Hey, everyone! I'm back with another chapter of Ben 10 meets DC Superhero Girls! Let's begin!

NOTE, THESE ARE MY OWN STORIES! I DON'T OWN ANYONE IN THIS SERIES! Except for Ben's new form and new beast, their mine.*

We see Nora fighting someone in the arena.

Nora: [trying to hit the person] Come on, this is cheating!

Turns out, the person was Ben as a Faunus transformation. He appeared to be a human with a muscular body, black pants with boots, has four green and black tarantula-like legs on his hips, has a Megaman style-like cannon on his arm that can turn into a wrecking ball, has webs under his armpits and legs, has a head similar to his human form, but with a web-like beard instead of his hair, the Omnitrix is located on his waist, and has a smirky-tone voice. He calls this form Webs!

Webs: [smirks] Oh, you no fun! I'm just playing!

Nora: [mad] No! Playing means you have fun, you're just moving around not fighting!

Webs: [sarcastically] I'm playing around.

Nora: [turns her mallet into a gun] [growls] [shots Webs]

While they were fighting, Rook, Ruby, her friends, and the Dragon Riders were watching.

Yang: Wow. Ben's doing well for a Faunus.

Rook: Ben's a fast learner. Once he gets use to his new body, he can master it.

Jun: [shaking in fear] Yeah, I guess. But why a human spider?

Ruby: It's random of what Faunus he could get? So, I guess his Faunus' a spider.

Rook: It's more of a tarantula.

Jun: [shaking in fear] Still a animal with more than four limbs is freaky!

Eugene: Jun has a fear of spiders.

Blake: Well, it's kinda weird for a spider Faunus for one of Ben's transformation.

Weiss: Yeah. It's even weirder that he scan you, [disgusted grunts] disgusting.

Soon...

Nora: [on the ground] [panting]

Webs: [puts his foot on her chest] Guess I win. [chuckles]

Nora: [angry vein] [growls]

Later, Ben went to chill after that fight, and Ruby and her team was talking to Tech about their weapons.

Tech: [holds Crescent Rose] So, this are your special weapons?

Jaune: Yeah. It's pretty cool.

Tech: Well. If I would be so kind, I could give them an upgrade.

Ren: You can do that?

Tech: Oh yeah. Just give me a couple minutes.

Soon, he got to work, giving their weapons all an upgrade.

Fifty minutes later...

Tech: My friends, allow me to introduce the new and inprove Remnant weapons. [pushes button]

That's when the wall moved up and their weapons look cooler than before!

RWBY: Wow!

Tech: With an improvment base on your skills. [grabs Crescent Rose] Ruby, not only your weapon is a scyth and a gun. [tosses it at her]

Ruby: [screams] [turns around to protect herself]

But before the scyth hit her, it transforms into a jetpack and lands on her back!

Ruby: [looks at her back] Huh?

Tech: It also works as a jetpack that can boost your Petal Dash move.

Ruby: Really?

Tech: Test it out.

She then did it and she was flying!

Ruby: [flying fast] [yelling]

She then crashed into a wall hard.

Ruby: [groans]

Tech: You need to stop with your feet.

Ruby: [weakly] Right.

Yang: [holds long-sleeve glove] This looks like my gauntlet.

Tech: 'Cause I made it to be exactly like your gauntlet. It can do anything it can do. But when you clap your hands, it can create a powerful wind that can blow away a ten ton veichle.

Yang then clap her hands and a powerful wind that sends a Plumber Tank off its wheels.

Yang: Cool.

Tech: [holds Weiss' sword] Weiss, your sword contains the power of the elements. [tosses it at her]

Weiss: [catches it] Okay?

Tech: One touch of that element, it transforms your sword into that element.

Weiss sees candle with a little fire on it, puts the tip over the flame, and the sword was on fire!

Weiss: Whoa!

Tech: [as Blake grabs her sword] Blake, your sword can transform into a grapple hook that can hook onto anything.

Blake: [turns her blade into grabble hook] Wow.

Tech: Jaune, your sword can slice threw solid steel.

Jaune then grabs his sword and he slice a steel pole with ease.

Jaune: [eyes sparkle] Cool!

Tech: Ren, Your swords can turn into boomerangs that can slice threw steel as well.

Ren grabs his sword, turn them into boomerangs, threw it at a steel wall and it left a mark on the wall.

Ren: Interesting.

Tech: And Nora, you can...

When Nora smashed the ground, it created a shockwave.

Nora: Yeah, I get it, I can create shockwaves with my hammer.

Weiss: Cool. Nice work on our weapons.

Tech: Oh yeah, I'm a genius. And I did it for a reason.

Blake: Why?

They went to the TV where...

News Anchor: Breaking news! A strange black creature is causing havic in downtown. We don't know what it is, but we'll try to get answers soon.

Ruby: A Grimm!

Weiss: Looks like a Manticore!

Tech: Not just any Grimm. [pulls it up on screen] Look at it closly. I've seen monsters before, but nothing like this. It has the front half of an eagle, the bottom and head of a lion, a tail of a scorion, with the flying power of a manticorn and strength of what you call Grimm. My best guess that the three animal lovers created this beast.

Yang: Doesn't matter, we need to stop it!

Tech: [types on computer] It looks like it's in midtown. I can teleport you- [computer beeps]

Ruby: What's it?

Tech: [zooms in] Looks like someone else got there first.

Blake: Is it Ben?

Tech: It looks like someone else. Nothing I ever seened before.

Ruby: [grunts] Doesn't matter! [puts on pack] I'm gonna stop that Grimm!

She then dashes off, but it sended her flying! Meanwhile, in midtown, the beast was causing destruction, and the four heroes were going to stop it. Turns out, the four were the Teenage Mutant Ninja Turtles!

(Rise of the TMNT version)

Leo: 'Kay guys, let's a do this!

Raph: Right. Let's come up with a good plan that will-

Mickey: [sees something coming towards them] Hey! What is that?

Turns out, Ruby was coming towards the new Grimm in rage!

Ruby: [turns her back into her scyth] [about to strike the beast] [yells]

The Grimm saw her and move away, when a old face appeared in front of her. This was the enemy of the Monkie Kid, once destroyed but back, the queen of spiders, the Spider Queen!

Spider Queen: [chuckles wickedly] Hello there. [punches and sends Ruby towards a wall]

Ruby: [slams into the wall] [grunts] [weakly] Who are you?

Spider Queen: Since I've never seen you before, I'm the Spider Queen. Once dead, but back baby, thanks to my new friends! [chuckles] I've heard of you, Ruby! [grabs Ruby's leg] I wonder if you have ruby in your blood?

Yang: [she and the others came in] Ruby!

Spider Queen: Ah, the main course is here.

Weiss: What's that suppose to mean?

Spider Queen: Well, Grimserver will devour you all! Due to it being your natural predator!

RWBY: What?!

Spider Queen: Yes! [chuckles wickedly] My new friends help created this beast from your world. It is the ultimate monster. [licks her lips] Now Grimserver, time to eat! [charges at them with Grimserver] [laughing wickedly]

But before they could get them, Raph came in and use his mystic might to send the two slamming towards a wall!

Raph: [grabs Ruby] [to the others] You all need to get out of here.

Blake: No, we need to fight and destroy this thing.

Nora: Yeah, we want to help!

Raph: [sees the two getting up] You can help by not getting eaten. Leo, get them outta here!

Leo: [groans] Fine.

He then creates a portal under them and they went in it, and Raph tossed Ruby into the portal before it closed.

Ruby: No!

Raph: [portal closes] [to Spider Queen] That all you got, bug lady?

Spider Queen: [chuckles evily] Not even close.

That's when a flare went off in the sky, and she and Grimserver notice it.

Spider Queen: Well, looks like the fun will have to wait, my pretties. See ya!

She then jumps on top of Grimserver and they blasted off!

Mickey: What was that? And why was she weirdly shape and not the beast?

Donnie: Got me.

Raph: Master said that there are other worlds that are different than ours. We came for the fight and it's over, lets get outta here before things get ugly.

While they were leaving, Monkey King and Macaque was watching them.

Monkey King: looks like that old rat's children are here now.

Macaque: So, what's the deal?

Monkey King: If their here, it means that the rat and the others will be coming. We need to find them and fast, before they could harm the others.

Macaque: Why do you care? It's not like their in danger.

Monkey King: It's not them I'm worried about, it's Kara I'm worried about.

Macaque: Why?

Monkey King: Her power is the most strange and dangerous, since she grabbed my staff. And if they get a hold of her powers, it will be the end of this world.

Macaque: [gasps]

End