"You ready to go, kiddo?"

"Yeah, just about as ready as I'll ever be," Ben said in front of the mirror, adjusting the uniform he had received from the school the day prior. He tugged at his red tie, attempting to straighten it out, but it had been a challenge, his glance at his reflection filled with uncertainty. "Is my tie on correctly?" he called out, turning slightly to catch Grandpa Max's gaze from the open bathroom door.

"I'll give you a hand," Max chuckled, stepping into the bathroom. He deftly adjusted the tie, his hands moving with ease that only experience could provide. "Remember, when you tie your tie, you want to cross, loop twice, pull through, and tighten."

"Got it. Thanks, Grandpa."

"Don't mention it," Max stepped back, allowing Ben to finish his preparations. As he moved into the general living area, his attention returned to Ben getting ready for the day. "Do you have everything you need, Ben?"

Ben picked up his backpack outside the bathroom and filed through its contents. "Let's see here. Notebooks, check. Pencils, check. Folders, check. I.D., check. Yup, I think I have just about everything I need."

"Good," Max nodded. "Do you want me to walk you to U.A., or will you be fine alone?"

"Come on, Grandpa," Ben snickered, "I'm Ben 10, remember? World famous superhero? Wielder of the Omnitrix? Conqueror of Vilgax? I think I can handle walking to school all on my own."

"You got me there, kiddo," Max smiled. He placed his hand on Ben's shoulder, his lax expression growing serious. "Listen, Ben. I know you might think you have all the answers, or you might not need anyone else's help, but try to avoid doing everything the 'Ben Way.' There is a lot others can teach you, especially the Pro Heroes in Japan, so at least try to give them a chance to teach you. Can you promise that you'll try to do things their way?"

A beat. "Well…"

"Ben."

"Okay, okay. I promise, Grandpa. I'll give their way a shot."

A warm smile returned to Max's face as he playfully patted Ben on the back. "That's the spirit, son. Now, I'll be doing some errands around the city and checking out Japan's local supply of alien ingredients. Mr. Baumann gave me the address to the market in Atami where he receives shipments of fresh Coleop Trina and Terradino glutamate, so with any luck, we'll have some delicious Polopoplo Casserole for dinner."

Ben felt his stomach squirm. "Yum."

"Oh, and one last thing. I saw on the news this morning that it'll be raining until noon, so be sure to take an umbrella with you. There should be one right next to the door. I'll be back in the condo by the time school closes at 4, so have a great day!

"Thanks, Grandpa. See you later!" Shouldering his backpack, Ben shot one last glance in the mirror to ensure he correctly suited his uniform before making his way out the door. Noticing the dark green umbrella mentioned rested beside the door, he picked it up before leaving.

As he walked down the hallway to the elevator, his mind began to wander. Back in Bellwood, going back to school after the world learned his secret identity had been something he feared, unsure of how his classmates would treat him. But instead of feared expressions, they gladly accepted him with open praise and admiration. What did he have to fear at U.A.?

Down the stairs and out of the lobby, a proud grin widened across Ben's face as he stepped into the bustling streets of Musutafu. That was another thing he was growing to appreciate about the city. Unlike Bellwood, which was a comparatively small city, there was always something interesting to see happening in Musutafu—heroes patrolling, crowds filling the streets on their way to work or school, vendors selling food, etc.

However, it did mean that accepting autographs, handshakes, and questions from fans had become a fixed part of his life, to a higher degree than back home. But the attention he got from fans was never something he loathed. It was always nice to receive praise for his countless heroic deeds.

Unfortunately for Ben, his leisurely time spent shaking hands and signing merchandise was cut short by a loud boom that reverberated through the air, sending shockwaves through the ground. The atmosphere echoed with screams and thunderous thuds from further down the city. As Ben managed to shuffle through the crowd of startled and admiration-filled fans and see what was happening, his eyes settled on the scene of various Pro Heroes struggling to hold back a colossal armored villain charging through the streets. They wreaked havoc through the streets, hurling away everything and anything in their path, vehicle or otherwise!

"Man, I can't even get to school without a villain attack?" Ben smiled to himself, "I guess some things never change at all, huh?" Ben tossed his umbrella to the side and sprinted down the street, moving past the scattering crowds of civilians, his eyes focused on the current threat.

"We get to see Ben 10 in action!" exclaimed one of the nearby bystanders.

"True, true! What will he turn into?"

"Oh! Maybe he will turn into Heatblast to stop them!"

"No, no, he will definitely use Spidermonkey!"

Ben pulled back the sleeve of his school uniform, revealing the Omnitrix. His right hand gripped the dial, activating the Omnitrix and displaying a holographic avatar of one of his transformations. The eager anticipation from onlookers filled the air as Ben cycled through his transformations one after the other before settling on a humanoid dinosaur with a large frame.

"Let's make this one quick!"

Ben slammed down on the Omnitrix, and in a flash of green light, in his place stood a brown, hulking humanoid dinosaur that elicited cheers and applause from nearby onlookers the moment he emerged—"Humungousaur!"

"Everybody get to safety!" Humungousaur's booming voice commanded, causing the parts of the crowd that had gathered again to watch the fight scatter in different directions to safety. Additional Pro Heroes had gathered nearby, herding civilians to safety while trying to limit the amount of damage caused.

Humungousaur didn't wait for the villain to come to him and charged toward the armored villain, the ground below trembling with each seismic step. His massive arms flew forward and grabbed the villain by the shoulder, bringing their charge down the street to an abrupt halt.

The villain attempted to push through Humungousaur, continuing their running motion, but the alien did not budge.

Towering over his adversary, Humungousaur lifted the villain over his head and hurled him down the street they had charged from, shattering the pavement as their metallic armor skidded against the street.

A simple toss wasn't near enough to take down the armored assailant, and Humungousaur was well aware. As soon as the villain returned to their feet, Humungousaur's fist flew into the side of their body, smashing the part of the armor his fist hit, exposing the human skin underneath their attire.

"At least they're human," Humungousaur thought. "Makes knocking them out easier for me."

Hurrying to finish the fight, Humungousaur continued his assault. Rearing his scaly fist back, he drove it into the center of the armored villain, the impact obliterating their remaining armor and sending the villain hurtling down the street, bits of their now-ruined armor trailing in their defeat.

Humungousaur approached the defeated villain, lowering his massive form to examine who the individual beneath the armor was. To his surprise, his enemy didn't look as human as he thought—their skin was black, and although having the physique of a muscular adult man from the neck down, their eyes were oddly alien. "I'll learn more about whoever this person was later… Right, I have a class to get to!"

Humungousaur turned away from the unconscious body, leaving the scene for the police officials and Pro Heroes, who swarmed the scene to secure and apprehend the unconscious perpetrator.

A hero with a cannon on his left arm in a jetpack landed beside Humungousaur, looking up at the towering alien. "Thanks for the assist there, Ben 10! But the next time you're dealing with a villain, you should cons—"

"Sorry, I've got somewhere to be right now," Humungousaur dismissed, striding past the Pro Hero.

The media swarmed ahead of Humungousaur, cameras flashing and reporters eagerly waving to collect a statement—an interview—anything from Ben 10. Humungousaur continued moving, acknowledging crowds of amazed civilians and cameras with waves and short statements of greeting, but many persistent reporters continued to bombard him with questions.

"Ben 10, over here! What are your thoughts on the villain you faced today?"

"A statement, Ben 10?"

"Ben 10, is there anything you can tell us about your decision to travel to Japan?"

"Sorry, I've got places to be right now," Humungousaur grunted, his giant form awkwardly weaving past the reporters while waving to the cameras.

"Where would that be, Ben 10?"

The dinosaur alien pressed his palm against the Omnitrix nodule on his chest. A radiant flash of light engulfed his body, returning him to fifteen-year-old Ben Tennyson. A grin adorned his face as he glanced at a trailing reporter's camera.

"Where else but U.A. High School?"


Chapter 2: The 'Ben Way' or the Highway


"This must be class 1-A," Ben muttered as he stood outside a large brown door with bold red letters reading 1-A. A touch of amusement washed over him as he looked around, glancing at the time on the wall. "What do you know? Five minutes to spare! Not bad for someone who stopped a villain on the way to class!" Although his exit from the scene was abrupt, he was glad he hadn't spent additional time dealing with the police or reporters. Everyone was grateful for his help defeating the villains, but the same didn't go for some of the Pro Heroes; he swore he heard one mutter something about being ignored before he had left the scene to get away from reporters.

Ben slid the door open, immediately catching the attention of the classroom. Students previously engaged in various conversations halted their discussions; their gaze shifted to the oh-so-familiar superhero. The room seemed to hold its breath momentarily before exploding into a collective exclamation:

"Eh?! BEN 10?!"

Ben chuckled sheepishly, raising his hand in a friendly wave. "Good morning, guys. How's it going?" His eyes scanned the room for a desk that didn't have a backpack next to it, but locating such proved to be difficult, given the sea of chatter filling his ears.

"Y-Y-You're America's number one Hero, Ben 10!" A green-haired student stuttered from across the room. "A-Are you really joining Class 1-A?"

"I can't believe Ben 10 is joining our class, ribbit." Wait, did that girl just ribbit at him?

"Oh! I saw a post about you this morning! You just defeated a villain with Humungousaur!"

"I saw that when I was coming to school! It was so cool!"

"Can you transform into Echo Echo? He's so cute!"

"Can I have your autograph?"

"No, no, can you turn into that Diamondhead guy? He's super manly!"

"No, no, Jetray!"

A blonde-haired student sneered. "You're our new transfer student? What's a bastard like you doing here?"

A tall blue-haired student near the back of the class rose from his seat, his arms making a chopping pattern. "That is no way for you all to act to a new student, regardless of his popularity as a Hero! As students of the Hero course, better behavior is expected from you all!" A few groans emanated from the rest of the class before he turned his attention back to Ben. Walking up to the front of the room, he extended his hand out in a formal gesture. "I apologize on behalf of my classmates. My name is Tenya Iida, and I am the class representative of Class 1-A. It is an honor to meet you, Ben 10!"

Ben accepted the handshake, returning with a smile. "It's not a problem, dude, but can you just call me Ben?"

"Okay, Ben! The class will soon start, so please be seated! There is an available desk right beside Uraraka," he said, pointing to an empty desk beside a brown-haired girl with round cheeks and a seemingly perpetual blush.

"Thanks."

Ben received a few more greetings on the way to his seat, learning a couple more of his classmates' names: Mina Asido, Yuga Aoyama, Tsuyu Asui, Denki Kaminari, and Ejirou Kirishima.

As he settled into his seat, the classroom door slid open, and a tired-looking man with messy black hair entered. "Morning," he greeted, his tone dull and monotonous.

"Good morning!" The class echoed.

"Ribbit?" The frog girl, whose name he had learned was Tsuyu Asui—but preferred to be called Tsu, put a finger on her chin. "Aizawa-sensei, your bandages are gone. I'm glad."

"The old lady's treatment was excessive," Aizawa muttered, scratching under his right eye. "But never mind that. Before we get started, I have to introduce a new student. I'm sure you're all well aware by now, but Tennyson Benjamin, also known as Ben 10, will be joining as a student of Class 1-A for the rest of the school year. Regardless of his status as a hero, treat him with the same respect you'd show any of your other classmates. Do I make myself clear?"

"Yes, sir!"

"Nice to meet you, Ben!" Uraraka whispered with a warm smile. "Let's get along well!"

"Sure," Ben nodded.

"More importantly," Aizawa continued, "today we've got a hero informatics class. A special one, at that."

As Aizawa said this, a strange sense of suspense filled the classroom atmosphere, with many students growing looks of panic and caution. Ben couldn't help but look around with a confused expression growing across his face, "What? Is this a bad thing?"

A beat. "Code names," Aizawa stated blankly, "You'll be coming up with your hero aliases."

The classroom exploded with excitement and enthusiasm, with a few students practically leaping out of their seats. "We're gonna do something exciting! How awesome! Time to shine!"

"This is exciting? I'd hate to see what you guys consider boring, then!"

Aizawa's eyes briefly flashed red, and his hair levitated upwards, completely silencing the sudden uproar from the students. "This is related to the Pro Hero draft picks I mentioned the other day. It's based on who the Pros think will be ready to join the hero workforce after another two or three years of experience. So you could say that it's a way for them to show interest in your future. But there's ample time for their interest to wane before you graduate. And any and all offers can be arbitrarily revoked. It happens quite often."

A student with purple balls for hair hit his desk. "Stupid adults and their whims!"

"So we'll have to prove ourselves once we get picked, huh?" An invisible student said from the front of the class.

"That's right," Aizawa nodded. "And here are the totals for those with offers." He pressed a remote, causing a bar graph to appear on the board.

[ Class A No. of Offers ]

Todoroki: 4,123

Bakugo: 3,556

Tokoyami: 360

Iida: 301

Kaminari: 272

Yaoyorozu: 108

Kirishima: 68

Uraraka: 20

Sero: 14

"In other years, it's been more spread out, but our top two stole the spotlight," he said, gesturing at the top two highest names on the board. Much of the class looked surprised by the data on the board, but Ben wasn't entirely sure what it meant. He knew it listed the number of offers, but he wasn't sure what Class 1-A had done to attract the attention of Pros, especially the top two students.

"Gah, they're in a whole other league!" Kaminari groaned, slumping back in his seat.

"Those pros don't know a good thing when they see one!" Aoyama playfully pouted.

"Todoroki's first, and Bakugo's second..?" A girl with earphone jacks commented.

Kirishima stared at the board. "It's like the opposite of their placement in the sports festival."

"Some people are too scared to ask for a guy who had to be restrained on the podium," a plain-faced student with black hair said, leaning over to the latter.

Ben snorted, holding back a laugh upon hearing this. "I'm sorry, what?"

"Yeah, he—"

"What are the pros scared of?!" The blond-haired student roared.

"Ah, now it makes sense. That guy must be Bakugo, then. Seems kind of like a stick in the mud…"

"Wow, we got offers!" Uraraka exclaimed with tears swelling in her eyes, shaking Iida.

"Yes, yes," Iida grunted, maintaining a neutral expression.

The contrast in the moods throughout the classroom was nearly palpable. Across the room, the purple ball-haired boy shook the green-haired student, who looked less than pleased. "Midoriya, you didn't get any! They're probably scared because of the crazy way you were fighting!"

"Yeah.."

"Sorry," Ben leaned over to Uraraka, "but what are you guys even talking about? What's this sports festival everyone keeps bringing up? Is that why you guys received the offers from the pros?"

"Oh, I forgot you weren't here for the sports festival, Ben!" Uraraka smiled. "It's this event that U.A. holds every year for students to display their abilities in different competitions for Pro Heroes and agencies to scout them. This year, we had an obstacle race, a cavalry battle, and a battle tournament! Everyone fought super hard, and in the end, Bakugo got first, Todoroki second, and Fumikage got third."

"Ah. I heard from the guy beside Kirishima that Bakugo had to get restrained on the podium?"

"Yeah," Uraraka said sheepishly. "He was a little unsatisfied with his victory, I think."

"Wish I could've seen that," Ben snorted. "It would've been hilarious to see someone get tied down on the first-place podium."

"What did you say, Tennyson?!" Bakugo shouted from across the room, somehow managing to hear the conversation between Ben and Uraraka. The class' attention moved between the two, eagerly watching the ongoing argument.

"I don't know what you're talking about," Ben replied smugly, "but for someone who yells so much, it's a wonder how you can hear so well."

A few snickers and laughs escaped his classmates, only further fueling Bakugo's irritation. "Do you think you're better than me?!"

"Well, I don't know if I would use the word think. Maybe it's more like I know?"

"You wanna start something?! I don't care if you're some world-famous superhero or whatever! I'll kill you!"

Ben defensively hovered his hand over the Omnitrix, an amused expression spreading across his face. "Go ahead and try it, blondie!"

Before the situation between Ben and Bakugo could escalate further, Aizawa's eyes flashed red once more and immediately silenced their argument. Ben understood well enough that he didn't want to spend any more class time than he needed addressing the situation, so a glare at the two of them was enough to get them to move on.

"Keeping these results in mind," Aizawa continued, "whether or not anyone asked you, you will all be participating in internships with pros."

"Internships?" Midoriya asked, his dejected expression rising with intrigue.

"Yeah. It's true that at USJ, you already experienced combat with real villains, but it will still be meaningful training for you to see pros at work firsthand."

"So that explains the hero names!"

"Things are suddenly getting a lot more fun!"

"Well," Aizaiwa said, "those hero names are still temporary, but if you're not serious about it…"

"—you'll hell to pay later!" The door slid open, and a few of his male classmates audibly cheered as another Pro Hero entered the class. It was easy for Ben to see why they had gotten so excited—she was dressed in a risque outfit that accentuated her figure, consisting of a white skin-tight bodysuit, corset-like leotard, and thigh-high stockings. "What you pick could be your code name for life. You better be careful, or you'll be stuck with something utterly indecent!"

"It's Midnight!" The class—in actuality, mainly a few of the boys whom Ben was starting to develop an impression of—cheered.

"Yeah, she's got a good point," Aizawa muttered. "Midnight will be making sure your names are okay. I can't do stuff like that." He reached down and pulled out a yellow sleeping bag from under his desk. "The name you give yourself is important. It helps reinforce your image and shows what hero you want to be in the future. A code name tells people exactly what you represent. Take All Might, for example."

With Aizawa slumped into his sleeping bag, Midnight passed out permanent markers and dry-erase boards to the class, and the students set out to think of their Pro Hero names.


"Okay, let's start presenting names, starting with those who are ready," Midnight said from the front of the class. A ripple of murmurs and comments swept through the students, evidently surprised they would have to present their hero names.

Aoyama stepped behind the classroom podium, "Here I go." Proudly holding up his board, he declared, "The Shining Hero: I can not stop twinkling. Which means you can't stop my sparkles!"

A frown slowly etched across Ben's face. "That's a horrible name. There's no way Midnight would let him use that for his hero name."

Midnight examined the board and picked up a marker, adjusting what Aoyama had written. "The name would flow better if you take out the 'I' and shorten the 'can not' to 'can't.'"

"You're right, mademoiselle."

"It's okay?!" the class collectively exclaimed incredulously.

"Then, I'll go next!" Mina leaped out of her seat, eager to share her hero name. Placing her board on the podium, she announced, "Hero name: Alien Queen!"

"Are you trying for the thing with acidic blood?!" Midnight grimaced. "I wouldn't if I were you!"

"Dang it," she grumbled, retreating to her seat.

"Oh, come on!" Ben gestured to Aoyama. "He can use a weird name like "I can't stop twinkling," but she can't use Alien Queen?"

Midnight chuckled, "It's better to use a name that isn't problematic, Tennyson. Aliens are kind of monstrous and scary, so it's better to use a name that wouldn't associate her with something creepy. Like how you call each of your transformations a name that makes them sound cool and powerful rather than scary, like Humungousaur!"

"But he's an—I mean, yeah, you're right." Ben quickly corrected himself, realizing he almost revealed that Humungousaur was an alien. There was a lot more he wanted to say about what Midnight considered acceptable to be a name or not, but it was probably best if he kept quiet.

"Ribbit!" Asui raised her hand. "Can I go next?"

"Sure, Tsuyu!" Midnight replied, gesturing for the frog-like student to come to the front.

Asui stepped behind the podium, holding out her board. "I've had this in mind ever since I was in elementary school. Rainy Season Hero: Froppy!"

"That's so cute! It seems friendly, I like it! It's a great example of a name that everyone will love!"

The class erupted into cheers and chants, Froppy's name resonating with enthusiasm. "Froppy! Froppy! Froppy! Froppy!"

"I mean, it's okay." Ben shrugged, thinking to himself. "I still think Alien Queen is a better name, though."

"Then I'll go next!" Kirishima slammed his board onto the podium. "Sturdy Hero: Red Riot!"

Midnight raised a finger, "Red Riot? You're paying homage to the Chivalrous Hero: Crimson Riot, right?"

"Yeah. It's pretty old-fashioned, but the image I'm going for is Crimson himself."

Midnight took a second to read the board, looking back to Kirishima with a smile. "If you're bearing a name you admire, it'll come with that much more pressure."

"I'm prepared for that!"

More students came to the front of the class, one after the other, to present the hero names they had come up with, and like clockwork, Midnight bestowed her approval upon most of them.

"Hearing Hero: Earphone Jack."

"Tentacle Hero: Tentacole."

"Taping Hero: Cellophane."

"Martial Arts Hero: T-Tailman."

"Pinky!"

"Stun Gun Hero: Chargebolt, combining "charge" with "lightning bolt"!"

"Stealth Hero: Invisible Girl!"

"I hope I will not bring shame to this name. Everything Hero: Creati."

"Shoto."

"Jet-Black Hero: Tsukuyomi."

"Fresh-Picked Hero: Grape Juice!"

The student with a rock-shaped head was too shy to say his name, Petting Hero: Anima, so Midnight just gave him a thumbs up, "Okay, got it!"

Ben found himself thoroughly enjoying the class. He had never had a class period that was simply coming up with hero names, and the seemingly mundane exercise revealed a lot about the personalities of his classmates. His amusement abruptly ended when Bakugo stepped up to the front of the classroom, placing down his board.

"King Explosion Murder."

"No good. Try again," Midnight frowned, shaking her head.

"Why not?!"

"You should be "Explosion Boy"!" Kirishima called out, provoking laughter from his classmates.

"Shut up, Weird Hair!"

"What about "Eruption Emperor"?" Ben suggested.

"Shut up, Tennyson! That's a stupid name!"

"Well, is King Explosion Murder any better?" Kaminari chuckled.

Bakugo stomped to his seat to rethink his hero name, and Uraraka walked to the front of the board to present her name, taking the opportunity to present hers. "This is what I thought of," she said, "Uravity."

"Sounds stylish! Choosing hero names is going more smoothly than I thought it would! Great work, everyone!" Midnight applauding, scanning the classroom. "All that's left is Bakugo, who needs to rethink his, and Iida. And Midoriya, right? Oh, I almost forgot about you, Tennyson! Would you like to present your name?"

"Nah, I think I'm fine with Ben 10."

"But don't you have more than ten forms? Don't you think you could change it up?"

"Maybe, but I like the name. Besides, in the future, maybe people will start calling me Ben 10,000?"

Iida rose from his seat, quietly stepping to the podium and placing down his board. Ben hadn't known him for long, but it seemed rather uncharacteristic of him, given his earlier enthusiasm when Ben entered. Midnight read his board and frowned, "You're using your first name, too?"

"Yeah," Iida muttered, saying nothing else as he returned to his seat.

As soon as Iida sat back down in his seat, Ben leaned over his desk to whisper to him, "Psst! Dude, are you feeling alright?"

Iida nodded, giving a half-hearted smile to Ben. "Yeah, I'm fine."

"We're here if you need someone to talk to," Uraraka reassured him, and Iida gave a quiet "thank you." It wasn't worth pushing the matter any further than that, and Ben only hoped that it wasn't something bad. There was a look in his eyes that he recognized from personal experience—a look of determination, yet a noticeable sense of emptiness.

"Midoriya, are you ready?" Midnight called out.

"Y-Yes!"

Midoriya stepped to the front of the board and hesitantly read what he had written before setting it down. Ben nodded approvingly at the name, thinking it was a good hero name, but the rest of 1-A had differing opinions.

"Really, Midoriya?"

"Are you really okay with that?"

"You might get called that forever, you know."

"Right. I always hated this name," Midoriya explained, "but then someone helped me see it in a new light. It took me by surprise, but it made me happy. Deku. That has to be my hero name."

"I like it, Midoriya!" Midnight smiled. "Bakugo, do you have your new name ready?"

"Lord Explosion Murder!" A collective groan emanated from the classroom upon hearing his new name.

"That's practically the same thing," Midnight sighed. "We'll have to work on it, I suppose."

With everyone's hero names decided, Aizawa emerged from his sleeping bag, standing beside Midnight at the front of the class. "Now that everyone has decided on their hero names, we can continue to discuss your upcoming internships. They'll last for one week. As for who you'll be working with, those on the board will choose from your offers. Everyone else will have a different list. You'll have a lot to think about. Around 40 agencies nationwide have agreed to take on interns from your class. Each agency has a different specialty that its heroes focus on. Keep that in mind."

"Imagine that you were Thirteen," Midnight added. "You'd want to choose a place that focuses on rescuing people, not fighting villains. Understand?"

"Yes, ma'am!"

"Think carefully about it before you decide."

"Yes, sir!"

"Turn in your choices before the weekend. You're dismissed for lunch." Aizawa stepped out of the classroom. Midnight waved goodbye to the class and left the room after Aizawa.

Lunch came sooner than Ben expected, and many of his classmates rose from their seats to talk to each other before going to the cafeteria. In contrast to his old school in Bellwood, being the newest student in class didn't make for an awkward experience at U.A. Instead, multiple students gathered around his desk, firing question after question.

"What's it like in America?" Uraraka asked, her eyes sparkling with curiosity.

Ben was caught off guard by her directness, "Well, it's very big—"

"H-How many of those heroes can you turn into?" Midoriya asked, furiously scribbling in a journal.

"Twenty and still counting."

"Whoa! Twenty?!" Mina exclaimed, "I only knew about less than half of your heroes! Who knew you had so many of them!"

"And there's still room for more? It's like you have a hero for everything!" Kirishima said with eyes widened with excitement. "XLR8 has your speed covered, Diamondhead is your shield, and Humungousaur is your heavy hitter!"

"Do you get to, like, work alongside many Pro Heroes in America?" Hagakure asked,

"You bet I do! I've met and teamed up with top heroes like Captain Nemesis and Star and Stripe more times than I can count."

"Wow!"

Yaoyorozu broke through the sea of questions with her own rather astute question, "It's an honor to have a world-renowned like yourself in our class, but I can't help but wonder why you came from America to attend U.A. Doesn't America have more than its fair share of hero academies?"

"I was wondering that too, ribbit," Asui added.

With a chuckle, Ben answered, "It's true there's a lot of great hero schools back in America, but none of those schools are quite like U.A. None of them have All Might teaching at them!"

"That's true, but—" Yaoyoruzu had more questions, but thankfully for Ben, so did the other students, such as Mineta. He quickly moved away from Yaoyoruzu's further questions, figuring it probably wouldn't be smart for him to keep talking about the nuances of why he's attending U.A., especially since his attendance wasn't originally in his plans for Japan.

"Hey, Ben, who did you choose for your internship? I bet you received a personalized list of awesome hero agencies like Endeavor!"

"I haven't chosen yet." Ben picked up the list Aizawa had handed out during the period and scanned through the forty or so agencies before looking up from the paper with a blank expression. "I don't know who almost any of these heroes are. Who's Snatch? Yoroi Musha?"

"I guess it would make sense that an American hero like yourself wouldn't know much about Japanese heroes aside from All Might," Uraraka giggled. "But there's no need to worry so much about it. You still have plenty of time, Ben!"

"That's reassuring. Which agency are you doing your internship with? Maybe I'll just join you."

"I'm interning with Battle Hero Gunhead's Agency!"

"Who? Ah, never mind." "Besides," Ben thought to himself, "he sounds kind of lame, anyways." Ben felt his stomach quietly grumble. With how many questions his classmates had asked him, Ben nearly forgot it was lunchtime! "Hey, anyone know where the cafeteria is? I'm starving."

"Oh, I almost forgot! Deku, let's go! We can show you the way there, Ben!"

Midoriya's attention moved away from what he was incessantly muttering about, "R-Right!"

"Iida, are you coming?"

"I'll meet you all there," he responded, looking up from the sheet on his desk to give a cheery expression. Iida. Uraraka and Midoriya both took notice of this response but didn't press the matter further, so Ben dropped it.

As the classroom door slid open for Ben and his classmates to head to the cafeteria for lunch, they were met by a massive horde of students crowded around the door and stretching down the hallway. It didn't take long for the students at the front of the crowd to recognize the face of the student exiting 1-A—news of his arrival in Japan had already made headlines, and there was practically no one in the country who didn't already know that Ben 10 made it to Japan. Immediately, the crowd of students began cheering, "Whoa! He really is a student here! Everyone, look! Ben 10 is a student in 1-A!"

"Wow! He's much taller than I thought!"

"He's so cute! Are you single?"

"Can you transform into Spidermonkey?"

"Oh man!" Ben groaned to himself. "What does a guy have to do to get some lunch around here?"


After what felt like forever, Ben's first day at U.A. was finally over.

Back in Bellwood, school was never something he had ever looked forward to, an unwelcome diversion from his superhero escapades. He had used every chance to skip class to do practically anything else. But in U.A., things couldn't be more different. While not every class managed to secure his attention—mathematics, a class he had never particularly enjoyed, had successfully induced a mid-lecture slumber—the subjects that kept him engaged and captivated were quickly ascending the hierarchy as some of his favorite classes.

He could barely recall what he did in the Foundational Hero Studies course; any recollection was overshadowed by the sheer thrill and excitement he felt over the fact All Might was really his teacher. The mere thought of it the day prior had sent shivers of excitement down his spine, but being there in person was an entirely different experience.

Surprisingly, the most exhausting part of his day wasn't the academic rigor of his classes but the incessant swarms of students who wanted to see the legendary Ben 10 in the flesh. First-years, second-years, and even third-years from all sorts of different departments: Heroics, General Studies, Support, and even Management had all sought a glimpse of the iconic hero. A few of them left an especially eccentric impression, namely a group of students who had introduced themselves to him as the Big 3, representing the top hero candidates in all of Japan. Yet, even more eccentric than the Big 3 had been the Support students, ceaselessly spending the entire day trying to convince Ben to use his transformations to try out their equipment.

Before exiting the class, Aizawa had instructed Ben to meet him in the staff office, leaving the Omnitrix wielder curious about what his teacher had wanted.

U.A. was much bigger than any school Ben had ever attended before, which made figuring out specific locations in the building challenging. Fortunately, most students he asked for directions were more than willing to point him in the direction of wherever he needed to be. That was another great perk about being a superhero; everyone is willing to help you!

Ben paused in front of a door with a sign reading "Staff Room." He momentarily contemplated the propriety of knocking before deciding to do so regardless. He heard a muffled "Enter" through the door and slid it open. A few recognizable teachers were present, such as Midnight and Aizawa, but most of the staff remained strangers to Ben.

"This isn't about the argument I had with that Bakugo guy in class today, right?" Ben hesitatively asked, walking over to where Aizawa was filing through internship forms.

Aizawa's gaze, previously fixed on the internship forms, shifted to Ben. "No."

Relief washed over Ben. "Oh, that's good. What's going on, then?"

"I'm checking up on your progress on your internships. Do you have an idea of what kind of hero agency you'll want to do your internship with?"

"No, I haven't, but do you think I can just skip these internships? You know, being a world-famous superhero and all of that, I don't think the experience would be much of any benefit to me."

Aizawa sighed, his eyes narrowing at Ben. "The sooner you recognize that your status as 'Ben 10' has no bearing on the expectations held for students, the better. You might be more experienced than your peers and some Pro Heroes, but you are still a child who has much to learn about being a hero. Do I make myself clear?"

A part of Ben wanted to protest what Aizawa said, but Grandpa Max's words from the morning echoed in his mind: "There is a lot others can teach you, especially the Pro Heroes in Japan, so at least try to give them a chance to teach you." "Yes, sir," Ben said, a hint of reluctance lacing his voice.

Aizawa continued, "Listen. For someone in your position, the lessons that you need to learn won't necessarily be learned by searching at the top. Keep that in mind when you pick the agency you want to intern with."

"Yes, sir."

"If you have no further questions, you are dismissed, Tennyson. I'll be checking up on your progress tomorrow."


Musutafu was even busier in the evening than in the morning.

The media frenzy that followed Ben's arrival in Japan had only intensified with his announcement of attending U.A. High School that morning. His seemingly harmless statement had invited the media to gather in front of the school gates, something he only realized as he left for the day. Walking past the school gates, he was thrust into a sea of flashing cameras, probing microphones, and eager reporters hoping to get as much as Ben as they could.

Ben slowly walked backward through the school gates, the security wall—nicknamed the "U.A. Barrier" as he came to learn—dissuading the press from moving past the gates.

The horde of the press was enough reason to consider whether he wanted to walk back home. There was only one place he wanted to head to now that school had closed for the day: the Mr. Smoothy's across from his condo. The prospect of going to Mr. Smoothy's was too powerful to let any reporters stop him from getting his smoothy! He had visited the outlet the day prior following his completion of the practical exam at U.A., trying out a couple of smoothies—ranging from flavors like raspberry mochi and grape to bizarre yet enjoyable flavors like donburi and miso mackerel with udon. He hadn't decided what smoothy was his favorite yet, and he knew he wouldn't be able to continue his flavorful pursuit if the media followed him at every turn.

"Maybe some other time," Ben snickered, a mischievous look in his eyes betraying his intentions. Activating the Omnitrix, he quickly cycled through a few holographic avatars of his transformations before decisively slamming down on the watch. A flash of emerald light filled the area, enveloping Ben and eliciting gazes, cheers, and expressions of excitement from many students leaving for the day.

"Jetray!" The exclamation echoed with a shrill voice, marking the appearance of a red-and-yellow manta ray-like alien that stood in place of the U.A. student. Many students nearby in the courtyard erupted into cheers and expressions of amazement.

"Whoa!"

"Awesome!"

Before a crowd of students captured by Jetray's awe-inspiring appearance could gather, the alien quickly swooped into the air. The world below Jetray flickered with camera flashes, desperate to capture his departure as his sleek, winged form faded from the onlooker's view into the distant evening sky.

"Whoa!" Jetray exclaimed. "What a sight! I need to fly around like this more often!" Even from above, Musutafu was just as mesmerizing as it was from the ground. The vibrant city lights spread out beneath him, combined with the sun setting on the horizon, creating a dazzling pattern for the manta ray-like alien to witness.

"I wonder what smoothy I'll try today," Jetray thought, trying to decide what smoothies he would have before he arrived. "The Japanese-exclusive flavors here aren't too bad… maybe I should try more of them. A sushi and ramen smoothy sounds pretty good right about now. Or maybe a taiyaki smoothy! Mm, I'll just have both."

Jetray's mind wandered as he soared higher over the city, moving away from the various smoothies he planned to try to what Aizawa had told him in the staff room earlier. "Just what did he mean when he said 'the lessons that you need to learn won't necessarily be learned by searching at the top'? If they want me to learn how to be a better hero so badly, shouldn't I go for one of the top heroes like that Endeavor guy they mentioned?"

As Jetray flew higher above the city, his thoughts began to vocalize themselves, "Man, why do I even have to do these internships? I don't need this! I'm a world-famous superhero! So what if they think I can't work well with others? I work better myself anyways."

He considered what he was saying for a moment, thinking back to countless times he had worked alone without anyone's help—without Max, Gwen, or anyone else. There was never a moment where he doubted his actions or thought he needed to learn anything about being a hero—after all, he had always saved the day in the end. But what if Max was right in saying he had isolated himself from those around him and forgotten how to work well with others?

For better or for worse, his introspection would have to come later. A flicker of movement in an alleyway a few blocks behind Mr. Smoothy's caught Jetray's keen gaze; a small skirmish was unfolding between a Pro Hero and a group of villains. The hero's costume consisted of a maroon-colored suit paired with a black helmet, but most notable was a large metallic drill on his right arm.

There were about six villains, though their costumes lacked any remarkable features, consisting of entirely black outfits that almost let them blend into the darkness of the alleyway. The villains appeared to overpower the hero in a coordinated assault as he struggled to fight against all six of his enemies. Jetray's gaze switched between the distant Mr. Smoothy's outlet and the ongoing struggle just below, the choice dangling in his mind like an unspoken challenge.

Jetray let out a sigh and descended toward the ongoing struggle. "Smoothy time will have to come later. Right now, it's hero time!"

Landing with a controlled thud in front of the dimly lit alleyway, he slammed down on the Omnitrix nodule on the center of his chest, enveloping the manta ray-like alien in a flash of green light and returning him to his human form.

"Looks like you could use some help over there!" Ben called out to the Pro Hero, his voice echoing in the confined space as he stepped further into the alleyway.

The group of villains, momentarily stunned by the unexpected appearance of the U.A. student, moved away from the Pro Hero. A realization dawned on them upon seeing the flash of green light—a realization that prompted a collective retreat. "It's Ben 10!"

"Are you serious?! Oh, we're in trouble now!"

"I don't want to go to jail!"

"Quick! Let's get out of here!"

"I don't think so!" Ben's decisive words were followed by a slam on the Omnitrix, enveloping him in a green flash of light once more, and in its wake, emerged a transformation more petite than his other forms. The alien, with a silicon-white body standing a little over 2 feet tall, bore a square appendage resembling an MP3 player affixed to his back, with ports running up to headphones on the sides of his head. The Omnitrix nodule rested on the center of his chest.

"Echo Echo!" he exclaimed, his voice high-pitched and robotic with a noticeable reverb, almost as if he spoke through a microphone. Echo Echo split apart, his body duplicating to create five additional clones of himself. The five clones followed suit, each splitting apart and duplicating to create five additional clones of themselves.

"Okay! Group A will take the one in the middle! Group B through F can handle the rest!" With authoritative command, the original Echo Echo led the charge, running toward the villain positioned at the center of the opposing group.

The Pro Hero attempted to interject, holding up his non-drill arm defensively. "Wait for just a minute—"

Group A, consisting of six Echo Echo clones, lunged at the villain, overwhelming him with their numbers and forcefully bringing him to the pavement. "Get off me!" The villain's protests fell on deaf ears as he flailed his arms at the aliens in a futile attempt to defend himself.

The other groups of Echo Echos mirrored the assault, wasting no time leaping toward the remaining five villains and pinning them to the pavement. Despite their best attempts to shake off the Echo Echo clones using their Quirks, relatively mundane powers ranging from spitting out stones to fingers that could elongate, it proved ineffective, only resulting in the creation of more clones.

The alleyway resounded with the gleeful cheers of the Echo Echos and the clatter of the villains being subdued.

"Got you!"

"I got his leg!"

"Not so nice being on the receiving end, huh?"

"Good work, I'll get his arm!"

"Take that!"

The beatdown unfolded quickly but didn't last long. The villains, resigned to their fate, ceased struggling and went limp. The original Echo Echo clone hopped off the villain previously positioned in the middle of the group and walked over to the Pro Hero, looking up at him and pointing over at the subdued groups.

"Okay," he said, "they've all been restrained for you!"

The Pro Hero sighed, shaking his head. "Before you had ran in to pin them down, I was trying to tell you that there wasn't a fight to be had here, Ben 10. The situation was already resolved."

Echo Echo immediately protested, "But—"

"—those guys were just ganging up on you!" another added, finishing the other's statement.

"Yeah!" Another Echo Echo clone continued, loosening his grasp on a villain's leg. "That was the entire reason we came to help you!"

"Ganging up on me? No, you must be mistaken. We were talking. I found these kids trying to rob a local convenience store when I was finishing up my nightly patrol. They ran for a while, and after I chased them here, we talked, and they explained why they had tried robbing the store."

"Why's that?" Echo Echo asked, his curiosity evident.

"These kids have spent most of their lives living in poverty. Of course, that doesn't justify their actions, but it does make what they did a bit more understandable. The first kid you had pinned down, Arata, never got to know his father because he has been in prison for the past four years for accidentally killing a man when trying to aid a Pro Hero in rescuing him."

"Oh." The Echo Echo clones disengaged, hurrying to the original Echo Echo's body and merging back into a singular body.

"They never managed to steal anything from the store, so as far as I'm concerned, no crime was committed here."

As soon as the villains were freed from Echo Echo, they immediately hurried in front of him, getting down on their knees and bowing to the silicon alien. "Please forgive us!"

"We're sorry, we swear!" Another added, "We won't do it again!"

The Pro Hero folded his arms (as well as he could with a drill on his arm) and shook his head. "You guys run along now. Don't let anyone catch you doing this again, alright?"

"Yes, sir!" The villains didn't hesitate to scramble out of the alleyway, quickly fading out of Echo Echo or the Pro Hero's view.

Echo Echo turned to the Pro Hero, raising an eyebrow. "You're just letting them go?"

"Well, yeah," he explained, "it's the job of adults like me to steer the younger generation in the right direction. Besides, those kids don't have many people in their lives to guide them, so I can't fault them entirely for their poor decisions. I don't think it's right to take away their future over a small mistake that they made. It's not like anything was stolen in the end, either."

Echo Echo slammed against the Omnitrix nodule, engulfing the silicon alien in a flash of emerald light. The green radiance faded, revealing Ben, who returned to his normal form. "I guess you're right there. I guess, spending most of my time as a hero fighting against villains that seem irredeemable, I don't even think I took the time to consider their perspectives. Also, I don't think I ever got your hero name?"

"Right. It's Master Driller," the Pro Hero said, extending his hand to Ben for a handshake. "It's nice to meet you."

"Nice to meet you, too. Well, see you later."

"Before you go, Tennyson… would you like to join me on patrol? I'll probably be out here for another ten minutes before calling it a day. I'm sure your grandfather, Tennyson Max, would understand if you came home a little late."

"I had plans to go t—wait, Grandpa Max? How do you know about him?" Ben's lax posture took on a guarded stance as his hand instinctively hovered over the Omnitrix. Was this person spying on him?

"Relax, alright? Tennyson Max is a legendary Plumber, even outside of America, and one of the Plumber Magisters on Earth." Master Driller reached into a zipped chest pocket area on his suit and retrieved a familiar-looking white-and-red badge, holding it out to Ben. "I've been working as a deputized agent of the Plumber and Pro Hero in Japan for about a decade now."

"Whoa! You're a part of the Plumbers? I didn't see that one coming!" "Well," Ben thought to himself, a realization dawning, "add that to the list of things Grandpa Max lied about: there's not a shortage of Plumbers here after all!"

"Yeah, your grandfather was the one that recruited me to the Plumbers years ago. I don't think I'll ever forget that day—it completely turned my world upside down and made me realize that we're small fish in a big lake. The world got a whole lot smaller."

"Maybe I'll join you on patrol after all. You've got to tell me about that story."

"Sure thing, Ben 10," Master Driller said with a hint of a chuckle as the two walked into the evening city, Ben intently listening to Master Driller's retelling and Master Driller recalling his early hero career. "It all started back when I was starting as a Pro Hero after getting my license for the first time…"


"Ben, did you choose an agency for your internship yet?" Uraraka eagerly asked, peering over at Ben's empty internship form.

"Huh? Oh, right. The internships." Between all that had happened the day prior—his first day at U.A., his meeting with Master Driller, and his pending quest to decide which of Japan's exclusive Mr. Smoothy's flavors was his favorite—he had completely forgotten about selecting a Pro Hero for his internships. "Yeah, yeah, I already have someone in mind."

The revelation sparked a collective buzz of curiosity in the classroom. Heads turned, eyes shifted, bodies moved closer, and faces lit up with anticipation, awaiting Ben to reveal the chosen Pro Hero. The room charged with speculation, even without him saying anything—maybe it was Endeavor, perhaps Thirteen, or could he have secured an internship with an American Pro Hero instead?

"I chose, um…" Ben's mind momentarily went blank, grappling for the name of a Pro Hero he was genuinely interested in interning with. All Might was an obvious answer, but he knew that well enough that wasn't an option. Before he could retract his previous statement claiming to have chosen a Pro Hero, the previous day's encounter sprang back into focus. "I chose Master Driller!" he declared, hastily scribbling the Pro Hero's name onto his internship form.

A quizzical silence overtook the classroom. Breaking the silence, a few students echoed the unspoken question many were thinking: "Who?"

"I think I've heard of him before," Sero said, scratching his head. "Isn't he ranked kind of low, though?"

"Yeah," Jiro said with a puzzled expression, "like Number 340, right?"

"B-But, wouldn't someone else be a better fit for a world-renowned superhero like you, Ben?" Mineta asked, wearing a similarly confused expression to his classmates.

"Yeah, I'm sure." A confident smirk unfurled across Ben's face as he finished filling out the remaining information on the internship form. Even though he still wasn't too convinced he even needed the internship, he knew one thing for certain: Master Driller had to be the hero he chose. Between being a Plumber and someone that Grandpa Max knew, Ben felt out of any hero he could choose, Master Driller was probably his safest option. And maybe that's what Grandpa had meant when he said to let the Pro Heroes try to teach him. It couldn't hurt to try it their way instead of the 'Ben Way' all the time, right?


[ - ]

Today's Featured Alien: Echo Echo!

Echo Echo is a Sonorosian from the planet Sonorosia, one of the most forgotten planets in its system!

Echo Echo is one of Ben's most popular transformations, thanks to his small and cute demeanor! But don't make the mistake of thinking this little guy can't pack a serious punch! Echo Echo's claim to fame is his ability to scream at audible to ultrasonic frequencies, similar to that of Voice, but at a notably higher maximum potency! But added on top of that, Echo Echo can also duplicate himself, each of them possessing the same powers and even working so harmoniously they often finish each other's sentences!

Echo Echo has more strength than his size would suggest, but it's only when working in tandem with his clones that his true prowess is shown! A group of these little guys can lift and throw entire aircrafts or hold their own against foes significantly stronger than themselves!

But Echo Echo has more than his fair share of weaknesses! Echo Echo's clones might be durable enough to survive being thrown into a wall, but their durability is only up to a certain extent, and most sufficiently powerful attacks are enough to destroy them! Not only that, but his primary ability to scream at ultrasonic frequencies requires careful usage, otherwise he'll accidentally hurt people he doesn't mean to when trying to take down the bad guys!

Stay tuned for more of Ben's forms!

[ - ]


A/N:

Sorry this chapter took so long, but I hope you enjoyed it never the less! A few things had happened in my personal life, and for a while, it had killed my passion and desire to write. But I am back now, and more than ready to continue with Ben 10: Quirks and Aliens, Finest Heroes! I read all of your reviews, and I will address the ones that I believe I need in this section. If I do not respond to a review you leave, please do not be offended! It is either that I do not want to reveal an element of the plot your review may be touching upon yet (especially if it's regarding whether something works on Ben) or I do not have anything to comment on it. Although I have a plan of the direction I want to take the story (up to the start of the Final War arc), I will always evaluate your feedback and see if I can incorporate any elements you discuss. Thank you always for supporting Ben 10: Quirks and Aliens, Finest Heroes!

Before I address individual reviews, I must clarify a certain part of the story I have noticed confusion regarding. This story does not take place after the end of Omniverse, even though Ben's personality mirrors the one we see in Omniverse. In terms of chronology, this Ben would be from the start of Alien Force without the five-year gap where he took off the Omnitrix. One of the things I noticed many people were saying was that Ben should not be less popular than All Might, but this is an intentional decision. Making him "second to All Might," gives Ben something to work towards up until All Might's retirement, where we will see a shift in his sense of responsibility as the new number one. Adding to this point, please rest assured that I will not be nerfing any of Ben's aliens for the sake of the plot. But the Ben in this story does not have the same selection of aliens as his OS/AF/OV counterpart, meaning that specific transformations that would quickly resolve many conflicts (such as Atomix, Big Chill, Feedback, or Clockwork) are not available to him as of now.

Now to address the rest of the reviews!

alphamon forever: Thank you for your review! Putting Ben in 1-A is a cliche, but I believe that their chemistry as students and Aizawa as a student work better for this story. Your last statement seems to be concerning romance, so do not worry. All romance in this story will most likely not involve Ben, but other characters.

reader2020italia: Thank you for your review! Ben did not remove the Omnitrix in this timeline, and the reason for that will be revealed soon in a special chapter! He has met Plumber kids like Manny, Helen, and Alan, but not Rook just yet.

Maximum Rhapsody: Thank you for the review! You will see other Ben 10 characters such as Gwen, Kevin, Malware, Tetrax, and Psychobos soon, so please keep reading Ben 10: Quirks and Aliens, Finest Heroes!

VilScreen: Thank you for the review! There are plans to adapt many Ben 10 storylines (such as Frogs of War, Of Predators and Prey, the Albedo Arc, etc.), so please keep reading!

ArguableReader: Thank you for the review! I wanted Ben to join after the Sports Festival and replace someone who had little to no real moments (Sugarman) because I felt too many of these crossovers never get to the internships or any of the cool parts of MHA that happen after that. To answer Questions 1-3: 1) No relationships for Ben! 2) You will have to keep reading, but I plan to have Ben's presence have a large impact on the other students and their performances. 3) Same answer; Ben will have a large influence on the story! This fanfiction isn't just a retelling of the MHA story with Ben, but a story that explores how Ben 10's presence would impact a world that is a combination of the two (MHA and Ben 10).

Before I end this chapter's A/N, I want to thank my unofficial editor BruhCage for his help in planning this chapter. I would have struggled with characterization and planning out much of Ben's development had it not been for him.

Thank you all so much for reading, and until the next chapter—you have nothing but my best wishes.