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Ben 10: Apex Hero

You know the story. Ten-year-old Ben Tennyson, his ten-year-old paternal first-cousin Gwen, and their paternal Grandpa Max start their summer camping trip. Ben goes stomping off into the woods after another fight with Gwen, whom he is not happy to have along on the trip, and is almost crushed when a meteor crash lands, only to discover it’s an alien cargo pod. When he examines it, he finds a mysterious, watch-like device, called the Omnitrix. As Ben reaches inside the pod for it, the device attached permanently to his wrist and gives him the ability to transform into a numerous variety of alien life-forms, each with their own unique powers and abilities. Although Ben realizes that he has a responsibility to help and save others with these new abilities at his disposal, he is not above a little ten-year-old super-powered mischief now and then. Along with Gwen and Max, Ben embarks on an adventure to fight evil, both extraterrestrial and earthly. But what if someone else finds himself in Ben's place? Someone who has a different personality from the original superhero, not afraid of dirtying his hands seeking to satisfy his endless ambition. AU. Harem. +18 just to be safe. *Eventually synopsis might change to less lame one... tags may change as well, depending on the progression of the story. Disclaimer, this is a fan-fic, so credit goes to original authors. And this is a world of fiction. Names, characters, business, places, events and incidents are either the products of the author’s imagination or used in a fictional manner. Any resemblance to actual people, living or dead, or actual events is purely coincidental. I don’t claim ownership over the Cover Photo.

Daichi_TBR193 · อื่นๆ
Not enough ratings
16 Chs

Breaking the formula

[LUCKY GIRL]

After a couple of days on the road, the group finally reached Louisiana, New Orleans, enjoying their first day there by going on one of the famous swamp boat rides and touristing around the French Quarter district.

Finally, after a bit of convincing from Gwen, they all agree to check out a museum that collected artifacts from history.

While Kate recalled the time where she would take anything that caught her attention, Lucy was looking through a shaman's mask on a stand before she smirked back at Kate and dragged her back to the rest of the group as Gwen and the boys were paying attention at an exhibit that was being described by the museum tour guide.

"...and behind this impenetrable glass is the recently discovered and only known existing copy of the Archamada Book of Spells." The guide announced, her voice displaying no excitement as she was presenting them.

Unsurprisingly, at least for those that weren't Ben who knew a bit of her esoteric interests, Gwen started talking along with the tour guide on the book. "It contains ancient witchcraft and rituals from the late 1600's."

Seeing that Ben was looking at her, she shrugged and replied. "You are not the only one that knows some stuff."

The tour guide, who noticed Gwen was mimicking her job and following her hand gestures, taunted a ten year old girl before moving on. "Maybe you should work here, dear."

Noticing how sad Gwen became at that remark, Lucy rushed to her side and nudged her cousin. "Don't let mummy's face get to you, she's probably older than that spellbook."

"Indeed." Ben agreed while Kate and Max looked somewhere else. "Why is she mad that you know your history anyway?"

Coming up with a way to lighten up the mood, Lucy then spat out her tongue and made a funny face that was supposed to resemble a mummy, prompting both Ben and Gwen to laugh together on a rare occasion.

Suddenly, there was a tremor that resonated through the museum and right after it everyone started levitating in the air, including Ben's group before they finally hit the ceiling.

"Okay, something tells me this isn't on the tour." Kate remarked, struggling to resist the unnatural push while trying to reach her bag of materials. "Man, you guys really are a magnet for these kinds of encounters."

Meanwhile, on the ground, a red mist suddenly came out from a blue gem that resonated into a man who stood in front of the spellbook.

The shaman looking guy had gray skin with black tattoos on his shoulders.

His attire was like that of a tribal or a nomad, boasting a red and black dress with a hood, matched by black pants that were torn beyond his knees. He also wore what appeared to be some talismans under his neck.

His long black socks didn't cover his heels or toes and his face was painted white and black to resemble a skull, with black fingernails and toenails the man wielded a strange staff.

"The Archamada Book of Spells." The master magician known as Hex announced to himself, seemingly dismissive of the people still stuck on the ceiling. "All of its power will soon be mine!"

One of the talismans in his necklace started glowing orange and he said an incantation that caused an explosion that destroyed the glass, he mentally levitated the spellbook into his hands.

"Impenetrable glass my-" Kate said as she kept shaking her head as Ben transformed into his Kineceleran (XLR8) form without having to move a muscle.

"I got this!" Ben announced before flipping over where he stood and zoomed out from there.

"Hey, let me try that move-" Kate began before Hex noticed them and used his staff to dispel his levitation enchantment, sending them all to the ground. "-again!"

Suddenly, a gust of wind came from seemingly nowhere and blew the ancient shaman from under them as Lucy quickly tied the two end ropes to two stands with her elongated arms, catching all of the patrons safely as Kate used her metal coated arms on the walls to catch herself before meeting the ground.

"Where did that wind come from?" Max asked after he and Gwen had safely reached the ground. But he got his answer after noticing Ben had immediately taken action against the sudden threat, just like he had taught his grandson.

"You know, the last time I met someone in pursuit of something I wanted, we ended up disagreeing." Ben remarked threateningly while Hex was the only one near enough to hear, before raising his arm to prevent Kate from attacking him. "Don't worry, I got him for now. In case he might have something else in his sleeve, help everyone leave the building."

"Argh… alright, but this the second time you own me a fight. Everybody out!" Kate shouted as the patrons all left the building with the exceptions of her group. Noticing how Ben kept his reptilian blue arm raised, she understood this as her opportunity to test her powers. After touching him, her body soon became slimmer and more athletic than usual, allowing her to move much quicker than her regular speed, although not on Ben's current level. "Ben, be careful. We don't know what we're dealing with here."

"It seems that this man is after that book." Lucy pointed out as she morphed into a female version of Ben's tetramand (Four Arms) form. Though differently from Kate, she merely had the familiar appearance, not the actual powers. "Hey, skull face! If you want a book, the library's right down the street!"

Hex glared as another one of the talismans on his necklace lit up and he chanted another spell. "Berdi Moro Nata!"

A blast of fire escaped from his staff and struck the banner above, instantly igniting it and sending a wave of flame straight for the three of them.

Lucy then crossed her arms and braced herself to rush forward while Ben ran vertically up the wall and jumped off of it, changing to his Lepidopteran (Stinkfly) form and using his momentum to fly upwards.

Hex thrusted his staff again, sending out a flurry of red crystals at Ben as he flew around to avoid them and the crystals exploded once they hit the wall.

Meanwhile Lucy and Kate rushed towards the master magician with the intent to attack him, they shouted out a battle cry. Unfortunately, aware of their battle plan, Hex sent out a flash of light from his staff that managed to temporarily blind them both and caused them to lose their footing, crashing into some artifacts as Ben flew towards them and lessened their crash.

"Thanks." Lucy said as she smiled at him. "I'm still not that great of a fighter."

"Yeah. Our bad." Kate sighed, still not used to the increased speed and reflex.

"Don't mention it." He said as he pushed them away right after shifting back to his Kineceleran (XRL8) form, making Hex's attacks miss them. "This guy's tough, be careful."

He sped off, seemingly vanishing from there, before Hex was once again hit by a blue wind as a loud blast was heard, unfortunately his magical barriers were strong enough to prevent him from being blasted off towards a wall.

"How are you doing that?" Kate asked, trying her best to keep up with Ben. "My vision gets too blurry while sprinting."

"Experience." Ben pointed out simply before opening his visor and smiling. "And I also have a specific visor for that."

"Lucky guy!" Kate said with a pout.

Hex turned around angrily as he saw Ben and the girls surrounding him.

"I guess we got his attention." Lucy said, comically cracking her four knuckles.

Hex growled at them furiously before declaring. "You will wish you hadn't!"

He widened his eyes as he used his telekinesis and sent Lucy flying backwards and into the wall, thinking she was the one he should be more careful with.

Unfortunately for him, while he was distracted, Ben ran around him rapidly and punched him without giving him time to react or reinforce his magical defenses, trapping him in a tornado of unmerciful strikes.

Kate then saw her opportunity as her eyes started glowing and she thrust her hands forward, letting loose a thin but condensed energy blast that struck him in the chest. Once it struck him, each one of the talismans were sent flying off of his necklace as he was sent clattering on the floor.

Kate smiled and blew the smoke from her hands, proud of her work.

Hex was left unconscious in a smoking crater as Ben lifted his visor and smiled, blurry over at hyper speed towards the talismans and picked each and everyone of them up with his claws.

It was then that Max walked over, with Gwen clearly saddened at not being able to help again, and put a hand on the girl's shoulder. "Nice job, you three."

"Just doing what we do best." Kate said proudly with her chest puffed.

"Keeping it low-key, Grandpa." Lucy joined with a smile.

Not long after the cameras flashed at the entrance of the museum as Lucy and Kate smiled and waved at the cameras as the sludge puppy blew kisses to the paparazzi and the half-osmosian flexed her muscles. Their real identities were hidden thanks to their mutated appearances.

"Who are your heroes?" Lucy asked rhetorically.

"We are!" Kate announced as they continued to receive applause while the unconscious Hex was loaded on a stretcher into an ambulance.

All the while Gwen scoffed and looked away from inside the RV as the ambulance pulled away from their location.

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—MC'S POV—

The Rust Bucket pulled away from the city as I smiled at my collection that I had amassed over the summer.

The photos I have collected from Sparksville, our meeting with Aunt Vera, my special tour around New York, and even Captain Shaw's picture of the Kraken, that other small gadgets like Dr. Animo's transmodulator and many other small souvenirs such as the clown mask we got on our last stop.

Sure, the big ones like Rojo's original hand cannon, Tetrax Hologram and Vilgax's drones were guarded somewhere only I could reach. But now I have the entire collection of the Charms of Bezel.

Well, actually, most of them. I still need to get my hands on the Keystone of Bezel at that souvenir stand in Las Vegas. Which should increase all of my natural powers, abilities and skills, while also amplifying the power of the other charms tenfold.

Yup. Not nearly at Omnitrix's level of Hax, but still not that bad either.

Back to the charms I actually had with me, they were five magical talismans, each granting different unique powers and abilities depending on the charm.

The first one, the Charm of Luck and Probability, which I've decided to dub as the Crown of Bezel, the one I have been wanting the most.

I have many projects that despite my certainty that they would be a resounding success, I wanted to be sure. For you see, the charm of luck quite literally reversed Murphy's Law, meaning it granted the wielder supernaturally good luck.

This caused anything and everything to go their way, but only if there was a possibility of it going their way in the first place. Which is perfectly fine by me. It made all of the possessor's endeavors succeed in a good way, however any opponents that may happen to be nearby suffer from increased misfortune.

The second, Charm of Resurrection, or better said, Heart of Bezel. Which could return its host to life or recover from physical wounds, injuries and even regain consciousness if the user was ever made unconscious, after a short amount of time that is.

It's usefulness was obvious and without it, Hex won't be troubling me anytime soon. Especially after I switched the Archamada Book of Spells with a fake one I had prepared beforehand for this moment.

Besides, leaving behind Hex's magical staff was a necessary risk if I ever wanted to meet his niece, Charmcaster. But that was neither here nor there for now.

Next, the third one, Charm of Pyrokinesis, or Orb of Bezel. It grants its host the ability to magically generate, blast and even telekinetically manipulate fire.

Nothing comparable to what I could achieve in my Pyronite (Heatblast) form, but still somewhat useful if proven capable of boosting my power in that form.

The fourth, Charm of Telekinesis, or Cloak of Bezel.

Allows the wielder to fly through the air at incredible speeds and also have great telekinetic control and manipulation over multiple objects or people all at once. That one was an excellent support for my Anodite powers, or Lepidopterran (Stinkfly) transformation.

The fifth and final, Charm of Electrokinesis, or better called Eye of Bezel.

Much like the charm of pyrokinesis, the charm of electrokinesis grants the wielder the ability to create, generate, control, and manipulate all forms of electrical energy at will. Which makes me wonder if my Nosedeenian (Buzzshock) transformation will be compatible with it.

'Hmm… Luck, Health, Fire, Flight and Electricity.' I quickly recapped everyone of the small talismans in my possession. 'With luck they might have some extra features that have yet to be discovered. Heh.'

Taking out my hoodie jacket for a moment, I retrieved an arm leather strap from under the front seat of the RV and immediately wore it on my right arm, similar to how Future Gwen would carry them. One on the back of my right hand, two over my forearm and the other two on my arm. Fortunately they were all light and small enough to not hinder my movement and be easily covered under my sleeve.

Hearing a discussion coming from the girls, I got up after wearing my hoodie jacket and decided to join them.

"All I'm saying is that you two didn't take down that weirdo sorcerer all by yourselves today!" Gwen said, arguing with Lucy and Kate. "Ben saved you two, and he didn't brag to a crowd of paparazzis. If it weren't for him, you two would be doomed. I help you two constantly, but does anybody notice me?! No!"

"Yeah, but this time you were there to help." Lucy pointed out, not really understanding why she was arguing with them.

"Of course, because I know better than putting myself at risk only to count on Ben to rescue me." Gwen said, her tone betraying a bit of her insecurities.

"And what about that sick hoverboard you got? Couldn't you use it?" Kate replied with a raised eyebrow.

"Hey, I understand where you are coming from Gwen." I told her as I gently placed my hand over her shoulder. "But being a hero isn't all about getting attention, you know."

"True." Kate agreed, crossing her arms behind her head while Lucy nodded.

"What happened to you two being all 'Who are your heroes!?" Gwen asked as she slumped in her seat.

"For what it's worth, I noticed you, Gwen." I tried my best to cheer her up, being slightly guilty with my greed for not sharing a single charm with her.

"We're related, so that doesn't count." Gwen dismissed my words, though I definitely see that she was trying to hide a blush on her face.

"No offense, Gwen, but you weren't there this time." Lucy said. "I personally didn't do much. But still…."

"Hello, wake up! The only reason you two are big heroes is because of your powers, Lucy. If I had your powers, I'd be the one getting all the attention and all the cool souvenirs." She then looked out the window disappointingly.

"...You're right." I told her, noticing that Grandpa was busy with something else. "Want to discover if you also have powers?"

"How so?" Gwen asked, genuinely interested. "Have you learned how to share that alien watch of yours?"

"Not quite." I said while raising my hand and my deck of cards began floating around before everyone to see.

"Wow." Gwen and Lucy gasped in surprise.

"Dude, you haven't told them about it?" Kate asked, confused for a moment.

"The opportunity never came." I shrugged my shoulders before releasing a reassuring aura. "Besides, I like to keep my secrets."

"It's no biggie." Lucy said with a wink. "You can trust us to keep it a secret."

Gwen was still staring at the floating cards, mesmerized. "You know magic? Really? Can…can you teach me?"

Before Lucy had the chance to ask as well, I said. "It's not exactly something I learned, you see, I was born with an affinity for it."

"Yeah, I'm pretty sure you mentioned something like it before to me." Kate nodded, a bit smug for being the first one to learn about my secret.

"But…since we are cousins, perhaps I might also have the same affinity." Gwen slowly reasoned, clearly hopeful to finally be like me and the other girls.

"It's a possibility." I remarked with a nod, as if I didn't already know the answer. "Are you up to meditate for an hour or more to find out?"

"Absolutely!" Gwen replied excitedly as Lucy immediately seemed to have lost interest.

"Good. It's the foundation of the whole thing." I remarked before telling her about my first steps in mastering my Anodite powers. Since she was the one with the noticeable Spark, I was expecting that she would evolve much quicker than I did.

But boy I wasn't expecting that she would get the hang of it so effortlessly, it wasn't even half an hour later and I heard her saying.

"I found it Ben!" Gwen declared both proudly and happily. "It's just like you said. It's a warm misty aura flowing through my body."

She almost immediately found the trace of energy that resided within her after a brief meditation session. The very same source of power we both got from our Alien Grandmother. It took me an entire year to do so, and I had plenty of free time since I was still a baby back then. And since I learned how to sense magic surrounding me, I could feel that her energy wasn't faint like mine was.

While mine could be described as a drop of water back then when I first felt it, hers now appeared to be more like a large puddle that was finally expanding itself, it was just slightly smaller than my current reserves.

Which makes sense after all the work I've been doing with it, but I knew for sure that my advantage wouldn't last much longer, especially if I was seriously considering teaching her magic.

Thankfully, the saving grace of this situation for me was that Gwen's aura wasn't nearly as dense as mine was, while I could distinguish that mine had a greenish color back then, hers didn't show any sort of coloring. Which leaves me guessing that it's also some momentary setback, soon enough I expect it will turn either blue or go straight to her pink phase.

"Very well Gwen, I knew you could do it." I told her in an encouraging manner, doing my best to establish the mentor and disciple relationship. "Honestly, you did much better than I did in my first try."

"Really? That's awesome!" She asked incredulously before cheering, her behavior towards me was almost a complete 180 from what it once was. "I mean, of course I was the lucky one to learn it from you after you've learned so much."

"Perhaps. Now, since technically you always had that energy flowing through your body, not much should change now that you've become aware of its existence." I told her while thinking very carefully about what I was teaching her. "The next step will be for you to find a way to exert some influence over it. To me it initially felt as if I was trying to grab the air, but eventually I managed to affect its course as if blowing it around with a hand fan. The metaphor doesn't need to be the same, merely something that works for you."

"Ok, hand fan, got it." Gwen quickly replied, still in her meditation posture.

Thankfully for my pride, it was precisely here where her growth didn't completely overshadow mine. However, having her stuck in this part would do me no favors, so I decided to go all the way with the whole master and apprentice arc we were about to embark on.

Especially now that I already got her to be more friendly towards me, long gone was the annoying tsundere that her best quality was not physically abusing me, however instead of the shameless fan girl that was Lucy, or the cool and tomboyish girl that was Kate, Gwen quickly began showing signs of wanting to be my immediate confidant.

At least when it came to Arcane and Eldritch arts.

Regardless, by using my own mana, I aided her to better understand how the flow of her mana behaved and how she could manipulate it without wasting anything. The awkward part was that I had to touch her body more frequently than I had ever done before. It almost felt like I was taking advantage of the circumstance, but since Gwen could immediately feel the results I was spared the suspicion.

Not that she didn't feel awkward by the uncommon intimacy, given how red her face frequently got she clearly did. But by reading her superficial thoughts, I could see that she was the one feeling guilty for taking advantage of the moment.

Kind like her previous Tsundere behavior, though this time she was soft on the outside and even softer on the inside.

Yeah, that sounded really weird, didn't it? Whatever…I'm rolling with that comparison.

"Is everything okay, Gwen?" I asked, faking concern at her blushing face. "If you are not feeling well we can take a break and continue tomor—"

"NO! It's so good!" She replied without thinking, before blushing even more. "I-I mean, I'm fine, it's just that I can feel it's working and that makes me so excited."

"If you say so." I said, trying my best to not simply laugh out loud at her new behavior. "But please, don't push yourself. Just like physical exercise, this is a delicate process that might hinder your future growth if done sloppily or too excessively."

"O-okay." She stuttered for a moment. "You know, this reminds me that Lucy won't be tricking me again by turning into you. I can now feel your aura."

"That's a good thing." I chuckled before asking. "Does she still prank you all the time?"

"You have no idea. Especially after I've learned of her muddy secret." Gwen told me, frustration clear in her tone. "She keeps turning into you just to annoy me."

"Oh, then I'm glad she never tricked you into believing I did something bad to you." I said, more concerned with a sudden fluctuation of her aura.

"W-well, she did some annoying things but always admitted to being just messing with me." Gwen recalled, the blush still on her face.

"Like what?" I asked, not sure at first what she was talking about.

"N-nothing important." She quickly replied, but I could sense it was something really embarrassing for her, just then I was presented with the priceless mental image of Gwen kissing someone resembling me that floated around her mind.

I have to admit, I was taken by surprise. To the point I just couldn't think of anything else to say, so instead I just switched subjects and pretended I didn't know anything.

"Er…Sure. I won't press you about it. Alright. Hmmm…And what's your opinion about Kate?" I asked, genuinely curious about how the half-osmosian's presence was affecting Gwen and the others.

"She's…nice. A little too tomboyish at times, but still nice." Gwen remarked, reminiscent of our punkish friend. "At first I didn't know why Grandpa let her join us, nor why did you spend so much time with her. But after talking a little with her and learning a little more about her life in the streets, I'm glad she joined us. She and Lucy sometimes act like best friends only to argue and compete for who is more 'cool' and Grandpa already treats her like family anyways."

"I see. Glad that you guys got used to her. I've been doing my best to make her feel at home, but I'm also glad she hasn't been that hard to live with. Now, how are your hoverboard skills, still practicing with it?" I questioned, remembering not having paid that much attention to Gwen's development with it.

"Of course, it was one of the coolest gifts I got. Thanks, Ben." She replied with a thankful expression. "You know, there's barely anything that can compare to the feeling of flying."

"Yeah, I get mesmerized by it every time I turn into my insect transformation." I admitted, relaxing more since we were on a break from training.

"Yeah, the stinky mosquito. Hmm…You know, you should start naming your transformations." Gwen told me. "It gets a bit hard to keep track of all of them. If you want, I've got a couple of ideas."

"Nah, they aren't pets for me to name. Thanks for the offer, by the way." I replied before noticing Gwen was picking up a small drawing book she had brought with her.

"Look, those are some drawings I managed to make from each one of them." Gwen handed it to me and I noticed she had quite the talent for art.

"Wow, they are really neat." I complimented her as I flipped through the pages. "You've really captured the awesomeness of each one of them. How about we have a little paint-off before going back to our meditation section? After that I want to show you how some of my forms benefit from this magic energy of mine."

Gwen looked at me for a moment before giving me a genuine hug, her perfume immediately flooded my nose. "I would love that."

After that unusual show of affection, we grabbed whatever art supplies we had on hand, markers, crayons, watercolors, or even the random pens from Gwen's junk drawer, and challenged each other to draw the same still-life scene. As an added challenge, we even tried to draw each other's portraits next.

All in all, I was glad to finally get closer to her. I still got to show how my Petrosapien (Dimondhead) form appeared to amplify my mana while my Ectonurite (Ghostfreak) form completely hid it.

However, it didn't take long for me to noticed that after spending some good amount of time with both Kate and Gwen, I might've neglected the girl that had presented herself as my number one fan from day one.

"What's up, Lucy? Why the gloomy face?" I asked her after finishing the magical lesson I gave Gwen.

"Oh, it's nothing." Lucy replied while resting her head over the table on the Rust Bucket.

"Come on, Lucy, I thought we were pals!" I insisted while sitting next to her. "If there's something wrong you know you can always come tell me."

She looked at me for a moment, her silence made it a bit uncomfortable that I might've forgotten something very important. Thankfully, it was merely a bad feeling, given by how quickly her mood came back and she immediately hugged my arm.

"Oh, Ben… that's why I adore you!" She announced while looking me in the eyes. "It's just that with all the time you've been dedicating towards helping the other girls, I kind of felt left out for a moment. I know, I know… silly me."

"Left out? Lucy, I'm sorry if I made you feel this way." I told her, showing genuine care for her. "It's just that both Kate and Gwen had been feeling a bit down for a couple of reasons and I thought I could help alleviate their stress."

"I-I… I know you are kind like that…" Lucy said while hinting some level of embarrassment in her expression. "…but…I don't know a better way to say this… please, spend more time with me as well." She became a bit too clingy, ignoring all sense of personal space. "I'm not capable of doing the things that you can do…but despite that…I want to support you. I don't want to keep dragging you down."

'Wait, where did all of this come from?' I told myself, unsure of what was really going on with Lucy.

Right then the image I had of her as the air-headed girl vanished, instead I saw someone that was genuinely interested in me.

For what it's worth, that definitely made me feel weird.

I mean, sure, despite how young she looked right now, Lucy would definitely grow up into one of the hottest babes of all of the Ben 10 series. But strange as it might sound coming from me, her appearance wasn't the main thing I liked about her, it was her personality. From the start of our vacation she had been the one I was most close with, despite how childish she could act sometimes, there was never a dull moment with her.

"I-I … sorry, you don't have to…I was just kid-" Lucy noticed the brief pause in my response, so she probably decided to dismiss it as just another one of her pranks.

"Hey, let me speak first before you change your mind about it. Heh." I stopped her, unwilling to let this opportunity go to waste, as I placed my finger over her mouth and told her. "I definitely enjoy having you around. And I would be more than happy to help you grow stronger, but please, don't make it seem that you need to be the most badass alien chick to ever exist for me to continue spending time with you. Regardless if you already are the most badass alien chick that I've ever known."

"Really? I am?" Lucy asked with her rare but nonetheless powerful puppy eyes.

"Absolutely!" I gave her a thumbs up, to which she immediately responded with a hug, a flash of a memory showing me and Gwen hugging from someone else's POV.

'Oh…I guess that explains quite a bit…' I thought, finally understanding that she must've been spying on me during my time with Gwen. Hugging her back, I told her something else. "Hey, Lucy. Do you wanna know something I discovered the Omnitrix was capable of? You will be the first to learn about it."

Her face immediately lightened up. "Of course! I'm great at keeping secrets! Well… at least your secrets."

"Glad to hear it. Then come with me." I said before leading her out of the RV.

Once I made sure we weren't being spied on by anyone, I activated the watch and turned myself into my Lenopan transformation, fortunately this time I didn't have to waste any time stuck as a melted mud puddle.

"Woooow!" Lucy exclaimed with an open mouth. "That's so cool! You are…breathtaking!"

"Oh, you still haven't seen anything!" I told her before showing some moves I've learned after testing this transformation a few more times.

After that, I indulged her wish to have us train together, my main objective being to show her that trying to mimic the appearance of my other transformations was an inferior strategy compared to the rubber density technique I was beginning to master as a Lenopan.

Truth be told, I was just trying to do my best impression of Luffy from One Piece, though I still had hopes of one day reaching something like Plastic Man's level.

"Lucy?" I suddenly called her name while she was distracted practicing one of my moves.

"Yes?" She didn't halt her movements, confident she could speak and train at the same time.

"Did you kiss Gwen while looking like me?" I finally asked, and immediately witnessed how comically distracted Lucy was that she tripped to the ground.

"She told you about that?" From her expression I could see she was really surprised about me knowing of her worst prank on Gwen. "I-I… I swear I can explain it."

"I'm all ears." I said in a serious tone.

Come to think of it, a shape-shifting girl with a mud theme and that occasionally crosses the line in regards to other's personal space…I just realized Lucy had quite a bit in common with Himiko Toga from MHA, I mean, if you ignore all the blood, murdering and psychotic stuff.

————————————————————————

[A SMALL PROBLEM]

The next stop of the Tennysons summer vacation, Ben, Max and the girls decided to go visit a water park.

They all gazed in awe and admiration of the sight of the super high waterslide known as Riptide Rapids that the park was known for, all wearing their swimsuits for a day of fun at the park.

Ben wore a dark blue swimming trunks while Gwen was wearing a purple and blue one-piece swimsuit, Lucy wore a pink and red one-piece swimsuit while Kate had her black one-piece swimsuit she bought recently.

"Six stories of twists and turns..." Ben began describing what they were about to experience.

"Hurtling down a hundred-foot plunge..." Gwen continued, unusually happy to enjoy the day.

"At speeds of over 25 miles per hour…" Lucy managed to recall a piece of the park's announcement on the radio.

"Then, splash down into a churning 300,000-gallon wave pool!" Kate finished while hyping herself up. "Let's do this!"

"You've entered the Riptide Rapid Zone!" They all cheered before high-fiving each other and running in with cheers and chuckles.

They then climbed up the slide and passed the zone with high expectations. Nobody was stopped by the lifeguard, whose name tag said his name was Brad, due to height limit.

"Lucy, is it just me or you got taller?" Gwen asked with a raised eyebrow.

"I planned for everything and left nothing to chance." She giggled, excited about playing with water for the first time.

"Are you sure you won't be scared? I heard the baby banana boats are fun for the smaller set." Kate teased as they all walked towards the slide, what came next was a rush of adrenaline that even Ben had to admit it lived up to the hype.

Soon after they got to go a couple of more times, Max eventually arrived with some ice cream for them. They spent the rest of that sunny day at the water park, enjoying each other's company and their free time, which was somewhat rare since every once in a while they had to stop what they were doing in order to fight bad guys.

Later on, they all visited areas such as swimming pools, water slides, splash pads, water playgrounds and lazy rivers, as well as areas for floating, bathing, swimming and other barefoot environments.

While they were there, meeting other kids around their age having fun, Ben got some unexpected attention from other girls since he was taller and more muscular than his original counterpart.

Though he soon learned that the bond he worked so hard to develop with each one of the girls he was traveling with made all the more inevitable for them inclined to act a bit jealous.

Fortunately, despite the eventful afternoon, no one got hurt.

By the time we left the park it was getting dark, each one of us took a shower and got into more comfortable clothing. Later when Grandpa announced our next stop would be Denver, Colorado, we got ourselves comfortable in the RV and began singing a couple of songs until we got tired.

Which didn't take that long, given how much fun we had during the day, everyone was already half exhausted by then. And after the girls went to sleep, I made Grandpa some company as we drove in silence during the night.

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—MC'S POV—

Gotta say, I was kind of glad to not come across Mr. Wainwright, the annoying collector of alien-related things. Even if he could have anything of worth in his collection for me, I had a better idea on where to devote my time.

Or should I say, where to send my mud clones.

Obviously it would do me no benefit from either exploding or stealing everything from the nearest Forever Knight headquarters, but I bet they wouldn't notice if I took some notes from their trophy room. Their level of security might've been something that I should be worried about, but if regular humans were able to infiltrate the castle with barely any prep time, my mud clones were running circles around every soldier and scientist without them suspecting a thing.

Sure enough, after sneaking through the castle and dodging guard patrols, my mud clones eventually found their way to a storage room. Within it they found much of the alien technology that the Organization has collected from all their history. Everything was arranged in a circle around a large device in the center, and just as original Ben has assessed while in his Galvan (Grey Matter) form everything was either incredibly valuable, powerful, or simply just both.

Wow, the Knights really have no idea of what they've been dealing with. Alright, I've changed my mind, instead of just taking notes so that I could build it myself later, I decided to immediately start building fake copies of everything and switch it with the originals as soon as possible.

Now, leaving that task for my AI and mud clones to take care, I shifted my focus on my other projects.

Rojo, Azul and Amarillo were my heavily-armed alien cybernetic enhanced female biker gang.

And after putting both my Galvan (Grey Matter) and Galvanic Mechamorph (Upgrade) transformations to work together, I was able to refine the fusion process of Vilgax's mechadroid, succeeding in enhancing their physique through regular injections of those reworked nanites.

After personally crafting for each of them a suit of armor comparable to the boost they've got from my Mark I version, and with the same fail safe control, it was merely a matter of finding the necessary spell on the Archamada book of magic to have them as my personal slaves in both mind, body and soul.

The trio were officially labeled as my Forever Rangers, the first members of my Black Operation squad, directly inspired by the Forever Ninja concept, just with the more Western European theme.

Next, after I've successfully eaten the soul of a creature more powerful than an animal in my Ectonurite (Ghostfreak) form, just to get rid of such loose cannon that was Zombozo, now I had the perfect opportunity to test out the new transformation I've unlocked from him.

Activating the watch and mentally selecting the clownish silhouette, I felt the Omnitrix merging down into my wrist as immediately I felt my skin inflate like a balloon, although, unlike other transformations where my body would grow alongside it, the tension on my skin grew to the point that it actually exploded.

Painful or not, I certainly wouldn't describe it as a comfortable sensation.

After the skin was instantly ripped from me, it swirled around me before reattaching itself back this time forming a full body baggy silk suit, what remained of me was a slender white body that elongated itself after spinning it's limbs, until I was left resembling a cross between a mime and a clown, or better yet a strange Rag Doll with porcelain mask, stitches throughout my bodysuit and straightjacket-like sleeves.

"Wow. When I referred to this guy as a Pennywise knock off, I was merely joking." I said and immediately noticed how my voice remained the same, although my height slightly edged out Granpa's. "And this suit… is a bit too ridiculous for my taste."

As I've said that, the fabric immediately swirled around my body until it resembled a similar copy of Mr. Knight white suit, safe for the moon logo.

"Hmmm…now that's much better." I declared while adjusting my tie and ditching the jacket. "What else can I do?"

I know this form fed itself on the happiness of others, but it also must have something related to the souls, though probably not on the same level of what I could accomplish as an Ectonurite (Ghostfreak), at least not without that psyclown machine I stole from Zombozo, perhaps I could also go all the way with the Stephen King reference and feed on others' fears. Perhaps I could even manipulate those emotions on others naturally better than I've been doing with just my magical aura.

Hmm…I like that possibility.

Instinctively holding my breath while forcing what felt to be my diafragma, I managed to pop myself like a balloon, releasing a rain of white confetti before reappearing more than a mile away. I immediately theorized it was possible because I've already visited that place. My following attempts at doing that again showed a similar result, though I wasn't able to teleport from one of my safe houses to another since I've spread them throughout the country.

'Not exactly omnipresence, but teleportation is always a useful tool.' I thought, before trying to make it less noisy and quicker, with some moderate amount of success.

Raising my porcelain mask, I noticed I had a massive mouth filled with rows upon rows of needle-like teeth. That got to be something good old Zombozo could have used against me had he known what he really was.

What else, let's see…I could twist and contort my body around at will, turn smaller and even larger, as well as place some ilusion over me to make it appear I was my regular human self.

Cherry on top were the solid illusions.

Going past the boring stuff such as whips, gas balloons, explosive bowling pins, acid seltzer, oversized mallets, sharp caltrops, electric joy buzzer and steel streamers that Zombozo had demonstrated throughout his appearances on the series, I could also alter the environment. This explains how Zombozo was capable of manifesting and vanishing the whole circus so quickly, and also what he did to original Ben in the beginning of their last showdown.

With this ability I could make natural terrain in a 150-foot cube in range look, sound and smell like some other sort of natural terrain. Thus, open fields or a road could be made to resemble a swamp, hill, crevasse or some other difficult or impassable terrain. A pond could be made to seem like a grassy meadow, a precipice like a gentle slope, or a rock-strewn gully like a wide and smooth road.

Though outside manufactured structures, equipment and creatures within the area wouldn't be changed in appearance, I think I can eventually find a way to overcome it with a bit of magic.

After spending half an hour looking for anything new this form was capable of accomplishing, I only confirmed that this body was physically stronger than that of a human, which honestly at this point was basically nothing compared to my other transformations.

Before moving on, I had to come up with a name for this species and after thinking about many possibilities I ended up deciding to pay homage to the original IT creature and came up with the name 'Glamourian', not the one mentioned in the MIB franchise, but just a variant of what the species IT was believed to hail from (Glamour).

Now with Mr. Goofball Emotional Vampire out of the picture for good, alongside Thumbskull and Acid Breath who had both been sent to Dr. Animo, the only circus freak remaining was Frightwig.

Known for her powerful tentacles on her head that could easily be mistaken for actual hair, what I've interrogated out of her was that she had been nothing more than a thief through all her life, motivated solely by money.

For her enhancement, instead of using the same nanites I had used on my Forever Rangers, I managed to improve her physique after refining Thumbskull's mutation, with a little bit of help from my good friend Dr. Animo.

Though I was glad it didn't ruin her slender yet well developed womanly anatomy, I wasn't willing to risk Frightwig's exotic beauty by adding Acid breath's mutation to the mixture.

Frightwig frequently used her tentacle-like hair to attack, wrap up and beat into submission her opponents. Her 'hair' was extremely powerful, with black blunt points that I quickly changed after making them resemble sharp knives on each tip for greater piercing and slashing damage.

Her fighting styles didn't typically consist of hand to hand, but since her body had just recently become much stronger, I had decided to cover that weakness for her by introducing her to a multitude of martial arts that could complement her style. Other than that, she was naturally cunning and highly flexible, as she constantly exhibited possession of extensive training in acrobatics and gymnastics.

With Rojo and her accomplices being known as my Forever Rangers, I had Frightwig assuming the title of my Forever Hellequin. Her attire now consisted of a striped gold and purple jester costume with an ornate golden mask, resembling the character with the same name from the Assassin's Creed franchise.

Following her brightly-colored costume and somewhat silly headgear, my Forever Hellequin clearly preferred to act in dramas, especially the bloody ones. When using her deadly hair, she was always sure to leave her audience with a grin from ear to ear. The grin also never left her face, as she would always keep her dual hidden blades at the ready... in case any of my enemies were in need of an encore performance.

Poor freak, with how submissive she behaved while next to me, I think I might've in a way broken her last resemblance of decency.

————————————————————————

[SIDE EFFECTS]

Once again back to the Forever Knight installation Ben had been sending his Mud clones to slowly exchange and the alien tech they had collected for fake replicas.

The two scientists in hazmat suits from before walked once again into Dr. Animo's lab, bringing what appeared to be a homeless guy in a gurney, the man being heavily sedated in order to be kept in check.

Clancy was a strange looking man with bluish skin, a goatee, black hair kept long and messy with purple highlights. Also, he had overgrown, blackened fingernails and fanged teeth. Wore a black hooded shirt with a beetle on the front, a pair of blue-gray pants with the knees torn out and a brown leather coat torn at the shoulders.

In the original canon, by the time of the Negative Ten Clancy would become an insect-humanoid hybrid, with a green exoskeleton, yellow eyes on stalks, antennae, a pair of extra arms, and wings on his back. Appearing to have mutated into a bug-like monster similar to a praying mantis; and it was heavily implied that Dr. Animo had a hand in this since he was a master of mutation, especially when it came to animals.

"Again so soon? Well well, what interesting being you've brought me this time, oh…I can't wait to run more tests on these mutants Mr. Green keeps finding." Dr. Animo replied with a professional smile as he inspected Clancy.

"Report says this subject seems to have some sort of connection to insect life." One of the scientists informed him. "The precise word used was Entomopathy."

"Ah, the mighty insect kingdom! What a perfect guinea pig!" Dr. Animo almost dropped his professional composure. "Arr…ahem, I'm sorry, it's just that I love my work."

"It's no problem at all, Doc." The other scientist remarked. "The order is immensely grateful for your outstanding contributions."

"Alright, alright." Dr. Animo decided to cut their conversation short. "Will that be all?"

"Actually, Doc…" The first scientist said as he presented Dr. Animo with a noticeably reinforced glass tube, inside it one could see a green slime slithering inside it. "Mr. Green has sent you your first alien subject, his message says to be careful that it feeds on older people and that he hopes it will prove to be a mind-opening experience for you."

This time Dr. Animo was left speechless, he could only do the bare minimum that was to retrieve the glass tube and bring it alongside Clancy towards his special lab.

Dr. Animo knew he had plenty of work to do.

————————————————————————

—MC'S POV—

As seen in the episode 'Side Effects', when under the effects of a cold, Pyronite's (Heatblast) pyrokinesis was unexpectedly replaced with a variant of cryokinesis.

Despite the new powers it gave the transformation, it worked completely "nonfunctional" to its fiery nature and the cold still prejudiced its health, meaning that it's still technically a 'weakness', but not totally since it never exactly slowed the Pyronite (Heatblast) down, albeit if just demanding a bit of extra effort to master the new power set.

What I wanted was to isolate the cryokinesis ability from the unwanted and debilitating symptomatic side effects it originally granted.

Originally, at least until I got my hands on the other very intelligent alien species, I wasn't confident of blindly messing around with the Omnitrix. But since I had already run so many calculations for this precise project and now with the Charm of Lucky aiding me, the chances of failure were finally at acceptable levels.

In my Galvan (Grey Matter) form, while boosting my own neural system through my Anodite powers, I studied and planned things down to the smallest detail. And in my Galvanic Mechamorph (Upgrade) form, I would not only boost my own cutting edge technology equipment, but I also made sure that the entire process would go exactly as planned.

Soon enough, I had 'unlocked' a new power for my Pyronite (Heatblast) transformation.

It took me merely a thought to switch from my yellowish infernal flames to my paler blue ones, making me even more viable underwater than before.

Which wasn't all that much impressive, given I could easily switch to my Piscciss Volann (Ripjaws) form with a single thought, but was still better than nothing I guess.

With luck on my side, that also hinted that Hydrokinesis was now a possibility, though none of my tests confirmed it yet, I still felt it was easier for me to just use my mana to manipulate the water. Interesting enough, I was now capable of absorbing ice just like I originally could with flames. However, my smoke-dash was inhibited by my colder and more dense physiology.

Most of my other transformations didn't show any signs of being benefited by the cold virus.

Tetramands (Four Arms) and Pisccis Volann (Ripjaws) got weaker. Vulpimancers (Wildmutt) lost their sightless senses. Galvans (Grey Matter) didn't show signs of becoming smarter. Galvanic Mechamorph (Upgrade) didn't show any signs at all to anything different than their usual condition, probably due to them not being organic.

Strangely enough, even Petrosapiens (Diamondhead) were also debilitated by it. Originally, most of these species shouldn't be susceptible to catching a cold, but the Omnitrix system made it possible through the sliver of DNA all these transformations share with me.

Go figure, Azimuth and his goal of making all the beings in the universe grow closer together sure have its weird moments.

I didn't even waste my time testing with my Ectonurite (Ghostfreak) form since I was still expecting it to betray me eventually.

As for the Lepidopterran (Stinkfly) transformation, the high pressured streams of liquid it excreted from the pollen ducts located inside of their eyestalks and mouth became more abundant. That and its adherence grew to the point of now resembling an actual web fluid, even if its color remained green.

Besides slimy liquids, Lepidopterans (Stinkfly) were also naturally capable of releasing methane gas, accompanied by a natural odor-like stink that came from the oils they secreted to keep their exoskeleton joints moving. Now with the cold, my transformation was able to emit a powerful herbicide cloud, which was capable of easily killing plants from a small flower all the way down to an actual tree.

Camp Fear should be child's play for me now.

In any event, it was another excellent and decent upgrade for my arsenal of transformations. Though I'm sure it won't be the last until I finally receive a visit from space-pirate Davy Jones himself.

————————————————————————

(26/07/2021)

(20/11/2023)

*Hey there! Thanks for reading my work! I hope this chapter is of your liking. I tried to cover the final three episodes before the season finale. Though I still have an extra chapter planned before it.

As you could see in this chapter, Kate is slowly but surely mastering her powers beyond simply sticking with matter absorption. Lucy isn't exactly the best fighter, but her role will also grow.

And as for Gwen, since I don't think she requires the talismans given her full Anodite nature, I left them with my MC, though he certainly will teach her any useful spells he gets from the Book of Spells.

I also tried to make use of the cold gimmick from the Side Effects episode. Hopefully I managed to make the entire process believable. For now it should suffice, at least until the MC becomes capable of turning into a Necrofriggian (Big Chill).

You might've also noticed my use of the female villains too pretty to become lab rats. Hopefully I managed to make the entire matter engaging. The MC is slowly forming his Black Ops Squad.

Sorry if you expected more of it. 😅

Any ideas for powers, adventure arcs and girls are more than welcomed. I might not use anything, but you will have my gratitude for trying.

If this chapter is a mess of grammatical errors, please wait. I'll promptly try to fix it, but for that I need your feedback.

Thanks as always for your time, hope you have a fantastic day and please stay safe.

Bye.

** Like always, the next update might take quite some time to come. 😓

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