The cargo ship emerged from the translucent wormhole that appeared in the middle of the asteroid field as scheduled. Its destination was the small satellite orbiting the red planet, protected by the natural debris. After weaving through the asteroids, the cargo vessel landed on the satellite's platform, where a contingent of automated guards were waiting. It had seemed lie it would be an uneventful transfer…

And we can't have that now, can we?

Another wormhole ripped open in the space above the satellite, depositing a larger, more combat-oriented ship. The spacecraft wasted no time blasting the cargo ship's hull with a single shot that blasted the automated guards away. Only the beam wasn't a laser at all, but merely a monolithic alien being shot from the ship's cannons and breaching the armored hull of the cargo vessel.

The alien behemoth stood ten foot tall with intimidating horns growing from his jaw, which were accented by the various spikes on his metallic armor as if trying to compensate for something.

When the massive alien criminal rose to his feet, he was met with the ship's security robots floating his way. Each of them was equipped with an energy rifle attached to their arms, which bolts of electricity at the thief's chest. But the alien giant wasn't even phased; he didn't even acknowledge that he had been hit. The bandit lunged ahead and smashed the first two robots to pieces with a single punch each before grabbing the last one by its head and crushing it in his steel grip.

With security dealt with, he moved on to the tail end of the ship where a single door stood between him and his prize. As to be expected, the door was sealed shut and password protected. But not to worry, because he had a special key to open the door….

His fists. The key was his fist.

All it too was one good swing and the door crumpled like paper, breaking off its hinges and falling over. He ducked inside the room ("Why are there never any doors in my size," he complained) and located his prize: a rare pin mineral encased in a hard glass container suspended by a purple beam. The hulking criminal acquired his prize, making certain to handle the containment unit with care, and casually strolled off the ship through the proper exit. The spacecraft he had arrived in was already waiting to pick him up.

The ship was already flying off into deep space by the time he stomped into the cockpit, only he wasn't alone. There was someone else in the ship with him. The pilot turned their chair around to face their partner, revealing herself to be none other than the legendary bounty hunter, EightEight

"Did you get what we needed?" EightEight asked her partner

"Oh, I got it, all right," said the titanic alien, presenting his prize. "Element X. Right where you said it would be."

"Excellent," said EightEight. A cable slipped out of the underside of her arm, stretching out to collect the mineral and carrying it to her faceplate. "It's even prettier than I imagined."

"It's no good by itself, you know," said her partner. "Where're we gonna find the Bicenthium we need to make it go boom?"

"Do not worry you small and insignificant brain, my large and intimidating friend," said EightEight, pushing a few buttons on the console to bring up an image of a certain planet. "What we are looking for can be found here."

"Yeah, I should've known," said the larger alien. "The cesspool of the galaxy: Earth."


"The city of Townsville! Man, I've missed saying that!"

Ignoring the weird narrating voice that popped up out of nowhere –

"Hey, who're you calling weird, you basement dwelling, fanfic-writing hack!"

…Ignoring the very hurtful narrating voice that popped up out of nowhere –

The city of Townsville was an odd city located in the American northwest where the strange and unusual were consider everyday occurrences. From the active volcano located in the middle of the equally active central park, to giant amoeba's committing petty theft from fruit stands on street corner. And no one even batted at eye at the giant pufferfish with his giant suitcase and hat stomping down the street headed for work.

But it was in this town that –

"Ugh! Boring!"

Excuse me?

"Step aside, junior. Let a real narrator show you how it's done!"

Hey, you can't just – WAH! *Crashing noises*

"All right, now where were we? *Ruffles through papers* Ah, here we are: Meanwhile, at the Townsville Museum of Art and Culture, our guest stars, the Tennysons, were admiring the beauty and splendor that only the greatest city on Earth had to offer."

The scene shifts to Ben, Gwen, and Trixie standing side-by-side staring at the same thing with different expressions. Ben let out a loud yawn and looed like he was about to fall asleep; Gwen was referring to the museum guide like a child on Christmas morning; Trixie tilted her head to the right as if trying to solve a perplexing puzzle.

"Isn't it fascinating?" said Gwen eagerly. "It really makes think about our dwindling mortality and questions the kind of legacy you want to leave behind."

"…It's a big foot," said Trixie bluntly.

It was, in fact, a big stone foot; there was even a plaque that said "Big Foot."

Trixie was beginning to understand why Ben was against coming to the museum and hated herself for allowing Gwen to convince her to come. The redheaded witch had lured Trixie with the promise of learning Earth culture, but all she had seen so far was a bunch of nonsensical scribbles and a bunch of idiotic humans pretending like there was some deeper meaning behind them. Ben had literally left an empty can of soda on the floor and the humans flocked around it, shouting praises for its "new age realism" or some other garbage. It just made Trixie realize how inferior Earthlings were as a species.

"Could you two at least act like you're enjoying yourselves," Gwen complained. "One day of culture isn't going to kill you."

"Unless it bores us to death," Ben moaned.

"I'm with Benjamin on this one," said Trixie. "I can't bring myself to understand why anyone would waste time and resources on something that serves no real purpose. Maybe if humanity had spent less time on 'culture' and more time in the field of technology, your species wouldn't be considered the lowest form of intelligent life."

"Oh, come on, we're not that bad," Gwen argued. Trixie silently pointed to the crowd taking selfies with the empty soda can. "…Okay, we are that bad. But that doesn't mean that art is worthless. It's a source of inspiration."

"The only thing it's inspiring me to go is grab a burger," said Ben, ruin his belly. "I'm starving."

"I could go for a burger," Trixie agreed. "Anything to get out of this place."

"Ugh, you two are such…Ugh!" Gwen complained.

But neither Ben nor Trixie cared about Gwen's opinion; they were already walking out of the museum at the time.

"Man, we finally make it to Townsville and we get stuck in a boring museum," Ben complained.

"Was there something you wanted to do in Townsville?" asked Trixie curiously.

"Yeah, meet the Powerpuff Girls! Duh!" said Ben eagerly.

"The who and what now?" asked Trixie, tilting her head in confusion.

"The Powerpuff girls!" Ben repeated with greater enthusiasm.

He reached into his back pocket and whipped out a brochure for the city. He flipped the pages until he landed on a poster of group of three different girls (redheaded, blonde, and blonde) each wearing one of the three primary colors of light. Trixie actually had to take a step back when she saw them; their heads were completely disproportionate to their bodies, their eyes took up most of their faces, and they had a disturbing lack of fingers.

"Uh, what am I looking at?" asked Trixie uncomfortably.

"The Powerpuff girls," Ben repeated a third time. "They're these awesome superheroes that kick butt and save the world. They have all kinds of awesome superpowers and they even teamed up with the Justice Friends! Well, back when there was a Justice Friends."

"What is wrong with their heads?" asked Trixie awkwardly.

"Dunno, they've just always been like that," said Ben, Shrugging.

"They look kind of young," Trixie pointed out. "How old are they?"

"Well, this picture was actually taken ten years ago," said Ben. "So they're probably teenagers by now. But it would still be awesome to meet some of the best superheroes in the world."

"Well, knowing our luck, it's only a matter of time before some random supervillain shows up that bring us together," Trixie commented.

And wouldn't you know it, right as she said that, they heard the roar of engines over their heads. The battle cruiser that had hijacked the Element X not long ago soared over the Townsville skyline, heading towards the center of town.

"Aw yeah, now that's what I'm talking about!" said Ben enthusiastically. "It's hero time! Hey, that could be my catchphrase."

Ben ran to catch up with the spaceship, but Trixie remained rooted on her spot. After a few silent seconds of though, she pivoted on her foot and walked in the opposite direction, saying to herself, "I'm still grabbing that burger."


The spacecraft had parked itself in the middle of a busy intersection, causing a huge traffic jam. Horns were blaring left and right; seems the people of Townsville were more concerned about getting to work than a potential alien invasion.

Ben squeezed himself through the gathering crowd just in time to see the doors to the back of the slip slid open with a hiss of steam. The orange-skinned hulking alien jumped down to the street, smashing the concrete beneath his feet. The alien stood at his full intimidating height and glared at the tiny humans.

"I am Vulkanus!" The now named Vulkanus announced threatening. "And you will take me to your Bicenthium alloy!"

"Is that a smoothie?" one random townsperson asked.

"Wha – smoothie?!" Vulkanus sputtered, dumbfounded. "Why would you think it's a smoothie?!"

"It sounds like a smoothie," said the random townsperson.

"I specifically called it an alloy!" snapped Vulkanus.

"So…it's a soda?"

Valkanus' left eye twitched uncontrollably. The monolithic alien roared in anger and slammed his fist into the ground, tearing large chunks of concrete out of the road. That seemed to be enough to knock the common sense into the townspeople, who immediately turned tail and ran. Ben followed the crowd, slipping out of sight until he could find a safe place to change. He managed to take covered around the corner just as Vulkanus threw a truck down the road, crashing it through the window of a Chinese restaurant.

"Now that's just plain rude," said Ben as he activated the Omnitrix. "Someone's gotta teach ugly there some manners."


Trixie had managed to find a decent burger place just down the road from the museum. She heartily dug into a triple stacker with cheese, jalapeños, sauerkraut, peanut butter, and horseradish (and her alien digestive system allowed her to keep it down without vomiting.) As she too a sip of her drink, she heard a ringtone coming from her pocket; Trixie's friends in her child genius forums offered her a free smartphone so they could keep in touch when she wasn't able to use Gwen's laptop. She checked the screen and saw Max's name.

"Hey, Maxwell?" Trixie greeted casually.

"Trixie, where are you?" asked Max.

"At a burger place on twelfth street," Trixie replied. "Gwen's tour bored me, so I left."

"Is Ben with you?" asked Max.

"He went to go fight another alien," said Trixie casually.

"What? And you let him go alone?" said Max, concerned.

"Ben's gotten better at using the Omnitrix to where I trust he can handle things on his own," said Trixie with sincere confidence. "And if he ever needed help, he could use the communication function on the Omnitrix I showed him yesterday."

"Well, you have a point," Max grumbled. "But I don't like leaving Ben on his own. We really should help him."

"He'll be fine, Maxwell. Besides…," said Trixie, looking up to the sky just as three streaks of colored light passed overhead. "He won't be alone."


Vulkanus ripped of a piece of a building and threw it at the screaming crowd in frustration. He was set to pursue them and rip their answers out of them when something – or someone – landed on his back. The alien goliath peered over her shoulder into the snarling face of Rath. Though a large alien himself, the Appoplexian still came up short compared to his opponent.

"Let me tell you something, Vulkanus!" Rath shouted. "Rath is seriously ticked off with big muscly aliens messing up the city!"

"An Appoplexian?" Vulkanus mumbled curiously. "This planet really is a dump."

"What's that supposed to mean?!" yelled Rath.

Vulkanus casually flexed and threw Rath off his back. He then grabbed the Appoplexian by the face before he hit the ground, hoisting him into the air, and tossed Rath into the buildings as if he were a bag of flour. Vulkanus scoffed and stomped away…until Rath emerged from the rubble an earthshaking roar and landed a solid right hook on Vulkanus' jaw, knocking the bigger alien on his back.

"Unbelievable," a strangely familiar voice came from the ship. "Can't you do anything right, you useless sac of muscle?"

Rath turned on his feet as EightEight suddenly flew out from behind her ship, firing off a shower of laser shots from her dual pistols. Rath guarded himself behind his bulging arms, but he was still surprised to see the bounty hunter again.

"Wait, aren't you EightEight?!" cried Rath. "What the heck, man, I thought we were friends!"

"I thought I made myself clear last time," said EightEight, hovering over the street. "I'm only interested in looking out for myself. That musclehead you just knocked down doesn't have a lot of brains, but he's got a ton of taydens. Enough to make up for what I lost with the Omnitrix job."

"Well, let me tell you something, not-friend alien bounty hunter EightEight!" yelled Rath. "Rath is gonna kick your sorry can when he gets his hands on you."

"Good luck with that," said EightEight sarcastically before she launched a pair of missiles from her wrist.

Rath threw himself out of the way of the first missile, which exploded against the building behind him, then ducked underneath the second one that flew past his ear. EightEight gave him no chance to rest as she shot another couple of missiles, forcing the Appoplexian to dance around the street to avoid them. Rath managed to avoid them again, but the bulging vein in skull showed that he was starting to get annoyed.

EightEight launched another pair of missiles, but Rath grabbed them out of the air, spinning around, and threw them bac where they came from. EightEight was able to dodge the rockets, but the shockwave of the explosions knocked her out of the air and she collapsed on top of a storage truck. Rath runs open and pounces to the top of the truck where EightEight was rubbing her head in a daze. The Appoplexian grabbed the female bounty hunter by her chestplate and lifted her in the air.

"Let me tell you something, EightEight the alien bounty hunter!" shouted Rath. "Rath just kicked your sorry butt! Whaddya got to say to that?!"

"I say you're even more careless than last time," said EightEight confidently.

Before Rath had a chance to decipher her meaning, a hatch in EightEight's armor opens and drops a red-and-pink capsule at Rath's feet. The capsule dispersed an electric field that surrounded the Appoplexian's body. Rath howled like a wounded tiger as the electricity coursed through his nervous system, forcing him to his knees from the pain. EightEight pointed one of her pistols, ready to finish the job –

When they heard the unmistakable sound of the sound barrier being broken. EightEight turned head just in time to see a pink blur flying her way before a fist slammed against her helmet. The veteran bounty hunter was launched off the truck and slid across the road, digging up a sizable trench, only to stop at Vulkanus' feet.

The electrical field finally dissolved and Rath looked up at his savior, gasping with joy.

Floating above him were three teenage girls with different hair styles; a lengthy redhead tied in a red bow, and blonde with princess-style ringlets, and a dark-haired one that stuck out on the sides. They all wore similar styled outfits with only minor differences in each of the three primary colors of light. Rath recognized them immediately, even though they were slightly different than what he remembered (specifically the normal heads, noses, and, most shockingly, fingers.) (Based on Fusionfall appearances.)

"The Powerpuff Girls!" Rath let out an unexpectedly fangirlish squeak.

"You made a big mistake coming to our city and causing trouble," the red-themed superhero declared. "Bubbles, Bella, formation alpha-nine!"

"You got it, Blossom!" the girl called Bubbles saluted cheerfully.

"Ugh, we seriously need to talk about these strategy names," the girl called Bella groaned, rolling her eyes.

"Just do it!" huffed Blossom, annoyed.

"Stupid girls," Vulkanus grumbled. "They don't know who they're messing with."

"You might want to hold back, big guy, they're very – and I'm talking to myself," EightEight groaned as Vulkanus jumped into action.

Since her partner decided to drag her into this, EightEight figured she had no choice. She pulled out her pistol and took several shots at Blossom, but the leader effortlessly dodged the energy rounds. Blossom narrowed her vision and fired her heat rays at the bounty hunter's weapon, causing it to explode in her hand. Once she was disarmed, Bella casually floated in front of EightEight, gave her a playful little wave, and then clapped her hands in the hunter's face. The impact created a seismic wave that blasted EightEight off her feet and threw her backwards into the truck Rath was standing on, creating a dent in the wall. Rath let out another excited squeal.

"This is so cool!" he fangirled.

Meanwhile, Bubbles was floating next to Vulkanus, dancing around his swinging fists, giggling playfully. After dodging his third swing, Bubbles did a backflip in the air, slamming her foot in the underside of Vulkanus' chin, which shot him into the air like a rocket. Blossom then came up from the front and delivered the finishing blow to Vulkanus' face, launching him back down to street level, where he formed a crater five feet away from his downed partner.

Vulkanus moaned painfully as he dragged himself out of the hole. He and EightEight soon found themselves surrounded by the three flying teenage superheroes, who were posing intimidatingly.

"You two must be new here," said Bubbles, giggling. "Because you'd have to be pretty dumb to cause trouble in the city protected by the Powerpuff Girls."

"Under the authority of the United Nations," said Blossom diplomatically, "and the Inter-Galactic Code of Conduct, you are both hereby under arrest. Surrender now and we promise no harm will come to you."

"Well, any more than we already have," Bella smirked, punching her fist in her palm.

"What? Surrender?" Rath complained. "Let you tell you something, Blossom of the Powerpuff Girls! Rath doesn't do 'surrender!' Rath kicks butt until he can't kick butt anymore!"

"Who's this guy?" asked Bella, gesturing to the Appoplexian. "I like his style."

"We're superheroes," said Blossom sternly. "We don't beat defenseless people to a pulp."

"Well, not anymore," said Bubbles amusingly.

With the Powerpuff Girl's attention on Rath, EightEight used this opportunity to release another hidden capsule from her suit. This one released a flashbang that temporarily blinded everyone in a burst of white light. The heroes blink their vision clear after a few seconds, only to realize that EightEight and Vulkanus had escaped back to their ship. The spacecraft started to take off, but before leaving, EightEight fired off a couple rounds with her energy pistol, at the building behind them, which turned out to be City Hall.

The energy shots hit the open columns, which were snapped in half and started to bring the supported roof down. Bubbles and Bella immediately took action and flew up to catch the roof while Rath and Blossom caught the falling pillars. With a little teamwork, Rath and the girls were able to push the pillars back into place. Bubbles then pulled back and used her heat vision to melt the cracks and stabilize the supports, saving City Hall from falling into ruin…again.

While her sisters were finishing up, Bella hovered over to Rath and clapped him on the back, nearly causing him to fall over with her superstrength.

"Thanks for the assist, tiger dude," said Bella, grinning. "Almost makes up for how you distracted us to let the bad guys get away." She clapped him again a little harder, nearly causing Rath's knees to buckle. "In the past, I would've beat your face in for screwing up like that, but my anger management classes taught me be more positive about mistakes."

"Thank goodness for that…," Rath mumbled to himself. And right at that moment, the Omnitrix started beeping. "Uh-oh, times up."

Bella shielded her eyes from the bright flash. And when she looked back, she did a doubletake when she realized how small Ben was.

"Hey, where'd the rest of you go?" she said.

"Sorry, I'm just a kid," Ben apologized sheepishly. "I just get some extra hands every once in a while."

"It's just like Lance and Ilana said," said Bubbles as she and Blossom joined them. "There really is a kid with a watch that can change into a bunch of different aliens. We heard you were a big help against a regenerating monster. Good job."

"You guys know Lance and Ilana?" asked Ben, surprised.

"The superhero community loves to share gossip," said Blossom, offering her hand. "I don't believe we've been formally introduced. I'm – "

"Blossom, the commander and leader," Ben interrupted, shaking her hand enthusiastically. "Bubbles, you're the joy and the laughter. And Buttercup, you're the toughest fighter. And together, you three are the Powerpuff Girls. I'm such a huge fan!"

"Aw, he's so precious!" Bubbles cooed adorably.

"And a little behind the times," said Bella. "My name's Belladonna now, or Bella for short. Buttercup was cute when I was little, but now it's kinda…embarrassing."

"I still think it was a great name," Bubbles chimed in.

"You would," Bella scoffed.

"Precious or not, we need to talk about what happened back there," said Blossom, crossing her arms sternly while looking down at Ben.

"I know, I'm sorry for distracting you guys," Ben apologized. "But I was just trying – "

"That's not what I'm upset about," Blossom cut him off. "It was your attitude."

"Huh?" said Ben, tilting his head confused.

"You threatened those bad guys even after they were defeated," said Blossom disapprovingly. "That's not how we do things."

"But I thought they were gonna pull something," said Ben defensively. "And I was right. We should've kicked their butts when we had the chance. Then they wouldn't have escaped."

"Heroes are supposed to inspire, not intimidate," said Blossom in a tone that left no room for argument. "I'll chalk it up to inexperience because you're just starting out as a hero, but you need to learn to rein those violent compulsions. Otherwise, it won't just be the bad guys who are afraid of you." She turned around to face her sisters. "We should head up to the satellite. See if we can get in touch with any of our allies in space and ask if they know why a couple of aliens are causing trouble on Earth."

"Wait, take me with you!" Ben called out to them before they could fly away. "I wanna help!"

"Sorry, kid, but this is official superhero business," Bella denied.

"C'mon, I'm a superhero, too!" said Ben. "Or at least one in training. Give me a chance to make it up to you guys!"

"I think we should take him with us," Bubbles suggested.

"Bubbles, he's just a kid," Blossom argued. "And an inexperienced one at that. He could get hurt."

"We were five years old when we started saving the world," Bubbles countered. "Plus, it'd be a good chance to teach him what we know. Didn't you ever wish we had a mentor when we were his age?"

Blossom rubbed her chin, humming in thought, while looking down at Ben. The boy had that excited twinkle in his eye; it reminded her of what she was like back when she was first starting out in her hero career. Plus, Bubbles had a good point. They started at half Ben's age, and they didn't have a fancy watch that could turn into a million aliens. Coming to a decision, Blossom hovered closer to the younger hero.

"All right, you can come along," Blossom relented; Ben punched his fist in the air with a whoop. "But you have to do everything we tell you. Got it?"

"Yes, ma'am!" Ben agreed with a salute.

"All right, hold on tight," Blossom warned, offering her hand again.

Ben wrapped his hand around Blossom's and secured his grip. Once they had good hold of each other, Blossom too off into the sky, dragging Ben behind her, with Bubbles and Bella bringing up the rear. Ben understood why Blossom asked him to hold on tight; they were moving at mach speed and it felt like one bad bump would send him plummeting millions of feet to the ground.

They passed through the clouds and were making their way out of the planet's stratosphere. Ben was worried he might suffocate in the vacuum of space, a problem he doubted the Powerpuff Girls had. But before they completely broke through the planet's orbit, Blossom started generating a red field around herself and Ben. The wielder of the Omnitrix suddenly found it easier to breathe, even as they moved into deep space. Ben had no idea the girls had this kind of power; it must be new.

They were flying toward a round satellite station that hovered over the planet's orbit. The girls circled the station looking for the entrance when Ben noticed the faded "JF" logo printed on the exterior. Recognition flashed in the young boy's eyes.

"No way…," Ben murmured in awe.

They finally arrived at the satellite hanger, which was protected by the transparent force field. They passed through the barrier and touched down on the floor; Blossom dispelled the field around herself and Ben. The young Omnitrix user looked around the hanger in awe, which Bubbles found adorable and giggled.

"Whoa, is this what I think it is?" said Ben. "Are we really on the Justice Friends' satellite headquarters? How cool is this?! I'm in superhero heaven!"

"It used to be the JF's headquarters," said Bella. "But then Princess bought the place and now we use it as our own personal base."

"It pays to have rich friends," said Bubbles jokingly.

"Let's head to the meeting hall," said Blossom. "I might know someone who can tell us about miss gadget and the incredible lunk."

As they walked down the corridor, Ben looked around like he was expecting to see celebrities pop out around every corner.

"Are we gonna meet any of the other Justice Friends?" he asked excitedly.

"There isn't really a Justice Friends anymore," said Bella, causing Ben to deflate a little. "Not since Major Glory got caught sleeping with Living Bullet's wife, which started that whole Superhero Civil War five years back. These days, it's mostly just us. We've been thinking about reforming the team, but there hasn't been any planet-ending disaster that would need it."

"Boys are so dumb," said Bubble with a haughty tone. "It makes me glad I have a smart girlfriend like Robin."

"Hey, not all boys are dumb," said Blossom defensively.

"Yeah, yeah, we know – your genius boyfriend with the one hundred IQ or whatever," said Bella, rolling her eyes.

"It's three hundred!" snapped Blossom.

Ben watched the Powerpuff Girls squabble in silence. He was surprised how normal their conversations were; it wasn't that much different than how he argued with Gwen or Trixie. He always thought that superheroes only talked about serious business, but looing at them now, they definitely acted like sisters.

The Powerpuff Girls and Ben eventually came to a door at the end of the hall, which automatically slid sideways. The room inside was nearly empty save for the giant round table with another faded Justice Friends logo surrounded by a dozen empty chairs. The Powerpuff Girls sat in the nearest seat and Ben took the spot on Bella's right side; the tough girl smirked and gave him a playful wink, making Ben flush.

Blossom tapped the table and a holographic keyboard suddenly appeared in front of her. The leader of the group tapped away at the transparent keyboard before swiping it away and the entire table suddenly flickered to life. In the center of the table, a holographic image of an alien appeared. He was a gray-sinned alien in white-and-gold tights with a fluttering white cape that was reminiscent of Superman, even giving off the same heroic aura.

"This is Ultimos of the Galactic Enforcers," the alien introduced himself dramatically. "What is the nature of your emergency?"

"Hey, Ulty!" Bubbles greeted, waving her arms cheerfully.

"Oh, Blossom, Bubbles, and Belladonna," said Ultimos positively. "What a delightful surprise? How can the Galactic Enforcers be of help?"

"A couple of aliens have just attacked our city and they seem to be looking for something called…bicentennial alloy or something like that," said Blossom with uncertainty. She brought out her smartphone and swiped the screen until she pulled up a candid shot of EightEight and Vulkanus. "Do you know these guys?"

"Hmm…I'm afraid I do," said Ultimos gravely. "The female is EightEight, a seasoned bounty hunter from Sotoragg and the oldest of four siblings."

"I met her once before," Ben informed. "Last time, she helped me escape from her brothers. But now she doesn't seem to care what happens to me."

"Yes, EightEight's allegiances are as interchangeable as her weapons," said Ultimos. "The other one in the picture is called Vulkanus, a Detrovite with more physicial strength than mental; all brawn, no brain."

"Sound like you found your soulmate, Bella," Bubbles teased. Predictably, Bella lasered her in the forehead. "Ow!"

"So what are they doing on Earth?" asked Blossom.

"Rumor has it that they were hired to steal…Element X!" said Ultimos with an overdramatic flair. However, it seemed that he didn't get the reactions he was hoping for, with Ben and the girls staring at him stone-faced. "I said…Element X!"

"We heard you," said Bella. "We just don't know what that is."

"Think it's like Chemical X?" asked Bubbles curiously.

"Element X can be used to form one-half of a devastatingly explosive compound capable of destroying an entire solar system," Ultimos explained.

"That still doesn't explain why they're here on Earth," said Blossom.

"They're most likely searching for the other ingredient: Bicenthium alloy," said Ultimos. He waved his hand and a projection of a chemical compound appeared above the table. "It's very rare, but rumored to be found on your planet. I imagine it must be incredible difficult to find, give the nature of – "

"That's iron ore," said Blossom simply.

"Wait, seriously?" said Ultimos, dumbstruck. "How do you know that?"

"When your boyfriend is a boy genius, you learn a few things," said Blossom smugly. "That chemical compound is definitely iron ore, one of the most common elements found on our planet."

"So the element we use every day on Earth is rare everywhere else in the galaxy?" said Bella, quirking her brow.

"Kinda makes you feel special, doesn't it?" said Bubbles playfully.

"If we know what they're looking for, it'll be that much easier to track them down," said Blossom. "Thanks for the assist, Ultimos."

"You know, if you need any help catching the bad guys, the Galactic Enforcers – "

Blossom cut off the communication line.

"Talk about desperate," said Bella.

"So how're we gonna track down these bozos?" asked Ben, finally glad to be involved in the mission.

"If they're target is iron ore," said Blossom, rising from her chair with her sisters, "then the nearest deposit would be the old abandoned Townsville mining quarry on the southern border of the city. Let's roll, girls."

"Aw, yeah, superhero team-up!" Ben cheered, jumping to his feet and punching his fist in the air. "Do I get a team uniform? Or maybe a superhero membership card?"

"Ben, the Powerpuff Girls isn't a club," said Blossom, shaking her head disapprovingly. "We don't have membership cards or a team uni – "

"C'mon, Blossom, don't tell me you forgot about the team uniform," Bella interrupted, throwing her arm over her sister's shoulder with a mischievous grin.

"Yeah, Ben can't be a Powerpuff without the team uniform," Bubbles joined in, apparently on the same wavelength as her dark-haired sibling.

"What're you two – OOF!" Blossom was cut off when Bubbles shoved her aside.

"Don't worry, kid," Bella said to Ben, who looked over the moon. "I think we have something that should fit you perfectly…."


"Meanwhile, at the old abandoned Townsville mining quarry!"

Oh, you're still here…

"Get used to it, pal!"

EightEight hovered in the air above the quarry, crossing her arms and tapping her metallic claw impatiently. Down below, Vulkanus had ripped off one of the excavator buckets and used it to dig through the quarry walls by hand. Judging by the container filled to the brim with dirt and ore, they've had a very profitable venture.

"Hurry up with that Bicenthium alloy already," said EightEight irritably. "It's only a matter of time before those superpowered freaks figure out where we are."

"Well, it would go a lot faster if you helped," Vulkanus complained.

"I am helping," said EightEight mockingly. "I'm supervising."

"Supervising my butt, you lazy piece of –" Vulkanus grumbled.

"What was that?" said EightEight, waving her pistol around threateningly.

"Nothing," spat Vulkanus, digging out another load of dirt.

"That's what I thought," said EightEight smugly.

Unbeknownst to the mercenary duo, the Powerpuff Girls descended quietly behind the abandoned foreman's building and took cover around the corner. Blossom peered around the building, watching Vulkanus and EightEight work. Using her x-ray vision, she gazed into the container and looked over the supply they had already collected.

"They've already got enough iron ore to build a small shipping container," Blossom whispered to her sisters. "If they infuse it with the Element X, the whole solar system will go out with a bang."

"Then we better stop them before it gets to that," said Bubbles.

"Luckily, we've got the element of surprise on our side," said Bella, pounding her fists. "We'll hit them where they least expect it."

"Before that, can we talk about this outfit?" said Ben.

The girls turned on their temporary teammate; Bubbles and Bella hid their snickers behind their hands while Blossom gave him an exasperated look. When Ben asked for a team uniform, this wasn't what he had in mind: a green and black striped dress, white stockings, and a pair of black sneakers. The Omnitrix wielder gave them a dark look while Bubbles and Bella chortled even harder.

"This isn't funny!" Ben complained. "Why am I dressed like a girl?!"

"You're the one who wanted a team uniform," Bella sniggered. "I honestly can't believe how well my old clothes fit you."

"I think you look cute," said Bubbles, giggled.

"I don't wanna look cute!" Ben whined, his face turning red with embarrassment.

"Girls, focus!" Blossom snapped, calling them to order. "Vulkanus and EightEight don't now we're here. Let's take the opportunity scope the area. Find all the vantage points and escape routes. Once we've finished surveillance, we can formulate a plan."

"I've got a plan," said Ben. "Let's get in there and kick their butts."

"Slow your roll, Rambo," said Bella. "We can't go in there half-cocked."

"Why not?" asked Ben impatiently. "You've got superpowers and I've got the Omnitrix. We could totally kick their butts."

"Charging in blindly is the worst the strategy you could have," said Blossom seriously. "I don't expect much from Vulkanus, but EightEight is a veteran in her trade. She's probably got traps laid out and will be expecting us. We need to approach this cautiously."

"Aw, you're thinking about it too much," Ben dismissed, activating the Omnitrix. "Let me show you how Ben Tennyson catches the bad guys."

"Ben, no!" Bubbles yelled.

But the young hero had already slammed down the faceplate, blinding his mentors with the transformative light. The only had a second to see Fasttrack before the blue speedster zoomed off around the building, easily outstripping even the Powerpuff Girls' speed and reflexes. The Citrakayah dashed around the outer edge of the quarry, kicking up as dust storm behind him as he raced towards EightEight, whose back was turned to him.

"Special delivery!" Fasttrack shouted. "One can of butt-kicking coming up!"

Even with Fasttrack's blatant screaming, EightEight remained composed and kept her back to him. She casually pressed a button on her gauntlet. Fasttrack was only twenty feet away from EightEight when the ground beneath his feet suddenly exploded, knocking the speedster into the air. He hit the ground and was shot up again with another explosion, and then tossed again by a third. He finally landed on his back, his body smoking and every cell in his body screaming in pain.

EightEight hovered over Fasttrack, arms crossed in a smug gesture, and said, "Kid you just get more predictable every tick."

"So much for the element of surprise," Bubble groaned while Bella facepalmed herself.

"No point sneaking around now," said Blossom, taking to the air. "Let's get 'em, girls!"

Fasttrack grimaced as he sat up, wincing while clutching his shoulder, when a large shadow overtook him. He looked to the air and saw that Vulkanus had thrown a dump truck at him. Luckily, Bella flew in front of the vehicle and managed to catch it with her bare hands, though she visible tensed up from the impact. Fasttrack smiled gratefully, until Bella glared at him over her shoulder.

"Now you see why you need to think before you act?" Bella scolded him.

"Bella, look out!" Bubbles cried out.

The green Powerpuff snapped her attention to the right moments before she was suddenly slammed by a flying bulldozer. The construction vehicle pushed Bella into the rock wall, where the force of the throw buried it halfway into the stone with Bella trapped underneath.

With one Powerpuff temporarily out of the picture, EightEight and Vulkanus pressed the offensive. The Sotoraggian bounty hunter pulled out every blaster her armor was carrying and unloaded her entire ammunition on the heroes while her partner started throwing construction equipment like softballs. The girls were quickly overwhelmed and started to fall back; Bubbles made a quick stop to pick Fasttrack off the ground. The trio took cover behind the building again as the villains rained down hellfire on their heads.

"So, how did your big plan work out?" Bubbles asked Ben sarcastically.

"Okay, I'm sorry, that's my bad," Fasttrack apologized.

"Well, thanks to that stunt, Bella's down for the count," said Blossom, leaning back to avoid a crane thrown her way. "We're gonna need to work together on this. I'll draw their attention while you two take out Vulkanus. Once the big thug is out of the way, we'll team up against EightEight. Got it?"

"Yes, ma'am!" Fasttrack saluted

"Roger-dodger!" said Bubbles.

Now that they had a plan established, Blossom jumped around their hiding spot and flew forward at superspeed, creating a pin trail in her wake. She effortlessly dodged all of EightEight's shots and flew in circles underneath the bounty hunter. The repeated motioned created a pink tornado that swallowed EightEight up, spinning her around endlessly in its powerful winds. Blossom then shot up in the eye of the storm and uppercut EightEight's chin, creating a long crack in her helmet, and knocked the Sotoraggian out of the tornado. EightEight landed face first and slumped on the ground, her head spinning.

Noticing that his partner was down, Vulkanus picked up another bulldozer and aimed it at the pink Powerpuff. But Bubbles and Fasttrack flew at him from opposite sides and punched him across the face with a double haymaker. The Detrovite collapsed on his hands and knees with a disoriented moan. Unable to help himself, Fasttrack leaned over Vulkanus with a smug grin.

"You like that, tiny?" he taunted. "You've just been power punched!"

"Ben, don't get too close!" Bubbles warned.

But it came too late. Vulkanus's hand suddenly flew up and grappled the speedster's face. He threw Fasttrack at Bubbles, who was forced to catch him without thinking. This left the blue Powerpuff wide open for a megaton punch to the face from Vulkanus. Bubbles was launched backwards into the foreman's building, which collapsed on top of her.

"Bubbles!" Blossom cried, flying to her rescue.

Blossom blasted Vulkanus with her heat vision, knocking him flat on his back with a scorch mark on his chest plate. But her little detour to defend her Bubbles gave EightEight ample time to recover. The Sotoraggian hunter withdrew a metallic disc from her arm and threw it at the pink superhero. The disc latched onto Blossom's back, which then unloaded a massive surge of red electricity that painfully coursed through the leader's nervous system. The overwhelming pain caused Blossom to fall unconscious and faceplanted on the ground at Fasttrack's feet.

The Powerpuff Girls out of commission and up against two powerful and skilled aliens, Fasttrack was not liking his odds.

The Citrakayah hero braced himself and took off at a sprint towards the villains. Unfortunately, EightEight almost casually shot a metallic ball from her wrist, which quickly expanded into a set of bolas. The metal cords wrapped around Fasttrack's ankles and bound them together, causing him to lose his balance. And to add injury to insult, Vulkanus back fisted him across the face as her fell, throwing him into a mound of dirt with legs sticking out and a splitting headache.

Vulkanus cracked his knuckles and stepped forward to finish the job when EightEight suddenly hovered in front of him.

"Forget the child," she ordered. "Grab the Bicenthium and let's get out of here."

"Why? Don't tell me you're trying to protect that runt," Vulkanus scoffed.

"No," said EightEight plainly. "But do you want to take the chance of the other three waking up and coming back for revenge? Because I'm not getting paid for a shattered exosuit."

"Uh…good point," Vulkanus mumbled in agreement; compared to Ben, the girls were actually scary.

Vulknanus grabbed the container with the iron ore they had already collected, picked it up like it weighed the same as a loaf of bread, and stomped away just as Fasttrack pulled himself out of the dirt pile.

"Ugh…why didn't I stay in that nice, safe space station?" he groaned. The Omnitrix beeped at the worst possible time, reverting Ben back to his natural form in a burst of red light. "Aw, great. How could this get any worse?"

While Vulkanus loaded into their ship, EightEight paused and aimed her fist at the quarry wall, firing off a single rocket from her wrist. The missile tore through the stone with a powerful explosion, triggering an avalanche of massive boulders rolling towards Ben and Blossom.

"I need to learn to keep my big mouth shut!" Ben yelped.

Ben stumbled backwards as the rockslide rolled closer, looking desperately between Blossom and the Omnitrix. The leader of the Powerpuffs was still unconscious and the Omnitrix was in recharge mode. He could've run away to save himself, but he couldn't leave Blossom behind to get crushed.

Fortunately, he didn't have to. Because at that very moment, Belladonna broke through the quarry wall with a rage-fueled scream, throwing the bulldozer that pinned her all the way to Cityville. The toughest of the Powerpuffs then flew down and landed in front of Ben, smashing the rock beneath her feet. She took a deep breath…and exhaled a mighty supersonic scream. The shockwave shattered the rocks until they were reduced to harmless dust at Bella's feet. While Ben let out a sigh of relief, Bella dropped into a kneel, holding her throat. Ben ran over to help her, but Bella waved him off.

"I'm fine, I'm fine," she reassured him hoarsely. "Just not one of the powers I'm used to using. Where're Vulkanus and EightEight?"

"Well…," Ben stammered hesitantly.

The question answered itself when they heard the roar of engines and spotted the villains' spacecraft rising out of the quarry and vanishing over the edge. Bella punched the ground in frustration.

"Damn it, they got away," Bella cursed.

"I'm sorry," Ben apologized, hanging his head. "This is all my fault. I should've listened."

"It's too early to start apologizing."

Blossom had regained consciousness and picked herself up just as Bubbles down beside her, looing mostly unharmed except for the black eye start to swell. Bubbles opened a compact and looked at herself displeasingly.

"Aw, man," Bubbles complained. "I hope this clears up before my date with Robin."

"You can worry about your girlfriend later," said Blossom. "They may have the iron ore, but if they want to fuse it with the Element X, they're likely going to need an enormous amount of heat. And the best place to do that would be the old abandoned Townsville steel mill."

"You have a lot of old abandoned buildings here," Ben noted.

"The recession hit hard, kid," Bella remarked.

"If we leave now, we might be able to stop them before they complete the bomb," said Blossom.

"Yeah, well, good luck with that," said Ben, hanging his head and walking away dejectedly. "Tell me how it goes..."

"Where're you going, Ben?" asked Bubbles. "We still have some bad guys to beat up."

"After the way I screwed up today?" said Ben. "Trust me, you're better off without me. I'll leave this to the real heroes."

"Oh, Ben…," said Blossom softly. She walked up to the boy and ruffled his head playfully. "You are a real hero. You just made a couple of mistakes, that's all. You've been at this for, what, a few weeks? Everyone makes mistakes when they're starting out."

"Not as bad as me," Ben argued.

"The day we were born, we destroyed the entire city in a game of tag," said Bubble humorously.

"Now we only destroy the city when playing dodge asteroid," said Bella jokingly.

"Everyone makes mistakes, Ben," said Blossom kindly. "The important thing is that you learn from your experiences – both good and bad. Trust me, one day, you'll be one of the greatest heroes in the world."

"You think so?" asked Ben hopefully.

"I know so," said Blossom, offering her hand again. "So, ready to go kick some bad guy butt?"

Emboldened by his idol's words, Ben took Blossom's hand with the biggest smile on his face.


"Meanwhile, at the old abandoned Townsville steel mill!"

….

Despite being called 'abandoned,' the steel mill seemed to have all the necessary equipment that EightEight and Vulkkanus were looking for including a giant container of molten lava. The Detrovite held a large clump of the iron ore in his hands and dunked it into the lava without even flinching. Meanwhile, EightEight paced anxiously on the catwalk above him with the Element X in her claws.

"Are you done yet?!" she asked impatiently.

"Don't blow a gasket, partner," said Vulkanus. "Only the purest mixture will combine with Element X to give us the explosive we want."

"And while you're playing around with that," said EightEight, "the kid and the superpowered freaks are likely on their way."

"Wrong, EightEight." The villains jumped and looked up as the roof melted away and the Powerpuff Girls floated confidently inside. "We're already here."

"Hah, you freaks never learn," Vulkanus scoffed.

"Wrong!" EightEight spin around in surprise just before Arctiguana tackled her in the stomach, slamming her into the railing. "We've learned plenty. Let's get 'em, girls!"

"Hey, that's my line!" Blossom complained, but the girls swooped in nonetheless.

Bella flew towards Vulkanus and punched him across the jaw, and then punched him into the air with an uppercut, at which point Blossom tackled him in the chest and launched him across the mill.

EightEight got back to her feet, making a sound of annoyance, at started shooting his pistols blindly at the Polar Manzardill. Arctiguana jumped off the catwalk and breathed an icy road for him to slide away, barely escaping the bounty hunter's shots as they shattered the construct behind him. EightEight followed the freeze lizard's path, predicting his trajectory, and shot a missile from her wrist. The rocket successfully exploded at Arctiguana's feet and knocked him out of the air, sending him freefalling into the vat of molten steel. Fortunately, Bubbles arrived just in time to catch him in the air and carried him to safety.

"Are you an angel?" said Arctiguana jokingly.

"Cute, but not my type," said Bubbles playfully. At the same time, she turned her head and shot EightEight with her heat vision, knocking the bounty hunter over the railing.

Meanwhile, Blossom viciously pounded the snot out of Vulkanus's, leaving the Detrovite in a daze. The hulking alien blindly pounded his fist on top of Blossom and smashed her to the ground, but Bella charged him from the side and continued what her sister started. With one solid uppercut, Vulkanus was launched into the air and landed in the pot of molten steel, though they already knew it wouldn't hurt him.

Bubbles dropped Arctiguana safely on the ground when an electrified whip suddenly shot out and wrapped around the blue Powerpuff's arm. The energy weapon came from EightEight, who emerged creepily from the shadows. Bubbles gritted her teeth, glaring at the bounty hunter, and pulled her arm back. EightEight yelped in surprise as she was suddenly lurched forward before Bubbles clotheslined her across the neck, making her flip once before falling on her front with a pained groan.

Back with Blossom and Bella, they watched apprehensively as Vulkanus emerged from the melting pot lifting a gigantic ball of melted steel above his head and threw it at the superpowered teens. Rather than moving out of the way, Blossom took a deep breath and blew a gust of sub-zero air. The molten steel instantly solidified, which Bella then punched and shattered to a million fragile pieces on the floor.

EightEight got back up to her hands and knees, shaking her head free from dizziness. She subconsciously looked down at her hand…only to realize that it was empty.

"Looking for something?"

The Sotoraggian bounty hunter flipped around on her back. Arctiguana and Bubbles stood over her with smug grins; the Polar Manzardill was holding the Element X. EightEight attempted to aim her pistols at their faces, but Bubbles destroyed them with a quick blast from her heat vision. The blue Powerpuff then picked up EightEight by her chest plate and tossed her through the air. Vulkanus was just starting to climb out of the melting pot when EightEight landed on his face, throwing them both into the mixture.

The villains sputtered and splashed in the molten magma (Somehow not burned alive) while the Powerpuff Girls hovered overhead with Arctiguana riding on Bubbles' shoulder.

"You two need to seriously chill out," said Arctiguana.

The freeze lizard exhaled another freezing breath, instantly solidifying the molten mixture with Vulkanus and EightEight buried up to their shoulders in stone.

"Not bad, kid," Bella complimented Arctiguana. "Not bad at all."


Roughly half an hour later, Ben and the Powerpuff Girls returned to the Townsville Museum of Art and Culture where the former was being carried by Bella (not that Ben was complaining.)

"Thanks for the ride," said Ben as Bella set him down on his feet. "And…sorry for being a pain in the butt all day."

"Trust me, Bella is way worse," said Bubbles joking. Predictably, Bella punched her in the shoulder. "Ow! You know, you're only proving my point!"

"I admit there were some…rough patches," said Blossom carefully, "but you're well on your way to become a great hero. I hope we can work together again someday. Oh, speaking of which. Bubbles?"

The blonde sister moved forward and handed Ben something. It looed like a compact with the Powerpuff's logo on it.

"What's this?" asked Ben curiously.

"A communicator our private hotline," answered Bubbles. "Since nobody uses a landline anymore."

"If you ever need help or want some advice on being a superhero, don't be afraid to give us a call," said Blossom, slowly taking to the skies with her sister. "I look forward to seeing what kind of superhero you become."

"Catch you later, cutie," said Bella with a flirtatious wink; Ben's face turned tomato-red.

And with that, the Powerpuff Girls took off across the city skyline, leaving trails of colored light in their wake. Ben watched them go and then looked down at the private communicator in awe. He can't believe he just teamed-up with the Powerpuff Girls! Gwen and the others are never going to believe it!

"I can't believe you and Ben skipped the entire museum tour," Speak of the devil, Gwen's obnoxious voice could be heard as the museum door open and the Tennyson Family walked outside.

"I can't believe I ate every burger on their menu and not gained a single pound," said Trixie, patting her stomach curiously.

"Well, we've all had an exciting day," said Max. "We should find Ben and – "

"Grandpa! Gwen! Trixie!" The Tennyson party stopped as Ben ran up to them, waving the Powerpuff communicator excitedly. "You're never gonna believe what just happened!"

Max, Gwen, and Trixie stared at him for a few seconds…before all three of them broke down in hysterical laughter. Ben was taken aback. What was so funny? But then the Omnitrix user looked down and realized…he was still wearing Bella's old dress.

"Aw man…," Ben mumbled embarrassingly.

"And so, once again, the day is saved! Thanks to…Ben 10 and the Powerpuff Girls! See, rookie, that's the real way to narrate a – wait, what're you doing with that taser? Hey, hold on, we can talk about – BDLBCFWHFLOSGDLCYSL!"

Why didn't I do that in the first place?


I took a lot of inspiration from Fusionfall when bringing in the Powerpuff Girls. I wanted them to come across as experienced superheroes to serve as role models for Ben, which eventually develops into his AF/UA personality. Plus, I personally find teenage superheroes to be much easier to write than a bunch of hyperactive five-year-olds with the attention span of squirrels.

Also, changing her name is totally something I can imagine Buttercup would do when she becomes a teen. Imagine trying to be one of the cool kids with a name like Buttercup.

Next chapter: Ghostfreaked Out