Warning: I do not own Ben 10. Fictional events that I make are mine as well as my OCs.


Deep within outer space, a battle was going on in the asteroid belt. The first ship is shaped in a very peculiar manner, being mostly horizontal but with a ring surrounding the back of the ship, seemingly acting both as thrusters and landing gear. It is navy blue with some components being also seemed to be blasted with red lasers.

The lasers came from a much larger ship. This was known as the Chimera Hammer as it is an immense ship; brown in color with orange egg-like constructs all around, used to accent the body and some used as portholes. Shape-wise, it resembles an Earth taser, with two long extended pieces constantly generating orange electricity between them. Its back-end features a propulsion system that resembles wires holding a ball of red energy. The ship has visible turrets and antennae.

The blue ship flew to the side and fired two green lasers back at it, causing some damage to the hull.

Inside the Chimera Hammer, two humanoid robots were at the controls. They were orange with a black faceplate with four orange dots and spikes on the shoulders.

"Hull damage 20%, but the system's still operational." One of the robots reported.

The captain of the ship was a humanoid creature with a face resembling that of an octopus. He has tentacles dangling in the front of his face, like a beard. His skin is pale green with yellowish spots on his face and tentacles. He doesn't have a nose or a visible ear. He has piercing red eyes that can terrify almost anyone in the universe. He wore a black and red-brownish armored suit and gloves. His armor was spiked at the shoulder and arm pads. He had green sacs on the sides of his head. His mouth was attached to the sacs by a respirator. This was the alien warlord known as Vilgax.

"I have come too far to be denied!" Vilgax yells out in anger.

The ships exited the asteroid belt as the smaller ship evaded the Chimera Hammer's lasers.

"The Omnitrixes shall be mine, and there is not a being in the galaxy that dares stand in my way!" Vilgax yells out.


On Planet Earth, a 10 year-old brown unkempt haired boy with lime green eyes was sitting on his desk, working on something. He had on a white short-sleeved shirt with a black strip going down the center that stretched around his collar, a pair of dark green cargo pants, and white/black sneakers. This is one half of our unlikely duo, Benjamin Kirby "Ben" Tennyson.

Ben then smiled as he finished making a paper airplane. Sitting next to him was an eleven-year-old boy who seemed to have black long almost shaggy hair with blue eyes. He had on a dark red t-shirt over a black sport vest. He also wore khaki shorts and black tennis shoes to go with it. Lastly he had a brown all around with black strip in the middle bracelet. This was Donald Poynter, the other half of our heroic duo. He also happens to be Ben's best friend, as the two have been through stick and thin. Donald just watches his friend making a paper airplane knowing what he is planning, so he just goes back to reading his book and let's Ben do what he does best ... .getting into trouble.

Ben then smirks as he tossed the paper airplane that hit the teacher on the back of the head. The teacher put a glare on her face and he panicked and ducked under his book.


About fifteen minutes later, Ben and Donald looked up at the clock, begging for the class to be over as the seconds ticked by.

"Come on! Come on!" Ben whispered in anticipation.

"Just a few more seconds." Donald mutters as he can't wait to get out of school.

"And I just want to remind you all that I'm teaching summer school this year and it's not too late to sign up," The teacher informed her students.

"Yeah, right." Ben scoffs towards Donald.

"I feel bad for the kids who are forced to stay here for summer school." Donald jokes towards Ben, who agrees.

That's when it was finally time as the bell rang once the clock struck three pm. "Yes! We're outta here!" Ben shouted in glee.

"Finally! Didn't think it would ever end." Donald said with a sigh.

The students then stood up from their desks and left the room. "Have a good vacation and I hope to see you all again in the fall," The teacher said just as Ben and Doanld were about to leave class. "Benjamin."

Ben and Doanld halted where they stood and turned to face the teacher.

"Could I have a word with you before you go?" She held up the paper airplane.

Doanld just started to chuckle a bit before he tried to stop as Ben gave him a small glare. The brown hair boy just groaned in embarrassment before walking to the desk.


Outside, a kid with black hair, a white shirt and blue jacket and glasses backed up against a tree as two bullies smiled mischievously.

The first was a boy with tan skin, black hair, brown eyes, and a blue shirt with a cash register on it. This was the leader of the two, Cash.

The second kid was another boy with fair skin, brown hair, glasses, and a yellow shirt with an army green jacket. This was Cash's lackey, JT.

"Normally, we'd take your money and beat you up." Cash said, punching his fist into his hand. "But since it's the last day of school, we're gonna give you a break. Now fork over the cash so we can get out of here!"

"Leave him alone!" Ben said from behind them as he and Doanld glared at the two.

"Back off, shrimp!" JT said as he turn to them.

"He said leave him alone!" Donald tells him. "I would listen if I were you two knuckleheads."

"Oh, looks like we got ourselves a couple of heroes!" Cash mocked. "Suppose we don't want to back off."

The two then walked over to them. "What are you going to do about it, Poynter and Tennyson?"

The four glared at each other before Donald and Ben nodded their heads together in agreement before they charged at them with a shout.


About a minute later, Donald and Ben were hanging on a tree branch with their boxers holding them as they both did not seem to be happy with how that fight went.

"That didn't go as planned." Donald said dryly.

"Thanks a lot." The kid said, who also seemed to be strung up on a branch and hanging by his boxers too.

"We were just trying to help." Ben said as Cash and JT left them to hang around.

"Next time you try to be a hero, make sure you can back it up." The kid advises them with a glare.

"You're welcome for trying." Donald tells the kid as he was clearly mad for how the fight went down. "I don't see anyone else helping you."

That's when they heard a honking and yellowish-grey RV called the Rust Bucket pulled up to the corner. The driver was a man in his late 50's with white hair and a red Hawaiian shirt with blue pants and brown boots. This was Ben's grandfather, Maxwell "Max" Tennyson.

"Come on, kids. We're burning daylight! I want to get to the campsite by nightfall!" Max calls out to them.

"Uh, Grandpa, a little help here." Ben getured to his grandfather the citation he and Donald were in while Donald is still not happy.


A couple minutes later after Max pulled them down and their underwear was safely tucked back in their pants, Ben and Donald stepped into the Rust Bucket bursting with excitement.

"Me and Donald have been looking forward to this." Ben said as he and Donald walked through the RV door, but he immediately stopped in his tracks when turned to see a girl sitting by the window seat.

She was a 10 year-old girl with red hair in a pixie cut and wore a long-sleeved blue shirt with lighter blue in the center and a cat icon at the chest and wore a blue hairpin. She also wore white pants and white shoes. This was our heroes' cousin, Gwendolyn "Gwen" Tennyson.

Donald was just as confused on why she was here, but not so much as Ben seems to be.

"What are- What are you doing here?!" Ben questions her before he immediately looks at his grandfather in surprise and decides to question him about the situation. "What is she doing here?!" Ben asked in a shout while pointing towards her.

"Take it easy, dweeb." Gwen sighed. "This wasn't my idea. Someone convinced my mom that going camping for the summer would be a good experience for me." She explains gesturing to her grandfather as she crosses her arms in dismay.

"Grandpa, please. Tell me you didn't!" Ben begged .

"I thought it would be fun if your cousin came along with us for the summer." Max then asks with a glare meaning that this is final. "Is that a problem?"

Neither one of them said anything, mostly because they didn't want to upset or disappoint their grandfather. Whatever animosity existed between them, they both shared a mutual love for Grandpa Max and begrudgingly made a silent pact not to argue for his sake…

That's when Donald decided to speak. "I don't see why not." He answered as he doesn't want to get in the middle of the Tennyon cousin squabble again.

"Thank you." Gwen thanks him. "At least one of you boys seems to have manners." Causing Ben to roll his eyes as he and Donald took their seat across from Gwen.

"So, how was your school year?" Donald asked Gwen as he wanted to make some small talk before they get their destination

"Same old, same old." Gwen said with a sigh as Max started the RV and drove out of the school and onto the roads.

"Same here." Donald said.

"Aw, I can't believe it." Ben groaned before looking towards his friend. "We wait all school year to go on this trip and now the Queen of Cooties is along for the ride." Ben said.

"Hey! I had my own summer vacation planned out too, you know!" Gwen said, pulling out a schedule. "Each activity is color-coated so I never did the same thing two days in a row." Ben and Donald were shocked to see that she literally planned her whole summer out.

"You just….always carry that around with you?" Donald questions her as he didn't think she was the organizer type.

"Yes, I do." Gwen confirmed. "Now, I'm stuck going camping with you and my geekazoid cousin for three months." Gwen said with disappointment in her tone.

"Geek." Ben mocked.

"Jerk." Gwen shot back.

"Something tells me it's going to be a long summer." Max said, suddenly starting to regret this entire trip as they went onto the highway.


And while they wait for their destinations, Gwen pulls out her laptop and starts doing whatever she is doing to it. Donald then had an idea. "Hey, why don't we play some Sumo Slammers?" Donald suggested as to hope take Ben's mind off of being with Gwen the whole summer.

"Great idea, dude." Ben said with excitement as he got up and went to get their video games.

"That'll keep him busy for a while." Gwen spoke up as she gave Donlad a glance.

Donald just smiles at her. "That's the plan." The two then proceed to high five before Ben comes back with their controllers, headphones, and video game console to play.


That night at the campsite, the kids sat at the picnic table preparing for dinner as Ben and Donald still played their video games.

Soon enough, Max came out carrying three bowls for the kids. "Chow time!" He announced.

Donald stops playing as he smiles. "Great, I'm starving."

As Max placed the bowl down, the three recoiled in disgust as the bowl was squirming with worms that were still alive. Donald feels like he is going to barf at any second now, with ben and Gwen not tto far from behind as well.

"Okay. I give up. What is that?" Ben asked as he too was not going to eat it.

"Marinated mealworms." Max answered. "Hard to find them fresh in the States. You know, they're considered a delicacy in some countries."

"And totally gross in others." Gwen stated as one of the worms squirmed out of the bowl and slithered away.

"If these don't sound good, I've got some smoked sheep's tongue in the fridge." Max suggested to them.

"Ugh." Donald groaned. "Couldn't we just have a burger or something?"

"Nonsense!" Max stated. "This summer's gonna be an adventure for your taste buds. I'll grab the tongue." With that he walks back in the Rv

Gwen, Ben, and Donald looked at each other as they were silent for a moment.

"Yeah, I'm not eating that." Donald said in digest as he pushed his bowl away. "Maybe in another life I would consider them."

"Okay. I've got a half-eaten bag of corn chips and a candy bar in my backpack." Ben said in a whisper towards Gwen and Donald. "What have you got, Gwen?"

"Some rice cakes and hard candy." Gwen said. "And you, Donald?" She asks as she hopes he got something better.

"A bag of combos and a couple of jolly ranchers." Donald answered

"Think we can make them last the whole summer?" Ben asked.

"I say no." Donald said as the kids groaned disappointedly.


Meanwhile, the battle out in space continued to rage as the transporter ship passed by the red planet of Mars and flew towards the blue planet of Earth. But not too far behind was Vilgax's flagship, the Chimerian Hammer, dangerously close behind it. The massive warship fired relentlessly onto the smaller transporter until one shot successfully hit its tail, effectively stopping the ship in its place.

"They're propulsion systems have been destroyed." The pilot reported to Vilgax.

"Prepare to board!" Vilgax stated. "I want the Omnitrixes now!"

However, in a last effort of defense, the smaller ship fired a green laser from the top fin and it blasted the upper area of the Chimera Hammer, which caused a huge explosion, which destroyed the pilot and severely injured Vilgax. But not before the Chimera Hammer fired one last laser, which destroyed the ship and there was nothing left but the front.

The ship sent out a space capsule just before it was destroyed and it separated to send out a pod that was hurtling down to Earth to find it's destination.


Back down at the campsite, Ben and Donald were playing on their gaming system again while Gwen was on her laptop.

Max came up to them holding a bag of marshmallows as they continued on their activities. "Who wants to roast marshmallows?" He asks

The three of them just ignored him and continued on what they were doing.

"Okay. How about we tell scary stories?" He asked again

"Scarier than having to spend your summer with your reek of a cousin?" Ben teases, causing him and Donald to laugh at that.

Gwen glared at them and turned back to her laptop.

"I'd like to, Grandpa, but I'm busy looking up cures for extreme doofusness!" Gwen mocked. "Nothing yet, boys, but let's not give up hope!"

"Come on, you three. We're all in this together. Either you can mope around all summer or we can have some fun!" Max encouraged them.

"I vote for fun!" Donald said, hopefully.

"I vote for moping." Gwen frowned.

"I'm going to take a walk. Smell you around, Gwen!" said Ben as he got up, left his game on the floor and walked into the woods.

Donald just sighed and set his game on the floor too. "I'll keep an eye on him." Causing Max and Gwen to nod their heads in agreement as Donald runs off to catch up to his friend.

"I, uh, think they're starting to grow on each other." Max said to himself.


In the forest trail, the two boys seem to be walking along the forest trail with Ben's hands in his pockets while Donald has his arms crossed. Ben has a frustrated expression on his face as Donald just watches his best friend rent to him as usual.

"Aw man…this is gonna be the worst vacation ever." Ten-year-old Ben complained. "We might as well have gone to summer school."

"You're making a big deal out of nothing, Ben." Donald tells him.

"What?" Ben asks, confused. "How could you defend her, she's horrible."

"Gwen is not that bad." Donald said.

Ben rolled his eyes. "Of course you say that. You two have a lot in common."

"Hey, at least your grandpa is letting me stay." Donald said, trying to lighten the mood. "We can still have fun together! Plus we can double prank Gwen."

That's when Ben and Donald stopped walking and looked up to see a streak of reddish-orange light shooting across the sky.

"Whoa…" Ben marveled. "a shooting star."

"Maybe you should make a wish for this summer to get better." Donald suggested in a teasing manner.

All of a sudden, to the astonishment of the boys, the meteor pulled a ninety degree angle and was now heading straight for them.

"How did it do that?" Donald said, shocked.

"Worry about that later!" Ben yelled.

The boy's eyes widened in shock and fear as the streak of light expanded into a fireball, coming straight for them. They let out a yelp as they turned on their heels and ran as fast as they could. The meteor then came and crashed into the ground right behind Ben and Donald, creating a bright conflagration. Chunks of earth and a dust cloud from thrown up from the force of the impact.

At the end of the smoking furrow, a remarkably unharmed Ben was lying on his stomach, while Donald was on his back facing the same direction as Ben. The two got up unscathed and walked toward the edge of the smoking crater where they looked down into it. Donald and Ben saw a large segmented sphere that was glowing red from entry into the atmosphere.

"What is that?" Donald asks the obvious question.

"Looks like a satellite or something." Ben noted.

Ben and Donald laid their hands on their knees and hunched over, trying to get a closer look into the hole. Without warning, the earth beneath them crumbled away and caused them to fall into the crater.

"YAAAHH!" Ben cried out as he slid into the trench.

"WOOOAAAHHH!" Donald cried out as he slid into the trench.

The boys quickly got up and calmly looked at the silver, metallic orb. Suddenly, steam slipped out from the interlocking plates of the sphere as it split open. A beeping sound was heard as a green and blue light emanated from the inside of the container.

Ben and Donald peered into the sphere to see two strange, bulky watches lying in the center. A dial rested in the center, only it had no numbers or hands, but rather a green and blue angular hourglass symbol. The wristband appeared to be comprised of a thick, blackish-gray material. It each had a green and blue button on the front sides of each watch, and four white pipes that extended from the dial and around the rest of the watches. A faint glow shined from the dial and bathed the newly forged crater in an emerald color.

"A watch?" Ben said absentmindedly. "What's a watch doing in outer space?"

"I don't know..." Donald trailed off. "I say we take it and see what's with it."

"It's like you read my mind." Ben smiled at this.

Ben and Donald smirked as they stretched out their left hand to pick up the device and examine it. Shockingly, the watch lunged out of the sphere, opened up, and clamped down on their left wrist; much to their surprise. Ben seems to have the green watch while Donald has the blue one.

"AAHHH!" Ben and Donald screamed, frantically shaking their arms.

"GET OFF OF US! GET OFF! GET OFF!" Donald screamed in terror.

The boys grunted as they tried to pull the watch off, but to no avail. In Ben's panic, he lost his balance and fell on his back. Donald quickly grabbed him and got him backup and they climbed out of the crater, making a mad dash into the forest.

"Grandpa!" Ben yelled.

"Something happening!" Donald yelled.


"Hmm..." Max wondered. "The boys have been gone awhile. But I guess they can't get into too much trouble out here."

"Unless they wind up bear food." Gwen said as Max turned and glared at her.

"I can dream, can't I?" Gwen asks in an innocent way.


Ben and Donald were in the middle of a small clearing with Ben having a stick in his hand; shoving it under the watch and trying to get it to come off. However, his attempts proved fruitless when the stick broke off. Ben groaned in aggravation

"Forget it, dude. These things aren't coming off." Donald told him as he leaned on the tree. He too already tried to take off with no avail, and it looks like it's not going to be separate one way or another, so he decided to chill and watch his friend try to take his off.

"Easy for you to say, Donnie." Ben said using Donald's nickname which he hates so much.

Ben turned his attention to the watch and unknowingly pressed a button on the side of it. He was caught off guard by an electronic beep and when the dial popped up. "Woah!" Ben and Donald spoke at the same time as Donald got close to Ben who then looked around to see if anyone was watching besides Donald. As Ben and Donald turned their gaze back to the watch, the hourglass symbol shifted into a diamond shape that had a black silhouette of a humanoid on fire.

"Cool!" Ben commented.

"Wonder what happens if you press it." Donald said with curiosity.

Ben liked the idea as he placed his index finger on the faceplate. The boy's eyes widened in wonder as Ben pressed down the dial. Donald sadly was forced to shield his eyes as Ben was engulfed in the familiar green light that came out of the watch. Donald was definitely not expecting that to happen

The watch sunk down into his arm and from where it sinked, brown-orange rocks erupted from his skin and worked their way down his body until they reached his eye. Then, cracks appeared in the outline of his now rocky skin and the watch symbol appeared on his chest. His head erupted into flames with a face outline inside as the watch symbol with a white hourglass was on his chest.

Ben took one glance at himself; a horrified expression crossed his flaming face with Donald standing not far next to him with a similar expression. "AHHHHH!" Ben yelled in a deep, raspy voice. Seeing his new flaming rock body increased Ben's anxiety by the second. "I'M ON FIRE! I'M ON FIRE! AHHHHHH!" The boy-turned-flames began running around in panic as Donald could only watch with a horrified expression as it looked like he couldn't move.

That's when Ben ceased his running. "Hey…" he calmed down and looked at his fiery body, clenching his fists in relief. "I'm on fire and…I'm okay." Ben then looked at his friend who seemed to snap out of it. "Check it out. I'm totally hot. Ha-ha-hah!" He chuckled from his own pun.

Donald just groaned at the pun. "That's horrible."

A roguish smile grew on Ben's face as he glanced back at a tree. "Oh yeah" He turned to face the tree and stood in a wide stance with his arms ready at his sides. "Uh huh." He held out his right hand with his index finger pointing out, giving it the shape of a gun. "Here goes…"

He discharged a small fireball from his fingertip, which blasted through the tree trunk and left a smoking hole in it.

"That's so cool!" Donald praised Ben.

"That's what I'm talking about." Ben commented in agreement.

"My turn, now." Donald told Ben as the boy raised his watch too. He then unknowingly pressed a button on the side of it. He was caught off guard by an electronic beep and when the dial popped up as well. It also causes the white tubes on the watch to suddenly glow blue replacing the color of it "Nice." Donald said as Ben got slightly closer to see Donald's watch in action. The blue hourglass symbol then shifted into a diamond shape that had a black silhouette of a humanoid on fire.

"Looks like mines, but different." Ben tells him. "Wonder what he can do."

Donald just smiled at his friend. "Only one way to find out." He then slammed his right hand on the watch, causing a blue flash of light.

Ben sadly was forced to shield his eyes as Donald was engulfed in the familiar blue light that came out of the watch.

The watch sank into his wrist, causing his veins to pulse and expand rapidly, until they reached his eye, which he clenched shut. When he opened them again, they were fully orange. Afterwards, his clothes transformed until they morphed into a black containment suit with a white upper torso. But what's interesting is that inside the containment suit is an orange, liquid biofuel that dissipates at the top of his head like fire. His face morphs into a helmet-like but without the cheek, lips, top part, or eyes showing the biofuel. The arms changed colors before it transformed into four white fingers. The watch symbol is white on the hourglass and is located on his waist with a belt not too far around it just as the transformation ended.

The first thing Donald noticed is that he seems to be on fire too, but only the top of his head, sorta. Second, his transformation was way different than he thought he was, but luckily he was just as calm unlike Ben was. Donald also noticed that he seemed an inch taller than Ben in this transformation too.

"Wonder what he can do." Ben said to him.

Donald just smirks. "Only one way to find out." He then raises his arm out and to their astonishment, his fingers fold back and resemble a cannon. "Liking it." Caught up in the moment of his newfound abilities, Donald unleashes the cannon that surprises him and Ben so much as the cannon unleash a giant explosion that blows some of the forest areas.

"Woah!" Ben and Donald said in astonishment before the two smirked at each other once more and began to fire rapidly at one another at the trees around them.

But, as a result, those trees burst into flames.

The boy's empty eye sockets went wide in alarm when they realized what they had done. "Wait! Stop!" Ben said to the flames as if they could hear

Naturally, the fire ignored Ben's pleas as it spread from tree-to-tree. The two ran toward the epicenter of the newborn forest fire and started stomping their foot on the flaming ground. However, Ben's fire-wreathed feet did nothing to stop the spread of the inferno, while Donald's did only so much as he could.

"Aw man. We are gonna get so busted for this." Donald said nervously.


From the campsite, Gwen and Max saw the smoke from the fire rising up from the trees.

"What's that?" Gwen asked, getting up from her seat.

"Looks like the start of a forest fire." Max said. "We should let the ranger station know. Probably some darn fool out there, messing with something he shouldn't." Then the two got a shocked realization on their faces. "Ben!"

He then reached into a chest and got out two fire extinguishers and handed one to Gwen. "You'd better take this."

"What about Donald?" Gwen questions.

"I highly doubt Donald would follow Ben like this." Max told her. "But I do wonder how this started."


A few flaming trees collapsed around Ben and Donald, who were stomping the fire on the ground relentlessly as best as they could.

"This would be so cool if it weren't so…not cool." Ben commented to his friend.

"At least it couldn't get worse." Donald said sarcastically.

A short ways away, Gwen was putting out fires as best as she could until she unknowingly shot Ben. This causes the boys to yelp in surprise and turn around to face her. Gwen paused and looked up at the fire monsters blankly.

Donald decided to break the ice. "Hi." He waved.

That's when Gwen lets out a high-pitched scream. "AAAAAHHHHH!"

Ben held out his hands in a placating manner. "Look, we know we look weird. But there's no reason to be scared."

"He's right we're-" But whatever Donald was going to say went nowhere when Gwen jumped up and slammed the butt of the fire extinguisher into his face, which sent him careening back. He flipped in midair and landed on his stomach a few meters away, this causes Ben to look at her in surprise at what she did to his friend.

Ben immediately went to aid his friend and lifted him off the ground, that's when they both were greeted by a stream of white foam. The flames were extinguished, revealing their rounded heads. They finished coughing up the foam then they looked at Gwen with annoyance as their head reignited.

Gwen stood in front of Ben and Donald with the hose of her fire extinguisher aimed straight at them. "I don't know what you two are, but you'll stay down there if you two know what's good for you." She threatened.

Donald was getting mad as Gwen didn't seem to want to listen while Ben grinned mischievously and pointed his hand toward Gwen's feet, causing a tiny flame to ignite on her shoe. Gwen squealed in surprise as she stumbled back on one leg and sprayed the white foam on her shoe.

Once the flame on her shoe was extinguished, Gwen glared back at Ben especially and held the fire extinguisher over her head. "I warned you."

"Don't even think about it, geek." Donald mocked her.

Gwen paused as her eyes widened in recognition. She lowered the fire extinguisher and looked at the fiery humanoids in moderate shock.

"Donald? Ben? Is that you guys?" She questioned, awed. "What happened?"

"Well," Ben began to explain. "When we were walking, this meteor fell from the sky and almost munched me and Donald. Except it wasn't a meteor or a satellite, but these cool watches that jumped up on our wrists, and when we tried to get it off we were suddenly on fire. Only it didn't hurt as we accidentally started this mega forest fire."

"Gwen!" Max calls out to her. "Are you al-" He stopped and gawked at Ben and Donald. "What in blazes?"

"Hey grandpa, guess who?" Gwen remarked.

"It's me, grandpa." Ben greeted, waving his hand at him.

"Hey, Mr. Tennyson." Donald greeted, waving his hand at him as well.

"Boys?" Grandpa Max said, surprised. "What happened to you two?"

"Well, when we were walking this meteor-" Donald started to explain when he was interrupted by a nervous Gwen.

"Um, excuse me, major forest fire burning out of control. Remember?" Gwen questions them.

"What do we do?" Ben asked, turning to the growing inferno eating away at the forest.

Max glanced at the forest fire with a thoughtful expression. He then looked back at the boys, and answered, "Backfire. Donald make a clearing at best you can so that it won't burn out more. Ben, you will start a new fire and let it burn into the old fire. They should snuff each other out. Think you can do it, guys?"

"Shooting flames, I can definitely do." Ben replied, smirking.

"This is going to be fun." Donald said with a smile before the tow sprinted into the blaze.

The boys then stood at the edge of a section of unburnt woods. Donald went first and began to shoot multiple tiny explosions and make a trench in the process to help clear the path. Ben then held out his left arms and fired a stream of flames at the trees, creating a second forest fire. The boys smiled as the two fires burned into each other, and grew smaller and smaller from the decreasing oxygen in the air.

"High five." Donald said before the two gave each other a big high five, which resulted in sonic clap.

Later, the park ranger drove up only to be stunned to see that the fire was already out.


Back up in space, the Chimerian Hammer continued to orbit the little blue planet from a safe distance, away from any detection by the planet's feeble technology. On board the Chimera Hammer, one of the pilot robots was reporting to Vilgax, who was inside of a tank.

"What do you mean it's not there?!" Vilgax asked angrily. "This battle nearly cost me my life and you say the Omnitrixes are no longer on board the transport?!"

Vilgax rose up from inside of the tank and we were treated to a truly grisly site. His entire body was basically mutilated from the explosion from earlier. His entire left side was basically destroyed with the bones sticking out. His right arm and leg were tattered and he was strapped to a breathing apparatus to keep himself alive while his body regenerated.

"Sensors indicate a probe was jettisoned from the ship just before boarding. It landed on the planet below there." The pilot reported.

Vilgax growled and turned to one of his robot scouts. "Bring it to me."

The robot complied and left the room.


Back at the campsite, Ben and Donald were explaining their story to Max and Gwen. The boys seemed to be sitting on a log. It's amazing how it didn't burn to a crisp under their weight.

"And you say these watches just clamped up on your wrists?" Max asks the two

Gwen tossed the two a marshmallow. "Hey this time it wasn't my fault!" Ben said as the marshmallow roasted and he tossed it into his mouth. "I swear!"

"It's true!" Donald confirmed. "We don't know why these things won't come off, no matter how hard we try."

"I believe you two." Max said.

"So does anyone have an idea on how to change us back?" Donald asked.

"Yeah, think they're going to stay monsters forever?" Gwen asked.

"They're not monsters. They're aliens." Max said in a serious tone.

The kids then looked at him curiously, wondering how he could possibly know that. It sounds so made up and ridiculous.

"I mean, look at them? What else could they be?" Max ask as the kids had to admit he was right.

"I don't want to be a fire guy forever. How are we going to make the little league team if I charcoal the ball every time I catch a pop fly? Or Donald accidently causes an explosion with his hands?" Ben asked.

"Don't worry, guys. We'll figure this thing out." Max reassures them

Then, all of a sudden, the watch symbols on Ben's chest and Donald's belt started beeping red and indigo respectively and then, after a few seconds, released a bright flash of light of each respective color which caused Gwen and Max to look away due to how bright it was. When it finally faded, the boys stood there, back to their normal selves.

"I'm me again!" Ben said, in an almost celebratory fashion.

"Me too!" Donald said with a bit of surprise as he checked himself just to be sure.

"Aw!" Gwen whined. "Too bad. I liked you better when you were a briquette." Gwen said, holding up a marshmallow.

"Looks like this thing is a time feature." Donald said as he exclaimed his watch which was showing an indigo hourglass instead of the blue earlier. "Nice."

Ben then started to struggle with the watch. "I still can't get this thing off."

"Better not fool with it until we know exactly what we're dealing with." Max warned. "I'll go check out that crash site. You three stay here." Max said.


An orange pod launched out of the Chimera Hammer and crashed down in the forest where the pod containing the watches were. It then separated its segments, sprouting three legs with no feet, two arms that sprouted claws with no hands, and its head popped out of the top with glowing red eyes.

It then scanned around and noticed the pod that the watches were stored in and then destroyed it with a laser.

Then, three spider-like drones popped out of its shoulders and they went looking for the Omnitrixes.


Ben and Donald sat on the bumper of the RV, fiddling with their watch and trying to see how it worked.

"I wonder what this does?" Ben said as he and Donald tried turning the dial in a certain way.

"Doesn't work." Donald confirmed as he tried a different way.

"Busted!" Gwen shouted and surprised them as she began laughing at the boy's startled faces.

"Ha-ha." Donald said sarcastically. "You're so funny, we almost forgot to laugh."

The boys went back to fiddling with the watches as the faceplate turned each time they twisted it, but nothing came up no matter how hard they tried.

"Grandpa said not to mess with that thing." Gwen tells them.

"Yeah? So what's your point?" Ben asked nonchalantly as the boys didn't even seem to care.

"Did either of your parents drop you when you were a baby?" Gwen asks the two in rhetorical manner as Ben was trying to bite on his watch while Donald began to tap on the faceplate.

"Come on! Don't tell me you aren't the least bit curious about what else this thing can do?" Donald asked, showing his watch. "You have to admit, this is really cool."

"Not in the least." Gwen said as she turned her head.

"Are you sure you're related to me?" Ben asked.

"Glad I'm not." Donald mutters to himself.


Meanwhile, Max was at the crater in the woods and picked up a peace of shrapnel from the destroyed transport pod.

"I don't like this. Not one little bit." Max said.


"Look, if Donald and I can figure these things out then maybe we can help people." Ben said, still fiddling at his watch. "I mean, really help them. Not just, you know. Make things worse."

"Yeah, we can be superheroes." Donald said with encouragement. "Maybe we should consider getting a costume in case this thing timeout on us." Donald suggested.

"Great idea!" Ben said as he likes the idea, especially wearing the costumes.

"I think you two have been reading too many comic books." Gwen said to them as she wasn't liking the idea.

Donald just gave a light chuckle. "Jealous?" He asked.

Gwen just scoffs at him. "Hardly. So, what did it feel like? You know, going all alien like that?" Gwen asked, roasting a marshmallow.

"It freaked me out at first." Donald explains. "It was like the Matrix or something.

"It was like I was me, but also like I was someone else." Ben explains.

Eventually, Ben got his core to pop up again and the image of the fire alien appeared again. "Hey, I think I figured out how I did it. Should I try it again? Just once?" Ben asked as he then twisted the dial three to show a silhouette of an insectoid alien, a humanoid reptile alien, and a canine alien in that order.

"I wouldn't." Gwen warned as Donald popped up his watch's core and it showed the humanoid explosive alien again and then he twisted it three times to show a silhouette of a humanoid bird, a humanoid moose, and a humanoid tiger/dragon in that order.

"No duh, you wouldn't." Ben said as he slammed his core down, initiating the transformation sequence.

The watch sank into his wrist, causing his veins to pulse and expand rapidly, until they reached his eye, which he clenched shut. When he opened them again, they were fully orange. Afterwards, orange fur sprouted all over his body, his teeth turned to fangs and he grew three gills on each side of his collar. He stretched his three-fingered paw out and it sprouted black claws. The watch's symbol was on his shoulder pad and he let out a roar as the transformation ended.

Donald then nodded and slammed his core down, releasing a blue flash of light. The watch sank into his wrist, causing his veins to pulse and expand rapidly, until they reached his eye, which he clenched shut. When he opened them again, they were fully yellow. Afterwards, brown fur sprouted all over his body along with blue stripes. He then grew silver armor plating on his chest. He has further armor plating on his wrist and shins. He has a long and heavily armored tail. His face morphs and resembles a feline cat with large, bat-like ears and fur that goes out like hair. The watch's symbol was on his shoulder pad and he let out a roar as the transformation ended.

The two looked over at each other, as Donald spoke up first. "That is what I'm talking about." Donald looks over his body as he adjusts to his newform before looking at Ben. "How about you, Ben?" Donald asks only to receive growls from his friend.

"Ew!" Gwen groaned, looking over Ben's new form as he drooled involuntarily. "This thing's even grosser than you are normally! Bow wow! Put a flea collar on this mutt!"

Ben roared angrily at her remark.

Donald just laughs at that, causing Gwen to give him a glare. She turned back to Ben. "And no eyes? What good is this one? It can't see." She then looked at the stick she was holding with the marshmallow on it and got an idea.

Donald just looks at her knowing what she plans on doing. "I wouldn't if I were you." He advised her.

Gwen didn't listen as she then spit on her hands to secure a grip on the stick before winding up the stick before striking it.

Suddenly, Ben's gills reacted to this and sensed Gwen's body heat and that she was about to hit him. He jumped out of the way onto the RV, causing Gwen to fall over and he gave out a grin.

"Okay, so maybe it's not a total loser." Gwen said in surprised.

Ben then front flipped back towards her as Donald pats his friend on the shoulder. "Good boy."

Gwen pinched her nose at the smell of Ben's foul breath odor. "Two words: breath mints."

Ben then kicked some dirt in his cousin's face before running off into the woods as Donald looked in shock at how fast he was going.

"My turn." Donald declared before stretching his arms out to the trees before launching himself through the forest as he goes to catch up with Ben.

"Ben! Donald! Get back here! Ben! Donald! I'm telling Grandpa that you both turned into some freaky animal monster thing and went swinging around the forest after he told you two not to!" She then realized what she just said. "This is one majorly weird day."


Ben and Donald went swinging through the trees. It was surprising how the branches were able to support their weight in this form. Ben was leaping from branch to another while Donald does the same but occasionally swing from swing to another like Spider-Man.

In this form Donald learns that not only his five senses increase, but he also seems to have an increased strength and speed. Along with some sort of elastic ability as he seems to stretch a lot.

"This is so much fun!" Donald said with glee as Ben only growls in agreement as they leap through the forest without a care in the world. "I don't want this to end!"

Little did the boys know that the drones that the robot sent after them were searching for them. One of them aimed it's laser at them and they sensed its presence before jumping out of the way before it blasted the tree branch.

"Woah!" Donald shouted in surprised as he and Ben weren't expecting any company.

They then started swinging from the trees again avoiding its laser blasts as it destroyed the trees. The robot searched around blindly but couldn't find the boys due to the smoke before giving up and floating away to search in another area.

Ben was grasping onto a tree before climbing up it so he could get the drop on the robot... literally. Donald discovered his claws are also strong enough to hold him onto a tree as he too climb up to get the drop of these robots.

As the robot was searching, Ben and Donald suddenly leapt from the tree and grabbed the two robot and bit its claws off. The robot tried to shake them off by flying away, but they held on tightly, clawing away at its circuitry and tore the head part off before the symbol started beeping and they jumped off before they was engulfed in the explosion and they turned back to their default form.

The two stood up, a few leaves in their hair and looked back towards the small fire on the cliffside. "Yes!" Ben cheered before he and Donald high five at each other. That's when the two found the other drone and saw it aiming its laser at them.

"Uh oh. Not good." Donald said out loud.

But before the robot could do anything, it was hit by a shovel as it was smashed to pieces. "Nobody messes with my cousin and friend!" Gwen shouted, angrily before she calmed down by taking deep breaths.

"That was a close one." Donald said to her in gratitude for the save.


Back at the RV, the family regrouped as the boys sighed, waiting for the punishment Max was going to give them.

"I was worried you two would get popular with those things on your wrists. That's why I warned you not to use it until we know what the heck they are." Max began to berate them.

"Sorry, Grandpa." Ben said with a sigh.

"Sorry, Mr. Tennyson." Donald apologizes.

"On the plus side, we figured out how to make them work." Ben spoke up with a smile..

"All you do is press this button." Donald said, demonstrating. "Then, when the ring pops up, just dial it in until you've got the one you want to be, slam it down, and then bam! You're one of 10 super-cool aliens! A different set for each watch, which is still pretty cool."

"What about staying a super-cool alien and not transforming back into plain old pizza face?" Gwen asked snidely.

"We're... still working on figuring that out." Ben stated.

Max stroked his chin and smiled. "With a device as powerful as that watch on you two, I'd say we better help you learn. Fast."

The boys then perked up at this, with the watch in their wrist they can help people just as they always dreamed of.

"Really?" Donald asked as he didn't know he was hearing it right.

"Really." Max confirmed. "You both seem to have a grasp at it, so we'll start training as soon as you two can."

"Alright!" Ben said as he and Donald gave each other another high five.

"Mayday! Mayday!" A ranger from the radio reported. "We're under attack by some kind of- I know you're not going to believe me- but robot!"

"Sounds just like those things that attacked us," Ben said. "They must be looking for the watches. Those people are in trouble because of us!"

"Then we have to help them." Donald said with determination as Ben and Max agreed. "Stop them from ever coming back."

"You? What are you going to do about it, Poynter?" Gwen asked.

Donald and Ben just turn to each other with a smirk as they look down at their watches with determination.


Outside near the robot attack, the Tennysons and Donald reached a clearing as the watches beeped and the boys looked to Max, who nodded in approval.

The boys then dialed their watches to select their forms.

"Eenie," Ben dialed past a ghost alien while Donald dialed past a butterfly alien, "meenie," Ben dialed past an insectoid alien while Donald dialed past the fire alien, "miney," they finally selected their aliens.

"Here goes." Donald said as the two slammed their watches in a mixed flash of green and blue light.

Ben's watch sank into his wrist and it became encased in green diamond before it covered his other arm and his head before it closed around his eye and it became fully golden. Four spike-like diamonds, the lower pair smaller than the upper pair, grew out of his back and his clothes morphed into a bodysuit, black on one side, white on the other. The watch symbol was on his upper left bicep as the transformation ended.

Donald's watch sank into his wrist and as it became almost white before it covered his other arm and his whole body became white with a tale forming as his feet became four fingers like hands. His eyes were shut before it opened to reveal yellow pupil eyes. His whole body transformed as a blue crystal-like gem grew on his shoulders, forearms, and thighs. His forehead grew a jewel as well as it has a deep outline of it that connects to the eyes and face. He also seemed to wear a form tight fitting suit that seemed to be black that goes all the way up to his forearms. The suit stopped at his waist with a unique design that cuts off. His chest was red, with one remaining white gem below it. He also wore red pants below that stopped at the feet while also not covering the blue gem. Donald struck a pose just as it ended the transformation.

The boys looked at each other as they smirked at one another at their new look and ready to kick some butt.

"So what can these two do?" Gwen asked.

"I don't know." Ben said as he examined his new arm. "But I bet it's going to be cool."

The robot destroyed the RVs in the trailer park with its lasers, prompting the campers to run away in fear as Ben, Max, Donald, and Gwen ran up and they gazed in awe at the sheer size of the robot compared to the drones.

"Whoa!" Gwen gasped.

"Looks like Papa Robot this time." Ben noted.

Donald then looked at Max and Gwen. "We'll get Gearhead's attention, you guys get the campers to safety." Donald ordered.

Gwen and Max complied and ran off to help.

The boy's eyes glowed and they ran off to fight the robot.


As the campers ran away, one of them tripped and a ranger tried to help him get up. But before he could do anything, the robot grabbed him and he screamed.

"Leave him alone!" A voice commanded, catching the robot's attention and it turned its head to see the two aliens. It scanned the two before catching sight of the watch symbols and it beeped in confirmation. It had found what it was looking for.

"You want somebody to pick on? Try us on for size!" Donald shouted.

The robot let the ranger go and dropped him onto his van before firing a laser at the two, sending them flying into an RV before firing another laser to blow it up.

A green crystal blade came out of the wreckage of the RV and Ben pulled himself out, revealing the blade to be formed from his own arm. "Cool." He said as the arm grew crystal spikes.

Just then Donald punched the wreckage, getting it off of him in the process he also seemed to notice he has super strength too. "That didn't go as planned." He told Ben.

"Agreed." Ben said before he came up with an idea. "How about we go head first?" He suggested.

Donald just shrugged his shoulders. "Worth a shot."

The two then got out of the wreckage and ran for the robot, trying to slice him, but it jumped up into the air.

"Well crud." Donald mutters just as the robot spun its legs around like a helicopter, and landed right on top of them.

"Uh-oh. I think we are in trouble." Ben notices.

"You think?" Donald asks sarcastically at the fact Ben is stating the obvious.

"I don't see you coming up with any idea." Ben shot back at his friend.

Donald then had an idea. "Maybe."


Meanwhile, Gwen and Max helped the ranger off of his van as the rest of the campers got to cover.

"What is going on here?" The ranger asked.

"Trust me. You wouldn't believe us if we told you." Gwen said. "Now come on!"

The two ran off, but the robot stayed behind as Donald uses his super strength to throw the robot off of them. This causes the robot to fall hard on the ground causing the ground to shake in the process.

But it wouldn't stay down for long as the robot grabbed Ben and threw him right into the ranger's van! Fortunately, he ducked in time and ran away from the scene as Ben recovered and got out of the van's wreckage.

The two dodged the robot's lasers left and right until it eventually blasted a tree, which was about to fall right on top of Gwen. The boys noticed this as Ben ran under the tree and commanded a huge crystal spike to grow out of his back and it sliced the tree in two and the halves fell on either side of the cousins.

"So, does this make us even?" Ben asked.

"Even." Gwen agreed as the two sees Donald having the robot on the ground as he was ounching it left and right.

"NO! ONE! MESS! WITH! MY! FRIENDS!" Donald shouted at the robot with each word he spoke, he punched the robot as hard as he could, but only managed to get a few good dents in it.

That's when the robot had enough before grabbing Donald and throwing him away. Unfortunately, the robot threw Donald at Ben, who attempted to catch him, but only succeeded in knocking them both down.

That's when the robot grabbed Ben. The robot attempted to rip Ben apart with its other arm, but as it grabbed Ben's arm, where the Omnitrix would've been on Ben, he then commanded it into it's spiked blade form, destroying the robot's left hand completely. The robot then blasted Ben away with the laser on its wrist and Ben landed in a shed causing it to collapse on impact.

Max grabbed Gwen's hand as he pulls her up on a large tree that was left on the ground. "Ben!" Max shouted as Donald was behind the robot.

"Hey, we weren't finish dancing." Donald calls out to the robot who didn't listen as it keeps on going to Ben. He then got angry as he ran up before striking the robot in the back knocking him to the ground. "TapOut was talking to you!" He growls at the robot.


"Did he just call himself TapOut?" Gwen asked, deadpan.

"I think he just did." Max said with a slight groan knowing that the boy are going to start calling their aliens.


TapOut then clenches his fist before he notices it started to glow yellow. The alien shapeshifter smirks before he blasted the robot's other hand, blowing it up in the process.

Ben got out of the crater and formed his arms into mirror shields as he realized what Donald had done.

The newly named TapOut sees Ben getting up. "Hey, wanna do the honors?" He asks as his hands glow.

Ben gets into a position where he sees what his friend's plan is as he smirks back. "Gladly."

WIth the combined efforts, TapOut blasted out his beam towards Ben who held out his hands and deflected the beam, his crystal body acting like a mirror.

The campers came up to watch the spectacle.

"What comes around goes around." Ben said in determination.

"Let's see how you like it, ya techno freak!" TapOut shouted as Ben deflected the laser as it redirect the laser back onto the robot, slicing it in half, and resulting in an explosion.

"Alright!" Gwen and Max shouted.

"Way to go B-" Max stopped himself, realizing he was about to give away Ben and Donald's secret identities. "Diamond-headed guy and TapOut."

TapOut and Diamond-headed then slammed their hands together making a sonic clap of their high five. "That was awesome!" They said in unison.

Gwen and Max silently try to wave at them to make them notice the people, then shake their heads in embarrassment when they do.

"Well, I... think our work here is done, bro." Ben said as the two ran away from the scene.

"We definitely need to come up with names for all of our aliens." TapOut told him

Ben agrees. "Yea, Diamondhead sound good for this guy." He gestures to himself.

"TapOut for this one then." Ta Out said. "Only eighteen more to go."

"Don't forget we need to come up with our codenames." Ben reminded Donald. "Every hero has one."

"Let's not forget the uniforms either if we ever timed out." Donald also reminded Ben who has to admit that it would be a problem if they didn't have one.


Gwen and Max quietly tiptoe away, leaving them shrugging to each other.

"Who were those two?" a male camper asked.

The others shrugged their shoulders in confusion.


Back up in space, where drones were making repairs to the Chimera Hammer, Vilgax received the information regarding his scout robot's destruction. And he is not exactly happy about what happened.

"Failure!? Unbelievable!" Vilgax shouted. "The two puny Earth beings who are keeping the Omnitrixes from me will soon hang from my trophy wall!"


Back at the campsite, Max and Gwen were finishing packing up their sleeping bags and other luggage back into the Rust Bucket.

Max then noticed two certain boys were missing. "Where are Ben and Donald?"

"I haven't seen 'em since breakfast." Gwen stated.

Soon, a dust cloud came speeding up and two aliens sped to a screeching halt, both of them were different species but very fast. One resembles a semi-armored Velociraptor. He has black orbs on his feet, a black tail with five blue stripes, and bulky claws on his 3 fingers that can only open and close. He wears a black cone-like helmet with a protective visor that slides over his face. He wears a black bodysuit and turtleneck-like shirt with a white stripe on the center, with the Omnitrix symbol on the chest.

The other one resembled a red and black sports car. That's when the car opened before it stacked on top of each other before Max and Gwen's very eyes as the car transforms into a robotic humanoid. He seemed to be sixteen feet tall, with big tires on the front of his foot with two more stacks on top of each other in the back. He was mostly blue, almost dark blue to be exact. He got doors with the window on top of his chest to act like one. Big wheels with big rims on the shoulders. Small black parts of the biceps but the arms are big and blue with gray rims sticking out of it. His hands are black with gray tips on it with the Omnitrix symbol on the back of his hand. His face is definitely robotic with bright blue eyes, and a bright blue rectangle shape on top of his face. Legs are big skinny with black stripe along it that connects the body.

That's when when the visor is lifted, one can see that Ben has blue face, green eyes, black lips, and stripes running under and in between his eyes; the rest of his head's features are unknown.

"Guys?" Gwen asked in confusion as she wasn't sure if that was them.

"Yep." Ben confirmed.

"Hey! Check this out!" Donald said in a robotic voice as he quickly tossed the cooler, TV, sleeping bags, and other luggage to Ben who quickly rushed in and out of the Rustbucket at super speed to pack it up.

"Pretty fast, huh?" Ben asked them.

"I may not be as fast as Ben, but I could still keep up." Donald explains to them.

And that was when their watches timed out and they morphed back to normal.

"I have a feeling that this is gonna be the best summer ever." Ben said with a smile as his friend smirked.

"You said it, dude." Donald said as the two form a fist bump.

"Absolutely." Max agreed.

"It's certainly going to be interesting." Gwen admitted, looking torn between excitement and worry at the thought of Ben and Donald playing with the most powerful weapons in the universe all summer. "So, where did you two go off anyway?"

"Just had to run a few errands before our vacation really got rolling." Ben said cryptically.

"And let us just say it was totally worth it." Donald said, which made Gwen a bit worried at what they did.


It was common knowledge that heroes were never supposed to use their powers selfishly or to seek out revenge, but just this once, Ben and Donald were willing to make an exception. I mean, if you suddenly had the power to get back at your bullies, wouldn't you? That was the only reason Ben and Donald needed to hunt down Cash and J.T. back in Bellwood and hanging them by their underwear on a tree branch overlooking the street.

"Dude, how'd we get up here?" asked Cash.

"Ugh…I'm not sure," moaned J.T. "It all happened so fast."

"Hey, somebody!" Cash flagged down the cars rolling past them, but none bothered to acknowledge the two adolescents hanging helplessly from the tree. "Anybody! Little help up here, please!"


Next Time On Ben and Donald 10:

Washington B.C.


Donald's Omnitrix DNA Entry:

Name: Outburst

Species: Destructoid

Homeworld: Splosinia

Abilities: Explosive Biofuel, Containment Suit/Bomb Generation/Arm Cannons/Arm Cannons

Name: Gremlynx

Species: Tanzro

Homeworld: Dragard

Abilities: Enhanced Biology, Enhanced Senses/Night Vision, Organic Metal Scales, Retractable Claws, Prehensile Tail, Venomous Fangs/Venom Immunity/Insulated Body, Elasticity/Spring-like Limbs, and Metal Skeleton/Energy Generation-Energy Vortex.

Name: TapOut

Species: Frost Demon

Homeworld: Unknown

Abilities: Enhanced Physiology, Rapid Regeneration, Reformation, and Modified Ki Control.

Name: Skid Marx

Species: Cybertonian

Homeworld: Cybertron

Abilities: Technological Biology, Technological Mimicry, Energy Weapons, and Longevity.


So this has been in the eback of my mind for the past month and I thought it was time to initiate this series. Yes, I will do the whole series up to Omniverse, but that series would efintely be changing. But first let's start with this series first. Donald Poynter is my first OC with his own Omnitrix. He is considered cool, but also a bit of subborn as he usually gets him and Ben in trouble a lot over the years. He and Ben has been tight since forever, I won't go how they met as I'm still trying to figure it out, but let's jsut say they knew each other since they were little. Donald is very sarcastic as you all may have noticed in the beginning of the chapter. If you all couldn't tell, his Omnitrix is like Ben's but the difference is that his white tubes glow blue when activated like in Race Against Time, but green. His aliens are based on 5YL series as Stormwolf150 had helped me with this so I can't thanked him enough. Now the deisgns are different as it would fit the Original Series vibes. I will be having drawings of his aliens pretty soon, so jsut just the 5YL wiki as a refernce for it for the time being.

I do wanna make a shout out to Jake H Voronkov for letting me used his scenes to make this. I did change a bit of it to fit my stuff, so don't worry guys. But glad you all enjoyed this chapter as please review/favorite this story.