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Chapter Text

Ownership Disclaimer:

Ben 10 and Kirby do not belong to me.

Ben 10 belongs to Man of Action and Cartoon Network.

Kirby belongs to Masahiro Sakurai and Nintendo.

Chapter 1: Kirby's Introduction to Earth! Part 1

Space. On one hand, it can be a wondrous place, stars dotting the sky like the little dots on a pointillism piece of artwork. On the other hand, there is so much left to explore. The amount of space that has been explored can be likened to that of the light of a simple candle in an unlit concert hall. And who knows what horrible creatures or sinister beings could be hiding in the shadows?

But enough about that. Let's get to our story, shall we? It begins in space, where a shooting star streams through the sky. But this is not some meteor about to burn up in the atmosphere. No, our story features a star-shaped spaceship, and its adorable little inhabitant.

"Have you locked onto the Warp Star, Magolor?" A deep malevolent voiced asked a seemingly harmless individual. This would be a fitting description, as one could easily mistake him for a plush toy. He looked something like a fat cat without limbs due to the "ears" coming out of the back of his head, a brown face with cream-colored eyes, and his hands were cream mittens detached from the back of his body.

"Don't worry about that, master. I have the Star Warrior right in my sight! He won't know what hit him!" the newly named Magolor declared. Hitting a few buttons on his control panel, the weaponry on his ship activated. Magolor's ship could be best described as a giant purple caravel with angel wing decorations and three oars jutting out of each side. On the beak of the ship was a belt-like decoration of stars, and they soon began to glow an ominous black. Soon enough, a black, crystalline star-shaped projectile launched out of the star at the tip of the ship's beak.

The direct impact of the star projectile on the Warp Star gave its occupant an uncomfortable awakening. If Magolor could be seen as harmless, than this one was a non-threat entirely. His body was a simple pink sphere with little nubs to serve as hands and arms simultaneously, and little red feet. His slightly blue eyes opened up with the major shake to his ship.

"POYO!" the little creature cried in shock. Jumping to the control panel, which was lit up in a swirl of color, he pushed buttons at random to try and get the Warp Star under control. Managing to get some sliver of steering, he moved to dodge the onslaught of similar attacks fired from the beak of the space caravel. It was difficult, but when the projectiles came in a simple straight line, it was easy enough to dodge.

"GET BACK HERE, STAR WARRIOR!" Magolor called out. Activating the secondary weaponry, the oars on its sides soon detached. Spinning in place for a few moments, they soon acted like homing missiles, and while the little pilot of the Warp Star tried to dodge the barrage of black stars, there came direct impact. An oar thrust itself into one of the Warp Star's sides, causing sparks to go flying out. Strangely, the moment the oar made impact, Kirby himself winced in pain, like the ship was a voodoo doll. The Warp Star began to spiral out of control, critical components having been damaged. An automated distress call soon rang out, but Kirby, dizzy from the uncontrollable spinning, began to pass out, not able to see him heading for a collision course with a blue and green planet with a small grey moon.

"You see it now, Master Nightmare? The Warp Star has crash-landed on that planet! If my sources are to be trusted, then the inhabitants will handle the job of annihilating that pathetic pink puffball for us!" Magolor proclaimed, winking.

"I see. Still, there is something we must consider. It is not that I do not trust your spy network Magolor, but I felt something on the Star Warrior channel. A beacon for help, a distress call. There are still some Star Warriors that still fight our forces. Queen Sectonia tells me that King Dedede and his forces continue to resist our invasion of Planet Popstar, and one must not forget about Meta Knight and his servants," the newly named Nightmare explained, his voice ringing through the ship.

"I see. So would you like me to send down a monster? I have several ready to go at your command. Pyribbit, Coily Rattler, Grand Doomer, Kracko, Fire Lion, Mr. Frosty, the choice is yours, master!" Magolor replied.

"Hmmm. I may have one idea in mind. Send out Mega Titan, and we shall crush him into a little pink cube! Perhaps even Meta Knight may meet his end trying to save the one Star Warrior able to defeat me," Nightmare declared before bursting into maniacal laughter, as the sounds of electric buzzing and rocket ignition rung through the air.

"Sir! We've just gotten a distress call on the Star Warrior channel!" A British accented voice called out. This came from a creature that could be described as a short-statured knight. His armor was aqua green, with his long helmet having four ridges on top, as well as large shoulder pads. His egg-shaped body was brown, and on it was a black belt with a silver buckle, and out of his shoulder pads were white-gloved arms. Finally, he had a scabbard holding a silver sword strapped to his side.

"It must be trap, though, milord! Probably some dirty trick by Nightmare to lure out any surviving Star Warriors," another voice with an Australian accent continued. Much like his partner, he also resembled a stubby knight with white-gloved arms. However, his armor was a slightly darker shade of green compared to his partner, his shoulder pads were considerably bigger and had golden crescent emblems on it, and his helmet was very different, instead ending in a red tassel and having a golden visor above his featureless pink face. His egg-shaped body was blue instead of brown, but his belt was identical to that of his partner.

"I see. Show me where the call came from. Perhaps we can see if we can find the wreckage of the ship," a deep voice with a Spanish accent answered back. This came from the final member of the trio, who possessed a blue, spherical body. Over his face was a silver mask, only showing his glowing yellow eyes, and he also wore a dark purple cape, silver gauntlets, and similar shoes. A scabbard holding a gold sword lay strapped to his side.

"Yes sir, Meta Knight!" the two knights called out in response. Pulling up a screen, the two knights scrambled to see where it was. "It appears to be within 0.7 light-years of our current location. Not that far, sir! We'll send out a scout drone once we arrive near the planet."

"That would be wise. If this is a trap, we shall prepare for it, but we cannot risk the idea of a Star Warrior in actual distress," Meta Knight complimented his servants' forethought, directing their ship towards the location of the distress signal.

The salty smell of seaside air roused Kirby from unconsciousness. As he exited the wreckage of the Warp Star, he found himself confused. The sky was pitch black at night, and he had thankfully crashed on an isolated beach, far from any inhabitants. Still, Kirby was confused: where was he? As he wandered in confusion, he soon found himself sniffing a very pleasant scent: sweet, sugary, and delicious food! Puffing himself up with air, he began to ascend like a hot air balloon.

As Kirby trailed the scent, two other people were smack in the middle of where the scent was coming from. Those would be two humans, both in their teenage years. One was a brown-haired, green-eyed young man wearing a black t-shirt, a green jacket with "10" emblazoned on the side, blue jeans, and black shoes. Accompanying him was a black-haired, brown-eyed girl around his age wearing a pink sweater, white skirt, and white tennis shoes. After being driven over to the pier by the boy's friend, the two were enjoying a nice date.

"Thank you for accepting my invitation, Julie. I'm just lucky that we happened to have our date when nobody else was around," the boy told the newly named Julie, a bit of red dusting his cheeks.

"Why wouldn't I? You're a nice kid, Ben," Julie replied. However, that wasn't what worried Ben. He had something of a double life: strapped to his wrist was one of the universe's most powerful devices, the Omnitrix. Able to change his DNA to that of various aliens, each with their own ability set, it made him a dangerous force to be reckoned with in battle. He first got it when he was ten, having spent his summer vacation as a travelling superhero, choosing to remove it when summer ended to have a normal life. However, when his grandfather got involved in a conspiracy that could spell the end of life across the universe, he took up the Omnitrix once again.

He didn't want Julie to find out, as the only other girl who he had crushed on and had actually known his secret merely wanted to tame him like he was some kind of exotic dog. He just wanted to enjoy some time with a girl he liked, nothing more, nothing less. As they walked across the pier, he could only hope that the universe would be merciful and not send some alien after him.

Unbeknownst to the couple, they had a pink companion with them. Kirby had managed to reach the pier, and looking around, he saw a bunch of wonderful tasty-looking objects: lollipops, cotton candy, churros, popcorn, peanuts, it was heaven for the little puffball. Noticing some pieces of candy and popcorn lying on the ground, he began rapidly inhaling air and, like a vacuum cleaner, sucked up the snacks. Feeling sugar and salt dancing on his tongue, he closed his eyes in satisfaction, the first food in a while finally going into his big tummy. He looked ahead, and saw two tall creatures ahead of him. Deciding to try and get their attention for help in getting snacks, the innocent puffball began to trail them. Unknown to him, though, he was in for a nasty battle.

"We sent the scout over to scan for where the beacon came from, and we managed to locate the craft. It's sending over the images right now," the Australian-accented soldier said.

"Good work, Blade Knight. Let us see what our scout can tell us," Meta Knight replied. As the onboard computer began receiving the images, Meta Knight's eyes widened in shock. The remains of the ship of the one being who could potentially end the war between the Star Warriors and Nightmare lay scattered across a beach, the ocean going back and forth, each time threatening to send it to a watery grave.

"What are your orders, sir?" his other servant inquired.

"Set course for the planet, Sword Knight. We need to make sure that the Star Warrior inside is safe!" Meta Knight instructed, emphasizing the "he". Nodding, the two knights headed for the pilot room as Meta Knight began to ruminate over what he had learned. 'I can only hope that little Kirby is safe. He is 200 years too young to be fighting Nightmare, but if this is what fate has determined, so it shall be' he thought to himself.

'Thank you, universe. At least you haven't sent anything my way just yet to ruin this,' Ben happily thought to himself. So far, so good; apart from the teasing he got from Kevin on the way to the pier, nothing bad had actually happened. He and Julie had been enjoying some simple rides, like bumper cars and a scrambler, and more. The light of the moon made Julie's eyes and hair shine, causing a small blush to dust Ben's cheeks. However, after getting some snow cones for him and Julie, he soon felt like he was being followed, two years of hero time backing that sense. Figuring it was better to ask sooner rather than later, he turned to Julie and asked, "Gwen and Kevin brought us here, but do you think it's possible your parents may have decided to follow us?"

A confused expression on her face, Julie answered, "No. Not really. Why?"

"I dunno, but I feel like we're being followed. Just call it a gut feeling or something, but something's been trailing us," Ben continued. "Not really a bad feeling, but definitely a 'keep your eyes open' feeling."

"POYO!" A high pitched cry pierced their ears. Turning behind them, they found themselves face to face with one of the most adorable creatures they had ever seen. It was a little pink puffball with red feet, stubby little arms, and an adorable face that puppies and kittens would be jealous of. "POYO!" it repeated. And with that little cry and its cute face in an utterly joyful smile, Julie's heart melted faster than an ice cube in Earth's mantle, and even Ben found it difficult to resist its adorability.

"OH MY GOD! It's so cute! Oh, I just want to cuddle you and hug you!" Julie squeed, grabbing the little ball and nuzzling it to her cheek. Seeing her antics, Ben couldn't help but chuckle in amusement at the cute image.

"POYO!" The little thing said in a slightly strained voice, not used to this tall creature hugging him. Its attempts to free himself from her grasp weren't effective, as its little nubs for arms did not give it a lot of wiggle room.

"All right, Julie. I think he's been snuggled enough. Why not let the little guy go?" Ben asked. Groaning in disappointment, Julie did so, dropping the little guy onto the wooden floor of the pier. "What's your name, little guy?" he gently questioned.

"POYO!" the little creature answered, making yet another adorable expression.

"Well, if that's all you can say, what do you think of 'Kirby'? How'd you like that?" Ben replied. The little puffball smiled and jumped up, repeating the one word he could say thrice in quick succssion.

"Huh. Guess he likes that name. Alright then," Julie said. Before they could resume their date, though, Ben realized something was wrong. Probably because Kirby was making a face of terror, not happiness: his eyes were wide, his arms curled around the top of his head, and his mouth was open. Turning behind them, the two teens found themselves looking at an odd-looking automaton. The main body was silvery blue, with silver cylinders on various parts of its body, and its head was silver with yellow horns. It had no mouth piece, but within the visor, yellow eyes glowed ominously, and almost like a beard was a train's pilot. Finally, it flew using a rocket booster on the bottom, and its fists were detached from its body, with the four main fingers being fused into a single unit. Standing at about Ben's size, it was clear that it was not looking for the nearest repair shop.

"Star Warrior found. Preparing for immediate termination. Locking on," the robot stated in a deep, monotone voice. Red tracking lasers aimed at Kirby, and while Julie was slack jawed in shock at her new friend being threatened, Ben could only think to himself one thing.

'Universe, I take back my statement about you sending things to ruin my date. Very funny of you,'

To Be Continued...

Voice Cast :

Nightmare - Andrew Rannells

Magolor - Clancy Brown

Kirby - Makiko Ohmoto

Sword Knight - Eric Stuart

Blade Knight - Eric Stuart

Meta Knight - Eric Stuart

Ben Tennyson - Yuri Lowenthal

Julie Yamamoto - Vyvan Pham

Mega Titan - Ike Amadi

Author's Note

Yeah. I really got no excuse for being so late. All I can say is that exams, writer's block, gaming, the ugly times of late 2020, and even ideas for other stories kept me from writing for a while. However, I can assure that I am alive and working on the ninth chapter of Ben 10: Reincario and almost done with the first chapter of the other story on my profile page, Roller Brawl: The Mega Cyborg . As for said ideas, I'll reveal them when I debut Roller Brawl: The Mega Cyborg and roll out the next chapter to this.

Now onto the story details. This story essentially has the Kirby universe melded with that of Ben 10 , and timeline-wise, this will at least go to the end of Ultimate Alien, but with Kirby aspects like Nightmare (who will be Kirby's Vilgax and be a lot more involved with the fight against the pink puffball), as well as more villains like Magolor as you saw and Queen Sectonia as you heard, but also Dark Mind, Zero, Marx, Taranza, the Squeak Squad, and more. As for Popstar, we will get to that sometime after the Highbreed are defeated, but just know that it's still ruled by King Dedede and Escargoon, and they are fighting against the forces of Queen Sectonia.

One elephant I do want to take care of, though. Yes. This was partially inspired by Toy2711's RWBY: Heroes United . I liked the story earlier in the beginning, but when too many franchises came in (Phoenix Wright, BlazBlue, Darkstalkers, etc.), it became a nightmare to understand, but I genuinely liked the idea of Kirby being adopted by Ben.

Next Time : Kirby's Introduction to Earth! Part 2

Running afoul of the deadly Mega Titan, Kirby struggles against a brand new foe, and Ben juggles between keeping his powers a secret and protecting the pink puffball. Will Kirby manage to win, or will this story end abruptly?

Chapter Text

Chapter 2: Kirby's Introduction to Earth! Part 2

This was not the way Ben envisioned his date would be going. He just thought he'd be spending time riding in bumper cars and snacking on popcorn. Adopting adorable puffballs and fighting robots was definitely not on his itinerary. Still, he was a hero, and did what he could to protect the two innocents that could be caught in the cross-fire.

"Julie, you go take Kirby with you! See if you can get some help! I'll see if I can hold him off!" Ben ordered, shifting from awkward goofball to serious leader, the same one he became when he was involved in fighting the Highbreed.

"What?! Ben! Look at that thing! It could probably squash you in less than a second!" Julie panicked. She appreciated his chivalry, but that seemed completely reckless. This was a massive killing machine; what could a soccer goalie do to counter that?

"Just get out of here! RUN!" he firmly ordered. Gasping at the sharpness in his tone, she scooped the frightened puffball in her arms and ran away. Looking behind him, Ben watched Julie and Kirby run the way Mega Titan was looking. With them out of sight, Ben began to turn the dial on the Omnitrix. Holograms of a swampy humanoid, a mothman, a dinosaur, and a tiny humanoid all appeared. Eventually, Ben found the transformation he wanted: a humanoid manta ray-like creature. Slamming it down, he expected to become Jetray, his Aerophibian transformation. Instead, he found himself in an entirely new form. This was a light orange crab with a massive head, six legs, and a silver/black neck brace with the Omnitrix symbol on it, also helping him hold his copious cranium in place.

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Codon Stream Entry: Brainstorm

Species: Cerebrocrustacean

Home World: Encephalonus IV

The fourth of its planets in the solar storm, Encephalonus IV is the fourth planet inhabited by the Cerebrocrustacean race, and consists of tall trees and the creations of its crab-like inhabitants. Filter feeders by nature, the Cerebrocrustacean race is one of the most intelligent races in the galaxy. Their intellect allows them to visualize complex physics equations and chemical formulas, and they can also come up with strategies that take every aspect of environment in a matter of milliseconds. Their brains are so powerful that they actually developed the ability to manipulate electricity, unleashing electric blasts, creating shields, and even manipulating machinery and the nervous systems of other life forms if push comes to shove. Using this, they are capable of telepathically projecting their thoughts to others to converse with others.

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"Ugh. I'm not Jetray. I'm a seafood platter! Hmmm. And apparently, one possessed of a highly advanced intellect! Ergo, perhaps I should assign this new life form a more, apropos, nom de guerre," Pondering to himself, the Cerebrocrustacean finally had an answer. "What say? BRAINSTORM!" he declared in a British accent, electricity crackling inside his head. Turning to face Mega Titan, he unleashed a stream of lightning directly into the robot. Not expecting this terrific transformation, Mega Titan took the brunt of the lightning, and collapsed onto the ground, all its rockets deactivating. Skittering towards, Brainstorm readied himself for an attack, crossing his claws in a defensive position. This turned to be a smart move, as a rocket propelled fist soon slammed into him, knocking him back, leading him to dig his legs into the wood. "I see. So perhaps it is fortunate that I used this form, given it seems you don't like lightning. Still, this fight is not over yet!"

Unbeknownst to him, though, two more people were watching the fight, and they were focused right on him.

Magolor's eyes were nothing but blank, white circles and even though you couldn't see Nightmare's face since he was calling on the ship's radio, it was plain as day that shock was etched all over it, indicated by the silence on the other end. They had just seen what they thought was rumors down an intergalactic grape vine. That upstart Azmuth really had made it. A device that allowed one to turn into any sentient life form in the universe.

"D-did that human just do w-what I think h-he did?" Magolor stuttered.

"Yes. He transformed into a Cerebrocrustacean. I should have known that pathetic pond scum would do it. Galvans complete anything they put their minds to. Azmuth did manage to replicate portions of Galaxia with his previous invention," Nightmare stated, remembering how a younger Azmuth invented the powerful Ascalon, inspired by planetary alignment and using ancient blueplints of Galaxia as a basis. He wanted a sword based on Galaxia, but over 900 years ago, it simply vanished, like it never existed.

"Still, should I send some smaller monsters after Kirby? That human might be able to hold off Mega Titan, and maybe even defeat it," Magolor openly wondered.

"Possibly. But don't send something too big. Perhaps a swarm of Flamers to burn that pier to ash will do the trick," Nightmare suggested. Hearing this, Magolor nodded and pressed another button.

Julie couldn't believe what was happening. When she agreed to go on a date with Ben, she was hoping for a simple date on the pier. Now, however, things had descended into absolute chaos. Here she was trying to get out and get help, while in the meanwhile, Ben was probably being pummeled to paltry pieces by that robot. Gasping for breath, she headed inside a bumper car dome, hoping to get some shelter. However, that would prove to not be so useful, as fireballs came down from the sky and smashed straight through the roof. While the fire went out, she saw what was in the fireballs: small red creatures with a spherical body, a single black eyeball, and four knobs on its side. Ten of these odd creatures surrounded them, and they all narrowed their eyes at the human/puffball duo. One of them rose up from the crater it created, and soon, jets of flame came out of each knob, and it hurtled towards the two like a rocket.

"Kirby! Stay close and stay low," Julie shouted as she ducked down, avoiding the living fireball. Kirby let out a startled "POYO!" as she held him close to her chest. However, the monsters were relentless in their assault, and while she kept dodging each time, it was only going to be a matter of time before one would land a hit on her and burn her to ash.

With the constant attacks going on, something in Kirby's mind clicked: an instinct to protect, and a desire to defend. A fire grew in his belly, and he assumed a more determined expression. Running out of Julie's grip, he soon began inhaling a large amount of air, and one Flamer was unlucky enough to get caught in the gust. With the flames dissipating, the Flamer's eye widened as it was sucked into the endless void that was Kirby's tummy. Gulping down the meal, a bizarre transformation occurred, one that left Julie wide-eyed.

Fire Kirby Transformation

Kirby was quickly engulfed in flames, but while he scrambled in pain for a bit, he soon found that the fire was not actually hurting him, and instead gathered at the top of his head, forming literally flaming hair. A golden tiara-like circlet soon covered the area, with a green-flame motif lay in the center and criss-crossing golden attachments came out of each side. Finally, Kirby's skin turned a vivid reddish-pink, and his hands were engulfed in flames.

A flash of bright white light shined in Julie's eyes, and she saw Kirby completely changed. The body shape was there but now, he had flaming hair, a golden tiara, flames on his hands, and reddish-pink skin. A determined expression on his face, he soon enveloped his entire body in fire and dashed towards two of the Flamers, slamming into them and leaving them to explode in a cloud of stars. All eyes in the dome widened. Julie wasn't expecting her friend to be such a warrior, but she then remembered something: it wasn't until she was threatened that this change happened. Perhaps Kirby was more of a protector, not an aggressor. After all, it was these monsters that made the first move, not Kirby.

"POYO!" Kirby vehemently declared. Being the only word he had said, Julie didn't quite get what he said. However, the furious expression on his face and his puffed up cheeks made his intentions clear as day. As four more Flamers ran towards them, he unleashed a massive inferno from his mouth, roasting all four them to ashes. The remaining three wisened up and tried to flee, but Kirby, unwilling to let the creatures that tried to hurt the girl who had been so kind to him, dashed while alit once again. Afterwards, no one could harm the two. With the threat averted, Kirby turned to Julie and gave his all-loving smile.

"Kirby? You- You saved me! Thank you!" Julie gushed. However, while she was glad that now she had a protector, she remembered something else. Or rather, someone else. "BEN!" she realized.

"Now I am most decidedly miffed!" Brainstorm declared as he generated a shield of lightning to protect himself from yet another rocket fist from his robotic opponent. This dance was getting pretty old. Lightning would do a good job against it, but it wasn't doing enough. The damage was clearly being repaired enough from single strikes of lightning, so it was clear more had to be done. Unfortunately, it was difficult for the grounded Cerebrocrustacean to try and reach the robot, as each time he got close, he would simply fly out of range yet again. It certainly didn't help that lugging Brainstorm's big brain made him pretty sluggish. However, help seemed to arrive when a fireball, out of nowhere, tackled the robot, not doing any damage, but sending it reeling backwards, briefly knocking it offline. When the fireball landed on the ground, Brainstorm's jaw would have dropped if it was possible, but such was not the case. The "fireball" was actually Kirby, albeit with reddish skin, a golden tiara, and flaming hair. He also saw Julie running towards him. Panicking, he wasn't sure how he'd be able to explain this.

"Ben!" Julie called out before realizing what she was seeing: a crab with a giant head fighting against the same robot that Ben was holding off against earlier. She blinked a couple of times, making sure that she had not gone crazy in the past few seconds. "What the-! WHAT ARE YOU?!" she screamed in total shock. The crab suddenly turned its attention towards the two of them and she felt herself freeze up.

Brainstorm's eyes widened and in a panic, he stuttered, "J-Julie?! K-Kirby? T-t-t-this isn't what it looks like!" Realizing what he just said, he covered his mouth with his claws.

"Wait! Ben?! Is.. is that you?" Julie asked in confusion. This was what Ben really was? Some kind of electric crab monster? Had her life just become some weird sci-fi flick?

"Look. It's complicated. I can explain after we take care of this infernal automaton," Brainstorm firmly replied.

"You sure it's not -"

"Reactivating. Focusing target on shapeshifter and Star Warrior. Initiate extermination protocol," Mega Titan firmly continued, all its thrusters reactivating.

"It's no good. Each time I fire lightning at it, it manages to repair the damage to its systems. I give it all I can right now, but it just won't stay down!" Brainstorm complained.

"Okay. But maybe that's not what needs to be done. Maybe it needs more power?" Julie suggested.

"I'd probably be able to charge it up, but my electrical abilities are tied to my concentration, and with this robot able to fire constantly, I barely have enough time to be able to charge up a more powerful attack," Brainstorm explained.

"POYO!" Kirby quickly tugged at Julie's leg. Looking at him, Julie saw Kirby point at a dunk booth and had Brainstorm turn his attention to the dunk booth. With that, Brainstorm gave a toothy grin.

"Perfect! Kirby! See if you can get the robot into the water there!" Brainstorm stated. Nodding, Kirby lit himself and rammed into Mega Titan twice. The first time, he slammed him into the booth, stunning it. The second time, he directly dunked into the water of the dunking tank. Seizing the opportunity, Brainstorm unleashed a powerful storm of lightning at the robot, sparks dancing across the water and hydrolyzing it, but simultaneously short circuiting the robot, and the lights soon began to dim.

"Fatal error. Critical damage to main mobility components. Shutting down," Mega Titan replied in a monotone voice, the armor pieces collapsing and fists clattering to the ground. With the danger averted, Brainstorm hit the Omnitrix symbol, turning him back into Ben. Kirby did a similar thing, turning back to normal and releasing a small star.

"Yeah. I guess I owe you an explanation, don't I?" Been sheepishly said, awkwardly putting a hand behind his head.

"You do, yeah. So, you're a monster?" Julie bluntly asked.

"Well. No. I mean, I can turn into a bunch of monsters, so ..." Ben answered. This worried him. The only other girl who he had confessed his secret to, or even crushed on, was Kai Green, and her plan was to tame him as if he was some kind of pet. What would Julie's reaction be? Repulsion? Disgust? Anger at him for lying?

Her reaction was not what he was expecting. In a good way, thankfully. She smiled and simply said, "Cool!"

Ben's jaw dropped. He didn't believe what he heard. "Cool?!" he repeated in shock.

Julie nodded, not dropping her smile. "Cool. Trust me, I get why you'd be nervous about revealing something like that. I know I'd be,"

Kirby seemed to agree with this, and with a smile, he repeated his own catchphrase. "POYO!"

Ben let out a breath he didn't know he was holding, relieved that Julie still accepted him despite his alien powers. However, that happy moment did not last long. Soon, a jet thruster could be heard, and from the empty tank rose the head of the robot. "Head Form activated. Preparing cannon." Soon, out of its had sprouted an old cannon. All eyes widened, with Ben readying the Omnitrix, though it proved unnecessary. Because in the blink of an eye, the robotic head was suddenly sliced in two. In his place stood a creature similar to Kirby in build, albeit with a blue body and covered in silver armor. The most notable thing was its mask that only revealed its yellow eyes, and the blue cape it wore.

"I see Kirby has taken a liking to the two of you," he said (the creature's voice was distinctly masculine, with a Spanish accent added). "Follow me. There is much for us to discuss." Turning his cape into bat-like wings, he flew away, with Ben, Julie, and Kirby following him.

Following the creature, Ben and the others found themselves on a nearby beach, and saw the wreckage a star-like spaceship about the size of one of those toy cars toddlers would drive. Alongside it was a bigger ship, clearly not meant for transport, but enough to hold a party of three. Surveying the wreck were two other creatures, both looking like short statured knights. One wore aqua green armor and the other had a brighter green for its armor color.

"Meta Knight, sir! You found Kirby. But who are these humans?" the aqua-green armored knight asked, his voice having a British accent.

"At ease, Sword Knight. These two humans are the ones who found Kirby, and given that the green one is the wielder of the Omnitrix, I believe they are trustworthy," Meta Knight assured.

"The Omnitrix?! I thought that was nothing more than simple rumors!" the light green knight replied in shock.

"Rumors always have a basis in fact, Blade Knight," Meta Knight firmly stated. "Now, let us cover the Phan Phan in the room. How did you two encounter Kirby?" Meta Knight asked Julie and Ben.

"Well, we were out on a date and we thought we were being followed, and when we did, that was when we met Kirby," Julie answered. "But how do you know so much about Kirby? Ben gave him that name on his, and it's kinda coincidental that the name Ben chose was perfect,"

"Sit down, you two, and let me tell you a story," Meta Knight began, his eyes glowing green. "Good and evil have always been at war for as long as history goes. But one of the most ancient and sinister beings of the universe is none other than Nightmare. An ancient dream being of evil brought into existence thousands of years ago, he desires nothing less than the subjugation of the universe under his rule. To that end, he created a horde of horrible monsters to do his bidding. The robot you fought, Mega Titan, was one of them. Hundreds of planets have been enslaved, and others are ruled by puppet leaders who buy monsters from him to keep their subjects in line. Worse, their funds help further development of more monsters. However, there are always those willing to stand for what is right. To try and fight against the evil of Nightmare, an organization of heroes from across the universe was created. Consisting of the bravest warriors with the strongest of wills and purest of heart, they were known as the Star Warriors. With valor and honor, they worked to make sure that Nightmare could not spread his reign any further. Unfortunately, they were outnumbered 1000 to 1, and despite their best efforts, most of them were wiped out, with Nightmare continuing his conquest of the universe."

"That's awful. Really," Ben stated, his eyes widening. "Given you know so much, I'm guessing you and your friends were the lucky ones who got away?"

"Yes. Lucky. But thankfully, we found a measure of hope. It was prophesied that some time later, a new Star Warrior would be born. One who would be able to finally end Nightmare's intergalactic reign of terror. A Star Warrior by the name of Kirby," Meta Knight continued solemnly, lowering his head.

"Umm. Not to sound rude, but this Kirby? A warrior?" Julie flatly asked, looking at Kirby, who was currently jumping at butterflies.

"Yes. This Kirby. However, Kirby was awoken too early. 200 years too early. He still has a lot of room to mature, and cannot speak fully at this point. He is barely able to think," Meta Knight finished.

"So, for all intents and purposes, the fate of the universe lies in the hands of a baby. Well, I guess it could be worse," Ben deadpanned."Look. I'm kind of dealing with another issue. My grandfather discovered an alien conspiracy that could threaten all life on Earth, and we kinda need allies to stop whatever's going on. So here's what I think. If you can help us out with our alien problem, I don't have a problem helping you with Nightmare."

"I see. I can see that this certainly is more pressing for you, and Kirby could certainly prove a valuable ally. I agree to this, but I want to make an offer of my own. My servants and I will help you, but Kirby will require training, and seeing how I know more about him than you do, I ask that I give him training," Meta Knight offered.

"Ben? I think it's probably best to take the offer. I don't know what's going on entirely, but I think it's best that we let Meta Knight help Kirby," Julie pointed out.

"Yeah. Meta Knight, you got yourself a deal," Ben replied, holding out his hand. Meta Knight, looking at it, turned his cape into wings and flew to the height of Ben's hand, shaking it. 'Again, not how I saw this first date going, but I suppose there are worse ways it could have ended,' Ben thought to himself.

Voice Cast:

Ben Tennyson - Yuri Lowenthal

Julie Yamamoto - Vyvan Pham

Brainstorm - Dee Bradley Baker

Magolor - Clancy Brown

Nightmare - Andrew Rannells

Kirby - Makiko Ohmoto

Mega Titan - Ike Amadi

Meta Knight - Eric Stuart

Sword Knight - Eric Stuart

Blade Knight - Eric Stuart

Author's Note

Let me say this first. HOLY CRAP! I did not expect this story to become this popular so quickly. I'm so happy that the story has been reviewed so positively, and that so many people liked and followed it. I honestly will try to get the next chapters to my stories out soon, thanks to it being my college's winter break.

Yeah. I know I did kind of skimp out on using Jetray like what happened in the actual "Pier Pressure" episode, but I feel that adding Kirby and the Star Warriors should be more than enough.

As for Kirby's abilities, let me put it like this: I'll definitely try to include as many abilities as I can, but in a more serious setting like Ben 10, it's tricky to include more comedic abilities like Cook Kirby. Still, you can definitely at least expect abilities like Fire, Stone, Ice, Leaf, Mike, and Spark thanks to Ben's abilities. Abilities will also be upgraded, as you saw with Fire Kirby (I incorporated parts of Burning Kirby into the transformation).

Like I said in the previous chapter, as an added bonus gift, I'm also releasing the first chapter of my third story, a Skylanders/Mega Man crossover, today as well. Consider these two to be a late Christmas gift.

Next Time: Max Out

With Julie, Kirby, Meta Knight and his apprentices joining Ben's team, the team work to find Gwen's older brother Kenneth, but soon find more than they bargained for when they decide to find out more about the DNAliens and the horrible Highbreed.

Chapter Text

Chapter 3: Max Out

Dark and stormy nights always have such a freaky connotation, don't they? Maybe some mad scientist wants to try and break the laws of nature, creating a horribly misunderstood homunculus of stitched body parts. Maybe some alien uses the cover to prepare for an invasion? Or maybe some guy in a trench coat and a fedora walks into a small town diner. That is exactly what was going on. A man in a brown trench coat and fedora, green pants, red floral shirt, and white undershirt was walking into a diner, which wouldn't be too out of place for a town like this. The bell on the door gave a little jingle, attracting the attention of the only other person in the building. She was a rather plump woman, wearing a teal uniform and white apron, and had greying hair and blue eyes. On her shirt was a name tag, revealing her name to be Edna.

Noticing the man sitting down at one of the tables, Edna began to do her job. "Like to hear about the special?"

The man briskly answered, "Just coffee."

Raising her eyebrow, Edna walked away to get his order. "Don't get too many strangers here. What brings you to Santa Mira?"

"Great fishing. Great weather," the man answered.

Tilting her eye in confusion, Edna replied, "Our fish are all farm-raised. And it's the rainy season."

Removing his hat and revealing his greying hair, the man excused himself. "I was misinformed," This was Max Tennyson, a retired Plumber Magister and grandfather to Ben and his cousin Gwen.

Holding a plate covered in a silver cloche, Edna served Max. "Here's your special."

Confused, Max replied, "I didn't order that."

Grabbing the cloche, Edna smiled. "It's on the house." So what was the special? Banana split sundae? Jumbo sized burger? Scrambled eggs with fries? Cycloptic alien parasite? Wait. WHAT? Yep, the special wasn't a meal, but a present. That present was a small purple creature with a lamprey-like mouth of ringed teeth; a single eye with a red pupil, black slit iris, and green sclera; six tentacles for grabbing and locomotion; a visible brain; and a black line splitting it in half, surrounding its eye and mouth. Lunging at Max, it opened its maw, ready to strike. Quicker than it could blink (or wink?), however, Max slapped it away. Edna, unfortunately, seized the opportunity to try to get him in a chokehold. Afterwards, she gave an evil smirk, figuring that she had won.

"You're one strong lady!" Max complimented her strength. "Or are you?" Grabbing at her face, he tore it straight off. Instead of raw muscles, though, it revealed a far more hideous creature. The "face" was really a holographic mask, and without it, the disguise dissipated, revealing Edna's true self. Its head was one that only a mother could love. It was purple, with a single green eye, an exposed brain, and its purple color trailed down to its stomach, seemingly exposing its intestines. The rest of its body was a putrid yellow, but its three fingered hands and three toed feet were a necrotic black. Snarling at its blown cover, it was unprepared for Max to use the table as leverage, pushing them both into the table behind them. Combined the the table breaking and Max's weight, the creature was knocked unconscious. Afterwards, the special parasite decided to try again. Max, however, seized a coffee pot and slammed it onto the parasite, squashing and killing it in an instant, with the parasite giving a high pitched squeal of pain as it drew its last breath. Getting up as lightning flashed outside, Max gave a stern look and reminded the humanoid of his order. "I said, 'Just coffee'."

The next day, Ben and his team were making their way to finish a different mission, one that coincided with their grandfather's as they thought. Still, that didn't mean the ride there was comfortable. The team's number had more than doubled, going from 3 members to 8. Thankfully, half of them were small enough that it didn't make too much of a difference. Ben and Julie sat in the back, Kirby strapped between them. Ben sat behind the driver's seat, while Julie sat behind the passenger seat. Sword Knight and Blade Knight sat on Julie and Ben's laps respectively, while Meta Knight stood ahead on the armrest, his cape folded around him, making him look like a gargoyle on a church.

"This isn't exactly what I expected when I thought that we'd all be together from now on. Sure makes me wonder how we got here," Sword Knight said, stating the thoughts of everyone in the car.

How indeed?

After the Agreement was settled

Having made their agreement, Ben and Meta Knight began discussing how they would take care of things.

"First things first. I do not believe that you introduced yourselves," Meta Knight recalled.

"Oh right. I'm Ben Tennyson, and that's Julie Yamamoto," Ben introduced him and his date. Julie waved her hand and smiled.

Nodding his head, Meta Knight then made a strange request. "Good. Can you put Kirby to sleep?"

Ben tilted his head in confusion at the request. "Why?"

Meta Knight remembered that these humans had only known Kirby for less than hour likely, he decided to explain. "You see Kirby's starship? We can convert it into something more portable once Kirby is made to fall asleep."

As Ben turned to Julie, who nodded to indicate she heard, she scooped Kirby into her arms and began to rock him like a cradle. As Kirby's eyes drooped down, the infant Star Warrior soon fell asleep, a small trail of drool dribbling down, and a small snot bubble forming. As Kirby snored, something began to happen to the Warp Star. It shrunk to the size of a small pendant. It soon floated into the air and flew into Ben's hand. "Huh?"

Meta Knight chuckled at Ben's surprise. "Kirby's Warp Star is no ordinary spacecraft. It is a manifestation of Kirby's soul, and it can shrink down to act as a sort of hovercraft. But anyway, I think it's best you explain the conspiracy your grandfather discovered to all of us."

Ben cleared his throat and begun.

Highbreed Operations

After 5 years of a normal life, it seemed fate decided make sure Ben remained the wielder of the Omnitrix. When returning from a soccer game to show his grandfather his MVP medal, he discovered a strange humanoid rummaging around. Ben managed to drive it off, but a message from Grandpa Max revealed he had gone into hiding after discovering an alien conspiracy. Realizing that he would need help, he decided to put the Omnitrix on once again and get help from his cousin Gwen, who happened to be skilled in magic and spell casting. However, they attracted the attention of Plumber (galactic police in summary) Magister Labrid. This was more so a misunderstanding, and when Labrid realized that it was Ben who had taken the Omnitrix, he apologized and offered to help. Noting that Max had been tracking black market weapons deals relating to the Forever Knights, a nebulous organization of alien tech purveyors, they scoped out one of the deals, and with the salesman being Kevin Levin, an old enemy of Ben, they interrupted the deal, arresting Kevin, but not before the deal went through. Tracking the shipment of laser lances to a Forever Knight stronghold, they were forced to fight against Forever Knights and a robotic dragon.

However, during the fight against the dragon and knights, Labrid was fatally wounded, so Ben, Kevin, and Gwen decided to find out more about the alien conspiracy Max was working on. However, they ended up discovering that whatever was going went far beyond alien weapons trafficking. When the leader of the aliens, another alien known as the Highbreed, found out about their presence, he was ready to destroy all life within 5 miles to keep the discovery secret. Ben managed to stop the attack, and vowed to solve the case his grandfather was working on.

Along the way, they found out more, such as the hybrid children of Plumber agents; one of these was Alan Albright, whose father was actually a Pyronite, a race of magma-based lifeforms capable of manipulating fire. They also learned that the Highbreed and their minions did best in a cold environment, and also discovered the names of said minions: DNAliens. Kevin was able to find another Plumber's badge that urged Ben to seek allies in the fight against the Highbreed. His insistence on doing so almost led to the end of the team, as their recruit of choice, a wealthy Plumber's kid named Michael Morningstar, turned out to be a selfish energy vampire with a fondness for female prey. That led into Ben's date with Julie, and the rest was history.

When Ben was finished, Meta Knight stoically kept his mouth shut, but internally, he knew the situation was dire. The Highbreed clearly knew how to infiltrate Earth thanks to their use of holographic ID masks, but that also meant that if Nightmare allied with the Highbreed, it was possible that they may become even more dangerous, possibly brazenly annihilating anyone who wasn't them or their slaves. "I see. I can certainly see why this is a dire situation, but we must also keep in mind what Nightmare is up to. Mega Titan was only of thousands of monsters at his disposal, and it would not surprise if Nightmare decides to offer his monsters' services to them. That is why it is best for me and my servants to join your team."

Ben nodded. The team at least now had allies against the Highbreed. "I'll make a call tomorrow so all of us can meet."

The Next Day

As Ben waited at his garage, he checked his cellphone to make sure he had actually called everyone. Meta Knight and servants went into hiding, preferring to stay in the shadows, while Julie deciding to claim that Ben won Kirby and he was a plush toy. Given how bouncy and rubbery he was and that he'd arrived after Ben and Julie's date, it wasn't completely incorrect.

"I got your message. What's going on Ben?" A female voice asked. That came from a girl with long red hair, a blue short sleeved short over a white shirt, a black skirt, black leggings, and grey shoes. This was Gwen, Ben's cousin.

"Once everyone I called is here, I'll explain," Ben stated, keeping the surprise to himself. He was more than doubling the numbers after all. And the third member was just rolling in. He could tell because of the roaring engine and squealing wheels. Stepping out of a green and black muscle car was a 16-year-old boy with shoulder-length black hair and dark brown eyes, and wore blue pants, a grey long-sleeved shirt, and a black t-shirt under that. This was Kevin Levin, Ben's old arch-nemesis turned ally.

"Mind explaining why we're here, Tennyson?" Kevin brusquely asked, with about as much tact as a wrecking ball.

"Yeah. Remember Grandpa Max's message on getting more allies?" Ben rhetorically asked. "Well, I got good news. I think I may have increased our ranks from 3 to 8 people." As expected, both Gwen and Kevin's eyes widened at the sheer surprise.

"You being funny Tennyson?" Kevin asked in disbelief. "I know you've been trying your hardest to get over Morningstar, but I didn't think you'd be able to pull something like that. You've got to be kidding me."

"I assure you, good sir, that Ben is not being funny," Meta Knight's voice rang out.

"Yeah? Who's to -. Wait. Who said that?" Kevin asked, realizing the voice came from behind him.

"Master Meta Knight did, young man," came the voice of Blade Knight. Turning behind him, Kevin let out a shriek as he saw Meta Knight, Sword Knight, and Blade Knight standing on the hood of his car.

"GAH! Where'd you come from?! Who are you?!" Kevin asked in total shock, his voice increasing in pitch.

"As my apprentice Blade Knight mentioned, I am Meta Knight. Along with me is my other apprentice, Sword Knight," Meta Knight introduced himself.

"Ok? Ben? I hope these guys are as good as you say," Kevin replied shakily.

"Maybe we should turn this car into scrap so it's obvious that we..." Sword Knight offered.

"NO, NO, NO! No need for that! I accept them getting into our group!" Kevin interrupted and accepted, frightened at the prospect of two knights putting his precious car through a sword blender combo. "Wait. You said 8 people were joining. With those three, we have six. So where's numbers seven and eight?"

"On our way!" huffed the voice of Julie. Kirby lay holding onto her back as she ran towards them. "Sorry I didn't arrive sooner. Kirby was pretty hungry, so I ended up giving him three bags of chips to fill him up."

"Not an issue Julie, and I have a way to prove Kirby would be useful. Kevin. How would you prefer a duel? If Kirby wins, all 5 of us join. If you win, you hear from none of us again," Meta Knight offered.

"Win? Against that little pink puffball? Ha! That'll be a piece of cake!" Kevin boasted, smirking. Holding his hand on his car, Kevin began to absorb the matter, and began adopting the same metallic green sheen of his car. This was Kevin's latest power: by absorbing materials like stone and metal, he could adopt the density and strength of said materials.

"So that is how you to play? Well then. Kirby! It will be dangerous to fight him alone. Take this!" Meta Knight declared, seizing a hammer from Ben's garage and giving it Kirby.

"Poyo?" Kirby asked. Looking at Julie, who nodded, Kirby swallowed the hammer, and underwent another transformation.

Hammer Kirby Transformation

Kirby was quickly given a small stick, but it began to extend into a rather long pole, before blue and white strands of strings emerged from the pole. These strings quickly tied themselves into a blue and white hachimaki headband that tied itself on Kirby's head. Afterwards, the pole created a metal ring that lay perpendicular to the pole in a flash of golden light. With that, wooden pieces began to turn themselves into a distinctive shape. When the pieces fell into place, Kirby's pole had become a massive hammer, with each face having a yellow star on top of a red background.

"Now, do you think this will be a piece of cake? You now face Hammer Kirby!" Meta Knight stated. Gwen and Kevin had no idea that Kirby was able to gain abilities on the fly, so they were very much surprised when they found out about Kirby's abilities. Gritting his teeth, Kevin charged at Kirby, who proceeded to jump out of Kevin's slow strike. With that, Kirby quickly retaliated with a swift hammer strike to Kevin's leg. Even being made of metal, the swing still had a nasty wallop to it, and it left vibrations ringing in Kevin's metal body. Dazed, Kevin started swinging wildly, sending haymakers left and right as Kirby continued to dodge.

Shaking his head, Kevin admitted, "Alright. Maybe you got a bit more fight than I though you'd have. Not that it'll do you much good!" Kevin charged one more time, and his fist soon collided with Kirby's hammer, causing a shockwave that kicked up loose dust. Kirby quickly recovered and proceeded to smack Kevin in the chest, knocking out the human/Osmosian hybrid.

"As per our agreement, I believe all of us are now a part of this team, are we not?" Meta Knight asked. Shocked at what she saw, all Gwen could do was nod in affirmation. However, Meta Knight felt a brief chill. Looking at the roof of Ben's house, he could have sworn he felt an evil presence. Seeing that no one else had noticed, thought, he wondered if it was simply paranoia, and chose to get inside the car and determine how they'd be sitting.

Meta Knight's instincts were not wrong, though. They were being watched. A puff of smoke appeared, revealing what had been hiding on Ben's roof. Someone who was shaped like an upside-down egg with sunken-in red eyes and a scar on his left eye. He wore black ninja clothing and had a brown ponytail, and wore a katana's sheath on his back. The mysterious figure also donned brown sandals and knuckle dusters to boot.

"Interesting. This should make for good information for Lord Nightmare and Magolor," the mysterious figure said with a deep voice. He remembered what his instructions had been and why he was here.

Nightmare's Orders (1 Day Prior)

"He should be arriving soon. Make sure he understands the mission," Nightmare's orders came from the intercom before cutting off. In a flash of white light, the Lor Starcutter's teleporter beam activated, revealing the same figure who had been watching Ben and the others.

"Ah! Yamikage! Good to see you again!" Magolor cheerfully stated. "How's it been? Haven't seen you around for a while!"

"Hmph. Lord Nightmare said you needed my skills. Explain what is going on," the newly named Yamikage brusquely answered.

"Sheesh. I was only trying to be nice. Well, you know how there's that prophecy about the one Star Warrior who can defeat Lord Nightmare?" Magolor replied.

"Yes. I assume he has been found?" Yamikage was not mincing words. He knew how dangerous that Star Warrior could be if it would end Nightmare.

"Yeah. And it turns out that Azmuth finished that Omnitrix that we all thought was nothing but interstellar bogus, and the user and his girlfriend have adopted that warrior and made him their foster son and named him Kirby," Magolor continued, not ignoring the widening eyes of Yamikage. "They also got the help of Meta Knight and his apprentices. So, if you could find out if there are any enemies of the wielder of the Omnitrix, we'd be very appreciative."

"I see. At the very least, this should be an interesting mission. I will give a report when I can, and I'll also let you know if there are any other allies," Yamikage noted.

"Good! So we'll be sending you down now. Make us proud, Yamikage!" Magolor concluded. Yamikage nodded and disappeared in another flash of light. Turning on the intercom, Magolor alerted Nightmare the news. "Don't worry, I've given Yamikage the mission, and we should be good. He is one of our best spies after all."

"Indeed. A ninja of his caliber is one that proves a major asset. It was a blessing that he chose to defect from the Star Warriors and join us! I know he will succeed. Once we find the enemies of the Omnitrix wielder and Kirby, then we shall strike alongside them. And their broken bodies will lie strewn along the ground!" Nightmare replied, breaking into a fit of maniacal laughter.

Present Time

Of course, Yamikage's mission, let alone his presence, was an unknown thing to our heroes. Right now, they had more pressing matters.

"Not really important Sword Knight, but Kevin? We owe big time for this. Ken is..." Ben began before Kevin burst out laughing.

"WHAT?! Ken? Your brother's name is Ken?" he joked, looking at Gwen. "Gwen and Ken Tennyson? What's your folks name? Sven and Jen? I'm talking to you, Ben!"

"We get it Kevin! Their names all rhyme and you noticed. Good for you," Julie answered tersely, sarcasm sprinkled like chocolate chips of the frosting of a chocolate cake.

"Hey. I'm just having some fun, man. I don't see what the big deal is," Kevin defended himself.

"Ken took Ben to his first soccer game. When his band played, he snuck me and my friends backstage. Ken's the coolest guy in the world!" Gwen gushed. As she did, rain suddenly began pouring from the sky, leading Kevin to turn on the windshield wipers.

"No offense to your brother, Gwen ma'am, but if he was so cool, you'd think he'd chose to spend his break somewhere else," Blade Knight pointed out.

"Point to the little knight," Kevin agreed, surprising himself.

"Well, welcome to Santa Mira," Ben noted, seeing a big blue sign that had said text in yellow letters.

"Yeah. And Blade Knight, Ken is totally cool. He didn't pick where the Awesome-Mobile broke down," Gwen stated.

"The Awesome-Mobile?" asked Meta Knight in a curious tone.

"His car. I told you he's cool guys," Ben answered.

"Oh yeah. Who could doubt it?" Kevin mocked.

"Maybe we should check on the garages in town," Julie suggested.

"True. If his car broke down, more than likely it's in one of those. We find his car, we find Ken," Meta Knight agreed.

"Yes. Besides, this town doesn't look that big. How many garages could there be?" Sword Knight inquired.

It was a miserable experience. Between the freezing rain, muggy atmosphere, and surprising number of garages in Santa Mira, finding Ken's car was proving a more difficult endeavor than they imagined.

"Five garages. How does a small town like this have that many garages?" Julie wondered. It also didn't help that the mugginess made Kirby miserable. He was clinging to Julie's leg with a vice-like grip, and shivered the whole while.

"Poyo," Kirby whined, giving a sad expression. With that, Julie scooped the puffball that had essentially become her son and began to snuggle him. The gesture made him quickly hug Julie back.

"Five garages so far. And if the Awesome-Mobile isn't in this one, we'll have to keep...Bingo!" Ben explained before laying eyes on Ken's car through the window of the garage.

Shoving Ben aside, Kevin asked, "You found a bingo game?"

Ben replied. "I found his car." The Awesome-Mobile didn't really live up to the hype, as it was a ratty yellow car with tape across the front bumper and even on its headlights.

"That's the Awesome-Mobile? That thing makes the Rustbucket look like a Ferrari!" Kevin joked, referring to Grandpa Max's old RV.

"Looks like they've locked up for the night," Gwen noted. That didn't deter Kevin, as he quickly shoulder-bashed the door, sending it wide open. "Kevin?"

"He has the right idea. Best not to dilly dally when we've found a clue on Ken's whereabouts," Sword Knight noted.

"Yep. And besides, Ken's so cool he'll be happy to pay for it," Kevin agreed. As they walked towards the car, Meta Knight's gears began churning. The car clearly had seen better days, but unless Ken was dumping fluids and gunk into the gas and oil tanks, the car most likely wouldn't have broken down. This felt a bit too convenient. Ken's car breaks down in a ghost town in the middle of nowhere? Some facts weren't adding up.

"Sword Knight. Blade Knight. You don't think this car is too badly damaged, do you?" Meta Knight asked his apprentices. They had spent quite a lot of time looking after Meta Knight's ship, so they were rather handy when it came to mechanics.

"No sir. This car seems more like it's bad on the inside, not really on the outside," Blade Knight answered.

"As I thought. Help me look at the internal parts of the vehicle," Meta Knight ordered. Jumping up and opening the hood, the two Star Warrior novices looked in the engine for signs of sabotage: holes in the pipework, deliberately damaged pistons, that sort of damage. Meanwhile, Kevin, Gwen, Ben, and Julie checked the interior of the car for clues.

"Ah! Dirty laundry for mom to wash. This guy really is a class act!" Kevin pointed out as they removed a brown blanket and revealed a large amount of dirty clothes.

"There's gotta be a clue in here to help us find him," Gwen mused.

"What? Like some kind of note?" Julie asked, looking over Ben's shoulder as he went through Ken's journal.

"Or perhaps something like this," Sword Knight stated. He showed a small dome with purple patterns on it. "I found it on the engine, and it was the only thing without rust on it."

"Let me see that," Kevin offered. "Yup. That's alien tech. It projects a field that dampens internal combustion."

"So Ken's car was sabotaged," Meta Knight confirmed, leading Gwen's eyes to widen in shock. "The only question is why?"

"I don't get it. Ken's..." Gwen began before trailing off.

"Too cool?" Kevin finished.

"Too normal," Ben corrected. "He has no idea about anything to do with the Highbreed or the DNAliens."

"If that's the case, then why'd they go him?" Blade Knight voiced the question on everyone's minds.

"So when did they do it? That device was wired directly into the ..." Sword Knight began pondering.

"GROSS!" Julie interrupted, having put her hand in a small puddle of yellow slime. "What is this stuff?"

"I don't know. But it doesn't look like the Omnitrix is too fond of it," Ben said as the Omnitrix gave constant high-pitched beeps while flashing green.

"What's going on here?" Gwen wondered, looking at the slime on Julie's hand.

"Wouldn't mind knowin' thet mahsef," drawled a deep, Southern-accented voice. Turning to the door, the team saw two middle-aged men. To the left was a green eyed-man with brown hair whose attire consisted of a red cap, green shirt, and brown overalls. Next to him was a brown-eyed, black haired man wearing a jacket with a name tag saying "Shem", a brown cap, a grey shirt, and blue jeans. Shem also happened to hold a strange box. "Whut are yah doin' in mah garage?" Shem's companion asked.

Putting the box down, Shem accompanied his partner and, in a more high-pitched voice while retaining the accent of his friend, excitedly wondered, "Yah want Ah should call thuh sheriff?"

Tilting an eyebrow, Ben replied, "Yeah. You do that, Shem. I bet he'd be real interested to find out what happened to the kid who owns this car."

"What'd yah mean? How should we know?" Shem's partner asked cheekily. "He dropped off the car, we fixed it, he didn't come back."

Upon this, Kevin turned the key, and all that came out was sputtering from the engine, like the last gasps of a dying creature. "You fixed it, huh?" Kevin asked in a disbelieving tone, one echoed by Meta Knight.

"We...we was aimin' tah fix it! But things got busy here! Right, Moe?" Shem claimed.

"Right. Because you get so many customers in this place, don't you?" Julie replied, sarcasm laced in her voice. Gwen decided to investigate the box Shem was holding. Looking inside, she found more of the slime that had been found in the Awesome-Mobile.

"Guys, there's more of that slime!" she announced. Ben and Meta Knight took a cursory look at the slime, and quickly made the connection.

"OK, that's it. I want answers now! What is that stuff? WHAT WAS IN THERE?!" Ben demanded. In a flash of lightning, it was revealed that Moe and Shem were really DNAliens.

"Check it out! It's the DNA-hilbilies!" Kevin smirked. Realizing their cover had been blown, the DNAliens began to retaliate. Grossly inflating their throats like a frog about to croak, they gathered large amounts of slime, and Moe quickly spat a glob of the same slime that soon left Ben stuck on the wall. Similarly, Shem spat at the Star Warrior apprentices and left them stuck to the ground, their blades held to the floor like glue. Continuing his work, Moe then targeted Kevin and Kirby, leaving Kevin stuck to the wall like a fly on flypaper, and entirely coating Kirby in slime. Finally, Shem spat one more time and spat at the two girls, leaving them stuck on the wall. Confident in their victory, the two DNAliens removed their masks and proceeded to go for Ben. Desperately, Ben reached for the Omnitrix, and twisted the dial, finally settling on his biggest currently.

Outside, the building rattled, and pipes began falling apart. In Ben's place was instead a 12-foot tall dinosaur-like alien. Its scales were brown on the outside and beige on the inside. The Omnitrix lay on his chest. "HUMUNGOUSAUR!" he roared.

¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦l¦

Codon Stream Entry: Humungousaur

Species: Vaxasaurian

Home World: Terradino

Being a world similar to prehistoric Earth, Terradino is one that has a society very similar to early primitive societies. The creatures of this planet are clan-like and violent, constantly getting in wars over resources like food, water and space. Amongst the chiefs of the planet are the Vaxasaurians. Warlike, brutish, and deadly, Vaxasaurians have developed immense strength and durability, managing to gain order through this might. However, they have also developped another ability that gives them a great edge against opponents: the ability to increase in size. Vaxasaurians can grow up to a whopping 60 feet tall, and this grants them an increase in strength and durability. While generally shown in their tallest selves, Vaxasaurians can develop plates on their backs, spikes on their tails, and a crest on their head, which can be used for offense and defense.

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While the DNAliens remained gobsmacked at what they were dealing with, Gwen seized the opportunity to unleash a burst of pink energy from her eyes that rapidly snaked around the pieces of slime that kept her trapped, and while the DNAliens stood still, she quickly seized a chance to blast one of them unconscious. Realizing the poor odds, the other DNAlien ran away. Right into Kevin, whom had just absorbed metal, the resulting collision knocking the DNAlien unconscious.

"That's a work related accident. You can sue," Kevin jokingly suggested. "We got 'em. Now what?"

"You'd think retracing Ken's steps would give us an idea where he is, or at least some kind of clue. So far, though, there's been no such clue at all," Julie huffed. Everyone turned their attention to a red truck parked in the middle of the road, where they could hear rumbling sounds.

"I wouldn't say nothing," Ben figured. Once everyone reached it, they opened the back and saw a DNAlien, its hands bound in energy cuffs. As it turned towards them, they saw its mouth was gagged with a red flowery fabric. It also knocked over another box, leading to more the same slime Shem was carrying spilling out.

As Kevin removed the improvised gag, Meta Knight began the interrogation. "Our patience has been running thin, so it is best for you if you start telling us what is going on." His voice was calm, but it didn't stop a chill from running down everyone's spine with the cold fury laced within his words. However, the Omnitrix diverted everyone's attention when it began beeping again, and Ben was wondering if the slime was making Omnitrix glitch out.

"What is up with you?" Ben asked the Omnitrix.

No one expected the Omnitrix to answer. "Unknown DNA sample acquired," the Omnitrix replied, using a digitized version of Ben's voice.

"That's new," Ben stated, surprised the Omnitrix gave an actual answer. However, Gwen diverted his attention to something else.

"Ben, you'll want to look at this!" Gwen pointed out, picking up the gag. As Ben looked at it, the realization struck him hard.

"This is from his favorite shirt!" Ben stated in total shock.

"Whose shirt? Ken's?" Blade Knight asked.

"No. It's Grandpa Max's shirt!" Gwen corrected. Turning her attention to the DNAlien, she quickly wrapped it up in a number of pink tendrils, slamming it against the back of the container. "Tell us who tied you up! NOW!" she demanded.

Grunting, the DNAlien finally began talking. "Max Tennyson. He wanted to find some kid,"

Seizing this, Meta Knight teleported over to the DNAlien and held Galaxia to its throat. "Continue. Tell us where he is!" he demanded.

"I don't know! He cuffed me and left me here!" the DNAlien incorrectly answered.

"Not him. He can take care of himself. The kid! Where's my brother," Gwen corrected, fury laced in her voice.

"Ha...Hatchery,"

Within the hatchery, things were not going Ken's way. "I...I told you. I told you! I don't know anything about where my grandfather is! I don't know anything!" Ken protested. He was very similar to his sister, having red hair and green eyes. However, he wore a long-sleeved blue shirt, a white shirt under it, brown pants, and black shoes. He really had no idea what was going on. These...things had captured him after his car broke down and had been interrogating him for the whereabouts of his grandfather.

"I believe you," the creature in front of him answered.

"Who..Who are you?" Ken asked, perplexed at what was going on.

"I'm glad you asked, Ken! I think the best way to get to know someone is to walk a mile in their shoes," the creature replied, opening up the box next to them. To Ken's disgust and fear, some smaller purple creature covered in yellow slime was taken out of the container.

"What...is...that?" Ken questioned in worry, feeling bile building in his throat and threatening to spill out in disgust at the smaller creature.

"My shoes," the bigger creature brusquely replied before preparing to shove into Ken's face, his eyes widening in absolute horror.

From outside the room, Ken's screams of shock and terror could be heard, alongside disgusting, slimy squirming.

Finding the hatchery Santa Mira was allegedly using to provide their farm-raised fish, the octet ran drove to the building, ready for a rescue. Noticing a hole with a massive gap, they wasted no time running in. However, they also ran to warm up, as Kevin exposited.

"I'm cold and wet," he complained, shivering.

"Poyo," Kirby whimpered in agreement.

"No duh. Weather machine! The aliens are making it cold and rainy for whatever it is they're doing," Ben pointed to the massive metal tower. Numerous wide metal cylinders dotted the top half, and at the very top, three spheres lay at the center of the rainstorm.

"So how do we get in without getting spotted?" Gwen asked.

"Not the most clean way, but perhaps we could swim the way?" Meta Knight offered, gesturing towards the water of the hatchery.

"You've gotta be kidding me! Who'd be crazy enough to swim in that?" Kevin wondered.

Surfacing from the water, Max had begun a warpath to find his grandson. Taking a few deep breaths, he headed to the railing of the hatchery. Only to encounter a DNAlien scout. Realizing that the most skilled of Earth's Plumbers was there, the DNAlien ran to the alarm. Before it could do so, Max grabbed it and swiftly punched it out. Pulling out his Null Void Projector, he quickly banished the DNAlien to the prison dimension meant for the worst criminals and ferocious beasts, where they couldn't threaten anyone on Earth or the galaxy again. Running down another hallway, he found himself against two DNAlien guards that were, obviously, on guard. Whistling to catch their attention, he let them come to him, having them meet the same fate as their comrade. Using his Plumber's badge, he unlocked the door, he saw his grandson, much to his horror, partially being hybridized with the parasite. Part of the DNAlien's skin already covered a good portion of his upper torso, and the parasite was covering a good chunk of his hair, even having his right eye covered by that of the alien parasite's.

"Grandpa Max. Help me," Ken pleaded, his voice significantly strained from resisting the parasite.

"Kenny! It's okay. I'm here," Max comforted. Only to scream in pain as electricity coursed through his aging body. A taser in hand, Ken, his mind slowly getting integrated with the parasite, gave a sinister smirk at his prey's plight.

Unknown to all parties, someone unrelated to the conflict between Earth and the Highbreed thus far had watched the whole thing. Once he saw what was needed, he quickly disappeared.

Magolor found it apt to dance around while he waited for Yamikage to give his report. He was evil, but that didn't mean he didn't have a hatred of having fun. "Dum dee dum. Gonna get the little puffball! Nightmare will be happy! I can rub it in Marx's stupid jester face!"

"Magolor," Yamikage's voice came over the intercom.

"Huh? Oh!" Magolor snapped to attention when he heard the Star Warrior ninja deserter. "Hey Yamikage! What's up?"

"I have some information you may want to pass on. The enemies of the Omnitrix wielder use biological weaponry," Yamikage stated.

"Yeah, so? We have some form of biochemical warfare. We have a bunch of monster like Grand Wheeler that emit noxious chemicals when they need to," Magolor replied in confusion.

"I mean literal biological weapons. Some type of symbiote creature. I can send one when I can, but don't we have someone good at scientific study?" Yamikage asked.

"Oh yeah! The Popstar traitor! Dr. Moro!" Magolor realized what he was going for. Queen Sectonia and Taranza had mentioned that a Cappy scientist had been banished from Dreamland after unethical bioweapon experimentation, and upon meeting Nightmare and seeing the power of his monsters, Dr. Moro swore loyalty to Nightmare in exchange for being able to do his genetic experiments.

"Yes. Him. I'll bring one of them when I can and send it to you. Let Nightmare know what I know. Yamikage out. Nightmare banzai!" Yamikage finished before cutting contact. Hearing this, Magolor initiated contact with Nightmare to begin his discussion.

"Next time you ask me for a favor, remind me to say no," Kevin said. All eight swam through the nasty water of the hatchery, and it hadn't been easy. While Meta Knight and his apprentices knew how to swim, Kirby didn't, so he simply clung to Julie. It certainly didn't make the swim easy.

"Don't be such a baby Kevin. My brother is in there, captured by DNAliens!" Gwen chastised. All eight took a deep breath to go under a fence placed within. After going underneath, they all gasped, gulping in air.

"At least he's dry! And this stuff smells like...!" Kevin complained before feeling something brush on his leg. "What was that?"

As everyone looked around for the unknown entity, purple tentacles soon grabbed Gwen and dragged her under, with her letting out a high pitched shriek of fear. Everyone turned behind them in worry, hoping Gwen would be okay.

Two DNAliens now stood beside Max, one on each side. Going from mechanical to almost organic was a rather bizarre change in interior decor, but that wasn't what had Max's attention. Rather it was the giant creature standing in front of them. The Highbreed was a tall, white, humanoid creature with black hands and feet, a purple face with red eyes, along with eyes on his chest.

"Max Tennyson. You have been active in your retirement," the Highbreed mused, turning to face the retired Plumber.

"Oh. This is just really just a hobby now. Man my age has to stay active," Max replied.

"You have been a great irritation to us, vermin! You have delayed our plans!" the Highbreed accused.

"It's obvious you're producing these parasites here!" Max countered.

"Xenocites, yes," the Highbreed replied, revealing the name of the parasites, pulling one out of a pile of boxes.

"And that they somehow transform humans into these ugly freaks," Max figured, the pieces coming together.

"It can't be helped. Their human half makes them repulsive," the Highbreed fired back, showing its disdain for lifeforms other than itself.

"All I want to know is...why?" Max finished, as the DNAliens by his side grabbed his arms.

"You will soon see for yourself, insect," the Highbreed threatened. "We are only hours away from completing the most crucial stage for our plans."

"But why my grandson? Why change Ken?" Max insisted, determined to know why the only grandson that knew nothing of his secret life had been a target.

"He was brought here as bait," the Highbreed revealed. "With you out of the way, there is no one who can stop us." With that boast, the Highbreed was convinced that no one else could stop their plans.

Yet again, Yamikage's presence remained a secret, and having seen what was happening, pieces began falling together. This white giant, or a Highbreed, was the one leading the conspiracy against the planet, and the Omnitrix wielder was trying to stop it.

Meanwhile, all of the other 7 members tried desperately to find Gwen. But with how murky the water was, how dark it was outside, and how cold the water was, searches were short and had not been productive.

"Where is she?!" Ben asked worriedly.

"No sign so far!" Sword Knight stated. They'd dived twice to find her, and neither had been useful.

"I can't see anything down there!" Kevin reminded. Hoping the third time was the charm, they dived one more time.

Surfacing once again after another failed search, Julie tried to keep spirits up. "We have to keep going!"

"I don't think that's needed," Meta Knight mused after noticing a circle of pink light. With that, an explosion of magic sent four Xenocites flying into the sky, and their lifeless bodies fell into the water and sunk to the bottom. Gwen soon surfaced with an unimpressed expression. The other humans and Kirby simply smiled, happy their ally was safe.

What was Gwen's response? "Disgusting."

Focusing, Ben's expression hardened. "It's about to get worse," he warned. "I only see one way in from here."

Seeing that Ben was looking to the other side of the basin, Kevin moaned. "Oh, you're not sayin'."As everyone took deep breathes and dove in, Kevin was soon the only one on the surface. "Provin' my point about this being the worst road trip ever." He conceded to follow the rest of the group.

As everyone swam underneath the surface, they stumbled on something shocking. Giant eggs, each one the size of a basketball, littered the bottom of the basin. Eggshells remained littered across the ground and each time they opened, they released bubbles and amniotic substances into the water. It truly was a hatchery, but not one for fish: one for some kind of alien life form. As they swam through a hatch leading into the building, one Xenocite, having freshly hatched and seen the intruders, followed them into the hatchery.

Once all of them had gotten into the building, they surfaced and gulped down air desperately. The Xenocite that had trailed them decided to latch onto Kevin's arm. When he pulled his arm out to look at it. When he did, it opened his maw at him, and he simply decided to throw it off. Unfortunately, the platform that Kevin threw it on was currently being cleaned by a DNAlien janitor. That janitor then sounded the alarm, and a small army of DNAliens soon arrived, ready to deal with the intruders.

"We are really bad at being stealthy," Julie deadpanned.

"Yeah. But we do kick a lotta butt," Kevin retorted. With that, the fight began in earnest. Ben quickly found a form he wanted and activated the Omnitrix. In his place stood a black mothman, with massive blue wings and antenna, and cyan patches on his arms and legs. The Omnitrix symbol lay on his chest.

"BIG CHILL!" the mothman yelled in an eerie whisper.

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Codon Stream Entry: Big Chill

Species: Necrofriggian

Home World: Kylmyys

Due to a cataclysmic event, Kylmyys ended up stuck in what can be described as eternal winter. Glacial ice and snow coat most of the planet, and even the warmest days barely go above 275 Kelvins. Due to this, the Necrofriggian race was forced to adapt to extraordinarily cold climates, but since they also need to feed on solar plasma after their hatching, they need to withstand the heat of a star's surface. As such, Necrofriggians are pretty much immune to any form of temperature extremity, and can survive both underwater and in space. However, they are masters of ice manipulation. A Necrofriggian's breath can freeze opponents solid to trap them in ice, and they can also create frost tornadoes, generate ice maces or spiked ice gaunlets on their hands, fire beams that freeze opponents from their hands, erect icy shields, and energy beams that turn into ice upon touching a surface or solid object. To further reduce the effect of the cold climate, Necrofriggians also developed the ability to become intangible, letting them phase through walls and attack, even allowing them to freeze object by flying through them while intangible, but this is also a conscious power, so it can not work against sneak attacks. Necrofriggians are an asexual race, undergoing a reproductive cycle every 80 Earth years that forces them to eat metal so as to help construct a nest for their eggs, so gender lies upon the individual Necrofriggian.

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With no hesitation, Big Chill turned intangible and flew through a DNAlien trying to spit at them, the freezing air quickly leaving it in stuck in an icy prison. The same soon happened to three other DNAliens in quick succession.

"Thought you guys liked it cold," Big Chill stated mockingly. Soon, realizing what he had done, an idea came to him to let Kirby have fun as well. 'How often do fire and ice go together? If there's Fire Kirby, why wouldn't there be Ice Kirby?' he thought to himself. "Kirby! Get ready to suck up!" Big Chill yelled.

"Poyo!" hearing his father calling for him, Kirby quickly jumped off Julie's back and onto solid ground. Standing at attention, he saw the mothman take a deep breath in and when he saw his father ready to go, he quickly sucked up the freezing breath of the Necrofriggian. Another copy ability was acquired, and Kirby transformed yet again.

Ice Kirby Transformation

As Kirby swallowed, he soon felt a chilly wind blowing around him. Without any form of protection, Kirby began to shiver, and he soon ended up frozen in an ice cube. Soon, however, cracks began to emerge, and the cube shattered into shards. Kirby's skin had turned a light blue from the sheer cold, but the shards soon formed into a mass of ice that went onto Kirby's head. To finish the transformation, a tiara, held by a six-pointed blue gem, formed where the ice mass ended.

"Excellent! Now Kirby has transformed. He is now Ice Kirby!" Meta Knight declared while teleporting as two DNAliens spat, leading them to leave each other stuck in their own slime. With his eyebrows narrowing, Kirby mimicked Big Chill and unleashed a fresh wave of cold air from his mouth, freezing several DNAliens solid. Meanwhile, Kevin had gotten out of the water and absorbed the concrete of the floor, and began pummeling DNAliens around him like an unstoppable wave of power. Some DNAliens were sent flying into the air, others to the ground, and still more into the water. Meanwhile, Gwen had quickly begun creating platforms and began shooting DNAlien after DNAlien with mana blasts. Another DNAlien soon ran towards them, but ended up blasted. It was when Gwen looked at its, or rather his, face that she realized something was wrong. The face was that of Ken! As everyone finished and ran to face the final DNAlien, her sisterly instincts activated, and she created shields that barred each of them from getting close to her brother.

"WAIT!" she cried as she did so.

"What's wrong with you?! I was following your lead!" Kevin pointed out.

As Big Chill approached, she screamed. "Get back! Get away from him!" With Julie and the Star Warriors approaching, her rant continued. "No! I won't let you hurt him!" As everyone turned to look at the DNAlien's face, she revealed it to each of them. "It's Ken! It's my brother!"

"POYO?!" Kirby said in surprise, voicing the mood of the room.

"Wait, that's Ken? The one we've been going all this way for?" Sword Knight continued.

As Big Chill turned back to normal, Ben finished the realization. "I don't believe it, but Gwen's right. That is Ken! I'd know that face anywhere!"

Kevin, having met the brother Gwen and Ben gushed over, was less than impressed with Ken's hype failure. "That's Ken? He's actually less cool than his car!"

Julie felt bad for almost attacking Ken, so she voiced Gwen's desires. "We gotta find some way to help him. Maybe we could do the same to all of them," Gwen nodded, agreeing with Julie.

Blade Knight, however, was more cynical. "He charged at us and was ready to attack us. Whatever they've done to him did something nasty to his mind!"

As if on cue, Ken began speaking. "What they did to me..." he began, his voice showing significant strain. "... is SET! ME FREE!" he screamed, his voice increasing several levels in volume and pitch, his face taking on a sadistic smile. Laughing like a maniac, he threw an unconscious DNAlien at all of them.

With that, Kevin had enough playing nice. "Let's get him!" he declared before preparing to charge at him.

"NO! Don't hurt him! He's just sick!" Kevin's threat instead led to Gwen quickly wrapping him up in tendrils of mana.

"Indeed. I do not think we should be hasty. That thing Kevin threw that alerted the DNAliens looks like the head of Ken now. It's some kind of twisted symbiotic life form and making him do this! We need to get out of him somehow," Meta Knight deduced.

"Let me try!" Kevin offered. Going to the rough approach, he grabbed the DNAlien portions on Kens head, but all he got was major strain and Ken's pained grunts.

"No! Kevin stop! You're making it worse!" Ben ordered, grabbing Kevin's wrist. Afterwards, things got weirder. The Omnitrix began beeping rapidly, faster than it had before.

"Severe genetic damage detected," the Omnitrix said in a monotone voice.

"Did your watch just talk? And did it say genetic damage?" Julie asked, her eyes widened in surprise.

"Yeah. Weird. Omnitrix, hello? Is that you?" Ben inquired in confusion.

"Genetic code splicing error. Should we attempt to repair?" the Omnitrix continued.

"Fix Ken?" Ben wondered, voicing everyone's thoughts. "Yeah. Let's do it." Afterwards, Ben reached towards the parasite as Ken flinched like a vampire exposed to sunlight.

"Ben! What are you doing?" Meta Knight asked in worry.

"Honestly, I don't know. I'll just tell you as soon as I know," Ben answered honestly. Tentacles from the symbiote soon lashed out, grabbing Ben's face, leading him to close his eyes.

Within a strange place, Ben floated through like he was in zero gravity. In a sense, he was. He was within a black tunnel area, green circles circling the area, and green lightning flashing occasionally.

"Whoa! I'm inside the Omnitrix! And so as that creepy crawly," Ben explained to no one in particular. Suddenly, a giant version of DNAlien Ken appeared within the tunnel. Tentacles lashed towards Ben as he approached. Deciding to try and pull the symbiote off like a bandage, he dug his nails under it and began pulling up. More tentacles appeared, and he was soon covered in them. As his vision dulled, he screamed in absolute horror at the confusing things going on around him.

As Ben opened his eyes, he began to realize things had been completely different. In his hand was an exact copy of the same creature that Kevin had thrown, and Ken seemed to be returning to normal, his DNAlien "suit" melting away. With that, the tendrils keeping him tied up dissipated, and Ben threw the creature away, uncaring for its fate now.

"I'm going have to get a manual for this thing at some point. I keep finding out new things it can do," Ben muttered to himself. As Ken groaned, everyone's attention directed towards the older Tennyson.

"Save your strength, Ken. You'll be alright soon," Meta Knight gently assured.

"No. It won't be alright. I got Grandpa for the creatures that got me. I wouldn't have done it but for some reason, I couldn't stop. I felt like I was watching myself from another person!" Ken moaned, realizing what he had done.

"They have Granpda Max?!" Ben needed confirmation of this. He was in the hands of the Highbreed now?

"That's why that got me! They knew that Grandpa would come for me if he knew I was in trouble! They had to get him out of the way. What they're planning to do is ..." Ken replied, his voice lowering. "...horrible." came the meek reply.

"Then why don't we do something about it?" Meta Knight suggested.

"Yeah. Let's get 'em!" Ben accepted.

"No," Ken interrupted weakly. "Not without me. They made me hurt Grandpa. It's time I get some payback for what they did."

"You wanna help?" Kevin wondered. Turning back to normal, a smile grew when Ken nodded in confirmation. "Cool." Kevin finished, not a trace of irony in his voice.

The Xenocite that had previously been attached to Ken, having been thrown away by Ben, decided to try and run and find a new host. Scuttling as fast it could on its tentacles, it was unaware that someone its size had seen the whole thing, and had deemed it a worthy specimen for study. Having overhead what the Highbreed had told the older human Max Tennyson, Yamikage knew they were the enemies of the wielder of the Omnitrix. Like an owl flapping through the night and with the speed of a rattlesnake, a eight-pointed hira shuriken made of black metal flew through the air. Meeting its target, it lodged in the Xenocite's brain, and in a splash of yellow blood, its life was ended in the blink of an eye, not even able to let out a cry. Yamikage jumped towards it, and seized his prey.

"Magolor. I have a specimen of the symbiotes for study, and I'm ready to be teleported back," Yamikage said over the intercom.

"Gotcha. Beaming you up!" Magolor's cheerful voice replied. With that, Yamikage and the Xenocite corpse were beamed in a flash of white light.

As they entered the room, the first thing Ben's team noticed was the architectural design. It was like a fusion of technological and biological. However, a voice came that came as a nice surprise for Ben and Gwen. "Ben?"

"Grandpa Max?!" Ben asked, his heart filling with joy at a voice he hadn't heard in months. Running to the source, he saw Max wrapped in tentacles.

"BEN! You're a sight for sore eyes!" Max replied in a hearty tone, quickly taking Gwen and Ben in a hug.

"I'm so glad you're okay!" Gwen replied, tears of joy filling her eyes.

"Me too, honey!" Max agreed. Turning to Ken, Ken flinched, worried what his grandfather would say to hurting him. "Kenny."

"Grandpa. I didn't know what I was doing. I'm so sorr-" Ken began, attempting to apologize. It wasn't necessary, as Max hugged him as well, giving physical forgiveness.

"It's okay," he confirmed his forgiveness. Turning to Ben, a proud smile developed on his face. "I always knew you could do it Ben. I'm so proud of you! You, Gwen, and Kevin. Yes, even you Kevin. You've gone a long way from what you were before, and you might end up earning that Plumber's badge you swiped!" That final statement led Kevin to awkwardly rub the back of his head.

"POYO!" Kirby cried in joy, having met what seemed like his great-grandpa. Running towards him, he jumped and quickly hugged the older man's arm.

"Whoa! And who might you be little guy?" Max asked, a smile developing on his face.

"Kirby, calm down!" Julie gently ordered. With that, the blue ball let go and fell, but a smile still remained on his face.

"Kirby, eh? Did Ben give him that name?" Max wondered jokingly.

"Yes and no. Ben gave him the name, and it turns out that was his actual name," Julie answered sincerely.

"Heh. Funny things work out. So who would you be, young lady? And when'd you meet this cute little guy" Max chuckled at the irony.

With that, a blush formed across Julie's face. "I-I'm Julie, and I'm d-dating your grandson. We were dating, and he followed us. Now, he kinda sees us as his parents, so uh, there's that. And these three know more about him than we do."

Max's eyes widened, but he couldn't get too mad. Ben had snagged a good girl, and given she was going with them, she knew and accepted his powers. After what happened with Kai, Max wondered if Ben would find someone who accepted his abilities. At least that dream had come true in a sense. "Don't worry, sweetie. I think you're good for my grandson. And you did get me a great grandson!"

"If I may, Max. We do know more about Kirby, but it is a pleasure to meet you. Ben speaks highly of you, and you certainly helped forge Ben into a good fighter for peace," Meta Knight introduced himself. "I'm Meta Knight, and these are my apprentices. Sword Knight and Blade Knight."

"Well, nice to meet you anyway, you three," Max politely thanked the trio. Unfortunately, this happy reunion wouldn't last for too long.

"Attention, all personnel. Initiate Project DNA. NOW!" the Highbreed's voice commanded over the intercom. As everyone ran to the window, they soon saw hovercrafts manned by DNAliens heading to the basins. Soon, the basins were emptied to reveal the Xenocite eggs, which were quickly sucked up to attach to the bottom of the hovercrafts. These hovercrafts were then loaded onto trucks, and unfortunately, there was a veritable army of them.

"Alright. You mind tellin' us what's going on here?" Kevin spoke everyone's thoughts with that statement.

"They're shipping those Xenocite eggs so they can be used to create a DNAlien army out of any other humans they encounter. Ben, your team needs to stop them and destroy those eggs," Max explained, giving orders afterwards. Hearing this, everyone but Max went out.

As he did, Ben worried and wondered, "What about you? What will you do?"

Max gave a sad smile and answered morosely. "What I've always done."

Frowning at what was said, Ben's heart tightened, ready to do what was needed.

DNAliens were working hard, getting their eggs ready to go. However, an explosion of pink energy erupted, and it proceeded to knock one truck to its side.

"That's one way to start things up. Good one!" Kevin complimented. With that everyone charged forward. Sword Knight and Blade Knight, in spite of their small size, worked to puncture tires with their swords and also sliced off the engines of the trucks as well, taking out eggs when they could. Ben, however, dialed up another transformation, the one he intended to use back on the pier. Resembling a red manta ray, its patagia were yellow as were its horns, and the Omnitrix symbol lay on his chest.

"JETRAY!" he called.

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Codon Stream Entry: Jetray

Species: Aerophibian

Home World: Aeropia

Aeropia is a world made mostly of water, and while there are landmasses, they have been mostly been covered in water for millennia. The only landforms that go above ground are giant, spiraling rocks that make Mount Everest look like a small hill. As such, most of the life has adapted to live either underwater, or in the air most of their lives. Nowhere is this more evident than with the Aerophibian race. Able to reach speeds going to Mach 5, they are adapted to an airborne life, having created cities on the rocks. They are also capable of surviving underwater and in space. Finally, they have the unique ability to launch neuroshock blasts, and these can disable a prey animal's nervous system, or just act like normal lasers if need be.

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Afterwards, Jetray blasted green beams of energy from his eyes, causing multiple trucks to explode on impact. DNAliens fled from the scene, trying not to get caught up in the explosions caused by Jetray's neuroshock blasts.

"POYO!" Letting out a battle cry, Ice Kirby ran forward and unleashed a powerful gust of frozen air, leaving many trucks stuck in icy prisons. Afterwards, Jetray proceeded to blow them up as well. Some DNAliens tried to charge at the puffball, but quickly found themselves on the receiving end of Kirby's frost breath and were turned into alien ice cubes. Even Ken and Julie got into the fight, picking up metal bars nearby and began working on different fronts. Julie went to DNAliens and began wailing on them, leaving some with broken jaws, as with broken arms, and just hitting them relentlessly. Ken, on the other hand, decided to get back for being turned into a DNAlien, and began smashing Xenocite eggs. Kevin, however, interrupted him, taking the metal from the bar and absorbed it before handing it back. Afterwards, he went for the DNAliens like Julie had. Gwen, of course, was fuming at what had happened to her family.

"You kidnapped my brother, turned him into a monster, and then captured my grandfather! I! HAVE! HAD! IT!" she declared before unleashing a powerful surge of mana that destroyed several more trucks, and combined with Jetray's neuroshock blast, multiple explosions were left in their wake. As the smoke cleared, though, it was clear that not enough was done, as there were still more trucks left relatively intact.

"Guess we'll have to do mor..." Jetray began.

"No. You have done well," Meta Knight interrupted. "But it is my turn now. Let them know the power of a Star Warrior!" Unsheathing Galaxia, golden energy gathered around it and he soon warped to the center of the remaining trucks. "MACH TORNADO!" After letting out a battle cry, he spun in the air, and the energy soon morphed into a massive golden tornado, massive winds billowing from it. To say it was devastating would be an understatement: trucks were lifted up and shredded like they were made out of paper, DNAliens were left with multiple cuts on their bodies, some unlucky Xenocites that had been hatched were sliced up into alien sashimi, and the concrete was shattered into pieces. All in all, it really felt like there had been a tornado moving through the area.

"Wow," was all Ben could say as he turned back to normal. The same happened to Kirby, a small star going out like before.

"Yeah," Kevin agreed. Now he knew better than to get on Meta Knight's bad side. He really did deserve to be on the team. The mood was interrupted when a sound like thunder came from within, and flashes of white light could be seen from the window. Not sure where it came from, everyone looked around.

"Up there!" Ken directed their attention to the window.

A trail of destruction had been left in the wake of Max as they walked through. The mangled remnants of machinery lay scattered around, letting out sputters and sparks like it was their dying breath.

"Gramps has been busy," Kevin commented on Max's work. Seeing where the trail led, Ben gave orders to go on ahead, and they encountered a disgusting sight. A pile of eggs lay in a pod, and a thing similar to the abdomen of ant queen, only goopy, kept producing eggs, almost spitting them out.

"Was I right?" Kevin asked, gagging at the sight of the thing.

"Yeah. This really was our worst road trip ever," Ben answered. However, his attention was soon drawn to something else: the sounds of combat. "Grandpa Max!"

Everyone ran to the sounds' source and found that Max and the Highbreed were dueling viciously, with Max using a metal bar to keep up. He fought valiantly, but soon, the Highbreed caught the bar and threw it away. Without a weapon, Max was helpless as the Highbreed grabbed him in a vice-tight grip.

"LET! HIM! GO!" Ken ordered, pointing at the Highbreed.

"POYO!" Kirby agreed, his face giving something he hadn't shown before: rage.

"Stay back! Or he will be taking no breaths," The Highbreed threatened.

"Don't you realize it's over now?" Julie grilled in disbelief.

"She is correct. Your operations are through now! Your armies are no more, the eggs are nothing but shards, your factory is nothing but a shell of itself, and all your trucks are destroyed! You would be a fool to not realize that it is over now!" Meta Knight agreed, pointing everything that had happened against them.

"Are they? It's only a matter of time. Trucks can arrive here within hours. As for my army of DNAliens..." The Highbreed debated, looking to the windows. As everyone turned their attention to said window, Ben realized what he meant.

"Their replacements are already here," he explained. Indeed, a huge swarm of DNAliens, far bigger than what they had fought, lay outside, ready for instructions.

"So now you see. It's over FOR YOU!" The Highbreed declared victoriously.

"Maybe. But there's one more trick I've got!" Pulling out the Null Void Projector, Max pointed it at the Highbreed. The only response was a mocking chuckle.

"That's your trick? A Null Void Warp Projector? Do you really think that'll stop us all?" the Highbreed joked.

"No," Pulling it apart, he left only the trigger and the attached tube in place. "But I can remove the focuser, and turn the projector into a hand grenade powerful enough to destroy half a mile, and wipe the hatchery off the map!" Max revealed.

"You can't be serious! You'd destroy not only us, but yourself, your offspring, and their compatriots!" the Highbreed realized.

"Gwen! Put up an energy field around the others and then keep it going. Afterwards..." Max ordered before giving a small smile. "Be a good girl."

"Max! NO! Please!" Ben begged, not wanting to lose another family member like he'd thought back on Xenon.

"Sorry Ben. But it's the only way I can make sure they can't do what they did to Ken to others. It's up to you now. But I know you can do it. I believe in you! All of you!" Max acknowledged, winking one more time. "Meta Knight?"

"Yes, Max?" Meta Knight replied.

"If Ben trusts you, then so will I. Just make sure they'll be okay. All of them," Max told the veteran Star Warrior.

"I will," Meta Knight morosely nodded. 'Another good warrior lost to evil. How many others have fallen? Garlude, Sir Joseph, so many other Star Warriors, and now Max Tennyson,' were the thoughts that fluttered in Meta Knights mind

"GRANDPA! NOOOOOOOO!" Ben screamed in despair, trying to run towards him, needing to be held back by Julie and Kevin. Gwen did as she was ordered, putting an energy shield around all of them, all the while tears began pooling in her eyes. When Max pushed the detonator, a flash of bluish-white light erupted and encompassed everything.

Following the light came an explosion that left nothing but a smoking crater were the hatchery lay. Smoke danced around the empty field, with seemingly no life left. As the smoke fluttered away, though, Gwen's shield was revealed to have held firm. As it went down, the mood went sour from Max's death.

"That was...pretty hardcore," Kevin admitted, admiring Max's readiness to sacrifice himself.

"Yeah. He saved the world at the cost of his life," Gwen continued.

"It's always the good ones that go down first, innit?" Blade Knight followed, planting his sword down in respect for the fallen Plumber. Sword Knight mimicked the motion, as Meta Knight closed his eyes in solidarity.

"Yeah. He did go down," Ben said, before his gaze hardened as a tear trickled down. "But they'll be back. And in greater numbers than before."

"Ben, it's okay," Julie soothed, taking his hand in hers.

"Poyo," Kirby cooed, sadly, hugging his father's leg.

"Yeah. But we won't have much time to mourn. Like I said, it's clear there's going to be more. Someone has to protect this planet. And I think that's us, now," Ben declared, straightening up. "We'll protect this planet in Grandpa's honor. We won't let his death be in vain."

Voice Cast:

Edna - Diane Delano

Max Tennyson - Paul Eiding

Sword Knight - Eric Stuart

Meta Knight - Eric Stuart

Ben Tennyson - Yuri Lowenthal

Gwen Tennyson - Ashley Johnson

Kevin Levin - Greg Cipes

Blade Knight - Eric Stuart

Kirby - Makiko Ohmoto

Yamikage - Eric Stuart

Nightmare - Andrew Rannells

Magolor - Clancy Brown

Julie Yamamoto - Vyvan Pham

Moe - Paul Eiding

Shem - Will Friedle

Humungousaur - Dee Bradley Baker

Omnitrix - Yuri Lowenthal

DNAliens - Richard McGonagle

Ken Tennyson - Will Friedle

Highbreed - Richard McGonagle

Big Chill - Dee Bradley Baker

Jetray - Dee Bradley Baker

Author's Note

I know this episode was technically prior to "Pier Pressure", but I go by the production order, not airing order. Sorry for this taking so long, but it turned out way longer than I thought it would be.

As for Kirby's transformations, here's a double treat for you! The debut of Hammer and Ice Kirby! I also figured that Yamikage (from Ninja Binge) deserved better than a single episode. I mean, a ninja Star Warrior traitor? There's so many ways you could use that, but he's treated like any other monster in Kirby: Right Back at Ya! and never seen again. So you can expect more from Yamikage, and you'll see what his report does in the future. Same does also apply for Dr. Moro from Fossil Fools. You'll see him next chapter. Also, I know Julie hasn't done much in terms of the team. Believe me. I have plans for her.

To all who have been reading thus far, let me sincerely thank you. And apologize to you. It's not that I'm stopping this story, not at all. But I will say that I want to do a few things before releasing the chapter after the next; i.e., the fifth chapter. Ben 10: Reincario hasn't been updated since July of 2020, so I want to get Chapter 9 for that out soon. I also want to finish off the first arc of Roller Brawl: The Mega Cyborg first (aka issues 5-8 in the original comic series), as I feel I'm on a major creative surge in that story. This is mainly so I have some time to at least start a roadmap for this story, because I feel that if I don't plan things for a more complex story like this, it would be like trying to run an obstacle course blindfolded and deafened: I'll be constantly tripping over my own feet and I'll have no idea where I am. To be clear, I just want to set things up so that the storylines, at least through season 1 of Alien Force, are ready, particularly (spoilers) the Highbreed deciding to ally with Nightmare, which will become more prominent in season 2. At the very least, the season 1 finale (which will be an extra chapter set after X=Ben+2) will feature this story's debut of a certain salesman, as well as a look at everyone's favorite penguin/snail duo on Planet Popstar. Again, this story is not going on hiatus until after the next chapter, since I want to draw a suitable roadmap so that everything's ready for the next few chapters. Once that's the case, I'll get back to this story. I can say what's next, and it will be an original chapter.

TL;DR - After the fourth chapter is released, I will take a break from this story to create a plot roadmap for it and focus on the other stories on my plate.

Next Time: Nightmare's Natural Disasterpiece

In wake of the defeat of Mega Titan, Nightmare and Magolor decided to spy on Kirby and company, and during an attack on a DNAlien stronghold, they send the cloud monster Kracko to ambush all sides. However, when Kracko ends up fusing with the DNAliens' weather array and destroys the stronghold, Ben and the others must find a way to stop Kracko before it unleashes the storm of the century on America.

Chapter Text

Chapter 4: Nightmare's Natural Disasterpiece

Back on the Lor Stacutter, Magolor was readying contact with his master. As he did so, he began to flashback to what had been going on down on Earth, courtesy of Yamikage. Those musings were interrupted when Nightmare came online.

"If you're calling Magolor, I assume Yamikage has something juicy for us," Nightmare began.

"You betcha! I'm going to send you his report to me, and Dr. Moro should be reporting soon," Magolor responded. Sending the information over to Nightmare, the recording of the interview started.

Yamikage's Report

"Get that there, set up recording device here, yadda yadda yadda," Magolor said to himself as he cleared things up. Yamikage would arrive soon, hopefully with juicy information. As if on cue, Yamikage arrived, holding some odd creature, yellow blood oozing from its exposed and cleaved brain.

"Ergh! I just cleaned this room up! But I'm guessing that's the symbiote you were talking about?" Magolor complained at the mess.

"Indeed. Would you want the report now or later?" Yamikage asked.

"Now. Just a few things first. Bots! Come here!" Magolor ordered. Small robots soon came into the room. "Take this thing to our labs. When Dr. Moro comes, lead him there." Beeping in affirmation, the robots quickly picked up the symbiote and took it with them. "Okay. Now that that's done, let me do one more thing." Picking up a recording device, he began the interview. "Magolor entry 28. Subject: Report from Yamikage about possible allies and new enemies. Interview is now in session."

Yamikage tilted an eyebrow but sat in the chair. "What specifically do you want me to talk about first?"

Magolor responded, "Tell me about the new enemies we'll need to deal with. I know that Kirby's adoptive father wields the Omnitrix, but what do you know of other allies?"

Yamikage nodded in response and began his report. "One thing to note, Kirby's mother seems to have no powers and is just an ordinary human. First ally is another female, name given as Gwen. She appears to have some inclination to energy manipulation, controlling some kind of pink energy that lets her create platforms that she can use to stay in the air. She can also use this energy to generate bindings for her enemies." As Yamikage spoke, Magolor worked to make his own notes just to correlate them. "The only other ally seen so far with powers is a human male, one year older than them. He has some form of absorption power, able to take on the density and durability of materials he touches."

After finishing up his notes, Magolor decided to go onto the other part: enemies of the Omnitrix wielder. "Good to know. Any allies for us?"

Yamikage nodded in agreement and revealed his findings. "Indeed. There is a race of much taller humanoids known as the Highbreed. They use the symbiotes I brought, which they call Xenocites, and attach them to humans, turning them into minions they call the DNAliens."

Magolor tilted an eyebrow at this, intrigued at the idea of converting enemies into allies. "Interesting. Anything about them we should also know?"

"Yes. The Highbreed and DNAliens thrive in colder temperatures. As such, they create weather-altering devices that let them lower the temperature of their surroundings. Their intention seems to be extermination, as they want to destroy all life apart from themselves, and have no respect for anything not them, not even their own minions, " Yamikage finished.

"I see. Is there anything else in particular, or is that everything?" Magolor inquired.

"No. That is all," Yamikage confirmed.

"Okay. Interview concluded. Recording halted," Magolor replied.

"That is useful to know indeed. Yamikage truly has outdone himself," Nightmare complimented.

"Yeah. He has. He did ask one thing. When will he be allowed to fight them?" Magolor asked.

"Soon. But now I wonder what monster to send as an offering. Should I send Ice Dragon, Kracko, Fridgy?" Nightmare pondered.

"Why don't we see them fight and then make a decision?" Magolor offered.

"That's an interesting idea!" Nightmare responded before breaking into sinister laughter.

"Ben? Are you sure you're okay?" Julie asked in concern as the couple sat at a Mr. Smoothy booth. As an eleven-year-old, Ben had developed a love of smoothies, with Mr. Smoothy being his main restaurant, alongside Burger Shack. She and him were going on a date to try and take their minds off the death of Grandpa Max.

"Poyo," Kirby cooed, noticing his father figure's sadness. He was hiding under the table to keep himself hidden, but he did try to comfort Ben by hugging his leg. Ben sincerely appreciated the gesture given by his adopted son, but it didn't dull the grief.

"It's okay, Julie. I'm fine. I appreciate the gesture, but I'm fine otherwise," Ben tried to reassure his girlfriend. She wasn't wrong, though. He wasn't too sure himself. Ken, at the very least, would be under protection under his first cousin once removed: Joel Tennyson. "I'm at least happy that Ken was sent to Joel for his own protection. Between his Plumber training, Sludgepuppy wife and cousin-in-law, and Joel's Plumber parents, the Highbreed should think twice before trying to go after him again. Just in case, they've also started training him so he won't be an easy target."

"Lenopan," Meta Knight's voice rang out, breaking the flow of Ben's thoughts. "Sludgepuppy is a derogatory term for Lenopans."

"Oh. Didn't know that. That was how everyone else called them in my family. Sorry about that," Ben replied upon finding out he'd been unintentionally racist towards his first cousin once removed-in-law.

"Not an issue. But I think you know that I wouldn't come around simply to criticize you about being speciest. Kevin found something else. Another Xenocite breeding ground," Meta Knight revealed.

"Really? Let's go! At least it'll be something to get Grandpa's death off my mind," Ben decided, throwing away his empty smoothie cup, with Julie and Kirby quickly following him.

Arriving at Ben's house, Ben saw Meta Knight's apprentices, Kevin and Gwen outside of his garage. All of them seemed to be looking over a recording device.

"Nice of you to make it now, Tennyson," Kevin bluntly called out, leading Ben to slightly slump in guilt.

"Oi, ease up! The kid just lost his granddad. Have a little tact, Kevin!" Blade Knight scolded.

"Yeah, yeah. Do you want to know what we found out?" Kevin said.

"Yeah. Meta Knight mentioned that there was another Xenocite breeding facility. Want to give me some more info?" Ben asked.

"Sure. We was trying to look for the DNAlien communication frequency and hack into it. Haven't had much luck locking on it, but we did manage to get this," Sword Knight revealed, pulling up the device.

"Sant* M*** ***ility destr****. Go to S***a Carla *** **eck Fac*****," the recording device sputtered, static covering portions of the recording. The voice was clearly that of the DNAliens.

"We've correlated towns around here, and we found what they're talking about. The ghost town Santa Carla," Gwen explained. "It was abandoned after reports of bizarre attacks went everywhere. Apparently, it was as if vampires were attacking people, as all their blood was drained from their bodies. People evacuated the town and took new identities."

"Given the strange events around the town, it does make sense why DNAliens would see it as a good place to hide in. Best we clear it out as soon as possible," Meta Knight said.

Sighing, Ben nodded in agreement. "Yeah. Let's do it."

When one hears of a ghost town, one may think of an old west town. The mines depleted of silver and gold, the clinking of pickaxes halts. Without any trains around, it can't be used a resting stop for weary passengers. Thus, the saloons close, the buildings collapse with time, and tumbleweeds travel through it everyday. That wasn't the case with Santa Carla. Having been built in the 1920s, it was more akin to the Art Deco period, with square and rectangular designs for their houses, and while there was peeling paint, the buildings didn't seem to be on the brink of collapse. Unfortunately, it really wasn't designed for the weather of constant snowfall. A DNAlien weather machine continuously kept seeding the clouds with ice crystals, leading to the formation of snow, and the constant circulation of air led to massive piles forming around the place. Some roofs had even collapsed from the aging wood being unable to hold increasing amounts of the weight of snow.

"So if I were a DNAlien, where would I be keeping the facility for Xenocites?" Julie wondered as they drove through the snow.

"The ironworks. Lots of water was used in cooling the smelted iron, and the giant furnaces would also help provide warmth and space for the eggs once they're filled up," Kevin answered.

"Sounds like a reasonable place. Might I also say that the ironworks seems to be the one thing they made sure was still operative?" Meta Knight responded. A fresh coat of paint had been applied to the place, and the whirs of machinery could be heard from within.

"Well, let's get this place shut down," Ben declared. Turning the Omnitrix dial, he jumped out of the car and turned into Humungousaur.

"HUMUNGOUSAUR!" the Vaxasaurian roared. As soon as everyone exited the vehicle, Humungousaur ran through the wall and broke it into little pieces. The apprentices of Meta Knight soon ran in and worked to deactivate the furnaces, and hacked at unlucky DNAliens that tried to get in the way. However, it did seem like they had been working on their security guards, as they were also armed with Laser Lances. It didn't really do much good, especially since Blade and Sword Knight worked to hack the laser guns into pieces of scrap metal.

"Julie, I think it's time. You know what to do!" Humungousaur instructed as he grew to his maximum size. As he did, plates grew across his back, and his tail developed black spines like on a Stegosaur. Punching one of the furnaces, he winced in pain as the heated metal singed his scales.

"Gotcha! Kirby! Suck up of one of those guns!" Julie told Kirby. Hearing this, a determined grimace was painted on Kirby's face, and he quickly began sucking up air once again. The targeted DNAlien dug its toes into the ground, but ended up letting go of the Laser Lance. After swallowing it, Kirby found himself transforming once again.

Laser Kirby Transformation

Once Kirby swallowed, there was soon the appearance of a black targeting reticle that fixated itself on Kirby's left eye. Glowing red, a high tech monocle soon built itself on said eye. Afterwards, the metal extended itself to cover Kirby's other eye, leading the right side to be more reminiscent of a visor. Afterwards, after glowing red, a powerful laser shot of the monocle, the force knocking the entire headpiece to the top of Kirby's head.

"Good work! Laser Kirby should be able to get us some better range now!" Meta Knight complimented. As he did so, red energy gathered in Kirby's monocle as he pulled the headset over his eyes. After a few seconds, a powerful energy blast was shot. The laser hit one DNAlien before ricocheting into another one, and then again one more time. Three DNAliens, one laser blast.

"POYO!" Letting out that battle cry, Kirby being firing laser after laser, shooting the Laser Lances out of the DNAliens' claws and then blasting them into unconsciousness.

Having absorbed metal earlier, Kevin watched wide eyed at Kirby's battle strategy. "Gotta admit. The little guy actually is pretty promising." He said as a DNAlien tried to sneak up on him. That DNAlien was simply met with a punch in the face.

As Gwen attacked wth mana disks and created platforms to rise up, all were unaware that Kirby was a target for bad weather. The night was about to become dark and stormy.

"And that is what I have determined from my initial findings. These Xenocites could be useful to us in terms of brainwashing and symbiotic monsters," A British-accented voice concluded. This came from a more unique looking creature. About the size of Magolor, but much thinner and more humanoid, Dr. Moro didn't look like too much of a threat. Like other Cappies from Planet Popstar, he had tannish skin and a pair of arms, but his legs were fused from inside, making his bottom look more like a pillar. His hair was grey and tufty, his eyes were covered by blue sunglasses, and his attire consisted of a white lab coat that trailed to the ground.

"Very good Dr. Moro. This is why we truly appreciate your work unlike the other ungrateful Cappies of Popstar and their foolish feather-headed leader King Dedede," Nightmare complimented. "Continue your studies on the Xenocite and keep me informed of any other discoveries."

"At once, milord," Dr. Moro finished before his video transmission cut out.

"Now then, Magolor. Where were we?" Nightmare snapped back to attention.

"You were wondering which monster to send, and we had been cut down to either Fridgy, Ice Dragon, or Kracko," Magolor reminded his master.

"Ah, yes. I feel it would be better if Kirby is given a nice shocking surprise. What do you say we let Kracko go wild on him and his foolish friends?" Nightmare asked rhetorically, knowing the response of Magolor.

"I'm saying nothing. You're the boss, so you'd know best," Magolor obeyed.

"Yes, I do. Send our cumulonimbus creature down. Let's give that pink piece of putty some en-lightning shock therapy!" Nightmare finished before breaking into a fit of evil laughter. Magolor nodded and initiated the teleportation, sending Kracko down to Earth.

At this point, things were going poorly for the DNAliens. Kirby's Laser transformation was excellent at sniping multiple DNAliens with a single attack thanks to the targeting system installed within the monocle portion of his headset, and it didn't help that Gwen was making things harder with her own energy shots and tying up many more in her mana, also destroying eggs inside the furnaces, since between the knights sabotaging the controls and Ben's handiwork, all that remained were the eggs.

"Guess you should've ironed out the kinks in your defenses!" Humungousaur joked, grinning at the pun as he slammed his massive fists into another furnace. The booming sound that resulted was louder than it should've, but Ben took it to mean that he had simply used more force than he thought. Unable to bear the force, the furnace fell over and collapsed, letting water spill out as the eggs broke, unable to withstand the vibrations of the walls. When the furnace fell, the thud was louder yet again. 'No way that's a coincidence. Once is understandable, but twice is an unnerving coincidence. Guess we'll know if it's a pattern if there's one more.'

"Gotta say, it's a lot easier to take down this facility than it was to take down Santa Mira," Kevin wondered aloud as the fight neared its end. At that moment, another booming sound echoed through the area.

"Kevin, I don't think you should have said that," Julie said nervously.

"Poyo," Kirby agreed, shaking a little, losing his Laser Ability.

"Why not? We broke their egg station, the DNAliens are all unconscious, and their weapons are nothin' but scrap metal. Why not blow this pop stand?" Kevin argued. As if in response, the distinctive booming sound of thunder rang through the facility.

"Because of that," Sword Knight snarked. Running outside, everyone was shocked to see something none of them had really seen. It looked like a giant cloud with a single black eyeball in the center. While most of its body was white, its top half was tinted blue while its bottom was tinted pink. Finally, several golden spikes emerged out of its "body".

"SAM?!" Ben realized in shock, remembering the rogue weather machine used by Vance Vetteroy in Chicago.

"No. That is another one of Nightmare's minions. The Storm Summoner, Kracko!" Meta Knight corrected. "And it looks like it's trying to incorporate the DNAlien weather technology into itself. Indeed, tentacles of lightning originating from its spikes were tearing apart the Weather Array and pulling the pieces into the cloud creature. As it did so, the cloud seemed to grow bigger, and instead of snow, now there was a massive shower of hail, booming thunder, and flashes of lightning.

"Guess it really was only a matter of time before Nightmare decided to make another move," Blade Knight figured.

"Nightmare?" Kevin asked in confusion.

"Our main enemy, an ancient, evil dream monster whose intention is universal domination. He's enslaved hundreds of planets throughout the universe, and this galaxy is the next target for his conquest. Kirby here is the best chance we have, as it was prophesied that he would be the Star Warrior who defeats Nightmare," Meta Knight briefly explained to Gwen and Kevin.

"Wow. You could have told us that earlier Ben," Gwen deadpanned, looking to Humungousaur.

"Hey! Would you really have believed something like that? Some conquerer that just so happened to come out of nowhere and already have a couple galaxies in his name?" Humungousaur retorted.

"Enough!" Meta Knight silenced the argument. "It does not matter that you did not know the whole story. The important thing is that Kracko's powers will keep getting stronger, and if he keeps getting more powerful..."

"He'll unleash the storm of the century and do the Highbreed's work for them!" Julie realized. "They could just let his storm do all the destruction they need and possibly even annihilate all of humanity!" Julie's point was proven when a massive lightning bolt struck the ironworks. Hitting the boiler, a massive explosion destroyed the entire building, sending charred DNAlien corpses flying, and the acrid smell of smoke penetrated everyone's nostrils. Afterwards, Kracko ascended, and covered himself in a massive black cloud, enough that it pretty much covered all of the sky from where they could see.

"Ben. Turn back to normal! It's time we used it now!" Meta Knight ordered. After doing so, Ben looked at Meta Knight in confusion, before Meta Knight revealed his plan. "You still have Kirby's Warp Star, right?"

"Yeah. Right here," Ben answered before pulling it out of his jeans' pocket.

"Good. Throw it and call out its name!" Meta Knight finished.

"Okay? Gonna sound a little stupid, but here goes. WARP STAR!" Ben said, emphasizing the last sentence as he threw the small star. Immediately, however, it increased greatly in size, going from the size of a small pendant to a small hover board with the center big enough for Kirby to stand on with no issue. Flying around a bit, it began boomeranging back, and Kirby seemed to instinctively know what to do. Jumping up a bit, he landed on the Warp Star and flew up into the clouds. "KIRBY!" he cried in fear for his adopted son. "Don't worry, I'm on my way!" Twisting the dial to Jetray, he slammed down the dial, but did not turn into an Aerophibian as he had hoped. Instead, Ben turned into a crystal golem. Made mostly of purple crystals, Ben's transformation was a cycloptic being with black spots and stripes across his body. However, his face and hands were magenta instead of purple, and there were also magenta crystal spikes littering his body: one on his head, six on his back, and two on his upper chest. The Omnitrix symbol lay in the center of his chest.

"CHROMASTONE!" the being shouted, his voice having a slight echo in it. "Really? This form? I need to fly!"

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Codon Stream Entry: Chromastone

Species: Crystalsapien

Home World: Petropia

Only one Crystalsapien exists in the entire universe: the guardian of the planet Petropia, Sugilite. While it is rumored that more of his race exists in a planet called Mor' Otsei, this is nothing more than a legend. Crystalsapiens are silicon-based lifeforms, and yield unique powers. They able to absorb multiple forms of energy: light, kinetic, lasers, radiation, electricity, or even magic. However, they absorb light and kinetic energy very inefficiently, and have a much more efficient absorption of lasers, radiation, magic, and electric attacks. After they absorb energy, Crystalsapiens can use it in various ways. They can manipulate ultraviolet energy, allowing them to shoot powerful energy blasts, create energy shields and force fields, and can create light to help them see in darkness or blind opponents. Finally, Crystalsapiens can fly and survive in the vacuum of outer space, and their crystalline bodies offer a lot of strength and durability, as well as surprising flexibility and agility.

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"NO! You don't need to change!" Meta Knight countered. "Crystalsapiens such as yourself are already able to fly!"

"Wait. Really?" Chromastone asked in surprise.

"Yes. I know my Crystalsapiens well, as I helped Sugilite, the sample of this species, defend Petropia many years ago," Meta Knight answered. "Just give this to Kirby. He will need to be Cutter Kirby if he is going to defeat Kracko." Afterwards, Meta Knight handed Chromastone a pair of scissors that had landed nearby.

"Um, okay? Anyway, I'll give it to him and help him out. I'm not letting him fight Kracko alone!" Chromastone declared as he took the scissors and flew upwards, a rainbow trail following him as he flew.

'Good luck, both of you,' Meta Knight thought to himself.

When Kirby flew up into the the dark clouds, he saw that Kracko was bigger than before, and soon, his eyeball duplicated and released two smaller copies of them.

BGM: "Attack!" Kirby Triple Deluxe

Still, Kirby remained defiant, his gaze hardening and his mind focusing. The best thing about the Warp Star? It was practically a part of him (given it was his soul essentially, that didn't come as a surprise), so there was no real issue in making wrong maneuvers. As the two Kracko Jrs. harassed Kirby with beam whips, he easily dodged the attacks, and responded by ramming into one of them, destroying it in an explosion of stars. Seeing this, the other Kracko Jr. began his own attack, firing lightning bolts at Kirby. Kirby, however, found himself protected, as Chromastone flew in and quickly absorbed the lightning.

"HEY! Get away from him, you cloudy creeps!" the Crystalsapien ordered, firing a blast of ultraviolet energy that swiftly made the small cloud suffer the same fate as its brother. "Kirby, Meta Knight wants you to suck this up. Hope you're ready!" Noticing Kirby's determined gaze, Ben tossed the scissors straight at Kirby, who swiftly inhaled the cutting tools and underwent another transformation.

Cutter Kirby Transformation

Once Kirby swallowed, a yellow cap with black eyes over the bill and wings on the side landed on his head. After noting this, yellow energy gathered in Kirby's right arm, forming into a yellow, curved blade. Throwing it, Kirby watched as the blade flew in multiple directions, losing sight of it within a few seconds. However, the blade soon flew behind him and smacked into the middle of his head, the back end fusing to the cap, making the blade stand in a mohawk-like fashion. With this, Kirby took a pose as his transformation ended.

"WOW! Meta Knight was right! Now you really are Cutter Kirby!" Chromastone said in awe. "Now, what say we take this cloud out?" Having seen its children defeated, Kracko's eye flowed red and narrowed. The cloud also began changing to a dark black, and immediately began firing a large amount of lightning at the duo. Acting as a lightning rod, Chromastone flew around and made sure none of the bolts hit Kirby, getting him instead. As soon as that happened, he formed the absorbed energy into an ultraviolet shield, protecting him from further lightning strikes, and as he did so, Kirby harassed Kracko by throwing his cutting blade at the cloud, slicing off portions and causing it to roar in pain. The good thing was that the cutter acted like a boomerang and always came back to Kirby.

"POYO!" Kirby let out a battle cry as he charged forward, slicing at one of Kracko's spines. Afterwards, Kracko winced in pain, but refused to falter. Summoning a mass of clouds, Kracko sent down large balls of ice (these hailstones were the size of bowling balls) down towards them. Chromastone's shield was able to melt them into harmless water, but Kirby had to dodge the ice balls each time they came near, lest they give him a nasty everywhere-ache. However, the foster father-son duo stayed resolute. Still, so was Kracko. The cloud monster was far more aggressive than Mega Titan had been, and it was showing. Turning black again, it unleashed another volley of lightning bolts, but this time, it added in homing lightning swords.

"Whoa! That isn't good for us," Chromastone said as a lightning sword exploded near him, almost dizzying him enough to collapse to the ground.

"Poyo!" Kirby agreed, his widening as another lightning sword exploded by the Warp Star sending him flying. However, Kirby responded by charging up energy into his cutter and made it increase in size. Throwing it again, he sliced off another few portions of Kracko, making the cloud monster wince in pain. Seeing this, the cogs in Ben's brain began turning.

"Kirby, I have an idea. I'll draw his fire, and you slice him up! Ready?" Chromastone instructed. Nodding, Kirby showed he was ready. Chromastone flew in front of Kracko to play bait. "Hey Kracko! Your aim's so bad, your lightning couldn't hit a barn-sized lightning rod!" Growling at the insult, Kracko unleashed a powerful attack, lashing at Chromastone with two energy whips. However, Chromastone was surprisingly flexible and nimble despite his crystalline body, and dodged the attacks with little trouble. Thankfully, Chromastone's taunting had done its job. Kracko's fury was fully on Chromastone, completely ignoring the baby Star Warrior. As such, Kirby began to increase the size of his cutter, to the point it was now the size of Kracko. Despite this, Kirby was still able to lift like it was nothing more than a feather.

"POYO!" Kirby cried out in determination, coming right behind Kracko. Its eye widening in shock, it finally seemed to realize it'd been had. Kirby unleashed a flurry of slices and dices, before jumping off the Warp Star and uppercutting it. After landing, a shockwave formed outward and split the cloud monster in half. Giving out a final roar of pain, Kracko exploded into a large number of stars and soon after, nuts, bolts, wires, and scrap metal rained down from the sky; the remains of the DNAlien Weather Array Nightmare's minion had incorporated.

BGM End

"Atta boy, Kirby! You've earned yourself some chili fries after this," Chromastone complimented. "Now. How about we get down now?"

"Poyo!"Kirby cried in joy as he turned back to normal. Even if Kirby preferred sweets and sugary snacks like doughnuts and ice cream, he had acquired some of his foster father's tastes. With that, the duo head back down.

Heading down to the ground, Kirby landed happily while Chromastone soon turned back to normal. Thankfully, with Kracko's defeat, the weather turned back into something pleasant; no more unwanted snow or thunderstorms, now the sun shone proudly in the sky. Unfortunately, Gwen and Kevin didn't look too happy, as Gwen was currently soaking wet, while Kevin had a dark glare, burning a hole in Ben's forehead. However, Meta Knight's eye gave unspoken pride.

"Excellent work, you two. Another one of Nightmare's monsters destroyed, and another transformation for Kirby to use. An excellent result if I do say so myself," Meta Knight commended.

"Yeah. Not really for us. Look what happened to my car!" Kevin complained. Turning towards it, Ben and the others looked to see that numerous golfball sized hailstones were now embedded in Kevin's car.

"Not that I'm upset at you defeating that monster, but try not let melted hail land on us next time, okay?" Gwen continued.

"Ease up! Would you rather have the hailstones or the showers on your head?" Sword Knight retorted.

"Heh. Sorry about that," Ben said nervously, grinning shakily and putting his hand behind his head.

"Poyo," Kirby said, as embarrassed as his father.

"Still. I gotta wonder. What'll the Highbreed do if they find out that Kracko, not you destroyed the facility?" Julie asked. Everyone's eyes widened in shock, and when the realization set in that Nightmare had now blatantly made his presence in the conflict known...

"I don't know. Either they choose to focus on Nightmare and not us, or they join forces with him," Blade Knight answered.

"And if the Highbreed use the monsters made by Nightmare, there's no telling what they could send on Earth," Ben finished.

"Indeed. The two conflicts may become more intertwined than before," Meta Knight grimly predicted. Afterwards, everyone decided to leave, as there was not much point standing within the ghost town with no DNAlien facilities or monsters.

"My Lord. I regret to tell you this, but Kracko failed. He has been destroyed," Magolor sadly said over the intercom.

"I see. An unfortunate result, but it was not entirely fruitless," Nightmare assured. "I have done some digging over the galactic frequencies, and I found something useful,"

"Oh? What did you find?" Magolor asked curiously.

"The frequency used by the Highbreed. Perhaps we should make an introduction to them, don't you think, Magolor?" Nightmare revealed.

"You've found such a thing? What are we waiting for, why not greet them?" Magolor asked in surprise.

"You hit the nail nicely on the head, Magolor. Let us introduce ourselves to the Highbreed," Nightmare replied before breaking into laughter.

"My lord. I regret to inform you that we lost another Xenocite breeding station. The one stationed in Santa Carla," A DNAlien told his Highbreed master.

"I see. So it seems we focused on the wrong Tennyson. But it matters not if he destroyed the Santa Carla station. He is nothing but human scum, and just like the rest of his kind, he will either be turned or destroyed," The Highbreed figured.

"Actually, it wasn't Ben Tennyson who destroyed the station. The final reports from the DNAliens stationed there said something about a cycloptic cloud monster that also started taking apart our weather array," the DNAlien corrected.

"Is this some kind of joke? Because if it is, you are failing to amuse me," the Highbreed said in disbelief.

"No. I promise you it isn't at all facetious, my good sir," A deep raspy voice said over the intercom, a hint of pride in its tone.

"WHAT?! Explain yourself! Who are you? And what do you know about the fall of our facility?" The Highbreed ordered in total shock.

"Now, now settle down. Let me just say that our intentions were the same as yours. We, too, want to bring the end of the wielder of the Omnitrix. It's just that Kracko, the cloud monster your minion described, happened to see your weather array as a good way to power himself up," the voice explained.

"I see. So you were not intending to interfere, but our array made your monster more powerful," the Highbreed summarized.

"Exactly. But you know, that monster is only one of hundreds of thousands in our selection. We could either send an army of little monsters to harass your enemies, or a massive beast to crush your foes into dust!" the voice offered.

"Hmmm. That certainly is an intriguing offer. I shall bring it up to my superiors and see what they say. But I would prefer a name to go with your offer," The Highbreed agreed.

"But of course! I don't assume you've heard the legend of the Star Warriors, have you?" the voice asked.

"The Star Warriors. Isn't that some ancient legend?" the Highbreed inquired in puzzlement.

"No. It's not a legend. After all, their enemy, Nightmare, IS ME!" Before Nightmare hung up, he let his laughter echo through the facility, leaving the DNAlien and Highbreed alone with their thoughts.

"Master? What do we do now?" The DNAlien asked in confusion.

Even the Highbreed had no way to answer that. However, his pride wouldn't let him look like some fool without an idea to his lower life-form lackey. "We stick to our current plans. But it is important that the Highbreed Supreme know of this. We must make sure that they are aware of this so that they can come up with the most intelligent decision. You must send a message and request for a meeting immediately."

"Understood, master," The DNAlien bowed as it ran to the communication room.

As soon as the DNAlien left, the Highbreed sat in a chair and began to ponder the situation. Briefly, a defeatist mindset moved into his eyes 'How is this possible alliance going to turn out? It is obvious that we will need more than our own strength to conquer Earth, but what does this mean for our other worlds? Humans are nothing special, yet even without most of their military left unaware of our presence, it still proves challenging for us. How can we expect to go up against other planets where the inhabitants actually do have powers of their own? The hacking abilities of the Galvans and Galvanic Mechamorphs, the firepower of the Pyronites, the brute strength of the Tetramands, those will all be challenges we need to deal with. That is also not considering the environments of their own planets, from Pyros being a star, Khoros being a desert planet, Vulpin being a toxic waste dump, and Kinet has its constant lightning storms.' However, his species-centric vanity got the better of him, and he began to become more resolute. 'No! I will not think such falsehoods. We are superior, and it is our right to purge those weaker than us. Our time grows shorter with each generation, but we will not falter. If we are to accept Nightmare's aid, we will be the ones in charge! If that fool even thinks of betraying us, we will make sure that it is the last thing he will ever do! At the end of the day, the Highbreed will be the last lifeforms that exist, and no lesser species shall outlive us!'

Voice Cast:

Nightmare - Andrew Rannells

Magolor - Clancy Brown

Yamikage - Eric Stuart

Julie Yamamoto - Vyvan Pham

Kirby - Makiko Ohmoto

Ben Tennyson - Yuri Lowenthal

Meta Knight - Eric Stuart

Blade Knight - Eric Stuart

Sword Knight - Eric Stuart

DNAliens - Richard McGonagle

Humungousaur - Dee Bradley Baker

Dr. Moro - Darren Dunstan

Chromastone - Dee Bradley Baker

Highbreed - Kevin Michael Richardson

Author's Note

I think Kirby fans would like this, as we have seen one of the classic Kirby bosses. The terrible thundercloud Kracko! Only made even more terrifying due to DNAlien technology. More Kirby bosses will be coming, at least that much I can promise. And how about that? Two new transformations for Kirby to use as well: Laser and Cutter!

However, as I mentioned earlier, this will be the final chapter for a while. I want to finish chapter 9 of Ben 10: Reincario, and go up to the end of the first arc (comic issues 5-8) in Roller Brawl: The Mega Cyborg. I also want to make sure things are ready for Skylandersona: Rise of the Dark Stygian and RWBY: Reincarnation and Redemption. It's not that I'm losing interest in this story, not at all. But this story was much more spontaneous than the previous two stories, and I'm worried that if I go like this, it won't go well. So the time I spend writing the next parts of the first two stories and time spent getting ready for the second two here will also be spent planning out up to the end of Season 1 of Ben 10: Alien Force. The main things I know for certain are that by the end of the season, the Highbreed and Nightmare Enterprises will be allies, the NME Salesman will also appear, and we will see what's going on back in Planet Popstar. As such, there won't be a next time preview this time, as I'm not sure what's next. We could go follow canon and meet Verdona in "What Are Little Girls Made Of?", or maybe do some more exploration of Nightmare Enterprises and meet other individuals. I need some time to determine my next step. I hope you understand, and I will try to get back to this when I can.

As always, please leave reviews about my work, as I really would like to know where I have to improve. I really don't want to seem desperate, but I've had very few reviews that give details on my writing and storytelling styles, and that honestly doesn't help me, because without proper feedback, I won't know how to improve my writing. So for any users with accounts, please leave a review if you can. It would really help me make this story, and my others, better.

UPDATE 7/13/21: I may not have done the chapters like I said I would, but I have an idea for the future. Now you can see what's next!

Next Time: What Are Small Humans Made Of?

When Ben and the others take a small beach break, they find themselves encountering a mysterious old woman. However, she soon reveals herself as Verdona, the grandmother of Ben and Gwen. She's about to reveal a family secret that's out of this world! But there is a catch: Gwen and Ben won't be able to see their family for a long time. Can Kirby, Kevin, Julie, and the Star Warriors convince the cousins to stay, or is Earth going to be left bereft of its best weapons against the Highbreed?

Chapter Text

Chapter 5: What Are Small Humans Made Of?

Despite the pleasant breeze touching her exposed skin like a gentle caress and most of her friends enjoying themselves, Gwen couldn't find it in her to smile. All the humans were clad in swimwear on the beach: Julie wore a pink one piece swimsuit, Gwen was wearing a white bikini, and Kevin was clad in blue swim trunks. Meta Knight was currently supervising Julie as she worked to teach Kirby to swim. For the infant Star Warrior, Julie had gotten a white and pink inner tube and blue diving goggles. Sword Knight and Blade Knight were more focused on honing their swordsmanship.

"Let's settle this Tennyson!" Kevin challenged as he absorbed stone.

Chuckling, Ben, as Brainstorm, suavely replied, "My dear Kevin, your nigh-gladitorial bellicosity has once again outpaced your ratio sensitive processes!"

Confused by the loquaciousness of the Cerebrocrustacean's answer, Kevin simply said, "I don't know what you just, but...CANNONBALL!" Jumping into the water, the heavy-as-stone Kevin unleashed a massive wave that hurtled towards the super intelligent crab. Skittering in panic for but a few moments, Brainstorm quickly opened up his brain and launched an electric bolt at the wave, turning the water to nothing but steam.

Seeing Kevin remerge from the water, Brainstorm smugly stated, "Attempting to short me out, are we? Before you would cause such an involuntary cognitive discharge, my intense electromagnetic storms would vaporize you! To wit!" At this, Brainstorm concentrated lightning and fired at Kevin, sending him flying behind Gwen. "As a coder, and at the risk of reducing this lake to nothing but hydrogen and oxygen, I admit..."

When Ben turned to normal, revealing his green swimming trunks he finished, "...that I wasn't even trying hard!"

"That was you not trying hard?" Julie said as she helped fix the askew goggles on her son's face. "I wouldn't want to see what would happen if you were."

Chuckling at Ben's admission, Kevin conceded, "Okay, you got me that time! Live and learn, right Gwen?"

Seeing that Gwen hadn't even found it in her to get the rest of their meal out of the picnic basket, Ben figured, "She's still missing Grandpa," A frown forming across his face, he admitted, "So am I, to an extent."

"But she was fine in the car when we got here," Kevin wondered.

"It's my fault. I thought that if we went here, it would lighten things up," Ben sadly replied.

"This is Grandpa Max's secret fishing rock. He used to come out here all the time when he wasn't traveling," Gwen explained as she held a small stone.

"Away on Plumber business, you mean," Kevin figured.

"We didn't know back then. When I was 5, he brought me here and I caught a teeny-tiny little fish. He wanted me to release it, but I put up a big fuss. It was my fish, you know? Grandpa finally convinced me to come back when it was bigger," Gwen continued as she threw the stone into the lake. "Guess I never had an easy time letting go."

"You're being too hard on yourself, you two," Meta Knight said as he reappeared behind them, accompanied by his apprentices, Kirby, and Julie. "Letting the dead go is never an easy task. I have lost many a good friend, and those I consider to be family. It never gets easy to let the dead go, whether it's the first time or the hundredth."

"And Ben, you shouldn't blame yourself for trying to make things better for you two. I know Grandpa Max's death hit you hard, and it's not wrong to try and help each other," Julie reassured her boyfriend.

"Poyo!" Kirby replied as he jumped to hug his father.

However, something quickly caught Blade Knight's attention. "Oi, all o' ya! Look over there!" With everyone looking to a tree on the opposite side, they saw a figure clad in a blue robe putting a unique flower by the tree. Its 5 petals were yellow with a pink outline and massive light-pink filaments grew out of the center.

"You know, for a secret place, this place sure gets a lotta traffic," Sword Knight wondered.

"Did you ever see a flower like that, Ben?" Julie asked.

Going for the direct approach, Kevin quickly called out, "Hey! You in the cloak!" As the octet ran to the figure, she chuckled as she ran behind a tree. A flash of pink light shone as they neared the tree. Once they reached, they found that no one was there but them.

"Who was that woman? She just vanished!" Gwen asked in confusion.

"Teleporter, perhaps," Kevin answered.

"Look at this," Julie gestured to a section the tree engraved with "Max + Verdona" surrounded by a heart. "Max and Verdona? Who's Verdona?"

Pinching his nose, Ben realized, "I know that name somewhere, but I can't remember why."

"The strange thing is that I am having similar thoughts myself," Meta Knight admitted. "Verdona rings a bell somewhere, but I don't know where."

Picking up the flower, Gwen figured, "Let's find her and ask. I should be able to track her with this" Her eyes glowing pink, mana enveloped the flower. When nothing happened, Gwen tried again, only for the flower to wilt. "I really thought I had that move down!"

Looking down, Julie saw numerous flowers similar to what Gwen was holding. "Huh. That's not the first flower she's left here."

"So what do we do now?" Kevin asked. "We can't just wait for her to come back!"

Hearing this, Ben decided to act on an opposite train of thought to his old enemy.

Two Nights Later

"This is crazy. She didn't show yesterday and she's not gonna show tonight!" Kevin complained as he, Ben, Gwen, and Kirby waited for the woman to appear.

"Humor me," Gwen replied.

Sighing, Kevin heard a clicking noise and saw the source: Kirby rhythmically fiddling with the door lock mechanism. Seeing this, Kevin glared at the oblivious Kirby, while Ben silently gestured for him to hold his tongue, gently tapping the pink puffball's head. A few seconds later, though, Kirby decided to continue his actions in clicking the door lock.

"Do I look like I'm-" Kevin said before feeling the glare from Gwen, clearly not happy that Kevin would threaten a baby.

"You guys!" Hearing this, all involved parties halted their actions. "I have to find a bathroom."

"Lotsa trees around," Kevin replied.

"Real debonair, Kevin," Ben snarked in disapproval of Kevin's lowbrow humor.

Getting out, Gwen said, "There was a gas station a couple miles back."

"I'll drive you," Kevin offered seriously.

"No. Keep watch. I'll be right back," Gwen instructed.

As Gwen left, Kirby went back to clicking the door. Growling, Kevin went for the infant Star Warrior before Ben quickly scooped him and kept Kevin from him.

"POYO! POYO!" Kirby suddenly said as he looked out the window.

"Kirby? Is that-?" Ben realized as he saw the figure again.

As the woman picked up the wilted flower and began to make it glow with energy, Kevin quickly asked, "Alright, start talkin'! How do you know Max Tennyson?"

"POYO!" Kirby mimicked as Kevin removed the figure's hood, revealing her to be an old woman with white hair and blue eyes.

Smirking, the old woman answered, "What rotten kids." Her palm holding a disk of energy, she readied herself for a fight. "Go away." A massive pink explosion sent the three flying. Floating, the woman quickly flew away while they still spat out more dirt. Quickly pulling out the Warp Star for Kirby, Ben also readied the Omnitrix, turning into Jetray to give chase.

"JETRAY!" The Aerophibian announced. "Hey, Kirby! Open wide!" Seeing his father's eyes glowing, Kirby readily inhaled the neuroshock beams, undergoing a familiar transformation.

Laser Kirby Transformation

Once Kirby swallowed, there was soon the appearance of a black targeting reticle that fixated itself on Kirby's left eye. Glowing red, a high tech monocle soon built itself on said eye. Afterwards, the metal extended itself to cover Kirby's other eye, leading the right side to be more reminiscent of a visor. Afterwards, after glowing red, a powerful laser shot of the monocle, the force knocking the entire headpiece to the top of Kirby's head.

"Alright, Laser Kirby! Not a bad choice Tennyson!" Kevin admitted as he absorbed the metal of his car. As Laser Kirby and Jetray gave chase across the lake, the old woman took notice.

"Oh, a chase! I haven't had a good one in ages!" she playfully said. Hearing this, Kirby put his headpiece on, sending forth a flurry of red lasers to hit the agile target. Seeing this, she effortlessly dodged every single laser fired by the pink puffball. Seeing his son's strategy, Jetray decided to help by quickly turning in the opposite direction, away from Kirby. Putting much effort into his flight, a massive sonic boom followed him as he tried to cut her off.

"HA!" Jetray bragged as he flew in front of her, only for the woman to quickly swerve towards the shore. Anticipating this, Jetray looked to Kirby. "NOW, KIRBY! FIRE WITH ME!" At this, Jetray unleashed a powerful neuroshock blast from his tail and Kirby fired a mighty laser from his monocle at the woman. With this, a massive explosion engulfed her.

Flying backwards while chuckling, the old woman soon ran into Kevin, surprising her as she found herself in Kevin's strong grip. "Answers, lady. We're done. Playing."

"Not until I put my toys away, sweetie," the woman cheekily replied, summoning tendrils that grabbed Kevin's wrists and waist. With barely any effort, Kevin was sent hurtling to Jetray and Kirby, and while they swiftly dodged the attack, Kevin was sent skipping like a stone across the water.

Flying towards the woman, Jetray asked, "Who are you?" Smirking again, the woman began to generate pink energy around Jetray's tail, causing the Aerophibian to try to fire at it to remove it. However, the neruoshock beams instead caused the strange energy to swell like a balloon, and like an overinflated balloon, it eventually burst. A massive explosion followed, sending Jetray crashing to the rocks. Or rather into Kevin, causing a big splash down. At this, Jetray turned back to Ben, with Kirby quickly trying to fly towards his adoptive father.

Having the advantage, the woman decried, "This little world would be a lot more tolerable without troublemaking imps like you getting in my way!" At this, two disks of energy formed in her palms.

"Yeah? Show us what you got!" Kevin challenged. Hearing this, the woman got ready to fire, only to look up and see the sky becoming a true pitch black.

"VERDONA! KNOW MY POWER!" Two yellow eyes gleamed in the darkness. "I do not care what you are doing here, old friend, but you are not harming so much as a hair on the grandson of the brave Maxwell Tennyson as long as I am here!" Galaxia quickly glowed with a bright flame, and the swing forced the newly named Verdona to defend herself. Sparks flying across a barrier of energy, Kevin saw that Meta Knight had come to their aid and frankly, Kevin was more than grateful to have the veteran Star Warrior here.

For once, the old woman showed an expression of legitimate shock. "Meta Knight?! Is that really you? And did you say, 'Max's grandson'?"

"No. It is Garlude back from the ruins of the Incursean home world. Of course it is me! And yes, that is Ben Tennyson, grandson of Max Tennyson" Meta Knight replied.

"Meta Knight, how do you know this woman?" Gwen's voice interjected. Having just arrived, she just saw an old woman fighting against Meta Knight.

"Verdona, mayhap it would be better to discuss this matter with Gwen's family, since she does share your aptitude for mana," Meta Knight diplomatically suggested. Without a care, Meta Knight casually revealed, "So to does Ben, but his ember weakens with disuse, so try not to get to upset with his inability to fire energy like his cousin," Hearing that was a surprise to Gwen and Kevin, with Ben just about to wake up.

"My head feels so heavy," Ben groggily stated. Seeing Gwen and Kevin's wide-eyed expression, Ben asked, "Why is everyone staring at me like I've grown two heads and a third eye on each of them?"

"Apparently, you have some potential to be like me Ben, strange as that sounds," Gwen briefly explained.

"What?! But I've never used any of those spells like you! I've always used the Omnitrix" Ben said in complete shock.

"Just a minute before we go, Meta Knight," Verdona intervened. "You don't mind if I do a quick check on these two, do you?"

"If it will convince you that I jest not, then very well," Meta Knight conceded. "Do what you must,"

"This won't hurt a bit. Each of you has to give me your hand and I'll check for a certain spark," Verdona explained. Hearing this, the two cousins held their hand; Gwen held Verdona's left hand, and Ben held her right. "Hmmm, yes I see. Gwen really does have the Spark, while Ben...yeah. Like Meta Knight said, he does have a partial Spark, but disuse has definitely made it weak. Nothing a trip home couldn't fix, though!"

"A spark? What are you talking about?" Ben asked in confusion. In a flash of pink light, all involved parties ended up teleporting away.

A call from Kevin later, and Julie and Meta Knight's apprentices had been brought to speed, and all involved parties had taken their place in Gwen's grand house. While Verdona wished to bring in Carl, Ben's father, Ben told her that he'd kept his powers with the Omnitrix a secret and asked to make sure they weren't alerted now. Despite being upset at the opportunity to reconnect with her other son, Verdona decided to agree to Ben's wishes.

"Dad?" Gwen began. "We need to talk." Gwen's father, Frank Tennyson, had thin brown hair and glasses. His attire consisted of a smart polo shirt with a burgundy sweatshirt covering it and tan trousers.

"In your room? I'm honored," He responded. "When was the last time you let me in here?"

Closing the door, Gwen began the stressful situation of admitting her heroic-filled past. "I've been keeping a big secret from you." Seeing his frown, she opened a drawer, filled with numerous tomes of magic and artifacts. "Magic powers."

"So you're what?" Frank joked."A wizard in training? Come on, Gwen. There's no such thing!"

"But...there's more." Gwen continued. "You ready?" Activating her powers, the violet light flooded her darkened room. The sphere in her hand extended, swirling around her father and closing the draw.

Literally floored by his daughter's powers, Frank felt himself needing to sit on the bed."That's a big secret."

Biting the bullet, Gwen dropped the main reason she called him. "I met Grandma Verdona today."

Hearing that, Frank finally began talking. "I was afraid this day would come. But you never showed any signs of developing powers. Your mother and I thought you were in the clear."

"Magic runs in the family?" Gwen asked, surprised at this. "I knew it!" She exclaimed with joy.

"Honey, there really is no such thing as magic," Frank countered before revealing, "You and Ben have an alien grandma."

Shocked by this, Gwen found herself sitting by her father's side. "Okay, I'm overloading with questions! First of all, though, Meta Knight, you and Julie can stop listening in from the outside."

As Julie opened the door, Meta Knight chuckled as he said, "I believe the term you humans say in situations like this is 'busted', is it not?"

Seeing Frank shocked at Meta Knight's appearance, Julie hastily explained, "He's an aquaintance of Verdona if you gotta know. And she's actually downstairs, having a bit of time with our...little friend."

"So, who's she? Ben's girlfriend" Frank asked in confusion at the new girl.

"She's Ben's friend, and they're dating for now," Gwen explained, her friend quickly turning a shade of scarlet. "And yeah, here's the thing. My grandma, who we never knew, wants something from me and Ben, but we don't know what."

"Well then, let's ask her," Frank simply said.

Indeed, much to Gwen's mother's Natalie's disdain, Verdona and Kirby were getting incredibly well, leaving Kevin and Ben slightly left out. Sword Knight and Blade Knight, on the other hand simply sat on another couch watching the action unfold.

"Well Ben, you may not have as much of a spark as Gwen, but I'm certainly not going to complain about getting an adorable great-grandson from you," Verdona joked. Ben certainly felt happy about that, scoring brownie points from his powerful grandma.

"POYO!" Kirby happily said as he rode down an energy slide onto the couch. "POYO! POYO!" The little puffball cried.

"Of course, my dear! Anything for my first great grandson!" Verdona happily obliged his request.

"Verdona really fell for Kirby, quickly, didn't she?" Kevin joked as she lifted Kirby for another slide. At that moment, Frank, Meta Knight

"We're here now, Grandma! So what..." Gwen began before hearing Julie gasp.

"...ARE YOU DOING WITH KIRBY?!" Julie shouted in concern. Hearing this, Verdona lost her concentration and made the slide disappear, leading Kirby to fall onto the table, knocking a glass from the table and breaking it.

"And you wonder why I get frustrated when you come here, Verdona," Natalie huffed, seeing the broken glass. She had red hair like Gwen, as well as dark blue eyes, black eyebrows, thick eyelashes, and bags under her eyes. Her mid length hair was combed back, and her attire consisted of a white blouse with a green vest and a dark grey skirt with high-heeled shoes of the same color. For accessories, she had golden earrings and a necklace with a golden buckle.

"KIRBY!" Julie and Ben cried as they ran to their son in concern. Thankfully, Kirby didn't look that much worse for wear, and in a matter of seconds, he turned up at them with his trademark smile.

"POYO!"

"Oh, thank God," Ben breathed out in relief. Seeing the broken glass on the floor, Verdona quickly worked to repair it. With little effort, the glass fragments fit together like a 3D jigsaw puzzle before all the cracks vanished as if the glass never broke at all.

"That's amazing!" Ben and Gwen cried in tandem.

"You think that's something, wait until I tell you more!" Verdona proudly said. "Natalie, how about you get us some tea?" Glaring at her mother-in-law, Natalie nonetheless complied.

A few minutes later, cookies and tea were set. Kirby, the baby he was, was more than happy to enjoy the gooey goodness of freshly baked chocolate chip cookies.

"It's been a while since we saw you, Mom," Frank began as he poured tea for his mother.

"I suppose...in human time," Verdona said as she enjoyed the tea. "Ben, Gwen, I'm an Anodite from planet Anodyne."

"Anodite? I don't think I've ever had something like that in the Omnitrix," Ben wondered.

"So what is an Anodite?" Gwen asked.

"They're powerful beings capable of manipulating great power. Free spirits with powers that can seem beyond comprehension," Meta Knight answered.

"Ah, so like you to take away someone's thunder, Meta Knight," Verdona joked. "You sure you're not going to lighten up with some cookies?" Seeing Meta Knight shake his head in denial, she decided to continue. "Now we don't often interfere in the affairs of plain folk like the rest of you. However, I fell deeply in love with Max Tennyson,"

"And then ditched him?" Kevin snorted, thinking back to his own family. Ben, enjoying a cookie, quickly elbowed his former rival in the chest in anger.

"No! It's just after the kids were grown and out of the house, I needed to reconnect with my Anodite heritage. Max was busy saving the universe with the Plumbers," Verdona explained.

"But dad thought you didn't know about part of his life," Frank wondered.

"Yes. He didn't want me to worry. The sweet man he was," Verdona mused. After taking a nice sip of tea, she put it down as she continued. "We had many good years together, but we grew apart."

"The funny thing about Max hiding his Plumber life was that you almost became someone similar, right Verdona," Meta Knight said, a hint of venom in his voice.

Shocked, Verdona conceded. "Yes. Meta Knight is part of a similar organization to the Plumbers, the Star Warriors, dedicated to protecting the universe from all manner of horrific, eldritch monsters that threaten the realm. We met somewhere in the Perseus Arm of the Milky Way, and he offered to make me part of the Star Warriors."

"Indeed. Your powers could have helped us greatly in the fight against our enemies, or even helping us locate survivors," Meta Knight continued, venom dripping out.

Clearing his throat, Ben decided to prevent things from getting too out of hand. "So what drew you to Max in the first place, Grandma? And if he was so good, what made you drift apart?"

"Well Ben, even someone with as much mana as your grandfather is still just a physical being," Verdona answered.

"Mana? What's that?" Julie asked. Deciding to play around a little, Verdona pointed at her and generated pink energy around her mouth. All of a sudden, the energy turned into tape and shut her. Gasping, Ben tried to remove the tape, but to no avail.

"It's life energy. An energy that surrounds all living things. Us Anodites are capable of commanding it in powerful ways, allowing us to do all manner of miracles: healing the gravely ill, restoring objects to their former self, even resurrecting the deceased with an equivalent exchange of life energy from another source," Verdona revealed. The sheer magnitude of the power caused the two cousins to gasp in shock.

"So why are you here now? Really?" Kevin asked.

"Max's death was news that spread across the galaxy, and even reached my home planet Anodyne. That's why I came down here to remember the good times we shared," Verdona sadly answered. A smile broke across her face as she looked to her grandchildren. "Who knew that there were two budding Anodites amongst you? Gwendolyn. Benjamin. You'll be amazed at what the two of you can do. Allow me to teach you the power of life energy." With a blink, she removed the tape around Julie's face.

Having her question answered, Julie simply replied, "Oh."

"I do want to learn, Grandma!" Gwen said, her thirst for knowledge driving her.

"Same here! Where do we start?" Ben asked, equally curious.

Holding one hand from each of her grandkids, Verdona answered, "On Anodyne. Stop living this humdrum life and come home with me. Join the real party!"

"Leave? You mean, leave this place? Where my family is and my friends as well?" Ben realized.

"Yeah. This is all so...wow. This is too huge!" Gwen continued. "Mom? Dad? What do I do?"

"I don't know. You're both getting an opportunity I never had," Frank answered.

"We always hoped you'd take after my side of the family," Natalie countered, glaring at Verdona who did likewise. "But we want you to be happy."

"We won't stand in your way, Gwen," Her father reassured her. "And don't worry Ben, I'll explain to your folks as well if you go either. Carl should help break the ice with your mother."

"You won't?" The two cousins asked simultaneously.

"Then it's settled! Come on, you two!" Like a leopard, Verdona pounced at the opportunity. However, the two cousins were overwhelmed and ran upstairs.

"We'll handle this," Meta Knight reassured as everyone who wasn't a human adult or Anodite followed the cousins.

"Oh. Such serious children," Verdona remarked, earning another angry look from her daughter-in-law.

"I knew I would find you both here," Meta Knight mused as he saw Ben and Gwen sitting on the roof. The two were left reeling from the bombshells they had been given. "I figured you'd want some company if you don't mind." Looking behind them, the cousins saw Kirby, Julie, Kevin, and the Knights arriving.

"I guess the Omnitrix wasn't the only thing making us different from the rest of everyone in high school," Ben replied.

"Yeah, same here. This was definitely not how I expected the day to go," Gwen agreed.

"Ben, you know we'd be in serious trouble if you're not around, right? We have to deal with not just the Highbreed, but Nightmare too," Julie pointed out.

"I know. We've been recruiting Plumber's kids before we had Meta Knight and the others, so you'd still have plenty to help you out if we go," Ben figured.

"But we'd be gone a long time, Ben," Gwen pointed out.

"Maybe forever," Kevin wistfully said.

Hearing this, Kirby let out a sad, "Poyo?", crushed at the idea of growing up without his daddy. Seeing Kirby having tears building in his eyes, Ben quickly looked to his son and scratched his head to comfort him.

"I'm no expert on fatherhood, but I don't think it's healthy for a child to grow up without a dad in their lives," Sword Knight said.

"Still, two Anodites could do a lot for us with their command over mana," Blade Knight pointed out.

"Good points from the both of you, but ultimately, we need to let them decide what to do," Meta Knight said.

"So what do you think, Kirby? Should I find out more about who I am?" Ben asked.

Hugging his father, Kirby began to shed tears, trying to keep his father from leaving him and mommy. "POYO!"

"Alright, I get it," Ben answered. Holding his son in his arms, he gently assured the Star Warrior, "But even if I leave, I'm always going to have you with me no matter what."

"Kevin, what do you think? Should I go with Verdona?" Gwen asked.

"No, why would you think about it? I want you around!" Kevin angrily answered. "The whole thing's lame, being forced to choose between us or her, who hasn't been around for long! It was your Grandpa who stuck with you two, not her!"

Hearing that she was still wanted and his honest opinion, Gwen quickly pecked Kevin on the cheek. Running down, she hardly noticed Julie giggling at how lovestruck Kevin was acting and Ben's smile.

"LAME!" She heard Kevin repeat.

'She wasn't there, that's true. It was Grandpa who helped me and Gwen against Vilgax, Ghostfreak, Kevin, and the Forever Knights, not Verdona. Where was Verdona when Grandpa was hospitalized by Rojo and her gang? Where was she when I thought I was turning into a Yenaldooshi? WHERE WAS SHE WHEN ZOMBOZO TRIED TO STEAL GWEN'S HAPPINESS? If she really cared so much about us, why didn't she talk to us when we were kids?' Ben realized, seeing Kevin's point. Power like Gwen's was tempting, but why would he spend his life with someone who barely knew him? That thought stirred anger in him, and bile began to build, overtaking the curiosity of finding out more about his past and his people.

As a disco ball lit the room in a multitude of colors, rock music was blaring.

"Shag Carpeting! Max's favorite band. How is it that the most backwards creatures can make the best music?" Verdona noted as she danced.

Seeing what happened, Natalie told her husband, "Don't you complain about my aunt ever again!"

"Cheer up kiddo. You didn't have the Spark, unlike your daughter and nephew! There was nothing I could teach you!" Verdona playfully countered.

"You taught me a lot, Mom. You and Dad both," Frank said back.

"Oh, you! You know what I'm talking about! I even came back when the grandkids were born. I thought Ben didn't have the Spark, but I guess Gwen's Spark, fresh in my mind, clouded my mind. I didn't realize he had a Spark until today! Well, more like an Ember of the Anodites, but you know what I mean," Verdona answered.

"Mom, if you can give Gwen and Ben an opportunity that me and Carl can't, we won't hold you back," Frank said. That was the moment Ben and Gwen came down.

"Grandma. First, let me say that me and Ben really do appreciate the offer," Gwen began.

"Yeah, but I think we'll settle for being gifted humans. We have friends and family here, and it'd be hard for us to leave for too long," Ben continued.

A confused look on her face, Verdona snapped her fingers and made the disco ball vanish. "You two don't even know what you really are. Kiddos, your place is in Anodyne among our kind. Let me show you!" In a burst of pink light, Verdona changed drastically. The light was so bright that the rest of the group, coming down the stairs, were completely blinded. Her skin and clothing was discarded like, well, clothing. In Verdona's place was a pure purple being. Her hair was no longer grey but a long tendril of pink energy. "See? Just a disguise! This is what it means to be an Anodite!"

"So that's why she looks so good!" Natalie said, looking at her mother-in-law's true form.

"Mature Anodites are pure energy! We draw life from the mana around us!" Verdona continued.

"Alright, I gotta admit. That's actually kind of awesome," Julie replied, earning stares from Kevin.

"You two are just too young to make up your own minds! Let me help you both. I'll destroy your bodies and free the Anodites inside! It'll be fun, and you two will be able think far more clearly" Verdona continued.

"That was your game?! Destroy the bodies of your own grandchildren?!" Kevin answered in complete horror.

"You can't be serious! Do you have any idea how dangerous that could be?" Meta Knight angrily asked.

"I am serious, Meta Knight! And how will they know if they like something if they don't try it!"

"Are you tellin' us you're goin' to ignore your grandkids' words just 'cause they don't fit your desires?" Sword Knight asked.

"They said no! Can't you respect that?" Blade Knight asked.

"Don't bother. Verdona, I believe you and I are due another dance!" Meta Knight angrily answered.

"Indeed, MK!" At this, she blasted him, Kirby, Sword Knight, Blade Knight, Kevin, and Julie out the house.

"GUYS!" Ben asked in concern for his friends as he and Gwen ran out.

Giggling, Verdona floated out as she readied another mana blast. "Now this is what I call a party!" Firing at her grandchildren, the mana blast hit and resulted in a massive explosion. Thankfully, Gwen was able to shield all of them simultaneously. All except for Meta Knight, who teleported behind the Anodite and slashed her in the back. At this, Verdona attempted to slap him with her prehensile hair, but he quickly dodged. Time enough for Gwen to form mana platforms and attempt to through mana at her grandmother, but unlike her attempt with Meta Knight, she managed to slap her mana away.

"Gwen, stay back!" Kevin instructed as she prepared another attack.

"You too, Ben!" Blade Knight continued as Ben readied the Omnitrix for another transformation.

"Hit the road Kevin!" Ben ordered.

"What?" Looking down, he realized what Ben meant. "Ohhh!" Absorbing the stone, Kevin felt stronger, and began hurling stones at Verdona, who flinched from the attack. And that was enough time for Ben to turn into another alien form. This time, he resembled a blue-furred monkey with arachnid features. He had four green eyes and four arms with three fingers each, alongside a tail with two stripes near the tip. The Omnitrix lay on his dark blue chest.

"SPIDERMONKEY!" Ben announced.

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Codon Stream Entry: Spidermonkey

Species: Arachnichimp

Home World: Aranhascimmia

Aranhascimmia is a world that can be described as a jungle gone wild. Trees that make the Empire State Building look like small huts cover the surface. On the ground, a wide variety of life forms inhabit the bottom, and these are ravenous predators were adapted to the near pitch darkness that result from the coverage of the trees. As a result, the Arachnichimp race adapted to life in the trees. Their environment ordained for a heavy need for agility, and their hands have evolved pads similar to those of geckos, allowing them to stick to surfaces easily. Their prehensile tails allow them to unleash webs strong as steel and incredibly sticky, making them useful either to blind predators or catch food more easily, whether it be food far from grasp or the rather large insects of their homeworld.

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"Hold on, Gwen! I'm coming!" Spidermonkey declared. Indeed, Verdona, despite Kevin's skill at rock launching, was making a beeline for Gwen, who had erected a barrier of mana. Despite this, Verdona's hair soon began to tear through it, nearly hitting Gwen had Spidermonkey not used a tail webline to keep him behind her.

"Come on, Gwen! Let's show grandma what we can do! OOK OOK!" Spidermonkey declared. Even now, Verdona was still getting rocks in her face courtesy of Kevin. However, Verdona soon had enough and wrapped Kevin in her hair.

"Oh grandma!" Gwen said in a sing-song voice.

"What big trouble you're in!" Spidermonkey finished as the two cousins used a makeshift slingshot of web to launch a massive ball of mana at Verdona. A mana shot might not have done much if it was on its own, but now, it was like being on the receiving end of a massive cannonball, and it sent Verdona flying back. With Gwen held by Spidermonkey's lower arms, their combined agility gave them an advantage over the sole Anodite, and soon, Gwen's martial art training kicked in, literally. Two kicks from Gwen were enough to stun her, and Spidermonkey quickly wrapped her in webbing.

"That should keep her in place!" Spidermonkey declared. At this, Meta Knight's apprentices, Kevin, and Julie ran up to her. Looking at her state, though, something felt off.

"This doesn't seem right," Sword Knight wondered.

"Yeah, I'm feelin' kinda uncomfortable," Blade Knight continued.

It was Kevin who solidified things as he held a massive slab of stone. "Dude! I don't think I can pound your grandma!"

"Don't worry too much. OOK OOK! We're just teaching her to mind her mana!" Spidermonkey joked.

Laughing at her grandson's humor, Verdona complimented, "Good one, kiddo!"

"Not really," Julie snarked. However, a blast of mana caused the webbing to disappear in an explosion, and the tennis player ended up flying, not as durable as the rest.

"JULIE!" The Arachnichimp cried in concern, running as she sent flying into a tree.

"POYO!" Kirby agreed, following his father. In a moment, the tennis player was sent hurtling across the ground into a tree. Groaning, Julie limply stood up.

"Julie, come on!" Spidermonkey cried in concern. "Get up! Get up!" Unfortunately, Julie wasn't able to stand up, and soon collapsed unconscious.

"P-poyo..." Kirby sadly said, looking at his mother. Looking at the sad expression on his son's face, his unconscious girlfriend, the fact his wishes weren't respected, and the memories of all he, Gwen and Max suffered while Verdona was gone began to boil over.

Soon, though, something did begin to happen. The Omnitrix began to glow pink instead of green, with it saying, "Unknown energy accumulating within host body. Returning to normal to prevent overloading Omnitrix." In a flash of pink light, Ben turned back into his original self with one major difference: his eyes were similar to his cousin when using mana.

"VERDONA! WHERE WERE YOU?!" Ben answered with his voice having a distinctive echo in it. At this, mana began to form around his forearms and hands. The mana around his hands took a similar shape to Gwen's own, but Gwen noted something: his mana discs had serrated edges, making them resemble saw blades instead of frisbees.

"What do you mean?" Verdona asked in genuine confusion. "Where was I?"

"Where were you when we needed you? You didn't come for birthdays, our first days of each grade, or anything like that! Where we you when we really needed you? Did you know that Max was in the hospital because of a biker gang attack?!" Ben angrily asked as he readied to throw his mana saws.

"What?! That's news to me!" Verdona honestly answered. She never heard of that, and woe if that gang was still kicking!

"So you also didn't know that I thought I was becoming a werewolf without any control, or that Gwen could've lost her life against a clown?!" Ben continued as he hurled the saws. At this, Verdona was forced to dodge, and the saw blades quickly lodged themselves in the wall, and soon Ben angrily began to leap, forming the mana around his arms into a wicked trio of wrist-mounted blades on each hand. Angrily slashing, Verdona was given little time to dodge, shocked beyond belief that she neglected her grandkids' health. "That monster of a clownish freak would have drained of her mana, in his words, LIKE A SPONGE IN A POOL PARTY! She looked like she had aged 50 years in that time, still trying to laugh. Did you bother lifting a finger to help us then?" Even when Verdona elected to set up a shield, it did very little good, as Ben's claws simply tore through it a piece of paper.

"I know Ben gets mad, but this feels like something else," Kevin commented as he looked at Ben.

"It's his Anodite side. His novice skill in using mana combined with his strong emotions is causing his own anger to drastically increase and overwhelm him, and if we can't calm him down or get him to focus on something else, he may end up losing his own humanity!" Meta Knight explained. Indeed, Ben's anger was shocking to everyone.

"Were you aware of any of this, Grandmother?!" Ben angrily asked, managing to slice off part of Verdona's hair. At this, Verdona quickly restrained his arms, but Ben's anger led him to continue to attempt to struggle.

Noticing the hair, Gwen got an idea for how to draw Ben's attention. A father would hopefully notice if something happened to his son, after all. "Kirby, quick! Suck up that mana!"

"Poyo?" Kirby asked, looking away from Julie's unconscious form. Once he saw it, Kirby realized and ran towards it. Once again, Kirby sucked in and the tendril of mana quickly found itself sucked in, leading Kirby to transform into a brand new form. Thankfully, it did seem to do the job, as Ben's anger quickly dissipated as he noticed what happened, attracting his and Verdona's attention, causing her to let him go.

ESP Kirby Transformation

Once Kirby swallowed, Kirby quickly began to charge up a massive green energy ball, hunching over and shutting his eyes. At the moment the orb reached max size, he turned the orb into a blue cap with a red bill. Putting it on and tilting the bill to his right, Kirby nodded before he quickly waved one arm in an S motion, causing small sparks of psychic energy to follow the pattern.

"Whoa! What's that one?" Ben asked, his anger slowly leaving him. Realizing what he'd said, he looked away from Verdona in shame.

"That is ESP Kirby. A master of psychokinetic abilities, such as telekinesis!" Meta Knight revealed.

"Well now. The party seems to have at least picked up a little!" Verdona said as she tried to push away her guilty feelings of abandoning her children.

"POKYO!" Kirby said as he concentrated energy into a purple ball. Filled with electricity, it was sent hurtling towards Verdona before erupting into a massive electrical explosion. Seeing that Verdona was reeling, Kirby concetrated a smaller ball of energy as he jumped. Sending the energy ball into himself, Kirby ended becoming an electrical cannonball that slammed into Verdona.

"What was I saying to her? She just wanted to mourn her husband and I had to wreck it," Ben sadly said as he realized what he'd told his grandmother.

"It's not your fault. Seeing all that happen, your emotions just got the better of you, and your Anodite side overhwelmed you. It's something that gets better with practice," Meta Knight said to reassure Ben. At that moment, smoky wisps of mana began surrounding everyone and converging on Verdona.

"What's going on?" Gwen asked.

"She's drawing mana from every non-sentient living thing around her! The trees and grass!" Meta Knight explained. With that, all the wounds inflicted on her were gone.

"I'm really enjoying this!" Verdona continued. At this, her hair slammed on Kevin's slab and began to push him into the ground. Soon, he ended up part of the slab.

"I should get out more...but now, onto the business of taking my grandson with me," Verdona began before noticing something. At this, she cried out, "What in the galaxy?!" Following the Anodite's line of sight, they noticed that Julie had gotten up, but her posture had changed. Instead of standing straight, she almost seemed like a puppet without any strings, her arms limply hanging below her. Everyone noticed that in her right hand, fire seemed to burn around it, while her left one was coated in ice. Finally, her eyes glowed with lightning.

"Bonjam...and goodbye, harmer of my loved ones!" Julie's voice said, sounding like three talking at once. At that, Meta Knight and Verdona's eyes both widened.

"Bonjam? That's not a term I've heard before," Gwen wondered. At this, Julie stood up suddenly, unleashing a torrent of fire at Verdona, who quickly erected a shield of mana to protect herself.

"Did...did Julie just develop powers?" Ben wondered in complete shock. She showed no indications of having these powers before, so it had to be a recent development.

"Maybe it's more like latent powers. Exposure to mana could've done that," Gwen pondered.

"Well, she's not Heatblast, Brainstorm, or Big Chill, so that crosses Plumber's kid from the list," Kevin answered. Still, Julie continued to attack Verdona. She soon began retaliating with a burst of water from her mouth and once Verdona was surrounded, she froze it, trapping Vedona in an ice sphere. However, a few seconds later, and Verdona made the ice sphere explode. That led to Julie quickly unleashing lightning bolts from her fingertips, zapping the Anodite in her tracks. Within a few seconds, though, Verdona was able to withstand it enough to quickly attack back with another wave of mana. Undaunted, Julie continued her onslaught, pulling massive boulders from the ground around her and hurling them at Verdona. The master Anodite quickly managed to shatter the boulders into rubble and decided to send them back at the tennis player. As protection, Julie surrounded herself in a sphere of wind, releasing the pieces in every direction. Reflexively, Verdona sent a wave of mana to disintegrate what little rubble remained, but also striking Julie. At that, Julie's posture returned to normal, as did her mind. However, her powers did not dissipate, and she was shocked.

"What the-?! How am I controlling fire?!" Julie asked in complete and utter shock.

"So does the term 'Jambastion' mean anything to you?" Verdona questioned, deciding to confirm a theory.

"What? No. What are you talking about?" Julie replied in confusion. At this the flames in her palms vanished without leaving a mark on her clothes or skin. Collapsing to her knees in shock, Meta Knight's apprentices soon worked to soothe her flustered nerves, as did Kirby.

"Hmmm. I see. Well in the meanwhile, I have two stubborn children to deal with," Verdona continued as she wrapped Ben and Gwen in her hair."No need for tantrums, you two. It'll all be over in a second, and Ben, I promise to not leave you two ever again." As she carried them to the roof, she took on a more gentle tone. "Ben, I really do apologize. I should have checked with you two more often, and had I known you, Max, and Gwen were in trouble, I promise you that I would have come back here in a heartbeat to help you two."

"Grandma, I'm sorry for what I said. I just-" Ben apologized.

"Don't be. The first time mana is used like that always ends up with one emotion running wild. And considering that you saw your girlfriend attacked and your son crying, plus that internal resentment, I don't blame you for being mad at me like that," Verdona gently reassured her grandson.

"It's sweet of you to say that Grandma, but could you listen to us, please?" Gwen asked. In a far less aggressive mood than before, Verdona let her grandkids go.

"We're not going, Grandma," Gwen and Ben agreed.

"I love having powers, but I like my life here more," Gwen began.

"I like fighting monsters and saving the world," Ben continued.

"Anodites help tons of people. Scads! You could both use your powers any way you want after you've mastered them. Gwen might take 60 years, while Ben needs 70 years," Verdona argued.

"It's more than that, though. I like swimming and school and breaking boards with my hands and running and feeling tired afterwards and...kissing boys." Gwen confessed.

"Same here. I have soccer, Sumo Slammers, video games, and now I have a son I'm learning to have. Plus a girl I'm happy with. She knows my secret and doesn't care one whit of it," Ben agreed. "Didn't you have a similar experience with Grandpa?"

Looking back on those times, Verdona sadly remembered, "Aww, I was just a kid having my fun." Perking up, she argued. "Trust me, you two. Grown up parties are so much better."

"Admit it, Grandma, you miss those times. More than that, you miss Max. It's what brought us to his fishing place," Gwen countered.

"Max should have been like us. He had a spark all his own! An adventurer! A troublemaker! Just like your friend..." Looking at Kevin, the ex-prisoner's name escaped her. "Curtis."

"Kevin." He replied back.

"Energy beings talking here!" Verdona said.

"No. You're an energy being. We're just kids." Ben answered back.

"Perhaps I forgot what that life is like," Verdona realized. Still trying to keep her grandkids with her, she decided to try one more time to convince them. "Still, what I'm offering you two is better. Think of how many more powers you'll have!"

"I like my powers, but I love my friends and family," Gwen answered.

"I didn't even know I had these powers in the first place. Even if I had them earlier, though, I'd still choose my friends and family over power any day," Ben agreed.

"We're not going with you, Grandma," the cousins concluded concurrently.

Finally seeing she wouldn't win, Verdona conceded. "No. I don't believe either of you are." Frank and Natalie, who had been watching the whole exchange, smiled, seeing their daughter and nephew elect to stay instead of leave. Carrying the two down gingerly, Verdona decided to fix the mess caused by the fight. "Well, it's been a wild little shindig!" Snapping her fingers, everything had been restored to normal, as if there hadn't been a fight in the first place. "But mama's got to go!"

"How did you do that?" Ben wondered, seeing how it seemed nothing had changed.

"You two could come with me and find out," Verdona jokingly explained.

"Yeah...or not," Gwen answered back.

"Had to try," Verdona answered. "Goodbye, all. And Julie?" Hearing her name, Julie snapped to attention, wondering what was next. "Your first instinct upon unlocking such raw elemental power is to stick up for your boyfriend? That's what a grandmother likes to see! You're all right!"

"Heh. Honestly same to you. Hopefully Ben can give me some lessons in controlling them, since he has aliens that let him do that," Julie answered back.

"And as for you Kirby? Sorry you had to see daddy and his grandma fight. I promise when I come next time, I'll have some candy from another planet just for you!" Verdona said as she kneeled to the level of her great grandson.

"POYO!" Kirby happily said as he tackled his great-grandmother in a hug.

"Don't forget to have some fun you two! I'll be dropping in every now and again to check on your progress!" Verdona instructed.

"Oh joy," Natalie said in exasperation. As Verdona flew upward, she became more like a streak of purple light shooting into the heavens. Looking at their feet, the cousins found flowers similar to the one Verdona had placed at the tree with the heart Verdona and Max carved out.

"Come on. Ben and I know where this goes," Within a few moments, all except Meta Knight had arrived at Max's fishing spot. The two cousins placed their flowers down as all involved parties were there to pay the respects to Max Tennyson, whose bravery would be continued in his grandkids.

Unknown to the rest of them, while Kirby and the others payed their respects to Grandpa Max, Meta Knight made a request. Standing on the roof of Gwen's house once again, he awaited Verdona's arrival. His wonder of her arrival ceased when a purple light shown, and Verdona reappeared, once again in her human disguise.

"Well, I'm here. I guess we're going to be talking about...that?" Verdona began. "The fact that it seems that Ben is dating the future High Priestess of the Jambastion cult? Destined to bring Void Termina to devastate the universe or at least the planet?"

"Yes. Before you ask, no. I never knew that Void Termina had designs for this planet, of that you can be certain," Meta Knight began.

"I know that, you dummy! I didn't blame you for that at all! But we do know what that means, right?" Verdona replied.

"Yes. I know Void Termina is an ever-present threat, but right now, I don't think it's wise to reveal the existence of that accursed religion to Julie just yet," Meta Knight figured.

"Why not? You know what they can do, or have you forgotten how many planets they've devastated to bring him forth," Verdona argued.

"I am not unaware of their capabilities. Many Star Warriors fell to him before attempting to keep him from reawakening. However, Ben and his friends already have more on their plate right now. They're aware of Nightmare and his lackeys, and that is a threat that will be ever constant throughout Kirby's life, especially as of now. With the Highbreed, they are the ones who took Grandpa Max's life, so they're the more personally and immediate threat. At least with him, we have the mercy that there is eighteen months time before they are ready to strike," Meta Knight explained.

"True. But still, I think I'll come a bit more frequently. I don't exactly plan on letting him turning his blade on the world my husband died to protect. I'm going to be training Gwen, Ben, and Julie every month if that's alright with you. Just know that I may give some details about Julie's past in the process if I have to," Verdona figured.

"That is understandable. Very well, you can tell Julie and the others of the Jambastion cult if you need to, but don't tell them about Void Termina just yet. Once the Highbreed are dealt with, we will both discuss that cult together," Meta Knight finalized.

"Yeah, and do you still hold a grudge for how little I helped back then?" Verdona asked, a look of shame covering her face.

Sighing, Meta Knight admitted, "To an extent, I did. I have wondered how many lives could have been saved if you had been there helping us against Nightmare, whether it was fighting or finding survivors. But anyone is free to choose how they live their lives. You didn't want to fight for all your life, and honestly, there are times myself when I wonder if I could have simply lived my life as a humble farmer. So no, I don't hold a grudge now."

Hearing this, Verdona smiled. "Thank you." In a flash of pink light, Verdona vanished again.

"I can only hope that the Jambastion cult is unaware of this, but I fear that my hope is for nothing," Meta Knight mused before he left, flying through the air like a bat.

"AAAGH!" Cried out a loud voice in a jolt of pain. This came from a rather tall man whose eyes glowed yellow under the darkness under his attire. This consisted of a white robe that had golden trims with ancient symbols printed on them, a white hood that covered his head that also had gold trims with ancient symbols printed on them. On the front of his hood was a dark periwinkle symbol consisting of a heart with two bat-like wings, an eye within the heart, and two jagged horns. He also wore a white veil that covered the majority of his face.

"Master Hyness!" Came the voice of one of his three most trusted servants. She had long blue hair that was parted to the right alongside a pair of hair loops, and atop it was a dark purple beret with the same emblem on her master's hood, albeit colored blue. Her skin was rather pale, and she had two blue markings running from her eyes that were the same color. She wore a long, v-style collarette outlined in blue, and on the collarette were two purple hearts interlocked by a golden chain. She also wore a black dress with a blue underside. This dress also partially covered her face in a similar manner to a veil, and that area on her face was black and white with orange buttons on it, similar to some snowman/penguin hybrid. She wore thick fur gloves with blue hearts on the cuffs. Finally, she wore navy blue leggings and thick fur boots with similar hearts on the toe areas. "I heard you screaming in pain! Are you alright?"

"It...it is alright, my dear. But such pain is good!" Hyness reassured his servant.

"How? You have been meditating for months on end for the past few years. You still haven't told us why!" His servant said as she began to have mist form around her hands, generating a small amount of ice to cool her master's feverish head.

"Francisca, my dear. You remember what I needed you and your comrades for 15 years ago? The seed you three planted has grown strong, and I have monitored her progress ever since. Not even the traitor trying to run from us has impeded her progress" Hyness explained.

"You mean..." Francisca realized.

"Yes! Glory unto Dark Matter, our future High Priestess's powers have come to bear their fruit, and she has used them for the first time!" Hyness revealed. At this, Francisca realized what was next.

"Do you mean that our goal shall be achieved?" Francisca wondered, a smile forming under her dress.

"Yes! In time, we will call forth Void Termina, and claim this planet as ours before we spread the message of Dark Matter beyond the stars!" Hyness chanted. However, he suddenly felt weakness as his knees buckled. Seeing this, Francisca quickly caught her master before he could get hurt.

"Master. You have been meditating and barely eating for the past few days. Perhaps you should take some time to have some meals and sleep?" Francisca asked in concern.

"Yes. Perhaps. But alert your sisters. They too should learn of our High Priestess's power birth," Hyness conceded as he went to the bed in his room. Nodding at this, Francisca left the room to talk to her adoptive sisters.

"HIYAA!" Cried out another voice. As more training dummies fell to her burning blade, a short girl doused the flames surrounding her body, revealing herself. She had spiky red hair with a pair of pigtails on the side. Similar to her sister, she wore a dark purple beret, but her emblem was red. Her skin was also far darker, and she had red eyes that had red markings curving up from the top of them. She wore similar attire to Francisca, albeit colored red instead of blue, even with the penguin/snowman design veil. She wore a pair of red gauntlets that did not cover the underside of her hands, and each pad also had a red heart design on their cuffs. Finally, her legs were bare and revealing quite a bit of muscle, and for footwear, she wore thick black shin-high boots that had red hearts on the toes.

"Well done Flamberge," called out a more genial voice. This came from a taller girl with blonde hair done in an ojou style, albeit with two strands styled like insect antennae. Her general style was the same as her sisters. Unlike them, though, her dress was outlined in yellow, and her yellow eyes had markings on the bottom with them curving upwards. Her legs were covered in thigh-high white stockings and covered in black knee boots that had yellow hearts on the toes, and her arms simply had forearm guards with no hand protection.

"Heh. You know me well enough sis. Gotta be strong for Void Termina when he arrives. Especially after he left us," Flamberge said with venom in her voice.

"Will you not linger on him? He forsook our values from us years before. We just need to remember that it is better for us to look to Void Termina's arrival," her sister noted. She would have continued had Francisca not barged in.

"Bonjam...my sisters," Francisca said as she panted.

"Ah, Francisca. I figured your pale face would be spent lodged in a book or somethin'!" Flamberge smugly stated.

"Knowledge is power, you uncultured oaf! It's obvious you need such a mighty blade to make up for a distinct lack of brain," Francisca cooly retorted.

"Hey, at least the flaming blade can garner respect along with a cannon! Your wimpy axe and soda gun are scary only to trees and people trying to watch their weight!" Flamberge angrily stated.

"Why would I need to scare with my weapons when I can freeze foes to make them watch helplessly as I hold their lives in my hands?" Francisca said in frustration.

"ENOUGH!" the third sister stepped in before things could get uglier, lightning sparking from her eyes. "We are the Three Mage Sisters and we are best when we work together, not destroy each other!" Seeing her sisters falling in line, she cleared her throat. "Now. Francisca, I believe you were trying to say something earlier."

"Thank you, Zan Partizanne. I was going to bring good tidings before Miss Lava Brain interrupted," Flamberge bristled at the unsbutle jab. "The powers of the High Priestess have awoken. Void Termina harkens ever closer!" Francisca explained.

Gasping in joy, Zan Partizanne replied, "Is this so? Then it seems our plans are coming true! Dark Matter will return!"

"HEHE, yeah!" Flamberge agreed with no hint of sarcasm or frustration. "Our prayers and sacrifices have not gone unanswered!"

"Not quite," Francisca said. "Her powers have awoken, but it will take eighteen months for her powers to truly be ready for her to be our true High Priestess."

"Hey. We've been waitin' for this moment far too long. That time's gonna pass before ya know it," Flamberge countered.

"True. But you know that when I lead the operation that brings the High Priestess, Father Hyness will see me as his favorite!" Francisca boasted.

"You? A leader? You couldn't guide ants to a picnic!" Flamberge said. "Clearly, it'll be me who becomes the apple of his eye!"

"Oh please. You couldn't lead a parade without it blowing up in your face!" Francisca fired back.

"Insolent ice queen!" Flamberge angrily screamed.

"Hot headed idiot!" Francisca retorted.

"RAAAAGH!" At this, Flamberge screamed in anger, tearing a massive chunk of stone from the ground while setting it alight with her pyrokinesis, launching it like a flaming meteor at Francisca, who quickly responded by forming a massive wall of water that proceeded to freeze into ice. At the collision of the two, a massive explosion of steam erupted from between the two of them.

"Must we go through this with every little thing?" Zan Partizanne huffed in frustration, face-palming. Calling forth her own powers, the other sisters were shocked to obedience as lightning struck the both of them. Just to be certain they wouldn't do anything else, she quickly surrounded them both in a cyclone that tossed them around, leaving them dizzy, but ultimtately no worse for wear "Still, the emergence of the High Priestess's powers is a major development. Continue honing your skills and make sure that we're ready for the big day."

"Bonjam," the fire and ice duo replied as they respectfully bowed.

With this, the three sisters repeated their creed. "Bring Void Termina! Hail Dark Matter!"

Voice Cast

Kevin Levin - Greg Cipes

Brainstorm - Dee Bradley Baker

Ben Tennyson - Yuri Lowenthal

Julie Yamamoto - Vyvan Pham

Gwen Tennyson - Ashley Johnson

Meta Knight - Eric Stuart

Blade Knight - Eric Stuart

Sword Knight - Eric Stuart

Kirby - Makiko Ohmoto

Verdona - Juliet Landau

Jetray - Dee Bradley Baker

Frank Tennyson - George Newbern

Natalie Tennyson - Juliet Landau

Spidermonkey - Dee Bradley Baker

Omnitrix- Yuri Lowenthal

Hyness - John DiMaggio

Francisca - Mae Whitman

Flamberge - Erika Harlacher

Zan Partizanne - Shanelle Workman

Author's Note:

Whew! Man, it's been some time since I went back to good ol' Kirby! I think you can already see where the Earthbound influence for ESP Kirby is. So yeah, I do want to make one thing apparent. Ben may have a glimmer of the Spark of the Anodites, but that doesn't mean he'll be using magic, and the same will also apply for the Ben in Ben 10: Reincario. The Ember of the Anodites just means that he has more of an intuitive aptitude for magic than Albedo would, and while he may eventually use magic as Ben 10,000, he'll never be as capable a magician as Gwen is. At this point, mana is more akin to an adrenaline rush for him: he has to be in fight-or-flight mode for him to be able to use mana, and it will also turn him back to normal if he is alien form. He'd need to be in an alien form that specializes in mana or magic, such as Terraspin, to match her strength temporarily. As for Ben's mana powers? I based them partially on a combination of Metal Man's Metal Blades and the claws of Wolverine.

And for another zinger, yes. Yes, I have given Julie genuine superpowers, and given her a connection to the Jambastion Religion, and you should see where the influence for each General comes from. I'll give a hint: The Tribe of Thirteen Thieves. Additionally, Flamberge and Zan Partizanne have been granted power over earth and wind respectively, so each general commands 2 elements each: Francisca is ice and water, Flamberge is fire and earth, and Zan Partizanne is electricity and wind. Hyness, though, I decided base on Brother Blood from Teen Titans. Just to be clear, the Three Mage Sisters will be humans, so they don't have the same "floating limbs" thing they had in Kirby: Star Allies. Does Julie's new powers mean Ship will not be included? No. He will be present, but I have other plans for that Galvanic Mechamorph.

Next Time: Going, Going, GOAN!

Magolor, still trying determine a method to defeat Kirby for Nightmare, realizes a critical weakness of Kirby: his appetite. Deciding to lure Kirby into a trap, Magolor sends the culinary champion monsters Monsieur Goan and Fryclops to win Kirby through his stomach. Giving Kirby a tasty yet addictive tornedeu, Kirby finds himself struggling when another monster is sent to destroy him: the mighty Red Viper. Will Ben and Julie be able to control Kirby's hunger, or will Monsieur Goan and Fryclops be serving Kirby pie a la mode with the help of Red Viper?

Chapter Text

Chapter 6: Going, Going, Goan!

Massaging his temples, Magolor continued to struggle with strategizing. Kirby was no slouch, he knew, but there had to be something he could do. Some weakness to exploit or something like that.

"Oh brother, what am I gonna do?" Magolor huffed in frustration. "I feel like I'm going through fog trying to come up with ideas!" Deciding to take a break from brainstorming, Magolor got up from his table and decided to take a walk, or rather a float to clear his mind.

"Perhaps a bit of spying will get me something I can use," Magolor figured. Going to his ship's camera room, he decided to send a camera drone to perform some espionage.

"I'll be sure to crack your secrets one way or another, Kirby!" Magolor promised as he went to work observing the footage.

"POYO!" Kirby happily said as he watched Ben work to help hone his girlfriend's new abilities. As of now, Big Chill was helping Julie with her cryokinetic abilities with some assistance from Gwen.

"It's not that bad, is it?" Big Chill asked as he released another frosty wave to a training dummy they had set up.

"No? It's just weird, you know?" Julie admitted as she tried to conjure ice in her palm. While it did manage to freeze into a snowball, her powers flickered, causing it to develop icy spikes before melting like it was thrown into an oven. "And it doesn't help that neither if you seem to have an idea as to what makes my powers tick."

"I think part of the problem is we don't know what kind of power you have. It could be something like magic, and something out of your control," Gwen pondered.

"I thought magic didn't exist, according to Uncle Frank," Big Chill commented.

"He's wrong. We've seen magic before: the Charms of Bezel, Hex, Charmcaster. There's no way they can be aliens at all," Gwen countered.

"That's true. Still, it's possible for her to have some measure of alien ancestry. We didn't know we were part alien, so why couldn't she be in the same boat?" Big Chill mused.

"Not really an untrue statement to point out. I'm also trying to understand what Verdona was talking about. Remember? The word she asked Julie?" Gwen continued.

"Yeah. 'Jambastion'. I don't think that's a planet at all. I checked with Kevin earlier, and he says Verdona's question was the first he heard of it," Big Chill wondered.

"I've been looking into that too. I've been checking my tomes for information if Jambastion could be something magical, but I've got nothing," Gwen pointed out. Their musings were interrupted when Kirby began to scream.

"POYO!" Kirby frantically began to run around as Julie's hands caught fire and the tennis player began hurling fire balls at random, some nearly hitting the pink puffball.

"Hold on!" Big Chill quickly flew over and blew cold air onto Julie's hands. In a few moments, her hands were soaked in cold water, but she had stopped attacking them. Still, Kirby's face was frozen in fear.

"Kirby! I'm sorry!" Julie cried as she ran to her son. Seeing his mother back to normal, though, Kirby's innocence took hold and he happily hugged his mother. Almost on cue, though, Kirby's stomach began to rumble.

Hearing this, Big Chill turned back to normal. "I guess it's time, then. Off to Mr. Smoothie's?"

"Ben, can I say something?" Julie asked as she wrung the water from her wrist. "I...I don't really like smoothies."

"You don't?" Ben asked. "Why didn't you tell me sooner? We went on that date to Mr. Smoothy because I thought you liked them."

"I know. But that was after your Grandpa died, so I thought you'd prefer if you spent some time in a place you liked," Julie replied.

"Julie..." Ben could only say, touched. "Thank you for that, but next time, we go to where you prefer as an exchange?"

"I'll take you up on that offer. How about a trip to Ms. Milkshake?" Julie giggled.

"Huh. You know what? Why not today? My treat for the first day of practicing your powers," Ben decided.

"Poyo?" Kirby asked, never hearing of a milkshake.

"Don't worry, Kirby. You're going to love them. Probably as much as smoothies," Julie answered. As the Star Warrior and tennis player walked, Ben and Gwen quickly followed.

"I'm proud of you, Ben. That's why you shouldn't worry too much if you're good for her. You took her feelings into account," Gwen proudly said.

"I'm just doing what I think is right. If she doesn't like smoothies, that's okay," Ben replied.

Unbeknownst to all parties, a familiar drone had watched everything that had happened.

"OH COME ON!" Magolor screamed in frustration. "Now the other girl's got powers, too?!"

"Magolor! What is going on?" The voice of Nightmare suddenly rang out on the intercom.

Biting the bullet, Magolor sighed. "It appears that the girlfriend of the Omnitrix wield has gained powers of her own. Power over fire and ice."

"What?! Impossible!" Nightmare's voice echoed. "How could she have...that influx of mana around the place called Bellwood. Only one race can cause such a drastic shift in the flow of mana."

"An Anodite," Magolor said, following his master's realization. "Somehow, an Anodite must have unlocked that girl's powers. Now we'll have to keep a closer eye on her, too!"

"Are you certain you can handle this? Marx has been rather eager to come to visit Earth, you know," Nightmare offered.

"Be stuck with that chaotic, giggling, lunatic? I'm not licked yet. All I have to do is find a weakness of Kirby and exploit it," Magolor answered.

"Very well. Continue on what you were doing," Nightmare conceded before leaving.

Ms. Milkshake and Mr. Smoothy were company rivals since their founding. Ms. Milkshake had a similar logo to Mr. Smoothie, but instead of a smoothie cup, it was a milkshake glass with a female face on the glass, complete with lipstick and eyelashes. Her whipped cream was done in a manner similar to a bun, the milkshake itself was a creamy banana-vanilla, and her attire consisted simply of white gloves and red high heels. While Julie bought herself a peanut butter/Neapolitan milkshake, Ben got himself a more fruity strawberry/blueberry/raspberry milkshake. Kirby, fitting for his first milkshakes, was given two plain vanilla milkshakes to go. However, since pink puffballs with suction breathe weren't a common sight on Earth, Kirby remained in Julie's backpack.

"You don't seem to enjoy them too much. You know we could have gone to Burger Shack, right?" Julie asked as she sipped the milkshake.

"Yeah. Milkshakes always make me feel a bit stuffed. A smoothie does cool, but it feels a bit less heavy on the gut, y'know. Besides, you put up with smoothies last time, so it's only fair I do the same," Ben answered as he finished his shake. "Besides, I know it won't be a problem for Kirby."

"Yeah, true. I know he's a growing boy, but I'm jealous that he hardly seems to have any problem with weight. I have to stay on a pretty strict diet to keep my strength, while he can just enjoy massive amounts of food with little problem," Julie responded.

"So, I'm just curious. Have you told your dad about your powers yet? Maybe he might know something?" Ben wondered.

"No. I haven't even told him that we're dating, or that we've adopted Kirby. At this point, he just thinks Kirby's a plush toy that you won for me that day," Julie replied.

"Speaking of Kirby, you mentioned that he hasn't got a problem with weight. Where do you think the food goes, or anything he inhales?" Ben asked.

"For all I know, he could send it to another dimension," Julie shrugged.

As the two left, they seized the opportunity to give Kirby his drinks. In a few seconds, the cups of milkshake were empty, and Kirby looked like the happiest guy in the world. Little moments like this really made the informal family feel like they would be together forever. At least until Kirby's rumbly tummy interrupted the musings.

"Seriously?" Ben said as he held his head in his palms. "What would it take to completely fill you? An entire farm?"

"Maybe," Julie jokingly answered, unaware that someone had watched the whole thing.

"Aha!" Magolor figured as he saw Kirby's hunger. "That appetite needs satiating! If I stuff him up, he'll be like a balloon of food, prime for popping." As Magolor praised himself, he decided to make a call. "Let me get him on the air and make my request." Pulling up another screen, he made a call to one of the most important members of Nightmare's inner circle. Their monster services needed promotion, and when one needs promotion, they need a salesman. As such, he may never have been in the same room as them, but the NME Sales Guy was one of the most powerful figures in the entire faction. Looking at the screen, it seemed that he was in the middle of a meeting, given the phone in his hand. He had a large chin, purple hair with green stripes, and a pair of black-framed, orange-lensed sunglasses. He also dressed with a navy blue suit and a lavender tie, only seen from the chest up.

"Yes, I know your Highness, you need more Domestic Servant Robots to cater to your needs, and rest assured, they'll be in stock soon. If you can spare a few more days, then I'll even throw in some extra Monsieur Goans as compensation for your wait. Goodbye, your majesty," the Sales Guy replied. Noticing the screen in front of him, he quickly put down the phone and began addressing Magolor. "OH! How can I help you, big M?"

"The funny thing is that you were just talking about what I needed. I assume Master Nightmare told you about the situation on Earth, correct?" Magolor began.

"Yes indeed. The prophesied Star Warrior has just awoken ahead of schedule, and I know it's got Nightmare rather rattled up," The salesman responded.

"Yeah. I'm going to need a Monsieur Goan for my plan," Magolor explained.

"Are you sure? Monsieur Goans are usually servants that we give to paying customers when they have an appetite for fine cuisine, not fiery conquest!" NME Sales Guy wondered.

"Yes, I am. The Star Warrior's a growing boy, and needs his nutrients. But you know how too much of a good thing is bad, right?" Magolor said.

"Oh-ho! Now I see where you're going with this. I'll send a Monsieur Goan right now. And since this plan seems to need exquisite cuisine, I'll also throw in Fryclops to sweeten things up!" The NME Sales Guy said.

At the teleporter activated, two monsters appeared. The first one looked like a potato dressed in a French chef's outfit, which had red and white stripes on it and came complete with a light blue tie. He wore purple shoes, lavender gloves, as well as sunglasses. Finally, he had a toque, yellow eyebrows, and a yellow mustache. The second one was very humanoid in appearance. He was well-dressed in a red Chinese chef's outfit with black linings and yellow Chinese writing. The monstrous chef wore an apron, orange shoes, and a red-and-green-striped hat with black lining and a yellow pompom. He had a single eye on his face, as well as a brown mustache and a single tooth in his mouth, and he had swirly cheeks. They were the monsters that would be the key ingredients to Kirby's final fate.

"Monsieur Goan. Fryclops. Just the monsters the customer ordered!" Magolor smiled under his robes.

"So, what exactly do you need us for?" the Chinese chef asked in a rather high-pitched voice.

"I'm going to need your culinary skills for this little operation I have planned. Your finest, most aromatic meals are going to be key," Magolor explained. "Monsieur, I'm going to need you to set up a restaurant with your skills. I'll ask Nightmare for some help on the dimensions, but can you handle being the head chef of the restaurant?"

"Oui," Monsiuer Goan replied, light reflecting off his sunglasses.

"I take it you're a satisfied employee?" The Sales Guy asked.

"Oh, I am. And I have a special monster in mind once Kirby's gotten enough in his tummy," Magolor said evilly.

"Then when it's time, give me a call and I'll send him straight to ya!" The Sales Guy replied before breaking into his own evil laugh.

Kirby had been having a somewhat mixed day. Mommy had been working to deal with her own abilities and had nearly scorched him in the process. That certainly hadn't been pleasant for him. However, Mommy and Daddy had brought him to a new place called Ms. Milkshake, and Kirby absolutely loved the two drinks he got. They were sweet like the smoothies daddy loved, but the creaminess reminded him of delicious ice cream. However, that still hadn't been enough to sate him, and once again, Daddy had to leave for home, leaving him to be carried by Mommy to her home. It was nothing special, but the blue house still felt rather cozy. Since she had told her father he was a plush toy, Kirby could sleep in Mommy's bed without any problems, and she was incredibly tender to him; snuggling him close to her head so he could hug her while feeling the air from a nearby window.

"Poyo?" Kirby wondered that night as a delicious smell tickled his nostrils. It wasn't like a sweet-scent, but there was undeniably something delectable in the air. Taking a chance, he opened the window and followed the scent. Going for quite a distance, Kirby was rather confused, but nothing could get between him and a delicious meal. Deciding to open the window and escape, he ran through the dark of the night. While a problem for Mommy and Daddy, Kirby had no issue running through the darkness. Eventually, the smell's source was revealed: a strange star-like piece of the night sky. When Kirby neared the star, he was sucked in like a vacuum.

"Perfect!" Magolor smiled as his portal brought Kirby to the restaurant he and Nightmare made. It wasn't too fancy to scare Kirby, but there was definitely a sense of refinement, with the red velvet cushions for seats, the mahogany tables, and the numerous Earth paintings like Mona Lisa and Starry Night. It was what one would think of when the words "fancy" and "restaurant" were separated by a single space.

"Poyo?" Kirby asked. At once, Magolor took to his role as host.

"Ah! Good evening, good sir! Welcome to Goan's Gourmet Grub Hub! I'm the host of this fine establishment, Magolor! The food may be common, but they are delightfully delectable!" Magolor said as he bowed respectfully. "Since you seem to be rather young, tell ya what! The food's on the house!"

"POYO!" Kirby answered joyfully. Running to an empty table, he seated himself on the soft chairs. Picking up a menu, he looked at the options and felt he had attained Heaven: so many meals that all looked incredibly tantalizing. Not a single one looked icky to his adventurous palette. Pointing to an appetizer, main course, and desert, he made his order.

"Of course, sir! Right away!" Magolor happily said. While he watched the fish swim in the in-house aquarium, Kirby wondered how the food would taste. Not that he would have to wait long since Magolor quickly arrived with an appetizer of pigs in a blanket. The sausages and bread meal tickling his nostrils, Kirby's eyes sparkled with tantalization, absolutely enamored. Picking up the fork, he did as Mommy taught him, poking the sausages and then eating them instead of simply sucking them up.

"I see your mother raised you well. How would you like to have Monsieur Goan's special?" Hearing that, Kirby's eyes lit up like fireworks. "I'll take that as a yes. Monsieur Goan! Get your special ready for our special guest!" As Magolor quickly left, Kirby continued to enjoy his pigs in a blanket. The savory taste left him absolutely enamored, and he couldn't help but crave even more. More was soon delivered in the form of a nice hot plate of spaghetti and meatballs. Kirby had never seen such a succulent dish: the stringy noodles that felt wonderful as he slurped them into his stomach, the chewy meatballs with a massive payload of umami flavor, and the vodka sauce with its richness.

"Did you like those? They're packed with a special ingredient not from this planet. Now how's about we finish this fine meal with a delightful dessert?" Magolor chuckled. "I know you're going to love this!"

"Poyo!" Kirby eagerly cried out. Placed on a fine platter was a scrumptious-looking piece of strawberry shortcake. The sweet aromas wafted forth, and Kirby couldn't help but drool at the pieces of strawberry smushed into whipped cream layers. Alongside that for a drink was a delectable watermelon smoothie, the sweetness emanating deeply.

"For you, my good sir!" Fryclops announced as he served desert. At this, Kirby couldn't help himself, and began to slice the shortcake and then tear into it with great gusto. After the cake was done, Kirby began slurping down the smoothie, savoring the melony goodness.

"I see you enjoyed our meal! Well, I hope that we'll see you again soon! If you come tomorrow, the meal will be free again!" Magolor smiled. Seeing Kirby wave goodbye with a happy smile, Magolor's voice lowered as he spoke to himself. "I know you'll come very soon. Especially since we added a little something to the vodka sauce." Chuckling, Magolor gazed at a test tube containing a lavender-colored chemical, a label on it reading "Pufferzine."

The next day, Ben and the gang were dealing with a pair of strange robots. These were similar to samurai armor, especially since their heads were akin to kabutos. Their bodies were incredibly bulky and humanoid, and they were clad in blue and grey armor. While Julie, Kirby, Meta Knight, and his students focused on one robot, Kevin, Gwen, and Ben focused on the other.

"AAGH!" Kevin cried after a finger laser hit him in the shoulder.

"You okay?" Ben asked in concern.

Seeing the stone flake away like a dried face mask, Kevin commented, "Been better. How about you guys?"

"Could be a lot worse, but we're doin' alright," Sword Knight said with some effort. Julie had been able to summon a water wall and freeze it to protect herself. The robot attacking her attempted to break the ice, but it proved a difficult task, since she had been constantly working to keep it together. Any time the robot's fist would break into the wall, she would simply release the resulting shrapnel to litter it with cuts before she would then fill the holes with water and refreeze them. However, she find herself growing tired and sloppy In the meanwhile, Meta Knight harassed the robot by teleporting behind it and slashing into where its spine would be.

At the same time, Ben was trying to get the Omnitrix to work while Gwen continuously dodged the onslaught of lasers with mana platforms.

"What is that thing?" Ben asked.

"A Techadon. Kind of a robot mercenary, and commonly used across the intergalactic underworld. You want someone dealt with quickly and anonymously? You send a Techadon," Kevin answered.

"Yeah, and it's doing a good job dealing with us!" Gwen noted. That momentary distraction, however, was all that was needed. Firing lasers from all its right fingers, it shattered the platform Gwen stood on. Landing on the ground as gracefully as possible, she noted, "We're in trouble. Ben, how long before you can change?"

"Just need a few more seconds!" Ben said as he fiddled with the Omnitrix.

"I'll see what I can do!" Gwen declared as she quickly surrounded their Techadon in a hexagonal box of mana. The Techadon was briefly confused, but then quickly punched one wall, shattering it. At this, Gwen grunted in stress. "Ben!" Quickly reshaping it into a quadrilateral box, she tried to keep it trapped.

At the same time, Julie Kirby and the others were having quite a bit of difficulty. Her ice wall was shattered by a five finger laser onslaught, and she was reverting to dodging with her tennis skills, though instead of aiming for a ball, she was aiming away from lasers. At this, Sword and Blade Knight came up with an idea.

"Oy, Julie! Gimme a charge o' lightnin'! Our blades can get a boost from elemental powers!" Blade Knight requested.

"Actually, me too! Just gimme some ice!" Sword Knight asked in turn.

"Umm, okay?" Julie answered with some puzzlement. Acquiescing to their request, she formed ice in one palm and electricity in another. At this, she sent them at the two apprentice Star Warriors. At this, they held their swords to the incoming elemental attacks and upon them striking the blades, their swords changed: Sword Knight's blade seemed to become a serrated sword made of ice itself, while Blade Knight's sword took on the form of a thunderbolt-like sword. Each of them had elemental properties that fit with each blade, as cold mist constantly exuded from Sword Knight's new sword, while electricity constantly crackled around Blade Knight's thunder sword.

"Alright! Let's show this Techadon what for, Blade!" Sword Knight declared as he slashed the robot's right hand. Not only was the hand cleaved off cleanly, but it also left the stump frozen in a block of ice.

"Ya read my mind, Sword!" Blade Knight agreed as he leapt to the Techadon's left leg. Stabbing his sword into the upper thigh, he pulled it through, causing electricity to crackle through the entire body and temporarily stunning it.

In that time, Kirby decided to take the initiative and attempt to inhale the laser shooting hand. However, he strangely began to feel an intense pain in his stomach just before he began to inhale, and he ended up crying in pain, clutching his stomach while tears leaked from his eyes. At this, Julie ran to Kirby, concern etched on her face. "KIRBY! Are you alright?!"

"P-p-poyo..." Kirby sadly answered his mother's frightened query. While the Techadon did manage to recover, it didn't have long to last, as Meta Knight quickly gathered energy in Galaxia, and with a single slice, sent a crescent-shaped energy projectile that cleaved through the Techadon like butter. The energy began to spread through the Techadon, and in a flurry of explosions, it was reduced to nothing but scrap metal.

"It is rather impolite to barge in on a mother comforting her child," Meta Knight mused. Looking to his right, he saw the fight the main members had.

After Gwen's box failed, Kevin decided to buy time another way. Reabsorbing more stone, he quickly started pummeling the Techadon, knocking it off balance briefly. However, the Techadon recovered and grabbed Kevin, and soon began to squeeze the young Osmosian hybrid.

"Get off of him!" Gwen ordered, sending a wave of mana forward. However, this acted as more of a blade, cleanly slicing off the hand holding Kevin. At this, sparks flew out of the stump on it, and the maedate glowed red.

"Finally! I think I have an idea of what to do!" Ben finally said as the Omnitrix finally reactivated.

"Oh joy. The suspense is killing me," Kevin sarcastic replied.

At this, Ben slammed down the Omnitrix, and began turning into what ultimately looked like nothing more than a humanoid blob of lime-green slime. A strange ufo-like device hovered above its "head", and the Omnitrix symbol lay on his chest.

"GOOP!" The blob announced in a very high-pitched voice.

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Codon Stream Entry: Goop

Species: Polymorph

Home World: Viscosia

The Polymorph race is a race that is easy to underestimate. Resembling nothing but blobs of slime, they have remarkable aptitude due to their unique physiology. For all intents and purposes, Polymorphs are nothing more than supersized single-celled organisms, similar to amoeboids, particularly in their "body parts" being pseudopods. Their bodies are, as a result, colloidal in nature, shifting between liquid and solid. Thanks to this, they are capable of stretching and reforming themselves any way they choose, and they can change their own properties, becoming adhesive or acidic at will, and can even launch streams of slime at enemies. This helps in their scavenging diet, trapping weakened organisms and then absorbing organic matter. Additionally, with Viscosia being a planet filled with lava streams and a constantly shifting landscape, they have high resistance to temperature. However, because of Viscosia being a planet with almost no gravity, Polymorphs use Anti-Gravity Projectors to help them move on other worlds and even fly at high speeds for short times, and these devices are also equipped with razor sharp edges.

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"EW!" Gwen and Kevin groaned simultaneously.

"You know this is cool!" Goop replied. Flying towards the Techadon, the green blob was slapped by the Techadon's remaining hand, splitting it in half. While Gwen and the others looked in shock, Meta Knight was undisturbed, knowing the power of Polymorphs. Reforming like it was nothing, Goop complained, "HEY!"

"Let us be off. Something is wrong with Kirby," Meta Knight suggested. Hearing this, Julie's maternal instincts reactivated, and she quickly carried Kirby to Kevin's car, the three knights in pursuit.

All the while the Techadon had been relentless. After Goop reformed, it slammed him into the ground, only for the projector to quickly pull him between the gaps in the Techadon's fingers. Backing up in response, the Techadon decided to fall back to ranged attacks. Firing finger lasers at the flying blob, they had no effect as any holes in the Polymorph quickly reformed. Its palm, though, was a different story.

From outside the house, Julie and the others could see a flash of red light followed by a massive explosion. They soon saw Kevin landing alongside the severed hand of the Techadon, Gwen attempting to cushion herself with a mana platform, and Goop landing in a puddle. At this, the remaining Techadon jumped outside, and it seemed to recognize that it was the projector that guided Goop, so it proceed to slap it away. As a result, Goop collapsed in a puddle while the projector bounced and clanked into Kevin's car. Seeing the downed opponents, the Techadon began attempting a self-repair, the beginnings of a new hand were readied. "Oh, that's not gonna happen!" Goop's voice declared from the projector. Quickly gathering up the rest of his body, Goop flew into the opening of the Techadon's hand, and soon began to expand. Soon, the Techadon began to inflate like a metallic balloon, bits of Goop leaking through the cracks. Eventually, it became too much for it too handle, and it exploded, causing bits of Goop to rain everywhere.

"Ben, get off of us!" Gwen instructed as she looked at herself covered in goo.

"SORRY!" Goop sheepishly replied.

Noting a piece on his car, Kevin snarled, "You oughta be!"

After gathering up the rest of his body, Goop turned back to Ben. "It was kinda cool. Like the old days!"

"Just one thing before we go," Meta Knight mused. At this, Galaxia was plunged into the Techadon's hand, turning it into nothing more than alien scrap.

"Kirby? I've never seen you struggle with sucking. Is something wrong?" Ben asked in concern.

"Poyo..." Kirby sadly answered, equally as baffled as he was sad.

"I suppose everything's ready?" Magolor asked. Now that Kirby had his first dose, it wouldn't be long for his next fix of Pufferzine-laced vodka sauce.

"Oui," replied Monsiuer Goan, his sunglasses shimmering as he readied for the next meal.

Seeing Kirby come, Magalor quickly put on his polite act. "Ah! Hello sir! I see you came back for us, didn't you?"

"POYO!" Kirby said joyfully, jumping a bit.

"Well. Like I said, good sir, this meal's free as well!" Same as last time, the first meal was pigs in a blanket. Just as juicy as ever, Kirby enjoyed them whole-heartedly. It helped take his mind off his previous failures. However, that wasn't what he looked forward to. It was the spaghetti and meatballs, and that delectable vodka sauce. Once it was there, Kirby couldn't help but be satisfied with one. It was so good he requested another. "Of course! More spaghetti for our valued customer!" Another plate of freshly made spaghetti was there. At this, Kirby continued to slurp it up, savoring the spaghetti as it slithered through his gullet. It felt good to go through that meal, and there was still one more meal left. The sweet strawberry shortcake was the delicious dessert he was now craving. When it came, sparkles shone in Kirby's eyes. "I thank you for your patronage. Once again, your next meal will be free because you're such a valued customer!" Kirby, innocent as always, saw nothing wrong with this, and certainly didn't see the spark around his eyes.

After Kirby left, Magolor went inside the office and got in contact with the NME salesman on the screen.

"Magolor! Buddy old pal! What's cooking?" The NME salesman greeted.

"I'm cooking up victory! Kirby's getting hooked on Pufferzine, and he's getting more addicted by the day!" Magolor answered happily.

"Excellent work, Big M! In a matter of days, we'll fatten up Kirby to be prime for squashing!" The NME Salesman concurred. At this, the two servants laughed at the juicy outlook.

The next few days, the pattern continued. Every day, Kirby seemed to be a bit less healthy, gasping and even feeling heavier to carry. The first time, he struggled to inhale a chunk of ice Julie made, having to walk to it and attempt to swallow. However, for whatever reason, his body just felt like throwing up upon having that, and he ended up spitting it out.

"Kirby? You okay? You seem to be having trouble with that ice chunk," Julie asked in concern for her adoptive son.

"Poyo..." Kirby muttered sadly.

"It's okay, we all have our bad days," Julie reassured him.

This continued, and Julie began to notice that Kirby distinctively seemed quite a bit heavier. The second day, it took more strain to lift him up onto her back, and it felt like lugging a sack of potatoes compared to the nearly weightless blob he was beforehand. Then, he had to be walked home, panting and wheezing all the while. Soon, he became more like a heavy immobile blob, still capable of slight motion, but no longer able to float like he used to.

"Something's up with Kirby, and I have a feeling it has to do with why he's feeling a lot heavier than usual and more tired," Ben wondered after he thought about the fight against the Techadons," Ben told Julie.

"What do you mean?" Julie asked in confusion.

"I mean that something's up with him. How much have you given him?" Ben explained.

"Not a lot. Just a couple extra helpings to the meals dad makes," Julie explained. "I haven't told him about my powers just yet, but I get the feeling he suspects something."

"Yeah, but do you think that Kirby may be sneaking out and having some grub to go?" Ben wondered.

"Maybe. Let me talk to him tonight. Maybe I can get him to bring the meals he's sneaking out to get," Julie offered. At this, Ben left Julie's house. Getting into her shorts and tank top for the night, she decided to talk to Kirby before going to bed.

"Poyo?" Kirby asked, confused why his mommy was up late at night.

"I know you've been sneaking out to get some meal from somewhere else. Tonight, I want you to bring it to us. I think you should know that as a general rule of thumb, don't take something given to you by a stranger," Julie taught Kirby.

"Poyo?" Kirby wondered if he could have a nibble.

"No nibbles. I want the whole meal with us," Julie instructed. Hearing this, Kirby went off into the night, Julie eventually losing sight of her son. "Please be okay, Kirby."

When Kirby arrived at the restaurant this night, he was a little sad, but he heard what mommy told him, and he knew it would be best to listen. So with great sadness, he went to the restaurant.

"Hello...sir? Is something wrong?" Magolor asked in some concern.

"Poyo," Kirby answered.

"You're not feeling that peckish today? You feel like something's wrong with the meal?" Magolor continued asking. Had Kirby bothered, he would have noticed the sweat forming on Magolor's brow, not that would have known what it meant.

"Poyo," Kirby nodded.

"I see. You want to enjoy the comfort of him, don't you?" Magolor asked, slight strain in his voice. Seeing Kirby nod, Magolor decided to appease him, feeling it'd be more suspicious if he refused. Reluctantly, he boxed the meal and gave it to Kirby. When the Star Warrior left though, Magolor ran, for lack of a better term, to the back where he could contact the NME salesman.

"Hey Big M! What's shakin'?" The salesman blissfully asked.

"We've been found out! He won't be eating here anymore, and they'll find our Pufferzine in no time!" Magolor revealed.

"Well, that's a problem, but we've still gotten more than enough Pufferzine in Kirby over the past few days to make him prime rib for what I got in mind. I promise you're going to love this!" The NME salesman replied. Activating the teleporter inside, the shadow of the monster loomed over Magolor, but the cat-like creature wasn't intimidated in the slightest.

"Ooh! Maggy likey!"

"Poyo," Kirby said with unusual melancholy in his voice as he arrived home that night. Julie and Ben had rather unhappy looks, like a parent catching their child with their hand in the cookie jar. Handing the boxed meal to them, he was given a small rub on his head from Julie.

"Good boy, Kirby. I know it's difficult, but I promise once this is all done, we'll bring you to Mr. Smoothie's or Ms. Milkshake. It's your choice. Okay?" Julie said to comfort her son.

"Poyo!" Kirby happily answered. It seemed that food was still just as much of a joy-bringer as ever.

"So what now?" Julie asked.

"I think I'm going to do some tests. Perhaps I can get some help elsewhere," Ben answered.

Quickly turning on the Omnitrix, he found the form he needed. "JETRAY!" As the Aerophibian picked up the meal, he quickly gave an instruction to Julie. "If something happens to Kirby, let me know the second it does." At this, Jetray took off.

"Kevin? Meta Knight? I'm glad you're here. I wanted to ask if you could examine these," Ben said as he showed the meals Kirby gave.

"Pigs in a blanket? Spaghetti and meatballs? Strawberry shortcake? I know parenting makes one pretty nervous about themselves, but I never thought it'd make you neurotic," Kevin joked.

"Not really. Kirby told me and Julie he's been sneaking out every night the past few days to get this exact meal. For free each time!" Ben explained. "I smell a nasty rat, and I want to know what it is."

With that, Meta Knight and Kevin took samples from each meal and began submitting them to a variety of tests. While nothing seemed to occur for some time, Meta Knight gasped as he held up a test tube.

"Look at this!" Everyone looked at the tube, which had bits of vodka sauce as precipitate in a lavender solution. "Pufferzine!"

"Pufferzine? What's that?" Ben asked, looking at the alien expert.

"Don't look at me. First time I've heard of that," Kevin said equally baffled.

"A nasty chemical concocted by Nightmare Enterprises. This chemical directly affects the hypothalamus, adipose cells, and adrenal glands of an organism. As a result, their satiety decreases and leaves them in constant cravings of more Pufferzine-laced meals no matter how much they eat. However, it also affects the metabolic rate of fat breakdown, making it near impossible for calories within the body to be burned, resulting in them being converted into fat. Finally, they stimulate the release of large amounts of dopamine, leaving its victims hopelessly addicted," Meta Knight revealed.

"Why would Nightmare concoct something like this?" Ben asked. "I don't think they thought that ahead to making a perfect weapon against Kirby."

"They didn't. It was meant for organisms that primarily gained their powers from consumption, like the Oryctini and the Gourmands. In fact, an attempt to conquer the Gourmand race with this resulted in the Gourmands needing to evacuate Peptos III," Meta Knight revealed.

"So that's where the rumor of the Bloating Buffet came from," Kevin wondered.

"Huh?" Ben asked in confusion.

"I dealt with a few Gourmand customers, and it's an old rumor that their third home first received a massive buffet of delicacies, with a strange triangular logo on the box it came in. But the Gourmands that did indulge in it became bloated and irritable, resulting in a partially civil war. Seeing that the planet would fall into chaos, the king ordered an evacuation of his people, and so they decided to abandon the planet and move onto the next one," Kevin explained.

"Okay?" Ben said. "That doesn't matter. What does is that they've been stuffing Kirby, and who knows what they're going to do next?" Ben asked in worry. Almost on reply, his cellphone rang. "Hello? Yeah, okay, I-WHAT?! A giant snake and two chefs? Alright, I'm on my way." Hanging up, Ben quickly straightened up. "We gotta go. Kirby's being attacked and he's getting overwhelmed!"

Hearing the signal, Kevin and Meta Knight quickly got in Kevin's car as Ben hopped in, turning it on and going full speed ahead.

A Few Minutes Earlier

Julie and Kirby were having yet another practice session with the former's powers. This time, she decided to practice with a sinkhole trap. Concentrating her earth-related powers, she began to form cracks in the ground, and while she tried to control the spread, the hole ground collapsed like a house of cards.

"UGH! Still not good enough! I know Ben and the others are trying, but I don't think I can do it! I can't control it too well!" Julie noted.

"Well, it sssseemsss you're not trying hard enough!" A strange voice hissed. That was when Julie looked behind them and saw what looked like yet another one of Nightmare's monsters. It was an extremely muscular limbed snake. His body was a large sphere with arms and a tail at the end and he wore a pair of red sunglasses and a tight red muscle shirt. His underbelly was bright green and his snout was light-brown. He had the number eight tattooed on both his biceps and the top of his head, and had a crimson marking running across his back. At his side were none other than Fryclops and Monsieur Goan.

"Who are you supposed to be?! We've never seen monsters of Nightmare talk!" Julie noted.

"Call me Red Viper, sssweetie, and I'm here to take the life of the Sssstar Warrior!" Red Viper announced, dashing towards Kirby with the speed of a bullet. At this, he began to pummel the helpless infant, and it became like watching a car accident in slow motion: horrific to look at, but impossible to turn away from.

"Kirby!" Julie cried out in worry. Readying flames around her arms, she heard the sound of an electric mixer. Behind her, Julie saw a much bigger version of Monsieur Goan, sans his tie, and with the addition of 2 pairs of arms. Each arm had a cooking utensil in it: there was the aforementioned electric mixer, a butcher's cleaver, a rolling pin, a spatula, a ladle, and a meat tenderizer.

"After I'm done with you Kirby, I think I'll have Monsieur Goan and Fryclops cook your mother and enjoy her as a delectable ssssnack!" Red Viper taunted. Indeed, the two chefs readied their utensils, as Fryclops summoned a ladle and wok.

"Take this!" Fryclops declared, sending a wave of hot cooking oil at Julie. At this, the tennis player quickly summoned a wall of frost, cooling the oil but melting the wall. It wasn't like she had much time to breathe, because Monsieur Goan went on the attack as well, using his multiple arms to assault her with a bevy of slices and smacks. While she was able to summon fire to blast the now hot potato away, it still left her vulnerable to Fryclops, who seized the opportunity to try and squish under a series of giant plates. Julie shielded herself in a wind barrier, blowing the plates away. "Goan, maybe instead of cooking her, why don't we try making her into sorbet? You've done Pyronite ones before!"

"Oui!" At this, Julie found herself shrunken and put into what looked like a glass ball. Inside the ball was a large amount of shaved ice, and cold winds blew everywhere inside it.

"Get away from her!" Ben ordered as he slammed the Omnitrix. In his place soon stood a strange plant-like humanoid. Green and black plant matter made up most of his body, with small red petals growing out of his shoulders. His feet were replaced with rocks that were tied up by roots, and his head seemed themed after an open flame while having an entirely black face like rotting wood. The Omnitrix symbol was on his chest.

"SWAMPFIRE!" he declared.

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Codon Stream Entry: Swampfire

Species: Methanosian

Home World: Methanos

A swampy planet toxic to most life forms, underground deposits of methane often result in deadly flame geysers, rendering the planet incredibly humid, hot, and dangerously toxic. The species that evolved here use this to their advantage, most notably the Methanosians. Evolving from carnivorous plants and slowly gaining sentience, they eventually became the dominant race of the planet. With their ability to produce methane and generate heat, they are capable of limited pyrokinesis, and are also masters of using plants in combat, creating vines out of seeds and controlling other plants to do their bidding. However, they are most famous for their regenerative powers, reattaching severed limbs and sealing holes within their bodies in seconds, and can similarly alter their bodies to create tentacles and whips out of vines.

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"Yeah! What Swampfire said" Kevin declared as he absorbed stone.

"You? You really think you will ssssstop me. Look at your hope, and ssssssee it fade away," Red Viper taunted as he continued wailing on Kirby. The poor puffball whined in pain, igniting anger in Ben, not helped when he saw Julie being made into sorbet.

"Get away from my friends you slithering sneak!" Swampfire declared as he reached into his body. Pulling out some mud, he quickly threw it into the serpent's eyes. While it didn't blind him, it did still disorient him enough for Ben to run to Kirby. "Hopefully, we can do something about the Pufferzine. Kirby won't be able to help much as long as he's got that in his system. Kevin, hold em' off! Meta Knight and I will see what we can do!" Swampfire instructed.

"With pleasure!" Kevin declared, running to the oversized python. At this, he landed a strong hit into Red Viper's jaw, sending the snake off-center. This didn't do much to deter it, though, and Kevin soon ended up getting punched up the chest, shattering parts of his stone armor.

"Perhaps we can make him cough it up. As soon as the sauce gets out of his system, he should hopefully be okay," Meta Knight explained. Beginning to pump Kirby's stomach, the two began the process of trying to give a Heimlich to a circular organism.

"Come on, Kirby! Just need a good belch out of you!" Swampfire gently instructed. Trying to pump what was his chest while Meta Knight held him up, Swampfire found that an improvised Heimlich wouldn't work.

"It won't work. Try burping him!" Meta Knight advised. Hearing this, Swampfire picked up the rather heavy Kirby and leaned him over his shoulder.

"C-can you g-g-guys hurry up! I think I c-c-can feel the c-c-cold seeping into my b-b-b-bones!" Julie chattered inside the sorbet sphere.

"Come on, Kirby. Just one belch is all we need," Swampfire pleaded as he hit Kirby's back.

"Yeah, and preferably soon!" Kevin agreed as he found himself overwhelmed by Red Viper's strength.

"Come on, Kirby. You can do it!" Swampfire encouraged as he continued hitting Kirby. Thankfully, he got results soon enough. Kirby let out a mighty belch and spat out the offending vodka sauce. At this, Swampfire noted Kirby was a lot lighter, and the pink puffball jumped off the Methanosian.

"Poyo! Poyo!" Kirby joyfully said as he felt the bloating leave his body.

"Alright! Sounds like you're back to normal. But why don't we test that?" Swampfire happily said. Looking at Red Viper holding Kevin in a vice-like grip while Fryclops readied to cook the young Osmosian, he pointed to the latter. "Kirby, get sucking!"

"Poyo!" At this, Kirby ran forward and like before he began having vodka sauce, his vacuum breath began to do its work, knocking Fryclops off-kilter and leaving him to drop his wok. At this, Kirby sucked it up and began a new transformation.

Cook Kirby Transformation

Once Kirby swallowed, Kirby found himself surrounded by a number of glowing food items: shrimp, chicken wings, onigiri, paella, pudding, shortcake, ice cream, and other such foodstuff surrounded him. As they all glowed white, they coalesced into a giant glowing ball of light, and from the light came a black frying pan and chef's hat, the former of which dropped onto Kirby's head and rendering him dizzy briefly before he picked it up with his right hand. Holding the pan while crossing his arms, the chef's hat landed atop him.

"Whoa! Another new transformation?" Swampfire wondered.

"Yes. A bizarre yet still powerful one. Cook Kirby!" Meta Knight explained. At this, Kirby set his pan aflame as if trying to prepare a flambé. At this, he smacked Fryclops with the flaming pan, sending the portly chef flying. Seeing his mother stuck in the sorbet sphere, though, he came up with a devilish idea. Quickly preparing a meal, he swiftly managed to get the food into Monsieur Goan's mouth.

"Trop chaud[1]!" Monsieur Goan cried in pain, and he even began breathing fire out of his mouth!

"What did he do?" Swampfire wondered.

"Amazing! He managed to make the legendary Toxic Atomic Curry! Or just, the Superspicy Curry!" Meta Knight mused. As the flames out of Monsieur Goan raged on, they had in the inadvertent effect of warming up Julie, who seized the opportunity to quickly to break her containment, returning her to normal size.

"Oh. Mon dieu[2]," Monsieur Goan mused, seeing the look of fury on Julie's face. Indeed, he soon found himself on the receiving end of his frosty tricks. Julie released a gale of powerful wind that began to chill his bones, and while he tried to reach Julie, he found himself constrained by vines Swampfire had generated from seeds he threw.

"Yeah. Not gonna happen!" Swampfire declared, summoning fire in his palms and throwing them at the potato-like chef. At this, the chef became reduced to ash after screaming in pain.

In the meanwhile, Meta Knight managed to graze Red Viper with Galaxia, causing him to release Kevin. At this, Fryclops tried to attack Kevin once again, but found his ladle blocked by Meta Knight. "Get back here, you! I'll turn you into Osmosian fritters by the time Red Viper's done with Kirby!"

"No one makes me into a meal, you creepy, cycloptic, cook!" Kevin retorted as he charged into the two of them, punching Fryclops in the mouth, leaving him to wince in pain. At this, Meta Knight seized the opportunity to finish off Fryclops. Similar to how he dealt with the Techadon, he gathered energy in Glaxia and released a powerful sword beam. Fryclops screamed in agony as he was cleaved in half, the two halves exploding away.

"Sssso you think just because you have a frying pan, you think you're a match for me?" Red Viper asked Kirby. Seeing Kirby take on a determined expression, he roared and retorted, "How utterly sssstupid of you! A measly cook cannot compare to-GHACK!" Red Viper's taunts were interrupted when Kirby sent a strong kick into his tail, knocking him off balance. Afterwards, he did a somersaulting bicycle kick that launched Red Viper into the air. At this, Meta Knight decided to makes things easier by teleporting into the sky and slashing his sword done, sending him downwards. Kirby jumped up to intercept him, kicking him thrice in quick succession and sending him flying in the air. Seeing what happened, the rest of the gang chimed in. Kevin grabbed the flying reptile and slammed him into the ground. Kirby jumped in yet again by first doing a spinning corkscrew kick and then following on the ground with a spinning split kick. With little time to spare, Julie made the ground under crumble into nothingness with her geokinesis. At this, Swampfire jumped in, releasing a large amount of methane gas into the hole. Striking himself like a match, he set his finger on fire and dipped it into the gas. A massive explosion ensued. By the time it was done, Red Viper had smoke everywhere on his body.

"N-no more..." He weakly pleaded. Kirby was having none of it. Slamming his frying pan and a ladle together, he turned the hole in the ground into a giant cooking pot and filled it with boiling soup. At this, he began to stir the pot while humming a strangely familiar tune (one he would have certainly danced to in other circumstances), all while Red Viper screamed in pain. Every now and again, Kirby would also sprinkle in some salt. By the time it was done, everything stopped and out of the pot came a bunch of plates with fried cobra came out.

Seeing this, all Kevin could note was, "Remind me never to get on Kirby's bad side."

"Kirby! Are you alright?" Julie immediately asked in concern.

"Poyo! Poyo!" Kirby joyfully replied, his old personality and energy returned.

"Well, that's good to see. It looks that we've succesfully purged the Pufferzine from Kirby's system. He shouldn't be gaining weight so unnaturally any more," Meta Knight mused.

"So, I'm betting you're pretty famished Kirby. I'm not really in the mood for fried snake, so why don't we go to Burger Shack? My treat," Ben offered.

"Poyo!" Kirby answered, happy that mommy and daddy would be together again.

"Alright, I'll admit it. Kirby, Ben, and Julie are actually really cute like this," Kevin figured.

"Indeed. That strong bond will help Kirby all through his life. A strong beginning like this will make Kirby stronger for when it's time to confront Nightmare," Meta Knight answered.

As the five of them drove off, no one noticed Magolor hastily picking up the plates of fried cobra. "Oh no. No no no no no! Nightmare's going to be so mad at me!"

"You failed, Magolor. I will credit you for attempting to make a decent plan and exploit the Star Warrior's flaws, but your execution was lackluster," Nightmare chided.

"I know sir. I am so sorry about all this sir, and I promise I'll make a better plan!" Magolor said apologetically.

"Y'know. I really don't think you should bother. Just send me! I can do anything, and I'll be sure to end all their games!" a rather high-pitched voice began.

"Oh no. Not you," Magolor sighed in frustration. On another screen was one of Nightmare's other servants, and easily one of the most unhinged. He didn't look like much: I a small jester with no legs, arms or hands. He wore brown shoes with small light brown dashes going across them that look like shoelaces. His skin was lavender with two big expressive dark purple eyes, and his hat was divided into two colors with different shapes on each side: red with white triangles on the left side and blue with white circles on the right. Marx also wore a red bow tie under his mouth, which had a fixed smile and two small fangs that were only visible when his mouth widened.

"Oh yes. Marx has been rather excited to meet Kirby. If you keep failing, I may decide to put him in charge if you keep failing me! Since this is the first warning, you get a freebie. But do not fail me too many times!" Nightmare warned Magolor. At this, Marx broke into unhinged laughter, ecstatic at the deal. Laughter that echoed through the rest of the Lor Starcutter.

"So you'd better keep on your toes and destroy Kirby and his new friends! If you don't, I will. And that'll make me Nightmare's favorite!" Marx taunted.

"Oh don't be so sure about that," Magolor declared in response. "This is only the beginning, and I haven't even begun to play!"

Voice Cast:

Magolor - Clancy Brown

Kirby - Makiko Ohmoto

Big Chill - Dee Bradley Baker

Julie - Vyvan Pham

Gwen Tennyson - Ashley Johnson

Ben Tennyson - Yuri Lowenthal

Nightmare - Andrew Rannells

NME Sales Guy - Dan Green

Monsieur Goan - Dee Bradley Baker

Fryclops - Eric Stuart

Meta Knight - Eric Stuart

Kevin Levin - Greg Cipes

Sword Knight- Eric Stuart

Blade Knight - Eric Stuart

Goop - Dee Bradley Baker

Jetray - Dee Bradley Baker

Red Viper - Ian James Corlett

Swampfire - Dee Bradley Baker

Marx - Kevin Michael Richardson

French Translations:

[1] "Too hot"

[2] "My god"

Author's Note:

Yep. Another chapter now.

I know I said that the NME salesman wouldn't be revealed until the season 1 finale, but this was too good an opportunity for him not to appear. And yeah, I finally gave Kirby a power not directly linking to combat in the form of Cook Kirby, and I also incorporated aspects of the Chef class from Miitopia, Sanji from One Piece, and Kirby's moveset in Super Smash Bros. Until I introduce Chef Kawasaki, though, don't expect Cook Kirby to appear too often. Plus, the appearance of everyone's favorite destructive jester that isn't Jevil or Dimentio: MARX! Yeah, I was always thinking that Marx would be voiced by one of the Jokers, but I feel that Kevin Michael Richardson's take had the traits that made him the most maniacal and unhinged: his constant shifting from baritone to a more high pitched voice gave more the insanity I felt was fitting. As for Red Viper, yes he was voiceless in canon, but I felt that giving the monsters more personality would be nice, and I felt Ian James Corlett had the experience of voicing serpent men as Skales and Snake Man.

Also, I did take the fact that Julie didn't like smoothies here as well, but decided to at least make it less egregious. Omniverse seemed to do whatever it could to break up Julie and Ben, and that felt wrong on several levels. If they didn't like the pairing of Benlie, fine; at least do it in a way that doesn't feel completely contrived. But I digress.

Next Time: Wellbred Woods

When another raid against the Highbreed finishes, Dr. Moro seizes the opportunity to seize a DNA sample of the Highbreed. Deciding to mix it with the DNA of Dreamland's defender of the forest Whispy Woods, he unleashes a powerful monstrosity and sends it to attack Kirby and company. Can Kirby and the others defeat the arboreal enemy or will Nightmare Enterprises leave them as fertilizer?

Chapter Text

Chapter 7: Wellbred Woods

"Worthless vermin! Face your end with the rest of your accursed race!" The Highbreed Commander declared. Ben and the others had found themselves up inside another Highbreed facility, trying to cut off more of their Xenocyte supply.

"Good luck on that, buddy! I've dealt with worse than you before!" Chromastone declared as he retaliated by firing an ultraviolet blast at the Highbreed. He and the others worked to face against him and the DNAliens that surrounded them. Julie had sent forth a wave of fire that left a swarm of DNAliens backing away in fear, especially since Fire Kirby was providing some extra firepower. Sword Knight and Blade Knight, meanwhile helped Kevin and Gwen in dealing with the other DNAliens that tried to flank them. Creating a pink wall, Gwen quickly managed to turn defense to offense by sending the wall forward, and Kevin, having absorbed stone earlier, had managed to take out any stragglers with the aid of Meta Knight and his apprentices.

"Indeed. We've defeated one of your ilk before, and we're more than happy to give a repeat performance of our deeds!" Blade Knight declared.

"Silence!" At this, the Highbreed began to launch his claws like darts at the heroes, working to try to impale them. Of course, Julie and the others weren't about to let that happen. Kirby quickly roasted the needles to oblivion, giving Julie an opportunity to unleash a powerful bolt of lightning that left nearby DNAliens twitching. The Highbreed growled at the annoyance, which gave way to a shot of pain as he suddenly felt a cut on his body, and looking to his right arm, he saw purple blood oozing from a freshly formed slash wound. "And now you expose my blood to this...impure air? You will pay for your insolence!"

"Wasn't us, guv, but you're still goin' down!" Sword Knight argued. With that, he and Blade Knight charged ahead, their swords infused with wind and water respectively, and they unleashed a blast of water that, combined with billowing winds, hit with the equivalent force of a tsunami. With that, the Highbreed found himself blown into another energy blast from Chromastone before getting slammed by mana from Gwen and Kevin performing a rising uppercut.

"Hope you like eatin' your teeth. And have you been getting more tolerant to 'infection'?" Kevin smirked.

"You dare?" The Highbreed growled as he slowly turned to the ex-Null Void resident.

"When we fought one of you the first time, he tried to sterilize the area after Humungosaur bit him!" Kevin chuckled. "Didn't work out, though, since that got stopped!"

"How...dare...you mock us?!" The Highbreed snarled, rushing forward in a blind rage, only for Julie to compress some of the nearby floor into a boulder that she launched into his chest while Kirby followed that by turning into a flaming cannonball, and that was followed by Meta Knight unleashing a Sword Beam that Chromastone followed with an ultraviolet blast of energy. The combined assault sent the Highbreed flying into a heap and rolling across the floor of the facility.

"Now, let us finish this!" Meta Knight declared. "Drill Rush!" With that, he flew towards the top of the ceiling, and holding Galaxia forward, he spun like a corkscrew, boring through the ceiling and leaving spiderwebs of cracks to form throughout it. Chromastone and Gwen were quickly follow this by sending flurries of mana and ultraviolet energy throughout the rest of the building, turning the walls into unstable Swiss cheese. With all that, the Highbreed growled, realizing the battle had been lost.

"Know this, Tennyson. You have won this battle, but you have not won the war. Your kind will fall before us, and once Earth is eliminated, no one will oppose us!" With that, the Highbreed ran through the walls, the sounds of teleportation soon ringing out.

"They must have had an escape vehicle ready, but all the same, well done Kirby! And you as well Ben!" Meta Knight complimented his allies. "Now, let us be on our way." With that, the group left the wreck of the facility, happy to throw another wrench into their plans.

Unbeknownst to all, a certain egg-shaped ninja retrieved a hira shuriken, coated in purple blood. "Magolor, requesting a teleport, now!"

"I have what you asked for, Dr. Moro," Yamikage replied as he handed in the blood-stained shuriken back on the Lor Starcutter. Dr. Moro looked at the little metal star with stars in his eyes.

"Perfect! Just what I need to make something out of what I made off with as I left that accursed world!" He chuckled. Yamikage cocked an eyebrow in confusion as he pulled out what seemed to be a simple apple.

"I knew you were not the most sane, but how does an apple help us?" Yamikage asked in confusion.

"Because this is an apple from Whispy Woods!" Dr. Moro revealed. "I wanted to use his fruit to create super-soldiers to fight against Sectonia, but that idiot King Dedede and those completely clueless Cappies said such a thing would be "a crime against nature" and "a violation of a close friend"! Friends? With a tree?"

"Hmm. How powerful was Whispy Woods, if you'll permit the question?" Yamikage wondered.

"Quite remarkable. Nature bent to his will. He could call forth powerful gusts of winds, use his roots to impale foes from below or leave them in a nasty bind, and rain apples hard as boulders that could also turn into sapling soldiers! He was one true force of the forest!" Yamikage ranted.

"I see," Yamikage acknowledged. "How long will it take for it to be ready?"

"A few days, at least. Hybridization is an incredibly difficult endeavor, even for a genius like me!" Dr. Moro explained. "But fear not, when this is over, Kirby will be as much of a threat to Nightmare as a fly on the wall!"

"Okay, let's try this again," Julie said as she prepared to serve. She and Ben had decided to train in tennis again. Even if she was a superpowered girl now, she still had her tournaments to prepare for. Tennis was still her all-time favorite sport, after all.

"POYO! POYO!" Kirby cheered on for both mommy and daddy as he watched them play. The two waved to Kirby, who had been sat down in the referee's seat as a makeshift highchair. With that, Julie served the ball, and Ben was quick to return the ball back. Kirby watched the ball go back and forth, almost hypnotized by the motion of the ball, though the constant mention of serving was making Kirby hungry. In time, he began to stop seeing the tennis ball as a tennis ball, and more of a giant gumball. A giant, lemon-lime flavored, sweet and sour gumball. Kirby's mouth began to fill with drool, and soon enough, the grumbling in his tummy won over his infantile rationality. Taking a great big inhale, he sucked the tennis ball while also knocking both Ben and Julie off-balance. When he swallowed the tennis ball, his eyes widened before he spat it out.

"Kirby!" Both Ben and Julie scolded Kirby as they glared at him. With that, Kirby's eyes began to water as he let out a small whine, the adorable effect being equivalent to a pile of puppies and kittens all having their charm turned up to 11. With that, the two cooed and hugged the little puffball, more than aware that Kirby had all the ill-intent a newborn chinchilla, and Kirby happily snuggled into the dual embrace of his adoptive parents.

"We can't get angry at you, Kirby. But that doesn't mean we can be too lenient with you if you do something bad," Julie explained to her adoptive son.

"We just want you to be the best...you, you can be!" Ben agreed with his girlfriend as he comforted Kirby. "Just a little something your grandma taught me. People don't have time to waste scolding people they don't care about! Even if we're hard on you, it's only because we love you."

"Poyo! Poyo!" Kirby cooed.

"Meeting begins regarding the matter of an alliance with the so-called Nightmare Enterprise begins now," A Highbreed spoke. "I am Reinrassig III. Seventh son of the Noble Highbreed House of Di Ralla, and direct descendant of the Pure Blooded High Order of Rasecht. I was told that we've lost yet another facility to the protectors of this planet?"

"Unfortunately, the message is true. We have lost another Xenocyte factory," The Highbreed from earlier confirmed.

"No matter. We have other facilities spread throughout the country. Improve security as needed, and continue the hunt for the necessary components," Reinrassig ordered. "Onto the main topic of discussion. Earlier, our facility in Santa Carla was destroyed by those interlopers, and we were contacted by the being calling itself Nightmare. We saw the footage of its monster, labelled Kracko, and offered aid in our quest. The question is do we accept or not?"

"Out of the question!" Many Highbreed immediately answered.

"We do not require the aid of mongrel species!"

"The Highbreed will not be indebted to lesser beings!"

"Your suggestion is of great disgrace, Reinrassig!"

"ENOUGH!" Reinrassig bellowed, silence emerging immediately. "I understand your points. Every cell in my body shudders even thinking about such a thing as heinous as asking for help from lesser creatures. But Earth is the best test ground for later invasion forces as we continue our crusade. Would you prefer that we go after Pyros and be roasted? To cut through the accursed jungles of Aranhascimmia and its monstrous predators? To struggle in the tempestuous lands of Kinet? Earth's numerous climates are ideal ways for us to prepare our invasion for other planets. If we cannot conquer Earth, then our later invasions will be far more futile and fruitless." Reinrassig's points were not ignored, and many Highbreed began to discuss the matter with more uncertainty. "I understand that this idea is anathema to every ideal the Highbreed hold dear, but who is to say that we remain loyal for our entire time?" Reinrassig raised a fist into the air. "When we have observed their technology enough, we will take it for ourselves, and wipe them out with their own powers!" The Highbreed began murmuring in agreement hearing that Reinrassig did not intend on leaving dependent on some mongrel race. "I understand you would like time to discuss this, so let us reconvene in a few hours so we can decide our plans." With that, the other Highbreed left, leaving Reinrassig alone with his thoughts.

"Have I done the right thing in indebting us to these unknown outsiders? Will they come through and prove themselves worthy servants?"

While Reinrassig pondered over his suggestion, Magolor was going through some more potential plans, involving monsters like Coily Rattler and perhaps Octacon. Dr. Moro was currently working on hybridizing Whispy Wood's DNA with that of the Highbreed, and he knew that Kirby and his allies would be willing to go anywhere as long as he brought something against them. Soon enough, he received a call from his master, and snapped to attention. "Magolor!"

"How can I help you, master?" Magolor asked, a catlike smile implied in his eyes.

"Dr. Moro needs a bit of time for his latest project, so I was wondering if you'd be willing to give some monsters as a way to distract a certain puffball and company?" Nightmare smirked.

"What kind of monster did you have in mind? Something big? Masher, perhaps?" Magolor suggested.

"Perhaps, but let's not start too big at the moment. Something small. A way to weaken Kirby and his allies enough for Dr. Moro's pet project to dispose of them," Nightmare argued.

"Well, how about the Simirror Squad?" Magolor offered. "They're relatively recent, and it would be a good way to field test them for our more successful customers."

"Hmm..." Nightmare pondered. A few seconds passed before he made his decision. "Alright. Let's see how this goes. We can reflect on our problems later, but I hope Dr. Moro's project will bear fruit. Though let's send another monster to back them up. Is Fire Lion ready?"

"Oh yes!" Magolor smiled as the sounds of crackling fire and a guttural growl filled the bridge.

Later that day, Ben, Julie, and Kirby decided to enjoy some more time together, going to the park and enjoying the sights of nature before them. Kirby was fascinated by everything around. The green leaves of the trees contrasting the bright blue sky, the birds that flew over their heads, and the butterflies that flew around like leaves in the wind. One particular butterfly caught Kirby's eye: one with its wings being shades of red, orange, and yellow, going from white to yellow to orange to red from the body to the tip of the wings. Kirby smiled, but when she looked at the butterfly, she felt a strange chill crawl up her spine. Perhaps that chill was more literal, as she sudden began cooling the air around her hands.

'Why are my powers acting up looking at that butterfly?' She wondered. Her musings were interrupted when she heard the sounds of screaming, and turned to see what looked like a monstrous lion roaring and growling. The lion seemed ordinary, except for its fur being dark brown and its mane and tail tuft being made of fire. Accompanying it were four creatures likely sent by Nightmare. They all looked like small wizards that were Kirby's size, but their eyes were obscured by their orange hats and red robes. Each wielded a small scepter ending in a glass square bipyramid. The lion let out another roar as it set its claws on fire, causing more flames to grow.

"Well, guess we're fighting Nightmare again," Ben huffed and readied the Omnitrix. Switching between Chromastone and Echo Echo, he finally found the form he was looking for before slamming down the Omnitrix.

"BIG CHILL!" The Necrofriggian announced in a ghostly whisper. With that, Big Chill rushed towards the flaming feline, only for two Simirrors to rush forward before pointing their wands at Big Chill. The Necrofriggian unleashed a gale of cold air at Fire Lion, only for a glass-like barrier to surround the trio of monsters and reflect the ice breath back at him. "WHOA!" While he went intangible and his breath flew through his body, it hit a nearby tree, coating it in ice and frost. "Okay, so don't fire anything at those guys."

"POYO!" Kirby began to suck up air before his eyes landed on some nearby rocks, turning towards them and eventually swallowing them. With that, Kirby began to transform again.

Stone Kirby Transformation

Kirby had pebbles beginning to coalesce around his head before they turned into a crown of rock spikes, also having horns on the side and five decorative rocks on the rim. When Kirby had the crown put on him, his skin changed from pink to tan.

"Whoa, another new form!" Julie noted as she turned towards Kirby, her arms coated in water. Fire Lion attempted to blast her with fire before she used said water to douse the flames.

"So, guess you're Stone Kirby, then?" Big Chill wondered as he decided to fly towards the Simirror duo, who retaliated by sending what looked like glass planes, though as he went intangible, he saw them slice through the frozen tree with total ease, and the tree fragments toppled like a house of cards. However, Kirby soon ran towards them, coalescing rock around one of his arms before turning the stone into a massive stone fist, one he used to uppercut one Simirror into oblivion. "Well, you're definitely packing a punch to fear!"

"POYO!" Kirby smiled hearing Papa praise him. With that, he flew above another before suddenly coalescing stone around his body, turning into a heavy rock that fell like an anvil from an old cartoon and squished another Simirror, knocking its wand out of its grasp. With that, Julie sent a blast of water into Fire Lion, though its flaming body simply evaporated it.

"Well, okay, that didn't work, so how about we cool things even more!" With that, she unleashed a gale of frigid air from her hands, Big Chill immediately following suit with his Necrofriggian breath. With that, Fire Lion found its body coated in a thick layer of ice.

"I've heard of people being cool cats, but this takes the cake!" Big Chill chuckled. That chuckling stopped as cracks began to form within the ice, and the beast broke out, sending chunks of ice everywhere. The other Simirrors tried to protect the beast, but were quickly frozen when an intangible Big Chill ran through them, which made them easy pickings for Julie to unleash her geokinetic abilities to sink them into the ground, leaving only the fiery feline. Said big cat let out a defiant roar, only for Kirby to cut it off by turning to stone above him and landing on its back, making it roar in pain. With that, Julie summoned a torrent of water into the cat, weakening it further while Big Chill quickly chilled it with his ice breath. The Fire Lion did not let up, though its chest heaved with exhaustion. With that, Julie elected to finish the fight, and sent forth a powerful bolt of lightning that ultimately reduced the beast to ash.

"Is it ready? Fire Lion is no more!" Nightmare needled Dr. Moro.

"Just about. Just a little added growth serum, and..." Dr. Moro assured his master. The sounds of roaring and the creaking of wood rang out, and the mad doctor made a sinister smirk, one Nightmare shared.

"Excellent," Nightmare chuckled. "This shall be most interesting."

"Should I give Kirby his new...gift?" Magolor slyly wondered.

"Yes..." Nightmare smiled. "His final present! Highbreed Woods!"

Soon after the fiery feline had been defeated, Ben had transformed back to his human self while Julie and Kirby were taking a couple deep breaths.

"Okay. At least we got through that," Julie huffed. "Surely that's the worst he'll throw at us."

Julie's pleas, unfortunately, went unanswered as a monstrous being stood before them. It resembled a Highbreed, but rather than pure white, its skin, or rather its bark, was a light tan. The membranes within its wings were leaf-like in appearance, the normal orange appearing at the tips like leaves in autumn. Its face was similar to a normal Highbreed, but the chest had a massive mouth similar to that on a jack-o-lantern. Its limbs still ended in black wood but looked like gnarled roots, giving them the appearance of roots of a burnt tree. The horns atop its head extended to a much larger extent, and with the leaves and apple-esque fruits growing off them, they more closely resembled branches. Turning to the trio, the chest mouth let out a monstrous roar.

"What...is that?!" Julie could only ask in horror.

"I have no idea," Ben could only mutter as he reactivated the Omnitrix. "But we still gotta take it down!"

BGM - Blazing! Boss Battle from Kirby's Return to Dreamland

Turning the Omnitrix, he found the form he wanted: Humungousaur. With that, he transformed into the Vaxasaurian and let out a vicious roar. "HUMUNGOUSAUR!" With that, Julie coated her hands in fire as Kirby prepared a stone fist. The trio unleashed a vicious assault, with Humungousaur and Stone Kirby simultaneously slugging it as Julie unleashed a powerful blast of fire. However, the best was undeterred, merely being pushed back. At once, it punched into the ground, causing numerous roots to jut from it, quickly wrapping around the Vaxasaurian like an octopus's tentacles. For Stone Kirby, the mouth on its chest actually began sucking up Kirby as it stood up. Julie could only watch on shock as Kirby was sucked into its chest mouth and was then chewed up.

"KIRBY!" Julie and Humungousaur cried out simultaneously. With that, the Vaxasaurian began to grow, and numerous changes became obvious. Spikes grew along his tail, armored plates littered his head and back like a Stegosaur, and the scales on his shoulders and arms grew and split. His strength increasing like his size did, he ripped his wooden bindings apart, and slugged the monstrous hybrid, causing it to cough up Kirby, who sported some bruises and, more critically, had been deprived of his Stone ability.

"THAT DOES IT! NOBODY HURTS KIRBY!" Humungousaur roared in fury, unleashing a series of wild punches at the tree/Highbreed hybrid and making it stagger.

"DITTO FOR THAT!" Julie concurred as she unleashed a powerful blast of electricity. "Time to fell you!" With that, Julie concentrated and formed a sword of ice, starting to hack through the wooden tendrils it sent forth. The monster roared in pain at Julie's slicing, and it didn't look happy as it reached to the fruits atop its head. Plucking them, it dropped them to the ground; when they landed, the fruit grew monstrous vine-like tentacles as they, and a single eye opened on each of their cephalothoraxes before revealing a lamprey-like mouth, the "teeth" made of tough roots. All in all, they resembled gross Xenocite/apple highbreeds. Julie turned her attention to them as she and Humungousaur decided to go for them, especially since one of them had taken a bite on his tail, making him roar in pain. Kirby had shook himself and his attention to one of the Simirror wands left behind. His infant gears turned before he smiled and went to suck it up. With that, Humungousaur, Julie and Highbreed Woods turned to Kirby as he underwent another transformation.

Mirror Kirby Transformation

Kirby looked around as a mirror suddenly appeared before him. Looking at his reflection, he and the mirror suddenly began to spin before it broke into pieces. Beams of light began to shoot from the mirror fragments, forming into a ball that turned into a small wand and a violet and sky blue two-pointed hat, with a reflective front rim with blue edges and a gold and silver hexagonal gem at the crest. As the hat landed on his hand, he grabbed the wand, the mirror fragments forming its square-pyramidal tip.

"I see Kirby has a new power. The Mirror Ability, from the looks of it," An arriving Meta Knight commented.

"How did you-?" Humungousaur asked, quickly cut off.

"Your roar wasn't exactly the quietest, though I think I was the only who heard," Meta Knight quickly answered, much to Humungousaur's embarrassment. "I don't recognize this monster, but I wouldn't be surprised if Nightmare is making strides to use your current conflict with the Highbreed to their advantage."

"No kidding!" Julie huffed as she slew two monstrous apples. "Wouldn't be a surprise if they teamed up at some point."

"Indeed," Meta Knight concurred. "But let us focus on today's problem."

"Good point," Humungousaur noted as he slapped the beast with his tail. The staggered beast was left vulnerable as Meta Knight unsheathed Galaxia and sent a sword beam to slice off its right arm from the elbow down. The beast roared in pain before it stuck its remaining arm into the ground. At once, Humungousaur and the others noticed the greenery looking sicker and weaker, as if they hadn't been watered in weeks. They turned to the Highbreed Woods, and realized it was regrowing its arm as it absorbed nutrients and water from the surrounding soil and greenery. After its arm regrew, it began altering into a wooden gatling gun, and as it revved up, Kirby took action.

"POYO!" He declared as he erected a mirror-like wall in front of everyone, and when the gatling gun arm fired a large amount of seeds, they were transformed into glass stars that flew back into its gun arm and simultaneously sliced into it and jammed it up. With that, the beast tore off its gun arm and regrew a plain one in its place. Kirby was not deterred, and began sending mirror images of himself to pummel the monster, making it growl in pain. Seeing the monster struggle, Meta Knight, Humungousaur, and Julie rushed forth. Meta Knight turned his cape into wings and began flying around, making swipes across various parts of the monster's body while Humungousaur pummeled the beast with his massive fists as Julie sent powerful bolts of lightning that scorched the beast's bark.

If they thought that the beast would yield, unfortunately, they were gravely mistaken. Instead, the onslaught of attacks enraged Highbreed Woods, and it let out a bestial roar.

Nightmare gleefully sneered at the display before him. The Omnitrix Wielder, the veteran Star Warrior, the Jambastion High Priestess, and the one fated to slay him were all unable to land decisive blows against Dr. Moro's great creation.

"Marvelous," he mused. "Simply marvelous. This beast has proven more than worth its weight in Taydenite! Even if it should fall, I do believe it'll be a treat for our potential allies to observe! Their natural physiology enhanced with that of beings beyond their understanding of the universe itself!"

"So, I take it that you're happy how things are going?" Magolor wondered.

"Oh yes," Nightmare smiled. "Even if it should fall, it will most definitely be eye-catching for our potential new clients!"

The beast continued to roar in agony, especially when Mirror Kirby sent a series of square mirror panes that had razor sharp edges, slicing into its wooden flesh. The quartet had managed to inflict several cuts and dents into Highbreed Woods. All the blows did nothing to deter the beast. Quite on the contrary, it made it go mad. Highbreed Woods let out another bestial roar, planting its legs into the ground. With that, a massive array of roots grew like weeds, encasing all of them in a circular wall of wood.

"This can't be good. Ben, can you get an aerial view of the situation?" Julie noted.

"Worth a shot!" With that, Humungousaur hit the Omnitrix symbol and turned into an Aerophibian.

"Jetray!" With that, Jetray took the skies, but before he could go too high, the roots quickly worked to try to impale him, forcing him to go around dodging the attacks. Worse still, the ground became a minefield, as more roots, these laced with spikes. While Highbreed Roots original seemed based on an apple tree, now it bore a greater resemblance to a dynamite tree, as its fruit, once red and round, now had a greenish, gourd-like shape. Its body also expanded, becoming thicker, and was littered with spikes, and its head vanished from view, swallowed by the rest of its body. When it shook its whole body, the fruits were unleashed, but instead of turning into monsters like they had before, they exploded like shrapnel grenades.

With that, Julie and Kirby quickly made their defenses, Kirby creating a mirror shield that deflected some of the shrapnel while Julie formed an ice wall that was thick enough to endure the blasts. The beast continued its assault, however, and sent forth several more grenade fruits, littering the area with sharp seed shrapnel and bitter-tasting fruit flesh. At once, the beast fired several spikes from its body, and while the grounded trio were able to shield themselves, Jetray wasn't so lucky, and one of the spikes nearly took out an eye. Worse, it was coated in a strong irritant that made him scream in pain, making him fall to the ground. "GAHHH! IT BURNS!" In his panic, he also began firing several neuroshock blasts, some striking Highbreed Woods with little effect but one striking Kirby and knocking the Mirror ability out of him. "Sorry, guys. But this...really hurts!"

"Calm down, Ben," Meta Knight instructed. "But it may be a good idea to change into Swampfire. It may provide some relief."

"Y-yeah. Gotcha," With that, Jetray hit the Omnitrix Symbol and transformed into his Methanosian form.

"SWAMPFIRE!" The Methanosian gasped in pain. "Gah! That still smarts a bit. But this ain't over yet!"

"It was quite the investment to create this beast, Master," Dr. Moro noted as he wrote observations in his notebook. "But I dare say that it was worth every penny!"

"Indeed," Nightmare sneered. "All that and more! Look at those foolish fighters trapped like rats in a cage! This should certainly prove a worthy showcase to those stubborn Highbreed!"

"Their loss if they decide not to take your offer!" Magolor added. He, too, was glad to see just how much Kirby and company were struggling against their latest product. Even still, now that this beast had proven effective, it was certainly possible to market it to other customers. "So who do you think should get our new product? I hear the Incurseans are looking for more mercenaries to bolster their forces!"

"That...may not be such a bad idea," Nightmare mused. "I suppose they are quite rabid for violence and conquest, and we haven't made any deals with them for a couple generations. It may not be such a bad idea to restart our business relationships."

"I was thinking a bit closer to my home," Dr. Moro mused, his glasses shining sinisterly. "How ironic that the accursed Whispy Woods be beaten by beast borne of his biology! And the look of despair on that king-sized oaf as we wreck the rest of his kingdom? Priceless!"

"An equal valid suggestion, my dear doctor!" Nightmare complimented his minion's cruel mind. "Even should it fall, I dare say that it would be easy enough to recreate, wouldn't it?"

"Indeed, milord," Dr. Moro concurred. "I am a scientist, so before I did anything, I copied the genes of all monsters again and again to ensure that more splicing could be done in the future. With any other alien species, I can always use my mosyrintos to obtain a blood sample." At the snap of his fingers, syringes with wings buzzing look those of mosquitoes buzzed around him.

"Excellent!" Nightmare grinned. "I hope you're ready, Kirby and company. Your fights are going to prove most entertaining and cathartic to watch!"

The fight could best be described as a mess, now. Highbreed Woods had taken almost complete command of the battlefield thanks to its roots almost completely encircling the area around the combatants. Kirby was smarting, as was Swampfire, his eye still searing with pain. His regenerative factor, thankfully, had started lowering the pain, and it would most likely pass soon enough. However, it still didn't look good at all. Highbreed Woods let out another series of air bullets, one striking Swampfire and tearing his right arm from his shoulder. Kirby and Julie gasped at the injury, but were more surprised when a vine grew out of Swampfire's shoulder and snaked towards the vine, reconnecting it and dragging it back like a winch. In a few moments, the arm had reattached to its joint, and the wound completely vanished. "Let's do this! Time to turn you into mulch!"

"Indeed!" Meta Knight concurred, his cape turning into bat wings. With that, he took flight and began making numerous slashes. The beast flinched at the blows a glowing Galaxia inflicted, but it unleashed another bevy of exploding fruit, threats that Julie quickly shielded the grounded allies with through a stone barrier. Once the threat seemed abated, she sent the stones at Highbreed Woods while Swampfire was quick to assist with twin jets of fire. It was then, however, he had an idea.

"Hey Kirby! Suck these seeds up!" With that, he threw an array of seeds into the air, and Kirby was quick to inhale them, transforming yet again.

Leaf Kirby Transformation

Kirby found himself surrounded by a cyclone of green leaves, all of which began to concentrate around his head. With that, his skin changed into a light green, and atop his head was a crown of leaves, two withered leaves in the back, and an emerald with a gold bezel on his forehead. His crown completed, he beat his chest like a gorilla as four leaves orbited him before raising his arms to send them forth.

"Ah! Excellent. You've brought forth Leaf Kirby, one attuned to the will and power of flora!" Meta Knight noted as he sent a Sword Beam that sliced off some of Highbreed Woods' branches, making it roar in pain again. With that, Leaf Kirby began throwing leaves like kunai, and they were as sharp as knives as they cut into the monster's wooden flesh. Kirby wasn't done just yet, and began spinning towards the beast, leaves surrounding him and turning him into a makeshift blender. As Highbreed Woods sent out more tendrils to try and impale the infant Star Warrior, Kirby simply danced around the roots before sending all the leaves out to shred them into mulch. As the beast roared in pain, Swampfire, Julie, and Meta Knight continued the assault, not giving the beast any quarter. However, it was obvious this was naught but a prolonged tit-for-tat battle, but that was when Swampfire had an idea.

"Hey! Root Face! Is that all you got?" The beast growled in indignation at this. "Because all you look like is a lotta glorified firewood!" Highbreed Woods let out a louder roar at this insinuation. "And I've seen bigger explosions from firecrackers!" That tore it, as the monster began to inhale, only for Swampfire to suddenly grab Kirby.

"Once you're in there, create as many leaves as you can and send them everywhere you can send them," Swampfire whispered to Kirby just before he threw him into the beast's gaping maw. The beast was surprised, but nevertheless tried to chew up Kirby, only to be distracted as Swampfire began sending out large amounts of methane gas. As this happened, Kirby began following Ben's orders, and began sending leaves everywhere he could, some impaling the roof of Highbreed Woods' mouth and others going deeper into his body. The monster no longer trying to chew him up, Kirby began creating an array of leaves around him in a massive tornado. Soon, the leaf tornado shredded the monster's insides, and just at that moment, Swampfire snapped his fingers as a massive cloud of methane enveloped the monster's stem. The very volatile cloud lit up in a plume of flame, roasting the monster's exterior, and as it let out one single tear from one of its four eyes, its blackened wood began to spread across the roots that had surrounded the battlefield. In a few moments, the beast began to crumble away like a house of cards, its now desiccated fruit plopping harmlessly to the ground before disintegrating into dust in the wind. Emerging from the remains of the monster, Kirby turned back to normal and embraced a now-human Ben Tennyson.

"Nicely done, you two," Meta Knight complimented with a nod. "You did very well against such a horrible beast. But I worry that Nightmare grows ever stronger. That monster is not one I ever encountered before, but I recognize some of the powers from the stories of an old comrade of mine: Kit Cosmos from the planet Popstar. He spoke of a powerful sentient tree that defended his forest fiercely, and I noticed that this beast bore quite a few similarities with it."

"That may be true. But I definitely saw some Highbreed elements as well," Julie pointed out.

"Indeed. I can only assume that Nightmare wants to infuse more species into his works. He has a devious and creative mind when it comes to monsters, whether they be natural beasts from throughout the universe or new beasts he makes with his own power," Meta Knight solemnly noted before lightening up. "But that shouldn't dim your sense of achievement. You all did incredibly well, and I have no doubt that sooner or later, you'll be powerful enough to stand up against Nightmare and any others who threaten your home!"

"Good to hear, Meta Knight," Ben said as Kirby snuggled into his hug. "Good to hear!"

Unbeknownst to the victorious quartet, someone had taken a vested interest in the fight. An Arachnichimp with yellow eyes and stripes on his tail pulled out a small communicator before beginning to talk.

"Master Reinrassig, come in please. Agent Simian, with an urgent message," The Arachnichimp announced.

"Speak quickly. Time is valuable in these moments," Reinrassig answered.

"You're not going to like what I'll tell you, but..." Simian said.

"THEY DID WHAT?!"

"HOW DARE THEY!"

"ANY CHANCE OF ALLIANCE IS OFF!"

"WE WILL NOT HAVE OUR PERFECTION TAINTED BY LESSER CREATURES!"

"BE QUIET!"

Reinrassig's loud voice echoed in the halls, bringing immediate silence.

"But Reinrassig, they dare infuse our pure blood with lesser DNA to create genetic abominations as your Arachnichimp spy reported!" One Highbreed complained.

"Perhaps, but who wouldn't want the opportunity to use our superior genetics to improve their subpar genetics experimentation?" Reinrassig argued back, a claim that many Highbreed were willing to concede. "Still, this would be a breach of trust, but I will not deny the effectiveness of Nightmare and his monsters. Let us bring this discussion up another time...

...

...

...

...

...

...

with the Highbreed Supreme."

That shut all of them up. "I am as outraged by this as you. But in times like this, we must be ready to adapt and overcome. I have a feeling that whatever being they spliced our DNA with was nothing more than a pathetic little sapling that would have withered in our world. And look how our genetics improve it to such a powerful force. One that gives Tennyson and his allies such struggles. If this is the kind of bargain we must make to ensure our plans go through, than what other choice do we have than to stomach it? I will alert the Highbreed Supreme to this upcoming meeting, but I beseech you to think about what is at stake with this mission. We will not let mongrel races sully any more planets than they already do, and it is our destiny to cleanse what inhabited planets exist and ensure only we can take them for ourselves! If it means making bargains with those willing to ally or, better yet, supplant themselves before us, then so be it! But we are Highbreed, and we are superior! Whose galaxy is this?!"

With that, the Highbreed all began chanting the same answer, ending the meeting with the same phrase ringing through the halls.

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

"OUR GALAXY!"

Voice Cast:

Highbreed - Kevin Michael Richardson

Chromastone - Dee Bradley Baker

Blade Knight - Eric Stuart

Sword Knight - Eric Stuart

Kevin Levin - Greg Cipes

Meta Knight - Eric Stuart

Yamikage - Eric Stuart

Dr. Moro - Darren Dunstan

Kirby - Makiko Ohmoto

Reinrassig III - Richard McGonagle

Magolor - Clancy Brown

Nightmare - Andrew Rannells

Big Chill - Dee Bradley Baker

Humungousaur - Dee Bradley Baker

Jetray - Dee Bradley Baker

Swampfire - Dee Bradley Baker

Simian - Diedrich Bader

Author's Note:

Welcome back everyone! Did ya miss this little story of mine? Anyway, back to business. I know last chapter I introduced Marx, but while he will definitely play a part later down the line, Magolor will be the main minion of Nightmare for now. Marx is more of a "Season 3" and beyond villain.

Plus, now comes the addition of brand new transformations in the form of Stone Kirby, Mirror Kirby, Leaf Kirby! Hope you like what I did with them. And a small hint involving a certain boss from Kirby. •̀⩊•́

On a bit more serious note, I want to make a request. Please do not send so many suggestions to me, or at least suggestions that pertain far beyond the current season in Ben 10. What I mean is that I'm more than happy to see suggestions for anything up to "X=Ben+2", but I don't want suggestions beyond that. Otherwise, it overwhelms me, and I'm honestly having trouble with keeping with all the suggestions you give me. I sincerely appreciate it, but right now, it's too much. To be clear, this is not a total ban, but I want there to be some restrictions.

Next Time: Paradox

A strange experiment in the 1950s has begun to rear its ugly head. As Ben and the others pass by the Los Soledad military base, they encounter a bizarre monster that starts hunting them down. Encountering the mysterious Professor Paradox, the team soon find themselves running out of time.

Chapter Text

Chapter 8: Paradox

November 12, 1952

In a military laboratory, two scientists worked and fiddled with a device that centered around a ring of bright yellow quartz. A military general, alongside some other scientists, stood behind thick protective glass. He asked of the lead scientist "Are you sure this will work? Your time machine's going to cost the US government a pretty penny, Doctor."

Said lead scientist answered, "The Chronologger is hardly a time machine in the sense of it being a vehicle. It's instead a subatomic drill meant to bore into the space-time continuum." He walked up to face the general. "And as for the cost? Well, I'd say alleviating untold human suffering across history is justification enough, yes?"

To his aides, the general whispered as he put on his goggles. "It'll also give our red buddies overseas something to worry about."

"As for your first question, General Groff," The doctor responded as he put on his goggles. "There is only one way to find out." With that, he flipped the switch and activated the Chronologger. The device whirred, as the quartz crystals glowed like light beamed from within them. A cloudy, swirling portal began to form within the center of the device.

As winds buffeted the testing ground, the doctor's assistant had a question. "Are you certain we're safe, doctor?"

"I'm not certain of anything Hugo," the doctor frankly answered before giving reassurance. "But the chronomagnetic field we've generated should protect us." The portal grew ever more powerful, the ground itself beginning to quake.

"Doctor I...I'm scared!" Hugo frightfully answered.

"Have a gumball. It'll calm your nerves!" The doctor answered as he held up a paper bag filled with the candy. The device's readings spiked, and soon, like a black hole, nearby objects stretched like spaghetti, drawing the doctor ever closer to the portal. He made a valiant effort, but soon found himself drawn into the portal, much to the shock of General Groff. His shock increased further as something come out of the portal...something that roared in a deep, bellowing voice.

Present Day

The Tennyson crew made their way towards what seemed like an abandoned base, Kevin saying, "You didn't have to come. Gwen and I could've handled this alone."

"Perhaps, but many hands do make light work, especially if there's a possibility of the Highbreed or Nightmare being responsible," Meta Knight sagely responded.

"He's right," Julie pointed out. "Weird noises, unearthly lights, rumors of weird creatures, that does sound a lot like all the stuff Nightmare would throw at us."

"Mega Titan, Kracko, Fire Lion, that weird...Highbreed tree thing," Ben listed off.

"Yeah, yeah, I get it," Kevin conceded.

"Poyo," Kirby cooed.

"Still, can you really believe everything any old yahoo says?" Sword Knight questioned.

"Maybe," Kevin agreed. "The guys I heard it from aren't...totally reliable."

"Isn't that kind of a bad boy thing to do?" Gwen mischievously questioned. "Go to the abandoned ghost town and have drag races?"

Kevin took on a smile at Gwen's question. "How would I know? I only know them from the auto shop." Julie, Gwen, and Ben all turned their faces towards a spray painted "Kevin Rules" mark, eyebrows all cocking up.

"I remember Grandpa Max talking about this place," Ben recollected. "Los Soledad was a big military base back in the fifties. Some kind of research facility."

"And it must've been some pretty important research they were doing here," Blade Knight noted the thick brick that remained standing strong. "More than half a century later, and no signs of wear or tear from the ravages of time."

"You're right, Blade," Sword Knight concurred. "Apart from that." Everyone turned their eyes to where Sword Knight pointed his sword. Two large gaps were in the wall, ones that made Kevin hold his head in shock.

"No way! Those weren't there before!" Kevin remarked as the team reentered his car.

Driving through Los Soledad, it was clear how time had ravaged the former base. Broken windows, peeling paint, and fallen tiles littered the yards of the facility.

"The holes...didn't they look almost...person-shaped?" Julie recollected as everyone went out to investigate the area.

"Maybe something...I don't know...burned through the walls," Ben theorized.

"Like what?" Kevin sharply questioned. With that, everyone turned to the ground around them, trenches surrounded by gray dirt all crisscrossing in an apparent random pattern.

"Like whatever thing burned these trails into the ground," Meta Knight noted.

"Wait...do you see that?" Gwen took note of something by one of the trails. Walking towards it, everyone saw the skeleton of some kind of bird.

"It's a bird!" Ben noted as he picked up another skeleton. "And these are lizard bones. They're fossilized!"

"That don't look to be the only thing," Blade Knight said as he turned his eyes to a telephone booth; one that had seemed to be affected by time far from the present. The paint was peeling, the glass falling apart, and exposed metal corroded.

Gwen kneeled for a closer look at the booth. "It's like...someone turned this slate into sand simply by standing on it."

Kevin walked up to it, looking for himself. "He was probably on hold then."

Ben ignored Kevin's banter as he looked at the burnt trail. "That trail goes to the police station, then to those...I guess they're apartment buildings."

"Okay, I'm a bit confused," Julie stated. "These tracks were burnt into the ground millions of years ago, but you're saying they go to a place that wasn't here until over 50 years ago?"

"Read my mind, Julie," Kevin agreed.

"Poyo," Kirby's infantile mind couldn't comprehend what mommy and uncle Kevin were discussing.

Ben turned to face Kevin. "You are not helping! This could be signs of serious DNAlien or Nightmare activity, and it's up to us-!"

Meta Knight interrupted. "I think we can eliminate DNAliens from our inquiries." Everyone turned to face where Meta Knight pointed Galaxia. "Because that doesn't look like any we've seen thus far." Their eyes widened as they saw a broad, dark-blue skeletal figure, with tentacles instead of hands and feet. As it moved, it left a trail of afterimages behind it, as did a strange noise, one very unearthly sound. More than that, wherever the creature moved, it left the trails that scarred Los Soledad's earth.

"Finally, something worth the gas!" Kevin smirked as absorbed the stone of the ground. Turning to Kirby, he realized the Star Warrior needed something, quickly pulling out some of the stone. "Oh, and here Kirby! Eat up!"

"Poyo!" With that cry, Kirby sucked up said stone and began to change once again.

Stone Kirby Transformation

Kirby had pebbles beginning to coalesce around his head before they turned into a crown of rock spikes, also having horns on the side and five decorative rocks on the rim. When Kirby had the crown put on him, his skin changed from pink to tan.

"Pragmatic to use Stone Kirby," Meta Knight complimented Kevin's foresight. With that, he unsheathed Galaxia as Sword Knight and Blade Knight readied their own blades. Julie generated electricity around her arms while Gwen created mana discs to be thrown. Ben had activated the Omnitrix, and quickly dialed Chromastone, hitting the dial and changing into the Crystalsapien sample.

"Chromastone!" With that, they all readied to fight the strange creature as it charged towards them. However, it suddenly made a turn away from them and began running against one of the building walls. With that, the building was ready to topple onto all of them, making Chromastone's lone eye widen in shock. "Everyone, look out!" With that, they all jumped ahead, barely managing to avoid getting squashed by multiple splinters. The creature itself, though, had vanished, the only sign it had been there being the fresh trail. "Gone." With that, Chromastone turned back into Ben, and Kirby expunged his Stone ability.

"At least the building it destroyed wasn't the library," Gwen noted. Kevin had begun to shed his stone armor as he looked at her.

"You really love the books, don't you?" Kevin quipped.

Ben turned to face him with his own argument. "She's saying we need to do research on that thing. Find out more about it. The only thing we do know is that it's looking for something here on the base."

Within the library, Gwen accessed one of the old slideshows regarding Los Soledad. "These films are really corroded." Turning to another slide, this one had the image of a scientist on it at the center. "But it looks like they built this base for some kind of time experiment codenamed 'Project Paradox'."

"Who'd want to build a top secret time experiment facility in the desert just out of Bellwood?" Julie questioned.

"From what Grandpa Max told me, it was rumored they chose it because of the area's huge quartz deposits," Ben answered.

"Quartz? Time? Maybe they were looking to create the world's biggest wrist watch," Kevin joked, though everyone had a non-plussed expression.

"Wait a minute!" Meta Knight responded as he saw the doctor's face. "Paradox? Time? This was the birth place of the Time Walker?"

"The...Time Walker?" Julie questioned.

"Yeah, it's an old Star Warrior tale: an immortal who shows up in times of great distress. Ever unbound by the flow of time to the point of forgetting his own name, he's the eternal ally to those with righteousness, honor, and courage in their hearts," Sword Knight explained.

"Whoever this Time Walker is, his name's been censored," Ben noted as he read the files. "And his Paradox theory was the basis for some kind of experimental tunnel through time."

Looking at the lab, they saw the results of what looked like a black hole opening up within the giant ring of quartz. "Looks like my place after that big party I held weekend!" Kevin noted.

Everyone looked at the place, but the main attraction was on the floor, as Gwen directed their attention to it. "That thing's been here as well."

"Only one trail," Ben noted. "Which means that the creature either came in her and vanished..."

"Or it was born here," Julie finished. With that, however, they soon heard strange sounds, crashing, but something from within the safe side of the lab jostled about. With that, Ben readied and activated the Omnitrix, a Methanosian standing where a human once did.

"SWAMPFIRE!" With that, he grabbed the source of the noise. "Gotcha!" The source was revealed to be the same scientist responsible for Project Paradox. As if he hadn't aged in more than fifty years, his hair was still jet black and his skin still fair, and his gray eyes sparkled with mischief. For attire, he wore a white lab coat over a white shirt with a brown vest and black tie, black pants, and black shoes. He also wore goggles with green lenses around his neck.

"Ahh, Swampfire, that takes me back!" The man cheekily said before a look of confusion emerged on his face. "Or is it forward? It's so hard to tell, Ben. Have we met?"

"How...how do you know my name?!" With that, Swampfire let go of the man in utter shock.

"Have we met YET, I suppose the question was," The man remarked as if he were talking to an old friend.

"Hey, it's that dork from the photo, the Paradox guy!" Kevin noted.

Gwen was awestruck at the man's youth. "You haven't aged at all...in more than half a century!"

"Oh, I'm so much older than that! Gumball anyone?" The Time Walker offered as he held up a white paper bag.

"No thanks!" Swampfire politely declined.

"Poyo, poyo!" Kirby eagerly jumped up. The scientist let out an amused chuckle as he turned to face the pink puffball.

"Ah, little Kirby. Little fellow, big fighter! If I remember my time correct, this is before you were introduced to Maxim Tomatoes courtesy of King Dedede and far before I take you back here alongside Elfilin after you, Ben, and Gwen gave the Ultimate Lifeform a good thrashing!" The doctor kneeled to face the infant Star Warrior. "Then take this watermelon gumball!" With that, Kirby took the light green candy and began chewing on it.

"Getting back to business. Meta Knight called you the Time Walker, but what's your name?" Julie asked.

"Oh, that old title! Been a while since I heard that one," The scientist smiled in recollection before frowning "But you just read my file, so I was rather hoping you could tell me. It slipped my mind several hundred years ago."

"Did...did he just say...several...hundred years?!" Kevin asked in shock.

Swampfire was about to parrot Kevin's question. "Did you just say several hundred...hey!" The Time Walker had vanished.

"By the way," Everyone turned to look behind them to see the Time Walker a few feet from all of them. "None of you would've happened to have seen a space-time anomaly around here, did you?" He held his hand up to the top of his head. "About yea big? Incredibly destructive? Virtually unstoppable?" Everyone was shocked at how apt the description was. "No!" The Time Walker put his hand in his head in thought. "I must have been thinking of another moment. Ta-ta!" With that, he walked into the room with the quartz ring. When Kevin went to chase him, though, it was as if he'd vanished into thin air.

"Where'd he-?" Kevin's confusion was palpable in his voice. Everyone made their way to look for the Time Walker before Blade Knight gasped.

"Everyone, the Time Walker's over there!" Indeed, as Blade Knight had stated, the Time Walker was slouching against a nearby electrical pole.

"The Time Walker's obviously connected to that creature," Swampfire noted.

"Yes. It's time we have a talk with him," Meta Knight concurred.

"Oh, we'll definitely talk," Kevin growled as he began to charge ahead. Crashing through the door, Kevin ran at the Time Walker like an angry bull. "Right after I pound him into the ground!" With that, the Time Walker stood up and walked behind it, only for Kevin to try and follow him and not see him at all. "Huh?" The sound of a door knob turning caught his ears, and he saw the Time Walker wave as he shut the door of one of the apartments. With that, Kevin charged in, tearing up the insides of multiple buildings, one of them even having a chair flung out through the roof.

As Gwen stared in shock at Kevin's brutish search methods, she was further shocked to see the Time Walker walk up to her and cheekily ask, "Was I in there?" With that, he broke into a run, with Julie sending a burst of wind that blew through one of the doors to help chase him down. "That was public property, you know?" Everyone turned to see that the Time Walker somehow had appeared behind them.

"How...how is he moving so fast?" Swampfire was completely perplexed at their target's incredible evasion.

"You mean, how do I move so quickly?" The Time Walker answered near another building...one across the street from them! "It's called...walking." He had begun to, indeed, walk to the other side of the building. Soon, he walked next to Kevin. "Strolling, really."

"That's better!" With that, Kevin grabbed the Time Walker by his lab coat.

"Oh! Easy on the lab coat! It's 1200 years old!" The Time Walker replied, making Kevin loosen his grip. "Anyway, thanks!"

"Thanks?" Blade Knight parroted. "What for?"

"Well, I had a feeling that if you all made a loud enough racket, he'd show up!" The Time Walker explained.

"Finally, something we can hit!" Kevin noted, having a target to vent his frustrations on.

The Time Walker's face went from smug to concerned and shocked. "Oh, I really don't think that's a good idea!" The creature, indeed, began made its way towards them

Gwen soon enough had a realization that they'd misinterpreted the trails. "Those trails, they're not burn marks, they're...age!" She revealed.

Julie quickly recognized what she meant. "That creature! It accelerates time!"

When Kevin made his way towards the creature, the Time Walker's smirk returned. "Very good, you two!"

As the creature made its way towards them, Kevin reared up for a punch. "Not so fast, ugly!" However, he phased through the afterimages like a ghost, and when he saw his hand, it had shriveled like an old prune. Kevin gasped at this, and he felt wrinkles form across his face. As the Time Walker went in pursuit of the creature, Swampfire, Gwen, Julie and the Star Warriors made their way towards Kevin, they were all shocked to see that Kevin now looked like he'd aged overnight into a senior citizen. Most of his teeth had fallen out, liver marks had emerged on his balding head, and what hair he had left was a snowy white now. More shockingly, though...Kevin had four horns, about five inches long, growing out atop his head.

"Kevin!" Gwen cried in concern. Swampfire had detransformed back into Ben soon enough.

"Just...touching that thing aged him sixty or eighty years!" He noted with shock. "And...when did he ever have those horns? Definitely didn't have them back when I fought him five years ago, and they weren't on him when he became that mutant."

"Whatever the case, we need to get him to a hospital," Julie said as she and Ben tried to help the elderly Kevin up.

"What are you doing? Get your hands offa me!" Kevin demanded as he jostled out of the couple's grip.

"Come on, Kevin," Gwen tried to reassure him. "We're going to get you some help."

"What do you mean help?!" Kevin snapped back. "I'm going to kick that thing's keister!" When he attempted to kick the ground, he suddenly winced in pain.

"Kevin! Are you okay?" Meta Knight asked in concern.

"My back is killin' me, my legs ache, and what's up with these shoes?" Kevin grumbled. "Is it too much to ask for a little support?"

"Wow...it's like he's a real, irritable, short-tempered, crotchety old man!" Julie noted.

"Why are you whispering?" Kevin loudly asked, holding a hand to his ear.

"So in other words, apart from the male-pattern baldness...there's no difference to how he's always been!" Ben said with amusement. "Come on, old man."

"What do you think you're doing?" Kevin demanded to know as Ben took his car keys from him.

"Driving," Ben answered like it was obvious. That answer, however, didn't sit well with Kevin. Not at all.

"Don't you even think about it! You don't have a license!" Kevin argued. "Even if you did, why should I give you the wheel?"

"Grandpa Max taught and, in regards to your second question, it's an emergency," Ben pointed out. "You're nearsighted, arthritic, your reflexes are shot, and you were trying to unlock a cactus." Indeed, Kevin had been trying to twist the key into a large saguaro, Gwen facepalming at this.

With Ben at the wheel, the seating arrangement simply had Kevin sit in the back instead of Ben. As they drove to look for the Time Walker and the creature, Kevin leaned towards Gwen, easy as Sword Knight had decided to share Julie's lap with Blade Knight. "You shoulda gone out with me when I was young and handsome."

"You were too immature," Gwen pointed out.

"What about now?" Hope lit in Kevin's old eyes.

"Too old," And poof! There went that hope. Ben and Julie smirked at Kevin's falling face. With that, Ben put the car in gear, only for it suddenly drive backwards into trashcans. That was, Ben put the car in REVERSE gear. Kevin's face was like if someone had shot a cute little kitten with an assault rifle.

"Oops," Ben sheepishly said.

"It's not a bumper car, Tennyson!" Kevin angrily criticized Ben's driving. An explosion, however, cut off anymore potential complaints from Kevin, as they saw the creature charging through more buildings before it noticed them and ran towards them.

"BACK UP! BACK UP BACK UP!" Gwen desperately instructed Ben, who quickly slammed the gas pedal and made the car drive backwards away from the creature. The car jostled around as Ben tried to navigate driving backwards, dents littered across the car.

"For the love of-! Please be gentle with her!" Kevin pleaded with Ben.

"It's either your car gets dented, or we get dusted by that thing!" Ben argued as he kept driving. However, Julie quickly saw that the creature was going to emerge where they were headed.

"Ben, on the right!" She told him, and he saw through the side-view mirrors that indeed, the creature was making its way towards them. Shifting gears, he quickly managed to shift from reverse to drive gear on the transmission, going as fast as he could away from the creature. Weaving through the buildings, the creature simply smashed through them, rotting the wood to soggy splinters. However, it was apparent the creature was faster, and the car slowed a bit as it went through another series of trash cans. Even as Ben weaved to try and shake the creature, it wasn't stopping. Soon, it reached one tentacle towards the car and made contact. With that, the green paint corroded to a dull brownish-orange, the headlights and window glass were breaking apart like Kevin's frail heart, and the engine began sputtering. Kevin was utterly despondent.

"No! Not my car!" Kevin screamed in despair at his beloved vehicle being corroded.

"Everybody hold on! Meta Knight, can you get your students and Kirby to the top of that roof?" Ben instructed, noting a building ahead.

"Yes. It shall be done!" With this confirmation, Meta Knights, cape surrounded his students and Kirby, all of them vanishing into shadows.

"Ben?! What are you doing?" Julie asked in concern.

"Something that's either genius or the worst idea I've ever had!" Ben answered as he focused towards some pieces of rubble that made a ramp.

"At this point, I'm doubtin' any plan of yours is genius!" Kevin grumbled. Ignoring this, Ben had the rusty car go up the ramp onto the roof of the building. The shot suspension made the ride very bumpy, and the aging break system made it so that the vehicle struggled to stop. Thankfully, though, Kevin's modifications pulled through, and soon, the vehicle was safely standing still.

As the humans exited the vehicle, the elderly Kevin looked at Ben with a look that would turn another man's blood to ice. "You are never drivin' my car again!" He angrily rasped at Ben. Just at that moment, Meta Knight, his students, and Kirby reappeared just in time for a door and wheel to fall off the ancient automobile.

"Fair enough," Ben replied with a smug smirk, only for that to fade with an increasingly familiar voice.

"Where have you been?" The Time Walker announced as they turned to face ahead of them, holding out a pocket watch with a rather irritated expression. "You were supposed to arrive here six seconds ago." A look of confusion crossed his face as he looked at his watch. "Or is this thing running fast?"

"Alright, I know Meta Knight and the others call you the Time Walker, but who are you?" Ben demanded to know.

"What are you doing here?" Julie continued the questions.

"What is up what that creature?" Gwen didn't intend on stopping the inquiry express.

"Can you fix my car?" Kevin's pleading stopped the bevy of relevant questions, leading the Time Walker to walk towards him with a playful expression.

"Hmmm...something's different about you, Kevin," The Time Walker noted. "Ah! Is it your hair?"

Kevin's response made one thing clear: old and infirm as he was, he'd lost none of his brashness. "Yeah. I'm partin' it down the middle now, and I also got REAL! OLD!"

The Time Walker was unperturbed by Kevin's anger, and had a stern expression as he spoke. "Don't talk to me about old! I walk in eternity!"

"Well you better start runnin' in eternity, smart guy!" Kevin shook his fist towards the Time Walker.

"Kevin, maybe don't anger the guy that seems to be able to appear and disappear anywhere he wants," Julie suggested.

"Well, you're certainly no different, Julie," The Time Walker chuckled as Julie's eyes widened before looking at Kevin again. "But you might slow us down, Kevin. I'll need to fix that. We'll come back right over there!" Everyone turned to see him point towards the rooftop entrance, and he was soon walking from there...alongside a Kevin who hadn't been made into a horned geriatric.

"Kevin!" Gwen ran up to hug the young Kevin, Ben and Julie surprised at the PDA between them. "I can't believe it! You're good as new!"

Kevin grew a rather mischievous smirk. "Well, my back still hurts a little. If I could just lean on you..." Gwen gave a knowing smile before pulling away, and Kevin turned to the Time Walker. "Alright Professor. If you wouldn't mind fixin' my car..."

"And how exactly are you expecting me to do that?" The Time Walker looked offended at Kevin's request. "I'm a time traveller, not a body shop! Regressing a car would break all the chronal laws of spacetime!" Ben's expression grew ever more frustrated. "And-"

"Okay! Enough with the timey-wimey schtick!" Ben sharply interrupted the time traveller's rant. "We need answers, now!"

"Same old Ben Tennyson!" The Time Walker had a knowing smirk. "You're even more like yourself then you were in the future!" Kirby had conked off for most of the big worlds that had thrown around, his infantile mind utterly flummoxed. "Which for obvious reasons I can't really tell you about!"

"You want me to hurt him?" Kevin offered as he cracked his knuckles.

"No!" Meta Knight interrupted. "It is good to see you again, Time Walker, but perhaps we can discuss the space-time continuum when we don't have a monster in control of that all things devours; birds, beasts, trees, flowers. Gnaws iron, bites steel..."

"...Grinds hard stones to meal. Slays kings, ruins town, and beats hard mountain down! Yes, I do suppose you're right, Meta Knight." The Time Walker concluded the old riddle of time.

"So what can you tell us mister...Paradox?" Julie asked.

"Paradox! Oh yes, that'll do. That'll do very nicely!" The now named Paradox smiled at the less imposing-sounding name. "I'll tell my story in a way you can understand. With a beginning, middle, and end!" Holding out his open pocket watch, Paradox began. "It starts in the middle."

"Say what now?" Julie asked to herself with the contradiction.

"Los Soledad was built entirely because of my ingenious theory," Paradox ignored Julie's inquiry. "A time tunnel utilizing properties I discovered in quartz crystals which would allow us access to past and future events."

"Yeah, but considerin' that state of your lab. For an ingenious theory, seems like you blew it," Kevin mused.

"You don't know the half of it," Paradox concurred with Kevin's critique. "Some tiny miscalculation on my part destabilized the experiment and ripped a hole in the fabric of reality."

"A black hole..." Blade Knight realized.

"Correct," Paradox continued. "And I was hurled into the event horizon of that black hole. I must have spent 100, 000 years there. I didn't age, or need to eat or sleep...just exist."

"Something like that...you're really sane for someone who'd go through someone like that, Professor," Ben noted.

"At first, I went mad, of course," Paradox noted. "But after a few millennia, I got bored of it and became sane. Very sane. That's when I began to learn. All the ins and outs of what I'd been attempting to pierce into. I now possess a complete understanding of the space-time continuum! Allowing me to travel anywhere and anywhen I want!" Paradox quickly added, "Within reason of course! I can't travel to anytime before existence began, for instance, but most timelines are accessible for me to enter."

"So...where's your time machine?" Julie asked in confusion.

"He doesn't have a time machine, Julie," Ben realized. "He has a map...in his head!"

"Exactly!" Paradox confirmed. "I know where all the shortcuts are. I've spent a dozen lifetimes crisscrossing the time stream, making it a better place!"

"And believe me when I say that all the Star Warriors owe you a debt for all you have done to help our own quest, Paradox," Meta Knight genuflected before him.

"Oh, no need to prostrate yourself before me, Meta Knight!" Paradox jovially assured the Star Warrior. "I'm a time traveller wanting to make the universe safer, not a god desiring worship."

"Still...how does being a time traveling hero pay?" Kevin asked.

"At the moment, not even in job satisfaction," A serious look appeared on Paradox's face as the group found themselves before a green chalkboard with various designs and diagrams decorating it. "You see, I recently discovered that some kind of extra-dimensional creature is going to wreak havoc across the universe."

"You're losing me, Paradox," Julie said. "From what you just told us and Meta Knight's earlier accounts, something like that you've dealt with multiple times."

"She's right," Sword Knight concurred. "What makes this one so bad?"

"Because unlike the thousands of foes like them I've faced before," Paradox explained. "This...extra-dimensional creature came into our plane of reality at the same moment my experiment went awry!"

"Oh! I see how it is!" Kevin snarked. "The way I'm hearin' it, the chaos caused by this creature? It's your fault!"

"This creature couldn't have been lurking around here for fifty years," Julie countered.

"We would know about, and so with the Plumbers! There's no way they'd just ignore a creature as dangerous as this!" Gwen said in agreement.

"And they haven't Gwendolyn, but time isn't as linear as you might think it is," Paradox then began to draw lines like the banks of a river. "It's more like a river: moving, flowing, ebbing, and bending. There is, of course, the general forward flow that entropy ensures a cup can't be unbroken after it falls on the ground, but just as you can affect the way water in a river moves about, time can be affected in a similar way. Take my experiment, for instance. What I did set was set off a depth charge in the river of time. The creature I released was then blasted more than half a century from the past to your present." He then began to draw across the 'river' in a curved, zig-zaggy manner. "Doing...this to your future."

"But...all it's doing is messing up an old army base," Gwen continued to question. "Why not just leave it alone?"

"When it comes to events Paradox deigns necessary to interfere with," Meta Knight pointed out. "You'd be wise to not underestimate the dangers ahead."

"Indeed, but the dangers could better be explained by the man on the moon," Paradox then said, an eyebrow cocking up mischievously.

"What?" Ben was stupefied. "Who's the man on the moon?"

Pointing at himself, Paradox said, "I am!" With that, everyone found themselves on the moon's surface like Neil Armstrong and Buzz Aldrin had during the space race. Julie immediately took it the worst, quickly holding her breath while trying to get Kirby to keep his mouth shut.

"We're on the moon," Ben noted, treating this like an average Tuesday morning. Considering he'd blasted off into space to stop the mad schemes of an evil Ectonurite, though, perhaps it wasn't so unusual for him.

"Oh, not quite," Paradox noted. "We're on the moon in the distant future!"

"What the?!" Kevin sputtered. "Why aren't we suffocating then?"

"Good question," Paradox continued. "Not remotely the point, but that does mean that, Julie, you don't have to make an impression of a fish out of water." With that, Julie stopped puffing her cheeks and let go of Kirby's mouth. "Just imagine, if you will, what the Earth would look like in 200 years, say, with that time monster wandering all over it, aging everything that wandered in its path to dust."

"We saw what happened with those animals earlier," Meta Knight recollected. "And the buildings as well. And that was with it merely touching them."

"Indeed, and for those with no imagination," Paradox turned his face upward. "The Earth is up there." Everyone looked in horror as they saw Earth, but with a vastly different color. The thin blue atmosphere was replaced with red, the deep blue of the oceans had turned an ugly, oily gray, and where there was once a variety of tans, yellows, and greens for the land was naught but a decrepit, rusty red.

"That's...what Earth looks like with that thing there?" Julie could only croak as she comforting a trembling Kirby.

"You brought us into the worst possible version of the future!" Ben whispered.

"No, much as I'd like that to be true," Paradox said as he looked at the planet. "Should I fail to stop that creature, this is your best possible future." Everyone looked at each other in utter shock.

Everyone took what they'd heard horribly, but Julie, the greenest to this world of aliens, Star Warriors, and now time travel, took it the worst. She slumped to her knees, the full weight of what she heard sinking in. Kirby went up to her arm to try and comfort her, and Ben was quick to come to his girlfriend's side, kneeling down and putting a supportive hand on her shoulder. "Everyone...all of Earth's achievements...just...gone? Humanity...just...dust in the wind?"

"Not a pretty future, is it?" Paradox morosely continued before suddenly turning forward. "What are you doing here?"

Everyone turned to see another Paradox morosely staring at the ruined Earth as he answered the one that was accompanying Ben and the others. "I'm allowing myself to feel the full impact of my failure."

"Alright, who the heck is he?" Kevin asked.

"He's...a parallel Paradox. With this as an alternate timeline, there'd be a Paradox for it just as our Paradox is for us," Ben quickly realized, the other Paradox looking to him with a proud smile.

"Young Ben has an innate mind for transtemporal metaphysics," The alternate Paradox spoke as he turned to them. "That will serve him will in his future. Or would that be his past? Time travel can make understanding when in time you stand at a person's life so very confusing."

"Well, that's good to hear," Ben smugly looked at Kevin as he made an addition. "And I drive well too." The look Kevin sent him would've made a night on Mercury look like the inside of a sauna.

"We can breathe on the moon in the future, but you can't fix my car?" The apparent contradiction confused Kevin.

"What should I do?" The present Paradox asked his alternate self.

"Well, obviously, not what I did," The alternate Paradox replied as his pocket watch glowed when he opened it up. "But whatever you plan to do, you need to do it quickly. Time is running out."

In a flash of blue light, the group all found themselves back in present day outside the library of Los Soledad, very aware of how much they needed to stop the monster as soon as possible. Their destination, however, left Gwen puzzled. "Why come back to the present day? Why don't we travel to the time of your time travel experiment and stop it from ever happening?"

"Isn't just like an energy being to think outside of temporal conventions?" Paradox gave a knowing smirk at her and Ben's ancestry.

"Okay, Verdona might be an Anodite, but me and Ben are not energy beings!" Gwen countered.

"Perhaps, but to answer your question, the experiment that created that extra-dimensional creature also unstuck me in time," Paradox replied. "And that must happen because in all modesty..."

"You've saved the universe dozens of times," Sword Knight recalled.

"Hundreds, actually," Paradox clarified. "In fact, on one occasion, Ben and I worked together to the save the entire-" Seeing Ben's eyes widening, he realized the spoilers he was about to give. "Never mind." Looking at his watch, Paradox tried to recall what was about to happen. "At any rate, it should be here any-" The sound of an explosion caught everyone's attention. More of them rang out, alongside that strange humming noise. "You can set your watch to it."

"Julie, I may have an idea for how we could try to stall it," Meta Knight suggested.

"I'm up for whatever ideas you have," Julie nodded.

"Focus on your water powers, and give some to Kirby," The veteran Star Warrior instructed. Hearing this, Julie began to coalesce water around her hands while Ben activated the Omnitrix, switching to his Aerophibian form.

"JETRAY!" With that, he flew up high, blasting the creature as it approached them.

"Kirby! Drink up!" Hearing his mommy's instructions, Kirby quickly drank an incoming stream of water and swallowed, turning into a new form that hadn't been seen by them.

Water Kirby Transformation

Kirby clapped his arms as he gathered water from the ground in the form of a water sphere. At his clap, a golden tiara formed atop his head while his skin turned a deep blue. The tiara had a water drop on the center while waves flowed from either side. Flinging the water sphere with a shift to the side, a tornado of water began to form atop his head, finally calming into a cylinder like one would find in a glass of water, ebbing and flowing with every little movement.

"Ah! I see your plan using Water Kirby and Julie's Jambastion abilities!" Paradox smiled at Meta Knight.

"Indeed! Now, you two! Send as much water as you can towards that creature!" On Meta Knight's instruction, Julie unleashed a veritable tempest towards the creature, Kirby sending small bursts of water towards it as well. When the water approached just by the creature, Julie had the water stop and form a thick wall. The creature tried to get through, but supported by Kirby's little water blasts, the creature moved through it like one would walk through gelatin. Steam seemed to form and disappear as quickly as it appeared.

"What's goin' on?" Kevin asked in confusion. "Why's water such a problem for it?"

"Because water doesn't age like metal, wood, or stone does," Meta Knight explained as he saw the steam that continued to appear and vanish in rapid succession, the creature continuing to pierce through the wall. "That water is undergoing the water cycle at a much faster rate than normal due to the creature's temporal acceleration abilities: evaporation and condensation are occurring very quickly, but the water itself isn't changing. Yes, it will get through, but this at least buys us some time to decide what to do."

"Indeed, but that wall of water won't hold for much longer," Paradox remarked. "But these will!" With that, he reached into his bag and flung several gumballs at the creature as it finally burst through the wall of water. However, when it touched the gumballs, it stalled. Jetray was confused as he landed next to the group.

"Wait...the gumballs hit it? I get the water thanks to Meta Knight's explanation, but why are the gumballs affecting it when it ages everything else it touches?" Jetray's question lay on everyone's mind.

"Gumballs last a really long time," Paradox remarked as he held up his bag. "Just take a look under your desk at school!" Julie shuddered as she remembered the filthy desks at school. "Now all of you, get back!" With that, everyone leapt away from the creature, Jetray himself taking to the skies. Gwen readied to use her mana as Meta Knight prepared to unsheathe Galaxia. Before the two could do anything, though, Paradox leapt towards the creature, actually managing to hold it back.

"Paradox, stop and let go of it!" Blade Knight pleaded. "That thing'll age you into oblivion!"

"No need to worry, Blade Knight, I exist outside of time! Age has become meaningless for me!" Paradox assured him before giving an addendum while grunting with great effort. "But that doesn't mean I don't feel the eons passing!"

That was when Jetray turned back into Ben, and he made a request. "Paradox. Take us back to the accident, now!" Everyone's eyes widened at what Ben asked.

"But I told you-!" Paradox was about to counter as Ben made his request a command.

"Just do it!" With Ben's instructions, all members found themselves at Los Soledad, circa 1952, in a blue flash of light. "Everyone, get to the lab! Quick!" No one understood, but Ben's tone gave no room to argue. "Paradox! You just keep that thing occupied!" With that, Ben ran off to follow the group.

"Keep it occupied?!" Paradox's disbelief was obvious as he turned to face where Ben had been. "I'm a time traveling hero! I don't keep things occupied" With that, he and the creature turned away from the lab building.

As the group entered the lab, they overheard parts of the conversation between Professor Paradox and General Groff, but they remained more focused on Ben's path, hiding behind Paradox under the lab window.

"Why would it use the phone?" Ben suddenly asked.

"I...beg pardon?" Sword Knight was confused at Ben's inquiry.

"The creature," Ben answered. "It tried to use the payphone, remember? Then it went to the police station, and the dorms."

"Wait...I think I get it!" Meta Knight realized. "The creature isn't acting like an unfathomable monster with no motivation other than death and destruction..."

"It's acting like a normal person if they found themselves over a half a century later in an abandoned military base!" Gwen concluded Meta Knight's answer.

"Then what about it turning my car into scrap metal?" Kevin demanded to know.

"Your vehicle was the one new thing in that base that seemed functional," Julie replied. "When it reached for us, it was trying to have us help it by getting answers. The aging...it's just a side effect of the experiment, not a deliberate power!" With that, the experiment began, and a spotlight inched towards the quartz ring. Blinding light shone from the quartz crystals as everyone turned to face towards Paradox. However, Ben's attention turned elsewhere. Paradox's assistant Hugo was backing away from the ring and ended up bumping into the console, which then exploded.

"Look there! The assistant!" Everyone saw what Ben had turned towards, and they saw him flinch away from the exploding console. At that moment, Paradox began to get sucked into the burgeoning black hole, and in a few seconds, he'd been sucked into it. Hugo was screaming in fright as he tried to cling onto anything he could grab to stay grounded. At that moment, Ben and Kirby turned to each other, an understanding forming between father and son. With that, the two began to approach Hugo, Ben quickly pulling out the Warp Star and having Water Kirby grab onto it.

"Ben! You're going to get sucked into it!" Gwen pleaded.

"Like this? Yeah," Ben concurred. "But not if I put on the pounds!" With that, Ben transformed into Humungousaur. General Groff and his men stood in shock at the Vaxasaurian standing before them.

In the grip of the black hole, Humungousaur's voice seemed more like a distorted growl. "HUMUNGOUSAUR!" With that, he planted his feet into the ground and lumbered towards Hugo. However, when Hugo opened his eyes to the 12 foot dinosaur before him, he screamed in fright, almost getting sucked into the black hole as Humungousaur grabbed his leg. "Trust me, this beats the alternative! Kirby! Get you and the Warp Stay behind him, then spray as much water backwards as you can!"

Hearing daddy's instructions, Kirby took on a determined expression. Even as gravitational forces several hundred times more powerful than the sun tried to pull him into the singularity, Kirby remained firm, ballooning his cheeks and unleashing a powerful stream of water into the singularity. The force of the stream was enough to give Humongousaur more support in pulling Hugo away. "POYO!" With that, Hugo, Humungousaur, and Kirby all landed back in a heap. Deciding to ensure the black hole stopped, Gwen quickly sent a series of mana discs at the quartz ring while Julie sent forth explosive fireballs while Meta Knight unsheathed Galaxia and released a powerful sword beam. All the attacks in tandem made the quartz ring crumble, and the black hole soon dissipated.

As Paradox and the creature continued to run around Los Soledad, a flash of light soon appeared, and where the extradimensional creature had once been, Paradox saw that Hugo now took his place. "Hugo! Of course!" Paradox's palm hit his face in realization. "If it were a snake, it would've bit me!" With that, everyone walked towards Paradox and Hugo as Kirby had returned to normal. Ben's expression irritated Paradox as it radiated "I solved it before you!" energy. "Don't like so smug! I'd have figured it out eventually!"

"You had a hundred thousand years!" Ben's response was the last thing Hugo heard as they all vanished in a flash of blue light.

"Well, I have to admit it, I'm impressed!" In present day Los Soledad, everyone turned to see Paradox in a happy mood. "All those centuries trapped in the event horizon, and it never occurred to me that the accident wasn't my fault!" Looking at Ben, Paradox remarked, "You're much smarter than you were when I met you later!"

"Thanks...I guess," Ben was receiving some rather mixed messages from the time traveling hero.

"But...what happened to him?" Julie asked before she then clarified, "Your assistant?"

"I...lived my life," An older voice soon came forth. They saw Hugo, now hunched on a cane while wearing a yellow turtleneck and black pants, his brown hair now white.

"Hugo!" Paradox greeted with joy. "How are you?"

"Well, you look the same, and I haven't seen you in more than half a century!" Hugo noted as he shook Paradox's hand.

Paradox replied, "Well, I haven't seen you in a hundred thousand years, but you don't look that bad! How was your life?"

"Good. A good life. Found a girl to settle down with, we had kids, and they grew up to be parents themselves, and...I'm a grandpa now," Hugo answered before he looked down in shame. "But...I'm sorry about the experiment. I ruined everything. I never got to time travel and see your dreams of helping others come through."

"Would you still like to?" Paradox offered.

Hugo's face had a grin spread on it. "Yes! I'm not afraid anymore."

"Glad to hear it!" Paradox smiled. "How about you receive a behind the scenes look at eternity." As his open pocket watch glowed blue, a swirling portal emerged before them, the two former scientists walking towards it and vanishing.

"At least...eternity won't be lonely for him any more," Julie remarked. However, while everyone smiled at the reconciled friends, Kevin was unhappy at something else.

"Oh, and thanks you two! Thanks for stranding us in the middle of nowhere!" Kevin screamed at the now gone pair.

"Come on, Kevin," Ben answered as the group made tracks. "We've got a long walk home." Kevin's unhappy expression did not vanish. As turned to a corner, however, they saw something that etched everyone's face in jubilation.

"Oh ho ho ho! Stoked!" Kevin ran towards his restored car. Green, clean, and pristine.

"It looks like new!" Sword Knight noted.

"Oh it doesn't just look like new, it IS new!" Kevin noted as he examined the car. "It's factory new from forty years ago!" Looking to the sky, Kevin had a parting remark for the time traveller. "Paradox, I take back everything I was going to say about you!"

As everyone stepped into the car and prepared to go home, Ben noticed a note tucked into a windshield wiper. He then read it aloud. "Kevin, try to keep in mind that if this car come in contact with anything else from 1976, it will explode like antimatter. Enjoy! Paradox."

"He's kidding, right?" Kevin wondered nervously. "It's like...some kind of time travel prank, right? Isn't it?" With that uncertain question on their minds, they all drove away from Los Soledad, one more mystery put to rest.

Voice Cast:

General Groff - Richard McGonagle

Professor Paradox - David MacCallum

Hugo - Dee Bradley Baker

Kevin Levin - Greg Cipes

Meta Knight - Eric Stuart

Julie Yamamoto - Vyvan Pham

Ben Tennyson - Yuri Lowenthal

Kirby - Makiko Ohmoto

Sword Knight - Eric Stuart

Gwen Tennyson - Ashley Johnson

Blade Knight - Eric Stuart

Chromastone - Dee Bradley Baker

Swampfire - Dee Bradley Baker

Jetray - Dee Bradley Baker

Humungousaur - Dee Bradley Baker

Author's Notes:

Guess who finally made an appearance! Three guesses and the first two don't count. In all seriousness, let's extend a hearty welcome to Professor Paradox, and with him, another chapter in this good old tale. Before any says it, yes, David MacCallum is no longer with us, RIP, but honestly, I don't think there's anyone I can see being Paradox other than him. I don't dispute other Doctor Who actors could work, but...maybe it's just me, but none of them feel like they could bring the same combination of whimsy and wisdom MacCallum had. IDK, it very well could just be me, but all the same, I figured I'd bring some more foreshadowing for some of the events of this saga. So...yeah. Some of the confirmed adventures would be of the Forgotten Land, of Dreamland.

Next Time: Entomophobia

When Magolor decides to send a new swarm of monsters to attack Kirby, he ends up giving an old enemy of Ben a powerful new set of minions. If Ben wants to keep Bellwood safe, what can he do against this odd menagerie?