Sulley looked over some papers on his desk that had piled up while Randall kidnapped him. Thankfully, this time, he was locked up under twenty-four-seven surveillance so he wouldn't turn invisible

Sulley signed off on the forms to send schematics for laugh canisters and another necessary tech to Scream Industries Scare Masters and to Fear Co. Some of the board of directors might have a problem with Sulley helping the company who'd been sabotaging them for weeks, but he wasn't going to hold the whole company responsible for Johnny and Randalls doing

Besides, Johnny's wife Claire had enough on her plate between taking over her husband's responsibilities as CEO after he was taken into custody while looking after her kids and working on converting Fear Co. from scream to laugh power she had enough on her plate without Johnny adding to it

Meanwhile, the desk over Mikey was looking through old scare reports

"Mike, what are you doing?"

"There was something about that girl Ben was with that was familiar. What was her name, Kim Possible? I know that name for some reason," Mike answered, looking through old files before he grinned. "ah ha, I found her,"

Sulley looked up and saw an old scare file. It was dated years ago, back in his first year as a scarer, a little girl with red hair in pigtails. "little Kimmie," he said, remembering her.

Sulley had been her monster for three years, from age four to seven. That was the standard amount of time a scarer would scare a group of assigned kids before the doors were decommissioned and they were assigned to new kids to scare.

Now, she was grown up and had probably forgotten all about him.

Sulley frowned.

He'd forgotten all about her, too?

How many kids had he scared over the years, hundreds of thousands? How many had he made cry like Boo

"Yeah, Sull, I feel bad about it too. I used to be proud of what we did going into a whole other world facing something deadly and toxic, bringing back the screams to keep the lights on. I wanted to do that." Mike had a look of guilt, nostalgia, and heartbreak in his eyes that Sulley could relate to

Mike worked harder than anyone, while Sulley always got all the credit. It wasn't right.

It wasn't right what they did to all those kids, either. If only there were a way to make it up.

"Keep the lights on," Sulley said in realization. "Mikey, you're a genius."

"Well, of course I am. Why am I a genius?"

"I need another copy, and I need someone to dig up Kimmie, I mean Kim's door," Sulley said, "or at least one close enough."

"Yeah, Jim and Tim, it's possible they're assigned to someone on Laugh Floor A. I really need to learn everyone's name. Wait, why do you need their door?"

"I'm making it up to everyone, monsters, who are ever scared. I'm helping them keep the lights on," Sulley said

"In stunning news from the Middleton Space Center, a revolutionary green technology that generates green energy from laughter with no pollution has been developed. Dr. James Possible says that the scientists who developed the technology wish to remain anonymous; however, we owe them a debt of gratitude."

That was what Kim listened to while she ate breakfast.

"Nice work, Kimmie cub," Dad said. "Thanks to you, rescuing the polka dot monster might have ended the energy crisis well, given ten or twenty years to transition from fossil fuels fully."

"No big dad," Kim said. "Wait, the polka dot monster"

"You don't remember you used to run into the room all the time about a big blue polka dot monster coming out of your closet and coming to eat. Imagine our surprise when he shows up handing over blueprints for laughing."

Jim and Tim laughed at her. "watch out, Kim, the polka dot monsters gonna get ya."

"I'll get you, you tweebs," Kim snapped at them as they ran off

Kim rolled her eyes before she headed off to school

Walking towards Middleton High, Kim wasn't paying much attention to her surroundings

That is until a blast of ice came down from the sky, nearly freezing her in place. Kim flipped back, dodging the blast. Looking up, she would have thought it was her boyfriend turned into Big Chill if not for the red eyes, hateful look, and the wanting to turn her into a popsicle

"Not bad. I heard you can do anything," the Fake Big Chill said. "Let's see if that includes staying alive."

"Bring it on, bug freak"

Fake Big Chill flew at her, swiping at him with his claws. Kim arched her back, the swipe going over her head. Planting her hands against the ground, she flipped her legs up. Bending her knees, she springs forward, hitting him in the chest. Landing on her feet, she throws a punch aimed at Fake Big Chill's face so that he barely brings his arm up to block

Scowling, the Fake Big Chill opens his mouth to try and freeze her. Kim reaches out, grabbing his shoulder. She flips up onto a handstand, balancing on his shoulder. Kim pulls out her grappling hook, latching onto a lamp post. As the grappling hook pulls up, Kim swings down, wrapping the alien impersonator and pulling him up

"Catch of the day, a fake Big Chill," Kim quipped, pulling out her Kimmunicator to call Ben so he could come and take this guy into custody

The Fake Big Chill laughed. "That was actually impressive. You actually live up to the conceited reputation you have on this primitive mudball of a planet."

There was a flash of red, and the Fake Big Chill transformed into Scream Machine; ripping through the wire of her grappling hook, he pounced down, pinning her to the ground with one hand, forcing her hands to the side, the long claws grazing into her back

"But ultimately, Albedo is the victor," he boasted before knocking her out

Ben arrived in a quarry and was not in a good mood. "I'm here!" he shouted. Stepping out of a mine shaft was none other than Albedo the Galvan, who changed into him to try and steal the Omnitrix, now trapped in a color-swapped doppelganger of him

"Where are they?" Ben asked.

"Oh, they're alive," Albedo said. Kevin, Gwen, Kim, Ron, and Grandpa Max were hovering in chains. "As you can see, they're mostly in one piece. Of course, I was a little rough bringing them here."

Albedo's sleeve rolled up, showing the device on his wrist

"I see you've built yourself a new rip-offatrix," Ben quipped

"The Ultimatrix is no mere rip-off matrix…" Albedo said, "Unfortunately, it's still connected to your genetic signature, and YOUR form is still the genetic default. I can't transform back to my true Galvan form while yours is still on your wrist."

"Is that what this is? You're going to demand my Omnitrix for my friends and family," Ben demanded, getting angry, well angrier

"No, they were simply bait," Albedo answered, activating his ulti-whatever-Trix. "I'd rather prefer to beat you into submission and take it."

Pushing down, Albedo transformed into Humongasaur

Ben activated his own Omnitrix, transforming. "SSSSNAKEPIT!" Ben yelled out

Albedo laughed. "you're even more of a fool than I previously thought. An Arbokian is no match for the raw strength of a Vaxasaurian," he mocked

"Theressss more to being a hero than just musssscle" Snakepit hissed, slithering towards Albedo, who smirked, throwing a punch. Coiling up, Ben tunneled into the ground. Albedo's fist slammed into the ground, making a small tremor. Ben's head popped. Albedo turned and tried to stomp him

Snakepit dug out of the ground. Albedo caught him before he could dive back under. Albedo grinned until the ground gave out from under his feet. Between Snakepits tunneling and Albedo's attacks, Ben slipped out of Albedo's grip, tapping the Omnitrix

"Stinkfly," Ben called out, shooting goop and binding his hands before changing into Big Chill, freezing over the restraints. "and for the BIG finale," Big Chill said, transforming one more time into

"HUMONGASAUR!" Ben yelled as he plummeted towards the ground, growing into his full height as he did, slamming down and causing a seismic event

"Had enough yet?" Humongasaur asked, "Cause to quote, I can do this all day."

Albedo laughed as he grew, breaking free of his bindings and standing up before he shrunk. "not bad, you're smarter than I had previously assumed. Of course, that's not saying much compared to my Galvan intellect."

"I'm smart enough that Azmuth trusts me with the Omnitrix," Humongasaur said

"Well, even Azmuth can make mistakes," Albedo retorted. Unlike him, he failed to see the full potential of the Omnitrix."

Albedo tapped the Omnitrix. The face plate rose out like a button. Albedo grinned as he pushed it. A red light flashed over his body. Humongasaur transformed into a taller, armored version of the transformation.

It's greener for some reason

"You call your Vaxasaurian form Humongasaur," Albedo said. "Well, this is ULTIMATE HUMONGASAUR," letting out a powerful roar before he rushed towards Ben

Humongasaur charged forward, their fists meeting each other with a powerful shockwave. Humongasaur threw a punch at Albedo's chest. Albedo stomped, turning, hitting him with the club on the end of his tail and knocking him back and digging through the Humongasaur shot his arm out, grabbing him by the tail, Humongasaur pulled him into a lock, going into a suplex, bringing down the cliff burying Albedo in rubble

A fist shot out of the ground, transforming into a fleshy Gatling gun missile firing towards Humongasaur. Before he could react, explosions pelted his torso and arms, sending him flying up

Albedo broke out of the ground, his other hand turning into a Gatling gun, doubling the barrage. Humongasaur struggled to keep up, but it was too much

Humongasaur tried to stand, but his knees buckled, and he fell forward, transforming back into Ben

"Ben!" his loved ones cried, shocked

Albedo smirked. "Had enough yet."

Ben pushed himself back up onto his feet

"Not even close," Ben said, determined

"I don't think it will, thanks to my partner," Albedo said

"Partner"

"He's talking about me, Tennyson." Ben turned to see Vilgax standing over his loved ones. Half of his body was orange and sparkling with electricity

"Orange isn't a good look on your villas," Ben said, frowning. Vilgax scowled, the orange spread overtaking an inch of previously green skin

"The device I used to channel the orange energy of avarice left its marks, but I assure you, Tennyson, my resolve to take the Omnitrix as mine has never been stronger."

Vilgax held his arm out. "Surrender the Omnitrix Tennyson, or the ones you love will suffer. The orange energy is not a pleasant way to meet your end; I promise they will suffer."

Orange lightning began to spark between his orange fingers. Orange light covered Grandpa Max as he began to grit his teeth. His body spasmed in pain

"Stop!" Ben shouted. "You win. You can have the Omnitrix."

The orange energy stopped. Ben watched as his grandpa fell over and landed on his side. "Ben, don't."

"I have to Grandpa," Ben replied. "Omnitrix voice command initiate."

"Password required"

"Command code zero zero Ben Tennyson zero one zero," Ben said

"Command code accepted."

"Initiate genetic decuffling," Ben instructed. "Code ten"

"Genetic decupling engaged." the Omnitrix separated from his genetic code. Ben took off the Omnitrix, handing it to Albedo

Albedo changed into his human form before changing into a Galvan. "Yes, I'm back to my true Galvan form, though. Why do I still crave chili fries?"

"Not my problem," Ben said. "Now let them go."

"Take them, Tennyson. You and your loved ones are nothing without the Omnitrix," Vilgax said. "Now, as for you, Galvan,"

"Ah yes, there was the inevitable betrayal with my restored intellectual faculties. I once again could foresee it," Albedo said, using the Ultimatrix he transformed first into humongasaur and then into ultimate humongasaur

"If you alone could not defeat Tennyson, what makes you think you can defeat my power?" Albedo asked

Vilgax didn't answer; instead, an orange light surrounded the Omnitrix. Pulling it towards him, Vilgax placed it on his wrist before he smirked. Pushing a button from the mines came a legion of robots

"Uh, what are those."

"Birds," Kevin answered, "are robots that can be keyed to someone's genetic signature."

"Someone like Vilgax," Gwen realized

"Exactly. Why transform myself when an army can do it for me?" Vilgax activated the Omnitrix and used it.

"Humongasaur"

"Humongasaur"

"Humongasaur"

"Humongasaur"

Over and over, every bioid called out the name "humongasaur" over and over in a dead, emotionless voice before they all charged.

Albedo roared as he charged into the horde of humongasaurs

Missiles fired, sending birds flying, but more and more kept taking their place, an endless horde that even an 'ultimate' alien couldn't bear. Eventually, Albedo transformed, powered down, and exhausted

Vilgax smirked. "The ultimate power of the Omnitrix is now mine," he cheered before turning to Ben. "seize him."

Ben groaned as he was in restraints right between Kim and Kevin behind Vilgax. He could see Earth. "I thought I wasn't worth anything without the Omnitrix."

"You are worthless, but I have not forgotten the humiliation you put me through."

"Boy, someone's a sore loser," Ron commented

"Ron, maybe don't tick off the intergalactic warlord," Kim said while Vilgax was focused on his monologue she had been working on picking Ben's locks

"For the times you humiliated me, I will destroy your planet. Once it's debris, I will exterminate you all," Vilgax said. "then the universe will be mine with the power of two Omnitrixes."

Vilgax cycled through the transformations. The birds transformed into swamp fire scream machine, spider monkey lodestar, and steelhead

Ben smirked. "You know Vilgax, back on xenon, Azmuth told me something about whether it ever came down to my life or the Omnitrix."

"A way to save the Omnitrix over your own life."

Ben shook his head. "the opposite Omnitrix initiated a self-destruct sequence."

"You're bluffing," Vilgax rebutted. "The self-destruct sequence would destroy the universe."

"Only if I gave it enough time to charge, which I won't Omnitrix ten-second count down command code zero zero zero zero destruct zero."

"Authorization accepted self-destruct engaged."

"Destroy him"

The birds nodded and began to move towards Ben, only for the self-destruct to initiate the shockwave that shook the ship. Just as Kim freed him from his restraints, she and Kim leaped down as the others were freed

"Grab your new watch, Ben. I'll hold him off," Kim said

Ben nodded

Vilgax laughed. "Do you really think a puny human can stand up to Vilgax, conqueror of ten galaxies?"

"Let's see," Kim cartwheeled towards Vilgax, launching herself with a double kick towards his chest. Vilgax blocked with an orange shield, using it as a platform; Kim leaped off it, doing a spinning kick at his head that sent him reeling back

Vilgax scowled. "I'm impressed, human."

"I can do anything," Kim quipped, "including kick your butt" Kim and Vilgax continued their fight while Ben ran to Albedo

"Give me the ulti whatever."

"Ultimatrix"

"Whatever, hand it over, or I'll destroy it."

"You're bluffing."

Ben held up his hand, showing the destroyed Omnitrix. "Ask Vilgax if I'm bluffing. Omnitrix initiates self-destruct sequence ten-second charge."

"Password required"

" Zero zero zero zero destruct zero," Ben said. The Ultimatrix activated.

Albedo frowned. "Fine."

He decuffed the Ultimatrix.

"Omnitrix deactivate self destruct"

The Ultimatrix complied as it latched onto his wrist.

"It's ultimate hero time," Ben said, transforming into Heatblast. "Heatblast," Ben called. "Original transformation for a new Ultimatrix, nice," Ben said, throwing a fireball at Vilgax. "it's just you and me, vilgax."

Kim grinned. "Kick his butt, Ben," she said, backing off

"KP, we got a problem," Ron yelled.

"The Omnitrix self destruct wrecked the control were being pulled into the planet gravity," Kevin said as he tried to regain some control over the ship

"Any chance you know how to land a spaceship?"

"No, but it can't be much harder than driver's ed, right?" Kim said as she tried to help the others gain control of the ship

Meanwhile, Vilgax and Ben were fighting with each other. Ben lit fireballs in his palms, throwing one after another. Vilgax's orange arm became a shield blocking the attacks as he fought. The more the orange enveloped his body

Vilgax roared, letting out a blast of orange energy that sent Ben crashing into a wall

"Everything will be mine, starting with your demise," Vilgax roared, charging wildly and throwing a powerful punch. Heatblast created a shield of fire exploding, creating a smokescreen that let Heatblast rocket away

"All right, Ultimatrix, let's see what you can really do." Heatblast tapped the Ultimatrix. The faceplate rose before he slammed it down. The ultimate transformation enveloped him

Heatblast became taller, his body became made of blue obsidian with a skeleton of red and orange plasma pulsing beneath orange flaming hands, and his face was surrounded by a helmet of blue obsidian

"ULTIMATE HEATBLAST!" Heatblast yelled. "All right, this is sweet. Let's see what I can do." Heatblast held a hand out, and a ball of plasma like a miniature sun formed in front of his palm before it launched forward as a powerful stream of plasma that melted the hull and the ship into s***

"Plasma generation cool," Heatblast said

"It will be mine," Vilgax said. Everything will be mine. I claim everything that falls in my sight to conquer everything in my sight. IT IS MY RIGHT."

Vilgax was completely enveloped by the orange energy, becoming a pure energy being. He roared, unleashing a powerful wave of orange energy. Heatblast grinned, throwing a plasma-powered punch, creating a powerful shockwave that shook the ship. Vilgax rocketed forward, throwing a punch

Vilgax was completely enveloped by the orange energy, becoming a pure energy being. He roared, unleashing a powerful wave of orange energy. Heatblast grinned, throwing a plasma-powered punch, creating a powerful shockwave that shook the ship. Vilgax rocketed forward, throwing a punch

Ultimate heat blast blocked before throwing his arms up, rocketing as Vilgax was sent flying

Ultimate Heatblast held his hands out, putting them together. "You want it all, Vilgax?" Ultimate Heatblast asked. "Here's a BIG BANG!"

Ultimate Heatblast put everything he had into this attack

Vilgax turned, unleashing a powerful blast of orange energy that met his beam. The two powers collided with each other, splitting the ship in half. Sea water began to pour in up to his ankles. His body steamed as he continued to fight

For his friends

For his family

For Kim

For Earth

He gave it everything he had now more than ever. It was time to be a hero to help people, something he'd wanted to do since he first put on the Omnitrix when he was ten

No, even before that

"Ha!" Ultimate Heatblast yelled as he pushed back Vilgaxs final attack, overwhelming him in the combined plasma and the orange energy, leaving nothing of the conqueror

"Good riddance" was all he could say before turning into Heatblast and then to Ben. Just as the water got to his chest, Ben quickly began swimming for the surface before the sinking warship pulled him down to the surface

Ben surfaced. Gwen and Kevin pulled him onto a piece of rubble

"You okay, Ben?" Grandpa asked

Ben nodded

"Yeah, no big grandpa."

"Hey, that's my line," Kim said playfully, glaring without heat before hugging him. "I'm glad you're okay."

"Me too," Ben said, holding her close. "what happened to Albedo?"

"We didn't find him. He must have disappeared during the crash," Gwen answered

"If he survived the crash," Kevin added

"Dude, harsh"

"Guy kidnapped us all and started a fight with Ben because he didn't like a human was wearing the Omnitrix," Kevin pointed out. "sorry if I ain't gonna shed a tear for him,"

"No, Albedos a jerk, but he's smart. He got away," Ben said. That honestly worries him. He'd built two Omitrixes. The Ultimatrix was something else. What if he built something stronger

"If he decides to cause more trouble, we'll be ready for him," Kim said.

"Yeah, we will," Ben said, putting an arm around Kim's shoulder and kissed her on the cheek.

"Where am I?" Vilgax demanded. Now, all he could see was an endless void.

"Vilgax the conqueror ask not for whom the bell tolls. It tolls for thee," Grim said ominously, with his scythe ready to drag the mad conqueror to where he belonged

"I don't know who you are, specter, but you are no match for Vilgax, conqueror of ten galaxies," Vilgax boasted

"Of course not, man. I'm a comedic character, man, but I've got help from someone who can handle you." Grim pulled out a paper and a pair of reading glasses.

"Give me a moment. It's been twenty-odd years since I've made an anime reference, man," Grim said, taking a close at the script and muttering his lines under his breath

"What are you blathering about?" Vilgax demanded to know

"Ahem, mama say mama saw mama kusa," Grim said, doing a vocal warm-up. "Oh great beast of the sky, hear my cry appear in this shadow game when I call your name. Come forth, WINGED DRAGON OF RA," Grim shouted

A golden dragon descended from the sky. "Winged Dragon of Ra attack send Vilgax to the Unworld."

The great golden dragon roared, unleashing a torrent of flame that obliterated Vilgax and sent him to the underworld.

"This is a one-time thing. Yugioh still isn't canon. It was just cool, man." Grim opened a portal with his scythe and was about to head home till his next cameo.

"Oh wait, almost forgot to remember to leave a review, man," Grim said before he left, ending the chapter.

Special thanks to Number Boy for helping me with this chapter