Author Notes:Hey you guys guys it's me Jerry Ruffin. Here's a brand new Ben 10 crossover story. This is a Ben 10 and High School DxD crossover story. I've decided to do one on my own. And this one is messing two universes into one.

I hope you're all enjoyed this story and like it.

Like always the Ben 10 characters before Omniverse will have their Alien Force and Ultimate Alien appearances.

Ben's Omnitrix will have the Ultimate and Omni-Kix functions along with the fusion and Omni-Enhanced ones too.

Disclaimer: I don't own Ben 10 or High School DxD they belonged to Cartoon Network and Dragon Megazine.

Don't forget to fave, follow and leave your reviews.

Enjoy!


Chapter 1 New School

Japanese Airport

At a Japanese airport, a young man is grabbing suitcases after going through airport security. He is wearing a green jacket with two white stripes on the right sleeve and a number 10 on the left side of the chest and blue jeans. Upon his left wrist is a white futuristic watch with a black faceplate that has a green hourglass symbol on it. The young man had brown hair and green eyes manages to make through the airport and ends up outside.

It is pouring down rain right now in the Japanese city while the taxi cabs pull up and drive away from the airport curb. The young man sticks his hand out a flag cab down. When a cab pulls up the young man grabs his bags and puts them in the trunk. After that gets in to the back of the cab and sits down.

''Where to?'' the cab driver asked the young man.

''Kouch Town, Academy Apartments.'' answered the young man, his left arm a little itchy.

''Alright then'' said the cab driver starting the meter before driving off.

His name is Ben Tennyson, he comes from the town of Bellwood in America. To most he is just an ordinary kid, but to others he is the hero Ben 10, protector of Earth and savior of the universe. Ben has fought all kinds of villains from mad scientists, evil clowns, alien warlords, alien bounty hunters, armies and even multidimensional gods? You may ask, Ben wears a device called the Omnitrix, it allows him to transform into millions of different aliens, all with their own powers and abilities.

''So, what's a kid like you doing in Japan all yourself?'' the cab driver asked Ben.

''Well, I just transferred schools, I am going to Kuoh Academy as a second year.'' answered Ben.

''Ah, I heard a lot about that school, didn't it use it to be an all girls school? the cab driver questioned the teenager with a slight glow in his eyes.

''Yeah it was but recently it became coed.'' answered Ben.

''You know, your Japanese is really good, how long have you been practicing?'' inquired the cab driver.

''Oh well you know about a couple of months.'' answered Ben sheepishly rubbing the back of his head.

For a few minutes it was quiet until the taxi driver pulled up to an apartment building and stopped driving.

''Here we are kid, Academy Apartments.'' the driver told Ben.

''Here's what I owe you.'' Ben hands the driver the money.

''Hope you like it here and good luck at school kid.'' the driver told Ben as he gets out of the taxi.


Academy Apartments, Kouh

Ben got out of the taxi and grabbed all of his luggage from the trunk, the taxi drove off, leaving Ben on the curb. With all of his luggage, Ben turned around and looked up the apartment building.

''Looks like I'll be living here.'' Ben said to himself as he grabbed his stuff and began walking over to the building. He walked up the stairs to his apartment. Ben stopped on the second floor of a door with a gold 10 on it. On the door mat was an envelope, Ben picked it up and opened it. Out of the envelope came a key, it was the key that would unlock the door. Ben put in and unlocked the door to his new apartment. Ben walked inside and dropped his luggage on the floor. He looked around and saw it was a fairly large apartment, not tiny like he thought it was going to be. There was a living room with a couches and a chair with a good sized TV on a stand.

Across from the living room was a good sized kitchen that had all of the appliances there, on the counter that separated the kitchen from the living room. While looking around Ben found a letter with a credit card and a phone on the kitchen counter. Ben picked it up and saw that the latter was from his Grandpa Max. Ben then began to read what the letter said.

''Ben

You are reading this then that means you've made it to Japan and are now in Kouh. Inside of your apartment, the Plumbers and I have left you with all of the necessary things you'll need. You've got dishes and other appliances in the kitchen. Plenty of furniture in the living room as well as the bedroom. The bathroom is also stocked with all the things you'll be needing. There is also a single guest bedroom that you can use for whatever reason.

Now that credit card you have has enough money to buy you more food, cleaning supplies and hygiene products along with extra stuff. The beginning of each month will be put on the card, if you spend it all in one day you are out of luck till the next month.

Now for school, in your room are directions to your school with bus routes and times. School starts at 7:00 a.m and the first bell rings at 7:30 a.m., don't be late. When you get to school tomorrow, you will go to the Student Council Office to pick up your schedule, your uniform is in your closet with a backup, sorry bud you'll have to wear it. Now we all love you and wish you best of luck.

Love, your Grandpa Max.

P.S. No transforming, we don't want your secret to be found out by those who don't know, and for your enemies to know where you are, only transform encase it is an emergency.

''Thanks Grandpa.'' said Ben folding the letter up.

Ben grabbed the phone and turned it on, he saw that it had been set up already with everyone's numbers and much more. With that Ben grabbed his stuff and took it to his room. Ben's room was a fairly good sized room, it had a large bed with a table next to it. There was a large closer and a window on the wall. Ben could see an alarm clock on the table next to his bed. He went over and saw a sticky note on it.

''Alarm is set to 6:00 a.m.''

''Great.'' replied Ben with a mental sigh.

Ben opened up a box that was in his room. He took out a bunch of pictures and began to set them on his bedside table. There was a picture of him and his parents, one of him when he was 10 years old with his Grandpa Max and cousin Gwen, one of him and Gwen when they were 15, one of him, Gwen and Kevin, one of him and Rook and finally one of him with Rook, Gwen and Kevin.

''Don't worry guys, two years won't be so long.'' Ben said to himself as he laid down on his bed.

Looking up at the ceiling Ben remembered how he ended up in this situation. It was just a normal day for him then he was given news didn't exactly want or think he'd end up hearing.


Flashback, Ben's House

Ben had just gotten back to his home after helping his partner and friend Rook take down the evil Dr. Animo from doing something with a new mutant animal. Ben couldn't wait to get up stairs and get to playing a quick game of Sumo Slammers.

''Hey mom, hey dad, I'm home early. I'm home early, I'll be upstairs if you need me.'' said Ben as he walked inside, slight bags under his eyes.

''We're in the kitchen hun, we need to talk before you go upstairs.'' replied Ben's mom Sandra.

When Ben got to his kitchen he saw both his parents sitting down at the table with his Grandpa Max of all people.

''Hey guys, hey Grandpa, what are you doing here?'' asked Ben.

''Son, we need you sit down with us.'' responded Carl patting an empty seat at the table.

''What's going on guys?'' asked Ben nervously as he sat down.

''Well Ben, it is something very important.'' answered Max.

''Your father and I have been talking it over with your grandfather.'' said Sandra.

''Talking about what?'' asked Ben confused.

''Well son, we've all talked and agreed that you need to go back to high school and graduate like a normal kid your age.'' answered Carl.

''What are you talking about? I don't need to go back to high school, when I'm busy saving the world.'' stated Ben.

''We get that you have responsibilities that need to take care of but school is not being one of them is a big problem.'' reported Carl.

''Ben, your parents and I believe that it is best that you go and finished your last two years of high school.'' remarked Max.

''Fine if you want me to back to school, I'll just keep going to Bellwood High and graduate while doing my hero thing, Plumbers credits been keeping me in.'' said Ben shrugging his shoulders.

''That's the thing though son, your mother and I have decided that it would be best if you didn't go to high school here.'' replied Carl.

Ben was confused by that, he didn't know what his dad was saying to him.

''Then where do you want me to school then?'' questioned Ben.

''Japan...Ben you would be going to a very nice school in Japan called Kouh Academy.'' answered Max.

''Why there of all places?'' inquired Ben.

''That's thing Ben, apparently no one in Japan doesn't know who are you or the fact that alien exists.'' explained Max, not sure if that was good or bad.

''How's that? Everyone knows who I am, I'm greatest hero in the universe.'' Ben, confused.

''No one knows why Ben, but that means it is a good thing.'' assured Max.

''Think of it as a blessing in disguise hun, since no one knows who you are, fitting in shouldn't be a problem.'' reassured Sandra, sighing.

''Your mother is right, since practically no one will know who are you can have a normal non alien super hero school life.'' said Carl.

''I want to make you guys feel better but I don't think I should have to go to a school in Japan to do it.'' Ben told his family.

''And we hear you and what you have to say but when it comes to this, we're aren't asking.'' replied Carl.

''It's already been decided, you leave for Japan in two days, the Plumbers and I have set up an apartment for you and the school should have of your information by now and are waiting.'' responded Max.

Ben let out a deep sigh of defeat, he realized that there was no point in fighting this. His parents made up their minds and his grandpa had basically with no option Ben gave up and gave in.

''Okay fine, I'll go to this Kuoh Academy and I'll do what I can to graduate.'' said Ben, scratching his neck.

''I know you may think we are doing this to be cruel to you but know that we are only doing what is best for you.'' reassured Sandra.

''It will only be for two years Ben, all you have to do is study and work hard, it'll be a normal high school for you.'' said Max.


After all of that Ben slowly went up stairs to his room he wasn't happy about what was going to happen but what happened but what could he do? Ben opened his door and went into his room, there he saw to familiar figures standing in his room.

''Azmuth, Professor Paradox, what are you doing here?'' asked Ben.

''Well hello there dear Benjamin, Azmuth and I have come to wish you well on your journey to Japan.'' said Professor Paradox.

''Yeah, that's happening.'' sighed Ben.

''Before you leave, Azmuth here have some gifts for you.'' replied Professor Paradox.

''What would that be?'' asked Ben.

''I have a few things to add to the Omnitrix, such an extend time on how long you can transform and how many times you can transform along with some new transformations.'' answered Azmuth.

''I do believe there is more that you are giving to Benjamin here?'' Professor Paradox asked Azmuth.

Ben looks down at the old Galvan working on the Omnitrix, wishing he'd just take it off when he did it now.

''The Time Walker has informed me of where you will be living and what may or may not happen while you are there, so I want to keep my Omnitrix safe since you have the Omni-Kix armor, you more power so decided I have reinstalled the evolution function into the Omnitrix.'' answered Azmuth.

''I thought you hated that feature?'' asked Ben, confused.

''I have a strong distaste towards my former assistant's function but I and the Time Walker feel that it is well necessary for where you are going.'' answered Azmuth.

''Wait, is something bad going to happen to me over there?'' questioned Ben, rightfully worried.

''Oh no my dear boy, nothing is going happened to you yet, you wouldn't need to worry about such manners.'' answered Professor Paradox easing Ben a bit.

''Okay then, I'll your word Professor.'' said Ben.

''I am finished, now take me back to my lad, make it quick.'' replied Azmuth hopping onto Professor Paradox's shoulder.

''Well will be seeing you Benjamin.'' responded Professor Paradox before teleoprting out of the room.

''So long!'' exclaimed Ben.

Ben sat down on his bed and looked at the Omnitrix, it was upgraded, even better than before. Ben wondered what new transformations he got and which form would he go ultimate from He unlocked new ones from his road trip across the universe with Gwen, Kevin and Rook. Bot then something else came across Ben's mind.

''How the heck am I going to learn Japanese in a day?'' asked Ben to himself.

Then it hit Ben, looked down at his Omnitrix and smirked a bit.

''Translation function, don't fail me now. Seriously, that got old quickly.'' said Ben.


Flashback Over Ben's Apartment

A lot happened that day and Ben still couldn't believe that he was here in Japan and was going to be starting school tomorrow. So far Ben hadn't run into any problems but that didn't mean he wasn't worried that something might happen. Ben wanted to make his family happy and proud and wanted to do right by them and try his best to graduate.

''Man, it's is getting late.'' Ben said to his himself as he looked at the clock next to his bed.

Turning off the light and laying down in his bed. Ben looked at the ceiling and slowly started to go to sleep. Ben needs all of his energy tomorrow, it was going to be a new busy day for him.

''Let's hope there isn't problems tomorrow.'' replied Ben as he closed his eyes.

The next day the sound of an alarm clock going off woke Ben up from his sleep. As he rocketed up out of bed grabbed his alarm clock and saw that it was 6:00 a.m.

''Great.'' said Ben.

Slowly but surely, Ben got up from his bed and began to get ready for the day. It didn't take Ben long to take a shower and get dressed for school. Ben opened his closet and found the school uniform that Ben would have to wear for two years.

''This just keeps getting better and better.'' said Ben to himself.

Once Ben put on his uniform he grabbed his backpack with everything that he would need for school. Ben also made sure to grab the directions to his new school. When got outside he saw that it was 7:!0 a.m., he was almost late for school. With no real option Ben lifted up his arm and looked at the Omnitrix.

''This an emergency so I don't think Grandpa will mind.'' replied Ben.

Ben quickly scrolled through the playlist of the Omnitrix and found an alien to help him get to school, noticing the annoying fact that the face-dial was merged with the very familiar full body holograms. Once Ben selected the alien, the faceplate of the Omnitrix dial popped up. Ben slammed the dial and he was bathed in a flash of green light. When the green light died down standing in Ben's place was a semi-armored Velocriaptor-like alien. He has black orbs on feet, black tail with five blue stripes and bulky claws on his fingers that can only be open and close. He wears a cone-like helmet with a protective visor that slides over his face which covers a blue face with green eyes, black lips and stripes running down and in between his eyes; the rest of his head's features are unknown. He wears a black bodysuit and turtleneck-like shirt with a white stripe on the center. He wears the Omnitrix symbol on his chest.

''XLR8!'' he shouted in a raspy voice. ''Well what do you know I need to beat feet.'' he grabbed his school bag.

His visor went down over his face as he quickly sped off towards where his new school was before he ended up being late on his first day.


Kuoh Academy

XRL8 zoomed towards some bushes just outside of the gates of Kouh Academy. Quickly he transformed back to Ben before anyone saw him as an alien, just in case a fan saw him. Looking around to see that coast was clear, Ben grabbed his bag and began to walk to hear some people talking about him as he walked.

''OMG is that the new transfer student he's kind of hot.'' commented girl 1.

''Wow look at him he's fit and looks kind of strong looking too.'' said girl 2.

''I hope hes not a pervert then it will look bad in front of us and not liking him.''

''He's like the Second Prince here.''

The boys got angry at Ben for stealing the girls from them.

Something was going through Ben's mind, it was the fact that no one rushed him and asked him about being a hero. He guessed his grandfather was truly right about no one knowing about him and anything alien related. Ben couldn't think about that right now, he needed to find out where the student council office was.


Occult Research Club

Unknown to Ben he was being watched by a beautiful long red haired girl Rias Gremory the President of the Occult Research and the school's Number One Beauty who was already watching him from the window. She felt something strange in him.

''Akeno who is that boy?'' asked Rias.

''Oh he's the new transfer student why is it because there is something good or bad about him or something else?'' asked Akeno. Who a beautiful girl with long black hair in a long ponytail with an orange ribbon keeping it in place. She also the Vice President of the club, Rias's best friend and of the second the school's Great Ladies along side with Rias.

''Both. I felt something powerful in him and it's stronger than my brother or God's powers.'' answered Rias.

''Well I hope he's not an enemy but he does look kinda handsome to me and good looking like Issel. And this vibe that he will protect you.'' said Akeno.

''I guess but well keep a close eye to him in case he is or not, you can send Koneko.'' responded Rias.

''Okay president. I'll watch him and see what he will do when he sees me or tell Koneko to watch him.'' stated Akeno with a seductive smile.

''Fine but don't mess around too much okay.'' reported Rias looking at her.

''Will do.'' remarked Akeno.


''I fell like someone talking about me right now I hope it's good or not like a evil intention because they wish they didn't mess Ben Tennyson.'' thought Ben.

''High energy around this area unknown DNA found.'' said the Omnitrix.

''What could that mean...maybe its picking up something around the school, but which kind its though.'' muttered Ben to himself.

Ben finally found the Student Council Office. He entered the room. Inside of the office Ben walked in and looked for someone.

''Excuse me, is anyone here?'' asked Ben.

''Who might you be?'' a voice asked Ben.

Out of the corner came a girl with long black hair wearing glasses.

''I'm Ben and I'm new here.'' answered Ben.

''Ah, Tennyson, you must be here to pick up your schedule?'' inquired the girl.

''Yes, I was wondering if I could get that and get to class before I'm late.'' answered Ben.

''Tsubaki, who you have there?'' a voice questioned the girl.

Soon another girl came out, she had short black hair and also wore glasses.

''Lady Sona, we have a new student, Mr. Tennyson and he's here to pick up his schedule.'' answered the girl now named Tsubaki.

''Hello there Mr. Tennyson, I am the the Student Council President Sona Shitori.'' introduced the girl with the short black hair.

''Hey there, you can just call me Ben, hey I was wondering if I could get my schedule and be on my way?'' asked Ben.

''I see, Tsubaki, go and get Ben's schedule.'' Sona said to Tsubaki. ''What is this powerful energy what Scared Gear that has this much power at all? Could it be something more than something we all haven't seen before. Just who are Ben Tennyson?'' she thought.

Tsubaki left to go and get Ben's schedule for him.

''Now Ben there are some rules in this school that I expect you to follow, do you understand?'' Sona asked Ben.

''Yes ma'am, I understand.'' nodded Ben.

''Now, I expect you to be a well behaved student, no perverted actions, I also expect you to follow the school guidelines and be a respectful student.'' said Sona. ''Do you understand?''

''Yes, I understand, I'm not that type of guy, I came here to learn and be successful.'' answered Ben.

''That is good to hear, I expect good things from you.'' replied Sona.

''Lady Sona, I have Mr. Tennyson's schedule.'' responded Tsubaki.

Tsubaki handed Sona Ben's schedule and Sona handed it over to Ben.

''Now, I am being to be showing you to your first class, after that you are going to have to find someone to help you or go at it alone.'' Sona told Ben.

''Okay, thanks for that.'' nodded Ben.


Sona had led Ben to his first class and went into further detail of the school and the rules that Ben would have to follow. Once Sona and Ben had reached Ben's first class, Sona stopped and turned to Ben.

''You will wait out here, I am going to talk to the teacher.'' Sona told Ben.

Ben nodded and waited for Sona to go and talk to his teacher. It didn't take long for Sona to go into the classroom and talk to Ben's teacher. As quickly went in Sona came out and told Ben to go into the classroom. Ben thanked Sona once again and then entered the classroom to see his teacher standing by the whiteboard.

''Now Mr. Tennyson, I am going to have you introduced yourself to the class and then the class will be able to ask some questions.'' the teacher told Ben.

''Hey I'm Benjamin Tennyson but please just call me Ben. So please I hope you can take care of me with kindness and respect as should I do the same for all of you. I am from America, I lived in a town called Bellwood, I'm 16 and I enjoyed comics, video games and drinking smoothies.'' said Ben introducing himself to the class.

Some of the students in the class raised their hands to ask Ben some questions. The teacher quickly called one student after another. Their questions were a bit the same, what is America like, how long are you going to be staying here, do you have a girlfriend, are you single. Those types of questions were asked to Ben. The teacher then called on a female student with long blonde hair.

''Yes Miss. Argento, what is your question for Mr. Tennyson?'' the teacher asked the girl.

''Well I was wondering how long Ben has been studying Japanese to be so good at it?'' asked the girl.

''Well you see, I kind of been practicing since I was 10 years old, it started out with Japanese video games.'' answered Ben while kind of lying to the girl and the class.

''Well if that's all you can sit next to Issei Hyoudou if you please raised your hand.'' said the teacher.

Ben see a brown hair boy sitting raising his hand.

''Oh no he's sitting next to the perv.''

''Don't sit next to him sit next to me instead.''

''No me.''

''It's okay ladies I'll never turn into a perv ever I promise that.'' Ben told the girls with hearts in their eyes.

''Hey I'm Issel Hyoudou.'' introduced Issei.

''Ben Tennyson.'' he shake his hand. He sat down on his seat and got ready for the lesson.

''Alright class, please take out your books and turn to page 40, Mr. Tennyson can you share a book with Mr. Hyoudou.


Class had gone on and Ben had done his best to stay awake and not fall asleep. He had made a promise to his parents and grandpa that he was going to do the best that he could in class. That meant no more slacking off and getting his work done on time. Ben took notes of anything that sounded important and might be on a test. This time around things were going to be different, Ben was going to try and get at least an A in all of his classes.

Once class had finished and break began, all of the students in class began to circle around Ben and asked him all their questions that they weren't able to asked him, some of them hushing each other, saying things like the others don't know, don't say anything! Ben had always liked being a famous hero back home but now he wasn't feeling the same way.

''Hey man.'' someone called out to Ben he turned to see Issei.

''Yeah what's up Issei what you need?'' asked Ben.

''I wanted to know if you wanted to hang out at lunch?'' asked Issei.

''Huh...Sure why not dude.'' answered Ben.

''Cool dude I want to introduced you to some of my friends from Occult Research Club.'' said Issei.

''Yeah sure why I'm not really know what's going on around here because I'm new so why not'' replied Ben.

''Well come. Hey Asia we're going to the club room so come one.'' Issei told the blonde hair girl with green eyes.


Occult Research Club:Old School Building

As they make it to the old school building. Issei knock on the door.

''Come in.'' said a faint voice behind the door.

As they walked in that inside was all nicer then the outside.

''Hello Issei and Asia.'' said a red hair girl. ''Oh who is this with you?'' she asked.

''Oh hey I'm Ben, Ben Tennyson.'' introduced Ben.

''Well hello my name is Rias, Rias Gremory.'' introduced the girl now named Rias.

''Nice to meet you Rias.'' said Ben.

''What brings you here today?'' she asked.

''Oh well Issei brought me over to each lunch and meet his friends that are in his club.'' answered Ben.

''Well it's nice to have you here Ben.'' responded Rias. ''Who are you what is this power and energy coming from you?'' she thought.

After school was over for the day.

The Occult Research and Student Council were talking about Ben.

''So you sense powerful energy coming from him too, Rias?'' Sona asked her childhood friend and rival.

Rias. nodded.

''Rias do you think the new guy is a friend or enemy to us?'' asked a girl with silver-white hair this is Koneko Toujiou.

''I don't know but whoever he is it giving of this much power is powerful then my brother.'' said Rias.

''WHAT?!'' exclaimed everyone who knows this power but fears what would happen if everyone is going to think they can use him or anything like that.

''We should do about him, Rias?'' asked a boy with blonde hair this is Kiba Yuuto.

''We gonna have keep a eye on him to see is he good or bad in case Fallen Angels will be after him.'' said Rias.

''Alright I'll will leave everything to you Rias.'' replied Sona as she and the Student Council left the room.

''Okay everyone get some rest for tomorrow Rias told the rest of the club.

''Okay.'' everyone else left and go home.

''I just hop that the Fallen Angels won't come after you Ben Tennyson.'' thought Rias thinking what to do with Ben.


A/N:That it for the first chapter of my brand new Ben 10 and High School DXD story I hope you guys enjoyed it.

Like my other stories Ben's aliens before Omniverse will their Alien Force and Ultimate Alien designs because I like them before Ben 10:Omniverse.

There will be OG aliens in the story including the non-canon ones as well.

Ben will have Angel, Fallen Angel and Devil transformations in the story. And give him all 4 of the functions.

The story takes place before the fight with Riser.

Anyway that it for now see you guys in the next chapter bye for now.