It's been a minute but we are here with the next installment of the story, I really wonder why No had created a fic involving Ben and Altera, so that is something I just had to do. The partnership moving forward is something I look to make tight nit. One thing I will say is that as far as Altera's past, just because she has left the Nasuverse doesn't mean the Velber won't follow her, and that is a major problem, shit as if Dagon way later on is enough trouble.

Meow01: Oh the Velber are not done with her yet. But she will regain her adult form again in Alien Force.

Guest Questioner: Multi crossover are fun ideas if you can execute them correctly. Any other type moon characters I bring in are mainly gonna be alien themed. The Tennyson's are in for a shock when they discover her origin both fate and history. Altera overall is strong, but it depends on what she is fighting and which form she is in, her larva form can one hit drones but the bigger ones are sturdier, her adult form even with Photon Ray is capable of much more, but she can only maintain it for a set amount of time before she exhausts herself giving a bit of setback.

kamencolin: thank you!

Guest: Nero will appear in Imagine Breaker and his Foxy Caster(Rebirth).

Fate and Ben 10 belong to Nasu and Man of Action Studios! On with the story!


Chapter 3: D.C. or B.C.

A fire was raging throughout an apartment complex on the corner of Williams. Firefighters were rushing to the scene on their trucks trying to quell the inferno while rescuers tried to force their way into the building. Unfortunately the blaze destroyed much of the buildings support structures, collapsing entire floors and shattering any means to reach the upper levels, this was even more trouble since a mother and her son were still trapped on the fifth floor of the complex.

As the fires burn their home they attempt to rush for the door only for part of the ceiling to collapse in front of them engulfed in flames, the mother and son back up as the latter holds onto his backpack protectively. As they backed away a flaming bookshelf fell behind them leaving them stuck in the middle of the room. They heard an ominous freak coming from above them as another part to f the ceiling began to crack, it collapsed and the mother instinctively shielded her son as both awaited their demise, but it never came. A few seconds pass and they look up to notice they were ok.

Looking over they see a fiery humanoid looming over them blocking all the falling the debris.

"Who are you?" The boy said star struck.

"I'm hear to help." Responded the fire being.

Heatblast, the name of the Pyronite form of Ben Tennyson proceeded to absorb the flames scorching the room and proceeded blast the blocked door to lead them out.

"This way!" Heatblast said as he led the mother and son to the stairwell only for it to break apart after being collapsed on by the burning ceiling above.

"Ok, new plan, this way!"

Heatblast would lead them to a boaded up window, he was going to blast an opening with his fire when the window imploded inward, and standing in the opening was a girl around Ben's age.

"Altera?" Heatblast said in shock.

Altera sported a new outfit after the incident in Yosemite. Max thought it would be a good idea to give fix her up with more normal clothes so as to not draw too much attention from onlookers, though she would still get a few stares here and there due to her exotic appearance. She sported a white sleeveless shirt and a thin black overcoat, a blue thigh high skirt, white knee high leggings and red sneakers with white laces.

"Hurry." Altera said as she extended her arm out to the boy.

The son was hesitant about approaching Altera.

"It's ok, she's a friend." Heatblast said assuringly.

Hearing that put the boy at ease as he took Altera's hand and she held him close as she proceeded to jump out out of the building and landing on the ground level. Altera realized that she varied in strength between her larva form and her adult form, her larva form was diminished in strength as she was able to destroy the alien hover drone with one punch but could only dent the larger primary drone, but she couldn't gage her adult form strength since she reflexively used Photon Ray to destroy the machine upon seeing Ben was in trouble. Even then her superhuman abilities in both states were still useful as she could land from five stories without sustaining injuries.

She would look up to see a fiery tornado whirling from the opening coming down to the ground next to them as it dissipated to reveal Heatblast and the mother along with him unharmed.

Some of the firefighters would come to check on the mother and son while a crowed formed around Heatblast and Altera taking pictures and staring in wonder.

Heatblast sported a fiery grin as he began to wave his hand like a celebrity."

"I'm sure you want to thank me personally-"

WHAM!!!

Altera proceeded to jump i up and punch Heatblast in the chest knocking him to the ground to the shock of the crowed.

"Ow! What gives Altera?"

"Don't you mean thank us Ben?" Altera said flatly.

"Ehehehe." Heatblast or Ben chuckled in a sheepish manner.

Heatblast then looked over to see the son had three golden colored cards in his hands.

"No way! A gold Sumo Slammers cards, where'd you get it? I've been looking all over the place for these."

"It was a prize inside of a box of Sumo Smacks cereal." The boy said looking confused as he and the rest of the crowd tried to contemplate what a fire alien would want with a trading card.

Altera stared at Ben with the upmost confusion since he went from being all haughty to being all jumpy over a card.

The honk of a horn would get their attention as they looked to their left to see the Rust Bucket on the road.

"Yo, super doofus! Altera! The fire was just a cover for a jewelry store robbery, the bad guys are getting away!" Said Gwen with urgency.

"*Sigh*….We're coming, we're coming." Heatblast said disappointed as he was hoping the kid would give up the card as a reward for saving him.

Both Heatblast and Altera would climb aboard the RV as they sped off to chase down the robbers.


Several blocks away from the building fire a single vehicle was racing through the streets of Washington D.C. ignoring every traffic signal and nearly running down pedestrians as well. Two men wearing the stereotypical bank robbers attire including the ridiculous sock mask, were feeling very proud of themselves.

They had pulled off an easy heist without any interference from the police, and all it took was ruining the livelihoods of a couple dozen people. They were gonna get away with it…or at least that's what they thought before they noticed they were being pursued by the Rust Bucket, which confused them since it was strange for the police to be chasing them in an old rusty recreational vehicle.

Inside the Rust Bucket, Heatblast had taken Gwen's place in the shotgun seat and Altera was right behind him hovering over his shoulder, the problem though with Ben being in his Pyronite form was he was prone to burning the seat he sat on which was smoking under him.

"Knew I should have bought those asbestos seats when I had the chance." Max said as he smelled the smoke.

"Sorry Grandpa I can't help it, I'm hot." Ben said almost cheekily which earned him a smack from Altera.

"Hey!"

"Like I said before, your puns are bad civilization." Altera said bluntly.

"Ok, real talk, what is with you and civilization? Bad civilization this, bad civilization that, I don't get you most of the time." Heatblast said indignantly.

Heatblast was the hit with foam from a fire extinguisher Gwen was holding as she stood behind his seat.

"Of all the aliens you had to turn into, it had to be the one with the flaming butt."

"Heh, jealous." Heatblast said smugly which earned him another blast of extinguisher foam.

The robber's tires screech as their car makes a sharp turn around a corner, but Max's superior driving skills aloud him to make the turn without loosing speed. Heatblast then poked his head out of the window and formed a fireball in his hands before striking the back end of the car, which proceeded to go out of control and crash into a brick wall.

The robbers were dazed and just began recovering from the crash when Heatblast came up and tore off the broken car door making them panic.

"Unless you punks want to get burned, down on the ground with your hands behind your heads."

Not wanting to take their chances with the fire alien, the robbers got out of the car to comply. Heatblast of course was so caught up in his theatrical heroics he failed to notice the Omnitrix time out and revert him back to human.

"You punks picked the wrong time to be bad…guys." Ben muttered towards the end as he realized the current situation.

"Hey, it's just a kid get the jewels!!" One of the robbers said in anger.

Ben looked at his watch to see that it entered recharge mode, he then began to back away from the criminals chuckling nervously.

"Wow time sure flies when you're having fun, I-I've decided to let you guys watch off with a warning this time." Ben said nervously.

The robbers were cracking their knuckles preparing to tear into the kid that wrecked their plans, but before things got ugly they were assaulted by Altera who proceeded to take them down in a few swift moves.

"Nice one Altera! You really nailed those guys." Ben praised.

Altera turned around but she didn't have a look of gratitude on her face, instead she looked at him with an annoyed expression. She would walk up to Ben and grab him by the back of his shirt collar and drag him back to the Rust Bucket.

"Hey what's with you!? What's got you so grumpy today?" Ben asked in confusion.

"You're a dumbass." Altera said sharply.

Ben shut his mouth immediately hearing that swear, Altera had a mouth on her.

"You got caught up in your theatrics as a hero you ended leaving yourself in a vulnerable position as the watch timed out, so here I am to drag your sorry ass out of a situation where you would have been hurt or worse. You run on littoral timer Tennyson, be wise with it."

Ben normally would have the stomach to argue back with whoever talked down on him, but he couldn't help but listen to Altera's words, it also didn't help the fact that he was also terrified of her on some level, though at the same time he admired the girl, she was strong, coolheaded and stoic, mysterious……..beautiful……..he slapped himself slightly for that last part.

"Thanks for saving my butt back there Altera." Ben said softly.

Altera didn't stop but she did look back slightly and considered Ben for a moment, she understood that he was just a kid, but he was walking a dangerous road, his normal childhood was forever lost the moment that watch latched onto his wrist. By the time the police had arrived to arrest the criminals the Tennysons and Altera had already left.


The very next morning on the opposite side of the city, a grumpy looking businessman was pounding his fist on the door of a small town apartment building. The overhead sign said that the building was being used by someone named Dr. Animo.

"Hey Animo! Open up!" Yelled the businessman.

He got no response and he had enough of waiting, so he barged in, it seemed as though Animo forgot to lock his door. As the businessman walked further in he saw in the darkness cages of all shapes and sizes, each containing different animals inside.

"Smells like a zoo in here." He said in disgust.

Eventually he came across a tank containing a species of frog he never seen before and he heard the sound of footsteps coming from behind. Turning around the businessman jumped out of his pants when he came face to face with a man with sickly pale-green skin, yellow eyes, and dirty white hair that touched just passed his shoulders. The man barres his yellowing teeth as he looked at the intruder.

"How did you get in?" The man asked angrily.

"Pass key, I'm still your landlord remember. Maybe not though since your rent is six months passed due Animo."

"All my funds go to directly to my research! Now get out, you're disturbing me!"

"Looks like you were disturbed even before I got here pal." The landlord insulted as he looked out at the zoo within the apartment room.

"Listen doc, you and your friends are out on the street unless you pony up the green." The landlord said as he held out his hand expectantly.

"Pony up." Animo repeated with a hint of amusement in his voice.

"What an interesting choice of phrases, you must be an animal lover. Then you're gonna love this."

Dr. Animo pulled out something from under one of his cabinets and turned around to the landlord with a serious expression on his face. The balding landlord looked at Animo for a minute trying to process what he was seeing before he broke into a fit of laughter. Dr. Animo for some reason or another was wearing what looked like a harness and a helmet that looked like it was made from a strainer bowl and cobbled together electronics.

"What's that?" The landlord asked through his laughing fit."

"You a member of the Moose Club or something?"

"This, is my trans modulator, phase 1, it creates and accelerates the mutation process on a genetic level. Perhaps a demonstration is in order."

Animo turned the dial on his chest and arcs of red lightning began to spew from the horns of the strainer helmet. A beam of the red lightning blasted down towards the frog in the tank and and the amphibian grew to be twice as big as the landlord with a murky shade of green skin growing horns on the side of its head and doubling the number of red eyes. The landlord screamed like a school girl as the mutant frog proceeded to devour him whole. He was attempting to make some kind of escape judging by the movement inside its mouth, something Animo found delightful.

"I'm sorry I can't hear you! You must have a frog in your throat, or is it the other way around?"

The mutant frog then found the landlord to be a distasteful little fly and proceeded to spit him out which sent him flying across the room to the wall on the other end knocking him unconscious.

Animo paid no mind as he grabbed a piece of newspaper clip angrily from his pocket.

"So close to having what is rightfully mine, all I need is a few lousy components to finish my work."

"So whatever you need from hairspray to sate of the art electronics, you'll find them under one roof of the district's newest mega mart!" Called the voice of a commercial advertiser from a nearby TV.

"Ah yes, just what the doctor ordered." Animo said sinisterly.

XXX

Meanwhile almost coincidentally, the Tennyson family plus one happened to be at the very mega mart just on the other side of town doing rounds of shopping. Max and the kids were going down an aisle as Gwen was looking on with a sense of dread, her grandfather wondering why a supermarket would stock some very disgusting excuses of food. Altera was even puzzled by Max's choice of diet, she was sure that whatever concoctions he would come up with would make even the gluttonous King of Knights skip a meal…….and that said a lot.

Altera was walking along side Ben and the latter's eyes wandered over to the cereal aisle. When he saw no one was paying attention he broke off from the group and began scouting the rows of boxes, however he miscalculated the fact that Altera actually did take notice and followed after him and hid behind the end of the shelf line to peak over.

"Sumo Slammer cards, cool!" Ben said eagerly.

Altera would only watch as Ben looked from side to side for any onlookers before peeling off the top of the un-bought cereal and proceeded to reach his hand in, Altera only shook her head in disappointment at Ben's antics. She understood, he was just a ten year old boy who would be prone to getting in trouble, however he wanted to walk the path of a hero, yet he was being a common dirty thief. She will admit though that when she was young back in her days with the nomadic Huns, she had already joined a few raids and did much worse than what Ben was currently doing, not that he needed to know any of that. Meanwhile Ben after a lack of success looked like he had hatched a devious idea in his head, and Altera narrowed her eyes.

Back with Max and Gwen, they stopped at a nearby aisle as the elderly man was scrutinizing a can of octopus chunks. Gwen was horrified, what kind of supermarket sells pieces of sea creatures in cans on store shelves next to the soup?

"Hm, only canned octopus, I thought this store prided itself in wide selection." Max said disappointedly.

"Uh, Grandpa? No offense, but can we have a normal dinner for once? You know, something that doesn't involve stir-fried tentacles?" Gwen asked hopefully.

"Heh, nonsense. Now where do you suppose they keep the sheep's bladder?" Max chuckles amusingly.

Gwen groaned at the thought of whatever her grandfather had in mind to eat, but before she could reluctantly follow him further, she saw a flash of green light out of the corner of her eye and she groaned knowing that it meant trouble, she also noticed Altera was gone which didn't make her feel any better.

Around the same time, Ben had fiddled with the watch and transformed into Gray Matter, a small 4 inch gray skinned frog like bipedal alien with big bulging eyes on its head, a white body suit with a black stripe in the middle and the Omnitrix faceplate on its back. Ben thought he could use this form to swim through the boxes and find the cards within, but just as he dived into another box of cereal which he began to rummage through. Having seen enough Altera walked out from behind the end of the aisle and went up to the moving cereal box, taking it into her hand and reaching with her free hand till she pulled out Gray Matter.

"Ahahaha, hey there…Altera. I was just going cereal diving." Gray Matter said nervously.

Altera only gave him a really flat look on her face before she spoke.

"I believe it is most appropriate to let your grandfather know of your attempted misuse of your watch and cereal raid."

"Wait hold on Altera don't tell Grandpa I won't do it again!" Ben panicked.

"Altera? What are you doing over here?" Came the voice of Gwen.

"I caught Ben misusing the watch for thievery."

"Why am I not surprised the doofus would do that."

Any further conversation was cut when a store employee named Regis walked up not looking very happy.

"Young ladies what do you think your doing?"

Altera had quickly hidden Grey Matter behind her back so the store employee wouldn't see.

"It wasn't us, it was my doofus cousin!" Gwen said.

"Well you're gonna have to pay for the cereal." Regis said.

Having put the box of cereal in Max's cart and seeing the annoyed looks from all the children he had to ask.

"Ok, what happened?"

"Ben nearly trashed the cereal aisle just to get a stupid trading card."

"If only you and Altera hadn't butted in, especially you and your big butt dweeb!" Ben complained.

"You want to be a hero, yet you abuse the watch simply to gain something of no value through thievery." Altera said disappointed.

Unlike others, Altera's words actually seem to cut into Ben, somehow he could not find it on himself to argue with her.

"Ben, I appreciate how much these cards mean to you, but don't you think you're getting a little, obsessed." Max said with concern.

"Maybe your right Grandpa, I don't deserve a gold Sumo Slammers card, I mean, it's not like I rescued a bunch of people from a burning building or something."

WHAP!!

"Ow!" Ben looked over at Altera who was frowning.

"Not that I did it alone! Ehehehe."

"Using the superhero guilt trip, that's low." Gwen said.

"I agree." Altera followed.

Ben's shoulders sagged as he went into thought.

The Tennyson's plus one would continue on when they were passing the electronics section. Oddly enough there was a display stand for Sumo Slammers cards, a complete set, that caught Ben's eye.

"Sumo Slammers cards, a complete set!" Ben said excitedly as Altera followed behind him.

"Let's check out the pet department. With Altera there Ben should not get into any trouble." Max said.

"Please tell me you're not looking for our breakfast." Gwen begged as they rounded a corner.

"Someday, you'll be mine." Ben said almost obsessively.

Meanwhile Ben was staring at the display, looking almost possessed, Altera just watched with a slight curious expression laden on her face. She then decided to speak.

"I don't understand Ben, what exactly is so special about those, they have no monetary value, they don't provide any basic necessities, they're nothing more than pieces of cardboard, colored and designed with plastic overlap, not real gold or other metals."

"*Sigh...Altera. You would not understand how important these are to us Sumo Slammers fans, I doubt you would even get it even if I explained." Ben said.

"Then help me understand."

Ben was surprised to hear that, than he turned around and rubbed his hands together, if he could convert Altera into a Sumo Slammers lover, then he can have a best friend in regards to it, he imagined how Gwen would react.

Altera herself had been in thought, she figured since she was going to be with the Tennyson's, she may as well try to understand them better.

Further musing and plotting was interrupted by a sudden shaking, it seemed that something was getting closer, Ben and Altera looked towards the TV section which were all static and one fell to the floor in front of Ben. Altera grabbed him and they both ducked behind a counter. The rumbling stopped and they both peeled out to a very unusual sight.

"Woah." Ben uttered.

Coming through the whole was a massive amphibious creature with green skin, four red eyes, and two horns on its head. Riding it was a sickly looking man wearing an honestly ridiculous looking get up.

Dismounting from his mount, Dr. Animo proceeded to go over to some packaged electronic and machine parts and proceeded to stuff them in an old pillowcase. It was at this moment where Ben decided to come out to Altera's protest who followed him to confront him and be a hero.

"Hey! What do you think you're doing?"

The mutant frog shot its tongue out barely missing Ben while Altera dodged since she was in the line of fire. The tongue hit a box display which was thankfully all empty and they fell on top of Ben, Altera rushed over to see if he was ok as she shot Animo a glare.

"Don't be a hero kid, just run along and play with your little girlfriend."

Ben went beet red hearing that while Altera raised an eyebrow, he shook himself and went for his watch to find it was in cooldown mode.

"You are so lucky I can't go hero." Ben muttered.

Animo got on his groggy steed as two security guards came to the scene.

"Freeze! Get down off that giant...frog and put your hands up!"

Animo only smiled in amusement before he leapt away.

"Uh...we got a grab and dash at electronics, male, 5' 6", riding on a giant frog or toad, trust me you can't miss him!"


At the pet section, Max was looking over his list. Gwen meanwhile was playing with a hamster in its cage, the peace would be interrupted when Animo and his frog leapt in and activated his transmodulator. Red lightning shot fourth and almost hit the Tennysons, only for the hamster to take the hit as it mutated and grew in size. It faced them with a predatory look.

A parrot was next to be hit and mutated to Animo's joy.

"Arise to your full potential my pets!"

Around that time Ben and Altera were rushing they're way to the pet aisle to find Animo with his two new mutant companions. They saw Max and Gwen running for their lives as the mutant hamster chased them.

"Oh man, what kind of pet food are they selling here?"

"Mad scientist brands I can imagine." Altera said.

Ben backed up towards his family as they bore witness to Animo and his mutated trio.

"Behold the genius of Dr. Animo, nothing can stop me from getting what I deserve, mark my words, today I will make history, or should I say, prehistory!"

"If you hadn't gone cereal diving, one of those heroes could be saving us from becoming hamster chow."

The mutant hamster screeched as it stepped towards the group, Altera was on guard and unfazed as she faced greater foes in the past. The hamster charged, but but the moment it got close to Altera she docked it with a wicked uppercut sending the beast onto its back for a moment.

"Ok wow, just how strong is Altera!?" Ben said in amazement.

No could say anything further as the parrot swooped in to take out Altera, she jumped up and landed on its back and clung on as the bird tried to shake her off. The mutant hamster shook out of its stupor and proceeded to chase the Tennyson family.

The hamster was quick though as it made big leaps, it nearly trampled Ben but kept going, paying no mind as it continued after the others who were backed against the wall, Gwen behind Max who stood protectively in front of her as he stared down the creature.

Ben was desperate as he looked at his watch, still charging, he looked up to see that Altera was still occupied with the parrot. Then he noticed an electric scooter, an idea came to his head.

"I don't need a watch to take down some overgrown fur ball!"

Ben took a football and threw at the hamsters head getting its attention. Ben sped off on the scooter with the hamster hot on his trail, it was able to keep pace with him till it jumped forcing him to duck as it hit a shelf but hung on, Ben would use the fallen shelf like a ramp barely avoiding the hamster's bite, and knocked over two more shelves to trap it momentarily.

"Ben!"

Max and Gwen came in not long after to see Ben's handy work.

"Aw ha! That's right! Not even giant hamsters can mess with Ben Tennyson!"

Further celebration was interrupted by Animo who showed up not long after.

"Young fool! You cannot stop me! I will turn Washington D.C. into Washington B.C.!"

Just as that was said the parrot came flying in but not before barreling an unwanted passenger off by hitting her on some shelves. Animo quickly hopped on the bird and flew off busting through the window in the process. The mutant frog would follow after.

The store employees would come out of hiding and Regis would thank them.

"You saved the store, is there anything I can do to repay you, anything you want. Ben's eyes immediately darted to the Sumo Slammers cards, but then he heard a nearby groan and looked over to Altera who was just getting up.

"Altera!" Ben called as he rushed to her.

"I'm fine Ben, I saw what you did earlier while I was cockatiel riding, I must say that's the bravest non watch heroism I've seen, it was good civilization." Altera said with a small smile.

Ben rubbed the back of his head feeling embarrassed, slight red tints on his face.

"Kids! If everything is ok, then we need to get going and quickly!" Max called.

Ben and Altera both nodded and proceeded on their way.


The Rustbucket chased down the parrot down the D.C. roads, Max was looking up at it as he drove and began to reminisce.

"Aw, just like the good old days, before I retired."

That got Gwen's attention who was on her laptop.

"So, exactly what kind of plumber were you, Grandpa?"

"Ah duh, a darn good one. Ben I noticed that when the store employee offered anything for saving them, you didn't take advantage of possibly getting those cards you like so much. You showed more concern for Altera's well being."

"Maybe Ben's gotten over his obsession and fell in loooooove! Mwa mwa mwa!!" Gwen mocked and made smooch noises.

"No! I have not you take that back dweeb!" Ben shouted as Gwen laughed.

The subject of the banter simply stayed quite.

"Bingo! Five years ago Dr. Animo was a promising researcher in veterinary science, but it turned out that he was doing all these twisted experiments where he was mutating animals, and when he didn't win some big prize called the vereties awards he flipped out, I would say this might sound like Ben if he hadn't shown a more caring side earlier."

"Shut up."

Max looked over to see the parrot disappear over the city skylines.

"Lost him, he could be going anywhere in Washington D.C.!"

"Or Washington B.C."

"*gasp*...That's it! I know where he is going!" Ben said.

XXX

"The natural history museum."

Ben walked up to a wrecked entrance to find a big bird feather.

"Something tells me we're on the right track. Good thinking Ben." Max compliments

"Guess even a doofus can surprise you once and awhile." Gwen said with a smirk.

"Well done Ben." Altera followed.

"And you should know." He said with pride.

As they walked through passing all the exhibits, they came across an item that said Mega Mart electronics. Right in front of them tinkering away was Animo, and he sensed their presence.

"You, are very persistent, I hate persistent."

"We all know about your freakazoid experiments Dr. Animo, it's over!"

"Oh but it's only just begun, you see I needed a few components to push my work into phase two.reanimating of dormant cells."

"Uh, does this guy come with subtitles?" Ben asked.

"To put it simply Ben he plans to bring dead prehistoric animals to life. It sounds borderline necromancy but with advanced science."

"Quite an observant girl for your age. Observe!"

Animo ramped up the dial on his transmodulator firing a beam of lightning into the display of a wooly mammoth. The mammoth now brought to life neared down on the Tennysons and Altera.

"Behold the genius that is Dr. Animo!" Animo bragged before rushing off.

"Now would be a really good time to go hero." Gwen said.

"No duh. You guys get Animo, I'll take care of Jumbo."

Ben slammed the dial of his watch and after a flash of bright green Ben became a hulking muscular four armed red alien humanoid, a Tetramand.

"Let's wrestle." Four arms said as he charged the mammoth and flipped it on its side.

Max, Gwen and Altera would go after Animo in the meantime. They were cut off by the mutant parrot, Altera was ready for round two with it when Gwen pulled a spear from a cave mane exhibit and skillfully wielded it before cracking it over the birds head twice making it retreat.

"Ben's not the only one with skills." Gwen said as she pressed on with Max following looking like he grew a second head, Altera said nothing but was impressed by the display.

They would find Animo charging up his transmodulator as he looked back and smirked for a moment before blasting a T-Rex exhibit, the bones would mostly become covered in new flesh and sinew as it roared.

Ben or Four Arms would be thrown back into a wall by the mammoth as it proceeded to charge, Four arms would rush his oncoming foe and hit it with a hard punch before getting flung by the tusks into the air landing hard on another exhibit.

"You are going down peanuts."

Four arms got on all four of his arms as the mammoth got ready to rush him, he rushed back grabbed the trunk and began to swing the mammoth around before sending it into the far wall on impact before falling to the floor.

"Oh...guh...I'm gonna hurl." Four Arms said as he proceeded to spill the contents of his stomach.

Max and Gwen would narrowly avoid a swinging tail courtesy of the T-Rex as Altera was quick to rush Animo who was mounted on it, the T-Rex turned her way to try an snap at it but it missed. Animo quickly dialed up the transmodulator as Altera was right on top of him shooting red lightning uncontrollably forcing Alter to backpedal off as a stray beam struck a Saber tooth Cat exhibit that she landed next to. The revived feline was quick to pounce her as a struggle for dominance ensued.

"I'd love to stay and chat, but I have an award to claim." Animo said as the T-Rex smashed its way through the building.

They looked on at the sight before them before the parrot came back and snatched Gwen in its talons.

"Ben!" Max called.

Four Arms rushed in to see the scene before him.

"Altera!"

"Leave me! You have to save your cousin, I'll be alright!"

Nodding, Four arms leapt into action quite literally as Max picked up something peculiar on the floor. The Tetramand would latch onto the bird making it struggle against the added wait.

"No bye bye for you."

The parrot successfully shook him off as he plummeted, all while the watch timed out. Thankfully he hit the ground before reverting back avoiding disaster. Getting out of the crater he watched as the parrot left with his cousin.

"GWEN!!"

Not too soon had the Rustbucket arrived.

"Somebody call for a taxi?" Max said.

They sped off to keep up with the parrot that already gained some distance.

"Spend the summer with your grandpa honey, maybe it will be an adventure." Gwen sarcastically said mocking her mother as the parrot flew towards the Washington monument.

Dr. Animo was stomping through the streets on his Rex crushing buildings with little regard for the people he could harm.

"Aw, I do love my work."

For some odd reason there was a peculiar gold card attached to the Rex's foot.


The parrot would roost on top of the monument leaving Gwen there to hang by her backpack in its mouth. She pulled her phone from her bag.

"Mom said only use it in an emergency, maybe this qualifies.

The Rustbucket rounded a corner as Max and Ben kept an eye out.

"No sign of beak breath."

"There can't be that many places for a parrot the size of an elephant to roost. Here, look at what Dr. Animo left behind."

Ben took the paper and looked it over, it was an article.

"Dr. Kelly accepts vereties award. He's gonna finally pick up his award! We got to stop him."

"First things first, we have to find your cousin."

Not long after saying that a ring went off on Max's radio. It showed Gwen's name.

"Gwen!"

They sped up getting closer to the monument.

"Hang on Gwen! We're coming!"

The parrot would leave Gwen to cling to the pole of the monument.

"I can't hold on much longer! AAAAAHHH!" Gwen screamed as she dropped her phone as it fell and broke in front of the others that just arrived.

"Oh no! Gwen will be next!" Max said with worry.

Thankfully the watch was charged much to Ben's delight.

"Not if I can help it, it's hero time!"

Hitting the faceplate he turned into an insectoid like alien of white black and green color, it had four eyes that jutted from its head and wings on its back. Ben immediately flew up just as Gwen finally fell to be caught by him."

"Got ya!"

"Huh? Butterfly!"

"Stinkfly!"

"Yeah whatever, anyway thanks for the save!"

Suddenly the giant parrot came around and proceeded to chase Stinkfly and Gwen.

"Woah! Watch the legs there Polly!"

Max looked on in horror and was about to beline to the top of the monument when he heard a growl in the distance that got closer, it was Altera! Somehow she managed to subdue the mutant saber cat and utilize chains as a makeshift rein to ride it.

"Altera you're alright!" Max said relieved.

Stopping at a skid Altera looked up to see the situation and dismounted her saber to rush her way up to the monument.

"Max! There's an elevator here!"

Nodding Max rushed in and picked the upper most floor to get to the top windows.

Ben was still trying to outfly his pursuer as Gwen rode on his back.

"Ah I think I'm gonna be sick."

"Spew on me, and you better learn to fly, quickly." Stinkfly threatened as he went back around to the monument.

Max and Altera were waiting on the top floor to see Stinkfly and Gwen as Max signals to them.

"I can't shake cracker breath, you're gonna have to trust me."

"Trust you?"

The parrot was about to close in as Stinkfly let Gwen off his back to let her fall into his arms before carrying the screaming girl to Max.

"Come to grandpa. Got ya!"

Pulling her in they saw Ben go by as the parrot dived for them, only for Stinkfly to slam on top of the avian sending tumbling to the ground.

"Go, stop Animo! We're alright!" Max said.

Just as Ben was about to fly off, Altera jumped through the window all the way down to everyone's shock and landed gracefully onto her saber cat.

"You're not going without me!"

Ben smiled as he saw Altera's new pet.

"Can you be any cooler!"

At a research veterinary building, Dr. Kelly was giving a tour of his facility.

"As you can see my vereties award. It was simply just an honor to be nominated with such a distinguished group of scientists-"

A shaking cut him off as all present look to see Animo barge in on his Rex. Two of the men run leaving a stunned Kelly to the mercy of the mad scientist.

"Kelly! I believe you have something of mine."

Hopping down Animo claimed his undeserved award.

"I'd like to thank the committee for this honor!"

The Rex would approach Kelly as Animo hopped back on, it roared at him before Stinkfly hit it in the face. The Rex retaliated by smacking him with its tail.

Animo however did not see Altera coming on the saber and the big mutant cat barreled into the undead dino as Altera hopped on the Rex's head. Altera could not get close as another red bolt forced her away.

"I was gonna have my pet eat Kelly, but I think I'll start with you!"

The Rex waved its tail furiously destroying a good chunk of the wall and supports sending a tone of material to fall on top of Altera who didn't move in time.

Stinkfly meanwhile came out of his stupor to end up seeing a gold Sumo Slammers card, this was his chance.

"Sweet! I struck Sumo Slammers gold!"

The noise of moving rubble cut him out of his distraction to the Rex pull none other than a dazed Altera who was barely keeping the beast from closing its powerful jaws, Stinkfly went wide eyed. He gave the Sumo Slammers card a quick glance but his decision was already made.

Just as Altera was about to be eaten as the T-Rex flipped her into the air opening it's jaw wide Stinkfly immediately got to her. Animo would look on with frustration.

"What are you, you little pest!?"

Putting Altera on his back he responded.

"I'm Stinkfly and I'm here to kick some tail. But... I'm not doing it alone."

Animo fired a massive red beam that Stinkfly had to dodge. Stinkfly then fired a hail of goop from its eyes onto the Rex, Altera's saber cat would once more barrel into the Dino causing Animo to loose his grip on the award. It fell and shattered to the ground.

In utter shock he didn't notice Altera sneak behind him and swipe his transmodulator off his head.

"My transmodulator!!"

She threw it to Stinkfly who hurled it to the floor and the device hit the ground sending a wave that reverted everything to normal, and in one quick kick Altera knocked Animo unconscious before leaping off the once again bone dead Rex.

Back at the Washington Monument the Parrot was upon Max and Gwen when the wave from the transmodulator reverted back to size flying up to Gwen and landing on her arm.

"Don't even try to kiss up to me now."

XXX

Morning came and the police had arrived to see that Animo was arrested as he kept demanding they let him go holding to his delusions that he still deserved the award. Ben and Altera walked up to the car he was put in as he looked at the two scathingly.

"You know, I now see what obsession looks like."

Before they got into the RV Altera took notice of something, it was buried in the rubble but it stuck out just enough for the sun to hit and give a shine.

They continued their trip making their way to Noraville, as Ben thought about all that happened.

"I may not have gotten a Sumo Slammers card, but I at least got a trophy from Animo." Ben said as he put a component of the transmodulator in a box.

"Plus, I guess saving the city from Dr. Wacko is it's own reward."

"I couldn't have said it better Ben." Max said with a smile.

Don't forget you saved me too. Thanks." Gwen said appreciatively.

"Well that's what heroes do best, save dweebs."

"You are such a major doofus!"

"Ben?"

The young hero looked over to see Altera slide in next to him.

"I found this before we left."

Ben's eyes widened when she pulled out the Sumo Slammers gold card.

"Where was it?" Gwen asked.

"It was buried in rubble, I just managed to see a faint glimmer, and I thought I would give it to Ben."

"That was the same card I saw when we fought Animo, I wanted to go for it but I saw you in trouble, and I knew what the greater priority was."

"Aw! You hear that? Ben really cares about you!" Gwen said teasingly.

"Stop it!" Ben snapped.

He looked over at Altera who held out the card, he actually contemplated after all the trouble that happened. In the end he took her offer.

"Thanks Altera! You're the...uh...guh?"

That wasn't the only thing he got as Altera snuck a light little kiss to Ben's cheek making his eyes go wide. He looked at her as she backed up and sported a rare kind smile. His face heated up a lot.

"That is my thank you for saving my life. You really are hero Ben Tennyson, you are...good civilization."

"Ehehehehe, come on Altera." Ben said bashfully as he rubbed the back of his head.

"Mwamwamwamwa. Ahahahaha!!"

Ben snapped out of it to see Gwen making kissy faces and laugh.

"AAAAAHHH!! I hate you so much!"


AN: whooo finally got that chapter out of the way, I feel quite proud of this one and I look forward to doing more, into the future, it's also revitalizing my will to continue my most popular story on my profile, so now we will move on to the next chapter, so look forward to that!

Next chapter: Altera the Kraken Hunter

Bye!