Disclaimer: I don't own Ben 10.

Chapter 54 – Season 4 Epilogue

Essence of Heroism

2 Months Later

Tennyson Tower; Omnitrix City; June 5th, 2024; 2:06AM

Looking over holographic blueprints, displayed by a circular control-center, for the construction of the expansion on Downtown Omnitrix City, which had been approved shortly after his return from deep-space, it was an incredibly late night for the hero of heroes but, it unsurprisingly wasn't weighing him just yet. He sipped a cup of hot-coffee to keep his nighttime energy flowing, reaching out to interact with the hard-light hologram display, shifting buildings and structures into different places to get the architecture's design done properly.

Ben scratched the scruff on his chin with his coffee mug held in his other hand, he started looking over the entire holographic city, putting down his mug and using both hands to shrink it down until the entire thing was visible on his desk. He was honestly surprised to see just how much progress he'd made since he'd started this project, a city of inter-galactic peace protected by himself and his team, he often wondered what Grandpa Max would say if he could see him now. He also often lingered on the future-timeline he saw when he was ten, how in that world, Max was alive and well. Ben couldn't help but think that his Grandfather's life is what changed him, what ensured that he would never become the shell of a man he met in that version of 2025; if that was the case, it just didn't seem fair, while he was grateful for everything he had, he was sure if he could exchange just one more conversation with Max for a lifetime of sorrow, he would take it. He shook his head a bit, maybe he'd had too much caffeine considering he needed two pots just to affect his metabolism in the first place.

Suddenly a knocking came at the entrance to his large penthouse office atop Tennyson Tower, on the far side of the room, "Come in," Ben announced without looking away from the holographic blueprints.

Cooper sauntered in with a long-winded yawn, leaning against the doorframe, "Are you going to turn in for the night, man?"

Ben fought back a yawn himself before responding, trying not to appear tired at all, "Actually, I was going to finish this up first, you can head out though," he pointed lazily to the designs still projected over his desk.

"You sure you don't want me to wait up for you?" Cooper asked, willing to hang out a little longer to keep his friend company.

Ben turned his head for the first time, glancing out behind him for the briefest moment, the balcony leading to the observation ring around the top of his tower was empty but, he knew better with his enhanced senses, "Yea… I'll be fine, you should go, its late and I don't pay overtime," he joked before returning his attention to his holograms, rearranging them absent mindedly now, paying more attention to the space outside the windows behind him.

Coop chuckled before reaching for the handle and opening the door on again, "I better be getting a Christmas bonus this year," he pointed back at Ben from the exit as he backed out the doorway.

"I wouldn't count on it!" Ben joked, pointing back at him briefly as he the door closed and he turned to continue his work on the construction blueprints of his beloved city; he dispersed the entire map with a sigh, looking down on the hourglass symbol emblazoned in the center of his projector table. Taking his time, he sauntered over with long strides to a small table against the wall containing over a dozen bottles of expensive and rare liquors.

"Ya know," He announced aloud, seemingly to himself, running his fingers over each of the well dusted glass bottles lined up, each a different ornate shape than the last, "Each one of these bottles were sent to me by a different country; thanking me for 'stopping the entire invasion by myself', the team didn't pay much mind to it considering I wasn't even old enough to drink when I started getting them…" Ben took a glass and dropped a few cubes of ice into it from a small chilled-silver bucket before pouring himself some dark-brown whiskey, "Funny thing is, I can't even get drunk anymore… not without getting a friend of mine to whip up some crazy cocktail that tastes like jet fuel," he turned around and faced the balcony behind his desk where a figure opened one of the glass doors and stepped through the steel frame into his office, "Drink? Help yourself."

A familiar well-dressed man stepped into the dimmed light of the office, his burgundy two-piece designer suit and maroon ascot were an obvious sign that the man paid no expense to getting the best wardrobe money could buy. William Billions strutted through the cold tile floors towards the liquor stash while Ben leaned against his desk, following the tech-mogul with his eyes as he sipped the drink simply for the flavor. "Ben Ten Thousand…" he muttered slowly, "I hope you don't mind; I saw the lights on and thought I'd stop by," he poured himself a glass of rum with ice nonchalantly as though he owned the place, although, Ben did say to help himself.

"What do you want, Billy?" the hero lowered his glass to ask.

Billy sipped his drink and walked around the decorated office, narrowing his eyes at a framed photo of a sixteen-year-old Ben Tennyson and his team being thanked in the weeks after the Highbreed Invasion by the former President, "Can't a neighbor just stop by to borrow a cup of sugar?" he asked sarcastically, not taking his eyes off the framed pictures.

Ben scoffed, placing his glass down on his desk next to him, "Not when you could buy the entire sugar market out in a day, I'll ask again, what do you want?" he finished his sentence with an aggravated tone, folding his arms over his chest in a disapproving stance.

Continuing to sip his drink as he dragged his eyes across the wall of photos, Ben and Gwen's wedding, a photo of Jennifer the day she was born, and his new team after the defeat of Prometheus; "I suppose I was just wondering if you'd like it all to stop, I mean you did 'warn' me but, if you've been paying any attention and I wouldn't be surprised if you haven't, I didn't listen…" Billy's cold smirk alone irritated Ben even further as the envious billionaire faced him before taking another sip.

The hero retorted, assuming he didn't know about his chats with Susan these last few months about the hybrid attackers his team had been frequently stopping, "Don't you worry, Billy, the President realized her mistake and we have half a dozen military defense lawyers working out a way to cancel your funding and have you indited on charges of-"

Ben was cut off by the billionaire erupting into laughter before quelling it with another sip of the expensive alcohol he'd poured from the heroes personal stash, "You didn't think I'd predict you swaying her to your side with your insufferable heroic charm? My contracts are iron clad, it'll take quite some time for them to find any gaps if they even exists," Billy's confidence seemed just as solid as the contracts Grey Matter had analyzed a month ago, so he knew deep down those attorneys wouldn't have any luck. He called the heroes bluff.

Ben stood up once again and approached Billy with a more intimidating expression, "So, what then? You came to gloat?"

"Hardly… well, maybe a little but, in reality I've come to offer you a deal. Actually, It's more of a bet really," Billy kept his eyes on the clear glass of rum in his hand as he swirled it with the motion of his hand before taking a sniff off the top.

"I'm not betting you anything, I'll get this done the right way, or not at all…" Ben turned around and approached his desk once again, looking down at the symbol on the desk, his symbol, listening as the villain continued.

"Oh, I think you'll enjoy this, with your history of obsessive violence anyways," Billy slowly approached the balcony again step by step, downing the last of the glasses contents before putting it down on the edge of the desk, "I propose a fight, one on one, you and me, no alien transformations, and only my standard battle armor. I think with the superpowers you now hold, even without taking another form, its more than fair enough," the spoiled man had a mischievous smile as he eyed Ben out of his peripheral, waiting for a response.

Ben's head perked up as he scowled at the genius, "No deal, I'll go through the proper channels and you'll be in jail for a long time before you know it."

Billy turned around with a devious smile, something was off about him somehow but Ben couldn't tell exactly what it was, he was sharper and more confident than last they met, "Oh, you don't seem too sure about that, well just so you know for every day you wait for that miracle indictment, people will be suffering," even though he didn't say anything incriminating the implications were all there, he would continue sending his mutant victims as weapons to hurt as many people as possible, in a vain attempt to kill the hero.

"The people of my city have nothing to do with this grudge you have against me…" Ben muttered and placed his hands flat on his desk, with his eyes down, slowly turning to look up at the well-suited villain.

Billy's entire behavior changed on a dime like the flip of a switch, turning around and getting into Ben's face with an enraged expression and a finger pointed into his chest, forcing the hero to stand-up straight in response. "Yes it does! Every single one of them! Those small-minded peons that follow you like lost puppies, they sicken me almost as much as you do! They deserve to burn along with your oh-so-heroic legacy!" Even though he was two or three inches shorter than the hero, he didn't seem intimidated in the slightest. Screaming at him with a ferocious conviction that was almost startling to him, almost.

Ben had nothing left to say as Billy straightened the collar of his suit and turned around, approaching the balcony entrance where he entered from. Ben could see the armored-suit standing frozen in place where he presumably landed outside, "You have tonight to think about it, I cant be held accountable for what happens tomorrow, that's officially on your conscious."

Ben looked down at his boots with his arms still folded, listening as the billionaire jumped back into his protective armor and used rocket propulsion to dart back into the sky within seconds. He spent so much time dwelling on Aggregor that now that he had returned he simply did everything in his power to be a good father and the leader this city needed, stepping back from the public eye of performing heroics around the world twenty-four-seven. Between the Plumbers and his personal team of heroes monitoring basic crime rates across the country along with global threats around the world, he found himself with more free time than ever. Maybe it was time for Ben Ten Thousand to make a return to the limelight and show the world exactly why there are statues of himself in every capitol city across the globe.

…

Omnitrix City; Suburbs; June 5th, 2024; 5:22AM

Gwendolyn was lying in bed alone in a light sleep, her head was on the pillow and her eyes were closed but, that didn't mean she couldn't feel a gust of wind over her face as the weight on the mattress suddenly shifted. Keeping her eyes shut, she spoke up into the room knowing she wasn't on her own anymore, "You were out late, you're usually back before the sun comes up," she started a tiny squeak of a yawn just as she finished her sentence.

"I had a lot on my mind…" Ben muttered, lying beneath the covers, and facing the other direction.

Gwendolyn opened her eyes and turned over, staring at the back of his brawny shoulder, clutching the comforter close to her chest, "More than usual? Did something happen?" she quickly rubbed the sleep out of her eyes as he turned his body over to face her in bed.

His face was six or seven inches away from hers, staring into each other's eyes as sunlight peeked into their bedroom from the window, "Kinda…" Ben muttered, "Billy Billions came by to offer me a deal."

Gwendolyn chuckled, propping her head up on her arm, suddenly very happy with her choice to keep her hair cut short in a pixie cut style, "Wait… you mean little Billy from high school? 'Didn't manage to hit his growth spurt until senior year', Billy?" She recalled how he was a straight 'A' student in most of her honors classes, even making her jealous of his natural aptitude at times.

Ben raised a brow, "Yea… he owns the building across the street from ours… the big orange-gold buil- did I not mention he's trying to kill me?" the hero cut himself off not sure how much he would have to explain to his wife, the sheer number of villains or monsters trying to kill him at any given moment was hard to keep track of at times.

She scoffed, rolling her eyes at the question, "Yea, but someone is always trying to kill you, I didn't think it was that Billy; how exactly is he trying to kill you? Does he have super-powers now too?" she blinked a few times and Ben couldn't help but find her curiosity absolutely adorable, tucked away with sheets pulled up to her chin.

He laughed quietly a bit, "Man, I hope not… he's just really smart, like almost as smart as Cooper, with more money and resources than even I have," Ben averted his gaze and narrowed his eyes as he thought deeply about what he saw during his meeting last night with the genius-villain, "I think he has like, a robot-armor-suit thing, I dunno," he finished his thought with a long-exasperated sigh, covering his eyes with his hands and dragging them down his face, "He gave me an ultimatum."

Gwen could see the stress in his aura and heard it in his voice, she softened her expression and grabbed his gauntleted wrist, shifting her weight towards him and pulling it over her head onto her opposing shoulder, giving her space to shift her legs over as well. Laying her right cheek on his right pectoral, she swung her hand gently over his abdomen where she began gently tracing her fingers across his many muscles and scars while her legs tangled with his. She wanted to make sure he felt comfortable and loved, keeping all of this to himself couldn't possibly be healthy even for someone as powerful as him. "What was the ultimatum?" she hummed as her fingers danced over his skin, grazing him with the tips of her manicured nails.

"Well, it's a little complicated but, basically if I fight him without my aliens and win, he stops attacking me and my city…" he said nonchalantly.

Gwen stopped her fingers for a moment, "And if you lose?"

"People die…"

Her fingers continued tracing their way across his chest again, "Well… that's par for the course with us, isn't it?" she pointed out fairly.

"Not this time," Ben slowly reached up and took her hand in his own, intertwining his fingers with hers, "He's testing my morality… I could break the law and take this into my own hands like some kind of vigilante, or I could wait for the law to catch up with him… but if I do that, I risk people getting hurt when I could have ended it," he explained his dilemma as well as he could, it was obvious why this was such a conundrum for him.

Gwendolyn slumped a bit onto his chest, pressing her cheek and half her mouth against his pectoral, "That's definitely a personal quandary, you want advice or do you just want me to lay here with you and sulk?" she knew by now how to handle these moods of his and was prepared to take either path to supporting him.

Ben reached up with his free hand still around her neck and scratched his growing beard, still trimmed to his jawline, "Can we do both?" he muttered to her.

She pushed herself up and turned to face him in response, using his durable chest as leverage to stay upright, looking into her husband's eyes with a serious expression, "Okay, I think you should do what you've always done… the right thing. The law isn't always right, we learned that firsthand like a dozen times, if we just listened to the law we wouldn't even be together and we'd probably be just as miserable as the future selves we saw when we were ten." Gwen paused looking deeper into his nearly identical emerald eyes, glistening in the dawns sunlight, "Do what you do best. Fight and win. Save everyone and beat the bad-guy, you aren't a vigilante anymore, you're a hero," she leaned in to press her lips against his, quickly adjusting herself and swinging her leg over his, taking a seat on his pelvis still in her lacey blue panties.

Ben responded by simply placing his hands on either side of her petite waist, she was still quite dainty spite having filled out her form over the years, "Is… uh- is Jennifer awake?" Gwen asked under her breath, still staring seductively into his eyes.

He raised his brow, it was an odd time to be bringing up their daughter, "I don't know? I didn't check on her at mach six when I tried sneaking in here… why do you-" Ben was interrupted when Gwendolyn rolled her eyes at his blockheadedness she'd been dealing with for so many years, reaching for the hem to her baby-blue tank-top and pulling it over her head, holding it out over the side of the bed erotically with two fingers for a few seconds before dropping it.

Ben stared up at her bare chest for a moment before glancing at the closed door to their bedroom, "You gotta be quiet…" was all he could manage as his hands slowly grazed up the sides of her tight abdomen toward her breasts.

"Don't you worry about me, hero…" she whispered, giggling her way down to meet her lips with his once again, eventually tumbling over in the bed with the sounds of light moans filling the room.

…

Omnitrix City; Billions Tower; June 5th, 2024; 8:00AM

Billy was in his own personal workshop deep within his tower's laboratory, his orange-plated armor was displayed on the wall behind him as he tinkered with a motherboard on the workbench in front of him. His suits helmet was separated from the armor on the wall, plugged-in to a computer beside Billy with a large holographic display of dozens of different videos; it appeared to be analyzing each and every public battle Ben Ten Thousand had been in, including the times he fought without his alien forms. It began its observation with the first time Billy trapped Ben in one of his warehouses, testing his lock on the Omnitrix which held up well enough for a short period, though it was a prototype after-all.

The obsessed genius took the motherboard he was working on and blew off some of the soldering-dust before walking across the room to a device holding large tubes of different colored chemicals, "He thinks he's the only one that can be a hero? He got lucky, that's all," after installing the motherboard, he activated the device and it began mixing those chemicals together, the combined solution bubbling within the beaker it was transferred to.

The door to the lab slid open as the blonde-haired assistant, which he'd employed for the last near decade, silently entered the room; Mazuma wouldn't dare to interrupt Billy's internal rants, simply staring with a holo-tablet in hand tucked against her chest anxiously. "I'll show him that skill trumps luck any day of the week, my genius is unparalleled, and he won't live to regret not acknowledging that!" Billy removed his white t-shirt and tossed it across the room, having purposefully removed his more expensive outfit for the engineering he would be doing. The boy-genius was surprisingly well built for someone whose personality revolved around their checkbook; he'd clearly been working out pretty intensely in the recent months, most likely for this moment. He made the final preparations, taking the mixed chemical serum and inserting it into a large apparatus that would strategically inject it into his veins in different parts of his body at the same time.

Billy approached a large upright metallic table with straps and restraints across the torso and at wrist length, "Come strap me in Mazuma," he ordered, addressing her for the first time since she entered the room, and without hesitation she darted to his side, putting down her tablet on the workbench.

"Are you sure about this, sir? I mean I looked at the chemical-design and-and-" Mazuma stuttered as she obediently wrapped his wrists tight to the table with leather belts, despite her reservations.

He scoffed at her, rolling his eyes but, satisfied that even while she questioned him, she still did as he said, "I've been injecting myself with a preparation serum for weeks now, working out my body to near exhaustion every day; I've done all the calculations myself, and I'm never wrong…" Billy was as confident as ever, not bothering to give her opinion any second thought, regardless of her many degrees and studies.

"Of course, sir, you know best," Mazuma responded with a dispirited expression, stepping back to the computer console controlling the large metallic apparatus now loaded with Billy's serum preparing to inject either side of his neck, forearms, thighs, and several places along his spine simultaneously.

As the device lowered down its eight aligned syringes, Billy continued speaking aloud expecting no verbal response, "The strength and speed of a fifty men, ten times the reflexive response; my suit multiplies my own strength, by increasing my base; I'll finally be more than powerful enough to expose that fraud!"

Mazuma lowered her head as the parameters were reached and console gave her the green light to begin the procedure, "Beginning enhancement procedure in three… two… one!" she announced, looking away as the long-sharpened syringes approached their targets, shutting her eyes as they hovered over his skin. Even with her eyes closed she cringed and twitched each time she heard him scream after inhaling a strained breath to continue shouting in agony.

…

Omnitrix City; Tennyson Tower; June 5th, 2024; 10:47AM

"Do I have to be here for this?" Ben asked, walking down the hall alongside Cooper who strutted next to him several floors below the mission room.

The technopath chortled at his cavalier attitude, turning the corner with him as they approached the only room, or rather vault, down the corridor they just entered, "Yea, being owner of the building and literally every non-living thing in it, you need to be present for armory inventory review."

"Whose dumb rule was that?" Ben responded, watching as Cooper pressed in a six-digit number into a glass-keypad on the wall next to the vault-door, stepping back a few feet as it swung open with steam billowing out from the pressure.

"Yours," Cooper stepped into the room lines with racks of Plumber tech for the cadets training in the Rushmore base a thousand-or-so-feet away, "You also wanted me to remind you about Ben Ten Million's cube-ship-thing; we have it stored here but you seemed pretty sure that this wasn't safe enough…" he trailed off as Ben walked passed him, approaching the glistening white cube sitting motionless on the ground in front of him.

"I'm still figuring that part out," Ben muttered, placing his hand on the side of the ship, it was so compact on the outside it would surprise anyone just how many dangerous items were aboard.

"Why don't you just destroy it all? It seems like it's too much power for anyone to have, so why keep it all here?" Cooper was incredibly intelligent, so he could very-well see that the best place to put these items was nowhere at all, to reduce the entire ship and its contents into atoms, scattering it to the winds.

Ben groaned with a self-loathing sigh, shoving his hands into his cargo-pants pockets, "I considered it when I was Alien X, I wasn't sure if I wanted to part with the memories of Ten Million I had on that ship… before I knew it the power was gone."

"And I'm guessing that these items can't be so easily destroyed otherwise?"

"You always were smarter than me, my best bet now is to hide the entire lot of it, just haven't had time to figure out where, always something new to deal with…"

Cooper rubbed his chin for a moment, thinking deeply about the problem at hand and how he could come up with a solution, "What if you-" he was interrupted by both their Plumber badges and Ben's Omnitrix flashing brightly with a broadcast signal.

"Always something new…" Ben held his gauntlet up closer to his face to answer the priority call from another Plumber agent on Earth, "This is Ben Ten Thousand," he spoke confidently into the comm.

Rook's voice sounded through the speaker, sounding quite concerned but, speaking clearly regardless, "Sir, we responded to a national threat in the city of Tokyo and have found ourselves quite outmatched… Helene and I have cleared the streets and begun evacuations but I believe it would be wise if you perhaps handled this one?" there were screams from civilians around him coming through the comm and as soon as he was done talking, a very clear roar from a beast of some kind, and a very big one at that.

Ben groaned and shook his head, "This can't be a coincidence, it has to be Billy," he turned and headed for the door to the vault they were still in.

Cooper tilted his head a bit in confusion, "Is that guy still coming after you?" Ben didn't answer, a bright flash of emerald light flooded the hall as he vanished from sight in a burst of super-speed, "And I guess I'm finishing this on my own."

…

Japan; Tokyo; June 5th, 2024; 10:58AM

Within three minutes, Rook turned on his heel at the sound of a sonic-boom tearing through the streets from miles away, and with his next breath came XLR8 stopping on a dime at breakneck speeds in front of him, "It's good to see you sir, as you can tell, Helene and I are not especially suited to handing this…" he turned his head up as XLR8's visor slid up so he could see it with his own eyes.

Standing above them was a hundred-foot-tall, mutated Rhino that had clearly been fused with Vaxasaurian DNA, giving the animal insane size, a tannish-brown hide, and gnarly sharpened horns; XLR8 narrowed his thin eyes up at the best, watching as it just tried to simply move, scraping the sides of its body against tall buildings, shattering windows, and sending large chunks of metal-frame debris. While the streets were cleared now thanks to his teammates, he turned around to face the street behind him where a paramedic was treating a young girl with ash over her face and a cut on her forehead which was bleeding slightly… a body on the stretcher behind her covered completely by a blue sheet.

"I've had enough of this!" XLR8 announced, sliding-shut his visor before taking off at fifty-times the speed of sound up the side of the nearest building, launching himself into the air above the creature. Exploding in a flash of light, Teleportal appeared for a brief second or two, slashing at the air he sent an interdimensional wave space as a yellow curved blast, transforming while still in midair once again. Cannonbolt spun himself into a sphere, spinning rapidly as he slammed down with the momentum and gravity of his fall on the creature's exposed neck forcing it down to a submissive stance on its stomach. The impact sent a shockwave out around them for several blocks, shaking the buildings even more as the thunder rolled through the clouds echoing his strike.

Cannonbolt transformed in another bright-green flash of light, this time into a hulking crimson Tetramand, reeling his primary-right fist back with more strength than usual, striking the mutated-Rhino in the face with enough force to send it off its feet just as the slash of energy hit its target behind the creature, opening a rift in space and time just behind it where it now toppled through, likely unconscious. The portal immediately closed as Fourarms narrowed his eyes at the destruction of the block's infrastructure as well as the inured people, now panicked as local law enforcement arrived on the scene.

…

Omnitrix City; Tennyson Tower; June 5th, 2024; 11:10AM

Mazuma was startled by the holo-tablet in her hands sounding off a telephone ring throughout the empty room, the blonde looked down at the identification displayed on the screen, she wasn't sure if she was supposed to answer it but, knew that she'd be screamed at if she missed the call entirely. She resolved to answer it after all, projecting a three-dimensional holographic image of Ben Tennyson standing in his office, "I need to talk to Billy," he demanded, his expression was of a serious nature staring back at her.

Mazuma glanced behind her for a second before returning to the call, "He's… otherwise indisposed at the moment," she tried to word her excuse for not interrupting him as politely as possible.

"Well," Ben sighed and continued anyways, "Tell him he's got a deal, call me back with specific terms and the location. We settle it tonight, I wont wait any longer," he hung up the call as the hologram dispersed over her tablet, she gulped and stood up, approaching a door to the personal lab she was sitting in front of.

Mazuma pressed a button on the wall, opening the door with a hiss from the mechanical transition, "Sir," she announced, approaching a weight-bench where Billy sat still shirtless, bench-pressing an impressive amount of barbells on either side of the bar, "Ben Tennyson called, he agreed to your deal, he wants you to call him with more specifics and a location. He says he wont wait longer than tonight."

"An empty threat," Billy announced, not stopping his workout for even a second, "He doesn't have a choice, but I'll humor him… we'll settle it tonight."

Mazuma turned for a moment before taking a deep breath and glancing back at him, "Are you sure about this, sir? It seems like your focus is being taken away from keeping the Justice Department from finding out what you've been up to and-" she was interrupted as Billy suddenly tossed the bar and weights he was bench-pressing off of himself, across the room, slamming against the wall as he sat up.

"Do you see that?! That was nine-hundred-pounds, Mazuma! I'm not afraid of the Justice Department and I'm getting pretty sick of how liberal you've gotten with questioning me!" Billy stood up completely, standing in front of her with sweat dripping down his chest and shoulders.

"Sir, it's in my best interest to look out for you, if you get caught with all of this, I'll be seen as an accomplice, I-I can't afford-" Mazuma tried her best to reason with him but, he once again showed his misogyny by interrupting her with another shout.

Billy groaned, "Shut up already! I don't care about you, and I don't care about your best interests! I can do whatever I want! I have all the money and the power!" He continued shouting his rant as Mazuma backed away, cowering with her tablet in front of her face slightly seemingly to hide from him, "I control those nobody military lawyers stalling the President, who do you think pays for their vacation homes?! Me! I have an army of mutated human soldiers at my disposal, even the great Ben Ten Thousand has to bend to my demands!" he continued to back the poor blonde assistant into the corner of the room with his shouting, and insults, "You're nothing compared to me, do you hear me?!"

"Sir, please, you're starting to scare me," Billy only got closer to her as she tried to get passed him, he grabbed her arm and pulled her back, slamming her back first against the wall.

Billy looked down at her almost disgusted, "You'd better stay in line, Mazuma, and if you question me again?" he quickly backhanded her across the face, sending her down to her knees, clutching her cheek where a small trickle of blood dropped from the inside of her mouth. "You won't live to regret it, just like everyone else whose crossed me!" He turned around and walked away towards the workout bench, the drug he had dosed himself with clearly effected his behavior, he was angrier, meaner, more self-absorbed than ever but… he made one crucial mistake.

Mazuma began to tear up, sniffling a bit with a scowl on her face, holding her lip in pain, she scooped up her tablet and glance down at the screen before looking back up at Billy who hadn't noticed what she'd don't in the slightest, she shook her head and left the room.

…

Omnitrix City; Billions Tower; June 5th, 2024; 5:17PM.

As the sun slowly approached the horizon turning the sky shades of orange and purple, Ben and Gwen casually floated, from the deck atop the massive ring surrounding Tennyson Tower, across the block towards the almost as tall, orange-gold building with a giant 'B' emblazoned in gold on the front facing end of the tower. Gwen was wearing just her old, armored sleeve up to her shoulder-blade holding each of her Charms; otherwise she was dressed in her civilian clothes with a bright blue blouse showing plenty of cleavage and tight denim jeans with white tennis-shoes.

When they touched down on the helicopter landing-pad, Billy was already waiting for him fully suited in his orange-silver mechanical armor, "You're fifteen minutes late…" he said with his hands on his hips impatiently.

Ben stayed standing next to his wife with his left hand on the small of her back, "I'm a busy guy, besides, Mazuma didn't say there was a time-limit," he pointed out.

Gwendolyn lightly backhanded Ben in the pectoral, sarcastically asking a question he already knew the answer to, "Where is Mazuma anyways? Didn't you say you've never seen Billy without her?" she asked just trying to see if Billy had figured out what was happening, looking up at Ben with a smile to see his response.

"You know what, you're right, I did say that," Ben answered with a coy smile, folding his arms over his chest.

The billionaire scoffed, rolling his eyes once again at their asinine questioning, "She's undoubtedly doing my bidding elsewhere, now, let's not waste any time…" Billy cracked his knuckled beneath the armored plating, some vein attempt to intimidate his opponent.

Ben glanced down into Gwendolyn's eyes for a moment, watching her smile and lean onto her toes to give him a kiss on the cheek for good luck, "Kick his ass," she whispered into his ear while she pulled away.

While the hero wasn't paying his full attention, Billy pressed a button on the forearm of his armor summoning a hydraulic claw from beneath the landing-pad; it held a cylindrical device that jettisoned from the claw, wrapping itself tightly around Ben's right forearm, completely concealing the Omnitrix from sight. He could feel the connection to Trix and the power within the watch being suppressed but, he sensed the link was still active. "I assume that wont hinder your ability to fight?" Billy pointed down casually at the lock around his gauntleted Omnitrix.

"You could say I've had plenty of practice carrying heavy things around on my arm, let's get this over with," Ben stepped forward as did Billy, approaching each other until they were face-to-face a foot or two apart, "Fight till a knockout," he muttered to himself.

Billy scoffed, his faceplate shutting aggressively as his voice filtered through his helmet, "Or until your opponent can't get back up…" he clanked his metallic armored fists together before putting them up in front of himself in a tight-fighting stance akin to a boxer's. He lunged at Ben in his suit, propelled by jet-propulsion in each boot, though as his fist approached his opponent's face, his sensors couldn't keep up as Ben sidestepped the attack allowing Billy to stumble passed him.

Billy skated across the platform to a controlled stop, slowly turning around to face a smiling and nonchalant Ben with his arms by his side. He practically growled within his helmet, kicking off from his position with another jet-propelled leap attempting to come down on his adversary with a strike to the top of his head, however; Ben once again dipped to the side watching as Billy's fist punched small cracks into the metal helipad beneath their feet. Leaving no time for hesitation, the armored billionaire flourished immediately into an uppercut which Ben also had the reflexive instinct to take a step or two backwards, feeling the windshear from his punch against his chin.

So far, Ben hadn't felt the need to engage in any offensive combat, it seemed that he was just much faster than the battle armor Billy was wearing especially in close quarters. Billy became exceedingly frustrated rather quickly, shouting at his opponent, "Why don't you just stand still?!" he once again jumped at Ben who was still smiling and not taking the fight entirely seriously.

"Since you asked nicely…" Ben obliged by not moving from his spot where he was standing; Billy unleashed a quick volley of strikes each one missing by his opponent simply dipping his head to one side or the other. His enhanced senses slowed down his perception as he watched an armored right-fist fly by his face, turning his head ever-so slightly to the left in response. Ben ducked under a wide-left swing and followed by uppercutting Billy in the chin as he came back up, sending the armored enemy off his feet and onto his back ten-feet away.

Quickly, Billy got back to his knees, as he stood back up he aimed his open palms and fired off two beams of bright yellow plasma-energy; the blasts being far too fast to outright dodge, Ben's instinct was to use his indestructible Omnitrix as a shield for his face. The device wrapped around the gauntlet perfectly deflected his plasma weapon as Ben stomped forwards and pushed against the mighty beams with his arm out in front of him.

With his vision obscured by the light of the energy bouncing off the gauntlet over his forearm, Ben was unprepared for Billy to come lunging out of the blinding light with a right-hook to the face staggering the hero backwards. He followed this up with a high-powered left-jab into his solar-plexus, threatening to completely knock the air out of his lungs, Billy's armor could scan its opponent for any weak spots including vital organs. When Ben keeled over slightly, instinctively holding his stomach for a brief second, Billy took this advantage landing an uppercut to the hero's nose though he only stumbled back a step or two, quickly recovering. Billions stepped closer to close the distance reeling back a high-powered hydraulic punch with all of the suit's physical strength but, he wasn't expecting it to stop mid-strike.

Ben's hand shook as he tightened his grip on Billy's armored fist inches from his own face, it was just then that the entitled villain realized that he'd managed to draw blood on the hero, watching a droplet trickle down his nose into his beard. Billy launched another strike with his free hand, having that fist too caught in Ben's grasp, his metallic-armored boots scraping against the helipad as he was forced back by the hero's alien-strength. His eyes flashed bright emerald, despite not being fully connected to the Omnitrix, he summoned more omni-energy to overpower the armor itself. He forced Billy's arms back until he heard the distinct clank of the hydraulics in his arms cracking apart with his enhanced-hearing.

He let both hands go allowing Billy time to look down at his arms, his suit undoubtedly trouble shooting the damage with scans as sparks flew from the joints in the arms. Billions didn't care, refusing to give up for even a moment, he swung at Ben once again who this time allowed the punch to hit his right-cheek, barely turning his head and shattering the knuckles on the armored fist. "Grrrr!" Billy growled once again through a filtered helmet, looking down at his right fist where shards of a titanium-gold alloy sprinkled to the platform at his feet. He didn't seem to care as he advanced quickly on Ben with his left fist recoiled, attempting to punch his opponent in the face once again despite likely knowing the result. The hero caught his fist effortlessly this time, using his strength to quickly jab Billy in the faceplate with his own hand. He'd had quite enough of this, right-hooking Billions across the face cracking the side of his helmet before grabbing him by the neck with one hand and the armored upper-thigh with the other, picking him up over his head.

Billy flailed overhead, not having quite enough time to react before Ben slammed him onto the ground with excessive strength cracking a small dent in the helipad platform, lifting his boot up to stomp on his armored chest, "It's over, Billy, you're done!" the hero insisted however, the genius wouldn't allow it to end this way. His propulsion-boots activated accelerating him out of the way as his armored body scraped against the ground until he was able to realign himself, floating up properly above the battlefield.

Gwendolyn was hardly paying attention, as soon as she saw the first few blows of the fight, she could tell that Ben wouldn't struggle very much at all with handling this poser, though she did raise her brows when Billy fired off his neon-yellow plasma-waves. She watched as Ben quickly countered perfectly with his optic beams, bright emerald omni-energy connecting in the sky with super-heated plasma; the struggle lasted longer than she expected with Ben slowly floating into the air under his own power, continuing to match his enemies attack with his twin, radiating, emerald blasts. Lime-green sparks flew from the collision raining down over the center of the helipad until Billy's power-cells managed to seemingly outlast Ben's reserves of omni-energy, the connection of the beams slowly growing closer to the hero as backed away slightly through the air.

Ben found himself landing back on the ground in an attempt to brace himself and stand his ground, though this wasn't going as planned since his reserves were nearly diminished. His combat-boots skated back against the force of their collision creeping closer to his face even as his optic beams worked at their maximum capacity, his stamina simply wouldn't hold up at this rate.

Gwendolyn was getting slightly worried, taking a step forwards unconsciously just to express her concern, though in those few seconds she noticed something she'd never seen before; beneath the gauntlet locking the Omnitrix, an emerald-hue illuminated, quickly sending a neon-green energy through what looked to be Ben's veins beneath his skin. Like a web of threads layered beneath his skin, omni-energy clearly pumping through them just as they would his own blood, soon even Billy picked up on this when the veins in his opponent's face were also flooded with this visible green power.

Once it reached his eyes, within seconds of Gwen first noticing it, Ben was suddenly reconnected to the Omnitrix feeling every ounce of the nigh-limitless omni-energy surge through his body, effortlessly channeling it through his eyes where the optic-beams he was firing grew at least five-times in width completely engulfing Billy's plasma blasts causing the nodes in the palms of his hands to overload and crack apart. The twin beams struck Billy in the center of his chest plate, sending him back twenty-feet, landing on his back once again. This time his armor was almost completely useless, his arms would barely lift up to shield his face when Ben approached, looking down on him with a bloody-nose and eyes flooded with emerald-energy.

The hero wasn't done though, he quickly knelt down, tearing his arm out from in front of his faceplate, straddling Billy before right crossing him, followed by a left, then another right; each time he widened the crack in the side of his helmet from earlier until he ceased his punching and grabbed hold of the sides of his head. Ben effortlessly tore the mechanized helmet off his head, reeling back his fist with all the frustration and anger Billy had brought forth in the last twenty-four hours. He brought down his fist as the billionaire winced, cringing, and waiting for the blow until he heard the helipad clang with a forceful strike into the metal platform. Billy opened his eyes looking up at Ben as his eyes returned to normal, standing up and stretching his back, "H-How did you do that?! I perfected the locking mechanism, y-you shouldn't have been able to do that!" he shouted, still barely able to move in his suit, hardly able to sit up to look at the hero as he walked away towards his wife.

"That's the thing, Billy, you thought you could separate me from the watch but, the truth is…" Ben turned his head back over his shoulder to look the capitalist villain in the eyes, summoning an emerald surge of electricity to casually shoot across his arm and up into his eyes, "I am the Omnitrix, have been for a while now…" he effortlessly gripped the maroon-device wrapped around his forearm and tore it off with brute strength.

Billy snarled, managing to sit up a bit more, "You think this is over?! I'll keep sending my mutants! Your city will never be safe!" he shouted at the top of his lungs, attempting to get a rise out of the hero.

"Actually, I think it's time we put this to bed," Ben responded with a smile, glancing back at Gwendolyn who was waiting for this part the entire time, "Don't you?"

"Oh, yea, I always watch the bad-guys get what's coming to them," she felt loved as he wrapped an arm around her shoulder, pulling the side of her head into his chest, feeling her pixie-cut bright auburn hair against his upper-peck. Gwen pressed her finger against her ear with a smile, "It's over, you guys can come on up…"

Billy watched as after a few seconds, from the roof's elevator just outside of the helipad, came Mazuma followed by two Government agents in suits, who were followed by two military officers in camo holding rifles, who were subsequently followed by the President of the United States herself; the billionaire was stunned to say the least but, he couldn't even stand up to greet them properly, "W-What is this?! Mazuma?!" he shouted.

Mazuma glanced over at Susan who nodded her head with approval, allowing her the opportunity to tell her former-employer exactly what was happening, "You're done, Billy, they know everything and gave me full immunity, as long as I testify against you of course," she was more confident than anyone present had ever seen her, especially the billionaire in question.

Billy only scoffed, chuckling at the revelation, "You think that'll hold up against my lawyers? It's your word against mine! I'll have the charges dropped before you finish dinner tonight!" his smile soon faded as Mazuma pulled out her tablet which she'd almost always had on her when attending to her job as his assistant.

"Actually…" she noted, tapping a few things on the touch-screen before smiling and pressing play.

"Shut up already! I don't care about you, and I don't care about your best interests! I can do whatever I want! I have all the money and the power… I control those nobody military lawyers stalling the President, who do you think pays for their vacation homes?! Me! I have an army of mutated human soldiers at my disposal, even the great Ben Ten Thousand has to bend to my demands!" Billy was stunned to hear his own voice play through the tablet, she fast forwarded a bit through the recording with her finger, "You'd better stay in line, Mazuma, and if you question me again?!" it was clear as day to anyone listening to the recording that she'd been smacked and the thud following his angry shouting was her collapsing to the ground, "You won't live to regret it, just like everyone else whose crossed me!"

Billy was stunned as Mazuma knelt down, getting into his face, with him helpless to attack her in his damaged battle-suit, she smiled at him for one of the first times, "You used my mental-health to bully me, you thought you were better than me, funny thing is if you had listened to me instead of smacking me around, you might actually have beaten him…"

"I don't think- ow," Ben was interrupted by Gwendolyn elbowing him in the mid-section for trying to ruin Mazuma's big moment.

"You can't betray me! You're nothing without me!" Billy shouted up at her, trying to lift his arm up at her but only making it half-way before a few sparks shot out from the joint on the arms elbow.

Mazuma snarked, shaking her head, "You got it backwards, Billy…" she stood up straight and turned around, handing the unlocked tablet to Susan who gave her a smile before stepping in front of Billy herself.

"William R. Billions, it's with great pleasure that I say, you're under arrest for racketeering, extortion, bribery, human experimentation, and crimes against humanity…" Susan smiled down on him as the military officers grabbed him with both arms each under his shoulders, "Do you need any of that in writing for your team of lawyers? Oh, wait, they've all but dropped Billions Incorporated as a client after we contacted them with subpoenas for the documents detailing your human-alien experiments… each one leading right back to shell companies owned and managed by you," Susan couldn't rid herself of the smile crawling across her face, glancing back at Ben with an excited expression, "I've been waiting months to say that."

Ben and Gwen watched as the President oversaw the containment and official arrest of Billy Billions, she turned and approached the heroes as well as Mazuma standing a few feet away, "I'll make sure he settles into ADX Florence nice and cozy, do you want to take possession of whatever's left of that armor?" the President asked with her eyes particularly on Ben awaiting an answer.

"Eh, you keep it, if I take I have to stay up late logging it into the vault database, it'll be a whole thing…" Ben used his free hand to scratch the back of his head as he thought how his night would go if he personally took the armor, "Besides, I have a date tonight," his other arm still wrapped around Gwendolyn's shoulder pulled her in close where he could kiss the top of her head, prompting her to giggle a bit.

Susan turned around with the intention of walking away when she stopped herself, turning to her left she looked at Mazuma who was silently watching the men drag Billy away since he couldn't walk in his armor anymore, "It was Mazuma, right? This prompted the blonde to meet eyes with the president, "Mazuma Fairmont?"

"Y-Yes Ma'am," the poor girl stiffened up as Susan turned back around completely.

Susan chuckled a bit, waving her hand at her, "Relax, I looked over your file when I was corroborating your statement… twenty-four years old and smarter than most Harvard alumni, I'm sure we can find you another job somewhere more… suited to your abilities…" she placed a hand on Mazuma's upper-back leading her back towards the elevator so they could discuss it more in-depth.

Ben and Gwen were left standing on the helipad as the sun finally set below the horizon and the light in the sky began to dim into darkness, prompting the latter to look up at him, "I didn't know we were doing date night tonight?"

"You do now, Jennifer is with Albedo for the night since I wasn't sure how this was gonna go…" Ben let go of her and backed away towards the edge of the building, looking over at his own building as well as an almost ninety-floor drop, Gwendolyn watched the wind sway his brown hair in its breeze as he looked over his shoulder to make eye contact with her, "First one to the bottom picks the restaurant!" he announced as he nonchalantly stepped over the edge, dropping out of sight as Gwendolyn giggled at him, jogging to the edge herself.

"You are such a dweeb!" she shouted back at him, knowing he could hear her regardless of the distance, diving after him, over the ledge with a smile.

…

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