Benjamin Kirby Tennyson. Ben 10, The Hero of Heroes, honorary member of The Galactic Enforcers, Slayer of Dagon, Veteran Plumber, Mr. Smoothy aficionado, Destroyer of Relationships, Self-proclaimed ladies' man, undisputed Savior of the Multiverse. To some, he is all these things. To others, he is known more commonly as Doofus, Dweeb, Tennyson (Derogatory), Tennyson (Affectionate), Ben-Ben that one time and even Ben-man!

We don't talk about Ben-man.

In essence, he is many things. What he is not, however…is part of this story. No, in fact he holds none of these titles in this universe. For he is in fact in an entirely different part of the universe from where we currently focus on. Even further from this, he is only a mere civilian, living a normal civilian life with a normal civilian family. For the Ben we all know and love is only so due to a tool which he just so happened to stumble upon. That tool being the most powerful device known to this universe, or any universe known and unknown alike.

That being The Omnitrix.

The Omnitrix, in essence, is a tool created to allow the user to transform into many different lifeforms. All ranging from a complex amalgamate of nanomachines, to a terrifying goliath with an untold potential for destruction. At least, that's what Jaune's gathered so far.

Yeah, in a universe where Ben never had the Omnitrix, the device had to go somewhere. What better planet considered backwater to even a backwater planet itself, than Remnant? Population, about…twenty million? If even that. With one of those unfortunate souls being chosen by fate and subsequently doomed to be the universe's chewing toy for the remainder of their days.

Now, we could start this story back when a boy, Jaune Arc, was exploring the woods behind his house and found what seemed to be an impact site for a meteorite, mostly just to get away from his sisters that wished to sabotage any and all social relations with other girls. We could possibly tell the tale of how it all started, when an alien device did what it did. How it stuck itself upon his wrist with secrets that it hid, but no. We don't need to go into detail in how he's got super powers, or how he's no ordinary kid. He's Jaune Arc. Plain and simple.

Instead, we start here, upon the cliffs staring down at Emerald Forest. Such green, luscious flora and fauna alike teeming down below. One could see birds flying off into the distance.

"-You will die. Now, any questions? Good."

Ah, right. Initiation.

"Okay, I guess we can just…walk down there." Jaune said to himself, looking to step off his platform and start heading down the cliffside. Though, a sound of hydraulics caught his ear, as he looked to his left and saw a similar platform jutting from the ground a few spots from him. Looking forward, he could see students flying down to what he could only assume was their doom.

"O-Oh, we're doing this now? Cool. Uh, Headmaster?" Jaune called out, a bit nervous at the prospect of being launched at any moment. The silver haired man turned his attention to him, a certain aloofness to him that did not sit well with the Arc heir. Not one bit.

"Yes, mister Arc?" Ozpin inquired. Jaune did find it rather strange the man would fixate on him throughout his brief time here at Beacon. He knew he had only been here for a day and a night, but the esteemed Huntsman always seemed to be across the room, inspecting the students and 'making sure they were safe'. It still didn't explain why he was almost always looking his direction when he noticed the headmaster across said room.

"So, about this whole being launched off the cliff thing…were we supposed to have parachutes?" Jaune asked, half a mind to step off his platform entirely. However, he wasn't quite sure why he didn't. Ozpin himself seemed amused at his question, because of course he was.

"No, you are not." Was all he answered with. He proceeded to take a sip from his mug. Jaune had no idea what was in that thing, but he assumed it was some kind of narcotic. It had to be, if he thought hurling kids to their potential death was a good idea for Initiation.

"Right. So, hypothetically speaking, what if we were to, say, not have any sort of landing strategy? Hypothetically speaking." Jaune questioned further. Ozpin seemed to contemplate this for a moment, before shrugging and giving him yet another aloof expression.

"Well then, it was nice knowing you, mister Arc." Ozpin stated, making the pit in Jaune's stomach grow. His left wrist started to itch again, as it did whenever he felt himself nearing a life risking scenario. He wanted to hold off on that if he could, but considering what Ozpin was implying…

"N-Now hold on, Isn't there any way I can maybe just w ALLLLLLllllk!?" Jaune screamed as he was suddenly launched into the air towards the heart of the forest. Ozpin stared after his silhouette, idly taking another sip of his beverage before letting out a hum.

"Ah, there's always one ever year. I hope to see what kind of hijinks you bring to my school, Jaune Arc." The Headmaster stated, watching on in amusement as the Arc Heir flailed across the sky. He knew who Jaune Arc was, of course he did. He personally approved of every student that applied to his school, naturally. However, this was the only one that came with a recommendation from an old friend. Nikos certainly had much potential, and was a candidate for future reference, but this one was… special in a word.

He did detest that sort of wording, for no better reason than it did not sit well on the tongue. However, considering what exactly the Arc possessed, it really couldn't be helped. Ozpin didn't really know what he should expect from this year of students, but he was certain that it would yield far more volatile results than any previous year he's had. Whether that's for better or for worse on the other hand…the jury's still out on that.

"Hijinks indeed. Though, the kids might call it tomfoolery these days. Ohoh, ah children and their incomprehensible slang."


Currently flying through the air and not babbling like a little baby girl, Jaune was flailing his arms about trying to gain some sort of control over his movements. He is unsuccessful, of course. He's never really had to learn how to fly…as a human, at least.

"Come on, come on!" Jaune exclaimed, panicking while trying to get his arms to each other against the rush of air washing over him. The device on his left wrist his main priority.

" ComOnComeOnComeOn!" He yelled, successfully getting his bearings enough to get his hand on the watch looking device and was currently scrolling through what seemed to be some kind of roster. Constantly flipping through the projected holograms to find something in particular.

" ComeOnComeOnCOMEON! " The blonde screamed as he could feel himself growing ever closer to the ground. At the same time, he was getting increasingly nauseous, making it even harder to focus on what he was doing. He only had a few options that would leave him better off than a stain on the ground.

"Come on, I don't wanna die! I'll even take W-" Jaune began, simply opting to choose randomly and hoping that he'd get someone at least somewhat durable. However, by some miracle, his saving grace would come in the form of a crimson spear stabbing itself through his hoody and changing his trajectory while also putting a stop to his flailing.

"Thank you!" Was all he could say. He thought he heard an apology, but was far too dizzy to really say. Of course, it wasn't long before the world suddenly stopped moving and he felt pain at the back of his skull. Even so, he couldn't do much but try to hold in the vomit that threatened to exit his system.

He failed, but it at least left him feeling a little better.

"Note to self. Never step on another one of those platforms again. Ever." Jaune said to himself, gathering his wits and assessing his situation. First things first, he was not on the ground.

"Okay, no big deal, just gotta…" Jaune trailed off, turning to what he assumed was a javelin or spear. It was crimson in color, with gold trimmings. It looked nice; all things considered. He admired it for a moment before coming to a realization.

"That… that almost killed me." Jaune thought aloud, getting that feeling where you knew you just had a brush with death. If this thing had been even an inch lower, or even to the side, it would have either stabbed through his torso or his neck. He now feared whoever the hell this thing belonged to.

So was he distracted, that he never even noticed the white-haired woman walking past his tree while blanching at the puddle of vomit at the base.

"Okay, just gotta…" Jaune spoke aloud as he attempted to pull his captor out of the tree. With how deeply entrenched the weapon seemed, he knew he'd have to put in some considerable effort. Not to mention, he'd probably have to be at it for a while as well.

"And a one, and a two, and a-WHOA!" Jaune exclaimed, feeling the sword/spear come loose far easier than he had anticipated. He began a free fall, banging against a few tree branches before he was able to grab onto one sturdy enough for him to swing off of. When he landed, he stuck his arms out, to make sure that he didn't lose his balance. Once he knew he was in the clear, he let out a sigh.

"Well, I guess all of that moonlighting is paying off." Jaune chuckled to himself. He then looked down at the weapon he still held. He wasn't entirely sure what to do with it. Whether he should leave it here in hopes whoever threw it found it on their own. If he should stay with it to make sure nothing happened to it, or even go out and try looking for that person himself.

A brief reminder that the person responsible for his rescue could have very well been the reason he died as well made him lean towards option one.

"Man, I wonder what kind of person even has the skill to pull that off in the first place? Someone hardened with experience, no doubt. I'll just leave this here. Don't need to make whoever threw this upset or anything." Jaune reasoned with himself, preparing to throw the weapon into the tree again. This time, only a bit of a ways upwards, as to make sure its rightful owner could still find it. With a quick toss and waiting twenty seconds to make sure it stuck, Jaune was on his way again.

"I wonder how grandpa is doing? He said he couldn't see me off to Beacon. I'm glad he was able to get me here, but It's a shame that Plumber business is keeping him busy. Wouldn't think they'd need him half way across the world, but hey, who am I to judge?" Jaune talked to himself, as he normally did. Living in a house filled with people left little room for his voice to be heard. Even if he was the only son of the family. He's found other ways to keep himself entertained.

Though, he might have wanted to keep his focus on his surroundings. As a short while into his ramblings, he heard a curt growl along with subsequent growls following shortly after.

"I just walked in the middle of an entire pack, didn't I? Just my luck." Jaune grumbled as he saw a number of Beowolves begin to surround him. He tried to maintain his calm stature and his hand briefly twitched towards the device on his arm.

"You wouldn't happen to mind waiting until I scroll through my options here, would you?" Jaune asked rhetorically. He was nervous to be sure, but it wasn't like he hadn't been surrounded by Grimm before. His 'moonlighting' having something to do with that.

"I'm just going to…" He began, slowly reaching for his left wrist and activating the strange device. The dial in the middle lit up and portrayed a holographic wheel with different silhouettes in various slots. Of course, it was here that a Beowolf decided to lunge at him, causing Jaune to panic.

" WaitI'mNotDoneChoosing-" He hastily proclaimed, raising his arm to try and defend himself from the attack. The claw briefly crashed against the watch before a bright light erupted. A shockwave sending any nearby Grim away. The ones not caught in the pulse looked upon the blonde with curiosity and caution. Especially when they saw him… change.

In the glow of radiant blue, Jaune's body began to twist and turn, bones shifting and morphing underneath his skin. His back hunching and limbs lengthening. His legs shifting suddenly as his knees inverted. Hair began growing in excess all across his body, a tail also sprouting out from the bottom of his spine. An echoing howl reverberated across the forest as a long row of teeth bared itself from his snout.

"Grrr, Blitzwolfer? I guess I can work with this." The new and improved Jaune stated, staring down at his clawed hands. He then looked around at the new thoroughly confused Beowolves. He'd comment on the irony of the situation, but it's not like he ever taunted his enemies.

"I'd say I would be ticked, but I don't have those. Can't say the same about you, though."

Okay, that was a lie. He absolutely taunted his enemies. Helped him calm his nerves.

"Let's get feral!" Jaune yelled out as he dived into the pack of Grim, ready to tear them a new one. First slicing at the one that tried attacking him first, then leaping over it and drop kicking another away. Subsequently launching him backwards where he spun around and sliced at yet another Beowolf. This one was able to move out of the way, but was ultimately cut down by a series of strikes.

One of the Grim was able to leap onto his back, but with agility fitting of a hunter, Jaune was able to flip forward and slam the would-be ambusher and rip its arm off with his maw before stabbing it with his claws, dragging it forward and tossing it to another Beowolf trying to charge in.

His ears perked up, urging him to quickly turn around and see another Beowolf leaping through the air with teeth bared and claws ready to tear him to pieces. Jaune went to meet it with his own set, but was stopped when another Beowolf tried flanking his side, forcing him to hold it at bay with said arm. Being fed up with the annoyances, Jaune let out a growl before forcefully shoving the annoyance away, turning to the flying Grim and opening up his jaw.

Twice.

His four segmented mouth opened to reveal deep blue flesh within. A screeching howl and soundwaves erupted from his gaping maw, sending his target flying, turning into dark smoke before it even touched the ground. Turning to the rest of them, he took a moment to breath before charging at them once more, knowing he was on a time constraint.


"That looks like the last of them." Jaune said through labored breaths. Certainly, he was a bit tired, as there were a few more of those Beowolves than he had anticipated, but nothing he couldn't dice through. Even still, he wasn't entirely sure how much time left he had with this transformation.

"I'll probably turn back any second now." He mulled, thinking to wait this out until he turned back. Didn't want to run into anyone and then mistake him for-

*Click*

His ears stood straight up, his eyes widened and his heartrate spiked as he heard the sound of a hammer being cocked back. As he did, the telltale beeping telling him he was going to revert back began as well. He raised his hands and began to turn around, hoping to try and stop whoever this was from firing at him.

"Hold on-" He began to shout, only for a resounding bang to ring across the field. Jaune stood there motionless, his eyes wide and pupils dilated. He looked up to where his head used to be, feeling where the bullet barely grazed his hair before looking back towards the flabbergasted woman that had just tried to pop his melon.

"What the- oh my gosh. I am so sorry. I thought that-but you were-" The woman began to ramble, though, her apologies and attempts to make sense of what she just witnessed were tuned out by Jaune. All things considered; you couldn't really blame him. He was still reeling from the fact that he almost died. Again. For what seemed like…hold on.

"Why can't I remember how many times my life was in danger? That can't be normal." Jaune slightly sulked, still not entirely used to the fact that he wasn't exactly what you'd call your average Huntsman hopeful. However, he still knew he'd need to introduce himself to his new partner. At least, he was pretty sure she was his partner now, if he remembered Ozpin's words correctly that is.

"Um, hi! I'm sure you have a lot of questions." Jaune began, knowing for a fact she would probably want some answers to a plethora of different questions. He was prepared to answer them, mostly because he along with his grandfather knew he'd have to. In fact, the whole crutch of getting into Beacon was dependent on this watch of his.

"I-wha- huh?" The woman questioned utterly perplexed as to what was going on. Jaune walked forward, slowly, as to not startle her any more than he probably already has. Also, just a little bit of news that you may have forgotten, she almost killed him.

"Right, how about we introduce ourselves…again. I think I remember you from the locker rooms, right? What was your name again? Sorry, I'm not too great at remembering names." Jaune lightly chuckled, hoping to get her back to some semblance of calm. Her face shifted a few times before taking a breath and nodding.

"Pyrrha. Pyrrha Nikos. And you are…John, If I remember correctly?" She asked, though the mispronunciation did hit a bit of a nerve for the Arc. He had heard far too many people mispronounce his name before. A certain someone doing it blatantly in order to get under his skin. He hated the fact it worked every time, but that was a story for another time.

"It's Jaune , you know, like Old Mantle. A-Anyway, yeah. That'd be me. Jaune Arc. Now, about what just happened here. Do you want the short answer, or the long one?" He asked, knowing that something like this was going to take some explaining. Especially seeing as how Pyrrha was going to be his partner for the foreseeable future.

"As much as I would like to know what the long answer is, we do still have Initiation to take care of, so I guess the short one?" Pyrrha said, half distracted. She was still trying to wrap her head around this. She just saw this boy-Grimm-mutant- whatever go from a large, lumbering wolf looking thing to the blond she had taken an interest in because he had no idea who she was. She moved away from her home to experience something new, but she didn't mean this.

"Cool, I was going to give you the short answer anyway. So, basically, I have this watch. It's called the Omnitrix, don't ask me how I know it's name, all you need to know is that it lets me transform into a bunch of different aliens." Jaune said, laying out what he knew about his device to her. Pyrrha of course, was waiting for anything else, but realized that really was all there was to it. She mulled over it for a second before presenting a very reasonable question.

"Did you hit your head when I pinned you to that tree?" She asked as gently as she could. Jaune looked at her confused before he realized what she meant, and also that the weapon she was holding was indeed the same one that had caught his still intact hoodie.

"I mean, I did but-wait, so you were the one who-that doesn't matter. I am perfectly fine. You even saw me as one of those aliens!" Jaune tried to argue, gesturing back to the bullet in the tree that was meant for his skull. A chill briefly going down his spine as he recalled that bit of news.

"Are you sure that wasn't just some Grimm?" She questioned again, still not entirely believing him. She was able to suspend her belief just a tiny bit to entertain this conversation. After all, she did see him turn back from… something, so there was some kind of argument on his side.

Jaune just wiped his hands down his face before taking a breath.

"Okay, look, I'm going to turn into another one of my aliens. Then you'll see." Jaune told her, looking down at the Omnitrix and seeing the watch had recharged again. With a motion, the hologram presented itself once more, with Pyrrha looking on with great interest. It certainly seemed like fairly advanced technology, if not just foreign. Still, the silhouettes he was scrolling through were fairly strange. Some looked monstrous, others looked almost cute.

"So, this whole 'transforming into aliens' thing. How does it work, exactly?" she asked, watching as Jaune deliberated exactly which of these 'aliens' he was going to choose. He'd want something that obviously screamed alien, but also wasn't going to be overkill. Or useless in this situation. Oum forbid he got someone that was completely useless out here in the grand open expanse of forest.

"I don't know exactly, but I'm pretty sure it alters my DNA to transform and then again to turn back. Now, should I pick you or…" Jaune trailed off, still trying to think of which alien he wanted to show off. Pyrrha at this point figured it wouldn't hurt to entertain the idea, after all this was an interesting conversation. Certainly, better than the one she was having with Weiss. Or rather, the one Weiss was having with her.

"Altering your DNA? Doesn't that sound…dangerous? I feel like something could go wrong with something like that." Pyrrha inquired again, bringing up some concerns about what he told her. At this, Jaune stopped for a moment to think on it before shrugging and going back to choosing an alien.

"I guess, but I haven't run into that kind of problem yet, so I don't think that can happen. Unless I've been really lucky these past seven years. Which, with my track record, is impossible. Aha! I've got it." Jaune exclaimed, finally deciding on which one he wanted to turn into. Pyrrha on the other hand still had some concern at his seeming lack of it. However, as she was going to try and advise him not to try and transform, Jaune had already pressed down on the watch.

A bright light illuminated the clearing once more, with Jaune hunching over, feeling his body begin to distort and morph. The muscles in his arms began to pulse and bulge. Only for a moment, before retracting into themselves and slimming down. His eyes glossing over and gaining an almost golden sheen. His head elongated and his skin began to turn a light blue. Stripes forming along his body along with his legs once again inverting. The last addition being a long tail sprouting from his spine.

"Haha! See? Alien." Jaune yelled in glee, happy to finally be able to show off his forms to other people. His voice was rather raspy, sounding rather different from his normal self. Pyrrha was certainly shocked at the sudden transformation. One moment there was a nice looking -if not seemingly mentally unstable- young man in front of her, the next moment this bluish reptilian…thing. It certainly looked 'alien' enough.

"Oh my. And that watch lets you turn into any alien of your choosing?" She questioned, suddenly very interested in his device. After all, it wasn't every day that you encountered someone with that sort of technology. She figured it was something Atlas had been working on in secret. Then again, that didn't explain why he was here using it so brazenly. She figured it was one of those things where they'd want to keep secret and hunt down if it ever escaped from their facilities. Like in the movies!

"Well, I really only have access to… fifteen different aliens, as far as I know." Jaune revealed, mentally counting off the different species he'd been able to transform into. Pyrrha was surprised at that, considering up until now they had only ever thought Remnant was the only planet with sentient life forms. If there were any more, surely, they would have at least tried to make contact with them, right?

"I also have a timer until I transform back. Kind of. It's still a little iffy on how much time I'm given. Sometimes it feels like I'm only an alien for two seconds, other times it's like I'm stuck in this form for three hours. I mean, there were times where I'd even transform into another alien from another alien. Those were the shortest of the transformations though." Jaune explained further, telling his partner about the other stipulations of his powers.

"Well, what can this alien do? Do you mind telling me what each of them does, actually? This is very intrigueing." Pyrrha requested. She was very much invested in what he could do at this point. Partly because she wanted to get to know him more, and other part…because she wanted to see how fighting him as those different aliens would be like. Give a girl some slack, okay? Not only has Jaune proven to her that aliens even existed in the first place, it's also been ages since she's found an opponent that she couldn't match. Maybe she just needed an actual alien to give her that challenge at this point.

That sounded a bit pretentious, didn't it?

"Well, how about I show you instead?" Jaune smiled, suddenly disappearing from view before reappearing behind her. A clear dust trail telling the spartan where he had moved. She turned, only to see that same dust trail pick up again. For a few moments, Jaune continued to dash just out of eyesight before finally stopping in front of her again.

"Pretty cool, right? I call him XLR-8. And yes, it's spelt exactly how I pronounce it." Jaune told her. Pyrrha blinked a few times before a smile graced her lips. Now she definitely wanted to see how well she'd fare against his aliens. It was just too good to pass up, really.

"With speed like that, it sounds like any amount of time would be enough to finish the job. Speaking of which, we really should get around to finding those relics." Pyrrha suggested. Jaune nodded, going to move, but then stopped himself and turned to her once more.

"Hey, here's an idea! Hop on. we'll get there faster." Jaune offered, lowering himself so that she could get onto his back. Pyrrha was taken off guard by the suggestion, but figured it wouldn't hurt to try. It felt a little weird getting onto the back of an alien that was actually her partner, but she made due. The only real thing making her uncomfortable was trying not to put her weight on his tail.

"U-um, are you sure this is a good idea? I'm not entirely sure this is safe." She voiced her concerns. It didn't seem that bad at first, but now that she had actually taken a 'seat', she could not find a position that she felt comfortable with. Jaune just smiled back at her before a mask dropped down from his headpiece.

"Don't worry, all you really need is a good grip around my shoulders and you'll be fine. It'll be like you're flying through the air." Jaune tried to ease her worries. Pyrrha looked at him, still a bit unsure, but willing to see this through. She could probably handle whatever speed he could go to. She was a four-time champion, after all.

"If you say so!" Pyrrha screamed as they suddenly took off at breakneck speeds. He wasn't kidding when he said it would be like flying. The only problem being that she didn't have a mask to protect herself from the air resistance. Instead, she simply brought herself behind his back to try and mitigate how much wind was blowing against her face.

"We'll be there before you know it!" Jaune called back against the loud rushing of air. Pyrrha said nothing, focusing instead on not letting go and flying off into a tree or two. Still, this was actually very fun, once you got past the feeling like you were going to ram into something at terminal velocity.


"Sorry about that, Pyrrha. If I didn't stop, we'd have both been sent flying." Jaune apologized, holding his partner in his arms. He noticed his time was running out, so he made an abrupt stop, which had subsequently sent Pyrrha flying towards a tree. He used the last moments of his transformation to speed over and catch her.

"Give me a moment, I think my mind is still trying to process." Pyrrha said, her tone neutral. Jaune winced at that. He probably should have at least tried to slow down at a more moderate rate. He had to remember she wasn't his sister. She wasn't used to sudden stops from high speed yet.

"Right. Anyway, it looks like there's a cave over here. You can stay here and uh…rest, while I go check if the relics are in there." Jaune offered as he helped Pyrrha set herself down onto the ground against the entrance of the cave. He figured she'd be fine. If anything, she seemed capable of handling herself if she got herself in a bind. Either way, he was pretty sure something was in there. Countless adventures in dark mysterious locations have told him that much.

"Kind of reminds me of the time me and Saph had to navigate that abandoned ice cream factory by ourselves. Boy was I glad the Omnitrix charged itself when it did. Otherwise, we'd have been out cold!" Jaune joked to himself. Though, if he thought about it, maybe trying to get as much 'free' ice cream for himself using one of his aliens prior to that encounter with the Grimm wasn't such a great idea.

"Then again, I suppose everything turned out alright. I certainly had that Ursa put on ice."

Ah, puns, the food of the soul.

"Hm, is that a relic? Kind of hard to tell." Jaune said to himself as he pointed his light source in front of him. Really, it was just the illumination of the Omnitrix, but he had it set for selection and the glow is what was giving him light. Was it a gross misuse of the tool? Probably, but it also made sure he was able to transform on a whim if something came jumping out at him.

"It almost looks like the lure of…" He began, only to see the 'relic' rise out of his reach and move back to illuminate the six glowing red eyes of a Giant Deathstalker. Jaune stared up at it as he contemplated his life choices up till this point.

"Right, so… not the relic." He muttered, backing up a bit before running towards the exit. It didn't take long before he heard the screeching of this cave's tenant and the scuttling of its legs, no doubt chasing after him.

"Definitely not the relic!" He yelled as he continued to try and get as close to the exit as possible. For as much as he would like to simply transform and fight this thing head on, he knew he was on a time restraint and would rather have an easy escape in case he couldn't kill it before he detransformed.

"Alright, so giant Deathstalker. Let's hope I get someone good!" Jaune asked himself as he slammed his hand into the dial, a flash of blue energy washed over the dark cave, Jaune beginning his transformation once more.

His muscles bulged; his jaw enlarged. His teeth becoming sharp and lengthening. His feet grew into a large paw-like foot, hands gaining talons, a large claw growing from the back of his hand out down past his fingers. His skin becoming covered in orange, black and white fur.

"Rha! Hrngh? Great, Rath! Now to get out of-" He began, seeing the light of the outside, but suddenly stopped in his tracks and gained an annoyed expression. He then turned around and began to walk towards the approaching Deathstalker with a snarl.

"Why the hell is Rath even running, anyway!? Rath never runs from a fight! Come here!" He shouted, sprinting towards the Grim, ready to throw down with the monster. Any thought of making sure he had an escape plan now completely out the window. It didn't take long for him to clash with the Deathstalker, jumping up and onto the enraged creature. Quickly punching at the thick carapace in an attempt to break it.

"Let me tell you something, Giant Enemy Spider! Rath doesn't care that you're ten times Rath's size. Nor does Rath care that he just called you a spider even though he knows fully well that you're a scorpion! Rath just wants to make you angry so that you'll fight him better! So, come on!" The transformed Jaune yelled out as he continued to try and punch his way through the defenses of his opponent. The Deathstalker screeched at him before using one of it's claws to knock him from on top and to the ground.

"Hey! Rath was in the middle of beating you to a pulp! Get back here and let Rath serve you a full course meal of butt whooping with a side order of noogies!" Rath demanded, getting back up and rushing his enemy again. The Deathstalker used its claws to snap at him, but Jaune either dodged the attacks or punched them away. He was hellbent on pile driving this thing into the ground if it was the last thing he did!

"Come on! Rath's getting bored! Rath hates being bored!" He screamed in anger, dealing blow after blow to the face of the Deathstalker. Each one sending shockwaves through the cave. However, before he could deal an especially brutal strike, he was forced to catch a stinger intent on impaling him through his chest.

"Now this is what Rath's talking about! Now lets- Hey, what the hell do you think you're doing!? Put Rath down!" The alien demanded as he was hoisted off the ground and carried through the cave. The tail flung him around, forcing him to prioritize not falling off as the Deathstalker scuttled its way towards the exit.

"Are you seriously trying to run from Rath while he's still pinning you down!? You coward! What are you, some dumb little chicken? Bawk Bawk!" Jaune tried to goad as the Deathstalker continued to scuttle forward.


"Oh dear, I hope everything's okay…" Pyrrha stated as she looked within the cave entrance. She had regained her composer not too long ago, and was now beginning to walk into the dark cave her partner had gone into. She was going to pick up the pace when she heard yelling and screaming, but stopped when she felt the rumbling of the cave. Then she was going to try and save Jaune should the entrance begin to collapse, but then she saw what looked to be a giant Deathstalker with a really big, buff, angry tiger on top of it.

" Grrr! Rath's going to crack you open like a big old walnut! Because you'd have to be a pretty big nutcase to try and take on Rath!" Jaune yelled as he tried to fight the stinger he was currently holding on to. It was here that Pyrrha realized that tiger thing was actually Jaune. She wasn't given much time to ponder on that as she was forced to evacuate, lest she be trampled by the rampaging Grimm.

"Jaune!? I thought you were going to check for the relics! What happened!?" Pyrrha called out as she tried to chase after them. It would seem the Deathstalker was blindly charging forward, not caring about where it was heading, instead more focused on getting… somewhere.

"A little busy at the moment, partner! Give Rath a few minutes and he'll have put this six-legged insectoid six feet under!" Jaune claimed, trying to time a jump so that he would end up back on the scorpion's back rather than be sent flying.

"Actually, scorpions have eight legs!" Pyrrha called back, still a little concerned about Jaune's wellbeing, but also feeling compelled to bring that bit of trivia to his attention.

"What!? No they don't! Look, it has two, four, six, eigh-…my wordplay works better with six legs, alright!?" Jaune replied, a little embarrassed that he had been corrected on the anatomy of his opponent. The whole ridiculousness of the situation was starting to get to Pyrrha. One moment, she's with this rather dorky, handsome young man, the next she's having an argument about how many legs a Giant Deathstalker has while chasing it. All while that same boy is currently a rather loud and angry sounding humanoid cat, who also just so happens to have a device that lets him transform into a plethora of other strange creatures.

Also he was naked.

"I'm going to need a long shower after this." Pyrrha said to herself as she tried to keep pace with her partner, who was still trying to wrestle the tail of his enemy.


"So…anyone else feel like this is a bit too much like a stroll through the woods?" Yang spoke as she continued through the forest. She along with her partner, Blake, had met up with a few other people and were now retrieving their relics. The rest of their small troupe looked amongst themselves and found that it had indeed been rather boring up until this point.

"I'll say. The only thing I've been able to have fun with was Mister Snuggles! I mean, what does a girl have to do in order to get some action around here!?" A ginger, let's call her Nora, bemoaned. She had landed down on the forest floor, using a Boarbatusk to break her fall. She then went about trying to find her partner, Lie Ren, and thusly stumbled across him as he was finishing off a giant, two headed snake Grimm. He didn't even have the decency to leave any for her to smash. From there, the only thing of note was Mister Snuggles, but he broke shortly after.

Over all, a pretty boring experience.

"I'd just be glad that our spot in Beacon is this easy." Blake commented. Truly, if Initiation was going to be this straight forward, she wasn't going to look a gift horse in the mouth.

"I'd knock on wood if I were you. Nothing good ever happens when you tempt fate like that." Yang said, warning her partner of the typical cliché. Blake just shrugged her shoulders, not buying into it at all.

"I'm not sure if any of you have noticed, but there appears to be a Giant Nevermore flying above us." Ren spoke up for the first time. His observation prompted the rest of them to look up. Sure enough, a giant avian Grimm loomed over the clearing, making rather odd turns and annoyed squawks.

"Huh. Do you think we should get it's attention to try and fight it?" Yang offered; fairly confident they could take it down with enough firepower.

"Oh! Can we, please!? Ren, can we!? I'm hungry, and I'm in the mood for some chicken." Nora begged with a certain edge to her voice. Ren didn't give an answer, most on account that he knew she had already made up her mind. Still, he'd play along to make sure she didn't get herself hurt too badly. She was reckless like that.

"Actually, if my hearing is correct, I think we should try to bring it down anyway." Blake told Yang. The others staring at her in confusion.

"Why's that, partner?" Yang asked. Though, before she could get an answer, there was a particularly loud yell coming from above. One that the blonde recognized all too much.

" SOMEBODY CATCH ME!"

"RUBY!?" Yang screamed as she spotted the black and red dot above her. The brawler's eyes widened as she thought about what to do. She then quickly turned to Nora, gesturing to her hammer.

"Nora! Launch me!" She yelled, holding out her hand. Nora caught on quickly and a manic grin made its way onto her face.

"Yes! Excitement!" Nora exclaimed as she grabbed Yang's hand with both of hers and began to swing her around and around. Eventually, she began to lose control of the momentum and gave her two more rotations before launching her towards her target.

"And she's outta here!" Nora yelled as she sent Yang flying. She watched as the woman readjusted herself and used her shotgun gauntlets to correct her course.

"Hold on Rubes! I got ya!" Yang promised as she rushed as fast as she could to catch her little sister. Thankfully, she was successful, and was soon able to use her gauntlets to slow her descent.

"Holy cow. Why did I ever think trying to ride a Nevermore would be a good idea!?" Ruby yelled aloud as she was carried down to ground level. Yang stared at her, dumbfounded that her younger sister would even think to do that in the first place.

"You what!? Ruby, even I know that's a bad idea! Did you have any sort of plan to catch yourself if you fell?" Yang admonished, checking over her form to see if there were any noticeable injuries to tend to. Even a torn sleeve could mean more gripping power for a Grimm. She wouldn't know what she'd do if something awful happened to her sister.

"Yang, I'm fine. I can handle myself. Thank you for catching me, but if I had to, I could use Crescent Rose's recoil to slow down my fall. Besides, we need to focus on the other person still up there." Ruby refuted, swatting away Yang's hands as she tried to look for any injuries on her person. Honestly, her sister needed to realize by now that she was becoming her own woman.

"Ruby, even if you are the bee's knees like I keep telling you, that doesn't mean-wait, other person?" Yang snapped her attention back upwards, seeing the Nevermore from before still flying through the air erratically. It's caws accompanied by another, equally as annoying sound.

"HOW COULD YOU LEAVE ME UP HERE YOU DOLT!?"

" Yeah. She's still up there. I TOLD YOU TO JUMP!" Ruby called up to the other girl still on the Grimm's back. She thought that she would jump off with her, but evidently not. Considering how she was pretty argumentative, she struggled to give much sympathy. Even when she could tell there was some kind of good in that personality, it was held back by such a shrill voice .

" IF I DIE, YOU'LL NEVER HEAR THE END OF IT!" The voice above screeched as a white silhouette jumped down from the Nevermore just as it began to fly away. No telling where it could take her if she didn't. Still, the woman got closer and closer to the ground, with no one moving to get her. Ren looked between all of them, surprised that not one of them wanted to even try. He sighed before volunteering himself and jumping up to meet her mid-fall. It was uneventful and nothing to note, but Weiss did use a glyph to make sure their fall was softened a tiny bit.

"Were none of you going to catch me!? At least he had the decency to step up to the- oof!" She exclaimed as Ren unceremoniously dropped her. He might have been willing to save her from splattering on the ground, but even he'd found her insufferable from the brief time he'd observed her in the auditorium. Besides, Nora didn't like her, so he didn't like her.

"So, partner…ready to get those relics?" Ruby suggested, wanting to be happy that the girl was okay in the end, but still lamenting the fact she'd have to work with her for the foreseeable future. Weiss just glared up at her and the rest of them for a moment before picking herself up and 'harumphing' away towards the relics. They'd seen at least that much from up on the Nevermore.

"You got yourself a real keeper there, Rubes. Where'd you find her? I want one too." Yang said sarcastically as she watched the white-themed girl mumble and stomp towards the ruins. Ruby scratched at the back of her head for a moment before shrugging.

"Found her out in the wild. I'm pretty sure she has rabies, but I'll try to get her to a doctor just to be sure." Ruby said, playing into the little joke between herself and her sister. Really, she wasn't going to just write off Weiss as a social failure on her part just yet. She'd give it a few days before deciding on that.

"Better than what I would have done, to be honest. Good on you for at least trying." Yang complimented, bumping Ruby's shoulder with her own. The younger girl giving her a nervous smile before looking back over to the still fuming Weiss with hesitant eyes. Trying wasn't so hard; it was just the matter of what trying really meant that was getting her mixed up.

"Man, she seems like such a bitch."

" Nora."

"Well, she does!"

"What's their deal?" Ruby asked as she saw an opportunity to veer away from the topic of Weiss. Yang looked back to the ginger and the guy with the pink stripe with mild interest before turning back to her sister.

"Oh, that's just Ren and Nora. They're a hoot. Got a classic goofball and straight man duo thing going on with them." Yang explained with a smile as she watched Ren trying to convince Nora that despite someone's personality, they should still be given respect. Not called some sort of She-Witch-Mega-Ice-Bitch.

Alright, that's not actually something Nora said, it's just a name Ren thought of calling her. Still, he had enough tact not to say it…out loud.

" GGRRHHAAA! That's enough! Rath's going to pile drive you into the ground and you're going to like it!"

"What was that?" Blake questioned as she heard the yelling and screaming of someone out in the forest. She'd stayed mostly quiet as they got to the clearing, which could also just be extended to her time out here in the forest. She wasn't the talkative type, especially not to humans she wasn't accustomed to. Especially when she learned there'd be a Schnee . In any case, her ears caught on to what she could have sworn was the grumble of a…tiger? She also noticed the rumbling that was coming closer at the same time. In only a few seconds, A Giant Deathstalker crashed through the tree line.

"I think there's a tiger trying to fight that thing." Yang guessed, squinting to see across the way. It was orange, she could tell that much. Though, in comparison to the Deathstalker, it seemed huge. Not to mention, its limbs looked…off. Even further from that, she'd never heard of a tiger living In this Kingdom, let alone this forest. What was that doing here?

"A kitty!?" Nora immediately swooned, awed by the idea that a cat was fighting a Grimm of that caliber. To say she wanted to keep it for herself was an understatement. A shame it couldn't have been a sloth, of course, but she wasn't going to complain about having a pet tiger.

"That's…not a tiger." Ren concluded, having better eyesight and being able to see the opposable thumbs currently gripping onto the stinger of the approaching Deathstalker. Even if he couldn't, the very distinctive yell and coherent words coming out of the creature's mouth were very telling.

" Su- PLEX! "

"I don't care what it is, that's freaking sick!" Yang exclaimed as she saw the orange tiger-not-tiger thing grab onto the stinger fully and then pull the Deathstalker from underneath it and flip it over its own shoulder, slamming the Grimm into the ground.

" I want it I want it I want it! Ren! Can we keep it!? Please!? I promise to clean up after it, and feed it, and bathe it, and wrestle it." Nora begged her partner as she pleaded for him to let her keep the 'kitty'. Ren was still looking upon the scene with a face of disbelief. He wasn't sure how none of the other three here were the same, but he still tried to keep his composure.

"Wait, something's happening." Ruby pointed out, hearing a beeping sound and small flashes coming from the orange thing before a significantly brighter flash erupted. Ruby didn't know what on Oum's green Remnant was going on with the Deathstalker and talking tiger thing, but the blue light that it gave off had broken her out of her bewildered stupor. Now that the light died down again, they saw in the place of the orange feline creature stood…a boy.

"What the fu-"

"Aw, where'd the kitty go? Gasp! Ren, do you think he's some sort of Werecat!? Let's go see!" Nora interrupted as Blake's expression finally changed from indifference to wildly confused. Ren was in the same boat, but he was going to actually investigate the situation first. Not that Nora would give him any other choice in the matter anyway.

"Come on, sis. Let's go see too." Yang goaded, pulling her sister along, still keeping in mind the Deathstalker that was still there, which meant that super cool suplex move hadn't killed it, but just knocked it out. If you were to asked her, that just made it cooler.

"If you say so…" Ruby reluctantly agreed, keeping her Crescent Rose in hand in case the Deathstalker got back up again. She didn't even know Grimm even could be knocked out!


"Huh. I was wondering when the timer would run out." Jaune said to himself as he took a step back from the giant scorpion to take a breather. It was a strange feeling, transforming back into his human body after being Rath. It happened with quite a few of the aliens, actually. They all affected him in some way after their time was up. It wasn't exactly debilitating or serious, but always something small. For Rath, he always just felt like he was on top of the world. Fitting, considering Rath was his most aggressive alien.

"Jaune!" Pyrrha called out to him as she finally caught up. Jaune waved back at her, looking down at the Omnitrix again as it locked into its red recharge state. With how long he was transformed, he'd give it…ten minutes. Tops. Maybe.

As he noticed the Deathstalker's leg twitch, he hoped that would come before anything else happened.

"Hey Pyrrha, sorry about all that. Rath tends to… escalate things. Anyway, are you alright?" Jaune asked as Pyrrha slowed down from her sprint. She took a breath, only a small sheen of sweat on her forehead indicating that she was even remotely tired. She then eyed the unconscious Grimm behind her partner before looking to him again. At this point, she wasn't even sure how to feel about him anymore. She wanted to fight him, sure, but she had to wonder how he kept up with all these different transformations. He said he had fifteen different aliens. The three she'd seen so far were so different from each other. How did he know which ones to use?

"I'm fine, but…Wrath?" She asked with an amused smile. The two aliens she knew the names of were ones she would have only thought of as a kid. Still, this one felt a bit too on the nose. Jaune at least had the decency to look embarrassed

" Yeah, I came up with it a long time ago… but I like to think they're not too shabby. By the way, It's Rath without the W. I didn't come up with it, Rath did. It's… complicated." Jaune tried to reason, unable to properly explain how his own transformation came up with the name even though it was still him in control. Pyrrha still giggled all the same, finding his mannerisms entertaining all the same.

"KITTY!"

"Wha-AH!" Jaune exclaimed as someone tackled him to the ground. He looked up to see a ginger haired girl on top of him with a manic smile.

"Kitty." She said simply, not making any moves to get off of him. Jaune stared at her for a moment before turning to either side of him. On his left was a surprised and confused Pyrrha. On his left, he saw a few approaching individuals. One of which was looking at the girl on top of him with tired eyes.

"Uh, hi?" Jaune greeted, unsure how to proceed from here. He wasn't bothered by the predicament, as he's experienced quite a bit over the years since obtaining the Omnitrix, but he also couldn't rightly ignore someone pinning him down either.

"Are you some kind of werecat?" The ginger asked him. She didn't say her name, or apologize for tackling him. She just wanted to know if he as a 'werecat'. She must have seen him as Rath, then.

"…Kind of? More like a werealien. My name's Jaune by the way. Nice to meet you." Jaune properly introduced himself, smiling up at her. If at all possible, the smile on the girl's face grew more excited before she turned to tired looking guy walking up to them.

"REN! HE'S A WEREALIEN! HIS NAME'S JAUNE! HE EVEN HAS A NAME AND EVERYTHING; WE HAVE TO KEEP HIM!" She proclaimed. 'Ren' sighed and bent down to pick her up off of Jaune, doing so with ease as he placed her to the side. He then bent down to offer Jaune a hand.

"I'm sorry about her. My name is Lie Ren and she's Nora Valkyrie." He offered. Jaune took the hand and got off the floor, dusting himself off while waving away Ren's concerns.

"Hey, it's no problem, man. Trust me, I'd be pretty excited too if I learned aliens were real. I mean, I know I was when I first got this thing. Oh, right, I should probably explain what I mean by that." Jaune chuckled nervously, realizing how he might have sounded to a stranger. Ren raised an eyebrow at him.

"Aliens?" He questioned, still a little skeptical. It wasn't like he was against believing in the idea, but he'd have to be given solid evidence of the fact before doing so. The red head behind Jaune stepped forward and nodded.

"It's true. I've seen him transform into one before my very eyes. Pyrrha Nikos, it's nice to meet you." She vouched, extending a hand for Ren to take. He shook it wordlessly, nodding to her before turning back to Jaune. His mouth twitched before sighing.

"I take it the device on your arm has something to do with it?" He asked. Jaune seemed surprised for a moment and tilted his head.

"How did you know?" He asked. Ren stayed silent, staring into his eyes for a bit longer before looking down to the wrist he saw the device with.

The wrist Nora was currently fiddling with. gnawing on, really.

"Nora has a pretty good knack for things she thinks are paranormal, or extraterrestrial in this case. If you'd like, I could try to pry her off of your arm. Again, sorry about her." Ren apologized, gesturing to Jaune's wrist, already moving to get his childhood friend off of him.

"Hm? Oh, I hardly even noticed. You wouldn't believe how many times I've had a greml-er, someone chewing on my arm." Jaune laughed off, correcting himself quickly before he accidentally called a stranger a gremlin. Socially inept he may be, but rude he is not.

"Speaking of which, are you going to elaborate on your history with the watch, or are you going to keep that a secret?" Pyrrha asked, idly glancing down to Nora as Ren tried to pull her off of Jaune's arm. The blonde himself regarded her, even as he felt his arm being involuntarily used in a game of tug of war.

"I guess I should, huh? Sure, It's not like there's anything else to do other than grab a relic-" Jaune began, only to pause as he heard a very distinct sound of his watch being used. His head snapped down to Nora, who's mouth was no longer on the Omnitrix, but was now holding onto it with her fingers. It turns out that Ren didn't have much luck in pulling Nora off. So much so that she was able to fiddle with the watch with her deft fingers without even seeming fazed by her friend's efforts.

"Woah, hey, maybe stop that before you break it, yeah?" Jaune said, his nervousness suddenly spiking as he also began to try and pry the ginger off of his arm. He'd never thought to mess with the Omnitrix before because, you know, alien technology and all that. Didn't know if it would turn it off with no knowledge on how to turn it back on, change it to some kind of alien dialect setting he couldn't understand, send a signal to whoever sent the thing in the first place…

Or, in worst case scenario -which is totally plausible by the way- activate some form of self-destruct mode. With it still attached to him. So, messing with it was a big no-no.

"Nora, let go." Ren stressed as he tried his best to pull her off Jaune. He'd never seen her this transfixed on something before as to ignore someone's personal boundaries for this long. Then again, she's never seen someone transform from a giant tiger-man back to human before either. Still, she was being far more energetic than normal, and that was saying something.

"Wait, I think I got it!" Nora exclaimed, seemingly having found something. What that was, Jaune didn't rightly care, because she was prodding the Omnitrix in a way he'd never even thought of. All he knew were the buttons on the top and bottom of the dial, the dial itself, and that he needed to push the dial down once he selected which alien he wanted. For reasons listed above, he never experimented with anything else.

"No, seriously, don't touch any-"

Beep-beep-beep

He never should have gone out into that forest on his own.

"Hey, it's blue! Does that mean you can turn back into the kitty?"

"Huh?" Jaune asked, opening his eyes after bracing for the inevitability of his arm being blown off. Only, when he looked down, he saw Nora no longer triggering a bomb on his wrist, but the Omnitrix…recharged. He lifted his arm to inspect It more closely, trying to see if there was anything amiss, or broken.

"Nora, how many times do I have to tell you not to mess with strange devices you have no business messing with? I'd think the first three times would have taught you by now." Ren reprimanded his friend as he looked down at her with a disappointed expression. Nora at least seemed to be sheepish after the fact she almost activated the self-destruct sequence.

"Sorry, Renny, but I could feel a really cool energy coming from that doohiki! Besides, I fixed it! See? Now, can you turn back into the kitty or not!?" Nora questioned as she rushed back to Jaune. He frowned, still looking down at the Omnitrix to see if anything was wrong with it as he answered.

"No, no. It probably just recharged itself while you were messing with it. Besides, it doesn't work like that. I actually have to select which alien I want to turn into. It's not like I can just turn into-"

*Flash*

"- Rath whenever Rath feels like it!" Jaune, or rather, Rath said as he loomed over the ginger with an extended furry finger. He blinked a few times before looking down at himself, realizing he'd turned into the alien in question without ever selecting him on the Omnitrix.

"Kitty!" Nora exclaimed as she launched herself onto his shoulder and attached herself to it. Jaune wasn't too bothered by it, far more concerned with how he transformed with a mere thought. Ren on the other hand realized just how large the creature he'd seen suplex the Deathstalker was.

"…I'm going to get a relic." Ren excused himself as he left. This was too much for him to handle at the moment. It was one thing to see something happen from afar, and only for a moment. It was another to have it happen right in front of your face. He needed to process this before addressing it again. Besides, Yang and Ruby were approaching, so they could deal with it now.

"Woah! It really is an alien! They do exist! I told you, Yang!" Ruby yelled as she turned to her sister. In truth, she was nervous when they were going to talk to so many new people. Now that she was given something they all could be bewildered by together, she was much more relaxed. It also helped that she always believed that aliens existed out in the universe, just waiting to be discovered.

"…Why are you naked?" Was all Yang asked as she took in the image of Rath and the fact he had no clothes on whatsoever. Even Pyrrha next to him looked at him expectantly, having wanted to know the answer to that since she'd seen this form. Jaune looked down at Yang for only a moment before answering.

"Let me tell ya something, blonde girl who's sisters with Ruby! Rath has no idea why he always shows up with not even a single thread of cloth on his body, but he is very self-conscious about it, and he asks that you please refrain from mentioning it!" Jaune told her, practically yelling in her face. Yang had to scrunch up her face from the hot breath he was spewing. At the very least, it didn't smell nearly as bad as she thought it would.

"Wait, Jaune!? That's you in there!?" Ruby questioned, figuring the only other person she knew here being the guy that had helped her up from her confrontation with Weiss. Jaune turned to her next and smiled, his sharp teeth on full display.

"That's right! Thanks to the Omnitrix, Rath gets to become Rath whenever he so pleases!" Jaune explained, tapping the blue symbol embedded in his chest. Still, his manner of speaking made them rather confused.

"Jaune, why don't you just refer to yourself by your name…and not in third person, for that matter?" Pyrrha asked, finding it strange that this transformation changed his personality so much. Don't get her wrong, this 'Rath' character he has going on seems very capable, and she wondered how fighting it would be like, it just seemed so jarring when compared to the timid and modest boy she'd met in the lockers.

"…Rath would really appreciate it if everyone stopped asking him questions he can't answer! It's making his brain hurt!" Rath responded; his eye twitched as he realized he had no solid answers to these questions. Mostly because he'd never really ran into this sort of problem before. The only people who even knew about the Omnitrix and its functions were his sister and grandfather.

"Am I the only one who's going to question how he can turn into that thing, or what?" Blake suddenly asked, having popped up from somewhere and pointing at the feline-human hybrid that some delusional nut-job would be convinced the Faunus originated from.

"You know, I think we just kind of got caught up that he is that thing-"

"My name's Rath! R-A-T-H! And don't ask him why it's spelt that way! Rath can't answer that either!"

"-right, why he's Rath, that we just forgot to ask. So, you said something about an 'Omnitrix'. What's that about?" Yang questioned, pointing to the thing on Rath's chest. It wasn't any symbol she'd seen before, despite it being rather simplistic in design.

"Rath would be able to tell you a lot better if he were one of the other aliens, like-"

*Flash*

"XLR-8, but…oh." Jaune looked down to see that he'd transformed to said alien. He also realized he'd transformed into Rath as he was going to say his name too, which made him think it had something to do with it. It had never happened before, with the only exception being the scarce few times he shifted from one alien to another. That only happened in critical scenarios though. He wondered if Nora's meddling had anything to do with it.

"Aw, no more kitty." Nora sulked as she fell to the floor, having had the big cat disappear beneath her. They all looked upon the new form with renewed interest.

"Woah! Wait, so you can transform into different aliens too!? How many do you have!? What can they do?" Ruby asked, getting in Jaune's face. To a point that on reflex, he activated his face mask and closed it, surprising the small reaper and causing her to take a step back.

"Hold your horses and I'll tell you, jeez. Alright, so here's the fast track of my powers. Normally, I can use the watch on my wrist, called the Omnitrix, to select and transform into a bunch of different aliens. Fifteen from my count so far." Jaune explained, getting nods from Ruby and Nora. Pyrrha seemed interested in learning more, simply listening. Yang for her part just seemed conflicted on whether or not to be concerned at how this sort of technology hadn't been hunted down yet. As for Blake, she seemed to be in her own head, wondering how this could affect the world at large if anyone were to see these 'aliens'.

"Ah, what about that first alien I saw you as? What was their name?" Pyrrha decided to ask, remembering the wolf-like creature she initially encountered Jaune as. Jaune shivered at the memory, recalling just how close of a brush with death that had been. Thinking on it, at this point, he could now pin two near-death experiences on his partner alone.

"That was-"

*Flash*

"Blitzwolfer…hm, now I'm really starting to think something's up." Jaune commented, once again transforming into the aforementioned alien.

"Doggy!" Nora suddenly righted herself again and attached herself to his shoulder once more. Jaune chuckled a bit at her antics, already finding her to be quite endearing. He had to wonder where Ren went, though. It shouldn't have taken this long to get a relic, right? On that note, he thought to go and get one for himself and Pyrrha, but felt his ears pick up something. He heard the shifting of a weapon and turned to see Ruby pointing a gun at his head- pointing a gun at his head?

"Woah woah, sis! Put the gun down!" Yang exclaimed in panic as she gently pushed the barrel of Crescent Rose down. It took her a moment, but Ruby seemed to have broken out of whatever trance had taken over her and hurriedly shifted her weapon back to its compact form.

"Oh my gosh! I'm so sorry! I don't know what came over me! I-I just saw a big wolf and thought it was a Beowolf and-and-and-" Ruby stuttered, looking up at Jaune as he stared at her wide eyed. She really didn't know what it was at that compelled her to take her weapon out at that moment, it was like reflex.

"Hey, hey! Don't worry about it. It's no problem, no need to make the situation hairy. I get it. Besides, It's not like you're the first person to mistake me for a Beowolf. Just ask Pyrrha here." Jaune tried to calm Ruby down, inadvertently throwing his partner under the bus as well. Immediately, Pyrrha went from shocked that Ruby had been aiming a gun at Jaune's head to embarrassed that he'd bring up that she'd done it as well. Especially when the others were now looking at her sideways.

"W-well, I wouldn't say I mistook you for a Beowolf, I just saw a bi-pedal canine creature and reacted accordingly." Pyrrha tried to defend herself. She knew no one was buying it, mostly because she herself didn't buy it. Jaune only made it worse.

"…You shot at me, Pyrrha. If I didn't turn back to normal when I did, I'd have met my silver bullet by now." Jaune laid out for her, letting her know that he'd be less than alive if that bullet had landed where she originally intended it to go. The spartan shrunk in on herself a bit at being called out for it. Ruby at least seemed less horrified at what she almost did, at least. Silver linings and all that.

"Wouldn't your Aura protect you from that, though?" Blake asked, perturbed by the creature before her simply because of how dog-like it was, but also rather curious as to why he was making a big deal out of being shot. Anyone with Aura would be able to tank at least one bullet from any sort of standard Huntsman firearm. She didn't know what he was making such a big fuss about.

" Right. Aura. The thing that I totally have." Jaune suddenly was very tightlipped, looking away from them with a nervous expression. At least, what amounted to a nervous expression with his wolf-like features. Yang looked at him strangely, getting the distinct feeling the opposite of that statement was true.

"Jaune, don't tell me you don't have Aura." Pyrrha inquired, suddenly very aware of the fact she'd pinned him to that tree with enough force to behead an Ursa. The thought of what could have happened filling her mind. His silence only made it worse.

"Oh my Oum, you don't have Aura." Ruby whispered under her breath with renewed horror. Her stint with pointing her gun at him all the more guilt-ridden because of it. The rest of them were equally as stunned at his bravery and or stupidity at coming out here without his Aura unlocked. Those not in the loop between himself and Pyrrha wondered exactly how he managed to land from being launched off the cliffs, and if he had some sort of flying alien or not.

"So, uh…do you guys want to see my other aliens-" Jaune tried to change the subject, only to hear the sound of incessant screeching, followed closely by the sounds of bullets and a plethora of heavy objects hitting the ground.

"Are you all done with the parle, or are you going to HELP US!? " Weiss screeched as she once again avoided a hail of feathers being dropped down by the Giant Nevermore. Ren beside her was also trying to fire upon the Grimm, but found little success. His duel SMGs were not very useful beyond close to medium range combat. A fact he was lamenting at this very moment.

"Oh look! They need help! Let's go lend them a claw!" Jaune suggested, already running over to Ren and Snow Angel -he just noticed she was there too-, his gait being very fast thanks to being able to move on all fours. He really didn't want to have that Aura conversation at the moment. Instead, he was intent on getting back into the fray.

"Jaune, wait!" Pyrrha tried to call back to him. However, the Deathstalker that's been previously comatose was waking back up, and it was pissed.

To be fair, you would be too if some roided out furry that wasn't even a fifth of your size was able to take you down.

"I knew this was too easy to be true!" Yang yelled out as she readied her shotgun gauntlets. Her shotgauntlets, as she would call them. Nora sprang up next to her with a manic smile on her face, gleefully excited to finally fight something that wouldn't break in the first three swings of her hammer.

"Renny can handle himself for a few minutes. Right now, mama needs to smash something!" Nora laughed as she stared down the giant Grimm. The Deathstalker's carapace seemed cracked, but otherwise fine. They had to wonder what kind of middle ground strength would be needed to throw such a beast, but not kill it. The thought of why they didn't think to finish the job when they could also crossed their minds, but the discovery of aliens and how someone could transform into several different ones sort of derailed that thought before it could even form.

"I'm going to need a long shower after this." Blake sighed as she took a step behind the others, being more of a support and ambush fighter than anything else. She heard a small laugh come from Pyrrha as she brought up her shield and brandished her spear.

"Tell me about it. Well, after all this, I hope we can all get to know each other a bit more!" Pyrrha said as she dodged a pincer and sliced at it.

"Sounds good to me! I really like your weapons by the way! Do you want to exchange weapon blueprints later? I think I might be able to help you with your rifling if you're interested!" Ruby offered as she zoomed around the Giant Deathstalker and firing experimental rounds across its body to see if there were any weak spots in its bone plating.

"That sounds lovely!" Pyrrha accepted gleefully, feeling like she as already making new friends. It felt good. Far better than she'd anticipated, and far easier to boot. Jaune was a bit of an odd case, but he still seemed nice, all things considered. She still wanted to see more of those aliens, but she could manage without for the time being. She was still thinking of ways to counteract, or even anticipate any attacks coming from the speedster alien when she had to fight it.


"Is that really important right now!? Stop hounding me about it and focus on the task at hand!" Jaune yelled as he used his sonic waves to knock away another slew of feathers, using them again to try and shoot the Nevermore out of the sky at the same time. Ren beside him was still trying to use his guns to fire upon the avian.

"I'd have to agree. I would think focusing on the enemy would be the wise choice." Ren wanted to reason, once again having to get out of the way of a stray feather Jaune couldn't hit. Ones that their third member couldn't get to either, of whom they were currently arguing with.

"Oh, I'm sorry. I didn't know I was meant to simply accept the fact there's a walking, talking wolf fighting with us without a word. What even are you?" Weiss complained, idly catching a few feathers in her glyphs and using Gravity Dust to send them back. Regardless, she did have a point. It was asking a bit too much to expect a stranger to just accept the fact a strange creature would be fighting alongside them without asking any questions.

" I'll explain later. Now, if the Omnitrix is working the way I think it's working right now, I think It's time I give this flying hothead the-"

*Flash*

" Big…Chill." Jaune whispered through a breathy voice. Ren only looked at him for a moment before sighing, mentally cataloging that he'd need to process this later. For now, he was still focused on evading the Nevermore's attacks. Weiss seemed entirely caught off-guard. She was able to dismiss the idea of the wolf-thing, as she thought it was just some freakish Faunus. This however, she could not explain as anything other than a creature straight out of a horror novel.

With big, moth-like wings, insectoid eyes and antenna, misty breath seeped through grit teeth. It's body strangely humanoid, despite the carapace and exoskeleton. A layer of frost permeated its body as this new creature kept afloat, looking up at the Nevermore as it launched it's next attack at them, not even bothering to try and move out of the way.

" Jaune!" Ren tried to warn, noticing too late that the boy wasn't going to move in time to dodge the attacks. His stomach dropped as he watched a feather go right through the alien's chest.

But then became confused when he realized the feather went right through the alien's chest.

"What?" Weiss asked in bewilderment as she watched this blue insect creature phase through the object in a semi-translucent state. A haunting laugh came from it's mouth as it rolled it's shoulders, disturbing cracks and pops not too dissimilar to ice breaking resounding.

" Is it just me, or did a cold breeze blow through?" Jaune asked, his wording absolutely deliberate. Even so, he stared up at the giant bird, his eyes focusing before he began to fly up towards it. Ren didn't know what he was going to do, or even what he couldn't do with this new alien, but if he could phase through solid objects, he figured he should still try and give suppressing fire.

"What has this world come to?" Weiss lamented as she used her Ice glyphs to fire missiles as well. She had no idea what that thing had in mind, but she wasn't going to sit around and wait for the conflict to resolve in case it couldn't get the job done.

" Alright, I just have to catch up to it, freeze a wing and get out of the way of it's gaping maw!" Jaune yelled as he realized the Nevermore was heading directly towards him with it's mouth wide open. It probably thought he was some kind of super-sized bug snack. He was barely able to bring his hands up to catch the beak as it tried to close down on him. If he tried to go intangible now, he'd miss his opportunity to catch up to it and stop it before it was able to throw down another rain of feathers at his friends. Unfortunately, that also meant he was staring down into the deepest, darkest depths of it's mouth.

"You don't have a tongue? Cool." Jaune said to himself as he struggled to keep himself from being bitten down on and swallowed. He's has enough of that for one lifetime, thank you. However, it still didn't stop the Nevermore from squawking and screeching directly in his face. Despite his predicament, he still kept a cool, level head about the situation. Mostly because he already had this in the bag.

" You need to chill OUT." Jaune stressed as he took a breath before exhaling a massive stream of cold energy from his mouth directly into the Nevermore's gullet. The Grimm only panicked for a moment before the whole of it's head was frozen solid. It's body soon after went limp and began to turn to smoke as it fell to the ground. Jaune then decided to phase through the disappearing body and stare down at his latest kill.

" Talk about brain freeze."

God he loved puns.


"I… don't like this one."

The first words to come out of anyone's mouth when he came back down. Nora was apparently not a fan of Big Chill.

" …That's cold."

"I think I'm going to like you." Yang smiled as she appreciated the brand of 'funny' this guy apparently had. Was it witty? If you asked her, then yes. Was it funny? If you asked her, also yes. If you asked anyone else? Well, let's just say they hated her for telling the truth.

"…You're saying that's the guy from before?" Weiss asked Ruby as she stared upon the alien. Jaune figured they dealt with the Deathstalker then. It made sense, they had five people dealing with it. If he along with Ren and Snow Angel were able to take care of the Nevermore, then it absolutely stood to reason they would be able to take it down no problem. It also seemed as though Ruby filled her in on the Omnitrix situation.

" And still chill as ever, Snow Angel." Jaune tried to come off as suave, but it didn't seem to work as well as he would have hoped. Weiss just scrunched her nose up at him before rolling her eyes and turning to leave. No one stopped her, mostly because they didn't have the best opinion of her and would rather do without her company.

"What's this guy's name then? Big Blue?" Yang asked as she approached him. She tried to place her arm on his shoulder to lean on him, but flinched away when his skin felt as cold as ice. Which was weird, as she couldn't even feel it before touching him. Usually, the air around a cold object tended to be cold as well. That was not the case for him somehow. Curious.

" Close, but no cigar. The name's Big Chill." Jaune introduced himself, folding his wings around him, making something akin to a shawl or poncho. The hood was a nice addition, Yang thought.

"I'm assuming ice powers, if the Nevermore is anything to go by?" Pyrrha guessed, remembering seeing the Nevermore dropping out of the sky with it's head entirely encased in ice. Yang rubbed her arm as she tried to get warmth back into it.

"I'll say. You're frigid, man. Aren't you the least bit chilly? " Yang questioned, finding it hard to believe that anyone could be so nonchalant about being so damn cold. Even those with ice-based Semblances weren't entirely immune to their own powers. Still, Jaune just shrugged.

" The cold never bothered me anyway."

"You're on thin ice, buddy…oh no." Ruby cursed under her breath as soon as she realized what she said. She was already fed up with one person making so many puns, she didn't need another. Especially not when that person is already so cool having the ability to change into different aliens. He shouldn't be ruining that image by being like her sister!

"So, I assume you have a 'base form'? Or are you perpetually like…this?" Blake questioned, not having really seen 'Jaune' as he was before allegedly transforming into an alien.

" Now that you mentioned it, ever since Nora messed with the watch, I haven't timed out at all." Jaune commented, looking down to the symbol on his chest. It hadn't made a peep since then, and he worried briefly if he wouldn't be able to transform back now.

"Can't you just think about turning back? Isn't that how you changed from alien to alien before?" Pyrrha suggested, piecing together the fact that he turned into Rath, XLR-8 and Blitzwolfer just by mentioning them.

" Pyrrha, if it were that simple, I would have-"

*Flash*

"-tried that by…thanks, partner." Jaune lamented, conceding to the fact that he might not know everything there is to know about the Omnitrix. Still, it was good to know he can transform by thinking about it. He was back to his regular, tall blonde and only kind of lanky self. Still, he had to wonder what else the Omnitrix could do.

"You're…not what I was expecting." Blake said, looking at him with a lightly scrunched up face. If she was being honest, she was hoping for the alien morpher to be Faunus. At least then she wouldn't be the only other Faunus taking Initiation this year.

Jaune gave her a flat look before sighing.

"Oh, gee, thanks. Here I was not judging you based on your appearance." He said sarcastically, beginning to walk away. From all that they'd needed to do and what he was able to get done, the last thing he needed was someone being disappointed of all things in his base state. Felt shallow, to be honest. In any case, they all followed after, if only because they had nothing else here and needed to head back to the cliffs to finish Initiation.

"Hey, chin up, Blue. I'm sure she just meant you aren't what someone would picture as being the closest thing to being an action hero." Yang tried to excuse, not thinking her partner to be malicious in her wording. Blake of course, took the out she had been given. Even if the 'out' was incidental to someone giving her the benefit of the doubt.

"Blue?" Pyrrha questioned, wondering what kind of nickname Yang gave to her partner. Jaune himself had a pretty good idea why he was crowned with it, but you know what they say about assuming. Yang just shrugged and pointed to the Omnitrix.

"The watch is blue. It's not that complicated. He's blue, you're the girl from Pumpkin Pete's, so P-money. Nora's a rockin' warrior chick like me, so she gets Gondul-"

" Thank you for respecting my heritage, by the way!"

Yang gave her finger guns before continuing.

"Ren is Stripe, my adorable little sister is Rubes, Weiss is Ice Queen, Weisscream or anything else that will piss her off…" She continued, pointedly ignoring the fact the woman was no more than five feet away from her. The girl gave her a glare before beginning to walk ahead of them so she wouldn't have to listen to them any further.

"And Blake is Blakey." She finished, giving her whole spiel on who's nicknames were what so they knew who she was referring to for future reference. However, that last one did raise more than a few eyebrows. Mostly because of how basic of a nickname it was. In fact, it could be argued that wasn't a nickname at all.

"Look, I give nicknames based on what I see and what you give, and unfortunately for you Blakey, I have not seen much nor have you given me much." Yang laid it out as flatly as she could, not happy with the name either, but until she knew the girl better, it was the best she was getting. Blake just shrugged before pulling out a book and began reading, having about enough of social interaction for the time being. Here, Nora slinked over to Jaune's side and gave him a conspiratory smile. However, before she could either ask him about his aliens again or reach for the watch once more, Ren was right there to hold her back.

"That's enough meddling from you, Nora. If that Omnitrix really is alien technology, who knows what kind of functions it has. You're lucky your fiddling ended in something positive this time. We might not be so lucky if you try it again." Ren warned, feeling like an overworked parent as Nora tried to reach for Jaune's watch from behind his grasp.

"But I want to see what other aliens he has!" Nora complained, kicking her feet and lamenting the fact she was so much shorter than her friend. Jaune rubbed the forearm right underneath the Omnitrix out of habit, and got an idea.

"I might be transformed out right now, but I wouldn't mind telling you about all the other aliens I have. Probably have to go without naming them, though. Trust me when I say we do not want me transforming into some of those right now." Jaune warned, thinking about how terrible it would be if he turned into four very specific aliens in his roster. Three of them because in a place like this, it would mean a lot of collateral if he made the wrong move. The fourth one because he'd be suffocating if he did.

"If I remember correctly, you were Rath, Blitzwolfer, Big Chill and XLR-8, right? By the way, what do Blitzwolfer and XLR-8 do? I don't think you told us that. Also…sorry again for the whole almost shooting you thing." Ruby apologized, at first curious as to the two aliens she'd seen but not witnessed in action along with the other eleven he'd claimed to have.

"Hey, water under the bridge, remember? Besides, I'm more than happy to spill my guts to my friends. That's what being friends is all about, right?" Jaune laughed, looking around to see himself surrounded by his peers.

For a long while, Jaune felt like he was alone. Even with a family as big as his own, it was easy being lost and lumped in as 'one of the arc siblings'. It also didn't help that while many of his sisters had found their calling in something or other, he…didn't. He was lucky his sister Saphron was in the same boat as he was and shared the sentiment. Thankfully, on that fateful night, when his grandfather decided to take both him and his sister out camping to help raise their spirits, he stumbled upon the Omnitrix.

From there, he'd figure out what it did little by little, using it only sparingly as not to alert any of his other family members. The only ones who knew about it being the two he'd been on the camping trip with. On occasion, he'd also use it to go Grimm hunting and even save a few people. Unfortunately, his grandfather also stressed the idea that the Omnitrix was a piece of technology people would kill to have, so he had to keep it a secret. A lonely life is what he had…until now.

' Finally, after all this time, people I can call friends.' Jaune thought to himself as he basked in the feeling of finding his people. It took a lot of doing, trying to convince his grandfather he was capable enough to take on the responsibilities of using the Omnitrix publicly along with forging transcripts to get into Beacon, but he'd done it. Now he was here, ready to become a Huntsman and save as many lives as possible, just like his ancestors.

"Actually, hold on. You still don't have Aura! What were you thinking even attempting Initiation without it!?"

"Wait, that's right! Explain yourself! Why do you have that really cool watch, but not Aura!?"

"Uh…"

*Flash*

"Last one to the cliffs is a rotten egg!"

"Hey! Don't just turn into XLR-8 to run away-"

"See you later, partner!"

He in fact could turn into XLR-8 and run away. Quite fast too. At least…for now. As for when they inevitably catch up? Well…that was future Jaune's problem. For now, he was going to enjoy his head start and take this time to think about what he was going to say to them after the fact. Still, as he recounted everything that's happened during their adventure in the forest, he idly took note of the position of the sun. Only one question rang through his skull at the moment.

"I wonder what time it is back home?"


Hero time. The answer is always Hero time.

Hey all! This is my first step into the Ben 10 fandom, so hopefully I got enough details right not to muck anything up too royally. But even if I do, I'm going to pretend it was on purpose and call it 'artistic liberty'. Do I know a blue Omnitrix already exists? Yes, in Ben 23. Was I being intentionally vague with which version of the Omnitrix Jaune has? Also yes, because it's going to be an amalgam of the different Omnitrixes throughout the series.

Am I going to include any of the villains from Ben 10 to this story? Fuck yeah. Mostly just Vilgax though. It wouldn't make much sense to add any of the others, as they do originate from Earth. Some of the other alien characters will probably make an appearance as well, we'll see. For now, I just want to make Vilgax the main Big Bad right next to Salem and her consort of fuckwits. I'll try to make him as menacing as he was in the OG series.

Still, I also want to establish that Alien X will not be used here. Not because I think he'd be too broken or whatever, but because…well, I just don't want to. I also want to showcase some of my favorite aliens here. There will still be big hitters of the roster, trust me, but they are Ben's aces for a reason. They're not meant to be popped out willy-nilly.

Now, because I know some of you are going to be asking whether or not the ultimates will be making an appearance, my answer is…I don't know yet. I can also already hear some of you vehemently arguing why it would be a good or bad idea to do so, but please refrain from typing out your arguments for now. Hear me out. If I decide to, I probably won't be doing them exactly as they were in the show. It will probably work differently. Not to say I'm going to change the mechanic entirely, just that attaining it won't be from some shoddy attempt to 'improve' or 'copy' the Omnitrix. You'll see. Maybe.

Also, If I do implement ultimates, some of them will be different than their originals. Some of them will be ideas I came up with, others will be inspired by the fellas over on Ink Tank. Again, inspired, not copied. I'm not a plagiarizing hack, and I respect what they do enough not to do that. So again, not definitive whether I'll do ultimates, but if I do, they'll be different in function, execution and design. On that note, I'll list off all the 'normal' aliens he has here. I'll leave the heavy hitters up for you to guys to guess. There's three. I don't want to hear how Big chill is one of his heavy hitters and how I showed him off too early. I just like the guy, okay?

Blitzwolfer

XLR-8

Rath

Big Chill

Upgrade

Swampfire

Brainstorm

Loadstar

Terraspin

Ripjaws

Grey Matter

Good? Bad? I don't care. I go off of the ones I like and what I would want on my Omnitrix if I could choose. In any case, I hope you enjoyed, I wish you all a wonderful day, and I will see you all in my next chapter. Toodles~!