A/N: I plan to follow the shows from OG all the way to Ultimate Alien and plan on ending it there. I won't touch Omniverse because to be fair I haven't even seen it, but some episodes I will use from Omniverse, but I won't tell you which. Originally this wasn't supposed to be a Crossover, but since I added and plan on adding more Marvel characters throughout the series then I'll label it a Ben 10 & Marvel Crossover. It'll be both the MCU and Marvel Comics.
Chapter 8: Side Effects
A large abandoned apartment building resided in a rural area of California. Two construction workers were stationed inside the building deciding what part of the apartment they should knock down next.
"Ya'know if Councilwoman Liang wanted this building demolished, why'd she wait so long before having it teared down?" One of the construction workers asked.
"My guess is that not all the board members agreed to tear it down. Considering some of them consider this a national landmark." The other construction answered.
The construction worker scoffed loudly before laughing, "Those old bastard's consider this condemned building a national landmark?!" He laughed harder as his friend tried to stiffle his own laughter.
"I know right!" He roared in laughter, before a loud sound crashed behind them gaining both their attentions, "What was that?"
"What do you think? It's probably, Sean, tryna give us a good scare." He chuckled, wiping a tear from his eye.
"Yeah, you're probably right." He agreed, before a blur rushed behind them gaining their attention again, "Sean, come on! This isn't funny anymore!"
"Yeah! Come out, or you'll regret it!"
"Leave...this...house...before...you...DIE!!!" A voice warned eerily. The two workers unconsciously backed up bumping into each other.
"Come out, you cowardly bastard!" He yelled, picking up a large wrench while his cohart picked up the staple gun.
"Ye-yeah. We're not afraid of you!" He stuttered out, holding his staple gun up while gazing around cautiously.
"Leave...NOW!!!" The voice roared in anger as a blur raced into the darkness.
The two workers glanced around cautiously before the one holding the wrench vanished dropping his weapon in the process. The one holding the staple gun turned around immediately when he heard his friends cries of pain. His eyes immediately widened in fear as he dropped his staple gun and ran towards the exit. Just as he was able to leave the blur tackled him into the darkness, leaving behind his screams of pain.
In another part of California, a robbery was currently underway with the robbers in a blue Sedan. The Rust Bucket was currently in hot pursuit of the robbers. The blue sedan did it's best to try and lose them, but they weren't going anywhere.
"Where's Ben?" Max asked as Gwen gazed into the back of the RV where the hero in question was gone.
"Beats me." Gwen answered as they kept their gazes on the get away car. That was until Gwen felt a sudden chill run up her back, "Grandpa, do you feel that?"
"You don't think-?" Max begun as they saw a large moth alien flying above them.
"Yeah, he turned into Big Chill." Gwen answered.
The Necrofriggian gazed blew at the sedan before gazing at himself, "Was going for Chromastone, but I'm sure I can make this work." He uttered to himself, "Now there's a few ways I can get this done? Which way should I go?" He grinned before his wings closed in around him and he vanished from view.
"Where'd he go?" Gwen looked at Max who shrugged.
"Who knows, your cousin has a weird way of dealing with bad guys." Max answered.
Inside the get away car, there were four robbers, two in the back shooting at the RV, and two upfront. They were so distracted with getting away they didn't realize the temperature in the car started dropping drastically.
"Why is it so cold in here?!" Robber #2 asked shivering profusely.
"Did you turn the air on?" Robber #3 asked sitting in the car while reloading his assault rifle.
"Does it look like I did?!" He yelled angrily.
"Will the both of you shut up!" The leader yelled as he spun the steering wheel.
"Yeah, besides we're almost home free!" Robber #4 replied.
"I wouldn't be too sure on that." An eerie, chilly, ghostly voice replied making all four robbers gaze at each other.
"Did you hear that?!" Robber #3 asked alittle spooked.
"I'm sure it's just the wind or something." The leader replied curtly.
"Yeah, it could have been anything." Robber #4 agreed.
"Now, now, now, I'm not just anything. I'm a ghost. OOOOOO~! AHHHHHHH~! You shouldn't have robbed that bank~! Now, you have to answer to the ghost of BIG CHILL~!" Big Chill echoed out frightening the robbers.
"GUYS, IT'S A GHOST!" Robber #2 yelled.
"PULL OVER!" Robber #4 yelled terrified.
"DUMP THE MONEY!" Robber #3 yelled.
"WILL YOU ALL SHUT UP!" The leader yelled angrily, gazing around the car, "SHOW YOURSELF!"
The ghostly voice known as Big Chill had to cover his grinning mouth to keep from laughing. He silently cleared his throat before, he spoke again, "Since you asked so nicely." He revealed his moth like form wearing a dark raggedy cloak, with three emerald eyes glowing from underneath his hood. His sharp claws and talons looked ready to slice through flesh.
The four robbers went eye wide as Big Chill revealed himself to be seated between robbers 3 and 4. The leader glared, "Look boys, it's a freak!"
Big Chill sighed, "That's hurtful. I have feelings ya'know."
"What is it?!" Robber #3 looked baffled on the unfortunate events.
"It's like some giant bug man." Robber #2 answered skeptically.
"Meaning we need a giant shoe to kill it!" The leader glared.
"Or a gun!" Robber #4 was already pointing his gun at him when Big Chill elbowed him in the stomach, robber #4 groaned in pain dropping his gun.
Robber #3 shook off his initial shock as he aimed his gun at him when Big Chill pushed his gun upwards as the bullets erupted from the gun colliding with the roof of the car, leaving small holes in the ceiling. Big Chill punched him in the chest as robber #4 grabbed him from behind.
The leader gazed at robber #2, "Shoot him!" He nodded quickly before taking aim at the struggling alien who headbutted robber #4 in the nose. Big Chill had to grin when he heard a loud crunch after the attack, he thrusted his hand outwards, freezing the gun in robber #2's hand, robber #3 tried aiming, but Big Chill kicked him in the chest. Robber #3 collided with the window cracking it upon impact when the leader aimed his pistol at him.
Big Chill immediately turned intangible as six bullets whizzed harmlessly through his body. Big Chill reverted back to normal as robber #2 tried to use the frozen gun as a bat. The frozen rifle collided with the Necrofriggian's forearm, who in turn uppercuttered the older man. The robber collided with the dashboard hard. The leader swerved left and right to disorient the moth monster when robber #3 grabbed him from behind.
Big Chill turned intangible again, as robber #3 passed through his body colliding with robber #4. The leader glanced into his rearview mirror to see the three eyed moth alien grinning at him. That's when he suddenly felt cold, really cold. He gazed down to see the moth aliens transparent hand through his chest. His body was soon encased in ice before he heard it's ghostly voice.
"Pull over." Big Chill stated before freezing the tires of the wheels causing the car to flip over. Big Chill turned intangible before phasing out of the car before lowering himself to the ground.
The get away car started coming to a sudden stop after crashing into multiple cars. Big Chill tossed all four robbers into the street in ice covered handcuffs. He grinned before he caught sight of the familiar red and blue flashing lights approaching, "Seems my times up, cya guys later." He winked before vanishing before them.
As Big Chill was making his way back, he spotted a large truck with a large plastic ice cream ontop. He internally licked his lips before smirking, "Guess I do deserve a little treat. Given my icy personality." The Necrofriggian soon phased through the ice cream truck and helped himself to the frozen treats inside.
The Rust Bucket soon came to a halt as they caught sight of the robbers being arrested. Gwen and Max soon got out to find no sign of Ben aside from the ice residue he left behind.
"Where is he?" Max asked alittle worried.
"I don't know." Gwen answered, "Here I'll call him." Gwen soon pulled out her phone and dialed her cousins number. It rung a few times before they heard a familiar noise up ahead, "Hey, grandpa do you hear that?"
"Yeah, it sounds like Ben's phone." Max replied as the two tracked the ringing device before stopping infront of an ice cream truck.
"My money says Ben's inside." Gwen soon hung up her phone to hear the ringing inside die out as well.
"Hopefully your money's right." Max replied as he opened the double doors to the truck to find a large cloud of frost engulf them. The two shivered intently before a silhouette was spotted inside, "Ben?!"
Ben was huddled behind the passengers seat, pale as a sheet, his nose; red and runny, shivering and sneezing like a manic. He was clutching his jacket tighter to his body to keep himself warm, but it wasn't working. On the ground scattered around him were empty ice cream wrappers. His eyes were red as he saw his grandpa and cousin, "A li-litt-little hel-help here gu-guys." He stuttered out. The duo gazed at each other before helping the hero back to the RV. Where they gained a bit of distance from the crash sight as Max took his temperature.
"Just as I suspected, you've come down with a Summer cold." Max relayed the news to his grandson who was laying in bed, with heating pad underneath him.
"Aw, man. This is just great. I'm sick while on Summer vacation. Can this day get any worse." He uttered his nose stuffed up with snot as he sneezed. He grabbed a tissue from the box next to him and blew into it.
"Sorry Ben, but I know just the thing to help you get over this cold." Max grinned.
"I hope it's not some stupid remedy from when you were a kid, is it?" Ben glanced at his grandpa, his head pounding like a drum.
"Stupid? Ben, rest assured this remedy is gonna cure you." Max tried to reassure him, "Just gotta pick up some items in Chinatown." Max walked to the drivers seat and started up the RV.
Ben glanced over to his cousin who was reading through her spell book, "Any progress coming along that could cure this cold instead of grandpa's stupid remedy?"
Gwen tore her gaze away from the book taking her glasses off, "Sorry to crush your spirits, Ben, but gotta use Grandpa's remedy." Ben groaned in annoyance as he hopped out of bed. He was wearing a tank top and sweatpants, with a distinct familiar small watch attached to his left wrist.
As soon as his feet touched the ground, he could feel the room spinning as he immediately rushed to the bathroom and vomited. Gwen stood outside the door worried about him, "Ben? You alright in there?" Gwen didn't get an answer as she heard Ben vomiting his guts out.
Ben soon flushed the toilet before grabbing a towel and wiping his mouth. He proceeded to brush his teeth rinsing the vile taste of vomit away. He used mouth wash before spitting it out and exiting the bathroom, "Peachy." He uttered before wobbling over to the booth.
He grabbed his jacket that was hanging off the booth and placing both arms through the sleeves before pulling it onto his body, "Are we there yet, grandpa?"
"Just about there." Max responded as Gwen took a seat in the passenger seat.
As the trio was walking through Chinatown, looking for ingredients for Max's famous cold remedy San Ju Yen Pein. As they were walking they noticed a parade happening up ahead.
"What's going on?" Gwen asked gazing around at the ongoing parade near the square.
"Seems to be a festival of some kind." Max answered as they got closer to the square. They could see an Asian woman in a business suit, standing infront of a podium.
"I am councilwoman Liang, and I'm here to propose my redevelopment program. I can atest that everyone isn't attune to change, but I can assure you it's for the best of everyone here." Liang spoke, "My redevelopment program is-" She was suddenly interrupted by a large buzzing sound.
"What is that sound?" Ben asked groggily, he placed his hands onto his ears. The buzzing noise was making his headache pound in his ears.
"I believe it has something to do with that!" Gwen pointed above as a large swarm of Wasps descended from the sky, aiming for the civilians crowded in the square.
"Everyone, run!" Liang screamed in panic before the frightened civilians rushed away screaming in fear.
Ben looked towards the swarm of wasps, fighting off the urge to sneeze when he saw a silhouette flash through the mob in the swarm and he couldn't help fight the feeling something was definitely wrong here. He suddenly rushed away bumping into people as he raced away to hide behind a building, "It's hero-" He begun, but immediately sneezed, "Time!" He activated the Omnitrix and begun scrolling through his playlist landing on one and slammed his hand onto the faceplate.
"Gwen, where'd Ben go?" Max asked through the crowd of people pushing pass them.
"No idea, he was just here." Gwen replied. When a loud crash echoed out as everyone turned towards the stage where Liang was. It was a man, but at the same time it wasn't.
The man was tall, with a yellow and black coloration. He had two arms, with another two on his hips, and his legs were extremely thin. He had a black jacket on, with the hood up. He seemed to have a pair of large wasp like wings on his back. His eyes were pure black, he had antenna's propped downwards under his hood. On all four wrists, he had stingers on them.
He glared at Liang with hate displayed on his face, "YOU! This is all YOUR FAULT!" He yelled before raising his arms as the wasps obeyed his command and rushed toward the Asian woman.
She closed her eyes in fear, when a nasally voice echoed out, "Sorry pal, but councilwoman Liang isn't taking any questions." She opened her eyes to see a large plant monster shielding her from the wasps.
SwampFire stood infront of Liang, but he looked drastically different compared to how he normally looked. His vines went from dark green to a dark navy blue. His fiery hair was changed from orange, yellow, and red to Egyptian blue, sapphire blue, to baby blue. His forearms went from orange-yellowish to maya-royal blue. With the Omnitrix badge wrapped tightly inside his dark navy blue vines. His emerald eyes glowing brightly.
Max and Gwen gazed at each other in confusion to SwampFire's new appearance, "What's wrong with SwampFire?"
"I don't know." Max's gaze hardened a bit concerned on SwampFire's drastic coloration change.
"Get out of my way. My problem isn't with you, it's with Liang." The wasp man glared at the Methanosian.
"Well if you have a problem with her, then you have a problem with me, weird wasp man-thing." SwampFire retorted as the wasp man lunged forward and grabbed SwampFire by the side of his face, slamming him, face first into the ground below the stage. The wings on his back started flapping rapidly before the two took off, with him running the Methanosian's face into the concrete.
SwampFire gritted his teeth before he reached over and punched the wasp man in the jaw. The vines slowly wrapped around his mouth as the wasp man released his grip on SwampFire. The Methanosian rolled back repeatedly before gripping the ground tightly tryna stop himself. The wasp man flew into the air glaring darkly at the Methanosian who urged him forward.
"Why don't I show you why he's called SwampFire?" He chuckled before raising both arms as the wasp man got closer and closer. The grin on his face grew wider, "Hope your into deep fried wasps." He quipped before tryna shoot flames from his hands at the wasp man-thing when nothing came out, "Huh? What the hell is going on? Wait, why am I blue?" SwampFire finally took notice of his drastic appearance when the wasp man grabbed him by his face and smashed him into a building.
"Why don't you choke on this!" He yelled before the stingers on his three wrists sprung upwards all impaling the Methanosian in different places.
"Your so lucky, I'm not roasting you alive." He choked out as the stingers pushed deeper into his body. The wasp man glared before breaking the stingers and punching the Methanosian repeatedly in the face.
SwampFire couldn't do anything, but take the beating. First, he was sick. Second, he was different colors of blue. Third, his pyronetics weren't manifesting and he didn't know what to do. As the wasp man kept beating the Methanosian into submission, SwampFire yelled out as thrusted both hands outwards and a turrent of water blasted the wasp in his chest. The wasp man was launched into a nearby car.
SwampFire raised internal eyebrow, "Water? I can control water?" His quiry was soon short lived when the wasp man roared before flying at him with his stingers out. SwampFire pulled himself free of the stingers that were pinned to his body as the vines in his forearms sprung into a small daggers. The alien and mutant bug clashed. The two non humans begun their onslaught on each other, as the vine daggers and stingers clashed repeatedly slicing each others bodies.
The Methanosian kicked the wasp man in the chest sending him sliding backwards as the wings begun flapping rapidly. He soon took off as he rushed the Methanosian who blasted balls of water at the wasp who dodged each attack. SwampFire flipped onto his hands dodging the wasp who blasted another turrent of water at the wasp man's wings. SwampFire watched as the wasp man collided with the ground his wings too water to fly away.
The wasp man glared at him, "This isn't over, you freak!"
"You're seriously calling me a freak? Have you not looked in the mirror recently?" SwampFire raised an eyebrow.
"I'll be back!" He yelled before the wasps swarmed around him as he disappeared when he heard a loud scream. Turning around he watched another swarm take councilwoman Liang.
His eyes widened in shock as he launched multiple waterballs at the swarm, but they were getting too farther away. He was about to take off after them when a loud blaring sound gained his attention. He gazed down to see his badge flashing red and in blinding red light, he was reverted back to normal.
Ben was pale as a sheet, his red eyes and red nose were still there even as SwampFire. He clutched his jacket tighter to his body before he heard his grandpa and cousin.
"Ben? Ben? Where are you?"
The sick Tennyson boy walked over to his cousin and grandpa, "Ben? You alright?"
"Aside from this stupid cold, I've been better." Ben replied sneezing.
"Bless you. What happened to councilwoman Liang?" Gwen asked.
"That creepy mutant thing took her." Ben answered sighing sadly.
"It's okay Ben, you did the best you could. Come on let's go back to the RV, I've got the ingredients for the remedy."
Back in the Rust Bucket, Max was cooking up his famous San Ju Yu Pein cold remedy. Ben was lying in his bed while Gwen was doing research on the mutant wasp man.
"By the way, Ben, do you know what was wrong with SwampFire?" Gwen asked gazing at her cousin.
"No. His color were various shades of blue and instead of fire, I could control water." Ben answered.
"It probably has something to do with your cold." Max answered.
"My cold?" Ben questioned.
"Yeah, it seems that your cold is transfering over to your aliens." Max guessed which made alittle sense as to why SwampFire was blue and able to control water instead of fire.
"Can this day get any worse." Ben slammed a hand onto his face, "Great, now my aliens are getting sick."
"Found anything, Gwen?" Max asked.
"Yeah, the wasp man is named Clancy, some scientist that experimented with tons of insects and arachnids. He opposed Liang's program, because his apartment complex is one of the buildings that's being torn down." Gwen replied turning her laptop towards Max.
"Sounds like a good motive to me. Does it have his address down there?"
"Probably, why do you ask?"
"I have a feeling that's where he took Liang. Let's hurry up and get over there." He poured the remedy into a jar and walked over to Ben's semi-consciousness form, "Drink this kiddo, it should help. Get as much rest as you can because we're gonna go save the councilwoman."
Ben gave him a thumbs up before screwing the lid to the jar. The smell wafted up into his face as he almost barfed again, "Ugh, what's in this?" Ben asked.
"I'll tell you later. Right now we need to get moving." Max answered as he took his place in the driver's seat before driving off.
Ben held his nose before gulping some of the cold remedy down. He gagged, "This is disgusting."
It was fifteen minutes later, when the Rust Bucket stopped infront of a condemned apartment building. Max came out of the RV, with Gwen, and a sickly Ben who was in his usual attire carrying the remedy. He quickly took another swig of the remedy before screwing the lid back on before placing it inside his jacket.
"Is this the place?" Ben asked gazing at the four story building, that had board's on the windows. The paint was peeling, and holes in various places.
"Yeah. Come on let's go find Liang." Gwen answered as the trio journyed inside the door. They gazed around the destroyed first floor.
On the top floor, Clancy was extremely different now. He had two large fangs, six additional eyes, and grew four additional arms. On his back was a large red hourglass. He resembled a humanoid version of a black widow.
Liang was backed into a corner, on the ground beneath her were thousands of black widows, "Why are you doing this?"
"You really think I'd allow you to tear this building down? My grandfather built this building from the ground up. I won't ever allow anyone to take my home away!" Clancy yelled, he was hanging upside down from the roof.
"I'm sorry! I won't touch your building! Just let me go!" Liang pleaded.
"Sure you won't, but the only way you won't destroy my home is by killing you." Clancy remarked. Liang screamed loudly as he commanded the widow's to advance.
Ben, Gwen, and Max soon heard her cries of fear. Ben was already scrolling through his playlist before landing on Humungousaur. He slammed his hand downwards as he was engulfed in an emerald light.
Ben's skin started turning scaly and dark shade of brown. He grew till he was twelve feet tall, with a long tail swinging behind him. His teeth grew into fangs, he grew two large separate fangs on the side of his head, as he grew claws on the ends of his nubbed feet. He grew armor plating on his arms, shoulders, and chest, with silver spikes running from the top of his head down his back, some appeared on both his forearms, and two more appeared on the back of his legs. The Omnitrix appeared on his armorfied chest, "HUMUNGOUSAUR!" The Vaxasaurian exclaimed.
Humungousaur grabbed Gwen and Max before launching straight through the second floor. Gwen soon took in his appearance, Humungousaur wasn't his normal shade of brown, but a darker shade of brown. He had hives on his back, forearms, and neck.
Gwen could smell his oder and it was putrid, "Ugh, Ben what's that smell?!" Gwen and Max plugged their noses from his smell
Humungousaur couldn't really comment as he launched through the third floor, "No time, Gwen, gotta save Liang."
"Then hurry up, we're dying over here!" Gwen yelled as Humungousaur launched through the last floor. Liang and Clancy gazed over at the dinosaur aliens sudden appearance.
Humungousaur placed Gwen and Max down. He glanced at Clancy and saw his newest form. He went from a wasp to an arachnid, "It's over, Clancy! Let Liang go or else!"
"I should destroy you for destroying my HOME!" Clancy yelled before he launched off the roof and tackled Humungousaur into the ground as some of the arachnids descended from Liangs body and started advancing on Max and Gwen and the alien dinosaur who was busy going for round two with the mutant insect.
Max and Gwen tried to help Liang. Humungousaur punched Clancy straight into his chest sending him straight through the wall. Humungousaur raced over to help his family and Liang when he felt something coming. Max and Gwen hid behind a pillar as Humungousaur sneezed hard on Liang. The arachnids were soon dispersed from her body as she was covered in alien dinosaur snot.
"Oh, sorry." Humungousaur chuckled nervously.
Liang had annoyed look on her face, "Just get me out of here."
Max and Gwen rushed over to help Liang when Clancy came back into the room flushed in rage. He was red, with four arms, and two long legs with talons on his feet. He had two fangs with long antenna's with four eyes.
"You will not be leaving here alive!" He raised his hand as a swarm of fire ants descended from the ceiling and the ground, "ATTACK!" The fire ants rushed forward and soon covered Humungousaur's entire body.
"RUN!" Humungousaur yelled as the fire ants were soon biting the absolute shit out of him. The Vaxasaurian was itching his entire body as Max, Gwen, and Liang tried to get away when the floor started giving out above them.
Max grabbed hold of the floorboard, while Gwen was wrapped around his legs, and Liang trying to hold onto Gwen's legs. Humungousaur is itching his body all over as he punches his ant covered fist through a pillar. The building started rumbling.
"BEN!" Max and Gwen yelled to try and get his attention as he sneezed on body to try and rid himself of the fire ants. As the fire ants kept coming, he collided with another pillar and then another.
"STOP!" Clancy yelled in anger seeing the building about to come down. He quickly recalled his ants back to hold up the building. Humungousaur sighed in relief before rushing over to his grandfather.
"BEN!" Max's grip was slipping as he finally let go, but Humungousaur grabbed his arm pulling the trio upwards. Wrapping his arms around them he soon descended down the large hole.
Humungousaur went down another hole he caused before descending down to the second floor. He then went down another where he put the trio down, "Go! I'll meet you outside!" The trio soon raced out the building as Humungousaur charged and started destroying the pillars bringing the building down, "Suck on that, bug boy!" Humungousaur yelled before rushing out the building.
"NOOOOO!!" Clancy yelled before the building collapsed ontop of him.
Humungousaur gazed around to find a snot covered Liang, his grandpa, and cousin, "Everyone okay?"
"Aside from being covered in dinosaurs boogers, just peachy." She glared at Humungousaur.
"Again, sorry about that." Humungousaur apologized as he then huffed and puffed.
"Ben, don't even think about it!" Max warned, but it fell on deaf ears when Humungousaur sneezed all over the Rust Bucket.
Humungousaur sniffled, "Sorry grandpa." Max gazed in horror at his snot covered motorhome as he soon fainted. Gwen was doing her best not to burst out laughing.
Humungousaur had turned into SwampFire again to rinse off the RV, before they went anywhere. As the group cleaned the RV, the rubble behind them started shifting. Before it exploded in a heap of debris. Flying above them, is Clancy in his wasp form, "YOU WILL ALL PAY FOR THIS! NOT JUST YOU ALL, BUT THE ENTIRE TOWN!"
SwampFire launches a volley of waterballs before Clancy vanishing in a wasp-nado. The timer on SwampFire's badge started flashing red, "Well, times up. Gotta go!" SwampFire blasted the ground with water as he was launched into the air and vanished.
"Hey! Wait-!" Liang screamed, but it was too late as SwampFire was gone. Behind the RV, SwampFire landed exhausted as a flash of red engulfed the area. Ben was breathing heavily, as he grabbed the cold remedy before taking a large gulp from it. He wiped his mouth before recapping the jar and placing it back in his jacket.
He walked around the RV, to see his grandpa regaining consciousness. Liang looked over in his direction, "Hey, where'd those creatures go? I wanted to thank them for their help."
"I'm sure there still around." Ben reasoned.
"Ben, Clancy escaped and wants to exact revenge on the town." Gwen replied.
"Where do you think bug man disappeared off too?" Ben asked as Max rubbed his head.
"I believe he went to the Nuclear Power Plant, only place he'd be able to destroy the town itself." Max answered.
"Let's go!" Ben yelled before he and Gwen raced into the RV.
"Do you need a ride, Miss. Liang?" Max asked.
"No, I'll call a taxi. Go stop Clancy." Liang replied as Max nodded and soon jumped into the RV and drove off.
As the trio arrived at the Power Plant, Ben finished off the remedy before walking after his family. They were walking through a dark hallway. When suddenly the alarms inside the Plant started going off.
"Something tells me he's in the control room." Ben replied before an announcement rung over the intercom.
"Evacuate! Evacuate! The reactor is in critical condition!"
"Let's move!" Max yelled before racing off to the control room with Ben and Gwen in tow. Upon entry to the control room, the trio noticed the control room was smashed to bits.
"What are we supposed to do, grandpa?" Gwen asked.
"We gotta cool down the reactor before it blows. Ben we're gonna need Big Chill." Max replied.
"On it, grandpa." Ben soon started activating the Omnitrix scrolling through his playlist when suddenly Clancy started floating through the window overlooking the reactor. Clancy was brown with two additional arms on his waist, large antennas, and a large cockroach shell with wings.
"Your too late! After this city blows up, I'll be the only one left." He stated as hundreds upon hundreds of cockroaches started storming the reactor.
"I don't think so buddy!" Ben yelled as he slammed his hand onto the faceplate becoming engulfed in an emerald light.
Ben's skin turned a crimson shade or red and black color. He grew an additional third emerald eye above his nose. His hands turned into claws and his feet into talons with only three toes; two in the front and one in the back. His entire body was wrapped in an old raggedy dark red cloak and hood with black spot patterns scattered around which then unfurrow and become his wings and antenna. His shoulders, chest, and thighs grew armor plating on them. The Omnitrix badge appeared in the middle of his chest, "BIG CHILL!" His eerily ghostly voice erupted.
Max and Gwen gazed at Big Chill in shock and wonder, "Ben, why are you red?" Gwen asked.
Big Chill raised an eyebrow as he gazed at his body, "What the hell?! I literally just used Big Chill!" He sighed before Clancy tackled him through another window as they collided into the reactor cores.
"Grandpa, you don't think-?" Gwen begun as Max nodded.
"I do and it's not good. If Big Chill is red, that means he's able to manipulate fire. Something Ben shouldn't be messing with around the reactor." Max answered.
"There has to be something Ben can do?!" Gwen responded.
"Let's hope Ben can think of a way out of this." Max answered.
"Seven minutes until the reactor explodes." The voice announced.
"Because we're running out of time."
Clancy and the Necrofriggian collided at the bottom of the reactor, before the cockroach hybrid launched the ghostly alien into a wall. Big Chill rubbed his back before glaring at the bug master, "Is that the best you can do?"
"You're running out of time, boy! You won't be able to defeat me and stop the reactor in time!" Clancy yelled as he landed twenty feet away from him.
"Bring it!" Big Chill's cloak unwrapped itself taking on the appearance of his wings and antenna. He and the cockroach rushed at each other before colliding. Big Chill punched the mutant bug man away who dodged the attack, he soon grabbed the Necrofriggian by his arm before flipping him onto his back.
Before he hit the ground the Necrofriggian phased straight through it. Clancy went wide eyed at the sudden action before Big Chill appeared behind him and soon swept his weird legs out from under him. Clancy soon kicked the moth alien in the chest, but Big Chill phased through it.
Clancy was soon on his feet before he hopped backwards. He dropped onto all six feet as the wings on his shelled back started flapping rapidly. Big Chill watched as the mutant bug man took flight into the air, "Okay, please, let my powers be something useful." Big Chill muttered to himself as he lifted his hand and waited before he saw a familiar spark in his hand. It soon sparked again, before taking the appearance of a fireball, "Note to self: Big Chill while sick controls fire." He glared at Clancy before launching the fireball.
Clancy dodged it instinctively before divebombing the Necrofriggian. Big Chill inhaled loudly before exhaling hard when a burst of flames shot from his large mouth. Clancy immediately put the breaks as he tried to dodge the onslaught of flames. He threw up his hands when a wall of roaches appeared to shield the blast for him.
When the wall of fire died down, Clancy saw Big Chill gone. He glanced around repeatedly before the alien moth appeared behind him with his fist raised, "Peek-a-boo!" Clancy was taken back when the fist collided with his face, but it didn't stop there another fist hit him square in the stomach knocking the wind out of him.
Clancy bent forward to grab his stomach when the Necrofriggian grabbed him by his neck and kneed him straight in the nose. Clancy tried to punch the Necrofriggian, but he leaned to the left dodging the attack as he coated his fists in flames and delivered it multiple haymakers straight into the bug man's face. Big Chill launched another punch straight into his face sending the mutant flying backwards.
"Two minutes until the reactor explodes." Big Chill went wide eyed before glancing over to the sparking reactor.
"There's gotta be something I can do! Think! Think! If I can't stop the reactor..." He trailed off before gazing at his badge, "...guess I have to absorb it." He looked over to Clancy who was getting back up. He was very thin on time and didn't have time to defeat him.
Big Chill approached the struggling Clancy, "You've thought you've won, but you haven't. There's only one way this is gonna end and I'm gonna be the only one to survive the blast."
"I don't think so." Big Chill uttered before blasting the mutant bug with a turrent of flames. Clancy screamed in agony as the flames were burning him alive. After a few more seconds of roasting the mutant, Big Chill stopped as the charred bug dropped to the ground. Steam was rising off the body, Big Chill swallowed hard before launching into the air heading to the control room where he saw his grandpa and cousin.
"Ben!" The duo screamed.
"You guys need to get out of here. This place is gonna be coming down any minute!" Big Chill warned.
"One minute, thirty seconds before the reactor explodes."
"You don't have much time! Go!" Big Chill yelled.
"Not without you!" Gwen yelled.
"Benjamin, let's go." Max grimaced.
Big Chill shook his head, "Not this time. I know what I have to do and I know the cost. I'm glad I got to spend my final days with you guys. I love you so much. I can hold the reactor for as long as I can."
Gwen was basically crying at this point, "BUT YOU'LL DIE!"
Big Chill floated over to his family, "If it means protecting my family, I'll gladly die for you."
Max didn't know what to say. He was sobbing as hard as Gwen was. He engulfed Big Chill in a hug, "I wish there was another way, I love you so much, Benjamin. And I'm proud of the hero you've became."
"Thanks grandpa." He released the hug before hugging Gwen next, "With me gone, it's your time to step up. Use your magic for good, promise me, Gwen."
Gwen gazed at her alienated cousin before nodding vigorously, "I swear." Big Chill smiled before unfurrowing his wings, "I love you, dweeb!"
"Love you too, Gwen. Now get going!" Big Chill replied before flying back to the reactor.
Max pulled on Gwen's arm as the two Tennyson's made haste to the exit. Big Chill slammed his hand onto his badge before becoming engulfed in an emerald light.
Big Chill's body started hardening into magenta colored crystal. The left side of his arm and part of his body turned a red color while his right arm remained magenta while his right hand was red. Two large pink crystals were located on his back, a medium sized crystal layed on his right shoulder, and a smaller crystal below his right shoulder. His left arm was litered in crystals, four around his shoulder and three going down his forearm. Two were located on his chest, while two layed on his feet. Big Chill's face closed in on itself as it was covered in the crystals, his eyes were emerald. His face was magenta with a mix pink under his chin and above his eyes. A lone crystal took it's place on the top of his head, but it's color was different from the rest on his body, it was red like his body. The Omnitrix badge appeared on his chest with a small red crystal and pink crystal attached to the badge, "CHROMASTONE!" The crystallized alien exclaimed.
"Sure, hope this works." The Crystalsapian replied before placing both hands onto the large sphere. He felt the energy coursing through every microcrystal in his body.
"T-minus 10-9-8-7-6-5-" The countdown soon begun as Chromastone soon begun absorbing every shred of energy onside the reactor.
Once outside, Gwen and Max made it to the RV, where he immediately backed up the motorhome. Gwen was watching the entire sequence till the reactor blew up. While Max was tryna put some distance between the explosion and them. Gwen watched as the Power Plant exploded, sending debris and shrapnel scattering everywhere. The reactor left a huge crater after it's detonation. Gwen watched as the fires raged onward sending large plumes of black smoke into the night sky.
Max hit the breaks before putting the vehicle in park. He walked over to his granddaughter who hadn't taken her eyes off the plant. He didn't know what to say, he didn't know what to do. He placed a hand on her shoulder as she hugged him tightly sobbing into his chest.
"He's really gone." Gwen sobbed.
Max felt the tears rolling down his face as he hugged her back, "I know. I know." Max and Gwen sobbed over the loss of Ben until a sudden knock broke them of their grief.
Max and Gwen gazed at each other before the old man pulled himself away from her to answer the door. Gwen wiped the tears from her face before walking after her grandpa. Max soon swung the door open to reveal a familiar boy standing on the other side.
He had shaggy and messy brown hair, Caucasian faired skin, emerald eyes, dressed in his black and white converse high tops, black jeans, white T-shirt, and emerald emblazoned #10 jacket. The boy in question was covered head to toe in soot, "Hey guys, miss me?" He grinned.
Max and Gwen widened their eyes at the sudden turn of events, "BEN!" The duo engulfed the boy in a tight embrace as the boy laughed before returning the gesture.
"Happy to see you too, guys." Ben remarked. Before the duo looked him over.
"How'd you survive?!" Gwen yelled.
"Easy, I uhm kinda underestimated Chromastone's abilities granted I was able to contain the reactor to just this area, but I wasn't able to absorb all the energy inside. I'm kinda glad the Omnitrix didn't time out in there or else we'd all be meeting in the afterlife." Ben explained.
"That's great, and we're glad to have you back, Ben." Max smiled widely.
"I can only escape death so many times beside you guys would be lost without me." He grinned wrapping his arms around his head.
"Get real dweeb." Gwen shoved him lightly making him chuckle, "What happened to Clancy?"
Ben's demeanor shifted entirely, Max and Gwen picked up on it as he walked past them and into the RV muttering something the two almost missed, "I don't wanna talk about it." He walked over to his bed and laid down. In the distance the duo could pick up the sounds of police sirens, the ambulance, and fire trucks.
"Think it's time to go!" Max replied walking into the RV.
Gwen soon boarded after him before sneezing. She wiped her nose before sneezing again, "Oh no." Max and Ben raised an eyebrow before Ben started laughing.
"Hahahah, you caught my cold." Ben was holding his ribs in laughter as Gwen's skin turned pale as a sheet.
"This isn't funny!" Gwen yelled before sneezing again.
"I know what this calls for!" Max remarked driving the RV out of Chinatown, "My famous cold remedy, San Ju Yen Pein."
Gwen sneezed again, "Aw man."
To Be Continued...
A/N: Done! I can't even tell you how hard this was. Especially coming up with how the aliens aside from Humungousaur could become infected. The other aliens were out of the question. SwampFire and Big Chill I kinda enjoyed one controlling water the other fire. Hopefully you like the Easter egg I layed out for you guys about Big Chill lol. The ending originally wasn't supposed to end the way it did. I wanted to use Echo Echo. Remember in Ultimate Alien when he tried to contain that bomb from exploding then turned into Ultimate Echo Echo, yeah sadly i couldn't do it because, 1. He doesn't have the ultimatrix (YET) 2. I wouldn't know how Ben's cold would effect Echo Echo. The Big Chill part was pretty entertaining because Ultimate Big Chill can't manipulate fire, his is 'ice so cold it burns' but hope you enjoyed it. That whole Big Chill fight scene with the robbers, got inspired from Deadpool hehehe. Kinda liked writing it had to switch some things around like Clancy's death. Will we see him in the Negative Ten? Probably not, but that's dozens of chapters away. We got one chapter left before season 2. Let's end it on a high note. Btw when we start new season 3 I'm gonna add abit more gore into it, make it dark as much I can. Anyway comment, your thoughts and any questions leave 'em in the comments I'll answer anything except book updates still haven't finished them lol. See you in the final Chapter: Secrets.