Hello my fellow readers, writers, and people who have been enjoying this story so far, I'm back with yet another new chapter. In this chapter we're going to be going over the episode of Ben 10 ultimate alien episode titled inspector no. 13. I don't know how much of this episode will change but I know at least one thing will.

Anyway, enough talking about this so let's get this show on the road.

"Talking"

"Thought"

"Yelling/spell name"

(author's input, location change, time change)

Mira's P.O.V.

We were all heading toward a movie theater for a triple date with Gwen and Natsu, and Kevin and Lisanna, and Ben and myself. As we were about to leave Lisanna said "I'm kind of worried about Kevin he didn't come to our room at all last night" and I said "maybe he was just busy and forgot to sleep again" and she said "maybe but let's stop by his garage before the movie theater."

We did so and we all walked into his garage to see him either sleeping or knocked out against a techadon that he had saved. As he was coming around Lisanna said "I thought we had an agreement you stop sleeping in your garage and I stop bugging you about sleeping in your garage." Kevin got up and grabbed Lisanna and pulled her back a little bit and said "Lisanna get back, power up this guy is" before realizing that the person he was talking about wasn't there.

"is completely not here anymore" I said "What guy are you talking about" and Kevin said "this is bad this is very bad I think a weapon master of Techadon was here." Lisanna said "wait are you talking about the robots" and he said "no not the robots the guys who make them the weapons masters." Lisanna said "we've beaten them before so it can't be that bad."

he said "you're not listening we've never beaten those guys we've never even met those guys they never leave their home planet ever." Lisanna said "okay so one of this race that don't leave their planet are here what did they want in your workshop" and Kevin said "I don't know he was talking gibberish, making lists he said something about the Omnitrix he's after you Tennyson."

Ben said "okay then let's get lure him out so we can figure out what he wants" and just as I was about to protest that idea a cubical ship landed right in front of us just barely avoiding the two cars. A doorway opened on it and this guy in a white suit with various things hanging off his belt and green skin came out of the doorway and said "omnimatrix signature located.

Device is fused to terran adolescent anomalies extent" and Ben said "this isn't really the Omnitrix" and the weapon master I assumed he was said "deploy scanalysis array." 4 of these things came out of the ports on his head and started I guess analyzing the Ultimatrix and Ben said "look I'm all for being friendly and all."

The weapon master cut him off "multiple code variants extant energy patterns differentiate from known exemplars close examination is required." He then picked Ben up by the wrist and Ben said "okay that's it" and transformed into Terraspin and I turned into my base Satan soul form and shot a dark eraser at the weapon master.

I said "you might want to leave him alone or you'll be dealing with a real demon" and he just apparently ignored me and said "aldabran defense scenarios deploy concussion swarm." Several of these tiny metal balls appeared out of the ports on his head and turned red before surrounding us and Ben turned into his fan phase of Terraspin and blew them all out the door.

the metal balls just barely managed to avoid the cars and I heard Kevin breathe a sigh of relief but the smoke came into the garage. As the smoke was just starting to clear a few metal tendrils wrapped around me and started dragging me along. I noticed that they were also wrapped around Ben as well and Natsu said "if you want to take them, you'll have to go through me Fire dragon's iron fist" and the weapon master barely dodged him.

He said "you have unnatural abilities for a human you also require closer analysis" and Lisanna looked like she was about to spring into action but I shook my head. As we were entering the ship Natsu got wrapped in another batch of the metal tendrils and they pulled him into the ship as well." We were brought on the ship the weapon master strapped us to these floating examination tables.

I noticed that I was still in my Satan soul form even though it should have dropped when I relaxed and the weapon master turned to me and said "surprised your unnatural transformation hasn't dropped yet." I said "I might have been wondering about that" and he said "as long as you are restrained on that table you will never drop that form since I need to examine your form for research purposes."

Ben said "yeah no you might want to let us go right now do you know who I am" and the weapon master turned to him and said "Benjamin Kirby Tennyson, Terran, human, active plumber agent, planetary and galactic defender." Ben said "guess you do" and the weapon master said "new data suggest that the omnimatrix has been modified."

Ben said "it's the Ultimatrix I told you the Omnitrix is gone" and Natsu got over his motion sickness enough to say "as soon as I get off this table thing, you'll be sorry" and the weapon master just looked at him before ignoring him and then turned back to Ben. "directive Galvan technology must be acquired and exploited.

Organic component is superfluous" and a spinning Buzzsaw started moving toward the Ultimatrix and Ben said "yeah you don't want to do that you cut it off me and boom." The weapon master seemed confused by this "boom please define boom" and Ben said "boom as in big honking explosion as in no more whoever you are."

The weapon master said "I am inspector 13 weapon master of techadon you are implicated in my ongoing investigation of failed Techadon units." Ben actually seemed impressed by all this "you're a weapon master nobody's ever even seen one of you guys" and the weapon master said "correction nobody has seen one of us and lived."

I said "and if you were to cut the Ultimatrix off of Ben none of us will survive including yourself I don't know much about you half organic and half machinery-based lifeforms but I would think self-preservation is top priority for you." The weapon master then said "deploy code spool access Galvan security measures and breach."

This thing came out of the table that Ben was strapped to and went toward the Ultimatrix and deployed two more tendrils and those deployed 4 more tendrils that started working on the Ultimatrix. A robotic voice that could be heard from the ship we were on said "accessing Galvan code" and Ben laughed and said "good luck hacking the Ultimatrix you'll never" but was cut off by the Ultimatrix.

"firewall 1 breached, firewall 2 breached, firewall 3 breached" all within a matter of seconds and Ben said "yeah okay but there's no way you'll get master control access" and after a few seconds the Ultimatrix said "master control access granted" and I said "you've really got to stop challenging people to prove you wrong" and he said "okay yeah I see the error of that now."

Inspector 13 was walking toward him with a sort of blade in hand and was about to slice his arm off when an alarm went off in the ship. The robotic female voice from before said "warning, warning anodite energy surge detected. Countermeasures failing" and a bubble of mana appeared and once it lowered Grey was up front and shot ice make: lance at the weapon master which it managed to dodge but gave the others ground.

Kevin then charged it with his hands formed into a blade and a mallet and as the weapon master was about to attack him with a blade of what looked like light, he was shot in the back by Gwen which knocked him down and out for a bit. However, the weapon master got up a few seconds later and started moving toward a chair in the ship.

Natsu looked at Gwen and said "you good" since she seemed out of breath and she said "it's okay teleporting is, I'm fine." Ben then said "so's he" and the weapon master got in the chair and connected the ports on his head to it and said "accessing internal defense grid." A giant pillar then started coming down from the ceiling toward Grey but he dodged it while another one went after Kevin and pinned him to a wall.

Erza requipped into her heavens wheel armor and sliced the pillar that was pinning Kevin against the wall and then using her swords sliced the cuffs that were holding us to the table. However, the cuffs seemed to be more durable then her swords since after a few slices her swords broke and Kevin said "I got this" and he ran over to Natsu first since he was arguably the most powerful person with us.

After a moment of wacking the cuffs on his table with a metal mallet that his hand was in the form of they just opened and he dropped to the ground and said "okay I'm going to get that guy. Erza meanwhile was fighting against the defenses and was actually doing pretty well until she destroyed about 20 of the pillars at which point she couldn't one shot them anymore.

She said "what's going on how is it I can't one shot these pillars anymore" and I said "they must be adapting to you and have started being made of stronger metal or the same metal only more of it." Kevin then freed Ben and I noticed that in his charge toward the weapon master Natsu got held down by having to hold up a pillar from the ceiling or he would have been crushed. Everyone else was also evading the pillars but it was becoming harder and harder the more pillars were there."

As Kevin freed me from the table the weapon master said "deploy plasma cages" and two of these things came down from the ceiling and each had 4 lenses on it. After a moment they fired us all of us which knocked most of us down with the exception of Ben and myself. He said "okay it's hero time" and he slammed down on the faceplate which had a hologram of Diamondhead active on it.

After a bit of a lightshow from the Ultimatrix that was different from the normal a green beam shot out and struck Lucy, Grey, Erza, Gwen, and Kevin which knocked them down again and enveloped them in a green glow. As they got up they were transformed into some of Ben's forms Lucy was Heatblast, Grey was Big Chill, Erza was Fourarms, Kevin was Jetray, and Gwen was Diamondhead.

After clarifying that they were each other Ben said "oh come on" and Erza said "okay Ben I think the Ultimatrix is busted" and he was fiddling with the faceplate and said "yeah." The feminine robotic voice from all around the ship rang out "intruder alert Aerophibian, petrosapian, pyronite, Necrofrigian, and Tetramand present in workshop."

Kevin said "anytime now Tennyson" and Ben said "don't look at me I have no idea how to" but then a hole opened up in the floor below them causing them and Natsu to fall out of the ship and plummet toward the ground. As the hole closed up inspector 13 climbed over the rubble that was in front of the chair he had been sitting in and said "intruders expelled reacquiring Galvan technology."

More of those things that hacked the Ultimatrix appeared from behind him and shot a laser at Ben and me which caused us to dodge and then something came down on us but instead of crushing us it more like grabbed us but not in a hard iron grip. Since the grip wasn't very tight, we managed to wriggle out of it and into the ceiling which was covered in bits of technology as was every part of the ship.

As we were pretty much crawling through the pipes that were part of the ceiling inspector 13 said "escape is not possible terran, surrender is the logical choice." Ben said "yeah I'm more of an intuition type of guy" and I said "I'm the same way" and 13 said "isolate grid 28" and I said "why don't you just drop us off somewhere and we forget this entire incident ever happened."

He said "galvan weapons technology must be acquired and exploited" and Ben said "the Ultimatrix isn't a weapon" and 13 just laughed with a really creepy undertone and quite frankly it was very disturbing. Ben who sounded as disturbed as I did "okay never do that again" and I said "really don't" and 13 said "the omnimatrix is the most sophisticated and powerful weapon system ever devised.

Ben said "I told you the Omnitrix is gone the Ultimatrix" and 13 cut him off "is an arsenal in a box the hand to hand combat applications alone warrant." Ben cut him off this time "okay I get it" and 13 said "think of what an army of soldiers could do if each were equipped with their own" and Ben said "yeah been there done that."

Just then the part we were on started shaking violently so I assumed the ship we were on was attaching to something" and after the shaking stopped the robotic female voice said "docking maneuver complete." Multiple tendrils started going toward an opening that appeared and the robotic voice said "scavenging parts for repairs" and we grabbed onto one each and landed in front of him.

He said "will you surrender the Ultimatrix" and turned to me and said "and surrender yourself to be examined" and Ben said "nope but I'm glad you finally got the name right" and I said "so you can dissect me I don't think so." We ran into the dark area where the claws were doing their scavenging thing and 13 came after us after grabbing a blaster.

As he got into the are the lights turned on to reveal that this was the techadon fabricator that was churning out more and more powerful techadon's each time the last one was destroyed. 13 said "the Ultimatrix will revolutionize our output for centuries" and we each grabbed one of the hands of the techadons and put them on and I said "what about the people that get hurt by your weapons."

13 said "We are simply the creators what others do with the devices is not our concern" and both Ben and myself said in sync "then you won't take this personally" and we both shot lasers from the hands at the weapon master. He was sent flying into the wall which cracked and caused rubble from above to land on him and we tossed the gloves aside and took cover behind one of the multiple machines.

Ben started messing with the dial on the Ultimatrix faceplate and Gwen voice came through "Ben" and Ben said "Gwen you're okay" and Erza said "you're really stretching the definition of ok at this point we're stuck as some of your forms." Ben said "let me try something" and he turned the dial and I assumed that changed them back because Gwen said "good job now don't hit the Ultimatrix again okay."

Ben said "I'm trying to fix it" and Lisanna said "where exactly are you two" and Kevin's voice appeared "the locator in his Ultimatrix says he's still on earth." I said "if you say so Kevin all I know is that we're in some sort techadon factory" and Lucy said "I know where they are it's the same techadon factory that Vulcanus used to attack Ben."

Lisanna said "why did they leave that thing in the middle of downtown anyway" and Erza said "no one has been able to move it." Kevin said "we'll see get in" and I assumed they got in his car and started driving toward the factory. As we were walking through the factory inspector 13 apparently escaped the rubble and was standing in front of us and said "give me the Ultimatrix now."

He then shot a beam at us from the blaster he was carrying with him which we narrowly managed to dodge and get up on top of some machines. Ben then said "looks okay to me" and I said "are you sure about that" and he nodded before slapping the faceplate only for nothing to happen." He then kept pushing down on the faceplate and after the 3rd time I said "it's obviously not doing anything to help us so why don't you stop with it."

13 found us quite quickly and sent tiny metal balls after us which were shooting lasers at us so we grabbed a couple more of the blaster arms and started destroying them. While we were running to avoid behind hit by the few that survived us blasting them the robotic voice called out "repairs complete full system access now available."

I heard 13 say "activate factory internal defenses" and as Ben threw aside the techadon hand that seemed to be out of power he jumped up to grab another one and a bunch of the wires grabbed him and carried him over toward 13. I figured there wouldn't be anyway that they could have more wires from the same place so I tried to get the hand that he was reaching for only for my theory to be proven wrong.

The wires also carried me over to the weapon master and Ben said "you don't have to do this" and the weapon master ignored him and said "deploy dermis excoriator and radioulnar decoupler." Ben said "if I knew what that meant I bed I'd be pretty nervous right about now" and I said "seriously nothing he's had yet has been good so why wouldn't you be nervous right now."

As these blades came out of the compartments on 13's belt and whirled to life Ben said "for the last time the Ultimatrix is not a weapon" and the weapon master said "perhaps but it soon will be." As he was about to cut off Ben's arm what looked like Nanomech appeared and said "Back off" and shot a green beam at the weapon master.

It then looked at Ben and said "dude Ultimatrix totally a weapon" and I guessed that the Nanomech lookalike was Kevin. As Kevin kept blasting the weapon master with green energy Upchuck appeared between us and said "okay you two hold still" and jumped up on my back first and started eating the wires that were holding and taking a short break to say "stupidest power ever."

The robotic voice said "unknown bio-mechanical organism present in workshop" and the weapon master said "insectoid defense scenario deploy splat." Kevin then said something that was too quiet for me to make out before getting hit by a giant fly swatter. The weapon master who seemed to be getting madder said "distractions, interruptions, arguments illogical it ends now."

He then walked to the center of the workshop and said "Techadons activate destroy all alien intruders" and Techadons started swarming around us after assembling themselves since Gwen was now getting Ben free and I noticed that there was a Chromastone lookalike, an XLR8 lookalike, and a Grey matter lookalike behind some machines.

Ben got free and said "get out of here" and Gwen said "yeah that'll happen Ben use the Ultimatrix" and Ben said "wait weren't you just telling me to stop messing with it." Gwen said "upchuck can't fight these things" and Ben said "you might get something worse goop or stinkfly" and Gwen said "or Humungosaur or NRG, or" before being grabbed by a techadon.

I said "okay no time for a debate like this" and I slammed down on the faceplate and Gwen was turned into Rath, Lucy I assumed was transformed into Humungosaur, Grey was transformed into Upgrade, Erza was transformed into Swampfire and Kevin was turned into Ampfibian. Gwen turned to the techadon holding her and said "let me tell you something unstoppable techadon battle robot" and she then ripped it's head off.

After smashing the head into a tin can she said "you should have quit while you still had a head" and then threw the head aside and started charging at more techadons. As more Techadons were about to shoot at us Kevin flew through them frying them from the inside and said "one side hot stuff coming through" and he was blasting more with the energy that he must have absorbed from the ones he flew through.

The robotic voice said "intruder alert appoplexian, amperi, Methanosian, Vaxasaurian, and galvanic mechamorph present in factory. While everyone was fighting Gwen said "let me tell you something talky voice that nobody ever sees we're going to bash these stupid robots all day long so Ben can fix the" and she was struggling to say Ultimatrix as Rath.

She finally decided on saying "so he can fix the stupid watch" and Kevin floated up beside Ben and said "the maniac catgirl is right" and Gwen said "Rath heard you Kevin Ethan Levin." Kevin said "you got to fix this Tennyson" and after a moment of looking at it in which Kevin shot electricity through three Techadons heading our way.

Ben said "boy am I stupid" and Gwen as Rath still said "let me tell you something Benjamin Kirby Tennyson everybody knows that." Ben said "Ultimatrix user access voice recognition mode." The Ultimatrix replied "user Ben Tennyson recognized voice command mode activated" and Ben said "Ultimatrix hard reset" and the Ultimatrix responded "hard reset in progress."

After a moment it said "Ultimatrix reset" and Ben said "here we go" and slammed down on the faceplate and everyone turned back into their normal forms which caused Kevin to humorously land on the ground by falling out of the air. As they were regrouping the weapon master appeared and said "Deploy meta shackles" and hand and leg cuffs appeared and cuffed everyone's arms and legs together.

Kevin was trying to break them with brute strength and looked at Gwen and said "what are you waiting for bust us out" and she said "I can't I told you they adapted to me." The weapon master walked up to them and said "you have damaged my vessel, you have damaged this factory, you have delayed acquisition of galvan technology."

Gwen said "Sorry" in a confused voice and the weapon master continued "you hybrid anodite will be studied to enhance our defense systems" and the turned to Kevin "you hybrid osmosian will be repurposed to create raw material for techadon forges" and then turned to the others "you three will be studied and dissected to acquire access to artificial magic."

Ben had transformed into Fourarms and as the weapon master said "Deploy" about to summon something to hold the others more securely both Ben and I popped up behind him with me in my base Satan soul form said "deploy this" and we both punched him across the room there he fell unconscious or offline or whatever.

The robotic voice said "alert, alert Tetramand and unknown creature present in workshop" and Ben said "oh really" and I finished "who told you." As we got out of the factory and the weapon master came back online or whatever he got in his ship and took the whole factory away and as it was taking off Lisanna said "you think they'll send anyone else after us or the Ultimatrix."

Kevin said "I purged inspector 13's computer there's no way he'd embarrass himself by admitting that he got defeated by a bunch of teenagers." Erza said "a thought just occurred to me the Ultimatrix gave us your powers right did you even check to see if you got ours" and Ben said "oh man" before slapping himself on the forehead and I said "it would have been easier if either of us had thought about that."

Yet another chapter done and let me tell you this chapter was a bitch and a half to write and quite frankly I'm glad I'm done with it. Anyway in the next chapter we're be going over the events of the episode of Ben 10 Ultimate alien titled the enemy of my frenemy. I don't know how much that will change but it will change somewhat so until next time this is Diamondholder signing off.