It was a typical day for the Of Gemstones and Watches / We'll Carry On crew. It was a 'writing session'- or, more of a 'writing while watching meme compilations'. The members in today's session included Janet, AD, Matt and Chibi (who was just there for shits and giggles). They were sitting in their writer's room, half paying attention to the memes and more focused on words.

Janet bounced her foot up and down repeatedly, her mind running at ludicrous speed. "So, after we get this section done, I was thinking that the Overhaul arc take a wild direction." She said, after pasting a section of her words in 'Quillbot' to make them sound more eloquent.

"Go on," Her boyfriend AD said.

"So- we bring in Psyphon." Janet explained. "And they'll deal the drugs together."

"Interesting, interesting." AD nodded,

"...didn't you KILL Psyphon?" Chibi asked.

"W-well, alternate universes- wait, you don't even READ Gemstones!" Janet gasped.

"You literally told me you did that, and regret it." Chibi huffed. "You're not gonna kill him AGAIN, are you?"

"No! Dear God, no." Janet held up her hands. "Not throwing away him again."

"Just keep him away from Eri," Matt frowned. "I don't want his weird…hands around her."

"Oh, believe me. I'm gonna have Ochako pummel him to a pulp." Janet said.

"Also, on the whole situation with…the 16 fights we're gonna be doing. Question." AD said.

"Shoot."

"Why do you do this to yourself?"

A knock at the door cut off Janet's answer, and she cursed. "Oh, shit- I forgot."

"Forgot what?" Chibi asked.

"I was gonna have a meeting with Ben and Ruby about the April Fools Day chapter." Janet said, cleaning up around her writing area. "I forgot I scheduled it for today…thought it was tomorrow."

"April Fools? Hun, you are writing this in the supple month of February." AD pointed out.

"Never too late! My last April Fools Day chapter was written literally a week before it came out! And Matt and I are focused on wrapping up Atlas." Janet pouted.

"I wanna write the mouse." Matt announced.

"I DO TOO!" Janet frowned.

"What even is the April Fools day chapter about?" AD asked as Janet went to the door.

"Trust me- we're gonna be on the same page." Janet scoffed. "The second I open up that door, the theme of the April Fools chapter will be very clear-"

Janet opened up the door, as her face fell. Ben and Ruby were standing there, dressed as Batman and Wonder Woman respectively. The writers in the room all lit up- oh, crap! We're doing that!?

"Sooooooooooo…." Ruby grinned, standing on her tippy toes. "Let's get to brainstorming! I have ideas."

"I wanna use Whampire to punch dudes with Batman." Ben said, putting on a gruff voice that was straining his vocal chords.

Janet sighed. "First, you don't have Whampire…" She then turned to face the reader of this story for dramatic effect. "YET."

"Why did you do that?" AD asked.

"I literally just wrote why- second, we're not doing the RWBY x JL crossover." Janet said.

"W-what!? Why?" Ruby's cheery spirit deflated. "Listen, I dunno if you know this, but I am going THROUGH IT in canon RWBY right now. I am depressed."

"And I don't even have a show that's on air! And I always wanted to fight alongside Batman." Ben whined.

"Listen- Matt, AD and I took almost a full year to finish Alien X-Tinction. If we do another 6 part adaptation, I will scream." Janet announced.

"Come on, please?" Ruby said, pleading with puppy dog eyes.

"I'm kinda with them- why not adapt RWBY x JL? I know you didn't like it, but you could fix it." AD's counter argument was sound.

"Listen. My main priorities right now are VERY skewed. I wanna just get out of Atlas and into the endgame arcs of Gemstones." Janet explained. "I'm balancing a major, a minor and a certificate, and two fanfics. And expectations!"

"Okay. And?" AD raised an eyebrow.

"...I just don't wanna," Janet pouted.

AD chuckled. "You heard her, you two. She just don't wanna."

"I had a different idea-"

"What, are you an Avengers person?" Ben asked. "We can do that. MCU crossover. We'll be really good for like three parts and have a subpar fourth part and maybe a return to form in the fifth."

"Literally changed her name to match an Avenger too." AD added.

"No, I just…" Janet sighed.

"Or do you want us to meet up with Ichigo and Orihime again? Can Orihime and I fight this time?" Ruby asked.

"I just-"

"Oh, no. Hold on. You wanna do a Jojo thing. You really WERE into Jojo when you started writing, right?" Chibi joked.

"Ask her about the Stone Ocean incident. It took a lot out of us." Matt added.

"I was also there! You guys had the funniest reactions." AD smirked.

"I was IN PAIN, William!" Chibi yelled.

"EVERYONE STOP TALKING NOW!" Janet yelled, holding up her hands. The room fell quiet, save for the 'fart with reverb SFX' playing from the meme comp in the back. "...so, when I'm bored, I watch random vids online. And one of the recent things I…sorta subbed to is…"

The crowd leaned in.

"Is…"

They leaned in even more.

"...Yugioh compilations."

Ben and Ruby blinked.

"I believe it," Chibi said. "She tortured me with Yugioh deck names. I hated that bit."

"You loved it, you fuckin' cat." Janet cursed.

"So, wait- another Yugioh thing? We did that with one of the alternate me's, right?" Ben asked.

"Yeah, Youngblood. By the way, missed an opportunity to make me Akiza." Ruby pointed out.

"...damn it!" Janet cursed. "That's a good one."

"Hindsight is a jerk." Ruby said.

"Anyways- well, it was more like…I was inspired by a fic I read. Cards of Remnant, anyone ever heard of it?" Janet asked.

"Can't say I have," AD said.

"You mentioned it to me." Matt mentioned.

"I can't read." Chibi joked.

"All I'm gonna say is, it's really good, really funny, mixes the lore well- and I am not directing my viewers to go check it out," Janet side eyed the reader. "Do it."

"Smooth." AD rolled his eyes.

"W-well, come on." Ruby said. "What's cooler? Wonder Woman or card games on motorcycles?"

"Plus, you gotta make up like. A bunch of cards for us!" Ben smirked. "That'll take ages-"

"I plan to use EXISTING decks for most of the cast, but I retreaded some of the HERO archetype for Ben," Janet explained. "Immediately after I read the first chapter, I went into Judai's wikipedia page (I call him Judai because Jaden sounds weird) and selected some cards from BOTH anime and manga versions- I went more towards Manga because that story is a bit more coherent and easy to digest. Originally I was just gonna do it for Carry On, but then a new opportunity arose with…that guy, so I decided to shoehorn in HIS story there, and-"

AD chopped Janet lightly on the head. "Babe. You're doing it again."

"O-oh! Was I rambling?" Janet blushed.

AD paused.

"A little."

Ruby and Ben shared a look.

"Okay. We'll do it, but...can I Exodia someone?" Ben asked hopefully.

Janet scoffed. "I dunno if that one would work, but-" Janet's face slowly lost any emotion, as the gears in her head were turning fast.

"Oh, boy. She's in overdrive." AD said.

"Huh?"

"Well, she goes into a fugue state and then says something totally random and stupid, but works KINDA well." AD explained. "Happened with Rex and the Ace Ops."

"...Exodia…Alien X." Janet muttered, like a woman possessed.

The group stared at her.

"...t-that's brilliant." Ruby said.

"But I won't use it."

The group groaned. "You CAN'T just drop a pearl like that and shatter it!" Ben frowned.

"Do you even know how to write a duel?" Matt asked.

"Sure I do! It…it can't be that hard, right?" Janet asked.

The room went silent.

"...right?"

Someone coughed.

"...oh god what have I done-"

"You're still gonna die on this hill, aren't you?" AD asked.

"Oh, totally." Janet said.

AD sighed. "I'll get you your apple juice for writing."


It had been a few weeks since Janet had undertaken writing the April Fools joke, but no progress was really made. Ben and Ruby were left in the dark as they lounged in the break room.

"I don't get it," Ben said. "She can write 30 chapters for Carry On in three months, but can't do a silly April Fools joke? WE were here first, y'know."

"Calm down, dude." Ruby said. "She's been kinda busy…and oddly muttering to herself a lot more."

"She always does that."

"Yeah, but this is a full on Midoriya Mutter."

Speak of the angels (devil doesn't fit here), Izuku and Ochako walked into the break room. "Oh. Hey guys." Izuku said.

"Heyyyy. How'd that shoot for the Provisional License exam go?" Izuku asked.

"Ehhh. I like the changes, but halfway through, Janet leapt out of her director's chair and yelled 'OH MY GOD THAT'S IT!' before scurrying back to her office." Ochako said.

"Really? That's…totally like her." Ruby said.

"She's done it before?" Izuku asked.

"Ooooh, right. Well, you see- Gemstones isn't as PLANNED as Carry On is right now. We have a basic plot structure, some detail docs, and what not. But sometimes Jan throws in random details or ideas to mess with the crowd." Ruby explained. "It's like Fairy Tail, but a bit more cohesive."

"So…like having Surge be in X-Tinction?" Izuku said.

"Or introducing Slapback out of nowhere." Ochako added.

"Kinda. It's a bit hectic, but…it works, I guess. Most of her ideas are kinda good." Ben said.

"Even if they are sort of wasted." Ruby frowned. "One time, when she was drunk at the Christmas party, she turned to me and said 'Crystal Dolphin was a mistake and so was what I did to Manny and Helen'."

"Are a lot of them mythology gags, though?" Ochako asked, as she pulled some water out of the fridge.

"Four out of five times, yeah." Ben shrugged. Suddenly, Janet burst into the room, holding a bunch of printed out sheets of paper.

"H-hey." Janet huffed. "I have an update on our April Fools chapter."

"Oh, really?" Ben asked. "What's up?"

"I have…your cards." Janet grinned.

"Oh, nice! Let's see 'em." Ruby said, as Janet sprawled out the sheets of paper on the desk. They detailed card effects by type (Monster, Extra Deck, Spell and Trap). Ben hummed as he read some of the effects.

"Hm. Mmmm. Hm." Ben said. "A lot of these are copy pastes of Elemental HEROes."

"Yeah. And they work." Janet scoffed.

"I guess. But I think they need some more kick." Ruby said.

Janet deflated. "Well, fuck! What can I add to make these cards more interesting?"

Izuku hummed. "Can I suggest something?"

"Yeah, I guess." Janet huffed.

"Well, since Ben's whole thing is being able to use aliens, and he can 'tag them out' with alien jumping…why not make some into Pendulum monsters?"

Janet raised an eyebrow. "Pendulum monsters…"

"Yeah, I'm shocked you didn't do that. Didn't Arc V inspire you to write-?" Ruby asked.

"Because the ending SUCKED and I hated it." Janet frowned.

"I'm hoping our canon ending doesn't suck." Ochako muttered.

"I mean, I guess it could work. Pendulums are now considered stupid broken by many duelists, and Ben's aliens are kinda broken." Janet pointed out. She collected her papers, and pulled out a pen. "Gonna need my laptop, some classical music and some brain cells for focusing on this one, fellas."

"What are the chances you end up watching another Game Grumps comp instead of working?" Ochako asked.

"...Stop calling me out!" Janet sighed.

"Then stop making us say those lines." Ochako said.

"...okay."

And then the scene ended.


Janet finalized the revamps on Ben's new cards, and sighed. "There. All done." She said, scrolling through the document. "Now all to do is write the final product."

Janet smashed her head into her desk and groaned.

"What the fuck is the setup gonna beeeeeeee…."

Ben poked his head into the room, and noticed Janet's pained predicament. He cleared his throat as he stepped inside.

"Heya." Ben said, as Janet weakly looked up. Ben noticed Janet's frustration and tried to come up with a solution to help her out.

"What do you want…" Janet groaned.

"You seem to be struggling with the setup for the April Fools chapter," he observed. "Why don't you just release one of the scrapped chapters for now? I know it's kinda lazy, but…"

Janet looked up, surprised by Ben's suggestion. "But the scrapped chapters weren't good enough," She protested.

"Well, maybe not for the final product," Ben conceded, "But they still had some good ideas. Plus, been a while since you put out a Gems chapter. Could tide over some people's patience by releasing one…"

"Maybe you're right," Janet said, feeling a bit relieved at the prospect of not having to come up with a completely new setup from scratch. "I'll take a look at the scrapped chapters and see if there's anything that can be salvaged."

Ben smiled. "Glad I could help," he said. "And who knows, maybe you'll find something you like even better than your original idea."

"...doubtful. There is one I think would be right for April Fools…" Janet hummed, looking through her Google Drive on her laptop. "Here it is." She presented the script to Ben.

"...oh no."

"Oh yes."

"Oh no."

"Ooooooh, yes."

"Maybe you should suffer-"

"No, YOU'RE GONNA SUFFER!" Janet yelled. "Now come on! Grab Qrow, cuz it's time to act out this bullshit!"

"NOOOOOOOOOOOOOOOOOOOOOO!" Ben yelled, as Janet dragged him away.


Surprise! A new chapter, written in…2021 or 2022. I don't remember. It's been a while. This one was written before we had a concrete plan. Is it filler? Sort of. But it's a fun sort of filler.


Dinner time. Ruby was looking especially forward to this. She'd been out all day, and Ben promised her some good grub when she got back. Cooked by him, she might add. Ruby rubbed her hands together, as Ben handed her the plate of chicken parmesan. It wasn't perfect- sure, it was some pasta sauce and mozzarella on an oven baked chicken patty, but still, it was cheap and not from an expensive Atlas restaurant.

"Ooooh, this looks yummy~!" Ruby grinned.

"Hope you enjoy it~" Ben said, sitting down.

"Sooo...what's new with you?" Ruby asked.

"So...I kinda took a mission with your uncle." Ben said, as Ruby looked up at him.

Ruby blinked. "...why?"

Ben sighed. "I just...want to break through that uncomfortable barrier between the two of us."You two are so close, and...I know I can't make EVERYONE like me, but I want him to tolerate me... Plus, we did defeat a Celstialsapien, so I'm feeling prepared for anything."

"It's not that he dislikes you...he just doesn't really know HOW to talk to you." Ruby said. "Like, with me? We talk about weapons, huntress legends, sometimes we train together, play video games...all that good stuff. He doesn't really have common ground with you."

"And that's why I wanna establish it. Your dad is always so nice to me, and Qrow kinda just...brushes me off. I want him to at least be able to give me a nod when we pass by in the halls." Ben explained.

Ruby hummed, as she cut into her chicken parmesan. "Alright, alright...so, what are you guys gonna be doing?"

Ben pulled up the debriefing. "We're gonna be exterminating a pesky nest of Razorwings somewhere in Solitas. Sounds pretty easy."

"Yeah. Could be a great bonding experience for the both of you." Ruby grinned. "What could g-" Ruby paused. "Oh, jesus, nearly screwed you guys there."

"At least you stopped yourself," Ben chuckled. That really was the last thing he needed for this.

So why did he feel like someone else was going to say it at some point? The universe just loved using that line and then immediately acting on it.

"Still, be careful. Razorwings can be really, really dangerous, especially when you least expect them to be. I'd recommend using Astrodactyl or something." Ruby said.

"They don't shoot their feathers out to skewer people too, right?" Ben asked.

"Thankfully no. But even if they did, it wouldn't be as bad as if it was a Nevermore. Feathers aren't big enough."

"Okay, good..." Ben shuddered. "Nevermores still skeeve me out. But...any advice?"

"...for?"

"Interacting with Qrow." Ben said.

Ruby actually paused at that. Talking to him just felt natural for her and Yang. He was family after all.

"Well...uh..."


Qrow was checking the last of the ammo he was packing for the mission. Razorwings were...annoying to say the least. Their speed in the air made them difficult to hit, and given his luck? It'd be even more of a pain to bring them down. So, better to bring some extra ammo. Unfortunately, he wasn't exactly being subtle about it.

"Last I checked, Razorwings didn't warrant that kind of firepower," Clover smirked, catching Qrow by surprise a little, "They're hard to hit, sure, but it only takes one good shot."

"Thanks for the tip." Qrow said, a bit annoyed.

"...something got your goose?" Clover asked.

Qrow frowned. "Tennyson teamed up with me. And honestly...I'm not really a fan of that."

"Why? You got something against the kid?"

"Maybe. I'll never tell." Qrow said.

"Seems like a good kid to me. A bit reckless, maybe, but...that's common for that group," Clover chuckled a bit.

"Yeah...I noticed." Qrow huffed. "I just don't like the kid's company. It's kinda hard to piece together why."

"Well, better iron out those differences." Clover said, giving him a nice slap to the back. "You guys are in for one hell of a job tomorrow."

"It's Razorwings. Like you said, only problem is their speed."

"Right...but you're headed out towards Hela Minor, right?"

"Yeah? Old SDC mining town, nothing special."

"Nothing special...except for some of the reports we've been getting from there recently. Some of the miners think the Razorwings are just the start. They might have stumbled onto a Centinel nest but, nothing's confirmed."

"Great." Qrow frowned, picking up some more rounds. "Just what we need."

"Hey, it'll be a quick job. What could go wrong?" Clover joked.

Qrow sighed when he heard those words. Now he just needed to wait before the universe decided to act on that.


Hela Minor was pretty much what you expected when you heard the words "SDC mining settlement." Plenty of metallic structures and homes for people out here, everything from proper housing with Dust powered heating units to storage buildings for the processed Dust and mining equipment. The town itself was split down the middle by a line of several rail tracks that extended down into the mine proper. Now, because of the settlement's location there were bound to be some...extra defenses. Most Huntsmen communities outside the big cities needed them if they wanted a good chance of lasting more than a year. Some automated turrets were always on just in case a pack of Beowolves got bold and tried something. Beyond the edge of the town, it was nothing but pure, snowy forest. Company airships would fly out on occasion to collect the product and take it to a proper refinery. It was one of those ships that Qrow and Ben arrived to the small town on.

As soon as Ben stepped off the ship, he took notice of the people working there. A good majority of them, a little over half if he had to guess, were Faunus.

"Right, so...where's the Razorwing nest?" Ben asked, eager to get to work. Qrow just ignored him, and coolly walked over to the workers.

"We're here about your 'Grimm' problem." Qrow said, rubbing his face a bit.

"Oh, hey...that was quick. We submitted that a day or two ago..." One of the workers said, a bit shocked. "We don't get much help out here in Hela Minor."

"Consider this your lucky day. Now, where is it?" Qrow asked.

"We think it's west of here. Not...a hundred percent sure where, but it can't be that far," a second worker, a ram Faunus, added.

"Uh-huh, and why's that?"

"Cause of how fast they get here. We have look outs on the edge of town for when Grimm show up. By the time we hear about 'em, they're already halfway here."

"Main problem is that big one, though," a third worker cut in. This one was a wolf Faunus by the look of it, given his canine-like tail. He also seemed to be in a high position given his outfit.

Ben squinted. Huh. He kinda looked like...Marrow, but a bit older. Same skin tone, same hair and eye color...maybe they were related in some way.

"The big one is the oldest. More intelligent than the others. It acts like a Nevermore, which makes it even more dangerous," the man explained.

"Kinda rare," Qrow admitted.

"It is?" Ben asked.

"In comparison to other Grimm, Razorwings don't get much of a chance to age. No ranged options so they gotta get up close and personal. Speed's on their side, but if you can line up a good shot, they go down faster than a Creep."

"Yep. We've been smart enough to stay away from that area, especially when the leader's there. We've lost too many people to that monster." The wolf faunus said.

"Right, right..." Qrow said, walking off. "Well kid, come on. We got a job to do."

"Uh, yeah. Just a sec." Ben looked to the wolf faunus. "...is your last name 'Amin' by any chance?"

"...how'd you know?" the Faunus asked before he realized, "Wait, you know Marrow?"

"Yeah. Uh, we're friends."

The man's face lit up as he heard that. "Well...how about that?" The Amin patriarch said. "My boy's finally got some friends."

"I mean there's Rex too," Ben added on. He wasn't really expecting to meet up with Marrow's family out here. Though, then again, none of the Ace-Ops have ever actually mentioned where they're from; he'd always assumed Atlas or Mantle.

The Amin man smiled. "Well...if you have some time later, drop by Madcap Bar." The man said. "I gotta get to work. Best of luck to you, kid."

Ben watched the group walk off, and felt a small sense of pride for that. Ben quickly regrouped with Qrow.


It had been about...maybe three hours since they started off into the forest, ticking over to four now. And the entire time...Qrow hadn't said a single word to Ben. Not one! No small talk, no snide remarks, nothing. Didn't even ask him what made him decide to take this mission. Right as the hour ticked over, Qrow turned his attention to a nearby tree.

"Hey kid. You got any quiet fliers in that watch?" Qrow asked, his gaze moving higher up the tree's trunk.

"Uh...I got Ghostfreak, Big Chill...Nanomech..." Ben frowned. "He might be useful…"

Qrow briefly wondered what Nanomech was, but shook his head. "Whatever. Turn into one of them and scan the tree line."

Ben activated the faceplate, before slamming it down, changing into hooded, moth-like alien. Big Chill's wings unfurled and he took to the sky, turning intangible just as a precaution. It didn't take him long to see what could only be described as several large bird nests nestled in the branches of a larger pine tree. As he was about to call back down to Qrow, he noticed that, higher up on the trunk of the tree Qrow was inspecting were several scratch marks. And at this height, safe bet was that a certain Grimm's talons made them.

There's many ways a bird can 'claim' territory for itself. Singing, nest building, drumming, etc. Grimm behave in a similar way...and these scratches were its way of saying 'don't fuck with us here'.

And Ben was going to learn WHY you don't fuck with them. The sharp, shrill caw of what sounded like a demonic bird rang out.

"Oh great," Qrow muttered, already bringing out Harbinger. Ben looked toward the nest cluster and immediately found the source. It was the older Razorwing Mr. Amin mentioned...but he saw something weird about it.

"Qrow...dumb but...relevant question. Grimm can't be green can they?" Ben asked.

"...come again?" Qrow asked.

"I said...Grimm can't be green, right? That doesn't look right to me..." Ben said, as the Razorwing flapped its wings.

"No...they can't. I mean...Centinels use green acid but it's not like they glow green or some shit."

"Well...this one is."

Sure enough, the larger Razorwing's usually solid black feathers now shifted hues into glowing green tips. Ben couldn't make out the finer details from here, but those wings were glowing bright enough to catch anyone's attention.

Qrow squinted his eyes- holy shit, the kid was right. They were glowing green. "Looks like that guy neglected to tell us something about the elder."

"You think!?" Ben said, as the Razorwing noticed him.

The elder Grimm narrowed its eyes as it locked onto Ben, before letting out another demonic sounding cry. Ben watched as that cluster of nests practically exploded to life, multiple black-winged forms flying up into the air to join their leader. The elder Razorwing looked at its now awakened flock and led the charge, the lot of them racing towards Ben with a chorus of screeches.

Ben flapped his wings, sending himself up- with a sharp inhale, Ben started to ice over the winged Grimm. Parts of bodies were covered in ice, restricting movement and flight. Ben smirked.

"Okay, that's going good..." Ben said, as he watched some Razorwings drop to the ground.

But even more seemed to fill their place. Shots rang out from below, clipping the wings of some of the Grimm and making them plummet to the ground with numerous thuds. But that green one was...smarter. It dodged each and every one of Qrow's shots like an expert pilot, even flying over or under Big Chill's ice breath whenever he used it.

Now that Ben could see it better, it was more than the wings that were glowing. The parts of a Grimm that were normally red and yellow were all this strange bright green color: the eyes, the marking on its forehead, even its claws were bright. What's more, maybe due to its age, instead of the Razorwing's usual mane, this one sported a large crest that extended from just above its forehead and reached all the way to the back of its head.

"That doesn't look right at all..." Ben said, as he slapped down the Omnitrix. Omni Drive armor suddenly surrounded Big Chill, as he produced his aurora borealis reflective layers. "Alright, come on...show me what you got, birdy."

The first thing the elder tried doing was ram into Ben, flapping its wings a few times to give it some momentum before it launched itself forward. At the speed it was going, it was like someone shot it from a cannon, leaving streaks of green light behind it as it flew. Ben barely had time to dodge out of the way, much less turn intangible. Instead, the Razorwing flew right by him...and through the nearest tree, snapping it clean in half.

"What...the...FUCK?!" Qrow yelled.

Ben had absorbed a small portion of the energy. "It's weird...this energy is created from within the body. Ruby said these things could only fly..."

Ben frowned. "Must be someone else at play here."

The elder Grimm turned back to look at Ben after dislodging its crest from a piece of tree bark. It flapped its wings and looked like it was building up for another shot. Qrow quickly reloaded a magazine and fired a fresh shot...only for another Razorwing to fly in and shield the green elder. As the normal Grimm vanished on the winds, the elder now had its eyes locked onto Qrow.

"Ah shit..."

Qrow immediately transformed into a bird and flew off, avoiding the Razorwing's charged up impact. The blow from the attack left a small crater in the ground.

The creature once more dislodged itself and began looking around for Qrow. Ben would've flown down to help, but he was quickly reminded that not all of the flock was finished. A few more normal Razorwings flew towards him, talons and fangs at the ready to rip him apart. Or they would have if he didn't just turn intangible right before they reached him, letting them fly through him and freeze themselves over.

Ben unleashed a powerful burst of energy from the aurora borealis surrounding him- the blast froze over all the remaining Razorwings, and sent them down to the ground.

"That takes care of that." Ben frowned.

With that, he raced down towards the elder, watching it speed after Qrow's bird form once it had found him. The two raced and weaved through trees before Qrow suddenly veered upwards. He quickly shifted back into his human and let momentum carry him down towards the Grimm. At the last second, the harpy-like monstrosity dodged out of the way and kicked at Qrow's stomach. The hit sent him flying into the nearest tree and falling down. It would've lashed out at him again if Ben had gotten Qrow out of the way, letting the talons simply cut into the tree's wood.

Ben frowned. "I need a good heavy hitter. Something that can keep up with that thing. And luckily...I think Frankenstrike can keep up!" Ben slapped down the Omnitrix...

And shrank down in size.

"...uh oh." Ditto said.

"Oh...great. What does this one do?" Qrow asked as he recovered.

"...well. Uh...he's kind of like Echo Echo...but without the sound powers."

"...so, you can just clone yourself. Any advantages?" Qrow asked.

Ben paused to think. "...maybe?"

"Might wanna think a little bit faster then," Qrow said as he shifted Harbinger to its scythe mode. The green Razorwing returned, stopping just a few inches off the ground, not even slightly touching it. It's gaze turned from Qrow to Ben, tilting its head to the side a bit. That confusion wore off quickly and Ben noticed that it...wasn't even paying attention to Qrow anymore. Like it just...forgot about him...

"...Oh you've gotta be kidding me."

Ben's face dropped as he began to run off. Ditto was a small guy, and an even better runner. Ben was practically screaming as the Razorwing razed the ground around Ditto.

"Oh god damn it!" Qrow cursed, racing after the two. He shifted the scythe back into its sword form, the blade folding forward to quickly shift into its pure shotgun mode. The veteran Huntsmen took every chance he got to fire at the harpy, only ever managing to clip some of its feathers. As he ran, Ben decided to confuse it a bit, maybe long enough for Qrow to land a decent hit. With a series of small, green flashes, Ben duplicated himself three times before scattering.

The Razorwing did stop for a moment, figuring out which target it would chase down. It decided and raced after the first duplicate, right as Qrow brought down his blade, again only managing to slice some of its tailfeathers off.

"...sometimes I hate my Semblance," Qrow growled before continuing the chase.

Ben split himself up once more, trying to divert attention away from the Razorwing.

"Why did we have to turn into Ditto!?" Ben yelled. "Frankenstrike would've fried this birdy out of the sky! I hate you, Omnitrix!"

(Qrow's bad luck factored into the mistransformation.)

Ben jumped out of the way as the Razorwing tried biting down on his neck from behind. It kept trying to grab a hold of him with its jaws, missing each time, until Ben accidentally dodged...into a tree. The elder Razorwing looked down at the alien it was about to rip to shreds, talons at the ready. It reared back...only for it to freeze mid-lunge as a blade suddenly erupted from its chest, courtesy of Qrow. He freed his sword from the back of the harpy by pulling it up through the Grimm's body, partially bisecting the creature before it disintegrated.

"...ok...this one," Qrow motioned to Ditto, "Good for a numbers advantage...and nothing else. Probably one of your worst."

"No, that's...that's another form. Literally called him 'The Worst,'" Ben chuckled nervously.

"...I don't wanna know."

"You're lucky I didn't turn into him. I would've been a chew toy for that thing." Ben said.

"Well, no, Walkatrout." Another said.

"No, The Worst." A third said. "He sucks hot eggs."

"What? No, Walkatrout is a total worthless alien." The second said.

"One of your was bad enough, kid. Three of you is gonna give me a migraine." Qrow huffed, rubbing his temple.

"...huh?"

"You heard me. Three of you." Qrow frowned.

"...there's...supposed to be four of us."

"O...kay? You can't just...change back? Make him disappear?"

"And there's one of his big differences from Echo Echo...I need all the copies I made close enough together to change back."

"One gets too far and I'm stuck like this until the straggler's back," the second Ditto finished.

"...fucking hell, why's it work like that!?" Qrow said.

"I don't fucking know! I didn't make the alien!" Ben frowned. "Blame the Omnitrix's bullshit!"

Qrow groaned, "Fine...where the hell is the last one?"

"Well...I think he wen-GAAAAAAH!" all three duplicates jumped back from...something.

"...the hell was that?!"

"The clones...share pain..."

"...the more I know about this alien, the more my opinion's validated," Qrow sighed, "...wait...then..."

"Yeah, number four just got...shocked?" the second clone asked, not really believing it himself.

"Yeah, where the hell is the dude!?" One Ditto said.

"Hey...if that happened to him..." Another said. There was a brief moment of silence, before the Dittos scrambled away.

"WE GOTTA FIND HIM!"

"Oh god damn it," Qrow muttered before he raced off after the trio.


The fourth Ditto clone was...not expecting this to happen. But then again, how could he? One minute, he was running away from an upgraded Razorwing, the next he was suddenly getting electrocuted...by a net. So unless there was a Grimm spider he didn't know about (which was a horrifying thought on its own), this Ditto just discovered the third party that had given the Grimm its enhancements. The net he was caught in, now shocking him a tiny bit if he so much as moved an inch was being dragged into a cave by, of all things to find out here, a robot. But this wasn't one of Atlas' Knights, this model was far bulkier with a black, white, and red color scheme. The machine was dragging the net Ditto was in with one hand, while the other hefted a massive grenade launcher of some sort.

"...well this didn't come out of nowhere or anything," Ditto quipped, rolling his eyes, "So uh...you wouldn't happen to be a talkative 'bot would ya?"

Silence.

"Yeah, didn't think so."

"So, what, you guys part of a terrorist ring? Conspiracy group? Oooh, maybe a really intense larp session? Am I a damsel?" Ditto teased.

The robot didn't even seem to register Ditto's jabs.

"...wow, tough crowd. Ya know, if you're some kinda 'AI on the run' I'm POSITIVE Dr. Polendina can get things sorted for you."

The machine remained silent. Though, Ditto did notice that, eventually as they entered a certain part of the cave, there were supply crates stacked up along the walls to left. On the right was...two racks holding six deactivated machines each. One of them was like the one dragging him along, though now he could see the more human-like faceplate and hexagonal patterned armor. The other rack held more top-heavy red-plated machines with some kind of...staff attached to their backs. A common trait they both shared though was the prominent and stylized M-logo on their chests.

"M? What's that stand for? Mini? Maximum? Martini? Or is it a W? For Wumbo?" Ditto asked…before the bits coldly shocked him. "GAHHHH!" Ditto yelled, his nerves burning with pain.

"...Unless the Grimm suddenly became more talkative in my absence," a voice called, "you've managed to catch an intruder."

The machine then pulled the net and Ditto off the ground and held them up for its master to inspect. Said master was what you'd think of when you thought of the words "mad scientist." Doctor Merlot looked over Ditto with his prosthetic eye and nodded.

"Interesting specimen. Alien. I'm a bit more limited in identifying extraterrestrial species than I'd like...but it's never too late to fix that," the mad doctor smirked.

"And who are you, the cartoon version of Doctor Frankenstein?" Ditto struggled within the robot's grasp.

Merlot's eyes went over to the symbol of the Omnitrix. His eyebrows shot up. "Oh...oh, my. Seems I hit a jackpot..."

"...oh not this again. Lemme guess, you see the symbol and now you wanna take the thing for yourself. Is that right?"

"I'm less interested in the device itself...and more so what it contains," Merlot looked up to the robot, "Toss him in a cage. Uh, preferably away from the other specimens. I don't want him accidentally getting eviscerated."

"Evisce-WHAT?!" Ditto yelled, trying to get out. "Aw, fuck off! I'm too adorable to experiment on!"

"I don't care." Merlot huffed. "Put some duct tape on his mouth. This one's TOO chatty..."

"Ohhhh no no no, you are nooot shutting or CUTTING me up, anytime soon doc!"

"...well you're right on that, I'm not quite ready to begin that little plan. But if you're referring to someone, say, trying to come and rescue you...well, they'll certainly be getting a warm welcome."

"...I don't like the way you said that. Why did you say it like tha-," the robot shook the net a little and shocked Ditto before he could finish, "OW!"

"Who the hell IS this guy!?" Ditto yelled.

"A man of science. That's all you need to know." The doctor said, with a wicked grin...

"...for every sane super genius, there's another psycho waiting around the corner, I guess!" Ditto sighed as the robot turned and brought the clone to a side passage of the cave...filled with cubical cages, each one had a lock emblazoned with...a symbol he didn't recognize. It wasn't the M-logo on the robots, but something else: an open handed bronze gauntlet with three broken swords behind it.

"What the hell is that?" Ditto said. "That's not a symbol of any of Salem's goons or whatever...this guy has to be an independent party..."

Ditto looked around. "So...how am I getting away?"

"Alright...here we go..." the main Ditto sighed, getting ready. The white droid struggled as it was forced behind the main one as the Seer's tentacles reared back again, poised to strike again.

"Yeah, that's it...three...two...one...NOW!" the main Ditto yelled as the Seer's tentacles raced forward. Ditto ducked to the floor, letting the tentacles pass right over him. The army of clones jumped off the robot right as the tentacles reached it, each spear-like bone tip piercing the machine's armor with a horrible metallic tearing sound.

"HELL YEAH! TAKE THAT!" Ditto yelled, as the clones merged back into one. "Now, come on! Let's try and get the fuck outta here!"

"Right!" The second Ditto said, as they rushed off.

Merlot tried to grab one of the clones as he raced off, barely missing the small alien as the two Dittos raced off for the cave exit.

"Damn it!" Merlot yelled, storming over to the machine racks and activating a few more units.

"Later, you quack doctor!" Ditto yelled, smacking his behind for some extra mockery.

Merlot glared daggers at the aliens. "...It seems I'll have to unleash...just about everything, then." Merlot grinned. "Teach him for mocking me..."

The doctor's eye gleamed again and several more cages opened behind the mutated Seer, each one letting out a bright green glow. With the Seer to direct them, it was only a matter of time before that annoyance was dealt with.


Qrow looked at the gun- Smith and Wesson. Incredibly powerful. Dangerous for anyone to wield without a license.

...and he was handing it to the weird axolotl alien. "I'll send you my bill later, kid." Qrow huffed.

"Perfect!" Ditto smirked as he went over to the others. Qrow was glad they were more focused on getting this trap set up. Three Dittos were enough to give him a migraine...what about twenty?

"So, how's it comin'?" Qrow asked, letting two Dittos walk by him.

"Almost ready. We just need to get a few more things set up and-ow!" one of the Dittos, and therefore all of them, yelled.

"The hell just happened?" one of the clones asked.

"Someone slam into a tree?" another asked, rubbing his face a bit.

"Not one of us," a third chimed in.

"...wait...you don't think," a fourth began, turning to some of his duplicates.

"...WE GOTTA HURRY!" The Ditto's cried out, and they began to work even faster than usual. The Ditto holding the gun huffed and cocked it.

"You sure this plan of yours is gonna work out in the end?" Qrow said, pulling out his sword.

"It better." Ditto said. "Cuz if one of us dies...we all die."

"...and you didn't mention that before because?!"

"Hey, we were already kinda stressing out ok? Things slip your mind sometimes!"

"Not something like that!" Qrow facepalmed and sighed.

"This gun and that sword and THOSE traps are the only thing keeping us alive! The second I can merge back with my missing clones, we're in the clear!" Ditto said. "Then I go Way Big and RAZE this place."

"...isn't that the..."

"Alien the size of a skyscraper? Yes! Yes it is!"

"...ok, going overkill. No complaints though."

"Great!"

"Yeah, kinda deserve it after being no taller than my leg." Qrow frowned.

"Yeah! Now..." Ditto said, as all his clones regrouped. "Let's put this crack plan into action."

"Pit's ready!" one of the Dittos called after a few minutes.

"Our trap's ready too!" another Ditto called.

"Ok...here we go..." the original sighed.

There were a few tense moments before they heard something marching through the trees. One of the Dittos would've made a Cyberman joke...especially when they saw a group of three robots marching towards them.

"O...kay...not the Knight," one of the Ditto's muttered.

"The hell are those?" Qrow said, pulling out his sword.

"Fuck if I know. Maybe we're just in one of those weird billionaire territories where they have REALLY strict security." Ditto said.

The machines scanned their surroundings until all three of them locked onto Ditto. The one in white readied its cannon while the red ones drew staves off their backs. The staves then extended out and gained hard-light Dust blades, giving them a hi-tech spear.

"Target located. Begin retrieval protocol." the white droid said.

"...NOPE! NOT SECURITY!"

"Think your traps ain't gonna be up to snuff, kid!" Qrow said, as he prepared to launch into action...

And suddenly, the robots were smashed into a wall by a giant log. While it didn't stop them completely, it did give Qrow and unexpected opening.

"Stand corrected, old man!" Ditto grinned, as he held up the gun.

"...really?" Qrow rolled his eyes and launched himself into the fray, thrusting Harbinger forward and stabbing into one of the robot's chests. He fired a rounds into it, causing a shower of sparks to fly off the machine. Its eyes flickered from the damage before it could even counter with its Dust-spear.

Another robot tried to stab Qrow from behind, but it was quickly sniped in the head by Ditto and his gun. Ditto grinned. "Ooooh, I'm gonna carry YOU around for a long while after this!" Ditto said, as he shot it a few more times for good measure.

The white bot, seeing Ditto was armed, for some reason prioritized him to deal with. It lowered the cannon barrel to be level with Ditto as ammo was automatically loaded into the barrel.

"Oh shit!" Ditto yelled, running for the nearest bit of cover. The cannon roared to life, firing round after round of explosive rounds, echoing out into the woods. Anyone from Hela Minor would think a tank cannon was being fired off.

"The hell was that?" Patrons from the bar asked, looking out the window. The Amin Patriarch set down his glass, and squinted at the horizon.

"...something we best check out." He said. "Grab your weapons, boys...I think we gotta get involved in this one."

Back in the forest, the droid kept shooting until Qrow finished off the last red one with a swift decapitation. He raced over and tried to slash the machine from behind but it used its cannon as a shield, letting it tank the slash from Harbinger. It shoved back and swung the cannon around into Qrow's stomach, sending him flying back a bit. He quickly recovered and shifted Harbinger into scythe mode, ready to race back in. A shot from the armed Ditto bounced off the armor on the back of the droid's head, distracting it long enough for Qrow to close the distance.

Qrow immediately cleaved right through it, bisecting the bot right down the middle. Qrow huffed, as he came to a stop. He kicked one of the robot's heads away.

"Shockingly enough, this isn't Atlas tech. It's more...cobbled together from a bunch of other places." Qrow said, with a frown.

"What about that?" one of the Dittos asked, pointing to the stylized M-logo.

"Looks...like a company logo," Qrow said, "Maybe you were onto something with that billionaire thing you said earlier."

"Looks like it, but...I dunno, something else feels off here."

"I don't know many billionaires who have a last name of M..." Qrow said. "...unless..."

"What? Unless what?" Ditto asked.

"...what's the name of that SpaceX douchebag?"

"...come on." Ditto scoffed. "It can't be...well..." Ditto paused to think. "...huh."

"I think we'd know if he made robots!" another Ditto yelled, "He's not exactly subtle with that kind of thing."

"Well, whoever this dude is..." Qrow said. "He's after you for whatever reason."

"Eh, not the first time I've been hunted." Ben shrugged.

Qrow gave Ben a look, but then his eyes settled on the Omnitrix symbol and he shrugged it off.

"Fair enough," Qrow said. He turned his attention to one of the spears the red machines had used, or tried to use against them and gave it a few swings.

"That's...hard light Dust right?" one of the Dittos asked.

"Yep. One of Atlas' biggest innovations...very hard to come by unless you know the right people."

"...so, are we still on the Elon thread or-"

"It's looking like a hard maybe, but he's too busy blowing up spaceships to do this." Another Ditto said.

"Honestly? Unless the guy knows someone FROM Atlas, I'm gonna say no. Besides...the Dust being used? It's an older mix."

"And you can just tell that how?" a third Ditto chimed in.

"Easy. The stuff Atlas uses today has a pattern to it, hexagons locked together. This stuff is just pure energy. No pattern."

"So...whoever's using this...is working with outdated tech?"

"Or they built 'em before Atlas got the process just right."

"The plot thick-OW!" Ditto shrieked, as a bunch of them rubbed their backs.

"What? What happened?" Qrow asked.

"Felt like we were just all bit the back by something..." Ditto said.

"Then we gotta find that last clone before whatever hit him decides to off him. Well, if it was something that could kill him, anyway."

"Either way!" another Ditto yelled.


The two Dittos were...for a lack of better words, running for their lives. Looking behind their backs, one Ditto could barely make out the menagerie of Grimm chasing them- they were so...unfamiliar and alien, modified by the doctor's hands.

"Shit, shit, shit, shit!" one of the Dittos cursed as he ran. The mutant Grimm were closing behind them, one of them standing up and growling. It was once just a normal Beowolf, but thanks to whatever Merlot did to it, not only were the colors changed to that mutant-standard green, but it was now much larger, even bigger than an Alpha. It was in a permanent hunched position, possibly due to the green glowing spikes that had sprouted out from its back. More spikes shot out from its arms and similarly colored stripes of all details could be seen on various portions of its body. The mutant growled and slammed both of its fists into the ground, the spikes on its back and arms receding into its body before they erupted from the ground near the Dittos, causing them to jump out of the way.

"How the hell does that work?!" the first Ditto yelled, dodging another spike.

"This stuff is worse than the Corrodium!" the second added.

"That's debatable!"

The spikes on the mutant Grimm grew back and it went back on the chase, joining the rest of the horde.

"We really need to get the far FUCK away from these freaks!" The first Ditto said.

"YEAH! LIKE THAT'S EASY! LET ME JUST SPROUT MY DITTO WINGS!" Ditto yelled.

"Flying Dittos...that sounds like something Animo would think up!"

"DUDE! Not the time!"

"...no, wait, I have a stupid idea, but...we're gonna need to be fast!" Ditto said.

"I'm scared to ask WHAT you're thinking!" The other one yelled, speeding up.

"Just trust me!"

"Ok, fine!" the Ditto dodged another spike from another mutant Beowolf, "jeez how many of those things are there?!"

"Alright! Here we...go!" Ditto put his hands up, and suddenly, a whole chain link of clones shot out. They were all bonded together by the hands and feet. The clones shot up and out, over a wide range of land. "Hop on!"

The Ditto quickly jumped on, as the clones began to retract into one and other.

"Ok, you were right! This is stupid! Stupid but also amazing at the same time!"

"I make my best plans under pressure!"

"...I'd debate that if we weren't being chased down!"

The Dittos landed back on the ground, a good distance from the horde of mutated Grimm. "Alright, now...where did we come from again..."

"Just do the chain move and look around for the town! If we run that way, we could refind where we were earlier!" The other Ditto said.

"Huh...actually, that could work!" the first said, bringing up another chain and climbed it to the top. He scanned the horizon, looking for any sign of Hela Minor in the distance. Sure enough, he saw light plumes of smoke rising up a good distance away.

"Ok! I see it! We just need to heeeeeead," the duplicate looked around before taking his best guess, "west! That way!" He pointed just to make sure that there wasn't any misunderstanding.

"Ok great! Hopefully we can find Qrow and the others on the way back, let them know about our crazy mad scientist friend back there."

"Yeah! Come on! Nothing's stopping us now!" Ditto yelled.

A loud growl made him quickly turn pale.

"Uh...on second thought, SOMETHING might be stopping us!" Ditto said.

"I want to be angry with you for saying that...but at least you didn't say the other cursed phrase."

"Hey, I'm silly in this form. Not braindead." Ditto countered.

The two suddenly jumped out of the way of a large green claw that slammed into the ground between them. A mutated Ursa Major stood before them now, sporting the new color scheme of the mutant Grimm, but, just like the Beowolf had glowing spikes, this one had glowing jaws. Neither Ditto wanted to end up seeing what power this thing had so the first made a break for it while the second dove between the front legs of the Grimm and followed his counterpart. The Ursa growled and raced after them.

"Come on, come on...I can FEEL us getting closer to our duplicate!" The Ditto said.

"As long as no other random bullshit happens, we should be home free-" The second Ditto said...before his body started to feel weird.

"Hey."

"Yeah?"

"...do you feel a weird...tugging feeling? On your...everything?" The second asked.

"Yeah...actually. Weird as tha-...wait a minute. Wait a minute! I think I know what this means!"

"Well don't just keep it to yourself! Fill me in!"

"I think that's a good sign we're close to the others!"

"Yeah! I can feel iiiiit!" The Ditto suddenly started hurling through the air. The other Ditto watched in brief disbelief, before he too was pulled towards the other.

The other Grimm just watched...but they soon followed behind.

It was time for an all out attack.

Meanwhile, Qrow was racing after the three duplicates he was grouped up as they were being pulled off deeper into the woods by some unseen force.

"First clones, then I gotta protect 'em all, and now this," Qrow muttered to himself, "Said it before and I'll say it again: I really don't like this alien..."

"YEAH! NO SHITTTTTT!" The Dittos yelled.

"We don't even know what the fuck is happening!" One Ditto said.

"How do you not KNOW?!" Qrow yelled.

"Ditto's not usually our first choice for the 'overwhelming numbers' alien!"

Qrow shook his head. "I wish I hadn't given up drinking, because I could for a HEAVY dose of gin right now…"

Soon, Qrow saw two more Dittos emerge from the woods and making a beeline straight for the others.

"Holy shit, I was right!" one of the new Dittos beamed, "Guys!"

"The missing clones! Haha! Yes!" one of the original said. The lot of them soon came together in a bright flash of green, coming to a stop. Qrow quickly came to a stop as well, sighing in relief that at least now there was only one Ditto.

"Oh thank god, you can change forms again," Qrow sighed.

Ben slapped down the Omnitrix symbol and huffed. "Oh, hell yes. And right now..." Ben said, reaching for the watch. "It's time Way Big plowed RIGHT through these motherfuckers!"

Ben slapped down the Omnitrix...only for his size to increase slightly. Ben blinked, and looked down at his blue, hardened hands.

"Or...Diamondhead." Ben huffed. "Man, what is up with the Omnitrix today? Two wrong transformations in a row..."

(It was Qrow's fault.)

"...know what, I'll explain later. Something I need to know kid?"

"Yeah, mutant Grimm sent by some mad scientist guy who tried to pull an Animo."

"A what?"

"One of my old villains. Really, Ruby never told you about them?"

"Tai was the one who got most of the stories. I was...busy at the time."

"...you mean on mission."

"For...Oz yeah."

"Well, get ready for one hell of a fight." Ben sharpened his blades. "Should've known his name was all over this..." Ben heard the screech of something in the forest.

"Also very much noted." Qrow said.

Right as Qrow readied his weapon, the mutated Ursa came into view and snarled, wondering where the hell the smaller prey went. It didn't really matter when its green eyes locked onto Qrow and Ben, getting ready to charge again.

Ben shot a barrage of crystals at it, digging into its chest. Ben extended his blades even further and rushed in, rapidly slashing with his weapons. The Ursa YELLED in pain.

It tried to bite down on Ben's arm, try to rip it off. Its teeth tried digging into Ben's flesh, but they simply cracked against the diamond hard skin. It reared back in pain with a whimper, staggering a few steps away from its would-be prey. Ben didn't even feel a thing, just looking to his arm and dusting it off like nothing happened.

Ben's hands just became hard and jagged like rock, and stabbed the Ursa through it's mouth. Qrow winced- a bit too brutal, but also understandable. The kid could FINALLY fight, so...maybe he was just venting out some anger.

The Ursa twitched a few times before it went still from the impalement. Ben freed his hands from the Grimm's maw and stepped back, letting it fall to the ground and turn to green-tinted ashes.

"Well at least he didn't chance that," Ben muttered.

"What? You thought he'd make them explode?" Qrow asked, half joking.

"...given his tone? Yeah. Honestly did."

"...come to think of it, robots aren't his forte either..." Ben frowned. "But the mutation thing..." Ben scratched his chin. "Fuck, this is a mind boggler."

"...figure it out later," Qrow said, shifting Harbinger into its scythe mode as he heard the distant roars and cries of the mutant Grimm that Merlot had unleashed.

"...somehow, I almost forgot about that," Ben shrugged, shifting one arm into a cluster of crystals, ready to fire them off at a moment's notice. The first Grimm to emerge from the horde were small mutant Deathstalkers. They opened up this massive battle by lashing out with their stingers...and launching the stringers out at the two like missiles. Ben caught one of the stingers while Qrow spun Harbinger in his hands to deflect the projectiles, sending them flying off into the dirt on either side of him.

"Like scorpions weren't bad enough..."

Ben slammed his foot into the ground, causing giant monuments of crystals to shoot out from the underground. They stabbed into the Deathstalkers, piercing their bodies with ease.

"Just wanna get done with this shit urgently." Ben said. "Who knows how long being Ditto killed the battery..."

"Good point," Qrow muttered, racing to the front. Mutant Bewolves and Ursai appeared to try and slash him, but he quickly dispatched each one in turn. It was a flurry of slashes and severed limbs as the Grimm were torn apart by the scythe wielder. Of course, Ben wasn't about to let Qrow have all the fun here. When two mutant Beowolves came rushing at him, one going for a slash and the other sending out its spikes, Ben simply grabbed hold of the first mutant and threw it onto the spikes of its comrade for a little friendly fire accident.

"My turn," Ben said, jabbing both of his hands into the ground. A wave of crystals jutted out from the ground towards the mutant and, before it could even think of running or dodging, several crystals erupted and pierced its body.

Ben extended them a bit further, before retracting them. The Grimm collapsed on the ground, slowly fading away.

"Who's next?" Ben grinned, sharpening the blades to show he wasn't fucking around.

More of the mutant Deathstalkers and appeared and tried to overwhelm him, either snapping at him with pincers or launching their stingers at him. None of the attacks proved very effective on Diamondhead and he just fired a new barrage of crystals into each one of them.

"You're finally useful." Qrow said, sniping one of the many mutated Grimm in the head.

"Call it me being angry." Ben said, as he leapt towards another burly Grimm.

"Fair enough," Qrow smirked, quickly dodging another Grimm's attack by turning into a bird and flying above it. The mutant Ursa was confused, looking at the ground and to the sides to try and figure out what the hell just happened. It never managed to figure out what happened because Qrow quickly shifted back to human and dropped from above, slashing the monster in two down the middle as he came down.

Ben slashed his way through the group once more- this was way too easy, Ben thought. It was like putting a warm knife through butter. When was the REAL challenge gonna get here?

Right as Ben finished thinking that, the two mutant Beowolves that were rushing out towards him were suddenly slammed aside by Merlot's biggest experiment. Qrow finished bisecting another Ursa and turned to see the mad scientist's greatest creation yet.

"Ohhhh you gotta be kidding me. Where the FUCK did he get that?!" Qrow yelled in disbelief.

Ben took a few steps back as he saw a white-scaled snake head rise up, green spines jutting out from the back of its neck and head. Two green horns protruded from a dark grey plate situated on the top of its head, some of the armor circling its red eyes. Just as Ben got ready to fight the giant snake...a second, completely black head rose up, a hood fanning out from its neck. A few white armor ridges were present on its forehead and above its eyes, with more green spikes right above them. The two different snakes had green lights sporadically appear over their bodies and, at one point, the two bodies merged, with what looked to be surgical scars at the connecting point.

Ben frowned. "And suddenly, cutting up a giant snake doesn't sound as fun." Ben immediately swapped forms, going for Sea Strike. Ben didn't hesitate to open laser fire on the best, his optic blast burning the flesh with ease.

The white half of the King Taijitu took the brunt of the blasts...but this actually worked out for it. The snake lowered its head and fired off the spikes on its neck towards Ben. He was easily able to dodge them, catching the last one before it could even scratch him. But then he noticed the spikes glowing brighter as time went on.

"OH SHIT!" Ben yelled as he went to throw the spike he had towards the nearest Grimm. The spine exploded mid-throw, followed by all the others rocking the forest with more explosions. The spines on the back of the Grimm serpent regrew as the cobra-like head surged out, maw open and ready to try and swallow Ben whole.

Ben yelled, as his tendrils pulled him back, narrowly missing the giant biting attack of the King Taijitu. Ben's laser eyes flared up again, blasting the creature in the mouth.

It recoiled from the hit, smoke rising up from its form before it righted itself and turned back to Ben, now more pissed off than anything else. Qrow finished off one last mutant Deathstalker with a quick slash before he turned his full attention to the mutated snake monster. He shifted Harbinger into its shotgun mode and took a few shots at the snake to get its attention. The bullets sparked against the Grimm's scales, the white head turning towards Qrow and firing off another salvo of unstable spines.

Qrow quickly transformed into his bird mode, and maneuvered his way through. In the blink of an eye, he was human once more. Qrow slashed at the King's neck, hoping that would slit it's throat.

Only for the blade to spark against the scales. The beast reared back and brought its open maw down, missing Qrow by a few seconds and instead only getting a mouthful of dirt. The beast hissed in annoyance, one of its eyes moving back to look at its more aggressive counterpart. Ben dodging several of the strikes at it reared back and struck again and again. Ben was about ready to throw a punch at the creature, with Qrow getting ready for another slash himself...when the two heads suddenly swapped positions, quickly rotating the whole body. When Ben's punch landed on the now lowered white head, the spikes exploded from the hit and launched him backwards through several trees. Meanwhile, the black snake struck out at Qrow, forcing him to go back on the defense.

"Son of a bitch," Ben muttered as he got up from where he landed before looking back to the serpents. The gruff veteran was still blocking or dodging the fangs of the cobra-like Taijitu head that continued its assault, not giving him a single second to strike back.

"Your nemesis really knows how to piss you off, doesn't he?" Qrow yelled, continuously blocking attacks.

"Tell me about it!" Ben yelled, lasering the beast once more. It was a boring attack, yeah, but when getting up close meant you'd be knocked back by scales? Ben wasn't left with..much of...

...could he technically get the beast to throw enough to...maybe expose a weak point?

Best plan he had right now. Ben was about to try and fire off another blast, try and get it to fire off another barrage...before a gunshot rang out and hit one of the spikes, causing it to explode. The shock of the explosion made the mutant stagger more than the blast itself. Ben turned around to see Reynard. The Amin patriarch loaded up another shot with the rifle he was using and took aim again.

"Where did you..." Ben began.

"We heard the fight from the town, thought you could use a little help," Reynard answered before taking another shot.

"You figured right." Ben grinned. "We're gonna need it to attack more- I figure that if I can get enough of its scales or...whatever off, I can get a really good hit in."

"Good. After this is done though," Reynard began.

"Trust me, I'll explain everything. The general's gonna wanna hear this too," Ben said. Reynard took another shot at the mutant King Taijitu and caused another chain reaction explosion, forcing it to make another fresh batch.

Meanwhile, Qrow dodged the latest strike from the cobra head and slashed out, cutting the creature's eye and half-blinding it, making it rear back and roar in pain. The veteran Hunter smirked as he finally got the chance to go on the attack, racing in and unleashing a flurry of slashes after quick-changing his sword back into its scythe mode. Cuts appeared all over the cobra's black scales in a matter of seconds, each one accompanied by a small cloud of black smog.

Ben began to barrage the beast with short bursts of eye blasts- in the midst of all this, Ben slapped down the Omnitrix, donning Sea Strike's unique Omni Drive armor.

"Come on- hit me with something!" Ben taunted.

The mutant serpent narrowed its eyes at Ben in a way that seemed to say, "Alright. I'll take your bet." It quickly lowered its head and fired off another salvo. Reynard was forced to take cover behind the nearest tree, thankful none of the spines hit near him after seeing them explode. Ben, on the other hand, didn't even try to dodge them. Using the armor's enhancements, he was able to expertly grab as many spines as he could with his tendrils and throw them back.

But considering the white head could just tank the explosions and be fine...he chose a different target. Take down two birds with one stone.

"QROW! INCOMING!"

Qrow quickly dodged the spines, watching them soar through the air and dig into the black head's own flesh. Ben grinned. "Jack pot." His eyes lit up once more, this time firing a stronger laser.

The serpent hissed in pain, recoiling as each spine pierced its scales, a set weaker than its white counterpart's. When Ben's charged up laser hit the first spike, it set off a chain reaction. Explosions engulfed the cobra-like second head, blasting it to pieces and leaving behind only a smoking stump. The white horned viper head of the mutant, locked onto Ben and, in desperation, threw caution to the wind. It slithered past Qrow, smacking him aside, though not before he managed to get a few good hits in. Each swing from Harbinger cut through the scales and smoke followed the blade's trail.

Once it was past the veteran huntsman though, the King Taijitu lunged at Ben, head lowered to try and skewer him on its smaller horns. Ben rolled his eyes behind the Omni Drive's helmet and simply reached out when the monster was close enough and grabbed both of its horns. The serpent's eyes went wide as Ben wrapped some of his tentacles around the horns for extra leverage while others slashed away at the scales and pulled the spines out. Soon, Ben's eyes locked onto a soft spot that his repeated slashes had exposed. No more protective scales. One of his tendrils ripped out one of its last spines and slammed it into the weak spot before throwing the Grimm snake to the side and through several trees.

"Here comes the big one!" Ben said, as his armor started to light up- energy pulsed through his system, as his tendrils unfurled. They started to light up and lock onto the giant serpent. Ben unleashed a DEVASTATING blast of energy, damage intensified by the suit...and just by his sheer anger.

And when that blast hit, the spine in the serpent's head went off. The explosion shook the ground and trees in the area and a little beyond. The resulting plume of smoke could be seen all the way from Hela Minor too, making some of the minors worry about what the hell happened out there.

Reynard peeked out from behind the tree he was using for cover and, when he saw the crater that was left behind, he whistled in shock. There was nothing left of the King Taijitu, the usual ashes Grimm left behind probably already scattered from the sheer force of the blast.

"...remind me never to piss you off in that form," Qrow said, emphasizing the word "that." He was still more than happy to annoy the kid, sure...he was just...maybe a little wary about Sea Strike now. Who wouldn't be after a display like that?

"Sorry. Venting off some steam from the whole. Ditto thing." Ben huffed. "You'd understand if you were stuck like that...right?"

"Being experimented on? Yeah, I'd get that. Being stuck as...whatever the hell his species is? I'm glad I can't relate."

"Now..." Ben huffed, reverting back to human. He collapsed on the ground. "I think I need a good rest from everything else today

"One last thing before you decide to pass out on us," Qrow said, "where was this guy's little hideout?"

"North..." Ben groaned, closing his eyes. "God, that Omni Drive stuff always takes the wind out of me..."

"North...alright," Qrow muttered and started walking that way, "Think you can carry him back?"

"I...should be able to yeah," Reynard answered.

"Good. I'm going after the Dr. Frankenstein who made these things..."

Reynard picked up Ben, and put him over his shoulders. "So, uh...my boy have a lot of friends?"

"Well, he knows me...and because of that, he's got a BIG friend group..." Ben smirked.


Qrow sliced through one last natural Beowolf before he arrived at the cave Ben had told him about. Nothing special on the outside, but still. He headed inside, shifting Harbinger into its shotgun form and scanned every inch of this place. After clearing the entrance and heading a bit deeper, he did find signs that someone was here. The cages, robot racks, even some left behind equipment and tools. But no sign of the mad doctor it all belonged to. If he was half as smart as he claimed, then the computers wouldn't be much help; he probably copied all the data on them and then wiped the originals.

"Well, isn't this just interesting..." Qrow said, smacking the side of one of the computers. Why did this all feel so familiar to him? He'd heard something of a similar case with Schnee a while back...

Qrow frowned. "If it's a third party, I can live with that. But..."

He looked around for something maybe the mad doctor missed, something that would provide some kind of lead. He eventually inspected the cages a little more closely, finding that same gauntlet logo that Ditto had seen earlier. Why did that...wait...take away the gauntlet and fix the swords...

"Vacuo?" Qrow asked aloud, "Would explain the white Taijitu..."

"Well then...gonna have to pay Vacuo's streets a visit." Qrow hummed, as he looked around once more.

...there it was again, that terrible feeling. Like something wrong was gonna happen. He'd felt it when he first came in here, but...it just seemed to be even more palpable now.

"Who the hell is this guy?" Qrow asked.


"Annnnnd that's a wrap!" Janet yelled from her director's seat, and Ben groaned.

"Why...did I have to say anything..." Ben mumbled, as Qrow walked over.

Qrow chuckled. "You're a good sport, Ben. Thanks for helping Janet out."

Ben rubbed his forehead. "Yeah, yeah. Just don't make me do that again anytime soon."

Janet grinned. "Oh, don't worry, we'll come up with even more ridiculous skits for you to act out in the future."

Ben groaned again. "I think I need a drink."

Qrow laughed. "I'll join you for that. Let's go grab a Capri Sun."

As they walked away, Janet called out after them. "Hey, don't forget to watch the playback! We need to make sure we got all the shots we need."

"I'M ONLY DOING ONE SET OF SHOTS!" Ben yelled, as Janet shook her head. She rearranged her script, before hopping out of her director's chair…

And ran into him.

「sup janet」He said. Janet felt a chill go down her spine.

"H-hey, you." Janet shuddered. "W-what are you…"

「i've been thinking」The boy said, walking over. 「i can't handle waiting a year before my chapter in carry on is released. i don't think you can either. so…i have an idea」

"Which is?"

The boy handed her a script. 「here」He said. 「wrote it myself」

Janet watched him walk away, and shuddered.

"I gotta stop writing so much weird shit." She said, before walking away to post it.