as her toes fused together three, large toes as her skin flashed a dark black with the rocky plates forming like continents on an inky black sea of skin. Her head was forced down into her chest as her neck compressed and crakced loudly before vanishing altogether as her lips were stretched out horizontally into an exaggerated smile. Lorna's eyes rotated farther apart on her head as her back and head were covered in the rocky plates. A pair of red and white shorts appeared on her legs as a tight top appeared on her slight chest above her swirling core just as the Omnitrix appeared on her forehead.

Lilith eagerly turned on her Omnitrix and was engulfed in a flash of light blue light, morphing into something new as the Omnitrix did its magic. Her skin turned a bright yellow and became hard and plated as her fingers and thumb melted together into sharp points, her arms and legs becoming jointed as she was forced to use her arms as extra legs. Her lips protruded out from her face and turned sideways as they became cupped pincers. Her eyes turned black with blue slits as her horns rotated together with their bottoms fusing together into a single growth as they seemed to grow from her eyebrows as Lilith shrunk down to the ground, to the size of a small dog. A blue and white neck brace formed around her chest, the Omnitrix appearing a burst of blue light.

Jinafire carefully turned on her own Omnitrix and cycled through the transformations with great care before selecting one of the two available to her and pressing down on the activation button with care, engulfing herself in a dark, green light. Her long, reptilian tail was sucked back up into her spine as her scales all fused together into a single, flawless sheen that turned a duller bronze in color as her slim, feminine figure suddenly swelled in size, becoming more bell-shaped in appearance as her shoulders molded into rounded balls and her feet and ankles bulked out into pointed cups. Her wrists and hands blew up in size into rounded gauntlets with bronze fingers and black tubes with dark green rings connected her hands to her shoulders and her feet to her bell-like figure. Her head was compressed into a short, box-like shape as her facial features became simplistic and expressionless as a windup key-like gorwth formed on her head. Dark green, almost black lines formed on her chest and torso as a glass disk opened up on her stomach, rotating and ticking gears forming behind the glass pane as the Omnitrix on the front, completing the transformation.

Gigi turned her Omnitrix on and pressed the activation button, a deep, pink light as the changes began. His skin hardened and turned a blueish-purple in color, a few dark spots appearing on his expanding shoulders. Muscles piled themselves onto her legs and arms as her chest swelled outwards into more than a descent size, metallic nozzles sprouting from her shoulders and arms and connecting directly into her bloodstream. More nozzles formed on her body, her feet forming large single toes as she lost a single digit on her fingers. A black suit of some kind formed over her figure, leaving her shoulders and lower neck region bare as gauntlets forming on her wrists and white gloves on her hands. The finally pieces of the transformation were more nozzles on his head, shoulders, and body, a dark blue, medic coat without the sleeves forming on her body, and the Omnitrix forming near her mouth, acting like a gas mask of some kind.

Whisp tapped her Omnitrix and selected one of the two transformations before slamming down on the activation button and engulfing herself in a dark, blue light as her physical features changed. Her skin changed into a smooth, chrome white that became tougher than her original. She began to shrink down until she just barely reached the Stinkbell's ankles as her face widened for her expanding mouth. She could feel her organs sloshing about inside herself as her bones became slightly softer and more bendable; her lungs expanded until they were the largest organ in her body as her eyes became smaller and turned more squinty and upturned. Her pointed ears vanished, to be replaced by small holes, and even then they were covered by hardened skin that wrapped around up and over head in a way that resembled headphones. Her arms and legs grew shorter as the Omnitrix symbol appeared on her head, finishing the transformation.

"From hence forth, I shall be forever called 'Sonic Doom'! Anyone who says otherwise will never be able to hear again, got it!?" the female Sonorosian squealed loudly enough to force most of the others to cover their ears.

"My turn!" Venus grinned as she tapped her Omnitrix and selected a transformation before slamming down on the activation button, a neon green light swallowing her whole and scrambling her genetic code into something new. Her skin turned a pale gray and looked as if it would split and break with the slightest touch. Her fingers became long, razor sharp claws as her eyes widened and turned entirely pink in color. Her fangs became longer, some not even fitting into her mouth anymore as her chest and ass swelled to a decent size. Muscles piled themselves onto her arms and legs as she felt her lungs grow very large and heart start to slow. She felt slightly empty and sort of drowsy, drained of the ability to eat normal foods and forced to eat . . . . other things. Her feet twisted into sharp claws, hidden beneath a pair of bright, neon boots. A tight, black and green costume that showed off her curves and slightly exposed chest covered her, a green mask with a pair bat-wing horns and a curved spike appearing on her face. The Omnitrix symbol appeared on her stomach as a thick membrane grew between her arms and hips, forming wings and completing the transformation.

Venus slapped a hand on the Omnitrix stuck fast to her belly and was immersed in a neon green light. She felt her skin harden into a soft, metallic sheen as it turned the color of oil and tar. Her arms and legs were reduced to near toothpicks as her body shrunk down so that she barely stood as tall as Sonic Doom. Venus's body became cylindrical in shape, her pointed legs sticking out of the bottom and her pointed hands that included nothing more than a single finger and thumb out of the sides. A neon green lightning pattern etched itself down her front as two bolts appeared on either of her arm, a 'plus' and 'minus' symbol appearing on her back as the Omnitrix appeared on her perfectly flat head, completing the transformation.

Jane turned to the Nemetrix and cycled through the transformations before selecting the one she desired and slapping the activation button, swallowing herself in a blood red light. She felt her bones grind and groan as they were forced to shift, her organs expanding and disappearing as the case may be. Jane felt her face shove out into a short muzzle, the skin around her mouth vanishing back into her face with a sicking sucking sound as the bottom teeth sharpened into wicked sharp fangs that curved up over the top jaw. Muscles piled themselves on top of her chest and back as her skint turned a pale white, her arms and legs thickening as they bent into different positions than before. A loud tearing sound managed to be heard over the crackling of the flames as her clothes were ripped off of her expanding form, a long, reptilian tail sprouting out from the base of her spine. A row of spikes rose out from Jane's spine as her fingers turned into blood red claws, her white skin turned black and red around the back face as her eyes divided into a second pair; she felt a pair of organs appear around her lungs, connected to the row of gill-like slits on either side of her neck; the transformation was complete when the Nemetrix appeared around her neck as a spiked collar.

Ben looked to his transformed ghouls as Tourma sharpened and Sawsana sharpened their blades while Eye Gal blinked her eyes and Cuatro Arms flexed her muscled arms; Graviton grinned wickedly as Balle Weevil skittered onto her shoulder and Electra landed on her forehead, cackling madly; Jawsmine flexed her jaws open and shut as Kilaeua summoned twin balls of fire to her fingers while Tortuga took to the air with a flap of her flippers; noxious chemicals swirled around inside of Stinkerbell's gullet as Cleo-wrap-tra grew her bandages to a long length and pulled herself up onto Dragoon's back as the dragon flexed his wings; Veolcity danced back and forth on her wheeled feet as Sonic Doom split herself into a dozen more copies while Minuette clenched her fists, prepared to do battle; Rollchele shared a look with Buglizard as Charmcaster glared at Vilgax with a hungry look in her eye as Ben returned his gaze to the Chimera Su Generis to see a concerned look on his face.

"It's Monster Time!" he exclaimed as he turned on the Omnitrix and slapped the activation button.

And there we go!

Cheesy ending, maybe, but I liked how it ended and that's what matters. Let me just say that I have had a wonderful time writing this marvelous story for you all that took the time to tune in and listen to all the utter nonsense I had to say. And for those of you are sad to see this story end, do not fret! A wonderful friend of mine by the name of Blazorna Ibara has offered to feature my story in his Ben 10/Queen's Blade Xover; a Xover within a Xover, if you will.

Anyways, I owe a great amount of thanks to some people on Deviantart; I never came up with the names for Tourma and Velocity. They were and are property of the artist known as TheWalrusClown, so I own nothing here.

Now onto the thank yous: Cartoonfan10, DJ Rodriguez, Morantis, Zak Saturday, Sallem Cortex 004, DracoAngel17, Cylon One, Darkness Rissing, DragonWarrior20, masterart, StrongGuy159, storygirl99210, Menatron the Angel of Ideas, RedShade999, warprince2000, Unkown, Vanessa Masters, and everyone else that I have forgotten or failed to mention, thank you from the bottom of my undead, Tetramand hearts. I could not have done this story without your help, your support, and kind words that kept me going. So thank you again.

To close up, don't forget to vote on my latest poll if you haven't already! The one-shot series will be up within a couple of weeks, and the sequel will up within a month or so. And if you have any questions about anything, PM or review down below! There IS a follow up chapter after this that I think a great deal of you will enjoy. Thank you for attending, and good night!

Hades: How dare you get a happy ending!?

Genie: Wait a minute! We're not getting outta here, man! We're not getting outta here!

Hades: How dare you!?

Genie: Dontcha understand it, it's game over, man!

Hades: Oh, will you shut up already!?

Genie: You have been a fabulous audience! Tell you what, you're the best audience in the whole world. Take care of yourselves! Good night, Alice! Good night, Bellwood! Good night, New Salem! Good night La Crosse, Wisconsion! Adios, amigos!