Author's note.

Well, here it is, the final battle against Catnap. Let's see if Ben, Max, Gwen and Dogday can defeat Catnap. We'll get to see a new alien for Ben and an alternate outcome for the end of the fight. So, leave a review, sit back, relax and enjoy the show.

Chapter 17

A little Feedback

"So, are you gonna kill us?" Asked Gwen. Catnap started to think, stroking his chin.

"GRANDPA! GWEN!". Everyone knew that voice. Catnap's eyes squinted. Soon, Ben and Dogday walked into the Gas Production Zone.

"Stay alert," said Dogday. "Catnap could be anywhere". As they walked, they were constantly looking around.

"I know I shouldn't be saying this," said Ben. "But it's quiet, too quiet".

"I agree," said Dogday. "Catnap's waiting to pounce". They then heard muffled screaming.

"Over there" said Dogday pointing towards the sound. They saw Max and Gwen chained to the wall with tape over their mouths.

"Grandpa! Gwen!" Said Ben as he and Dogday ran towards them. Ben climbed up to them via a ladder.

"You guys okay?" Asked Ben. He then took the tape off Gwen's mouth.

"Ben, you need to get out of here" said Gwen.

"Why?" Asked Ben.

"It's Catnap" answered Gwen.

"Catnap? Where is he?" Asked Ben.

"He's hiding" answered Gwen.

"Why is he hiding?" Asked Ben.

"He's waiting for you" answered Gwen.

"For me?" Asked Ben.

"Yeah, to fall into his trap" answered Gwen.

"So that's why he left you unguarded?" Asked Ben.

"Yes" answered Gwen.

"Then why were you yelling?" Asked Ben.

"I wanted you to get the tape off my mouth" answered Gwen. Dogday then took the tape off Max's mouth.

"Are you alright?" Asked Dogday.

"A little scratch, but I'm fine" answered Max.

"Hang on, me and Ben will get you two out" said Dogday. Then, they head a hissing sound. Then, they saw red smoke filling up the room.

"Oh crud, the red smoke" said Ben. They then heard purring, something then tackled Dogday to the ground. It was Catnap. But, he was grey, skeletal and monstrous, most likely due to the effects of the red smoke.

"Hello, old friend" said Catnap.

"Strange that you still consider me that" said Dogday. Catnap then grabbed onto Dogday's face.

"I should've crushed your head instead" said Catnap. He then started to squeeze, only for an energy shot to hit him in the side of his head.

"HEY! YOU OVERGROWN CHESHIRE CAT!," shouted Ben. "GET OFF MY FRIEND!". Catnap growled.

"Guess your first then" said Catnap.

"Then come and get me, you literal pussy" said Ben, Max was most likely gonna lecture him, but worth it. Ben then ran off, with Catnap ran after him. Dogday then got up and ran over to Max and Gwen.

"Hold on you two," said Dogday, grabbing a crowbar. "I'll have you two out in a minute".

Meanwhile, Ben was being chased by Catnap through the Gas Production Zone.

"Twinkle twinkle, little Ben," said Catnap. "Your fears will haunt you, human and alien".

"That the best you can come up with?!" Shouted Ben. Catnap's response to this was slashing his claws at him.

"Okay, maybe not the best idea" said Ben. After turning around a corner, he looked back and saw that Catnap was gone. Ben let out a loud sigh.

"What's the matter? Never fought with out your watch before? Or should I say, the Omnitrix?". That was Catnap's voice. Ben then fired an energy shot from his gun. It hit nothing.

"Yes, I know about the Omnitrix. And the Plumbers, hehehe, and your Grandfather". Ben fired again, still hitting nothing.

"Without that watch, you're nothing". Another blast, still no target.

"Pathetic". Fired again. No target.

"Useless". Fired again. No target.

"You're no here". Fired again. No target.

"Come on out and fight like a cat!" Shouted Ben.

"I am fighting like cat" said Catnap. The red smoke was growing thicker. At one point, Ben swore he saw two of those skeletal Catnaps.

"This must be frustrating," said Catnap. "Having all that power, but you can't use it. Me? I can make as much of this as I want".

"Figures," said Ben. "But, I'm still gonna stop you". Catnap then struck him with his paw, sending him colliding into a wall. Ben reached for the gun, but Catnap crushed it before pinning down Ben. There were now several Catnaps around him now. Some normal, some monstrous.

"Now," said Catnap, getting in Ben's face. "How about I put you into a nice~ deep~ sleep~?".

"GET YOUR FUCKING CLAWS OFF MY GRANDSON/COUSIN!". Gwen, Max and Dogday jumped down. Gwen threw one of her magic orbs and Max then fired a laser gun from his pocket, both managing to hit their target. The impact caused Catnap to fall back a bit while he screamed in pain, returning to the safety of the red smoke.

"Uh, Ben, now would be a good time to go hero" said Gwen.

"You think I haven't been trying?," asked Ben. "My watch has been on red since we were the councillor's office". Both monstrous and normal Catnaps constantly pop in and out of the smoke.

"We can't fight him if he's in this smoke" said Dogday.

"We need to clear this out" said Gwen. A monster Catnap then pounced on Gwen and Ben, pinning them to the floor.

"Let's try this again" said Catnap.

"TRY THIS!". Dogday then kicked Catnap straight in the face.

"Why am I not surprised?," asked Catnap. "You were always the hero, Dogday. Now, hand over the battery".

"You'll have to take it from me first" said Dogday, cracking his knuckles. Catnap then retreated in the red smoke.

"If I can take your legs," said Catnap. "I can take that". Dogday then saw the outline of Catnap in the smoke.

"Ben! Catch!" Shouted Dogday throwing the duffle bag to Ben, who caught it. Catnap then changed direction and charged towards Ben.

"No you don't!". Dogday then tackled Catnap into the wall. Catnap then scratched Dogday's eye, thankfully, he didn't lose it. Catnap then kicked Dogday away before charging at Ben.

"Gwen! Heads up!" Shouted Ben before tossing Gwen the battery, who caught it. Catnap then charged towards her. Dogday then grabbed Catnap's tail and yanked it, causing Catnap to trip.

"Quick! Find a way to recharge Ben's Omnitrix!" Shouted Dogday before Catnap kicked him. Max looked around and saw a power node. He then switched to the green Grab Pack hand. He then launched it at the node and it absorbed the energy.

"Ben! Hold up the Omnitrix!" Shouted Max. Ben then held up his Omnitrix arm, Max then launched his green Grab Pack hand and it latched onto the Omnitrix. After a few seconds, the Omnitrix turned green.

"YES!" Cheered Ben.

"That case, a little help here?" Asked Dogday, struggling against Catnap. Ben pressed the button on the side, the dial popped up and he twisted the faceplate.

"Let's see if Diamondhead can skin this cat?" Said Ben. He then slammed the faceplate down and he was bathed in a green light. When it faded, a new alien showed up. This alien was as tall as an adult human, with black skin, a white stripe going down the centre of his body with a v-neck at the top. He had four fingers on each hand that ended in gold, plug-like growths, two toes on each foot, a long, black, tail that ended in a gold, plug-like growth, two long, black tendrils that ended in gold, plug-like growths, a singular green eye, a slight underbite and the Omnitrix symbol on his chest.

"Whoa, new alien" he said. Catnap then tossed Dogday to the floor.

"You can change all you want," said Catnap. "You damnation is still upon you".

"Yeah, well, I don't give a damn," said the new alien. "Hehehe, see what I did there?". Catnap then retreated into the red smoke.

"Okay, you wanna play cat and mouse?," asked the new alien. "Let's play cat and mouse". A monstrous Catnap the leapt out of the red smoke. The new alien then saw electricity building up in his finger tip and then shot it at the monstrous Catnap, sending it back into the red smoke.

"Whoa, electric powers" said the new alien.

"Well, this alien gets positive feedback from me" said Dogday.

"Hey, I think you just gave this alien it's name, Dogday" said the new alien.

"I did?" Asked Dogday.

"Yeah…., Feedback" said the now named Feedback. He then ran towards the smoke and Catnap ran towards Feedback.

"Let's get him!" Shouted Gwen as they all charged towards Catnap. Catnap was nimble and agile, always on his feet. Max used the Grab Pack and his gadgets, Gwen was using her magic, Dogday was using his strength and Feedback was using his electricity. But, Catnap still manage to over power them. His last attack sending Max, Gwen and Feedback into a wall.

"I've had enough of this" said Catnap. Dogday then screamed as he tackled Catnap.

"Please, Catnap, this is enough" pleaded Dogday.

"It will NEVER be enough, you TRAITOR!" Shouted Catnap.

"Ugh, we're not even making a dent in this overgrown kitty cat," said Feedback. "And sooner or later, I'm gonna run out of gas. Wait, Gas, that's it! Grandpa. Gwen. Get to the ventilation system, me and Dogday will keep Catnap busy". Max and Gwen nodded before running off. Feedback then ran back in to help Dogday.

"HEY! UGLY!". Feedback then punched Catnap in the face. Dogday then put Catnap in a headlock.

"Catnap, stop this," said Dogday. "I don't like hurting you".

"Funny. Because I like hurting YOU!" Shouted Catnap. He then bit Dogday's arm before throwing him into a wall. Feedback then jumped on Catnap's head and pulled on the top of his mouth. Feedback started punching Catnap in the nose.

Meanwhile, Gwen and Max made it to the ventilation controls.

"Ugh, the power's out" said Gwen. They then saw several normal and monster Catnaps coming towards them.

Meanwhile, with Dogday and Feedback.

Catnap then grabbed Feedback a threw him to the ground. Dogday then tackled Catnap and Catnap shoved him back. Feedback then fired electricity from his fingers at Catnap's back, to which Catnap responded by biting Feedback's antenna and tossed him into some barrels.

"Ugh, how is a giant, plush cat throwing us around?" Groaned Feedback.

"Hehehe, then you and I aren't so different" said Catnap.

"No idea what that means," said Feedback. "But, I'm pretty sure I'll find out. You okay, Dogday?".

"Yeah, I'm fine" groaned Dogday.

"Come on, Grandpa, Gwen" muttered Feedback.

Meanwhile, with Gwen and Max.

Gwen was using her magic to fight the Catnaps.

"They just keep coming," said Gwen. "And I can't even tell which one's real".

"Ben. Dogday," said Max talking into his ear piece. "Head towards the ventilation controls".

'Got it'.

'On our way'.

With Feedback and Dogday.

"Let's go" said Dogday before he and Feedback ran off.

"You're not getting away" said Catnap, before chasing after them. Feedback and Dogday then arrived at the ventilation controls.

"What's going on?" Asked Feedback.

"The ventilation needs more power," said Max. "I managed to use the Grab Pack to get up to 75%".

"25% more power, coming up" said Feedback charging up his fingers and then shoved them into the machines. The power then went up to 100%. Dogday then smashed the on button and a humming sound was heard. Then, the red smoke started to get thinner and several of the Catnaps started to disappear.

"It's working" said Gwen. Eventually, the smoke cleared and only one normal Catnap was left.

"There's the real one!" Shouted Feedback. They then stepped forward.

"It's over, Catnap," said Feedback. "Just surrender".

"Never," said Catnap. "You can not stop him. It is time, for your damnation!". Catnap then roared and charged towards Feedback, who charged in return.

"Damnation THIS!" Shouted Feedback as he punched Catnap in the chest with an electrically charged fist. Catnap groaned and grunted and clutched his chest. Catnap was stumbling towards the edge.

"Catnap!" Shouted Dogday in worry before running towards him. But, Catnap use his tail to grab Feedback and pull him down with him.

"BEN!" Shouted Gwen and Max in worry. They then followed Dogday. Catnap then fell off the edge, with Feedback in his tail, and Dogday, Gwen and Max followed. There was a scuffle between all of them until they all landed on the ground. Feedback, Gwen, Max and Dogday then got up.

"Is…Is he dead?" Asked Feedback. He wasn't. Catnap moved. Then, a hatch on the top of the roof opened up. A familiar, metal hand came out of it, the hand of the Prototype. Catnap just sat there on his knees, a look of sorrow on his face. He put his arms out to his sides and closed his eyes. The Prototype then put his fingers together and went to stab Catnap, but that never came. Catnap opened his eyes, to see Feedback holding the Prototype's hand back before twisting it around and breaking it. Furious, the Prototype retreated into the hatch before before closing it.

"You, saved me?" Asked Catnap, unsure.

"You might've been a troubled child," said Feedback. "But, you still don't deserve to anything that happened to you". Catnap just looked Feedback. Then Gwen. Then Max. Then Dogday. He then heard a beeping sound and Feedback turned back into Ben in a flash of red light. Catnap then got to his feet.

"Take good care of Dogday, Ben," said Catnap. "You were a better friend to him then I was". Catnap then walked away, into the darkness.

"That, was different" said Gwen. Ben said nothing, he just clenched his fists.

"Let's go," said Ben. "We need to divert the red smoke". They headed back to the Gas Production Zone, turned on the power and diverted the red smoke.

"That's that done" said Ben.

"Hey, over here". Team Tennyson then went to the sound of the voice, which was in another room. They then saw Poppy up on a ledge. She was holding a VHS tape.

"Well, you certainly disappeared on us" said Ben.

"I'm sorry," said Poppy. "But, I had to-".

"What's with the VHS tape?" Asked Gwen. Poppy's face fell.

"This, is your answer," said Poppy, walking over to the VHS player. "This is what happened on August 8th, 1995. We called it, 'the Hour of Joy'". Poppy then placed the tape in the player and it showed the answer. The toys turned on the factory. They were killing everything and everyone they saw. Worker, scientist, staff, it didn't matter. They were killed. Ben's eyes widened at this, so many people dead. And for what?

"Oh my God" breathed Ben.

"What happened after?" Asked Gwen.

"They dragged the dead to the bottom of the factory," answered Poppy. "The VERY bottom. And, well, ate them". Ben's hands clenched.

"What about that book on aliens?," asked Ben. "Why would they need that?".

"I…. I don't know," answered Poppy. "My mind. It's like, something's blocking my memories". Suddenly, the large elevator hatch on the floor opened up.

"Huh? What's going on?" Asked Ben. Kissy Missy then ran up them.

"Quick, get on the elevator" said Kissy Missy. Ben, Dogday, Gwen and Max then got on the Elevator.

"Kissy, what's going on?" Asked Poppy. Kissy Missy then grabbed Poppy and placed her on the elevator. She then ran over to a leaver, and pulled it.

"He's coming" said Kissy Missy.

"Who's coming?" Asked Ben. The hatch started to close.

"Him" said Kissy Missy. The hatch finally closed and the elevator to descend.

"Him? Who's him?" Asked Gwen. They then heard the sound of roaring and screaming coming from the top.

"That doesn't sound good" said Dogday.

"She's in trouble, we gotta get back up there" said Gwen.

"I'm trying" said Max.

"Come on, come on" said Poppy.

"KISSY!".