A/N: Hey, guys. Welcome to my third (or fourth) story. I was initially planning to release this on the 29th of August, but it got delayed since I was tired and busy with school. So, why did I choose Ben 10? Like everyone, it's one of the cartoons I love, and I wanted it to continue. You also noticed the remaster in the title. I will be going on its path while tweaking some episodes to make them new. Don't expect everything will be the same in the original AF.

Human = Text

Alien/Transformation = Text

Omnitrix/Technology = [Text]

Enjoy Reading


Mysterious Lair

Unknown Time

Somewhere in a cave lair, a light brown humanoid body with black hands and feet with a Xenocite-like head walked into the room. Inside he met a white humanoid plant-like species with black hands and feet, a purple face with red eyes, the eyesight on their chest. Above their black hands and feed are grayish splotches that temper off before the Highbreed's elbows and knees. It has four eyes on its face.

The white alien was sitting on his throne. He watched the alien walk up to him in a calm manner.

"What brings you here, soldier?" The brown alien bowed for him, "Commander, we found the information on who is leaking the information." "Who is it?" "A Plumber."

He slammed the throne after hearing the news, "A Plumber?!" "Yes. We don't know how they know us, but one of them is tracing us as we speak."

He leaned forward for a better hearing. "Who is this Plumber?" The brown alien stood up, getting something from his pocket, "A semi-retire Plumber. A human. His name is Max Tennyson!" The disc showed a man wearing a white shirt, covered by a red buttoned-up Hawaiian shirt with a floral design.


Ben 10 Alien Force Remaster

The Return of Ben 10 Part 1


Madison Elementary, Soccer Field

03.45 PM

Somewhere in a city called Bellwood, a soccer match is held at the back of the school. Students were watching the game with excitement and nervousness. Two teams were playing the match.

The team on the right is in the lead with one point. With a small time left, two strikers were running to get a goal before the times up. "Cash passed it to me!" A boy wearing glassed and brown (named J.T.) called to pass him the ball. A boy with black hair (named Cash) ignored the call and ran straight for it.

At the goal is a boy with brown hair and green eyes, clapping his hands as he focuses on the ball. That boy's name is Ben Tennyson.

As Cash kicked it, he smiled, thinking he got the ball in. But Ben caught with both hands as he rolled over by the length of his hands. The whistle blew, and everyone was cheering for Ben's Team's victory. "Ben!" One of his teammates called him, and he high-fived him for winning. They gathered around Ben and tossed him into the air for the catch.

"Damn it!" Cash stepped on the ground, frustrated by their loss, "Relax, Cash, there's always the next time." "Do I look in a good mood to you, J.T.?" Cash asked, scaring him.

They saw Ben start walking up to them, "Great, look who it is. The King of Smoothies." Cash said in sarcastically, "Yeah." Ben took off the gloves and offered Cash a handshake, "That was a great game. Hope we can play again." He slapped Ben's hand away as he walked away, "Sorry about that." He catches up with Cash, leaving Ben to sigh as they exit the field.


Madison Elementary, Soccer Field

04.03 PM

After everyone left the field, Ben grabbed his bike from the parking and looked at the gold medal he earned from winning the game, "You were great at the game." He looked at the voice and saw it was a girl the same age as him.

She wore a pink hoodie, a pink skirt, and white shoes with white knee socks. "Thanks, everyone always counted on me to win the game. And we did." Ben said, "I wanted to show this to Grandpa Max. And I'm not showing off to him."

She smiled in a 'really?' look, "Ok, maybe a little." She giggled as Ben smiled nervously, "I'm Julie, Julie Yamamoto." She offers him a handshake, "Ben Tennyson. Please to meet you." He accepted the handshake as they got to know their names.

"I better get going." "Right, see you." She waved at him as he rode his bike out of the field.


Neighborhood, Bellwood

04.11 PM

He rode his bike, passing the homes of the neighborhood. He also rode past a mailman putting packages in a mailbox. The mailman noticed Ben and smiled, "Seeing your grandpa again, Benjamin?" "Yes, Mr. Olson!" He chuckled as he fixed his hat and continued his work.

He rode the bike into a retirement home, where RVs are parked here as homes. Ben rode his bike to the Rust Bucket 2 and knocked on the door, "Grandpa Max, are you there? It's me, Ben!" But he didn't get an answer, making Ben suspicious, "Grandpa Max, are you home?"

After knocking again, a man in the trenchcoat watches him. He looked into the window and saw the lights inside off.

He tries to open the door, but it's locked. "He should have his spare key around here." He put his bike down and looked for the spare key. He flipped over one of the rocks and found the key underneath, "Bingo."

He used the key and opened the door. As he walked inside, he found the interior was a mess. "Grandpa, are you there?!" He looked around, worried for his safety. Suddenly, he got attacked from behind by the brown alien. He punched it with his elbow and jumped forward. He slammed his left wrist, realizing it wasn't there, "Stupid watch."

The alien spits slime from its mouth, forcing Ben to go under the table. The alien looked under the table and found Ben gone. It turned around, and Ben was aiming the fire extinguisher at it, "Peek-a-boo!" He said and used the fire extinguisher to shoo away the alien.

It immediately ran away after being shot by a fire extinguisher. Ben saw the alien leaving and decided to let it go. "What happened here?" He looked at the cupboards and found nothing but plates and glasses. He looked at the bottom and found a safe with a code. "What would Grandpa Max's code be?" He thinks of something that his grandpa knows and enters it.

After entering the code, the safe was open. Ben smiled, knowing the code was his birthday, "You did care for me, huh, Grandpa?" He looked inside and found a device inside. He grabbed it and saw it was a message, "Grandpa Max?" [Ben, if you receive this, it means I'm on a mission sent by the plumbers. I wish I could have told you about this, but there wasn't enough time. And say hi to your cousin Gwen for me.]

As the message began to cut, it started again. [Oh, and don't worry about the Omnitrix. I have it. They will never find it.]The message cut, leaving Ben in confusion. "You have the Omnitrix?!" He was surprised to hear of this.


Ben's House, Bellwood

04.21 PM

As Ben reached his home, he parked his bike and headed inside. 'Calm down, Benjamin. Calm down.' He said to himself in thought before walking through the door.

He walked to his bedroom, noticing his mom washing the dishes, "Hey, mom. I'm heading to my bedroom." He said before heading away, "Got it. Don't forget to wash your clothes." "Yes, mom!" He shouted in the hallway.

He entered his bedroom and opened his wardrobe. He found his box of Sumo Slammer Cards and looked beneath it. As he searches it, he finds the Omnitrix in his hand, "What are you telling me, Grandpa?" He asked himself, not knowing what to do.


Talent's Element, Gym

04.43 PM

In the gym, there was a practice of Taekwondo between a student and a girl with orange hair named Gwen Tennyson. The student tried to attack her, but she flipped him efficiently, "Shiyo!" The teacher ended the practice.

The student rubbed his head before offering a hand from Gwen, "Good fight." He accepted it and managed to get up, "Hope to see you in next practice." "Me too."

As the students and the teacher head to the changing room, Gwen glimpsed his cousin (Ben) entering the gym. He wore a black shirt, blue jeans, and a green jacket with white stripes on his left sleeve with the number 10 on the right. He'd also sporting white socks and black and white Converse-style shoes.

"Good to see my dweeb cousin isn't out of practice." Gwen smiled, "You doofus." They exchanged hugs as Ben greeted her, "We need to talk." "About homework?" "About the Omnitrix." That got Gwen's attention, "Wait here. I need to change." "Right."

She went to the changing room, leaving Ben alone in the gym.


Talent's Element, Gym

06.12 PM

After waiting for her for almost two hours, Ben fell asleep in the spectators' seats. Someone opens the gym door and touches Ben's head to wake him up. Ben wakes up and sees Gwen wearing a white shirt under a dark blue sweater, black stockings under a miniskirt, and black high heels. Her hair was down to her waist.

"What is this about the Omnitrix?" Gwen asked him.

After Ben explained the situation, he showed Gwen the message from their grandpa, [Oh, and don't worry about the Omnitrix. I have it. They will never find it.]

The message turned off, "Grandpa doesn't have the Omnitrix. You do." "I know. I think he wants me to put it on again." He looked at the Omnitrix with a sad expression. "Grandpa always said that it's your choice to put it on. He said that after..." Gwen started to feel sad after remembering an incident five years ago.

"Sorry, I didn't mean-" "It's fine. I know you didn't." He looked at it, remembering when he was a kid. "When I was wearing this watch, I felt special." "Don't forget. Once you put it on, your normal life will end." Gwen warned him about the cost of wearing the Omnitrix.

Then suddenly, a man wearing a trench coat opened the gym's doors. "That Omnitrix doesn't belong to you, kid. Give it to me." His hand offers to give him the Omnitrix, "I don't think so." Gwen uses her energy blast and shots at the man, covering him in smoke. The man tries to see but fails to notice them running past him.


Talent's Element, East Hallway

06.17 PM

Ben and Gwen quickly run to the left hall after encountering the man, "Who was that?" "I don't know. Either one of the Bounty Hunters or some alien pretending to be human is trying to get the Omnitrix."

As they reach the door, Ben tries to open it, but it's locked. "Darn it, locked." They turned around and saw the same man offering his hand, "Gave me the Omnitrix, and no one will get hurt." "How about no?" Gwen used her energy again to attack.

The man dodges and gets a blaster from his pocket. He shoots the blaster, and Ben reacts by avoiding it. Gwen quickly used her energy to form an energy cord and grabbed the man.

He dropped his blaster, and Ben took it from him. "Urgh!" He struggles to break free from the binding on him, "Sorry, you can't get out of that since my cousin has been practicing. Now, I would like to ask you a question." He dropped his head, letting Ben question, "Ask me anything." "Why were you after the Omnitrix?"

"That watch belongs to Magister Tennyson. He was my friend. I wouldn't let that watch fall into the wrong hands." "Wait, you know Grandpa Max?" That got his attention, "You know him?" "We're his grandchildren. Ben Tennyson and Gwen Tennyson." Ben introduced himself and his cousin to the man.

"You're the legendary Ben 10? The one who defeated Vilgax?" Ben nodded, "That's right." Gwen said in support of it. 'Although, I wouldn't call myself legendary.' Ben thought that his title was too much.

"I'm sorry. I thought you were some random kid that knew Magister Tennyson." "It's fine. You're a Plumber, right?" He nodded, "That's correct." "Gwen?" She let go of the man, letting him land safely. "I should take this off." He took off his mask, revealing his alien form.

His appearance is a tall, fish-like humanoid with mauve-colored skin and yellow eyes with black, slit-like pupils. His neck was covered by long black gills on either side. He wears a Plumber Suit with a helmet filled with a water-like liquid.

"Magister Labrid, please to meet you, Tennysons." "Please to meet you too." Ben and Gwen handshake Magister Labrid's hand for greeting. "Did you know what happened to Grandpa Max?" "I'm afraid I don't know what happened to him." He said, "He was doing an undercover mission on the Highbreed and went missing for the past weeks. Max told us that Forever Knights are carrying out illegal alien tech delivery. And then he's gone."

Ben and Gwen were surprised by this, "The Forever Knights? I thought they were gone once Ben defeated the Forever King." Gwen said, "We thought so too. But it seems they're in different factions from the Forever King. I was heading there to watch, but I remember the Omnitrix was nearby. So, I went to retrieve it."

"And that's when where you saw me." He nodded, "Your grandpa wanted to give me the message that he needs your help. So, will you help me with this?" Ben looked at the Omnitrix in his hand, "Your choice, Ben."

Gwen closed her eyes, hoping that Ben didn't say no. Once she opened them, Ben was wearing it again on his left wrist, "I'm ready." Ben said, wearing the Omnitrix again.


Old Train Station, Bellwood

07.27 PM

They went to the abandoned train station where Max's information says. They were hiding by the cargo, watching the delivery, "By the way, I didn't ask about what alien appeared in the Rust Bucket. What was that?" "That was a DNAlien. The soldiers of Highbreed. The DNAliens operate in a group and hide in the crowd by wearing this."

Magister Labrid showed them the mask he used to disguise, "What kind of mask is that?" Gwen asked, "An ID Mask. Its usage is to disguise yourself as a human or any alien where you can think off." "So, you can become anyone with that mask?"

He nodded, "They're here." They saw a group of knights with an infinity symbol meeting the mens in a trenchcoat with a red truck, "Those knights are too different than the ones I faced." "Yeah, it must be a different faction."

Suddenly, they saw a green muscle car by the Forever Knights. He stepped out, revealed to be a tall and muscular young man. He's wearing a tight black T-shirt over a grey long sleeve shirt, blue pants, and black combat shoes. His hair, although long, was styled into a choppy mullet.

Ben and Gwen recognized him, "That's Kevin! What is he doing here? I thought he was in the Null Void." Ben asked, "Must have escaped from there and wandering around."

The men bring the case for Kevin to inspect. He opened it up and took out the blaster, "The tech isn't bad. Let me have a test." The knights nodded to Kevin's decision and tested out the blaster. He aims the blaster at the nearby train car and shoots it. The blast forced the knights to cover their eyes. They lowered their guard and saw the train decimates in an instant.

That surprised Ben, Gwen, and Magister Labrid the result, "That tech is a level 5 alien tech. Planet Earth is only level two!" "Gwen, get ready." "I know." She prepared her energy attack on the target.

As the knights transport the weapons, one knight gets hit by Gwen's energy, losing their grip on the case. That got everyone's attention. And they saw Ben, Gwen, and Magister Labrid come out of hiding. Labrid used his blaster at the supplier, hitting his face and causing a glitching effect on his body.

The man removes the mask, revealed to be a DNAlien in disguise, "The suppliers are not human." "Good, no holding back." The others remove their mask, preparing for the battle.

"Ready, Ben?" "Yeah." He pressed the button and prepared his transformation, "It's Hero Time!" He slammed it, but something was wrong. He didn't transform into an alien. "What?" He looked at the Omnitrix and saw its blue setting, "What just happened?"

He failed to notice an incoming slime, but Gwen managed to block it with her shield. "Ben, why aren't you transforming?" "I don't know. The Omnitrix isn't responding."

Labrid shoots his blaster at the knights as they grab their blasters, "I think it's in recalibrate." He told his theory, "Miss Tennyson, hold them off as long as you can." "Got it." Gwen shoots another DNAlien with her energy attack, "Ben, try to get safety while getting the watch to work."

"But-" He noticed a slime heading towards him. He'd duck and hits one of the knights instead. "Go, Tennyson. We will be fine." Ben was reluctant but nodded as he went into the cargo. One of the DNAlien noticed Ben heading towards the load and followed him. Gwen noticed and tried to shoot him but got hit by the slime.

Labrid was hit by the slime too. All DNAlien gathered around them, shooting both of them with their grime.

Meanwhile, Ben was trying to activate his Omnitrix while a DNAlien pursued him by jumping from cargo to cargo. It saw Ben make a quick turn, and it followed him. When the alien turned, it got a smack by a metal pipe from Ben.

As he was in the clear, he tried getting the Omnitrix to work. Suddenly he heard a beeping, [Recalibration complete.] "What?" Then a bright green flash appeared, changing the Omnitrix shape.

Now it resembled a slimmer and sleeker watch-like shape, with a green wristband and the face of the dial becoming black and green. "That never happened before." He turns the dial, opening the hologram. He was shocked by this and turned the dial, "I don't recognize any of these guys." He turned and landed on one alien, "Under circumstances, this one pretty good." He slammed it, transforming his body.


His body changed into a humanoid plant-like alien. He had an overall green and black colored body, with a red flame-patterned head and root-like feet, seemingly holding black rocks. His eyes are oval-shaped with points at each end, with pupils copying the shape but shorter.

Also, his shoulders and head have red petals, and his elbows and legs have green frills sticking out. And he's also taller than an average human and has a distinct rotten stench that worsens with heat. And the Omnitrix symbol was on his chest.


"Swampfire!" He shouted the alien name while doing a pose. Swampfire smells something, "Ew, what is that smell?" He sniffed himself and found the source, "Was that me?" He quickly heads to where Gwen and Magister Labrid is.

By the rail, Gwen and Magister Labrid struggled to get out of the slime. When one of the knights tries to shoot them with its blaster, he gets punched by Swampfire. Gwen and Magister Labrid saw Ben as Swampfire, "Ben?" "Yup, it's me." Gwen smiled, knowing Ben can fight again.

He created fireballs from his hands and threw them at the knights. Swampfire dodges a DNAlien attack and throws him to the rest. He pulled out seeds from his hands and tossed them at the knights. They prepared to shoot him, but vines came out of the ground, grabbing that caught in them.

"Who's next? Argh!" A knight managed to shoot Swampfire's right hand, chopping it off. That surprises Gwen and Magister Labrid. Suddenly, vines came out of the damaged right hand, reattaching it back. He tested out the movement of his hand and didn't feel pain, "You're going to pay for that." He used both hands to create an immense fireball. He blasted it at the knight, blasting him into the wall.

One knight grabbed the blaster inside the crash case and aimed it at Ben. Magister Labrid saw the blaster's core damage and tried to warn him, "Don't use it!" He pressed the button, only to get blasted by his blaster. The result left damage to his armor and body.

Ben quickly rushed to check on him, "Hey! Are you all right?!" "Ben, they're escaping!" Swampfire looked around him and the DNAliens escaping in their truck. The Forever Knights also fled, leaving their comrade behind.

"Great, they're gone. Now, where was-?" "Tennyson!" He turned around to see Kevin behind him, "Kevin." "So, after five years, you're still the same. Good, I wanted payback on how you left me in the Null Void all those years." "You did that to yourself." "It doesn't matter since I've changed too." He walked towards the rail and touched it, "Since I got the power of absorbing anything." His body matter changes into metal. "I've got more than enough power to take you out." He smiled evily for the fight. "That's new." He said before charging toward Kevin.

Kevin run forward at Swampfire, attacking him. He threw a punch at Swampfire, and that got him. Swampfire quickly reacts by punching back and using his fireball. Kevin covered the attack by using his arms for protection. He noticed a train car beside him, smiling at the plan. Kevin lifted the train car and aimed it at Swampfire. He threw it, and Swampfire used fire blast from his hands. The train car exploded, and Kevin was caught in the blast, knocking him out.


Old Train Station, Bellwood

07.34 PM

As Kevin regained consciousness, he saw Ben back to normal and saw himself in an energy cuff. "Don't bother absorbing. With those cuffs, you're nothing more than a normal human." Kevin scoffed and noticed an injured Forever Knight by Gwen, "He's still alive?" "Yup, Gwen managed to heal him with her magic." Kevin rolled his eyes, not caring about it.

Gwen put the knight by the corner and headed to the others, "All right. I managed to heal him. But his body is still broken." "Good, I'll tell the Plumbers to bring him in." Ben noticed Gwen's hair, "There's more some of that stuff on your hair." She checked and saw nothing there, "Other side." Kevin told her. She checked the other side and saw it, "Ew!" She quickly tries to get it off her hair.

"Now, about these weapons..." Magister Labrid took one of Forever Knights' blasters and opened their core, "These blasters run on an ether point energy cell, dangerous technology that is too advanced for humans. That's the reason it's illegal to sell on Earth." He closed the core and looked at Kevin. "I need you to tell us where the Forever Knights are." "Why should I tell you?" Kevin didn't trust him for a minute, "Kevin, people could get hurt. We need your help." Gwen pleaded for his help, making him sigh.

"I suppose I will help you guys. I need some payback on them for not paying me as their supplier." Ben crossed his arms at this, "Well?" He asked Magister Labrid, "Might as well release him." He released Kevin from his cuff.

Kevin checked his arms and smiled at the payback.


Forest, Bellwood

07.40 PM

They drove in Kevin's car, entering a forest. As Kevin drove his car, Ben asked him a question. "So, why were the knights joining with the DNAliens? They aren't the type to help aliens without any reason." "I heard they need a new weapon after you destroy the Forever King." Kevin said, "Other than that, not much I could think of."

Gwen noticed Labrid thinking, "Is something wrong, Magister Labrid?" "I'm thinking about the goals of Highbreed and the DNAliens. We haven't got much more intel after Max's disappearance." "Hope he hasn't gone off on a vacation or something." Gwen jokingly said, "Gwen! Stop saying that as a joke!"

That immediately gets Kevin to hit the brake, forcing the car to stop, "That's it! Apologized to her!" "But-!" "Now!" Kevin's words managed to get better of Ben, making him apologize, "Sorry about that. I shouldn't-" "Don't worry. I was the one who did it first. I should be the one who apologized. And don't worry, Kevin. I'm fine."

Kevin sighed, and he drove the car again. "I don't want to interrupt. But Ben, keep your anger in check at all times." Labrid told him, "Right, good idea."


Forever Castle, Bellwood

07.43 PM

They arrived at the castle in the middle of the forest, "Right, they're knights. Should've figured out by that now." Ben reached his Omnitrix, but Gwen stopped him, "Allow me." She created an energy rope and used it to pull down the drawbridge.

"Nice." Kevin compliment her job, and they head inside the castle. As they headed in, they saw no one but armors. "Kevin, are you sure this is where the knights are?" "I'm sure. I was here before the delivery happened. Check for secret rooms. They might be hiding something."

As Kevin went to check, he accidentally knocked an armor down, creating a loud noise. Then, they heard a loud noise like a growl, "Kevin, you didn't tell us they're keeping something here." Ben said, "I didn't. Whatever that was, it wasn't there before."

Then, they heard a giant footstep. The group turned around and saw it was. "A-A DRAGON?!" The dragon roared at them for trespassing in the castle.

To Be Continued


A/N: So, what do you think? Leave your thoughts in the comments. Since the first episode was a good start, I changed it a little bit. I'd also like to add some detail that happened in the past. The story will continue as the other stories do, but still need more time to create more chapters. So, make sure to follow so that you won't miss an update.

Thanks For Reading