Disclaimer: I do not own Ben 10 or Bleach, which solely belong to their respective owners.
Hey, guys. Yes, I know it's been awhile but I had trouble getting myself motivated to write. Not due to lack of interest in the story, I assure you. Just that I had trouble getting up and actually writing. I finally gave myself a goal: write at least a thousand words a day. Surprisingly did wonders for me. Well, I won't hold you guys up too much. First and foremost, I would like to thank both Vandenbz and Ryujin Jakka 92, formerly known as Pyromania101. I appreciate the work they've done into proofreading my story, though I am trying to improve my grammar so I'm not dumping a heap of work onto them.
And now, onto the chapter:
Ultimate Heroes Part II
Once again, Ben found himself about to train with Tōsen. Both were back out in the courtyard, Ben waiting anxiously as Tōsen drew his zanpakuto. Off to the side, Lilynette was sitting down beside Harribel's Fraccion, who had received permission to watch from their leader.
"I believe you are finally ready to face my Bankai, Ben," Tōsen said once he had fully drawn his sword. Ben had a strong feeling that was what they would be going over and wondered what Tōsen was capable of. "You must remember that all Bankai are different but hopefully this will show you that once a Captain uses theirs, you must be prepared for anything."
Ben nodded as he activated his Ultimatrix, scrolled to the alien he wanted, and slammed the dial down. In a flash of green light, he had changed into an alien that resembled a human-sized, red manta ray.
"What alien have you turned into now?" Tōsen inquired, the familiar noises easily indicating that Ben had transformed.
"I call this guy Jetray!" The alien declared in a raspy voice.
"Another fish guy?" Apacci asked, not particularly impressed by the alien's appearance. "Wonder what he can do."
"A new alien, hmm?" Tōsen mused. "Well, let us see how well you do with this one." He held his sword up with his right hand and placed his left upon the crossguard's ring. Jetray's eyes narrowed as the ring suddenly started spinning. As it spun, it started getting noticeably bigger. At first, it was as big as Tōsen's hand and then all of a sudden grew to be as big as Tōsen himself! "Bankai!" Tōsen declared. Suddenly the ring detached from Tōsen's zanpakuto and somehow managed to split itself into ten rings that encircled the Soul Reaper.
"Okay," Jetray muttered at the sight. "Not what I was expecting."
Instead of responding to the hero's quip, Tōsen slashed the air with his sword and the rings scattered. Jetray was about to attack, thinking the rings were coming at him, only to be confused when the rings instead formed a large perimeter around him. Jetray tensed, wondering what sort of attack they were going to do.
Suddenly something that could only be described as a dark void began to form within the rings before oozing out of each one like a giant blot of ink. Jetray watched in amazement as the darkness from each ring mixed with each other, shaping into what seemed to be a giant black dome. And he was inside it.
…
Off to the side, Lilynette and the others watched as the giant dome was completed, the rings forming ropes that connected the dome to the ground.
"Now we can't see what's going on!" Lilynette whined in annoyance.
"So this is Tōsen's Bankai," Mila Rose said with narrowed eyes. "I wonder what it's really capable of."
"And whether or not Ben has what it takes to overcome it," Sung-Sun added.
"Ben will," Lilynette said and the other girls were taken aback by the sheer amount of confidence in her voice. "I know he will."
"Don't be too sure of him, Lilynette," Mila Rose cautioned the smaller girl. "Tōsen is a former Captain of Soul Society, one of their best fighters. Ben will probably have to do something very clever to get himself out of this one."
"Just watch!" Lilynette snapped at her. "Ben's gonna kick Tōsen's butt and come out of there like it was nothing. You'll see."
Apacci sneered. "You seem pretty attached to Ben, Lilynette. Since when you were two buddies?"
"Since I had somebody who I could actually spend time with instead of just lying around like Starrk does," Lilynette replied smartly. She looked back at the dome, her gaze intense. She mentally cheered Ben on, confident that he would succeed.
…
Once the dome was complete, Jetray could see absolutely nothing. Not even the hand in front of his face. He blinked a few times but it was so dark that he couldn't tell if his eyes were open or closed anymore.
"What is this supposed to…?" Jetray wanted to ask but froze when he realized that although his mouth was moving, no words were coming out. Jetray cried out or at least tried to, but was still unable to make a sound. He wasn't just unable to see, he wasn't able to speak either.
He had little time to adjust to this development when he felt a light cut across his stomach. Jetray silently screamed in pain as he staggered. Tōsen had attacked but he hadn't seen him coming. He hadn't heard anything either! Then it dawned on the wielder of the Ultimatrix: this was Tōsen's Bankai. As long as he was in this dome, he couldn't see, hear, or talk. Though he could apparently still feel, as the cut he had received hurt a lot. Out of curiosity, he took a quick sniff and found that he couldn't smell anything either. So this dome disabled four of his five main senses. Jetray tried to think of a strategy when he felt another cut, this time on his back, and it was a little deeper. Jetray fell to the ground. He definitely understood why Tōsen had warned him about Bankai. If all the Captains were capable of something like this…
Jetray figured that if he could escape the dome, then he could regain his senses and come up with a better strategy. Even if Tōsen wasn't aiming to kill him, he wouldn't last long if he just stood there and kept getting injured. With no other choice, Jetray shot into the air, hoping to fly straight up and out. His only hope was to move faster than Tōsen could attack. But instead of getting his senses back, Jetray felt himself slam into a wall. The impact was strong enough to stun him and Jetray could feel his body plummet to the ground below.
He winced as his back came in contact with the ground, sand getting in his cut. If that didn't make matters worse, he felt the flat of Tōsen's sword strike him, this time with enough force to send him reeling backward. Okay, so he couldn't just leave the area. Looks like the only to get his senses back was to beat Tōsen. But how was he supposed to beat someone he could only feel? Jetray froze as an idea came to him. On instinct, he reached to where the Ultimatrix dial was on his chest and felt himself transform.
…
Tōsen said nothing as he heard the familiar sound of Ben changing aliens. Throughout this session, he clearly had the upper hand. He heard a whooshing sound, signifying that this Jetray alien was capable of flight, and then the sound of something hitting a solid surface. So Ben thought he could escape Tōsen's Bankai and learned the hard way that it was impossible. Of course, Ben had no way of knowing the only way to regain his senses was to touch Suzumushi's hilt. So Ben had decided to use a different alien? Tōsen couldn't deny his curiosity, wondering if Ben's adaptability would help him overcome this obstacle. Tōsen charged forward and swung his sword again. This time he froze when he felt his zanpakuto strike something unusual. It felt like he had cut into something that was partially liquid. He had little time to ponder this when he felt the substance latch onto his blade and move along towards his hand. He tried to pull away but felt himself being pulled forward and then his entire body was engulfed in the strange, liquid substance.
Ben realized he could see the moment he pulled Tōsen into his body. Since he needed to allow Tōsen to hit him in order to attack, Ben had turned himself into a vaguely humanoid alien composed entirely of a green slime-like substance, the Ultimatrix symbol on his chest while a small ufo hovered above him.
"Gotcha!" The slimy alien said in a high pitched, though smug tone. He shifted Tōsen around within so that the Soul Reaper's head was sticking out but the rest of him was still stuck in the alien's body.
"As before, you continue to surprise me, Ben," Tōsen said, trying to get free and finding it difficult to. "So, I'm assuming you have transformed into a formless alien with a body composed of pure liquid."
"That's right," the hero said. "That's why I call him Goop!"
"Well done," Tōsen genuinely complimented. "As you have no doubt realized, my Bankai, Suzumushi Tsukishiki: Emma Korogi, creates a vacuum that nullifies all of my opponent's senses except for touch, and that no one can escape it save those who touch the hilt of my zanpakuto. Of course, if you manage to hold the entire sword at once like you have, that works as well."
"That's a crazy power you have," Goop said respectfully. "Bankai really are dangerous. Kinda wish Aizen had told me what the other captains could do."
"Take it as a sign of his confidence in you, Ben," Tōsen told him. "So, about this Goop form of yours? It is capable of reforming itself from any attack?"
"That's right," Goop said, flexing his arms even though Tōsen couldn't see.
"Even an explosion?" Tōsen suddenly asked.
"Uh…why?" Goop replied hesitantly.
"Hado #31! Shakkaho!"
A red ball of light formed in Tōsen's hand before exploding. The explosion made Goop rupture, spreading his body all over the place. Goop felt his body reform but noticed that he couldn't see or hear anything again. Kidō. He should have known Tōsen might use Kidō, and he had a feeling Kidō would be used more in this match. Goop knew it was time to dial in someone else since Tōsen wouldn't fall for the same trick twice. He reached down and tapped the Omnitrix again. Even though he couldn't see himself transforming, he could certainly feel it taking effect. If Tōsen could see, he would notice that Ben had transformed into an alien that resembled a vaguely humanoid being with a black and yellow striped body, crab-like pincers for hands and feet, and a metallic head that actually hovered between his shoulders instead of being attached to his body. However, Tōsen did know that Ben had transformed again and to him, that was all that mattered. He decided not to take chances.
"Bakudo #9, Geki!"
Tōsen made a series of hand signs in the air as his body began to emit a red energy. Ben felt energy coursing through the air and found that he was completely incapable of movement. Tōsen had cast a Bakudo spell that left him completely immobilized. He couldn't attack, block, or even switch into a different alien.
Of course, Ben didn't really need to move for what he had planned. Lodestar had power over magnetism, including making himself attractive to any metallic objects nearby.
Tōsen was about to follow through with another attack when he felt a tugging sensation on his zanpakuto. He didn't have much time to wonder because the next thing he knew, his zanpakuto flew out of his hands!
Lodestar might not have been able to see, hear, or smell, and at the moment was unable to touch anything conventionally, but he was able to feel Tōsen's zanpakuto with his power. With a bit of effort, he had the sword slide along his body and into his hand. The moment he did, all of his senses were restored.
"It worked!" Lodestar declared happily. "Guess Suzumushi was no match for my magnetic personality."
Tōsen frowned. "An alien with magnetic abilities as well. I should not be surprised; you have an alien for everything."
Lodestar chuckled, trying to move but found himself still immobilized.
"But while resourceful, you have not won," Tōsen reminded him. "You have my sword but as you cannot move, I can simply retake it. I believe I have won, Ben."
If Lodestar could scowl, he would have but he knew Tōsen was right. Lodestar was pretty tough but near useless without metal and the only metal was his…
Wait.
Lodestar took in his surroundings. It was dark but definitely not as dark as when he was blind. He could vaguely see the rings above him and Tōsen, some sort of Japanese symbol he couldn't translate, and wires that extended from the rings to the ground, giving the impression of a giant black tent. Lodestar looked back at Tōsen and chuckled. The Soul Reaper frowned at this sudden change in attitude.
"Ah, Tōsen," Lodestar said cockily. "My power works on all things metal." He created a glowing green energy field around himself.
Tōsen couldn't see what Lodestar was doing but he could certainly feel the hero's power taking effect. "What are you…?" He stopped when he heard a shaking sound. Soon it was coming from all across the dome. At first, the former captain was confused by what was taking place but soon he realized, gaping in shock. "Ben, are you trying to…?"
But his words died as the rings holding the dome in place shot off from their positions and towards Lodestar like bullets. The hero winced as the ten large rings struck him simultaneously, his head ringing from the impact.
"Maybe that wasn't such a good idea," he muttered to himself.
"W-what the?!" Apacci yelled. For a while she and the other girls had just sat there, waiting for something to happen. Then all of a sudden the rings disappeared into the dome, which proceeded to vanish, and then they saw Tōsen and a metal-headed creature, obviously Ben, covered in the rings while holding Tōsen's zanpakuto.
"You turned into a new alien!" Lilynette exclaimed excitedly. "And this guy's magnetic?"
"Yep," Lodestar grunted in discomfort. "Lodestar is very attractive wouldn't you say?" All four girls gave him deadpan looks at that. "Tough crowd." He released his hold on the rings and zanpakuto, causing them all to fall to the ground in a clanging heap.
"Incredible," Tōsen muttered. "Never before has anyone ever tried to break my Bankai that way." He became quiet as if troubled by something before shaking his head. "Well done, Ben."
Lodestar rubbed a pincer across the back of his head. "Thanks, Tōsen." A flash of green light and then Ben was standing in Lodestar's place.
"I have confidence that you can handle the Bankai of the captains," Tōsen told him as he went over to pick up his sword. "But always be on your guard."
"Got it," Ben said, still thinking about when he was first affected by Tōsen's Bankai. It also made him worry about what the captains were really capable of.
"I believe that concludes your training for today," Tōsen declared, the rings having reverted back into one small ring that was reattached to his zanpakuto. "Though I think there is little else for me to teach you. We can still spar if you wish."
"Sounds good," Ben said politely.
Tosen nodded before turning around and walking back inside Las Noches.
"Hey!" Ben called to him, stopping the Soul Reaper. "Were you able to figure out anything else about that strange guy in Karakura Town?"
"I'm afraid not," Tōsen admitted. "Except for another of his abilities. Apparently, he can now shoot fire and red energy blasts of intense heat."
Ben raised a brow at that. Fire and red heat beams. He put his hands in his pockets. "I'm starting to think this guy's from another universe. That or he's somebody who showed up in my universe that I didn't know about."
Tōsen nodded. "I see. Thank you for your time, Ben." He resumed heading back into Las Noches.
Ben had little time to think about this new development when Lilynette latched onto his neck. "I knew it! I knew it!" She shouted, causing Ben to wince since she was screaming right into his ear. "I knew you could beat him!"
"He didn't actually win, Lilynette," Sung-Sun pointed out to her. "At best it was a draw."
"Oh, what do you know?" Lilynette growled at the other Arrancar.
"Certainly more than you," Sung-Sun said to the side.
"What was that?!" Lilynette let go of Ben's neck and stomped over to Harribel's Fraccion. "You want to fight, Sung-Sun?!"
Apacci laughed. "Want me to help, Lilynette? I've wanting to get at this bitch for some time now."
"My, what's this, Apacci?" Sung-Sun snidely retorted. "Too scared to fight me without someone else helping you?"
"What?!" Apacci snarled. "I'll take you on right…!"
Ben decided to intervene before things out of hand. "Okay, enough!" He put a hand on the Ultimatrix threateningly. "Don't make me go Upchuck on you."
All four girls blanched at Ben's threat, especially Harribel's Fraccione, even Mila Rose, who had done nothing to warrant it.
Apacci narrowed her eyes at him. "You wouldn't."
Ben raised a brow at her. "Wouldn't I?" He challenged.
The girls all tensed as Ben's hand moved to activate the Ultimatrix.
"Okay, okay," Lilynette held her hands out in front of her, backing away from Sung-Sun. Apacci quickly followed suit. "Happy now?"
Ben smiled, removing his hand from the Ultimatrix. "Yes. Very much so."
The girls shot him irritated looks but said nothing in case he decided to follow through on his threat after all.
"Come on," Ben told them. "Training's over, so let's go and do something fun."
"Oh? Mind if I join you?"
The group turned to face the one who addressed them. Walking their way was an Arrancar Ben didn't recognize. He was male judging from his voice and body build, but he also looked quite effeminate. He had curly black hair that was unevenly cut, making it looked slanted on his head, and three pink stars above his left eyebrow. The remains of his Hollow mask were attached to the side of his head like a hair accessory. His shirt had long sleeves that covered his arms and hands. Aside from two square-like openings on the sides that revealed his abdomen, his shirt also had an opening just below his left arm where his zanpakuto was sheathed.
Mila Rose narrowed her eyes. "Luppi Antenor. What are you doing here?" Ben looked over and noticed that Apacci and Sung-Sun were also sporting looks of contempt.
Luppi just flashed Mila Rose a cocky grin. "Now, now, Mila Rose. Is that any way to address an Espada?"
Ben and the girls' eyes widened, Apacci stammering for a few minutes before collecting herself. "An Espada?!"
"~That's right~" Luppi sang as he shifted the opening on his right, revealing a big black 6 on his hip. "You didn't think Grimmjow would be allowed to keep his rank after what he did, did you? Tosen cut off his arm and incinerated it, not leaving any trace."
"He did what?!" Ben exclaimed, stunned by this revelation.
Luppi just smirked at Ben. "Since Grimmjow is now too weak to be in the Espada, he had to be kicked out."
"And Lord Aizen made you Grimmjow's successor," Sung-Sun looked away, most displeased with the new development.
Ben was shocked. He had never been given the actual details of what happened after Grimmjow and his gang went to Karakura Town and he was not expecting the aftermath either. His thoughts were cut off when Luppi walked right in front of him, lavender eyes piercing into his own. Ben yelped and took a few steps back. Luppi sneered at the display.
"Ben Tennyson," he said mockingly. "The great hero who can transform into a bunch of aliens. Both Nnoitra and Grimmjow were really interested in you." There was something malicious in Luppi's tone and his sneer looked sinister, causing Ben to think there might be more similarities between this guy and Grimmjow than he would have guessed. "Since I've already taken Grimmjow's rank, it's only fair that I take down the guy he was so eager to beat. I hope you'll give me a challenge."
Ben tensed up and prepared to reach for the Ultimatrix. He had just got done training and now he was about to get into another fight.
"Knock it off, Luppi!" Apacci warned. "Lord Aizen already got onto Nnoitra and Grimmjow for fighting Ben; do you really think he'll let you do the same?"
Luppi directed his smirk towards Apacci now. "Oh, but Lord Aizen gave me permission."
"What?!" Lilynette and Harribel's Fraccion shouted at once, Ben was too surprised to say anything.
Luppi tilted his head and shrugged his shoulders, looking like a playful child. "When Lord Aizen gave me my rank, I asked if I could spar with Tennyson. To see how well I did against him."
"And Lord Aizen just let you?" Sung-Sun asked incredulously.
Lilynette huffed. "I think Lord Aizen did it because he knew Ben would win so there was nothing to worry about."
Luppi scowled at Lilynette, all childishness gone. "Watch it, Lilynette. You may be Starrk's Fraccion but I'm still an Espada. You will talk to me respectfully." He looked over at Harribel's Fraccione. "That goes for you three too. I have nothing against Harribel since she's Number Three but I thought she'd teach her Fraccione better manners.
Okay, Ben had had enough of this guy. "Back off," he warned. "I don't care if you're an Espada or not, don't talk to my friends like that."
Lilynette, Apacci, Mila Rose, and Sung-Sun stared at Ben who smiled at them in turn.
Luppi scoffed. "Your friends, huh? Well, if it makes you feel better, you can all attack me at once. I want a real challenge after all."
Ben clenched his fists. Nnoitra and Grimmjow were bad enough but this guy was way more obnoxious than either of them. The guy needed to be taken down a peg and since Aizen had, apparently, gave his permission for this, there was nothing for Ben to be worried about.
"I'll take you on by myself," he declared. While Ben was confident, he also wanted to face Luppi alone because he didn't want to risk the others getting hurt.
"Ben, are you sure?" Sung-Sun asked. "I'm sure the four of us together can take him down."
"What do you mean four?" Lilynette frowned. "There's five of us."
"You can fight?" Apacci asked and it was hard to tell if she was being serious or just joking.
"Why you…!" Lilynette looked ready to attack Apacci.
"So," Luppi spoke up, his voice dropping. "You're so sure that you can take me on by yourself? Let me guess, you think that just because I'm not Grimmjow, that you're better than me?!"
"You really like to talk don't you?" Ben said as he activated the Ultimatrix and began scrolling through his aliens.
Luppi fumed as Ben found the alien he was looking for and slammed the dial down. As she shielded her sight from the flash of green light, Lilynette wondered if Ben was going to use another new alien. After the light passed, the Arrancar looked to see a new alien, and one unlike any they had ever seen before. This alien was encased in a large suit of armor that resembled an oven or furnace with arms and legs.
Luppi laughed at the appearance of this new alien. "What kind of alien is that?! It looks ridiculous!"
"This is NRG!" The new alien proclaimed in a Russian accent. "Now are we going to stand around and talk? Or are we going to fight?"
Luppi cocked his head. "This will be too easy." He drew his sword from its sheath.
Lilynette and the others quickly put some distance between the combatants and themselves. "Do you think Ben can do it?" Apacci asked.
"You still doubt him?" Lilynette glared at the other Arrancar.
"Lilynette, Ben does have skills but we've never actually seen him beat any of the Espada," Mila Rose reminded her. "And Grimmjow would have killed him if Nnoitra hadn't gotten in the way."
Lilynette became downcast as she realized that Mila Rose spoke truthfully.
"I doubt he should have any trouble against Luppi," Sung-Sun reassured her. "Luppi may be an Espada now but he was originally just a lowly Numeros until an opening was conveniently available. I believe he was chosen only to fill in the gap and nothing more."
Unfortunately for her, Luppi happened to hear that. He glared over at the girls. "After I'm done with Tennyson, I'm coming for you, Sung-Sun!"
"Your fight is with me, Luppi," NRG shifted his stance. "Unless you're scared."
Luppi trembled with rage. "You bastard! Entangle, Trepadora!"
NRG tensed up. So Luppi was going straight into his released state, something only Cirucci had done since he arrived in Hueco Mundo. He wondered what sort of tricks the new Sixth Espada had. A surge of power poured from Luppi's body and a cloud of smoke erupted from his position, hiding him completely. NRG waited for Luppi to make his next move, seeing that he had now had plenty of cover for a sneak attack.
Just then a large white tentacle shot out of the smoke. NRG crossed his arms as the appendage struck him, pushing him back.
"Wow," Luppi's voice taunted from the smoke. "You guarded yourself pretty well. I didn't think you had what it took to stop my attack but then again, if you could give the former Six a tough time, I'd be disappointed if you didn't." Luppi emerged from the smoke, finally revealing his released state. He had gained a bone-like structure over his upper body and a skull-like cowl upon his head. Aside from the tentacle that he had just launched at Ben, there were seven more, each emerging from his back, a total of eight. "But, can you really stand a chance in a fight where it's eight against one?"
NRG said nothing, simply looking at Luppi for a moment before he began to chuckle, earning a frown from the Espada.
"Is that all you can do?" NRG asked him.
"What?" Luppi growled at him.
"Eight against one is easy for me," NRG explained.
Luppi grit his teeth as how he was being disregarded by a lowly human. He launched a tentacle straight at NRG again, the appendage striking his armor with a clang. Much to the new Espada's shock, although NRG was pushed back, he only moved about a few inches. Before he could retract his limb, NRG wrapped his arms around the tentacle.
"My turn," the alien said as he lifted the tentacle up and yanked it over his shoulder. Luppi, unprepared for such a maneuver, could do nothing as he was flung through the air and slammed back-first onto the ground. He clenched his teeth in pain from the impact.
…
"Yeah!" Lilynette cheered from the side. "Go, Ben! Show that jerk who's boss!"
"That armor is quite durable to withstand an attack from an Espada," Sung-Sun noted. "But why does this alien possess armor compared to the rest of Ben's aliens?"
"We'll just have to ask Ben after this fight," Mila Rose said.
…
Luppi sat up, hissing from the pain in his back. He looked over his shoulder at the armored alien, glaring daggers at him. "You!" He got to his feet. "You're pissing me off!"
He swung all of his tentacles in a clockwise motion at the hero, the combined force enough to blast NRG off his feet, hitting the ground a few feet away with a large thud. He tried picking himself up when four of Luppi's tentacles shot towards him again, wrapping around each of his limbs before hoisting him into the air. The girls felt their breaths hitch as Luppi smiled smugly.
"Too bad, hero," Luppi said. "I can't wait to see the look on Grimmjow's face when I tell him that I beat Ben Tennyson before he could." He shot NRG a look of false disappointment. "But is this really all you can do? I was hoping that with your little Ultimatrix thing, you'd put up a better fight than this. Maybe it's because you picked a useless alien. Oh well, them's the breaks. Maybe I should take that Ultimatrix from you and give it to Lord Aizen."
"Sheesh," NRG grunted. "You really do like the sound of your own voice."
Luppi snarled. "You can't do anything but you're still making fun of me? Do you honestly think you can still win like this?"
"Been in worse scrapes than this," NRG said casually. "This is routine back home."
Luppi was trembling with anger now. "You're going to pay for not taking me seriously, human. Maybe skewering you some will teach you some manners."
Luppi raised a free tentacle, spikes bursting out of the tip.
"Luppi, you bastard!" Apacci cried out. She, Mila Rose, and Sung-Sun went to come to Ben's aid but then three more of Luppi's tentacles shot towards them, wrapping around their bodies. They grunted and struggled but to no avail. Luppi had them completely immobilized.
"Hey!" Lilynette shouted. "Let them go!" A Cero began forming around her eye before she launched it at Luppi. The Espada wasn't able to dodge the blast, his form completely engulfed by the light. Lilynette grinned, but it fell the moment Luppi revealed himself to be completely unharmed.
"What was that?" He sneered at her. "That Cero was weaker than a Gillian's, how could you possibly think something like that would hurt me?" He shrugged as he turned away, acting as if Lilynette wasn't worth looking at. "Sadly, I have most of my hands full so I can't deal with you right now. But don't worry, after I'm finished with these three, you're next."
Lilynette glared at him but Luppi spared her no mind as he looked back toward NRG. "Now where were we?" He slashed at NRG with the spiked tentacle.
"Ben!" the girls cried.
But Luppi's spikes didn't skewer NRG. They didn't even scratch his armor. Instead, the spikes broke the moment they made contact. Luppi gaped. "What?!"
"Whoa," Apacci stared. "What is that armor made of?"
"I don't know," NRG admitted. "Only tadyenite, the hardest substance in my universe, can cut through it."
Luppi was absolutely livid. "Oh yeah? That armor won't protect you, you freak! I'll break through it and make you pay for looking down on me!"
NRG began to chuckle, completely confusing all the Arrancar before it became full laughter.
"Why are you laughing?!" Luppi demanded.
"Protect me?" NRG asked. "Oh no, my armor is not meant to protect me. It's meant to protect everyone else from me!"
"Wha…" Luppi started to ask when he felt the tentacles he had wrapped around Ben begin to warm up. "What- what are you doing?!"
"Just heating things up," NRG replied and Luppi's tentacles felt even hotter. They were burning now! Luppi cried out in pain, releasing NRG.
"You," Luppi breathed viciously. "What did you do?!"
"NRG is living radiation," NRG explained. He then fired a beam of red light from the visor in his helmet, striking Luppi in the chest. Luppi cried out as the blast knocked him on his back. The tentacles holding up Harribel's Fraccione fell to the ground. NRG charged forward just as Luppi was starting to sit back up. The sixth Espada would have made a scathing remark and attacked again, but any words he was about to make died and his eyes widened when he saw the massive, armored alien coming right at him. He couldn't even defend himself as NRG cocked a fist back and slammed it right into his face, knocking him back even further.
…
Lilynette fist-pumped the air, smiling with glee, "Go, Ben!"
…
NRG ran over to the tentacles that held the rest of the girls. "Hang on!" He told the closest, Apacci. "I'm going to get you out of there."
Apacci grimaced as she struggled against her bonds. She hated how easily she and the others had been captured. They had underestimated Luppi. Speaking of which, the new Sixth Espada was shaking in rage. He was one of the Espada, the most powerful fighters in Lord Aizen's army. How could a human, regardless of any abilities, be making a fool out of him?!
Before NRG could come up with an idea of how to free the girls, they were hoisted up into the air again. NRG turned to see a very angry Luppi glaring at him.
"I'm going to kill you, human," He vowed. "Lord Aizen doesn't need someone like you! You're going to die!"
NRG fired another blast at Luppi but the Espada dodged with Sonido. The hero looked around, trying to figure out where his enemy was going to strike next.
"Looks like you're not very fast in that big suit."
NRG looked up to see Luppi hovering above him, his smug look had returned but his anger was still noticeable.
"How do you plan to beat me when you can't even touch me?" Luppi taunted as he brought the girls closer to him. "Now, you three were so eager to help your precious human out, so I guess this means you are trying to fight me four on eight. Now, which of you should I deal with first?" His eyes darted back and forth across the girls before landing on Mila Rose. "Ah yes. I always thought you had such a scandalous body, Mila Rose. Almost as bad as Harribel herself."
Mila Rose gnashed her teeth at Luppi's lewd comments. Said Espada's smirk grew as he raised his tentacle with the spikes. "I guess I can poke some holes in you while your poor hero tries to think of a way to save you."
NRG clenched his fists in anger over how Luppi was willing to hurt the others and try to rub it in his face. If he could get this suit open, he could fight Luppi more evenly. Sadly, NRG didn't know how or if it was even possible. Plus, he didn't want the radiation to affect the girls. Time to dial in someone else.
Luppi paused his attack when he saw the green light shining below him, signifying that Ben had turned into a different alien. After the light faded, there floated a blue, jellyfish-like alien with green eyes, white stripes resembling lightning that ran along his body, and six tentacles. His body itself was split into three, skirt-like segments; the Ultimatrix symbol present on the middle section of the alien's body.
"Who are you supposed to be?" Luppi demanded.
The jellyfish alien raised his top tentacles. "Call me AmpFibian!" he cried.
"So now you're trying to copy me?" Luppi asked, eyeing AmpFibian's tentacles. "Well they say imitation is the greatest form of flattery. But flattery won't save you!" Luppi's five remaining tentacles shot towards AmpFibian, each one attacking from a different angle to enclose and trap the alien. Luppi's smirk turned triumphant as all five struck simultaneously.
…
Lilynette froze when the tentacles connected. AmpFibian had made no move to defend himself and she couldn't see anything really impressive about him in the first place. She tried convincing herself that Ben knew what he was doing when he chose this alien but it wasn't doing her much good at the moment. "Ben!"
…
Luppi laughed. "Yes! That human was so high and mighty, thinking he could take me on. Sorry, Tennyson."
"Ugh, maybe I should've gone with Wildmutt. At least then I wouldn't have to hear you."
"What?!" Luppi cried as AmpFibian actually emerged through the tentacles, his body transparent. Once he left the tentacles completely, his body regained its solidarity.
"H-how did you…?" Luppi stammered.
"Yeah, I can go intangible," AmpFibian said nonchalantly. "Now then…" He flew towards Luppi. At first, the Arrancar thought he was going to attack but instead AmpFibian reached his tentacles towards Apacci, Mila Rose, and Sung-Sung, the appendages actually extending to touch them. The moment his tentacles came in contact with them, he made his body intangible again. And this time, they became intangible too.
"What?!" Luppi yelled as the girls, no longer solid, slid through his tentacles. AmpFibian wrapped his own tentacles around the three and lowered them gently to the ground.
"That was weird," Apacci said with a shiver as AmpFibian made them all tangible again.
"But I'm not complaining," Mila Rose said, nodding appreciatively towards Ben. "Thank you, Ben. AmpFibian. Whatever."
"You're welcome," AmpFibian said before looking back up at Luppi, who looked like he was on the brink of having a fit. "Now if you'll excuse me, I've got someone to deal with."
"Allow us to help," Sung-Sun said as she pulled her sai from her sleeve. "It's the least we can do for you helping us. Besides, I would like to get my payback personally."
"Fine by me," AmpFibian replied.
"You…all of you," Luppi snarled. "Who do you think you are to look down on me?!" He swung all eight of his tentacles at the group. AmpFibian put his tentacles back on the girls' shoulders and activated his intangibility, Luppi's passing through them harmlessly.
"I'll get his attention," AmpFibian said after canceling out his intangibility. He flew up to face the Arrancar directly. "So, let me ask you something. Is this all you can do? I mean, Grimmjow was more of a fight than you are."
Luppi narrowed his eyes. "What did you say?"
"I mean, seriously, that guy was a real fighter. He had me on the ropes and he hadn't even used his Released State. But you? You're using it and I'm still kicking your butt. I guess they'll make anyone an Espada these days."
"Why you!" Luppi shot another tentacle at him. AmpFibian moved to the side before aiming his own tentacles at him. Lightning fired from the tips of his limbs, striking Luppi directly. Luppi cried out in pain as the electricity surged through his body.
…
"Electricity, huh?" Lilynette said as she watched the spectacle. "He is a jellyfish after all so I guess that makes sense."
…
Once AmpFibian ceased his attack, he observed the damage. Luppi's mouth twitched and his eyes looked glossed over. He was effectively stunned and disoriented. "Now!"
The girls struck simultaneously; Apacci's chakrams struck Luppi's shoulders, Mila Rose's sword slashed his abdomen, and Sung-Sun's sai hit the side of his head.
Luppi hissed from the blows, staggering a few steps back in the air. AmpFibian narrowed his eyes when he noticed that the attacks were only superficial.
"Since he's in his Released State, our attacks didn't do much damage," Apacci said before grinning. "But it definitely felt good."
"You should stop now, Luppi," Sung-Sun warned him. "Regardless of what you've said, Lord Aizen will be upset if he hears that you just tried to kill Ben like your predecessor. He might even deem you unfit to be an Espada and replace you with someone else. It's for the best that you quit now and save yourself some dignity."
By now Luppi looked to be on the verge of having a breakdown. "I'll kill you!" he declared.
AmpFibian narrowed his eyes, seeing that Luppi might actually try to kill them. They needed to take him out and fast. Just then he spotted something out of the corner of his eye and got an idea. "You know something?" he said "I think you need to cool down!"
Then with surprisingly speed, he tacked Luppi. Unprepared, Luppi put up no defense as the two plummeted. Luppi assumed that AmpFibian was trying to slam him into the ground again, but he was actually heading straight for the pool. Just as they were about to make contact, AmpFibian pulled away, allowing the momentum to continue carrying Luppi until he splashed right into the water, tentacles and all.
"Nothing like a nice relaxing dip in the pool," AmpFibian joked as Luppi surfaced, thrashing around wildly. He zeroed in on the wielder of the Ultimatrix and looked ready to attack when AmpFibian raised his own tentacles. Luppi's eyes widened when he realized what the hero was about to do. He moved, either to attack or to escape, but it was too late as AmpFibian fired into the pool. Luppi screamed as electricity surged through the pool and himself. His body felt like it was on fire, ironic since he was in a pool. His last thought as he felt his consciousness slip away was the utter denial that a human had managed to make him look like a fool. Then he could hold out no longer and darkness consumed him.
AmpFibian ended his attack once he saw Luppi collapse. He reached out a tentacle and pushed his opponent's head backwards so that he was floating belly-up in the water. When Luppi didn't stir, he finally changed back to normal.
"Finally," Ben said in relief.
"Yeah!" Lilynette cheered, jumping in the air for emphasis. "Ben! That was awesome!"
"I had my doubts," Sung-Sun admitted. "But you have been full of surprises so far, Ben."
"Ha!" Apacci jeered at the unconscious Luppi. "Serves him right for flaunting a rank that Lord Aizen granted him instead of him actually earning it."
"Numeros like him should be grateful that Lord Aizen even considered them as candidates for the Espada," Mila Rose nodded. "It seems he really was just a placeholder."
"I still can't believe Grimmjow was actually demoted," Ben said before frowning. "I also can't believe Tōsen cut his arm off. I mean, I get that he messed up but cutting off his arm? That's a bit much don't you think?"
"It would be better if we got the full story from Tōsen and Lord Aizen," Sung-Sun said to Ben.
Ben sighed. "I guess."
"Hey, Ben," Lilynette spoke up.
"Hmm? What's up, Lilynette?"
Lilynette was suddenly nervous, avoiding eye contact with Ben and even shifting her foot across the sand. Ben was confused by this sudden mood.
"So," Lilynette looked at him for a brief moment before looking away again. "You really see us as your friends?"
That got the attention of Harribel's Fraccione, looking back at Ben, who suddenly felt more outnumbered than he had ever been in his entire life.
"Well, sure," he admitted. "You're all fun to hang around and you've all been nice to me. For the most part." He added with a chuckle.
Harribel's Fraccione flinched at the small reminder and lowered their heads in shame.
"Yeah," Apacci rubbed the back of her head. "We never really apologized for that, did we?"
"For what it's worth, we are sorry for the way we initially treated you," Mila Rose said sincerely. "We assumed you were no different than the other males of Hueco Mundo who prey upon females like us. We see now that we were wrong."
"Well, I can't really blame you for that," Ben reassured her. "I mean, sure I got annoyed that you wouldn't let me explain myself but after all the stuff you've put up with before, I understand."
"It doesn't matter," Sung-Sun interrupted. "What matters is that we misjudged you before we really got to know you. We're sorry."
Ben saw that there was no talking the girls out of it so instead he just smiled. "It's okay. We're cool." He looked over at Luppi. "So, what do we do about him?"
"I say nothing," Apacci said. "Guy tried to kill us. No worries for me if he drowns."
"He looks fine to me," Mila Rose said. "I'm more worried about the pool, to be honest."
"We might need to clean it out," Sung-Sun added before eyeing Ben. "Since you allowed him to contaminate it."
Ben chuckled weakly, seeing that despite the girls being nicer to him, they still weren't friendly to the other males. He was about to see if the water was safe enough to touch again when Mila Rose suddenly jumped behind him, drawing her sword.
"Wha…" was all he managed to say when Mila Rose slammed into his back, knocking them both down. Shaking his head, Ben looked over his shoulder at her. "What was that for?"
Mila Rose sat up. "Nnoitra," she spat.
Ben quickly shifted around and saw that Nnoitra was indeed standing before them, that toothy grin on his face. He slumped tiredly. "And this day started out so good too."
Nnoitra cackled as he spotted Luppi floating in the pool. "Unbelievable. After the trouble Lord Aizen went through to make you a member of the Espada, you go and get defeated so easily. Course, I'm not too surprised. If you really had what it took to be one of us, Lord Aizen would have made you an Espada ages ago." He turned his attention back towards Ben. "Course I'm impressed. You fought Luppi in his Released State and still won. Now if you were an Arrancar, Lord Aizen probably would've made you Grimmjow's successor." He laughed. "How ironic would that be? After all the crap Grimmjow put you through, you might have gotten his rank."
Ben picked himself up as he ignored the taunt, his eyes never leaving Nnoitra. "You're here to fight me now, aren't you?"
Nnoitra laughed through his teeth. "No kidding!"
"You tried to attack him while his back was turned!" Mila Rose shouted at him. "If I hadn't blocked your attack, who knows what would have happened."
Nnoitra scoffed. "Quit the righteous bullshit, Mila Rose. Like you and your friends over there would actually fight fair in a real battle. Anything goes, right? That includes attacking someone while their back is turned. "
Ben's eyes furrowed before sparing Mila Rose a quick glance. "Thank you for that, Mila Rose."
"You're welcome," Mila Rose said, her eyes still on Nnoitra. "I can't believe he's trying this again after everything Lord Aizen has said."
"I'm not too surprised," Ben said as he started reaching for the Ultimatrix. "Guys like him will do whatever it takes to get what they want."
Nnoitra brought his axe down on the ground, kicking up a massive cloud of dust. "I already told you that if anyone is taking you down, it's me, hero. Grimmjow tried it, Luppi tried it. Apparently I need to set things straight."
Apacci and Sung-Sun drew their weapons as they stood beside Ben and Mila Rose. Lilynette's brow furrowed as she reached towards the stub of her broken horn. In a flash, she pulled out her scimitar and hopped over to join the others. Nnoitra just sneered at the sight. "So all five of you are going to fight me? That's fine. Like a bunch of weaklings helping you is going to make a difference, Tennyson!"
With a burst of Sonido, Nnoitra appeared directly before the group, swinging his axe in a wide slash. The sheer force of the attack kicked up more sand and sent the others flying back. Ben quickly activated the Ultimatrix and scrolled through the selection. His eyes landed on the alien he wanted and he slammed the dial down. In a flash of green light, he turned into Chromastone.
"Another rock alien, huh?" Nnoitra looked at Chromastone with disinterest. "Diamondhead looked way tougher. What can this guy do?"
Chromastone grinned at him. "Why don't I show you?" He raised his hands and fired a beam of light at him. Nnoitra's eye widened as the beam struck him in the chest, blasting him backward. Apacci followed through, throwing her chakrams at the Fifth Espada. Much to her frustration, they simply bounced off his skin without leaving a scratch.
"Ha!" Nnoitra laughed as he picked himself up. "As if you could cut through my Hierro, Apacci." He turned toward Chromastone. "Still, you caught me by surprise, Ben. So this guy has energy attacks, huh? How about he tries mine?!" Nnoitra stuck out his tongue, yellow energy gathering around the tip. Seeing that Nnoitra was charging up a Cero, Chromastone straightened his posture, putting his hands on his hips and posing heroically. Nnoitra, who was unaware of Chromastone's power, was confused by this. All the same, he fired his Cero, watching as the beam shot toward the hero. His eye widened as the moment the beam impacted Chromastone, it actually disappeared into his body. Chromastone grinned once more and raised his hands at Nnoitra, firing an even bigger blast than before. Nnoitra was too dumbfounded to move as the light engulfed him.
"Moron!" Apacci taunted as the blast created a massive explosion. "Chromastone can absorb energy and redirect it. Shooting a Cero at him was the dumbest thing you could have done!"
Suddenly Nnoitra's axe shot out of the smoke of the explosion right at her.
"Look out!" Chromastone cried, firing a blast of light from his hand. The blast connected with the axe, throwing off-target.
"So," Nnoitra emerged out of the smoke, his clothing singed and the spoon-like hood torn at the side. "Absorb energy and redirect it huh?" Chromastone was put off by the change in the Espada's demeanor. He looked, distracted, for lack of a better word. Nnoitra spoke to himself and Chromastone thought he could just hear the words. "Just like her." Who was Her?
But then Nnoitra shook his head and that arrogant smirk was back on his face. "Don't think you're going to win just because of that little trick. All this proves is that a Cero wouldn't do any good against you. That's fine!" He grabbed the chain of his axe and pulled it closer to him. But instead of picking his weapon up by the handle, he yanked on the chain and started twirling it, causing his axe to spin above his head like a lasso. The sheer speed of the rotation was strong enough to create a whirlwind. "I don't need my Cero to win!" He flicked his wrist and his axe shot at them like a spear. Chromastone raised his hands and an energy barrier formed around him and the girls. The axe struck the shield harmlessly. Nnoitra gritted his teeth at the unexpected move.
"You didn't tell me that Chromastone could make shields!" Lilynette exclaimed as her alien friend lowered the barrier.
Chromastone laughed at her, causing her to glare at him. "You never asked."
"Your aliens are just full of surprises, aren't they?" Nnoitra grumbled in annoyance.
Chromastone ushered the girls closer to him. "Okay, he's focused on fighting me so we'll do the same thing we did with Luppi; I'll keep his attention on me while you guys attack whenever you can."
"That's not really much of a plan," Sung-Sun told him. "What if we accidentally hit you?"
"Don't worry," Chromastone reassured her. "I may not look like it but I'm pretty tough."
Lilynette looked over to see what Nnoitra was doing, only for her eye to widen when she saw him in the air, his axe coming down upon them.
"Did you really think I was going to just let you come up with a plan?!" he demanded as he attacked.
Chromastone's response was another energy blast to Nnoitra's chest, knocking him back down. When he tried to rise, Chromastone ran up to him and got him with an uppercut. Nnoitra was once again knocked off his feet and flat on his back. At first, Chromastone thought he had won, but Nnoitra got to his feet far faster than he had predicted and he was struck in the side by his axe, the blow sending him flying into a heap of sand.
"Lilynette, look after Ben!" Apacci said. "We'll take care of Nnoitra!"
Lilynette wasn't thrilled at the fact that she wasn't participating in the fighting but she also wanted to see if Ben was okay. "Got it!" She ran over to where Chromastone had landed.
"Alright!" Apacci shouted to her teammates. "Let's go!"
"Oi, Apacci! You're acting like you think you're in charge again!" Mila Rose chided.
"I agree. You need to watch that mouth of yours, Apacci," Sung-Sun added. "But you're right."
Nnoitra laughed. "And what are you three going to do?"
The girls responded by charging their own respective Cero.
"Just because you won't use a Cero against Ben…" Sung- Sun said as she began gathering pink energy in her hand.
"Doesn't mean we won't use them against you!" Apacci declared as red energy gathered around her horn.
All three girls fired their Cero at once; a mixture of red, orange, and pink heading straight towards Nnoitra.
…
Chromastone got to his feet in time to see the girls' combined Cero hit Nnoitra, creating another explosion.
"Ben!" Lilynette called out as she reached him. "Are you okay?"
"I'm fine," Chromastone told her. "I told you, Chromastone's pretty tough."
Lilynette looked over at the pillar of smoke from the girls' explosion. "Think that did anything?"
"Couldn't tell but I'm not betting on it," Chromastone replied with a frown.
His worries proved true as Nnoitra stepped out of the smoke. His clothes had suffered some more damage but he was unharmed.
"You honestly thought that would work?!" He laughed at Harribel's Fraccion. "It doesn't matter how many Cero you fire at me, the three of you are too weak to hurt me!"
"Right, that Hierro of his," Chromastone grimaced in remembrance.
"Please tell me you've got an alien that can hurt him," Lilynette pleaded.
"The hard part is figuring out which one can," Chromastone told her. His eye widened as Nnoitra battered Sung-Sun to the side. "Unfortunately I might not have time to think about it!" He ran forward as Mila Rose and Apacci struck him simultaneously, only to find that their attacks weren't even scratching him. Nnoitra headbutted Mila Rose in the face and backhanded Apacci. Both girls fell back from the blows, leaving themselves wide open for Nnoitra to attack. But as he was about to swing his axe, Chromastone slammed his hand on the Ultimatrix symbol, transforming into Humungousaur. Nnoitra only had enough time to gasp in shock before he found himself on the receiving end of a backhand from the colossal dinosaur.
"Whoa!" Lilynette called as she went to join the others. "And what's this guy called?"
"Humungousaur!" said alien bellowed, flexing his arms for emphasis.
"Do you really need to shout your name like that?" Apacci asked.
"Not really," Humungousaur admitted with a shrug. "I used to do it a lot more, though."
"What, just shout out your name like that?" Apacci asked. "Why?"
Humungousaur opened his mouth to explain, only to be interrupted by Nnoitra.
"Oh, you're a big one now, Tennyson," he said with glee at Ben's latest form. "Let's see if he's as tough as he looks!"
Humungousaur roared before charging at Nnoitra head on. Nnoitra followed suit, raising his axe as he ran to meet his opponent. Just as he swung the axe, Humungousaur managed to grab it by the sides, giving it a tug and launching Nnoitra right towards his fist. Nnoitra slumped over from the sheer force but still didn't look hurt.
"Well, well," he looked up at Humungousaur arrogantly. "This guy's big but he doesn't seem to have much strength to him. Guess not even your aliens can beat my Hierro."
"Maybe I'm just not hitting hard enough!" Humungousaur countered, using his fist to hurl Nnoitra into the air.
Just as the Espada was falling back down, the hero punched him with his other fist, knocking him back. But Humungousaur knew his opponent was far from out and charged forward to continue his assault. Nnoitra lifted his head and saw his reptilian opponent rushing towards him. He swung his axe into Humungousaur's leg, causing him to fall face-first into the sand. Nnoitra got back up and swung his axe in a downward slash. Humungousaur quickly rolled out of the way before the weapon could make contact. He then spun around, lashing out at Nnoitra with his long tail. Nnoitra managed to block it with the handle of his axe, his feet digging twin trenches in the desert. This gave Humungousaur an opening and he lunged at the Fifth Espada, tackling him to the ground. Humungousaur didn't let up as he proceeded to pummel Nnoitra with everything he had. After a few minutes of relentlessly pounding his fists on the Arrancar, he let up his attack and got off of him.
"And stay down," Humungousaur said with finality.
Unfortunately for him, Nnoitra simply looked at him in boredom. "That was it?" he asked. "That's all you've got with this alien?"
Humungousaur grit his teeth in aggravation. Even some of the toughest foes back home couldn't move after a beating like that from him. What did it take to get through Nnoitra's defenses?
"Well if that's all you can do," Nnoitra kicked sand right in Humungousaur's eyes, causing the big alien to cry out and rub at them. "Then you picked the wrong alien!"
Just as he was about to attack, he felt something bump against his back. He looked over his shoulder to see that Sung-Sun had tried attacking him again.
"You did say anything goes like stabbing someone in the back, right?" she taunted.
In an almost bored manner, Nnoitra rammed his elbow into her stomach, knocking the wind out of her.
Humungousaur had just managed to clear his eyes again when he saw that happen. "Sung-Sun!"
He wasn't the only one as Apacci and Mila Rose moved to attack him again, fuming when they saw that their attacks still weren't doing any damage.
Nnoitra scoffed once more at their futile attempt. "I thought getting to fight all of you would at least be interesting but this is just pathetic. You Fraccione aren't worth my ti…" he was cut off when Lilynette appeared out of nowhere and struck her scimitar against the side of his head. She had a fiery look of determination when she first attacked, but it changed into one of fear when she saw that she had not made any progress either.
"Lilynette!" Humungousaur cried out.
"So you're seriously trying to fight me, Lilynette?" Nnoitra asked, looking very bored. "You should have just stayed by Starrk's side where you belong." He raised his hand to attack her, only for Mila Rose to appear behind her and pull her out of the way by the collar of her uniform.
"We can't afford to hold back anymore!" she shouted to Apacci and Sung-Sun, ignoring Lilynette's thrashing and cries of protest. "We need to use our Resurrección!"
"I hate that Ben has to see our Released States this way instead of during our sparring," Sung-Sun said. "But I see that it can't be helped."
"Let's do it!" Apacci shouted. "Thrust…"
Suddenly Apacci was engulfed by an explosion, shocking everyone present as she was flung back, sliding across the sand, her body and clothes slightly burnt.
"Apac..." Mila Rose tried to call out for her teammate when she too was caught in an explosion.
Sung-Sun made to check on them when a new figure came at her. Sung-Sun barely had time to block this new assailant's sword with her sai. This newcomer, obviously an Arrancar, had a turquoise mark on his right cheek, and an eyepatch over his right eye. The remains of his Hollow mask took the form of a circlet around his head. His sword resembled a rapier with a scaled guard, a chakram-like opening above the hilt and below the rest of the blade, and spikes running along the hilt's rim.
Nnoitra frowned at this latest arrival. "Tesra, what are you doing?"
"They were about to go into their Released States, Lord Nnoitra," Tesra answered, still locked with Sung-Sun. "I did not wish them to release and then attack…"
"Did you honestly believe that I would need help against three weaklings like these?! Released State or not, they would never hurt me!" Nnoitra yelled. Tesra froze at his anger.
"My apologies, Lord Nnoitra," he said softly.
Nnoitra rolled his eye before bringing his attention back toward Humungousaur. "Well, I guess it's just you and me, Ben."
Humungousaur looked over at Apacci and Mila Rose, who were managing to sit up despite the sudden surprise attack. Tesra noticed this too for his eye narrowed.
"Damn," Apacci grumbled, rubbing herself. "Cero Cornea. Tesra's special move."
"Didn't think he would actually step in to fight us," Mila Rose said. "Guess he was just too fond of Nnoitra to object."
"I knew that wouldn't kill you," Tesra said to them, despite still being in a deadlock with Sung-Sun. "But I thought it would do some damage to you. Perhaps I should have used a stronger Cero."
"Ha! As if that would be enough to take us down!" Apacci bragged at him. "I'm gonna get back for you for that sneak attack, Tesra!"
"I say we deal with him first," Mila Rose said as she readied her sword. "Then we can go help Ben out."
"Don't think you've won just because there are three of you," Tesra cautioned them. "I will still take you down for the sake of Lord Nnoitra."
"Stay out of this, Tesra!"
Said Arrancar flinched at Nnoitra's command. "L-Lord Nnoitra…"
"I don't need help to deal with these five," Nnoitra firmly stated. "Stay out of the way!"
Tesra stared at his leader for a moment before lowering his head. "Yes, Lord Nnoitra." He removed his blade from Sung-Sun's and started backing away from her.
"Man," Humungousaur said, looking back and forth between Nnoitra and who he assumed was his Fraccion. "Is Aizen the only one you're not a jerk too?"
"Just because Nnoitra told you not to interfere!" Sung-Sun said, darting at Tesra. "Doesn't mean we won't take you out!"
Unfortunately for her, Nnoitra attacked faster than anyone could have anticipated, hitting Sung-Sun with the bladed part of his axe.
"Sung-Sun!" Apacci cried when suddenly Nnoitra appeared right beside her. She moved to attack, only for Nnoitra's hand to pierce her abdomen. "Guh!" She groaned as blood gushed out of her open wound.
"Apacci!" Mila Rose yelled before rounding on Nnoitra. With a roar, she swung at him, only for Nnoitra to catch her blade barehanded.
"How many times do I have to tell you," he said, dropping his axe to grab her arm with his free one. "That's not going to work!" He then snapped her arm with a sickening crack. Mila Rose cried out in pain, unable to defend herself as Nnoitra punched her in the face. She collapsed at his feet.
Now Humungousaur was furious! He bellowed at the top of his lungs before dashing forward. Nnoitra turned towards him, ready to attack, but Humungousaur would have none of it. He scooped up a handful of sand, and considering how large his hands were, that was a big handful. He tossed the sand in Nnoitra's face. The Arrancar yelled, staggering back and rubbing his eyes much like Humungousaur himself had done earlier.
"Lord Nnoitra!" Tesra tried to warn him but it was too late. Humungousaur smashed his fists against the side of Nnoitra's head, knocking him to the ground. He then grabbed Nnoitra by the leg, swinging him overhead and back down on the ground, before he did it again.
"Do you really believe you'll break my Hierro if you just keep hitting me?!" Nnoitra yelled, clearly more angry than hurt.
"Won't know unless I try," Humungousaur growled at him. He started walking backward. Nnoitra thought Humungousaur was finished and was about to attack again when Humungousaur started running at him. Nnoitra opened his mouth, about to fire a Cero, when Humungousaur leaped high into the air despite his large size. In the air, his body started changing. The hero was not only getting bigger, but the scales on his body were shifting. A crest formed on his forehead, stegosaurian plates began emerging along his back, while three separate plates appeared on his shoulders; slightly resembling armor, and spikes grew out of his tail. When he finally stopped growing, he had reached sixty feet tall. And he was falling right on top of Nnoitra.
"Lord Nnoitra!" Tesra cried as Humungousaur body-slammed his leader, creating a shockwave that blasted all the others back.
"Oof!" Lilynette cried out as she was thrown back on her butt. "Geez. A big alien that gets even bigger. No wonder this guy's called Humungousaur. Oh no! The others!" She ran over to Sung-Sun, who had a nasty cut along her chest from Nnoitra's blade. The older girl clutched her stomach in pain. "Hang on, Sung-Sun! Once Ben kicks Nnoitra's ass, we'll go get you and the others some help."
"What foolishness," Tesra said, picking himself up off the ground. "You really believe this human will defeat Lord Nnoitra?"
"Of course he will!" Lilynette said and Tesra was stunned by the sheer conviction in her voice. "Ben can do just about anything!"
Tesra frowned, saying nothing as he looked over at the large dust cloud made from Humungousaur's shockwave. A shape became visible through the cloud. Both Lilynette and Tesra tensed, waiting to see who would emerge first. But Lilynette's face turned to sheer joy when Humungousaur, back down to his original size, was the one who stepped out.
Lilynette actually felt tears of joy forming in relief. "Ben!"
"Hopefully he'll stay down this time," Humungousaur let out a grunt before spotting Apacci and Mila Rose. The former was gritting her teeth in pain while the latter was cradling her broken arm. Humungousaur took three giant steps towards them and scooped them up. "Come on. We're getting out of here."
Suddenly Humungousaur felt an incredible pressure on his back, the sheer weight actually forcing him to his knees. His eyes widened at the implications. "Oh no." He looked over his shoulder. "Please no!"
The cloud dispersed, revealing Nnoitra, his body surrounded by a yellow aura.
Humungousaur growled. No matter how many times he knocked this guy down, he just kept getting back up. Luppi was nothing compared to this guy.
Humungousaur quickly but gently placed Apacci and Mila Rose on the ground. "Lilynette! Try to get them out of here. I have to deal with Nnoitra."
"Got it!" Lilynette said with a nod. "Come on, girls."
Mila Rose, who was in better shape than her teammates, got up to her feet, throwing Apacci's arm over her shoulder and helping her up. Lilynette did the same for Sung-Sun.
Tesra narrowed his eye and prepared to attack when Humungousaur's beefy hand grabbed him by the shirt and hoisted him up so they were eye level.
"Don't even think about it," Humungousaur snarled at him before throwing Tesra to the side.
"You think I'm going to let them walk away from this, Ben!" Nnoitra called to him. "Nobody is leaving here!"
"Let them go, Nnoitra!" Humungousaur ordered. "Your fight's just with me!"
"So they can run off to Harribel and cry like pussies just because they got hurt?!" Nnoitra asked rhetorically. "No. This is what they get for challenging me. They need to learn their lesson!"
Humungousaur raised his fists. "You are asking for it, Nnoitra!"
"I underestimated that alien of yours, Tennyson! But that's not going to happen now!" He raised his axe above his head. "Time for you to see what the Resurrección of a real Espada looks like! Pray, Santa Teresa!"
Energy began flowing out from the empty space of Nnoitra's top blade before creating another explosion. Humungousaur took a fighting stance, wondering what Nnoitra's Released State was compared to Cirucci's and Luppi's.
When the smoke cleared, Nnoitra's Resurrección was revealed. He now sported four arms, each one clawed with an insectoid carapace. Each one was holding a long black scythe with golden tassels at the end. Nnoitra himself now had a golden marking that ran from his forehead to under his right eye, in addition to white tendrils that covered his torso to the sides of his abdomen, and a pair of horns. The right one was noticeably shorter than the left, causing the horns to somewhat resemble a crescent moon. His eyepatch was gone, revealing a gaping hole where his eye should be, slightly covered by skeletal teeth. Humungousaur realized that this was his Hollow hole and mask remains. Nnoitra's smile was so wide that the hero was surprised his face hadn't split already.
"Now," Nnoitra raised his scythes. "Where were we?"
Humungousaur tightened his fists, waiting for Nnoitra to make the first move.
"Come on!" Lilynette urged the other girls. "Let's get out of here!"
"No, I won't let Nnoitra have the satisfaction of seeing us run away! Let's just use our Released States," Apacci said. "You know an Arrancar heals when they use their Resurrección."
"Ben wants you three to get out of here," Lilynette pointed out.
"We-we can't just leave him to take on Nnoitra by himself," Mila Rose argued. "He's already done so much for us. We should return the favor."
"And how do you think Ben will feel if you get hurt even more?" Lilynette countered.
"We are the Fraccione of Lady Harribel, the Third Espada," Sung-Sun said. "We are stronger than that brute believes us to be." She slowly raised her sai. "Str…"
"Don't even think about it!" Nnoitra yelled at them, raising his scythes.
"Leave them alone!" Humungousaur yelled, throwing a fist. Nnoitra crossed the handles of his scythe together, creating a makeshift shield, and planted his feet firmly in the ground. Humungousaur's fist connected but the hero's eyes widened when Nnoitra didn't budge an inch. The Arrancar leered up at him.
"Not going to work anymore, Ben," Nnoitra started pushing and Humungousaur found himself being moved back! Nnoitra gave one final push and Humungousaur fell onto the desert ground. Nnoitra raised one of his scythes and swung it down, Humungousaur just barely rolling out of the way in time. Nnoitra slashed with another scythe, then another. It was all Humungousaur could do to keep out of Nnoitra's range.
With a burst of strength from his powerful legs, Humungousaur kicked off the ground, jumping further away from the Espada. Nnoitra simply grinned and leaped after him, looking like a demented, horned praying mantis. Humungousaur jumped up to meet him, catching Nnoitra off guard as he was tackled back onto the ground. Humungousaur quickly pinned down all of his enemy's arms.
"Gotcha," Humungousaur said with a smirk. Unfortunately, it was replaced with a look of confusion as Nnoitra smirked at him.
"Do you?" He asked. Before Humungousaur could even remotely figure out what he meant, another pair of arms suddenly shot out from within Nnoitra's shirt, piercing into Humungousaur's chest. Humungousaur grunted in pain from the attack.
"Ben!" Lilynette cried in worry.
Nnoitra retracted his newest arms before sticking out his tongue to start charging a Cero. Humungousaur pushed himself off of Nnoitra, not wanting to risk a Cero at point-blank range, but this gave Nnoitra an opening as he slashed Humungousaur across the chest with his blades. Humungousaur cried out as he fell to his knees, clutching his wound.
"Oh no," Apacci breathed, staring at the sight in horror.
Nnoitra twirled a scythe. "You didn't put up a bad fight, Ben," he said. "But I was hoping you'd do better than this."
"Leave him alone, asshole!" Lilynette shouted despite herself. Nnoitra looked over at her with disinterest.
"Oh, what guts you have, Lilynette," He said. "Are you saying you want to fight me?"
"Lilynette stop," Apacci said. "You're no match for him!"
"I don't care!" Lilynette shouted, her anger focused on Nnoitra. "He's nothing but a coward who won't fight anybody unless he has the upper hand."
Nnoitra frowned at her words. "Coward, you say?"
"Anything goes in a fight huh?" Lilynette taunted him. "Probably because you don't have the balls to fight somebody head on!"
That got on Nnoitra's nerve. "Who the fuck do you think you're talking to?!" He exploded on her. "I am the strongest Espada! Nobody can cut me down with their sword!"
"If you were the strongest, wouldn't you be number one instead of Starrk?" Lilynette countered. "I bet that whole talk about your Hierro being the strongest is just that. Talk. Bet Starrk, Harribel, Ulquiorra, and Baraggan can all cut through you easily."
Nnoitra's clenched his scythes tightly. "You little shit," He dashed at Lilynette, ready to cut her down. "Let's see how tough Starrk is when he can't fuse with you anymore!"
Lilynette took a fighting stance. She knew her chances were beyond slim, but she was at least going to do her best.
"No!" Humungousaur cried. He slammed his fist on the Ultimatrix dial. Spikes popped out and a green light surged through his body.
Seeing the flash from the corner of his eye, Nnoitra turned around, expecting to see a new alien. Instead, he saw something else.
Humungousaur had changed. He was now even bigger than he was at his average height, was far more muscular, and now featured green skin. Humungousaur also now possessed a dark blue turtle shell with spikes that ran down each side. His chest and torso were covered in dark blue plates, sporting five spikes on either end. His tail now had a mace at the tip. On his head was a dark blue helmet with three spikes running down the top, and black horns on the side that pointed downward. His knuckles had silver barrels and his fingers now had claws. Altogether he looked like a massive, bipedal ankylosaurus.
"Ultimate Humungousaur!" he roared.
"U-ultimate?!" Nnoitra exclaimed before Ultimate Humungousaur rammed him.
"Y-your aliens have second forms?!" Lilynette shouted; she and Harribel's Fraccion staring at Ben's new form.
"Yeah," Ultimate Humungousaur grunted as he glared at Nnoitra. "Wanted it to be a surprise."
Nnoitra laughed as he picked himself up. At first it started as a low chuckle before it became downright maniacal.
"Ben, you bastard! You've been holding back this entire time! Ultimate Aliens. Ha! Now this really got interesting!"
Ultimate Humungousaur punched his palm. "Let me show you just how interesting I am!"
The combatants charged at each other. Nnoitra raised all of his scythes excitedly, a look of madness and delight upon his face. He swung one of them at Ultimate Humungousaur, the blade coming in contact with his opponent's shell. Much to his shock, the scythe scraped along the surface of the shell, but didn't do any visible damage. Ultimate Humungousaur smirked. "Guess you're not the only one with a tough body." He spun around and slammed his mace tail into Nnoitra's side, knocking the Arrancar back. Nnoitra just raised his scythes again and prepared to strike.
"I'll slice you up!" he vowed. "There's no way you can dodge all of these!"
"So I won't," Ultimate Humongousaur replied before aiming his arms at Nnoitra. Much to the shock of all the Arrancar, his hands twisted into what appeared to be four-barreled cannons with a black outline and circle in the center. A moment later Ultimate Humungousaur began firing missiles from his cannon hands. One exploded in Nnoitra's chest, actually causing the Arrancar to cry out in pain as he was thrown back by the blast. Ultimate Humungousaur slowly walked towards him, continuously blasting Nnoitra with his missiles. The girls watched in awe and satisfaction as every time Nnoitra tried to get back up, he was hit by another one of Ultimate Humungousaur's missiles. It was an onslaught and Ultimate Humungousaur did not look like he was going to let up for a moment.
Tesra saw this and the grip on his sword tightened. He wanted to go and help his leader but he was fairly certain he did not stand a chance against this monstrosity that was Ben Tennyson.
"Enough!" Nnoitra thundered, slashing through the missiles. He stuck out his tongue and fired a Cero. Ultimate Humungousaur couldn't get out of the way in time. Any warning the girls were about to give him died on their lips as he was swallowed up by the Cero. Nnoitra smiled, thinking he had finally defeated Ben, only to gape when the attack faded and Ultimate Humungousaur stood completely unharmed.
"Nice try," Ultimate Humungousaur grunted at Nnoitra's dumbfounded expression.
Nnoitra stared down at his feet as if trying to wrap his head around what was happening before him. "You think that just because you used a new form," he muttered, his hands trembling so bad that his scythes shook. He raised his head back up. "That you're gonna beat me?"
Ultimate Humungousaur narrowed his eyes for a moment before doing something that took everyone by surprise. He started laughing.
"What's so funny?!" Nnoitra yelled. Ultimate Humungousaur turned his hands back to normal as he clutched his chest, his laughter bellowing. "Answer me, dammit!" Ultimate Humungousaur hunched over, still laughing. "What is so funny?!"
The evolved alien straightened himself before pretending to wipe away a tear. "Nnoitra, I think I just figured you out."
Nnoitra narrowed his eye. "And what does that mean?"
"You talk about how great you are but then you get mad when somebody turns out to be better than you. You might be the Fifth Espada but you're also a hypocrite and a sore loser!" Ultimate Humungousaur pointed an accusing finger at him. Nnoitra stared at him, frozen by his words. "Man. I actually feel sorry for you."
Nnoitra's entire body was shaking at Ultimate Humungousaur's words "Don't you dare pity me, Ben Tennyson! Feel sorry for someone else, hero! I'll show you! I am the strongest! Stronger than anyone else!" He dashed forward. "I'll cut down anyone who stands in my way! Including you."
Ultimate Humungousaur sighed as the distance between them got shorter. "No." He turned his right hand back into a missile launcher. "You're not." He fired a missile straight at Nnoitra's face. The Fifth Espada howled as the explosion actually burned his skin. He had done it. That human had managed to overpower his Hierro. Nnoitra was too shocked over this revelation that he did nothing to stop Ultimate Humungousaur from tackling him back onto the ground.
"Heh," Ultimate Humungousaur said. "Guess I really did need to just keep hitting harder. Speaking of which," He turned his cannon back into an arm before punching Nnoitra in the face, the blow creating a powerful shockwave.
He did it again, and again, and again. Each time his fist connected with Nnoitra, another shockwave burst out. It took everything the spectators had not to get thrown back. Ultimate Humungousaur brought his hands together, pulled them up over his head, and brought them smashing down on Nnoitra, the resulting shockwave finally knocking everyone else off their feet and sprawling across the sand. Ultimate Humungousaur looked down at his opponent. Beaten, battered, and possibly broken, Ultimate Humungousaur was satisfied that his work was done. In a flash of light, he turned back into Humungousaur. And then in a second flash, he turned back into his human form, an intense gaze focused on his defeated opponent.
"It's over, Nnoitra," Ben said with a coldness that made the girls stare at him.
Tesra glared at Ben, readying his sword to avenge his fallen master. But he froze when he felt that he was being watched. He noticed Lilynette, Apacci, Mila Rose, and Sung-Sun all had eyes on him, their weapons drawn to attack despite their injured conditions.
"Don't even think about it," Lilynette threatened him.
Ben turned around and ran to the others' side. "Come on. Let's get you girls to the infirmary."
"Ben," Apacci looked back and forth between him and Nnoitra. "That-that was incredible."
"Now it all makes sense," Mila Rose muttered in thought. "Why the Ultimatrix made Albedo more powerful than you."
Sung-Sun frowned at him. "How long were you going to keep that a secret from us?"
Ben scratched the back of his head. "Well, I, I was…"
"You still don't fully trust us," Lilynette realized, hurt by this discovery.
Ben lowered his head. "Look, girls, I…"
"W-where do you think you're going, hero?"
Ben turned around to see Nnoitra weakly sitting up. The Fifth Espada panted heavily. "Get back here! This fight's not over."
"Lord Nnoitra!" Tesra sighed in relief.
"Stay down, Nnoitra," Ben warned him, though he reached for the Ultimatrix just in case.
"Didn't I tell you not to pity me?!" Nnoitra wobbly got to his feet. "I can still fight. Go on, turn into whatever alien you want! Four Arms! Swampfire! Diamondhead! Humungousaur! Go into your Ultimate forms if you want to, it doesn't matter! I'll take them all on!"
Ben's hand hovered over the Ultimatrix dial, ready to go alien if need be.
Nnoitra picked up his scythes. "Come on, hero! Transform already!" Ben's hand twitched but he still didn't move. "What's wrong?! Fight me!"
"Just leave, Nnoitra," Ben said firmly.
"No!" Nnoitra raised, readying his blades. "How many times do I have to tell you not to pity me?!" He ran forward, lifting up his scythes to cut Ben down. Ben's hand touched the Ultimatrix dial.
But just as Ben was about to pick which alien to turn into, Nnoitra was slashed across the chest, blood spewing from his newest wound. Nnoitra stared in shock at the sudden attack before falling to his knees. "W-what…?!"
"Ben gave you the chance to walk away. But I will not be so merciful to you."
Harribel stood between Ben and Nnoitra, her sword drawn. A trickle of blood dripped from the tip of her blade.
"Lady Harribel!" Apacci cried out in shock and relief.
"H-Harribel," Nnoitra coughed, glaring at her.
"Your bloodlust knows no bounds, Nnoitra," Harribel said coldly. "I already warned you once never to harm my Fraccione. And it was foolish to try and attack Starrk's as well. I should have known not to expect better from the likes of you."
"S-shut up!" Nnoitra yelled. "Of course people get hurt in battle! It's their fault for not staying out of the way."
Harribel's eyes narrowed in disgust.
"What's with that look?" Nnoitra mocked her. "If you have a problem then how about you fight me, Harribel!"
"It wouldn't be much of a fight," Harribel said dismissively, which further enraged Nnoitra.
"All of you, looking down on me!" Nnoitra rose up to attack her. "I am the fucking strongest! I'll kill every single one of you for looking down on m…" His rant was cut short as Harribel slashed him again, causing him to collapse from his latest injury.
"I won't kill you," Harribel said, turning her back to him. "Only because I do not wish to inconvenience Lord Aizen with another opening in the Espada at the moment. But be warned, Nnoitra." She looked over her shoulder at him. "I will not warn you a third time."
"Lord Nnoitra," Tesra ran to his side.
Harribel ignored him, instead walking over to Ben and the rest of the girls. "Let us get you healed," she told them gently.
Her Fraccione nodded. "Yes, Lady Harribel," they said together.
…
"So, Luppi decided to attack Ben after his training with Tosen?" Harribel asked as the girls relayed what had happened.
"That's right, Lady Harribel," Apacci told her. "He probably did it as a way of rubbing his superiority in Grimmjow's face."
"Luppi was fond of showing off his rank," Harribel noted.
"Ben was incredible," Lilynette said, throwing her arms around for emphasis. "First he turned into this guy called NRG who wears a big oven suit." She looked over at Ben. "Hey, is he really living radiation?"
"Radiation?" Harribel asked.
"Yeah," Ben said. "NRG's species are beings made of radioactive energy. That's why he has that big suit. So it doesn't affect other people." Ben paused. "Err, can Arrancar be affected by radiation?"
"I don't know," Harribel admitted. "It's possible but since there is no radiation in Hueco Mundo, I couldn't tell."
"Good point," Ben said.
"Luppi thought he'd won when he went up into the air," Lilynette continued. "So Ben turned into this electric flying jellyfish called AmpFibian! He managed to save Apacci and the others, knocked Luppi into the pool, and then shocked him real good."
Mila Rose scowled. "Still hate how Luppi got the drop on us like that."
"Despite his behavior, he is still an Espada," Harribel said. "You should not have underestimated him."
"Yes, Lady Harribel," Sung-Sun said while Apacci and Mila Rose both looked to the side.
"Still, it's impressive that you were able to defeat Luppi, Ben," Harribel complimented him.
Ben shrugged. "The guy was tough but he was definitely no Grimmjow."
"He only became an Espada because one of them got demoted," Apacci stated. "I bet Yammy, Aaroniero, Szayel, or Zommari could easily beat him."
Harribel crossed her arms but said nothing further about Luppi. Instead, she brought up a far more serious topic. "After you defeated Luppi, Nnoitra attacked you."
"That's right," Ben said, putting his hands in his pockets. "Apparently he was tired of other Arrancar trying to fight me first, so he decided to try and take me down before they did."
"First he turned into Chromastone!" Lilynette said. She laughed. "You should have seen the look on Nnoitra's face when Chromastone absorbed his Cero and shot the blast right back at him!"
"We tried to help against Nnoitra," Sung-Sun added. "But we could do very little against him. We were actually about to release when Tesra caught us by surprise."
"I'm surprised that Nnoitra allowed his Fraccion to aid him in battle," Harribel said.
"He didn't," Apacci said. "After that cheap shot, Nnoitra chewed him out for helping. Said he didn't need it against the likes of us."
"Ben then turned into this big guy called Humungousaur!" Lilynette continued. "And that guy was at least as big as Yammy. Then he made himself even bigger and stomped on Nnoitra!"
"But it wasn't enough," Mila Rose added. "We still tried to help but then Nnoitra wounded all three of us. Ben wanted us out of the way even though we could have used our Released States to heal ourselves and stay in the fight."
"He was merely concerned about your well-being," Harribel said. "Not insulting your capabilities."
"Course Nnoitra wasn't going to let that happen," Lilynette said in annoyance. "So he used his Released State. Ben tried fighting him but Nnoitra wasn't going down. He landed a hit on Ben and looked like he was about to finish him off. So I said he didn't have the balls to fight without using cheap tricks."
"Did you now?" Harribel asked, and there was a hint of amusement in her voice.
"All you did was piss him off and make him try to attack you," Apacci pointed out.
"I didn't care," Lilynette admitted. "He was going to hurt Ben and I wasn't going to let that happen. Besides, Ben went Ultimate and kicked his ass so it doesn't matter." Then her eye widened before she frowned, registering her own words.
Harribel faltered when she heard that. "Ultimate?" Ben flinched.
"Yes, Lady Harribel," Sung-Sun said. "Apparently the Ultimatrix can do more than turn Ben into different aliens. It even allows them to transform a second time; becoming more powerful versions of themselves with additional abilities. Ben referred to his transformation at the time as Ultimate Humungousaur, so I am guessing that Ultimate is used in the names for all of these secondary transformations."
"I see," Harribel looked at Ben out of the corner of her eye. "That would explain quite a few things regarding your story about the Ultimatrix. Though, I do not find you at fault for keeping this ability to yourself." Everyone stared at her. "Doing so was a wise decision."
"But it means he doesn't really trust us!" Lilynette argued, the hurt having returned to her voice.
"Have we done anything to fully earn it?" Harribel pointed out and Lilynette froze. She tried to think of a response but none came to mind. So she settled for slouching over in defeat. "It's only natural, given his circumstances."
The rest of the walk to the infirmary was in stunned silence, with Harribel having given the girls something to think over and Ben being surprised that she actually took his side.
…
As Apacci, Mila Rose, and Sung-Sun had their injuries looked over, Harribel was accompanying Ben and Lilynette back to Starrk's chambers.
"Word of your Ultimate forms will spread," Harribel cautioned Ben. "You'd best prepare for the fallout."
"You think Aizen will be mad that I kept it a secret?" Ben asked, silently adding to himself that Aizen probably knew by now. Especially if the fake sky was a surveillance system.
"He will no doubt understand," Harribel reassured. "For the exact same reasons I do."
"So you're really not mad at me for keeping this a secret from you," Ben couldn't help but ask.
"If I was in a situation like yours, I would no doubt do something similar," Harribel said. "Until the time came for me to fight."
Unfortunately, Lilynette was not as dissuaded. "Was that it, Ben? Were you keeping your Ultimate Alien forms a secret in case you had to fight us?!"
"You can't blame him," Harribel told her kindly but firmly. "Look at everything that has happened to him since he was first sent to our universe."
Lilynette was once again at a loss for words and that made her mad. Ben reached out a hand to her, in hopes of cheering her up, only for Lilynette to smack it away. "I thought we were your friends." Before Ben could say anything to defend himself, Lilynette ran ahead.
"Let her be for now," Harribel said as Ben made to run after her. "Once she has had time to get her anger out of her system, she might be willing to listen."
Ben sighed. "I hope you're right. Also, there's something else I have to say." Harribel turned towards him. "I'm sorry your Fraccione got hurt because of me."
"Fighters will always be wounded in battle," Harribel told him. "You did not make my Fraccione fight beside you and once they were hurt, you cared more about their well-being than forcing them to continue fighting. While they have improved, thanks to sparring with you, I doubt they would have been a match for Nnoitra. Thank you once again for protecting them."
Ben smiled as he rubbed his neck. "Sure thing."
"So," Harribel said. "Do you see Lilynette and my Fraccione as your friends?"
Ben chuckled sheepishly. "Yes. And you and Starrk too."
Harribel blinked, her eyes widening slightly. "You see Starrk and I as your friends?"
"If that's alright," Ben hastily, worried he might have overstepped his bounds.
Harribel was silent and Ben started to worry that he might have gone too far.
"Aside from my Fraccione, I have never had anyone to consider a friend before," Harribel said.
"What, no one? Not even Starrk?"
"Starrk is indifferent and therefore tolerable if nothing else," Harribel explained. "Very few of us go out of our way to befriend each other."
"Well, that kinda sucks," Ben said bluntly.
"That's our lot in life," Harribel said and Ben noticed that her voice seemed melancholic. "Even though Lord Aizen restored reason to us, most only care about their bloodlust," She closed her eyes. "And using the power Lord Aizen bestowed upon them to achieve it on a greater scale."
Ben was feeling depressed just hearing about this. But he couldn't blame Harribel. Aizen might have improved her life since she was a Hollow but it was still far from perfect. "I know it probably wouldn't matter but I wish there was something I could do."
Harribel stared at Ben for a moment before the look softened. "You truly are a noble person, Ben Tennyson. What was that mysterious man planning when he sent you into our midst?"
"Apparently some kind of game," Ben said. "Hopefully I'll find out what he's actually up to. Somehow."
Harribel nodded. "That's all we can hope for. For now."
"Yeah," Ben said, seeing that there really was nothing they could do about that little problem at the moment. "So, about my Ultimate Aliens..."
"As I have already, I do not blame you," Harribel repeated. "Though I hope in time we might prove ourselves worthy of your trust. Lord Aizen has done incredible things for Hueco Mundo and I hope you can see that he only means the best."
"Maybe," Ben said and Harribel could see that response would have to do for now.
…
The two walked in silence until they reached the door to Starrk's chambers.
"Thanks again, Harribel," Ben said appreciatively. "For, you know, everything."
"You're welcome, Ben," Harribel said cordially. "And thank you again for all you have done for my Fraccione and for your consideration." After a moment she added. "And for considering me a friend despite your uncertainty about us."
Ben smiled. "Well, I guess, since we're friends, you feel like hanging out with me, Lilynette and the others?" He paused. "Provided Lilynette will stop being mad at me."
"Hanging out?" Harribel asked.
"Sure," Ben said. "And maybe we can get Starrk to join in. Seriously, I have never seen somebody sleep in as much as he has. And I would now, I've slept in plenty of times, especially on the weekends."
Harribel was surprised by this offer but actually took it into consideration. "I," she hesitated. "Do not know. However, I will at least consider it."
Ben smiled again. "Sounds good to me. Later, Harribel."
Harribel nodded and walked down the way she had come. With that, Ben took a deep breath and walked into Starrk's chambers.
…
"So, you managed to beat Luppi and Nnoitra," was the first thing Ben heard the moment he entered. He found Starrk sitting upright on his pile of pillows, looking more awake than usual. Lilynette was sitting off to the side, her arms around her legs and her back to the others.
"Yeah," Ben said, looking over at Lilynette. "I did."
"Lilynette also told me about your Ultimate forms," Starrk said, but he still sounded so nonchalant that Ben wasn't sure if he was actually interested or still indifferent. "And how you kept them a secret from us in case you needed to fight your way out of here."
"Yeah," Ben mumbled.
"She also said Harribel didn't blame you," Starrk went on. "I don't either."
Lilynette flinched when she heard that but did not say a thing, she just hugged herself tighter.
"Pretty clever of you not to show all your cards from the get-go," Starrk said. "I get that you don't really trust us. Don't have much of a reason to."
Lilynette glared at Starrk out of the corner of her eye, angry that her other half didn't share her feelings on the matter.
Ben ruffled his hair as he tried to think of how best to approach this situation. He really should've considered and prepared for the possibility of revealing his Ultimate Aliens early. He made his way over to Lilynette.
"Hey, Lilynette," he said as he crouched beside her. Lilynette's response was to turn her head to the side. Ben sighed. "Look, I'm sorry for keeping secrets from you guys. It's just that a lot of stuff has happened to me recently and I'm still trying to make sense of it all."
"Probably hasn't helped that a lot of the people you've met so far have tried to kill you," Starrk added.
"Well yeah, that too," Ben conceded. "But I wasn't doing it to be mean, Lilynette."
Lilynette sighed. "I know. You do have every right to keep some stuff to yourself. It's just…" She paused.
"What's wrong?" Ben asked.
"Even though we're all comrades," Lilynette said quietly. "None of us really hang out with each other."
"Yeah, Harribel told me nobody really tries to make friends with each other," Ben said.
"Even though Starrk and I can finally be around people who won't die just by being near us," Lilynette said. "It's still," She lowered her head. "Lonely."
Starrk shifted his body to look at Lilynette, just as surprised as Ben was by this confession.
"Then you came along and things started changing," Lilynette told the hero. "I never would've imagined myself actually hanging out with Harribel and her Fraccione but then you showed up and now we hang out all the time. It," she smiled. "It feels nice."
Starrk looked away, taking in Lilynette's words.
"Then when you fought Luppi, you called us your friends," Lilynette said, and Starrk's attention was definitely caught, looking back and forth between Lilynette and Ben.
"I meant what I said Lilynette," Ben told her firmly. "And to be honest, I'm sure I can trust you guys; you, Starrk, Harribel, Apacci, Mila Rose, and Sung-Sun."
Lilynette finally looked at him. "You still don't trust Lord Aizen?!" she asked incredulously.
"Back in my universe, I faced plenty of people who used their charms to win people over, only to show they were just being used," Ben explained.
"Lord Aizen would never do that!" Lilynette insisted fiercely.
"Maybe you're right, Lilynette," Ben said, trying to placate her. "But I didn't know that. I was just being careful."
Lilynette sighed again. "I want to be mad at you."
"I know," Ben said quietly.
"But," Lilynette went on. "I guess what you're saying does make sense."
"So does this mean you forgive me?" Ben asked with a smile.
Lilynette scrunched up her face and Ben had to fight the urge to laugh. It reminded him so much of when he and Gwen would do the same thing as kids.
"Fine," Lilynette finally said and Ben's smile grew. "But you better make it up to me, Ben!" She pointed a finger at him accusingly.
"Alright, alright," Ben said as he held his hands out in front of him. "So, what do I have to do to make it up to you?"
Lilynette scrunched her face up again as she tried to think of a suitable atonement. "I can't think of anything right now," she confessed. "But when I do, I'm gonna make sure you do it."
Ben chuckled. "Alright, Lilynette. I'll keep that in mind."
Lilynette smiled and all traces of hostility were gone.
"So," Starrk said, drawing the two's attention. "You really see us as your friends?"
Ben nodded. "I do."
Starrk stared at Ben for a moment before falling back onto his pillows. At first, it seemed he was about to fall asleep again but instead he stared up at the ceiling, deep in thought.
"A friend huh?" Starrk muttered, more to himself than to the others. He closed his eyes. "That doesn't sound too bad."
Ben smiled while Lilynette had a huge grin.
…
"So, Szayel," Aizen said to his eighth Espada. Both were in the latter's lab. "Can it be done?"
"I may need to do a few more calculations, Lord Aizen," Szayel admitted. "But by all accounts, I don't see why it shouldn't work."
"Excellent," Aizen said with a smile. "Good work, Szayel."
Szayel bowed dramatically. "Your praise is most rewarding, Lord Aizen. And I thank you with the utmost gratitude for assigning me such a task worthy of my intellect. This, by far, will be my greatest work!"
"We still need the means to make this experiment possible," Aizen said. "Though I already have something in mind."
"Oh?" Szayel pushed his glasses further up his nose. "May I be informed as to what it is?"
Aizen chuckled. "Ben does have some sympathy for Hollows and wishes to make life easier for them instead of this "kill or be killed" world. Perhaps, with his aliens, that just might be possible."
Szayel's eyes gleamed. "Do tell, Lord Aizen."
Aizen smiled. "All in good time, Szayel. First I need to have a talk with Ben to see if he can do it. If so, then things will become so much easier."
End of Chapter
Well guys, that conclusdes the latest chapter of Bleach: Ultimate Alien, plus the Ultimate Heroes Arc.
TIM: Hey, Bigby. It was awesome that we got to see another Ultimate Alien.
Bigby: Thanks, man. I actually had a hard time picking which of these guys to use. It was thanks to you that I finally decided.
TIM: Whoa, really?
Bigby: Yep. Remember how you mentioned Ultimate Humungousaur as an example during one of our discussions. Now I know you were just using him as only an example but I figured, "eh, why not?" and chose to roll with him.
TIM: Well I'm glad it worked out. And I really liked the development between Ben and the girls. Plus that little moment between Harribel and Ben near the end.
Bigby: Thanks, again.
TIM: That ending though. I think I know what you have in mind, Bigby. No spoilers.
Bigby: Nope. Also, I would like to thank Diablo Ex Machina, formerly Sallem Cortez 004. He helped me come up with what I'm going to do in the next chapter. Speaking of which, he's actually posted guidelines to help people out with writing fanfiction.
TIM: He has?
Bigby: Sure has and it's really good. Diablo gives well thought out, thorough explanations for writing. Now he does make it perfectly clear that his guidelines are only that. Guidelines, advice, he's not telling people to write like how he says, just offering pointers. It's available for anyone who wants to read it.
TIM: That doesn't sound too bad. Plus, he's not telling people they have to write that way.
Bigby: That's right. Also, this is a request for the readers. Would anyone be interested in making TVtrope pages for the stories of my pals Incredible Muffin and Blazorna Ibara?
TIM: Bigby?
Bigby: You guys are great writers. It would be awesome to see TVtrope pages about your work such as your Unlimited Justice or Outcast Blades fics and Blazorna's The Troubles of a Misplaced Hero.
TIM: Aw, thanks, Bigby.
Bigby: You're welcome, man. Also, for fans of my Snow Queen and the Winter Knight story, I have great news. I have completed the first chapter!
TIM: That's great, Bigby!
Bigby: Now I'm going to complete the other chapters before I post it,
TIM: We know, Bigby. You do have a habit of repeating yourself.
Bigby: ...good point. Anyway, just wanted to let my readers know that the story isn't dead.
TIM: Will you be working on that next?
Bigby: First I'm going to help some other friends out with their stories. I don't want to shove them to the side just so I can focus only on my own.
TIM: Before we go, Bigby. Mind giving us a little preview for your next chapter?
Bigby: You did a preview so it's only fair that I do too.
Next chapter: Aizen has a plan that can make good use of Ben's aliens. But that all might crashing down on him when Ben encounters somebody he never would have expected. But does Aizen have one last trick up his sleeve?
TIM: Going for the ominous angle too?
Bigby: I like previews being ominous. It fuels the reader's curiosity.
TIM: Nothing wrong with that.
Bigby: Well guys, that's all for now. See ya!
