Ben 10 Fan Fiction Wiki
Ben 10 Fan Fiction Wiki
Ben 10: Road Trip
Season 1, Episode 3
Logo by CaT
Air Date 8/05/2019 (UK)
Written by Aaron
Director Aaron
General Information
Planet(s) Vilgaxia
Episode Guide
From The Ashes
Time Trials

In The Shadow Of Vilgax is the third episode of Ben 10: Road Trip's first season. It was written by Aaron.

Remembering that he had left Vilgaxia without a ruler, Ben rushes to make sure the power vacuum isn't reclaimed with blood.


The Type-2 Omnimatrix was rushed, not that Azmuth would ever admit that. Deep down in its internal mechanisms, security and functionality checks slowly tick away through each internal function- logging each one as some fail to respond, some work, and others falsely claim as much. But the Omnitrix sees as much itself, it knows even before the checks what is working and what isn't. It just needs time to fix itself.

Scene 1

Hivemind observes themselves closely within the cockpit of the Stardust. They watch as parts of their body get up and walk across their surface, replaced by another insectoid cell.

Hivemind: "What are we?"

Sadie: "I don't know."

Hivemind: "You said you were programmed with knowledge about our aliens?"

Sadie: "That's not totally true, just a restriction of language. What I actually have are ten data packets, one for each of your aliens. I was programmed with the knowledge of your aliens, which is how I started that sentence when we first met."

Hivemind: "Can you play the one about us? About Hivemind?"

Sadie: "Only if you want to give Azmuth a small victory."

Hivemind, after a second of thinking: "Alright."

Sadie projects a blue hologram of Azmuth into the middle of the room. Hivemind steps back, their legs reforming into a singular large stump and their arms disappearing into their body- a very alien way of sitting down cross-legged. The hologram talks:

Azmuth: "If I’ve judged you right, Ben, this will be the first alien you’ll ask about. That’s why I’m recording this one first."

Hivemind: "Dammit."

The hologram switches to an image of Hivemind.

Azmuth: "Well the short answer is I have no idea what this alien is or what it is capable of. I’ve done preliminary tests with this alien and I know it’s safe to use. If it becomes dangerous at any point or you have any concerns, ask SD-1 and she can lock it away for you."

He pauses.

Azmuth: "So since I know nothing about this alien you at least deserve to know where it came from. Well the simple answer is it came from the Codon Stream. I’m currently looking for how, why, and where. It was found by one of my Biopsis drones just floating in the genepools. For now I’m going to be calling it the Codon Entity. I can’t trace its evolutionary history to any of the species present in the stream, and I can’t find any archived samples similar to it either. The closest DNA sample I could find was Xenocyte DNA, at a 1 percent match. To give you an example of how insignificant that is, the Homo Sapien genome is give-or-take 60% identical to the Earth fruit you call Bananas. Don’t ask why I know that."

Hivemind: "..."

Sadie: "That's it. He doesn't say anything else about Hivemind."

Hivemind: "So we're unique?"

Sadie: "Totally and completely."

Hivemind: "...Do you have a file on Grimstone?"

Sadie: "Who?"

Hivemind's head shapeshifts into a large triangular shape, imitating the unique head of one of his other aliens.

Hivemind: "Grimstone. We've used him once already and we nearly killed Gwen. We want to know what that alien actually is, what it can do. How to control it."

Sadie: "Hang on... Yeah I do. Here:"

Azmuth: "I... I was told this one came from the Anur system. At least, that’s what Myaxx said. Look, I’m going to play this one straight. This DNA sample cannot be stored in the Codon Stream. I’ve made sure it’s safe, as I do all DNA the stream accepts, but when near other genetic samples… The other samples die. I want to know absolutely everything about this alien. I need to know what dangers it poses."

Hivemind: "Is that it? That didn't tell me anything!"

Sadie: "I’m afraid so. Sorry, Ben, I don’t know anything else either."

Hivemind: "Fantastic. Our most dangerous alien and not a single person knows anything about it. Inspector 13 seemed to know what he could do, but we’re not going back to Earth just to find out."

An alarm blares from the communications screen.

Sadie: "Oh we're receiving a transmission from Vilgaxia."

Hivemind glows red, shaping into a smaller, human form before the glow fades slowly. Ben stands up.

Ben: "Put it through."

A deep, masculine, and authoritarian voice booms through the ship. Sadie slides the volume down.

Chimeran Voice: "Attention Vessel. This planet is currently closed for purposes of democratic election. Interference is not tolerated. State your designation, planet of origin, captain's name, and intention."

Ben: "Uhhh. Stardust, Earth, Ben Tennyson, and---"

Chimeran Voice: "BEN TENNYSON?!"

The voice audibly leaves its desk for a second, and murmurs can be heard distantly before it returns

Chimeran Voice: "State your intention."

Ben: "So I kinda killed Vilgax and realised I should probably make sure your planet didn't descend into chaos. I'm not here to start a fight, just here to spread peace."

The voice leaves again and the murmurs resume.

Chimeran Voice: "You may enter. Be aware that you are not welcomed by our people."

Ben, to Sadie: "Don't you just love a warm welcome?"

Scene 2

The Stardust descends into the atmosphere of Vilgaxia, landing on a starship landing pad atop a tall building. Ben exits the ship and looks over the edge of the skyscraper. He sees a beautiful city laid out before him. Ben had been to this planet before, but on a different continent brought to chaos by an Ectonurite invasion. The pale yellow sky contrasts against the gunmetal blue buildings that curved and arched in ways nowhere on Earth mirrored. The pavements were a pale mint green, not that he could see them. As he looked down he saw a large crowd of Chimerans at the bottom the skyscraper, waiting outside a magnificent central hall of the city. The impressive building was built into a naturally occuring rock formation jutting sharply upwards like a completely vertical mountain. Ben reaches for his Omnitrix.

Ben: "Time to find out if spinner-hands really can fly then!"

He slams the core and becomes a thin, tall robot with deep black grooves into his face replacing his eyes and mouth. his palms cylinders, around which are three equidistant blades. He inspects them, bending them at a joint halfway down before stretching them back out into their fan like shape. He holds his right hand into the air and spins it like a helicopter rotor, lifting himself slowly off of the ground.

Ben (alien): "Alright sweet."

He jumps off the building holding both arms above him. As he approaches the bottom the blades begin to spin, generating enough lift to slowly drop him to the ground. He is now behind the crowd, barely tall enough to see the what everyone was looking at. It was a large stage, with a few clocks displayed about for the crowd's benefit. Ben -presses his a metal claw to the Omnitrix symbol on his chest.

Ben (alien): "Hey Sadie, you there?"

A few faces turn to see who was talking, many of which stayed turned at the sight of the robotic alien.

Sadie (via Omnitrix): "Yep, what do you need?"

Ben (aliens): "I need you to find out what this gathering's for."

Sadie (via Omnitrix): "Sure hold on a second."

One of the Chimerans, a female, steps forwards.

Chimeran: "It's a presidential debate. And you weren't invited."

She walks up to Ben, towering over him, and he cowers a few steps back. It was at this point he realised that this alien was blind. He wasn't seeing the approaching woman, but more like sensing where she was and tracking her movement.

Chimeran: "Ben Tennyson!"

Murmurs and whispers erupt among the crowd. Ben holds his hands up in surrender, trying to avoid a fight. He slowly moves a hand to the Omnitrix and taps it, reverting to his human form. The crowd gasps, then starts to boo.

Ben: "I'm not here to start trouble."

Chimeran: "Then you shouldn't be here at all."

Sadie (via Omnitrix): "There's a presidential debate set to take place later today. Probably best not to interfere."

Ben (whispering): "Thanks Sadie. Bit late, I'd already figured that out."

Chimeran crowd: "You murdered Vilgax!"
"Vilgax was a tyrannt!"
"Vilgax brought peace!"
"We still have peace! That's what Artraxx is for!"
"Artraxx is a tyrannt too! Korvex is the one actually helping us!"

Ben: "Look I don't know anything about an Artraxx or Korvex, I'm just here to clean up my own mess but it looks pretty clean!"

Chimeran woman: "Oh how heroic of you! Get off my planet!"

She charges forwards, but Ben dodges under her as he throws a punch. He quickly goes for his Omnitrix, switching through the holograms. The first to appear is Grimstone. Hell no, Ben wasn't here to start killing. The next was Geothermite. Again, Ben wasn't going to risk hurting people with explosives. The third was a strange hologram of floating liquid. Ben didn't know what he was looking at, but it reminded him of Goop- and Goop could take a hit. He slams the core down.

Ben's body instantly turns a translucent blue, before collapsing into a puddle on the floor. He picks himself back up- a humanoid form of pure water with pure green eyes. The Omnitrix was floating inside his body.

Ben (alien): "Looks like it's high time for some Hightide!"

The woman goes to strike him again, this time landing, but Ben flows across her body and reforms behind her. He turns back to look at her, once again holding his palms out as if to hold her back from afar.

Hightide: "Look I don't think you're gonna win this and I--"

A swift punch to his head from one of the watching Chimerans catches him off guard and he splashes into a puddle on the ground before getting back up.

Hightide: "That was uncalled for!"

He turns to face the new competitor and shows him his palms again- but this time two high-pressure blasts of water shoot out and push him back into the crowd. He holds his hands out both infront and behind himself, now looking around at the crowd that had gathered around him.

Hightide: "Not here to fight. I'm here for your benefit, not mine."

Chimeran woman: "Then why don't you benefit us all and just--"

Hightide: "Leave! Yeah! I get it! You don't want me here and you sure don't look like you need me. I'll go. I'll--"

Distant voice: "FIRE! HELP!"

Crowd: "Fire?!" "It must be the Hammer!" "Fire! Where?"

Hightide: "Nevermind, out of my way!"

Ben barges through the crowd towards the voice, crashing like a wave around the Chimerans. He flows through the streets and reaches the blazing building, surrounded by panicked civilians. Two strong adults pull one of their unconscious friends through the front door. Ben passes behind them and decides to try a new ability: manipulating his body as to push a high-pressure blast of water into the building. To Ben's pleasure, it works!

However, he miscalculated. Clearly he had forgotten his fire safety lessons from elementary school- water should never be used on a hot fire. Why? Because steam expands. Rapidly. A rush of fire and hot air bursts through the front door, and blasts out the two large windows either side of it. Hightide is sent crashing backwards. Sadie's familiar voice once more emerges from the Omnitrix.

Sadie (via Omnitrix): "Ben! I can see the fire through the news drones, you can't fight that fire with that alien. It's too hot in there!"

Hightide recovers and looks up and around. He sees multiple small maroon robots with the distinct red eyes, each carrying long tube-like appendages. Cameras, he assumed, broadcasting the disaster planet-wide.

Hightide: "Yeah. I realised that, thanks."

???: "Out of the way, hero!"

A trunk-like arm smashes through Hightide's head, once more knocking him aside into a puddle. Not being a solid mass was really starting to get tiring. The previously-unconscious Chimeran marches towards the building.

???'s friend: "Trovax don't! The building could come down at any second!"

Trovax: "My daughter's still in there! I'm not leaving her!"

He pauses briefly, inhaling deeply before running straight into the inferno. A loud crash can be heard from inside, hidden from view by fire and smoke.

"Oh crap! Oh crap!" Ben thinks, panicking. He needs a new alien, and fast. "Geothermite? Don't want to blow the place to bits. Boarswax? Not strong enough if the building starts to come down. Powerhouse? Well I sure hope he's flame retardant!"

Hightide reaches for the Omnitrix inside himself and taps it lightly, transforming into a towering metal robot accompanied by a bright green flash. He stands just slightly taller than most of the Chimerans around him. They chatter among themselves, some crying, others gasping. Many are calling their loved ones.

Powerhouse: "Kzzzzzzzcht!"

Ben beckons two of the Chimerans to follow him before he charges blindly into the fire with little regard for his own health. To his fortune, Powerhouse stands strong among the lashing flames. He hears Trovax scream from ahead, and Powerhouse delves deeper through the smoke. His vision begins to fail, unable to see through the poisonous fumes. His vision switches to electrosensory, now being able to see the still active wires in the walls. Ahead of him he sees the nerve signals of the panicking father trying to break through a doorway blocked by a collapsed bookcase. He struggles to lift it, choking on the smoke.

He hears Powerhouse approaching from behind, and turns. He leans on the bookcase to hold himself up as the two other Chimerans carefully follow.

Trovax: "I can't... I can't just leave her..."

Powerhouse pulls Trovax out of the way, the two followers catching and holding him up. Ben smashes down through the bookcase, breaking it into rubble. He turns back to Trovax who tries to get up now that the path was clear. Powerhouse blocks him.

Powerhouse: "Zzzzzzk-k-k!"

The static gibberish meant nothing, but Trovax and the other two took it as a clear warning to leave.

Trovax: "She's on the top floor, in her bedroom. Save her. Save Claarax for me."

Powerhouse turns to pass deeper into the inferno and the trio take their leave. He finds a stairwell and begins to climb, following the pattern of wires inside the walls as his guide. Every so often a bunch of them would converge in the ceiling. Sometimes they drooped down slightly- these were lightbulbs. But sometimes they didn't and "Surely," Ben thought, "those must be part of a sprinkler system?"

He powers through the smoke and flame, his metal body beginning to glow a faint orange. Every so often he would come across a metal protrusion in the wall where the wires converge and power surges wildly- fuse boxes, and broken ones at that. Through out this treacherous endeavour, the one thing Ben had not seen was a smoke detector or a fire alarm. The fuse boxes had been sabotaged, cutting all power to the systems designed to protect the building.

At last, Powerhouse reaches the top floor, where the smoke was thickest but the fire was yet to reach. Anything higher than a meter off the ground was pure poison now, anything more than a few breaths would kill. If the girl was still alive, she'd need to be hugging the ground. He began to hurry, no longer concerned if the ground gave way under his heavy weight. Any door he came across- a hole in the wall that the wires circles around- he smashed open. In the fourth apartment he found a faint tangle of electric pulses collapsed on the ground- A living person.

Claarax: "Help, please..."

He went to pick up the girl but halted abruptly as he lent down. This action was not his own, but nonetheless it gave him time to consider the mistake he had almost made. If he touched the girl now his burning metal would melt her skin gruesomely. If he picked her up, she would choke to death in the dense smoke pooling in the highest level of the building. He couldn't take her back down the way he came and he couldn't detransform- doing either would surely kill her if not Ben as well. And with that thought, a haunting noise penetrates the ambient inferno. The Omnitrix slowly begins to flash red.

???: "Abandon safety protocols, vent emergency coolant!"

Ben heard the voice echoing faintly from inside himself, before a series of panels open around his body instantly ejecting a stream of super-cooled gas around himself. His body cooled rapidly, cracking under the immediate stress of the change in temperature. The bright white gas cleared the smoke around himself, and he for the first time saw the girl. She was young, not even a teenager yet, and breathing shallowly. She stared blankly into the distance, unable to focus on anything beyond survival. A pair of pliers lay discarded by her side. In one swift movement Powerhouse reached down, picked her up, charged for the wall outer wall of the building.

Shielding the child with his shoulders he smashed violently through the plasticrete walls into the street outside. The onlookers fled as he plummeted. He braced the girl for impact before crashing into a car below and instantly knocking himself out cold.

Scene 3

Ben woke up looking down on himself, unable to move. His body, as it had been before, was a silver metal colour intermittently broken up by bands of orange. The Omnitrix symbol was on his chest, but it no longer glowed a signature green or even red. The emblem was a solid black.

He began to panic. The Omnitrix had shut down, he'd pushed Powerhouse past his limits and broken himself irreparably. And now? Now he was stuck in this small, confined space. He didn't even know where he was. The room was a bland green-grey rectangle large enough for his large body to be slumped against the wall with his limbs sprawled out with little room to spare. The only feature decorating the space was a dim light in the ceiling filtering in natural light from outside. He could hear the faint noise of a crowd outside as though he were right next to it.

Suddenly a blur of mucky brown moves across his limited field of view. He focuses on it. A long, thick snake-like creature with numerous thin legs is sat on Powerhouse's chest, its tail now slightly wrapped around the Omnitrix dial. It begins manipulating the faceplate. Ben focusses even harder, barely able to make out the creature's words.

???: "Yeah... Yep it's offline. Must've tripped when we landed."

A second voice echoes from inside Ben's body.

??? 2: "To be fair it was one hell of a craa~hey hey HEY you need to get back inside now he's back online!"

??? 1: "He what? When?"

??? 2: "I don't know when!"

??? 1: "You were supposed to be on look out!"

The second voice flusters before going quiet. The creature looks up to meet Ben's blank gaze, his face showing no signs of where he was actually looking.

??? 1: "Hey big guy... You're probably very scared right now but you have to not panic. We're just a part of your body, nothing to worry about. Okay?"

The creature's attention is stolen by the sound of voices outside, mumbling but in that way that implies distinct interest in the room they were in. The alien scrambles inside Powerhouse through a gap in a displaced armour panel beneath the head.

A pair of double doors swing open on the other end of the room. A tall male Chimeran steps into the back of what Ben now assumed was some sort of police van, behind him standing two bodyguards holding the doors and Trovax holding his daughter in his arms. The Chimera Sui Generis in front appear to be wearing a royal dress of sorts, flowing red garments clearly denoting him as a higher member of society.

???: "I don't believe it. Not only did you complete your mission to perfection but you managed to do what even Vilgax could not, you put Ben 10 out of action. Well done. Well done indeed. Dodax, make sure the girl is paid."

Dodax: "As a matter of fact I have her pay right here sir."

The guard on the right shifts to hold the door open with his body, and pulls a small black case out of his back pocket. He opens it, showing the contents to Claarax and she smiles. Ben can't see what it is, but Trovax's eyes widen at the sight. She holds her hands out and Dodax closes the case as he gives it to her.

Trovax: "Mission? Artraxx, what are you talking about?"

Artraxx: "What, you think that building just combusted on its own?"

Trovax approaches the well-dressed Artraxx but the guards hold him back. Ben thought back, recalling the pliers.

Trovax: "She almost died in there!"

Artraxx turns from watching Powerhouse back to Trovax and holds his hands out submissively before walking jovially over to him.

Artraxx: "Yes! She did! And I'm sorry, that wasn't supposed to happen. But Ben showed up, and now everything's okay."

Trovax: "I trusted you! I was going to vote for you! What about everyone else in the building? What if Ben hadn't shown up?!"

Artraxx: "A mistake, I'm sorry. I should've taught her better. She was supposed to work her way down the building THEN start the fire, not work her way up after already lighting it. And there was no one else in the building, just about ten people all of whom made it out safely. I paid her to make a point, not endanger herself. Please, I'll explain everything later, and there is plenty more money to come if you keep your mouth closed."

Trovax regards him with disgust, his voice like venom now.

Trovax: "Fine. But this better be good."

He leaves with his content daughter. Artraxx looks back to Ben. He approaches, climbing over his metal legs. He goes to touch Powerhouse's face, before a static shock makes him flinch.

Dodax: "Sir, ten minutes 'til showtime."

Artraxx: "Right. Of course. There'll be time for paying respects later."

The Chimerans take their leave. The Omnitrix suddenly glows green with a familiar chime. For a split second Ben hears the echo of multiple "WAHEY!"s from within his robotic body before a bright flash instantly reverts him to his human form.

Stunned for a second and laying on the ground, Ben suddenly arched backwards placing his hands on the base of his spine. His back had become very stiff. The Omnitrix suddenly bursts into life. It begins to talk, its voice identical to Ben's.

Omnitrix: "Reboot complete. All functionality now restored."

Ben: "Oh yeah!"

Ben shifts around to be sat with his legs crossed.

Ben: "Sadie told me the T2 had an A.I. You finally awake?"

Omnitrix: "Affirmative. Greetings Ben Tennyson. I am O-S-A-I. The Omnimatrix Self-Aware Interface. O.S.A.I for short."

Ben: "I feel like that should be shortened more. Why don't I call you Ozai?"

Omnitrix: "Why would you want to change my name? Do you not like it?"

Ben: "Well it's more of a model name, isn't it? Plus it's a mouthful. Ozai is just the letters put together to make a name. O.S.A.I is what you are, but Ozai would just be you."

Omnitrix: "Oh, I understand now. I am Ozai. Thank you, BenT."

BenT: "Please don't call me that, just 'Ben' is fine. So what can you do, Ozai?"

Omnitrix: "I am capable of assisting in many matters, though I am programmed to mostly remain out of your way. One such manner in which I can help is that I do not always need to follow instructions, for example I believe that instead of telling you more about myself I should instead inform you that the Stardust is attempting to initiate communications, and has been for a while now."

Just 'Ben': "What? Then patch her through!"

The Omnitrix bleeps.

Sadie: "Ben! Finally! I was worried something serious might have happened to you!"

Ozai: "Greetings, SD-1."

Ben: "You worry about me?"

Sadie: "Is that the T2 A.I.?"

Ben: "Don't change the subject."

Sadie: "Of course I worry about you, what am I gonna do if you die? Moving you from A to B is literally my only purpose in life."

Ben: "That's... depressing. How long have I been out anyway?"

Sadie: "Four days."

Ben nearly panicked.

Ozai: "Half an hour."

Sadie: "Oh great, it's a killjoy."

Ben: "Why would you scare me like that?"

Sadie: "I don't know, thought it'd be funny."

Ben: "Fair enough, I guess, I can respect that."

Ozai: "I have to say Master Ben, this behaviour is rather unorthodox for an artificial intelligence construct."

Ben: "Seems about right to me. I've not met many but this is about par for the course. Sadie, any idea how I'm going to get out of here without resorting to violence?"

Sadie: "You could try ageing to death."

No one responds, leaving an uncomfortable silence to fill the small room.

Sadie: "Oh, sorry I'm just being mean now. Uh yeah you're in a small prison van of sorts. There's a security camera pointed where you were on the floor."

Ben: "So you can see me? And someone else is watching me?"

Sadie: "I mean, I guess not since no one's reacted to you waking up yet."

Ben: "Oh good point. Any cameras outside pointed at the van?"

Sadie: "Yep, and two Chimerans approaching."

Ben: "Well that didn't take long."

Ben rushes to his Omnitrix, searching for something to hide as. The blob-like hologram of Hightide appears and he immediately pushes down the dial. His cheekbones rapidly begin to grow, as his eyes sink into his skull. His legs shrink and crumple before splitting into two pairs of insectoid legs, his arms following suit shortly after. His head became pale white bone with small, piercing green eyes. An external ribcage covers his lower body, haphazard bones of unclear origin or purpose strewn across his body.

Ben turns to hide his watery body as a puddle in the floor, only to realise that he'd mistransformed. He inspects his new blue-black body.

Ben (???): "What is this? This isn't Hightide?"

Ozai: "You said you didn't want to fight your way out so I decided your Cranvius Sapience form would be less intimidating for when the Sui Generis open the doors."

Ben (???): "Okay, new rule: Don't ever switch my aliens on purpose. If I'm gonna get the wrong alien I want it to either be a mistake from one of us or my choice would've put me in immediate mortal danger."

There's an audible clunking noise.

Sadie: "One of them just got in the front of the van."

Voice echoing through the wall: "GREAT GALGAX OF GARGARRAY! WHAT IN THE NULL VOID IS THAT?!"

Sadie: "I'm placing 5 Taydens that he just saw you on the camera."

Ben (???): "Oh god oh crud. Sadie quick what does this alien do?"

Ben quickly scuttles to one of the side walls of the small confined area and begins feel at it, hoping for something to happen.

Sadie: "Hold on let me check."

Sadie plays a recording of Azmuth, sped up.

Azmuth: "Another more recently discovered species, what you’re looking at here is a Cranvius Sapient. Or a Cranvius Sapience. I don’t care, the name confuses me. This species lives solitary lives among the bonefields of the graveyard planet Cranvius. They seem to collect bones and attach them to their own bodies as an extra layer of defence. For sake of authenticity I’ve made this sample modifiable in case you end up adding bones you find on your adventures. >One of you dipshits will probably have tried to read this. You didn't need to. I'm posting it elsewhere in a more readable fashion.< I can’t say I know much about this species. They are excellent builders, known for constructing effigies of themselves to distract predators. They can climb vertically using the sticky pads on their arms and legs. Lastly they seem to have an uncanny precognitive ability for danger, which seems to be why they’re so hard to find. I definitely want you to test that ability for me, it could prove very useful- or very detrimental- for building defensive systems in the future."

Ben (???): "Nevermind I figured it out."

Ben begins scaling the wall, his legs and arms adhering at will. He climbs to the ceiling and pulls himself flat against it, shuffling closer to the doors as they suddenly fly open. The Chimeran jumps into the van, looking for the monster he'd seen on camera.

Chimeran: "Ben? W-was that you?"

His voice trembles.

Ben (???), whispering: "So much for being 'less intimidating', he's scared out of his mind!"

Ben scrambles across the ceiling, curving around the upper edge of the door frame and out onto the roof of the van. He taps the Omnitrix dial with one of his fingerless hands, reverting to his human form. The van was just beyond the crowd he'd seen when he first arrived on the planet. He looked straight up, and just behind him atop the nearest building he could see the tip of the Stardust's wingspan. He was exactly where he started.

As if for no reason, the crowd began to cheer.

Ben: "huh, a warm welcome at last?"

Sadie: "Ben the debate is about to start."

Ben: "Oh alright don't get my hopes up. How many candidates are there?"

Sadie: "Two. Korvex and-"

Ben: "-And Artraxx."

Sadie: "You've met?"

Ben: "Not quite, but I do know he needs to be stopped! He's the one behind that fire!"

Sadie: "Stopped from what? Being elected legally?"

Ben jumps down from the van and begins running around the crowd.

Ben: "Well yeah. He nearly got people killed!"

He approaches the rear entrance to the capitol building, but two strong looking guards block the entrance.

Guard #1: "Hey ain't you s'posed to be dead?"

Ben: "If Vilgax couldn't kill me a three-story fall sure won't!"

Guard #2: "You've a lot of nerve insulting Vilgax like that!"

Sadie: "Why he was only stating facts?"

Ben stops abruptly.

Ben: "Okay you have to believe that wasn't me that said that I'm really not trying to be a villain here."

Guard #2: "Well you're doing a bad job!"

The second guard's eyes glow red, before a pair of piercing crimson beams barely miss Ben's body. The first guard begins to approach him.

Guard #1: "Outside the Capit'l on the day both candidates are here and you expect us to believe you're here to help us?"

Ben: "Artraxx is behind the fire earlier! Everyone has to know!"

Guard #1: "Yeah 'course he is!"

The guard begins to charge for Ben, who quickly reaches for his Omnitrix. With a flash he once more assumes the form of his robotic, fan-handed alien.

Ben (alien): "Then it's time to make some Fanfare about it!"

His left hand spins rapidly, before he pushes forwards- creating a large gust of wind that catches the Chimeran off-guard and sending him crashing backwards. The second guard begins to charge Ben, but stops when he tries the same trick and blasts her with a torrent of air. She slowly begins to creep forwards, blocking her face from the harsh air with her arms.

Fanfare inspects his free right arm, spinning the blade clockwise then anticlockwise- blowing then sucking respectively. Then he tries bending his fingers while spinning the blades, and finds himself able to bend the air to his will. As the female guard gets closer he spins the air into a whip and strikes her with it, knocking her off balance and allowing the original air stream to blast her back. He slowly approaches her, hand poised to strike again.

Fanfare: "Stay down."

In that brief moment, Ben felt badass. Unfortunately the moment was cut short by a bright red laser blast upside the head, a gift from the other guard. He follows up quickly with a series of hard punches, putting Ben on the back foot and forcing him back before an uppercut knocks him clean into the air only to land on his back.

Guard #1: "Take ya own advice. You're on cam'ra and we get paid for everyone we keep out!"

Guard #2: "Exactly. We can do this all day."

Ben curls over and holds himself off the ground with his forearms.

Fanfare: "There's more at stake here than your paychecks."

Guard #2: "Why do you care? There wouldn't even be an election if you hadn't killed Vilgax."

Fanfare: "I had to end it somehow."

Ben stealthily reaches for the Omnitrix dial on his chest.

Guard #1: "And now we're endin' this!"

He presses down, melting into a hive of small brown insects that fly off the ground and reform into a humanoid shape on the other side of the two guards.

Hivemind: "The Hivemind disagrees with you!"

The female guard immediately blasts Ben with another crimson laser, but Hivemind is unfazed. The attack had cut a dark scar into their mass, but the swarm covers it almost instantly before their front regrows into a tough external armour- the insects interlocking with one another to create a nearly smooth armoured surface. The male guard tries his luck with his own laser blast, but this time it does nothing to pierce Hivemind's reformed body.

The three of them stand silently for a second as the Chimerans formulate a new plan in their heads and Hivemind waits for them to make the first move. The male charges Ben blindly, planning to beat them into submission, but Hivemind grows out their right arm to catch him and lift him off the ground before throwing him violently into the door of the capitol building. The woman also tries to charge Ben, supplementing her own attempt with a barrage of eye lasers as she approaches. Hivemind simply swaps the biomass from their right arm into their left and drops their massive fist down on her, slamming her into the ground before lifting her up throwing her overhead straight down into the concrete on the other side. The fight was over.

Hivemind: "Fanfare was a bad idea. Maybe we should try him against weaker targets in the future."

Ben saunters over to the doorway, the Chimeran had slammed into the metal door hard enough to bend the metal. Hivemind begins to disintegrate back into a swarm and bleed through a dent in the edge of the door leading them inside, but quickly pulls back out. They pick up the guard at their feet and quickly place him atop the low roof of that part of the building before swarming up there themselves. A third guard emerges from the building, sees the female guard and rushes over to help her. Ben's swarm floats down and into the building through the now-open door. He reverts back to his human form.

Ben: "Alright Sadie. Can you find me some directions for where to go next?"

Sadie: "Be--- c----- No- s---"

Ozai: "It would appear that we've lost her."

Ben: "But she's just outside?"

Ozai: "The building seems to be blocking her signal. Perhaps the walls are made of lead."

Ben: "Right well then we're stuck."

Ozai: "If your plan is to fight Artraxx would it not make sense to wait near the stages around the front of the building?"

Ben: "No because the plan is to put him out of action before he convinces the people of this planet to take his side."

Ben begins to jog through the building, looking for any way that might lead him to where the debates were taking place. He heard footsteps echoing through the empty building ahead of him and he hid around a corner. Suddenly an idea of brilliance struck him.

Ben, whispering: "Ozai, scan mode."

He slowly and carefully peered his Omnitrix around the corner, before the device chimed signally a job well done.

Chimeran: "Hey, what was that light?"

Ozai: "Chimera Sui Generis DNA scanned and now available on Playlist 2."

The dial rises, and Ben presses it down. His skin turns a pale blueish-green, his eyes bright green and pupil-less. Sickly scarlet veins grow like creeping vines over his body, covering every inch of his tall, muscly body. Two fleshy green sacs of liquid grow over his cheeks, and long posable tentacles stretch down from his chin. Ben looked down over his new Chimera Sui Generis form with both curiosity and disgust. He'd thought about such a form a lot, ever since he was 10 years old. He even had a name for the alien already, Killermari, but still- being the same species as the alien that had tried to murder him for a third of his life was disturbing. Regardless, this form had a use. He stepped back out into the corridor, to the surprise of the approaching woman.

Chimeran: "Oh! Sorry, you made me jump."

Ben subtly covers the Omnitrix dial on his chest with his hand.

Killermari: "Sorry about that. You wouldn't happen to know the way to the main stage would you?"

Chimeran: "Yeah I-- Why are you here if you don't already know?"

Killermari: "I'm one of Artrack's agents, I just got a bit lost. I'm new, it's my first time here and this building's a bit of a maze."

Chimeran: "Right... Well I'm sure if you were trouble you wouldn't have gotten in in the first place, right? And besides the guards will keep off stage too if that's the case."

She giggles, and Ben laughs along convincingly.

Killermari: "Well if Ben Tennyson were on the loose I'd be the first to tell him."

She giggles again.

Chimeran: "It's just down this hallway, up the stairs, and through the main hall. You'll be able to see where to go from there."

Ben begins to walk past her, following her instructions.

Killermari: "Thanks for the help!"

Chimeran: "Sure thing!"

Ozai: "I thought we were here to stop Artraxx not help him?"

The woman stops and looks at Ben seriously. He laughs nervously.

Killermari: "Shut up. Ahahaha. Just one of my friends joking around, y'know?"

She side-eyes him, but carries on about her business anyway. Ben power walks away.

Killermari: "You almost blew my cover. In the future think before you speak."

Scene 4

Announcer: "Please welcome to the stage, your candidates for presidency of the Chimeran Nation! Korvex, Grand Architect of the Builders Guild!"

A short and stout Chimeran with patchy olive green skin walks onto the large, elevated platform carved into the side of the capitol building and takes his place at one of the two pedestals. He raises both of his arms, to both applause and jeers from the crowd below.

Announcer: "...And Artraxx, Chief General of the Militia Legions!"

The same tall, red-draped Chimera Sui Generis that Ben had met before sauntered confidently onto stage. The noise from the crowd is louder this time, with both supporters and opposers making themselves very heard. He leans into the microphone stood before his pedestal.

Artraxx: "Please, please. Save your support for the elections."

He winks and finger-guns the audience, only encouraging the reactions even further.

Announcer: "The platform asks for silence from the audience. Thank you. Quiet down now."

The audience slowly quiets down.

Announcer: "Now, Korvex. You claimed that your buildings were fire proof, even from sabotage, and that they were the 'safest buildings this side of the Arburian Colonies'. Well the fire on 5th by 8th quadrant earlier today seems to show otherwise. Do you have any comments on the matter?"

Korvex speaks with a flat, deep, and droning tone.

Korvex: "I was under the impression that the candidate who was losing the preliminary polls went first?"

Announcer: "Just answer the question, sir."

he sighs

Korvex: "Very well. The buildings were designed to be invulnerable by our standards, I do not believe it is possible to defend against all extra-murrian species. And I'm sure we're all aware that--"

Artraxx: "Interjection! If I may, of course."

Announcer: "On what grounds."

Artraxx: "I believe it would be important to the discussion for me to first and foremost confirm the cause of the fire earlier today."

Announcer: "Proceed."

Korvex: "The investigation will surely confirm what we already know! It was--"

Artraxx: "If you're about to say that Ben Tennyson was the cause of the fire there is plenty of evidence to the contrary. News broadcasts clearly showed his late arrival to 5-by-8th, followed by his attempts to extinguish the inferno, before he himself went into the building to rescue those inside. And, as much as we all hate him, it is with much regret that I must say that he did indeed perish saving the little girl trapped on the highest floor."

The crowd cheers.

Artraxx: "And I can assure you The Hammer had nothing to do with it.""

Korvex: "Get on with it if you claim greater knowledge of the start of the blaze!"

Artraxx: "I'm getting there. The reason- and the only reason- that I regret the death of Ben 10 is because he perished to save the girl I hired to start that fire."

The crowd gasps, followed by a series of boos.

Announcer: "Quiet! Quiet in the audience!"

Artraxx: "That's right! I hired an eight-year-old CHILD to test the metal of my opponents words! Indestructible? Hah! A child could set the building ablaze, what hope has it against terrorists!"

The large door at the back of the stage flies open with a crash, followed by a bright green flash as Ben emerges into the open. Behind him, the guards had been plastered onto the walls with dark red wax.

Ben: "Stop the debate!"

He runs over to the front of the stage.

Artraxx: "You're alive?!"

Ben: "There is something you all must know!"

The crowd instantly boos him. Ben tries to speak up against them but to no avail.

Announcer: "Quiet immediately! Security is on its way!"

The booing does not cease. The announcer grows more and more irate.

Announcer: "Quiet! QUIET!"

Frustrated, Ben reaches for his Omnitrix. Instantly he transforms once again into his Chimeran form.

Killermari: "QUIET!"

The crowd, shocked, silences almost abruptly. Ben points accusingly at Artraxx.

Killermari: "That man is an arsonist! And if not for me, a murderer too!"

Korvex, leaning into his microphone: "We know."

Killermari, shocked: "What?!"

Artraxx: "I opened with that. Everyone knows now that I did it."

Killermari turns back to Artraxx, now stricken with utter confusion.

Killermari: "What? Why would you tell everyone?"

Artraxx: "Firstly let me respond by telling you how grossly offensive it is to everyone on this planet that you, the murderer of our beloved Vilgax now appeal to us by wearing our skin. Secondly since you are aware of my involvement I can only assume you were conscious when we met last, so by extension you must be aware that Claraax was NOT meant to be in the building during the fire. With this in mind, I must ask how many people would have perished in that building had everything gone according to my plan?"

Killermari: "Well everyone who lived there obviou--"

Artraxx: "Incorrect. How many people were inside the building when you went to rescue the girl?"

Killermari: "Just her..."

Artraxx: "Just her! So take off our skin and go home Ben Tennyson! With your life, while you still have it."

Ben reverts to his human body. A small army of capitol guards flood out of the entrance of the stage, grabbing Ben by his arms and holding them apart.

Ben: "But you're a tyrant!"

Artraxx: "I am a soldier! And like all soldiers only one thing matters to me: the safety and happiness of those I swore to protect!"

The crowd cheers wildly as Ben is dragged away.

Artraxx: "So who's the real tyrant? The liar and deceiver, the invader trying to impose his will on US, OR THE MAN WHOSE GONNA KEEP HIS PEOPLE SAFE OVER ANYTHING ELSE?!"

The cheers only grow as the doors slam shut behind Ben and the guards.

Scene 5

The strong guardsmen throw Ben onto the entrance ramp of the Stardust, which Sadie then lifts up to bring Ben inside. It had been a few hours since the debate, the Stardust had been moved closer to the capitol building and everyone had waited for the crowd to disperse before trying to move Ben past them.

Sadie: "That didn't go very well."

Ben: "I'll say! I was trying to help! Why did they hate me so much?!"

Ozai: "I believe they specifically cited your slaying of Vilgax."

Ben: "He was a warlord that tried to murder me when I was ten! And Artraxx isn't much better! Who sets fire to buildings to win an election?!"

Sadie: "It worked too. Polls are showing a sixty-three percent approval rating, up from only twenty-nine."

Ben moves into the cockpit, where he sees the blue face of Sadie watching him.

Ben: "What?! You're joking?!"

Sadie: "Not this time. You can't win over everyone Ben."

Ben, sighing but visibly angered: "I guess. Serves me right for trying."

Sadie: "With respect, Ben. Maybe it's best not to stick yourself in where you aren't wanted? Not everyone sees things the way you do. Morality is relative, you aren't always doing the right thing by doing good."

Ben: "Bullshit! And you know it."

Sadie: "Ben! Language!"

Ben: "Tell me I'm wrong! They've got to choose between an architect and an arsonist and they're choosing the arsonist!"

Sadie: "And what do you plan to do about it? Conquer the planet just to elect someone you trust? In the six days you have left before Azmuth turns off your Omnitrix forever because that is absolutely not what a hero does?"

He goes silent. Sadie watches him for a second before looking away. The engines of the Stardust begin to hum.

Sadie: "Alright I'm getting us out of here. You might want to brace yourself."

Ben: "I am braced."

He stands cross-armed in the doorway. The ship begins to float slowly upwards, causing Ben to lose his balance slightly. He instinctively unfolds his arms to regain his balance.

Sadie: "Well braced."

Ben stands sturdy again, only for the ship to jump into motion as it speeds into the upper atmosphere and send him flying backwards. Sadie can't help but laugh, and Ben snickers in turn.

Ben: "Yeah I guess you're right."

Sadie: "Where to, captain?"

Ben: "... I don't know. I feel like I need a bit of a break right now. Could you show me some more of those data packets?"

The Stardust leaves Vilgaxia behind, and drifts at hundred of miles per hour through the star system. At this speed it would take them years to get anywhere, but that was fine. This was a leisurely drift after all. But with their attention on Azmuth's lessons, not one of them noticed the massive spaceship that had just entered the system dwarfing any and all moons for light years around. It, too, was now drifting. But it was drifting closer to Ben...

Noteworthy Events

  • Ben prevents Vilgaxia from being taken over by a tyrant once more

Minor Events

  • Fanfare, Hightide, Vertebrain, and Killermari all make their debuts
  • Ben learns more about Grimstone and Hivemind


  • Ben Tennyson
  • Sadie
  • Azmuth (via hologram recording)
  • Vilgaxian citizens
    • Trovax (first appearance)
    • Claarax (first appearance)
  • Powerhouse Pilots (first appearance)
  • Artraxx (first appearance)
  • Artraxx's body guards (first appearance)
    • Dodax (first appearance)
  • Ozai (first appearance)
  • Capitol Guards (first appearance)
  • Korvex (first appearance)

Aliens Used