Hello my fellow readers, writers, and people who have been enjoying this story and my others so far, I'm back with yet another new chapter. In this chapter we're going to be going over the events of the episode of Ben 10 ultimate alien called revenge of the swarm. However, the only main change in this story from the original show is that Mira is Ben's girlfriend instead of Julie.

Now some of you may ask why I had her somewhat in it along in the chapter that went over both episodes of absolute power. The reason for that is quite a simple fact. The reason I had her in that is because she's a friend of Gwen's instead of having a romantic relationship with Ben. The last thing before we get on with this is I know it's never really revealed in ultimate alien but in omniverse there is a plumber's base under Max's shop.

I'm also going to be having a secret plumber's base under a hotel so this idea I have can actually work and the hotel will be owned by the plumbers so it will be where the front door always says opening soon but the hotel itself will be the living quarters of the plumbers. Okay I've got nothing else to add at this point so without further ado let's get this show on the road.

"Talking"

"thought"

"Yelling/spell name"

(author input, location change, time change)

Ben's P.O.V

Since we both agreed to take our relationship to the next level or moving in together Mira and I were sleeping in the personal quarters of the plumber's base which just happened to be a hotel. We were on the first floor and I woke up from something and just happened to look at the blinds and saw a shadow on them. When I got up to investigate Mira woke up and sleepily said "what's going on" and I said "just checking something out go back to sleep.

I glanced over and saw that she had fallen asleep again and I examined the curtains slightly and then after a moment I pulled them aside only to find that there was nothing there. I then closed the curtains and went back to bed and quickly fell asleep with Mira leaning right up next to me. after about an hour or so I heard a voice say "did you really think you could get rid of us that easily" and I woke up instantly and saw that it was Victor Validas.

I said "Validas what do you want" and Mira had picked that moment to wake up and said "who are you" and I said "I'll explain later" Validas said "this isn't about the microchips or even the queen and her hive we understand why you did that to us." I said "then what" and he said "we're here because of what you wanted to do to Elena" and I said "I don't know what you're talking about."

Validas said "don't lie to me Ben a father can tell" and then metal tentacles appeared from behind his back and I activated the Ultimatrix and transformed into Humungosaur and then I looked at my surrounding and saw that instead of increasing in size I actually decreased. he tried grabbing me only to have me manage to dodge a few of the tentacles before I dived under the pillow.

He however grabbed it and threw it aside and wrapped one of the tentacles around me and I looked around and saw that Mira was no longer there. I said "Validas please I never wanted to hurt Elena" and Validas said "we never said you wanted to hurt her" and then he morphed into a multicolor vortex and threw me into it.

As I was falling I managed to wake up from that weird dream and I noticed the pillow was on top of my head and when I removed it I looked over instantly to where Mira was in the dream and saw that she was still there sleeping peacefully and I released a sigh of relief. After getting out of the bed and going to the bathroom I decided to check the curtains again mainly because of the dream.

Instead of nothing being there Validas was actually there and just watching like a creeper would and I activated the Ultimatrix and transformed into cannonbolt and I saw Mira sit straight up in the bed right before I dove out the window and tackled Validas. He however wrapped the tentacles around my and held me in the air only for me to transform to Goop to escape them.

I then saw Mira in her Satan soul form leap out the window and I landed on top of Validas only for him to change into hundreds or maybe thousands of microchips and fly out from under me and escape down a storm drain. I ran over to it and looked down it and saw that there was a microchip still there from where he was and I grabbed it as Goop and transformed back and I saw out of the corner of my eye Mira turn back to her normal appearance.

Since all of the group were sleeping at plumber's headquarters these days I called Kevin and Gwen who were sleeping with Lisanna and Natsu respectively and Mira called Lucy, Grey, and Erza. They came into our room and I told them what had happened. "I must have saw his shadow on the curtain and that's what made me dream about him" and Grey said "if you ask me everything you just said sounds like a dream."

Gwen then said "I like the part where Humungosaur was really small I was reading about how dreams reveal what we're really afraid of." I said "it wasn't a dream well that part about being small was but" and Kevin said "sure keep telling yourself that bud." Lucy then said "from the very few reports of Validas the plumbers have on him Validas was cured a long time ago."

Kevin said "not to mention all those microchips got flushed when you destroyed the queen and her hive" and then I held the microchip that I found in the storm drain and said "really then what's this" and we all got more dressed and got into the cars with Mira, Erza, Natsu, and Happy, who was sleeping on Natsu's lap, in mine and the others in Kevin's car.

We drove to the lab where Validas used to work and I said "Everyone get ready" and Kevin absorbed the metal from a nearby pipe, Gwen formed mana disks, Mira transformed into her Satan soul form, Lisanna into her cat form, Grey placed his hands by his sides with mist forming from them, Natsu ignited his fists, Erza summoned a sword and requipped into an armor I had never seen, Lucy pulled out two of her keys and summoned Loke and Sagittarius, and I transformed into Terraspin.

I started running toward the door and smashed it down and the others followed through the hole that was created however I managed to knock over a bucket of water and I slipped and slid right in front of what I assumed was a janitor. Natsu held a flaming fist up and said "where's Validas" and the janitor held up his mop as if to defend himself and said in a think Russian accent "who are you."

Gwen said "we're just looking for Validas we don't want to hurt you" and Kevin said "speak for yourself Gwen" and broke the mop and said "where is he." The janitor said "6255 pleasant hills road" and Kevin said "what is that" and I said "a cemetery" and Gwen said "you mean he's" and the janitor said "was a big shock, one minute fine next minute pbbt, gone." Lisanna said "did you know him well" and the janitor said "a few years I help him with experiments nice man can't believe I'll never see him again." Kevin said "hold it Igor doesn't it seem a little coincidental that he would just suddenly drop dead after everything that happened."

The janitor said "anyone can die anytime even you smart guy" and Natsu looked like he was about to say something only for us to grab him and leave. We were driving through town and Kevin said "there's something I don't like about that janitor" and Grey said "yeah someone actually stood up to you besides us" and Kevin said "no it's something else."

Gwen said "does anyone know how to get to the cemetery" and I said "later we've got another stop to make" and we drove back to the plumber's base and got into the rustbucket three since we decided to stop storing it at an abandoned airstrip. We flew to the nearest plumber's station in space and a Galvan was the one who greeted us this time.

After leading us through the station he went to talk to some of his students and after a moment he came back over to us and said "where was I oh yes Elena one of our finest students. She would have made an excellent plumber someday" and Grey said "did she give any indication into why she was leaving" and the Galvan stopped next to a boxing ring when one of the people in had been knocked into the ropes around it.

He said the student "lead with the left Drax the left" and the student gave him a thumbs up and he returned his attention to us "Elena was shattered about her father's death couldn't focus on school. Gwen said "maybe she'll come back when she gets over it" and the Galvan said "I don't think so she went back to earth and took over his research on the alien microchips.

Nobody alive knows more about them then she does" and he led us into an office and walked over to a badge that was on the desk and tapped it a few times and said "I've just sent her new address to your badges" and as I was about to tell him that I appreciated him taking the time to talk to us he got back on the hoverboard thing he was on and flew into another room and said "not the Florine the chlorine.

After locating the new address for Elena we got out and Ben knocked on the door and it almost instantly opened and Elena said "Ben Tennyson" as if she were in shock and then hugged him. Ben gave her an awkward hug back. Kevin scoffed and said "yeah just friends" and Mira said "if I believe him then why can't you" and he said "because I know how his mind work because no offence intended I've been a member of this team longer than any of you."

Mira said "no offence taken because it's true but still try to trust him on this" and we all went in and it looked like a combination of a lab and a garage for fixing up the bike that I recognized as the one that she had when we faced off against the microchips the first time. She said "some of this came from my father's lab the rest I build myself" and I said "this is actually pretty incredible."

She said "well my dad set the bar pretty high" and then Gwen said "Elena are you sure you should be doing this" and she said "what studying the alien microchips how can I not." Gwen replied "you know how dangerous they are they can duplicate themselves, take over human bodies." Elena said "they can also solve most of the problems of the human race they can make bridges, roads, even whole cities.

And all anyone would have to do is think about what they really want and the chips would make it" and Kevin got a small smile on his face and then it turned into a frown. He said "not worth the risk" and Elena said "there is no risk watch" and she had a large claw grab one of them and opened the door to the containment unit and Gwen said "no don't" only for the chip to fly toward the doorway and be electrocuted from all sides causing it to be destroyed.

Elena said "a force field my failsafe device none of the chips can ever leave that compartment" and Kevin pulled the one that I found out of his pocket and said "oh yeah how do you explain this." After putting it under a microscope and looking for a few moments she said "it's not one of mine" and Gwen said "it has to be where else could it have come from."

I said "that's what we have to figure out and we need you to help us Elena you know more about these things than anyone else in he world" and Elena said "I would like to help but what I'm doing here is just too important" then a smile on her face appeared and said "maybe you can help me these could change the whole world you know."

Kevin said "yeah and these can change the whole world also and not in a good way" while taking the chip out of the microscope" and Gwen said "Ben's got to help us track down where these came from he doesn't have time to be a lab rat right Ben." Mira then said in a more forceful manner "right Ben" and I said "oh right" and while I was going off to do some more investigating on my own the rest of them decided that we'd like to go eat out and I dropped everyone off and then left.

Mira's P.O.V

After getting some food we went back to talking about the microchips and Gwen said "it's just too dangerous" and Kevin said "not really dangerous more like disappointing." Gwen said "I'm talking about Elena and the microchips" and he said "oh yeah those are dangerous" and I said "what exactly were you talking about" and he said "Elena and Ben."

I said "what exactly about them" and he said "they're both interesting in each other there's no denying it but she's going to be a problem she the kind of girl that makes guy think she cares about them. But once they start caring about her poof they're gone I've seen the type before lots of times." As he was about to take a bite of his burger he noticed a look from Gwen and said "I mean I've heard about them before from friends."

Just as we were about to discuss this further the figure that was at Ben's and my window earlier appeared out of the restaurant and destroyed the whole side we were on of the restaurant. Then more of the same figure appeared 3 more to be exact and while we tried to fight them they managed to grab us with tentacles two for each of them and held us all up.

Natsu said "I got this" and he puffed out his cheeks and chanted "Fire dragon's roar" however instead of effecting the real or clone I didn't know it was still standing. He said "oh come on" and the clone then threw him and he landed right near Ben's car that I saw just pull up slightly down the road. He started running toward us and transformed into waterhazard and punched the one that holding me and Gwen which forced it be knocked over and thus drop us.

However, before we could fall and get hurt he spray water under us with enough pressure to catch us before we actually hit the pavement. The clones then dropped the others which Grey made a small slide for them with his ice magic and the clones and original disappeared under a manhole cover. I walked up to him just as he changed back and said "he was willing to fight us but not you it doesn't make sense" and Kevin then said "something else doesn't make sense either.

We all got into the two cars and went to the cemetery that the janitor told us Validus was buried in and Kevin absorbed the stone from the grave once we found it and turned his hand into a shovel. He turned to Ben and said "if any of your aliens are good at digging now would be the time to use them" and he turned to us and said "the same goes for any of you."

Ben said "I'm still not convinced this is such a good plan" and Kevin said "how else are we going to prove he's not dead" and Gwen's eyes lit up magenta and said "there is someone down there and it's Victor Validas." A voice from the dark said "I could have told you that" and Natsu lit up his fist and said "come out or I'll start attacking."

Elena came out into the open and Ben said "Elena I thought you didn't want to help" and I said "but I thought you said your research was too important" and she said "friends are important too." We all got into the cars and went to Mr. Smoothie's and each got different flavor of smoothies and we all managed to take up 3 benches.

After we all sat down Gwen said to Elena "the question is why would these new chips take the form of your father" and Elena shrugged her shoulders and said "habit they know it from when they attacked us before." Ben said "but what do they want last time they took control of everyone and everything but now" and Kevin said "I know what they want to kill me" and Gwen said "and me."

I then said "they want to kill all of us with the exception of Ben" and Elena said "how so" and Ben said "it ran from me twice" and Elena said "maybe they're scared of all those aliens you have in that watch." Gwen said "then why wouldn't they be scared of the rest of us we're not exactly powerless" and Natsu said "I am my flames didn't even affect them."

Elena said "I'm a scientist not a detective" and Kevin said "well I'm going to go do some detective work coming" he said the last word forcefully. Ben said "I can't I've got a date" and I said "yeah speaking of which I'm going to go freshen up for the date" and I teleported away in a show of green energy. However just as I was about to go take a shower a whole bunch of the chips surrounded me and carried to wherever they were going.

Ben's P.O.V

I pulled up to burger shot and got out of the car and said "Has anyone seen Mira" and one of my classmates said "she just went around back." I said "Thanks" and started walking around back to find Mira only thing was that she wasn't there and I mused to myself "maybe she picked out a different restaurant" and I tried calling her phone only for it to go to voicemail automatically.

I then tried contacting her on her badge only for that to also go to voicemail and I looked down and saw another microchip and I knew instantly where I had to go. I pulled up to Elena's lab and started pounding on the door and when she opened the door I walked right in and started looking around and when she asked "what's wrong" and I said "I found another chip."

She put it under the microscope and after a few moments of typing she said "this isn't one of mine either" and since I didn't quite believe her I said "let me compare it to one of yours." She said "mine are all in-" and I said "they're the same aren't they" and then I got closer to her face "aren't they." She said "yes" and I said "you've learned how to control the chips and you've been trying to get rid of anyone that stood between you and me that's why they tried to kill everyone but wouldn't fight me."

She said "I did lie a little about the chips but none of the other stuff is true some of them got away before I put in the force field I didn't think they would do any harm." I said "you didn't think" and she said "I'm sorry I was selfish I didn't want to stop my work to go look for them you know how important this is to me and the world.

We can go now with what I've learned about them over the past few months it shouldn't take too long to find them and deactivate them okay" and she went to go get some tech stuff.

Mira's P.O.V

After waking up from the chips most likely knocking me out I could feel a pain in my head and when I tried to move my hands to rub that area I found they were stuck behind my back with some sort of cuffs. When I was about to talk to myself to figure out what was going on I felt something sticky on my mouth and then I tried to transform into my Satan soul form only for nothing to happen.

I thought to myself "Great magic sealing handcuffs now how am I suppose to get out of here" and then I noticed a couple stacks of crates that were stacked precariously and I had an idea. I then heard Ben and Elena talking out there so I put my plan into action almost immediately and I started kicking the crates and while I was starting to make some progress on tipping them over I was silently praying that they wouldn't fall on me.

The top one fell off and I stopped and heard Ben said "you hear that" and Elena said "don't" and then to give him another clue I started kicking the crates again and another fell over and landed right beside me. I assumed he pinpointed where I was because then a deeper voice that somewhat still sounded like Elena said "we said don't."

Ben must have stopped because he said "it was you" and she said "us Ben us some of the chips hid inside me so the ones inside my father could be sacrificed. we built a false queen to mislead you" and Ben said "and I bought it" and then after a moment he said "They've been controlling you Elena you have to fight it."

She said "they haven't been controlling me they are me and I am them they give me everything I want they fulfil my deepest desires even the ones that I didn't know I had. She said "they could fulfil your deepest desires too you like your car wouldn't you like a few more" and I assumed that she made a copy of his car.

She then said "or something else anything else we can give it to you Ben" and after a moment I heard Ben say "make him go away Elena" and I assumed that she created another of her father. Elena said "I can't the chips want what I want and I can't stop wanting" and then I somehow managed to get on my feet which was surprising considering there were cuffs around them too.

I then threw my shoulder into the door trying to open it only to heard the rattling of chains and I thought to myself again "of course it wouldn't be that easy." I then heard the beep of the Ultimatrix transforming Ben into something and that was confirmed when Ben called out "Armodrillo" and he must have knocked the clone away because I saw one of his hands burst through the door and then tear the door away and it broke into multiple pieces.

The one clone of Validas then turned into three and Ben slammed a hand down on the ground causing a small earthquake that sent them flying. Gwen and Kevin appeared in the doorway and the metal door of the warehouse or whatever we were in froze and then burst into multiple pieces and everyone else was there.

Kevin said "see I told you from now on you can call me sherlock Levin" and I thought "if you refer to yourself as that again I'll started calling you dumbass" and while Kevin and Gwen were fighting one, Natsu, Grey, Erza and Lucy fighting another one, and Ben fighting the final one Lisanna ran over to me and made her hands into blade like appendages and broke the cuffs around my wrists and ankles and I ripped the tape that was over my mouth off.

Lisanna ran over to help Gwen and Kevin fight the one that they were fighting and I transformed into my Satan soul and was going to help Ben fight his only for him to be thrown and I said "Stop this now Elena" and she said "I can't." Ben got back up and said "then I'll have to stop you" and she said "we do like you Ben but not that much" and she formed her hand into a gun thing and shot a bunch of the chips at Ben which started climbing up into his mouth suffocating him.

I got right in her face and said "you better stop them from killing him or I'll have to take your life" and she said "as if you could" and instead of going thought with killing her I was hovering over Ben and started blasting the chips with dark erasers until I ran out of magic energy. My body dropped the Satan soul form and I was still trying to get them away from his mouth so he could at least breath.

I said "is this what you want" and she said "it must be" and I said "no whatever is left of Elena while I don't know her well couldn't want this" and as if in pain she said "Mira we can't stop" and I said "then you never really cared about Ben" and she said "we did I did" and I knew I was getting through to her. I said "isn't there still a small part of you left the real you that wants to stop this."

Instead of responding she just walked to the door and put in a code which caused the door to open and the other chips started flying toward it only to have them drop like flies. While I didn't really like her I said "Elena don't" and she just looked at me and smiled before walking into the force field which caused her to disintegrate however that caused the chips around Ben, and the multiple copies fighting everyone else to explode in a shower of the deactivated chips.

When he saw the chips that were the only remains of Elena he said "oh no" and I said "you know that wasn't Elena the chips got her a long time ago." He said "you're wrong there was enough of my friend there to save my life goodbye Elena" and we got into the cars and went back to the personal quarters of the plumber base.

Yet another chapter done in the next chapter we're going to be going over the events of the episode the creature from beyond. I know that at the end here Mira was kind of like Julie the was how she was pretty much helpless like that but if you think about it that's how every wizard from fairy tail is if you take away their magic unless they have good muscles.

Until next time this is Diamondholder signing off.