Authors Notes: And we're back with Heroes of Power! decided to update this story as I couldn't wait to get this chapter done any sooner with all the ideas I had and apologies for the delay been rather busy of late but thanks to my weeks holiday from freelance work I've had time to work on this chapter. Now there will be some minor changes to the canon episode but otherwise enjoy!

Ben 10 (c) Cartoon Network

She-Ra and the Princesses of Power (c) Dreamworks animation

:Flutterina:

Within her sleeping quarters in the Fright Zone, Catra swinged and swayed in her bed. Her brow sweated as she struggled to sleep. Her dream was actually a memory from before she opened the portal.

"This time, I am going to win. I don't care what it takes! Or what we have to lose! We are opening that portal now." Catra exclaimed at Entrapta.

"No! I won't!" Entrapta yelled. "If we do it will condemn us all! I need to tell Hordak. He'll understand." But before she could *ZAP!* Catra shocked her with her taser stick and she collapsed to the ground.

The scene suddenly turned red all around her, she looked at the shock stick then looked very panicked. ""GET HER OUT OF HERE!" She yelled.

There on the ground was Entrapta's unconscious body, however the feline Force Captain looked up to see a familiar looking silhouette standing before her and it was revealed to be Entrapta who stared at her with a blank expression on her face. "What did you do to me?"

Suddenly a flash of light transformed her into a very angry looking Adora, much to Catra's shocked and frightened expression. The portal stood behind her old friend and it surged into life consuming everyone and everything around her.

"WHY DID YOU DO IT?!" Adora's voice echoed angrily. Catra yelped in fright as she tried to run away but tripped on the ground and was caught in the pull from the portal. She was beginning to panic. Just then a new figure stood above her and she saw it was Ben who bore a similarly angered look.

"Was it all worth it?" He growled before he transformed to Razer Kat and then dug his claws into Catra's hands who cried out in pain as he glared right into her eyes with the conviction and hate as she did.

"We are all responsible for our own decisions!" He growled before he released his grip sending the feline hurdling into the portal. However she didn't fall into oblivion she landed on what looked like a black floor however as she stood up she looked to see the floor was covered with stars. She suddenly jumped up at the sound of screeching metal, and she looked to see it was She-Ra enraged as she pointed her sword at her. With Entrapta standing behind her still maintaining a blank expression.

"Now pay the price for the choices that you have made!" She-Ra said angered and slashed her sword at her unleashing a golden energy wave Catra yelped and got up running away from those who haunted her. As she ran she heard many voices around her.

"You want to know the honest truth Catra! the one who's really at fault here? Its you! You blame everyone for your choices!" Bens voice echoed.

""Is winning all you care about?!" Adoras voice echoed as she ran. "Is proving your better than Shadow Weaver all you care about!? Because you know what I'm starting to think!" The two circled each other. "I think you've been so blinded by your obsession and hate that you don't know what it is you want anymore!"

Suddenly she found herself in the Horde Training rooms locker room, she did feel a sense of relief and she went to wash her face in the sink but as she looked up to see her reflection. She gasped in horror she saw herself as Shadow screamed in horror as she jumped away but backed into someone she turned and saw her Shadow Weaver reflection standing not just behind but all around her. But the worst was yet to come for then they spoke.

"You said you wanted to be better than Shadow Weaver?"They spoke with Adora's voice. "Well guess what, you've become exactly like her and one day your power mongering will become your undoing!"

Catra held her head in horror hearing her voice coming from these nightmares, then suddenly the whole room crumbled to pieces around her, she stood alone on the small bit of floor that was left. Something began to rise from behind her and she looked to see it was a giant Alien X who glared down on her like a judge passing judgement and around them on other pieces of ground were Adora, Shadow Weaver and Entrapta.

"You have chosen your fate!" Alien X's multiple voices bellowed as he raised his hand and snapped his fingers.

To Catra's horror she looked at her hand and saw she was slowly turning to dust before her very eyes. She looked around waiting for someone to save her but no one ever came then before she was completely erased she looked right into Adora's eyes and she said.

"You're dead to me!" She said.

Catra screamed as she shot awake from her nightmare she took several deep breaths and before she could process her dream she heard some beeping noises and a purple light shone on the left side of her face. She turned and saw Emily (the robot) was right next to her. Catra shrieked throwing the covers off her bed, while Emily just tilted her orbed body confused.

All of a sudden rage filled Catra's body. "Stay away from me!" She delivered a slash across the robot's body leaving behind a claw mark prompting the robot to beep and beep like it was in pain and then crawled away leaving Catra completely alone.

"I need no-one." She growled.

The skies of Etheria were quiet as the birds dawning course filled the air. However drifting through the air came the scent of smoke it burned in the air and we are greeted to a horrifying sight. The village of Elberon was under attack by the Horde with many Horde bots and soldiers mounting Skiffs and Tanks which fired upon the villagers. They all fled in a panic. Their screams filled the air and all wondered who if anyone would help them.

However help was indeed at hand, for zooming across the sky was the Proto-Truck and inside was Rook at the drivers seat while Bow, Ben, Adora and Swift Wind stood in the back.

"We are approaching Elberon, and it would seem our intel about a Horde occupation was correct!" Rook said to them.

"Alright squad look alive!" Ben said to the team. "We got a village to liberate and some Horde goons to beat!"

"Right so lets give it everything we've got." Adora said smiling as she reached for her bracelet turning it into her sword.

"Lets do this!" Swift Wind exclaimed. Adora proceeded to press the button on the wall and the rear doors of the ship opened, Swift Wind wasted no time flying out while Adora looked back to her friends and comrades.

"See you on the ground boys!" Adora said as she jumped from the ship and as she was in free fall she dived towards her steed and mounted his back before she held her sword aloft and said.

"FOR THE HONOUR OF GRAYSKULL!" One bright flash of light later she was fully transformed into She-Ra who rode on towards the village with her sword pointing forwards.

Back in the ship Bow and Ben witnessed it all. "Show off." Ben shook her head.

"What do you expect she gets it from you?" Bow pointed out.

"A very accurate summary." Rook agreed.

"So are we jumping or?" Bow asked a little worried.

"Relax man I got something else in mind." Ben said assuringly as he turned to his partner. "Rook its time."

(Music starts :THUNDERSTRUCK by ACDC)

The Revonnahgander nodded and pressed a sequence of buttons on the console, and then a panel in the floor of the truck opened and swung up what looked like a green coloured bike frame with a black arch over it. Panels on the walls opened to reveal robotic arms with wheels and exhausts attached and they were attaching them to the frame one by one much to Bows amazement and Bens knowing smirk.

Soon the Proto-Truck was descending close to the canopy of the trees, and the bottom of the truck began to open and the sound of a revving engine could be heard as Ben now suited in what looked like his motor bike jumpsuit and look revved the engine while Bow sat behind and held onto his waist.

Ben nodded to Rook who pulled a small lever on the centre console and released the clamps. Falling from the truck and speeding on the forest ground was Bens bike the Ten Speed which zoomed through the trees towards the village.

(Music ends)

In Elberon the Horde Forces continued to press their attack to siege the village for their occupation. Two of the children tripped on the ground as a Horde Bot approached them with its laser eye charged. The two children held each other waiting for the end. But suddenly the bots were distracted by a golden glow shining from above the children also looked up and completely bewildered by this glow. Without warning the glow smashed down in front of the robots sending out a shockwave that decimated them in an instant.

The Horde Forces and Villagers all looked at the source of the explosion and standing out from the glow, was She-Ra and Swift Wind who glowed the same golden aura.

"Tell Hordak this village is off limits!" She-Ra exclaimed as Swift Wind reared up and flapped his wings unleashing a powerful gust of wind which sent the drones flying through the air.

"Open fire!" A Horde Soldier exclaimed and the tanks fired upon the Princess of Power. She-Ra changed her sword into a shield and deflected the blast right back at the tank right into the barrel destroying it completely. She jumped from her steed and changed her shield into a spear and tossed it into one of the drones right through its eye.

The thundering sounds of clanging footsteps could be heard and she saw three Horde Drones approaching some women and children. So using her immense strength She-Ra swung the robot on her spear into the three drones shattering them all into pieces.

"Get to safety we'll take it from here!" She-Ra told them and they cheered in thanks and ran away from the scene. A laser blast suddenly sent She-Ra flying across the ground, she looked up to see several Horde Tanks approaching her she pulled her spear out of the robots and changed it back to her sword.

The Ten Speed zoomed through the village and Ben and Bow soon spotted She-Ra surrounded by the Horde Tanks. Ben quickly activated the Omnitrix and selected the first alien that popped up. The sides of the bike swung to the side.

"Take over!" Ben called to his friend.

"I'd say your crazy but this is pretty much our lives!" Bow called as Ben crouched up and jumped from the bike while he slammed on the Omnitrix dial and one brief green flash later he was transformed into Artiguana who fired a blast of ice from his mouth creating a ramp which he slid down. While Bow took control of the Ten Speed as its sides swung back up again. He saw on his right some children were in danger and swerved the bike in that direction.

Several Horde Soldiers were readying their taser sticks to stun them when suddenly the Ten Speed soared over them and Bow fired three of his arrows from his namesake which split open and trapped the Horde Soldiers in a goop substance trapping them. The bike landed on the other side as the archer looked to the children who cheered to their rescuer.

"Man I gotta get one of these things!" Bow said but didn't notice a Horde bot was about to attack him from behind. However before it could a small disc landed on top of it sending out a blast of electricity shorting out the drone as it collapsed to the ground.

Bow turned and saw the downed robot and then jumping down from the air was Rook who had just arrived in his descending Proto Truck. "Remember to mind your surroundings Bow." Rook reminded him. "Now come on our friends need our help."

Before they went Bow noticed one of the bots was still intact and could still function. "Yeah time to put our little plan into action." He smirked as he pulled out a small disc device from his belt it looked like First Ones tech mixed with his own.

Back at the main battle, She-Ra twirled her sword deflecting blasts from the Horde Tanks that surrounded her and directed them into approaching Horde Bots. Suddenly one of the tanks was slowly turning to ice surprising the soldiers. The Princess of Power smirked knowing full well who it was. Sliding in on his ice ramp was Articguana who landed next to the Princess.

"Todays forecast a tad of frost compliments of Articguana!" The Polar Manzardill said before he unleashed a blast of ice onto another Horde Tank freezing it in its tracks, followed by a swift kick from Swift Wind who kicked it aside with his rear legs.

Taking advantage She-Ra leaped into the air and struck the ground with her sword unleashing a golden wave of energy destroying the Horde Tanks that surrounded the two heroes.

"You know you could've used Big Chill right?" She-Ra asked.

"Hey can't resist a classic." Arcticguana shrugged. Their conversation was interrupted by the sound of incoming Horde bots who were still attacking villagers two of whom were their mayor. "Speaking off."

He slapped the Omnitrix dial on his chest and then transforms again and his new appearance appeared to be that of a humanoid battery with two bolts on each arm, with a green lightning bolt stripe from his neck to his waist and back sides. With almond shaped green eyes, a battery cap coloured in green with black positive and negative symbols on his back. The Omnitrix symbol lies on top of his head.

"Time to get shocked, by Buzzshock!" He exclaimed as he buzzed towards the action with She-Ra close behind.

The villagers and their mayor were completely surrounded by the Horde bots they were charging their lasers ready to attack when suddenly. A small stone hit one drone in the side and it turned to see the one who tossed it.

"Leave them alone!" It was a young girl about Glimmers height with painted ears and yellow and pink wings on her back. She has magenta coloured hair tied up in two buns, with a short fringe at the front and longer side bangs framing the sides of her face. Her attire consisted of a tutu-like dress with a dark pink, puffed sleeves and a pink bodice and skirt with a bright yellow under skirt. She has pink skin small eyebrows and no visible nose. She also wears short, pink and yellow boots and around her neck was a golden choker with red gems in it.

The drones turned towards her and were energising their energy blasts. Suddenly out of nowhere the bots sparked with green electricity and were shorting out and collapsed into pieces. The child, villagers and Mayor were completely shocked.

The green energy bolt blasted out of the destroyed drones and was revealed to be Buzzshock. "Nice work kid we'll take it from here." He said to the child, and at that moment four more Horde Drones came in to attack, Buzzshock stood ready but suddenly swooping in was She-Ra and Swift Wind who slashed her sword at the robots unleashing a golden wave that destroyed two of them while Swift Wind swung round and kicked the other two robots with a golden blast sending them crashing to the ground.

They landed close to them and received cheers from all of them. Sadly the Horde weren't gonna give up that easily, five more Horde Drones and two soldiers were charging towards them and the three readied themselves for a fight then out of nowhere three arrows were fired and struck the ground before the approaching forces and sprayed out a black substance on the ground and upon running across it the Horde forces slipped and lost their balance hitting the ground. While the robots slid across out of control, out of nowhere Rook leaped in and fired a blast from his Proto-Tool striking the liquid with one hit it caught fire and exploded sending the Horde Soldiers flying clear and destroying the robots.

Rook landed in front of the group and they were soon joined by Bow. "I believe the phrase is boom goes the dynamite."

The group smiled at the heroes arrival but their victory was a very short lived one. They soon found themselves surrounded by more Horde Drones, they all stood at the ready with their respective weapons and powers to defend the people.

"Hold your ground!" She-Ra called but at that moment Bow noticed a certain drone among the Horde Bots, and put on a knowing smirk.

"Any second now…" He said and just as the robots charged their lasers, the centre drone in the circle suddenly began to overload surging uncontrollably with energy the bolts of energy struck the drones with devastating force destroying them all with one fell swoop.

The smoke cleared to reveal the destroyed remains of the robots and the four heroes and their steed standing over them just as the Omnitrix timed out reverting Buzzshock to Ben. The villagers cheered for joy as they were saved, while what was left of the Hordes forces just retreated in defeat.

"Whoa talk about a chain reaction." Ben said impressed as he and She-Ra inspected the destroyed bots.

"Yep I'd say my new Surge Discs really gave them a surge!" Bow cracked.

"Indeed the combination of First Ones tech and our own has proven most effective in disabling the Hordes machines." Rook agreed.

"Yeah we rock!" Swift Wind cheered. However the heroes were blissfuly unaware they were being watched from afar. In the sky was a certain Mechadrone that had been watching the whole fight, and it then flew away.

The Fright Zone:Hordak's sanctum:

Inside the inner sanctum of the Horde, Imp climbed on the pipings and walls as he watched his master at work. Hordak was looking over the remains of the destroyed robots from the attack on Elberon. In looking closely he saw some familiar tech among the arrows and destroyed pieces of metal. He pulled it out and examined it and to him, the design seemed rather. Familiar.

"Was this your doing, Entrapta?" Hordak pondered as this was similar to First Ones tech one his former partner specialised in. He was still reeling from her betrayal the person who understood him, who he..cared for betrayed him how could that happen.

"Entrapta? Entrapta? Entrapta?" Imp suddenly popped up and repeated his masters words again and again as he flew around. Hordak was enraged and tossed the device towards the flying pest who quickly ducked out of the way as it ricochet off the pipe then hit the floor right at Catra's feet.

She picked up the device and saw Hordak was enraged. "Hmm. Ouch. What happened here?" She smirked seeing the destroyed bot remains.

"The rebels managed to capture one of our bots and retrofit it with some sort of surge device." Hordak explained having heard reports from his forces. "It decimated an entire squadron of our machines."

"Not to speak ill of the dearly departed, but exactly how many battles have your bots lost us lately?" Catra pondered as she came over to Hordak, and he grabbed the disc she was flipping in her hand rather angrily.

"You'd be wise to watch your tone!" Hordak reminded her. "Do not forget you may have control of military operations now but in this partnership I still maintain control of the Horde I do not answer to lesser beings!" He growled. "And you would be wise to remember the difference."

Indeed, things had changed in the Horde for their objective was to conquer the planet ready for Horde Primes arrival. So Catra was granted control of the Hordes military and a joint command of the Horde with Hordak yet he still reminded her of who had controlling interest."Aren't you tired of losing? After all, clock's ticking. Big Brother Prime could show up at any moment."That all but tested Hordaks patience as he angrily slammed the table and approached her.

"Even you, Catra, should fear being this bold in my presence. I…" But before he could finish that sentence he heard the sound of applause and out of the shadows emerged. Catra?

"Pretty cook trick, huh?" Catra smirked.

"Wh…what devilry is this?" Hordak demanded. To answer his question 'Catra' walked over to Catra and stood behind her smiling before they shifted back to. Double Trouble.

"Lord Hordak, I'd like to introduce you to Double Trouble. They're our newest asset in taking down the Rebellion." Catra introduced the shapeshifter as they bowed to the lord of the Horde.

"Apologies for being rude." Double Trouble apologised. "I was getting into character. Did it work? Be honest. I'm always open to constructive criticism.

Hordak was silent before he spoke"A shape-shifter. Impressive indeed." He said with a genuine impressed voice while Double Trouble smiled at that. "Do not attempt to deceive me again." Hordak then growled.

Catra's devilish eyes looked at Hordak who looked away as the First Ones tech in his armour shimmered he turned back to his workbench growling.

The Feline Force Captain walked over and hopped onto Hordaks workbench rather casually. "So, what's all this about?" Catra asked looking at all the downed bots.

"The bots were a part of the occupation of Elberon. A failed operation. The rebels seized the town." Hordak explained. "It seems their technological capabilities have increased since…." He stuttered which made Catra growl in anger looking away ."Since Entrapta returned to them."

It was then that she noticed a certain damaged droid in the sanctum. "A…nd what's this piece of junk?" She asked.

Hordak turned to said wrecked Mechadroid. "This unidentified droid was shot down just outside the Fright Zones perimeter, I first suspected it was the Rebellion however its overall design and make up is nothing like they can produce." He explained. "I intend to dissect it and learn what it is made from and how we can implement its tech with our own."

"Ah yeah I thought we were done with vanity projects." Catra reminded him while Hordak just growled while getting back to the subject at hand. "It is of no consequence. For now my focus will be to improve our machines and we will seize Elberon back."

"Elberon? Why?" Catra questioned while Hordak remained staggered at her continued ignorance.

"It may have escaped your notice, but we are trying to win a war." Hordak reminded her.

"See, you're thinking about this wrong." Catra said all knowingly. "Elberon doesn't matter. It's what it can do for us that counts." She smirked.

Hordak looked away in thought for a moment before he spoke again. "And what do you propose?"

Catra smirked again. "Simple you said we can't beat She-Ra and Tennyson while their powers are greater than ours, but we have something more powerful cunning." She said which was beginning to earn Hordaks interest. "Why battle them directly when we can easily exploit their biggest weakness."

"Which is?" Hordak asked now intrigued and smirking.

"They value the lives of others above their own." Catra said with a more devilish smirk as she explained the rest of her plan.

Bright Moon:

Back at Bright Moon Glimmer was on a call with her friends in Elberon, hearing of the recent battle. "That's when Adora turned her sword into a giant spear, skewered a bot, and then used the bot to hit more bots." Bow said the tale. "Then Ben and I swoop in on his cool bike, he changes into Articguana and puts the Horde tanks on ice!"

"Right when I switched to Buzzshock and fried all those bots in seconds flat." Ben added. "And Adora followed up with a double combo breaker from her and Swift Wind!"

"And then Bow used his slick oil arrow to slip them up, and then Rook fires a blast and blows them up with one shot!" Adora who had transformed back from She-Ra then added.

"And I kicked them." Swift Wind popped in.

"Yes! Get them!" Glimmer exclaimed as she stood in the council room.

"There we were we had those Horde goons on the ropes, and then they had us surrounded!" Ben then said dramatically.

"And just when it looked like we were done for…" Adora then added.

"BAM!" Bow exclaimed. "My new surge device worked perfectly. Took out the rest of the bots in one go."He showed off said surge tech.

"Just as we anticipated that it would, with this new addition to our arsenal we will become more efficient in neutralising the Hordes robotic forces." Rook added.

"And I kicked them!" Swift Wind exclaimed.

"Yes Swift Wind you did indeed kick many of the bots." Rook added with a smile.

"Amazing! These bots didn't stand a chance against the Best Friend Squad!" Glimmer gasped and realised how lonely the council room was. "I really wish I could've been there."

Elberon:

"At least you'll be back soon, right?" Glimmer then asked the group as they were walking along speaking to her on Bows tech tablet.

"Yeah ah about that Glimmer." Ben then said bashfully rubbing the back of his neck as they looked grimacing at each other.

"Yeah. There's just one more thing we have to take care of." Bow then added.

"Just some really boring wrap-up stuff." Adora then added.

"The people love us because we saved Elberon, so they're throwing us a celebratory dinner." Swift Wind then added very excitedly while Ben just face palmed himself and Rook shook his head.

Bright Moon:

"Heh. A dinner? That sounds fun." Glimmer chuckled trying to hide her jealously.

Elberon:

"Ah yes, they invited us to their celebratory dinner, and we felt it rude to decline." Rook then explained. "As while we maybe warriors of the Rebellion we are also representatives and perhaps this may aid in the recruitment efforts to gain more allies." Adora then pushed in.

"Oh, it's really not a big deal." Adora pointed out.

"Yeah unless you count saving their whole village from the Horde as not a big deal then sure." Ben shrugged while Adora glared at him.

"Yeah, I mean I bet they do this for everyone." Bow then said bashfully.

Glimmer tried all she could to hide her jealousy of this but it wasn't easy especially since she was missing out. "You guys, of course they wanna thank you. You freed a whole town from Horde control. I just…GAH!" She grunted in frustration.

The group looked at each other realising that Glimmer was feeling left out of all that was going on. "Well, if you need us, we can totally skip out on this dinner thing." Adora said.

Bright Moon:

"No way. Besides like Rook said its a good way of building bridges for the Rebellion and getting more allies." Glimmer said determined. "Go enjoy your victory."

"Great, because I am famished!" Swift Wind butted in. "Are we going now?" Ben just pushed him out of the way in frustration.

Elberon:

The group soon approached a large looking hut that had a lot of leaf decorations and styling to it while they spoke to Glimmer. "You really aren't missing anything. You know, we'll drop by to be polite and then head home."

"Yep. I'm sure it'll be super boring." Adora then added.

"Tell me about it, I've done a lot of public appearances like this all the time and half the time nothing exciting ever happens." Ben pointed out. "Unless you count that time at the Bellwood Days Festival when Khyber and his buddies crashed the party." He said as they pushed the door open but when they did.

They were startled by the loud cheering crowds and confetti flying in the air. They looked inside the hut and saw the inside of the hut had been decorated with murals of the five heroes. The villagers applauded at their arrival, but the loud cheering didn't go unheard by Glimmer on the tech tablet.

"What is it? What's going on?" Glimmer called on the tablet.

"Nothing. Super boring." Adora said modestly.

"Gotta go. Wish you were here." Bow said.

"Yeah call you if anything comes up!" Ben said as they cut the com line on the tablet.

With that our heroes watched the party unfold lutes were being played, and the children were enjoying the festivities. Amazingly they even made confetti cannons out of the disabled Horde Tanks. Some villagers were making paper chains of the heroes cut into them, while others played with hand made dolls of them. One child ran around with a makeshift doll of Swift Wind much to the magic horse's amazement.

"Ooh." Swift Wind breathed in awe.

"It's a party." Adora breathed in amazement.

"So it would seem." Rook added.

"It's a big party." Bow added.

"And it's for us!" Ben exclaimed, he couldn't help but appreciate all the praise it was like he was home again.

"It's a big party for us." Bow added again with a beaming smile.

"As individuals? Is that normal? Does this happen often?" Adora then asked them a little nervous.

"Hey what can you do. When you save the world on a regular basis your paparazzi bait" Ben said.

"Ah, there you are." Just then the mayor of the village came over to greet them. "Our heroes. Oh, we couldn't possibly thank you enough for liberating our town." She said shaking their hands one by one.

"We sort of do this a lot." Adora said rather modestly. "You really, really didn't have to go through all this trouble."

"Indeed your thanks and safety are all the reward that we need." Rook added.

"It was supposed to be a small dinner. You know, a quiet meal, but then word got out and suddenly everyone's invited." The mayor admitted. "So here we are. Rowdy, calling attention to ourselves, basically sitting targets." Suddenly a loud bang spooked everyone thinking they were under attack. When in actual fact it was the confetti cannons.

"What was that? Okay, okay. Terrifying booming sounds were probably a bad idea."

"Hey come on its not all bad, besides as long as we're around the Hordes not gonna come poking around looking for trouble." Ben assured her.

"Thank you I can't tell you how comforting it is." The Mayor thanked as she walked around enjoying the festivities.

Just then a rather large muscular towns person came by to meet the heroes. "She-Ra. You saved us." She pulled Adora into a very tight hug so tight it nearly broke her back.

"I mean, it's my job. It's what I do. It's...So it's not a big deal. At all." Adora chuckled while grunting in this persons tight grip. Ben shuddered in fear of his own spine as her attention then turned to him.

"And Ben 10! The children can't stop talking about you, you have to show off some of those aliens you transform into." The Towns person asked him.

"Wow really." Ben said amazed. "Ah uh yeah i..its no big deal its what we do. But I can't really deny a request from the kids." He shrugged modestly as he looked to see the kids acting out some of his aliens.

"I'm Diamondhead and I'm gonna help She-Ra defeat the Horde!" one child said.

"Yeah well I'm Gravattack he's way cooler!" One kid said acting like he's a planet.

Ben smiled at this, the towns person turned her attention to Bow and Rook. "Tech Master Bow of the Rebellion. Oh, you have to show off your arrows to the kids. They're obsessed with them." She said putting an arm around him.

"Really!" Bow beamed as he looked and saw some children playing and one of them had a small bow and arrow much to his amazement and of course tears of joy in his eyes.

"Well look who's got a little fan club." Ben said to Bow.

"Rook Blonko, many are impressed by your bravery and fortitude you have to show off how you use that tool of yours." The towns person said to him.

"Ah yes while I appreciate the comment it would not be wise to misuse the Proto-Tool it is not a toy." Rook said.

"Come on partner live a little besides you don't have to show off all of its features." Ben then elbowed his partners gut.

"We've heard stories of your victories, but to see you destroy those bots in person? Mm. Amazing." The Towns person said to them.

"That's nothing compared to when She-Ra and Ben 10 took on the monsters of the Northern Reach. Or when Ben Tennyson fought monsters that were coming out of the Horde Mines."The child from earlier popped up out of nowhere. "Or when they single-handedly won the Battle of Bright Moon."

Adora was trying her best not to blush at all the praise."Oh, I wouldn't say single-handedly. I mean, I guess I..I guess I played kind of an important part."

"Yeah besides it was a team effort." Ben added.

"Kind of important? Try huge!" The child continued her praise. "You fought off the Horde, you united the Princesses, and you saved Etheria, and you guys are the coolest!"

"Uh, yeah, I mean, that was pretty cool, wasn't it?" Adora said chuckling modestly.

"Pretty cool more like super cool." Ben then said. "But then again surviving the Crimson Wastes was pretty intense too."

"One day, I'm gonna leave Elberon and join the Rebellion, fighting side-by-side with you." The girl said.

"Thats a pretty big dream kid." Ben smiled. "And you know the Rebellion could always use more heroes." Ben said.

"Really!" She beamed.

"Yeah by the way what's your name?" Ben asked.

"Oh I'm Flutterina, by the way." She said offering her hand which Adora shook. "Oh! I'm shaking hands with She-Ra!" Adora blushed but then winked at her which she responded with her wings opening up and nearly fainting She then offered her hand to Ben and he was more than happy to accept it.

"Ah now I'm shaking hands with Ben Tennyson this is the best day of my life!" Flutterina beamed happily.

Out of nowhere Adora took Bens hand and pulled him, Bow and Rook to the side. "Can you believe this? All of this is for us. People like us!" Adora beamed with a wide smile.

"Okay okay Adora calm down but yeah it is pretty cool!" Ben agreed.

Sadly though Adora remembered something. "But we told Glimmer we wouldn't stay long."

"Come on Adora they went to the trouble of putting this party on for us, why not enjoy it." Ben said.

"Yes but remember we are also representatives of Bright Moon we cannot get too carried away this is not like one of your autograph signing booths you attend at events Ben." Rook reminded him.

"Yeah but its also about branching out to those who have been hurt by the Horde, so who are we to say no to people who want to thank us." Ben added.

"He's right I mean, but we have to stay. It would be rude not to. Right?" Bow agreed.

"Right. We'll just stay for a minute and then…" Suddenly Adora's jaw dropped in amazement, Ben wondered what she was looking at and his answer came seconds later he looked and he saw a cake that was shaped a lot like She-Ra and next to it was a cake that looked like him.

"No way!"Ben breathed.

"Ben there's a…a…an us cake! THERES AN US CAKE!" Adora beamed.

"Man I've always wanted one of those!" Ben said very excited.

Bow gasped and threw his arms over the two friends. "THIS IS THE BEST PARTY EVER!" He beamed.

"Oh dear." Rook shook his head it looks like fame had gotten to their heads. Ben and Adora more than most.

So they all joined the party, Bow was showing off some magic tricks to the kids with a few card tricks. The kids were easily amazed but one towns person wasn't too impressed that is until Bow pulled a card from his ear surprising him.

Adora meanwhile was talking to Flutterina but then one of the banners fell off the wall and onto the young girl she removed it and wondered what they could do. Then Adora had an idea, one flash of light later she transformed to She-Ra and lifted Flutterina high to put the banner back up and there were cheers all around and Flutterina sat on She-Ra's shoulder and they shared a laugh.

Children were laughing and having fun, and they were flying high quite literally as they were being flown around by air currents from Ben who had transformed to Terraspin. They were having the time of their lives, one flash of light later he changed to Diamondhead and used his powers to create a small display of flowers made out of his crystals surprising everyone.

In another part of the party, Rook was showing off his Proto-Tool to the children and was answering any questions they had for him. He soon began to loosen up a bit per Bens recommendation and even showed the kids his agility by jumping on tree stumps and leaped up to the wooden beams above. They all clapped in applause.

Many of the girls at the party were getting their hair braided with beautiful flowers. The towns person doing the braiding had just finished braiding someones hair when suddenly Swift Wind popped his front half on the chair and swung his mane. This told her he wanted her to braid his mane and she was more than happy to oblige.

Later Ben now back in human form was sitting with some towns people and children sharing stories of his many adventures on Earth. "So there I was as Crashhopper, Animos giant ants were closing in on me but no ant was gonna get the best of Ben 10 so I bounced and head butted every ant around and then took down Animo and his control of them. That gave Rook the chance he needed to use the Cordite core to destroy them."

The children were all entranced by these stories, as were some of the townsfolk especially the girls. "And Animo was all like. CURSE YOU BEN TENNYSON CURSE YOU AND YOUR MEDDLING WAYS!" He intimidated Animos voice. "Trust me he says that a lot ever since I was ten."

"Yes I can vouch for that." Rook then said as he was nearby hearing some of Bens stories.

A little girl was playing with a small ball nearby but it accidentally rolled under a bench. She tried to get it back but it was out of her reach. Suddenly the bench lifted into the air surprising the girl, she picked up her ball and looked up to see She-Ra was holding the bench and had a proud smile on her face. It wasn't long until She-Ra was bench pressing people sitting on the bench who were enjoying every minute of it.

Ben took a leaf out of She-Ra's book and transformed into FourArms. "Smile!" He lifted his arms and kids were hanging off them like monkey bars and laughing with joy.

The braider had just finished braiding Swift Winds mane and when she showed him his reflection in the mirror he was overjoyed. He leapt off the chair with joy making the braider smile. Then out of nowhere he parked his rear on the chair asking her to braid his tail which he was more than happy to do.

All in all everyone was having a great time, Bow, She-Ra, Ben and Flutterina danced on the dance floor while Rook watched from afar and socialised with some of the towns people including the mayor.

Later on far away from the party the Best Friend Squad chinked glasses of water with each other as they talked from afar sitting on one of the confetti cannons.

"Man this has got to be the best party I've ever been to!" Ben said.

"Indeed, it does remind me a lot of the Harvest Festival celebrations we have back on Revonnah." Rook agreed.

"This is so fun. They've got stories about me." She-Ra said excitedly. "Not some long ago She-Ra of the past. Me, and what I did."

"Hey this is you making your own mark." Ben said to her. "And I gotta admit this is the happiest I've ever seen you Adora, not once letting you be defined by Mara or anyone."

"Yeah I guess, this just brought out the best in me." She-Ra rubbed the back of her neck bashfully.

"This is awesome. We should rescue Elberon more often." Bow agreed.

"Be careful what you wish for Bow, it is never a good idea to tempt fate." Rook suggested to him. "I have learned this from personal experience."

"Seriously Ben is this what its like for you back on Earth with all this fame?" She-Ra asked him. "I can see why you like it so much."

"Yeah well it can be good at times, but being famous can have its downside as well." Ben admitted.

"Like what?" She-Ra asked.

The moment she said that the Mayor came pushing through the crowds looking panicked. "Its the Horde!" Everyone gasped in horror immediately getting the heroes attention.

"Like that." Ben said. The Mayor then came over to them.

"Our scouts have reported a bot." She told them. "It's bigger than anything we've ever seen. It's on its way here. Oh, we need to evacuate the town. Now."

Everyone were talking among themselves and they were very afraid. Rook then stepped up. "Everyone please remain calm do not panic we know the situation and we shall handle this."

"Yes You're under the protection of the great Rebellion. Let She-Ra and Ben 10 handle this." She-Ra then spoke up.

"She-Ra. She-Ra. She-Ra. She-Ra!" the towns people cheered. "Ben 10, Ben 10,Ben 10, Ben 10. Ben 10." They cheered.

"We love you." One person cheered as she stepped down from the cannon. However while Ben did like all this praise he'd seen Adora's actions all too well she was becoming a little absorbed in all the fame. Something just didn't sit right with him.

"Are you sure we shouldn't prepare? As I always say, cautious today, here tomorrow." The Mayor asked them as she came over.

"Hey we have something like that on Earth." Ben pointed out. "But she does have a point, maybe we outta have them on alert."

"Ben relax this is our job and we're pretty good at it." She-Ra said a little over confident. "Enjoy the festivities." She said to the Mayor and dashed off pulling Ben by the arm. She-Ra waved to the crowds while Bow, Swift Wind and Rook joined them. Bow and Rook checked their respective weapons as they walked.

"Why do all of our parties have to end with the Horde attacking?" Bow asked.

"I believe that is a normal day for us considering our track record." Rook said. "Though I would recommend that we should have this village on alert and be poised for evacuation should the Horde come in greater numbers."

"Rook relax, we've got this but just in case you and Bow stay behind and watch the townspeople. There's no reason for the party to stop." She-Ra assured them.

"Are you sure?" Bow asked as they joined She-Ra outside as she mounted Swift Wind.

"Swift Wind, Ben and I can deal with this." She-Ra said as she mounted her steed. "You heard the mayor, it's one bot. How tough can it be for us Just stay and have fun. We'll be right back." She said confidently as she and Swift Wind took to the sky.

"She-Ra and Swift Wind forever!" Swift Wind cried from up on high Ben however was a little unsure.

"Ben I hate to admit this but I think Adora is letting all this attention and fame go to her head." Rook said to him.

"Yeah I noticed and speaking as someone who lets their fame go to their head its never good." Ben agreed as he activated the Omnitrix. "But even if it is just one bot this is the Horde we're talking about, they're bound to have a back up plan." He soon selected the alien needed. "So you and Bow be on alert and prep the Truck just in case."

"Rodger that." Rook said.

"On it." Bow agreed.

Ben slammed down the dial activating the Omnitrix and transformed into Jetray. With a flap of his wings he took to the skies after She-Ra and Swift Wind.

It didn't take long for him to catch up though some of the flowers from the flying horses braid ended up in his face and he spat them out. They flew along side and looked over the amazing skyline of the Whispering Woods searching for the bot. Fortunately it didn't take them long to spot it.

"Down there!" Jetray called and they looked to see it was indeed a Horde Robot, this robot looked similar to the EKS's that attacked the woods after the battle of Bright Moon. However this one seemed larger and had a more greyish green armour.

"Uhh...That one's bigger than usual." Swift Wind observed.

"Nothing we can't handle." She-Ra said confidently.

"Yeah but we best be careful we don't know what tricks this thing has up its sleeve." Jetray said. "So lets see how tough this thing is."

The group dived down towards the ground. The robot was scouting the area when suddenly. "Hey!" It looked up to see Jetray was zooming down towards it. The robot fired a blast from its eye which the Areophibian did a barrel roll to avoid. He fired a neuroshock blast from his eyes and tail blasting it right in the eye destroying it completely.

She-Ra yelled as she leaped down from Swift Wind and slashed the robot clean in half with a slash from her sword followed by a swift kick from Swift Wind knocking the two halves straight to the ground.

"Piece of cake huh?" She-Ra said rather impressed with their handiwork.

Jetray however wasn't so sure and he was right for then he saw it. The two halves suddenly started to glow. "Uh guys." He said as She-Ra and Swift Wind turned to see what was happening.

"I've got a bad feeling about this." Jetray said and they saw the two halves of the robot become two more robots.

"Does cake normally grow back and turn into more pieces of cake when you cut it?" Swift Wind wondered. Jetray fired another nuroshock blast at one of the other robots legs slicing it clean off but suddenly it grew and repaired into another robot.

"Oh boy." Jetray breathed.

"Looks like these things can multiply." She-Ra realised. "We need to be careful about how we destroy them."

"Yeah anything we smash off will just become another robot." Jetray realised.

"How do we carefully destroy something?" Swift Wind wondered then gasped realising something. "Is it magical sacred bond time?"

"Yeah it…" She-Ra said but then. "LOOK OUT!" One of the robots marched towards them they quickly dodged out of the way while Jet Ray took to the sky. He saw the third robot about to attack the two.

"Time for a combo breaker!" Jetray smirked and slapped the Omnitrix dial switching forms to WaterHazzard who landed on the ground. Lowing his face mask he fired a massive blast of water on the robot then quickly changed forms to Ampfibian. The robot was charging towards him and fired its laser blast at him but he jumped up and hovered in the air then charged himself with energy.

"She-Ra get ready!" He called to her and she nodded. Ampfibian unleashed a powerful electric blast upon the Horde robot, and due to the water on its outer shell it shorted out in an instant.

She-Ra jumped in and jammed her sword into the bottom of the robot, at that moment her golden aura activated and she sent a surge of energy adding to the current surge it was powerful enough to deactivate the robot.

"She-Ra behind you!" Ampfibian exclaimed she turned swiftly to see the second robot approaching her. She-Ra was ready and unleashed a powerful slash of golden energy striking the robot hard. Ampfibian quickly flew behind the robot then changed into Big Chill, phased right through the second robot, and the moment he came out the robot turned to ice in seconds. The cold was so immense it shut down instantly.

Swift Wind rode into battle sporting his own golden aura, flying right under the second robot and dodged the incoming laser fire from its eye. Big Chill flew in the opposite direction giving it more than one target and with the robot distracted Swift Wind swooped in and stomped on the top of the robot and carried it in the air with his wings.

Tossing it to the side She-Ra turned her sword into a lasso, ensnared the robot and swung it round and sent it crashing into the the frozen robot shattering them both to pieces. The group stood victorious and looked over the wreckage.

"Can't say I'm too impressed with Hordak's new toys." She-Ra said putting her foot on the destroyed metal as hers and Swift Winds aura faded. Big Chill landed next to them forming his cloak.

"I don't know, something doesn't seem right." Big Chill wondered. "Why would Hordak just send one multiplying robot to attack one village?"

"Yeah did it feel a little too easy to you?" Swift Wind agreed.

"Nah, like they said in Elberon. We're awesome." She-Ra then changed back to Adora just as Big Chill reverted back to Ben. "Let's get back to the party." Adora suggested and the two mounted the flying horse and headed back, but Ben felt dreadfully uneasy inside.

It didn't take them long to get back to Elberon. Adora pushed open the doors full of pride waiting "Hey everyone. Just wait until you hear about…"

However, instead of being greeted with a thundering applause what they found was a completely empty room. There was no life what so ever. The banners were torn the ceiling ornaments were on the ground smashed. It looked like a battle had taken place.

The trio were shocked and entered the room looking around at all the destruction. "Where did everyone go? Is this one of those parties Bow told us about where people hide and shout "surprise"?" Swift Wind said very worried.

"No, he said that happens before the party starts." Adora said even more worried.

"I don't like this one little bit." Ben said in a grave tone. "I've got a bad feeling we've been suckered."

Suddenly a loud clanging sound startled them, and something was sneaking around the destroyed party room. "What was that?" Swift Wind said panicked.

"Who's there!? Rook! Bow!" Ben called. Adora scanned the room but then out of the corner of her eye.

"There!" Adora pointed towards one of the tipped tables she and Ben looked round the back of it and found Flutterina cowering in fear with tears in her eyes.

"Flutterina?" Ben said she turned round and a look of tears of relief filled her eyes.

"Huh? You're back!" Flutterina breathed as she hugged Adora and Ben.

"What happened here?" Adora asked. Flutterina tried to speak but she was too petrified to speak she started breathing frantically and aggressively.

"Hey hey its okay kiddo." Ben said putting his hands on her shoulders in a calming way and she started to calm down and breathed slowly. "Thats it now tell us slowly."

"The Horde, it was awful." Flutterina explained with tears in her eyes. "They attacked as soon as you left. Bow and Rook tried to fight them off , they're the only reason some people were able to escape on the Proto Truck. But they took them and everyone else."

The group were startled by this and a nudge from Swift Wind, they looked and saw he had Rooks Proto-Tool in his mouth Ben took it from him and realised what had happened.

"Gah that robot was a decoy!" Ben exclaimed in annoyance.

"So that we'd leave Elberon defenceless while they attacked and took everyone prisoner!" Adora breathed.

"And we walked right into it!" Ben realised.

"No." Adora breathed in horror. "I walked us right into it…I…I was just so caught up in the party and all this praise that I…I got careless! This is all my fault." The ashamed Adora looked down to the floor, and Swift Wind rubbed his face against hers in comfort. Then she felt a comforting hand on her shoulder

"No this isn't on you." Ben said. "I know what its like to get lost in all the fame and you can believe I've made my share of mistakes when I did. And you know what I do when I make a mistake." He asked her. "I do what I can to make up for it."

Those words did help to perk Adora up a bit and a spark of confidence reignited her. "We need to find them."

"Atta girl." Ben smiled. "And I've got an idea." He pulled out his Plumbers badge from his pocket and activated it, it revealed a green holo map over the badge and a blip could be seen. "Great! Rook's badge tracker is coming in clear."

Adora looked over the holo map and thanks to her training in the Horde it didn't take her long to narrow down the location. "Thats not too far from here we can be there in no time." Swift Wind nodded in response.

"I know I'm small and I'm not a Rebellion fighter, but I wanna help." Flutterina said bravely. "So, can I come?" Ben and Adora smiled warmly at that offer and offered their hands to her accepting that request and she accepted their hands as well.

Elsewhere:

Bow lay unconscious on the cold hard ground, in fluttering his eyes he was beginning to stir. "Bow…Bow?!" He heard Rooks voice and saw his blurred shape, as well as, the Mayors.

"Are you okay?" She asked as Rook helped Bow to sit up.

"I'll be fine. Wh..what happened?" Bow asked as he looked at his new surroundings it looked like they were in a holding pen of some kind. It looked like the whole village had been taken prisoner. They weeped holding their children while others tended to the wounded. Bow looked horrified upwards and saw a green energy shield above.

"Where are we?" He asked and felt his back but realised he was missing his weapons Where are my arrows?"

"The Horde took us by surprise, and captured us." Rook explained. "And it would seem I lost my Proto Tool in the battle."

"The soldiers took our weapons when they tossed us in here." The Mayor added.

"We're doomed." A Towns person exclaimed. "What good is the Tech Master without his tech? Bow without his bow? Or even Rook without his weapon of many shapes!"

"We should have evacuated the town instead of listening to She-Ra." The Mayor said. "We should've listened to Ben Tennyson instead." This caused the people to talk among themselves prompting Bow and Rook to act.

"Everyone please stay calm. I understand our situation maybe dire but we are not finished yet." Rook said calling their attention.

"He's right She-Ra, Ben and Swift Wind won't rest until they find us. But that doesn't mean we can't work on getting out of here." Bow told them. "A wise friend once told me that just because we don't have powers doesn't mean we cannot still do something. I'm still Bow the Tech Master, even without my arrows. And my friend Rook is more than his weapon we can get out of this."

"But how?" One towns person asked.

"The Horde believe they have us trapped and that our friends cannot find us." Rook explained. "However while they may have taken our weapons, they lacked the foresight to confiscate my Plumbers Badge." He pointed to the badge on his belt. This drew the towns people attention.

"It is equipped with a built in homing device, and with the badge Ben has our friends now have a path right to us." Rook said to them. "But I sense the Horde knows they will be coming so we must be ready to help them."

"As for getting out when the time comes I've got a plan." Bow added. These confident words ignited a spark of hope in the people of Elberons hearts.

High above the pit Catra watched on she was on her tablet on one of the gangways but she was not alone.

"Look at us. You and me in the field, side-by-side." Scorpia was with her. "Taking a bunch of random prisoners from a party, putting said prisoners in a big pit, guarding said pit. Ugh, if that doesn't say friendship, I don't know what does." Her constant talking began to annoy Catra who closed her eyes in frustration. "The super pal duo is back."

"What about the weapons we confiscated?" Catra just asked.

"Oh, yeah, you gotta see this." Scorpia chuckled as she hurried off. She walked up to what looked like a control panel and pressed a big red button and *BAM!* The cannon fired confetti startling Catra so much she dropped her tablet.

To say Catra was even more annoyed than usual was an understatement as her ear twitched in irritation. "Huh? Huh?" Scorpia jumped down from the cannon. "I know it's just cut up pieces of paper, but gosh, isn't it so much fun?"

"We need to focus." Catra turned away holding in her frustration. "She-Ra and Tennyson were in Elberon. Which means they're nearby."

Scorpia followed Catra across the gangway as she spoke. "Do you think they'll try some secret attack?" Scorpia asked.

Catra smirked. "Oh, I'm counting on it. They're supposed to be heroes and heroes save kidnapped people, that just shows how weak they are caring for others."

Scorpia was honestly surprised she knew they had kidnapped these people but she assumed it was just part of reclaiming Elberon. She wasn't aware of this plan to lure their enemies here.

"Is that why you kidnapped everyone?" Scorpia asked. "Some plot against the Princess Alliance? I could help if I knew what you were up to. You know, like old times."

"It's a new strategy, okay? That's all you need to know." Catra simply said not taking her eyes off the tablet.

"Oh, yeah, sure, sure, gotcha." Scopria stuttered. "Uh, feeling a little left out is all. You know, ever since that whole portal thing."

"Get over it then." Catra snapped in anger as she pushed past Scorpia leaving the latter rather hurt by that outburst. Little did they know that outburst was being watched by a certain Mechadroid.

Etheria's Orbit:

From the bridge of his warship, Vilgax/Malgax watched the visuals of Etheria from his drones. What intrigued him the most was the visual of the outburst between Scorpia and Catra. "Hmmm lack of sentiment for their own soldiers, and lack of trust." Vilgax mused. "Now what could have happened to you my dear?"

His gaze turned to the damaged drone within Hordak's sanctum, watching as the master of the Horde was looking over said damaged drone. To say he wasn't intrigued was an understatement. "Your not of Entrapta's designs nor of the First Ones just who or what made matter I will gain your secrets and crush the Rebellion once and for all!"

"More than you ever imagine." Malgax smirked behind his armour.

Etheria:

Adora, Ben, Flutterina and Swift Wind make their way through the woods on the ground to avoid detection. Following the path from Rooks homing signal. Through the whole trek Adora was very quiet.

"Hey." Ben quickly caught up to her. "You've been strangely quiet, something on your mind?"

"Am I that obvious?" Adora asked with a knowing look.

"Yeah but only because I know you so well?" Ben shrugged which did make Adora chuckle but then turned to a serious expression.

"You thinking Catra's behind this don't you?"Ben asked.

"I don't think, I know Ben." Adora said. "Just when I think I'm past letting her get in my head she does this!"

"Don't say that I know you've gotten past it even if you think you haven't I know you have. You proved that in the portal reality when you stood up to her." Ben explained.

"Maybe, but I can't let her hurt anyone else so when we find her I'm going to stop her once and for all. Just like I said I would." Adora said with every ounce of conviction.

"Adora, this isn't gonna bring Angella back and your a little above revenge." Ben said.

"Its not revenge, I'm making sure her ambitions don't hurt anyone else, whatever message you sent her she didn't get it!" Adora exclaimed stopping dead in her tracks clenching her fists. "If she wants to make this between us then thats what she'll get."

"Okay look I know how personal this is, but there's a difference between you and Catra you need to remember that. You reminded me of that when I was close to going over the edge." Ben told her. "Because if we forget it we become no better than the bad guys we fight."

Adora took in all that her friend was saying to her and it was true Catra chose to take power by force at the cost of so many others getting hurt, and that was no-one else fault but hers. Yet at the same time she couldn't help feel responsible for her actions, but she realised this wasn't going to end until one of them ended it but would it come at the cost of losing ones self. Just as Ben almost had.

"How do you know just what to say?" Adora sighed a smile.

"Eh I have my moments." Ben smiled.

"Guys over here!" Flutterina called from ahead prompting the two to catch up to the rest of the group. In the undergrowth they saw the Horde complex ahead, the entrance was guarded by two Horde Troopers.

"There's the guard post." Adora whispered. "If we can get inside, we can figure out where Bow , Rook and the others are being held."

"How are we supposed to get in there without being seen?" Swift Wind pointed out. "I mean, you're She-Ra, Ben sticks out like a sore thumb when he I don't exactly blend in. It's a side effect of being majestic." He said flipping his majestic mane.

"Ben do you think Big Chill could phase us in?" Adora asked.

"Maybe but Swifty has a point we don't know what's waiting for us inside that place." Ben pointed out. "And in my experience that can get a little messy. Besides they have to know we're coming." While they spoke Flutterina was pondering in her thoughts wondering how they could get inside. Then she had an idea.

"I think I have an idea." Flutterina smiled nervously.

The guards meanwhile were playing what appeared to be the Etherian version of Naughts and Crosses. One guard managed to get a full row and crossed it out. The other guard groaned in defeat.

"Ahem." Called a voice and the guards turned to see Flutterina just standing there. "Oh, no. You've caught me. How will I ever get away?" She acted out before she made a dash for it. The Horde Troopers chased after her, she sped round a corner still acting out panic "Oh, no!" She called as one trooper tried to grab her when he turned he was met by Swift Wind who with one tap of his horn knocked the Trooper down to the ground.

The other Trooper was behind him and was taken by surprise he was reaching for the tablet in his hand and backed away. However he felt a tap on his shoulder and when he turned round he was met by the fists of Adora and Ben as they punched him to the ground.

"And Gwen says I don't rely on my natural skills." Ben smirked flexing his fist, while Adora piked up the tablet the guard dropped. They looked at the data it had and it didn't take her long to find what she needed.

"This must be where they're keeping them." Adora pulled up a map of the complex and found the holding pen their friends were being held in. Ben looked at his Plumbers badge holo map to check the signal location.

"Yep thats where the signals coming from." Ben agreed. "Best bet the pit could be on the other side."

"What do we do?" Flutterina asked them.

"Save them." Adora told her but before she could reach for her bracelet Ben stopped her.

"You know this could be a trap." Ben told her.

"I know it is, just not for us." Adora said with a knowing smirk before she drew her sword held it aloft and said.

"FOR THE HONOUR OF GRAYSKULL!"

Flutterina beamed with amazement as Adora went through her transformation, she could barely contain her excitement as finally Adora was fully transformed into She-Ra Princess of Power in her glowing golden glory.

"Awesome!" Flutterina breathed.

"Care to give me some back up Ben 10?" She-Ra smirked knowingly which the Omnitrix Bearer was more than happy to return.

"I'll do one better." He activated the Omnitrix and dialled in a certain alien before he slammed it down and transformed. One awesome and electric transformation later he was fully transformed into. Feedback.

"I'll give ya some Feedback-up!" Feedback smirked.

"WOW!" Flutterina beamed with bulging eyes. "So COOL!"

"Ah why Feedback?" She-Ra wondered, in her mind she would've thought either ShockRock or Armadrillo would've been a better choice. "Still can't resist a classic?"

"Nah call it a gut feeling." Feedback answered as he looked at the complex. "So shall we knock?"

The doorway to the complex was blasted open with such devastating force, as the smoke cleared the heroes entered the complex, but to their surprise the pit was nowhere to be seen.

"Wait where's the pit?" Feedback asked.

"This doesn't make sense. The map says the pit would be here." She-Ra wondered just as confused.

"Must be in a different part of the base?" Feedback wondered but right now they had bigger problems, two of the advanced Horde Bots were standing right in front of them.

"And I don't think these guys are here for a guided tour." Feedback said standing in a battle stance.

The robots didn't hesitate to open fire on the intruders, She-Ra quickly changed her sword to a shield to deflect the blasts while Feedback stood in front of Flutterina defensively.

"We'll handle this. Stay out of sight." She-Ra told her.

"Okay!" Flutterina yelped but before she left Feedback handed her his Plumbers badge.

"Follow the signal and you'll find Rook and Bow go!" He told her who nodded and hurried away.

She-Ra continued to deflect the blasts from the robots, but the Conductoid had different ideas he jumped in front of her and his two tendrils absorbed the energy and then unleashed a blast from the plugs on his hands striking one of the robots in the chest before he jumped up and landed an energised fist on the robots head.

The Princess of Power followed that by changing her shield into a spear and charged at the bots slicing one clean in half while Swift Wind mirrored that with his wings slicing their legs off. Feedback then unleashed a powerful blast destroying the head of the second robot. They landed as debris all around them. They looked defeated but something didn't sit well with them.

"Too easy?" She-Ra asked Feedback.

"Yep too easy." Feedback agreed and they were right for before their eyes the pieces of the robots reconstructed into six robots that now surrounded them.

"Oh, yeah, they regenerate." Swift Wind remembered.

"We forgot the bots regenerate." She-Ra exclaimed annoyed.

"Still that means more to smash!" Feedback said trying to be more upbeat as they stood ready for battle.

Back in the holding pit Bow and Rook were assessing their situation. "Ah. This isn't our first time in a Horde cell huh Rook?"

"Yes, but in all our experiences we find learning from them is the best way to grow and be more ready." Rook agreed as he went into a kneeling position and tapped the heel of his boot and popping out of the back of it was a small circular device surprising everyone.

"And luckily, they didn't search you well enough." Bow knelt down to some children and out of one childs ear he pulled out one of his Surge discs they beamed in amazement. Bow then looked to the child holding his small bow. "Can I borrow this?" he asked and he was more than happy to hand it to him.

Bow handed Rook the Surge disc which he then inserted into the device he had in his hand before handing it to the archer who tied it around the makeshift arrow.

Aiming the arrow carefully he fired it right up at the energy shield and it hit straight and true. The barrier began to sizzle with power and the moment it hit the device surrounding the Surge disc it energised the disc and let out a massive blast that deactivated the field completely.

The crowds cheered at the duos success. "Yes!" Bow cheered.

"Even without your namesake you still fire straight and true my friend." Rook congratulated his friend.

"Thanks and you were right its always best to be prepared for anything especially when making a Surge disc into an EMP." Bow agreed. "Tech Master Duo for the win!" He offered Rook a high five which he happily accepted.

"Guys!" They heard a distant call, and it came from Flutterina who stood atop the pit holding not just Bens Plumbers badge but also Rook's Proto Tool the owner just smiled confidently there was hope after all.

Back at the entrance to the complex all was utterly silent, our heroes were completely surrounded at the mercy of the Horde Bots who just stood there not even firing a blast. Yet Feedback, She-Ra and Swift Wind were ready for anything.

"Uh…why aren't they attacking?" Swift Wind asked.

"Because they're waiting for commands." She-Ra realised glaring them down and it didn't take long for a certain voice to fill the air.

"Hey, Adora. Hey Bennie boy."

"Gee I wonder from who?" Feedback wondered as they turned and saw Catra standing on the bridge above them.

"Took you long enough to show up." Catra smirked. "I thought you hero types were always on time?"

"Catra." She-Ra breathed an angry glare as did Feedback.

"By the way like the new look, I think I've made your complexion better." Catra eyed the scar on Feedback's face as he glared.

"I thought I'd have to kidnap another town to get your attention." Catra's gaze then returned to She-Ra. "Oh, that's right, you were having a party. Must've thought you were pretty special." Suddenly a blast of energy surged past right past her taking her by surprise the source was from a very angered Feedback who didn't say a word.

"Can we skip the speech?" She-Ra glared. "I'm done playing your games Catra. Too many people got hurt when you set off that portal." Catra hissed at the very mention of that. "I hope it was worth it, because I won't let you hurt my friends, or anyone else, ever again!"

However that defying speech was met by sadistic laughter from Catra. "Something funny?" Feedback asked.

"You were the one who left the villagers unprotected. You're good enough at hurting your friends without my help." That hit She-Ra hard and normally she'd be feeling the reminder of that guilt. Not this time she remembered Bens words and looked up with a defying look.

"You know, I never thought I would say this." She-Ra said. "Your right." This surprised Feedback greatly while Catra just smirked.

"Ah finally admitting this is all your fault Adora?" She smirked.

"Not the way you think." She-Ra smirked. "You want to know the difference between you and me Catra? I can actually admit and learn from my mistakes because I have friends, and family who care for me!" She said looking to Feedback who couldn't help but bare a proud smile as did Swift Wind."Unlike you who only blames others for your own mistakes, and at least I don't send robots and soldiers to fight my battles for me! Like a coward! Guess thats something you and Shadow Weaver now have in common."

Catra was completely taken by surprise did Adora just call her a coward. "Excuse me?"

"You heard her kitty cat because only a coward hides up in high places when threatened." Feedback added. "Otherwise you'd be down here instead of these tin cans. If I didn't know any better I'd say you were afraid to face us."

That really did it Catra's clawed nails scraped the metal on the bars in front of her but she still maintained her devilish smirk. "Oh that sounds more like the Adora I knew before you went soft on him and the Princesses." She said as she glared them down. "And you know what you two have in common?"

"What's that?" She-Ra asked readying her sword while Feedback and Swift Wind stood ready to act.

"You're both terrible at spotting traps."

All of a sudden they heard a humming sound, sparks of electricity surged from the ground sending painful shocks through She-Ra, Feedback and Swift Wind who all cried out in pain. While Catra laughed in pleasure seeing their suffering.

"Pretty good, huh?" Catra smirked. "I got the idea from Shadow Weaver. At least she was good for something in the end. If only your friends could see you now." She-Ra cried out in pain as she was forced to the ground as was Swift Wind while Feedback fought this pain.

In the holding pit the towns people helped by Rook and Bow were carrying them out one by one, the next to last was the Mayor who was grateful to the heroes. Bow however, noticed that something was wrong.

"Rook somethings wrong." Bow pointed out. "There's no guards? Isn't that weird?"

"It is rather disconcerting, but going off asumption they're most likely more focused on Ben and She-Ra." Rook realised as they helped the last of the towns people out of the pit.

"All right, that's everyone." Bow realised before they turned to Flutterina. "Flutterina where's Ben and She-Ra?"

"They're at the entrance but they're in trouble and they need help!" Flutterina exclaimed in near panic. "Oh and I think you'll need this!" She handed Rook his Proto Tool with he gave a grateful smile.

She-Ra growled in pain trying to fight back the stings of the energy around her. Swift Wind was forced to the ground while Feedback was on one knee trying to fight back.

"You know, Adora, your whole self-righteous hero thing is getting old." Catra smirked watching them suffer. "Another thing you and Ben have in common being too weak to do anything even when you have nothing to lose! Threaten innocents and you righteous pair ignore your better instincts!" Catra snarled "At least I finally found a way to shut you up."

She-Ra tried to reach out to Swift Wind and likewise he extended his wing to try and reach her but just then something unexpected happened. Feedback stopped feeling the pain of the electric bolts and miraculously he stood up with a knowing smirk on his face. Catra didn't believe it how could he stand that while She-Ra smirked she knew fully well what he was doing and why he chose this form.

"Heh what's the matter cat got your tongue?" Feedback smirked still feeling the sting but thanks to his enhanced durability he could withstand it a little. "You think we're terrible at spotting traps, well you're too dense to see which alien I'm using!"

He struck his plugged hands, tendrils and tail into the floor and started to absorb every amount of energy in this shock trap. Catra was completely dumbfounded as the Conductoid stood tall with his hands surging with energy which gathered in an orb in his hands.

"Guess Shadow Weaver never told you why I call this guy Feedback! Cause you know what they say what doesn't kill you makes you stronger!" Finally he unleashed the energy he gathered into one focused blast towards Catra who dived out of the way only for said blast to destroy part of the bridge leaving a gaping gap behind. Smoke poured off the gap as Catra glared at this alien.

"Oh and you're still terrible at knowing when you're being distracted." If Feedback could wink that would've been the time to do it. Behind him a massive blast of golden light encompassed the whole area.

The light faded and revealed She-Ra mounted atop Swift Wind who glowed in their golden aura. The noble steed reared up and slammed his hooves into the ground sending out a powerful shockwave which shorted out the bots that surrounded them as they collapsed to the ground. Catra couldn't believe it they overcame her trap.

However she wasn't done yet, she hit a button on the railing and panels of the floor surrounding them were hordes of Horde Troopers and more of the enhanced robots this was a force not even the two heroes and their steed could overcome alone.

"Attack!" Catra exclaimed and the Horde forces readied their respective weapons as they marched forwards then out of nowhere.

"Hey!" Called a voice and they looked to see Bow, Rook and Flutterina standing close by. "Get away from She-Ra and Ben 10!"

"Oh look here are your little friends now, lets give them a show!" Catra smirked as she snapped her fingers prompting the soliders and robots to move towards the archer, Plumber and villager.

"Bow the cannon!" Rook called and it prompted Bow to fire the small bow and stick arrow up to one of the robots heads but all it did was deflect off the head and on the walls. Catra looked unamused but Rook knew what would happen if they waited. The stick hit a certain red button and it fired the confetti cannon startling Catra and the troopers but at the same time it confused the robots sensors, they couldn't see what to shoot.

She-Ra quickly raised her sword and slashed a large golden wave decimating the robotic forces while they were blinded. Her attention turned to the bridge over the base where she saw Catra was getting away. There was no way she was letting her go this time.

"Ben help Bow and the others get the villagers out of here!" She-Ra called to him. "I'm going after Catra." Feedback nodded at that and rushed to help his friends while Swift Wind jumped to the skies with She-Ra. They were quick to catch up with the fleeing feline.

"Please be careful." Swift Wind said to his friend.

"I will be." She-Ra assured, she crouched up and jumped off Swift Winds back. Just before Catra could escape She-Ra landed right in front of her cutting off her path.

"You're not running away." She-Ra glared angrily. "Not this time!"

Catra just returned the glare as she sharpened her claws. "Who's running, funny your not helping your so called friends but then again seems you do more harm to them than good."

"I told you I'm done with your games Catra. Today you answer for your crimes against Etheria and against its people!" She-Ra glared. "And for the record there was one person who got hurt when you set off the portal. Her name was Angella! She's gone because of you!"

"Well how about I send you to join her, then I'll tear down everyone and everything IN MY WAY!" She yelled as she charged towards her with sharpened claws. Catra leaped at She-Ra who formed her sword into the shield and blocked her claw strike to then head butt her in the face pushing her back.

She-Ra reverted her shield to a sword and the two glared each other down and screamed as they charged at each other in this epic clash.

An enormous blast of energy hit some of the Horde Troopers knocking them down to the ground. These blasts came from Feedback several troopers tried to use their shock sticks to strike the alien only for his tendrils to absorb the energy from them and redirect them back blasting them into a wall.

Many guards were swinging their shock sticks towards Rook who skilfully dodged each attack before he flipped over one and fired his Proto-Tool at the back of one then formed his Proto-Staff and swatted another one away. The soldier crashed into one of the storage cabinets on the wall and as he fell the door opened to reveal his archer friends weapons.

"Ah so that is where you were hiding." Rook smiled, then retrieved them.

Flutterina looked like she was at the mercy of another Horde Trooper who sparked his shock stick intimidatingly charging towards the helpless child. However the young butterfly girl dived beneath his legs then kicked him in his but and was met by the fist of the toughest of the towns people as she punched him to the ground.

Though without his weapons Bow used his fists he threw a round house kick knocking one trooper to the ground and just when another was about to attack he ducked beneath the fist then wrapped his own arm around his and delivered a punch to the face. Performing a backflip he delivered a powerful kick to the troopers jaw knocking off his helmet.

Little did he know another Horde Trooper was about to attack him from behind when suddenly she was struck by an arrow which rapped her in rope that delivered a shock and knocked her to the ground. Bow looked and saw the one who fired the arrow was Rook holding his namesake and arrows.

"Your training has paid off Bow." Rook smiled as he handed his brother in arms his weapons back.

"Thanks I learned from the best." Bow smiled as he had asked Rook to train him in better combat so he wouldn't have to rely on his arrows alone.

One of the Horde bots crashed to the ground as Feedback just finished it off. The villagers cheered however they weren't out of the woods yet. More robots and troopers came from the other side of the complex lead by Scorpia. The heroes stood ready but Feedback held his arm out stopping them.

"Hold up guys, me and Adora made a quick call on the way here." The Conductoid said leaving everyone confused and at that moment zapping into the fray.

Was Queen Glimmer armed with her staff and unleashed a powerful blast of magic towards the ground and the shockwave struck the robots instantly deactivating them. Glimmer landed superhero style then fired several sparkle blasts hitting the waves and waves of troopers that were coming.

"Royal rescue always on schedule." Feedback smirked.

Glimmer turned to the group behind her. "Sorry I was late glad I could drop in."

"Well didn't want you to think you were missing out on the fun." Feedback shrugged. A sudden explosion from nearby caught their attention and saw the battle between She-Ra and Catra.

Catra slashed her claws just nicking She-Ra's arm but she didn't think about the pain she was feeling she dodged slash after slash after slash from her feline opponent. An opening soon presented itself and the princess delivered a powerful flip kick knocking her back then changing her sword into a shield and tossed it Captain America style at Catra striking her in the gut before it returned to her. However Catra had a trick up her sleeve she pulled out her whip and cracked it wrapping it around the shield and tossing it to the side far from its wielder.

Glimmer gasped. "We need to help Adora." She was about to run and help but then Feedback stopped her.

"No. This is Adora's fight Glimmer." Feedback told her. "Right now we need to get these people to safety."

The queen really wanted to help her friend seeing her fighting alone. She would be lying if she also didn't want to fight the reason her mother was gone namely Catra, however at the same time she knew that protecting the innocent came first. She nodded at the Conductoid and they lead the people to safety.

It didn't take them long to reach the exit to the complex, but just as it looked like they we're going to make it. *SLAM!* Another of the Advanced Horde bots blocked their path.

Bow and Rook fired their respective weapons, while Glimmer unleashed a powerful blast which blasted one of its legs off. Only for said leg to grow into a second robot. Feedback had to act now.

"Okay time to take it up a notch!" He exclaimed as he slammed the Omnitrix and changed into Shock Rock. "Or maybe Omni-kick it up a notch!" He twisted the Omnitrix 90 degrees to the left and he began to armour up.

The Fulmini's armour now consisted of black and grey armour, spikes on his shoulders with glowing green lines on his legs. His head is covered by a grey and neon green helmet with black and grey gauntlets. His blue energy was still visible on his waist, neck and arms. The Omnitrix remained in the centre of his chest with a white circle connected by four grey tubes.

"OMNI-KIX SHOCK ROCK!"

"WOW SO COOL!" Flutterina exclaimed with excitement.

The armoured Fulmini knew he had limited time after his last transformations so he had to make this quick. He focused all his energy into his hands and it began to form a ball of energy it grew and grew to an enormous size. With his enhanced abilities he jumped high into the air and then tossed the energy ball towards the robots. The energy ball struck them with devastating force they all exploded into pieces. The pieces were far too small for the robots to grow and rebuild. Shockrock landed on the ground with his hands on his hips.

"And thats how you do a slam dunk!" Omni-Kix Shockrock smirked. "Tennyson style." At that moment the Omnitrix beeped and reverted the armoured Fulmini back to Ben.

"And they said I couldn't make the basket ball team in middle school." Ben said as Bow, Rook, Glimmer, Flutterina and the villagers came over.

"Nice work Ben, guess they got a real shock out of that!" Flutterina cracked.

"Hey nice one liner kid." Ben said impressed.

"Uh guys we're not out of the woods yet."Glimmer said gesturing to the only remaining defence in this Horde Camp. Scorpia.

Ben looked at the Omnitrix and it flashed red meaning he couldn't transform but stood ready to fight as did Glimmer and the others. Much to their surprise the Etherian Scorpi just stepped to one side, was she…letting them go?

"Go." Scorpia said with a conflicted look on her face. To say everyone was surprised by this turn of events was an understatement.

"Why?" Glimmer asked.

"Please just go and get out of here." Scorpia said and so without hesitation Glimmer, Bow, Rook and Flutterina lead the villagers out of the camp the last to leave was Ben who took one last look at Scorpia with an honest smile on his face.

"Thanks Scorpia." Ben said as he ran after the group, leaving a confused and conflicted Scorpia behind.

Back in the battle She-Ra dodged more and more of Catra's whip strikes until one landed around her arm prompting the feline to pull her back causing her to yell in pain.

"Heh still so predictable Adora, you're nothing without that sword!" Catra exclaimed but She-Ra wasn't going down that easily.

"I'm more than just a sword!" She-Ra grabbed the whip and with her strength she pulled it towards her yanking Catra towards her with a great pull. She-Ra swung her free fist towards her only for Catra to bend under it and land a scratch on her leg causing She-Ra to scream in pain forcing her to her knees.

Taking her advantage Catra snarled sadistically and lunged towards her opponent. She-Ra turned and saw Catra coming towards her, she tried to reach for her sword but out of nowhere it disappeared and reappeared in her hands. Despite the surprise she took full advantage, just as Catra was closing in she changed her sword into a spear and quickly swung it round tripping Catra up by her feet then was sent crashing into her muscular arm and hit the ground only to flip back up again.

"You know something else I've just realised I've been fighting you the wrong way all this time." She-Ra said as she sheathed away her sword and raised her fists wanting to take Catra on in hand to hand combat.

"Fighting wrong, please we trained together in the Horde and I know every move you'll make before you make it." Catra smirked. "Cause your so predictable."

"Your the one who's predictable." She-Ra glared. "But I'm not in the Horde training room anymore, and neither are you!"

The two glared each other down as they charged at each other again Catra swung her kicks and claws at She-Ra who dodged each strike but one kick hit her in the face and just as Catra threw a punch She-Ra wrapped her arm around her and delivered a punch to the face. Following that by jumping and landing a kick in her back. Catra hit the ground and found a taser stick. She quickly grabbed it and swung it at She-Ra fully charged who was quick to dodge to the right only for Catra to kick her with her right leg.

She-Ra however was ready for this and she grabbed her leg and tossed her across the ground Catra scrapped her claws across the floor making her stop. She-Ra followed her attack by jumping up and delivering a drop kick which Catra avoided only to receive a knee to her gut followed by a solid punch across the face sending Catra to the ground. Her Revonnah Kai training was paying off.

"I was foolish to forget all I've learned when I left the Horde, what I've learned from my friends and compared to that what we learned in the Horde is small potatoes." She-Ra smirked.

"Yet your still terrible at seeing traps!" Catra swooped up and was about to strike She-Ra with a taser stick only for She-Ra to draw her sword and block it. The electricity surged between the two of them.

"Catra stop its over!" She-Ra growled.

"Its over when you and every last person in the rebellion are gone!"Catra growled. "And heres the part where you try and appeal to me with friendship, love and all that weak stuff!"

"No! I gave you the chance to leave the Horde, but you threw it away and for what to prove Shadow Weaver she was wrong about you!" She-Ra exclaimed. "You've always let her define you and look what its turned you into!"

"You and her turned me into this Adora! You hurt me! So now I hurt you! Your little queen was only the first!" Catra growled as she pushed back.

She-Ra yelled as her swords Runestone glowed bright and her aura was at its brightest and she unleashed all her power as a massive shockwave blasting Catra back.

"I was always there for you!"She-Ra exclaimed. "But all you did was push me away how can I help you if you wouldn't let me!"

"Funny way of being there for me we were friends! But you took everything and left me with nothing! NOTHING!" Catra yelled.

She-Ra just stood there silently until after a minute she spoke again. "I never meant for it to be like that and if I ever made you feel like you were second best or that I wasn't there for you then maybe I am to blame! So I'm sorry Catra…I'm sorry!"

Catra was completely taken by surprise as the whole battleground went quiet. It looked like She-Ra's words had really gotten through to her as her expression softened, but then it twisted into a sadistic smile and laughed out loud.

"HAHAHAHAHAHAH. You really are weak I don't want your apology all I want now…is for you and the Rebellion to burn!" She yelled as she unleashed a focused blast from her shock stick while charging towards She-Ra. The latter twirled her sword to deflect the blast, she waited till Catra was close enough she grabbed her arm with one hand then swung her sword in her free hand slicing her taser stick clean in half before she swung her across the floor and sent crashing into a wall making the feline Force Captain collapse to the ground.

She was breathing hard and coughing from the impact, she tried to get up but was met by the blade of a sword and she looked up to see She-Ra standing above her. She was at her mercy.

"Well, what are you waiting for? Finish me! Its what you want right for me to pay, it's what you want, I bet it's what Sparkles would want?" She-Ra was silent as Catra spoke didn't even flinch.

"WELL DO IT!" Catra yelled but to her surprise She-Ra withdrew her sword and just seethed it in her back.

"That would be the easy way out." She-Ra glared. "You don't deserve it." She proceeded to turn around and just walk away, Catra scowled and tried to get back up but she was still very weak.

"Get back here!" Catra called. "Come back and fight! I'm not through with you yet!"

"But I'm through with you." She-Ra said turning her head towards her enemy. "I'm done trying to get through to you, and I'm done caring I've tried to be there for you but all you do is push people away and call it weakness. So you know what. You're not worth it."

The Princess of Power then turned and proceeded to walk away. "You never were."

That last word really stung Catra where it hurt her hands clenched tightly her teeth snarled as the anger rose within her. She rose from her feet breathing like a rabid animal and then she cried out in immense anger and charged at She-Ra with her claws out ready to rip her to pieces but before she could She-Ra swiftly turned round grabbed her by her shirt lifted her into the air and slammed her into the ground hard.

All that adrenaline that Catra had from her anger had all but disappeared. Seeing She-Ra standing above her she realised she had no strength left to fight.

"You've lost, so if you have any dignity left take your forces and leave." She-Ra glared. "Leave and never return." The feline Force Captain said nothing as she just glared angrily towards the Princess of Power. "It didn't have to be like this." She said.

"This isn't over…She-Ra." Catra spat before she stood up and limped away before Scorpia arrived on a Skiff she leaped onboard and they left the destroyed complex. She-Ra was left with a saddened expression on her face to see her former friend leave with her enemies again, but she had to realise the Catra she knew was gone, turned into what she is by her own pride and need for validation. Swift Wind suddenly flew next to her and rubbed his face on hers comforting her to which she hugged him back in response.

From afar Ben had watched the whole thing play out. He came back to try and help if she needed it but he saw her fight her own battles. He breathed a sigh of relief and was proud of his friend.

Suddenly the two were startled by the sounds of cheers and praise. The villagers had returned after the Horde fled and cheered their heroes. "Three cheers for She-Ra and Ben 10!" They cheered.

"Thank you. We couldn't have turned the tide without you guys, and Glimmer you're a sight for sore eyes." She-Ra thanked looking to the villagers and her friends.

"Thanks just glad to be in on the adventure for once." Glimmer thanked.

"Besides you should really thank Flutterina. It was her quick thinking that saved us." Bow added.

"Indeed, I do not think we could have arrived in time to aid you if she had not found us." Rook agreed.

"I know you think I'm just a kid, but I'm ready to join the Rebellion." Flutterina then said I wanna fight the Horde and keep my people safe, like you and Ben, She-Ra."

She-Ra was rather touched by this child's courage as were everyone else. Glimmer might have known her for a short time but even she was impressed. "The Rebellion could use someone brave and clever like you." She-Ra smiled.

"She's right." Ben said kneeling down to her level. "And don't know if you know this but I actually started this hero thing when I was ten."

"Really!" Flutterina said amazed.

"Yep, you can bet there were times I saved people without any powers at all." Ben added with a smile.

"And like he said this world needs moree heroes." She-Ra agreed. "So we'd be honoured. That is if that works for Queen Glimmer?" She then looked to Glimmer.

"Absolutely." Glimmer smiled in agreement. "Welcome to the Rebellion Flutterina."

The young butterfly girls eyes just welled up with tears of joy as she hugged Ben and She-Ra who smiled in return. "Thank you. Thank you so much." She whimpered as the crowds cheered around them. She-Ra however looked away a little sad she still couldn't help but think about Catra, Ben could see that too. Seemed there were some scars that would never heal.

The Fright Zone:

The forces from Elberon returned to the Fright Zone exhausted and defeated after abandoning their base. On an archway above Catra sat completely alone with nothing but contempt in her eyes.

"Catra, there you are." Scorpia then came over after looking for her after they arrived back at the Fright Zone. An irritated Catra looked away as Scorpia sat next to her. "Are you okay? Don't worry about that Adora stuff. I'm here and there's nothing we can't fix, because that's what friends are for. I'm sure Hordak will understand." She said. "Oh. If Entrapta was here maybe we could…"

That was it hearing that was the final straw for Catra. "Stop it!" She exclaimed, Scorpia was taken completley aback.

"Stop badgering me, Stop hovering over me, Just back off! I don't need to explain myself to you, We're not friends!" She growled as she stood over her and the Etherian Scorpi just sat there completely petrified.

"I…I'm sorry I…I just want to help.." Scorpia stuttered.

"I don't need your help!" Catra exclaimed. "I don't want your help! Get that through your head! I am on the verge of conquering this planet and getting all I've ever wanted and I'm not being held back by a clingy, needy pathetic person LIKE YOU!" She yelled and that all but broke Scorpia's heart hearing those words. Catra just turned and walked away.

"Oh, and Scorpia?" She said turning round. Scorpia was hoping she'd say thank you for helping her out of the base, but. "Keep Emily out of my sight or I'll sell her for scrap. Understand?!" She said with a sadistic smirk and left into the shadows, leaving a heartbroken Scorpia alone with nothing for comfort.

Whispering Woods:

Above the canopy of the Whispering Woods the Proto-Truck was flying back to Bright Moon with Ben, Rook, Adora, Glimmer, Bow, Swift Wind and their new recruit Flutterina on board.

"Sacred bond, saving the day." Swift Wind sung in the back with everyone while Flutterina sat up front with Rook.

"I'm joining the Rebellion. Can you believe it? Me, Flutterina. This is the most exciting day of my life!" Flutterina beamed excitingly. Rook just smiled seeing how excited this young soul was.

In the back Adora was strangely quiet something her friends noticed. "You okay?" Bow asked.

"Something on your mind?" Ben asked.

Adora just sighed as she looked down. "Ugh. I put everyone in danger because I thought I could handle everything by myself." She explained. "I was so excited that everyone was treating me like a hero, I forgot to act like one."

"Hey don't beat yourself up, it happens to the worst of us. I know what it's like to be so overwhelmed by the fame we forget what's really important."Ben explained. "And one more thing I learned is that when you really mess something up, you can't fix it all on your own."

"Exactly thats why you have us." Bow agreed. "Elberon's safe and we got a new recruit for the Rebellion." He gestured to Flutterina at the front of the truck.

"And thats why we'll beat the Horde." Glimmer added. "Because they never work together and when we come together as a team. We can't lose."

"Couldn't have put it better myself Glims." Ben winked then looks to Adora. "But I'm guessing this was also about a certain tabby cat?" He guessed.

"Yeah." Adora sighed. "When I had Catra where I wanted her I…I wanted to end it..I wanted to let out all my anger and rage at her but I couldn't. I don't know if it was because I'm weak to, or because I was strong enough not to." She shared as the rest of the group listened intently.

"I mean after everything she did, the portal even Angella I…I still couldn't finish her!" Adora said. "Am I really that weak?"

"No your not, sparing a life even that of the bad guys isn't a weakness its a strength." Ben told her.

"Because..theres a difference between us and them and we mustn't forget it otherwise we're no better than them." Adora realised.

"I think your getting the hang of this my young Padawan." Ben smiled.

"He's right and I know in the past you keep feeling responsible for Catra's actions but I've also seen you rise above that guilt." Glimmer added. "While she doesn't take any accountability for her mistakes."

"Yeah but it still hurts." Adora said before looking to Ben. "This ever happen to you?"

"Yeah, to an old friend, her name was Elena, Elena Valadis." Ben said with a somewhat saddened tone. "She was my friend when we were kids, and she's a Plumbers kid like me and Gwen but she doesn't have powers. Some years back her dad was taken over by some alien microchips."

So Ben continued his story of Elena Valadis, he explained how her father were taken over by alien microchips that were actually Nanomech's species. He explained how her father was a Plumber and a close friend of his grandfather but was caught stealing the microchips believing he was selling them instead of studying them. They later learned that the microchips had been dormant waiting for the time to take over humanity. With Elena's help they were able to defeat the Nanite Queen, but Ben explained that little did they realise that it was only the beginning.

He explained that when he had the Ultimatrix some years after the Nanite incident Victor Valadis passed away, but he attacked Ben at his home which confused the audience to say the least. Ben explained that it was actually a nanite imitation which he and his team later learned was from Elena herself as she was the new Nanite Queen. He explained that some of the chips hid in her so the ones in her father could be sacrificed. He soon finished explaining the rest that happened.

"Wait so she lied to you guys to get your help to save her dad when all the time she was infected with those microchips she left a decoy to lie to you." Bow took a breath. "Then at a later date she revealed herself as the new queen to supposedly been atomised and later while Julie was at a tournament she posed as her and hurt anyone who got between you and her? Have I got all that?"

"Yep pretty much bang on the money." Ben explained.

"Wow no offence Ben but thats all kinds of messed up." Bow said.

"I know, but she was still grieving over losing her father." Ben explained. "She wasn't really in her right mind and the alien microchips didn't help one bit."

"I can imagine." Glimmer realised. "I know I'd be the same way after I lost my mom and having to deal with my new powers on top. I would've lost my mind if it wasn't for you guys."

"And she tried to kill you twice?" Adora asked.

"Ah thrice actually." Ben pointed out. "See a while back when I had Skurd we actually crossed paths with Elena again. So Rook and I called in Gwen and Kevin to help us stop her." Ben explained. "It was an intense fight, and Elena put up a fight nearly killed Rook and Kevin so I had to try and stop her so I used Blitzwolfer and the Echo Echo Bullhorn to blast her with a sound blast to destabilise the microchips. But the chips influence had grown strong over time and she wouldn't listen I thought I'd have to….put her down."

Adora and the others gasped at that and it made Adora think back to the portal when he was close to killing Catra. "But…I…I couldn't do it, so I changed to Diamondhead and encased her in crystal like how I first beat Malware."

"What happened to her after that?" Adora asked.

"We took her back to Plumber HQ, and it took some doing but with Azmuth's help we were able to separate the Microchips from her and then destroy them for good." Ben explained which caused some relief from the group though Ben was still saddened. "But she was never the same after that, it took some time but we brought her back to reality. But she was still feeling regret from her actions so she left Bellwood for good. I never saw her again." He then felt bashful. "That is until a little ah incident involving a nutty alien game show host who brought all my exes in a game show where the prize was me."

"WHAT?" Adora, Bow Glimmer and Flutterina gasped.

"Ah llll….long story I'll tell you later." Ben waved his hands frantically embarrassed. Then turned to a saddened look. "But still despite that I still felt like it was partly my fault cause I didn't see it sooner and I really didn't like fighting my friends it was the same with Kevin when he went crazy I felt responsible as I or my younger self put him in the position where he had to absorb the powers of the Ultimatrix." Ben sighed recalling what happened after Aggregor's defeat.

"I…I'm sorry." Adora said with a sympathetic hand on his shoulder.

"Yeah but the point is Adora even after everything that Elena did under the influence of the Microchips me and my friends were able to help her, because showing compassion to an enemy isn't a weakness its strength and thats something the Horde will never have."

"Yeah your right." Adora smiled. "Thanks guys."

"Great now new subject." Glimmer said. "YOU GUYS WERE AT A PARTY AND YOU DIDN'T INVITE ME!" She exclaimed.

"Hey hey calm down Glimmer, how were we supposed to know it would be a huge party." Ben exclaimed.

"Indeed it caught me by surprise too." Rook agreed from the front.

"Still it sucks!" Glimmer grumbled. Bow, Adora and Ben looked at each other with the same knowing smiles and nodded.

"Oh well if you think it sucks, I might change my mind about this slice of cake that I left over." Bow said with a teasing smile.

"What slice of cake?" Glimmer asked with a raised eyebrow.

"Oh just this piece of She-Ra cake I kept just for you." Bow pulled out of his quiver a wrapped up cube in brown paper and he unwrapped it to reveal it was indeed a piece of leftover cake.

Glimmer didn't hesitate to snatch it from Bow with amazed and starry eyes. "Ooooo." Bow then proceeded to hand her an arrow which turned into a small fork. Ben and Adora were a little weirded out by that but being that its Bow they weren't really that surprised.

With one bite of the cake Glimmer could taste the sweetness of the icing and just smiled. "Okay you guys are forgiven we defiantly should save Elberon more often!" Glimmer beamed and everyone broke out into a laugh as the Proto-Truck approached Bright Moon.

The Fright Zone: Hordaks sanctum:

A scrap piece of one of the destroyed advanced Horde bots was slammed onto Hordaks workbench and its creator looked angered by this recent failure of his troops. He swatted away all his tools and scrap pieces off the table in a fit of anger.

He breathed heavily in frustration and then out of nowhere he heard it. It was a loud buzzing noise, he looked around thinking it was Imp but he was nowhere to be seen. Looking round the sanctum he soon found the source and it was the wrecked Mechadroid and it had a blinking red light flashing on its eyes.

Curious he went over to inspect it. "Greetings Hordak!" A voice blared from the machine. He jumped back greatly startled but there was more, for then the drone projected what looked like a hologram and it was of Vilgax.

"Wh…who are you?" Hordak exclaimed. "And how do you know my name?!"

"I'm afraid the drone you have in your possession isn't as defected as your forces were lead to believe." Malgax explained. "It has been monitoring you for many days now though I must congratulate you on your persistence to learn its secrets."

"Answer my question who are you?!" Hordak exclaimed.

" Vilgax, I like you come from the known universe." Malgax explained.

"H..how do you…" Hordak stuttered for once he was genuinely surprised.

"You'd be surprised at what I know, for example I know that your recent defeat at the hands of the one you call She-Ra and from my hated enemy Ben Tennyson." Malgax continued and the still surprised Hordak continued to listen. "I believe we have common cause you and I."

"Which is?" Hordak questioned a little weary of this beings intentions.

"Conquest and supremacy over this entire planet." Malgax said. "I come before you now with a proposition, I propose you not overlook the one aspect that provides the Rebellion an advantage."

"And that would be?" Hordak asked.

"An ally from beyond this world." Malgax smirked under his armour.

"Then you clearly haven't seen clearly. Vilgax. I command an empire from the Fright Zone what can you possibly offer me that I cannot simply take?" Hordak asked skeptically.

"A simple chance at Redemption." Malgax said. "I know who or what you once were and that you were cast aside with my help we can grind this planet under our heels and restore you to your glory in the eyes of your creator Horde Prime!" The mention of his master immediately peeked his attention, and if this drone was anything to go by its technology combined with what he knows of his own and the First Ones could be the edge they need to win this war.

"I'm listening." Hordak simply said.

Authors Notes: DUN DUN DUN! Now thats a cliffhanger folks, it seems Hordak has made contact with a potential ally in a certain squid faced tyrant we all know and hate. Now as many of you may have noticed I've taken a different direction for this chapter regarding a certain shapeshifter and not have them revealed here like in the canon episode that'll come at a later chapter. Looking back at the canon episode I felt that this would've been an ideal time for She-Ra and Catra to have a proper clash after the events of the portal and of course a few other changes like the use of Feedback to help overcome Catra's shock trap and extending her nightmare at the start of the episode. And of course the debut of Omni-Kix Shock Rock! And a few other changes like having Glimmer in this episode, the siege of Elberon and of course the story of Elena Valadis.

Now in Omniverse there was no episode featuring Eleana back when she was controlled by the Alien Microchips and according to the Ben 10 wiki she'd been purged of the microchips hence why she appeared normal in the Omniverse episode The Most Dangerous Game Show. So I just decided to improvise with what I had in the timeline.

Now on a new note the next few chapters from this point forward will be original chapters, and the first of them takes us back to Earth and to a certain lost angel. I will try and update soon but for now thank you for your continued support and patience so until next time.

FOR THE HONOUR OF GRAYSKULL!