Cold.

Cold was the only real word to describe the space in between universes, a black emptiness that seems to go on and on for infinity.

No stars to be seen, just an empty black void with no discernable up or down followed by an endless silence.

At least until a green jet-like ship is suddenly seen popping into existence in the black void seemingly out of nowhere, its thrusters were at full power despite them seemingly not being needed but that didn't matter to those inside of the ship.

A long sigh could be heard coming from within the ship's cockpit as this screen with multiple entries was seen as a hand reached for it clicking it as a 'maybe/last resort' appeared next to the entry

"Another universe unfit for us" A male voice could be heard before it becomes angry "FUCK!" the person the voice belonged to yelled as they punched the screen cracking it as another voice suddenly spoke up

"Ben, relax we'll find someplace else…..someplace without the madman with an egg naming scheme" This…..person who spoke up looked more biomechanical with a tall blue body which had white stripes and a pair of glowing red eyes.

The male who had punched the screen turned around to reveal a pair of bright green eyes and an expression which shows a mix of anger and anxiety.

"Echo, we've been trying for months and just when we had begun getting used to the last universe with Sonic and the others" Ben stops himself before taking in a deep breath to calm himself. "Eggman decides to unleash a metal virus which infected TWO of my kids," Ben said with clear anger in his voice as his eyes narrowed while he looked at the sentient ultimate in front of him which just looked away before responding.

"Still, we can't afford to lose our cool not with-" Echo Echo's words are cut short as his eyes suddenly widen as he spots something outside which shouldn't be possible and to avoid crashing, he launches one of his sonic disks at the controls as it smashes into the control yoke forcing the ship into a barrel roll.

"What the hell is wrong with you?!" Ben yelled surprised but still he raced over to the yoke and pried the sonic disk out of it before shutting off the thrusters, only for him to turn just in time to see the ultimate sonorosian begin walking for the airlock.

"There was a man outside" Echo says oddly as he tries to rack his mind at what he saw out the window, though his words only serve to confuse Ben as there shouldn't be any creature alive or otherwise out in the middle of nowhere, especially if what Echo Echo saw was a human.

"You're talking crazy" Ben says not really believing what he's saying as he runs in front of him to stop him from going into the airlock as both of their eyes meet with Echo's eyes displaying a mix of shock and slight dread since well, whatevers outside can't be natural.

Ben takes a deep breath before sighing and as he turns making his way to the airlock "I'll go check it out but just in case, get the hyperdrive warmed up" Ben ordered as he pulled up his omnitrix his eyes lingering on the device before placing his index and middle finger on it causing the holographic alien playlist to pop up but what he found the most eerie was that it only showed one alien available for selection, and that Alien was Alien X.

"The fuck?" Ben mumbled underneath his breath as this didn't make sense, why wasn't the omnitrix giving him his usual aliens like Jetray, or Big Chill, why just why?

"Ben?" Echo asks worry clear in his voice, though Ben doesn't answer as he just steps into the airlock and clicks a button next to him to seal the hatch to the inside of the ship.

"I'm alright just do what I told you to do" Ben said as he turned to look at the sonorosian through the small window in the hatch though his voice came out of a speaker from the inside of the ship before a bright green light completely filled the inside of the airlock.

"I-...alright I'll get the hyperdrive ready" Echo relents as he walks away to the control console in order to get the hyperdrive ready.


Meanwhile outside of the of the rustbucket a small hiss is heard as the outside hatch of the airlock opens up with this three horned black humanoid head pops his head out looking to his left 'So far…..nothing' the celestialsapien thinks as he floats the rest of the way out of the airlock.

'Yeah, Echo Echo's mind must've just been playing tricks on him' he reassures himself as he then looks to his left and….there it is.

A man, more specifically a man in a lab coat just floating in the void as X just blinks trying to rack his head around what he is seeing.

"Well…." He began as he flew up to him as he tilted his head to the side not noticing one of the other two personalities of Alien X groaning in annoyance as the man came further into view "This is…new" he said still unsure if what he was seeing was real, only for the man to then gain a smile.

"Hello, Benjamin" The man suddenly said which caused X's eyes to widen out of the sheer shock, as he stands there for a few moments before he regains his senses.

"How do you…..talk and do it fast" X said suddenly as he outstretched a hand towards the man threatening to erase him from existence unless he gave up the reason, he knew him.

"Oh that's not important, what is important is that I know you're trying to find a same place for your family" The man said gesturing towards the Rustbucket which causes X to narrow his eyes at him, normally a mention of his family, and especially his kids by someone he heavily distrusts would result in a broken bone or two for said someone but instead he allows him to continue talking just in case, he said anything important.

"Let's just say I know someone or rather…..somepony" The man said which only left X confused as he slowly lowered his hand.

"Some...what now?" Was the only thing the celestialsapien could say out of sheer confusion as to what he was hearing…..a pony? That just didn't make sense to him, why would this man mention ponies of all things.

"Oh, nevermind, just go in that direction and you'll arrive in no time" The man begins saying while gesturing to a seemingly random direction in the empty void which X gives a brief glance in that direction before returning his gaze towards the man.

"And once you arrive in that universe, search for someone called Celestia, she'll know you're coming by the time you get there" Were the last words the man in a lab coat said before he outstretched right hand to the side opening a portal which led to a small dirt path with the man beginning to head into it.

"Wha- WAIT!" X yelled and just barely managed to track down the location on the other side before he fully went through it and the portal closed, with the location being in the direction that the man gestured at.

X turned his head towards that direction and just floated there for what felt like an eternity until the omnitrix symbol on his chest lit up followed shortly by Ultimate Echo Echo's voice.

"Ben?" Echo said, breaking Ben from his trances as he looked down at the symbol while placing a finger on it before he then spoke.

"Yeah, I'm here and you were right there was a man out here, it's a long story but…I think we might have found ourselves a new universe that might have potential" he said though hesitant as he made his way back to the airlock and once he's inside he reverts back just as it pressurized and opened back to the cockpit

"Are you sure?" Echo said making his way to Ben who had just entered the cockpit, with the only response he received as a nod from him as he walked up to the screen, he had previously punched and typed in the coordinates

"Yes….however untrustworthy he is, this new universe deserves a chance" Ben said, not giving Echo Echo the slightest glance before he pressed a button on the screen which made the thrusters roar to life as a loud humm could be heard as the rustbucket's modified core and hyperdrive activated simultaneously

"Anyways c'mon we have to tell the others" Ben says turning to Echo Echo and making a gesture to follow him as he walks out a nearby door shortly followed by Echo Echo just as the Rustbucket went into some sort of hyperspace though from its near pure white appearance, it appears to be something unique to the space between universes

The two walk in silence through a long and just as they make it to the end and the sliding doors automatically open, a small necrofriggian with slightly deformed wings, along with being around the size of a small human child bursts forward jumping up onto Ben's chest as they yell "Daddy!"

This nearly knocks Ben off of his feet though he quickly recovers before wrapping his arms around the small child "Amy, yeesh you nearly knocked me off my feet" Ben said, a smile quickly appearing in his face as the little necrofriggian smiled back at him, only for his attention to suddenly be brought somewhere else as large footsteps approach and as he turns to see this large vaxasaurian, one he quickly recognizes as Humongousaur or rather his ultimate and sentient variant.

"Something's up, you wouldn't have come out of the cockpit otherwise" The massive vaxasaurian said while crossing his arms as his red eyes seemed to stare into his very soul.

The sight slightly unnerved him, but it didn't stop him from speaking "Well, I might have just found us a new home" Ben says though he still sounds unsure about it.

As soon as he's told that Humongousaur just scoffs before speaking up "Another one? Just make sure it isn't like the last one" Humongousaur says while shaking his head though there's a certain look in his eyes that seems to hide what can only be described as barely contained rage as he turns to walk away with his fists clenched.

"Daddy, what's wrong with uncle humongousaur?" A small voice says from beside him, which he turns to look and there he sees the 'twins', The albinistic Aqua, and the melanistic Magma.

Aqua and Magma, although not technically twins as they look nothing like each other and especially not like any of their siblings, Ben still considers them twins due to how attached to the hip they are.

"He's going to be fine, I think," Echo Echo suddenly answered before Ben could even open his mouth to speak, though there's a certain uncertainty in his voice.

"Plus when is he ever not angry at something" Ben says in the midst of shaking his head as he walked away towards a center console with a large display as he tapped a few buttons 'ok, let's get this party started' he thought as he slammed down on a button causing a hologram of a world called Equus to appear as he turns to everyone while also putting down his daughter.

"Alright people you know protocol" Ben suddenly said, gaining the attention of mostly everyone in the room, except some of his children which were a bit more distracted than they should be.

"We have a new planet to potentially call our home" He says pointing towards the hologram before pointing near the center of one of the planet's continents, "This is my drop-off point" he emphasizes as he taps the hologram before then moving up and pointing at the north pole.

"After that, Echo will take the ship and hide it underneath the artic ice until I give the all clear" Ben as he once again taps the hologram though this time, he makes it go away.

Immediately after he turns to the other and claps his hands together "So any questions?" Ben asks looking around the room as a few of the Ultimates look at each other before the hyper-evolved necrofriggian in the room can be seen sighing as this means he'll be reduced to a babysitter once more.

"No? Ok great" Ben said once no one had answered for a long time as he walked away from the console and over to a pre-prepared backpack, he had already set up with everything he needed for basic survival.


"Arrived at Equus, descending to standard skydiving altitude" the Rustbucket's AI said after a while only to be stopped by Ben as he was grabbing the backpack and beginning to stuff some food into it

"No upper atmosphere, we don't want to be seen by the locals" Ben said to the AI as he stuffed the final item into his bag, a singular individually wrapped muffin.

'This better not go like the last few times' Ben thought as he took a deep breath before slipping the backpack on and walking down a nearby flight of stairs into the cargo hold, once he arrived he walked over to the ramp passing his car and tons of souvenirs from past universes he's visited before he slammed on the open button making the ramp begin slowly opening.

"Dad, be careful" A tiny voice could be heard saying behind him just before he took a step onto the ramp, though it was sort of difficult to hear due to the air screeching in his ear.

He turned to look and saw it was Amy, he fully turned, kneeling down and putting a hand on her shoulder in a reassuring manner.

"Relax snow angel, I'll be fine and once I give the 'all clear' we'll go out for smoothies, ok?" Ben said giving her a small smile only for him to be surprised as she let out a loud gasp before beginning to push him to the edge

"Really?! Ok then, bye bye daddy!" Amy said all the while Ben got closer and closer to the edge.

Ben just chuckled before just shaking his head "Alright alright, I'm going" Ben said, unable to contain his smile, used one of his free hands to push Amy back away from the edge before jumping off the edge and beginning to fall.

As he fell, Ben turned his head managing to get one last at the Rustbucket as the cargo bay door closed and the ship then blasted off heading north towards the north pole.

'Good luck guys' Ben thought just as his smile faded turning into a more serious look as he focused on his rapid descent towards the clouds.

"All right, it's He-..." Ben's words stop short while reaching for the omnitrix as he suddenly gains this sad look on his face as he's reminded that he's not a hero, not anymore.

Still, he can't let his personal feelings get in the way as he takes a deep breath before activating the omnitrix and scrolling through his playlist going past Heatblast, Wildmutt, and Diamondhead before arriving at the alien he wanted Jetray.

"Please don't be a mistransformation" Ben prayed out loud before he reeled back his hand before slamming as hard as he could on the core as then he's engulfed in a bright green light.


Meanwhile many, many miles down on the surface a small blueish grey coated pony could be seen walking through a small clearing while humming a little tune to herself as she pulled out a small muffin from a satchel

"Muffin time!" She declared but just as she was about to take a bite she stopped as she noticed something in the distance, with her looking up at it as she squinted her eyes to get a better look which was made difficult due to her visual impairment

"Wow, a shooting star!" She said in pure wonder before she then closed her eyes and began making a wish.

"Starlight, star bright, first star I see tonight, I wish to have a friend, and a good f-" Unfortunately the mare's wish is cut short as she briefly opened her eyes to see the shooting star suddenly change directions and begin heading right at her causing her eyes to widen as she let out a gasp.

The mare didn't have much time to react as she dove into cover which was the hole in the trunk of a nearby tree, dropping her muffin in the process, and if that wasn't bad enough, she also got stuck with her back half outside of the tree.

"Oh no" Was the only thing she could say while trying to wriggle herself free as she could hear it getting closer, she then closed her eyes accepting her fate as the sound got louder and louder until finally.


CRASH!

Ben hit the ground hard, luckily the alien he had mistransformed into, Cannonbolt, was durable enough to take the impact from the landing as he now just sat there in the crater he created, still curled up.

"Dammit, I didn't want Cannonbolt, I wanted Jetray, or Big Chill, or hell I would've even taken Stinkfly" Ben grumbled as he uncurled while shaking his head before gathering his thoughts and looking around.

"Pleasant enough looking place" He muttered aloud as he looked around, his green eyes scanning his surroundings, looking at the trail he had made when he crash landed following it until his eyes landed on a tree

A tree that had….some sort of equine? With half of its body sticking out, as it wriggled around trying to free themself.

"Huh…that's….weird" Cannonbolt said looking confused but that didn't last long as he began to make his way over before using one of his claws to tap the omnitrix symbol on his chest reverting back to normal.

"Help!" A voice could be heard coming from within which briefly started him but not for long as he ran over grabbing her two back legs and yanking as hard as he could, with him pulling until he freed her, with the two being sent tumbling to the ground.

The mare lets out a small gasp suddenly after a few seconds of laying on the ground as she stumbled to her hooves and looks around trying to figure out who freed her, though everything looks double to her, so it was hard to figure out who had freed her.

At least that was until she heard somepony clearing their throat making her turn to see what to her, appeared to be some sort of bipedal, clothed ape.

"O-Oh thanks for freeing me, weird….umm…ape?" The mare said squinting, trying her best to focus on her bipedal savior.

"No problem, little…..pegasus?" Ben said just now noticing the wings on the mare's sides before simply shrugging, it wasn't like this was the weirdest thing he had ever seen.

The mare smiled for a brief few moments before she then noticed something that left her truly horrified, her muffin was SQUISHED.

Smushed on the ground as when she had dropped it, Ben had crashed on it, squishing it in the process.

The mare let out a soft disappointed sigh "Oh…..and I was looking forward to it" she said walking forward before tapping it with her left front hoof, sounding a mix of disappointed and sad.

Though thankfully Ben does have a solution for this "Hey, I think I have something you'll like" Ben says gaining the attention of the mare as he slips his backpack off his shoulders before reaching in and pulling out the muffin he had put in earlier.

"Here have this Mu-" Ben was barely able to get the words out before it was snatched out of his hands as the mare rips open the packaging and takes a bit out of it letting out what sounds like a moan of satisfaction.

"Yummy~" The mare moaned while munching on it before she swallows and turns to Ben who looked a bit weirded out "Oh, and my name's Derpy" Derpy said before she just essentially inhaled the rest of the muffin leaving Ben just stunned as to how someone could eat something so fast.

The shock wears off after a bit as he just slowly responds "Names Benjamin, say you wouldn't happen to know someone called Celestia, right?" He asks hoping he won't have to go around the entire planet just to look for one pony.

"Oh, you mean the princess, she lives over...ummm" Derpy stops as she looks around while trying to focus for a few moments until her vision clears just enough to spot Canterlot in the distance and pointing to its general direction, "There in the castle, why do you want to see her?" Derpy asks not noticing Ben sigh and mumble something about bad luck with princesses and another thing about them always trying to get into his pants.

"God dammit, thanks anyway Derpy I'll be on my way now" Ben said as he moved his left arm up and activated the omnitrix though he made sure to actually check which alien he was selecting as he began to walk away.

"Bye, oh and I live in Ponyville if you want to visit sometime!" Derpy could be heard yelling as she waved him goodbye.

"Excuse me miss" A voice suddenly said, making Derpy turn around and there stood what appeared to be a dark green coated unicorn mare in a large cloak who slowly looked up at her, a pair of green eyes could be seen from beneath her long bright green mane "You wouldn't happen to know where the human was going right?" The mare asked in a slight serious tone though Derpy didn't notice it.

"Oh yeah, he was going to Canterlot to see the princess, also why do you ask?" Derpy asked after answering the question all the while the unicorn shrugged before smiling.

"Oh just an old acquaintance of mine, now if you excuse me, I'll be on my way" The unicorn said as she walked past Derpy in the direction of Canterlot, though as she passed a dark green feather came from underneath her cloak as it flew up landing perfectly on Derpy's nose forcing the clumsy mare to sneeze, but after she had sneezed she noticed one thing, the mare was gone with no trace of her anywhere.


Meanwhile once Ben was out of sight, he slammed down on the omnitrix filling the area with bright green light and once it dimmed instead of him, stood Jetray

"Finally, now time to get a move on" Jetray said happy to not get another mistransformation before he then blasted off towards the castle at high speed before thinking 'that guy better have given me the right info, or else he's dead the next time I see him' Jetray thought with a serious expression on his face before he then speed up easily shattering through the sound barrier as if it was tissue paper.

But only then did he realize something, he had been too consumed by his thoughts to realize that he was about to crash through some stained glass.

Shit, he wasn't usually so distracted, but it was already too late, just before he hit the stained glass, one of his hands shot down slamming on the omnitrix symbol on his chest barely managing to quick change as he crashed through the stained glass.

CRASH!


Celestia let out a sigh as she rubbed her temple, "Him coming back after a 1000 years….yeah right" She mumbled to herself as she rose from her throne and descended from it before she let out a frustrated sigh.

"He, of all people should know he's gone, forever" Celestia said as she walked across the empty throne room, her hoofsteps echoing across the room until she came to a stop and looked to the left side of the room, there stood stained glass art of herself and a green alicorn stallion banishing her sister to the moon.

The stallion had a black mane and tail and his cutie mark, a green hourglass surrounded by a black ring, to anyone else it would appear like just a simple hourglass cutie mark, but Celestia knew what it was, The Omnitrix.

"Oh, Ben" Celestia said as she stared up at the stained glass as tears slowly welled in her eyes, "How I wish you came back, just like you promised" she said her voice getting shaky.

And suddenly almost as if her wish was answered the stained glass had something crash through it as a sudden "FUCK!" Could be heard as this black and green quilled ball began to bounce around the room, shocking the mare so much all she could do was just watch until it eventually stopped on her throne and as it uncurled, she let out a small gasp, as her eyes widened like saucers.

"Ugh, that did not go according to plan" This weird anthropomorphic hedgehog with black and green quills said, now sitting on her throne as he looked down noticing a mirror which he picked up and looked into it, "well good to know I still look like Shadow, now where…oh" The hedgehog's words stop short as his eyes landed on Celestia, his expression turning into one of 'oh shit!'

"Ben?" Celestia said out loud suddenly as she took a step forward her pink eyes locked onto the hedgehog's who looked shocked for a moment before he stood up

"Wait….how do you?" Ben went to ask and the moment he did, Celestia caught sight of the omnitrix symbol located on an armband on his left arm, and that was the only confirmation she needed.

Suddenly Ben's world filled with yellow light before he's then suddenly pulled at a high rate of speed towards the mare and as he expects the worse instead of being punched through a wall, he's…..embraced?

This left Ben stunned as he looked down seeing Celestia hugging him as tight as she could which, no lie hurt like absolute hell, just how strong were these ponies?

"Uh, hey, care to let go?" Ben asked through the pain as his words were all but ignored as the alicorn just hugged him tighter, Ben swore if this kept up, she'd snap him in two like a twig.

"No….not after a thousand years, you promised you'd be back one day, and you did, don't you remember?" The alicorn asked looking into his eyes, her eyes pleading for any part of him to remember but unfortunately for her, Ben doesn't even know who she is.

"I-I'm sorry, but I don't know who you are" Ben said and the moment he did so, if one focused enough, they could almost hear Celestia's heart shatter into a million pieces with those pieces also proceeding to shatter into a billion more and then so on and so forth.

"What?" Was all that the Mare could say, before she let go and took a step back away from Ben as he then tapped the omnitrix symbol reverting back to human, as he took a step back before realizing that since they were in a throne room Celestia was probably the pony he was looking for.

"Wait, is your name Celestia?" Ben asks, which only made Celestia's ears go flat against her head as she quietly said.

"You really don't remember me….." Celestia said in the saddest tone Ben had ever heard though then suddenly her eyes widened in realization as she began pacing back and forth

"Wait…..wait wait wait wait!" She said repeatedly as her pacing turned to running with Ben only getting more and more confused. "If you don't know me then that can only mean one thing" Celestia concluded, all sadness gone from her eyes as she turned to Ben.

"Scan me" Celestia said or rather ordered which only left Ben confused for a second before she gestured with one of her hooves towards the omnitrix.

"Umm…..alright?" Ben said as he pointed the omnitrix towards her and pressed one of the buttons on its side making a yellow beam shoot towards Celestia, as it scanned her up and down.

"Wait, how do you even know about the omnitrix or its features?" Ben asked while the omnitrix was still in the midst of scanning the alicorn, all the while Celestia just impatiently hopped from one hoof to the other until she heard a beep from the omnitrix and just as the core came up it was surrounded by yellow magic and forcefully brought back down forcing Ben to transform filling the area in green light.

"Ah HA! I knew it, I knew it!" The alicorn cheered with childlike joy while jumping up and down as once the light dissipated as there stood a light green coated alicorn with a black mane who was standing confused.

"You knew what?" The newly turned alicorn asked, looking down at himself, inspecting his new body before looking at the omnitrix symbol on his left front leg which now took the form of a watch which looked similar to the recalibrated omnitrix only without a dial to turn.

"Oh, nothing just confirming a theory of mine, now just follow me, I'm sure you're tired after such a long day" Celestia said she walked towards the nearby entrance of the throne room with a new pep in her steps as she was followed by the very confused stallion

"Wait what about-" Ben began to say pointing a hoof to the stained grass he had broken when he came in only for it all to be picked up by a yellow light and fixed in a matter of moments by what Ben can only assume to be magic.

"Don't worry about it, it was a rather simple fix" she said with clear happiness in her voice as she opened the front doors with her magic before making some motions with her hoof and saying something that Ben couldn't hear as he was too far away to probably some guards as then some hoofsteps were heard getting further away.

"Well, are you coming or what~" Celestia asked in a teasing manner as she turned to the confused stallion grabbing him with her magic and pulling him behind her despite his protests.

"W-wait where are you taking me?!" Ben protested trying to get some type of grip on the stone below though it probably didn't help that he didn't have fingers.

"Your new room, silly" Celestia said with a big smile as they arrived at a massive set of doors which she pushed open and once Ben saw what was inside, he let out a loud gasp.

It was huge, gigantic, titanic even.

If this was his temporary room then he didn't even want to know what houses were like, as the room he was looking into was bigger than his old house when he was living on earth with his parents 'Well, not that I saw much of the house outside of my bedroom, considering how those two were' Ben thought and cringed only to be pushed inside by Celestia.

"I know you've probably had such a long day, why don't you head on to bed and get some rest, we have a lot to do tomorrow, my little alien" Celestia said as the doors then closed before he was even able to utter a thank you, also what immediately followed the closing of the doors was a girlish squeal and hoofsteps leading away from the confused stallion's room.

And he just stood there, pondering, 'what the fuck' was all he was able to think as he walked into the room and looked around, the room's decorations were just how he liked them normally …..not bad in all honesty but there was one thing he needed to check out which was, the bed.

Ben approached the Bed which was somehow larger than a king sized one back on Earth, he took a very hesitant step onto the bed but once he was fully on it, he just sunk into it due to how soft it was.

"Oh lord, this sure beats sleeping in my car back in the Rustbucket" Ben happily said as he slipped beneath the covers before letting out a content sigh.

Ben did one last thing before deciding to rest for what'll probably be hours as he brings up the omnitrix symbol and taps it lightly as it then glows "Everyone this is Ben, all clear, I repeat all clear" Ben said letting out a yawn ignoring the sudden chatter from everyone else as he tapped the symbol once more shutting off his communications as he then rolls to his side getting more comfortable.

"Mmm…..I hope my next bed is as comfortable as this" He mumbled as he then quickly fell asleep, not having slept in a bed that comfortable in a very long time.

But what he didn't know was that it was going to be the same bed he would be sleeping in, for the next 2 long years.