Season 1, Episode 2: Out of this World House Guests
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The Ultimatrix Hero

Season 1, Episode 2: Out of this World House Guests

The planet Earth had certainly gained a lot of recognition in the past few months.

First, the tale of the Omnitrix being in the possession of a resident of this planet, had spread like wildfire. This was followed by stories of the planetary warlord, Vilgax, being defeated on this planet several times. The Plumbers had begun to focus its attention on said planet, having an agent stationed there along with building a new base.

Recently, the planet had had a surge of Plumber Agents. More and more aliens were hearing stories of this planet. And something was about to happen, that would help Earth become even more well known.

On the outer edge of the solar system, a ship had just come out of warp speed.

This ship was the size of an earth luxury liner, which was currently smoking as part of its hull had been destroyed by some kind of explosion. On the main bridge, the aliens piloting the ship were doing their best to keep the cruiser from completely blowing up.

"Mayday!" The captain yelled, "mayday! Transport cruiser three-eight-six-oh-one, is currently suffering from heavy damage. An explosion has knocked out our hyper drive and damaged our life support. I have refugees and passengers being transported to Valux Three, who are about to die if we don't get assistance right now!"

The radio remained silent for a moment before it crackled. "Copy that, three-eight-six-oh-one. We are sending you the coordinates of a planet in the solar system you can land. Head to these exact coordinates."

"On it." The captain typed in the coordinates and used what was left of the ship's propulsion, to make the ship head towards the planet in question. "What's the name of the planet we'll be landing on?"

"Earth. In the City of Canterlot."

On Canterlot's main street, the cars were driving down the road on the way to their destinations.

Large skyscrapers were on either side of the road, with many people on the sideways either walking around, sitting down or hanging around with those they called friends. It was just like every other day. But it was about to get a whole lot different.

Suddenly, sirens filled the air and everyone turned to see a bunch of hard-light vehicles appearing on main street.

These were the vehicles belonging to the Plumbers, who used them the same way Shining Armor had been using them up to this point. The hard-light vehicles raced down the street, shooting something out of them that landed in front of the cars that had been about to enter the large intersection.

These things transformed into force field barriers, blocking the cars and making the drivers look annoyed and confused.

"All vehicles, please vacate this intersection. A serious situation is about to occur here and we must keep it free of casualties." This statement caused the people of the street to worry something big was about to happen. The cars quickly left the area, but the people remained where they were. Since the Plumbers were ignoring them, they assumed the issue wouldn't put them in danger.

In the Plumber Base, Shining was staring at the monitors that were showing images of the street along with one of the planet with a dot moving towards it.

"What's the time table?"

"The cruiser is just about to enter Earth's atmosphere. The captain has informed us that his landing system has been damaged, along with the retro thrusters. They're still working, but only at thirty percent power. That might not be enough to slow it down and stop it."

"Figured that might happen," Shining stated. "Don't worry. I sent someone to help stop it. They should be getting there now." He reached down and pressed a button. "Flash, you there yet?"

"Almost," Flash was in his car. Sunset was driving it, with Twilight and Rarity in the back. "You girls ready for this?"

They both nodded, as they arrived at the back of a line of cars. Flash, Twilight and Rarity got out of the car, Twilight and Rarity touching their geodes to transform into their ponied up state. Twilight then lifted Rarity into the air, whilst Sunset reversed away so as to not get Flash's car trapped.

Flash ran between the cars until he reached the barrier, the Plumbers spotting him as he ran into the centre of the street. He looked up and saw a red light in the sky, which the other citizens of Canterlot saw and grew worried about.

Rarity and Twilight landed atop a skyscraper, as the ship drew closer and closer to them.

Up in the air, several Plumber ships had flown up and were now flying around the ship. As they did, they fired cables that magnetically connected to the ship. They then pulled back on them, hoping this and the weakened retro thrusters would be enough to stop it.

Down below, Flash activated the Ultimatrix and cycled through his aliens until he finally found the one he had been looking for. As he did, a holographic screen appeared and he quickly typed a code into it. This unlocked the transformation and allowed him to slap his hand down on the dial.

In a flash of light, Flash transformed into the largest of his alien heroes. The giant stood tall and announced to the city who he was. "WAY BIG!" As he stared at the approaching ship, two Plumber ships flew up to his hands before a gun barrel of some kind folded out.

These guns fired a kind of foam out of them, which struck his hand and covered the large instruments.

As the form settled, it started expanding and turning into giant pillows. Way Big looked down at them and nodded, as the ship got closer and closer.

"Here it comes!" Twilight cried, as Rarity activated her geode and thrust her hands out. Doing so caused a ramp of gems to appear, leading from the start of the intersection all the way to Way Big. Twilight also activated her magic, though she doubted so would be much help in this situation.

She did her best to grab hold of the ship, or at least a part of it, and tried to push it upwards.

This combined with the other ships and the retro thrusters, kept the ship from hitting any of the buildings around the intersection. It entered the street and slammed into Rarity's ramp, the girl crying out as she did her best to keep the ramp from shattering.

The ship slid down the ramp and eventually reached Way Big, who braced himself and thrust his hands forward.

The ship slammed into the foam covering them and absorbed most of the impact, as the ship then slammed into Way Big. The giant alien felt himself getting pushed backwards. The ship wasn't as big as him, but the speed it was going forced him back.

He grunted, as the ship pushed into his chest and stomach. He felt his feet drag against the ground, as he pushed against the ship to try and stop it.

The other ships were also pulling as hard as they could and the cruiser was starting to slow down. But would it stop before Way Big ran out of street to slide down? "RAAAAAH!" He used all his strength to push back against the ship, whilst a large skyscraper drew closer and closer to him. If it didn't stop soon, Way Big would be the filling of a metal sandwich.

Everyone watched in fear, as Way Big got closer and closer to getting squished. The ships from before even tried spraying the building with more of that foam, but ran out before they got half the building covered.

Way Big gave the ship one final push, giving it everything he had, and the ship finally slowed to a stop. It did so, as Way Big felt his back rest against the building. He panted, but was alright. And with the ship having stopped, he found it was about to fall onto the ground. But he managed to wrap his arms around it and keep the ship from crashing down on the ground.

The Plumber Ships quickly flew under the ship and used themselves to keep it in the air, allowing Way Big to let it go and hit the Ultimatrix.

Flash was soon back and he fell to his knees, panting in exhaustion as Twilight, Rarity and Sunset rushed over to him. "You okay?" Twilight asked, as Flash gives her a thumbs up. The ships finally land with the cruiser still being placed on top of them, as people appear on the scene to look at it.

This was the first time people had seen a big ship like this, which wasn't trying to destroy their world.

Several more Plumbers arrived on the scene, with Shining arriving in a hard-light jet. He quickly materialised it and landed on the street, using his suit's communicator system to connect to the ship. "This is Agent Shining Armor, of the Plumbers. Please be advised, your ship is about to be scanned for anyone who is either a wanted fugitive or carrying alien pathogens that could cause a pandemic on this planet. If either of these are detected, your ship will need to be quarantined."

As this was going on, nobody noticed parts of the ship opening up at the bottom.

From out of these two different sections, a figure leapt out of each and quickly hid in the shadow of the ships. Moments later, the cruiser was swept by multiple lights that scanned the entire thing.

Flash and the girls moved over to Shining, who was receiving the results of the scans as they came in. After a while, the scan was complete and Shining nodded. "Okay. It looks like the ship is clean of criminals and viruses. The aliens are free to disembark."

"Is that a good idea?" Twilight asked, as she looked around. The others did the same and saw a large group of people all around them, staring at the ship. "A bunch of aliens appearing might cause a panic."

"Well we can't leave them on the ship," Shining stated. "The life support is fried and the repairs will go a lot quicker up in space. We'll just have to keep everyone calm." Part of the ship opened up and a bunch of aliens were beginning to leave.

The first were a group of baby-sized humanoid sharks, flying around in hovering fish bowls. "Hello there," one of them waved. "I'm Captain Fyn. Thank you for the happy landing."

"No problem," Flash looked over and saw more aliens beginning to leave the ship. Some he actually recognised, with a small group belonging to the same species as Squidstrictor. But most were completely new to him, as they began to climb down the ramps that had extended from the ship.

As they did, more and more people began to show up and stare at the ship in amazement. Even a news crew arrived, the woman holding the mic calling out to them. "Flash Sentry!" Flash turned towards her, "care to explain what's happening?"

"Um..." Flash would be he didn't have all the information.

Luckily, Shining stepped up and began to explain. "This ship had a situation whilst passing close to our solar system. An accident occurred that took out a lot of their systems. This was the only planet they could get to before the ship's air supply ran out."

"I see," the reporter nodded as more aliens disembarked.

Said aliens looked around, clearly worried the humans were going to start throwing things at them or try locking them up. One young alien tripped and accidentally sent the rubber ball they were holding to go bouncing away, eventually reaching an area close to the crowd of humans.

The alien child looked upset, clearly too scared to go get their ball. But to their surprise, a young girl stepped out of the crowd and picked the ball up. They then walked over to the alien child, who had picked itself up as she reached him. "Here you go."

The alien child looked surprised by this, but then smiled and took it before giving their thanks.

Flash looked around and saw that none of the people were looking at the aliens with fear, distrust or anger. They just looked, curious. "Flash Sentry." He turned towards the reporter and she held her mic up to him. "Can you confirm that these aliens aren't a threat to us?"

"Of course not," Flash stated. "These aren't like the aliens that have appeared here before. They didn't come here to cause trouble. They're only here because of an accident." He turned towards the crowd of aliens still leaving the ship and tried to find one that might help him show the aliens wouldn't be any problem.

One alien stepped forward. This one looked like a man sized teddy bear, except its head was humanoid with a skull mask covering the face. "Hello there," he spoke. "I understand you're worried about us. But I assure you, we have no intention of causing problems." He gestured to a small group of skull faced teddies. "My family and I lost our home to an asteroid storm. All we want to do is find a place we can live in peace."

"Exactly," Flash nodded. "I know Canterlot hasn't had the best history with aliens in the past. But I promise that if anything happens with these refugees, I'll deal with it." The large crowd seemed to accept this and the reporter nodded, as the Plumbers began to get a count on all the aliens that were there.

As this was going on, the two aliens that had snuck out of the ship came out of hiding.

One of them joined the crowd, making sure to join a section that had already been spoken to by the Plumbers. And the other one pressed something on their waist, which caused their entire body to suddenly disappear. This allowed them to rush away from the ship and sneak past the humans in the crowd. By the time they reappeared, they were far away from the ship.

The news of the alien spaceship coming to Earth. spread like wildfire. And with Flash swearing everything would be alright, the citizens of Canterlot weren't worried at all.

The ship was soon lifted back into the sky, with repairs beginning to be underway. But before it could, there was one other issue the Plumbers needed to deal with. Finding a place for all the aliens that were currently without a place to stay.

"Alien refugees?" Shining Armor was currently talking to the president of the United States, the man appearing quite shocked when Shining gave his report about the situation. "I see. And what do you plan on doing with them, until their ship is fixed?"

"That is the question," Shining sighed. "I hoped we could keep them at the base, but there just isn't enough room for them all. Not unless we stick them in a cell, which is not happening."

"Indeed," the president nodded. "This is an important moment in Earth's history. The first time aliens are being given public asylum. This could decide how Earth's future with alien species is formed. I suggest asking citizens of the city to house some of the aliens. You said they were comfortable with them being there. They might be interested in learning how some aliens live."

"Not a bad idea," Shining nodded. "I just hope people are open to it."

"I think you'll find the citizens of Canterlot, are more open minded than you give them credit for. Get in contact with the local news studio and have them give out a public address. See how many people are willing to open their homes to those in need."

Shining nodded and as the president hung up, the Plumber began making contact with the local news studio.

As it turned out, the president was right about the people of Canterlot being open to letting aliens stay with them.

When the news of the Plumbers asking for people to help house the refugees got out, the Plumber Base was soon swarmed with phone calls from people agreeing to it. Soon enough, almost all the aliens found themselves living with humans. The only ones unable to be housed were those in large families, but they were okay staying at the Base.

When Flash got home, he found himself being greeted by a tall alien that was a mixture of pink and cream. She had large ears on the side of her head, which had a ribbon-like tendril coming off each one.

"Flash," Misty smiled, "this is Audia. She'll be staying with us for a while."

"Awesome," Flash smiled before stepping over to hold out a hand. "It's nice to meet you."

Audia smiled before shaking it, "nice to meet you as well." The way she was speaking was barely a whisper, Flash needing to strain to hear it. Flash then noticed Audia had some kind of device in her ears. Something she realised he was staring at. "It's a hearing device. My home planet has barely any sound, so we evolved very powerful ears."

"I get it," Flash nodded. "That thing's to keep you from getting overwhelmed."

"Yes," she whispered. "You might feel your voice is normal volume, but to me it would be considered shouting. Any louder and it might hurt." Flash nodded, as Misty was working on their dinner.

As she put the finishing touches on the shepherd's pie they were having, Audia asked many questions about their world. The family was happy to tell her all about it, whilst they had questions about her own planet. As they sat around the dinner table, they continued to converse and talk about each other's worlds.

Audia eventually started asking about Flash's time using the Omnitrix, as the stories of a human defeating Vilgax had spread throughout the galaxy. "Vilgax attacked my planet years ago," she explained. "When he realised how sensitive we were to sound, he attacked using high pitched noises. He killed many of my people and captured the rest of us. It was years later that we managed to escape. And we've been searching the galaxy for a place to call home since."

"That's terrible," Misty told her. "I'm so sorry that happened."

"Thank you," Audia nodded. "I'm sure many of my people have found their way home. But I don't think I could go back. The damage Vilgax did to our planet was horrible. It would take decades to undo it."

Flash sighed. "Well, you don't have to worry about Vilgax causing you problems anymore. I made sure of that." Audia smiled, as they continued their dinner. Audia moaned in delight, loving the taste of shepherd. It took them a little while to explain that one to her.

All over Canterlot, families were getting to know the alien residents that they had agreed to house.

Twilight's family found themselves playing host to a strange alien, that was a floating mass of pink and blue shapes that resembled a duck. The alien had no neck, so its head floated above its body. Despite this, it was still quite the conversationalist.

Pinkie's family was playing host to an alien that was made entirely out of rock, who was humanoid and stood at around twelve feet. Pinkie's family found they had quite a lot in common with this alien, as he was considered a doctor on his home planet so knew a lot about taking care of rock-bodied creatures.

Rarity's family was housing an alien whose species sang everything they wished to speak. As such, the family found themselves singing everything they said to make her feel more comfortable. Sweetie Belle enjoyed this especially.

Rainbow's alien guest was likely the weirdest of them all, being what appeared to be a giant slug with arms and a head. Instead of talking, this alien spoke by creating a bunch of farting sounds. The family had been given a translation device, but quickly found themselves learning to speak using their own armpits.

Applejack was hosting an alien weed called a Florauna, who quickly took a liking to her family's orchard. Instead of needing to give him a room, they let him hang out with the trees in the backyard. He was rather comfortable there.

Fluttershy's family was hosting an almost behemoth alien, who was fifteen feet tall and had six arms with no legs. But despite his size, muscles and fang filled face, he was actually quite gentle and spent the evening knitting with Fluttershy and her mother.

Despite not having her own family, Sunset had agreed to let an alien stay at her apartment. She had stipulated that it would need to be a small one, since she didn't have a lot of room. And she soon found herself sharing with a rather small alien, who was nothing more than a head with long and thin arms coming out the sides of it. She found herself quite comfortable, sleeping on Sunset's couch.

Trixie was also hosting an alien, this one being a snake-like alien covered in fur and having a hand on the end of its tail. They and Trixie's father spent the evening doing card tricks with one another, Trixie and Jackpot being amazed at how sneaky an alien with one hand could be.

Shining and Cadance were also playing host and they found their house guest, was quite the helpful little alien. Being a Splixson, this alien could replicate himself. And when one person could become a hundred, it made tasks that needed doing rather easy.

"There you go, little lady." The alien finished changing Flurry's diaper, whilst a clone picked up a bag with the old one in it.

"Pee-yow!" He pulled a nose pin out of nowhere and put it on his nose. "Someone needs more fibre in their diet." He began to walk off, as the other clones continued to make Flurry laugh by doing a bunch of funny stuff.

In the kitchen, Cadance and Shining were fixing dinner and smiled when they heard Flurry laughing. "This was a great idea," Cadance told Shining. "Flurry's having a great time and Augere has a place to stay that's not a police cell."

"Yeah," Shining smiled. "I keep expecting the base to call me and tell me something's going wrong with one of the housings. But it looks like everything's fine."

"I really hope something doesn't happen, to make everyone think twice about this." Cadance started dishing out the food. "Remember what Flash said about the future? How a bunch of aliens were living on Earth?"

"Yeah," Shining nodded. "That was the only cool thing about Flash's story. You think this might be how it starts?"

"Who knows," Cadance shrugged. "The future's changed since Flash saved you. Maybe an alien filled world won't exist in the future. Or maybe it'll happen quicker."

"Possible," Shining nodded. "And if it does happen, we'll need to be ready to help make it a reality. For Flurry's sake. She loves aliens. I bet she'd love growing up surrounded by more of them. Maybe have some friends she can go to school with that are from other planets." Cadance nodded, as they picked up the plates and headed for the dinning room.

At school the next day, the alien house guests were all anyone talked about.

"Look at the sweater he made Angel Bunny," Fluttershy was showing her friends the picture of her pet bunny. Everyone stared at it and nodded, amazed he was so skilled with knitting needles. "My mom's showing him around town today."

"My mom's doing that too," Twilight nodded. "She's even taking Sunset's house guest with them." She sighed, "this is incredible. Actual aliens walking around town, with nobody freaking out seeing them."

"I think we all know why people aren't scared," Trixie turned to Flash. The teen looked around, clearly confused.

"What?"

"Isn't it obvious," Trixie told him. "You running around as a bunch of aliens has desensitised everyone. Most people have seen aliens running around every day. The only difference now is that there's more of them."

"Huh," Flash shrugged, "guess you've got a point."

Twilight laughed. "You've become a beacon for human alien relations. Who knows what'll happen next." As she said that, the classroom door opened and Celestia stepped inside.

"Everyone. I have a surprise for you all. Your regular teacher had to call in sick, but I managed to get a very special substitute for you." She turned to the doorway. "You can come in now." Moments later, a dog-like alien stepped into the room.

He was humanoid with brown skin and dark brown hair, having a human head but with the floppy ears and long nose of a dog. He was dressed in clothes that looked like he had gotten them in the victorian era. "Hello there," he smiled at the class. "I am Doctor Canis Barkington. Xenobiologist extraordinaire."

Everyone was amazed to have an alien as their substitute teacher, the dog man alien stepping behind the desk.

"I am currently staying with your principal and agreed to fill in for her, whilst your usual teacher is away." A hand raised, "yes?"

Pinkie spoke up. "What's a xenobiologist?"

Canis chuckled. "It is the study of new and unusual creatures. I've spent my life, travelling the galaxy to learn as much as I can about the universe and its many different types of life. And that's what I'll be teaching you all today. I know that aliens are a new thing for this planet, so I wish to help educate you on the many different types of creatures out in the universe."

Everyone was excited to hear this, as Canis turned to Flash.

"Mr Sentry. I understand that you have made quite a name for certain species of aliens." Flash nodded. "Well, I'm sure you and your classmates are all eager to learn more about the aliens you can become. So why don't you come up here and show me some of the aliens you have shown off in your time as a hero?"

"Cool," Flash got up and activated the Ultimatrix. He looked around, "any requests?"

"Volt-Edge!" One of the male students called out, the others sounding just as excited. Flash nodded and activated the Ultimatrix, the hologram of Cat-Apult appearing.

"Fascinating," Canis adjusted his glasses, as Flash started flipping through aliens until he found the one he was looking for. "Ah, a Serravoltian. Yes, I can tell you a lot about this breed of alien." Everyone listened eagerly, as Canis began to tell them all about their home planet and how Serravoltians lived.

It was quite the successful class, with Canis telling them all about several of Flash's most well known aliens. By the end of the class, everyone found themselves much more interested in the aliens that were out in the universe. Not just what cool abilities they had, but also the worlds that had shaped them to have such abilities.

They hoped Canis would be their substitute for a while, since Flash still had a lot more aliens for them to learn about.

Later that day, Shining was at the base and stepped up to one of the monitors.

"Any news from the repair team?" He asked the alien Plumber working monitor duty, who was currently typing away at the computer and brought up the information.

"We've got the reports coming in now." Shining nodded, as the alien read it and suddenly looked very worried. "Sir. The damage report is stating that the damage done to the ship wasn't accidental."

"What?" Shining asked, moving over to take a closer look.

"The investigations uncovered proof that the damage was done by some form of explosive charge. Someone set a bunch of explosives in key areas, to damage the ship's warp drive and life support."

"Seriously?" Shining read the report and realised he was right. "Why? One miscalculation would have caused the ship to blow up in the vacuum of space. Why risk your own destruction?"

"Maybe they needed a way to get onto the planet?" The Plumber suggested. "A ship attempting to sneak past our Plumber sensors would be almost impossible. But making a transport ship have to land here, would make it easier to sneak onto the planet. The one responsible, could just hide in the crowd and slip away without anyone noticing."

"You're right," Shining nodded. "But who? The scans didn't show any known criminals. So that leaves criminals good enough to never get caught, or someone who's never committed a crime until now."

"Shining Armor!" A human Plumber spoke up. "We might have a problem." Shining rushed over to his monitor. "I was going over images from the crash and found something." He pointed at an image showing a crowd of aliens, which circled on in particular. "This passenger wasn't one that we got a bio scan for. So I tried to find him in the ship's passenger manifest, but he wasn't there."

"A stowaway." Shining frowned. "Do a facial scan and see if he's in the Plumber Database. I don't care if it's just for littering." The Plumber nodded and did just that, managing to isolate him and get the best image of him that he could get. And after a moment, the computer gave an alert.

"He's in the database." He brought up the file, showing the alien's full form.

He was a humanoid alien standing at around seven feet, being green in colour with blue patterns covering his skin. He didn't appear to have any distinguishing features, such as wings or vines. Shining realised his species was probably similar to humans, being more like tool users rather than having special abilities.

"He's a wanted smuggler. Been caught several times, trying to sneak illegal weapons and animals to other planets."

"Not good," Shining frowned. "If he was able to avoid our scans, he must be skilled in covering his tracks. Hopefully, he hasn't left the city yet. Is his DNA on the system?" The Plumber nodded. "Then use the base scanners to find him. Then see if there are any Plumbers close to him."

"Aye sir." The Plumber did just that, the scanners pulsing for several moments until they managed to lock in on something. "Found him. And the closest agent to his location is...Agent Sentry."

"Good," Shining smirked before pulling out his badge.

Flash was currently driving through the town, doing his after school patrol.

As he looked around for any issues he might need to fix, he was listening to a popular song that had come on the radio. But the music suddenly stopped, right as his phone began to ring. "Flash here," he answered the speakerphone.

"Flash, it's Shining. We've got a problem." Flash frowned, not liking the sound of that. "Turns out one of the passengers was a crook. He's close to your location. I'm sending it to you and some Plumbers are on the way. See if you can stop him before they get there to pick him up."

"You got it." Flash's Ultimatrix beeped before the dial showed a hologram of a map, with the Ultimatrix symbol in the centre of it and a red dot not too far away.

Flash quickly put his car into gear and headed in the direction of the red dot, which was moving away from him as he did his best to catch up. After a minute, he realised where the guy must be going and knew a way to cut him off.

He had to drive around and leave his car, but he was soon heading towards the dot as it got closer to him. And as he turned a corner, he spotted someone walking down the street. And to his joy, it was the alien he was supposed to bring in.

"Hey!" Flash called out, catching the alien's attention. "Plumber Agent. Stop where you are!" But the alien didn't stop and instead, began to run. "Of course." Flash activated the Ultimatrix and started cycling through his aliens. He was looking for XLR8, but the guy was getting away and Flash needed something.

Then, he found an alien he hadn't used since unlocking it. This seemed like a good time to try it, so Flash slapped it down and a bright flash of green filled the air.

The alien ran as fast as he could, reaching a metal fence and quickly climbing over it.

He didn't know if the Plumber was still following him, but he wasn't gonna stop running until he was far away. So being careful of the bag on his back, he jumped the fence and dashed off. But what he didn't realise, was that his pursuer was currently up on the roof and catching up to him fast.

He ran across the street and down into another alleyway. But as he passed a couple of trash cans, something flew down and slammed their feet into his chest.

"Augh!" He was knocked staggering into the trash cans, as his assailant did a back-flip and landed. "What the?" He looked ahead of him and was shocked. "A Revonnahgander? What are you doing here?"

The alien in front of him was a Revonnahgander, born from Flash scanning a Plumber agent from another universe.

His body was similar in scale to Rook's, though a little shorter, but he had different facial features. He had a pair of black lines running from the outer edges of his eyes, all the way down to his neck. Inside those lines, around his mouth and stopping at a point between his eyes, his fur was white. The rest of his face was the standard revonnahgander purple.

The top of his head had a streak of blue hair, running from the centre of his forehead all the way to the back of his neck. He was wearing a sleeveless black suit, with white around the neck, that had a white belt where the Ultimatrix was located. He wore white boots with black at the top and bottom, along with a pair of black armbands around his arms and a pair of white fingerless gloves.

His arms were covered in white stripes and as he stood in front of the alien, he got into a fighting stance. "You gonna run? Or are you man enough to take on Furfighter hand-to-hand?"

The alien glared at him and picked himself up, then got into a fighting stance with his hands clenched. He then let out a roar and charged forward, throwing a punch at the alien's head. But Furfighter ducked down and dealt a swift strike to the alien's stomach. This caused the alien's eyes to go wide, as he was knocked staggering back and gasped for air.

"Cheap shot!" He coughed, then charged again. He threw a punch, but Furfighter deflected it. He then threw another one, but Furfighter dodged and quickly swung his foot around to kick him in the chest.

The alien was knocked back, whilst Furfighter quickly ran forward.

The alien grabbed one of the trash cans and threw it at him, but Furfighter leapt up onto the wall and jumped off it to avoid the metal cylinder. He spun through the air and dealt a kick to the alien's face, making him cry out as she was thrown to the ground.

Furfighter smirked, seeing his opponent in such a state. Ever since he unlocked this alien, he had been training in martial arts to help him use Furfighter to his full potential. It hadn't been easy, but it was clearly paying off.

The alien pushed himself back to his feet and glared at Furfighter. His lip was bleeding and as he wiped the blood away, he growled. "You are so dead!" He charged, blindly throwing punches and kicks at his opponent. But Furfighter's cat-like reflexes were making it impossible for him to land a single blow. "Stay still!"

"And let you hit me? I don't think so!" The alien threw a punch towards him and Furfighter caught it in his hand, then twisted it to make the alien cry in pain. He then threw the fist away and dealt several quick jabs to the alien's chest, pushing the air out of his lungs and making him stagger backwards.

"Augh! I'm gonna feel that one tomorrow!"

"And a few days afterwards!" Furfighter got into his fighting stance once again. "Give up. Tell me why you came to Earth. You snuck onto a transport ship and clearly had villainous intentions. What were you planning?" The alien said nothing and ran forward, throwing several more punches towards him.

Furfighter dodged them all and grabbed the last punch before spinning around, throwing the alien down the alleyway until he crashed into a few more trash cans.

He cried out, as he was covered in trash. He wasn't happy about this and as he picked himself up, Furfighter moved towards him. "Fine. You wanna know what I'm up to?" He reached into his bag and pulled something out. "I wasn't gonna use this. But you forced my hand." Furfighter looked confused, as the alien held up some kind of gun.

The sight of it made Furfighter's eyes go wide, as the alien pointed it at the sky and fired it.

A missile of some kind exploded out of the end, shooting straight into the sky high above the buildings. "What is that?" The missile fell apart and something was revealed before it fell to the ground, Furfighter's powerful eyes allowing him to see it was some kind of jelly.

That jelly fell down and landed on top of a car that was parked outside of the alleyway.

Furfighter grabbed the alien and dragged him out of the alley, as they watched the football-sized blob spread out along the roof of the car. Furfighter figured it was some kind of acid, but didn't think a car would be much of a loss. And sure enough, the jelly did begin to melt the car's roof.

"I think you need to work on your aim," he told the alien criminal. But the alien began to chuckle and the hero soon saw why, as the jelly kept spreading around the rest of the car. "Wait...is it growing?"

Within moments, the blob of greenish goop completely surrounded the car. The vehicle was completely consumed by the substance and then, to Furfighter's horror, slimy tendrils spread out from the main body and started moving around.

"It's alive?" One of the slime tendrils flew towards them and Furfighter leapt up, the alien still in his grasp. He didn't know what that stuff did to living tissue and he intended not to find out.

Realising Furfighter wouldn't be much help, the alien hero hit the Ultimatrix and transformed.

In a flash, he changed whilst throwing the alien towards another building. "Arctiguana!" The alien lizard flew out of the light and shot a blast of ice towards the alien, hitting him right as he reached the building and freezing him to it. He then turned his attention back to the jelly creature, unleashing a blast of ice that froze one of its tentacles solid.

He smiled as he landed, only to see the ice around the tendril quickly start to melt.

"Seriously?" The water was absorbed into the tendril, allowing the slime creature to grow larger. It then moved towards some more cars, clearly planning to swallow them and make itself growl larger. "Oh no, you don't!" He leapt onto the side of a building and crawled along it, getting ahead of the creature and unleashing a blast of ice that surrounded the cars.

Arctiguana hoped this would make the creature choose to not try and eat the cars, as its car-sized body slithered over the frozen vehicle. But then it stopped and just stood over the frozen car, letting the ice melt and get sucked up into its body. And the car soon followed.

"What does it take to stop this thing?" He dared not try and freeze it again, since that would just add more stuff for it to absorb.

All he could do was watch, as the jelly creature slithered around and absorbed more and more of the ice and cars. And with every car it absorbed, it grew larger and larger. Eventually, it grew to the size of a house.

Suddenly, Arctiguana's Ultimatrix gave off its communicator beep and the alien tapped it. "Shining. Please tell me you know what this thing is. And more importantly, how the heck I beat it."

"This thing's name is way too long for me to get right. All I can tell you is that it's a rare and dangerous creature. Owning one is illegal in several sectors of the galaxy. Including here and the planet the transporter was heading. Looks like our smuggler friend was planning on causing some serious problems here before you found him."

Arctiguana didn't think so, remembering what the alien had said before firing it. "How do I stop this thing?"

"According to the computer, it's weakness is super high voltage. The bigger it gets the more power is needed to hurt it."

"High voltage? I can handle that!" He cut the call and ran along the side of the building, once again getting ahead of the jelly before leaping off the building. As he did, he hit the Ultimatrix and transformed into his first alien. "Volt-Edge!" He landed in front of the jelly and started generating as much energy as possible. "You wanna snack on something? Then snack on this!" He unleashed a blast of lightning, which slammed into the jelly creature and made it shake.

Volt-Edge bet if it had a means of making sound, it would be screaming right now.

The lightning blast ended and he quickly charged up another blast, as the jelly creature brought out a tendril and flung it towards him. "WOW!" He leapt into the air, barely avoiding the tendril. He then unleashed a blast of lightning, which hit the creature and zapped it again.

But whilst the energy was clearly hurting the creature, its body had grown so large Volt-Edge couldn't build up a big enough charge to do any real damage.

Volt-Edge landed and realised he needed to seriously up the juice. But there wasn't anything around him that could give him an extra power boost. As such, he reached down and hit the Ultimatrix. Doing so changed the dial's form before a green light began to spread across his body, transforming him into his hyper evolved state. "ULTIMATE VOLT-EDGE!"

The slime creature swung a tendril at him, but one of the spikes on his back flew off and slammed into the side of a building. The electrical rope connecting it to Ultimate Volt-Edge then retracted, pulling him up and out of the tendril's path.

Once the spike reconnected to his back, Ultimate Volt-Edge's gauntlet blades extended and sparked with lightning. He leapt off of the building and as the energy built, two of the spikes flew off his back and went under his feet. He used them to keep himself in the air, as he unleashed the electrical energy straight towards the creature.

The jelly beast was struck and once again started going nuts, the lightning doing serious damage. Ultimate Volt-Edge's supercharged lightning, was three times more powerful than his base form's power. Slowly, parts of the creature's body started to evaporate off of it.

As it slowly shrank back down, the creature fired a tendril to try and grab him. But Ultimate Volt-Edge was able to dodge the tendril in the air and used his claws to slash at it. With the blades coated in lightning, they cut through the jelly with no damage done to them.

The severed tendril fell to the ground and splashed against it, evaporating into nothing as Ultimate Volt-Edge spun back towards the jelly alien. Said alien was pulling itself along the ground, once again heading towards a parked car. "Not this time." He unleashed tendrils of blue lightning, which flew over to the car and hit it. The car was then lifted into the air.

The jelly monster seemed to notice its target had disappeared, as Ultimate Volt-Edge dropped it onto the roof of a building. He then began to once again charge up power before unleashing it, hitting the monster once again and doing more damage to it.

It kept shaking and squishing around, taking multiple shapes as it tried to save itself. But it couldn't find again the energy Ultimate Volt-Edge was putting out.

It kept shrinking and growing weaker, becoming desperate as it fired a bunch of jelly blobs in his direction. But Ultimate Volt-Edge fired the last three spikes on his back and the blades on his gauntlet off, the nine electrified blades swinging around and cutting through the jelly. As each blob was sliced in half, they were vaporised.

Ultimate Volt-Edge then fired the blades towards the beast and as they stabbed into the creature, he sent all the energy into them and they electrified the monster. At this point, there was nothing else it could do. The monster was completely overwhelmed by the energy and as Volt-Edge's charge died down, its entire body disappeared.

Ultimate Volt-Edge jumped down, the blades returning to his body as he looked around. He had to make sure there wasn't a single drop of that thing left. He looked around, but there was no sign of it. It was dead.

Sirens filled the air and he looked around to see a bunch of Plumber vehicles, racing down the street towards him.

The Ultimatrix beeped and as the Plumbers arrived, he reverted back to standard Volt-Edge before changing to Flash. He panted, still getting used to going Ultimate. "Flash!" One of the agents announced, "you okay?"

"I'm fine," Flash assured them. "But do you guys mind booking him?" He pointed at the alien that was still frozen to the side of the building. The Plumbers nodded and got to work, using their Multi-Strikers to melt part of the ice before pulling him off.

"You're under arrest," the Plumber stated. "For smuggling illegal goods and bombing a the transport ship."

"What?" The alien asked, "I didn't bomb that transport." The Plumbers all gave him a suspicious look, "I'm serious. Why the heck would I want to come to this dump of a planet? I was supposed to meet my client on Valux Three. When that stupid ship crashed, I hightailed it because I knew the Plumbers would scan me and find out I was a smuggler."

Flash frowned. "But if you didn't blow up the ship, who did?" The others looked just as confused, Flash fearing there might be another dangerous alien on this planet. And if there was, what were they up to?

Outside the city, a figure was walking along the side of the road.

He was an alien that was humanoid in appearance, his body being mostly pure white. His head had large yellow eyes, a trident-style trio of horns and a zigzag mouth that looked like it could chew through anything. His arms and legs were blue in colour, ending in flame patterns right after the elbow and knees.

A black cape was surrounding his neck and trailed down his back and over his shoulders, whilst his chest had a black vest on it that had several pockets covering it. Around his waist was a black belt, with a knife on the back hidden under the cape.

The alien spotted a car driving down the road towards him and reached for his belt, pressing a button on it that caused him to suddenly change into a human. The car drove past, the driver and passengers not giving him a second look.

As soon as they passed, he hit the belt again and changed back to normal before looking around.

He had reached an open area with nothing around it. A large empty field was next to the road and by the looks of things, nobody would be driving past this area again. As such, he moved over to the field and took something out of a pocket on his vest.

It was a small disk with a button in the middle of it, the alien pressing it before throwing the disk into the centre of the field.

As soon as it hit, an explosion of light filled the air. That light took the form of a large portal, which something began to fly out of. A large spaceship, roughly the size of a five bedroom house. It was red in colour and had a large section at the front with a round window so whoever was driving could see.

The ship flew out of the portal and began to touch down on the ground, as the portal shut behind it

The ship landed and a minute later, part of it opened up so three figures could step out of it. Each of them was humanoid in appearance, though their alien origins were obvious. They were very similar to the first alien, having large eyes and some kind of armored exoskeleton. But they all had their own styles that set them apart.

One appeared more feminine, her armor being a mixture of red with yellow around the chest, waist and the joints of her armor. Her yellow eyes were shaped like fireballs and her head crest was also fire shaped, whilst her hair was red with yellow highlights. As the wind flickered, her hair looked like it was made of actual fire.

Another was yellow in colour and instead of having normal arms, he seemed to have long tendril-like limbs that ended with a single triangular point made of silver metal. His eyes were black and his head crest was a sideways crescent moon.

Finally, the last one was blue in colour and had a single white V-shaped visor in place of its regular eyes. This one didn't seem to have any natural difference, but its right arm wasn't like its other. The right arm was a robotic prosthetic, being black in nature and appearing to have some kind of transformation ability.

The three aliens stepped towards the white one, the red alien speaking up. "Did everything go to plan?"

"Yes," he nodded. "I managed to get to this planet without anyone noticing me." The other aliens looked around, the yellow alien speaking up in wonder.

"So pretty. I wonder if this is what our world looked like?"

"We'll find out soon," the grey one stated before turning to the white one. "Zaaton. Are you sure it's here?"

"I am," Zaaton nodded. "After millennia of searching, we are now so close to finding it. Once we have it, the universe will once again tremble before us. Now let's go. Before one of these humans drives by and sees us." The aliens nodded and all climbed onto the ship, which was soon closing up and lifting into the air.

Within moments, the ship shot off into the sky. Far away from Canterlot and anything that could hope to detect them.

Several days later.

The day had finally arrived. The cruiser was fully repaired and ready to take the aliens off the planet. The ship had landed in an area outside the city, where a large group of aliens and humans were there.

Flash and his friends were there, along with everyone that had housed the aliens in their home.

Currently, Flurry was crying. She had really grown attached to her duplicating friend and she clearly knew he was leaving, Cadance doing everything she could to try and calm her down. But it was no use. The baby was just too sad.

"It was so nice meeting you," Misty told the large eared alien.

"You were a delight to have," Trail agreed.

"Thank you," she whispered as she looked around. It was a beautiful day. The birds were singing and there wasn't a cloud in the sky. "This is such an amazing planet. I wish I could stay here."

"Why don't you?" Flash asked, as the others looked at him in shock. "I'm sure this planet would love to have you guys stay here."

"I don't know if that's such a good idea," Shining frowned. "I mean, I'd love for them to stay if they wanted. But it's not really up to me."

"No. I believe it's up to me." The large group turned to see a man walking towards them. It was the president of the United States, the man adjusting his tie as he approached. "Greetings. I'm the one in charge of this country that you've been staying in."

"I see," Captain Fyn nodded. "Well, thank you for letting us stay here. Hopefully, the next time we come here won't be in such drastic circumstances."

"Yes," the president nodded. "About that." He turned to the aliens. "I read the report about why you were heading to this Valux Three. Many of you are searching for places to call home, after your previous homes were made uninhabitable."

"Yes," Canis nodded. "Many of these aliens are refugees. Some lost their home due to natural disasters, or had them stolen by others and forced off planet. Unfortunately, the planets that they've been travelling to haven't been able to offer anything except temporary accommodations."

"Well," the president smiled, "maybe Earth can become the home you're looking for." That statement shocked everyone, human and alien.

"Wait," Shining spoke up. "You want them to stay on Earth?"

"Unless anyone has anything against it." He looked around, but apparently the large crowd was perfectly happy with many of their new friends staying if they wanted to. "And I don't intend for them to simply stay on Earth and do nothing. If they stay, I have plans for them."

"What kind of plans?" One of the aliens asked, obviously worried they might be turned into slaves or forced into some kind of experiments.

"Don't worry. It's nothing bad. If you wish to say on Earth, you must contribute to the planet. I'm sure many of you have skills and former occupations that could be useful here on Earth, but those of you that don't can help with a project I have decided to start. A space port."

"Come again?" Flash asked, as the other humans wondered what he was talking about.

"I've read all about why the ship was passing by our solar system. Apparently, our area of space works as some kind of cosmic super highway. Ships can use it to get places faster and with less fuel."

"Yes," Fyn nodded. "But sometimes, ships still end up running out of fuel on the way. Or they run out of food, water and breathable air. It all depends on where they're going and where they're coming from."

"Which is why I'd like to open a space port. Somewhere ships can come for fuel and to restock. And maybe this could be where they're heading. So long as it's safe, they can bring their alien cargo here to trade and sell."

"Awesome!" Rainbow cheered. "Imagine it. Alien foods to try. I'd love to see what an alien's version of a burger would look like."

"It does sound interesting," Celestia nodded. "But where would you put this space port? I can't imagine it'd be a small area and Canterlot doesn't have any room like that."

"True. But a large area outside of Canterlot is nothing but open fields. The land can't be used for farming or livestock thanks to natural pollutants, so it's just been sitting there growing nothing but weeds. And I don't just intend to build a spaceport there. I intend to build an entire city there. Or, at least a town. Someplace the visiting aliens can spend their time as they wait for their ships to be refuelled and their cargo to be unloaded."

"An alien town," Flash whispered. He was reminded of his trip to the future. Had something like this happened in that timeline, allowing aliens to live on earth without persecution. "That sounds amazing."

"Would we have to live in this new town?" One of the aliens asked. "Or could we live in Canterlot and commute to the spaceport, if we agreed to work there?"

"You can live wherever you like," the president explained. "Canterlot, this new town. If you're able to, feel free to move to another town and get a job there. So long as you follow our rules, I have no issue where you live."

The aliens looked amazed at this, whilst the human crowd were just as excited. Many were likely wondering if they could move into this new town and get jobs there. The perfect place for humans and aliens to coexist.

The President then turned to Flash and Shining. "Gentlemen. I know I'm springing this on you out of the blue. But what do you say? I know more aliens here, may mean more work for the Plumbers. If this happens, do you think you can handle the added workload?"

Flash and Shining smirked. On their own, they would probably have a hard time. But they weren't alone. They had an entire base of Plumbers to help keep the peace. They could do this. Earth was about to take its next big step in the universe. And no matter what, they would make sure everything worked out perfectly.

Author's Note

Well this was certainly a loaded chapter. Flash revealing his Revonnahgander form, a bunch of aliens arriving on earth, a mysterious group also showing up, and a new plot point added to the story. A town of aliens, built around an alien space port. How will this affect the story? Only time will tell.

Twilight's Ultimate Aliens Journal: Ultimate Volt-Edge
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The Ultimatrix Hero

Twilight's Ultimate Aliens Journal: Ultimate Volt-Edge

The scene once again opens up on the multi-coloured background, as the notebook appears to cover most of it. And once again, Twilight's voice calls out in voice over.

"It's Twilight's...ULTIMATE ALIENS JOURNAL!"

The background once again changes to a crayon doodle. This background shows a dark sky, with gray clouds shooting lightning out of them. As soon as it changes, Chibi-Twilight steps out from behind the book and waves to everyone. "Hello. I'm Twilight Sparkle." Moments later, Chibi-Spike leaps out from the other side of the book. "And this is my assistant, Spike."

"Sup," he smirks before running over to Twilight's side of the book and grabbing the cover in his teeth.

"Welcome back, to my Ultimate Aliens Journal. Where I document all the new aliens Flash gets, when he uses the Ultimatrix in order to evolve them." Spike opens the book, once again showing the image of the Ultimatrix. "Here, we catalogue the powers and abilities of these new aliens and how they differ from Flash's base aliens."

"Awesome!" Spike leaps up and down. "So who are we gonna look at today?"

Twilight smiles, as she uses her magic to open the book to show an orange and blue lizard alien. "Who better than the first Ultimate Alien Flash ever used. The electrifying and razor sharp, Ultimate Volt-Edge!"

The scene changes to show Volt-Edge hit the Ultimatrix, causing the transformation to occur. In seconds, he grew taller and bulkier with new armor that sparked with lightning. "ULTIMATE VOLT-EDGE!" He roared, as he unleashed the energy surging out of him. The scene then changes to show Volt-Edge, the alien striking a pose as the camera spins around him.

"Ultimate Volt-Edge, is the hyper evolved form of Flash's Serravoltian transformation. Serravoltians are armored lizards that can generate high voltage electrical blasts, which they use their metal armor and claws to control. They can even absorb energy in order to recharge themselves." The camera changes to show Volt-Edge, unleashing blasts of electricity to destroy Vilgax's robot drones. "Their claws can also cut through almost anything. And when they're charged with electricity, their cutting power is increased by even greater measures. But cutting and shocking, isn't all they can do."

The camera changes to show Volt-Edge, using his electricity to levitate a metal grate he's standing on. This allows him to float up above a bunch of Conductoid.

"Volt-Edge can also use his electrical energy to generate a magnetic field, which he can use to make any metal object float into the air." The scene changes to show Volt-Edge, flying over the city on a metal tray. It then changes to show him flying on a piece of Vilgax's exploding ship "With this ability, he can take to the air and fly anywhere he needs. Or use this ability to help him in combat."

Volt-Edge unleashes a bunch of lightning, which strikes a metal tanker and lifts it over Vilgax's head. It then rips the tanker open, spilling the fuel onto the alien before the lightning causes it to catch fire and explode.

The screen returns to the Chibi Twilight and Spike, with the dog letting out a whistle. "Talk about getting a shock to the system. So how does Ultimate Volt-Edge compare?"

"I'm glad you asked," Twilight smiles before the scene changes, to show Ultimate Volt-Edge against the remaining Negative Ten. He unleashes blades of lightning and whilst most of the crooks manage to dodge it, Viral tries to absorb it only to find herself hitting full capacity and overloading.

"Ultimate Volt-Edge's electrical power is even greater than that of his base form. Roughly three times the power. You could plug Ultimate Volt-Edge into the city's power grid and a single zap from him, could keep the city running comfortably for a month."

The scene then shows Volt-Edge launching the blades off his gauntlets, keeping them connected by a string of blue lightning that he can apparently control. It then shows him launching the spikes off his back, with the same electrical chords keeping them connected.

"Ultimate Volt-Edge can also launch his metal spikes and blades, keeping them connected to his body using a concentrated stream of lightning. This allows him to slash at his opponents from a distance, or place them in a trap by launching the blades and using them to channel the energy towards the opponent."

The scene changes to show Ultimate Volt-Edge, firing the spikes on his back towards the Negative Ten. The spikes all miss, but Volt-Edge then unleashes blasts of lightning between the electric chords that zap the opponent.

The scene then changes to show Ultimate Volt-Edge, unleashing a lightning chord that hits a car and lifts it into the air. It then shows him standing on two of his spikes, still connected to his back by his lightning and lifting him into the air.

"Ultimate Volt-Edge's electromagnetic abilities have also improved a great deal, allowing him to lift even greater objects whilst also making it so he doesn't need to find anything metal to use as a hoverboard."

The scene changes back to Chibi Twilight and Spike, as the dog scratches the back of his ear. "You said that Ultimate Aliens lose a power in exchange for a new one. So what did Ultimate Volt-Edge lose and get?"

"Good question," Twilight replies. "And the answer is he's gained increased electrical power. As I said, he's now three times as powerful. This upgrades all his other abilities, like his cutting ability as well as his electromagnetism. But Ultimate Volt-Edge can no longer absorb electrical energy from outside sources. He's completely reliant on his own electrical energy. If he uses too much power too quickly, he'll run out and have to wait for his body to generate more."

"Ouch," Spike flinches, "but with how much power he seems to have, I'm guessing it'd take a while before he runs out of juice."

The scene changes to show Ultimate Volt-Edge, using his electrical energy to zap the Negative Ten before swinging his claws around. As they swung past the camera, the scene changed to him flying above the jelly monster before firing his claws and spikes into the monster. They stabbed into the beast and electrocuted it, lightning flying off of it and hitting the camera.

The lightning completely covers the camera and slowly, it shifts to show the journal flickering closed. Twilight and Spike stare at the journal, as the front of it closes and the pair turn to smile at the camera. "Ultimate Aliens are so amazing." Twilight waves at the camera, "hope to see you next time." Spike barks in agreement, as the scene cuts to black.

Author's Note

Thus we learn all there is to know about Ultimate Volt-Edge. Now, who will the next Ultimate Alien be? Only time will tell.

Season 1, Episode 3: The Fast and The Furious
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The Ultimatrix Hero

Season 1, Episode 3: The Fast and The Furious

Canterlot City was undergoing a lot of changes. The biggest change being the new town that was being built, right next door to the city.

This new town, which had been named Cosmic Town by the aliens and humans that were going to be living there, was slowly taking shape. The space port it was built around, was already close to completion thanks to the hard work of the Plumbers and the aliens that had agreed to help.

Several other buildings were also close to completion, these buildings being ones that would help support the town. Stores selling Earth and Alien foods, along with a small hospital and an entertainment district so that aliens could have some fun after their long voyages.

But despite how many changes were going on, there were just as many things that were staying the same.

One of these things, was Devious and Chrysalis. The two villains had been laying low since they escaped from the battle with the Negative Ten, though many people knew they were somewhere out there. Just waiting for someone to show any sign of magical powers made possible by the mystical Medallions.

They weren't the only ones working to find the Medallion holders. Lady Masquerade, also known as Trixie Lulamoon, was currently flying around the city using her Sky Butterfly form. The magical hero was on patrol, keeping an eye out for anything out of the ordinary.

The problem was, out of the ordinary was getting harder and harder to pinpoint. "Dragon in the middle of the park." She spotted the fire breathing creature appear from out of the trees, only for it to glitch and disappear. "Hologram." She sighed and flew away from the park, instead heading into the city. And there, she spotted a floating beam that was being lifted into the air.

But when Trixie flew closer, she saw a black and yellow alien was lifting the beam with some kind of magnetism in order to help with constructing a building.

"Nope." She flew away and as she did, she passed a large building with a large TV on the side that acted as a billboard with a clock in the corner. "Shoot. I'm gonna be late." She dived and as she reached the ground she changed the Medallion that was attached to her mask.

The Rapid Turtle Medallion, appeared on her mask and caused her entire suit to change. The turtle-themed costume surrounded Trixie, the shield being on her back.

As soon as she landed, she used the magic of her Rapid Turtle to slow down time. This meant she could move at what appeared to be super speed, allowing her to get somewhere faster.

In another part of the city, Jackpot was waiting for his daughter on a street corner. He and Trixie were going to have lunch together, so Jackpot could hear about some of the recent adventures Trixie had been going on. She had only told him the basics about what had happened with the Negative Ten and the strange ship in the sky. Now, they would get to actually talk about it properly.

As Jackpot waited, he moved over to a nearby magazine stand and looked through some of the stuff they had.

At the same time, a pickup truck was driving down the street. As the driver turned a corner, he was taking a sip of a coffee he had just bought. But the coffee was too hot and he found himself burning his tongue, making him cry out and drop the coffee. But this resulted in him burning his whole lap, making him scream and lose control of the car.

It was at this moment that Trixie arrived on the scene, Lady Masquerade panting as she was about to run out of energy in her time halt. But as she arrived and time began to slowly speed up, she noticed the truck going out of control.

It might have looked like it was only going five miles an hour, but Trixie knew it could still do a lot of damage. And it was heading straight for the news stand and- "DAD!" She rushed over to try and save him, attempting to make time slow down again. But she had already used up too much energy and she was about to return to normal time. She wouldn't make it.

Jackpot noticed the car was coming and instinctively braced himself.

But as he did, something else appeared on the scene. Some form of blue blur, which raced over to Jackpot and grabbed him before the car hit him. Trixie was shocked to see this, as the blur pulled him out of the way. As it did, Trixie sensed something she recognised as a Medallion.

For the briefest moment, the figure was still and Trixie was able to get a quick look at her.

She was a blue skinned girl, whose hair was two different shades of yellow. She was wearing a sleeveless purple hoodie, with yellow lines on the shoulders and down the sides. She also wore blue denim shorts and knee high white socks, along with a pair of black trainers. On her back was a dark blue backpack, which looked like it was stuffed to the brim with stuff.

The girl dragged Jackpot out of the way and in that moment, Trixie's time halt ended and everything returned to its normal speed. And as it did, the pickup slammed into the magazine stand and ran it over before hitting a lamppost.

Trixie looked around and saw Jackpot across the street, laying on the ground looking perplexed about what had just happened. He then spotted Trixie and smiled, as everyone else seemed to think she had just saved that man.

"Way to go, Masquerade!" One guy cried, as Trixie rushed over to her father.

"Are you okay?" Trixie asked, pulling him up to his feet.

"Yeah," Jackpot nodded. "Thanks for pulling me out of the way. I doubt all those super powers you have, would let you put broken bones back together."

"It wasn't me," Trixie told him. "There was someone else. Time was stopped, but they were moving normally. They pulled you out of the way and disappeared." Jackpot looked surprised by this, as he suddenly seemed to notice something and checked his back pocket.

"Whoever they are. They didn't just save my life. They stole my wallet." Trixie frowned at this, as sirens filled the air. She knew she had to find this person. Whoever they were, they had a Medallion and they didn't appear to be using it for the right reasons.

As soon as she made sure her father was alright, she headed off to the Plumber Base.

The place was just as busy as it normally was, even more so thanks to all the new aliens that were living over in Cosmic Town. Luckily, there hadn't been any criminal activity in the new settlement. But that didn't mean it was smooth sailing for the Plumbers.

"Hello?" A woman at the front desk answered a call. "Yes. I understand. I'll send someone over right away to take a look at it. Until then, don't touch anything. You don't know what alien goop will do to you."

Trixie walked past the front desk, showing the woman her clearance card. Despite not being a Plumber, Trixie and the Rainbooms were allowed to enter so long as they didn't mess with anything.

She headed into the elevator and teleported down to the main base's computer room, where she spotted Shining, Flash and the Rainbooms all hanging out.

Flash and the girls were sitting around a large table, doing their homework whilst being ready to head out if anything big happened. Meanwhile, Shining was standing behind the monitors listening out for anything that might need attention.

Trixie rushed over to him and tapped his shoulder, making him jump as Trixie gestured for him to follow her. They moved over to the table and Twilight was the first to notice them. "Hey. I thought you were spending the day with your dad?"

"I was," Trixie nodded. "Until he almost got run over by a truck." This got everyone's attention, the lot looking up at her in shock.

"Is he alright?" Fluttershy asked.

"He's fine. That's the thing. Someone pulled him out of the way at the last second. And by second, I mean a super long Rapid Turtle slowed second. I had time almost completely stopped and they were moving at normal speed."

"What?" Flash asked. "But that only happens if the person's moving at...super speed." Rainbow and XLR8 had both had this happen to them. Looking like they were moving at normal speed during a time stop, when actually they were going at over a hundred miles an hour.

"Exactly," Trixie nodded. "And that's not all. When she saved my dad, I sensed something. A Medallion." That got them all frowning. "I'm sure of it this time." She took out her phone and flipped to a picture showing a page from the Medallion Book. "The Rush Rabbit Medallion. It grants the user super speed."

"So that's where it was," Twilight nodded. "Any idea who this person is?"

Trixie frowned. "All I know is that they're a thief. They saved my dad, but she stole his wallet when she did. I only got a second to see her when she stopped moving, but I'm positive I can recognise her the next time I see her."

"Alright," Shining nodded, "then I know exactly what we need to do." He gestured for Trixie to follow him. They all watched, as he took her over to an empty computer monitor. "If you're sure you know what to look for, tell this computer. It'll create an image of her face that we might be able to find a match for."

Trixie smirked. "No problem. The Great and Powerful Trixie's photographic memory, will help her determine the identity of this super fast wallet thief." Everyone watched her begin to describe the girl. However, they soon discovered that Trixie's photographic memory...wasn't so photographic.

"Are you sure this is the girl you saw?" Sunset asked, staring at the image of the fat faced girl with freckles, a crooked nose and slightly bucked teeth.

"Of course," Trixie smirked. "Like I said, photographic memory."

"Why don't I check your actual memories and not just the photographic ones?" Sunset placed her hand on the girl's shoulder and her eyes turned white, as she saw what Trixie had seen when the figure saved her father. And it looked almost nothing like what she had put in the computer.

When the vision ended, Trixie gave her a knowing look. "See."

Sunset rolled her eyes before turning to the computer and adjusting the image, removing the buck teeth, freckles and making her face thinner. "Are you sure this isn't who you saw?" The image finished changing and as Trixie saw it, she frowned.

"Okay. That might be the girl. But I still think she had freckles."

Sunset sighed, as the others looked at the image. "So this is the girl?" Shining tilted his head. "She's not anyone I recognise. She must not do much to stand out."

"Maybe not in Canterlot." Everyone turned to Rainbow, the girl frowning as she stared at the image. "But in Cloudsdale, she's super well known."

"You know her?" Rarity asked, Rainbow nodding.

"Her name is Lightning Dust. When we were younger, she and I went to the same soccer camp together." She sighed. "She was one of the fastest campers there. The only one faster was...ha, me. But she was super skilled. Great ball control, shooting accuracy and she was insane with her sliding tackle. But she had no sense of teamwork. Whenever she got the ball, she refused to pass it to anyone. If she couldn't be the one to score, nobody was allowed to."

"Geez," Flash frowned, "how'd she ever win with that kind of attitude?"

"She didn't. Any team she was on would always lose. She would steal the ball from anyone, even her own team. Despite all her skills, she flunked out of soccer camp. That didn't stop her from joining the Wonderbolts High Team. She usually got benched. But occasionally, she would be sent out and always tried to solo the game on her own."

"So how did she go from a soccer player, to a wallet thief?" Twilight's question was answered, when Shining typed Lightning's name into the Plumber computer.

"Look at this." He showed them a police report about Lightning, explaining that she had gone missing several months ago. "The police suspected she ran away, since her parents were apparently neglectful and possibly abusive."

"Really?" Fluttershy looked horrified by that.

"When was that report made?" Applejack asked, as Shining checked the date and told them all about it. "That was too long after the Medallions got scattered. What if this Lightning girl was in Canterlot back then, even though she lived in Cloudsdale?"

"It's possible," Shining nodded in agreement. "If she was on a soccer team, she might have been in town for a game or something." They nodded, thinking the same thing. "So after she got the Medallion, she ran away from home."

"Who knows where she went," Flash stated. "She can run at the speed of sound. She probably zipped around from city to city, trying to find a way to survive on her own."

Shining hummed and started typing away at something. "Let's see."

"What are you doing?" Twilight asked her brother, the Plumber hitting the enter button. Doing so caused the screen to change to a map of the state, with a red dot appearing on said map.

"I asked the computer to bring up police reports, stating that someone lost their wallet, purse or anything else that was on their person and suddenly vanished."

"You realise that could account for hundreds of crimes," Rarity pointed out.

"True. But I put in a few key worlds. If she was moving as fast as Rainbow and XLR8 can move, she probably kicked up some serious wind when she nabbed them. So I asked the computer to focus on reports including a strong gust of wind occurring when the thefts happened."

They watched and saw that this cut down the number of thefts that happened, between the date Shining put in and the present. Shining then made a red line between each dot, creating a circular map that was leading all around the state.

Cloudsdale was the first place and it connected to every big city in a line, eventually stopping in a city right outside of Canterlot. "She has been busy."

"Which means she might already be out of the city." Trixie frowned. "The Medallion and my dad's wallet must be gone."

"Maybe not," Twilight replaced her brother at the computer and started typing. The others watched, wondering what she was doing.

"Even if we can find her." Sunset turned to the others, "how are we supposed to stop her? I get that she saved your dad, but I doubt she's gonna just stop robbing people or give up the Medallion. How are we gonna stop her? Trixie's Rapid Turtle form can only last so long. And if she thinks we're gonna arrest her, she could be on the other side of the city before we finish the sentence."

"I think I might have an idea," Shining stated. "But I'll need Flash and Rainbow's help." The two raised an eyebrow, wondering what he was talking about.

On a building next to the compound holding the Plumber Base, Chrysalis could be seen standing there.

A pair of binoculars were up in front of her eyes, as she stared at the entrance to the building. As she watched, she ate out of a bag of chips or drank soda through a straw.

She let out a sigh, as she continued to watch the entrance. She was clearly getting bored, having been there for almost two hours at this point. She had seen Trixie heading into the building earlier, but she could spend all day in there if she wanted.

But just as she was about to give up and tell Devious to do his own recon, she saw Trixie, Flash, Shining and Rainbow leave the building. "Hello. What are you four up to?" She took out a phone and quickly called her partner. "Devious. Trixie and the others are on the move. Call it women's intuition, but I think something's going down. Something we might be able to use to nab some Medallions."

The four arrived at one of the most luxurious hotels in Canterlot.

Trixie didn't look happy, whilst the others gave the place a curious once over. "Flash, Rainbow. Stay out here and be ready to move. Trixie. You're with me." They all nodded and headed off in different directions, Shining heading into the hotel with Trixie right behind him.

"Hello there." The lady at the reception smiled. "What can I do for you today?" Shining replied by showing her his badge, the receptionist gasping as she called her manager. A minute or so later, a man in a fancy suit arrived.

"Hello there," he was obviously doing his best to keep his cool. "What do I owe the pleasure of a Plumber's presence? I can assure you, all our guests and employees are human."

"I'm sure they are. But they're not law abiding." The manager looked worried. "Lightning Dust. She bucked into this hotel's executive suite. She did so using a stolen credit card, which she acquired using...alien technology."

The manager gulped. "I see. Is she dangerous?"

"We don't think so. But there's no telling what'll happen when we confront her. Better keep a safe distance." He nodded, "we'll need the suite's spare key." He nodded again and quickly retrieved it, Shining and Trixie heading up as soon as the key was in hand.

They rode the elevator and as they did, Trixie took out her Luna Cat Mask.

"Hold on. Probably best to not let her know she's facing super humans like her. I'd rather solve this situation without resorting to extreme force." Trixie sighed, but nodded as she put the mask away. The elevator then arrived at their intended floor and the two headed out towards the room their key was for.

Shining stepped up to the door and listened for movement. He couldn't hear anything and began to open the door, ready for anything that might be waiting on the other side.

As soon as Shining got the door open, the pair headed inside and could hear music being played.

They looked around the room and found a comfy looking couch, covered in different clothes, sports shoes, CDs and a bunch of other stuff. Shining spotted her blue backpack, which had a lightning bolt on the front of it. He grabbed the bag and pulled it open, finding a bunch of stuff inside.

Wallets, jewellery, several fake IDs and much more. This girl had obviously been on a crime spree.

"That's my dad's!" Trixie grabbed one of the wallets and looked through it. The cash was gone, but his card was still there along with several pictures and everything else he said he had in there. Trixie sighed in relief, whilst Shining wondered where the girl was.

He got his answer, when the song being played came to a stop and they were able to hear the sound of a shower coming from a nearby room.

They looked towards the room and knew she had to be in there. But before they could come up with a plan, the shower stopped. A few moments later, the girl Trixie saw earlier stepped out of the bathroom dressed in nothing but a robe.

She smiled, until she saw Shining and Trixie. "What the hell?" She staggered back, a glare on her face. "Who are you guys? What are you doing in my room?"

Shining was about to say something, until Trixie spoke up. "Technically, this is my dad's room. Since you used his credit card to pay for it." The girl frowned.

"I didn't take anything, from anybody."

"Save the innocent act," Trixie glared at her. "We tracked all the charges you tried to stick on him after you stole his wallet." She held up said wallet, the girl noticing the bag in Shining's hand.

"You went through my backpack," she lets out an annoyed laugh. "That's an invasion of privacy, messing with my stuff."

"Your stuff!?" Trixie cried. "You stole all this stuff." The girl frowned at them both and Shining was about to say something, but the girl suddenly disappeared in the blink of an eye.

"Yeah?" They spun around, seeing she was now dressed and had the backpack that had suddenly disappeared from Shining's hand. "Prove it." The pair stared at her, Trixie clearly trying to figure out how to stop her from escaping.

Shining took this moment to speak up. "Let's all just calm down." He held up his badge, "I'm a Plumber. We're here to make sure you don't steal anything else." She suddenly looked very worried. "Lightning Dust. That's your name, right? We need to discuss these new abilities you've acquired and what you've been using them for."

"I don't think so," Lightning told him. "You might be a Plumber, but you won't be able to touch me. I'll be a thousand miles away before the two of you can even blink."

"I don't know," Trixie replied. "I can blink pretty fast." Lightning glared at her, as Shining spoke up.

"Trixie told us what you did for her dad. You saved his life before you nabbed his wallet. That shows you're a good person, deep down. So why don't we all relax and talk about this." But before he could say anything else, Lightning disappeared with a gust of wind flowing off of her.

Trixie found the wallet also disappearing from her hand, the pair spinning around to see Lightning standing by the door with the wallet in hand. "Sorry. Not big on the chitchat." She put the wallet into her pocket. "Smell you later." With that, she was gone and the hotel door was thrown open.

Trixie frowned, as Shining used his Badge to contact the others. "She's on the move. Flash and Rainbow. You're up!"

Lightning laughed, as she ran as fast as she could out of the hotel and onto the street.

She raced through the town, the entire world a complete blur to her. However, she soon felt something appear behind her and glanced around. And to her horror, the alien XLR8 was chasing after her. With him was Rainbow, the girl also moving at high speed. "What?"

Rainbow smirked. "You're not the only one that can move at super speed."

"That's right!" XLR8 agreed. "Now pull over before I give you more than a speeding ticket." Lightning glared at them and just ran faster, the pair doing the same as they made their way through the city.

Lightning zigzagged between the vehicles, showing great skill as she was able to keep herself from accidentally slamming into the cars as they shot past her. Rainbow and XLR8 both did the same, those in the cars feeling nothing but a powerful gust that rocked the cars as it passed.

Lightning then began to run up the side of a building, with her pursuers doing the exact same thing.

When she reached the top of the building she ran along the roof and raced all the way to the edge. Rainbow and XLR8 followed and expected her to jump off the edge, but she didn't. As soon as she reached the edge, she did a ninety degree turn and ran along the edge of the building before leaping off the edge.

Rainbow and XLR8 both followed her, XLR8 needing to skid to a stop before he fell over the edge. Rainbow managed to curve around and keep following Lightning, also leaping off the edge of the roof and landing on the other roof without losing any speed.

XLR8 chased after them both, needing to pick up speed as he leapt over the gap and landed as well. His glider balls spun, as he rolled along the roof and watched the two girls run to the other side of the building.

Instead of jumping to another roof, Lightning ran down the side of the building with the other two following right behind her.

To anyone watching from a distance, it would look like three blue blurs were flying all around the city. Through the streets, up, down and around buildings and even along thin runways like landlines or other types of wire.

Lightning was really starting to sweat, as the two continued to stay right on her track. And as she ran towards the town river, she hoped that the two wouldn't know about being able to run along water. So, she reached the edge of the river and leapt out onto the water.

She hit the surface and the liquid began to stretch, only for her to push off before it could break and she sank. She did the same with the other foot and she tore across the water like it was nothing, a smirk on her lips as she looked back.

But her smirk vanished when she saw Rainbow and XLR8, the pair also on the water and looking just as comfortable on it.

She frowned and turned her attention back to what was in front of her. She would escape, no matter what these two tried to do.

But as she ran ahead, Rainbow took something out of her pocket and pressed it. It was something Shining had given them both, Rainbow throwing it as soon as she pressed it. She and XLR8 then ran off in different directions, as the device sank.

As soon as the device was in the water, it activated and unleashed some kind of shockwave in the direction of Lightning. This caused the water to fly forwards and form a wave behind her, which grew larger and larger.

"What?" Lightning cried, seeing the wave approaching. "Oh, come on!" She continued to run ahead, but even she wasn't fast enough. As she got closer to the shore, the water beneath her was lifted upwards and she found herself being rolled forwards. "WOW!" The water suddenly surrounded her and she found herself going through the rinse cycle, eventually smashing hard into the shore of the river.

She laid there, drenched as the water flooded a small part of the street.

The world was spinning around and as she tried to pick herself up, she was too dizzy to stand upright. All she could do was stagger forward, unable to pick up speed. And as she slowly recovered, Rainbow and XLR8 rushed onto the scene. "GOTCHA!"

The next thing Lightning knew, she was tackled to the ground with Rainbow on top of her.

She looked around and despite seeing three of the girls, Lightning finally recognised her. "Dash?" Rainbow smirked at her. "What are you doing? Get off of me!"

"Gladly!" Rainbow told her, "once we're sure you can't run away again." Lightning was about to ask what she meant, only to suddenly hear what sounded like whipped cream being poured. She then felt something on her feet. Something gooey.

Lightning looked down at her feet and spotted XLR8, the alien holding a can of some kind. And around her feet was a bunch of weird looking foam, which seemed to be growing larger by the second. And before she could try to shake her legs and get it off, the stuff began to harden.

"What the hell!?" She tried to pull her feet apart, but she couldn't. She was trapped. "Get this off of me, right now!"

"I don't think so," XLR8 stated. He picked her up and threw him over his shoulder, as the people around them looked at the pair in confusion. "Sorry folks. This girl's been using alien technology to steal stuff. We're taking her in."

"They're lying!" Lightning cried, "I'm being-" She didn't get to finish, as XLR8 and Rainbow raced off. They shot over the river again and headed back towards the hotel, as Lightning tried to pull herself free. But she couldn't escape.

After a few minutes, they spotted something in the air flying towards them and stopped.

Lady Masquerade flew down, holding Shining as he was suited up. She dropped Shining and landed besides him, as XLR8 put Lightning down. They nodded, as Trixie changed into her Luna Cat form. "Nice work, guys. Did you need to use the sonic grenade?"

"Yup," Rainbow nodded, "we blasted the river and managed to catch her before she could escape."

"Good," Shining knelt down. "Now, why don't we discuss this like reasonable people?"

"There's nothing to discuss," Lightning told him. "Get this stuff off of me and let me go."

"I don't think so," Trixie told her. "You're giving me my dad's wallet and the Medallion."

"Medallion?" Lightning asked. "What Medallion?"

"The Rush Rabbit Medallion!" Trixie cried. "You were in Canterlot a few months back, right?" Lightning nodded. "Well during that time, an event occurred that scattered twelve coins like this one." She pointed at her mask. "Those coins come from another world and whoever they bond with, gains certain abilities. Your coin grants the wielder super speed, which is why you can move like you do."

Lightning frowned, as she started patting herself. "You can't see it," Rainbow told her. "Most people with them, kind of absorb it."

"The coin's just a physical form it takes," Trixie agreed. "But the energy form it has is somewhere within you. And you're gonna give it to me."

"Why should I?" Lightning asked. "If I give it to you, I'll be as slow as you are. Why'd I ever want to give that up?"

"Because the Medallion doesn't belong to you," Shining stated. "It belongs to another world. If they don't get it back, they might decide to come here and take it back by force."

"They can try," Lightning smirked. "But they won't catch me."

"We caught you," XLR8 pointed out. "Besides, it's dangerous to have that thing. If you don't give it up, Devious will show up and try to take it from you. And he won't hesitate to kill you to get that power." The others nodded, but Lightning frowned.

"I'm keeping this Medallion. It's mine now. I need it."

"No you don't," Trixie told her. "You just want it, because it lets you steal whatever you want. Well your stealing days are over. I'm sure your parents will be happy to know you've been found." Lightning looked terrified.

"Don't bring them into this. They're no parents of mine. They probably don't even care that I'm gone." That made the four feel sorry for her. "I might not be eighteen, but I'm basically an adult. I'm doing fine on my own. It's not like I'm hurting anyone."

"You're stealing people's money," Shining stated.

"It's not like they can't get it back. Most of the cards I steal get cancelled before I can use them that much. Your dad can just report the card stolen and he won't have to pay for the suite. It's not like I'm stealing millions. Just enough to get by."

"Doesn't matter if you steal a little or a million dollars," XLR8 told her. "You're abusing your powers."

"Please. How are you any different from me? I heard you got your alien watch the exact same way I got this Medallion. Why's it okay for you to keep it and not me?"

"I never used the watch for selfish reasons," XLR8 stated. "And I eventually got the creator's permission. Trust me, that Medallion's real owner's gonna want it back. And if you don't give it back, they might call for your head."

"You're just trying to scare me." She slammed her feet onto the ground, trying to break the hardened foam off her feet. "You losers need to get lost and leave me alone. I'm not giving up my powers for anyone. They're mine! Just let me go!"

"Oh, I don't think so!" Shining glared at her. "You say you're an adult, then you're gonna be treated like an adult. That means you'll be spending a long time in a Plumber cell. Won't have much room to run in there, I can assure you." Lightning's eyes went wide, as Shining took out a capture cube to transport her in.

But before he could use it, a fireball suddenly exploded down onto the ground and sent everyone flying.

"WOW!" Trixie cried, as she, Rainbow and XLR8 hit the ground. Shining also hit the ground, but managed to roll to his knees before taking out his Multi-Striker.

Changing it to a sniper rifle, he raised his weapon and looked at where the fireball had come from. And to his annoyance, he spotted the two individuals he guessed were attacking them. "Devious!" Trixie and the others rose and looked up to see Devious and Chrysalis, both standing atop a building before Devious unleashed a burst of wind.

This wind pushed them all backwards, as the two leapt down and used it to cushion their fall.

"Perfect," Devious smiled. "The Rush Rabbit Medallion was one I was able to sync with in the past. It'll certainly come in handy, once it's in my possession again." The others tried to attack them, but Devious was too quick and unleashed another blast of wind.

This wind pushed Trixie, Rainbow and Shining backwards. But XLR8 was able to pick up speed and break through the wind. "I don't think so!" XLR8 slammed his body into Devious and pushed him backwards, Devious grunting as the two were sent flying down the street.

Lightning saw this all and was completely freaked out. All she knew was that she needed to get out of there. And after looking around, she spotted a pipe in a nearby alleyway and started pulling herself over to it.

Chrysalis saw this and sighed. "You really shouldn't make this harder on yourself." But before she could create the energy web that would allow he to teleport, a laser flew towards her. She was forced to leap away, as Shining ran towards her. Trixie was right behind him, Rainbow rushing over to Lightning.

"Get this stuff off of me!" The girl told the Rainboom, as she was using the pipe to break the cement holding her. She hit the material harder and harder, but it was barely doing any damage.

"Get Lightning back to the base!" Shining cried, as he charged towards Chrysalis. His blaster changed to a sword, which he swung at her. But she blocked using her metal spider legs.

"I don't think so!" She slapped her hands together and created the web. The energy structure formed below her feet and spread out to surround her, Trixie, Shining, Rainbow and Lightning.

Trixie ran forward with her staff, thrusting it towards Chrysalis. But before she could hit her, Chrysalis transported her to another area. That area being behind Shining, her staff slamming into his back.

"AUGH!" He cried, allowing Chrysalis to throw a kick right into his chest and knock him backwards.

He crashed into Trixie and the two staggered backwards, as Rainbow tried to pick Lightning up and rush her away. But before she could reach the edge of the web, they were both warped in front of Chrysalis. The woman used her spider legs to lift herself up and swing her foot around, hitting Rainbow in the chest and knocking her back.

"GYAH!" She hit the ground, whilst Lightning fell to the floor and her captured legs hit the ground.

The impact caused the foam to crack, Lightning feeling this and smiling as she started lifting her feet up to hit the ground. this made the form break more and more, each impact doing more and more damage.

Chrysalis looked down at her, smiling until a bunch of tigers suddenly appeared. These three creatures roared as they leapt at her, Chrysalis' instincts causing her to warp away from them.

Trixie panted, the three solid tigers vanishing as she felt the serious drain on her energy. She and Chrysalis glared at each other, as Rainbow and Shining picked themselves up as well. No matter what, they would protect Lightning and keep the Medallion safe.

Over with Devious and XLR8, the alien speedster had thrown the evil wizard away from the fight and caused him to almost hit a building.

But before impact, Devious unleashed a blast of wind that acted as a cushion for him. XLR8 saw this and was ready to hit him as soon as he flew down to the ground. But whilst he was still in the air, Devious unleashed multiple blasts of blue lightning. And whenever they hit the ground or a building, ice formed on top of them. By the time he reached the ground, half the street was covered in ice.

"Seriously?" XLR8 frowned, seeing barely anywhere was safe for him to run. "Fine. Then I won't hit the ground!" He slammed the Ultimatrix and in a flash of light, he changed into the alien steamroller. "Griff-" Lindwhirl stopped when he saw what he was. "What?" He growled, "stupid Ultimatrix!"

Devious chuckled. "Trouble?" The beast growled at him, as he unleashed bolts of lightning towards him.

Lindwhirl leapt away from him and curled up, spinning as he carved into the ice and dodged the lightning. He tried to fly towards Devious, but the magician thrust his staff forward and caused an ice ramp to appear in front of him. "WOW!" He flew up it and spun through the air, having no way to stop himself before smashing into the side of a building.

He roared, as he broke through the wall and found part of the building collapsing on top of him.

Devious smirked at this, as he began to head back towards the other's battle. Hopefully, Chrysalis would have defeated the fools by now and had acquired the Medallion.

However, as he carefully made his way over the ice, the rubble exploded with Lindwhirl roaring as he pulled himself free. "Geez. What does it take to knock you down!?" He thrust his staff forward, launching a blast of fire towards the alien. But Lindwhirl crossed his arms and the flames simply exploded off of him without hurting him.

Lindwhirl lowered his arms and smirked before leaping forward and curling up, only for Devious to unleash a blast of ice that once again formed a ramp between him and Lindwhirl.

The beast held his claws out and slammed them into the ice ground, stopping him before he flew up the ramp. Devious then fired his ice beam at the ground and struck Lindwhirl, freezing him solid before he could unfurl himself. Within seconds, he was covered in ice.

Back with Trixie and the others, Lightning had finally managed to get the foam around her leg to break off.

She hit the ground as hard as she could, the foam shattering and allowing her to escape. "FINALLY!" She picked herself up, as everyone turned to see her free. "Later, losers!" She turned to run and raced towards the edge of the web. But before she could get away, she suddenly found herself getting teleported next to Chrysalis.

The woman raised a metal leg and Lightning slammed into it, the girl screaming in pain as the rest of her body moved under the leg and she fell to the ground. She clutched her face in agony, as Chrysalis laughed. "Such a shame your mind's not as fast as your legs...or your mouth." She slammed a leg into Lightning's stomach and forced the air out of her chest, making her gasp as she rolled away. "Now. I'll be taking that Medallion, if you please."

"I don't think so!" Trixie leapt towards Chrysalis and as she did, she transformed into her Iron Serpent form.

Chrysalis growled, really starting to hate that form. She tried to warp Trixie away, but the girl put up a shield to block her attempts. As this was happening, Shining started firing at Chrysalis. But the woman was able to warp herself or the laser away, protecting her.

But what she couldn't protect against, were Trixie's attempts to hit her with the snake whip that her Iron Serpent form granted her. Since it was partially inside Trixie's barrier, she couldn't warp it to another zone whenever it tried to bite her with its snake hand.

All she could do was duck these attacks or use her metal legs to block them.

As this was happening, Lightning began to come around from her painful daze. Chrysalis saw this and realised she needed to get away with the girl, planning to warp them both away before Chrysalis extracted the Medallion.

But before she could try, Trixie leapt over to Lightning and brought her into the barrier. Lightning was now surrounded by the pink energy, protecting her from being warped away. And Chrysalis was so distracted by this, it allowed Rainbow and Shining to jump out of her barrier.

Lightning started to pick herself up and as she did, Chrysalis had an idea. "They won't let you keep that Medallion." Lightning looked up at her. "If we hadn't shown up, they would have had you in a cell by now. Do you really think you can trust them?"

Lightning said nothing and turned to Trixie, whilst Rainbow and Shining frowned. "You definitely can't trust them!" Trixie told her. "They'll take your Medallion as well. And they won't leave you alive to regret siding with them."

"On the contrary. Devious is always looking for those that wish to help him acquire the rest of the Medallions. Come with us and you can keep yours, so long as you help us get the rest." Lightning seemed intrigued by this. "As soon as we're gone, they'll throw you in jail to rot. And even if you give up your Medallion, they'll still keep you locked up for the rest of your life."

"No, we won't!" Shining told her. "We're trying to save the world. If Devious gets all the Medallions, he'll use them to transform our world into one where he's ruler of everyone and everything."

"Yeah!" Rainbow nodded. "Lightning. I know you. You don't want a world where that loser's in charge. And even if you did, you wouldn't get to be around to see it. To make a new one, Devious would destroy this world. That includes everyone in it. You'll be wiped out and replaced by someone who doesn't mind Devious as king. It'll look like you, sound like you and act like you. But it won't be you."

Lightning frowned as she stood up. "Screw that. There's only one Lightning Dust and that's me." She pointed at Chrysalis. "You can take your offer and shove it!"

Chrysalis growled, "you'll regret that."

"Not as much as you'll regret everything you've done!" Shining shot at her, Chrysalis barely managing to avoid the attack. This wasn't going well for her. If they wanted to win this fight, she and Devious needed to work together. Where the heck was he?

Back with Devious, he continued to freeze Lindwhirl solid.

His hope was that eventually, Lindwhirl would succumb to either the cold or the lack of oxygen. He panted, using a bunch of energy to freeze him. And eventually, he had to stop and take a breath.

The ice sculpture was large enough to fit ten Lindwhirls inside. Devious hoped that would be enough.

Alas, as soon as he finished shooting his blue lightning, the ice began to crack and break apart. Devious' eyes widened, as the ice sculpture exploded and sent ice flying in all directions. Lindwhirl roared as he pulled himself free, as Devious unleashed a wind blast that knocked him back.

It was just enough for Lindwhirl to slide on the ice and lose his balance. "Augh!" He fell onto his back and his spikes stopped him, allowing the alien to roll around and use his claws to keep him from slipping. Devious smirked at this whilst Lindwhirl glared at him.

He knew he should have just changed to another alien, but he really wanted to use Lindwhirl to beat him. As such, he knew there was only one thing to do.

"Time to go, Ultimate!" He spun the dial before slapping it, causing the dial to change before a burst of green light flew out of it. In a flash, he grew another two feet as his grey fur turned white and his body became bulkier. His tail suddenly split into two furry tails, whilst a second pair of arms appeared beneath his first ones.

Black armor appeared on his chest and shoulders, whilst two more horns grew out of its head pointing backwards to give his horns an X-shape from the top. His tusk fangs grew longer whilst the claws on the end of his hands grew sharper, looking like they could cut through anything.

The Ultimatrix was on his chest armor and as the transformation completed, he let out a powerful roar before announcing his name. "ULTIMATE LINDWHIRL!"

Devious frowned as he stepped back, whilst the large alien rose himself to full height. Devious then unleashed a blast of lightning and as it shot towards him, Ultimate Lindwhirl used his twin tails to leap up and above the lightning.

The Ultimate Alien felt himself suddenly become as light as a feather and once he reached the top of his jump, gravity seemed to have little to no effect on him. "What?" Devious cried, seeing Ultimate Lindwhirl floating. "You can fly?"

Ultimate Lindwhirl didn't feel like he was flying. He was falling back towards the ground, just not as fast. And as Devious launched a fireball at him, he flicked his tails around and the force pushed him out of the way.

The Alien smirked as he got the hang of this new form, using his hands and tails to manoeuvre around. And as he got closer to the ground, her rolled himself back up. Once he had his tails in his mouth, he suddenly found himself growing heavier and he fell back towards the ground at high speed.

Devious saw this coming and gasped before leaping away, barely managing to avoid getting crushed under the giant chimera alien. And before he could retaliate, Ultimate Lindwhirl sprang back up and was once again up in the air. "Get down here!" He launched several fireballs.

Ultimate Lindwhirl once again flew around, doing his best to avoid the attacks. But one fireball grazed his arm and he hissed in pain, clutching the arm as he felt his fur burn. His new white fur was clearly not as heat resistant as his base form's fur.

The alien once again restored his normal weight and came crashing down to the ground, spinning into a wheel as he did so. He smashed into the road, creating a powerful shockwave that slammed into Devious and knocked him backwards.

The wizard grunted, hitting the ground whilst Ultimate Lindwhirl hovered above the ground and pulled himself towards him.

As Devious picked himself up, Ultimate Lindwhirl slashed at him with his claws. Devious barely managed to avoid getting cut in half, as the Alien spun around and slammed his tail right into Devious. "GYAH!" The force of the impact sent Devious flying back, eventually crashing into the area right beside Chrysalis.

The woman turned to see her partner on the ground and her eyes went wide, the distraction allowing Trixie the chance she needed.

"Here we go!" She slammed her hands together and used all her energy to make the shield dome around them expand. The dome grew larger and larger, encompassing more and more of the web they were inside of.

Chrysalis finally noticed this and realised that as the shield got larger, her areas for teleportation grew small. And eventually, the dome surrounded the entire web with only a single spot left. The spot Chrysalis was on.

The woman tried to push against the barrier, as it kept growing larger. But she couldn't and was slowly pushed backwards, as Shining pointed his stun blaster at her.

He fired and as the laser shot towards her, Chrysalis gave the barrier one final push before leaping away from it. She jumped out of her web, which disappeared as soon as she left it. The barrier stopped growing and Chrysalis staggered about, almost losing her balance until she used her spider legs to keep herself upright.

But before she could create another web, a flash of blue made her look around and see something flying towards her.

She thought it might be Lightning, but a rainbow coloured streak made her realise who it really was. Rainbow, the girl moving at a hundred miles another as she threw a punch right into Chrysalis's chest.

The woman screamed out, as the punch knocked her flying back with a sickening crack. Another cry then filled the air, as Rainbow jumped back and clutched her hand. Clearly, that crack had come from her breaking something when she slammed her fist into Chrysalis' chest.

This distraction stopped them from noticing Devious, who had just picked himself up and finally noticed the dangerous situation they were in.

As such, he unleashed a blast of wind from his staff. This knocked Shining and Rainbow back, whilst Trixie and Lightning remained inside the barrier. But said barrier began to shrink, returning to only being big enough to hold Trixie and Lightning.

Devious saw this and realised Trixie must have been exhausted by making the shield so big. However, they weren't in a favourable position. Especially with Ultimate Lindwhirl, flying towards them looking ready to attack again. And not too far away, he could hear sirens that likely belonged to the cops and or Plumbers.

"We're getting out of here," Devious told Chrysalis. "Get ready." The woman moaned and nodded, as Devious raised his staff and unleashed a blast of fire in all directions. The flames didn't get fair, extinguishing almost instantly, but they unleashed a bunch of smoke that filled the street.

Ultimate Lindwhirl and Rainbow choked on the smoke, whilst the others were protected by shields and helmets.

The Ultimate Alien swung his tails around, creating a powerful gust that blew the smoke away. But as it did, they found Devious and Chrysalis were gone. "They got away!" He growled, only to suddenly heard a beeping sound.

He hit the Ultimatrix, changing back to Lindwhirl before completely reverting to human form.

Trixie also lowered her shield, but that proved to be a mistake. As soon as she dropped it, she felt a strong gust of wind and spun around to see Lightning was gone. "NO!" She gasped, looking around and seeing a blue blur running down the street. "We need to stop her."

"I got her!" Rainbow looked ready to chase after her, but stopped when and clutched her hand again with a scream.

Shining rushed over to her. "You're not chasing anyone down until we get that hand looked at." Rainbow frowned, as Trixie turned to Flash. But the teen showed her his timed-out Ultimatrix. There was no going after her now. She was gone. Probably never to be seen again.

Devious and Chrysalis were both back at their hide out, recovering from the fight they had just had.

"They're getting stronger," Devious growled. "Lulamoon probably has the Medallion by now. That combined with the boy's Ultimatrix and all their friends, is going to make getting the Medallions away from them almost impossible."

Chrysalis returned to her normal human form and sat up, looking over at the man. "Are you going to give up?"

"Never," Devious growled. "I'll find a way to get them. It's just going to take some time and planning." He raised his staff and stared at the Mad Monkey Medallion, then looked up at the underside of the Radiant Dragon Medallion. He looked towards Chrysalis, then thought about the Medallions Trixie had. "There are still three Medallions unaccounted for. If we can find them before them, they might give us the opening we need."

"And where will we find these Medallions?"

"I don't know," Devious told her. "But I won't stop looking until I find them."

As Trixie returned to her home, she sighed as she thought about the day's events.

She had stopped Devious from getting another Medallion, but she had failed to acquire it herself. And she didn't even manage to get her dad's wallet back. Not exactly the most productive of days.

However, as she stepped into the house and entered the kitchen, she spotted something on the counter. Jackpot's wallet. "What?" She rushed over and picked it up, looking it over and being amazed to see everything was in there. "How..."

"Figured I owed you one." Trixie jumped and spun around, spotting Lightning leaning in the doorway of the kitchen. "Tell your dad sorry for me." Trixie frowned at her, then sighed as she put the wallet down.

"You could tell him yourself. He's pretty forgiving. Saying sorry would make him okay with you. And maybe you could stick around a bit longer."

"I don't think so," Lightning frowned. "Those psychos that almost got me are terrifying. I don't wanna stay in the same town as him."

"He wouldn't be after you, if you gave up the Medallion. I know giving up your super speed seems terrifying, but you can't keep it. The Medallion belongs to the Rush Rabbit Kingdom. If you keep it, they might come here and try to take it themselves. Do you really wanna risk a war?"

"I guess not. But you've got all those Medallions and haven't given them up yet."

"I need them to stop Devious and Chrysalis. Once I've gotten all the Medallions, I'll give them back to the Kingdoms they come from. But until then, I'll use them to keep the world safe from those nutcases."

"Well can't I keep my Medallion until then?"

Trixie sighed, trying to think about it. "If you keep that Medallion, you can't use it to steal things anymore. I'm sure there are other ways for you to live and make money without stealing."

"I guess," Lightning nodded.

"And if you keep the Medallion, you have to help me fight against Devious. Your super speed could really come in handy." This, Lightning didn't seem too eager to do. "Well, what's it gonna be?"

Lightning turned back to her. "Tell you what. If you catch me, I'll think about it." With that, Lightning shot off out of the house.

Trixie smirked before she transformed into her Rapid Turtle form and slowed down time, Lady Masquerade running after Lightning and seeing her running down the street. The masked hero ran after her, using all her strength to slow her down so that she was barely moving.

She managed to get right up behind the girl, only for her time stopping to slip. Lightning began to speed up, but not enough to outrun Trixie. The girls race one another through the city, everything around them being completely still as they did so.

Lightning spun on the spot and smiled at Trixie, as she ran backwards without any issue. The pair stared at one another, Lightning smirking as she gave a finger salute before spinning back around. As she did, she began to speed up and shot ahead whilst Trixie was beginning to slow down.

Her time stopping began to come undone and as the rest of the world sped up around them, Lightning's speed reached a whole other level and she vanished in the blink of an eye. Trixie finally stopped running and skidded to a stop, as she watched the Rush Rabbit Medallion disappear to who knows where.

Trixie wasn't sure where Lightning was going, but she was sure she would meet her again. And hopefully, the next time they meet would lead to them working together to return the Medallions.

Author's Note

Well this was a fun one. A new Medallion revealed, a new Ultimate. And a reference to a pretty fun episode of a pretty fun show. Hope you enjoyed.

Twilight's Ultimate Aliens Journal: Ultimate Lindwhirl
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The Ultimatrix Hero

Twilight's Ultimate Aliens Journal: Ultimate Lindwhirl

The scene once again opens up on the multi-coloured background, as the notebook appears to cover most of it. And once again, Twilight's voice calls out in voice over.

"It's Twilight's...ULTIMATE ALIENS JOURNAL!"

The background once again changes to a crayon doodle. This background is blue, with a bunch of gray circles on top. These circles have a bunch of shark fins coming out the top all around them, giving them the appearance of some kind of spinning wheel of death.

Chibi-Twilight then flies in, with some kind of jetpack on her back. "Hello," she waves to the camera, "I'm Twilight Sparkle." Chibi-Spike then appears, flying around on Flash's hoverboard. "And this is my assistant, Spike." The dog waves, only to lose balance and fall off his board.

"Ough!" Twilight flinches, as Spike lays on the ground with his eyes spinning. She slowly flies back down and lands, as Spike recovers and picks himself up. Twilight then turns back to the camera, as Spike runs over to grab the book in his teeth.

"What alien are we looking at today?" Spike asked, looking excited as Twilight uses her magic to flip the pages of the book.

This revealed a white furred animal hybrid, with four bear arms, the head of a wolf, ears of a bat and a long furry snake tail, which split into two tails. "Today, we'll be looking at the alien chimera that knows the meaning of the term, 'spin it to win it.' Ultimate Lindwhirl!"

The scene changes to show Lindwhirl hit the Ultimatrix, causing the transformation to occur. In seconds, he grew a second set of arms, gained armor and a new white fur colour along with twin tails. "ULTIMATE LINDWHIRL!" He roared, leaping into the air and simply floating there. The scene then changes to show Lindwhirl, the alien striking a pose as the camera spins around him.

"Ultimate Lindwhirl, is the hyper evolved version of Flash's Lindracus transformation. As you can see, Lindracus are a race of aliens that are a combo of multiple different creatures found on other planets. Coming from the planet Chimenic, this race of creatures are some of the toughest aliens in their region of the galaxy." The camera changes to show Lindwhirl, biting his tail before spinning around. "By curling up, Lindracus can transform into a living buzzsaw. By spinning fast, the spikes on their back will cut into anything it slams into. This combined with Lindwhirls powerful jaws and razor sharp claws, make him a force to be reckoned with."

The camera changes to show Lindwhirl, rolling along the ground towards the terrasque. He then shoots up a ramp and flies towards the beast, slamming into its shell and cutting it up.

He then uses his claws to dig into the shell and cut through it.

"Lindwhirl's fur is made of a special kind of hair, which is almost as strong as steel but still relatively light compared to how strong it is." The camera changes to show Rarity, attempting to pull a strand of fur off. When she manages to do so, she tries to cut through the pair but finds it almost impossible. "Thanks to being covered in this strong and light fur, Lindwhirl is basically covered in a suit of armor. This protects him from taking almost any damage, with only armor piercing weapons having the ability to harm him. As such, he can strike at his opponent without worry and slam into anything at high speed, without needing to get hurt."

Lindwhirl can be seen tearing through a bunch of Vilgax's robots, ripping them to shreds without even breaking a sweat.

The screen returns to Chibi Twilight and Spike, Spike's head spinning around and around as he imagines Lindwhirl doing his thing. He finally stops, looking rather dizzy, and turns to Twilight. "That's pretty cool. So what about Ultimate Lindwhirl? Is he any better than the original?"

"Good question." Twilight looks back at the crayon drawing of Ultimate Lindwhirl, as the scene changes to show the alien in question in his fight against Devious. It shows the aliens rushing towards the wizard, using his four claws and two tails to attack him.

"Ultimate Lindwhirl's new arms and tail, give him more strength to lift twice as much as he could before. But his true power is his new density shift ability." Lindwhirl leaps into the air and floats in place, allowing him to fly by using his tail and arms to push him around. "Ultimate Lindwhirl can change the density of his body, allowing him to change how light he is. This means that he can go from as light as a feather, to as heavy as a rock in the blink of an eye."

Lindwhirl flies through the air, dodging Devious' fire and lightning attacks before curling up. He suddenly begins to drop like a stone and smashes into the ground, creating a powerful shockwave.

"Before, Lindwhirl's greatest weakness was his trouble moving around when he wasn't spinning. But now, he can move around with greater ease without needing to drag himself along the ground to do so. However, this transformation isn't a complete net positive."

The camera shows Lindwhirl, getting hit by a stray blast of fire. Though it mostly misses him, his arm fur is slightly singed and he flinches in pain as his white fur turns black.

"To allow his body to density shift, Ultimate Lindwhirl's steel hard fur has grown weaker and less defensive. It can still stop a bullet and protect him as he slams into his target, but against high powered weapons he needs to be more careful."

"Is that why he wears that armor?" Spike asks, with Twilight nodding as the page flips to show Ultimate Lindwhirl spinning.

"And it allows him to do even more damage, when he's performing his rolling charge attack. Lindwhirl's already the perfect creature of demolition. With his new Ultimate form, he's going beyond being perfect to being an unstoppable natural beast of destruction."

The camera shows him flying up before diving down and smashing into the ice on the road, shattering it before rolling along the ground.

He flew towards the camera as he reached it, he unfurled and slashed at the camera. He then spun around and swung his tail in front of it, blocking its view. The scene then shifts, to show the journal flickering closed. Twilight and Spike stare at the journal, as the front of it closes and the pair turn to smile at the camera. "Ultimate Aliens are so amazing." Twilight waves at the camera, "hope to see you next time." Spike barks in agreement, as the scene cuts to black.

Author's Note

And that was Ultimate Lindwhirl. Just gonna say this now, because a lot of people have been asking. I'm not giving Flash any new aliens, just so they can go Ultimate. So if Flash gets a new alien in this story, even if that alien has a cannon Ultimate, don't expect to see it getting that Ultimate.

Season 1, Episode 4: Volcanic Panic
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The Ultimatrix Hero

Season 1, Episode 4: Volcanic Panic

Honolulu. One of the most extravagant places one would wish to go.

Crisp, sandy beaches, water that was warm and a delight to be in and waves that allowed for surfing or exploring the coral reefs beneath that surf. Yes, Honolulu was considered by many to be an absolute paradise. Somewhere anyone and everyone would want to go to.

Except today.

Down on the beach, the holidaymakers were enjoying themselves. Many were building sandcastles, getting their tan on or enjoying a nice ice cream. But before they could really enjoy themselves, something happened to stop them in their tracks. An earthquake.

Earthquakes were not uncommon in Hawaii. They happened fairly regularly. But this was different.

Most earthquakes around Honolulu, were so minor that many people barely notice them. But not this time. This time, the quake was rather powerful. Strong enough to cause every sandcastle and ice cream to be shaken into nothing.

The quake lasted almost a full five minutes and many buildings were starting to rattle. Luckily, they were designed to survive earthquakes.

However. As the earthquake was winding down, something else happened. Something that the people of Honolulu were not ready for.

An inactive volcano, just outside of town, began to shake and the top began to grow bright red, as molten rock built up beneath the surface and caused it to balloon up like a red hot pimple. And when this pimple burst, something worse than gunk came shooting out.

With a mighty boom, the top blew and a bunch of lava flew out. It didn't fly far, the lot landing on the mountain, but it began to roll down the side towards the city. And more lava was seeping out the top, joining the rest of it as it prepared to roll down towards the city and burn everything.

People screamed and began to run, not knowing how long they had before the city was overrun. But it was clear, this was likely the end of Honolulu.

But as this was all happening, a helicopter flew over the island and began to hover above the danger zone.

Inside the cockpit, the pilot looked down and saw the lava. "We've reached the drop zone." He glanced back at his passengers. "Are you three sure about this? It's kind of a long drop down."

"Relax," the passenger replied. "We got this."

The side of the helicopter slid open and as it did, Flash Sentry, Lady Masquerade and Shining Armor were revealed. Flash looked over at the other two, Trixie in her Sky Butterfly form whilst Shining was suited up. They both smirked at him and he nodded before leaning forward, falling over the side and letting gravity take over.

"YEAH!" He cheered, as he spun through the air. Trixie then leapt out and summoned her wings, whilst Shining followed Flash and pulled out his hard-light rod.

Once he was far enough below the copter, Shining activated the rod and created a hang-glider from the solid green light. He quickly used it to glide down towards the danger zone, whilst Lady Masquerade flew down beside him.

Flash continued to simply free fall, not looking the least bit worried as he got closer and closer to the lava.

Finally, he activated the Ultimatrix and cycled through his aliens until he found what he was looking for. He then slammed his hand down and a brilliant flash of green filled the air, which a red alien soon fell out of.

"WATER HAZARD!" He unleashed twin blasts of water from his hands, which struck the lava and caused it to suddenly unleash a bunch of steam that made it hiss. The lava also turned to rock, solidifying as Water Hazard got closer and eventually landed on top of it.

He then unleashed more water, cooling the rest of the lava in the area he was in. But he couldn't stop it all by himself.

In another area, Lady Masquerade flew down and landed in the path of the lava flow. The magical superhero smiled as her mask transformed, followed by the rest of her outfit. In a flash, she was suddenly morphed into a bulky bull-themed costume and removed the bell from around her neck.

Using all her strength, she slammed it down on a nearby rock and caused the bell to ring with great intensity.

The sound coming out of the bell, then flew up towards the lava and created a wall that the lava found itself pushing up against. The soundwaves had also blown a bunch of air into the lava, causing it to rapidly cool and begin to form its own wall. This caused the lava behind it to slow down, allowing the hero to repeat the process.

At the same time, Shining had flown over to another area of the lava flow. But instead of stopping the lava, he was redirecting it and used his Multi-Striker. He quickly blasted a large trench in the ground, creating a channel that the lava began to funnel through towards an unoccupied area of the island.

As Water Hazard continued to douse the flaming lava, his mind flashed back to how he and his friends got into this situation.

Yesterday.

It had just been another ordinary day at the Plumber base, when Flash and Shining suddenly got a call on the president's private channel. The head of the country smiled at them, as the pair stepped up to the monitor to hear what he was calling about.

"Greetings, both of you. I trust things are going well with the new town's construction and our new residents." They nodded, as the president cleared his throats. "Anyway. I'm not calling about that. I'm hoping I can get your help with something."

"What's up?" Flash asked, as the president brought up an image of an island.

"Oahu, in Hawaii. The scientists there have been getting a lot of strange seismic readings lately. As far as they can tell, these readings aren't coming from any natural cause. And they appear to be getting stronger with each passing day. We're worried that if something doesn't happen soon, the island could be about to face catastrophe."

Shining nodded. "And you want us and our Plumber tech, to go take a look and maybe stop whatever's causing it?"

"Exactly," the president nodded. "I know you've got your hands full in Canterlot, but this could be important. What do you say?" The pair shared a look and nodded.

"We'll do it," Flash agreed.

"Excellent. I'll have a chopper come pick you up right away. Also, I know you have some connection to the hero known as Lady Masquerade. If she's willing to help, I'd be extra grateful." The pair nodded, Flash taking out his phone to call the girl in question.

Back in the present, the three heroes had completed their task of stopping the lava flow.

Shining flew down and deactivated his hang-glider, falling down to land next to Water Hazard as the alien returned to human form. Trixie was also heading towards them, as they examined the damage done by the lava.

"Could have been worse," Shining stated. "We're lucky we got here when we did."

"So what do we do now?" Trixie asked, changing to her cooler Luna Cat form.

"Let's head down to the town," Flash suggested. "We're supposed to meet up with the mayor and some scientists that have been studying this whole thing." They nodded and began to make their way down the side of the mountain, towards the city of Honolulu.

Despite the volcano scare, there were a bunch of tourists on the beach and streets. Many were looking up at the still smoking mountain, as the heroes arrived in the town. Flash, being Flash, was instantly recognised and several people rushed over for an autograph or to ask what was going on.

"Everyone!" They then heard, "please calm down." The crowd split to reveal a rather round dark skinned man wearing a suit. "I'm sure Mr. Sentry has a lot of important work to do. The last thing he needs is people hounding him for answers." The crowd all nodded and moved away, as the man approached alongside a dark skinned woman in a lab coat.

"Thank you," Flash nodded.

"My pleasure," the man stated. "My name is Mahalo. I'm the mayor of Honolulu." He gestured to the woman. "And this is Mauka. Our resident seismologist and the one that has been recording the unusual seismic issues."

"It's nice to meet you," Mauka smiled as she pushed her round glasses up her face. "I'm so glad you're here. Things have been getting more and more out of control recently. If we don't do something soon, that small eruption we just had is the least of our worries."

"Don't worry," Shining told her. "We'll figure out what's happening." He huffed. "But can we talk somewhere with air-conditioning? That lava was hot and this place isn't doing anything to cool us back down."

"Of course," Mahalo nodded. "Follow me." They headed into a nearby building, which was the city's town hall. There, the three heroes sighed at the cool air being blown in their faces, Shining removing his helmet as they headed into a meeting room.

As soon as they were there, Shining grabbed his badge and placed it on the table. "Connecting to the Plumber Base." The signal was sent and after a few moments, a voice replied back.

"Guys. How's everything going over there?" The three hadn't been expecting that voice.

"Twilight?" Flash asked, "what are you doing there?"

Back at the Plumber Base, Twilight was sitting at a computer with a headset.

"I'm helping out. With you three gone, the Plumbers had to send more agents out into the field to keep things from getting out of control. So they needed someone to help with the computers." She typed away at her console. "Just tell me what you need."

Shining nodded. "One of the volcanoes near Honolulu just erupted. I need you to do a scan with the Plumber Satellite, to make sure it's not gonna erupt again."

"On it."

"I just don't understand how that was possible." Mauka sighed. "That volcano's been dead for centuries. There's no way it could have just erupted like that. Even if there was an earthquake three times that size."

"So something must have made it erupt," Trixie guessed. "But what?"

"Found something." They looked down at the badge. "The satellite's picking up a large heat source, coming from below that volcano. Whatever it is, it's growing hotter and hotter by the second."

"That can't be good." Shining frowned, trying to decide what to do.

"That's not all. I'm picking up another heat source. And it's coming from another volcano on the island. It's not as hot as the first one, but it's growing hotter."

"Where is it?" Mauka asked.

"Someplace called...Ko'olau Range."

Mauka frowned. "That volcano's been dead for over two-point-five million years. How can it be radiating any heat?" The others were wondering the same thing, as Shining turned to the Ultimatrix Hero.

"Flash. You head up that way and see if you can find anything that might help us figure out what's going on. Lady Masquerade and I will stay here and make sure the town doesn't get destroyed if there's another eruption." Flash nodded and began to head for the door.

Mahalo looked worried. "Are you sure he'll be okay on his own? Ko'olau Range can be pretty dangerous, even on a non-erupting day. Besides, it'll take him a while to get up there."

"Relax," Shining assured him. "Flash has got this." They all headed outside and as soon as Flash was out the door, he activated the Ultimatrix and cycled through his aliens before slapping the dial down.

The natives and tourists were blinded for a moment, as an alien appeared in front of them. "XLR8!" The alien speedster announced before racing off in the blink of an eye. At the same time, Shining put on his helmet and Trixie also transformed into her Sky Butterfly form. The magical super heroine flew up and grabbed The Plumber's hand, lifting him up into the air without any trouble.

Everyone watched the heroes, all hoping they would find a way to stop these quakes and eruptions before something terrible happened.

Deep underground, a figure was making his way through a tunnel deep under the earth's crust.

That figure was the white and blue alien known as Zaaton, the galactic visitor to the planet wiping his forehead due to the great heat filling the tunnel. Zaaton was carrying some kind of device in his hand, which was beeping and buzzing as he moved it around.

"Zaaton, come in." A device on his belt spoke up, letting out the voice of a woman.

Zaaton took the device and held it up. "I'm here, Mera. What's up?"

"Just wanted to make sure you're okay. Your enviro-scanner's showing the heat down there is getting seriously high. Maybe it would have been better for me to do this."

"Too late to do anything about it now." Zaaton kept moving forward, as he scanned the tunnel. "I'm getting some good readings. It might be here."

"I hope so. We were lucky not to be seen when we came to this planet. If those Plumbers find us, there's no telling what'll happen." Zaaton nodded, as he turned a corner and found himself in a larger tunnel. But as he did, he heard movement coming from up ahead.

"I'll have to call you back." He hung up and put both devices away, as he pulled his knife out of its holster. Moments later, something came around the corner and spotted him.

It was some kind of fire creature, around the size of a pig or sheep. Its body was almost entirely red, with bits of yellow on top. It stood on all fours and its feet were yellow, with red claws and yellow lines running up its legs towards its body. Its under belly also had yellow lives, whilst its top half was completely red.

Its head was round, with everything except its mouth being covered in a strange helmet that was made out of a red rock. there were holes in this helmet, allowing its long pointed ears and three eyes to stick out of it. Coming out of its but was a long horse tail, which was mostly red with yellow at the tips to give it a fiery appearance.

The creature growled, as Zaaton looked it over. "A volcanion. What are you doing on this planet?" The creature didn't answer and as it approached, more of them appeared around the corner. "Interesting. How many of you are there?" The creatures all growled at him before opening their mouths and unleashing several streams of fire.

Zaaton quickly dodged the first stream and ducked under the second, using the wall to avoid the third and ducking again to dodge the fourth. As this happened, Zaaton's body glowed before the light flew off of him and formed a dome around them all.

The volcanions saw this, but didn't seem to care as it didn't hurt and they could still shoot their fire.

They kept attacking and Zaaton continued to avoid their flames, showing incredible agility and dexterity. He could dodge forever, though, but didn't need to. For suddenly, the volcanions found themselves unable to shoot fire.

"Finally!" Zaaton ran forward and with his knife, started slashing at the creatures hitting several vital spots. Making short work of them, Zaaton cut the last creature down and sighed. "I'm sorry. But this has to happen." He pulled his knife out of it, as the dome of light disappeared.

He returned his weapon to its holster and took something else out. That something was a strange device, which he placed on the wall of the tunnel before moving on. As soon as he was gone, the device activated and started firing sonic waves that filled the tunnel.

These waves made the tunnel and all the surrounding areas shake, some parts of the tunnel cracking apart and collapsing. The shaking was then sent upwards, towards the surface.

XLR8 had just arrived at the area Twilight had sent the coordinates for.

As he raced up the side of the mountain, he was splitting his focus between the path and a map his visor was currently projecting for him to follow. The area appeared deserted, though his zoom function allowed him to see that there were a few hikers every now and then further down the path.

But as he was about a third of the way up the mountain, he suddenly found the mountain beginning to shake. "WOW!" He stopped and quickly grabbed a nearby tree, making sure he didn't accidentally fall over the edge of the path. The shaking wasn't terrible, but it was enough to knock some leaves off of the surrounding trees.

After about a minute of this, the shaking stopped and he sighed. Then, he heard his Ultimatrix ding to signal an incoming call.

"Twilight, that you?"

"Yeah. We just got a reading stating the mountain you're on was suffering from a mild earthquake. But we can't find any natural reason for it to happen." XLR8 nodded, absolutely sure this was being caused by someone. "It gets worse. The heat reading is getting stronger. Whatever that quake was, it caused the heat source to power up."

XLR8 frowned. "There are a bunch of hikers on this mountain. I can't let this thing explode like the other one did."

"Maybe you should try and relieve some of the pressure. It might cause lava to spill out, but it'll be much more controllable then if it randomly exploded out the top."

"Got it." XLR8 hit the Ultimatrix and transformed into another of his newer aliens. "ARMODRILLO!" The giant robotic alien moved off the main path and once he was close enough to the mountain, his hands retracted into his arms and were replaced by a pair of jackhammers.

These machines started moving back and forth, shaking his body as he slammed them into the side of the mountain and started digging into the rock and dirt. It was so simple and fast, he dug through the mountain like it was nothing.

Back on the previously erupted volcano, Trixie had flown Shining over to it and was currently carrying him above the mountain.

As she did, Shining had set his visor to scan the area. "Find anything?" She asked, as he moved his head to give his helmet more to scan. "The sooner we figure out what's happening, the sooner we can fix it and I can actually enjoy being in Hawaii."

"I'm not finding anything yet," Shining replied before his helmet beeped. "Wait. I think I've got something. That direction." He gestured to another area, higher up the mountain. Trixie flew him up to it, as his helmet did a more intense scan.

It eventually locked onto some kind of hole in the side of the mountain. He wasn't sure if it was a natural formation, or something someone had once made. But whatever it was, appeared to lead deep into the mountains. Why it hadn't spewed out any lava, he didn't know. But something very hot, was currently heading up it.

"Don't land. Keep us as high as possible, just in case." Trixie pulled them up, as the source of the heat jumped out of the hole.

"What the?" Was all Trixie could ask, as the creature landed and looked around. "What is that thing?" Shining's helmet zoomed in and got an image of the creature, which it began to run through the Plumber Database.

"Volcanion," he finally stated. "An alien that usually lives on volcanic planets. Their intense body heat, keeps the lava around them from cooling."

"Okay. So what's it doing coming out of a volcano? Was it the one that made it erupt?" More info started coming through Shining's helmet, the Plumber quickly reading through it and nodding.

"Not on its own. Volcanions live in large packs. And if they ever find themselves in areas too cold for them to handle, they go into hibernation and keep all the heat they generate stored inside themselves. And when they wake up, that heat shoots out of them all at once. The longer they hibernate, the more heat they generate and release when they wake up."

"So if a bunch of them were hibernating under the volcano for a really long time, them waking up caused the heat they were building up to explode all at once."

"All that heat must have made the rock around them melt and the pressure built up until the mountain's top burst. Yeah. And if there's another heat source at that mountain Flash went to check out, there must be another group of volcanions there."

"Those earthquakes must have woken them up," Trixie stared down at the creature currently sniffing around, trying to figure out what was going on. "So what do we do with that thing?"

"Good question." Shining wondered just how many volcanions were actually inside the mountain and how many would eventually leave it, with both answers getting answered almost immediately.

Suddenly, a bunch of volcanions came running out of the mountain and started spreading out. They sniffed around, trying to figure out where they were and what they would do next. Shining hoped that maybe the outside was too cold for them and they would return to the mountain. But that hope was quickly dashed.

One of the volcanions began to run down the side of the mountain, heading in the direction of the town.

"Not good," Shining stated. "If those things start running through town, they'll set the whole place on fire." He looked up at Twilight. "We've gotta get ahead of them and stop the lot from getting to the town." Trixie nodded and flew down, trying to get ahead of the pack before they got too far. But they knew, their problems were only just getting started.

Armodrillo was still digging through the dirt and had gotten pretty deep.

The heat was really starting to get to him, the alien feeling like he might be sweating if he had that ability. He kept digging faster and faster, eventually finding himself breaking through and falling down.

For a moment, he was terrified he was about to fall into some lava. But to his relief, he found himself inside some kind of tunnel and hitting the ground hard enough to make the place shake. "Twilight. Do you read me?"

"Loud and clear. Everything okay?"

"I'm in some kind of tunnel. It's not that big, but it looks like it goes on for miles." He started walking down it, as Twilight used the Ultimatrix to scan the area.

"Best guess. You're in some kind of lava tube. Surprised it's still intact after two-point-five million years. Be careful. There's no telling what could be down there."

Armodrillo nodded as he headed down the tunnel, the heat of the place feeling even more powerful. He checked his arms to make sure they weren't melting, as he moved deeper into the belly of the volcano. But as he headed down, he realised he had been alien for a while now.

"Twilight. Do the Plumbers have anything I can use to protect myself from the heat in human form?"

"Yes. You want me to teleport it to you?"

"Yeah. I could turn back to human at any moment. I'd rather not get cooked alive." A flash of light appeared in front of him and he quickly caught some kind of round device.

"Place it on your arm and press the button." He did so and as soon as he hit the button, the device produced a strap that wrapped around his arm before a light spread around his body. "Temperature shield. It'll protect you up to temperatures of six thousand degrees. It'll let you know when the shield's about to fade."

Armodrillo nodded and hit the Ultimatrix, reverting back to human with the device shrinking to fit his arm.

Flash sighed, still feeling hot but not like he was about to be baked alive. As such, he continued down the tunnel as Twilight seemed to go quiet for a moment. "Everything okay?"

"Shining's sending me a message. Apparently, he and Trixie found the source of the incredible heat." Flash was surprised by this, but soon found himself at the end of the tunnel and came face to face with a bunch of sleeping volcanions.

"Um...Twilight. By any chance, is the source of all that heat a bunch of creatures that look like they're made of fire?"

"You've found them, haven't you?" Flash was about to answer, only for the entire chamber he was in to suddenly start shaking. The teen cried out, accidentally touching the wall to regain his balance only to find it really hot.

Flash's heat shield was protecting him from third degree burns, but he still had to pull his hand away with a hiss. And that was only the beginning, as Flash was suddenly struck by an intense wave of heat. "What's happening?"

"Volcanions store heat inside their bodies when they sleep. That heat then bursts out of them, whenever they wake up. if they're giving off the heat, they must be about to awaken. And if that happens, the volcano you're in will reactivate and erupt."

"Not good," Flash hissed. "How do I get them to keep from waking up?"

"They can't stand cold temperatures. If you can cool them down before they wake up, they might go back to sleep and stop releasing the heat." Flash smirked as he reached down and activated the Ultimatrix, praying his heat shield would remain if this failed.

He slapped the Ultimatrix down and in a brilliant burst of light, he transformed into his ice making alien. "Arctiguana!" The lizard quickly unleashed a burst of cold air, which pushed back to heat coming off the volcanions and filled the chamber up.

He then started firing blasts of ice onto the walls, doing whatever he could to cool them down. The walls started giving off steam whenever the ice touched it, but slowly they cooled down and the volcanions slowly began to get lulled back to sleep. "That's it," Arctiguana told them. "Go to sleep. Go to sleep. Go to sleep little aliens." He didn't know if his normally great singing voice would translate over to his alien forms, but he did his best to help them all doze off.

Twilight sighed, as she noticed the temperature there was beginning to cool off. But they couldn't relax yet.

She changed the channel back to Shining and Trixie, who were still chasing the volcanions that had escaped from the volcano. The fire creatures were getting closer and closer to the city. If Shining and Trixie didn't find a way to stop them soon, Honolulu would be overrun.

"Twilight!" Shining told her, "we need something to cool these things off. Send me a freeze ray."

"On it," Twilight started typing and soon had the device in question out of the store room. "Transporting now." She hit the button and the device disappeared.

Shining and Trixie landed in front of the approaching pack, as a flash of light appeared in front of them.

From that light, Shining pulled out a futuristic gun that was halfway between a pistol and rifle in size. The device's outer shell was almost entirely one part, with a hole in the front that had three metal spikes sticking out of it.

Shining threw the gun towards Trixie and activated his Multi-Striker, morphing it into an almost exact copy of the freeze ray. The pair pointed the weapons forward and pulled the trigger, causing beams of light blue energy to shoot out from the three spikes and spiral around one another before they struck the ground in front of the volcanions.

The beams caused the ground to suddenly freeze up, transforming it into an ice slide that the volcanions suddenly found themselves slipping on. They all growled, as they fell over themselves and slid down the mountain.

This allowed Shining and Trixie to hit them directly with the freeze rays. Doing so caused the creatures to be transformed into giant ice cubes, with everything except their heads being frozen solid. "Are we sure this is ethical?" Trixie asked, as she froze another volcanion before it could pick itself up.

"Freezing them shouldn't do any lasting damage," Shining told her. "We just need to cool them down enough to go back to sleep. Then we can focus on transporting them somewhere they can be safe and not hurt anybody." Trixie nodded, as she spread her wings and took to the air.

Once she was high enough, she shot several more volcanions and froze everything except their heads. The other volcanions that hadn't been frozen, quickly learned to avoid these ice blasts and started dodging them. Some even started launching fire from their mouths, attempting to blast Trixie and Shining.

"WOW!" Trixie barely managed to dodge this blast and as she dived down, she tried to freeze everything around the volcanion. But the fire creatures unleashed blasts of heat, which kept the area around them from being frozen. What was worse, this caused the volcanions that had already been frozen to start melting.

"Not good," Shining gulped as he spotted several beginning to break themselves free. "Really not good!" The volcanions glared at him and looked like they were getting ready to blast him with their fire attacks.

Shining barely managed to shift his weapon into its shield form before they fired, the flames slamming into and getting repelled. Shining flinched, as more volcanions unleashed their flamethrowers at him as well. The flames began to spread around him, not touching him but causing the heat around him to rise.

Shining was glad his suit had inbuilt heat protection. But there was only so much his suit could protect against. If he didn't stop this soon, he was gonna find himself in serious trouble. "Twilight, can you hear me?"

"Yeah. Shining, your suit's giving off some warnings. What's happening?"

"No time," Shining grunted as the volcanions had to stop their fire blasts. As they did, Trixie flew down and fired her freeze ray at the lot of them. But even though they had just used up a lot of fire, they all managed to group together and create a heat barrier to protect them. "We need to end this. And the freeze guns aren't working."

"So what do you need?"

"There's another device that can stop them. Teleport it to me."

As Shining gave his instructions to Twilight, Trixie began to freeze the area all around the volcanions. Doing whatever she could to keep them from going any further. She quickly created a line of ice between Shining and the volcanions, keeping them from getting any closer. But that wouldn't stop them from launching their fireballs and dispersing heat.

"Shining. We can't keep this up forever. if you've got a plan, we kind of need it right now."

Shining didn't say anything and as the volcanions began to unleash their super heat, The Plumber held his arm up as a flash of light appeared around it. That light then took shape and formed some kind of metal gauntlet, with a gun-barrel coming out the end of it. The light then created some kind of chord, which moved to Shining's back and formed a box-shape.

When the light finally faded, Shining was wearing a large metal backpack on his back. That backpack had a rubber tube, that connected it to the gauntlet on Shining's arm. Said gauntlet had a square gun-barrel, with the handle and trigger being gripped by his hand.

The volcanion all stared at the device, clearly wondering what it was.

Shining then pointed one at the closest volcanion and squeezed the handle, causing a capture cube to exploded out of the barrel and fly towards it. The creature was so surprised by this, it couldn't counter in time to stop the cube as it flew over its body.

Once it was right above it, the cube suddenly expanded and encased the creature inside.

The volcanions were shocked by this, as their packmate disappeared within the cube before it shrank back down to its normal size and fell to the ground. And as this was happening, Shining changed his Multi-Striker back to its freeze ray form and fired at a bunch of them.

Soon, they were all frozen solid and unable to thrash about or move. This made them easy targets for Shining to use the capture cubes on, The Plumber firing at them and capturing several that were grouped together.

But the others quickly caught on and began to run around, not staying in the same space long enough for him to shoot at them with either weapon. They even shot at Trixie, who was still trying to freeze them before they could escape. But it wasn't easy.

There was so many of them, it was hard to keep them all contained to a single spot.

Shining managed to capture a good third of them, but the ones that remained clearly had no intention of letting him cube them up. "Stay still!" He tried to fire a capture cube at one, but it leapt away from where it was and the cube missed it. "Come on. Don't make me do something I'll regret later."

One shot a blast of fire towards him, Shining dodging it but almost getting singed by it.

"Alright. Fine. Don't say I didn't warn you!" He transformed his Multi-Striker into a laser pistol, which he quickly fired at the volcanion. The laser was faster than the ice beam, so it struck the volcanion before it could escape. As soon as the laser hit it, it cried out in pain and fell to the ground.

"Shining!" Trixie gasped.

"It's just stunned," Shining fired a cube at it and captured it. "This is set to the lowest possible setting. Just enough to slow them down." Trixie nodded, as Shining fired at some more volcanions. Many tried to get away, but they couldn't outrun Shining's laser blaster. Others tried to once again blast him, but Trixie was able to stop their flame attacks using the freeze ray.

As Shining stunned the volcanions and captured them in cubes, he wondered about Flash and how he was doing. Hopefully, he was having an easier time than they were.

Back with Arctiguana, he was working overtime to try and keep the volcanions from waking up.

He blasted out another burst of ice and the creatures had all been cooled into unconsciousness, the lot of them fast asleep on the chamber floor. "Finally," he sighed. "Hopefully, they stay asleep this time." But as he looked around, he spotted a hole he hadn't noticed before.

This hole appeared to lead to another chamber, which he decided to check out for worry that another volcanion group was inside.

He leapt up and climbed along the wall, letting out another blast of cold air as he moved towards it. He headed into the tunnel and after a few moments, arrived at an even larger chamber than the last one. He feared it would be so large, the number of volcanions within it would be insane.

But the number was rather small. As small as it could get without there being none at all.

A single volcanion was inside of this chamber. But whilst it was only one, the size of it made Arctiguana gulp. It was three times the size of the others. It was some kind of alpha volcanion, snoozing away in the middle of the chamber. "You've gotta be kidding me. How big can these things get?" He jumped down and looked it over, finding it was still asleep.

Arctiguana sighed, glad he didn't need to freeze it. But before he could think about leaving, the ground suddenly shook.

"WOW!" He had to hold on tight, as the entire chamber rattled and shook. "Not good. Not good. So not good." As he said that, the giant volcanion suddenly started moving. But with the chamber shaking, the alien didn't notice.

After almost a full minute, the shaking came to an end and Arctiguana sighed in relief.

But that relief was short lived, as a powerful blast of heat suddenly exploded out of the creature. The yellow parts of the beast glowed, as Arctiguana cried out from the wave of heat. "Hot, hot, hot, HOT!" He looked over at the tunnel leading to the other chamber and realised the amount of heat it was giving off, would awaken the other volcanions easily.

The lizard leapt over to the hole and quickly unleashed a blast of ice. It created a plug, which filled the entire tunnel in seconds. But Arctiguana didn't stop there and kept blasting it, making the plug as big as he could. That way, it wouldn't melt right away.

As this was happening, the giant volcanion began to pick itself up. And by the time Arctiguana completely filled the tunnel, it was fully away and looked over at him.

The ice lizard turned his attention back to it and realised the creature was much larger than him. The volcanion let out a roar and unleashed a blast of fire from its mouth, Arctiguana shooting his freeze ray to counter it.

The two beams connected and caused a cloud of steam to fill the air, but the fire was stronger than the ice and began to push it back towards Arctiguana. Eventually, the alien leapt back and flipped away from the fire to land on the wall. This caused the volcanion's fire to hit the rock and heat it up.

Arctiguana frowned, as he felt the temperature in the room begin to heat up. He needed to keep the place cool, but this volcanion's fire was just too strong. "I really hope this gives me what I need." Arctiguana leapt off the wall and as he did, he hit the Ultimatrix and the device gained the spikes before unleashing a burst of green light.

As the light flew over him, he started growing as his body changed. Within seconds, he was twice his normal size and his blue skin turned snow white. His front legs grew larger until he was standing similar to how Bloxx stood, whilst his shell completed covered his body with a hole for his head and chest to be seen through. A mountain of ice was now sticking out of his back, whilst each of his shoulders had ice blades sticking out of it.

A pair of long black tubes stuck out of the ice mountain, which had cold air blowing out of it. White lines ran down every seam and edge on the armor and his front claws were longer and sharper. The Ultimatrix was still on his chest and as he breathed out, blue mist flew out of it before he let out a cry of his name. "ULTIMATE ARCTIGUANA!"

The volcanion looked surprised by its opponent's new form, whilst Ultimate Arctiguana circled around him.

It unleashed another blast of fire, but the tubes on his back pointed at the alien and unleashed a pair of freeze rays. These two beams hit the fire and countered it, pushing the flames back and hitting the volcanion.

The beast roared at the biting chill, that caused its body to feel numb. But before it could collapse, the beast leapt out of the ice stream and generated as much heat as it could. It then charged at Ultimate Arctiguana, who quickly realised his new form likely couldn't dodge the attack.

Instead, he unleashed a blast of ice from his cannons and created a wall that the volcanion slammed into. It smashed through the ice, its helmet protecting it, but this had caused it to slow down and Ultimate Arctiguana rushed forward to slam into it.

His iceberg back crashed into the beast and knocked it away, allowing him to turn one of his cannons towards the hole leading to the other chamber. The ice in that chamber had almost completely melted, so he quickly refroze it to keep the other volcanions from waking up.

The large volcanion had picked itself up and growled before launching another fire stream towards him, the Ultimate Alien quickly countering with his other cannon's ice blast. The two streams appeared to be evenly matched, allowing Ultimate Arctiguana to finish refreezing the hole before turning his other cannon on the beast.

Once again, the flamethrower was overpowered and the volcanion found itself getting hit by the freeze rays.

It leapt out of the ice beams' way and growled, whilst Ultimate Arctiguana looked down at the Ultimatrix. He had already been alien for a while before going Ultimate. He doubted he had much longer before having to turn back. He needed to end this now.

So as the volcanion charged again, Ultimate Arctiguana braced himself as the beast slammed into him. He grabbed onto it and could feel the heat coming off it, making him flinch. But he fought against it and pointed his cannons at it, unleashing blasts of ice at point blank.

The volcanion cried out, as its body began to grow colder and colder. It tried to pull away, but Ultimate Arctiguana was able to hold onto it and it was forced to take the horrible cold. It tried to blast him with fire, but it had gotten too cold to do so. And soon enough, both it and Ultimate Arctiguana started freezing over.

The ice covered the pair's top and spread across the rest of their bodies, eventually surrounding both of them.

Before he was completely frozen over, Ultimate Arctiguana let go of the beast and placed his hand on the Ultimatrix. And when all but the tip of his iceberg shell was covered in ice, he pressed against it and a green flash filled the air.

When the light faded, the volcanion found its opponent was gone and replaced by a bunch of green slime.

Said slime flew up out of the hole and just as Flash expected, the Ultimatrix beeped after only a few seconds of being Goop. He transformed back into human form and slid down the ice, as he looked over at the creature currently glaring at him. As he did, the heat of the room was starting to make Flash sweat.

It was also melting the ice, which was already turning to water. it wouldn't be long before the giant volcanion was free. But hopefully, it would be enough. "Twilight," he tried to contact her, "you hear me?"

"I'm here. The heat in that place has cooled down, but it's still more than you can handle for long. I'm teleporting you out."

"Not yet!" Flash told her. "Send me a capture cube. This giant volcanion's gonna wake the others unless we put it somewhere it won't give off any heat."

"Understood." A few moments later, a flash of light appeared in front of him and he held his hand out. A capture cube dropped into his hand and he quickly threw it at the frozen volcanion, the small cube suddenly expanding as soon as it was above the beast.

Flash and it locked eyes and it glared at him, until the cube completely surrounded it before shrinking back down.

Flash felt sorry for it, but knew this was for the best. "Don't worry. We'll find you somewhere to live that's more suitable." He picked the cube up and connected to Twilight, as the heat was starting to get to him. "Warp me out of here, before I sweat myself into a puddle." Seconds later, he was warped away and found himself back outside the mountain.

He let out a groan and fell to the ground, feeling glad the cool sea-breeze was hitting his face.

"So much better." He started at the cube, asking Twilight to teleport it to the base. As she did, he heard movement and looked down to see Trixie and Shining. The pair ran towards him, as Shining had some weird device on his back.

"Flash!" Shining cried, rushing up to him. "Are you okay?"

"For now," Flash nodded as he pushed himself back to his feet. "Just had to fight against an extra large volcanion and stopped probably the biggest eruption this island's seen in a thousand years. How about you guys?"

"We had to capture a ton of those things," Trixie stated. "I think we might have used the Plumbers entire supply of capture cubes."

"Let's hope not," Shining stated. "There's still a bunch of volcanions in there that could wake up and set off another eruption. And there's no telling how many more packs are sleeping under this island. If we don't do something, another quake could happen and shake them all awake."

"So we need to capture them?" Flash asked, with Shining nodding. "Great. How long is that gonna last?" Flash unzipped his hoodie and pulled it off, Trixie reverting back to her street clothes and doing the same. They had been around way too much heat, for this place to be anything other than a huge nightmare for them.

"I'll contact the Plumbers and have them send a team to Earth to collect them all. They'll find a planet suitable for these guys." Shining looked up at the mountain, as he began to scratch his head. "However. There's still the seismic activity that started all this. Whatever's causing the earthquakes might happen again. And we still have no idea what's causing it."

Flash nodded. "I didn't find anything down there that looked like it could cause an earthquake. Although, I was kind of focused on the volcanions more than looking for anything that might tell us what happened."

"That'll be another job for the Plumbers who come. Right now, we need to focus on keeping any of those volcanions from waking up." Shining contacted his sister. "Twilight. I need you to scan every part of this island. Even if it doesn't have a volcano on it. We need to locate every volcanion on this island. I don't know how they got here, but we can't leave a single one behind."

"On it. But what if they wake up again before the Plumbers arrive?"

"That's another reason we need to find them all. Once Flash is up for it, we'll head back into that chamber he was in and start placing the volcanions into stasis cubes. Hopefully, they'll be enough. But if there isn't, we're gonna have to keep them cold and asleep until the Plumbers arrive."

Flash and Trixie groaned, since that sounded like a lot of work. "I want to be mad at whoever's making these earthquakes. But I guess I should be thankful. If they didn't do this, who knows how much longer the volcanions would have been left undiscovered. If they keep building up heat as they sleep, I don't wanna know how hot things would get if they slept for another century or two."

"Yeah," Shining nodded, "that's a good point. Still, we need to figure out who did all this. More importantly, we need to know if this was some kind of accident or they made the earthquakes to cause issues. If they're trying to cause disasters, they might not stop at this. Who knows what else they'll try and do."

Zaaton was walking through his ship, having just returned from his underground excursion.

He arrived at the main bridge and looked around to see the rest of his crew, the three different aliens all at their own consoles as they flew through the air. When he entered, they all looked up at him. "You okay?" Mera asked, as Zaaton moved over to his chair in the middle of the room.

"The scans came up empty. All that work, for nothing. I'd hoped the seismic activity would shake something apart and reveal what we were looking for. But it wasn't there."

"Then we'll keep looking," the blue alien with a robotic arm stated. "Our people have spent a dozen millennia searching for it. We're not about to stop when we're so close to the finish line."

"You're right," Zaaton nodded as he picked himself up and moved to the front window of the ship. "I don't care how long it takes, or what we have to do. We'll find it. And when we do, Thouser will live again." The other three nodded and they felt sorry for anyone who tried to get in their way.

Nothing would stop them from achieving their dream. Nothing and nobody.

Author's Note

Well that was a fun excursion out of Canterlot. Of all the places to go in order to say the day, Hawaii is probably at the top of everyone's list. Plus, we get to see an Ultimate Alien that's actually canon...ish. Ben never became Ultimate Arctiguana, but he did appear later. Hope you enjoyed it. Now, what are those aliens up to.

Twilight's Ultimate Alien Journal: Ultimate Arctiguana
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The Ultimatrix Hero

Twilight's Ultimate Alien Journal: Ultimate Arctiguana

The scene once again opens up on the multi-coloured background, as the notebook appears to cover most of it. And once again, Twilight's voice calls out in voice over.

"It's Twilight's...ULTIMATE ALIENS JOURNAL!"

The background once again changes to a crayon doodle. This background is blue and has a bunch of snowflakes on it. And as the background settles, Chibi-Twilight comes flying in on a snowboard. "Hello there!" She leaps off her board mid-jump and lands on one side of the journal. "I'm Twilight Sparkle." Suddenly, a large snowball comes crashing down and breaks apart, revealing Spike as he rolls out of the snow. "And this is my assistant, Spike."

"Hey there!" Spike jumps up and runs over to the journal, grabbing it in his teeth as Twilight speaks.

Spike moves back over to the snow pile, jumping in it and playing around. "Which Ultimate Alien are we looking at today?" Twilight smiles, as she uses her magic to flip to a page in the journal that showed the alien in question.

A large blue lizard, wearing black and white clothing on his body. "Today, we're taking a look at the Ultimate Form of Flash's coolest alien. Ultimate Arctiguana!"

The scene changes to show Arctiguana hit the Ultimatrix, causing the transformation to occur. In seconds, he grew larger and gained an iceberg on the back of his body. He also gained two large pipes, which moved around in all directions. "ULTIMATE ARCTIGUANA!" He roared, as the pipes on his back unleashed blasts of ice towards the camera. The scene then changes to show Arctiguana, the alien striking a pose as the camera spins around him.

"Ultimate Arctiguana, is the hyper evolved version of Flash's Polar Manzardill Transformation. Hailing, ha, from the planet X'Nelli, the Polar Manzardill have evolved the ability to generate subzero temperatures within their body and launch rays of sheer cold from their mouths. These ice blasts allow the Polar Manzardill to create giant ice structures, or freeze almost anything that's right in front of them."

The camera changes to show Arctiguana, unleashing blasts of ice that he uses to freeze his opponent. He also uses this ice blast to create an ice road, that he slides along to get around quickly.

"Being a lizard, Arctiguana can also stick to almost any surface. Even ones covered or made from pure ice. What's more, his body is impervious to any kind of freezing effect. Meaning no matter how cold the environment around him gets, he will come out the other side completely untouched. He's the ultimate arctic warrior."

The scene then changes to show Arctiguana, getting blasted by another Polar Manzardill. But when the ice fades, it reveals he's completely fine.

The scene then changes to Chibi-Twilight and Spike, as the puppy's cold wet fur has caused him to start shivering. "Wish I had that power. Playing in the snow would be a lot more fun, if you didn't have to worry about losing a paw to frostbite." Twilight rolls her eyes and uses her magic to lift him up, the puppy quickly shaking his body to make the water fly everywhere.

"SPIKE!" She put him down before turning back to the journal. "It's not all good for him. Arctiguana is so focused on protecting himself from the cold, he's made himself extra vulnerable to heat."

The scene changes to show Arctiguana in a volcano, sweating up a storm as he tries to cool the place down. Despite this, it's clear he's having a tough time in such a hot environment. "Being a lizard, Arctiguana is cold blooded. Literally, in this case. As his bloodstream is filled with tiny ice particles. If Arctiguana spends too long in a hot environment, those particles will melt and cause serious issues for him."

"Ouch," Spike hisses, "does his Ultimate Form help with that?" Twilight smiles, as they both turn to the drawing of Ultimate Arctiguana.

The scene changes to show Ultimate Arctiguana, unleashing twin blasts of ice from the pipes on his back. "Ultimate Arctiguana's ice powers are far more powerful than its base form. Using its mouth and the twin freeze cannons on its back, he can fire in three different directions at once. And whilst normal Arctiguana has to face his opponents to freeze them, his Ultimate form can fire in any direction he wants. He can even use his ice cannons as propulsion, to push himself forward."

Ultimate Arctiguana battles against the alpha volcanion, using his twin ice blasters to counter its flame attack. It then shows him, splitting his attack between the Volcanion and freezing a hole in the chamber they were in.

"Not only is his ice power stronger than before, his defensive powers are just as good. Thanks to the ice shell on his back, Ultimate Arctiguana has protection from both high and low temperatures. Not only is he still immune to the cold, but he can now cool himself down whenever the temperature around him gets too hot."

The scene shows Ultimate Arctiguana, as he tackles the volcanion and uses his ice cannons to freeze them both solid. Despite being frozen solid, Ultimate Arctiguana looks absolutely fine.

Chibi-Spike whistles in amazement. "Talk about being cool under pressure. Ultimate Arctiguana must be unstoppable."

"Not exactly," Twilight tells him. "Ultimate Arctiguana's new defensive shell might protect him from almost anything, but it also makes him a lot heavier. And whilst his ice and defensive powers have increased, his wall crawling abilities haven't. Basically, Ultimate Arctiguana is too heavy to pull himself up any surface."

"Ouch," Spike hissed.

"But his new power and protection more than make up for it." The scene then changes to show Ultimate Arctiguana, the alien unleashing extra powerful blasts of ice from his freeze rays. The ice flies everywhere and when it hits the camera, it looks like it's snowing.

The scene then shifts, the snow changing to the flickering pages of the journal as it closes. Twilight and Spike stare at the journal, as the front of it closes and the pair turn to smile at the camera. "Ultimate Aliens are so amazing." Twilight waves at the camera, "hope to see you next time." Spike barks in agreement, as the scene cuts to black.

Author's Note

Well this is the first time I've done a Journal entry for a canon Ultimate, but I hope this works. I don't know if the real Ultimate Arctiguana loses his wall crawling, but I think he does. Hope you enjoyed this.

Season 1, Episode 5: You're Fired
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The Ultimatrix Hero

Season 1, Episode 5: You're Fired

At the Plumber Base, the place was in a flurry of activity.

The reason for this was because the base was finally getting its new commander in charge. The Magister that would be leading the Earth Branch was just about to arrive and everyone wanted to show their new boss, that they were Plumbers worthy of being commanded.

Shining Armor was in the control room, watching as the other Agents got everything ready. "Are the prisoners fed?"

"Yes sir," an alien Plumber replied as he ran past.

"And everything's clean?" He spotted the cleaning droids, working overtime to get everything spotless. "Good. The new Magister should be arriving any minute. I want every spare second to be used to make sure this place is spic and span."

Flash chose this moment to arrive, the teen eating from a bag of chips as he walked into the room. "Hey," he smirked, "what's up?"

Shining's eyes went wide. "Flash! Will you get rid of those? The new Magister's gonna be here any minute and I don't want his first impressions of you to be negative." Flash frowned before downing all the chips and handing the bag to one of the droids.

Once he swallowed, he sighed and looked back at Shining. "Why couldn't you keep running this place?"

"Plumber rules indicate, that a base must have at least one Magister rank in charge. This guy has years of experience, which will be much more useful than me. Besides, running this place comes with way too much paperwork. I'm not ready to be stuck behind a desk all the time."

"Stuck behind a desk? We just went to Hawaii and stopped a massive eruption."

"And when I got back, there was a ton of paperwork waiting for me. If I ever want to spend time in the field and be home in time to see Flurry before she needs to go to sleep, I need someone to take over running this place. And from what I've heard, this guy is supposed to be really good."

"I'll take your word for it," Flash stated before a Plumber rushed up to them.

"Shining Armor. The Magister's transport ship has just arrived." Shining nodded and he began to head to the teleporter, Flash going with him as they warped down to the landing zone for the Plumber ships.

When they got there, they spotted a bunch of Plumbers waiting for the new arrival.

The pair saw a window and moved over to it, looking through and seeing a large empty room where the ship was supposed to be. And before Flash could say anything, a portal opened up on one of the walls. A portal that had a Plumber ship fly through.

As it landed, the portal began to close and the room's vacuum seal broke. As the room filled with oxygen, Flash and Shining stepped through the door and headed down into the room. As they did, the doors of the ship opened.

This revealed the outline of the alien that would be running the base, Flash and Shining staring at him as he stepped down the ramp.

That outline was crab-like, being a strange crustacean standing at around five feet. They had four legs and as they scuttled closer, their features were revealed. His shell was a mixture of black and green, which covered his entire body. Around its waist was some kind of white belt, with a Plumber Badge on it, whilst a pair of clawed arms could be seen.

His right claw was three times the size of his left one, both claws being green with black lines on it. The top of his shell was green with a black triangle in the centre, the shell having some kind of line running along it. His face was also green, with black around his mouth whilst his main body was black. His four legs were a mixture of black and green, being green between his main body and his knees whilst the rest was black.

The alien reached the bottom of the ramp and looked around, as Shining Armor stepped forward. "Magister Clawcer. It's a pleasure to meet you. I'm Agent Shining Armor and I officially hand control of this base over to you."

"Good," Clawcer replied with an almost posh accent. "Maybe that means this place will run the way it is supposed to run." Shining and the other Plumbers frowned, as Clawcer turned his attention to them all. "Listen closely. Many of you are new Plumbers, who only just received the honour of having such a title. You might think you know what it means to be a Plumber. But I am here to tell you that you do not."

"Bit harsh," Flash whispered.

"To be a Plumber means that you are responsible for every life on this Planet. Whether it be a highly evolved creature, or even the smallest organism. Your action will have a resounding impact on this world and as a Plumber, you must make sure everything you do results in a net positive. That is why I have been sent here. To make sure this base and all its agents, are as proficient as possible. Is that understood?"

"YES SIR!" The Plumbers all yelled in unison, as Clawcer kept looking them over. Then, his eyes fell upon Flash.

Flash smiled, but Clawcer didn't copy that expression. Instead, he frowned before asking a curious question. "What are you doing here?"

Flash looked confused and the others shared that expression. "I'm...here to meet the new Magister."

"No. What are you doing in this base? Only Plumbers are permitted in this building."

"But I am a Plumber."

"No, you are not. You are a human adolescent, who has been impersonating a Plumber despite holding no rank whatsoever." Flash began to worry now. "It's clear, the previous command has allowed things to slide in the absence of real leadership. To allow a child to fool around, playing hero."

"Hey!" Flash frowned, "I am a hero. I've lost count of the number of people I've saved. I was doing Plumber work, way before anyone else here was."

"Yes. But that stops now. Just because you have a piece of inferior galvin technology strapped to your arm, does not mean you are authorised to dole out justice."

"But the Plumbers were the ones who gave me this honorary Plumber title."

"Yes. Plumbers of inferior intellect and judgement. They allowed you to continue this childish fantasy. But playing around like that, does not make you a Plumber." Flash frowned. "Tell me. Have you undergone any actual Plumber training?"

"No."

"Attended the Plumber Academy?"

"No."

"Even looked at a Plumber handbook?"

"Yes!" Flash stated, remembering Shining giving him one once. "I read...part of it." Shining face-palmed, as Clawcer looked away from him.

"I'm far too busy to have you running around pretending to be a Plumber. From this point on, consider your Plumber membership null and void. You will not attempt to act as a Plumber in any way. If you do, it will be considered a criminal act and you will be arrested."

"You can't be serious!" Flash cried. "So what, I'm never allowed to be a Plumber again?"

"Oh, you can be a Plumber again. Once you've undergone the proper training at the academy. Until that point, I don't want to hear about you playing around." With that, he started scuttling off. "Someone please escort this civilian to the exit." With that, he left the room and the Plumbers all looked over at Flash in shock.

But Flash was even more shocked, the teen staring at the spot Clawcer had just been in with his mouth hanging open.

"What...just happened?"

"I think..." Shining placed a hand on his shoulder, "you just got fired." Flash could hardly believe it. "Listen. Don't go doing anything rash." Flash frowned at him, "I'll try and sort something out. But until then, you've got to stay calm and don't go off half-cocked."

"So what am I supposed to do? Ignore a situation that might need my help?"

"Not entirely. If you see someone in immediate danger, there's nothing stopping you from helping them. Just don't get involved with any criminal situation." Flash frowned, not liking the sound of that at all.

"Fine. But this guy really really needs to get whatever stick he has up his butt removed." The other Plumbers laughed at this, as Flash began to head towards the teleporter. Shining took a few deep breaths, as he thought about what he would need to say.

He had a feeling Clawcer wouldn't be easy to convince.

Clawcer had arrived at his new office, which was a large square room with several machines running along the side of the walls.

The crab alien had several metal boxes, full of everything he had sent to the base for his own use. And as he turned to the box, the top of his head opened to reveal a giant brain within it. A brain that sparked before unleashing a bolt of lightning, which flew into the box before retracting to reveal several books within the energy.

He moved those books over to an empty bookcase, then repeated the process with several more objects within the box.

As he worked to get the office just how he liked it, a knock could be heard. "Enter." The door opened and Shining stepped into the room. "Ah, Agent Armor. Good. I had hoped to talk to you about how the Plumbers will work going forward."

"Before that," Shining replied. "I need to talk to you about Flash."

"What about him?" Clawcer moved over to his desk and jumped up onto a chair behind it. "He was a disruptive influence, that should never have been allowed in this base. Something you should have dealt with when you were put in charge."

"Sir, Flash Sentry is not a disruptive influence. I've been watching him, ever since he first got the Omnitrix. He's made some mistakes along the way, but he's grown into a hero worthy of respect. Everyone in the city owes him their life. Heck, everyone in this dimension, owes him their life. He stopped Vilgax. Something the Plumbers were never able to do."

"There is no need to give me the pitch about all his accomplishments. I have already read the reports about what happened. And whilst I'll admit the boy has been lucky so far, he still lacks the proper training to act as a Plumber. Every time he does something, it's up to the official authorities to clean up the mess."

"That's not true."

"Really?" Clawcer opened up a file with his claw. "Let's see. When he captured the smuggler that brought a dangerous slime creature onto the planet, why was the report not filled out by him? I've seen his handwriting and it does not match the writing on this report."

Shining frowned. "Flash caught the guy by freezing him to the side of a building. He didn't have any choice. The slime was a threat that needed to be stopped, which he did. But by the time he beat it, he was so exhausted he had to let the other Plumbers take the smuggler into custody."

"Well why was he out there alone? Standard procedure indicates that all Plumber agents work with a partner. So where was his partner?" Shining frowned and pointed his thumb at himself, making Clawcer roll his eyes. "So why was he out there whilst you were in here? If you were working in the base, he should have been here to help you."

"I wasn't about to take my best agent off the board, just because I was stuck making sure this place didn't fall apart. But we're getting off topic. Flash is the best person to have on the street. Without him, this city would have been a crater by now. He might not have gone to the academy, but he's learned more doing this than he ever would at the academy."

"Then he'd better remember it whilst he waits to join the academy." Clawcer returned his focus to getting the office how he liked it. "I have spoken. Flash Sentry will not be permitted to act as a Plumber until he's earned that right, the same way we all had to."

Shining sighed, "he has earned it. And you'll regret this, when we come across an opponent that Flash is perfect to deal with. Like Animac and the others."

"You mean the prisoners we currently have under lock and key. Are you expecting them to escape?" Shining was about to answer, but Clawcer spoke up first. "You don't need to worry about that. I've already made arrangements to take them off our hands."

"What?"

"They'll be transferred to a galactic prison. This base might be state of the art, but it seems to have a bad habit of losing power and letting the prisoners escape. Transferring them is the best course of action."

"But Flash-"

"Is no longer your concern. Now leave." Shining frowned, but turned to leave as he thought about what to do. He had to find a way to get Flash's Plumber rank back. If he didn't, it would only be a matter of time before Flash did something that could get him in trouble.

Across town, Flash was walking through the newly constructed Cosmic Town.

Since he was now jobless, he thought he would blow off some steam and look around the newly built alien town. This would be the first time he could really look around the place, since the few times he had been there he had been too busy with Plumber stuff to look around. But he apparently wouldn't have that problem anymore.

The place was really something impressive. As Flash walked down the street, he found shops of multiple kinds in every direction. There were basic stores selling food from different planets, along with clothing stores that were meant for anyone and everyone in the galaxy.

There were also stores that had a bunch of alien technology. Apparently, aliens played video games and listened to music as well. The only problem was all the alien stuff was in the alien language, so one would have zero idea what the worlds or writing they used meant.

Flash suddenly felt himself getting hungry, which was strange since he had eaten a bag of chips not too long ago. "Guess getting fired works up an appetite." He sighed as he looked around and spotted a store that was selling a bunch of different meat.

"Welcome." The store owner smiled. "Come to try fresh meat from across the cosmos?"

"Yeah," Flash nodded. "You got anything that's safe for humans to eat?"

"Of course," the owner replied. "All this meat is safe for humans to eat. I made sure of it when I ordered it. Nothing here should affect your digestive system. Pick anything you like." Flash looked around and saw that all the meat looked just like normal meat.

He had expected it to be blue or something, but it was pretty much the same. "Um...what's this?" He pointed at a random piece of meat, hanging from a hook on the ceiling.

"That's trakodon meat. Your planet apparently had a creature that was similar to it in appearance. You called it a...T-Rex."

"T-Rex meat?" Flash could barely believe it. Was there really a planet out there with a T-Rex on it? But then he remembered he had fought an alien dinosaur before. "Trakodon aren't...sentient, are they?"

"Of course not," the owner looked appalled. "No more sentient than those cows and pigs you humans eat."

"Alright. One piece of trakodon, please. Cooked well." The owner nodded and cut off a piece of the meat to place on his frying pan. He cooked it all the way through before sticking it through with a wooden stick. Once it was done, he handed it to Flash and accepted the payment.

Flash stared at the meat and sighed before taking a bite. And to his amazement, it tasted great. Kind of beefy with a smokey texture and a taste of spice. It was definitely something he wouldn't mind trying again.

"Looks like you like it," the owner laughed. "But just so you know, trakodon has a mouth drying effect. You might wanna get yourself something to drink before you finish that?" Flash gave him a look, wondering if he had just been swindled.

Even so, Flash headed next door and bought an alien juice box.

Sure enough, the trakodon did make his mouth dry. Luckily, the juice box was rather delicious. "Um," he smirked as he walked down the street. "Not bad. It's like a mix of orange and passion fruit. Nice." He sucked the box dry, eventually crushing it with his slurping.

Sighing, he threw the box into a trash can and looked around. Despite still being annoyed about being fired, he was eager to see what the rest of the new town was like. He could only wonder what excitement it had waiting for him.

"STOP! THIEF!" Flash's head shot up, as he turned towards the voice of an alien crying out. As he did, he spotted another alien pushing her way through a large crowd.

The alien's skin was white in colour and she had short green hair on her head, with white fin-like ears coming out the sides of her head. She was wearing a green shoulder-less shirt, white shorts and green boots that went up to her knees. Her shirt also had a hole in the front, where her chest was. And sticking out of that hole, was some kind of red crystal spike. The same spike was also sticking out of her back.

The girl ran and as she did, Flash spotted her stuffing something into a bag she wrapped around her shoulders.

"Oh no you don't!" Forgetting he was no longer a Plumber, Flash activated the Ultimatrix and searched for an alien he could give chase with. Once he found XLR8, he slapped the dial down and transformed. But the alien he got, wasn't the one he wanted. "I say," Molestache frowned. "Well this isn't good!" The girl started to get away and Molestache acted quickly.

Extending his moustache, he grabbed onto part of a building above him and hoisted himself up.

He started swinging, grabbing one part of a building in front of him before reaching out to grab part of one across the street. This allowed him to chase after the escaping criminal, who glanced back and spotted him getting closer. "Young lady! Please cease your attempts at escape and return the contents of that satchel you commandeered."

"Leave me alone!" She cried, but Molestache continued to chase after her and got close to catching up.

Once he was close enough, Molestache dived down and tried to grab her with his stache-hand. But at the last moment, the girl looked up towards the roof before the crystals in her chest and back glowed. And in the blink of an eye, she was gone. "What?" He landed and looked around, fearing he might have lost her.

Then, he heard movement coming from the roof of a building and looked up to see the girl was running along it.

"Oh no, you don't!" He wrapped his moustache around his head and formed a helicopter, which picked him up and lifted him into the air. He flew up to the roof and chased after the alien girl, who glanced back and spotted him.

He approached and was moments away from grabbing her. But then she glanced around as her crystals glowed once more. And again, she disappeared in a red flash and Molestache was unable to get her. And as he looked around, he spotted her on another rooftop.

He chased after her and she kept running, Molestache keeping an eye on the crystals she had.

When he focused, he realised the girl's crystals were filling with light. "So, you can teleport yourself a short distance. And before you can do it again, you have to let those gems recharge." It was only a guess, but he was sure he was right. As such, he chased after her again and she warped away before he got to her.

As she did, Molestache looked around and spotted her. As he did, he realised something and smirked.

"Now I've got you." He chased after her again, the girl rushing to the end of a rooftop and finding herself at the end of a street. There wasn't another building within reach for her to jump to. And as she looked down, she saw the crystal wasn't completely charged up.

As such, all she could do was stand there whilst Molestache leapt at her. "You're mine!" He tackled her and the pair fell over the edge of the roof. As the pair fell, Molestache wrapped his stache around her body. But the girl didn't look worried and glanced towards another building. They fell a few feet before the girl vanished, Molestache turning his gaze in the same direction she was looking. And what he saw made him smile, until he crashed into the ground. "OW!"

Several streets over, the girl jumped down into an alleyway from the roof and sighed.

She took several breaths before taking the bag off her back. She looked inside and frowned at what was inside. She let out a sigh, quickly zipping the bag back up before looking out onto the street of Cosmic Town. She would wait another minute or so before heading out. Long enough for that rat alien to stop looking for her.

But before she could leave, something shot down and tackled her. "GOTCHA!" Molestache pinned her to the ground and quickly extended his stache, wrapping it around the girl's eyes before curling it around the rest of her body.

"HELP!" She cried out, as Molestache lifted her up. She tried to struggle, but she couldn't escape his stache.

"Hush up!" Molestache stated. "I know you can't teleport away. You need line of sight, don't you?" The girl said nothing, as Molestache removed the backpack from her. "Let's take a look at what you stole." He opened the bag up and was shocked by what he saw. "What?"

Inside was a bunch of food. Several sandwiches, packets of crisps, water bottles and a few pieces of fruit.

"This is what you stole?" As he started zipping the bag back up, the Ultimatrix beeped. He frowned and dropped the girl, stepping away from her as he returned to human form.

The girl panted as she looked over and saw him with her bag. "Give that to me!" She suddenly teleported behind him, but Flash was onto her trick and jumped forward before she could grab him. He then spun around and kicked her in the stomach, knocking her backwards and making her cry out as she hit the ground.

"Not until you tell me why you stole all this. It's nothing too expensive, so why did you take it without paying?" The girl glared up at him, as he gave her an almost sympathetic look. "Okay. Let's start over. What's your name. Mine's Flash."

The girl panted and let out a sigh. "Telsa. My name is Telsa."

"Okay, Telsa. Why did you steal this food?"

"I'm hungry," she stated. As if to verify her story, her stomach groaned. "I haven't...I haven't eaten in so long."

"That still doesn't explain why you stole. Unless...you don't have any money, do you?" Telsa nodded. "Nothing?" She nodded again. "What, did you spend every last...whatever it is on getting a ship here?"

"I didn't pay for a ticket to come here," Telsa stated. "I...I..."

"You stowed away," Flash realised. Telsa flinched as he said that, making Flash sigh. He felt like there was something more to this. "Can you come with me?" Telsa looked scared. "I'm not gonna turn you in. Just show me where you got this stuff from and tell me what happened to you. Do that and not only will I not turn you in, but I'll buy you something to eat."

Telsa gave him a shocked look. "Why would you do that?"

Flash smirked. "I'm a human. A lot of us have this annoying habit, of showing kindness to those in need." He held a hand out. "What do you say?" The girl looked him over, as if trying to figure out if he was tricking her or not. But then she smiled and took the hand, letting Flash pull her up to her feet.

"Okay."

A few minutes later, Flash was at the store Telsa had gotten the food from. The teen handed the bag back to the alien store owner and told him Telsa got away, the store alien not happy about the thief escaping. But he was grateful for Flash getting his stuff back and let him buy some of the stolen food at half price.

Once he had the food, Flash returned to the bench he had left Telsa on.

He half expected her to be gone, but she stayed behind and looked hopeful when he returned with the food. So Flash tossed her a sandwich and she eagerly started eating it, Flash placing a water bottle next to her as he sat down and enjoyed his food.

"So," Flash asked, "what's your story? Why'd you come here?"

Telsa stopped eating and sighed, as she looked up at the sky. "My planet's dying. Our sun's entered a state of instability. It's unleashing a bunch of heat and roasting our planet. The plants are dying and the water is evaporating. It's only a matter of time before it shoots out a blast of fire that'll roast our planet. So my friends and I realised we had to get off the planet."

"So you stowed away on a ship?" Telsa nodded. "Why didn't you contact the Plumbers? They would have helped you?"

"What's a Plumber?" Telsa asked, clearly not knowing what that is. "And how would I have contacted them?"

Flash frowned. "What tech level is your planet at?"

"Before the ships came, my people knew nothing of technology. We were using simple tools made of rock and iron. It wasn't until a hundred years ago, that ships started showing up and our people learned there was life on other planets. But even after learning all that stuff, we were a hundred years away from making something like it. None of the ships coming to our planet, ever let us even look at their technology. They were too busy, mining ore from my planet to tell us anything."

"So you couldn't call for help or build a ship to escape from your planet."

"Exactly. If we didn't sneak onto the ship, we'd probably be dead by now. But..."

"But?"

"But the ship we snuck onto wasn't exactly the most...law abiding. They kept talking about sneaking their contraband past the stupid Earthlings." She gave him a sheepish look, "not my words."

"It's fine." Flash leaned back. "Sounds like they're smuggling something." It was then that he realised something Telsa said. "Wait. We? You weren't alone on that ship?"

"No. My friends all snuck onboard with me. They're all younger than me and none of them can teleport yet." She began to sniff, as tears formed in her eyes. "It's all my fault. I'm the one that picked the ship we snuck onto. When we got to Earth, those guys found us and caught everyone else. I was the only one able to escape. I left them behind."

Flash frowned, as he placed a hand on her shoulder. "I'm sure they're okay."

"Those creeps probably threw them out of an airlock the moment they got into space. If they didn't, there's no telling what they're gonna do to them. They're just kids and now they might be sold off as slave on another planet." Her tears began to weep in full force and Flash couldn't bear to see her like that.

"No, they won't. I'm going to save them. I promise I will."

"What?" Telsa asked. "But...they could be anywhere in the galaxy by now?"

"When did the ship arrive?"

"About two days ago. Why?" Flash thought about this and remembered what he had heard about the ship coming to and leaving the planet. Once the ship arrived, it had to wait to be inspected before anything could be done. No refuelling or moving cargo. And with the space port still newly opened, the time it took to get inspected was at least a full day. Maybe two.

"Because there's a chance your friends are still on this planet." He took out his phone and began to make a call.

At the ship docks, a large ship was parked in one of the landing zones.

Inside that ship, there was a large metal box that was bolted shut with several locks keeping the lid from being pushed off. And within that box, a bunch of alien children were huddled inside. Five in total, which all shared Telsa's body style of having white skin, green hair and gemstones in the chests and backs.

They were all cramped and scared, as they had been trapped inside the box for days and were starving.

But suddenly, the sound of the locks being undone caught their attention and made them look up. The lid was then lifted, though only by a few inches on one side. Enough for something to be pushed through. "Eat," a voice stated as it pushed some unwrapped protein bars through the gap. "Can't have you dying before we can sell you. I'm sure whoever buys you, wants you at least strong enough to work."

The young aliens each took a bar and started eating, but were soon dropped back into darkness as the lid was closed again.

The youngest of the group, began to cry as she held another one. "Why did Telsa leave us here?"

The oldest of the ground frowned. "I know she didn't do it because she wanted to. There's no telling what they would have done to her. I'm sure she'll be back. She'll find a way to save us." The others hoped he was right. But how could she hopefully save them from those brutes?

Back at the Plumber Base, Shining was standing behind the monitors like he had done before.

He had hoped we would be back out in the field, but it seemed Clawcer had other ideas. And as he stared at the many monitors, his phone rang and he quickly answered it. "Hello?" The voice on the other end shocked him.

"Hey," Flash stated. "How's work under the new management going?"

Shining sighed. "If you're calling to ask if I was able to get your job back, I've only got bad news."

"This isn't about that. Well...it kind of is. I might not be a Plumber anymore. But there's someone who needs my help. I'm just giving you a heads up about something."

"What is it?" Shining asked, with Flash explaining all he had learned about Telsa and the ship she was on. "Any idea what they're smuggling?"

"No, I do not. But if the ship's still there, I have to find the ones they're holding captive. I promised Telsa I'd save them. But these guys could be dangerous. So I might need some Plumber assistance."

Shining sighed. "Well as much as I'd like to help you, it's not up to me."

Back in his office, Clawcer was busy writing something on a sheet of paper.

As he finished writing and placed the pen down on the table, having been held in his electrical hold, a knock could be heard at the door. "Enter." The door opened and Shining stepped inside. "If this is about Sentry again, you won't be getting a different answer."

"This is about Flash, but it's not about him returning. He may have uncovered a group of smugglers in Cosmic Town." Clawcer looked up in shock, as Shining took a deep breath. "A group of kids apparently stowed away on their ship and overheard them talking about hiding something. They were discovered and all but one were apparently captured. Flash met the one that got away and has promised to help save her friends."

"I see," Clawcer frowned. "So even though he's not a Plumber, he continues to act as if he is one."

"Flash isn't doing this as a Plumber. He's doing it as the hero he is. He was saving people with his abilities, way before he was given the clearance as a Plumber."

"There's a word for that," Clawcer stated. "Vigilantism. Something that isn't permitted on this planet or by the Plumbers."

"Maybe," Shining nodded. "But Flash just wants to make sure those kids are safe. Isn't that why you became a Plumber? To help those in need?" Clawcer hummed at this. "And what if these aliens really are smugglers. Do you really want to let a bunch of them escape, the very first day you took over? That might not look good on your record."

Clawcer sighed. "There's no need to try and coax me into this. I will allow this sting operation. But if it turns out that Sentry is wrong and we end up wasting resources for nothing, I'll have that boy in a cell for impersonating a Plumber." Shining gulped, hoping Flash was right about all this. "So, what's the plan?"

Shining took out his badge and brought up a map, showing the Ultimatrix signal. "I've got Flash's signal. We follow it to the ship and wait to see if anything happens."

Flash and Telsa were currently running through the streets of Cosmic Town, heading towards the space port.

They finally arrived at the large area, which was currently fenced off so the public wouldn't wander onto the landing zones and get in trouble. But that was no trouble for Flash and Telsa, Flash transforming into Kagenobi whilst Telsa just warped past the fence.

The pair moved in a zigzag formation, both moving to hide behind crates and vehicles that were scattered about the place.

Telsa was keeping her eye out, trying to find the ship she had escaped from. She was starting to fear it had already left, when she spotted it not too far away. "There it is!" She pointed at the ship in question, which was a large gray cylindrical cube with wings. As they moved towards the ship, they spotted one of the aliens that were working on said ship.

It was a tall alien, around twelve feet in height. Its skin was ash gray and it was rather bulky, with two fingers and a thumb on its hands. It was wearing a white shirt and black pants, with no shoes showing off its three toed feet. It had small ears and two eyes on its head, which was hairless but had some kind of metal blade on the top that looked like a shark's dorsal fin. The same fins could be seen on the sides of his arms.

The alien was pushing a hover dolly, with a large metal crate on it, up the ramp into the ship. "That's where they're keeping your friends?" Telsa nodded, as they got closer and closer to the ship. Kagenobi turned to Telsa. "I'm going to go have a look around. Hopefully, I can find your friends and get them out before those guys notice me."

"Are you sure?" Telsa asked. "What if they spot you?"

"Relax. I've faced tougher opponents than them." With that, Kagenobi morphed into a shadow and flew along the ground. He quickly reached the ramp and flew up it, moving into the cargo hold and keeping to the shadows. As he did, he spotted several more of the blade-headed aliens moving the cargo around.

"That's the last of it," one alien said. "We can finally get off this dump." Kagenobi panicked, as the aliens headed for the exit out of the cargo bay. As he did, the ramp began to rise.

"Not good." He looked at all the cargo containers and realised he couldn't fit them all into his shadow space. He was either going to have to leave without the kids, or get stuck inside the ship going who knows where.

But before he could make a decision, a flash of light caught his attention and he looked around to see Telsa appear.

"What are you doing?" He stepped out of the shadows, as the door completely closed. "Now we're both stuck in here."

"I saw the ship was closing its ramp," Telsa explained. "I panicked and warped in at the last moment." Flash wondered how good her eyesight was, if she was able to warp into the ship from such a distance away. "What do we do?"

"First, we've gotta stop this ship from taking off. Then, we find your friends." Telsa nodded and Kagenobi hit the Ultimatrix, transforming in a flash of light that blind Telsa. "Grey Matter!" The tiny frog alien looked around, instantly understanding how the ship worked and how he could stop the ship from powering up. "Search for your friends. I'll keep us on terrafirma."

Telsa nodded and ran through the cargo haul, whilst Grey Matter leapt up onto a beam connected to one of the walls.

He ran along it until he reached a box on the side of the wall, which he quickly pulled open to reveal a bunch of wires. As he did, the engines started powering up. He didn't have much time. "Okay. Start by realigning these two power distributors, pull that out entirely and switch these two wires. That should send a warning to the ship's coms and prevent them from taking off."

Telsa began looking through the many different crates that she could find. She pulled the lid off of one and when she looked inside, her eyes went wide seeing some kind of strange cylinder device. Something similar to what she had seen some individuals use, in those TV shows she managed to spot in the days she had been there.

And then, she spotted a crate that was different from the others. One that was covered in locks and chains.

She rushed over to it and knocked on the side. "Is there anyone in there?"

"Telsa?" A voice called back, making her gasp as she realised it was her friend.

"Hold on. I'm getting you out of there!" But as she said that, she heard movement coming from behind the doors leading out of the cargo haul. She looked around and spotted where Grey Matter was and grabbed the crate before warping over to him. "They're coming!"

"Hold on!" Grey Matter worked quickly, disconnecting a few more wires and finally placing two together. When he did, the cargo doors suddenly began to open and the ramp lowered. "Get out of here!"

"What about you?"

"I've gotta keep them busy until the Plumbers arrive!" At that moment, the doors opened and the aliens rushed into the room. When they spotted them, they growled as Telsa grabbed the crate.

"Be careful!" Grey Matter nodded, as she looked out of the ship and teleported herself and the crate away. Grey Matter then turned to the smugglers and smirked before leaping over to one of the crates, then onto another and another until he reached them.

"Get that shrimp!" One alien yelled, as another charged forward and tried to grab him. But Grey Matter dodged his hand and jumped over him, landing on his back out of reach.

Another ran forward and tried to punch the small alien, but Grey Matter leapt up and his fist hit his fellow smuggler. "GYAH!" He turned towards the shipmate, who flinched at the mistake before getting a pair of galvin feet slamming into his eyes.

"AUGH!" He staggered back, as Grey Matter escaped. He kept leaping around, the aliens unable to grab him and looking like idiots as they tried.

Telsa had gotten the box somewhere far from the ship and once she was safe, she found a bunch of tools that she used to break through the locks.

Using a pair of bolt cutters, she snapped the last padlock off and opened the lid. Looking inside, she found her friends all crammed inside the metal cube and sighed seeing they were all there. "Are you okay?" They nodded, as Telsa helped them out of the box. "Are any of you hurt?"

"No," another replied, "just really hungry. We've been eating nothing but small bars of gross stuff for three days."

Telsa nodded. "Don't worry. I'm going to get you something to eat as soon as I can. But first, I have to go back."

"Go back?" Another asked. "We just got away from that place. Why would you wanna go back and possibly get captured again?"

"I have to," she cried. "Someone's fighting those aliens and if I don't go and help him, he might end up even worse than us. It's thanks to him I was able to save you all. I won't leave him to fight against those crooks on his own." She turned and teleported away before they could argue.

Grey Matter continued to bounce around the ship's cargo hold, doing his best to avoid the grabby hands and sharp blades.

He once again slammed one in the head and bounced away, as the alien tried to grab him but slammed his own face. The alien frog laughed at this, as he flipped through the air and landed on one of the crates near the exit. But as he did, one alien managed to reach out and grab him before Grey Matter noticed him.

"Gotcha!" He laughed, squeezing the little alien tightly

"Hey!" He groaned, feeling the squeeze on his body. He reached down and bit the alien's hand, but the guy's skin was so hard it did nothing to him.

The alien squeezed him harder, then smirked before pulling his arm back. "Time for you to be roadkill!" With that, he threw Grey Matter as hard as he could out of the ship. The alien was strong, so the speed Grey Matter picked up was something insane. If he hit something, he would go splat.

"Come on!" Grey Matter reached for the Ultimatrix and tried to focus on Goop. "Change!" He slapped the dial and in a flash, he was suddenly transformed. But it wasn't into the alien slime creature.

The aliens were in for quite a shock, when a green flash suddenly transformed the galvin into a solarhino. Riot-Horn flew through the air and crashed into the ground, still moving at the speed he had been going at as Grey Matter.

As such, the impact with the ground caused a small earthquake. The ground was ripped apart, as Riot-Horn carved a trench into the ground a good ten meters long. When he finally came to a stop, he moaned before picking himself up and turning towards the ship.

The mild earthquake was loud enough to catch the attention of everyone in the area, who all looked away from their own ships to see what had happened. And as they did, the smugglers leapt out of the ship and began to charge towards Riot-Horn.

The alien hero saw them coming and with a roar, ran forwards and threw his own punch towards the closest alien. That alien threw his own punch and the pair's attacks collided, creating a shockwave that knocked every weaker individual away.

Riot-Horn found the force of his opponent's punch was on par with his own, making him realise this species' strength was equal to Riot-Horn's. As such, he and the smuggler leapt away from one another. But the others ran in and threw their own punches. Riot-Horn tried to block and counter their attacks, but found there were too many of them to block at once.

One managed to punch him in the side and knock him off balance, allowing another to get in close and slash at Riot-Horn with his blade. This resulted in a cut on his shoulder, making him cry out as he jumped back. Two more ran at him and slashed at his chest, Riot-Horn pulling back but still getting a pair of cuts down his body.

"Gyah!" He staggered back, thinking about going Diamondhead. But then he had another idea. "Time to go, Ultimate!" He slapped the Ultimatrix and in a flash, his body began to change.

Within seconds, he was taller and his body was almost entirely encased within green armor. Only his head was left uncovered, though his horn was transformed into a metal tube whilst two tusk-like extensions grew out from under his arm.

The aliens were shocked by this sudden transformation, as the Ultimate Alien let out a mighty roar. "ULTIMATE RIOT-HORN!"

They all staggered back, clearly terrified that they had just come up against an opponent they couldn't hope to defeat. The hyper-evolved solarhino smirked, as he cracked his robotic knuckles. But one decided that the new look meant nothing and charged, leaping at him with his fist pulled back.

Ultimate Riot-Horn pulled his own fist back and as he threw it forward, his jack-hammer arms extended to add more power behind the punch. So when the two fists collided, the smuggler was completely overpowered and set flying backwards with tremendous force.

The alien smashed into the side of his ship and ripped right through the hull, whilst the other aliens charged at Ultimate Riot-Horn. However, the armored alien quickly responded by firing lasers from his horn and the tusks on his chest. These attacks smashed into the aliens and knocked them backwards, whilst U-R-H spun around and backhanded a few more.

Telsa chose this moment to arrive on the scene and when she saw the fight, she gasped realising Flash had to be the alien that was currently winning. "YES!" She cheered, seeing the smugglers try to cut his armor with little success. "GO FLASH!"

Ultimate Riot-Horn grabbed one of them in his oversized robotic hand and lifted him up, the smuggler screaming as he kicked and punched at him. Ultimate Riot-Horn then threw him into the ground, making a crater whilst two others leapt at him from behind.

But the Ultimate Alien smirked at them and ignited the thrusters on his back, the energy unleashed pushing the pair back and giving them a few burns.

They hit the ground and Ultimate Riot-Horn smirked, only to hear the sound of an energy blaster powering up. "FREEZE!" He spun around and spotted the first guy he sent flying, who was now holding the aforementioned energy weapon in his hands. "One wrong move and this thing will blast you to smithereens."

Ultimate Riot-Horn wasn't sure if he should be worried. He knew his Ultimate Form was powerful and could handle a lot of damage. However, these guys were trying to smuggle that weapon somewhere. And in his experience, weapons that needed to be smuggled tended to pack a punch. Did he dare risk it?

But before he could decide what to do, Telsa suddenly teleported next to the alien.

Before they could react, she spun through the air and slammed her foot into his face. "GYAH!" He was knocked backwards, allowing Telsa to land and grab the weapon. She pulled it from his grasp and as the alien staggered back, Riot-Horn's three metal horns powered up.

"Telsa, get away!" She heard this and leapt as far as she could, praying her gem charged up before he fired.

Ultimate Riot-Horn spent ten seconds charging and as the alien picked himself up, all three horns fired and the lasers combined into a single powerful beam. And as the smuggler recovered, he saw the attack flying towards him and gasped before leaping out of the way.

Moments later, the laser flew into the ship's cargo and hit the crates, blowing them and part of the ship up The shockwave sent the smuggler flying forward, eventually crashing to the ground at Ultimate Riot-Horn's feet. The alien smirked, as he heard a bunch of sirens.

Looking around, he spotted a bunch of Plumber ships and cars heading their way. The first ship flew down and landed besides them, as Telsa warped to Ultimate Riot-Horn's side and placed the blaster down next to the criminal.

The ship's back opened and Clawcer could be seen at the top of the ramp, Shining and several more Plumbers being there with him. The Magister stared at the Ultimate Alien, who quickly returned to normal Riot-Horn before reverting back to human.

Flash gulped, as he watched Clawcer walk down the ramp and look over everything that happened. "You did this?" He asked, pointing towards Flash. The teen nodded, sweating a bit. "It was my understanding, that you were only planning to rescue a bunch of hostages. Not take out the entire smuggling ring."

"That was the plan," Flash nodded. "I only fought them because I needed to give Telsa time to get her friends away."

"That's right," Telsa nodded. "It was self-defence. They attacked him and when he defended himself, one pulled out a weapon and tried to shoot him." She pointed at the villain on the ground, who looked like he was about to come around.

Clawcer spotted the weapon and used his electrical power to grab it, pulling it over to him and taking it apart to determine its design. "High penetration rating and an illegal power core. This type of weapon is banned in twenty-seven sectors of the galaxy. Including this one."

"There were more," Flash pointed at the destroyed ship. "But...I might have gotten a little excited."

"I see." Clawcer put the weapon back together and handed it to Shining, "get these criminals in capture cubes." The Plumbers nodded and got to work, as Clawcer turned to Flash. "I guess we owe you both a debt of gratitude. Had you not done this, they might have been on the other side of the galaxy by now with those illegal weapons."

"No problem," Flash nodded.

"However. Don't expect to get some kind of prize for this. What you did here could be considered vigilantism and I don't allow that kind of thing in the city I'm charged to protect." Flash frowned. "However, I am not so heartless that I can't agree to a favour or two. Is there anything you might want, in exchange for keeping what happened here under wraps? The last thing we need, is for people to know it's possible to get contraband past us."

Flash's eyes widened, as he caught Shining's smile.

He realised what Clawcer was saying. If Flash wanted, he could ask Clawcer to make him a Plumber again. He could be the hero he loved being again.

He was about to say that, but then caught sight of Telsa's worried expression. He looked over at her, as she glanced in a direction he assumed had her friends in. She and her friends might have been victims in this, but they were also stowaways that had come to Earth illegally. What would Clawcer do to them? Would he send them away? And even if he didn't, Telsa had no means of providing for herself or her friends.

Flash frowned, as he remembered the promise he had made to her. He might have helped her save them, but he wasn't done yet.

He sighed before turning to Clawcer. "Can you give Telsa and her friends visas to stay on Earth and work here?" This request shocked them. "They came here illegally, but they would have died if they hadn't. They're not criminals. Just scared. Can you please make it so they can stay on Earth and get jobs to support themselves?"

Clawcer looked at him in shock. "Are you sure you want to use this favour on that? You won't get another."

"Yes," Flash nodded. "If I threw them under the bus to make things better for myself, then what kind of hero would I be?" Telsa gasped, as Clawcer simply stared at them. "I want to be a Plumber again. But if I have to wait until I get through the academy, then so be it."

"Very well," Clawcer nodded as he turned to Shining Armor. "Take Ms. Telsa and her friends back to the base and fill out all the necessary documents needed, for them to become visaed residents of this planet."

"Yes sir," Shining nodded.

Telsa turned to Flash. "You don't have to do this. If there's something you want-"

"What I want, is for you and your friends to feel safe." Flash placed a hand on her shoulder. "Once you get this visa, the world will be your oyster. You'll be able to make a life for yourselves and learn everything you need to learn to survive. That's what matters."

Telsa began to tear up and hugged Flash, only to almost stab him with the gem in her chest.

Once she said sorry, they pulled away and Telsa went with Shining to go get her friends. That left Clawcer with Flash, the teen sighing as he expected to be told to leave. And Clawcer looked like he was about to do that, only for another agent to rush out of the ship.

"Magister Clawcer." He held up a piece of paper for the alien. "We just got an official message from Plumber High Command. It's a priority one message for you." The cerebrocrustacean raised an eyebrow, but took the paper in his claws.

He started reading it and when he did, his eyes went wide. "What?" He kept reading and a low growl escaped his lips. "It seems you won't have to wait to become a Plumber once again." He turned to Flash, who looked rather confused. "Plumber High Command has apparently gotten word of my dismissal of you and has vetoed the decision."

"Really?" Flash could barely believe it.

"Yes. I have been given orders to allow you to continue working as a Plumber. You will report to me and be once again given authority to act as a Plumber." Flash smiled at this. "However. As only an honorary Plumber, you'll still hold a rank of acting agent. This'll mean that any Plumber in our ranks can give you an order and you have to follow it. And if you do anything a fully ranked Plumber disapproves of, it'll be reported to me and I will be giving you an official reprimand. Get too many of those..."

"And I can say goodbye to getting into the academy and becoming a fully fledged Plumber," Flash realised.

"Exactly." Clawcer handed the note to Flash and turned towards the ship. "I'd suggest spending the rest of the day getting as much rest as you can. As soon as your Earth school gets out, I expect you to be at the base ready to receive orders."

"Yes sir," Flash gave him a salute and the alien crab disappeared into the ship. As soon as the criminals were in the ship, it took off and Flash found himself unable to hold back any more. "ALRIGHT!"

Several days later.

Flash, Shining, Trixie, the Rainbooms, Cadance and Flurry were all excited, as they walked down the street. The large group had decided to check out Cosmic Town themselves, especially after hearing Flash talk about how great it was.

"Trakodon on a stick, please!" Flash, Rainbow, Applejack and Shining all accepted the grilled meat and after buying themselves a juice box next door, they chowed down whilst the others bought their own interesting food choices.

Sunset and Twilight were having some kind of noodle dish, whilst Fluttershy, Rarity and Cadance were enjoying an alien salad. Pinkie was sampling everything she could find, wanting to try as many alien foods as possible. Even Flurry was enjoying an alien lollipop, the baby laughing as she watched all the aliens walk past.

"This place is great," Rainbow laughed. "We've gotta hang out here more often." The others agreed, as they continued down the street.

At the back of the group, Flash and Shining were walking side by side as they enjoyed their kebab. And as they did, Flash turned to Shining. "Thanks, for getting me my Plumber rank back."

Shining smirked, "I didn't do anything. It was the high command that wanted you back on the force."

"Yeah, but how did the high command find out about it so quickly? Someone had to have told them and I get the feeling it wasn't Clawcer." Shining smiled, as he finished off his meat.

"I...might have sent them a message after I realised Clawcer wasn't gonna listen to reason." Flash smirked. "But like I said, I didn't say anything to them. All I said was that you had been relieved of duty. I honestly didn't expect them to get back to us so quickly. That just means they realise the same thing I've known since the day we met." He slapped his hand on his back. "That you belong on the street, protecting the world."

Flash smiled, as they came across a particular store. "Welcome." They heard a voice call out, making them all look to see Telsa.

She was dressed in the same clothes she wore when she met Flash, but was now looking much less scruffy. She was also wearing an apron and a hat on her head to keep her hair out of the way. She and Flash smiled at one another, as the alien hero stepped up to her.

"Of all the places to work, you managed to land a job with the guy you tried to steal from?"

Telsa chuckled, as she looked back at the store she had robbed several days ago. "I was a little shocked he agreed to hire me as well. But after he learned why I stole from him, he seemed to feel sympathetic for me and agreed to let me work here. And it's really fun. The pay is great and he's helping me learn a bunch of new skills."

"That's cool," Flash smirked. "I'm glad of you. You deserved to have this chance."

"I never would have gotten any of this, if you hadn't agreed to help me." She smiled at him, "you really are a hero." Flash smiled back, scratching the back of his head as he did so.

The rest of Flash's friends then introduced themselves, as Telsa had to get back to work. They looked around the store and were impressed by it. After a while, they headed out to continue their exploration of the new town. They all promised Telsa they would be back and as she waved them goodbye, her focus was on Flash and how amazing he was.

As she watched them leave, she started feeling something strange in her chest. For some reason, she couldn't look away from Flash.

Author's Note

Well that was an interesting chapter. Flash has a new boss and he got a new friend, who's an alien. How will Clawcer and Telsa affect the story? Only time will tell.

Twilight's Ultimate Aliens Journal: Ultimate Riot-Horn
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The Ultimatrix Hero

Twilight's Ultimate Aliens Journal: Ultimate Riot-Horn

The scene once again opens up on the multi-coloured background, as the notebook appears to cover most of it. And once again, Twilight's voice calls out in voice over.

"It's Twilight's...ULTIMATE ALIENS JOURNAL!"

The background once again changes to a crayon doodle. This one shows an open savannah, looking like something one would see on safari. As the background settles, Chibi-Twilight swings in on a vine and lands next to the book. "Hello there," she tells the camera. "I'm Twilight Sparkle." In that moment, Chibi-Spike flies in on his own vine. "And this is my assistant-" Spike's vine snaps and he's sent off screen, as a crashing sound fills the air. "SPIKE!"

"Sorry!" Spike staggers back out, looking a little dizzy. He quickly shakes his head and smiles, as Twilight returns her attention to the camera.

Spike turns to Twilight. "So who's the alien getting the ultimate treatment this time?" Twilight smiles, as she uses her magic to flip to a page in the journal that showed the alien in question.

A brown humanoid rhino, wearing grey clothing and armor with his large fists covered in round boxing gloves. "This time, we'll be checking out the Ultimate Form of Flash's first muscle-headed alien. Ultimate Riot-Horn!"

The scene changes to show Riot-Horn hit the Ultimatrix, causing the transformation to occur. In seconds, he grew larger and was suddenly covered in green mechanical armor. "ULTIMATE RIOT-HORN!" He roars, as the tube-like horn on his nose fired a laser. The scene then changes to show Riot-Horn, the alien striking a pose as the camera spins around him.

"Ultimate Riot-Horn, is the Hyper Evolved version of Flash's Solarhino transformation. Hailing from the hostel planet known as Barrenora, solarhinos are a species of aliens that put brawn before brains. Their incredible strength allows them to lift objects that are several times their own weight without issue."

The scene changes to show Riot-Horn, lifting an elephant spider fusion over his head without trouble. It then changes to show him throwing a punch into the face of a long believed dead dinosaur, hitting it hard enough to send the beast down into a hole in the ground.

"His skin is incredibly thick, allowing him to take several hard hitting blows without suffering any serious damage. But his most impressive ability, revolves around his horn and the spikes on his body. These act as solar panels, which collect solar energy and store it up for later use." The camera changes to show Riot-Horn, his horn and shoulder spikes beginning to glow in the light of the sun. "Once charged up enough, Riot-Horn can use this energy to give him a power boost, increasing his strength for a limited amount of time."

It shows Riot-Horn, sending the energy from his spikes and horn into the rest of his body. It flows through his veins and causes them to swell, as the rings around his wrists begin to form orb-like coverings around his fists.

He let out a roar and unleashes a punch that is at least three times as powerful as he was before.

"Riot-Horn's solar collection power has no limit. Some believe that if he spends the entire day sunbathing, he could make himself strong enough to crack the entire planet in half with a single blow."

"Yikes," Chibi-Spike gulps. "I'm glad Flash can't stay alien that long. But I've seen Flash fight as Riot-Horn. He might be strong, but isn't he really slow?"

"Yup," Twilight nods. "If he's fighting a fast opponent, all his strength is useless since he couldn't use it on them. And since he's reliant on the sun to power himself up, he's not that useful on a cloudy day or when he's fighting at night."

"Does Ultimate Riot-Horn fix that?"

"Mostly, yes." They turn back to Ultimate Riot-Horn, as the scene changes to show the Ultimate Alien letting out a roar as he punches another Riot-Horn and sends him flying.

"Ultimate Riot-Horn's body has been sealed within a suit of robotic green armor. This suit grants him increased durability and gives him access to a bunch of different weapons." The scene shows Ultimate Riot-Horn, using his jack-hammer fists to punch his opponent several times without needing to move an inch.

It then shows him using his new metal horn, along with the tusks coming out from beneath his armpits. This was followed with him using the thrusters on his back, to propel himself forward or push away someone who was attacking him from behind.

"We're still unsure what powers this armor, but whatever it is has some serious juice to it. With the thrusters on his back and legs, he can propel himself forward at over thirty miles an hour and even allow him a limited amount of flight. Thanks to his new horn, he can fire a concentrated beam at an opponent that's a large distance away. Not to mention, his now mechanical muscles allow him to lift and punch with three times the power his base form has."

"That's awesome," Spike smirked as they stared at the drawing. "But wait. If his horn's mechanical and he doesn't have the shoulder spikes, how does he store up solar energy to power himself up?"

"That's one of the downsides of this new form. He no longer holds the power to store solar energy, meaning he can no longer increase his abilities. He's stuck at that one power level for the entire fight."

"Huh," Spike frowns, "that's kind of disappointing. Why give up such a great power?"

"Well," Twilight tells him, "it's not exactly a downgrade. With his power already and three times his base form's right from the start, he has the physical strength to fight at a level that would usually take him ten to fifteen minutes to charge up to. That means he might be able to end a fight sooner than he would if he had to wait to charge up."

"Huh," Spike nods, "that makes sense. And I guess with all those new upgrades, he can compensate for not being able to charge up anymore." Twilight nods, as they look back at the book and the scene changes.

It shows Ultimate Riot-Horn, fighting against XLR8 and having a hard time hitting him. "Not all of his weaknesses have been overcome, though. With his new heavy armor, Ultimate Riot-Horn is probably slower than his base form. And he needs to be careful where he is. With all that weight, he could end up breaking through a floor if it's not properly supported. And he'll probably sink in water if he doesn't use his thrusters. But all that aside, Ultimate Riot-Horn is incredibly powerful. Strong enough to defeat almost anyone in a battle of strength."

The scene changes to show Ultimate Riot-Horn, fighting against the bladed smugglers. He quickly punches one away before the others attack, slashing at him with their blades. But these do nothing against his armor and he manages to fight them off.

He then spins around and points his horn towards the camera, firing at it and blinding the camera with white light. And slowly, the light shifts into the flickering pages of the journal as it closes. Twilight and Spike stare at the journal, as the front of it closes and the pair turn to smile at the camera. "Ultimate Aliens are so amazing." Twilight waves at the camera, "hope to see you next time." Spike barks in agreement, as the scene cuts to black.

Author's Note

So we didn't get a new Ultimate this week. But we still got to take a look at the first Ultimate seen in this series, even if it wasn't the first one Flash used. Hope you enjoyed it.

Season 1, Episode 6: Slipping through his Claws
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The Ultimatrix Hero

Season 1, Episode 6: Slipping through his Claws

High in the sky, completely invisible to the eye and any form of scanning equipment, a ship was flying through the clouds at high speed.

Inside the ship's bridge, Zaaton and his crew were at their different consoles doing what they needed to do in order to keep the ship aloft. But Zaaton was doing something else, the white alien staring at a holographic map with several Xs on it. He stared at the image for several long moments, then growled as he turned his chair away from it.

His second in command, Mera, turned to him and got up off her chair to move over to him. "Something wrong?"

"I've no idea where to look next." Zaaton turned back to the map. "All the areas we've found a reading of its energy, have had nothing there. I don't know why its energy readings are there, but all these loose ends are getting us nowhere."

"We'll find it," Mera told him. "We just have to be patient. It's just like you said. We've waited a long time for this. We can wait a little longer."

Zaaton sighed. "Things would be so much easier, if we didn't have to worry about the Plumbers. If they find us, there's no telling what they'll do to us. Or the seed."

Mera nodded. "They have the best scanning equipment on Earth. If we do anything too outlandish, they might locate us and that could be a problem." Zaaton agreed. "It's too bad we don't have access to their tech. They could probably scan the entire planet for it." Those words caused something to click in Zaaton's mind, his head shooting up.

"That's it!" Mera turned to him, confused, as he turned towards another member of their crew. "Kiraki!" The yellow, tentacle armed, alien turned towards his superiors. "I have a mission for you. It might be dangerous, but it might also be the only thing that'll help us."

Kiraki stood up. "If it can help revive Thouser, I'll do it. Just tell me what you need."

Things at the Plumber base were tense.

Magister Clawcer's arrival had really shaken things up at the place, which had only just gotten into a rhythm before he arrived. When Shining was in charge, the Plumbers were working well. Not perfect, but far from horrible. Things might have been a little shaky in some areas, but the Plumbers hadn't faced an issue they couldn't solve.

But then Clawcer arrived and everything was thrown on its head. After his firing of Flash was undone, Clawcer had started making the entire base much stricter. The agents that weren't out in the field, were all given tablets that had their duties for the day and an exact time table at which to do them in. And if an agent couldn't complete a task in the allotted time, the tablet gave off a horrible warning noise that didn't stop until they were back on schedule.

The time table even had specific bathroom breaks, which did not fly well with those that had weak bladders. This combined with no breaks and lunch times that lasted for only five minutes, was not leading to a great work environment. Clawcer had even replaced all the vending machine snacks with heathly options, which was just a step too far.

The field agents weren't much better, as they had to check in with the base every fifteen minutes to give their exact location in longitude and latitude. If they didn't check in at the exact time, they got into serious trouble. Even if they were chasing a criminal, they got in trouble if they failed a check in.

As such, the Plumber Agents were not happy with their jobs at the moment. Even the alien Plumbers with way more experience, were currently hating their jobs. Clawcer had turned the place into a worse prison than their actual prison cells.

Currently, the Plumbers were all in the main control room. They were stood in an orderly file, as Clawcer stood in front of them all.

The cerebrocrustacean was marching back and forth in front of the prisoners. "Listen up. Today is the transfer of the prisoners to the galactic holding cells. Once these prisoners are out of the way, we'll no longer have to split our focus between them and our other duties. This is sure to boost productivity by at least thirty percent."

"Sir," Flash raised an arm.

"Yes. What is it, Sentry?"

"I'm just curious about something. What'll happen to the prisoners when their time is served? Will they be brought back to the planet?"

"The ones from Earth will be returned to Earth, yes. But given what the earthlings being transported did, I'm very doubtful they will actually live long enough to ever see this planet again." Flash and Shining frowned about that.

They might have been their enemies, but Flash didn't like the idea of taking them away from Earth for the rest of their lives. And what would happen to the ones that died before their sentences ended? Would their remains be returned to Earth, or washed into space?

"You've all been given your assigned tasks. I want this transfer done by the book. Sentry," Flash stepped to attention. "You will transform into your Ninjage form and be ready to act, should the prisoners try anything. If they do, you will trap them in your shadow void."

"But...there's no air in my shadow void. They might suffocate."

"These criminals have proven themselves too dangerous to allow them to escape. If they attempt anything, you will contain them before they can get away. If this might lead to them suffocating, they should have thought of that before they attempted to escape."

"Sir?" Shining spoke up, "isn't that a little too much? Containing them is one thing. But risking them dying-"

"We risk killing our captives every time we shoot a blaster. This is no different. Now no more arguing. All of you, get to your posts!" He began to walk off, as the Plumbers dispersed and headed off to their designated locations.

Flash and Shining moved to one area of the building, Flash frowning as he watched Clawcer walk away. "Too bad Twilight and the girls aren't here. Their abilities would have come in really handy."

"Yeah," Shining nodded. "Unfortunately, they're not Plumbers or even Honorary Plumbers. Clawcer might not have been able to kick you out, but he can keep them from coming here."

Flash groaned, "that guy is the worst. He really needs to learn to relax and let us do what was working." Shining partly wanted to agree, but he knew Plumber rules were in place for a reason. He was just glad Clawcer hadn't attempted to arrest the Rainbooms, given how they had all used Plumber tech in the past without official authorisation.

"Let's just focus on this transfer and don't do anything to upset him. I'm hoping he'll lighten up over time."

"I don't think we have time," Flash stated. "All these new rules and schedules are gonna drive people crazy. Trying to get all that work done on time is seriously stressing people out. I mean, we're not robots." A cough caught his attention and made him look down, where he saw a small humanoid robot alien in a Plumber suit. "Oh, sorry Frank." The robot nodded before walking off. "We're not all robots."

"Just get to work," Shining told him. "We've gotta do what we can to make things go smoother. The last thing we want, is something going wrong and Clawcer making things even stricter than they are now."

"How the heck can things be even stricter?"

"I don't know and I'd rather not find out." Flash frowned, but nodded and headed off to where the prisoners were being kept. Meanwhile, Shining headed over to help with monitor duty.

Outside the base, a particular alien was making his way through the city.

Kiraki was amazed by how easy it was to get to the Plumber Base. He had expected to have to sneak through the town, but found he didn't need to. In the few weeks since the aliens had started coming to Earth, people in Canterlot had quickly adapted.

Now, whilst not everywhere he looked, aliens could be seen all over the place.

Kiraki smiled, amazed at how accepting these humans could be. It was almost tragic, given what would happen in the future. But at the moment, Kiraki was more focused on the base he was heading to. The place wasn't guarded at the gate and as he approached, the moon on his head began to glow.

That light spread to the rest of his body and soon, he was entirely consumed by the shine and began to change.

In moments, his body shrank down and his arms became more suited to his body's height. In just a few moments, the transformation was complete and the light began to fade. And when it did, Flash Sentry was standing in the alien's place.

He was an almost perfect replica of the alien hero, with the only difference being a small sideways moon crescent on his forehead. Aside from that, there was no way of telling the difference between him and the real Flash.

The fake stepped up to the gate and pushed them open without issue, then headed up the drive and into the building. The Plumber's ground base was just as busy as the one underground, with a Plumber working at the desk and spotting him. "Flash? When did you go out?"

"Just needed to get something from my car," he explained whilst moving just as he had seen Flash move online. "I said hi when I left. Did you not hear?" The Plumber frowned, as Flash headed to the elevator. Once he was out of listening range, he pressed his ear. "Okay. Where to now?"

Mera spoke up. "According to what we were able to figure out, the fastest way into the base is using a warp system inside the elevator."

"Got it." Fake-Flash opened the elevator, checking the buttons in it and locating the ones that would send him down into the base.

Back in the base, the real Flash was in the cells and was ready to transform if anything happened.

So far, Doddery, Dragstar, The Hypnotist, Dynamo Danger and the smugglers had all been placed inside stasis pods. The lot of them were fast asleep, ready to be taken to the galactic prison.

The only one left was Animac, the mad scientist glaring at Flash as a Plumber opened his cell. "Alright," he pointed at the pod. "No funny business. Get in the pod and you'll be off on a nice trip to another sector of space."

Animac glared at them. "If you think that pathetic contraption can hold me, you'll be dead wrong." The Plumbers grabbed him and pulled him over to the machine, throwing him into the pod and quickly closing the pod before he could fight back.

Animac let out several cries, as he tried to push the door open. But the Plumbers pressed a few buttons and he started to drift off. Soon enough, he was in stasis sleep and wouldn't be any more trouble. "Nice," Flash gave them a thumbs up. "Now let's get them out of here." They nodded and using a remote, they had the pods begin to float and move towards the transporter.

They warped to the main control room, as the Plumbers there all held their Multi-Striker Blasters at the ready.

Clawcer nodded at them. "Good. The ship should be arriving soon. Once they warp the prisoners on board, we'll be able to relax." However, at that moment, the base's alarms started blaring. "What's going on?"

One of the Plumbers at a monitor, started typing away to figure out what was happening. "Security breach. Teleporter is detecting a DNA signature that doesn't register as a Plumber. They're trying to warp to one of the empty computer rooms."

"Redirect them to this room. All Plumbers, prepare yourselves!" The Plumbers nodded and activated their weapons, pointing them at a teleporter pad whilst Flash prepared to turn into an alien.

Finally, the intruder appeared in front of them and they were shocked to see a copy of Flash standing there. They all turned towards the real one, then to the second. As they did, the new Flash seemed to realise he had been caught. "Ah. Hello there." The Plumbers raised their weapons again.

"Who are you?" Shining asked, but the fake Flash said nothing as his body began to glow. And before anyone could shoot, he shrank down and the light faded to reveal a mouse. A mouse that ran towards a nearby vent.

"Stop him!" Clawcer ordered, as the Plumbers began to fire at them. But the mouse was able to dodge them all and one of the blasts hit the vent grate, breaking it and allowing the creature to get into it. "Sentry!"

"On it!" Flash ran towards the grate and transformed, "GOOP!" The alien slime leapt towards the metal tunnel, his UFO flying in first with him right behind it. He flew through the tunnel, spotting the mouse's tail as it flew around a corner. "You're not getting away!" He chased after it and as he reached the turn, he looked around and spotted the mouse at the end of the tunnel.

It turned another corner and he managed to get to it and look around, just in time to see where the mouse was heading.

As so it was that Goop chased the mouse through the maze of vents, going up and down multiple levels to try and find where it was heading. "You won't get away!" However, this was soon proven untrue. For as the mouse turned another corner, it found a small hole in the vent.

Looking through it, the mouse found it dropped down into another part of the base. And as Goop arrived around the corner, the mouse glowed again and shrunk down even more. And when the light faded, a small fly could be seen buzzing around before it dived through the hole.

"HEY!" He pushed his head through the hole and looked around, but couldn't see any sign of the fly. It was so small, it was barely noticeable. "Great." The bad news was, he wouldn't be able to leave the vent this way. The UFO and Ultimatrix wouldn't fit through the hole. And if he changed, he was still be stuck in the vent.

Seeing no other choice, he pulled himself back up into the vent and headed back the way he came.

"Sorry guys," Flash told them over the radio. "He managed to get into an area I couldn't go. I think I'm in sector G."

One of the monitor Plumbers brought up the base's map and locked onto Flash's signal. "Yup. Sector G. but I can't seem to lock onto the intruder's life sign." Clawcer frowned at this, as he rushed over to a teleporter. "Everyone, put on your helmets. Armor. There's a pair of special glasses in that storage shed. Give them to Sentry when he shows up." Everyone nodded and put their helmets on, whilst Clawcer warped over to his office hallway.

When he arrived in the office, he pressed a button on the wall and caused part of it to open up. Doing so revealed an alcove that Clawcer backed into. Once he was in, wires extended down and attached themselves to his brain shell.

"Activate collective visual link." Suddenly, the rest of the world around him vanished and a bunch of images appeared in front of him. It was like he was staring at a hundred or so monitors, with each one showing a different image.

Goop returned to the main control room and as soon as he did, Shining rushed over with a pistol and a set of shades.

"Change back and put these on." Flash did so and as soon as he did, he could hear Clawcer's.

"Good. Now that everyone's online, begin sweep of the base. Leave no stone un-turned."

"But this guy could be anything?" One of the Plumbers called out. "Or anyone!" They all looked around, clearly worried there was an impostor amongst them.

"Relax. That's why I've opened the collective visual link. Everything you see, I'll see. If you're looking at someone and I can't see you through their helmet's recorder, we'll know they're a fake." Everyone nodded, understanding the plan. "I know you're all confused and don't know what to do. But just follow my lead and we'll catch this guy. He made a mistake, trying to sneak into our base. Now let's go!"

"YEAH!" The Plumbers cried, as they rushed over to the teleporters and the stairways.

Shining handed Flash the pistol and they both nodded, the two heading towards the stairwells. As they did, Flash turned to Shining. "How the heck is Clawcer able to see through everyone's eyes? There's hundreds of us."

"Maybe," Shining nodded. "But he's a cerebrocrustacean. They're one of the smartest alien species in the galaxy. It's all about parallel processing and with Clawcer's intelligence, it's easy to split his focus between over a hundred screens without missing anything. But he can only do it by blocking everything else. It's like going into a trance."

Flash whistled, impressed Clawcer could do something like that. Flash wondered if he should try scanning him and unlock an alien like that. But then he shrugged. "I got Grey Matter and U-Reek-Ah. Those two should be smart enough for me." As such, he focused back on the task at hand.

All over the base, the Plumbers started checking each and every room for the intruder.

As soon as they opened a door, they jumped in and aimed their weapons whilst their helmets scanned the room. They checked the cells, the training rooms, locker rooms and kitchen. They also had Plumbers head to all the computer rooms, since the intruder had tried to teleport there in the first place.

Each room was quickly occupied with a Plumber, who would remain there constantly scanning the place for life signs.

At one point, a human Plumber ran around a corner and spotted an alien Plumber. Both raised their weapons and prepared to fire if needed, but Clawcer spoke up. "Stop. I'm seeing you both through each other's visor. It's the real them." The pair nodded and lowered their weapons, both stating where they had just checked and found nothing.

In another hallway, Flash and Shining were checking each room.

Flash opened the door and Shining jumped in, blaster at the ready. But as his visor began to scan the room, he found no organic matter. "He's not here." He lowered his weapon and took another look around, as Flash moved over to another door.

The pair repeated the process, but still found no sign of the intruder. "Where is he?" Flash sighed. "He's clearly after our computer system. But wouldn't the base have shut down all the computer systems as soon as we realised that's what he was after?"

"Most of them," Shining agreed. "But there are a few areas that need to remain online. Just in case we needed them. But all those areas are being heavily guarded. There's no way this thing could get to them." Flash nodded, only to then realise something.

"There's one place that should still be online. And the only person in it, is too distracted to notice an intruder." His eyes widened. "Oh no."

Within Clawcer's office, the crab alien was practically asleep as he focused on the sights and sounds his agents were seeing and hearing.

Because of this, he was completely oblivious to the fly that had just entered his office. It buzzed past him without a care in the world and when it reached his desk, it glowed and transformed back into the Flash double.

Kiraki laughed, as he started typing away at the computer. "I cannot believe this worked." He quickly managed to hack into the system and get past all the security, with Clawcer being none the wiser. "Okay." He took something out and connected it to the computer. "Forming digital connection. The others should be able to access the systems in no time."

Sure enough, it only took less than a minute for the connection to be made. And when it was, he laughed as he started finding other ways to buy time. "Let's see." He brought up a bunch of files and then noticed something filed to happen today. "Prisoner transport." He brought up the prisoners and smirked. "Perfect."

He started typing away and within minutes, he had what he wanted. "Teleporting stasis pods. And teleporting evidence as well."

Back in the main control room, the single Plumber that had stayed behind, suddenly got a message stating a teleportation was about to occur.

"What?" She tried to stop it, but her override was quickly overridden. And as she kept trying, the stasis pods began to glow. "No, no, no, NO!" She opened up a channel to all the Plumbers. "Emergency! Emergency! Unauthorised teleportation in progress. I can't stop it!" She looked over at the pods, which began to glow and before she knew what was happening, they all vanished in the blink of an eye.

Clawcer heard this announcement and was shocked. "How is that possible? All the online computers are being guarded."

"Magister!" Shining cried over the coms, "you're office computer is still online." Clawcer's eyes widened and as he shut down the collective link, he realised he had been a fool for not taking his own lack of awareness into consideration.

As he was shutting the link down, Kiraki thought about leaving. But just as he shut the computer down, the office doors opened with Flash and Shining running into the room. "Freeze!" Shining pointed his blaster at the intruder and Kiraki laughed before beginning to transform.

But Flash was just as fast and in a second, he warped into his alien form. "BLOXX!" The Lego gorilla thrust his hands out, trying to catch the intruder. But at the last second, he transformed into a fly and managed to avoid the hand. Bloxx then began to spread out, covering the entire room in an airtight cage made from his own body. But he couldn't do it instantly.

The fly moved as fast as it could and headed for the vent, managing to get inside just before Bloxx completely sealed the room.

"Damn it!" He quickly retracted his body back to normal, allowing Clawcer to leave his alcove and rush over to the computer. "What did he do aside from teleport the prisoners?"

Clawcer started typing and tried to figure everything out. "I'm not sure. Whatever he used to gain access to my systems, it completely scrambled them. But it looks like he also teleported a few objects out of evidence along with the prisoners."

"Where are the prisoners?" Shining asked, as Clawcer kept working.

"I don't know. Looks like he didn't have time to set any proper coordinates. But the teleport range was limited to five or so miles away from the base." The two frowned, knowing that it was still a wide range to cover. "It gets worse."

"How much worse?" Bloxx asked.

"The stasis pods were reprogrammed. They're set to deactivate the moment they re-materialise." Shining and Bloxx were really worried now. All the criminals they had put away. Most of the Negative Ten, the smugglers and a few more, were now all back on the street.

"This isn't good," Shining stated.

On a random street in Canterlot, people were driving around and minding their own business.

But suddenly, a bright flash of light appeared in the middle of the street and all the cars stopped. When they did, they found a bunch of metal objects suddenly appearing on the ground. They quickly bunched up, though none of them overlapped, allowing the lids to slowly open as those in stasis began to awaken.

The people watching were worried about what was happening. And their worries intensified, when they saw a bunch of criminals they remembered from a few months ago. As the criminals began to awaken and pull themselves out of the pods, the citizens began to run or drive away whilst calling the Plumbers.

"What happened?" Doddery asked, the old woman holding her head as she climbed out of the pod.

"I thought we were going to space jail?" Dynamo asked, as they looked around and realised they were still on Earth. "Why are we here? Not that I'm complaining."

"Something must have happened," Dragstar stated. "Somehow, we were freed from the Plumbers."

"Then let's not stick around," Doddery stated. "I'm not getting arrested so quickly after getting out." She jumped onto Dragstar's back. "Giddy up."

"Really?" He asked, as Doddery smirked.

"Respect your elders and help an old woman escape from the police." Dragstar sighed, but ran off along with Dynamo and Periwinkle. The only ones that stayed were Animac and the alien prisoners, the slime smuggler and the bulky blade aliens smirking.

"I say we make this planet wish it never evolved humans!" The slime smuggler laughed as he ran off, the other aliens agreeing and laughing as they all ran off.

That just left Animac, who looked around. "What should I do? I need to get out of here, but what can I do without my tech?" He knew Flash Sentry would be on him quickly. If he couldn't create his amazing monsters, he wouldn't stand a chance against him.

But just as he was about to leave, he noticed something laying on the ground next to one of the pods.

Moving over to it, his eyes went wide at what he saw. "No way." It was his monster maker. The device Shadow had created for him. And next to it was Doddery's wing suit and Periwinkle's control disk shooter. The equipment that made them so insanely feared.

He laughed as he grabbed his device, the laugh being him imagining the other two's face when they realised they missed out on getting their abilities back. And once he was sure the device was working properly, he started typing at the glove to make his creation.

Back at the Plumber Base, everyone was still looking for the intruder. But now they had a bigger problem.

"We need to find those criminals," Clawcer cried. "Before they cause any serious problems." But as he said that, an alarm went off and everyone looked up. "Now what?" He, Shining and Bloxx rushed over to the monitor room, teleporting over to them as the Plumber on monitor duty brought up CCTV footage. "Report!"

"We're getting reports of a giant monster in the city, causing major terror in the streets." They looked up at the screen and saw the aforementioned monster, which was some kind of giant beetle.

Said beetle was twice the size of an elephant and it was partly humanoid, having four long arms that were almost as long as it was tall. it was dark blue in colour, with a few red sections at the shoulders and around the chest. and instead of flying with wings, it was using some kind of natural propulsion to send it flying.

"What the heck is that?" Clawcer asked, with Bloxx having an idea.

"Zoom in on its head. And anywhere else a person might be able to sit." The Plumber did so and as the screen zoomed in, it revealed one of their escaped convicts. "Animac!"

"How'd he make that thing so quickly?" Shining asked, only to then notice the device Animac was wearing. "How'd he get that?"

"The teleport signalled something was taken from storage," Clawcer growled. "He must have gotten it after he woke up. This isn't good."

"I can deal with Animac," Bloxx stated. "You guys should focus on finding that guy that's still here." Shining nodded and whilst Clawcer didn't seem so sure, he agreed and turned to the Plumber.

"Warp him to the location that creature is." She nodded and started typing away, as Bloxx remained as still as possible. A few moments later, he vanished in a flash of light and Clawcer turned to Shining. "Can he really take that man down?"

"He's done it before," Shining stated. "I'd say to watch and see, but Flash is right. We need to find that guy before he escapes."

"Not just him. We also need to capture the other criminals that were teleported out. We might not be able to find all of them, but we still need to capture as many as we can. Leave Animac to Sentry. We'll locate and obtain those other criminals. You and a group of agents will be in charge of that." Shining nodded and opened up his coms, selecting the agents he believed were best for this task.

Meanwhile, Clawcer returned to locating the intruder. If he let this guy escape, he would never be able to live this down. He very well might have to resign if he failed.

Animac was laughing, as his beetle creation soared overhead.

The giant insect was his ticket out of the city, the mad scientist intending to set up shop somewhere else where Flash Sentry wouldn't be an issue. "Now, where should I go? I hear Maine is nice, this time of year. Or maybe I'll hit the beach. The sun and sand will be good for my bones." He laughed, only to then notice a light appearing somewhere.

He looked around and spotted Bloxx, the lego ape staring at him as he stepped out of the light. "You're coming with me, Animac."

Animac didn't hear what he said, but knew he didn't agree with it. "Not happening, Sentry." He gave his beetle a mental order and the mutant swerved around, flying towards the building Bloxx was on.

But before it could hit him, he extended his arms over to another building and pulled him off the roof. The beetle pulled up before its horn hit the building, as Bloxx extended his arms and started walking from one roof to another whilst the beetle chased after him.

At one point, Bloxx retracted his arms before spinning around to point them at the beast. They quickly began to reformat into a pair of cannons, allowing him to fire his block bullets at the beast. But due to the insects hard shell, they didn't do anything to it.

Animac laughed at this. "Pathetic. What do you actually think you can do with those silly things? They won't hurt my beautiful creation!" As he said that, the alien ape re-aimed his weapons and fired. This time, the blocks shot towards Animac and threatened to smash into him. "Ahhh!" He barely managed to jump behind the horn and protect himself.

"I might not be able to hurt your bug, but you're another story!"

"Stupid pest!" Animac gave his beetle a command. "Fry him!" The beetle flew up and pointed its butt at him, unleashing a powerful blast of fire.

"WHOA!" Bloxx barely managed to extend his arms and propel himself away. But the flames hit his arms and made him hiss. As he pulled his hands back, he found they were melted and his arms dropped all the melted sections before regrowing new ones. "How the heck did you make that thing able to shoot flames?"

"Ever hear of a bombardier beetle?" Animac laughed, as the mutant launched more fireballs at him.

Bloxx leapt away and as he did, he slammed his hand on the Ultimatrix. Animac flinched at the light, as Flash transformed. "FIREFLY!" The flaming insect shot into the air, as the beetle launched a flamethrower at it. But being a fire user, Firefly was unaffected by the attacks. "Now I've got you!" He charged, but Animac's beetle was able to knock him away.

It swung its horn around and slammed it into Firefly, sending him flying in another direction.

The alien insect screamed, as he rolled through the air with barely any control. He shot towards a building and would have likely gone splat, had he not fired his hand jet at the last minute and propelled himself away from the building. He then used it and his other hand to regain control, as the beetle flew towards him.

He glared, knowing this was gonna be a tough fight. As such, he charged forward with his hand torches aflame.

The beetle saw him coming and at its creators behest, swung its arms around in a wild motion. The long, tube-like, ligaments made getting the Animac almost impossible, Firefly needing to dance around as he tried to get to the made scientist.

On another street of Canterlot, the people who hadn't seen giant bugs and metal pods appearing out of nowhere, were enjoying themselves.

Humans and several aliens were having fun, eating at cafes and tearooms. But just as a few of them were finishing their cups, their peaceful tranquillity was destroyed by a cat being thrown through the air. It didn't land on anybody, but it did smash into the ground and terrified a bunch of them.

Everyone leapt to their feet and ran for it, as the muscular bladed aliens ran onto the street.

"Tendacians?" A Churl alien asked as they started running. "What the heck are they doing?" The aliens ran about the place, grabbing things to throw or using their blades to slice through anything they could find.

Everyone screamed, as they did their best to escape these psychopaths. But one human tripped and fell to the ground, crying out as he hit the ground. At the same time, one of the aliens lifted another car and threw it at him.

As the man picked himself up, he looked around and saw the car was falling towards him. There was no way he could escape before getting crushed. His body froze up and he braced himself for the pain. But it never came.

Instead, a banging sound filled the air and he opened his eyes. Looking around, he saw a large wall of gem-like constructs in front of him. It had blocked the car and caused it to bounce away from him.

"Are you okay?" He turned to see Rarity, walking towards him having ponied up. She lowered her hand and the wall vanished, as the smugglers stared at her. But before they could think of attacking again, three other girls suddenly appeared.

Rainbow, Applejack and Trixie in her Mighty Bull form, all leapt at three of them. Rainbow slammed a foot into one at high speed, knocking it off its feet, whilst the other two girls threw a bunch right into their faces. This also knocked them back, whilst another one picked up a car and threw it at them.

But it stopped in midair, as Twilight, Sunset, Fluttershy and Pinkie stepped into view.

Twilight put the car down, whilst Pinkie took out a bunch of cupcakes and threw them. They all slammed into the alien and exploded, knocking him back whilst Sunset and Fluttershy ran over to help the man to his feet. "Get out of here." He nodded and ran off, as the alien smugglers picked themselves up.

Rainbow turned to the others. "Aren't those the aliens that Flash arrested before?"

"They are," Twilight nodded in agreement. "But what are they doing here?" The others wondered the same thing, as the criminals prepared to attack.

"Who cares," Applejack stated. "The Plumbers ain't here, so we gotta keep them from causin' too much damage to the place." The others nodded, as Trixie cracked her knuckles and smirked.

"Flash had to go Ultimate to beat these guys. Let's show him up and do it on our own." The girls nodded again and as the aliens charged to attack, they charged as well.

Back with Firefly, the alien insect was still fighting against its large mutant brethren.

He was once again slapped by the monster's large hand, which sent him flying around before regaining control. All the while, Animac laughed at Flash's difficult time. "Why was I ever afraid of you? You're no different from any other fool that's gotten in the way of my brilliance. And the same thing will happen to you that happened to them. Getting crushed under my genius."

"Laugh all you want!" Firefly flew a safe distance away. "But I bet none of those guys could do this!" He slammed the Ultimatrix and in the blink of an eye, he was transformed into almost an entirely different alien.

His black skin turned red, his armor turned yellow with blue flames, his wings disappeared and his legs were replaced by a giant rocket thruster. Two new arms grew out of his back and two smaller arms appeared under the original, with three sharp claws. His head also transformed, his mouth vanishing whilst a beetle horn extended upwards from between his eyes.

Transformation complete, his thruster bottom ignited and sent him flying higher whilst he spun around in the air. "ULTIMATE FIREFLY!" Animac frowned, really hating Shadow for creating these accursed Ultimate Aliens.

Ultimate Firefly dived down, the arms on his back unleashing blasts of fire to further propel him forwards. The beetle once again swung its arms around, but Ultimate Firefly used his multiple means of propulsion to dance around and even used his suddenly burning horn, to slam into one and break through it.

The beast roared, as its arm was cut off and Ultimate Firefly shot towards Animac.

"STAY AWAY FROM ME!" The scientist screamed, but Ultimate Firefly didn't listen. And before the beetle could move away, the hyper evolved alien grabbed Animac and pulled him off the beast.

He flew away from the beetle at top speed and once he was a safe distance away, threw Animac towards the nearest rooftop. The old man cried out, as he hit the roof and rolled to a stop next to the roof's entryway. And as the beetle approached, Animac picked himself up and was about to command it to attack.

But Ultimate Firefly used his webbing to grab his monster maker and rip it away, whilst also webbing Animac to the side of the roof entrance. "NO!" He cried, as he watched Ultimate Firefly unleash a blast of flame and destroy his beautiful creation.

Without the machine to control it, the beetle was suddenly following only its instincts.

As such, Ultimate Firefly shot towards it at high speed. The creature saw him coming and tried to grab him, but he was too fast and missed. And as he dodged, the alien fired a blast of webs from his hands that hit the beetle. As soon as it collided, Ultimate Firefly began to fly around it at top speed. This caused it to become wrapped in webbing and before long, the whole thing was completely mummified.

Ultimate Firefly even managed to get under it and fire a bunch of flameproof webbing right into its rear-end, preventing it from flying away. But this also meant it began to fall, forcing Ultimate Firefly to shoot up and keep it lifted into the air. He slowly began to lower it down towards the street, but realised the street would likely crack or break under the beetle's weight.

Suddenly, the Ultimatrix began to ring and he quickly answered it. "Little busy right now."

"I know," it was the female Plumber. "I'm sending you a capture cube, so you don't have to break the street or your back." In a flash, the aforementioned cube appeared and he quickly dropped it onto the beetle. As soon as it touched the creature, it began to expand.

Ultimate Firefly wasn't even sure it could get big enough to fit this creature inside, but thankfully it just seemed to manage. As soon as it did, the thread holding the creature snapped and the cube fell to the ground. Luckily, it shrank back down and Ultimate Firefly was able to catch it before it hit the ground.

"Gotcha!" He flew back up towards Animac and as he reached the roof, the Ultimatrix started beeping and he reverted back to Firefly before becoming Flash. The teen landed on the roof and showed the mad scientist the cube, making Animac glare at him. "Control. Lock onto my signal and prepare to teleport the two of us back to base."

"Copy that." But as she did so, Animac finally managed to tear the webbing holding him off the wall.

"I'll get you!" He charged at Flash, thinking the kid was defenceless with his Ultimatrix powered down. But as he tried to grab him to throw off the roof, Flash side-stepped him before pulling out the stun blaster Shining had given him. Animac spun around, only to get hit in the chest by a laser and knocked to the ground.

Flash smirked as he blew the smoke off the end of the weapon and moved over to the twitching scientist. "Do you have a lock?"

"Ready when you are."

Flash nodded and said something he had always wanted to say. "Energize." With that, the pair were teleported away from the rooftops and were back at the base. As soon as they were, some Plumbers rushed over to grab Animac and take him back to his cell. "That's one down."

"But many more to follow," the female Plumber explained. The woman, named Violet Rain, turned to Flash with a worried expression on her face. "How long until you can go alien again?"

"Won't be for another few minutes." Flash frowned as he held up his stun blaster. "I can probably take on Doddery, Dragster or The Hypnotist, so long as none of them have their gear. But those aliens might be tricky." As he said that, Violet got a call and turned back to the monitor.

"Control," Shining's voice spoke up, "we have the Tendacians dealt with."

"Great work," Violet smiled.

"Yeah...it wasn't us."

Shining was standing with several Plumbers, staring at the unconscious smuggler aliens.

Beside them, Trixie, Rainbow, Applejack, Twilight, Pinkie and Rarity were looking pretty smug with themselves. "You might wanna send a lock onto all the life signs around my signal and teleport us all back to the base. Clawcer will probably have a few choice words." Sunset and Fluttershy stepped out from their hiding space, as Violet locked onto them all. "Energize."

In the blink of an eye, they were all warped back to the base and the Plumbers quickly got to work with moving the smugglers into their cells.

"It's great to be back," Rainbow sighed as she looked around. "Guess we should enjoy it whilst we can."

"What happened?" Twilight asked her brother. "Aren't these the criminals Flash captured before?"

"Yeah," Shining looked around, "that's kind of a long story. One I'm hoping will have a happy ending." But then Clawcer arrived in the control room and looked around before spotting the girls.

"What are they doing here?"

"They were the ones who stopped the Tendacians. I figured you would want them to give a report about what happened." Clawcer sighed, as he turned to the girls and gave what they assumed was a 'go on' gesture.

Sunset stepped forward and started explaining, the crab alien nodding as he listened. "I see," he announced once the story came to an end. "I will admit you did the right thing." He sighed. "As much as I'd like us to fix our own messes, I wouldn't want that to happen at the cost of lives being lost. You did the right thing."

The Rainbooms nodded, as Sunset continued to speak to him. "I know we're not Plumbers, or even honorary Plumbers. But we have abilities that most humans wouldn't be able to use. Abilities that can be used to help others when nobody else is able to help. We're not trying to pretend to be Plumbers and if we had a choice, we wouldn't have to use them to save another. But..."

"Yes. I've noticed many humans have little ability to protect themselves. You seem oddly fragile, despite having evolved to survive on this planet. I guess this planet is just changing too much for many to adapt to."

"We don't want to step on the Plumber's shoes," Twilight told him. "We just can't look away when others are in trouble."

Clawcer nodded, turning to the computer. Hopefully, their battle with the Tendacians was recorded and he could watch how they fought. Maybe their abilities had their uses.

Flash turned to Clawcer. "What happened to our uninvited guest?" This pulled Clawcer out of his thoughts and he sighed.

"By now, he's probably found a way out of the base. We allowed him to sneak in, gain access to our systems and free our prisoners before escaping. I've failed." Everyone frowned, having not expected him to be so hard on himself. "I allowed this opening in our security. I was unable to locate him and my oversight allowed him to access my own computer. I should have had someone guard me during my link up."

"Nobody's perfect," Shining told him.

"Maybe so. But it was a rookie mistake a Magister in charge of a Plumber base shouldn't be making." He turned away from them. "I will report this to high command and give in my resignation."

"What?" Flash cried, as the other Plumbers looked shocked. "You're gonna quit after one mistake?"

"I have allowed dangerous criminals to get away. And I allowed another to gain access to our systems. Who knows what he did whilst he was in there. I have no other choice. The high command would likely terminate my position here. I may as well hold my head up and resign whilst I still have my dignity. I'm sure many of you would be happy with my leaving."

"What?" Shining asked.

"Don't think I don't know. You all hate the changes I've made to the base. And you clearly aren't happy with my style of leadership."

"I'll admit we do hate some of the changes you've made," Flash nodded. "And your leadership is a little...much." The others nodded. "But...that doesn't mean we want you to just give up."

"Flash is right," Shining nodded. "You might have made a mistake, but you also showed great leadership when we were searching for the guy. If you hadn't been using the visual link up, we would have quickly gone nuts not knowing who was who. You managed to keep us from attacking one another out of paranoia and allowed us to do our job." Everyone else nodded. "You made a small error and yeah, that's led to a lot of problems. But that doesn't mean you should just give up. If everyone gave up after making a mistake, nobody would do anything."

"So what are you saying?" Clawcer asked. "That I shouldn't resign and just forget this ever happened?"

"No way," Flash told him. "I mean, I've made plenty of goofs since I got the Omnitrix. Some worse than others. And sometimes, I considered giving up after making those mistakes. But I didn't give up. I didn't forget about them. I learned from them. Haven't you ever made a mistake and learned from it?"

"No," Clawcer stated. "I've never really made a mistake like this before."

"Then maybe that's something you need to learn about," Shining replied with sympathy. "You shouldn't expect us to do everything perfectly. And you shouldn't expect that from yourself either. Making a mistake isn't a bad thing. But not learning from them is."

Clawcer sighed. "Maybe you're right. And I guess I have been a little hard on you all."

"A little?" Flash asked, making Clawcer frown at him. "Dude. I don't know about everyone else here, but you're always gonna get a hundred percent from me. But if you try and push me past that, I'll eventually reach a point where I can't go on." The others nodded, Clawcer realising his error.

"I see. So I've made another mistake with how I run this base. Very well. Then I shall work to learn from it." The others nodded and wondered if things were about to get a little less intense around the base. But at the moment, they had bigger issues to worry about.

"We might have captured Animac and the Tendacians," Shining pointed out. "But we've still got a lot of criminals to round back up. Plus, we need to find out who that intruder was and why they did this."

"What did they look like?" Twilight asked, clearly curious about who this intruder was.

"That's just it," Flash sighed. "They were some kind of shapeshifter. They got past the front desk because they were pretending to be me. Then they turned into a mouse and a fly before hacking Clawcer's computer as me again."

"I see," Twilight frowned. Trixie and the Rainbooms were all worried about this. There was no telling what other damage this intruder could have done. They all couldn't help but wonder, why would they risk being captured by going there? What could they possibly have been after?

Kiraki had returned to his ship and once he was safely hidden within the invisible vessel, he allowed himself to revert back to his natural form.

The yellow alien arrived at the bridge, where Zaaton and the rest of his crew were waiting. Zaaton had a big smile on his lips, as the others were working at their consoles. "Kiraki. You brilliant morphing fool."

Kiraki laughed, as he spun around and let his arms swing around like they were boneless. "It was my pleasure, captain. It was fun, taking those fools by surprise. I just wish they had become more paranoid. But their leader was able to keep them all from going out of control."

"True," Mera nodded. "But those criminals you released will surely keep them busy. It'll be a while before they realise we've hacked into their systems."

"Were you able to do a scan?" Kiraki asked, with Zaaton nodding.

"Yes. And we've got some promising leads. All thanks to you." Kiraki smiled, as he returned to his station and they all turned their attention back to the open sky. They had a lot of new ground to cover and little time to do it all in. Soon, they would find what they seek.

Author's Note

Well, Clawcer's hopefully gonna lighten up now. Too bad so many crooks had to escape for it to happen. Hopefully, they can be put behind bars again soon. But what were those aliens looking for? Stay tuned to find out.

Twilight's Ultimate Aliens Journal: Ultimate Firefly
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The Ultimatrix Hero

Twilight's Ultimate Aliens Journal: Ultimate Firefly

The scene once again opens up on the multi-coloured background, as the notebook appears to cover most of it. And once again, Twilight's voice calls out in voice over.

"It's Twilight's...ULTIMATE ALIENS JOURNAL!"

The background once again changes to a crayon doodle. This one shows a bunch of fireballs that mimic meteors, flying across the background. And as the background settles, Chibi-Twilight jumps out from behind the journal and waves towards the camera. "Hello there. I'm Twilight Sparkle." Spike then leaps out from behind the journal as well. "And this is my assistant, Spike."

"Sup!" He then runs over to the edge of the book.

Spike leaps over to Twilight's side. "So, which Ultimate Alien are we looking at today? Not knowing is really bugging me." Twilight laughs, as she uses her magic to flick the pages around to show the alien in question.

A humanoid alien in red flame patterned armor, with flame patterned wings on its back. "It's funny you should talk about getting bugged. Because today, we're looking at Flash's fiery insectoid transformation. Ultimate Firefly!"

The scene changes to show Firefly, as he hits the Ultimatrix on his chest and begins his transformation. His skin and armor change colour, his wings and legs are replaced by thrusters and his head transforms into a new beetle head with a horn. "ULTIMATE FIREFLY!" He roars, as his thrusters ignite and unleash a burst of fire. The scene then changes to show Firefly, the alien striking a pose as the camera spins around him.

"Ultimate Firefly, is the hyper evolved version of Flash's Ignisect transformation. Originating from the planet Hivexus, Ignisects combine insectoid skills with some serious firepower. Capable of creating a special form of webbing from their mouths that is completely fireproof, they're able to capture their opponents in the strong substance or use it to keep things from falling. And since it's fireproof, Firefly doesn't need to worry about burning it with his other abilities."

The scene changes to show Firefly, unleashing blasts of fire from the gauntlets on his arms. This fire ranges from powerful flamethrowers, fireball blasts and even welder-like torches that glow red hot.

"Ignisects have the ability to produce powerful fire blasts, which they can use in all manner of different ways. Many times, they use them to burn their opponents. But Firefly also uses this ability to give himself a speed boost."

The scene changes to show Firefly, as he points his arms backwards and unleashes blasts of fire that he uses to propel himself forward and even higher speeds. Moving around like Iron Man, he quickly gets the hang of this and moves his arms around to help him shift from side to side.

"On their own, an Ignisect can fly at around thirty miles an hour. But Firefly's jet propulsion, gives him almost three times that speed. However, he needs to be careful of his wings. Letting them hit the wind at that speed could result in them tearing, and that'd be a real big problem."

Chibi-Spike looks impressed by this. "So what weaknesses does Firefly have? Since he's a fire alien, does that mean he's weak to water and any water-type aliens?"

"Not a bad guess," Chibi-Twilight nods. "That's right. Firefly's biggest weaknesses are water and being in really cold temperatures. Since Hivexus is a rather hot planet, Firefly evolved to survive in that kind of environment. Doesn't matter how hot things get around him, he's completely fine. However, this means that he can't stand cold temperatures."

She uses her magic to flick the journal's page and it shows Firefly in a cold place, the alien shivering as his wings look like they've completely frozen.

"If he can't keep his body-heat up, he'll eventually go into a horrible case of hypothermia and collapse. And if his wings become wet, he becomes unable to fly at all. So using Firefly in the rain or snow, isn't the best of ideas."

"Ouch. So what does Ultimate Firefly do to change that?"

The scene changes to show Ultimate Firefly, as the newly evolved alien unleashes a blast of fire from his skirt-like thruster and flies straight up in seconds. "Ultimate Firefly's new thrusters grant him the ability to fly at even higher speeds than his previous forms. Almost three hundred miles an hour. With his wings gone, he no longer has to worry about them getting damaged and he can unleash fire in multiple directions. Even from the tip of his horn."

The scene shows Ultimate Firefly, shooting a blast of webbing from his front arms to restrain Animac. "He can also shoot his webbing out of his arms, both his normal ones and the ones on his back. His new arms also allow him to do more dexterous tasks. The old Firefly would be useless if he ever needed to send a text or an email."

"Wow," Spike whistles as he stares at the Alien sketch. "He looks awesome. I bet he can fly way better too."

"Yup. Not only is he able to reach extremely high speeds, he can also use his four arms to propel himself in multiple directions. However, all these new abilities come with some drawbacks. Mostly, he's lost his legs."

"Oh yeah," Spike nods. "What does he do if he wants to land?"

"He can't. Or he'd have a hard time doing so if he tried. His Ultimate Form is designed to survive in combat. So losing his ability to walk in exchange for more firepower, seems to be how the Ultimatrix chose to redesign him."

"I guess. But since Flash can only become him for about ten minutes, he probably doesn't need any legs." Twilight nods, as the image changes to show Ultimate Firefly's fighting prowess.

It shows him flying at full speed and igniting his horn, using it to turn himself into a meteor that slams into Vilgax and knocks him flying backwards. It then changes to show Ultimate Firefly, as he battles against a giant beetle and smashes through one of its arms with his horn. This is followed by him webbing up the mutant and being able to carry the heavy creature, his thrusters firing at full power to keep it up in the air.

The scene then changes to show Ultimate Firefly shooting past the camera at high speed, unleashing a bunch of embers that fly in front of it. Those embers then transformed, morphing into the flickering pages of the journal as it closes. Twilight and Spike stare at the journal, as the front of it closes and the pair turn to smile at the camera. "Ultimate Aliens are so amazing." Twilight waves at the camera, "hope to see you next time." Spike barks in agreement, as the scene cuts to black.

Author's Note

I don't know about you, but I really like Ultimate Firefly. And I bet those at the Ink Tank would like it, given how often their Ultimates lose legs. More legs for the leg bucket. :rainbowlaugh:

Hope you're enjoying these. More Ultimates still to come.

Season 1, Episode 7: Chip off the Old Block
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The Ultimatrix Hero

Season 1, Episode 7: Chip off the Old Block

It was the dead of night in Canterlot and Cosmic Town, where many humans and aliens were resting for the long day tomorrow.

But in one alleyway, a bunch of guys were loading something into the back of a truck. "Hurry up," the driver cried. "We need to get this stuff out of here before anyone finds us."

"Would you relax," one of the guys stated. "Nobody's gonna find us. And we need to be careful with this stuff. These aren't a bunch of DVD players or whatever. This is alien tech. Who knows what'll happen if we drop some of it. And once we sell them off, we'll be living on easy street."

"Sorry gentlemen!" The crooks jumped and looked up, shining their torches on a nearby roof. "Easy street doesn't have any houses for sale." Flash Sentry and Shining Armor stared down at them, Shining cracking his knuckles. "But we have a lovely little place for you to move into right away. Kind of cramped but the rent is insane."

"Damn it!" One of the crooks cried, "stop them!" The crooks pulled out a bunch of guns and Shining quickly brought out his Multi-Striker, transforming it into a shield that he held as he leapt off the roof. The bullets bounced off it and when he reached the ground, the shield unleashed a small pulse that acted like a cushion for Shining.

He quickly changed his weapon to a sword and started cutting the men's guns in half, whilst Flash activated the Ultimatrix.

"Time for Bushwhacker to whack you upside the head!" He slammed his hand down and in a flash, he transformed. But not into the alien he wanted. "Upgrade? Awe man!" More bullets came flying at him and he quickly melted into a formless bubble, which he used to dodge the bullets as he flew down the side of the building.

Upgrade wished he could take control of the guns, but since they were normal pistols they didn't have any electronics to connect to and control. As such, he reached the ground and returned to his humanoid form before firing a low level laser from his eye.

It slammed into one guy and knocked him back, sending his gun flying off, whilst Shining kicked another in the chest.

At the same time, one of the criminals in the truck dropped his gun and looked around. He quickly pulled open a crate and whistled. "This should work."

Upgrade stretched his arm out and used it to grab one of the crooks, forcing his arms down by his side and making him cry out as Upgrade lifted him into the air. He then threw the man away and he slammed into a wall, as he turned to the truck and saw what the criminal had.

It was some kind of rifle, which the crook carried like a gatling gun. The barrel was made up of three rectangular tubes, which glowed on the inside as he powered it up. And as he pointed it towards Shining, a ball of energy formed inside of it. "SHINING!" He ran over to him and as the crook fired and the ball went flying out of the cannon.

Upgrade pushed Shining out of the way and before he could try and defend himself, the energy sphere slammed into him and he was blasted backwards. "FLASH!" Shining cried, seeing the mechamorph be sent flying into a bunch of trash in the alleyway.

Shining quickly shot the crook a glare and as the weapon seemed to need a cool down, the Plumber raised his Multi-Strike blaster and fired. The stun blast hit the man and made him go limp, as the remaining crooks all charged at him.

As Shining fought, Upgrade moaned as his body practically turned to a liquid state. No matter how hard he tried, he couldn't make his body solid. The best he could do was raise his head, allowing him to see Shining fight. In less than a minute, Shining had almost all the criminals beaten.

The only one left was the driver, who leapt out of the truck and tried to get away. "Oh no you don't!" He forced his body to move, pulling himself out of the trash and sliding along the ground after him. And once he was close enough, he fired a beam from his eye that hit the guy in the back.

He cried out, as he was knocked forward and crashed into the ground. Shining finished off the other crooks as this happened and spotted Upgrade, the Plumber rushing over to his partner. "Flash, you alright?"

"Bit of a headache." His body slowly began to solidify again. "But it doesn't look like there's any permanent damage."

"You're lucky you were Upgrade when you got hit. That disruptor cannon would have done some serious damage, if it hit any of your organic aliens." The alien nodded, as he pushed himself up to his feet. He was still a little shaky, but he would live. "Better stay alien as long as you can. Upgrade should be able to walk off the effects better than your human body."

"Good idea," he nodded. "So what do we do with the truck of alien gear?"

"Take it back to base. That cannon wasn't a sanctioned piece of alien gear. An alien must have snuck it past customs and had it stolen before he could sell it." Upgrade nodded and with his body back to normal, he reached over and merged with the truck.

Transforming it into a hover capable vehicle, he took off into the air and flew it towards the base. Meanwhile, Shining began to place the crooks in capture cubes for transport. Once the last one was detained, he began to make his way out of the alley.

But neither he, nor Flash, noticed that Upgrade had left something behind.

In his bid to stop the criminal, Upgrade had pushed his body beyond the point it was ready to move. As such, a large blob of black and white liquid remained on the ground. And it was moving.

The next day.

It was lunch time at CHS and Flash, Trixie and the Rainbooms were all enjoying their meals whilst Flash explained what had happened the previous night. "Are you sure you're okay?" Fluttershy asked, fearing the disruptor cannon might have hurt him.

Flash nodded. "Clawcer made sure I got checked out after I reported what happened." He took a bite of his burger. "As far as the computers can tell, I'm in perfect health."

"Good thing you were Upgrade," Rarity repeated what Shining had said.

Flash nodded. "Guess the Ultimatrix giving me the wrong alien, can have its benefits."

"Why did you stay as Upgrade?" Rainbow asked. "You've been able to change aliens for a while now. Why stay as Upgrade if you wanted something else?"

"Changing aliens isn't easy, you know." Flash reached into Pinkie's hair and pulled out a bag of marshmallows, which he quickly opened. "Three times three?" He threw one at Rainbow and the girl barely managed to dodge.

"Hey!"

"Two times four?" He threw another and another, Twilight catching them whenever they flew past Rainbow. "Five times five?"

"Thirty!" Rainbow finally replied, but got hit in the face.

"Wrong," Flash stated. "That was just basic Math with marshmallows flying at you. Try focusing on an alien, whilst bullets are flying at you. Much trickier."

"Okay," Rainbow nods, "I get it." She pulled the marshmallow off her face and threw it into her mouth, as Twilight returned the others to the bag. "Still, you've gotta find a way to change aliens in a pinch."

Flash sighed, "I need Master Control." The others were about to ask what Master Control was, only to suddenly hear a loud crashing sound coming from outside.

Flash quickly jumped to his feet and ran for the exit, the girls following behind with Pinkie being last after stuffing her face full of food. When they got outside, they ran for the road and spotted what had caused the commotion. A motorcycle.

But this wasn't any ordinary motorcycle, as it was driving around on its own without a rider. And whenever it reached a car, it managed to slam into it and knock it flying into the air. "What is that thing?" Rainbow asked, as Flash took a closer look.

As he did, he recognised the black and green pattern the bike had. And when it suddenly grew a pair of wings, he instantly knew what it was. "A mechamorph!" The others heard this and realised he was right, as the bike took off and flew up into the air.

"What's a mechamorph doing here?" Twilight tried to grab it in her magic, but the bike was too fast. "You think it's that one we caught a while back?" Flash frowned, unsure how to answer it.

"Who cares." Rainbow touched her geode and ponied up. "We've gotta stop it!" She leapt into the air and flew after the bike, her speed being just as fast as the bike's. And after a minute of chasing it, she managed to grab the handles and pull herself onto its seat. "Joy ride's over!" She tried to wrangle the bike under control, but it refused to obey her command. She even tried the break, on a whim, but it had no effect. "Come on!"

Down on the ground, Flash activated the Ultimatrix and started cycling through his aliens until he found a flyer. "It's hero time!" He slapped the dial down and in a flash, he was transformed. "Terraspin!" The giant turtle retracted his head into his shell and started spinning his fins, morphing into a propeller that sent him skywards.

He flew up towards the bike, as the machine moved around in random directions to try and throw Rainbow off. And after a few attempts, it finally did so and she was thrown over the handlebars.

"WHOA!" She cried, as Terraspin got below her and caught the girl on the back of his shell. "Ugh!" She looked around and smirked. "Thanks for the save." She was suddenly reminded of her pet tortoise and nodded. "You know, I think this one might be turning into my favourite alien."

Terraspin was about to reply, only for the bike to curve around and shoot towards them. "Hold on!" Rainbow did so and the alien tilted away, the bike shooting past him before curving around again. He dodged it again, then again and again before getting bored of this. "Alright. Let's try this another way."

The bike flew around and charged again. But this time, Terraspin pulled himself upwards above the bike and unleashed a blast of wind straight into it.

The bike seemed to be taken by surprise by this, as it was pushed towards the ground and soon crashed into the road. And as Terraspin flew down, keeping his air blast on the bike as strong as he could, Twilight found some rope nearby and ran over with it.

She quickly threw it at the bike, using her magic to tie it up. The wheels, handlebars and a few other areas, which locked it in place even after Terraspin pulled away from it. And as Rainbow leapt off, he landed and changed back to human. "Did we get it?" Rainbow asked, as they stared at the bike.

But then the mechamorph flew off the bike, the bike returning to normal whilst the alien began to take shape. And when it did, they were all shocked by what they saw.

The Mechamorph was half the size of a regular one, looking more like a child than anything else. But what really shocked them, was its head. For instead of the regular mechamorph head, this one had the head of Flash Sentry. It looked just like him, though it was black with green lines on his face and white hair.

They all stared at the alien in shock, having no idea what the heck they were looking at. The girls slowly turned their attention to Flash, who was just as shocked by it. "What the heck am I looking at?" He asked, as the girls stood there and stared at the Flash mechamorph hybrid.

But before anyone could do anything, something suddenly shot over towards the alien.

It was some kind of metal disk and when it attached to the mechamorph's back, the poor thing suddenly started crying out as its body suddenly lost control of itself. Its arms split into multiple tendrils, whilst its legs melted into a single gooey mess.

"What's happening?" Sunset asked, only for them to then notice someone walk onto the scene. A Plumber.

Flash was about to ask if it was Shining, but the guy was too short to be Shining. And before he could ask what he was doing, the alien agent moved over to the mechamorph and pressed something on his belt.

The next thing they knew, a strange looking device appeared on his back. One which looked like a leaf blower with a vacuum hose. He quickly pointed it at the mechamorph and activated it, creating a sucking force that pulled the poor thing into the hose.

"What are you doing?" Flash asked, as the Plumber sucked the entire alien into his device.

"My job." As he kept sucking it up, Flash noticed the machine had a glass container on the back. And the blue and white liquid was soon deposited into it, the Plumber eventually turning off the machine and hitting a button on the controls. He then removed the machine and carefully took the jar off of it, revealing it now had a lid on the top.

Flash rushed over to it, as the alien inside tried to escape now that the disk was no longer causing it any trouble.

Its head reformed and it stared at Flash, the teen still wondering what the heck had happened. "We need to get to the base," he told the girls. "Clawcer might be able to tell us what this thing is." He turned to the Plumber in question, who reached up and pressed the side of his head.

The helmet disappeared and revealed a human with silver skin and blue hair. "Name's Steel Sweeper."

"Oh yeah," Flash nodded. "I think I've seen you around the base. Anyway, can you give us a ride to the base?" The Plumber frowned, as he turned to the girls. "Come on. Clawcer might want to hear their side of the story."

"Fine. But if I get in trouble, I'm throwing you under the bus." They all nodded and despite school still being in session, they all headed to where he had parked his Plumber vehicle.

As it turned out, Clawcer did want to hear the girl's side of the story.

Flash was so focused on his mechamorph lookalike, he couldn't give a detailed explanation of what had happened before Steel showed up. Twilight and Sunset did that, whilst they were all in one of the Plumbers labs.

Clawcer was mentally controlling a bunch of the machines, using them to scan the creature inside the jar. Shining had also arrived and was just as surprised by the creature. "What is it?" He asked, everyone else wishing they knew the answer.

"It's obviously a mechamorph," Clawcer replied as he brought up the scan data. "But unlike any mechamorph I've seen. Its nanite circuitry is infused with human DNA." He turned to the alien hero, "Flash's DNA."

"What?" Flash cried, as he turned back to the jar. "How the heck does this thing have my DNA?"

Rainbow turned to Flash, giving him an odd look. "You haven't been using the Ultimatrix for...other things, have you?" Flash wondered what she meant, but quickly caught on and looked disgusted.

"Seriously?" He glared at her, "you think I'd use it for that?"

"Hey," Sunset laughed, "the Omnitrix was made to help with interspecies relations. What better relations are there than that?" The other girls laughed, whilst Shining and the Plumbers gave Flash a weird look.

"Nothing like that has happened," Flash stated. "Now can we please focus on how this thing came to be. Do you think someone was trying to mix my DNA with an alien's? Like what Tirek tried to do?"

"No," Clawcer told him. "This thing has no indication that it was engineered. It was clearly born the same way a normal mechamorph is born." His eyes then went wide, as he snapped his claws together. "Of course. It's obvious." He turned to Flash. "Don't you remember which alien you were last night?"

Flash frowned, then went wide-eyed. "Upgrade. You mean that disruptor thing did this?"

"Exactly," Clawcer nodded. "I'm only guessing at this moment, but I'm willing to bet that getting hit by it caused you to accidentally detach a small part of yourself from your main body. Somehow, that small piece managed to develop some form of consciousness."

"How is something like that possible?" Rarity asked, as Twilight turned to her.

"Actually, that's how mechamorphs reproduce. They detach parts of themselves and program them. The state of the mechamorph is based on how much effort the original made into the programming."

"Exactly," Clawcer nodded. "Many mechamorph spawns come out with limited intellect, because their original didn't program them properly. They mostly act like animals unless they're reprogrammed."

Flash took a closer look at his mechamorph doppelganger, his head spinning. "So this thing was spawned from me?" Clawcer nodded, as Pinkie spoke up.

"So...does that mean it's basically Flash's child?" Flash started sweating, fearing that he might have just become a teen parent before he was ready.

"It won't be anything for long," Clawcer told them. He stared at the scan data and frowned. "That's not good. Not good at all."

"What's wrong?" Fluttershy asked, fearing Flash's spawn might be in danger or something.

"This mechamorph was spawned by accident, using nanites that were being affected by the disruptor cannon. It hasn't been properly programmed and its body is highly unstable. Getting hit by that magnetic field disk didn't help the process." Everyone turned to Steel, who frowned.

"What? I was doing my job."

"Yes," Clawcer nodded, "and now we need to do our other job. Saving lives. If we don't find a way to stabilise this mechamorph's matrix, it'll eventually be unable to maintain any control over its nanites and break apart." This worried everyone, as the mechamorph continued to try and break through the glass.

"So what do we do?" Shining asked, as Clawcer began to grab several pieces of machinery.

"I think I can whip something up to stabilise it." Everyone smiled, "but it might take a few minutes." But as he said that, the mechamorph's struggles inside the jar grew more and more out of control.

"Hey!" Steel rushed over to it, "relax." He picked it up, "we'll have you fixed up in no time." But the mechamorph suddenly thrashed about and hit the side of the jar, causing it to jolt in his hands. "Whoa!" Steel suddenly found it slip out of his grasp and as he tried to grab it, he failed and the jar shattered on the ground.

Everyone gasped at this, as the mechamorph was freed and didn't waste any time.

It began to slide along the ground, as everyone else tried to grab it. But none of them could and the alien leapt over to a piece of Plumber tech that looked like a calculator with more buttons. "Don't let it touch any tech!" Clawcer's orders couldn't even finish before the mechamorph hit the calculator and merged with it.

Flash ran over and tried to grab it, but the device suddenly grew wings and a thruster.

The machine shot off, flying off the table and shooting towards the door. And before anyone could stop it, the mechamorph shot a laser from the front and blasted a hole in the door. One that it used to escape into the main area of the base.

"Stop that thing!" Clawcer cried. "The more it uses its abilities, the more its matrix will destabilise!" They all nodded and ran after it, as the machine flew through the hallway blasting anything that got in its way.

Rainbow tried to use her super speed, but the mechamorph swerved around a corner before she could grab it and she skidded along the ground before tripping over. The others ran after it, Fluttershy staying back to help Rainbow up, as the mechamorph flew into the main control room.

Shining quickly opened up his coms. "Emergency. Out of control mechamorph in the control room. Do not use any form of weapon on it." The alien was so unstable, Shining didn't know if it could survive getting blasted.

The Plumbers stared at the mechamorph, as it flew around the room clearly trying to figure out what to do next.

As the others got into the room, the alien finally expelled itself from the calculator and flew towards a nearby wall. And as soon as it touched it, it merged with the machinery and started spreading through the entire base.

"That's not good," Flash gulped. "This thing could turn the whole base against us!" He expected the security system to switch on and attack them. But it didn't and instead, the mechamorph's body retracted from the rest of the room and moved upwards towards the roof.

Everyone watched, as the blob practically melted into the ceiling and disappeared. "It's heading outside!" Shining cried, as everyone ran for the transporter pads.

Outside the base, some Plumbers had just arrived in their vehicle and parked up.

As they headed for the entrance, a black and white blob shot out of the doorway and flew past them. They both leapt back and spun around, as the blob hit their car and merged with it. They quickly took out their blasters and attempted to shoot them, but the mechamorph transformed the car into a flying vehicle and took off. They fired, but their blasts all missed.

Moments later, Flash and the others ran out of the building. "Mechamorph?" The hero asked, as the Plumbers pointed at the retreating object. "Quick!" He ran for his car, Twilight, Sunset and Rarity getting in with him.

Shining used his hard-light rod to make his own car, which the other girls climbed into. And as they raced off after the mechamorph, the Plumbers shared a look wondering what was going on.

"Where's it going?" Rainbow asked, as they tried to chase after the mechamorph whilst it flew above the traffic they needed to skirt around.

Shining tried to bring up a map of the town and figure out where it was heading. "If it keeps going this way...it'll reach Cosmic Town in no time."

"That makes sense," Twilight nodded. "It can probably sense the higher level of tech over there." She frowned. "This is bad. If that thing manages to connect to a ship, it could take off and we'll never get to it in time." The others nodded, as they watched the mechamorph disappear. Some of them were seriously wishing they had gotten into an airborne vehicle to give chase.

At the space port, multiple ships were currently parked in the landing zones whilst being loaded, unloaded and refuelled.

One ship had a bunch of aliens that were about three feet tall, having hunched backs, pink skin and large goggles over their eyes. They also wore mining equipment, the aliens unloading a bunch of crates full of some kind of rock.

The captain was holding a clipboard, staring at it whilst watching his crew move the boxes in and out of the ship. "Get those new drills loaded up. We've still got plenty of ore to mine."

Another mining alien panted, as he wiped his brow. "How many drills did we go through on this last dig?"

"Sixteen," the captain replied. "We barely made any profit because of all those breaks. That asteroid is too strong."

"Maybe we should get a stronger drill," another alien suggested. The captain sighed.

"Already tried that. The next strongest drill is worth more on its own than twenty of these drills. No way we can afford to buy one of those." The other miners sighed, as they got back to work. But before any of them could really do anything, something happened that took them completely by surprise.

Out of nowhere, a vehicle crashed out of the sky right beside their ship.

They all leapt back in shock, as the car skid across the ground and became a wreck. An unintelligent cry of pain filled the air, as it came to a stop and they all noticed what the car was. "A mechamorph?" One asked, as the bionic alien melted off the destroyed car. "What's it doing here?"

The mechamorph remained still for a moment, then suddenly shot into the air and hit their ship.

They all cried out, as it began to merge with their ship and threatened to take it over. "Stop it!" The captain yelled, as the miners rushed to try and save their ship. Some tried to grab the mechamorph and pull him off, but that didn't work. Others ran to the cockpit and tried to take control, but the mechamorph was already starting to override the systems.

Then, finally, one of the crew grabbed an electronic stick and jammed it into the mechamorph.

The poor creature cried out, as its body was electrified. It quickly shrank back down, as its body was constantly zapped by a few hundred volts. And finally, it lost its grip on the ship and fell to the floor. It twitched as it lay there, sparking whilst having trouble remaining solid.

"What's with this thing?" One miner asked, as the captain pocked it with a stick. "Did the electro shock damage it?"

"Maybe," the captain nodded before a smile appeared on his face. "Oh, I just had the best idea." The others looked at him, as he chuckled. "Get this thing up onto a table. We've got work to do." The others wondered what he was planning, but followed his lead. They knew their captain was always looking for ways to keep costs low. If this mechamorph could do that, they wouldn't complain.

Flash and his friends had arrived at Cosmic Town and were asking around, trying to find anyone that might have seen the mechamorph fly by.

Shining had headed to the shipyard, whilst Flash and the girls were asking around. "A mechamorph?" Telsa asked, as she swept the ground outside the store. Flash waited, as she thought for a moment. She then shook her head. "Sorry. I haven't seen anything like that."

"Ahh!" Flash groaned. "This is bad. If we don't find it soon, it won't last long enough for us to help it." Twilight walked up, having also asked around. "Anything?"

Twilight sighed, "nothing." Flash frowned and took out his phone, quickly calling Shining's badge.

"Hey. Found any sign of it?"

"Not yet," Shining replied. "I asked a bunch of ship captains, but not one of them has seen anything like that. But this place has so much alien tech, there's no way the mechamorph couldn't be here. We've just gonna keep looking." Flash nodded and hung up, as they kept running around searching for any sign of the mechamorph.

Rainbow and Fluttershy were asking around in another street, whilst Pinkie and Sunset were talking to a bunch of alien kids. Rarity and Applejack both went into multiple different shops, but none of the residents had seen anything.

"How do they not notice a flying car shooting over their heads?" Flash asked, as he and Twilight kept running through the town.

"This entire area is full of flying vehicles," Twilight pointed upwards and Flash noticed the many ships flying overhead. "They've probably learned to tune them out." Flash groaned, realising she was right.

He was so used to being extraordinary in an ordinary world, so kept forgetting these aliens were used to flying cars and big monsters showing up. He needed to remember this for the future. "Great. Guess it figures this thing would be able to get into trouble easily. It's got my DNA. A regular chip off the old block. Or computer chip off the old block." As he said these worlds, Twilight's eyes widened.

"Flash, that's it!" She laughed and grabbed the Ultimatrix. "How do you use the communicator function on this thing?" Flash raised an eyebrow, but showed her how it worked.

Back at the base, Violet Rain was on monitor duty when she got a field call. "Control," she replied.

"Hey," Twilight spoke through the communicator, "can you track a DNA sample? Even if it's on a creature that's having a few defects?"

"Yes. So long as we have the DNA on record, I can scan the entire city for it. Why?"

"We need you to find Flash's DNA signature. If I'm right, you should end up finding two different signals with it." Violet hummed in confusion, but did as she was asked to. She used the base's sensors to send out a scanning pulse, analysing every DNA sample in the city. And eventually, two signals were found.

"You were right. I've got two signals. How'd you know?"

"The mechamorph has Flash's DNA. I'm with him right now on Acamar Street. Is one of them there?"

"Yes," Violet nodded. "Which means the mechamorph is the other signature. I'll send it to Flash and Shining's badges." She quickly got to work, as she cut the call and forwarded the location.

Shining quickly got the message and opened it up, getting the instructions and the location data.

"What? The Mechamorph is here?" He quickly followed the signal and made his way through the shipyard, eventually arriving at a ship he had overlooked before. But now that he was there, he noticed the ship's cargo hold was closed and there weren't any fuel pumps connected to it. "So what's it still doing here?"

He walked up to the ship and connected to its onboard communicator. And after a few moments, someone answered. "Yes, what is it?"

"Plumbers," Shining stated. "I believe there may be an injured alien on your ship. I need to find it."

"There's no alien here. Just us fodienites." The call was cut and Shining frowned before taking out his badge, holding it up and sending out a pulse that would allow him to override the ship's controls. Once that was done, he unlocked and opened the cargo hold.

It was at this moment that Flash and Twilight arrived, Flash having zoomed in as XLR8 with her in his arms. "Shining," he changed back to human, "what's happening?"

"I don't know. But I know the mechamorph's in that ship." Once the cargo door was open, the three headed up into the ship.

In the most inward part of the ship's cargo hold, the mining aliens were all busy doing something to the poor mechamorph spawn.

The captain had something hooked up to the poor thing's chest, using a computer to make the device spark and cause the mechamorph to jolt. "Almost done. Once this is complete, this thing will make us a bunch of money." But as he said that, someone stepped up from behind a crate.

"Freeze!" Shining pointed his blaster at them, "what are you doing to that mechamorph?" The aliens all leapt away and held up their hands. "Answer me!"

"We're just...helping fix it," the captain stated. "The poor thing wasn't doing too well."

Flash and Twilight stepped out and frowned at them, as Twilight looked over at the machine. She gasped, obviously knowing what it was and it wasn't good. "That's not fixing him. That's reprogramming him. It'll lose what little consciousness it has."

Flash and Shining, both amazed she was able to discern that with a look, got into a fighting stance with Flash transforming into Vapaw. "What makes you think you have the right, to forcibly reprogram him?"

"Oh, please." The captain laughed. "Like you don't intend to do the same thing. I'm just making use of a piece of damaged tech. Once it's reprogrammed, I'll be able to upgrade all my equipment to S tier state and make a ton off my mining operation.

"We're not gonna let that happen," Shining stated. "Let him go."

The miner smirked. "I think not." As he said that, the mechamorph suddenly started glowing. The green lights on his body glowed for several seconds, indicating his activation, only to then change colour. Slowly, every green part of it changed to bright red. And once all of him was red, the machine on his chest suddenly melted into its body.

Shining, Twilight and Vapaw all frowned, as the mechamorph sat up and showed little to no emotion in its eyes.

"What have you done to it?" Twilight asked, as the miner captain laughed.

"Nothing you need to be concerned with. He's ours now, so get off our ship and let us begin our mining work."

Shining scanned the mechamorph with his visor, finding that the reprogramming had done nothing to fix its damaged matrix. "If you leave with that thing, he's going to die."

"Oh well. Better get as much work out of it as possible." Vapaw growled at this, clearly not happy his spawn was being treated like this. "Last chance. Get lost."

"Not gonna happen," Shining stated. "We're taking that mechamorph with us." The miner frowned before taking out some kind of remote, which he pressed several buttons on causing the mechamorph to stand to attention.

"Attack." The next thing they all knew, the mechamorph's body rippled and grew larger. In seconds, it was ten feet tall and looked like it was wearing some kind of mechanical power suit. His Flash head was concealed within a helmet, with a red visor that covered the entire face.

Wings grew out of its back along with a jetpack, which ignited and launched the alien forward.

Vapaw acted fast and pushed his friends out of the way before the mechamorph slammed into him, the two flying through the ship until they shot out of the cargo hold.

"Stop it!" Vapaw cried, as the mechamorph started punching at him. He grabbed his arms and held him tight, as they slammed into the ground and skidded along it. Eventually, the jetpack stopped firing and the mechamorph had Vapaw pinned to the ground. "Let us help you!" The mechamorph kept trying to punch him, but his hold on its wrists were tight.

But then, part of the mechamorph's chest reshaped to form a tiny blaster.

"Uh oh!" As the blaster charged, Vapaw managed to get his feet onto his stomach before throwing him off. The laser then fired and missed, but blew a large chunk out of the ground.

The smoke lion alien rolled back onto his feet, as the mechamorph landed and started charging its attack again. But before it could fire, Vapaw unleashed a blast of smoke that filled the area. This blinded the mechamorph, who tried to locate him with little success.

Then, suddenly, something shot out of the smoke and clawed at the mechamorph's chest.

This made it stagger back, as the predator disappeared into the smoke again before attacking from behind. It then attacked from the side, front, back, back again and the side once more with impressive speed. Each attack caused the mechamorph's battle form to be ripped apart, as it staggered around.

But before Vapaw could attack again, the mechamorph's right arm suddenly transformed into some kind of giant fan. And as the blades started spinning, the smoke was pushed away from it and cleared the area. Vapaw frowned as he was revealed, growling at the mechamorph as it fired its laser at him.

"WHOA!" He leapt into the air, barely avoiding getting a part of his fur shot off. He tried to unleash more smoke, but the fan kept it from blocking the mechamorph's vision. This wasn't going to be easy.

Back in the ship, Twilight and Shining found themselves under attack themselves.

After the mechamorph had grabbed Flash and flown him out of the place, the mining aliens had grabbed a bunch of mining equipment. One such tool was a small laser torch, designed for cutting ore into smaller pieces. But with the safety off, it turned into a rather nifty laser blaster.

The siblings leapt behind a crate, as Shining opened a come to the base. "Agent Armor to base. We're under attack from a group of fodienites that are attempting kidnapping and assault. Send backup."

Twilight looked around the crate and almost got her head shot off, the girl ducking back down whilst trying to focus on the laser. "Never done this without looking." She held her geode and flicked her hand, causing a crate beside the alien to suddenly go flying into the air.

"Ha!" The captain laughed, "nice try." As he said that, he kept messing with the remote in his hand. Giving the mechamorph a bunch of orders, hoping to take out Vapaw and return.

Shining took out his Multi-Striker and changed it into a shield, the siblings nodding at one another before he jumped up and Twilight got behind him.

The alien fired another laser, but Shining's shield blocked it. This allowed Twilight to look through the shield and grab the laser in her magic, attempting to pull it out of the miner's hand. But the alien managed to hold on and was lifted into the air, whilst the others ran forward with buzzsaws, pickaxes and other tools.

Shining motioned for Twilight to leave, his sister doing so with him constantly shielding her until they were out of the ship.

The miners charged after them, clearly realising Shining had locked them out of their ship's controls. The only way off the planet, was to get Shining's badge and switch it off. But that wasn't happening.

The miners charged and Shining changed his weapon to a sword, the Plumber using it to cut the tools apart and allow Twilight to throw the miners back. The one with the laser had been released and was firing again, but a diamond shield suddenly appeared between them and the siblings.

Twilight looked around and spotted her friends, the lot of them running forward having ponied up.

Rainbow quickly sped forward and knocked several of the miners down, whilst Applejack threw one of Pinkie's explosive cupcakes at them. The blast that followed was intense, knocking several of them down.

The miners growled, clearly not liking how things had turned out. And it was only going to get worse for them.

Back with Vapaw and the mechamorph, the alien lion charged forward and attempted to attack without his smokescreen.

He got in closer and tried to slash at the mechamorph, but it leaned back to avoid the slash. He then swung his tail around, wrapping it tightly around the alien's leg before attempting to yank it out from under it and throw it off ballance. But the mechamorph was clearly stronger and instead of being pulled off its feet, it activated its jetpack and shot into the air.

"WHOA!" Vapaw was suddenly pulled skyward and before he could release his tail, the mechamorph cut its jets and slowed down. And as Vapaw kept going up, it used gravity and its own strength to deal a super strong kick right into his chest. "GYAH!" Vapaw's tail came off and he was thrown down towards the ground, smashing into it and breaking the concrete beneath him.

As he lay on the ground, he groaned whilst the mechamorph began to fly down.

But as Vapaw picked himself up, the mechamorph suddenly started thrashing around and made several horrible noises. It sounded like a modem dial tone, mixed with static and chalkboard nailing. The mechamorph fell to the ground and staggered around, as its body sparked.

"Not good." Vapaw frowned at this sight. "He's not gonna last much longer." Once he was fully stood up, he spun the Ultimatrix sideways. "Time to go Ultimate!" He slapped the dial down and in a flash, the spikes appeared before a green light began to spread across him.

In a flash of light, his body completely transformed. He was now standing on two legs and was covered in armor, a dark gray helmet covering most of his head whilst keeping his now purple face visible. The helmet was styled like a metal mane, with several tubes running along it. His chest, which had the Ultimatrix on it, was covered in silver armor along with his stomach and shoulders. His stomach and upper legs were covered in a black rubber armoring, whilst his upper arms were bare.

His lower arms and legs were covered in metal tubes, the same colour as his mane, with the tubes from his mane running down his arms and legs into the back of the tubes. The front of the arm tubes had a bunch of nozzles that looked like they could spray something out, whilst his fists were covered in black gloves

His feet now looked entirely mechanical, looking the same silver colour as his chest armor, whilst his tail looked almost the same as his normal form. The only difference was the tip, which had dark gray metal covering it that opened up to reveal several nozzles. The very tip of it had two small blades that looked like they would snap together at a moment's notice.

The now bipedal alien stood tall and swung his arms around, causing gray smoke to spray out of his new gauntlets as he yelled out his name. "ULTIMATE VAPAW!"

The mechamorph stared at him, clearly confused about what had just happened.

Ultimate Vapaw used this confusion to run forward, his now mechanical legs giving him incredible skills. Within seconds, her was right in front of the mechamorph and threw a punch right at it, slamming it in the chest with impressive power.

The punch knocked the mechamorph back, as its laser fired. But instead of trying to dodge it, Ultimate Vapaw raised his arms and spun the barrels of his gauntlets. When the laser hit one, it was reflected upwards harmlessly. Ultimate Vapaw then charged again and dealt two more punches before spinning around and slamming his foot into its chest.

The mechamorph sparked, as it once again fired its jetpack and took to the air. But Ultimate Vapaw wasn't stopped by this and threw another punch into the air, this one causing a green mist to be shot out of the gauntlets. This mist shot up towards the mechamorph and completely surrounded it.

And before the mechamorph could use its fan, Ultimate Vapaw spun around and flicked his tail into the end of the green gas. The metal on the end of the tail then snapped together, creating a spark that caused the whole thing to ignite.

A trail of fire flew up to the mechamorph and caused it to blow, the explosion rocketing the machine away and causing it to crash into the ground.

As this was happening, a vehicle belonging to the space port was driving by. When the mechamorph slammed into the ground, the alien driver pulled itself to a stop. He was shocked by the mechamorph's sudden appearance, that shock turning to fright when the alien picked itself up and turned to it.

As Ultimate Vapaw ran forward, he heard a scream and saw the mechamorph grab the vehicle and start to absorb it. It was using the machine to repair itself, the Ultimate Alien not allowing that to happen. He doubled his running speed and when he reached the mechamorph, he threw a punch and unleashed a blast of blue mist from his gauntlet.

The mist suddenly covered the mechamorph's arms and as soon as it did, the alien felt its arms becoming ridged and cold.

The mist faded and revealed that it had created a massive ice chunk, keeping its arms from absorbing any more of the vehicle. And before the mechamorph could do anything, Ultimate Vapaw leapt at it and slammed his foot into its chest.

The machine was knocked staggering back, its arms breaking off from the frozen part, leaving it open to be taken down.

In another part of the shipyard, a battle was still taking place.

Shining and the Rainbooms were making quick work of the aliens, who quickly found their weapons getting destroyed. Rarity was using her shields to block the laser, whilst Rainbow ran around and knocked the tools out of their hands. Twilight then pulled those tools away and Applejack threw Pinkie's treats all over the place.

Sunset and Fluttershy were watching from a safe distance, being ready to yell out if they saw any kind of sneak attack or trick.

Eventually, the only miners armed were the captain and the alien with the laser blaster. And as the alien turned the tool up to full power, Rarity created a wall of gems behind him and managed to pull them forwards.

They slammed into his back and he was thrown forward, crying out as he was knocked to the ground and accidentally dropped the tool. When it hit the ground, it fired a laser that shot up and almost struck a fuel tanker. But Rarity was able to put up a shield at the last seconds and block it, the laser, bouncing off and shooting into the sky.

Twilight summoned the tool to herself and now the miners were all defenceless, Shining pointed his stun blaster at the captain. "Give us the remote." The alien frowned, as his eyes shifted between them and the remote in his hand.

He then typed several commands into the device before dropping it, Shining running over to him only for the alien to raise his foot and smash it down on the device. "NO!" Twilight cried, as Shining stunned the miner.

The others tried to escape, but Rainbow quickly rounded them up and Rarity put them in a dome.

Twilight ran over to the remote and picked it up, finding it was smashed beyond repair. "No. There's no way to stop the control device now."

"Won't it just switch off?" Applejack asked, as Twilight frowned.

"Does your TV switch off if you break that remote?" The others understood and a nearby explosion caught their attention. Flash's fight was still going on and unless he found a way to get rid of the control device, the mechamorph wouldn't stop attack until there was nothing left to destroy, or the poor thing couldn't go on any more.

Ultimate Vapaw threw several more punches into the mechamorph's body, doing as much damage as he dared before leaping back.

The mechamorph let out the horrible noise again, as its body sparked and had some kind of seizure. And before it could recover, Ultimate Vapaw thrust his hands forward and unleashed a blast of white smoke that flew towards the mechamorph.

The smoke quickly began to surround it and slowly, it solidified into some kind of foam. And when the last of it faded, the mechamorph was practically encased in the stuff. Only its visor seemed to be free, as Ultimate Vapaw moved over to it.

He raised his gauntlet and only one of the nozzles spayed a black gas, which caused the foam to melt away and reveal the mechamorph's chest. "I'm really sorry about this." He punched into its chest as hard as he could, the mechamorph screaming as it tried to thrash about.

But before it could fight back, Ultimate Vapaw grabbed something and pulled.

That something was the control device, which he pulled out of the mechamorph whilst a trail of white stretchy stuff came out with it. But then, the substance snapped and the control device came free.

As Ultimate Vapaw dropped it, crashing it beneath his feet, the mechamorph's body began to melt out of the foam cocoon. The red parts of it reverted back to green, but it was clearly in a bad way. It didn't reform and formed, remaining a puddle that spread out along the ground.

"No," Ultimate Vapaw knelt down. "Come on. You're stronger than this." As he said that, Shining and the girls ran up to him.

"Flash!" They saw him and despite him being in an entirely new form, they recognised Vapaw's face and saw the mechamorph. They all gasped, Fluttershy looking ready to start crying. "We have to get it back to the base."

"Let's get them to teleport us," Rainbow spoke up.

"No," Twilight shook her head. "In that state, teleporting could kill it!" The others frowned, as the Ultimatrix beeped to show Ultimate Vapaw timing out.

"We've gotta do something!" Flash cried, as he turned back to normal. The others were trying to think and Twilight spotted a nearby jar of ship parts, which she quickly emptied out before floating over to her.

"Rainbow, get ready to run as fast as you can go." Rainbow nodded, as Twilight put the jar down and slowly lifted the mechamorph up and into it. The jar was a little small for it, but she managed to get all of it into the glass container before sealing it shut.

As soon as it was shut, Rainbow grabbed it and took off fast enough to create a wind that almost knocked them all over.

As they regained their footing, Shining activated his coms. "Violet. Lock onto my signal and teleport us all back to the base." Not ten seconds later, the lot of them disappeared and reappeared within the base's main control room.

They all ran for the lab Clawcer had been in and when they arrived, they found him hard at work building a device. "Where's the mechamorph?" He asked.

"On its way," Twilight explained. "It was in a really bad state when we got it. If we teleported..."

"No need to explain. You were right not to do so. There's no telling what the process could have done to it. Hopefully, it'll get here before it's too late. And hopefully, I can get this thing working before then."

Twilight looked around and took in the device, which had several parts connected to a computer that formed a large box with some kind of satellite dish on the end of it, pointing towards the ground. And as she looked closer, she slowly realised what each part was meant to do.

As Clawcer was using his electricity to weld two parts together, he noticed a purple glow and looked around. Twilight was lifting the remaining parts of the machine into the air. "What are you-" He didn't finish, as Twilight placed the parts in the spots they needed to go. Some parts she was able to screw into place, but others she left in place to be welded on. "How do you know what all this does?"

Shining chuckled. "Twilight's been studying alien tech for a while. A bunch of Plumber tech, some stuff we confiscated off aliens, and even some of the Ultimatrix's systems."

"Is that so," Clawcer looked impressed. "You humans are more impressive than I thought." He unleashed his lightning and hit the parts Twilight was holding up, welding them to the rest of the machine whilst she let them go. Can you wire them together the way I need them?"

"I think so." Twilight opened up the parts and started fiddling with the wires, connecting them exactly how Clawcer wanted them. The cerebrocrustacean couldn't help but be impressed, as the lab door flew open.

Rainbow shot through the door and skidded to a stop, actually looking exhausted after how fast she had run. She held out the jar and Twilight quickly lifted it up, as Clawcer did the last few adjustments. She placed the jar under the satellite and removed the lid, Clawcer powering up the machine.

"Everyone, cover your eyes!" They did so, as he pulled the leaver and caused the machine to unleash a blast of lightning.

The energy flew into the jar and started zapping the mechamorph. The alien cried out, as its body thrashed about inside the jar. Everyone watched and worried that it might be too late, many of them trying to look through the bright light and see what was happening.

The process went on for many minutes, several of the group needing to leave the room due to the brightness. But Flash, Clawcer, Twilight and Shining remained, all wearing sunglasses or other visors to block the light.

"Come on," Flash told his spawn. "You can do this. You've got my DNA and I never give up, even when I should. If you're really a part of me, then you can't give up either." They kept watching, as Clawcer's scanner told him how much longer the process needed to go on for. And finally, he pushed the leaver back up and the energy slowly began to power down.

When the machine was switched off, Flash and the others moved over to stare at the jar.

They watched the mechamorph, as it just remained a liquid inside the jar. It didn't move, didn't make a noise and didn't seem to even glow. Slowly, the light from the green parts of its body grew dimmer and dimmer.

"No, no, no!" Flash cried, as Shining turned to Clawcer.

"Were we too late?"

"Maybe. The matrix has been stabilised, but that doesn't mean it'll survive. It's just like a human having their organs repaired. Even if the damage is undone, if the body doesn't have the strength to keep going..." He turned to Flash, "we've done all we can. There's nothing more we can do except hope it's strong enough to survive."

Flash sighed, as he stared at the mechamorph.

So they waited. An hour passed and there was no change, Clawcer and Shining having to go and continue their Plumber duties. Another hour passed and Rarity, Pinkie, Applejack and Rainbow had to head home. After another hour, Fluttershy also had to head home with Sunset going with her. Soon, only Flash and Twilight were left.

The pair sat there, staring at the jar.

Twilight looked like she was about to nod off, whilst Flash stared at the jar without even blinking. He didn't know what would happen if the mechamorph lived or died. If it died, Flash would be heartbroken. But if it lived, what was he supposed to do? He wasn't ready to be a dad.

Shining and Clawcer finally stepped into the room, noticing the two still watching over the mechamorph.

"Guys," Shining told them, "I think it's time you headed home. Come on. I'll give you both a ride."

"But the mechamorph?" Flash asked.

"If anything happens," Clawcer told him. "I'll have the night watch let us know. You need some rest." Flash sighed, but nodded before turning to the mechamorph.

He placed his hand on the jar, unsure why he was actually doing it. "If you can hear me. Stay strong. I'll be back to see you tomorrow. Just...don't give up." He turned to walk away, Twilight, Shining and Clawcer feeling sorry for them. But as he walked away, Twilight noticed something.

The green lines on the mechamorph began to glow for a moment. "Flash!" She pointed at the jar and Flash spun around to see the mechamorph glow before dimming.

Flash rushed to its side and held the jar, as it glowed brighter again. "Yeah. That's it. You can do it!" The others gather around him, as the glow grew brighter. Flash turned to Clawcer. "Is there anything bigger we can put him in?" Clawcer nodded and rushed out of the room, as the glow got even brighter.

He returned a few minutes later, carrying a petri dish large enough to bathe a baby in. He put it down and Flash slowly poured the mechamorph into it, the little guy now able to spread out more freely. They feared he might just melt into the dish, but he stopped and formed more of a pile inside of it. And as the lines grew bright enough, he began to slowly form a shape.

That shape was Flash's head, which was now sitting on top of the mechamorph pile. "H...Hi." Their eyes all went wide, a smile appearing on their lips.

"Hey," Flash told him. "You doing okay now?"

"I...I think so. I remember...I don't remember much. Just images. I remember...you."

"Obviously," Clawcer laughed. "Since you and he share DNA, you were likely drawn to Flash like a salmon to its home stream. But you shouldn't have those cravings anymore. Now that your matrix is fixed, you're now your own person."

"My own...person." The mechamorph still looked confused. "I'm not sure who I am?"

"That's natural," Shining told him. "Don't worry. In time, you'll figure out who you are."

"What do I...call myself?" Everyone else looked at one another, realising that was a good question. He needed a name, since they couldn't just keep calling him mechamorph.

"Um..." Flash tried to think, as Twilight used her magic to lift the container up onto a table so they were eye level. He wanted a name that meant something, but also something easy to remember.

"How long will it be for him to fully form?" Shining asked Clawcer, as the brain crab scanned him with a device.

"I'm afraid that won't be for a long time. His matrix has stabilised, but the damage was still rather strong. We'll have to wait for him to heal on his own before he can try and form anything more than this. It's possible he can fuse with items, but that won't repair the damage. He might even become trapped in that form if he tried."

Flash frowned at this. It would be a while before the little guy could move about on his own. That meant he would need help to see the world and every amazing thing about it. And Flash would be willing to help with that. "He's my spawn after all. A ch-" He stopped when he realised something. "How about Chip?"

Everyone turned to him in shock. "For a name? Chip." Twilight seemed to realise where he had gotten that from and smiled, whilst Shining and Clawcer both seemed confused.

But the mechamorph smiled. "Chip? I like it."

"Chip it is then," Clawcer nodded. "Alright, Flash. He may be your spawn. But I wouldn't start calling myself dad if I was you." Flash looked confused by this. "The way Chip's DNA is close to your's is more like that of a sibling than a parent and child."

"Sibling?" Flash thought for a moment, as that made him smile. "So that makes us brothers."

"Brothers?" Chip hummed, then smiled. "I'm you brother."

Flash nodded as he held his hand out, "nice to meet you, little bro." Chip let out a small part of his body and tried to form a hand, with little success. All he could do was curl the strand of his body, Flash smirking as he fist bumped him.

Thus began the life of Flash Sentry's mechamorph brother, Chip. In the months that followed, Chip would slowly work to find a place in the universe. He would do what he could to help his new friends and family, no matter what it took. And one day, his name would be known throughout the galaxy.

But right now, he was just happy to be alive and able to think his own thoughts.

Author's Note

Well that was certainly an interesting chapter. Flash got not only a new Ultimate, but a new family member. How will Chip's story play out? Only time will tell.

Twilight's Ultimate Alien Journal: Ultimate Vapaw
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The Ultimatrix Hero

Twilight's Ultimate Alien Journal: Ultimate Vapaw

The scene once again opens up on the multi-coloured background, as the notebook appears to cover most of it. And once again, Twilight's voice calls out in voice over.

"It's Twilight's...ULTIMATE ALIENS JOURNAL!"

The background once again changes to a crayon doodle, this one showing a bunch of grey smoke clouds and lion prints. And once the change completes, a loud bang can be heard with a smoke explosion appearing in front of the journal. When it fades, Chibi-Twilight can be seen in a ninja pose. "Hello there. I'm Twilight Sparkle." Another smoke bomb goes off, Spike appearing out of it. "And this is my assistant, Spike."

"Ninja!" But then he breathes in some smoke and starts coughing, as he staggers to the other side of the book.

"So who are we looking at today?" Spike asks, as Twilight uses her magic to flick the pages of the journal around.

She eventually lands on a gray lion alien, with human hands, a long prehensile tail and a mane that is made out of smoke, coming from a bunch of gills on his neck. "Today, we'll be looking at the Ultimate version of Flash's beastly smokescreen maker. Ultimate Vapaw."

The scene changes to show Vapaw, as he hits the Ultimatrix on his chest and begins his transformation. In the blink of an eye, he was suddenly transformed into a bipedal lion man, covered in a black rubber suit. Metal armor covers his head, chest, arms and his entire lower body, whilst a pair of cylinder-like gauntlets cover his arms and shoot out smoke. "ULTIMATE VAPAW!" He punches the air, unleashing a burst of smoke from his gauntlets. The scene then changes to show Vapaw, the alien striking a pose as the camera spins around him.

"Ultimate Vapaw, is the hyper evolved version of Flash's Smogleo transformation. Coming from the planet Shroudose, Smogleos can generate a smokescreen from their necks that allow them to completely blind any opponent. This combined with their heightened sense of smell and hearing, allow them to see where they're going inside of their smoke clouds. Vapaw's prehensile tail, also allows him to grab his opponents from a distance and let them attack with ease. He can even produce a weaker smoke cloud, from the instrument of the end of his tail."

The scene changes to show Vapaw, running around and using his athletic body to leap around whilst swinging from trees and lampposts.

It then shifts to show him unleashing a blast of smoke from his mane, filling a parking lot with the dark cloud and making him completely invisible. "Thanks to his greyish coat, he can disappear inside the cloud and use it to attack by surprise." A criminal is then grabbed and pulled into the smoke, screaming as he disappears. The other criminals soon follow suit, the lot of them screaming out as they disappear.

The scene changes to show Vapaw, fighting against the enhanced version of Dynamo Danger inside a police gym.

The pair struggle against one another, Vapaw using his smokescreen to blind the hybrid and tackle him with impressive strength. But despite this, Dynamo manages to overpower him. "Vapaw is built to be stealthy and relies on sneak attacks. Blinding the opponent and hit them fast, using his fangs, claws and tail to take them out before the target can fight back."

Spike whistles at this, "talk about getting sucker punched. So what happens if Vapaw's facing something stronger than him? If his sneak attacks don't work, what does he do?"

Twilight nods. "That can be a problem. And that's where Ultimate Vapaw comes into play." The scene changes to show Ultimate Vapaw, the cyborg lion roaring as he charges at his mechamorph opponent. "Thanks to his new humanoid form and robotic enhancements, Ultimate Vapaw can face opponents that are much stronger than what his base form can handle. His mechanical legs can leap up to forty feet in the air, whilst also having the power to powderise rock with a single kick. But his true strength, comes from the effects of his new smoke attacks."

The scene changes to show Ultimate Vapaw, pointing his gauntlets forward and unleashing blasts of green smoke. He then uses his tail to make a spark, which ignites the smoke and causes it to explode. After that, it shows him spraying a blue smoke that freezes his opponents hands. Then, a white smoke that hardens into a form. Finally, a black smoke that melts the hardened foam.

"Ultimate Vapaw still releases smoke from the gills on his neck. But thanks to his new suit, that smoke is channelled into his gauntlets. These spinning gauntlets, contain an assortment of different chemicals. Ultimate Vapaw can mix these chemicals into his smoke, which he can then spray at the opponent. This newly enhanced smoke can do anything. Be combustible, freeze anything it touches, solidify and even be acidic. Its uses are practically limitless."

Ultimate Vapaw continues to fight his opponent, throwing punches and kicks before spraying green mist and igniting it. The combination of physical strength and the many different gases, is too much for his opponent to endure.

The scene then changes back to Chibi-Twilight and Spike, Spike looking impressed. "I can't believe I'm saying this about a cat, but he's pretty cool."

Twilight nods. "He's stronger and his smoke is very versatile. But it's not all positive. This new Vapaw is designed for combat, not sneak attacks. Because of this, his senses have weakened. His smell and hearing are now no better than a normal human's, maybe worse. But it's a small price to pay for being able to fight better and creating a multitude of gases."

The scene changes to Ultimate Vapaw, the alien jumping forward and slamming his fists into a Mechamorph. It then shows him spraying green mist onto the ground before jumping up and igniting it with his tail, the explosion that follows launching him into the air.

As he zooms past the camera, his gauntlets unleash a burst of grey smoke that completely blocks the camera's view. The smoke then begins to change, morphing into the flickering pages of the journal as it closes. Twilight and Spike stare at the journal, as the front of it closes and the pair turn to smile at the camera. "Ultimate Aliens are so amazing." Twilight waves at the camera, "hope to see you next time." Spike barks in agreement, as the scene cuts to black.

Author's Note

Well, I hope you enjoyed that new Ultimate. So far, which has been your favourite Ultimate Alien I've designed? XLR8 doesn't count, since he was made by someone else

Season 1, Episode 8: Gut Instinct
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The Ultimatrix Hero

Season 1, Episode 8: Gut Instinct

The sun had just gone down in Cosmic Town and at the space port, an alien woman was finishing up work as a filing clerk who did all the paperwork for the arriving ships.

Said alien was a pink skinned one with a head that looked like a cone that had had the top cut off at an angle. And from out of the hole came blue flowing locks of hair. She also had three eyes and was dressed in a simple suit. And as she finished filing the last piece of paperwork, she spotted the time and sighed.

She knew her children would likely be asleep right now, but she still wanted to get home and make sure they were okay. As such, she quickly grabbed her handbag and began to make her way out of the airport-like building.

Along the way, she saw a collection of humans and aliens that would be working the night shift. Cleaners, guards and several aliens that were waiting for their ships off-planet.

She waved goodbye to them all, as she reached the exit and headed out onto the street of Cosmic Town. Beside the lights from the nearby lamps, she was still feeling a little worried about being out at night alone. It was times like this, the woman wished they had more than one vehicle. But with her husband's work further away than her's, he needed the car more than her.

As such, she was forced to make her way through the streets alone. She did her best to stay away from dark alleyways and keep inside the light of the street lamps. But she was still worried, as she felt like she was being watched.

But that wasn't just paranoia.

As she walked through the dark city, someone was hiding in the shadows keeping a watchful eye on her. And slowly, they got closer and closer. Until finally, the alien woman sensed the presence and spun around.

Moments later, a scream filled the air. But nobody heard it, many of the surrounding inhabitants being asleep and using some form of soundproofing, to block out the sound of ships flying overhead. As such, nobody heard her and came to her rescue. All that was left of the woman, was a handbag that had been thrown into a nearby alleyway.

The next day.

Flash let out a yawn, as he sat in Shining's Plumber cruiser with his partner at the wheel. Shining glanced over at him, "you okay?"

"Tired," Flash rubbed his eyes. "Chip wouldn't stop binging until we watched the entire series of Phantom Knight Striker." In the time since Flash's mechamorph brother had come into their lives, Flash's parents had met and gotten quite attached to the puddle of goo that was Chip. So much so, that they had offered to let him stay with them as Flash helped him learn all about the big wide world.

The one thing that Chip seemed to enjoy, was watching a bunch of different anime. Something that Flash also enjoyed, though he was paying for it thanks to Chip needing a lot less sleep than him.

"Wanna get some coffee?" Shining smirked, as Flash stuck his tongue out. "It's not that bad."

"I hate coffee," Flash groaned. "Why can't there be a sweet drink that has caffeine in it?" Shining shrugged, as they suddenly got a message from the base.

"Armor," Violet Rain told them, "we've got a reported missing person near your location. Sending you the address now."

"Copy that," Shining nodded before the two drove towards the address being sent their way.

The place was a simple little apartment building, Flash and Shining heading up to the third floor and meeting a cone-headed man and his two children. "Please," he told them, "my wife hasn't been back since last night."

"Last night?" Flash checked his phone for the time. "Did you try her cellphone or calling her work?"

"Normally, it's not unheard of for her to fall asleep at her desk doing paperwork. I've lost count of the number of times she spent the night working and just woke up at her desk and got back to work." He frowned. "But her boss called and told me she hadn't come into work this morning. He then told me she left work late last night."

The Plumbers frowned, knowing this didn't sound good.

Shining took out his badge and created a holographic map of the city. "Does your wife have a specific route she takes to and from work? We'll check that first and see if we can find anything." The alien nodded and used his finger to draw a red line from the apartment to the space doc, showing them the quickest route between the two that his wife always took.

"Thank you," Shining and Flash headed out. "Flash, use XLR8 to go to the space port and walk this route back here. Make sure you stay human on the way back. Kinecelerans don't exactly have the best attention span when it comes to finer details."

"Got it," Flash quickly activated the Ultimatrix and transformed into his speedster alien. "See you at the centre of the route." With that, he shot off at lightning speed. Meanwhile, Shining began to walk the route himself.

He had his badge scanning every section of the street, looking for anything out of the ordinary. But in a town full of different aliens, ordinary was something hard to describe. But he kept searching, refusing to let this woman's disappearance go without an explanation.

It was after ten minutes of walking the woman's route, that Shining finally detected something.

"Hello," he tapped at the badge to bring up the scan data and blinked. "What? Level four stasis energy." He frowned, knowing that something like that couldn't simply be something a normal alien citizen would cause. As such, he followed the scan and stepped into an alleyway.

He checked every square inch of the alley and when he did, he finally found the energy source. A handbag.

He picked it up and did a proper scan, as Flash happened to be walking past on his way back. "Shining?" He spotted the handbag and frowned. "What's that?"

"I can't be sure, but it might belong to the woman that went missing." He threw Flash the handbag and the teen quickly looked through it.

"Purse is still there. Same with the house keys. If something did happen to her, it wasn't a robbery." Shining nodded, as he kept scanning the handbag. "Something wrong?"

"My badge it detecting traces of a level four stasis energy. The bag is totally stained in it."

"Stasis energy?" Flash raised an eyebrow. "You mean like what the capture cubes use?"

"That's level three," Shining explained. "Level four energy can be dangerous. It's quicker and harder to escape from, but it's more likely to cause serious side effects if used on something for too long."

"So what's it doing on a bag?"

"Best guess. She was carrying this when the energy hit her, causing her to drop it whilst she was placed inside a stasis field. The energy must have seeped into the bag and stained it." He tried to scan the rest of the area for the energy, but couldn't find any trace of it. "Damn. If it was used on her, locating the energy might help us find her."

"Well we'll have to do this the old fashioned way." Flash threw him back the bag and activated the Ultimatrix, cycling through his aliens until he found what he was looking for and transforming. "DIAMUTT!" The hybrid alien quickly stepped up to the bag and started sniffing it, getting a sense of smell from it. "Got it."

"You found her scent?"

"Yup." Diamutt began sniffing the ground and managed to lock onto her scent. "There it is." He moved along the ground, following the scent with Shining right behind him. The Plumber felt a little embarrassed, walking around with a woman's handbag on his person. But he had more important things to worry about than being embarrassed.

They followed the scent, as Diamutt tracked her down until he arrived at the area the scent was at its strongest.

"There!" He pointed at a large building, only to then realise what it was.

"That's the space port," Shining pointed out. "Where the victim worked. I think it's obvious her scent would lead there, considering that's where she was right before she disappeared." Diamutt whined, his ears flopping down as Shining sighed. "Alright, let's try something else."

That something else was returning to the woman's family, returning the handbag they had found and asking about it.

"Yes," her husband nodded. "This is her bag." Flash and Shining were sitting on a couch, as the husband sat in a chair staring at the bag in question. He opened it up and looked inside, nodding as he took out all the items. "Even her purse." He opened it up and found a picture of another one of their species. "This is a picture of her mother before she died. She'd never let this be lost."

Shining nodded, as he leaned forward with a serious look. "When we found that bag, we detected an energy trace on it. Stasis energy."

"Stasis energy?" The alien asked. "What exactly does that do?"

"Well," Shining explained, "it places whoever it's used on in a form of stasis. It creates a force field that causes time inside it to completely stop. Basically, it shields you from time. Doesn't matter how long you're inside of it, time doesn't move inside the force field. It's used mainly to transport perishable foods and supplies across vast spaces, or keeping victims alive if they're seriously injured."

"So...my wife has been trapped inside this stasis field?"

"It looks like it. We think she was kidnapped and taken somewhere. Another possible effect of stasis devices, is that these fields can be shrunk down to the size of a baseball with anything inside of it. It's very likely that your wife was placed in stasis and shrunk down to be transported without being noticed."

"Why?" He asked. "My wife is a good person. Never did anything to upset anyone we don't really know anyone on this planet yet. We moved here for a better life. So why is this happening?"

Shining got up and moved over to the alien many, placing a hand on her shoulder. "I'm sorry this is happening. But I give you my word. I'm going to do everything in my power to find her." The man nodded, as Flash and Shining asked him a few more questions that might help them find their wife. Basic stuff about any recent situations or stuff that were out of the ordinary.

He didn't really have any answers for them, so they headed out to begin their investigation. The alien sighed, worried out of his mind for his wife. But as he sat there, the family phone rang and he quickly got up to answer it. "Hello?"

"Your wife has gone missing and the Plumbers are no where close to finding her. They'll never find her using their restrictive methods. Let me search for her and I'll find her. I promise."

"Who is this?"

"My name is Frax. And unlike those Plumbers, I'm way ahead of the curve. I've known about missing aliens for a while. And I know your wife wasn't the only one. All I need, is your agreement to search for her. What do you say?"

The alien looked worried for a moment, then sighed. "Do it. Find her. Bring her home."

"I won't let you down."

Flash and Shining had spent the last few hours, searching for any sign of the woman or the figure that might have taken her.

Having scouted out the area several times, they then returned to the base to try and find any info that might be useful for the investigation. They searched the victim's history as far back as the base could go, but found nothing that would indicate she would have an enemy.

They checked her Earth Visa and the ship she and her family had arrived on, but found no useful info there either. And they checked all the security cameras in the area they found the bag. But it appeared she was in a security blind spot, which Clawcer didn't like and would work to correct later.

"Maybe we should head back to the crime scene?" Flash suggested. "Maybe someone saw something?"

"I doubt it," Shining sighed. "At that time of night, everyone would be fast asleep. And with the space port so close, most of those houses would be soundproofed to keep the tenants happy." He got up and the two headed out of the base. "Besides, I don't think this was premeditated. My gut's telling me that this was a case of wrong place wrong time. Whoever attacked her, would have taken anyone who happened to be there."

"Why would anyone do that?" Flash asked, as Shining frowned.

"I'm not sure. There are lots of reasons to kidnap a random person off the street. And I'm afraid none of them bode well for this woman. That's why we've gotta find her, fast." Flash nodded and they returned to the area the woman had disappeared in.

The pair started going door to door, asking about her and if they had seen any sign of her. And whilst some aliens did know her, none of them had seen her on the night she disappeared. Nor had they seen anyone acting strange. It was like she had disappeared into thin air.

"Come on," Shining sighed as he stepped out of the apartment. "There's gotta be some clue to help me find her."

"Guess the Plumbers aren't as good as they claim to be." Shining's eyes went wide, as he spun around to see someone leaning against the side of the building.

He was a tall, light red alien, that had a white line running down the middle of his face. His hair looked like a bunch of dark red tentacles, whilst his fingers were long sharp blades. He was dressed in a green shirt with a brown tie and black pants, with a black overcoat on top of it. He was also wearing a pair black shades, whilst having a fedora hanging from the side of his coat.

As Shining stared at the alien, the figure stepped forward and smiled. "Long time, no see."

Shining glared at him and took a step back, "Frax. What are you doing here?" At that moment, Flash stepped out of another apartment and spotted Shining. He then spotted the alien, along with Shining's defensive stance which made Flash worry.

"I'm just working a case. Need to make a living."

"Why are you on Earth?"

"It's a free galaxy. I've got every right to be here. Even have a Visa that states that. You always talked about how great your planet is, I figured I'd come take a look around. You're right. It is pretty impressive."

Shining sighed and turned away, "I don't have time for this."

"What's the rush? I thought you'd want to know about the woman that went missing." Shining instantly stopped and spun back around, a look of anger on his face and he glared at the alien. "Don't give me that look. I'm not connected to her disappearance. In fact, I'm working to find her myself."

"What?"

"I've been hired by her husband to locate her. And the others."

"Others?" Frax took something out of his jacket. A disk, which he threw towards Shining. The Plumber caught it and when he pressed the button in the middle, a holographic screen appeared showing images of several different aliens. "Those are the aliens that have all gone missing in the last few days."

Flash ran over and saw the list, whilst Shining looked at it in shock. "So many. How did we not know about this?"

"Those aliens are all individuals that wouldn't get reported missing. Either they have nobody that would miss them, or are on this planet illegally so involving the Plumbers would get them and their friends deported."

Shining glared at him. "And how did you learn about all this?"

"Information comes my way," Frax stated. "I've been hired to find these aliens and I figured if the Plumbers are able to locate them with the info I gathered, I'd have a much better chance of locating them."

"So that's it," Shining switched off the device. "You just want the show off for the Plumbers."

"All I want is to find these missing aliens and make sure they're safe. Unlike you, I don't just care about myself." Flash heard this and wondered what the heck he was talking about, as Frax began to walk off. "If I find anything, I'll contact you and you can perform the arrest. Just don't get in my way." With that, he left and Flash looked over at Shining.

"Okay. What the heck was that about?"

Shining sighed. "Frax. We have a history."

"How do you have a history with an alien I don't know?"

"We met when I went to the Plumber's academy," Shining explained. "We were on the same team for all the drills. He was good, but he couldn't follow the Plumber regulations if it killed him. Kept going off, half-cocked trying to prove he was the best. But every time, he got knocked back and our team lost."

"Okay," Flash nodded. "But why are you two so hostile towards each other?"

Shining sighed, "I got him kicked out." Flash's eyes widened in shock. "I found him trying to sabotage the other team's weapons, right before a big training sim. He wasn't just gonna stop them from working. He turned them into a bunch of bombs. If the other team used them, they would have been seriously injured."

"So you turned him in?"

"I had to," Shining stated firmly. "But he said I betrayed the team and ruined all our chances of passing the academy. But once he was gone, our team's ranking shot up. We weren't top of the class, but we were some of the highest ranking graduates."

"So what's he doing here?"

"Apparently, he became a galactic P.I after getting the boot. Now he's trying to search for the aliens just like we are."

Flash nodded, as he looked at the list of missing aliens. "You think they might all be connected?"

"Only one way to find out," Shining stated. "I'll send Clawcer this intel. If they are missing, he'll want to know about it. Let's keep asking around and see what we find." Flash nodded and they continued talking to the people around the neighbourhood. But nobody seemed to have any idea where the missing woman was.

Clawcer soon contacted them and suggested talking to the friends and family of the other missing aliens, but Flash and Shining hit a dead end there as well.

After hours of searching and questioning, the pair had no leads to help them figure out what could have happened to the woman. They returned to the base and briefed Clawcer on what little info they had.

"What do we know?" Clawcer asked, as he, Flash, Shining and a few more Plumbers were in a small briefing room.

"We know that late last night, the alien known as Mirona was walking home when she suddenly went missing." Shining showed them the image of the alleyway. "After casing the neighbourhood, we discovered her handbag in this alleyway. Due to the energy trace we picked up, we've determined she was attacked with a level four stasis weapon."

"I see," Clawcer nodded. "And you have no other info?"

"No," Flash shook his head, "unless you count the info Frax gave us."

"Yes," Clawcer made his own hologram of the aliens that were missing. "All have gone missing in the last few days. All different races. All arriving at different times. None have a connection to each other. All went missing when nobody else was around."

"Why would anyone kidnap random aliens?" Flash asked.

"Ransom," one Plumber suggested.

"Doubt it," Shining shook his head. "None of them are from any form of wealth. Most don't have anyone to pay for them."

"So why were they taken?" Flash asked, as Clawcer snapped his claws together.

"Best guess. We're looking at an alien trafficking ring. Taking aliens off the street and smuggling them off-planet, then selling them to the highest bidder." Everyone frowned, not liking the sound of that. If aliens were being kidnapped and smuggled away, could it already be too late?

Before anyone could say anything, Shining's badge beeped. "Armor here," he answered before hearing the Plumber working the reception desk.

"Agent Armor. You have a caller that asked for you specifically."

"Put him through," Shining replied as the badge beeped. A few moments later, he heard a voice he hoped he would never have to hear again.

"Hello, Shining."

"Frax," Shining frowned, "what do you want? I'm in the middle of my investigation."

"I know. That's why I'm calling. I might have discovered a lead that could help us find the missing aliens. I'd rather the Plumbers handle this, since I'm not properly equipped for such a thing."

Shining sighed. "Alright. What have you found?" He hoped Frax didn't have an actual lead, but Shining couldn't ignore a possible answer to the mystery. So Frax told him everything, which made Shining frown. But he eventually nodded. "Fine. I'll have my Magister decide what to do with this." Before Frax could say anything else, he hung up and Clawcer raised an eyebrow.

"Find something?"

"Frax thinks he's found the ship where the kidnapped aliens are being stored. He said the ship's been on Earth for several days and the first disappearance happened when the ship arrived."

"That's hardly evidence to point the finger at them."

"He also looked into the ship's manifest and according to him, the ship's engines aren't the kind that would be used to transport that particular product. They would react with the product and cause the ships to explode. Either these guys are idiots and a danger to the planet, or they're transporting something else and lied about it."

"I see," Clawcer snapped his claws. "Very well. We'll send a team of Plumbers to check it out. You and Flash lead the team. I'll use the collective visual link to see what's happening from my office." They all nodded and Shining quickly gathered some Plumbers.

Though he was hoping to find the woman they were looking for, a small part of him was hoping Frax was wrong.

It wasn't long before the Plumbers were assembled and sent to the space port. And much to Shining's chagrin, Frax was waiting for them there. "Ah," he smiled, "perfect timing. I think they're about to take off." He pointed at the ship in question, a large yellow ship that was egg-shaped with several wings.

"Okay," Shining told him, "you stay here. Flash and I will check." Flash activated the Ultimatrix and found the alien he was looking for, the teen transforming.

"Chamalien!" The lizard cried, as he suddenly disappeared. "Shining will talk to them and I'll sneak into their cargo to have a look around."

"Good luck," Frax stated as Shining and Chamalien headed towards the ship. The aliens working on the ship were rather unusual, looking like a bunch of snails made entirely out of slime. Their shells were lightning bolt shaped and when they needed to carry something, they created arms made of slime to lift them.

When the snails noticed them, they put the boxes they were loading down. "Greetings," Shining showed them his badge, "I'm sorry about this. But we're gonna need to take a look at the items you're transporting."

"Why?" One of the snails asked.

"If what your manifest said is true, you're transporting a chemical that reacts dangerously to the type of energy your ship puts out." The snails seemed surprised by this, as Shining began to climb up the ramp and Chamalien snuck inside. "if you are transporting the chemical, I'll have to suspend your ship's take off. I don't want this stuff exploding above my planet."

"But we've been transporting this stuff for three galaxies," one of the snails stated. "There hasn't been any issues."

"Then you got lucky," Shining opened one of the crates and found jars of liquid inside, which his badge showed was the chemical they had announced they were transporting. This made him frown, since it meant Frax had prevented a major accident. But if they were transporting what was on their manifest, it also meant they might not have the missing aliens with them.

However, as Shining continued to check all the crates, Chamalien was walking along the ceiling. He looked down and saw one of the snails was carefully moving a crate, the alien spotting some kind of hatch being covered by it. "Hmmm." He waited for the snail to move away, then carefully jumped down.

Once he was sure the snail was far away, he slowly moved the crate away from the hatch and found it was locked. Luckily, the spike on his tail was able to pick it and he soon pulled the hatch open.

Looking inside, he found a small section that was full of small yellow egg-like objects. They were the size of a baseball and glowed the same colour the capture cubes they used. And next to them was a strange looking pistol, which Chamalien guessed was what created the eggs.

"What the!?" He suddenly looked up and saw a snail, who was focusing on the hatch since he was still invisible, the alien rushing forward to close it. But Chamalien suddenly appeared and he let out a cry of terror.

This caused Shining and the other snails to run over, as Chamalien picked the gun and eggs up out of the hatch. "Look what I found." He threw Shining the blaster and Shining's helmet quickly inspected it.

"Level four stasis ray!" He glared at the snails, "wanna talk your way out of this?"

The snail raised his arms in defence. "We swear, we didn't use it. They all just showed up on one of our crates one day."

"A likely story," Chamalien stated. "If they just showed up, why'd you hide them? Why not just contact us and tell us about it? " The snails said nothing, Shining pointing his blaster at them.

"You're all under arrest for kidnapping and wielding illegal weaponry." The snails all looked terrified and one suddenly swung its arm around and knocked Shining's blaster out of his arm. The others then leapt into action and attacked, Chamalien going invisible before they could strike.

Shining was quickly knocked off his feet and the stasis blaster thrown into the air, one of the snails grabbing it and pointing the weapon at Shining.

Chamalien saw this and tried to run over to save him. But someone else got to the snail first.

Suddenly, a red energy dart slammed into the snail and zapped him. He screamed, dropping the weapon as most darts flew into the cargo hold and hit several more snails. Those that weren't hit, were quickly taken out by Chamalien.

Shining quickly sat himself up and looked towards the dart's source, a frown appearing on his lips as he saw Frax standing there. His fingers were sparking with energy, until he flexed them and they stopped sparking. He then smiled at Shining, "you're welcome."

Everything after that was a blur, as the snails were all arrested and sent to the base. Clawcer had teleported over to check on the eggs, nodding as he did so. "It's a good thing we found them when we did. Who knows how long they would have remained like this, had they been taken into space. That would have done some serious damage to them."

"How do we get them out?" Flash asked, as Clawcer simply broke one open with his claw.

The energy shot out and formed a large sphere, which then vanished to reveal an alien Flash recognised from Frax's list of missing aliens. "Simply break them open. Won't have any negative effects, so long as we're careful in breaking them." Flash nodded and let Clawcer break the others, releasing the multiple aliens that Frax had been searching for.

One of them was the woman Flash and Shining had been trying to find, Flash rushing to her side and making sure she was alright.

As this was all happening, Shining was still in the ship. His badge was out, scanning the area. But as he did, he frowned as the scan reached the hatch. He found something that didn't add up, Shining feeling like there was something missing.

He re-scanned the area several times, as Flash finally stepped into the cargo bay. "Hey. What's up?"

Shining sighed, as he looked over the scan data. "That stasis blaster was poorly designed. So poorly made that the stasis energy was actually leaking out of the eggs."

"So?"

"So, the energy levels in that hatch are too low. If some of them have been in there for days, the levels should have been much higher. They should be staining the metal. But there's barely a trace."

"Weird. How'd you think that happened?"

Shining frowned. "Remember what the snails said? About finding the eggs and blaster?" Flash nodded. "What if they were telling the truth? What if someone left them here?"

"Who?"

Shining sighed, "I don't know. But my gut's telling me there's more to this than we realise." Flash nodded, as they headed out of the ship. When they did, they found Frax being thanked by all the aliens that he had helped locate.

"You saved us," the woman the two had been searching for exclaimed. "How can we ever repay you?"

"None of that," Frax told her. "I didn't do this for the money. I did this because people were in danger. It's only right." Shining frowned, really hating that Frax was getting so much attention.

"Guess he does deserve it." Shining was just glad that this was all over and hopefully, Frax wouldn't be his problem anymore. However...

"I'll be making a full report to Plumbers High Command," Clawcer told the alien P.I. "I assume they'll be very impressed that you were able to do this. They might even reconsider your dismissal from the service." Shining's eyes widened, clearly not liking the sound of that.

"Is that so," Frax nodded. "If they do allow me to rejoin, I'll have to think about it. Lot of painful memories back at the academy. Going back might hurt."

"I only said they might reconsider," Clawcer told him. "I wouldn't pack your bags for the academy quite yet." Clawcer turned to leave, as Frax moved over to the two heroes.

"Well, this was fun. Maybe we can work together again, someday."

"I doubt it," Shining stated.

"Ouch. Being kind of hostile. I did save you from getting egged, you know." He sighed, as he put his hat on his head. "Some people just can't let the past go." With that, he walked off and Shining frowned as he watched him go. Shining didn't know why, but his gut was telling him there was more to Frax than they knew.

"You okay?" Flash asked.

"Frax is hiding something. Where did he hear about those missing aliens? And the fact he just happened to find this ship so easily. Makes me think there's more to this he's letting on."

"So what do we do?"

Shining wasn't sure how to answer that. He wanted to look into this, but was also worried he might be letting his past with Frax lead him to jump to a conclusion. "Nothing. At least...not yet." Shining walked off, as Flash watched him leave and frowned.

The rest of the day was a blur to Shining, who returned to the base as the capture victims were all given check ups.

He wrote a report about what had happened, angrily typing Frax's name whenever it came up. After that, he headed home to spend time with his family. Flurry was happy to see her daddy and Cadance even made him his favourite, but Shining just couldn't enjoy it.

"Are you okay?" Cadance asked, as the pair lay in bed that night. "You've had your head in the clouds ever since you got home. Is something wrong?"

Shining stared at the ceiling, unsure how to answer her. "I think someone did something bad, but I'm worried I'm letting my own personal feelings affect my thoughts. That I only think this guy is up to no good, because I want him to be up to no good."

"I see," Cadance nodded. "I can understand that. I've had to face that problem plenty of times." Shining gave her a look. "Okay, it's not the exact problem. But I've had plenty of bad students that did things wrong. And whenever I see them, I can't help but think they're up to something again. And most of the time, I'm right."

"This isn't exactly the same. If I look into this guy and I'm wrong, it could get me into a lot of trouble."

"Maybe," Cadance nodded. "But if this person is doing something bad, isn't it your duty to make sure of it? If they aren't up to anything, no harm done. But if they are up to no good, they could cause a lot of harm."

"Maybe. My gut's telling me he's behind all this, but I don't have enough physical evidence to back it up."

"When has that ever stopped you before?" Cadance smiled. "You always trusted your gut in the past and it never let you down. You caught a bunch of criminals by following your gut. And it was your gut that told you not to turn Flash into the cops when you first learned about his abilities. Imagine what would have happened if you hadn't."

"But a gut feeling can be wrong."

"Maybe, but do you think you're wrong?" Shining paused for a moment. "Don't think. Just answer. Do you think your gut is wrong?"

"No."

Cadance smiled, "then follow it. It won't steer you wrong."

Shining smiled at this and kissed Cadance on the forehead. "What would I do without you?"

"Probably make a mess of the laundry and live in a house with dirty socks all over the floor." Shining pouted at this, the pair then laughing before Shining got up. "What are you doing?"

"Following my gut. If Frax is responsible for this, he's smart enough not to leave evidence laying around for too long. If I wanna catch him in the act, I need to be quick about it." He gave her an apologetic look. "Sorry about this."

Cadance nodded, "I understand. Go get him." Shining smirked and once he was dressed, he headed back to the base. He was careful not to make too much noise, not wanting to wake Flurry as he left. And the whole way to the base, he thought about how he could find the truth behind Frax.

Two hours later.

As Flash happily slept in his room, he was having dreams about a world made entirely out of chocolate.

He was just about to take a bite out of a lamp post, when he was suddenly awakened from his sleep by his phone going off. "Wha-" He looked around, half asleep until he found his phone and answered it. "Hello?"

"Flash. I need your help."

"Shining?" Flash rubbed his eyes, "what's going on?"

"I think I've found something. I'm sending you an address in Cosmic Town. Can you meet me there in an hour?" Flash wanted to say no and go back to sleep, but Shining was clearly serious about this.

"I'll be there."

"Thanks." Shining cut the call and Flash wondered what he had just gotten himself into. He also knew he was gonna need to drink a lot of coffee to keep himself up, which he was not looking forward to.

An hour later, Flash arrived at the street Shining had sent him.

The teen looked around, wondering where Shining was. But he got his answer, when he saw Shining step out of an alleyway and gesture for him to follow. Flash got out of his car and ran over, as Shining returned to the alleyway. "Shining. What the heck is going on?"

Shining held up his badge. "Frax is connected to the disappearances and I think I might have proof."

"What kind of proof?"

"I checked the stasis blaster's identification and where it might have been built. The planet that built this style of blaster, is the same planet Frax was on right before he came to Earth. The ship he arrived on had no other stops before here."

"Okay," Flash nodded.

"So, I checked where he was living and did a high intensity scan of it. And I managed to pick up a faint trace of the stasis energy. If he was keeping those stasis eggs here until he left them with those aliens, then the energy must be staining the walls.

"I get it," Flash nodded. "So why are we sneaking around? Shouldn't we tell Clawcer and get a whole SWAT team ready?"

"Not yet," Shining shook his head. "I wanna make sure before I tell Clawcer. That's why I need your help. I need you to get me into his apartment. Then I can do a thorough scan of the place."

"But won't Frax be in there?"

"Nope." Shining showed him a holographic image of Frax on social media. Currently, Frax was celebrating at a nearby bar. "He shouldn't be back for a while. This might be our only window. If there's any more proof he's behind this, he'll get rid of it soon."

"Alright," Flash nodded, "let's do this." He stepped out of the alley and Shining led him over to an apartment building, Flash carefully looking around as he activated the Ultimatrix. Once he was sure nobody was around, he slammed the dial down and transformed. "Ampfibian!" The alien jellyfish moved towards the building and phased through it, allowing him to open the door from the inside before they headed up to the apartment.

Once they reached Frax's place, Ampfibian phased through it again.

As he opened the door, he looked around and found the place wasn't that great looking. The walls were brown, there was a small leather couch, a small kitchen and a few doors leading to other rooms. "Kind of depressing."

"You should have seen my first apartment before I married Cadance." Shining took out his badge and started scanning the place, whilst Ampfibian floated around looking for anything else that might help them uncover Frax's guilt. But aside from a few magazines and a very unhealthily filled fridge, nothing in the room spoke out evil kidnapper.

However, Shining's badge soon picked something up and he moved the couch to reveal a vent on the wall close to the ground.

The Plumber managed to pull it open and used his badge to light the place up, allowing him to look inside and see something inside the vent. He quickly reached in and just managed to grab it before pulling it out, finding it was some kind of cloth covered stack of papers.

Once he had it out, he unfurled it as Ampfibian floated over to him. The cloth was soaked in stasis energy. Enough to send Shining's scanner off the charts. And as they looked through the papers, they found they were space port ship listings. One line had a red circle around it, Shining seeing it was the same ship they had captured that day.

"I think this is good enough evidence," Ampfibian stated. "What's the plan now?" But before Shining could do anything, they suddenly heard the sound of a weapon charging up behind them.

The pair spun around and standing at the door was Frax, the alien holding a Multi-Striker in his hand that was in pistol mode. "You know, breaking and entering is a serious offence."

Shining glared at him, refusing to be worried. "So is kidnapping." He grabbed his own Multi-Striker, as Frax raised an eyebrow. "You kidnapped those aliens, didn't you?" He raised the cloth. "This thing is soaked in stasis energy. The same kind I picked up from the handbag and the hatch. The eggs you trapped them in were leaking energy and when you bundled them up in this cloth, the energy seeped out and stained it." He looked back at the vent he had found it in. "That vent also stinks of the energy. Did you really hide them all in there? That's sick. If they had broken, you could have crushed those aliens."

Frax shrugged. "I guess you caught me."

"Why?" Ampfibian asked. "Why do that to those aliens? Were you working with those traffickers?"

"No. I just left the poor saps on those aliens' doorstep. They're the ones that chose to take them. Guess they couldn't resist the payday."

Shining glared at him through his helmet. "You did this to try and get back into the Plumbers, didn't you? You made a case that seemed impossible to solve, so that you could swoop in and save the day." Frax shrugged, not denying it. "You made a big mistake doing that here."

"Oh, I doubt that. I wanted to show you up and make you look like a complete fool. And it worked."

"No, it didn't." Ampfibian told him. "Because we caught you. And when we tell the Plumbers what you did, the only place you'll be heading is jail." Shining nodded, as Frax laughed.

"You're not gonna be telling anyone. Because you're not getting out of this room alive. I mean, look around. This doesn't look good for you. You broke into my home, then attacked me out of frustration when you couldn't find anything to prove I was the villain. Once I've dealt with you both, I'll just have to find a way to nullify the energy stain on the room and tell the Plumbers I shot you in self-defence."

"Not a bad plan," Shining nodded. "The Plumbers might even believe you. But...counterpoint." Shining suddenly spun around, his back facing the alien. "Go ahead. Shoot us in the back in self-defence. We'll be laughing all the way to the slab." Ampfibian quickly spun around as well, as Frax frowned. "Always trying to weasel your way out of a situation. Never putting in the effort to get things the right way."

"Enough of your morality lessons," Frax stated. "You think you're so great. Well, Shining, things aren't going your way this time." Shining glanced back around and saw him take something out of his coat. Some kind of box with buttons.

"What are you doing?"

Frax chuckled. "Those aliens weren't the only thing I used the stasis gun on." With that, he pressed something on the box and the next thing they knew, the ground suddenly shook as a loud crashing sound filled the air.

Shining staggered around, as Frax managed to keep his balance. Meanwhile, Ampfibian flew towards the wall and phased through it. When he got outside, he heard a loud roar and looked around to see a giant alien had crashed through a building down the street.

It stood on all four and was the size of an elephant, with rock-like skin that was multiple colours, a pair of moose-like antlers coming out the side of its head and a large horn coming out the front of its face.

It let out another roar, as it started stomping around the place. "That ain't good!" He flew forward, "hero time!"

Back in the apartment, Shining was still working to regain his balance. "What did you do?"

"Kragobeast," Frax laughed. "Very dangerous. Will attack anything that gets close to it. I doubt that even the great Flash Sentry, will be able to handle something that strong."

Shining chuckled. "You really don't know Flash. That thing won't stand a chance against him. And while he deals with it, I'm taking you down!" He suddenly spun around and fired his Multi-Striker, Frax barely managing to avoid the laser as Shining charged at him.

The two switched their weapons to swords and clashed blades, the pair inches from one another. "You ruined my life!"

"You ruined your own life," Shining told him. "You chose to cheat, not me. If I hadn't turned you in and we got caught, we all would have been kicked out of the academy." He pushed Frax away. "You risked our entire team's future. I wasn't about to let the rest of us suffer, because you weren't confident in your abilities."

"Oh, I'm confident in my abilities." His Multi-Strike changed to a bladed staff, which he started spinning around as Shining stood defensively. "I'm going to cut you to bits and feed you to that creature outside. And with you gone, nobody will know what I did. I'll have my life back."

"Sorry," Shining told him, "but I'm not letting you kill me. Unlike you, I have something worth living for!" With that, the two charged at one another.

As Ampfibian charged towards the kragobeast, he saw a bunch of aliens running for their lives.

He quickly fired a blast of lightning towards the alien, but its tough skin wasn't even singed by it. Whatever it was made of, it was clearly resistant to electricity. But Ampfibian wasn't letting that stop him and he flew in front of the creature, as lightning surged all around him. "Lights out!"

The lightning grew so bright, it completely blinded the kragobeast and made it roar out in pain.

It staggered back, whilst swinging its antlers around as if trying to swat Ampfibian away. But the electric jellyfish was able to protect himself, phasing through the antlers whilst keeping his electrical surge up. But as the beast staggered around, it smashed into part of another building and he realised this wasn't gonna work.

"I'm doing nothing but blinding it and making it crush the town worse. I'm gonna run out of power at this rate." He thought for a moment and nodded before flying backwards and killing the lights. And as his electricity subsided, he hit the Ultimatrix to transform. "Lindwhirl!"

As the kragobeast's eyesight returned, it opened its eyes and saw the animal hybrid as he crashed into the street.

It growled before sending out a blast of air from its nose, whilst Lindwhirl got ready to fight. They then charged at one another, with Lindwhirl quickly curling up and rolling towards the beast. He picked up speed and launched himself at the creature's face, but the kragobeast swung its antlers around and slammed him with one.

"Ouf!" He was thrown away from the creature and smashed into the side of a building, making him cry out as he broke through three walls before finally coming to a stop. "Ouch."

Back at the apartment building, some aliens were running past it when they suddenly heard a smashing sound coming from above.

They looked up to see something crashing through a window several floors up, glass raining down on them as a pair of individuals fell down towards the ground. Luckily, nobody was stabbed by the glass and the two crashed into the street with groans of pain.

Shining rolled away from Frax and pointed his blaster at the criminal, but Frax quickly raised his Multi-Striker and turned it into a shield. Shining fired, but the attacks just bounced off the force field. This allowed Frax to stand up and look around, seeing the many people currently trying to escape the dangerous situation.

He chuckled, getting an idea. But before he could enact it, Shining ran forward with his weapon changed into a sword.

He swung it at Frax, who leapt back at the last moment before changing his own weapon back into the bladed staff. He spun it around, a humming sound filling the air as the blade sparked with energy. He then launched it towards Shining, who charged his own sword with energy.

The two weapons clashed against one another, sparking as they did so. They both appeared evenly matched, with Frax jumping back before leaping forward and thrusting the weapon at Shining. But Shining managed to lean out of the way before swinging his sword upwards, causing Frax's weapon to be knocked out of his hand.

As the Multi-Striker flew through the air, Shining changed his weapon to its blaster form and aimed it at the criminal. "Give it up!" Frax growled, then noticed something and smirked before his fingers glowed.

Shining saw this and was about to fire, but Frax swung his claws around and sent the energy darts flying at him. The Plumber had to change to shield form and block most of the attacks, but one of them flew past him as Frax ran at him.

Suddenly, a cry of pain filled the air and Shining glanced around.

He saw an alien had been struck by Frax's attack and fell to the ground, as Frax leapt over him. Shining then realised what had happened and quickly changed his weapon to blaster form, but Frax had landed next to the woman and jumped behind her.

"I don't think so!" He held her up, using her as a human shield whilst holding a claw to her throat. "What kind of Plumber lets someone get hurt, just so they can capture the criminal?" Shining growled, seeing her was in a seriously dangerous situation.

Back with Lindwhirl, he had escaped the building he had been thrown into and was rolling along the ground.

Picking up speed, he aimed for the kragobeast's leg and tried to trip it up. "RAAAAH!" He slammed into its front leg and ground against its rock-like flesh, but the creature wasn't even phased and kicked him back the way he came. "WHOA!" He crashed into the ground and ripped it up as he rolled along it, eventually using his claws to slide to a stop. "Geez, what are you made of?"

The kragobeast roared before it started charging at him.

"Uh oh." He curled up and rolled forward as fast as he could, then flung himself upwards so he was soaring over the kragobeast. But the creature tried to slam its antler into him, Lindwhirl seeing this and quickly using his claws to grab the antler.

He swung himself around and managed to fling himself to a safe direction, rolling up and hitting the ground rolling as he did. But as he slid to a stop, he realised he needed some extra power against this creature.

"Time to go Ultimate!" He slammed the Ultimatrix and in a flash, he was transformed into his hyper evolved form. His fur turning white, a second set of arms appearing and golden armor covering his body whilst his tail split in two. When the transformation was complete, he roared. "ULTIMATE LINDWHIRL!"

The kragobeast roared before charging forward, Ultimate Lindwhirl using his tails to flick himself into the air.

He flew higher and higher, as his arms swung around to move him around. And when he was above the Kragobeast's back, he curled himself up and let himself drop down like a meteor. And before the kragobeast could react, he slammed into its back and forced it downwards with incredible pressure.

The creature roared in pain, as Ultimate Lindwhirl once again catapulted himself upwards out of the way. And as it tried to push itself back up, the hyper evolved alien flew over to where the creature's face was. And before it could do anything, he dived down and let himself get heavier as her grabbed its horn with all four arms.

The kragobeast's head was pulled down, unable to handle the sudden increase in weight. And as Ultimate Lindwhirl hit the ground, he used all his strength to suddenly fling the beast forward.

The kragobeast roared, as it was thrown forward unable to keep itself from being flung around before crashing into the street on its back. As it did, Ultimate Lindwhirl let himself go light and the wind from the impact sent him back into the air.

The creature looked to be in bad shape, but it could still fight back. As such, Ultimate Lindwhirl landed and curled himself up and made himself as light as possible before rolling forward. He managed to pick up a bunch of speed, basically turning into a giant spinning blur as he got closer and closer.

The kragobeast pushed itself to its feet, as Ultimate Lindwhirl then flung himself into the air whilst still spinning.

Faster and faster he moved, as he got closer to the creature's face. And seconds before he hit it, he made himself as heavy as possible and smashed into its face. The resulting impact shattered its horn, as it was thrown backwards and let out a mighty roar of pain.

The beast was thrown back several feet, as Ultimate Lindwhirl landed right as the Ultimatrix began to beep. In the blink of an eye, he reverted back to standard Lindwhirl before becoming human again. Flash staggered around, getting his balance as the kragobeast lay on the ground.

Flash frowned, scratching his head as he did. He wondered what he was supposed to do with it, but got his answer when a capture cube suddenly appeared in front of him.

"Wow," he caught it and looked around. But as the beast let out a moan, he realised he didn't have time to waste and threw it. The cube quickly expanded around the kragobeast before shrinking back down, trapping it inside.

Flash let out a sigh, as he rushed over to pick up the cube. "But who sent it?" He tried to connect to the base, wondering if anyone was watching.

Back with Shining, he glared at Frax whilst the alien criminal just smiled and held his prisoner at claw point.

Frax smiled, as the tip of his finger pocked at the poor woman's throat. "Here's your choice, Armor. You can shoot at me, arrest me and let this poor woman die. Or, you can give up and throw your weapon away. I'll get away, obviously, but do you really think you can live with knowing my capture cost this woman her life?"

Shining sighed, as he lowered his Multi-Striker. "There's no decision to be made. Let the woman go and you can leave."

"Oh, I'm not that stupid. Drop your weapon to the ground and throw me your badge. Once I deactivate the tracker, it'll be a nice souvenir of when I bested you." Shining growled, but knew he couldn't say no.

But just as he was about to throw his weapon down, his helmet beeped. "Don't throw it away." It was Clawcer, Shining being shocked by this but keeping hold of his weapon. "When you see the opening, use it." Shining wondered what he meant, until the woman Frax was holding suddenly glowed.

"What?" He asked, as the alien vanished right in front of him. "NO!" But before he could do anything, Shining raised his blaster and fired. "Augh!" The energy pulse slammed into him, knocking him backwards as Shining fired again.

Frax cried out several times, as the laser slammed into him again and again. Finally, he could no longer take it and fell to the ground.

As smoke came off his body, Shining found a capture cube appearing in front of him and he didn't hesitate to use it. "Later, Frax!" He threw the cube and before Frax could recover enough to escape from it, the cube grew larger and completely enveloped him before shrinking back down.

As Frax disappeared, Shining sighed in relief before removing his helmet and opening a channel. "Thanks, sir."

"I knew there was something off about that one. That's why I decided to keep an eye on him. Looks like you were right to follow your instincts. It's a good thing he was removed from the Plumbers. I'd hate to think what he would have done with the authority."

Shining moved over to the cube and picked it up, as Flash arrived with his own capture cube. The two nodded at one another, as they both let themselves get teleported back to the base to give a full report on what had happened.

A few days later, the Plumbers were all watching as Frax was being transported to a top security prison.

Many of them were standing there with their Multi-Strikers, ready to deal with anything he might try and pull. Frax appeared, now wearing a grey prison jumpsuit. His hands were locked inside metal coverings that prevented him from firing his stunner claws, as he was pushed towards the spot that he would be teleported from.

Shining and Clawcer were both standing there, the pair glaring at him as he approached.

Frax's attention was completely on Shining, as he stepped up to the spot. "Don't think this is over, Armor. I'll be back. And when I am, you'll wish you were never born."

Shining glared at him, as Frax started glowing and was warped away. He would be facing several counts of kidnapping, assault and theft of Plumber technology. If all went well, he wouldn't be seeing the outside world again for a very long time.

Clawcer turned to Shining. "You did good work. It's clear, you were an excellent choice to be made Earth's first new Plumber. I see a bright future for you, so long as you can keep up your level of skill and dedication." Shining smiled at this, as Clawcer began to walk off.

Flash patted Shining on the shoulder, the pair glad that Frax was out of their hair and looking forward to the bright future Clawcer had mentioned. Shining would never doubt his instincts again. No matter what, he would listen to his gut and use his own experience to help him complete his Plumber work. And the world would be better for it.

Author's Note

Interesting note. My beta reader, SuperSonicHeroes, hoped Shining would get a nemesis of his own. He originally suggested Chrysalis, but I decided to go my own way with that character. Hopefully, this works for Shining. Whilst I'm not sure when we'll see Frax again, I hope you consider him a good nemesis for Shining.

Also, who can guess where I got some of the design details for Frax? I'll give you a clue. It's a film with Bill Murray, Chris Rock and William Shatner

Season 1, Episode 9: Not So Shrimpy
View Online

The Ultimatrix Hero

Season 1, Episode 9: Not So Shrimpy

In the open ocean, miles away from the mainland, the seas were calm and the boats floating over it were enjoying the easy voyage.

Under the surface, however, another ship was floating around as if searching for something. It was making its way towards an area of large rocks, whilst those inside the cockpit were hard at work at their individual stations. "Next area located," Mera stated as she stared at the rocks.

"Good," Zaaton nodded. "Prepared for molecular re-composition." As he said that, part of the ship opened up before a blaster of some kind folded out. "Fire." The blaster launched a beam, which hit the largest rock and caused it to shrink down to the size of a pebble.

Doing so revealed a small cave of some kind, which the ship sent a scan into. After a few moments, the results came back. "Negative."

Zaaton sighed, as the ship moved to the next area.

As they did this, Kiraki looked around and nodded. "This ocean is way nicer than some of the other planets we've been too."

"Agreed," the gunmetal alien replied. "Too bad the humans are destroying it with all the pollution they've been dumping. Some people just don't know how to care for a planet." As he said that, something appeared in front of the ship.

A large school of sharks, which looked rather hungry.

Kiraki laughed as he did something at his console. "Hey, check it out." He fired the beam and it hit the shark, causing it to shrink down to the size of a tadpole. "Bite size." He laughed, but the others weren't amused.

"Stop messing around!" Mera told him. "Turn that shark back to normal, now."

Kiraki sighed, "fine." He aimed the weapon at the tiny shark and fired. But at the last moment, the laser passed by the shark and hit a bunch of rocks. "Oops." The others watched, as what Kiraki hit began to grow larger. And when they saw what it was, their eyes widened.

"Not good," Zaaton cried before putting up the ship's shield. But no sooner did he do that, the ship was bombarded by a powerful blast that sent them all screaming as the ship was blown backwards.

Several days later.

Class had just gotten out at CHS, with Flash and his friends heading for their lockers. "You guys coming over tonight?" Rainbow asked, as Flash, Trixie and the Rainbooms all got their things. "There's a giant monster movie marathon tonight. Giant piranhas, giant alligators, giant snakes. It's gonna be awesome."

"That does sound fun," Flash smirked. "I'll see if Chip wants to come see." The others looked just as excited, even Fluttershy, as Flash's phone suddenly went off. "Huh?" He took it out and found it was a text from Clawcer. And when he read it, his eyes went wide. "No way."

"What?" Trixie asked, looking over his shoulder.

"Clawcer wants me to bring you girls to the base. He said it's important."

"Really?" Sunset looked surprised. "I thought we still weren't allowed at the base. Since we're not Plumbers or honorary Plumbers." Flash shrugged, wondering why Clawcer wanted the girls there.

Since there was only one way to know for sure, they all headed to the Plumber Base with Flash using his pass to get the girls past the gate. Once there, they headed down to the main control room and found Clawcer and Shining in front of a large monitor.

Clawcer turned to them and nodded. "Ah, good. You're here. We have a situation."

"What kind of situation?" Twilight asked. "Is this why you asked us here?"

"Indeed," Clawcer nodded. "Despite not having the qualifications of a Plumber, a situation that occurred that might require your assistance. Since it might involve an element that I have little to no knowledge of."

"What element?" Rainbow asked, as Violet Rain showed them an image of a map with an area highlighted.

"Over the last few days, reports of ships sinking have been popping up in this area. Those that managed to escape, stated that it was like the ship was hit by a meteor from below. Some ships were blown apart and others were bent into odd shapes before sinking. We're worried this might be caused by alien weaponry."

"So we're going to investigate?" Flash asked, with Clawcer nodding.

"Shining also stated that it's possible, this is being caused by the energy you call Equestrian Magic." The girls frowned, but knew it was a possibility. "I don't claim to be an expert on the subject. As such, I will require your help in discerning what it is and stopping it if it is the Magic you girls are connected to."

"Okay," Twilight nodded, "we understand." The Rainbooms and Trixie nodded. "We'll help. But how are we gonna investigate? If this is happening out at sea, are we taking a boat?"

"No. Something better than a boat. Follow me." Clawcer led them through the base towards a special area, where a transporter pad was located. They all got on and in the blink of an eye, they were transported to another room entirely.

The room was pitch black, making them wonder what was down there. Clawcer then snapped his claw and the lights came on, revealing an amazing sight.

A giant submarine, roughly fifty meters long and fifteen meters high. It was a mixture of white, blue and green. It was almost shark-like in design, having fins on the side and top similar to the predatory animal. A bunch of windows were on the top section of the front, where the bridge lightly was, whilst the back had a bunch of propellers to allow it to move forward at incredible speeds. It looked like it could go all the way to the bottom of the ocean.

Several Plumbers stepped out of a door in the top, having clearly been doing maintenance on it. As they did, Clawcer smirked. "Say hello to the Alpherg. The ultimate Plumber vessel for underseas exploration."

"Wow," they all whispered. Flash turned to Shining Armor, "did you know this was down here?" But the look on Shining's face, he did not.

"So this is going to get us to that ship graveyard?" Rainbow asked, as Clawcer nodded. "This is so awesome!"

"Maybe. But remember. This ship is sensitive Plumber equipment. I'm allowing you girls to come, so long as you follow my instructions and don't touch anything. Understand?" They nodded, as Clawcer moved over to a staircase leaping up onto a platform that led to the top of the ship.

The other Plumbers climbed down it, as Flash and his friends followed Clawcer onto the top. As they did, the door opened up and they were able to walk right inside.

As soon as they were, they felt like they had just stepped into a sci-fi movie. The whole place was made of white pristine metal, with tubes running along the wall that had water flowing through them and bright lights over their heads. It was like they were in some kind of futuristic ship.

Clawcer led them through the sub until they arrived at the main bridge, where the windows could be seen. The ship had three consoles, one being the main controls whilst the other two were sonar and communications. Behind the main control station, a round table extended from the floor that quickly glowed to show a map of the world on it.

"Awesome," Trixie cried. The others couldn't disagree, as Clawcer stepped up to the control console. Twilight moved over to the sonar, whilst Sunset sat at the communications hub. The others moved to the front, wanting to look out the window.

Flash saw the other Plumbers stepping onto the teleport pad and warping away, as the stairs and board they had used to get on retracted away from the ship. "Hey, Clawcer. How exactly are we gonna get to the ocean? We're miles away. Don't tell me you built a long tunnel that goes all the way there."

"Of course not," Clawcer told him. He then typed at the controls, as the room's lights began to dim. "Activate transporter tunnel." The others raised an eyebrow at this, as part of the wall suddenly began to light up.

They turned towards it and they saw a swirling vortex of light, similar to the one that transported the Plumber Ships from the hanger to outer space. And once it was fully formed, water began to gush out of it and fill the room. "What the heck?" Applejack asked, as the sub was slowly surrounded by it. "Ya'h gonna flood da'h base."

"Relax," Clawcer told her. "This room is completely sealed. And once we're through the portal, the room will drain it out and send it back into the ocean." It took a few moments, but soon the room was filled to the brim.

As it filled, the arms holding the sub in place retracted. The whole thing started bobbing up and down, as Clawcer pushed the engines to start and the propeller began to spin. And slowly, the Alpherg began to move forwards towards the portal.

They were all blinded, as the sub moved into the vortex. But after a few moments, the light vanished and they opened their eyes. And to their amazement, they really were underwater.

They were coming out the side of a large cliff, which was about fifty meters tall. They were clearly far out to see and as the ship exited the portal, it began to disappear whilst the Alpherg made its way through the undersea world.

Everyone watched in amazement, as a bunch of different fish were swimming around them. Schools of tuna, a group of sting rays, even a tiger shark. The sight was absolutely amazing, with Flash and his friends knowing they would never forget this day for as long as they lived.

"Setting a course for the ship graveyard!" Clawcer stated, typing the location into the GPS. The route was soon plotted and the ship began to make its way through the ocean.

As it did, those not at the console grew curious about the rest of the ship. And whilst the view from the window was amazing, many of them decided to head out and explore the vessel. Clawcer reminded them not to touch anything and they promised, the group heading off before splitting up.

Flash, Trixie, Shining and Rainbow headed down into the lower sections of the ship, whilst Rarity and Pinkie Pie began to lead Applejack to a spot Clawcer had suggested they go to. The medical bay.

The reason they were heading there, was due to Applejack's face beginning to turn green. "Oh man!" She clutched her stomach and covered her mouth.

"I thought you only got seasick on boats?" Pinkie pointed out. "How are you getting sick under the water? There are no waves. You can't even feel the ship moving."

"A'h don't know," Applejack groaned. "It's not like a'm a medical expert."

"Don't worry," Rarity assured her. "This medi-bay will be sure to have all the latest in high tech equipment." They reached the room with the caduceus on the door and it soon slid open, revealing a high tech medical center with several rooms. The were even a robotic nurse, who turned to them as they stepped into the room.

"Welcome," she told them. "What can I do for you today?" The robot turned to Applejack and began to scan her, the girl continuing to look green through the entire scan.

"Aqua kinetosis," the robot finally stated. "Easily treatable." The robot moved over to a device and started typing away at it, the girls watching as the doorless microwave activated and something appeared inside of it. Some kind of pill and a glass of water, which the robot carried over to them. "Take one of these every eight hours and you should be fine."

Applejack took the pill and threw it into her mouth, the glass of water following suit.

Pinkie and Rarity carefully watched, as the green slowly left Applejack's face. "How you feeling?" Pinkie asked, as Applejack let out a sigh.

"Much better. A'h gotta git me some of those the next time a'm on a boat." They sighed, happy to see that Applejack wouldn't have any more issues.

Meanwhile, the others were exploring the lower sections of the ship and came to the door at the end of a long hallway.

Shining opened the door and when they stepped inside, they found they were in a large round room, with glass containers lining the walls. In the center of the room was a pool of water, which had the Ultimatrix symbol at the bottom of it. Upon closer inspection, that symbol was split into eight even pizza slices.

"What is this?" Rainbow asked, with Shining smiling.

"A moon pool. A specially designed exit out into the open ocean. The room's pressure keeps the room from flooding, whenever the moon pool opens."

"Huh?" Flash tilted his head. "So if we opened it up, we could dive out of the sub and swim in the open ocean?"

"Pretty much. But it's not a good idea to do that when the sub is moving. You could get sliced in half." They all gulped, as Rainbow moved over to one of the containers.

She pressed a button on the side, which caused the container to open up and reveal its contents. A mech suit, which she marvelled at. The suit was basically a giant robotic human, except it didn't have a head and had four arms instead of two. The top arms were robotic limbs that looked strong enough to rip a car apart. The lower arms were smaller and made out of black rubber, the lot of them realising that was where the wearer's arms went.

The chest of the suit was made of glass, with it and the metal stomach looking like they could open up to let someone inside of it. "Now that looks awesome," Rainbow smirked.

"Remember what Clawcer said," Shining told her. "This is sensitive Plumber equipment. Not something for you to play around with." Rainbow frowned, as Shining opened a locker and took something out. "Here." He threw it and Rainbow caught it, finding it was a large yellow book. "Manual. If you wanna use the aqua knight, you gotta learn how to use it."

"Seriously?" Rainbow flicked through the book. "It's like...a hundred pages."

"Can't you read at super speed?" Trixie asked with a knowing glance, making Rainbow frown as she opened it up.

Back on the main bridge, Clawcer continued to drive whilst the others focused on their assigned tasks.

Fluttershy was still at the front, looking out the window and watching the many fish swin by. One such fish, swam up to the glass and managed to keep up with the ship. It was right next to Fluttershy, who smiled at it and waved. "Hello there. How are you today, Mr. Fish?"

The fish let out several bubbles, with Fluttershy nodding as if she understood what it was saying.

Clawcer saw this and nodded. He still didn't fully understand the girl's magical powers, but he knew they could come in handy. Especially Fluttershy's, given where they were right now. And as he watched Fluttershy converse with the fish, Twilight spoke up.

"Clawcer. I'm detecting a large number of metal objects straight ahead."

"We're here," Clawcer nodded before opening the coms to the others. "All hands to the bridge. We've arrived at our destination." A few minutes later, Flash and the others arrived back on the bridge. They all made their way towards the window, just as they arrived at the graveyard of ships.

"Wow," Flash whispered. They looked out at the ships, which had all been partially destroyed by whatever sunk them. Many looked like they had been hit by a giant cannon ball, whilst others had large lines of metal peeled away from the ships like bananas.

"What happened to them?" Rarity asked, as Clawcer flew over the graveyard.

"That's what we're here to find out." Clawcer turned to Twilight. "Activate the energy scanners. See if you can detect any energy signatures not native to Earth." Twilight nodded and began to type at her console, whilst Flash moved away from the window.

"I'm gonna go take a closer look. Maybe I can find something a scan wouldn't detect."

"Very well," Clawcer nodded. "Shining, go with him in an aqua knight." Shining nodded, as Rainbow once again opened the manual and started reading it. As soon as she finished the last page, she flipped the book closed.

"Done. I'm going too." Before Clawcer could stop her, she zipped through the sub towards the moon pool room.

Shining turned to Clawcer. "You did decide to bring them. Might as well put them to use." Clawcer sighed, as Flash and Shining headed for the moon pool room.

By the time they got there, Rainbow had already gotten into an aqua knight. The front folded upwards, allowing her to pull herself up into the machine.

She had slotted into it, her legs going into the knight's legs whilst her arms were inside the rubber arms. As soon as the front slid back down and locked, the knight activated and she was able to move around. "Wow." She took a step and almost lost her balance. "This thing's tricky to control."

"I thought you read the manual?" Shining asked, as he opened another mech and climbed in.

"I did." Rainbow suddenly staggered forward and fell into the pool, a loud splash filling the air as she sank below the water for a moment. She quickly surfaced, shaking her head to get the dizziness out of her brain. "I'm okay."

Flash smirked, as he activated the Ultimatrix and transformed into one of his sea faring aliens. "Skydiver!" The Equestrian alien quickly dived into the water, transforming into his seapony form as Shining carefully walked forward and dove into he water as well.

As he did, Rainbow began to move her arms and the robotic ones moved the same way, whilst Shining opened the coms. "Ready for the drop."

"Slowing to a stop," Clawcer announced. They couldn't even tell if the sub was moving or not. "Opening moon pool." The Ultimatrix symbol began to retract into the sides, connecting them to the ocean.

Skydiver half expected the water to start streaming in, but it didn't and he was able to swim through the hole into the open sea. Rainbow and Shining were close behind, somehow causing their suits to sink for a few moments.

Once they were out of the sub, jets on the back of their suits fired and they were propelled forward. They quickly caught up to Skydiver, the group looking around and seeing the damage up close and personally.

Skydiver swam into the hole of a sunken fishing boat, looking around for any sign of what might have done this. Rainbow and Shining did the same, investigating multiple ships but finding no clues. Shining was worried they might find the bodies of the crew, something that could seriously mess Flash and Rainbow up, but so far there hadn't been any sign of them either.

Back on the Alpherg, Clawcer and the others were also watching.

Twilight had finished the scan and turned to the crab alien. "Sorry. The instruments aren't picking up any kind of energy signature. Whatever destroyed these boats, it wasn't an energy weapon."

"Then what was it?" Sunset asked. "Boats don't just suddenly combust and sink."

"Is there anything on Earth that could cause this kind of damage?" Rarity asked, as Clawcer's thousand watt brain calculated the answer.

"There are some ways of creating that kind of damage. But none of them are on this scale. For it to have that kind of destructive force, it would need to be much larger than it actually is." The others wondered what he was talking about, until Twilight's console suddenly beeped.

She turned back to it and returned to the sonar screen, which showed the ship in the middle and all the metal ships outside. but it was also showing something else. Something that had just arrived on visual range. "Guys. Something's coming. Something really big."

The others began to worry, as Twilight calculated its approach and Clawcer turned the ship to face it. He also warned the others, Skydiver and the mech wearers watching the sub's turn and looking in the same direction. And slowly, out of the darkness of the sea, something approached. Something big.

Everyone began to gulp, as they saw what appeared to be a giant claw.

It was so big, it could curl around an elephant and lift it up. The claw was connected to something that was around the same size as it, which terrified everyone inside the sub. It was a giant...shrimp.

"Wow," Rainbow gulped.

The shrimp was huge, the same size as its large right claw. It was brownish yellow in colour, with purple dots covering its body and multiple thin legs. It had a second claw that was much smaller than its other one, but it was still large enough to cause serious damage.

"What...is that?" Applejack gulped, as the others turned to the animal expert in the room.

Fluttershy stared at it in wonder, clearly knowing what it was. "A pistol shrimp." Before anyone could say anything else, the shrimp noticed them and suddenly started moving much faster. It shot towards the sub, as Clawcer tried to back it up.

"It's attacking!" Pinkie cried, as everyone rushed away from the window. The shrimp swung its pincer around, barely missing the Alpherg. Clawcer began to move the ship around, as Skydiver turned to the others and they all nodded.

The alien seapony swam towards the giant. trying to catch its attention.

He swam in front of its eyes, making it see him as he stuck his tongue out at it. "Come and get me, you overgrown piece of seafood." He swam around its eye, as Rainbow and Shining arrived as well.

"Activating pulse cannon!" One of Shining's robotic hands folded into the air and formed a weapon, which he fired at the giant shrimp. But the creature barely appeared phased by the attack and swung its claw around, Shining narrowly avoiding it.

Rainbow also activated her pulse cannon and flew under it, firing at its underbelly. But the shrimp's shell was too hard, meaning it didn't feel a thing. It completely ignored her, as it was more focused on Shining, Skydiver and the Alpherg.

On board the sub, Clawcer looked very worried. "Flash, Shining. Get away from that thing."

"What's the big deal?" Sunset asked. "They've fought giant monsters before. And they're giving us time to get away." But the look on Clawcer, Twilight and Fluttershy's face, told her something bad was going down. "What?"

"Pistol shrimp at their normal size are dangerous enough," Twilight explained. "There's a reason they're called pistol shrimp. Their large claws can snap together fast enough to create a mini sonic boom."

Clawcer nodded. "For its size, it's the loudest most destructive sound in the animal kingdom." The others slowly realised what he was getting at.

"So," Applejack asked, "if one this size used it...how powerful would the blast be?" Clawcer closed his eyes and started doing the calculations in his head, eventually coming up with an answer and looking terrified.

"You don't want to know." Everyone turned back to the giant pistol shrimp, as Skydiver, Shining and Rainbow kept trying to distract it. "Flash, Shining. You three, back to the ship before it decides to blast you apart."

The three heard this and nodded, as they zipped back to the ship as fast as they could. As they did, the shrimp tried to grab them. But it was much too slow, allowing the three to escape as it raised its claw. "That's it doing?" Pinkie asked, as Twilight gulped.

"It's gonna try and blast them. But it has to cock its pincer first. Like a cap gun before it goes off. We'll be okay so long as it doesn't-"

"It's cocking its pincer!" Rarity screamed, as the giant claw began to slowly open. The three outside all sped up, as the claw opened to its fullest.

Clawcer turned to Rarity. "Put up a wall of shields. Maybe that'll protect us." She nodded and raised her hand, creating a wall of gems between the ship and the shrimp. And as the three swam into the moon pool, the shrimp's claws slammed shut.

It was literally in the blink of an eye. One minute, the claw was open and the next, it was shut and the sound it produced was incredible. It was so loud that, everyone that heard it was deafened. The sub's windows even shook, despite Clawcer saying they were unbreakable.

The shockwave that followed was incredible, creating a powerful blast that pushed the water away from the claw and even knocking the shrimp back.

When the underwater wave hit the Rarity's diamond shield, the whole thing shattered. This caused the wave to hit the ship, blowing backwards and spinning it around. Inside, everyone who wasn't sitting down was thrown through the place. In the moon pool room, Rainbow and Shining had to magnetically attach themselves to the floor to keep from being thrown around. They both grabbed Skydiver to help him, as the sub kept spinning around and around.

Eventually, the energy from the shockwave calmed down and the sub slowed down. Those inside were finally able to pull themselves off the walls they had been pinned to, many of them moaning as they fell to the floor. Applejack was glad she had taken that seasickness medicine, because she knew she would have been blowing chunks if she hadn't.

As the ship slowed down, the lights suddenly began to flicker before dying. "That's not good," Twilight stated. The emergency lights came on, but they all realised that blast couldn't have been good for the ship's systems.

"Everyone okay?" Clawcer asked, the group moaning as they nodded. "Clawcer to moon pool. Everyone alive in there?"

"Yeah," Skydiver groaned, "we'll live. Though I think I might have left my stomach back there."

Clawcer sighed. "Let's just be thankful we weren't any closer to the blast. That much power would have ripped this ship to shreds."

Trixie then pointed at the window. "So it's a bad thing that the shrimp's heading our way." Everyone looked towards the front and saw the giant pistol shrimp, as it slowly shuttled along the seafloor towards them. Its thin legs moved across the graveyard of ships, as it appeared to be readying its pincer for another blast.

"What do we do?" Pinkie asked, as Clawcer considered his options.

"No choice." He typed at the computer, "this will drain the remains of our power. But at least we'll survive long enough to come up with a solution. I just hope it works."

"What works?" Fluttershy asked, clearly worried about the creature as well as their own safety. "You're not gonna kill it, are you?"

"No. At that size, this'll only hurt it a little. Hopefully, enough to make it leave." He pulled on a leaver before pressing a button. "Sonic disruptor. FIRE!" Part of the sub's front opened up and a satellite dish folded out of it. One which unleashed a high powered sonic wave that flew through the water.

When it reached the pistol shrimp, the giant creature made a horrible noise as it moved backwards.

Clawcer pushed the leaver as high as it could go, whilst the backup power began to flicker. "Come on." After a few moments, the shrimp began to stagger back and he pulled the leaver down. The shrimp seemed to get the message. Stay away and the sound stays off.

Everyone watched, as the shrimp slowly disappeared into the darkness of the ocean. And when it was completely out of sight, everyone sighed in relief.

Their joy didn't last long, as the lights completely died after that. "Great," Sunset groaned. "Now what do we do?" A few moments later, they heard a sound coming from the doors. Clawcer leapt out of his chair and prepared to attack, only for the door to be opened by a glowing orange screwdriver.

Lantool floated into the room, his orange light illuminating the place as best it could.

"Sorry," he told them, "couldn't get the doors opened with the lights down." Shining and Rainbow followed him in. "So, that was kind of nuts."

"No kidding," Twilight nodded. "Looks like we know what happened to the ships. That pistol shrimp blasted them all to kingdom come."

"How the heck did it get that big?" Applejack asked. "A'h thought shrimps were only supposed to be...shrimpy."

"There's no way something like that is natural," Clawcer stated. "I'd have to scan it to be sure, but I'm positive that creature was enlarged by some kind of growth ray. Either somebody did this on purpose, or we're dealing with an accident that's gotten way out of control."

"So what do we do?" Rarity asked. "If the power's out, doesn't that mean that life support is offline as well."

"Indeed," Clawcer nodded. "With this many of us, I'd give us two hours of air before we start to suffocate."

"Great," Lantool sighed. "So what do we do now?" As this was happening, Shining had opened up a hatch in the floor and took out a box, which had a bunch of emergency equipment in it. This included glow-sticks, which he quickly ignited and passed to the others. Lantool reverted back to human, as Clawcer unleashed a burst of energy that flew into Twilight's console.

It lit up, allowing Twilight to perform a systems check.

"The damage doesn't seem too bad," she explained. "Clawcer and I can probably fix it before we run out of air. Even faster if Flash uses one of his smarter aliens." Flash nodded. "I'm just scared that pistol shrimp might come back."

Rainbow turned to Clawcer. "If we get the power back on, do you think we can use the sonic disruptor to take it out?"

"No!" Fluttershy cried, turning to the others. "That pistol shrimp is obviously scared. If someone did make it grow, then it's not its fault it's doing so much damage. We need to find a way to help it."

"How'd ya'h expect us ta help it?" Applejack asked. "Da'h thing's as big as this ship. Bigger, even. What do you want us to do?"

"If someone did make it grow," Sunset turned to Clawcer. "Is there a way to shrink it back to normal?"

"Yes," Clawcer nodded. "In fact, the Plumbers have a device specifically to fix items and life forms, who have had their size artificially altered. It's a size altering ray. Maybe even the same kind that enlarged that shrimp in the first place. The only issue is, we'd need to signal the Plumbers to send it to us. And without working communications..."

"Alright," Flash nodded. "So first we fix the air. Then, we fix the radio."

"What should the rest of us do?" Trixie asked, as Shining placed a hand on her shoulder.

"You, Rainbow and Pinkie are coming with me. We need to check the outside of the ship for any damage. We've got four mech suits, so the four of us will head out."

"How?" Rarity asked, "isn't the moon pool closed? How do you intend to open it without power?"

"There's a manual," Shining stated. "Applejack's super strength should allow her to open it without much issue."

"Just be careful," Clawcer stated. "With the power off, the pressure in the room might be off. Opening the moon pool could cause the whole place to flood. Open it a tiny bit at a time and be ready to close it if it starts to flood." They all nodded and with their tasks decided, they all headed out.

Shining and the girls all made it to the moon pool room and sure enough, the pressure was still working. Applejack found the manual crank and opened it, allowing the other four to jump into the water without any issue. Applejack then closed it, knowing she couldn't risk leaving it open in case the room lost pressure.

In the engine room, Twilight and Clawcer were working on fixing the damage done by the sonic blast.

Despite the shield Rarity had put up, the impact had still been incredibly powerful. So powerful, that it had rattled several components loose from their spots inside the machine. "How's it looking?" Clawcer asked, as Twilight used her magic to lift several wires back into place.

Moments later, part of the engine opened with U-Reek-Ah climbing out of it. "The conductor nodes are back online. And I took the liberty of shurring up some of the electro pathways, so the circuitry won't be as brittle."

"Good," Clawcer nodded. "Once we've got everything back as it should, we can start charging the batteries up once again."

"Are you sure that's gonna work?" Twilight asked. "From what I can tell, this sub's entirely hydro electric. Water flows into special pipes as we move and spins the dynamos. How are we gonna charge it up, if we don't have any water flowing into the pipes?"

"I might be able to do it," U-Reek-Ah suggested. "I'll just go Water Hazard and blast some water into the pipes."

"No need for that," Clawcer stated. "I can charge the batteries. There are special sections that can allow electrical energy into the batteries. I just open it up and give it a good zap, then we'll be good."

"Can you really generate that much energy?" Twilight asked, worried he might be overtaxing himself.

"We won't need a full charge. Just enough to get the engines going. Then we can charge it up the normal way." They nodded, as they continued to work as fast as they could. Unfortunately, Flash's Ultimatrix ran out of juice before they could complete the task. That slowed them down a bit.

Luckily, four of the individuals remained outside the ship. That means less air was being used.

Shining and the girls were swimming around the sub, the cameras in their mech suits scanning the outside to check for damages. "Found one," Rainbow stated. She had spotted a large gash on the top of the ship. The metal wasn't broken through, so there was no risk of an air leak. But it would need to be patched up.

Shining was at the rudder, using a laser in his arm to repair another crack. "Alright. Seal it up with your laser and be careful. We don't want to accidentally burn through the sub and flood it ourselves."

Pinkie and Trixie were currently on watch duty, the pair keeping an eye out for anything that might get in the way.

Trixie spotted a large shark coming and when it approached, she summoned the power of her Luna Cat Medallion. Doing so created an even larger shark, three times the normal one's size. As it swam forward, it gave several biting motions and scared the smaller one away.

"Yeah, that's right." Trixie smiled. "Keep away, fin face." She turned her mech back towards the sub, as Pinkie swam around having fun whilst keeping an eye out.

Back inside, Fluttershy was on the bridge thinking about the Pistol Shrimp.

Despite the danger it had put them in, she knew it wasn't dangerous. Just scared. They had to get it back to its normal size, before it caused any more harm. Eventually, people were going to want the poor thing's head for all the pain it caused.

Suddenly, the lights began to flicker on. "Yay!" Rarity cheered, only for them to go dim. "Is that a good thing?" Sunset moved over to the console and started it up, as Fluttershy and Rarity looked over her shoulder.

"Power is slowly rising," Sunset smiled. "Looks good."

In the engine room, Clawcer was electrocuting a metal rod sticking out the side.

Flash and Twilight watched, both keeping well back and covering their eyes so as to not burn their retinas. As they did, the lights grew brighter and brighter. "Sweet," Flash smirked, "power's coming back on."

"Clawcer," Twilight told him, "that's enough." Clawcer heard this, but kept going. They were gonna need as much power as he could generate.

"You two head back to the bridge and contact the Plumbers. Tell them to send the shrink ray to the ship's location." They nodded and headed out of the engine room, as Clawcer kept zapping the rod.

When the two arrived, they found Sunset was already on the radio. "Can anyone hear me?" She asked, only for there to be no response. "Something's wrong with the radio."

Twilight moved to the next console and did another system's check, the computer finding a problem it hadn't registered before. "It's not the radio. It's the antenna. Our signal isn't reaching past the water's surface."

"So we just get higher," Flash suggested. Twilight nodded, only for a coms channel to open.

"Anyone on the bridge?" It was Shining, "we have a problem."

Outside, Shining had just fixed the rudder. But it was only then he had discovered that the propeller blades were also cracked apart. If they tried to use them, they would likely shatter and they would be truly dead in the water.

Soon enough, Shining and the others returned to the bridge.

Clawcer had also returned, the crab exhausted from charging the ship up. "Please tell me we have a way to get this sub back to the surface." Flash turned to the smart ones of the group, as they all tried to think. "Don't we have some way to make the sub float upwards?"

"I'm afraid not," Clawcer shook his head. "The fins on the ship are what allow us to move in all four directions. But they aren't powerful enough to push the ship up to the surface. We'll need to repair the propeller before we can do that."

"And we don't have radio," Sunset reminded them. "Meaning we can't contact the Plumbers for help."

"So what do we do?" Pinkie asked.

"We do have a portable radio," Shining pointed out. "If one of us takes it up to the surface, we can contact the Plumbers and have them transport the shrink ray. They might even be able to lock onto us if things get bad and warp us away."

"Not a bad plan," Clawcer agreed. "But I don't like the idea of you going alone. You might be small, but that Shrimp might still decide you're a good snack. The aqua knights will accompany you."

"Alright," Shining nodded, "but who'll go?"

"I'll go," Trixie stated. "If that thing shows up, maybe I can make it think we're not here."

They nodded, as Twilight also decided to go so that she had better aim with her magic. That just left one suit and before Rainbow could call dibs, Fluttershy spoke up. "I'll go. If I get close to it, maybe I can talk to the shrimp and calm it down. Help it see that we're not a threat."

The others frowned, not sure if that was a good idea. But Clawcer eventually nodded. "Very well. You'll join the others in heading to the surface. If the shrimp shows up, just make sure Flash and the radio get topside. Agreed?"

"Agreed," they all nodded before heading back to the moon pool room.

Not wanting to waste the power they had, Applejack went with them and once again opened the round door manually. The others got into their suits and Flash activated the Ultimatrix, finding the aquatic alien he was looking for and transforming. "SQUIDSTRICTOR!" The alien squid flexed his many tentacles, as Clawcer stepped in carrying the small radio in his pincers.

"Here." He handed it to Squidstrictor. "It's waterproof, so you don't have to worry about it in the water. Just be careful with it. It's very delicate. If the shrimp shows up and uses its sonic snap, the wave would definitely destroy it."

"And me," the alien replied as he wrapped his tentacle around it. "Don't worry. I'll be careful" He turned to the others. "Everyone ready to go?" They all nodded, as Applejack opened the moon pool. Squidstrictor dived through the hole, with the aqua knights following after him.

Applejack closed the moon pool and returned to the bridge with Clawcer, as everyone else watched the five heading upwards. "Be careful," Clawcer stated before hearing a dinging sound.

He rushed over to the sonar and his eyes widened. "No. Why now?"

"Is it the shrimp?" Rarity asked, the others not needing an answer as they saw the giant creature appear in the distance. "Why is it back?"

"Must have wanted to see if we were still here," Clawcer guessed.

"What do we do?" Sunset asked, as they watched the shrimp suddenly look up and see the five. "Maybe use the sonic disruptor."

"If we use it, our power goes out again. I won't have the energy to recharge it for a while. We'll get it ready. If it uses its snap again, we'll have no choice but to use it." They nodded, as they watched their friends swimming up towards the surface.

"We've got company," Rainbow gulped. The others looked around and saw the shrimp, as it also noticed them and prepared to attack.

"Not good," Shining frowned. "Flash, get that radio to the surface. We'll keep the shrimp busy." Squidstrictor frowned, but nodded. The others dived back down, all pushing their suits to the max. As they did, Trixie called upon the power of her Medallion.

"Let's see how you like this!" She summoned the giant shark again, which swam at the shrimp looking like it was about to take a bite out of it. But Twilight's eyes go wide.

"Trixie! Bad idea. Remember, it uses its pincer for defence more than attack. If it sees a giant shark, it's gonna try and defend itself with its sonic attack." Sure enough, its larger pincer looked like it was about to open.

"Uh oh." Trixie dispelled the shark and instead, tried to make the Alpherg disappear. But the shrimp didn't seem to be phased by the illusion in the slightest. "Um, hello. Why is it acting like it can still see the ship?"

"Because it can," Fluttershy stated. "Shrimps can see incredibly well. Even better than humans. They can see ultraviolet light and even light on the electronic spectrum. It doesn't matter if you make an illusion that hides the ship. The energy it's giving off is like a glow beacon."

"That's probably what made it come back," Shining frowned. "When the engines came back on." The shrimp continued towards the ship, as Trixie cut her illusion. "This is bad. If we attack, it'll use its pincer to blast us. But if we don't do anything, it might start tearing the ship apart like a tin can."

On board, Clawcer had had the same thought.

Rarity placed a shield between them and the shrimp, but she knew it wouldn't hold up against the power of its super strong claw. "What do we do?"

"I don't know," Clawcer frowned. "Our only option would be to use the sonic disruptor again. But I doubt it'll just give up if the sound hurts. This time, it might force its way through the sound and attack the source to stop it. If that happens, we might have no choice but to push the disruptor to the max."

"What'll that do?" Applejack asked. "Our friends are outside."

"The knights are designed to withstand the disruptor, even at max power. But the shrimp won't be so lucky. Ten seconds of max sonic vibrations and it'll be dead." They all frowned, not liking the idea of killing the poor creature. But if it used its pincer, what other choice did they have.

At the same time, Squidstrictor was swimming as fast as he could with the radio in hand.

As he did, he had no idea that he had been spotted by something. The same group of sharks that Trixie had scared away, now saw him and were in the mood for calamari. They swam up and Squidstrictor's incredible water hearing, allowing him to hear their approach.

"Oh, great!" He spun around, keeping the radio safe, as the sharks came in for an attack. But before it could take a bite out of him, he swam to the side before spinning around and slapping one of his tentacles into its face.

The shark was knocked away, but another came in to attack and Squidstrictor unleashed a bunch of ink.

This ink blinded the shark and when it entered its gills, the creature started coughing as they didn't like breathing it in. And before it could recover, something wrapped around its neck and tightened itself up. This blocked its gills, preventing water from getting in as the ink faded.

The other sharks saw Squidstrictor had wrapped himself around their school mate, preventing it from being able to breath.

It roared, trying to throw him loose. But eventually, the lack of oxygen began to get to it and it became listless. Squidstrictor released it before it could suffocate, the shark falling into the depths as the others attacked. But once again, Squidstrictor started spinning around and causing his tentacles to spin around at high speed.

No matter what they did, they couldn't get in close without getting slapped by the tentacles. Even when they tried to take a bite of him, Squidstrictor knocked them away. After about ten slaps each, the sharks swam down into the depths.

Once they were deep enough, they turned around and swam back up as fast as they could. An inbuilt strategy that evolved over thousands of years. But as they picked up speed, they found that Squidstrictor had left the spot he had been in. They couldn't see any trace of him and when they tried to track his scent, all they could pick up was ink in every direction.

Higher up, Squidstrictor was swimming as fast as he could whilst camouflaging his body.

Hopefully, the sharks wouldn't locate him as he did this and he could get away. And soon enough, the surface could be seen and he broke through it. "Finally." He looked around, seeing no boat or landmass in sight. Hopefully, he could make the call and return to the ship before he ran out of power. The last thing he needed, was to time out halfway down to the bottom and drown.

He held up the radio and started working to get it up and running, extending the antenna before connecting to the Plumber Satellite. "Can anyone hear me?" He called out, as the radio made some static noises. "Come on. This is Flash Sentry. We need some help here."

Back below the water, Shining had charged at the pistol shrimp whilst Trixie and Twilight were working to keep the creature occupied.

Twilight used her magic to lift several boulders, aiming them at the shrimp's relatively thin legs. But she wasn't used to fighting under water and when she let them go, they just floated in place.

She frowned, as the shrimp charged forward and swung the smaller claw towards her. She barely managed to avoid it in time, her suit's propulsion exploding to push her away. Trixie chose this moment to create an illusion of another pistol shrimp, which she tried to make look as appealing to the other one as possible.

"Come on," she groaned. "This has gotta be appealing to you. Follow it and go make giant shrimp babies." But the shrimp didn't seem at all pleased to see it, even raising its claw to attack it. The illusion shrimp raised its own claws, Trixie making it do a bunch of kung-fu moves it shouldn't even be able to do on its own.

"Trixie!" Shining told him, "stop messing around and make it surrender. We don't want the actual shrimp snapping to get rid of your fake one."

Trixie huffed. "Why am I even here, if I can't use my magic to stop it?"

"Can't you use another Medallion?" Twilight asked, Trixie turning to her.

"Oh yeah. Which one? None of my other Medallions have much use underwater. I can't fly underwater and my Mighty Bull form won't do much good. And if I can't take advantage of it, how is my Rapid Turtle form gonna help?"

"You could try your Iron Serpent." Shining fired a laser into the water in front of the shrimp, hoping making some steam would distract it. The shrimp found the water around it beginning to grow hotter, which forced it to move away from the group.

As this was happening, Twilight saw a bunch of rocks right behind the shrimp and she had an idea.

She used her magic and focused on the rocks, lifting them up and making them float before pulling them towards her. This made them slam into the back of the shrimp, causing it to turn around and see if there was anything that might be a risk to it. But it couldn't see anything, distracting it as the others floated towards it.

Trixie had swapped to her Iron Serpent form, the hero trying to form a dome of pink energy around the creature. "I hope this works."

They watched, as the shrimp began to slam its larger claw into the shield. When it struck, the energy bubble shook and a crack formed. "Seriously?" Shining groaned, "how strong is this thing?" Trixie tried to repair the barrier, but found the shrimp's claw punch was just too strong.

After the fifth punch, the barrier shattered and Trixie cried out. She shook her head, as the shrimp turned towards them. And clearly, it had had enough of them messing with it.

It raised its pincer, terrifying everyone, and slowly lifted them open to cock the firing joint. "It's gonna blast us!" Rainbow cried, as Rarity put another shield up. Trixie, Twilight and Shining flew towards the ship, Trixie also putting a shield up in front of the ship. If they were outside when the blast hit, they would be in serious trouble.

"Fluttershy!" Twilight cried, "we have to go." Fluttershy was still floating in the middle of the ocean, staring at the shrimp as it prepared to blast them all away.

Inside the sub, Clawcer pushed the sonic disruptor to full power. "I've got no choice. It's it or us." He was about to fire, but Sunset grabbed his claw.

"Wait, look!" They all stared out of the window, as they saw a knight swimming towards the shrimp.

"Fluttershy!" Rainbow cried.

"What are you doing?" Rarity gasped, as the girl got closer and closer to the creature.

"If that creature fires..." Clawcer frowned. "She's too close. There'll be nothing left of her." The others looked worried, as they watched her get closer and closer to the shrimp.

The girl flew right in front of the creature's eyes and held her arms out, as the creature tilted its head. "Please stop." She called upon her magic and did her best to have it convey not just her words to the creature, but her thoughts and feelings. "I know you're scared. You've become so big that you can't hide from anything. You're so used to being able to disappear, that being the centre of attention is terrifying."

The shrimp just kept staring at her, the others looking worried that it wouldn't listen and snap. But to their surprise, the claw stopped opening.

"I know how you feel. I spent years trying to hide and when I was thrust onto centre stage, I was scared too. I just wanted everything that stared at me to disappear." She slowly moved forward. "But you can't let your fears control you. That's something I've learned time and time again. If you let yourself give in to fear, you'll always be scared. I know the world seems big and scary, even at your size, but you're stronger than fear."

The shrimp seemed to understand this, its claw remaining still.

Fluttershy sighed, her magic glowing brightly as she placed her hand on the claw. "We can help you. We can get you back to your normal size. But not if you destroy us with that shockwave. So please, let us help you. Trust us."

Everyone watched, the other three knights moving towards her. They all feared the worst, that the shrimp would still blast them and Fluttershy would be atomised. But then, the claw began to move. And not in the direction they feared.

The claw slowly closed, shutting with barely any effect.

Everyone sighed in relief, Fluttershy smiling as she patted the claw. "Thank you. I promise. We'll help you." It was then that the shrimp noticed movement above it and looked up, Fluttershy and the others doing the same.

"Somebody order takeout?" Squidstrictor smiled, as he swam down carrying something. A strange looking futuristic ray gun. The alien squid looked exhausted, as he swam towards Shining Armor. "Here, catch." He threw it at Shining and the Plumber caught it, whilst Squidstrictor raced towards the ship.

Obviously, he was worried he was about to time out. So Clawcer quickly opened the moon pool and allowed him to jump inside.

As he did, Shining pointed the ray gun towards the shrimp. "Don't move." He didn't know if it understood him, but he fired the laser and hit it. And as soon as he did, the creature began to shrink.

Fluttershy followed its head, as it got smaller and smaller. It took almost an entire minute of shrinking, but eventually it was tiny. Fluttershy smiled and held out her hand, allowing the shrimp to fall into it as she held it up. "See. I told you we would help you." The shrimp let out several sounds that her geode translated for her. "I promise. Something like this will never happen again." She couldn't really promise that, but the chances of it happening were slim to none.

Fluttershy flew down to a large pile of rocks and placed the shrimp down on them.

The little sea creature swam around, happy that it was once again able to move in and out of the rocks. It gave Fluttershy one final happy look before disappearing into the rocks, Fluttershy smiling as she swam away from the rocks. Hopefully, the shrimp would be able to live a happy life without any more issues.

As she swam back to the sub, she saw Shining moving to the back in order to repair the propeller.

Twilight and Trixie returned to the Alpherg, swimming back through the moon pool as she followed. Flash was waiting for them there, whilst Rainbow, Pinkie and the others ran into the room. "Fluttershy!" Pinkie cheered, "That was amazing."

Rarity nodded. "You were incredible, darling."

Fluttershy smiled, as she returned the knight to its container and got out. Once they were all out of the knights, they returned to the bridge where Clawcer was still working.

"Girls," he told them all. "You all did great. Especially you, Ms. Shy."

"Thank you," Fluttershy nodded.

Clawcer nodded. "I'll admit, you girls have some impressive skills. And whilst I can't give you any authority as actual Plumbers, I may have to allow you to help in times of need. Especially if it involves the magic you have faced before."

Twilight nodded. "Thank you. Trust me. We'd rather let the Plumbers handle these kinds of situations. But it's like with Flash. Letting the powers we have go to waste would be terrible. If we can help others, even just a little, we want to." The others agreed, as Clawcer nodded.

"Indeed. And your non-magical skills do have their uses. I guess so long as you have an actual Plumber watching over you, I can allow you into the base so long as you don't mess with everything." The girls smiled at this, as Clawcer checked Shining's progress on the propellers.

"I'm glad this is all over," Flash sat down. "But still, I wonder what caused that shrimp to get so big in the first place."

Sunset turned to Fluttershy. "Did it tell you how it happened?" Fluttershy shook her head.

"No. All it knew was that one minute it was sleeping under some rocks and the next, it was suddenly growing larger and larger. It was so surprised, that it used its pincer and was shocked by how powerful it was. If something did purposefully grow it, they might not have survived the impact."

Everyone hummed, wondering if that was the case. If it was, could there be wreckage somewhere close by? And if it wasn't, what had happened to them?

On a deserted island, several miles away from the area that the shrimp had turned into a graveyard, Zaaton's ship was on the beach.

Mera was outside the ship, her finger creating a blue flame that she was using to weld part of the ship together. As she did, the alien with the prophetic arm appeared. "Almost done?"

Meta sighed, as she finished the welding. "Yes. How are the repairs coming inside the ship?"

"Almost done," he replied. "But Zaaton's getting annoyed with all the delays. If we don't get the search back underway soon, he's not gonna be happy."

"I understand that," Mera nodded. "But if they're not done properly, we'll only have to stop and fix them again." She sighed. "Adoyk. Next time I agree to let Kiraki control the blasters, do me a favour and hit me." The prosthetic alien nodded before heading back into the ship, allowing Mera to get back to work.

As she did, she knew Zaaton's frustrations were warranted. They had yet to find any sign of their objective. If they couldn't locate it soon, Zaaton would go mad.

"Just a little longer. Then, our long mission will be complete."

Author's Note

Once again, Zaaton and his crew cause some serious issues. Will they find what they're looking for soon? Only time will tell. Hope you enjoyed this one.

Season 1, Episode 11: Big Screen, Big Problem
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The Ultimatrix Hero

Season 1, Episode 11: Big Screen, Big Problem

Hollywood. A place where dreams were made and dreams were destroyed. A place where anyone could make a name for themselves, but not everyone did.

Hundreds of studios were located in this city, each one filming a different movie that the public would either love or rip apart. Many varying people worked together to bring these big ideas to the silver screen. Film crews, directors, costume and set designers. And, of course, the actors and actresses.

One of these actresses, was currently waiting on a random street corner away from the crowds.

That actress was a yellow skinned girl, with big puffy hair that was a combo of orange and yellow. She was wearing a pink top and jean shorts, with pink high-heeled sandals.

Adagio Dazzle checked her watch and wondered when they would be there, when a sudden flash of light caught her attention and she looked around to see a bunch of people appear out of nowhere. At the front was her ex-boyfriend, along with several others.

"Adagio!" Flash waved, as he, Trixie, Shining and the Rainbooms headed towards her.

Adagio smiled. "Hey, strangers." She hugged Flash when he reached her, then hugged the others. "Long time no see." When she finished with the hugs, she pulled back and spotted the new device around Flash's arm. "So, this is the new Ultimatrix." She gave it a once over and smiled. "Looks cool. Can't wait to see one of those Ultimate Aliens you told me about."

Flash smiled, as they began to walk down the street. "Well, hopefully there won't be a reason to show you my Ultimates. So how's it been? Moving out here to start your film career?"

"Amazing," Adagio stated. "I was worried my sisters and I wouldn't be able to get anything amazing. But after a few background roles in smaller films, a producer contacted our agent and offered us the chance to audition for a big spy movie his studio's working on."

"Really?" Sunset asked, "that's amazing. The three of you are gonna be the main heroines?"

"Absolutely," Adagio laughed with gleeful vigour. "And if it's a big success, there's the chance this could turn into a massive franchise. This could set us up for life." Everyone smiled, happy that Adagio was doing so well. "That's why I asked you guys out here. Thought you might enjoy seeing how a big time film is made."

"We already did that," Rainbow explained. "Even got to be in it."

"Well I didn't," Flash told her. "So we're gonna get to be on a real movie set?"

"Yup," Adagio smiled. "Glad you guys showed up when you did. I'm supposed to be on set pretty soon."

"Really?" Sunset frowned, "don't you need several hours to do makeup and other stuff?"

"Maybe normal actors," Adagio laughed. "But when you're as beautiful as me, you don't need to waste time with stuff like that." The others weren't sure if that was her being cocky, or just truthful.

They made their way through the city, Adagio showing them the many great sights along the way. She promised to show them around more of the city later, but at that moment they were only able to see the highlights. And after a while, they found themselves in front of a large studio that was cornered off by a giant stone wall.

They headed for the gate and the guard tried to stop them, but Adagio assured him they were good to go. But even so, the guy had to do a pat down to make sure they weren't hiding anything. When he came across Flash, his eyes went wide at the sight of the alien superhero.

"You can go in," he finally said after getting an autograph from him.

They all headed inside and Adagio led them towards her film set. Along the way, they saw several pieces of filming sets and props that amazed them. A giant dragon head, that looked super realistic. A bunch of people wearing robot costumes. And a truck carrying rocks that bounced around like they weighed nothing. It was all amazing.

They made their way through an area where they were testing new equipment and as they did, they spotted someone wearing a grey suit covered in lights. "What's that?" Pinkie asked, as the person put on the full face mask with a light on the forehead.

"Oh," Adagio smiled, "you're gonna love this." They watched, as the lights suddenly lit up. And the next thing they knew, the guy in the suit completely vanished.

"Wow," Rainbow looked around, "where'd he go?"

"He's still there," Adagio explained to her. "It's a new suit, designed to allow whoever's wearing it to become completely invisible. That way, they can move around whilst the film is being shot and help without ruining the shot. It's pretty impressive."

"I'll say," Twilight nodded. "How did someone invent such a thing?"

Shining smirked. "Things have been changing, ever since aliens started showing up. Certain technologies are being made more public. Nothing too big. Just simple stuff, like those. But they're still being put under special surveillance, in case someone tries to use them for bad things."

"Makes sense," Sunset nodded as Adagio led them the rest of the way to her film set.

When they arrived outside one of the studios, they spotted a large group of people. Two of those people were Sonata and Aria, the pair spotting the group and smiling as they approached. "Hey," Aria stated, "so you guys made it."

"It's so good to see you!" Sonata ran over and Pinkie ran to her, the pair hugging as they jumped up and down.

The others smiled, as Flash turned to Aria. "Why is everyone out here? Shouldn't they be inside?"

Aria nodded. "They're just making some finishing touches to the set. Won't be long." As she said that, a man dressed in checkered pants, a black shirt, green cardigan and grey scarf suddenly appeared.

"Adagio!" He cried, "you're here. Just in time. And with friends."

"Hey," Adagio smiled. "Yes. These are my friends from Canterlot." She gestured to Flash, "I'm sure you know who this is." The director stared at him and gasped, amazed by the teen and rushing up to him.

"Flash Sentry. The man himself." He shook Flash's hand. "When Adagio told me you were coming, I was excited to meet you. The amazing alien super hero."

"Thanks," Flash smiled, "nice to meet you to?"

"Indeed. Indeed. Allow me to introduce myself. I'm Action Genre. The Director of this movie. Might I ask, have you ever considered acting?" Flash wasn't expecting that question. "Think about it. After we're done with Adagio's first blockbuster, I could do a film exploring how you became the alien hero you are today."

"Really?" Flash was amazed, as he thought about having his own movie.

But before he could ask a bunch of questions, an alarm suddenly went off inside the studio and everyone was suddenly at attention. Flash ran for the door and threw it open, looking around and seeing himself in some kind of large mansion set. And part of it had caught fire.

Adagio gasped, as the people in the mansion staggered towards the nearest exit. And Flash ran forward, activating the Ultimatrix and finding the alien in question before transforming. "Water Hazard!" The water spewing alien roared, as he leapt into the air and did several flips until he was right above the fire.

"Wow," one of the actors gasped, "he really does do his own stunts." They watched, as Water Hazard unleashed a torrent of water down on the flames. They were quickly put out, but the set was both burned and water logged.

Water Hazard landed, as Action rushed over to the area. "Not again."

"Again?" Shining asked, as he and Adagio stepped up to them. Adagio sighed, as she looked the damaged area over.

"There have been some problems with the movie," she explained. "Accidents that keep putting us behind schedule and costing the studio money."

"There've been more accidents like this?" Twilight asked, as Sonata and Aria walked over with her.

"Not exactly like this," Aria stated. "But props and costumes have gone missing. Scrips have been altered so we're saying the wrong thing. And parts of the set have been sabotaged."

"You think someone's doing this on purpose?" Shining asked, as Adagio sighed.

"If not, this has to be one of the unluckiest film shoots in history." Just then, a young man of around nineteen rushed onto the set. He was a red skinned boy, with frizzy black hair under a baseball cap with glasses.

"Miss Adagio!" He gasped, "what happened?"

"Nothing to worry about," Adagio told him. "Just a small fire. Flash put it out." The teen looked around and spotted Water Hazard, who waved before returning to human form.

"Alright then," he turned to Adagio and everyone could see him giving her a smile. "Would you like me to get you something to drink? Nonfat mochaccino with cream?" Adagio nodded, clearly liking the idea of having one. "Right. I'll go get it." He ran off, as everyone watched him leave before giving Adagio a knowing look.

"And who was that?" Rarity smiled, as Adagio rolled her eyes.

"Cut Corners," Aria laughed. "Everyone knows he's got the hots for her. But he won't admit it." The others smirked at this, as Adagio sighed.

"Can we focus," she told them. "We've got a lot of work to do and this fire isn't gonna help." The others nodded, as Shining took out his badge and scanned the burn area.

"I'll see if I can figure out what caused this."

"Right," Action nodded. "And I'll have the set designers work on repairing it when you're done. Everyone else, please vacate the area until the work is complete." They all nodded, as they began to head out into the rest of the studio.

Flash found himself looking around with Twilight, Sunset and Adagio, as Sunset smirked at Adagio. "So, that Cut guy was kind of cute. Anything going on between you?"

Adagio sighed. "No. Of course not." The others felt bad for Cut. "It's nothing to do with him. I just want to focus on my film career. If this movie's a success, it'll open a bunch of doors for me or my sisters. I can't afford to get distracted."

"I guess that makes sense," Twilight nodded. "Too bad for Cut."

"He's a nice guy," Adagio stated. "And even though he's just an assistant, Action's always talking about how hard he works. One day, he'll probably get a more important role in the film making world. When that happens, he'll have girls all over him." They nodded, as they kept exploring the studio.

In another area, Aria was showing Trixie, Applejack and Rainbow an area where they filmed action shots.

The building had an area that people could watch from without disturbing the filming, the girls seeing a man wearing a completely green body suit. "What's this film for?" Rainbow asked, as Aria checked a nearby clipboard.

"Seems it's a scene for the next Steel Man movie." They watched, as the green suited guy ran along a large beam before leaping off it, striking a pose as cables pulled him into the air. No doubt when the actual movie came out, that scene would look a lot more impressive.

At the same time, Sonata had taken Rarity, Pinkie and Fluttershy to the studio's animal home.

Fluttershy gasped, as she saw a large Saint Bernard laying on the ground relaxing. "Aw." She ran over and started petting him, "aren't you the fuzziest little guy I've ever seen." She laughed, as the dog raised his head and started licking her face.

Rarity smiled, as Sonata and Pinkie giggled. "These animals are all specially trained," Sonata explained. "They can do a bunch of tricks and look like they're doing it naturally on screen." She looked around and leaned over to them. "I heard there's a dog that thinks it's a superhero, so every time they film a scene he thinks he's actually saving the day."

"I doubt that's true," Rarity frowned. "As smart as some dogs can be, I don't think they have an understanding of good and evil." Sonata shrugged, as they continued to watch Fluttershy play with the rest of the animals there.

Back with Shining, he was going over the scan data from the burn incident.

Action was also there, waiting to hear what he had found. "From what I can tell, the fire was started by one of the lights." He looked up at said light, which was currently being taken down. "The heat from the light was concentrated on a piece of a curtain and set it alight."

"So it was just an accident?" Action asked, as Shining shook his head.

"No. This wasn't an accident. Unless somebody accidentally poured a flammable liquid onto the curtain." He brought up a hologram of some kind of DNA helix. "It's not alcohol, but it's highly flammable. Whatever it was, part of the curtain was soaked in it. Not much, but enough to get the fire started with enough heat."

"I see," Action frowned. "I don't know who's trying to ruin this shoot, but I refuse to let it happen. Those girls are stars in the making. But if this film shoot goes horribly, they might never get another big role like that. I won't let their careers end." With that, he and Shining walked off.

As they did, neither seemed to notice Cut Corners was standing behind one of the sets. He had clearly heard everything that had just been said, as he reached into his pocket and took out a picture of Adagio. He frowned before walking off as well.

As this was happening, Adagio was showing Flash, Twilight and Sunset around the place.

They soon arrived at a hallway, with a bunch of TV screens on the walls. And each TV was showing clips from a bunch of different movies that the Studio had made over the years. Most of them were older movies, meaning that the effects weren't as great.

"Awesome!" Flash saw a clip from one of his favourite movies. It was a really old movie, so it didn't have CG or anything like that. But what it did have, was stop motion animation that also had the actual actors in the shot to make it look like the giant creatures were really there.

"I didn't know you were a fan of stop motion films," Twilight smiled as she watched the clip. A four legged monkey creature was currently fighting against a lizard with a snake neck.

Flash nodded. "Yeah. Don't know why, but these old movies have always been some of my favourites. Just think it looks cool. It actually feels like it's there. Not like some of the CG you see in movies these days."

"Yeah," Twilight agreed. "I hate that they always make the scene really dark, to try and hide some of the CG flaws in the movie." Flash nodded, as Sunset and Adagio spotted another film action scene.

"This is one of my favourite films," Adagio stated. They watched, as a woman that almost looked like Adagio was running along a truck before doing a big jump down onto a bus. She was a red skinned woman with blonde hair just like Adagio's, wearing leather pants and a leather jacket over a black top and leather boots.

The woman was suddenly surrounded by a bunch of men and a fight scene ensued, the woman showing amazing flexibility as she did several flips whilst fighting back. "Wow." Sunset smirked, "now that's some serious CG."

"It's not CG," Adagio smiled. "That's Scarlet Silver. She was an amazing actress and stunt woman. She did all her own stunts and performed in hundreds of action movies."

"Nice," Sunset nodded. "I can't believe someone could do all that and be able to act at the same time." Adagio nodded in agreement.

"I want to be just like her. She's the perfect female actress. Beautiful, smart and an amazing stunt woman. I've been watching her old films for inspiration." Sunset smiled, as Flash and Twilight stepped over to her. They could all tell that Adagio was really taking her new career seriously, but also having fun as she worked. And that made them all extremely happy.

As soon as the set was repaired, the filming process began.

Adagio, Sonata and Aria were all dressed up in a similar fashion as Scarlet Silver, wearing leather clothing and boots in different fashions. They were all in the mansion set and were surrounded by men in identical suits who were carrying weapons.

"And...action!" The Director announced as the film started rolling.

The men rushed at the girl and the three began to do the moves that made it look like they were fighting. Aria swung a leg around and appeared to hit one of the guys, knocking him away, whilst Sonata caught a punch and used it to knee a guy in the stomach.

Adagio ducked under a punch and swept a guy's leg, knocking him down. "Freeze!" Action announced, with everyone stopping perfectly in place. "Change." Adagio shifted so that she was sitting on the ground, her foot on the stomach of the guy she had knocked over.

"What are they doing?" Trixie asked, as Cut Corners walked by.

"Adagio can't do stunts on her own. No stunt double. So they're gonna CG her doing a front flip to drive her boot into the guy's stomach."

"Won't that look kind of fake?" Twilight asked, as Cut shrugged.

"No other choice. Since she doesn't have a stunt double to do the flip and she can't do it herself." He began to walk off. "Besides, we have one of the best CG designers in Hollywood. He could make anything look realistic." They nodded, as they kept watching the fight scene.

Meanwhile, Cut headed towards the area of the studio where the CG was being done. Along the way, he made several cups of coffee.

He arrived and knocked on the door, as a voice called out for him to enter. Stepping inside, he found a guy was working at some kind of drawing desk. He was using some kind of tablet and digital pen, which he was using to draw. "Hey," he smiled at Cut. "Good timing. I was just starting to get thirsty." Cut nodded and handed him the cup, with the artist putting it down before showing Cut something. "Check it out."

Cut took the tablet and saw an image of Adagio. "Is this her 3D model?"

"Yup?" The artist nodded. "Still needs a little work, but when it's done I'll be able to place it in any shot to replace her in." He tapped the tablet and Adagio did several kicks and even made a front flip and downwards kick.

"Awesome," Cut nodded. "Without you, we'd never be able to make this film in time." The artist nodded, as Cut handed him back the tablet. "Keep up the good work." He headed out with the rest of the drinks, whilst the artist got back to work.

He then picked up his drink and took a sip, only to be confused by the taste. He looked down at the drink and noticed something floating in the liquid. It looked like something that had been crushed up and sprinkled in. And slowly, he remembered what the taste was and his eyes went wide.

"Pean-" He couldn't finish, as his throat suddenly began to close.

Cut returned to the set and handed the other drinks out, as the action scene continued.

Every so often, they had to pause since the girls had to pose in a post stunt formation. Those watching hoped the CG would be good. Because without it, these fight scenes would look ridiculous.

The filming went on for a few more minutes, as the crew enjoyed their drinks. But the movie came to a staggering halt, when a door flew open and their CG artist staggered in. And when they saw him, they thought he might have been an actor who got lost on his way to a horror movie.

"Art!" Action rushed over to the man, whose entire face had swollen up like a pink balloon. His hands were also swollen and he seemed barely able to breathe.

"Help me!" He tried to say, though his swollen lips made it difficult to understand before he fell over.

"What's happening to him?" Fluttershy gasped, as Action rushed to his side.

"Peanut allergy," Pinkie cried. "I've seen this before."

"Where's your EpiPen!?" Action asked, as Art pointed towards the fanny pack he was wearing. It was half unzipped, showing he had tried to open it himself before his fingers swelled. Action quickly opened it up and pulled the needle out, quickly stabbing it into the man's thigh through his jeans.

Everyone else looked worried, as Art's condition didn't seem to improve. But as he started having trouble breathing, he pointed at something.

Everyone couldn't quite make out what he was pointing at, as his fingers were unable to close. But Sunset had a feeling his finger was pointing at Cut. But eventually, Art's throat seemed to open back up and he gasped. But he also appeared to be losing consciousness.

"Is he okay?" Flash asked, as Action read the side of the EpiPen.

"Yes. Drowsiness is a side effect of the medication. Has someone called an ambulance?" Someone stated they had and they were on the way. As they moved to give Art some air, Sunset frowned as she looked over at Cut.

"What do you think could have caused this?" She asked, everyone frowning as they all knew about Art's nut allergy.

"I'll head to the CG room and take a look around." Shining headed off, as everyone else remained where they were. Shining returned fifteen minutes later, finding Art being carted off by the paramedics whilst he turned to Action. "His drink was poisoned."

"What?" Action gasped, as Shining held up his badge.

"Not with actual poison. Someone had sprinkled nuts into the drink before he drank it. I scanned it and found traces of the peanuts in the drink." This shocked everyone, with Action turning to Cut Corners.

The assistant looked horrified. "Action, I didn't do this. I swear."

Action frowned, clearly wanting to believe the young man. Adagio then stepped forward. "I believe him." Action turned to her. "Cut's way too smart to do something so dumb. He would have known he'd be the prime suspect. Someone must have snuck the peanuts in after he gave them to Art."

"How?" Applejack asked, with Adagio unsure.

"I don't know. But we all know Cut. He's too much of a wuss to try something like this." Everyone nodded, realising she was right. Cut gave Adagio a thankful look, as Art sighed.

"Either way, this is bad. Art's in no condition to finish the movie's CG scenes and we don't have another CG artist. I don't suppose he managed to finish all the models before he drank the peanuts?"

"I doubt it," Cut frowned. "He said he still needed some work on the models." Everyone continued to give him a suspicious look, as Action groaned.

"Without those scenes, this movie won't be able to incorporate any of the interesting action shots we had planned." Everyone looked worried. Without those scenes, the movie would be in serious trouble.

However, in that moment, Flash had an idea and moved over to Trixie. He whispered something in her ear and the girl frowned. "Seriously?" She asked. "You want me to use my powers like that?"

"Hey, if you can't do it..."

"Don't put words in my mouth," Trixie frowned. She then moved over to the director and spoke with him for a moment, surprising him with her suggestion.

"You can really do that?"

"Of course. I mean, is it any different from CG? Just so you know, I can't make them say anything. So don't think you can completely replace Adagio and the others."

"Of course." He turned back to the set, as Trixie summoned her Luna Cat Medallion. "Let's give it a try." Everyone else looked confused, as Trixie moved over to the stage. She clutched her Medallion and focused. Then after a few moments, perfect replicas of Adagio, Sonata, Aria and the villains appeared.

The actors were all shocked by this, as the director smirked. "Of course," Twilight laughed. "Your...holographic abilities can do the stunts instead."

"Holographic abilities?" Rainbow looked confused, as Twilight turned to her.

"Yes. The ones she gained when Cosmic Town was built." As open as people were to aliens now, the girls were still worried people might freak out about magic. Luckily, their abilities could now be explained by using alien technology.

"Alright," Action stated. "Let's see what these holograms can do." Trixie nodded, as she got them into position on the set. "Camera rolling." They started filming, "Action!" The illusions started fighting against one another, copying the moves the real actors had done. But when they hit one another, the impacts were real. The Aria clone really did kick a guy in the face, whilst Sonata kneed her opponent with actual force behind them.

Then there was Adagio's clone, who swept the crooks legs before doing a perfect front flip in order to drive her boot into their gut. The movement looked completely real, which amazed them all.

"And cut!" Action laughed. "That was amazing." He turned to Trixie. "What else can you do?"

"A lot," Trixie smiled. "Like I said, the...holograms can't talk. But they can act as stunt doubles for any of the big and dangerous scenes."

"This is great." He turned to Adagio and the Dazzlings. "This might help us get back on schedule. You girls can focus on the actual acting scenes and leave the dangerous looking stuff to these holograms. This is going to revolutionise the filming world."

Everyone smiled, as they all got to work.

True to his word, Action started using Trixie's illusions in all the scenes they would need CG for. At the same time, the Dazzlings were able to do the scenes involving them being more than lifeless dolls that just hit things.

Flash had also begun helping, using his aliens to help with some of the effects. Twilight, Applejack, Rainbow and Rarity also helped out, either with moving sets or helping with costumes. With their help, the film was beginning to catch up with their schedule.

Meanwhile, Sunset watched as Cut Corners ran about the place. He was eager to prove he wasn't the one who had poisoned the CG artist, but Sunset wasn't so sure. And she told Shining this. "He might have made it obvious it was him, to try and make us think it wasn't him."

"But what would he have to gain?" Shining asked. "If this film fails, he's out of a job."

"What if he doesn't care about his job?" Sunset suggested. "You heard what Adagio said. She's too busy with her career to focus on romance. What if Cut is doing this to ruin her career, so Adagio might start dating him?"

Shining frowned. "I want to say that's far-fetched, but I've had crooks do worse things for stupider reasons. Alright, you keep an eye on him. I need to find the culprit if we're wrong. But if he does anything, tell me." Sunset nodded, as Shining headed off and Sunset went to find Cut.

Cut was currently watching Adagio, as she was on a penthouse apartment set.

She was doing some yoga stretches, dressed in a pink crop-top and blue yoga pants. Aria suddenly waltzed into the room, dressed in a white coat and blue skirt. She looked upset, as she threw her purse onto a nearby couch and headed into the kitchen area.

"Problem?" Adagio asked, as she did the downward dog.

Cut smiled, as he barely seemed to listen to whatever Aria's character was talking about. His focus was on Adagio, as she kept doing her yoga poses whilst the scene went on.

Sunset stepped into the scene and spotted him, frowning as she saw how closely he was paying attention to the Dazzling leader. The way he was looking at her, it was clear he was desperate to be with her. And that begged the question. What was he willing to do to be with her?

She kept an eye on him throughout the entire scene, through the multiple shoots to get the best one.

But Cut didn't seem to be up to anything and the only time he moved from that spot, was when he was needed to get something or move an item on the set. Sunset watched him carefully, wanting to see if he did anything that might cause a problem. But nothing seemed to be suspicious. Cut was just doing his job.

And he kept doing his job, all throughout the day.

With Trixie continuing to substitute the special effects, the movie's progress was coming along perfectly. All Action had to do was explain what he needed and Trixie was able to create it just as he envisioned. There were scenes where the girls had to ride motorcycles through a city. Where they had to jump out of a burning building. There was even a scene where Sonata got stabbed.

Said scene had an acting section in it, which meant the girls would need to actually do it whilst Trixie created an illusional knife wound in the girl's stomach.

At the moment, Flash was sitting off to the side with Adagio. The pair appeared to be running lines with one another, Adagio not even needing to look at the script as she spoke.

Sunset and the rest of her friends were watching from the sidelines, with Sunset keeping a watchful eye on the light rigging above the set. "Where's Cut?" Shining asked, as the teen pointed up at the rigging.

They saw Cut there, moving a light around. But Sunset could see he was glaring at Flash, who was obviously too close to Adagio for the guy's liking. "How's that?" He asked Action, the Director looking between him and the stage.

"Perfect." He gave Cut a thumbs up and they all prepared to start the scene, as Cut climbed down from the walkway. As he did, Adagio got up and gave Flash a friendly peck on the cheek. Sunset hoped Cut wouldn't see it, but he managed to get down just in time to spot it. "Alright. Hologram." Trixie summoned the knife and blade stains, as Sonata lay on the ground and looked a little freaked out that she had a knife sticking out of her. "And...ACTION!"

The film started rolling, as Sonata cried out in pain. Aria and Adagio ran over to her, the pair kneeling down with Aria grabbing the knife. Amazingly, she was able to wrap her hands around the illusion without disrupting it. "Hold on!" She told her sister, looking like she was about to pull the knife out. But Adagio stopped her.

"No! If you pull that out, she'll bleed to death."

"So what do we do?" Aria cried, as Adagio began to look around the place. She then spotted the curtains and ran over to them.

"Take off her belt!" Aria did so, as Adagio took a switch blade out of her boots and used it to cut up the curtain. The plan in the script was to push the fabric against the wound and use the belt to hold it in place. But they didn't get the chance to do that.

As she cut the curtain up, one of the lights above her seemed to come loose. It fell a few inches, with nobody appearing to notice it. Nobody except one person. "LOOK OUT!" Cut suddenly ran onto the set and tackled Adagio, just as the light fell.

He threw them both towards the ground and Cut covered her body, expecting the light to break apart and send pieces everywhere. But the light didn't hit the ground.

Twilight had managed to catch it at the last moment, as it was inches off the ground. She then lowered it the rest of the way, as everyone rushed over to inspect it. Cut also pulled himself off Adagio, the girl looking around and seeing the light that had fallen.

"What the heck?" She asked, as Cut helped her up. "What happened?"

Action frowned, as he saw the rope holding the light up had snapped. "I'm not sure." He wanted to chock it up to an accident, but he was done giving anything the benefit of the doubt. And Shining agreed.

"The rope was cut," Shining showed them half the rope. Whilst one half looked stretched, having snapped under the weight of the light, the other half looked like someone had cut it. "Sabotage." He turned towards Cut, who looked shocked that this was all happening. "Strange, that this was the same light you were adjusting."

"I adjusted all the lights," Cut pointed out. "I didn't do this!"

"Like you didn't give Art that peanut drink," one of the crew yelled. "Both times something bad happened, you were the last one to interact with it." Everyone else seemed to agree with this, whilst Flash rushed forward.

"What, did you plan on saving Adagio from the falling light so she would be grateful?"

"I DIDN'T DO ANYTHING!" Cut yelled. "I admit it. I like Adagio. So why would I do something that could possibly hurt her? If I had been a second late, she would have been seriously hurt. Her and her sisters." Everyone frowned, clearly not believing him. "I do want a relationship with Adagio. But I respect that she isn't ready for one right now. I'm not trying to ruin her career."

"Why should we believe you?" Aria asked, with Cut looking down in defeat. Nobody was willing to give him the benefit of the doubt.

"I believe him." Everyone turned to Adagio, as the girl looked Cut Corners in the eye. "He's right. He wouldn't try and ruin my career to make me date him. The guy couldn't keep a secret to save his life. If he did end my career and we started dating, he'd never be able to keep the truth in."

Cut smiled, but saw that the others weren't trusting him. "Come on. Isn't there any way to prove that I wasn't responsible?"

Nobody seemed to know what to say, until Adagio sighed. "Idiot. Sunset. Read his mind." The girl in question suddenly went wide eyed, then groaned and slapped her head.

"Stupid." She marched over and looked Cut in the eye. "Don't think. Just let your mind be open. If you've nothing to hide, you've nothing to fear." She grabbed his arm and her eyes went white, as she was pulled into Cut's memories.

She was suddenly looking through Cut's eyes, as he was up on the walkway moving the lights around. He started fiddling with the lights and Sunset thought she had him. But he didn't do anything to damage any of the ropes. Even the one that fell. "How's that?" He asked Action, who gave him a thumbs up.

"Perfect." Cut then moved away from the lights, which were undamaged and looked strong enough to hold up a boulder. He hadn't done it.

The scene then changed to show Cut making the drinks, including the one that had poisoned Art. She watched him make that cup and saw him do nothing connected to peanuts. The whole point between him pouring the drink and giving it to Art, the drink remained entirely peanut free.

Sunset released her hold on Cut and staggered back, Pinkie and Twilight keeping her from tripping over. "It wasn't him. He didn't do anything."

"Are you sure?" Shining asked, with Sunset nodding. "Alright then. It seems Cut has been framed." Cut sighed in relief, as Shining frowned. "But that means somebody sabotaged the ropes after Cut was up there."

"How?" Action asked. "We would have noticed if someone was walking along the walkway." Everyone else nodded, as Cut spoke up.

"And if the drink was nutted after I gave it to Art, he would have seen whoever did it." Everyone thought the same thing, as they tried to figure out what the heck was going on. But then, Flash's brain sparked as he realised something.

"How many people go up there?" He pointed at the catwalk, with Action shrugging.

"Only a few people. It's pretty high, so you have to have special training." Flash smirked as he turned to the people there. "Why?"

"Bring me everyone who's supposed to be up there." They were confused, but nodded and began to gather the seven or so people that were allowed up there. As they did, Flash activated the Ultimatrix. "Alright. Time for Diamutt!" He found the alien and slapped the dial down, a bright flash blinding everyone as he transformed.

But when the light faded, they saw he wasn't the alien he had announced.

"Vapaw?" He looked himself over and frowned. "Great. Stupid Ultimatrix." He sighed, "I can still make this work. Alright. All of you, over here." The crew moved forward and Vapaw started sniffing, Cut and the others feeling very confused and terrified.

"What are you doing?" One of them asked, as Twilight laughed as she caught on.

"He's memorising your scents. That way, he'll know if someone was up there that wasn't supposed to be."

Shining smirked. "And hopefully, the scent trail will remain and we can follow it to the perpetrator." Everyone nodded, as Vapaw finally memorised every scent.

"Alright!" He headed towards the ladder, "wish me luck." He climbed up to the walkway and began to sniff the metal and ropes out.

The place was so rarely used, that barely anyone had been up there to leave a scent. but this just worked in Vapaw's favour, as he quickly found an unfamiliar scent around the spot where the light had fallen from.

"Perfect." He followed the scent along the catwalk, chasing after whoever had been up there.

He stalked the mysterious individual and eventually, the scent just stopped in one part of the catwalk. The alien lion raised an eyebrow, as he sniffed again and found the scent was still there but didn't go any further. In fact, there was a large source of the smell coming from right in front of him. But there was nothing there.

"Huh?" He tilted his head and raised his front leg, pointing one of his finger-like claws forward. And when he did, he felt himself push against something he couldn't see.

"Ow!" A voice spoke out, startling Vapaw and making him stagger back.

Before he could say anything, the catwalk clanged like someone was moving on it and the next thing Vapaw knew, a hard boot slammed into his face. "Gyah!" He was thrown back and crashed into the ground, as the invisible figure leapt over his body and began to run along the catwalk.

Everyone below had heard this and looked up to see Vapaw get up, whilst hearing boots on the catwalk signalling someone was there.

Shining put on his helmet and turned to inferred, allowing him to see a figure running along the catwalk. "It's one of those invisi-suits!" Everyone frowned, as Vapaw began to chase after them. But as he did, the figure leapt over the side and grabbed a rope to swing down.

As they did, they accidentally kicked a light that fell over and smashed into the ground and broke.

Sparks flew out of the light and hit a nearby piece of the scenery, which then ignited and caused flames to spread out in multiple directions. "No!" Adagio cried, seeing the set get put ablaze.

"Everyone!" Shining cried, as the fire began to spread. "Evacuate now!" Nobody argued and quickly ran for the exits, the Rainbooms and Dazzlings following suit. The Flames also caused the figure to become invisible, as they ran towards an area that was on fire.

Shining looked around and saw several people were still trying to escape, but a flaming rope suddenly fell down and blocked their path. "Shining!" Vapaw cried, "I'll get them." Shining nodded, as part of the set fell down and almost landed on him.

He jumped back and ran for the door, as Vapaw swung down and landed in front of the people that were now trapped.

"Don't worry. I'm gonna get you out of here." He looked around and saw the state the place was starting to get into. If the fire wasn't put out soon, they were going to be in trouble. As such, he spun the dial on his Ultimatrix before slamming it. And in a flash of green light, he was transformed with his body becoming humanoid and armor forming around him. As the transformation completed, he roared. "ULTIMATE VAPAW!"

The people were amazed by the sudden transformation, as Ultimate Vapaw leapt at them and punched a beam away from them. As he did, his evolved form began to get to work. Within moments, he had concocted a special gas and quickly launched it out of his gauntlets.

The grey mist began to fill the room, Ultimate Vapaw pointing his arms forward to point it at the area in front of them.

The mist quickly began to suffocate the flames, putting out the fire in front of them and allowing the people to run towards the exit. As they did, Ultimate Vapaw kept spraying it out so that the mist filled the room. And as the last person ran outside, he took a deep breath and sent his gas production into overdrive and soon flooded the room.

Outside, everyone was making sure their every person was accounted for.

Shining was scanning the place and trying to see if there was anyone missing, but he had barely had time to scan the number of people beforehand so his numbers might not have added up. He was glad to see Twilight and the others were safe, whilst several people ran out of the burning building.

"We need to call the fire department!" One of the crew yelled, as Shining spotted a strange grey smoke flowing out of the door. "Where's Flash?" He heard Twilight ask, as she ran over to the people that had just escaped.

"He's...still inside," a woman stated. Shining frowned, as he turned back to the building. And as he did, his infrared monitor was showing the heat was beginning to die down.

Moments later, Ultimate Vapaw jumped out of the door. As soon as he did, he took a deep breath and panted. "Flash!" He ran over to him, "are you okay?"

"Yeah," the alien nodded, "just had to hold my breath. Didn't want to breathe in any of my extinguishing gas." He looked his armored body over and frowned. "A million years of evolution and the Ultimatrix didn't think to equip a gas mask to this suit?"

"So the fire's been put out?" Adagio asked, fearing the rest of the studio was going to burn down.

"It should be," Ultimate Vapaw nodded. "But we've still gotta find who caused this." Shining nodded, as he began to scan the area for any body heat that didn't give off a visual image.

"Flash. Give me a boost!" Ultimate Vapaw picked him up and threw him upwards, Shining flipping through the air and landing on top of another building. This gave him a better vantage point and eventually, he spotted a heat signature that his visor's cameras couldn't pick up. "There!" He pointed towards it, "around that corner!"

Ultimate Vapaw didn't need telling twice and ran as fast as his mechanised legs could push him.

He soon arrived at the spot, as Shining opened a com onto his Ultimatrix. "They're right in front of you, making a break for it." Ultimate Vapaw ran after them, as Shining directed him.

As he watched, he saw the invisible assailant jump onto a dumpster before leaping up and grabbing the bottom of a ladder that hung off the side of the building's roof. "Wow." He watched them swing up and flip through the air, landing on the roof. "Talk about acrobatic." He gave Vapaw the instructions and the Ultimate Alien leapt up, landing on the roof as the figure ran across the roof. "They're getting away."

"Not if I can help it!" Ultimate Vapaw started spewing green gas, as he leapt into the air.

Shining watched him leap over the figure, as the green smoke fell down around the figure and circled them. And when he landed, his tail snapped together and ignited the gas. An explosion followed and surrounded the figure, knocking them flying upwards due to the shockwave hitting them from every angle.

Ultimate Vapaw heard their cry of pain and soon spotted something appearing in the air.

That something was a figure wearing the same invisi-suit they were shown earlier. It flicked in and out of visibility, eventually becoming completely viewable as they fell to the ground and landed with a grunt of pain.

"Oow," Ultimate Vapaw winced, "that had to hurt." He moved over to them, but the figure picked themselves up and got into a fighting stance. "Really? You really think you can take me?" The figure ran forward and showed incredible jumping ability, as they leapt up and swung their leg around to hit him in the head.

But Ultimate Vapaw raised an arm and his metal gauntlet blocked the kick, causing the person to scream out as a cracking sound could be heard.

"I warned you." He watched the figure fall to the ground and clutch their foot, their cries becoming much more feminine as they rolled back and forth. Ultimate Vapaw felt bad for them and quickly picked them up bridal style, the alien leaping down off the roof and moving over to the crowd.

It was at this moment, the Hollywood police arrived and Shining was showing them his Plumber badge.

As he reached them, the director rushed over. "Now let's see who this invisi-creep really is." He grabbed the mask and pulled it off, revealing a woman that some of them recognised with a gasp.

"Scarlet Silver!" They cried, the red skinned blonde woman frowning. She looked a few years older than she had in the film, with a few wrinkles on her face and grey hair in her mop of blonde hair.

"Who's that?" Rainbow asked Applejack, with the girl shrugging as Adagio stepped forward.

"I don't understand. Why would you do all this?"

"I bet she was jealous," Vapaw stated. "Maybe she got too old to do movies and wanted to ruin your career." Several seemed to buy this, but the director shook his head.

"No. Scarlet's career has been great. She was offered plenty of movie roles. She quit to open her own film studio months ago." He turned to her. "Is that why you were trying to ruin our new star's debut? So your studio would do better?"

"Of course not," the woman finally spoke up. "I wasn't trying to ruin their debut. I was trying to help it."

"Help it?" Aria frowned. "How is wrecking our film supposed to help us?"

"You girls are way too good for this kind of film. If I let you go through with this film, you'd become nothing more than some sex symbol. The only reason those kinds of movies are any good, is because of how beautiful the stars are. You'd be reduced to eye candy and never be taken seriously. I was saving you from ruining your lives."

The girls frowned, clearly not believing that.

"I heard about how amazing the three of you were. I tried to get you to sign up with my studio, but you'd already signed a contract to work here."

"I get it," the director nodded. "The contract will only be enforced when the girls' first film is finished and put into cinemas. She knew if we completed this film, she wouldn't get the chance to sign the girls up until that contract came to an end."

"And by then, it would have been too late. You girls would have made multiple terrible films and be seen as nothing but wet dreams for every teenage boy in the country. You'll be stuck doing those kinds of films until you eventually become too old for them. And when that happens, nobody will want you for anything else."

"That's ridiculous," Cut told her. "Adagio and her sisters are more than just pretty faces. Even if what you said does happen, they have their actual acting skills to fall back on. They can get any role they want. They don't need you trying to protect them."

"He's right," the director nodded. "I admit, the studio might have felt your time in the action spotlight was over. But it had plenty of roles for you when you got older. You're the one who didn't want to do those roles. And now, you've probably ruined these girls' chance to be on the big screen as the stars. Who knows how long it'll be before they're able to get another chance like this."

"They'll thank me for it later," Scarlet announced. "Trust me. My studio will make them true stars. Give them classy roles that show off their true potential."

"Who said we'd work for you?" Sonata asked, the other two nodding.

"I'd rather retire altogether," Adagio told her. "You put people in danger, just to help your own agenda. I'd never work with someone like that." The cops moved over and grabbed Scarlet, being careful not to aggravate her broken foot. They marched her out of the studio lot, as everyone turned back to their filming studio.

Adagio, Aria and Sonata all frowned, as they realised their filming career might have just taken a dive.

Ultimate Vapaw changed back to regular Vapaw before reverting to Flash, the teen smiling at them. "You're not gonna give up, are you?" The girls turned to him, as he held up the Ultimatrix. The Rainbooms and Trixie also smiled at him, as they prepared to get to work.

"How are we supposed to film the rest of the movie?" The director asked. "I know you put out the fire, but it must have destroyed most of our sets. Our costumes. Everything."

"Leave that to us," Twilight smiled before they all headed into the destroyed studio. As they did, Flash became XLR8 before he and Rainbow started racing around the place. They quickly got rid of all the burned pieces of studio and fabric, cleaning the place out until it was almost stripped bare.

Applejack then got to work, using some of the pictures they had taken to start rebuilding the stage the same way it had been before. Twilight helped, whilst Rarity began working on remaking the costumes. As much as she wanted to make them even better than before, she understood that would cause a continuity error in the film so stuck to simply remaking them.

XLR8 and Rainbow helped Applejack with the reconstructing process, cutting everything they needed at super speed before Twilight and Applejack put it into place.

Pinkie and Sunset helped out with the set painting, along with Shining and all the other crew members who wanted to make sure the film wasn't ruined.

This included Cut, the Director and the Dazzlings, the girls being amazed that so many were willing to help them finish their film. They might have been the stars, but they knew this film would never be complete without all the people working to make it look so amazing.

Eventually, the film set was rebuilt and the costumes were remade. Everyone was happy they had managed to repair everything and as soon as the director gave them the all clear, they got back to work making the film.

Without Scarlet getting in their way, the filming process turned out to be a breeze. And with Trixie, Flash and the Rainbooms, they were able to create even better special effects.

Adagio, Solara and Aria had a blast. They weren't sure if Scarlet was right about this kind of film being bad for them, but they were having a blast filming it. They didn't know what the future held for their film careers. But as long as they stuck together and kept having fun, they were happy with whatever film they got to be a part of.

At some point in the future, night had fallen in Hollywood.

But lights illuminated one of the streets, as people lined up outside of a movie theatre. They were all excited to see the premiere of the newest spy film, with three incredible actresses playing the leading roles.

Paparazzi were waiting along the red carpet, as the stars and movie moguls walked along it to get into the theatre. And eventually, a pair of limos arrived.

The first long car opened up and from it, the Dazzlings stepped out all in amazing looking dresses that Rarity had made for them. The paparazzi began taking pictures of them, as the second limo rolled up and allowed Flash, Shining, Trixie, the Rainbooms and even Cadance and Flurry out.

The large group were also dressed up to the nines, as they and the Dazzlings made their way across the red carpet.

Flash made sure not to walk beside any of the girls, not wanting the paparazzi to get a photo of him and a girl. They all headed into the theatre and when they got there, they saw several individuals that had worked on the movie with them. Multiple actors, several members of the production crew and both the Director and Cut.

Adagio stepped over to Cut and smiled, seeing him all dressed up. "Well don't you look dashing."

"Thanks," Cut nodded. "Thanks for letting me come and see the premiere. Normally, a low level worker like me would be left out in the cold."

"Of course," Adagio smiled. "You worked so hard. It's only fair you get to see the movie." Cut nodded, as Adagio frowned. "Listen. About...you and me." Cut suddenly looked worried. "I told you, I'm not looking to get into a relationship right now. But that doesn't mean I won't always." Cut smiled. "What I'm saying is, maybe if we work on another film together in the future..."

"I look forward to it," Cut nodded.

"Thanks. But do yourself a favour. If you find a girl you're interested in and she's just as interested in you, don't let a possible future with me get in the way of things. You'll only end up ruining your own life."

Cut nodded again. "I will. Thank you." Adagio smiled at him before leaning forward and giving him a kiss on the cheek, something that made Cut's eyes widen and look around to see if the paparazzi caught it. But they didn't and she pulled away before he could.

She gave him one final smirk before walking off to talk with Sunset, leaving Cut looking shocked.

Aria then stepped forward, laughing as she leaned on his shoulder. "Just so you know, I think she likes you." Cut gave her a look, mentally asking if she meant it. "Definitely. She doesn't just kiss anyone." Before Cut could say anything else, she walked off and the young man's brain was beginning to fry.

Everyone was then let into the theatre, the group heading in together and looking forward to seeing the Dazzlings' first big hit. They all knew it was gonna be great and just the first in the girl's long and fruitful career. And after the film, the afterparty was going to be just as amazing. One they would all remember for a long time.

Author's Note

Bet you guys weren't expecting to see Adagio and her sisters again. Come on, you really think I wouldn't follow up on their movie careers? Hope you enjoyed the chapter and how many figured out who the villain was before the reveal?

Season 1, Episode 12: True Justice
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The Ultimatrix Hero

Season 1, Episode 12: True Justice

Fireworks exploded in the sky, as a large crowd had gathered around a newly constructed building that was located directly in the middle of Canterlot and Cosmic Town.

Said building was a large tower, which was even larger than most of the buildings around it. It started like a skyscraper, which helped it blend into the city around it. But on top of it was what appeared to be a large windmill, which had solar panels on the arms.

Down on the ground, the large crowd was standing at the foot of the tower and staring towards a large stage.

Said stage had the mayor of the town on it, along with several celebrities. A barrier had been put up around the stage, with police making sure nobody tried to get past them. And in that crowd, Shining, Trixie and the Rainbooms were there. Celestia, Luna, several teens from CHS and even Flash's parents had arrived to look. And there were just as many aliens, like Telsa and many others that lived in Cosmic Town.

The mayor stepped up to the podium and cleared her throat, as the microphones came online. "Welcome everybody." The crowd cheered. "I'm happy to see so many people, from both Earth and the other planets in our universe, here today to witness this historic event."

The crowd cheered again, the many different species happy to be there with one another.

The mayor waited for the crowd to calm down, then kept speaking. "This tower is not just a new way of supplying energy to both our towns. It is a symbol of the union that is slowly becoming unbreakable. Designed and built using Earth and alien technologies, it will stand as the bridge between our two cities. And hopefully, it will one day stand as the central point of a single unified city." The people all cheered again, as Rainbow turned to Twilight.

"Has something like that ever happened?"

Twilight nodded. "Lots of times. Although, most of the time it's because one city has financial issues. But I don't think that's gonna be why these cities merge." Everyone else nodded, as the mayor continued.

"Now. Allow me to introduce the man that will be opening the tower. The hero of both cities. FLASH SENTRY!" As she said that, something shot down from behind the tower.

It was Volt-Edge, the alien flying around the tower whilst surfing on his hoverboard.

He flew down and once he was over the stage, he did a back-flip off the board before landing on the stage with a hero pose. Everyone was amazed by this, as Volt-Edge stood up and struck a pose. "YEAH!" He cheered, the rest of the crowd applauding.

"Showoff," Trixie laughed as they watched the alien turn towards the red ribbon tied around the front of the build. He then slashed at the ribbon and cut it, officially opening the solar tower for everyone. As he did, the clouds happened to split and allow the light of the sun to hit the solar panels.

This began to power the entire thing, charging it up to one hundred percent before sending the excess out to the two cities.

The people cheered, as Volt-Edge turned back to human. Flash jumped down off stage and everyone kept applauding him, as he stepped from an opening made in the barrier. "Great work," Trail Blazer smiled. "You gave them quite a show."

"Thanks," Flash nodded. "The whole public appearances thing is kind of weird."

"You're a celebrity," Misty told him. "Even if you don't want to be. It's just something that comes with the territory. Besides, you were going to be here anyway. Might as well entertain everyone at the same time."

"I guess," Flash looked up at the tower and smiled. The place looked amazing and Flash hoped it would stand for a long time. There was already a bird flying around it, looking ready to roost.

But then, Flash realised that the bird wasn't a bird at all.

The creature flying around the tower, was much too humanoid to be a bird. And as it suddenly dived down, he realised what and who it was. "Everybody! GET DOWN!" Nobody argued with him and ducked, as the bird flew above their heads and narrowly avoided them. "Doddery!"

The old woman laughed, as she flew back into the air. She had somehow gotten her gear back, which means she could drain people of their life force.

The crowd began to scatter and as they did, Doddery dived down again and tried to grab someone who looked particularly young and vibrant. She found her target, who was a young girl of around sixteen or seventeen. She swooped down and before the girl could react, she grabbed her by the shoulders and lifted her into the air.

"NO!" The girl's father screamed, as Doddery flew her up to the roof of the tower's skyscraper part. As she did, Flash activated the Ultimatrix and cycled through his aliens whilst those with wings transformed.

Up on the tower, Doddery landed with the girl. "Don't struggle." She held up her arms, as they began to glow. "This will only hurt a little." With that, she grabbed her and began to drain her energy.

The girl screamed, as she felt her strength beginning to leave her. Doddery sighed, as she felt herself growing younger.

"HEY!" She looked around and saw Rainbow Dash, as she, Twilight, Trixie and Fluttershy flew up to the roof. "Get away from her!" She dived at them, but Doddery leapt off the building and pulled the girl off with her. The teen had fallen unconscious, so she hung limply from Doddery's talons.

"Let her go!" Twilight cried, as Doddery laughed.

"Poor choice of words!" She released the girl from her talons and the teen began to fall, terrifying the heroes as Doddery laughed. But at the next moment, a powerful gust of wind flew up and caught the girl.

Everyone looked down at the source and spotted Gyrotor, the mechanised alien flying up whilst keeping the girl aloft. And as the teen got higher, Twilight and Fluttershy flew down to catch her. Rainbow and Trixie were also attacking Doddery, keeping her from distracting Gyrotor or the girls.

Trixie swung her sword at the woman, aiming for her wings, whilst Rainbow tried to get behind her and try to hit her in the back.

But Doddery retracted her wings and let herself fall, the girl's attacks missing as she dove down towards the ground. Gyrotor followed, stopping his spinning lower half and falling with her. The pair grew closer to the ground and before either could start flying again, Gyrotor unleashed a tornado that slammed into the de-aged woman.

She screamed, as she was thrown backwards and crashed into the side of the tower.

Gyrotor then started spinning his lower half, creating a tornado around his waist that kept him from hitting the ground. He remained hovering in the air, continuing to push Doddery into the side of the building.

As she was pinned, she groaned as she felt her energy beginning to drain out. "No. Not yet!" She had barely managed to drain that girl's power, which meant it wouldn't be long before she grew old again. "NO!" She forced her feet into the side of the building and pushed herself forward, into the very eye of the tornado.

Gyrotor saw this and stopped spinning his arm, getting ready to bat her away. But before he could, she extended her wings and flew around him. She managed to pick up enough speed to get behind the alien before diving, as Rainbow and Trixie flew down towards them.

"Flash!" Trixie cried, as Doddery caught him. "Don't let her touch you!" But it was too late.

"Give me your energy!" She tried to drain his life force, but it wasn't working. "What?"

"Why do you think I picked this alien?" Gyrotor laughed. "I'm biotechnology. Machine and flesh merged into one." The arm on his back grabbed her by the wing and bent the metal to an angle. "All my energy comes from a specialised fuel, so I don't have any life energy for you to steal." Before Doddery could do anything, Gyrotor flew down towards the ground before throwing her around.

She screamed, trying to fly but being unable with her damaged wing.

Instead, she found herself slamming into the ground. Parts of her suit broke off, as she bounced off the ground and rolled to a stop close to Shining. The man stared down at her before holding up a capture cube. "Here. This should let you stay young for a bit longer." He threw the cube down onto her and she was quickly captured, as Gyrotor and the girls landed. "Nice work."

"Yeah," Gyrotor hit the Ultimatrix, "but she still got someone. Are they okay?" Shining frowned and looked around, the others following his gaze to show the man from before was clutching his daughter with Twilight, Fluttershy and the rest of the Rainbooms.

"Is she gonna be okay?" Rainbow asked, but Shining wasn't sure.

A few hours later, Flash and Twilight were in the hospital together.

After Flash had given his report about what had happened, he had wanted to make sure the girl was okay. Luckily, the hospital was equipped with some of the latest technology. This included some alien doctors, as Flash found himself talking to a doctor that was the same species as Molestache.

"The girl is going to make a full recovery," he explained whilst carrying a clipboard in his moustache. "We have records about this Doddery character and her energy draining technology, so we were able to treat her rather quickly." Flash and Twilight smiled at this, as they arrived at the girl's room.

They stepped in and saw her in the bed, whilst her father sat beside her.

Said father was a rather bulky individual, with arm muscles bigger than Flash's head. He had creamish brown skin and white hair, who was wearing a black top and brown cargo pants with black boots. As he saw them enter, he frowned at Flash and the teen gulped.

Flash had a feeling he was going to get an 'all your fault' rant thrown in his direction. But at the moment, he didn't care. He just wanted to see how the man's daughter was doing.

"So," the mole doctor announced. "All your vitals seem good. A little lower due to what happened to you, but you'll recover to full health in no time."

"That's good," she sighed.

Twilight smiled. "I knew it wouldn't be anything serious." They all turned to her. "I've had my energy drained by her before. It was tiring, but nothing I couldn't walk off with a little rest."

"I'm afraid it's not as easy as you think," the doctor stated as he flipped his clipboard chart. "According to the info we got from her previous victims, this girl's case is slightly different." Everyone frowned, wondering what he meant. "Best guess, the equipment she was using wasn't exactly the same as the one she used on you and the others."

"That makes sense," Flash nodded. "I'm pretty sure I destroyed it during our last battle. And with Shadow in lock up, he couldn't have made it for her. I wonder how she was able to rebuild it?"

The doctor frowned. "Whatever she used to rebuild it, the energy drain process was changed because of it. As far as we can tell, it hasn't had any negative effects on her body. But we'd like to keep her in for a few days to be safe."

"A few days?" The girl asked, looking horrified. "No. I can't be here for a few days."

"We have to make sure nothing's wrong with you," the mole explained. The girl turned to her father, who had stood up to explain.

"Doctor. She has a cheerleading competition in a few days. They were supposed to leave for it the day after tomorrow. If she doesn't compete, her team won't stand a chance."

"I understand," the doctor nodded. "We'll try and get her out of here as soon as possible. But if she had any serious problems, she needs to be here where we can act as soon as we discover it. I know this competition is important to you, but your health is important to me. If I let you leave and something happens to you, it could affect the entire rest of your life. None of us want that."

The girl looked ready to argue, but stopped and laid back in her bed. She looked ready to start crying, as the doctor apologised and left the room.

The father looked just as upset as his daughter. But that sorrow quickly changed to anger, as he turned to Flash. "Oh geez." Flash backed up, as the man rushed forward.

"This is all your fault!" He was clearly trying to control his voice, but having trouble with it.

"With all due respect, Mr..."

"Cane."

"Cane. I'm sorry about what happened to your daughter, but I did everything in my power to save her. We managed to get her away from Doddery as quickly as possible. If there had been a faster way to save her, we would have done it."

"There was a faster way of doing it!" Cane stated, surprising Flash at the statement. "If you had dealt with that woman properly, my daughter never would have been put in danger."

"I don't follow."

"You fought that woman before, didn't you?" Flash nodded, as Cane glared at him. "You captured her and threw her into prison. But that wasn't good enough. You should have taken her down, permanently."

"And how do you expect me to do that?" Flash asked, as Cane glared at him. Slowly, Flash was putting the pieces together. "Are you nuts!? You want me to kill her?" Twilight and Cane's daughter looked shocked.

"Not kill. Execute. Put her down so she couldn't do something like this. You had her captured. Any of your aliens could have finished her off."

Flash frowned. "I think you have my job title mixed up with something else. I'm a Plumber. I don't kill people if I can help it. We capture the criminals we stop. We don't try and kill them."

"And that's the problem. You're too weak. You think you're keeping criminals from hurting people, just by locking them up. Well this is what happened because you didn't do what was needed."

"Killing people isn't what's needed!" Flash argued.

"Isn't it?" Cane asked. "My daughter got hurt and will miss her competition, because Doddery escaped from your prison. And she was able to escape, because you left her alive instead of finishing her. How many criminals have you actually put away for good?"

"What are you talking about?" Flash asked. "I've put plenty of people away and they've stayed locked up."

"But a lot of them just keep coming back." He started counting them off on his fingers. "Animac, Dragstar, The Hypnotist, Dynamo. And let's not forget..." He pointed at his daughter, "Doddery!"

"Those were special cases," Twilight tried to push them apart. "Each of them managed to escape because of outside factors Flash and the Plumbers couldn't account for."

"Exactly," Cane stated. "You caught Doddery today, but who's to say she won't escape again. And next time, her victim might not be so lucky." He glared at Flash. "You have one of the most powerful devices in the universe. But you're too afraid to use it at full power." Flash frowned. "How easy would it be to use...that lightning lizard to stop your opponent's heart, or cut something vital."

"Very," Flash told him. "Which is why I am extra careful, not to do something like that."

"And that's the problem. You're too much of a coward to use that thing the way it needs to be used. If I had that device, I wouldn't let myself be held back. I'd let everyone know that if they want to endanger people's lives, they should be ready to lose their own."

Flash glared right into his eyes, "then it's a good thing you don't have this thing." Cane growled before turning to leave, walking out of the hospital room and leaving his daughter with the pair.

His daughter, who looked terrified her father would do something he regretted, sighed in relief before turning to Flash. "I'm sorry about him. He's a good person. He just has a very strong sense of justice."

"Killing people to stop them isn't justice," Flash stated.

"Maybe," she nodded. "But...he was in the army. He saw a lot of bad things overseas. Lost a lot of friends. He doesn't talk about it much, but I know he had to kill people. It was the only way to stop them from hurting more of his comrades and innocents."

"That must have been tough for him," Twilight nodded. "I'm sure he had to do stuff like that. But that doesn't mean you should always go to that kind of extreme." She sat besides her bed. "Maybe killing his enemies would have made things easier for Flash." The teen frowned, "but taking a life isn't easy. Even if it's necessary, it can have a devastating effect on a person's psyche."

Flash nodded, as he thought about all the times he could have easily killed an opponent.

His mind then flashed back to when he had defeated Vilgax the second time. Back then, he had thrown the alien into space with a bomb strapped to him. He hadn't really thought about it back then, too focused in getting rid of Vilgax and the bomb. But if that had been anyone else, he might have likely killed a person.

"I'm a hero," Flash told the girls. "And heroes defend life." He moved over to the window and looked out at the city. "If I have to kill someone to stop them from doing something evil, I'd be a failure as a hero. Stopping them and making sure everyone's alive. That's what a hero is supposed to aim for."

The daughter nodded. "I'm sure my dad will cool off in time and apologise for what he said. I'm certain he didn't mean it."

As Cane walked out of the hospital, his anger continued to grow stronger and stronger.

As he remembered seeing his daughter be lifted into the air and brought down, limp and unresponsive, he felt his rage at Doddery intensify. "If she was here right now, I'd snap her in two and make sure she'd never hurt someone ever again." He thought the same about all the villains that had been appearing in recent months.

All those evil people, who had somehow acquired abilities and technology that made them impossible for a normal person to defeat. "I wish I had an alien super weapon. Something that would let me bring real justice to this city."

"That can be arranged." He leapt back and looked around, spotting someone hidden in the shadows of an alleyway. "If you want to keep this city safe, I might be able to help you."

"Who are you?" Cane demanded, "show yourself." The figure stepped out of the shadows, revealing themselves to be a humanoid alien with a robotic arm.

His body looked like it was made of a hard blue shell-like substance, similar to a bug's exoskeleton. Their head had a V-shaped visor instead of eyes and their right arm was a robotic prosthetic, being black in nature and appearing to have some kind of transformation ability.

"Who are you?" Cane asked, as the alien stepped forward.

"Name's Adoyk," the figure replied. "And I might be able to help you do what needs to be done in order to keep this city safe." Cane gave him a curious look.

"Really? Why would you help me?"

"Because you and I are birds of a feather." He placed his robotic arm on his chest. "I lost my home, because it had weak people in charge. People who weren't willing to do what needed to be done, to protect our home and the people who lived there. All they cared about was doing what was seen as right and virtuous. But the fact is, this universe is a dark place. It'll chew you up and spit you out, unless you're willing to fight back with everything you have."

Cane nodded, "you're right. When I was in the army, you were constantly in danger. Even back at the base, we were under threat from enemy bombers. It was either kill or be killed. And when I got home, everyone told me I had to stop thinking like that. But the truth is, it's just the same here as anywhere."

"Exactly," Adoyk nodded. "That's why I want to help you."

I didn't have the means to protect my world. I want to give you a way to keep everything you love safe." Cane smiled and nodded. "Good. But I warn you, there will be those that oppose you. Weaklings, who can't accept that sometimes you need to take things to the extreme in order to keep everything you love safe. For a good while, you'll be labelled a villain. At least until they see all the good you've done."

"That's fine," Cane nodded. "If being called a villain is what it takes to keep this city safe, I'll have that moniker until they realise the truth of this world."

"Alright then." Adoyk began to walk back into the alleyway, "let's get to work." Cane smiled and nodded, excited to finally have the power needed to do what was right. And if Flash Sentry tried to get in his way, Cane would make him regret it.

Several days later.

Flash was in his new Omni-Cruiser, Chip letting him take the wheel as they raced down the street. The reason they were racing, was because a crook had just stolen a bunch of money from a nearby convenience store. He was on a motorbike, attempting to escape but having little luck thanks to Flash's alien tech car.

"Wanna go XLR8?" Chip asked, suggesting it since they had been chasing him for several minutes.

Flash thought about it, but didn't want to overdo it. But since they were about to enter an area of heavy traffic, which would give the bike more freedom, he agreed.

But before he could grab the leaver and pull it down, something suddenly happened that took them all by surprise. A laser, which flew down and struck the ground in front of the bike. The impact caused the rider to lose control for a second and almost fall off, forcing him to brake and stop.

"What the heck?" Flash looked at where the laser had come from. When he did, he saw something flying down and landed with a heavy crash.

It was a tall buff humanoid, wearing what appeared to be a robotic suit. It was made out of multiple gunmetal grey pieces, which all looked like they combined together. And the gaps between the multiple pieces, all glowed with a yellowish orange light.

The head of the figure was completely covered. The bottom part of their head, was covered by the same gunmetal gray metal. Though the section where the mouth and nose should be, was covered by a square black box with vents in it that they breathed through. The mask went from the black box, around the head to a pair of round sections that were covering their ears, then around the back. Meanwhile, the top of the figure's head was surrounded by a dome of tinted glass.

The figure appeared to have jets on their legs, just above their feet, along with two more sticking out of their back.

"What the?" Flash looked him over and realised this wasn't a Plumber suit. He watches him turn towards the crook, who looked terrified by the imposing figure. And as the suited individual moved forward, the crook gulped before trying to escape on his bike.

But the figure rushed forward, as his right arm suddenly transformed. The gauntlet around his wrist extended and transformed, covering his hand before an orange blade of energy extended.

He swung it around and before the crook could do anything, the back wheel of his bike was cut in half.

The crook screamed, as he leapt off his bike and tried to run. But the figure reached out and grabbed him by the collar before spinning around, throwing the criminal across the street until he crashed into the side of the building.

"Oow," Flash and Chip flinched. "That had to hurt." Flash got out of his car and was about to talk to the guy, but the suited figure raised his blade arm and pointed it at the crook. "What's he doing?" Flash's eyes then went wide, as he saw the figured charging. "NO!" He ran and activated the Ultimatrix, slapping it down on the first alien that came up.

In a flash of green light, he transformed and managed to get between the two.

"NRG!" The suit of armor crossed his arm, as the blade slammed into it and bounced off the energy repelling weapon. The figure staggered back, as NRG lowered his arm.

"What are you doing?" The figure asked, his voice muffled by his suit.

"That's what I was gonna ask you." NRG stated. "You would have killed this guy. What were you thinking?"

"I was thinking of getting rid of a criminal." NRG tilted his head in confusion. "What, are you just gonna let him go scot-free?"

"I was going to lock him in jail until he could be given the proper sentencing."

"Please. That's ridiculous. This man is a criminal and the only way to deal with criminals, is to snuff them out." His other arm transformed, this one into some kind of laser cannon. "Today, he's stealing money. Tomorrow, he's holding someone up for ransom. I won't let that happen." He fired and NRG quickly reacted, firing a laser out of his face grill.

The two blasts collided and cancelled each other out, as the figure ran forward and swung his sword towards the alien. But NRG managed to catch it. "Stop this! You can't kill someone!"

"It's the only way to make sure scum like this, doesn't hurt people in the future." NRG threw him back and his boots ignited, propelling him into the air. "I'm bringing true Justice to the streets of Canterlot. I'm going to make it a safer place."

"The only going you'll be doing, is going to the Plumber Base for questioning." NRG fired several more beams, which Justice cancelled out with his own lasers. Justice then dove down at him and tried to slash at the alien, but NRG managed to jump to the side.

The blade flew past him, as he made his fist red hot and threw it forward. The punch collided with the suit and knocked the guy back, as he used his jets to push himself into the air. NRG then fired his energy ray, which the figure blocked by transforming both arms into blasters and firing.

The two beams pushed against one another for several seconds before exploding, the shockwave blowing several windows out. It also pushed Justice back and forced him towards the ground, as Chip decided to get in on the action.

He revved his engines and flew forward, trying to knock the guy over. But Justice saw this and leapt up, forcing Chip to miss as the Omni-Cruiser skidded to a stop. But this distraction allowed NRG to fire his laser, which slammed into Justice and knocked him into the side of a building.

As this was going on, the crook had regained consciousness.

He picked himself up and looked around, spotting the pair fighting and noticing the bag of money he still had on him. He smiled, seeing the two were distracted. So he pushed himself up and ignored the headache he had, as he ran into one of the alleyways.

The pair didn't notice his disappearance until a minute later, as they looked around and saw the criminal was gone.

"Now look what you've done!" Justice roared, as he fired another blast towards NRG. The energy aliens braced himself, as the blast slammed into him and knocked him staggering back. Justice then charged forward and started throwing energy punches into the suit, causing the alien inside to be rattled around. "I'm trying to keep this city safe!" Suddenly, NRG managed to grab his wrists.

"How? Da'h last time a'h checked, having a flying psychopath zooming around killing people, doesn't make a city safer."

"Don't you understand? This city is infested with maggots. Worms that go around, taking whatever they want. Hurting whoever they please. I won't let that continue anymore. You had your chance to protect this city and you failed. Now, it's my turn." With that, his jets suddenly ignited and pushed them both into the air.

NRG cried out, as he was lifted several feet before Justice started spinning

"WHOA!" The alien lost his grip on Justice and was sent flying, eventually crashing into the side of a building before falling to the ground. He hit the floor, the Omni-Cruiser racing over to him.

"Are you okay?" NRG moaned in response, as Justice flew down.

But before he could attack again, they heard an engine and looked around to see Shining on his hard-light cycle. "Freeze!" Shining yelled, taking out his Multi-Striker. But before he could fire, Justice flew up into the air.

"This isn't the end, Sentry. I won't stop until this entire city has been purified of the filth that makes it up." With that, he flew off and Shining came to a stop next to NRG.

"You okay?" He got up and helped the suit to his feet.

"Yes," NRG groaned, "but that guy's suit can pack a wallop." He hit the Ultimatrix and transformed back to human, Flash having trouble keeping his balance until Chip rolled over and let him lean against his side.

"Let's get you back to the base," Shining suggested. "Then maybe we can figure out who that guy was and where the heck he got that thing." Flash nodded, as they climbed into the Omni-Cruiser and headed back.

Once they were both back at the base, Flash gave his report as the medi-scanner made sure he hadn't gotten a concussion.

Once he was given the all clear, he headed into the main control room and found Shining, Clawcer and several Plumbers monitoring the city. "Find anything?" Flash asked, as the pair turned to him.

"You fit for duty?" Clawcer asked, with Flash giving him his all clear notice. "Right. And no, we haven't found anything. Whoever this guy is, he's disappeared off CCTV."

Shining nodded. "All he has to do is take his suit off and he becomes just another guy. There's gotta be a way to find him."

Clawcer's tablet then beeped, as he started pressing at it and suddenly looked very worried. "Not good." The others turned to him. "I've just connected to the Ultimatrix's systems. I was hoping it recorded the energy signature for the suit, so we could track it."

"Did it?" Flash asked, fearing he wouldn't like the answer.

"Yes. And it's not good news. That suit is being powered by kesium." Many Plumbers looked shocked by this, whilst Flash frowned.

"Okay. What's kesium? I'm guessing it's bad."

"Only to humans. To many other species, it's perfectly harmless so long as you're careful. But when a human is exposed to it, the energy can have a terrible effect on their mental state. If this man uses it for too long, their mind will become more and more unhinged."

Flash frowned, "maybe that's why he was hellbent on killing that guy. Maybe he put on the suit to just save people, but the kesium made him think that killing criminals was the best way to save people?"

"It's possible," Shining nodded in agreement. "But right now, that doesn't matter. What matters is finding this guy and stopping him before he causes any more harm. He could be attacking someone right now and we wouldn't know."

"Violet," Clawcer stated. "Scan the city for kesium. If he's using it, the energy surge should be picked up by our sensors." They nodded, as Clawcer snapped his claws. "At least we have a good idea how he got that suit of his."

"We do?" Flash asked, as Shining nodded.

"Whoever gave him that kesium, must not have wanted us to find them with it. They must have given him it and the suit, to draw our focus away from them. Hopefully, whoever this Justice guy is, he'll know where we can find the guy who gave him the suit." Flash nodded, as they waited for Justice to show up on their sensors. Hopefully, they could get there before he did anything terrible.

In another part of Canterlot, a bunch of kids were racing down the streets on motorcycles.

They were all in their late teens, possibly early twenties, and zipped through the street whilst ignoring all the traffic lights and oncoming vehicles. They laughed, loving the rush as one barely avoided hitting an oncoming car.

"Wow!" He pulled around and avoided the vehicle, then laughed as he kept going. They all knew they could probably get in trouble, but what was life without a little risk.

But up on one of the nearby buildings, Justice was standing there and saw what they were doing. "Stupid punks!" His suit began to power up, as he stepped off the building and fell. The jets ignited and he flew forward, his power surging as he chased after the kids.

"Sir!" Violet cried, "kesium detected."

Clawcer, Flash and Shining ran forward, as the map appeared and showed the signature that was moving around the city. "Where's he going?" Flash asked, as they tried to figure out where to teleport to.

"He must be chasing after someone in a vehicle," Shining stated. "Not good. We'll have to wait for him to stop before we can try and get him." They watched and waited, but the signal continued to move around and there was no telling what he might do.

"Ahhh!" Flash cried, "I can't just sit back and wait for him to stop. It might be too late then." He saw Justice move onto a straight bit of road, where he didn't seem to be turning. "There. Send me there and I'll XLR8 after him." Violet nodded and as fast as she could, locked onto that area. Flash and Shining nodded at one another as she hit the button.

In a flash, the pair disappeared.

In the middle of the street, a flash of light stopped any car around it. And from it, Flash and Shining appeared.

The pair began to look around and moments later, a bunch of bikes raced past. "Wow!" Flash cried, as he was almost run over by one. "I think I know what Justice is after."

Sure enough, as Justice chased after the teens, he transformed his arm into a laser cannon and fired. He hit one of the bike's back wheels, causing it to blow out and sending the kid flying off his bike. He screamed, as he fell towards the ground and was about to go splat.

But at the last moment, a blue blur shot past justice and grabbed the teen out of the air. It then raced off, whilst the teens all came to a stop. They didn't want to risk getting blown up either.

Justice flew forward and once he was close enough to the teens, he stopped whilst keeping his blaster trained on them. "Do you have any idea how much danger you put people in?" He landed and looked ready to fire, as the teens fell to their knees.

"We're sorry!" One cried, the bunch begging for forgiveness. "We won't ever do it again."

"No," the weapon charged, "you won't." But before he could fire, a rope of some kind wrapped around his arm from behind. it then pulled his arm upwards, causing his blast to shoot straight up and explode in the air.

"Enough!" Justice looked around and saw Shining, his Multi-Strike morphed into some kind of whip. "Take that suit off and stand down."

"Why are you getting in my way!?" He pulled on his arm and the whip came off. "I'm trying to help you. I'm keeping these streets safe."

"All you're doing, is enacting your own form of justice on these teens. I admit, they did something wrong. But you do not have the right to be judge, jury and executioner."

"Someone has to do what needs to be done!" He spun around and pointed his blaster at the teens, only to find most of them were gone. And the two that remind, quickly vanished in a blue blur. "No!" He looked around, but couldn't find them. "What have you done?" But before he could try and chase after them, he was suddenly shot in the back by Shining.

The Plumber pointed his rifle at the armored man. "Stand down and take off that power suit. It's powered by a substance that'll make you really sick if it's used too much."

"I won't stop!" Justice spun around and changed both hands to create laser blades, as his jets propelled him forwards. "Not until this city is crime free!"

Shining fired at him, but the lasers just bounced off his armor. Justice then swung a blade towards him, but Shining jumped out of the way. As he did, he changed his weapon to a shield and held it up. Moments later, Justice slashed at him and the blade bounced off his shield.

Though he wasn't hurt, the impact almost felt like getting hit by a truck. "Augh!" He staggered backwards, as Justice changed his arms to a pair of cannons. He then fired them both towards Shining, who enlarged his shield to protect his whole body. But he quickly found himself pinned down, unable to move without being hit by the laser.

Justice increased the intensity of his attacks, trying to overpower Shining's shield. But just as the Multi-Striker was beginning to strain, a blue blur shot towards Justice. "Stop right there!" He picked up as much speed as possible and slammed into Justice, creating a small shockwave and kicking up some dust.

The lasers stopped and Shining lowered his shield, as the smoke began to die down and reveal Justice still standing there.

XLR8 staggered back, moaning as he tried to keep himself from falling over. "Ouch. That suit can really pack a punch." He finally fell over and groaned, as Justice laughed.

"This is your own fault, Sentry." Justice pointed his weapon at him. "If you had done your job properly, I wouldn't have had to do this."

XLR8 glared at him. "I have been doing my job properly. There were people who killed and maimed without mercy a long time ago. Villains who thought their way of keeping the world safe, was to make everyone live in fear. But they were wrong. You can't punish people by going all out. It isn't right."

Justice frowned. "It's not like I intend to do it with every person that litters or steals a handbag. Just those who deserve it. Those that threaten the lives of people. Without remorse or mercy. They don't deserve to keep on living. They need to be put down, like the sick dogs that they are."

"And how long will that last?" XLR8 stood up. "How long until you decide more people don't deserve to live? What if a guy gets distracted whilst driving and almost hits someone? Do they deserve to have their lives taken away? What about if someone drops something by accident and it accidentally hurts someone? Will they have to beg for forgiveness or lose their lives?" Justice said nothing. "That's the problem with capital punishment. If you do it and regret your decision, you can't take it back."

"I'll never regret this decision," Justice growled. "You take them to jail then what? So they're off the streets for a little while. But think of all those resources, squandered on needing to keep them locked up. The food, the space, the manpower. Think of how much safer the world would be, if you didn't have to waste that stuff on these scum."

XLR8 sighed. "The kesium's already affecting you. You're not gonna listen to reason." His visor lowered, "so you leave me no choice!" He spun the dial on his chest and slapped it, causing the Ultimatrix to transform him into his hyper evolved state. "ULTIMATE XLR8!"

Justice stared at the new alien and just laughed. "Is that supposed to scare me?" XLR8 said nothing and shot forward, Justice firing his lasers at the super speed alien. But the speedster dodged his blasts as he got up close to Justice, then swung his tail around.

The anchor-like attachment on the end slammed into Justice's chest, the impact knocking him backwards a few steps as Ultimate XLR8 jumped back. Justice let out a slight grunt, as he looked down and saw the damage done to his chest. It wasn't much, but it was more than what had been done before.

The armored figure growled and glared at Ultimate XLR8, as he once again raised his blaster arms and prepared to fire.

But before he could, the alien suddenly shot off down one street and completely disappeared. This sudden retreat caught Justice off guard, with Shining even wondering what he was doing.

"Where's he going?" Violet asked, as she and Clawcer watched the Ultimatrix symbol on the map.

The symbol that showed Flash's location, flew down a street before making a sudden turn and heading down another street. It then turned again, heading back in the direction he had originally come from. Every second he did, he seemed to be going faster and faster.

"He's picking up speed," Clawcer realised.

Back with Justice, he was about to turn his attention back to Shining.

But before he could, he heard movement in the distance and turned towards it. But when he did, he was greeted with the sight of an orange blur running towards him and super speed. Even his suit's sensors, he could react in time and he was suddenly slammed by something moving hard and fast.

That something knocked him sailing backwards, damaging part of his suit.

The orange blur that dove into another street and disappeared, only to return from another direction seconds later. And as Justice pushed himself up, he suddenly found himself getting slammed again and knocked off his feet.

He roared, as he crashed into the ground and the blur disappeared before reappearing and crashing into him again. His suit's metal parts began to crack, as Justice tried to prepare his blaster.

Shining used his Multi-Striker's grappling hook to pull himself up, as Ultimate XLR8 shot towards Justice again. And as the suited individual tried to blast him, the orange blur flew past and his suit's arm shattered. "AUGH!" He spun around, as the blur struck again and broke part of his shoulder armor.

Shining watched from above, as Ultimate XLR8 picked up more and more speed. Eventually, Justice found himself getting struck every few seconds. No matter what he tried, he couldn't react in time to counter the onslaught of attack. And from Shining's point of view, it was like Justice was getting hit by several orange blurs at once.

Eventually, every piece of Justice's armor was cracked and broken. This was when Ultimate XLR8 stopped his onslaught, the alien sliding to a stop a hundred feet away from Justice. And as the armored individual staggered around, the alien got into a runners stance before exploding forward at high speed.

Justice saw him coming, but his suit had gone completely dead. It refused to move for him. All he could do, was brace himself as Ultimate XLR8 reached him and slammed a foot into his chest.

"RAAAAAAAAAAH!" He was thrown backwards, as the metal suit broke into a million tiny pieces. The only parts of the suit that remained were the boots, as the rest of it split apart. Even the helmet broke apart, as he crashed into the ground and rolled along it until he finally came to a stop.

He moaned, as Shining swung down and Ultimate XLR8 reverted back to human form. Flash and Shining moved over to him, Shining's badge picking up the kesium and finding it in a piece of metal on the ground. As he contacted the base to teleport it away, Flash moved over to Justice.

And as the man picked himself up, Flash was shocked to see who it was. "Cane?" The man looked up and glared at him. "It was you?"

Cane looked over his destroyed suit and realised all he had left, were the rocket boots. "No!" He glared up at Flash, "you ruined everything! Now this city will never be safe."

"Oh, it'll be safe." Shining moved over to him. "Now that you can't hurt anybody." Cane glared at him, then seemed to notice something behind them.

The pair raised an eyebrow and glanced around, following his sight-line and seeing a teen had run onto the street. And not just any teen, but one of the ones who had been street racing. "You got him!" The teen cheered, as Flash suddenly got a very bad feeling.

"What are you doing?" He cried, "get out of here!" But then they heard an ignition sound and as Flash glanced back towards Cane, the man shot forward using his rocket boots.

He flew past at high speed and before the teen could escape, he was grabbed and lifted into the air. "HELP!" He screamed, as Cane flew off with him.

"NO!" Flash activated the Ultimatrix and quickly found a flyer, slamming the dial down and transforming. "FIREFLY!" He shot into the air and used his flames to propel himself forward. He chased after Cane and the teen, the teen doing everything he could to escape. But Cane's hold on him was too strong.

"Let me go!"

"CANE!" Firefly yelled, as the man suddenly swerved down another street. "Stop!" Be used his flames to keep him from losing control, as he flew around the building himself. He was catching up towards Cane, but the man seemed to have spotted something and flew up towards an apartment building that was empty.

Before Firefly could reach him, he slammed into a window and smashed through it.

Firefly followed a few moments later and as he flew inside, he saw Cane holding an arm around the teen's neck whilst pointing his gun at him. But before he fired, Firefly hit the Omnitrix and transformed. As the gun's bang filled the air, the green light blinded him and he heard his bullet hit something hard.

The light faded and Diamondhead was standing there, the bullets not even scratching him.

Cane glared, as her held the teen harder. "It's over," Diamondhead stated. "Let the kid go." Cane glared at him, but didn't loosen his grip. "You can't hurt me with that thing?"

"No," Cane smiled before moving the gun to the kid's head. "But I can hurt him." The teen started panicking, whilst Diamondhead glared at him. "The way I see it, this can only go a few ways. One, you let me kill this kid. He'll probably be dead within a week with how reckless he was, so at least this way he won't take anyone with him."

"I won't let you do that," Diamondhead told him.

"Then you're going to have to kill me," Cane stated. "Because that's the only way this is going to end. You can try and injure me, but I promise I won't stop until this kid's dead." Said kid was currently crying. "Then there's the third option. Kill this kid yourself."

"Never," Diamondhead stated. "I'm not going to kill you or that kid."

"You don't have a choice!" Cane yelled. "It's either me or him. No matter what happens, someone is going to be dead by your hand." Diamondhead glared at him. "Either way, I'll win. You're gonna let me kill this kid and the remorse will make you give up your heroic ways, hopefully to let someone take over who has the strength needed to do what needs to be done. Or you're gonna kill me. And once you've crossed that line, you can't un-cross it."

Diamondhead just stared at him, as he tried to figure out what to do. But Cane wasn't letting him have the time to think.

"Him or me," Cane stated sternly. "Ten seconds. Nine...eight...seven..." Diamondhead didn't move an inch, as the countdown continued. "Six...five..." Then, Diamondhead did something unexpected. He turned away. "No. Look at us. See what's about to happen." But he didn't. "Four...three...LOOK!" Diamondhead kept his back to them. "I SAID LOOK!" He pointed his gun at Diamondhead and looked ready to fire.

But before he could, Diamondhead suddenly spun around. And as he did, he launched a single gem shard right at the gun.

The projectile slammed into the barrel of the weapon, right as Cane fired. This caused the gun to explode in the man's hand, making him scream in pain and lose his grip upon the teen. And as the kid quickly pulled himself free, Diamondhead ran forward and threw a punch right at him.

The pain in his hand, was equal to the pain in his face when the fist struck and Cane saw stars. Then, all he saw was black.

Cane's face was killing him, as he felt himself beginning to wake up.

His eyes flickered open, as he found himself in a Plumber Cell. "Ow," he reached up and touched his nose to find it was agony and covered in a bandage. His hand was also covered in a bandage, the pain helping him clear the confusion away.

"The doctors said you'll make a full recovery." Cane looked around and saw Flash, sitting on a chair in front of the cell. "And hopefully, the kesium's effect on your mental state will fade in time."

"There's nothing wrong with my mental state," Cane got off the bed. "I was just doing what needed to be done. What you should have been doing from the start."

"No," Flash shook his head, "I shouldn't." He held up his Ultimatrix. "I got this by accident, but I earned the right to keep it because I used it the right way." He pointed at him. "I don't know where you got that suit, but you abused it to dole out your own brand of justice."

"And you've never wanted to do that?" Cane asked, as Flash stood up.

"Every time one of my old enemies causes trouble. When Doddery came back, don't you think I wanted to end her threat once and for all? To go Way Big and throw her into space?"

"So why didn't you?"

"Because I'm better than that!" Flash yelled. "I know killing the bad guys would stop them from returning. But that's the easy way. Because if I let them live then maybe, just maybe, they'll see the error of their ways and turn away from their life of crime."

"You really think something like that will ever happen?" Cane asked. "What, are you an idiot?"

"Maybe," flash frowned. "But I'd rather be an idiot than a killer."

"Don't think you've escaped," Cane told him. "I might not have been able to turn you, but one day you'll be forced to make that choice. Kill one person, or let them kill another. It will come. What will you do then?" Flash said nothing, as he had no idea how to respond.

Instead, he turned to walk towards the transporter. And as he did, he heard Cane call out to him.

"What will you do then!? WHAT WILL YOU DO!?" Flash teleported away and was back in the main control room, a frown on his face as he walked towards Clawcer and Shining.

The pair were watching footage from the camera in Cane's cell, both having clearly watched it. "Hey," Shining told him. "You okay?" Flash nodded, as Shining placed a hand on his shoulder. "Don't let him get to you. He made his choice."

"And now his daughter has to live without a father," Flash stated. The others frowned, knowing it was going to be hard on the girl. "What if he's right?" Shining and Clawcer shared a confused look. "What if, one day I have to make that decision? Kill one person to save someone else. Possibly more."

They both sighed. "I'm not sure," Clawcer stated. "Nobody wants to make that decision. But if that situation ever arises, we'll work through it together." Flash clearly didn't like that answer. "Nobody knows what the future holds. Maybe we will have to make that choice one day. Maybe not. For now, we need to focus on the kesium he had."

Shining nodded. "We need to find out where he got it and if there's more of it on Earth. If there is, we have to get it all before it falls into the wrong hands." Flash nodded, as he stared up at Cane. He couldn't help but wonder who gave it to him and why.

Adoyk had returned to his ship and was making his way to the main bridge.

When he arrived, Zaaton was there alone. He stepped over to his captain and stood besides his chair. "Were you able to dispose of the kesium?" Zaaton asked, with Adoyk nodding. "Good. If the Plumbers discovered we had it, they might have started asking questions." He turned to Adoyk, "what did you end up doing with it?"

"I gave it to someone," Adoyk replied. "And helped them build something that would let him do what he needed to do, even if it labelled him a villain." Zaaton nodded, knowing that was all the information he was going to get out of the alien. He understood what he was saying. Somethings needed to happen, even if those they happened to considered it evil.

In the end, all that mattered was the result. No matter how many suffered, it was alright so long as even more individuals were helped by it. That was just a simple fact. As far as Zaaton saw it.

Author's Note

Happy Boxing Day, everybody. Hope you enjoyed your Christmas. And I hope you enjoyed this chapter. It had its dark moments, but I think it's an interesting story. Someone who wants Flash to end the threats of his villains once and for all. But if he did that, he wouldn't be the hero we all know and love.

Anyway, let me know what you think of this chapter.

Season 1, Episode 13: Virtual Insanity
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The Ultimatrix Hero

Season 1, Episode 13: Virtual Insanity

In a cell in the Plumber's Base, a young woman with red skin and dark red hair was sitting in a cell.

Her body was covered in blur patterns that resembled circuitry, whilst she wore an orange jumpsuit along with a strange collar around her neck. She sat on the cell's bed, staring at the ground as she seemed neither bored, nor interested in anything.

Suddenly, Shining Armor stepped up to the cell and looked through the glass towards her. "Viral. You've got a visitor."

The woman named Viral looked up and stared at the glass, as her visitor stepped into view. "MICRO!" She got up and ran to the glass, staring at the shorter individual who looked unsure about even being there. "I can't believe you're here."

Micro Chips stared at her, his gaze travelling over her body. "Look at you. I can't believe you found a way to actually make yourself human."

"No thanks to your friends," Viral pointed out. "Strange how the only person able to help me, was someone considered a villain." She looked over at Shining, who was keeping a very close eye on her. "Please. You have to get me out of here."

"I can't do that," Micro told her. "I know you've had a lot of horrible things happen to you, but you've done just as many horrible things back to others. You need to pay for that." Viral gave him a look of betrayal, as Micro placed a hand on the glass. "I'll make you a promise. Serve your time. Be a model prisoner and don't try to get revenge when you're released and we can start over."

"Really?" Viral asked, placing her hand on the glass as well.

"Yes. But only if you promise to behave and don't cause the Plumbers any issues."

Viral sighed. "It's not like I can do anything." She pointed at the collar around her neck. "This thing's keeping me from accessing my abilities. I'm just a normal human right now."

"Maybe that's a good thing," Micro pointed out. "It'll help you learn what being human is like. Teach you how to truly be one." Viral nodded, as she and Micro continued to talk.

Shining kept an eye on them, but didn't think Viral would pull anything. And eventually, the time for the prison visit came to an end. "Alright," he moved over to them, "it's time to go." Viral looked upset, whilst Micro gave her a promising look.

"I'll come back again. But only if the Plumbers tell me you've been behaving." Viral nodded, as Micro turned to leave. Viral did her best to keep Micro in view for as long as possible, but eventually couldn't see him anymore. Once he was gone, she sighed and sat back on her bed.

Outside, Micro had been shown the way out and found Flash standing outside the base waiting for him. "Hey," the hero gave him a smile, "how was it?"

"It was...alright." The pair started walking down the path towards the gate. "I just hope she behaves and doesn't try any escape attempts." Flash gave Micro a pat on the shoulder.

"Don't worry. If she tries anything, I'll stop her. She'll stay out of your life and you can enjoy yourself without having to constantly be on guard." But then Flash noticed the look on Micro's face. "You okay?"

"I don't want her out of my life." Flash hadn't been expecting that. "I know she's done a lot of bad things, but a part of me wants to believe she can change. And now that she's pretty much human, she can have the life she's always wanted. But only after she's repaid her debt to society."

"So if she's released, you're gonna what...let her live with you?" Micro shrugged, clearly thinking that was an option. "Are you sure that's a good idea? She can get a little...possessive."

"I don't know," Micro sighed. "I guess all I can do is see how well she behaves in prison. And deal with that problem if she ever gets released." Flash nodded, as they left the Plumber's compound. But as soon as they did, a limo suddenly appeared in front of them.

"Wow!" The pair jumped back, as the limo stopped and a man suddenly jumped out.

He looked over the pair before spotting Flash and smiling. "Mr. Sentry." He rushed over to him. "So nice to finally meet you in person." He was a tall thin man, with apricot skin and black hair that was wearing a suit.

"Nice to meet you too." Flash found himself shaking the man's hand. "Um...who are you?"

"Of course," he nodded. "My name is Max. Max Level. Precedent and CEO of Industrial Mirage."

"Industrial Mirage!?" Micro cried, looking shocked as Max smiled. "That's the best video game company this side of the states. You made Rise of Terik and Terik's Revenge. I loved those games."

"Always happy to meet a fan." Max turned to Flash, "and I do hope you're one, Mr. Sentry."

"I guess," Flash nodded. "I played those games, but gaming's not really a big part of my past time. So, Mr. Level, what brings you here?"

"Please, just call me Max. And I'm here to ask for the rights to turn you into a video game star." Flash let that info sink in, his eyes then going wide is shock.

"WHAT!?"

"You're gonna turn Flash into a video game?" Micro asked, with Max nodding.

"That's right. My company has created a brand new gaming system and we would like to design an MMORPG, based on Mr. Sentry and his amazing alien transformations. People all around the world, will be able to log on and transform into aliens just like you can."

Flash could hardly believe it. "Me...a video game. That's so cool."

"I'm assuming that means you'll agree to it?"

"Well..." Flash wasn't sure what to say. "I guess it couldn't hurt. But what exactly would you need from me?"

"Oh I'd need you to sign a few legal documents, but since you're a minor your parents would need to be there. So for now, why don't you come by the office tomorrow and let me show you some of the work we've already done. Then we can talk about all the legal issues with your parents at a later date."

"That's awesome!" Flash smirked, only to notice Micro looking disappointed that he couldn't come. "Can I bring some friends along to see it?"

"Sure. But not that many. Our company's had issues with multiple individuals on tours in the past. I'm afraid three is the max number I can allow." Flash nodded, okay with that number. He already had an idea who he would bring with him.

The next day.

"This is so cool!" Sunset cheered, as she, Flash, Micro and Sandalwood leapt out of the Omni-Cruiser. "Thanks for inviting us to this, Flash."

"No problem," Flash patted Chip as the car drove off to find something to do until he was needed. "I know you guys are big video game nerds and this place made some of the best games out there." The three smirked, as Micro rushed ahead to get inside. And as he did, Flash patted the other two on the shoulder.

"What's up?" Sandal asked.

"Micro might still have Viral on the brain. We need to try and keep his mind off of her for a while. Hopefully, this tour will make him forget all about her for a little bit."

"Is that really such a good idea?" Sunset asked. "If he's having problems with Viral, doesn't he need to talk about them?"

"I'm with Flash," Sandal told her. "Micro's confused about things right now and if he keeps thinking about it, he's just gonna give himself a headache and won't be able to think of a solution. Let's take his mind off her for a bit and the next time he's thinking about her, he'll be fresh and the problem won't be so hardcore."

Sunset sighed, "fine. But if he's still having trouble, you guys need to talk to him." The boys nodded, as they headed into the building.

The whole lobby was filled with pillars that had glass sections in the middle, allowing them to look inside the pillars and see old games consoles. "Wow," Micro whispered, "this one's a classic. One of the first consoles Industrial Mirages ever released."

"And that was the very first one ever made." Everyone looked around to see Max, as he headed towards them from the elevator. "Welcome, Flash. And friends. I hope you're all excited to see the many wonders that await you on this tour."

"Oh, we are." Flash smiled. "Thanks for showing us around."

"No problem," Max nodded before leading them through the room. "I started this company because ever since I first picked up a game controller, I've loved everything and anything to do with the virtual world. Many people see games as nothing but a waste of time. But I realised they were the ultimate form of expression. The same way a great book to transport you to an entirely new world, so can a great game."

The four all nodded, agreeing with him wholeheartedly.

Over the next hour, Max showed them all around the different departments working on games that would be coming out in the next year or so. They even got to see some of the work being done on the next Terik game. Sunset, Micro and Sandal were certainly amazed by this.

After having to drag them away from that room, Max led them to another department on a higher floor. "And this!" He opened the doors, "is where your game is going to be created." They stepped into the room and were amazed by what they all saw.

The room was covered in many drawings and sketches, showing every alien Flash had ever become. Volt-Edge, Kagenobi, Dragoon, Upgrade, Water Hazard and many more. There were also photos of Flash, but they were all zoomed in on his wrist. The image of the Omnitrix was plastered all over the place.

There were several individuals, working at computers clearly getting the specs for the game perfect.

"Awesome," Flash smirked. "I hope these guys get my good side."

Max laughed. "Actually, you're not going to be in this game." Flash looked shocked, as Max held up a hand. "Well, we might be able to make you an NPC, but you won't be the main character."

"But I thought this was supposed to be a Flash Sentry Game?" Sunset asked.

"Kind of," Max scratched the back of his head. "Here's our pitch for the storyline. Each player will create their own avatar and once that's done, they'll play as that avatar and eventually find their own Omnitrix. They'll then play as the Omnitrix Hero, which is what we're calling the game. If they wanted, they could play as Flash, but they don't have to if they don't want to."

"That makes sense," Micro smiled. "So the players could make themselves in game, then live out their fantasies of being Flash."

"Exactly," Max nodded. "Each player would start out with ten aliens, just like we read you started out with. And throughout the game, they would unlock new aliens using codes or by random chance."

"That does sound fun," Sunset nodded. "Ooh. Maybe the Omnitrix could have a scan function. They could unlock it at some point in the game and whenever they want to, they can use it to scan an enemy alien and use it."

Max and the game coders shared a look, clearly liking that idea. "Not bad," Max nodded. "Anyway, Flash. What we really need from you are more aliens." The teens tilted their heads. "You've got about thirty aliens at the moment, right?"

"Yeah." Flash hadn't really counted, but that sounded about right.

"Well, that won't be enough. So we were hoping you might know of more aliens that you just haven't unlocked yet. We need as many as possible. The ones you have will be fine for when the game releases. But we'll need more aliens if we want to keep the game fun."

"I getcha," Flash nodded. "And I actually do know of some aliens that I can become. I just haven't yet."

"You do?" Micro looked confused, as Flash smirked.

"I met a guy named Ben Ten a while back. He was from a different universe and had a bunch of aliens I've never used before." Everyone in the room that wasn't Flash and Sunset, suddenly looked very confused. Micro then turned to Sunset.

"You know. My life was somewhat normal before I met you." Sunset shrugged with a smirk, as Flash opened up the Ultimatrix.

Using it to log onto the Plumber database, he started bringing up the files they had on Ben and his many aliens. "Heatblast," he showed him the fire rock alien, which was floating as a hologram above the Ultimatrix.

Max was amazed by this and quickly took a photo of it. And he did the same with the other aliens. "Cannonbolt, Wildvine, Rath, Humungousaur, Spitter." Flash kept going for a while, showing him the many aliens that were used by Ben during their battles. "And Atomix."

"Amazing," Max snapped his phone's camera. "These will certainly make the players happy. I can't wait to hear what everyone thinks."

Flash nodded. "If I unlock any more aliens, I'll let you know."

"Thank you," Max nodded. "I look forward to it. Now, why don't you four come with me. There's something I'd love for you to try out." He headed out of the room and the other four followed, eventually making their way to another room which seemed more like a lab than anything else.

The place was full of machines and monitors, along with four chairs that had odd looking helmets on them.

The place had several scientists, walking around doing tests and other tasks as Max stepped up to the chairs. "Here they are. Our latest product."

"Is that what I think it is?" Micro asked, his eyes turning to stars.

"That depends," Max smirked. "Do you think it's a full dive interactive gaming system?"

"AWESOME!" Micro rushed over to it, whilst the others looked confused.

"I'm lost," Sandal frowned.

Micro quickly explained. "These kinds of games work by physically placing you inside the game. There's no controller. You literally are your avatar."

"Seriously?" Sunset moved over to one. "So if I put this on, I'd be able to enter the game world?"

"Exactly," Max nodded. "How'd you kids like to take it for a spin? We've already developed a demo game for players to enjoy when they get the game." This excited them, the four getting into the chairs and letting the scientists put the helmets on.

As they did, Flash turned to Max. "What kind of game will we be playing?"

"It's a sword and sorcery game," Max explained. "Your objective will be to fight your way to the dragon's lair and slay the beast." Everything was ready, as the scientists moved away. "Alright, you guys. Have fun."

"We will," Micro laughed before the helmets were activated.

Flash wondered how exactly it would work, only for the screen in front of his eyes to suddenly go white. The next thing Flash knew, he was being pulled down a long tunnel and crying out before he reached the end. That was when he was blinded by a bright light.

When the light faded, Flash found himself in a forest of some kind. He looked around and was amazed by how realistic it looked. And as he looked around, three more lights appeared besides him before fading to reveal his friends.

To his amazement, they were all dressed up in medieval garments.

Sunset was dressed in form fitting armor, which was only on her chest, arms and legs. The rest of her outfit was a blue leather top under her armor, along with brown leather shorts that only went to her knees. She had a buckler shield on her left arm, whilst a sword was strapped to her left waist.

Micro was dressed like a classical wizard, wearing a yellow shirt and black pants with a purple wizard's cape on top of it. He also had a purple wizard's hat on his head, along with a wooden staff in his hand.

Finally, Sandal was dressed up like a caveman. He was wearing a brown toga that went over one shoulder and had a metal belt around his waist, along with brown fur boots and a hat of some kind that looked like the skull of a creature. He was carrying a mace in one hand.

Flash looked himself over and realised he was also dressed up. He didn't have the Ultimatrix and was wearing light armor on his chest, shoulders, arms and knees. A red scarf was wrapped around his neck and his waist had a belt on it, which had short sword holsters on either waist. He also had a white shirt under his armor, brown pants and boots along with brown gloves on his hands.

"So awesome." Flash drew both his swords and held them in a backhanded grip, whilst Sunset pulled out her sword and Sandal gave his mace a few good swings. Micro raised his staff and unleashed a small fireball on command, the four laughing at how awesome this all was.

"Hey," Sandal pointed upwards, "what's that?" They looked up and saw something above each of their heads. It was some kind of green line next to a number three, Micro nodding as he realised what it was.

"Must be a life bar. We probably get three lives and if we lose them, we're done."

"Okay," Flash smirked, "three lives. I can work with that." As he said that, a growl caught their attention and they spun around.

From out of some nearby bushes, a bunch of goblins pulled themselves into view. "Our first victims," Sunset laughed as she got into a fighting stance. "Let's do this thing!" The others agreed and they all ran forward, as the goblins charged.

Micro stopped running and pointed his staff at one, "Fireball!" A small flaming sphere exploded out of his staff and hit it, the goblin exploding whilst the others approached.

"Take this!" Flash swung one of his swords around and cut through one, destroying it whilst Sandal swung his mace into another's face. Sunset blocked an attack with her shield and pushed the goblin away before slicing it in half, then charged towards the other one.

At one point, Sandal got scratched and he didn't feel any pain. His health bar did go down, however, before he crushed the goblin with his mace.

In no time at all, they found themselves with an enemy to slay. "Alright!" Flash cheered, the others looking just as excited as they began to make their way through the forest.

Back in the gaming company, Max and the scientists watched their progress on a monitor.

"Things are looking good," Max smiled. "They're enjoying the game and there don't seem to be any issues." They nodded, as they moved over to the computers. They kept doing system diagnostics, which showed no issues with the game. "People are gonna love this system when it's released."

For the next thirty minutes, they watched the teens playing the game. They seemed really good, with the only one who had lost a life so far being Micro. They were having fun and were getting closer and closer to the dragon's lair.

But as they were about to get into another battle, this time with hellhounds, a warning light suddenly signalled. "What's that?" Max turned to his head scientist, who typed away at his computer whilst trying to figure out what was happening. "Well?"

"It's some kind of glitch!" He stated, as the monitor suddenly started going static.

"Shut it down!" Max yelled, but the scientists couldn't.

"It's not responding!" He cried, "I can't turn it off." Everyone looked back at the monitor, as Flash and his friends kept fighting and were none the wiser.

Inside the game, Flash crossed his swords and used them to keep a hound from biting him.

He pushed it back before Micro shot a fireball at the creature and destroyed it. "Nice." Sunset and Sandal soon dealt with their hellhounds and checked out their health bars.

Everyone except Micro was in the yellow of their health, though Micro had already lost a life. The wizard frowned, "I wonder if this game comes with health potions." They kept moving forward, towards the mountain they guessed was the dragon's lair. But as they moved, they suddenly heard a static sound.

"What's that?" Sunset asked, as the sky suddenly started glitching. It suddenly went from being the middle of the day, to being evening, night, daytime and evening again.

Micro gulped. "I don't think they've figured out all the glitches." This worried them, as they tried to call out to Max. "Alright, turn off the game." But there was no response.

"That can't be good," Flash gulped. "What do we do?" Before he could answer, a growl caught their attention and they looked around to see a giant bear walking out of the trees.

It ran forward and before the players could react, it swung its claws at them. "Look out!" Sunset leapt away, Flash and Micro doing the same. But when Sandal tried to dodge, its claws grazed his shoulder.

"Augh!" He clutched it, as he fell to the ground. "I felt that!"

Back in the real world, Max's eyes widened. "The pain nullifier's been shut down. Not good."

"We're trying to switch the game off," one of the scientists announced. "But all the safe ways to shut it down have been fried. The only way left for them to get out is to complete the game." Max didn't like the sound of that, as he moved over to the monitor and watched them run from the bear.

"Is there a way to talk to them in the game?"

"Yes sir."

"Run, run, run, RUN!" Flash cried, as the bear kept chasing them.

"It's too fast!" Micro cried, "it's gonna catch up!" He thrust his staff backwards and launched a fireball, which flew towards the bear and slammed into it. The explosion knocked it back, but the creature remained alive.

Seeing no other choice, Flash stopped running and drew his swords. "RAAAAH!" He ran forward and by leaping forward, he slid along the ground and cut the beast as he flew under it.

The bear roared before exploding, Flash stopping as he panted. "Nice one," Sandal told him. "Now what the heck is happening?" Suddenly, a large text box appeared in front of them.

The game has glitched. We can't shut it down and the safeties have been deleted. I'm sorry, Max.

"How do we get out of here?" Sunset asked, causing another text box to appear.

You have to complete the game. It's the only way.

"Great," Flash sighed, "this isn't gonna be as much fun as I thought it'd be." He turned towards the mountain, then glanced at the others. "We can do this, guys. The four of us together can take this game down. We just need to work together." They nodded, as they headed towards the mountain and whatever battles awaited them.

Back in the real world, Max had contacted the Plumbers.

As soon as he explained what had happened, Shining and Clawcer teleported over to see if they could find a way to save the teens. Clawcer was checking out the game's coding, whilst Shining watched the teens as they thought against a mountain troll.

"Can't we just pull the helmets off?" Shining asked, turning to the real Flash as he laid there with the helmet on.

"Normally, I would say yes. But with the game glitching as it is, I don't want to risk it. The same is true for them running out of lives. It might simply eject them, or it could do serious damage to their minds."

Clawcer sighed. "This isn't a bad code and design. But there's a slight error in the code that's causing this."

"Can you fix it?" Shining asked.

"Easily," Clawcer nodded. "However, doing so would require taking the game offline. And like Max said, that's too dangerous to do whilst they're hooked up to it. They could end up brain damaged."

"So what do we do?" Max asked, as Clawcer turned back to the screen.

"The only way out is for them to complete this game. They have to defeat the final boss."

"And how long will that take?" Shining looked worried.

"Not too long," Max assured him. "This is just a demo game, to help players get attuned to the system. It won't be long until they reach the mountain. But..."

"But we still wanted this game to be considered a challenge. They have every chance of defeating the dragon and clearing the game. But...I'm not sure they'll all make it through. At least one of them is going to lose all their lives."

"And what happens if they lose all their lives?" Shining asked.

"With the safeties gone, I'm not sure." Everyone in the room shared a worried look, as the team defeated the troll. But Sandal had lost a life whilst Flash and Sunset were both hanging by a thread.

"There's gotta be something we can do." Shining tried to think, but Clawcer wasn't so sure.

"I'm afraid there's nothing we can do from out here. Attempting to rewrite the code whilst they're in there is too dangerous." He frowned. "If only we had a Mechamorph. They could connect to the game and reprogram the system from the inside." As he said this, Shining suddenly had an idea.

"Mechamorphs aren't the only things that can enter a computer and rewrite it." Shining took out his badge and tapped at it several times before disappearing in a flash of light.

"Where'd he go?" Max asked, as Clawcer kept trying to find a way to save them.

"Wherever he's going, let's hope he comes back with a way to save these kids." They watched, as Flash lead the group closer and closer to the mountain.

Back at the Plumber Base, Shining ran through the place until he reached the cell that contained Viral.

The biotech humanoid was sitting on her bed, looking bored and upset. And when Shining reached the cell, she looked up at him. "What? Come to gloat?"

"No." Shining moved over to the door controls. "I've come to ask for your help." Viral raised an eyebrow at this, as Shining typed away at the console. "There are some kids trapped in a VR computer game. A glitch has put them in serious danger and we can't save them from the outside. The only way to get them out, is to get into the computer."

"So you want me to enter the game and save them?"

"Exactly."

"Why would I help you?"

"If you help and don't try to escape, I'm sure the Plumbers will be willing to shorten your sentence." Viral didn't look interested, as Shining sighed. "And because one of the players trapped in the game, is Micro." Now Viral looked interested, as well as worried. "He, Flash and two of their friends are in danger. If they lose this game, they might not survive."

"Micro?" Viral frowned before letting out a sigh, "fine." She stood up and moved over to the doors, "I'll help. But if this is some kind of trick." The doors opened and Shining stepped back. "Take me to him." Shining nodded and raised his badge, using it to lock onto the location he had just been in.

Moments later, the pair disappeared from the base and reappeared inside the game room.

Clawcer looked away from his work and when he saw Viral, his eyes widened in shock. "Shining! What are you doing?" He scuttled over to him, "you let her go?"

"We don't have any other choice," Shining explained as Viral moved over to where Micro was sitting. "She's the only one who can enter the game and save them."

"You realise she'll just be waiting for the right time to escape. If she gets away, there's no telling how much damage she could do."

"I'm not going to run away," Viral assured him. "I just want to save Micro."

"And after that?" Clawcer asked, with Viral frowning. She really did not want to go back in her cell, but she also didn't want to lose the last bit of trust Micro had in her.

A cry made her look up at the monitor and see Micro getting knocked to the ground, as he and his friends were fighting against a bunch of monsters that were flinging rocks using their catapult like tails. The others were all having similar issues, as Flash ran in and cut one down. But there were still several more.

She turned to Shining and pointed at the collar. "Take this off and let me save them." Shining and Clawcer shared a look, one looking worried whilst the other looked both confident and unsure.

Shining then held up his Badge and pointed it towards her neck, a beam flying out of it and hitting the collar.

This green light on the front suddenly turned red and fell off her neck, Viral sighing as she held her neck before she turned towards the monitor. "Let's do this!" Her body suddenly exploded into a burst of orange energy, which shot towards the game and merged with it.

Everyone watched in amazement, as they stared at the monitor. "I hope you know what you're doing," Clawcer stated.

"WHOA!" Flash dodged another rock slinger's boulder toss, as Sunset charged and tried to cut at the beast.

But her sword hit part of its armored body and bounced off it, allowing the slinger's tail to spin around and slam into her. "Augh!" She cried, as her health bottomed out and she suddenly exploded. She then re-spawned, shaking her head as the three next to her health turned to a two. "Great."

"Fireball!" Micro launched the attack and destroyed another slinger. But as he did, the others launched more rocks in his direction. "WHOA!" He braced himself, expecting to lose another life. But before it landed, a burst of energy appeared in front of him.

That energy caught the rocks and threw them back towards the slingers, destroying them whilst everyone turned their attention towards the energy. And when it faded, they were shocked to see who it was.

"Viral?" Flash looked ready to fight, but Viral rolled her eyes.

"Relax, Sentry. I'm not here to fight you. I've been sent in to save you."

"What?" Sunset cried. "You?"

"Yes, me. Your friend, Shining, asked me to help. I will use my techno abilities to sweep through this game and help you all escape." She looked around and saw they all appeared suspicious of her, even Micro. She sighed, "I know you don't have a reason to trust me. But I am here to help."

Flash, Sunset and Sandal were still unsure, whilst Micro stared at her before nodding. "I say we trust her." The others were shocked to hear this, as Micro stepped forward. "Flash, I know you and her have a history. But Viral has the potential to do good. I'm sure of it. Please, let her help."

Flash stared at him for several moments, clearly unsure if he should trust her or not. But after a moment or two, he nodded. "Alright. If she can get us out of here, I guess we don't have a choice." He then gave Viral a serious expression. "But no funny business. If you do anything I think will put my friends in danger..." He raised his swords and she frowned.

"Fine." She turned towards the mountain. "That's where we're heading, right?" They nodded, as she started heading towards it. The others followed, Sunset leaning over to Flash.

"You sure this is a good idea?"

"Not really. But what other choice do we have? We might not be able to win this game without her. We've got to hope she can get us out of here before she decides to try something funny." He glanced at Micro, who was looking at Viral and clearly feared she would try something. "This might be her only hope to do something good for someone else. Who knows. She might come to enjoy being good."

"I hope you're right," Sandal nodded.

As they got closer and closer to the mountain, more monsters appeared. Lizard men, chimeras and giant rats. But every time they attacked, Viral unleashed blasts that deleted them right from the start. But on a few occasions, she found herself with too many opponents to fight.

"Die!" She unleashed a bolt of lightning, which struck a bunch of giant mantis monsters. But whilst a few of them were destroyed, others managed to get past her and attack the humans.

Flash blocked with his blades and cut one down, only for another to slice him in the back. "Augh!" He exploded and re-spawned, whilst the others found themselves in just as much trouble.

"Damn it!" Viral blasted the rest, as more kept appearing out of the bushes. "There are too many of them!" One suddenly leapt at her and she didn't have time to unleash a blast, the biotech women preparing to receive the damage. But then...

"FIREBALL!" A blast of fire shot towards her and struck the mantis, destroying it.

Viral panted before glancing over at Micro, who smiled only to find a mantis attacking him as well. But it was also blasted by lightning and deleted.

"Let's go!" She cried, the others nodding as they chased after her. They ran as fast as they could, with more mantis monsters trying to chase after them. But Viral kept blasting them with as much energy as she could create. But in doing so, she was feeling her own energy growing low.

When they finally outran the monsters, they reached the edge of the woods and had arrived at the foot of the mountain.

This was where they chose to stop and take a break, the lot of them panting as Viral turned to Micro. "Thank you. For saving me." Micro smiled at her.

"Don't worry about it. I do care what happens to you, you know." Viral smiled, then frowned as she stared at their medieval weapons.

"We need to get you guys an upgrade. Those weapons are barely keeping up with these monsters. There's no way they'll work against the dragon."

"So what's the plan?" Flash asked, as Viral thought for a moment. She then nodded, as her body turned to energy.

"I'll be back. Don't go anywhere." With that, she disappeared and everyone wondered what she was up to.

Back in the real world, Max and the others watched and wondered what she was doing.

Then, Viral appeared in front of them from out of the computer. "What are you doing?" Clawcer asked, as Viral ignored him and turned to Max.

"What other games do you have for this system? Anything with more high tech weapons?" Max clearly didn't understand what she was asking, the man turning to Shining.

"Answer her," Shining told him. "What other games do you have?"

"Um. We've got a few. And some of them do have more futuristic weapons. But what good would any of that do?" Viral smiled and asked him to connect the monitor, to whatever mainframe had that data.

Back in the game, the players were getting bored as they waited for Viral to come back.

"Come on!" Sandal cried, "what's taking her so long?" Suddenly, he looked very worried. "You don't think she decided to ditch us and escape, do you?" Flash and Sunset frowned, obviously thinking the same thing, but Micro stood firm.

"No. I'm sure she's doing something that'll help us." But as he said that, a growling sound made them look around to see a bunch of humanoid wolves clearly looking for their next meal.

Flash gulped, as he raised his swords. "Well, she'd better do it fast. We're not gonna last much long if we don't have her help." The wolves charged with the four rushing forward and doing battle, but these creatures were rather vicious.

Back in the real world, Max had had the mainframes with the other games brought up.

"Alright," Clawcer announced, "everything's connected." He turned to Viral. "You should be able to jump from them back into the game. But I still don't know what you intend to do." Viral smirked and gestured for him to move, Clawcer doing so as the woman flexed out.

"Watch and learn." With that, she leapt forward and jumped towards the mainframes. Her body became energy and she quickly flew into the machines, Max and the others flinching in fear of them being damaged.

The energy flowed through the systems and eventually made their way towards the main monitor, eventually reaching it and heading back into the game.

Flash kicked a wolf away and slashed at another, whilst Sunset blocked one with her shield before stabbing it.

"Fireball!" Micro launched another blast of flames, knocking a wolfman back and allowing Sandal to run forward and smash his mace into it. The beast roared as it was destroyed, but another two wolves attacked.

However, a burst of energy appeared above them and launched out a bolt that blasted them away. As it did, Viral appeared. "You all okay?" They nodded, as Viral smirked and held out her hands. "Here." Bolts flew out and shot down towards them. The first struck Sunset's sword and made it transform into a futuristic blaster.

"Wow!" The girl raised the rifle and fired, destroying three wolves at once. "Awesome."

The lightning also hit Micro and Sandalwood, transforming their weapons. Micro got an energy shield and a pistol, whilst Sandalwood got a cool looking laser axe. The two stared at the weapons in amazement, as the wolves charged.

Micro blocked them with his energy shield, which seemed to paralyse the creatures. He then shot one with his blaster, whilst Sandal swung his axe around and caused the laser blade to fly off and cut through the other.

"Where'd you get these things?" Flash asked Viral, who chuckled as she pointed her arm at him.

"From other games compatible with this system. I was able to bring their coding into this game and override the weapons. And I found something special for you." She unleashed the energy and it hit Flash, whose sword remained where they were.

Instead, something appeared on top of Flash's left gauntlet. A familiar round symbol, with a button beneath it.

"No way." Flash pressed the button and the dial popped up, the triangles overlapping to show a familiar silhouette. "This is...the Omnitrix?"

"Those programmers already made a few specs for the game," Viral explained. "I was able to bring it over, but I'm afraid there weren't many aliens in the database." Flash spun the dial and sure enough, there were only a couple of icons in the playlist.

He shrugged, "better than nothing!" With that, he slammed the dial down and transformed. In a bright flash, his first super strong alien appeared. "RIOT-HORN!" He charged and started throwing punches at the wolves, whose sharp claws and teeth couldn't even scratch him.

The others watched and smiled, only to see an image of the Omnitrix Symbol floating besides his health bar. After a few seconds, part of the green section disappeared.

Riot-Horn soon made quick work on the wolves and after kicking one away, Sunset blowing it out of the air, Viral unleashed several blasts that wiped out the rest. "Alright!" Riot-Horn cheered, only to now notice the half-full Omnitrix Symbol.

He hit the Omnitrix and changed back, as the others turned towards the mountain. "Alright," Micro cocked his blaster, "now we stand a chance against that dragon." The others nodded, as Viral flew down. "Thanks for these."

"Of course," Viral nodded. "Anything to help you get out of here." She looked around and saw that they were actually looking at her with respect and trust. She actually smiled back before turning back to the mountain. "Now, let's go slay that lizard."

"YEAH!" The others cheered, as they ran up the side of the mountain until they found the entrance.

They found it led to a large tunnel, which they headed down in search of its lair. And along the way, they saw a bunch of blue monsters that had the head, arms and naked chest of a woman, with bat wings on their backs and the waist and legs of a snake.

They charged, with Sunset and Viral zapping them. Flash, Micro and Sandal charged, with Flash transforming into Diamondhead to punch one square in the jaw. Micro blocked one's claws and shot it in the stomach, whilst Sandal cut another in the chest. They then leapt to the side, allowing the girls to finish them off.

"Yeah!" Diamondhead cheered, as they kept running forward.

As they made their way through the cave, they continued to come up against monster after monster. Giant scorpions, birds that shot fire, more snake women and so much more.

Thanks to their new weapons, the team didn't have any issue fighting the monsters off. At least, until Flash's Omnitrix dial went red.

"What's that sound?" He asked, hearing a strange chirping noise.

He looked down and saw the Omnitrix flashing before he suddenly changed back. "Seriously. A time limit?" He looked at his Omnitrix and saw it was red, with green parts slowly replacing it from the bottom up. "Whoa!" He barely managed to avoid a scorpion's stinger, which he chopped off with his swords.

The others blasted the scorpions, as Flash leapt back over to them.

"Great." Flash tapped the dial, "come on."

"Stay with us until you charge back up," Viral announced as she made her forward. The others followed and soon enough, they found themselves in front of a large set of metal doors.

"This must be it," Micro stated. "The dragon's lair." They all turned to Flash, whose Omnitrix was still charging. And after a few more seconds, it finally turned green.

"Alright!" Flash stepped forward, "let's do this!" They nodded, but were all worried. They all had only two lives, which meant they could only afford to die once. If this thing was the final boss, it had to be strong.

Flash took a deep breath and pushed on the doors, throwing them open and letting them into the room. When they looked around, they found the place was a giant throne room of some kind. piles of treasure could be seen all over the place. And as they stepped into the room, torches suddenly lit and illuminated the place.

The five got into a battle stance, Flash activating the Omnitrix and preparing to transform. But there was nothing in sight.

"Where's the dragon?" Sunset asked, as Viral flew into the centre of the room. She spun around, but couldn't find the lizard anywhere.

"Did the glitch delete it from the game?" She feared that would mean they couldn't win, but then she heard a sound coming from above her.

She looked up and gasped, when she saw a large black mass clinging to the dark ceiling. And when part of that mass moved, a pair of eyes looked down at them before smoke appeared below them. "Look out!" The others looked up and saw the dragon, which suddenly opened its mouth as a bright light appeared within it.

"Everyone get behind me!" Micro yelled, as the other four rushed over to him. He then activated his shield and made it as large as possible, right as the dragon unleashed a burst of fire.

The flames slammed into the shield and were deflected, as the beast released the ceiling and fell down.

It crashed into the ground, causing them to lose their balance for a moment. But as they regained their footing, they saw the dragon was a wyvern-like beast with black scales on the top of its body and a red under-body. Its tail had a large club-like protrusion on the end, that looked like it could do some serious damage. And above its head were three long green health bar.

The dragon glared at them, as Micro shrank his shield and Flash slammed the Omnitrix down.

In a flash of green light, Volt-Edge stood in his place and he began to spark. "Everyone, scatter. Don't be an easy target." He then ran forward and leapt into the air, unleashed bursts of lightning that struck the dragon in the head.

The beast roared, as the top health bar went down a little bit. But the distraction allowed the others to get around the dragon.

As they ran in opposite directions, Micro and Sunset fired their blasters. The lasers bounced off the dragon's body, causing more of the top health bar to go down. At the same time, Volt-Edge had landed on the dragon's head and was running down its neck whilst zapping it.

Sandal got under its wing and swung his axe around, sending the energy blade to fly off it and slam into the creature's side. Viral flew in and slashed at the beast's body with her newly grown claws.

The dragon kept roaring, but quickly got tired of being a punching bag. It swung its tail around and swept it along its back, right towards Volt-Edge.

"Wow!" The alien tried to leap over the dragon, but still got clipped by the tail and sent flying. "AUGH!" He crashed into a pile of treasure, as his HP dropped by a fair amount.

"Flash!" Micro gasped, as the dragon turned to him and unleashed a blast of fire. He barely managed to raise his shield in time, the flames bouncing off it and hitting another pile of treasure.

Sandal chose this moment to run towards the dragon's back leg, where he swung his axe hoping to hinder its movement. And whilst he did slice out a large chunk of the beast, the creature quickly kicked him and sent the teen flying back.

"Gyah!" Sandal cried, as his HP dropped to zero and he lost his second life.

"Sandal!" Sunset gasped, as the teen re-spawned. "Be careful. You're down to your last life."

"Right," Sandal groaned as he raised his axe again. As he did, Viral flew in with her claws at the ready. They sparked with energy and she quickly slashed at the dragon, whilst Volt-Edge leapt into the air and unleashed a burst of lightning that struck the beast in its head.

It roared in pain, as it fell back and Viral flew over to Micro. As she did, the tail mace swung towards her and she cried out as it almost hit her. "Careful!" Micro yelled, as she ducked under it and landed beside him. "Viral, what'll happen if you get hit?" He looked up and she didn't seem to have a health bar or lives.

"No idea," Viral replied. "I might be able to rewrite some of the game's code, but I can't do too much or risk making the whole thing crash with you in it." The dragon raised his head and unleashed a burst of fire, the pair leaping behind a large pillar. "I'm forced to follow this game's rules and I'm not a player. That either means I'm classified as an NPC or a creature like the ones you fought to get here."

"None of those creatures had health bars," Micro stated. "At least visible ones. If you do have a hidden health bar, you could be in serious trouble if you get hit."

"So I won't get hit," Viral stated before they heard a scream and looked around the pillar.

Sunset had been struck by the wing and sent flying, the girl crashing into a pillar and exploding before she re-spawned. Now she too was down to her very last life, as Volt-Edge unleashed another blast of lightning that slammed into the dragon's chest.

The beast roared before jumping up onto its back legs.

It then spread its wings and started flapping, unleashing a powerful burst of wind that filled the entire room. Volt-Edge used his claws to dig into the ground, whilst everyone else hid behind something that wouldn't be blown away.

As soon as the dragon stopped flapping, Sunset and Micro leapt out from behind the pillars and started shooting their lasers at the creature. They struck and managed to get its first HP bar down to the red, as Viral leapt out and flew towards the dragon.

The beast roared as it prepared to breathe fire at her, but Sandal ran up and swung his axe around.

The laser blade flew off and struck the dragon in the back, exploding and causing its head to fly up as it spewed the flames towards the ceiling. This allowed Viral to reach its chest and slash at the monster. This destroyed its last health bar, as Volt-Edge ran up with his claws sparking.

"YAAAAH!" He swung his claws around and sliced at the dragon's side, cutting its HP down some more.

Micro and Sunset fired at it again, whilst Viral blasted it with lightning. Sandal attacked its tail, chopping at it as the monster raised the club on the end of it.

"Try this!" Volt-Edge yelled, as he unleashed a burst of lightning at one of the dragon's wings. The lightning slammed into the membrane and sliced at it, though the heat-proof substance showed great resistance to it again. It cut the HP of the second health bar down, but the dragon was still ready to kick up a storm.

The beast spread its wings and everyone prepared to get behind something again. But before they could, the dragon suddenly unleashed its breath attack at the same time it beat its wings. The wind this caused hit the flames and caused it to explode into a large fire wave, which swept through the entire room.

Sunset and Sandal managed to get behind the pillars, whilst Micro and Viral were able to hide behind his shield. But Volt-Edge couldn't escape in time and the fire wave slammed into him. "AUGH!" His body exploded and he re-spawned, now down to his last life as well. "Okay. I'm done with this."

The others agreed and as Sunset fired more blasts with her rifle, Volt-Edge charged forward at full speed.

He surrounded himself in lightning and as the dragon swung its tail around, he jumped up and over it all the way to the ceiling.

Viral flew out and slashed at the dragon's throat, whilst Sandalwood fired another laser blade right at the dragon's head. Micro aimed for the dragon's eye and as its health came down, Volt-Edge propelled himself off the roof.

Like a bullet, he shot down whilst coated in lightning.

Everyone leapt away from him, as he slammed into the dragon's head and slammed the side of his gauntlet into its skull. The beast roared as its head was forced down, as Volt-Edge sent several hundred volts of lightning into it. This cut its second health bar into the red and as Volt-Edge pushed himself off the creature, Micro launched another laser that hit it and took out its second health bar.

"We're almost there!" Viral cried, as the dragon tried to bite Volt-Edge as he was in midair.

But Volt-Edge was able to swing himself out of the way at the last moment, the fangs grazing his shoulder and taking some life. But the alien managed to grab its neck as Sunset, Viral and Sandal launched their long range attacks.

He swung himself onto the back of its neck and slid down it, between its wings and along its spine.

As he did, he launched more lightning into its back and did more damage. The creature roared and tried to get him off with its tail, but Volt-Edge leapt up and over the club before doing several flips and landing on the ground behind it. There, he unleashed another barrage of lightning that blasted the creature and cut more of its health down.

The dragon spun around to face Volt-Edge, his tail crashing through one of the pillars and destroying it whilst sending gold flying everywhere.

Micro ran to avoid the gold, but one of the rock pieces came crashing down and hit him on the back. "Augh!" He fell to the ground and exploded, re-spawning on his final life. "Okay," he gulped, "we're good. We can still beat that thing without losing anybody." Viral flew overhead and thought the same thing, though she was still worried. All it could take was one bit of bad luck and things could go bad for them very quickly.

In that moment, Volt-Edge's Omnitrix began to chirp and he gasped. He tried to get away, but transformed before he could even take two steps. "Not good!" Flash turned towards the dragon, as the beast took a deep breath.

"Flash!" Micro yelled, "get out of there!" Flash tried to run towards a pillar, but tripped over one of the dragon's golden sceptres. He hit the ground with a grunt, moaning as the dragon unleashed a burst of fire towards him.

Flash's eyes widened and he flinched, expecting to get hit with his final life being taken out.

However, in that moment, Viral shot down and landed in front of him. The flames slammed into her and she screamed, as she was surrounded by the fire. "VIRAL!" Micro gasped, the others looking just as shocked.

When the fire finally extinguished, Viral stood there looking in bad shape. Her body sparked and she had several burns on her. She swayed back and forth, as Micro ran towards her. And as he reached her, she fell forward.

"NO!" He caught her, as she coughed. Sunset and Sandal kept the beast's attention, as Flash and Micro tried to help her. "Stay with me."

Viral looked Micro in the eyes and smiled. "It's okay. Maybe...it's better this way."

"Viral, no!" Micro held her close to him. "I'm sorry about abandoning you. I'm sorry for making you feel unwanted." Viral smiled, as she reached up and clutched his hand.

"I'm sorry too. Sorry I couldn't live up to your expectations." Micro shook his head, as Viral turned to Flash. "And I'm sorry for...everything I did to you. I wish I could make up for it."

"You have," Flash told her. "And if you don't think you have, then fight so you can keep making up for it." But Viral's body sparked once again, as she coughed.

"This...this is the end. Goodbye." Before either of them could say anything, Viral's entire body glitched before exploding. The lights flew into the air and disappeared, Micro's eyes going wide whilst Flash looked down in shame.

In the real world, Shining, Clawcer and the others were just as shocked. They watched Micro cry out in pain, which caused the dragon to notice him and swing its tail around at him. But before it could hit him, Micro used his shield to block.

The teen watched the club bounce off the energy field, as he stared at it in hatred. "RAAAH!" He pointed his blaster at the beast and fired, the shot bouncing off its body and causing its HP to drop.

As this was happening, Flash drew his sword and ran forward. He roared, as he got closer and closer. The dragon noticed him, but the long distance attacks from the other three were keeping it from getting a hit off on him.

Flash dodged its claws, side-stepped a burst of fire and jumped over its tail.

When he landed, he was right beneath the dragon as the creature prepared another fire blast. But Micro suddenly threw his shield and the energy disk sailed across the battlefield before slamming into the creature's eye, making it roar as its HP was dropped down to the red.

"RAAAAAAAAAAH!" Flash then leapt up with both swords crossed. And when he reached its neck, he swung at it with everything he had.

In the blink of an eye, Flash was suddenly on the other side of the dragon whilst the beast just stood there. Flash's swords then cracked before breaking apart, leaving nothing but the handles. But as he looked worried, the dragon roared in agony as its final HP bar dropped to zero and it suddenly exploded.

As the dragon disappeared, the four caught their breath and looked around. Then, words appeared in the middle of the room.

CONGRATULATIONS ON SLAYING THE DRAGON!
YOU HAVE COMPLETED THE GAME!

They couldn't believe they had actually done it. And before any of them could say anything, they suddenly found their bodies disappearing.

In the real world, the game went to credits as the helmets all shut down.

The four players woke up and the scientists quickly removed the helmets, allowing them to pull themselves out of the chair. "We did it," Sunset smiled. "We beat the game and all got out alive!" But then she saw Micro and realised she had spoke too soon.

"Not all of us."

"I'm sorry, Micro." Shining placed a hand on his shoulder. "Viral did good. You guys never would have made it out of there without her." Micro nodded, as Max stepped up to his machine.

"I'm sorry," he told everyone. "I thought this device would be the future of gaming. I never would have thought such a terrible error could be made. And thanks to it, a life has been lost." He glared at the machine before turning to the scientists. "I'm shutting this project down." The scientists looked upset, but didn't argue. But someone else did.

"No." Micro moved over to him. "You can't do that. This system will change the gaming world."

"But your friend-"

"If you don't complete this system, her sacrifice would mean nothing." He looked down, shame on his face. "I gave up on something once. Because I was scared it would do nothing but hurt people. But I was wrong and so are you. Don't give up on this system. Figure out where you went wrong and help it grow into its full potential. Do that for Viral."

Max stared at him for a moment, then smiled and nodded. "Thank you. I will." He turned to the monitor and typed at it, a part of the computer opening up to reveal a disk. "Here." He held it out to Micro. "This is the game you were just in. I don't know what your friend was. But if any part of her is still alive, she might still be in there."

Micro smiled and took the disk, holding it tight to his chest as he thanked the man.

After that, Clawcer did a few tests on the four to make sure they hadn't had any brain damage done. But after a thorough examination, he assured them they were all okay. He then offered to have some Plumbers take them home, Sunset, Sandal and Micro agreeing.

"What are you gonna do with that thing?" Sandal asked Micro, as they left the building.

Micro stared at the disk, almost unsure of what to say. "I don't know. Maybe if I take the coding apart, I can find what's left of Viral. She'll probably be reduced back to a simple program, but I know I can find and save her." The others nodded as Micro headed over to where the Plumber car was waiting.

As Micro left, Flash turned to Clawcer. "What are the chances Viral's alive?"

Clawcer didn't look sure. "It depends on how much of her programming survived. But I doubt there's very much left." They all felt horrible for Micro, as he got into the car. "Hopefully, if he can find her, he'll be able to restore her and she won't remember all the bad things that happened to her."

"She could start over," Sunset nodded. "And this time, she might choose to make the right decisions." They all nodded, wondering if they would ever see Viral again. And what kind of program she would be when they met her.

Author's Note

Well, that was a bit heartbreaking. I kind of feel bad for putting Viral through all the stuff she's been through. But she wanted to be human and being human is never easy. Will we see her again? Or is this her end? Only time will tell.

Also, yes, Max's idea for Flash's game is exactly the same one the Ink Tank proposed. Though the story might be different, since Flash doesn't know about Maltruant and the time war.

Season 1, Episode 14: Bursting with Potential
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The Ultimatrix Hero

Season 1, Episode 14: Bursting with Potential

Rush hour had descended upon Canterlot and everyone was stuck in their cars, trying to get home.

An ambulance was struck in that traffic, the paramedics inside both looking bored. But their boredom would soon be forgotten, when their radios picked up and the passenger answered. Said passenger was a man in his early twenties, with light grey skin and dark grey air. He was wearing half-moon glasses and looked serious.

"We are on our way," the paramedic announced after hearing the emergency. "Let us go. There was a car crash west of us. A pregnant woman is trapped and needs help."

"I know," the driver nodded as he turned on the siren and lights. "But you seem to be forgetting where we are." The passenger looked around and saw that the cars around them were just as stuck as they were. Even if the drivers wanted to move for the ambulance, there was nowhere they could move to. "It's gonna take us ages to get there. Maybe Flash Sentry and the Plumbers will show up and help."

"I do not trust in maybes." The passenger reached into the back and pulled out a bag, then unbuckled his seat belt. "I will have to run."

"Are you nuts? It's over a mile away." The paramedic didn't say anything and got out. "First. You'll never make it!" He watched his partner run through the traffic until he got onto the sidewalk, then started running down the street. He was certainly making better time than the ambulance, but it was still a long way away.

The man named First ran as fast as he could, but barely got a hundred feet before he felt himself getting tired. But he kept soldiering on and realised he could cut through an alleyway to get there quicker. So he ducked into one and ran as fast as he could, his heart feeling like it was going to explode.

As he got through the alley, he stopped and panted. If he kept going, he would likely feel his heart explode.

However, the thought of the woman who was carrying a child and needed help appeared in his head. And this made him keep going, the paramedic running as fast as he could. And that was when it happened.

Suddenly, sparks of blue lightning appeared around his body. As he ran, the sparks grew stronger and he found himself suddenly feeling less tired. "Huh?" He looked himself over and noticed the sparks, but didn't stop as he ran into another alley.

When he did, he spotted a large fence halfway through the alley that blocked it off. It was over ten meters high, something that was difficult to climb. But First didn't seem worried about it, as he felt his legs were made of iron in that moment. And as he got closer, he leapt up with all of his strength.

He sailed up, jumping higher than a human should possibly be able to jump. And when he reached the top of the fence, he grabbed it and swung down whilst doing several flips.

Landing, he felt no pain and just kept running until he left the alley. And as he made his way across the road, he suddenly heard a car horn and found one speeding at him. But before it could hit, he jumped up and found himself slamming into the side of a building.

But his sudden new agility and strength, allowed him to grab onto the side and pull himself up. The paramedic climbed until he reached the roof, completely shocked by this development. "What is happening to me?" He asked, as he began to run along the roof before leaping to the next one.

Going from roof to roof, he found he arrived at the area of the accident in just under a minute. When he got there, he found a bunch of cars that had slammed into each other. A large crowd had gathered around the accident, but nobody seemed to be doing anything.

First's body kept sparking, as he jumped down and landed without a second thought. He then ran towards the crowd and told everyone to move out of the way. They did so and First heard a woman screaming out for help, the paramedic spotting her inside a car and being trapped by a bunch of other cars.

Running over to it, First grabbed one of the cars and pushed it out of the way without even trying. He then grabbed the door of the woman's car and ripped it off, allowing him to get to her.

The woman looked shocked by his amazing strength, but her injuries quickly made her forget about that. And as First got to work, his sudden superpowers also left his mind as the lightning disappeared. But when he finished saving this woman and her baby, he would think about what he had just done and grow concerned.

He needed to know where this power came from.

The next day.

Clawcer was doing his patrol of the base, making sure everything was as it should be.

He checked the cells to make sure they were working before heading to the science lab, where the Plumber technicians were hard at work making sure the base was fully operational. Then, he made his way down to the main control room.

There, the Plumbers sat at the monitors making sure everything was as it should be.

"Anything to report?" He asked, as the operators shook their heads.

"No sir," one of them replied. "The accident that occurred last night was dealt with by the police. They're currently working on getting that street cleaned up. We can offer them assistance."

"No," Clawcer shook his head, "the police in this city don't get enough action as it is. Let them show they still have uses to the public. If they ask for help, we'll agree. But until then, let's focus on keeping the city safe in our own way." The Plumber nodded and got back to work, as another Plumber spoke up.

"Sir." Clawcer moved over to him. "Someone off the street has just arrived and is asking to see someone who can help him."

"Help him with what?" The Plumber asked that to the receptionist and after a few moments, he replied.

"Apparently, he says he's developed some kind of super power and he's worried he's being affected by all the alien stuff that's been going on." Clawcer seemed surprised by this, but nodded.

"I'll head up and have a talk with him." Clawcer began to scuttle towards the transporter, wondering what the heck this individual was talking about.

An hour later, Flash and Shining had just finished their morning patrol. As Chip parked himself up, the pair headed into the Plumber Base. And before they could head to the transporter, they spotted Clawcer in one of the offices through a door.

Flash stepped up to the Plumber working the front desk. "Hey, what's that all about?"

"Oh," the Plumber smirked, "there's a guy in there that claims he's gained super powers." The pair looked surprised by this. "Apparently, he's a paramedic and he suddenly gained super strength and agility. He claims he pushed a car away from another one and ripped the door off it."

"Cool," Flash smirked.

"Not cool," Shining stated. "People don't just gain super powers out of the blue."

"You're literally describing how I became a superhero," Flash stated. "The Omnitrix just appeared out of the blue. One moment, I'm a normal teenager. The next, I'm the world's greatest hero."

"You know what I mean," Shining told him. "Come on. Let's take a look." He moved over to the door and knocked, Clawcer opening the door with his electrical powers.

"Ahh," he nodded, "good. You're both here."

"Hey," Flash spotted the man Clawcer was talking to. "Apparently, this guy has super powers." He suddenly noticed a bunch of devices, floating in Clawcer's electrical hold.

"Apparently," Clawcer nodded. "Though I haven't actually seen him use any of these powers."

"I am telling you the truth," the man named First replied. "I know it is hard to believe, but I somehow jumped ten feet and ripped a door off a car."

Clawcer hummed, as a device floated around him. "I am picking up some kind of energy trace coming off of him. It's possible whatever this energy is caused you to suddenly gain enhanced physical abilities. But where did the energy come from?"

"Were you near Cosmic Town yesterday?" Shining asked, with First shaking his head. "Had any recent contact with aliens of any kind?"

"I do not think so," First shook his head.

"What about your family history?" Clawcer asked. "It's possible you could have an alien ancestor that's giving you these abilities. Human alien hybrids could have some strange abilities."

First frowned, "I am pretty sure all my ancestors were human." Clawcer held another device over him, which sucked some hair off his head into it. "Ow!" The device beeped before showing Clawcer the info.

"Yup. One hundred percent human." Clawcer frowned, "then I have no idea where this power could have come from." Flash and Shining shared a look, both having an idea.

"Clawcer. It's possible his abilities don't have an alien origin." Clawcer gave Shining a look, as he and Flash took out their phones. "Remember, this town was strange before the aliens started showing up."

"What are you talking about?" First asked, as the pair finished sending texts.

"First," Flash spoke up, "this is gonna sound crazy. But do you believe in magic?" First raised an eyebrow at this. "I know it sounds nuts, but magic really exists. Some of my villains have used magic against me before."

"And you think I have gained magical powers?" He asked, the pair shrugging.

"No idea. That's why we've called in some specialists. They should arrive soon." And sure enough, twenty minutes later, Trixie and the Rainbooms arrived at the base.

"You think he might have magic?" Sunset asked, as Flash led them up the base's driveway.

"Suddenly gaining super powers is pretty much a staple when it comes to magic," Flash pointed out. "He said he became super strong, super fast and able to leap ten feet in the air. That's basically Applejack, Rainbow and Trixie."

"Have you actually seen him use these abilities?" Twilight asked. "I'm not saying he's lying, but it's possible he's just remembering what happened last night differently. Adrenaline can have a serious effect on the brain. It's possible he was desperate to save that woman, so he pushed past his normal limits and it happened so fast he thinks he was moving at super speed and ripped the door off the car."

Flash shrugged, as they reached the front of the base. "Honestly, I have no idea. This guy's either wrong, or he gained magic. That's why I called you guys in. If he has magic, you should be able to figure it out." They stepped into the building and Flash led them to the room First had been waiting in.

When they arrived, they found First had some kind of strength testing equipment in hand.

He groaned, as he pulled the two handles and tried to make the spring between them stretch. But it quickly became clear he didn't have the upper body strength to do that. "Come on!" He cried, clearly trying to access the mysterious power he had.

But as soon as she got into the room, Trixie felt herself drawn to him and gasped. She felt an energy coming off him that resonated with the several powers within herself, which made her realise what he was. "A Medallion wielder." First and the others turned to her, Trixie stepped forward as she gave him a serious look.

"Hello?" First asked, putting the training device down. "What was that you said?"

"You sure he's got a Medallion?" Shining asked, Trixie nodding.

"Yup," she assured them. "I can feel it inside him. He has a Medallion." First looked confused by this, as Trixie suddenly transformed. His eyes went wide, when he saw the light vanish and saw her in her Luna Cat outfit.

"You...you are Lady Masquerade?"

"That's right," Trixie nodded. "And you have a Medallion." She pointed at the coin on her head. "Powerful relics that come from another world. It was stolen by a villain named Devious and when we stopped him, the Medallions he took were scattered around Canterlot. And you were chosen by one to be its new wielder."

"Seriously?" First turned to the others, clearly asking if she was telling the truth.

They all nodded, Twilight turning to Trixie. "Which Medallion does he have? If strength is granted by the Mighty Bull and Speed by the Rush Rabbit, which Medallion could grant him both abilities at once?"

"The Burst Wolf," Trixie explained before taking out her phone. Everyone gathered around, as she showed them all an image of a blue coin with a white wolf on it. The wolf was surrounded by some kind of blue lightning and looked like it was moving at incredible speeds.

"That is what I have?" First asked, with Trixie nodding.

"The Burst Wolf Medallion, has the power to generate a special kind of energy. The wielder of the Medallion can use that energy to supercharge their own body, giving them a boost that pushes them to super human levels. Speed, strength, agility. Everything about them gets boosted. The book even says the energy can speed up the ability to heal, or give a boost to their senses."

"I do not remember seeing super far away, or hearing anything I shouldn't have been able to."

"That probably comes with more training," Trixie explained. "But the one thing about the Burst Wolf, is its ability to pass on that supercharge to others. Though the boost is only temporary, it can turn any normal person into a super human."

"That's awesome!" Rainbow cried, as First looked himself over. "Dude, you're totally stacked."

"Agreed," Rarity nodded. "Being able to power yourself or others around you is quite something." First nodded, clearly agreeing with them. But everyone knew what needed to happen now.

Trixie moved over to a chair and sat down, First sitting opposite her and clearly wondering what was wrong. "Listen. You need to make a decision right now."

"What decision?" First asked.

"Like I said, the Medallions came here from another world. It's my mission to find them and return them to that world. Which means eventually, I'm gonna have to take yours."

"How?" First looked himself over, "I do not have it."

"The Medallion is...inside of you. It'll appear when you renounce your claim to it. Until then, you'll be able to use it whenever you need it. But it also puts you in danger."

"Right. You said something about a man named Devious. That he was after the Medallions."

"Exactly," Trixie nodded. "And if he learns you have one, he won't stop until he gets it. Which will put you in danger."

"I see," First nodded. "So you want me to renounce this Medallion and give it to you." The others smiled, amazed by how on the ball he was.

"That's up to you," Trixie explained. "I don't need to take the Medallion right now. If I do, you'll lose all your abilities and be a normal person again. That rush of power you had last night will be the only time you get to feel that. But it'll also take the target off your back. If you keep the Medallion, it means you'll have to spend every minute of your life looking over your shoulder."

"I see." First sat back in his chair, everyone being curious what his decision would be. "Honestly, I do not know what to say to that. These powers were a bit of a shock to me, but they allowed me to save that woman and her unborn child. And if I can use them to help more people, I think I would want to keep them. But living my life constantly paranoid does not sound fun."

"That's fair," Trixie nodded. "Well, you don't have to decide right now."

Flash spoke up. "You should probably learn how to use your powers before making your choice. If you can't use them on command, you might be in trouble when you need them."

"He's got a point," Shining nodded. "But now that he knows where the powers come from, I'm sure he'll be able to use them" The others nodded, but they were still a little concerned. If First couldn't learn to use his powers and Devious learned about him, he could be put in serious jeopardy.

Back at the accident site, the police were working to get the damaged cars removed so the road could be opened back up.

But as they worked, none of them noticed someone standing off to the side. Devious. The man was in his civilian form, looking around and smiling as he sensed a familiar energy. "The Burst Wolf." He moved over to one of the cars and as he held his hand out, he felt a particular energy coming off it. "Definitely."

He kept his eyes on the cops, as he took something out of his pocket. A small gemstone, which he placed onto the car as he started whispering something.

As he did, the energy that was staining the car sparked before flying into the gemstone. Devious smiled, as he watched the crystal absorb more and more of the power. "With this, nothing will be able to stop me." The cops finally noticed him and told him to get away from the accident site, Devious choosing not to blast them away since it might lead to Lady Masquerade and her friends all attacking at once.

As the cop moved over to him, Devious stood up and pulled the gem away from the car. He moved away from the car, assuring the cop that he was just leaving.

He did just that, heading away and returning to the area where he and Chrysalis were based out of.

Chrysalis was currently doing her nails, as Devious stepped into the warehouse building. "So?" She asked, "did you get what you were after?" She noticed a smirk on Devious' lips. "I'm guessing that's a yes."

Devious simply held up a gemstone, Chrysalis getting up and taking a closer look at it. "This gemstone now contains some of the Burst Wolf Medallion's power. So long as I'm holding onto it, my power will be boosted by an unbelievable amount."

"Is that so?" She took it and looked it over, as she felt the energy pulsing within it. "If we have this, will we need the Wolf Medallion?"

"Yes," Devious replied, "since the power alone won't be enough to cast the spell. But with this, I'll be able to take the rest of the Medallions."

"How?"

Devious chuckled, taking the gem back. "I told you. With this, my power will be boosted tenfold. Against that kind of power, Lulamoon won't stand a chance." He clutched the gem in his hand and felt its power flowing into him. He then activated his Medallion and transformed, raising his staff and creating a fireball.

Chrysalis watched the flame burn and slowly, the room got hotter and hotter. Then, the fire changed colour. It slowly shifted from red to orange, then yellow, white and finally blue. The heat coming off it was like nothing she had ever felt before.

She was starting to sweat and found it difficult to breathe. And eventually, she felt her legs giving out and she fell to the ground. Devious smirked as he killed the flame, the temperature inside the room slowly returning to normal. "Imagine Lulamoon trying to stand up to that kind of heat. She won't stand a chance."

Chrysalis smiled. "So we're going after her?"

"Of course," Devious nodded. "We don't know where the Burst Wolf is. But it's likely they'll reveal themselves soon. We need to deal with her before they can team up. If she gets access to that Medallion's power, things could get difficult."

"Understood," Chrysalis nodded. "Let's get her."

Back at the Plumber Base, First was with the others in one of the training rooms.

Currently, he found himself fighting against the alien known as The Worst. The yellow blob-like alien ran at the man, who was trying to access the power of his Medallion. "Raaah!" He ran at The Worst and tried to throw a punch, but there were no telltale sparks showing he was using the Medallion's power. As such, The Worst was able to dodge the attack before leaping up and kicking the man in the chest.

Since The Worst wasn't so strong, First only found himself getting knocked back a few steps. "Come on, First!" Trixie called out, as First regained his balance. "You need to dig deep and call upon the power."

"I am trying!" First charged and threw a kick towards The Worst, but the alien let the foot slam into him as he wrapped is arms around the leg. "Hey!" He tried to kick him off, but it didn't work. And soon, The Worst leapt up before throwing a bunch into First's face.

The squishy punch did no damage, but First was pushed back and tripped up.

"Ouch," Rainbow flinched, "he's not doing too well."

"There's gotta be a way he can access his powers," Shining stated. "Maybe the problem is Flash's alien choice. Maybe The Worst just isn't enough to spark his powers."

Twilight shrugged. "Flash picked him to give First an easy opponent. And since he's pretty much indestructible, First didn't have to worry about hurting Flash if he used too much power."

"But The Worst must not be threatening enough," Rarity guessed. "Don't most powers like this, tie themselves to one's survival instinct? Maybe First can't use his powers unless he's in danger. Or thinks he's in danger."

"Hmm." Trixie thought for a moment, then smiled before summoning her Luna Cat Medallion.

The coin glowed and suddenly, a large tiger appeared and let out a roar. Everyone jumped and saw the beast leap towards First, who screamed and tried to jump away. But once again, he found his abilities wouldn't activate. He jumped back, but only a foot or so before tripping over whilst the tiger landed on top of him.

But before he could have a heart attack, the beast disappeared.

He lay on the ground, panting with wide eyes. The others all turned to Trixie, who shrugged. "What?" They sighed, as The Worst turned back to Flash.

"Let's end it there for today," Flash offered a hand to First. "I don't think fear is the way to access your power."

"Then how do I access it?" First asked, clearly looking desperate.

"No idea," Flash told him. "Sorry. I don't have that problem. My abilities actually come with a button to turn them on."

"But what about when you are an alien?" First asked. "Like Volt-Edge and Firefly. How do you use their electric and fire power? How do you create gems as Diamondhead and turn invisible when you're Chamalien?"

Flash shrugged. "I don't know. It's not like I knew how to use these powers right from the start. It took time for me to learn how to use them. But...I guess I just listened to my heart."

"Listened to your heart?"

"He's right," Trixie nodded as she moved over to him. "When I first got my Medallion, I didn't really have to try when I made my illusions." She showed him the coin. "I have to think when I'm making them solid, but the base illusions weren't something I had a problem using."

"So you are saying I am a failure when it comes to these powers?"

"No," Trixie told him. "The problem is you're thinking about it too much." She put the Medallion on her head. "When I'm creating an illusion, I'm not using my head." First frowned, clearly not understanding. "Just don't try to force it. When you really need the power, it'll come to you so long as you believe in yourself."

"Alright," First nodded. "So what happens now?"

"Now, you go home." Shining patted him on the shoulder. "And if your powers do activate, try and keep them under control."

"But what about that psycho?" First asked. "What if he attacks me?"

"Relax," Trixie assured him. "Devious doesn't even know you exist. So long as your powers remain inactive, he probably won't be able to find you. And he doesn't know where you live."

"Okay," First nodded. "I will trust you." Trixie smiled, as Flash offered First a ride home. The man nodded and everyone headed out of the base, Shining the only one staying behind whilst the group split up. The Rainbooms headed off to hang out and work on a new song for their band, whilst Flash and First headed for the Omni-Cruiser.

"You wanna lift?" Flash asked Trixie, but she shook her head.

"I'm good," she told him. "I'm gonna take a walk and clear my head." Flash nodded before getting in the car, Trixie going with the girls to the exit before splitting up and heading in two different directions.

As she walked, Trixie thought about all the Medallions that had been found and those that hadn't. "There are just two left unaccounted for. Once I've found them, hopefully I can convince the users to give them up." Her mind then flashed back to the Medallions that were in the hands of those not willing to give them back.

"Radiant Dragon, Mad Monkey, Zone Spider and Rush Rabbit. The Rabbit Medallion is who knows where and I have to beat Devious and Chrysalis to get the other ones." She frowned, wishing she had a way to get the Medallions all back. She had no idea how much longer the kingdoms of the other universe were willing to wait before they invaded to take the Medallions back themselves.

As she turned a corner and headed down a street, she was completely unaware she was being watched. That was until she suddenly found a bright red light coming from below.

"Huh?" She looked down and was shocked to see she had stepped into a glowing spider web. One that made her realise who was nearby. "Chrysalis!" She transformed into her Luna Cat form, right as she was teleported away.

In the blink of an eye, she found herself a hundred feet in the air.

She cried out, as gravity made her fall down and crash onto the roof of the building she had been on. "Ow!" She hissed, as laughter filled the air and she looked around to see Devious and Chrysalis on the roof with her. "Funny." She jumped back to her feet, as she reached behind herself.

"We thought so," Devious chuckled before pointing his staff at her.

Trixie quickly changed her Medallion, shifting into her Iron Serpent form seconds before a burst of lightning flew towards her. She formed a barrier and protected herself, as she finished fishing out her phone.

Flash and First were heading towards First's place, when Flash's phone suddenly let out an alarm.

"What the heck is that?" First asked, as Flash took it out and hit the touch screen button. Doing so brought up a map with a blue dot, Flash frowning as he attached the device to a slot in the controls.

"Trixie's in trouble. That's an alarm we put on everyone's phone, so they can tell us they're in trouble without needing to give any details." First nodded, as Flash reached for the lever on his left side. "Hold on. This might get a little rough." He pulled the lever and soon enough, the car transformed into its XLR8 form. "Ready, Chip?"

"Let's do this!" Chip called back, as the car suddenly shot forward and First found himself pushed into the back of his seat.

As they flew through the street, zigzagging around the cars, they found a place to turn around and were soon heading in Trixie's direction.

Trixie flinched, as she felt the lightning and fireballs blast against her shield.

"Give it up!" She told them. "You can't break through the Iron Serpent's protection." But then she saw the pair smiling, which did not seem good to her. "What? Don't tell me you've got another Medallion or something?"

"In a way," Devious chuckled before taking something out of his cloak. A crystal.

"What the?" Trixie watched him clutch the gem and as he did, energy began to spark out of his hand. "That can't be good." She watched the energy flow out of Devious' hand, run up his body and into his staff before he thrust it forward.

Doing so caused it to unleash a bolt of lightning, three times the size he normally fired.

Trixie gasped, bracing herself as the bolt struck her shield and caused the whole thing to start shaking. She screamed, feeling the power coming off this bolt whilst her shield began to crack. "No way!"

"Feel the power of the Burst Wolf Medallion!" Devious unleashed a fireball that was the same size, but four times as hot. And when it struck Trixie's shield, the whole thing exploded and her barrier was blown apart.

Trixie screamed, as she was thrown off her feet and blasted off the edge of the roof.

She flinched at the impact, but kept her focus and managed to transform again. This time, she morphed into her Sky Butterfly form and she spread her wings to stop her fall. But before she could try to fly away, a shard of ice was launched towards her and pieced her wing.

"AUGH!" She felt said wing get impaled and she began to fall, unable to fly and eventually crashing into the ground.

She moaned, as she tried to pick herself up and get away. But a light signalled Devious and Chrysalis appearing on the street. People ran away, whilst Trixie was almost to her feet. But before she could do anything, Devious unleashed a powerful gale of wind that slammed into Trixie with the force of a high speed train.

She screamed, as she was blown backwards and smashed into the side of a building. the building cracked and dented, as she was pinned up against it. 'What's happening?' she thought to herself. 'Devious isn't this strong.' She remembered the gem he had shown her and the words he had said. 'He doesn't have the Burst Wolf Medallion, but was he able to get some of its power?'

The wind finally died down and Trixie fell to the ground, whilst Devious summoned as much energy as he could into his staff. "This is where it ends. Prepare to meet your mother in the next life." But before he could fire, he heard a sound and looked around.

Something big and fast was racing towards them and if Chrysalis hadn't warped them out of the way, it would have run them over.

As they reappeared, the XLR8 Omni-Cruiser skidded to a stop before returning to its base form. And as the top disappeared, Flash was ejected into the air. "It's hero time!" He slammed the Ultimatrix down and transformed, "GOOP!" The alien slime flew down, trying to tackle them but Chrysalis warped them away again.

This distraction allowed First to leap out of the car and run to Trixie's side. "Are you okay?"

Trixie groaned, as First helped her to her feet. "I'll live. But we're in trouble." She looked over and saw Goop and Devious beginning to battle one another.

Devious unleashed bursts of blue and yellow lightning, the blue lightning causing ice to form on anything it struck. Goop had to be careful to avoid getting hit by both, whilst throwing globs of slime at the man.

"Devious somehow gained some of your power." First looked shocked by this. "I think he must have found a trace of the energy and stored it in a gemstone. He's supercharging his attacks."

"So what do we do?"

"For now, we need to get out of here. The last thing we need, is for him to realise you have a Medallion as well." The Omni-Cruiser rolled up to them.

"Get in!" They leapt into the car and drove off, as Chrysalis noticed them.

"You're not getting away!" She extended her web as far as she could grow it and warped to the outer edge, getting within several feet of the Omni-Cruiser before forming another web. This one caught the car within it and before Chip could leave, she warped him to the other side of the web and he found himself driving towards her.

Knowing that running her over wouldn't do much good, Chip skidded to a stop.

"Well that didn't work," Chip frowned. Trixie transformed into her Iron Serpent form and tried to leap out, but was still injured after getting slammed into the side of a building. "Get out of here. I'll hold her off!" They leapt out and Chip charged at her, but Chrysalis just warped him to the edge of her web and he found himself crashing into the side of a building. "Augh!"

"Chip!" Trixie gasped, as First carried her away.

Chrysalis tried to warp them over to her, but Trixie was able to put up a small barrier to protect them until they left the web. As such, the woman gave chase whilst Chip tried to follow. But they all ran into an alleyway and he was too wide to follow. "Hey!"

First ran as fast as he could, Trixie leaning against him and limping along.

Chrysalis began to use her metal legs to follow and as she did, First felt himself panicking. But then he looked down at Trixie and realised he needed to save her. He had to save her, no matter what.

Suddenly, he felt a sudden rush of energy flowing through him. Blue sparks flew off his body and Chrysalis raised an eyebrow, as First was suddenly pulling Trixie along at a faster pace. "What?" The villain tried to catch up, but First pulled Trixie into a bridal carry and ran like the wind.

He leapt up and cleared a good ten feet in a single bound, Trixie seeing this and being amazed. "You got your power to awaken."

"Looks like it." First kept running, with Chrysalis attempting to catch up to them. But First was beginning to use everything he had and ran to the other side of the street before leaping up and managing to get all the way to the roof. Once on said roof, he started jumping from one to another in order to escape.

Chrysalis saw this and the energy he gave off made her realise he was using the Medallion Devious had gained his boost from.

Back with Devious, he and Goop kept fighting with Devious completely destroying the street with lightning and fireballs. Goop was able to dodge them all and as he got in close, he tried to grab Devious and throw him away. But Devious dodged the whip and thrust his staff into Goop's chest.

He unleashed a blast of lightning, which hit Goop and made him cry out in pain as he was thrown backwards.

"Devious." The man placed a hand on the side of his head, as a radio he had gotten for him and Chrysalis went off. "Slight update. Trixie has teamed up with the Burst Wolf user."

"Is that so?" Devious smiled, as Goop fly towards him. But the psychopath leapt underneath the hero before unleashing a blast of blue lightning.

Goop split apart to avoid it, but the energy hit his anti-grav unit and froze him solid. "Augh!" The UFO fell to the ground, which caused Goop to lose his mobility and fall to the ground. He tried to change aliens, but Devious was faster and blasted another bolt of blue lightning at him. This one froze him solid, trapping him in ice and leaving him unable to move.

"Flash!" Chip had seen this and raced over, trying to run Devious over only for the crook to propel himself upwards with a blast of wind.

Once he reached the roof, he landed and smirked down at the car. "Love to stay, but I've got some new Medallions to acquire." With that, he summoned another gust of wind and flew away.

As he left, Chip moved over to the frozen alien and parked with his exhaust right next to him. "Hold on, bro. I'll get you out of there." He revved his engine and the exhaust unleashed a bunch of heat, which slowly began to melt the ice. Hopefully, he could get Flash out of it before he changed back to human. Or before Devious could get to Trixie.

Back with First, he kept running with Trixie in his arms.

The girl was resting, trying to get herself ready for the fight that was obviously about to happen once Chrysalis and Devious caught up to them. And as First reached another rooftop, he jumped down as his energy began to disappear.

He put Trixie down and looked her over, seeing she had a bump on the back of her head from when she hit the side of the building. "Hold on," he told her. "I will find a way to fix you up."

"I'm fine," she told him.

"You could have a concussion. We need to make sure you are not suffering from something like that." He placed a hand on her shoulder and as he did, his body sparked with energy again. "What?" The energy flew through his arm and into Trixie, who glowed as she suddenly felt much better.

"Wow." She looked herself over and the pain in her head vanished, the hero reaching back and feeling the bump on her head slowly disappearing.

"What is happening?" First asked, as Trixie started picking herself up.

"I think you're boosting my body's ability to heal." Trixie smiled, soon feeling almost one hundred percent. "Okay. This is definitely gonna help." But as she said that, her sense of danger went off and she grabbed First. "Get behind me!" She raised a shield, seconds before a bolt of lightning flew down and slammed into it.

The alley was filled with an explosion that knocked everything within it flying, but when the smoke cleared the shield was still standing.

Trixie glared at Devious, who was on the roof of the building with Chrysalis. She then grabbed First's hand and they ran out of the alley, Devious launching a supercharged fireball as they did. But the shield stayed up and when the fireball struck, the dome of light managed to maintain integrity.

Devious frowned, as he saw Trixie's dome sparking with energy. "She must have gotten a boost from the Burst Wolf Medallion as well." He clenched the gem and unleashed more lightning, the power from it beginning to overwhelm Trixie's shield.

Slowly, Trixie felt the boost she had received begin to die down. The power of her shield was growing weaker, whilst Devious' power remained supercharged.

First saw this and realised he had to do something, the paramedic taking a deep breath as he remembered what Trixie had said earlier. Using the power didn't come from the head, but the heart. And when he remembered the times his power had activated before, he realised something.

"That is it." He took a deep breath and as the dome around them began to crack, his body sparked with energy and he placed his hand on Trixie's back.

The energy flowed into her and she felt another rush of power, as the dome began to sure up. Devious saw this and frowned, as he tried to blast his way through. But Trixie's shield remained supercharged and able to withstand the blast.

"Damn it!" He cried, as Chrysalis suddenly heard something.

She looked around and was shocked to see a car, flying through the air towards them.

The Omni-Cruiser, in its Firefly form, raced over the rooftops before diving down and aiming at the villains. Flash was in the drivers seat, glaring at them as he tried to ram them off the roof. But before they could, Chrysalis grabbed Devious and warped them down onto the street.

As the car flew past the building, the cover disappeared and Flash leapt out.

The teen once again performed a midair transformation, slamming the dial down and being surrounded by light. "ARCTIGUANA!" The ice lizard landed in front of Trixie and First before unleashing a powerful blast of ice towards Devious and Chrysalis, but Devious counted by shooting a blast of blue fire from his staff.

The ice and flames collided and steam filled the air, causing them to cough as Trixie and First tried to step back. But after a few moments, Devious' supercharged flamethrower overpowered Arctiguana's attack and pushed it back towards him.

The lizard gasped and leapt into the air, the flames hitting the ground and causing it to melt.

Trixie and First moved over to the Omni-Cruiser, which had reverted back to its base form with Chip ready to jump in and help if he was needed. "What do we do?" First asked, as Arctiguana fired another ice blast towards Devious. But he launched another blue flamethrower and once again overpowered the freeze ray.

"We need to find a way to get that gem away from Devious," Trixie frowned as she watched Arctiguana leap to the side, the flamethrower missing him and hitting the building behind him instead.

As the lizard landed, he reached up and turned the dial on the Ultimatrix before slapping it down. And in a burst of green light, he was transformed into his iceberg shelled super form and pointed his twin ice cannons towards Devious. "ULTIMATE ARCTIGUANA!" He fired the twin ice beams, which combined as Devious launched his blue flamethrower.

The attacks collided and sure enough, the two appeared even. The hyper evolved ice lizard was a match for the supercharged Medallion user. But Trixie knew that Ultimate Arctiguana couldn't keep it up forever. Eventually, he would run out of power and Devious would once again have the upper-hand.

"I need to get that gem away from him," she said again. "But how?" It was then that she had an idea. It was a long shot, but it just might work. She just needed a boost. "First. Get ready to blast me with another wave of energy."

"I will try," First nodded. "But are you sure that is a good idea? We do not know the full extent of what this power could do. You have already been boosted twice. What if three times is too much?"

"We have to try," Trixie told him. "I'll take the risk. Ready?" First nodded, as Trixie once again transformed. This time, she had changed into her Rapid Turtle form. "Now!" Burst summoned as much power as he could and channelled it into Trixie, who activated her ability as soon as the energy flowed into her.

And just like that, the world around her began to slow down. The flames and ice froze and Trixie was able to see the strange sight of the two elements mixing. And everyone else was completely still, as Trixie's time slow had evolved into full on time stop.

The girl laughed as she ran out from behind the Omni-Cruiser and raced towards Devious, though she could already feel the boost she had been given beginning to run out. Time control was such a great power, even getting a super boost did little to stop the energy drain Trixie felt.

But it was enough for her to get up close to Devious and duck under his staff.

Trixie kept running, as she grabbed the gem that was in his other hand and pulled it out of his grasp. As she did, the power boost finally ran out and the time stop had reverted back to time slowing and Devious obviously noticed the sudden loss of his winning item.

Trixie jumped away from him and cut the power, time reverting back to normal with everyone's brains trying to register what had just happened.

To everyone else, Trixie had just teleported over to Devious and pulled the gem away. "Looking for this?" She held up the stone, shocking everyone. But the shock quickly vanished when Devious remembered he was still in the midst of a power struggle with Ultimate Arctiguana.

His fire was still being boosted, but the energy from that boost quickly wore out and Devious found himself getting overwhelmed.

The ice blasts were too cold for the fire to hold back and as the power of the flames died down, the fire changing from blue to white, yellow, orange and back to red, the beams pushed them back towards Devious faster than he could react. "NO!" He yelled, as he was suddenly struck by the beam.

Mist filled the air, blocking the man from view. And when it slowly began to fade, Devious was shown to be completely frozen solid. The man was surrounded by ice, his staff pointed outwards and looking like it could break off at any moment.

Ultimate Arctiguana laughed, whilst Trixie prepared to time slow in order to break part of him out of the ice and take the Medallion.

But before she could, Chrysalis rushed over and grabbed him before making a web around them all. Trixie tried to get to her, but Chrysalis warped her away before she could. And before vanishing with Devious, Chrysalis looked over to First and glared at him. "I hope you've had fun. Because you've just made a very dangerous enemy." With that, they disappeared and the web also vanished.

First stared at the spot where they had been, as Ultimate Arctiguana transformed back to his base form before reverting to human.

Trixie also got out of her outfit and moved over to First, smiling as she did so. "You were great back there. I never would have beaten them without your help."

"Thank you," First nodded. "It was kind of terrifying."

"You get used to it," Flash told him. "That is, if you still wanna keep your abilities. Like Chrysalis said, you've made some enemies today. They're gonna come after you. Sure you still want to keep your powers."

"Yes," First nodded. "I know I cannot keep them forever, but I can use these powers whilst I can in order to help people. Especially the ability to help the body heal faster. There are some many way it can help me keep those that need help alive."

"True," Trixie nodded. "Just be careful. The last thing we need is people getting suspicious of you and asking how you're healing them. If the government learned about the Medallions, they might try and take them for themselves. And that'd cause some serious trouble."

First nodded, "I will be careful. But if you ever need my help, I will be there to help. All you have to do is ask."

"Thanks," Trixie smiled before a thought occurred to her. "And about Devious trying to attack you when you're alone at home. I think I might be able to help with that." First gave her a confused look, Flash also questioning what she meant.

Later, Trixie and Flash were at First's apartment.

They had stopped by Trixie's place and picked something up. That something was a strange yellow pyramid gem, which Trixie placed on the mantle-place.

"There we go," she smiled before turning to First. "Now we just need to activate it. Put your finger on the point and channel your Medallion's power."

First nodded and stepped up to do just that, activating the power of his Medallion which caused his body to spark. The gem seemed to react to this and unleashed a light of some kind, which formed a bubble around it that spread out. In seconds, the bubble expanded to completely fill the apartment and beyond.

"What just happened?" Flash asked, moving to the window and seeing the light outside of it before vanishing.

"A little something my brother gave me to protect our house," Trixie smirked. "That shield will prevent any magic user other than First from entering it. And since the shield now surrounds the entire apartment..."

"The place is safe from Devious," First smiled. "That is amazing. Thank you."

Trixie gave him a salute. "Now you don't have to worry about getting attacked in your sleep. But you'll need to be on guard when you're out of the apartment. And maybe let us put a security app on your phone. If Devious attacks, use it and we'll be there as soon as we can."

"Thank you," First repeated. "I promise I will be careful."

"Good," Flash nodded. "By the way. How'd you unlock your power? One minute you couldn't use it, then when I got back to you guys you were using it like you'd had the power for years. How'd you figure it out?" Trixie also looked curious, whilst First smiled.

"I remembered what you and Trixie told me. I realised that every time I used the power, it was because I wanted to help someone in need. It first activated so I could save a pregnant woman that was in a car crash. Then I activated when I was trying to get Trixie somewhere safe."

Flash and Trixie smiled. "Sounds like a real hero in the making," Flash told him. "I think the Medallion made the right choice when it picked you." Trixie nodded, First smiling as he pointed at the kitchen.

"Wanna stay for a drink? I would love to hear about some of the other Medallion users you have met." They nodded and First began to make said drink, whilst the pair of them sat down and smiled at one another.

This had certainly been a different Medallion discovery. Now Trixie had someone on her side with a Medallion, who would hopefully help her in retrieving the rest of them. They didn't know what the future held for First and his abilities, but they hoped things would look up for them all.

With Devious still out there and eager for any advantage he could find, they would need to be ready for anything. The battle for the Medallions would start heating up soon. And Trixie needed to be on her A-game.

Author's Note

Well this was certainly an interesting take on a Medallion wielder. Now Trixie has her own to call upon. First will be back, but not for a while. What did you think of this chapter and how do you think things will turn out?

Season 1, Episode 15: Vacation Assassination
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The Ultimatrix Hero

Season 1, Episode 15: Vacation Assassination

Somewhere out in the depths of space, a transport ship was making its way through the cosmos.

Inside the ship, a large group of people were sitting there keeping themselves entertained. The inside of the ship was almost like an RV, with a lot more space. At the helm was Shining Armor, who was piloting but looked like he was just driving around on his own. Cadance sat beside him, looking amazed at the sights of deep space.

Twilight and Flash were sitting at a table behind them, Flurry sitting in a booster seat next to them appearing asleep. Twilight was reading something on a tablet, whilst Flash had his headphones in and was listening to music.

Further back, Trixie and the rest of the Rainbooms were at different tables as well. Trixie, Sunset, Rainbow, Applejack and Pinkie were playing cards, whilst Fluttershy sat in front of Rarity whilst the girl brushed her friend's hair.

Flash's parents were at the back, Misty leaning against Trail as she read her book and he was asleep.

Rainbow drew a card from the deck, then smiled before putting three of her cards down and placing the last one on a pile of up-facing cards. "I win." She laughed, as the others put their cards down and seemed to be doing math. "That's forty points for me."

"Don't get too excited," Sunset told her as she finished counting her cards on the table. "Fifty five."

"What?" Rainbow frowned, "how'd you have more cards than me?"

"Getting high count cards down and keeping the low count cards in hand." She grabbed a notepad and smiled, whilst the others gave their points. "And with that...Pinkie is still in the lead."

"Yeah!" Pinkie cheered, as Applejack grabbed the cards to rebuild the deck. "Ready for another game?"

"Do we have time?" Sunset asked, turning to Shining as he drove.

"We should be getting there pretty soon," he called back. "You guys should probably get ready to land." Everyone nodded and the girls put the cards away, whilst Twilight smiled.

"I can't believe we get to vacation on an entirely different planet."

"Thank Clawcer," Flash told her. "He's the one that arranged all of this." He smirked, thinking back to the meeting he had had with the crab the previous week.

"Vacation?" Flash asked, as he and Shining stood in Clawcer's office.

"Yes," he nodded. "I understand your school will be taking a break next week." Flash nodded. "Well why not take this time to take a vacation and recharge. From what I understand, you and Shining haven't taken a break from your Plumber duties since you were given the role."

"Yeah," Shining nodded. "Things have been a little too hectic to take a vacation."

"Exactly. But you don't have to worry about that anymore, since the Plumber ranks on Earth have expanded. You two should take advantage of the team you have here. You've done more than enough to earn a break. Here." He held something out and Flash took it, finding it was some kind of coupon. "I won that whilst doing my galactic crossword. I do the puzzle to keep my mind sharp, so I normally throw anything I win away. But I thought you two might enjoy it."

Flash read it. "All expense paid trip for you and your family to the vacation planet of X'Nelli?"

"Wait," Shining looked shocked, "you want to send us on vacation to another planet?"

"Why not?" Clawcer shrugged. "Lots of interstellar capable species go to other planets for vacations. Why should you humans be any different? I can arrange transport for you if you wish."

"I...I don't know what to say." Flash smiled, "thanks."

Clawcer shrugged. "I'll admit, I was a little harsh on you when we met. But you've done nothing but impress me since then. I'm hoping this will help us turn over a new leaf." Flash and Shining smiled, excited to go to another planet.

And so, Flash, Shining, their families and their friends had all left Earth half a day ago and were making their way towards the planet in question.

"So what's this planet like?" Trixie asked, as Twilight showed them an image of the planet they were heading towards. And it was completely different to anything any of them had ever seen before.

It wasn't as big as a lot of other planets, looking only about half the size of Earth. Located on opposite sides of the planet were two massive mountains, that looked big enough that they could cover the entirety of the United States. Surrounding the base of the mountains were large forests, with several other areas located around the planet that were a bunch of different biomes.

Wrapped around the middle of the planet was a massive ring of water, which had sandy beaches on either side of the ocean.

"Amazing," Misty smiled, "so many different environments."

Twilight nodded. "The planet doesn't have an axis tilt, so the different areas stay in one season all year. That's why it's such a loved vacation spot. Each area is the same every day." She flipped her finger over the screen, causing it to change and show multiple different parts of the planet. "And there are so many different areas, anything is possible. Swimming at a beach, snowboarding on a mountain, exploring caves and that's just the start."

Everyone smiled, looking forward to this trip more and more. Applejack then noticed something. "Hey, what's with all the Arctiguanas?" She pointed at an image that showed multiple different versions of Flash's icy alien. They were all over the snowy mountains, some images showing them snow boarding or making ice sculptures.

Twilight smiled. "Polar Manzardill are one of the native species of X'Nelli."

"It is?" Flash grabbed the tablet and stared at it. "Huh, cool. I've never been to one of my alien's home planets before."

"You've never been to any other planet before," Shining pointed out to the teen. "Polar Manzardill are one of ten Manzardill variants. Each kind inhabits a different area of the planet."

"He's right," Twilight nodded. "According to the data I got from the Plumber computer, each Manzardill species is believed to be descended from the great Manzardill." Everyone looked confused. "It's a god-like entity that was believed to be the creator of all life on X'Nelli. Legends says that the god could take one of ten different forms and each of those forms, is embodied by the Manzardill that live on X'Nelli today."

"Interesting," Sunset nodded. "I guess all planets have their own form of religion."

"Planet's coming in range," Shining announced. Everyone quickly got up and moved to the cockpit, all looking out and seeing a planet in the distance.

With each passing second, it got larger and larger. And eventually, they were able to make out the planet that Twilight had shown them before. The place looked just as amazing as the image Twilight had shown them. And as they approached, they got a message over the radio asking for a clearance code.

Shining sent his over and once it was accepted, autopilot took over and the ship was flown to the landing area they had been given. As the ship flew down, everyone grabbed their things. Cadance made sure Flurry was up and had a clean diaper, as the ship finally landed and they were clear to step out onto a completely different planet.

Flash opened the door and was about to jump out, but then stopped and smiled. "Who wants to be the first human to ever step foot on this planet?" Everyone looked shocked, realising he was right. Technically, they were about to do something that would make them historical figures.

"Rock paper scissors?" Shining suggested, everyone smiling and quickly playing several games. Eventually, it was down to Fluttershy, Trixie and Twilight. The three played and whilst two of them picked the same thing, the other smiled.

"I believe paper, beats rock." Twilight squealed in delight, as she moved to the door. "This is one small step for man. One giant leap for mankind." With that she jumped out and landed on the ground, the feeling of being the first human on the planet almost overwhelming her.

The others followed suit and everyone looked around, amazed by the sights.

They were in an area of the planet that was on the edge of the woods and close to the beach. Multiple landing pads had been built there and several ships were taking off or landing all around them.

As they looked around and marvelled at the environment, an alien stepped onto their landing pad and headed towards them. It was a quadrupedal lizard alien, whose body was a mix of red, white and black. It was wearing a piece of clothing around its legs and part of its tail, as it stepped towards them.

"Hello," it spoke in a feminine voice. "Armor Party, correct?"

"That's right," Shining held out the coupon Clawcer had given them. The lizard took it and after placing it in some kind of scanner, she nodded.

"Excellent. Now, your sleeping area isn't too far from here. If you like, we can take your luggage over to it whilst you folks enjoy your time here. I'd suggest starting at the beach. I'm sure you could use some unwinding time after your long voyage." Everyone smiled and after grabbing what they would need for the beach, they let their luggage get taken away

It was a short walk to the beach and along the way, everyone was amazed by the number of different aliens they saw.

When they finally got there, they found an area where they could change into their beach wear. One by one, they headed into a changing room and came out in their normal beach attire. Cadance was dressed in a blue bikini top and shawl, whilst Flurry was wearing a white swimsuit one piece that had a frilly dress.

The baby had been smeared with enough sunscreen to cover six people, as everyone else headed for the water as soon as they were changed. As they did, they spotted bunch of aliens in the water and on the beach that looked like a fusion of a shark and a lizard was laying on it.

They were different shades of blue in colour, their head and body being that of a shark whilst their tail was lizard-like despite having a shark's fin on the end of it. They had four legs, two long ones at the front and two shorter ones at the back.

"Coastal Manzardill," Twilight explained. "They live on the coastline of X'Nelli."

"Cool," Flash smirked. "Maybe I should scan one of them to unlock my own." He thought for a moment, as the girls headed into the water. Flash eventually decided to hold off on the scan, instead deciding to check out the ocean.

He activated the Ultimatrix and once he found his alien of choice, he slapped the dial down and transformed. "Skydiver!" He spread his wings and took to the air, then dived down once he was far enough away from the beach.

The rest of the girls began to play around in the shallow area of the water, whilst Shining, Cadance and Flurry began to explore more of the beach.

As they did, they found a bunch of restaurants and snack bars on the boardwalk. One such place instantly called to them, the family seeing an ice slushy stand. "Gather round. Gather round. Get your ice call slushies here. The perfect way to beat the heat." As they got close, Shining heard the voice and instantly knew he had heard it before. And sure enough, he soon spotted a familiar looking Polar Manzardill.

"Gelidafur?" The ice lizard stopped and turned to him, but instantly froze when he saw him.

"You?" He cried, seeing one of the Plumbers that had arrested him once before. "What are you doing here?"

"That's a question I should be asking you," Shining glared at him. "You should be in jail."

"I'm out on parole," Gelidafur stated. "It's the least the Plumbers could do, after what happened to me." Shining gave him a confused look. "What? You didn't know. After you arrested me and Hectrix, the ship carrying us was attacked and destroyed. If it weren't for that capture cube, we would have been dead. But we drifted through space for weeks afterwards. If a passing ship hadn't detected the cube's energy, we might never have been saved."

Shining could hardly believe that, but reached into his bag and took his badge out.

He logged onto the Plumber system and typed his name in, finding everything he had just said was true. "I see." Shining frowned at him, as Gelidafur suddenly used his ice powers to fill a bucket with ice. He then used his claws to scrape the ice into plastic cups as a bunch of snow.

He gave them the cups and offered a bunch of different flavoured sauces. "Here. Take these and leave. I don't need the fuzz hanging around scaring customers off."

"Fine." Shining grabbed one and squirted it on the ice, Cadance doing the same.

"What happened to that kid with the watch?" Gelidafur asked, as Shining raised an eyebrow. "Is he still going around pretending to be a hero?"

"He is a hero," Cadance told him. "And he happens to be here with us and our friends." Gelidafur heard this, Cadance turning to Shining. "He went swimming, didn't he?"

"Yup," Shining nodded. "He's probably exploring the deepest parts of the ocean." He gave Gelidafur a look, "so don't try anything."

"Would you relax," he told him. "I've turned over a new leaf." Shining clearly didn't believe that, but walked off whilst giving Flurry a small spoonful of the ice. As soon as they were gone, Gelidafur pulled out a radio and tapped several buttons. "Fin? Fin? Are you there?" The radio was static for a few moments before it cleared and a voice replied.

"What up, bro."

Out in the water, resting on a rock sticking out of it, a Coastal Manzardill was sunbathing.

He was dressed in a yellow Hawaiian style get up, that covered his chest and had leg sleeves for all four legs. He was also carrying a radio, which he was currently talking into. "Fin. Listen. I need you to kill someone for me."

"Really?" Fin looked surprised, but smiled. "Awesome. Who?"

"I don't know what he looks like at the moment, but he should have some kind of round emblem on his body that looks like a Plumber Badge. Find him, end him and make it look like an accident. I'll stay here and make sure everyone knows I'm here. Don't let me down."

"Relax," Fin told him. "I got this." He turned off his radio and after giving his body a few stretches, he leapt into the water and started swimming around.

Back at the shack, Gelidafur put the radio back and called out to as many customers as possible.

Everyone heard him and would remember seeing him there for a while, giving him the perfect alibi. 'That's right. I'm right here. Nowhere near Sentry.' He couldn't believe he had this chance, to defeat the kid that had thrown him in jail twice. He swore that when Flash Sentry left the planet, it would be in a body bag.

Skydiver swam further and further down, having arrived at an area of the ocean where a bunch of coral could be seen.

Fish that Skydiver had never seen before, were all over the place. There were some with two tails, others that seemed to be using their gills to shoot out water and propel themselves and others that had mouths on the tops of their heads for some reason.

The alien stared at them in amazement, wishing he had brought a camera to show people at home.

As he explored the reef, he was completely unaware that he was being watched. Fin had swam down and spotted him, the Coastal Manzardill seeing the Ultimatrix and smirking when he realised he had found his target.

The predatory alien licked his lips and when Skybreaker wasn't looking, he shot forward whilst using his gills to shoot out water and propel himself like the fish. He was like a torpedo, opening his mouth to take a bite of the teen.

Skydiver was completely unaware of what was happening until the last moment, when he happened to look in Fin's direction and saw him coming. "WOW! He managed to swim out of the way at the last minute, Fin slamming into a piece of coral and taking a bite of it instead. "What the heck?"

Fin turned to him and smirked before swallowing the coral whole. "You're gonna be delicious. I just know it."

"Delicious?" Skydiver didn't like the sound of that, as Fin rushed at him again. The two aliens were suddenly in a race, Skydiver trying to outrun the shark lizard as he swam after him. "Leave me alone!" Fin kept chomping at him, attempting to bite off his tail. But Skydiver kept zigzagging to avoid him.

He tried to get to the surface, but Fin managed to propel himself up and Skydiver was forced to dodge an attack. This allowed the Coastal Manzardill to fly past him and get between him and the surface, blocking Skydiver's escape. "You're not going anywhere except through my belly!" He tried to slash at him with his webbed claws, but Skydiver dodged again.

An idea then formed in his head and the alien hero took a deep breath before hitting the Ultimatrix, praying it didn't give him the wrong alien.

Fin charged at him and as he opened his mouth, he suddenly found a blast of lightning slamming into it and burning his tongue. "GYAAAAAAAH!" He screamed, his tongue feeling like it had been burned black whilst the rest of him was zapped into near unconsciousness.

The cause of the zapping was the alien, Ampfibian. The electric jellyfish stared at the shark lizard, who quickly shook his head before swimming in for another attack. But Ampfibian unleashed another wave of lightning that electrocuted the beast and made him scream in agony.

Ampfibian kept zapping him for another ten or so seconds, eventually stopping as Fin went limp.

As the Manzardill sank into the depths, the jellyfish sighed before heading up to the surface. He needed to get above the water before he timed out, but also had to tell someone what had happened. So far, this vacation planet wasn't getting any stars.

Later on, Gelidafur was still working at his slushy stand with a smile on his lips.

He was sure Flash was dead by now. And with his alibi set, there was no way anyone would be able to pin it on him. "Thank you," he gave an extra large slushy to a tetramand. "Come again." The four armed alien nodded before heading off, whilst he put the money he had made into his cash register.

But as he did so, he spotted a familiar group heading towards him. And a certain someone stood at the front of the group.

"What?" He hid under the counter, as Flash and his friends passed him.

"I can't believe you got attacked," the purple one stated whilst the lot of them stood there. "I know Coastal Manzardill are carnivores, but the brochure said they didn't attack tourists. They're supposed to be too laid back to do that."

"Well I don't know what to tell you," Flash replied. "This one wasn't very laid back. He was more hungry than anything. Good thing I got Ampfibian. I think he's still alive, but he's probably not gonna be able to hunt anyone for a while."

"Still," the white one stated, "I think I'd rather go somewhere that doesn't have possible predatory creatures."

"I think I have the perfect place," the purple one replied. "The Sluice Slopes. That's supposed to be a really fun area." Everyone else agreed and began to head off, as Gelidafur watched them leave.

Once they were gone, he took out his radio. "Fin. Fin, are you there?" The radio was static for several moments before Fin's voice replied.

"You could have told me that guy was totally electric." Gelidafur frowned. "If you're asking me to try again, forget it. My tongue's been toasted and I feel like deep fried fish cakes."

"Fine," Gelidafur stated in annoyance. "I'll ask Dirk to do it for me. He's actually competent enough to do it right, without Sentry knowing about him." He hung up and pressed several more buttons on the radio. "Dirk. You there?"

"What's up?"

"I need a favour."

As soon as the group found Shining and Cadance, they all got dressed back in their normal clothes before following a map to a transport.

The bus-like ship flew them all up towards the area Twilight had suggested. When they arrived, they found themselves in an area of the mountains that had a bunch of muddy water flowing down it. The place had several buildings build into the side of the mountain, whilst massive dirty rivers were running between multiple canyons located between gaps in the mountain.

To say Rarity wasn't happy was an understatement. "Twilight! What were you thinking, bringing us to such a disgusting part of the planet? Why would anyone want to come here?"

Twilight smiled, as the transport went down for a landing. "Don't worry, Rarity. I checked this place out on the system and found a little something about it. One of the facilities in the Sluice Slopes is a spa." As soon as she said that, Rarity's disgust turned to wonder. "They use a special kind of mud that's developed here, to make your skin silky smooth."

"Twilight. You are amazing." Rarity ran out of the transport as soon as the doors opened up, the others following behind as she looked around to find the spa. As she did, she noticed a bunch of lizard aliens she guessed were another form of Manzardill.

These lizards were brown in colour, standing on two legs but also appearing to be quadrupedal. The sides of their neck had gills on them, along with a pair of big round eyes and a large mouth.

"Excuse me," she called out to one as it turned to her. "Can you direct me to the spa?"

"Sure." He pointed in the direction of a building sticking out the side of the mountain. The only problem was, it was on the other side of the mud river. "It's right there." Rarity smiled, but then frowned when she realised she needed to find a way over the river before she could go there.

"Flash, darling. Any chance Gryforce could give me a lift?" Flash shrugged and was about to use the Ultimatrix. But before he could, a bunch of Mire Manzardill suddenly came swimming up the muddy river whilst pushing or pulling a bunch of boats.

"Need a lift?" One of them asked, the group smiling and nodding. Rarity didn't seem so sure about it, but she begrudgingly got on the boat whilst being careful not to fall in.

The others got in as well, the Mire Manzardill taking them across the river. Once there, Rarity, Cadance and Fluttershy all got out to head to the spa. This left Flurry in Twilight's arms, as she and Flash rode the boat whilst the Manzardill raced down the muddy river.

Everyone enjoyed the ride, laughing at the many sudden turns and some tricks the Mire Manzardill were doing.

But what the pair didn't realise, was that the Manzardill pulling their boat was named Dirk. And as they approached an area of the mud river, he grabbed part of the rope that was under the mud and pulled.

"We're coming up to an area of the river that's a little more dangerous than the rest," one Manzardill explained as they came to a fork in the river. One route led down a relatively straight looking path, whilst the other route led to a curve. "The right path leads to a waterfall, which I'm sure none of you would want to take a ride down."

"Depends out high the waterfall is," Shining chuckled.

"Fifty of your Earth Meters." Everyone gulped, realising they really didn't want to go down the waterfall.

"Yeah." Rainbow nodded. "Let's go left." The others agreed and the Manzardill turned to go down the left path. But Dirk, who was at the back of the group, suddenly found his rope snapping before he could pull the boat into the current leading to the left.

Flash and Twilight didn't notice this until the boat started pulling away from Dirk. "What the?" The two shared a worried look, as Flash called out to Dirk. "Hey! What's going on!?" Dirk looked around and appeared shocked by this, as the boat began to pick up speed and flew up the right turn.

"NO!" Dirk cried, as he swam after them. The others heard this and looked around, all gasping when they saw Flash, Twilight and Flurry being sent down a different route. Shining gasped at his sister and daughter's sudden peril, as the rest of the Mire Manzardill began to turn around and go after them as well.

Flash and Twilight held on to the boat, as they found themselves shooting down the fast moving river at over forty miles an hour.

Flurry laughed, clearly enjoying what was happening, whilst Dirk tried to catch up to them. "Twilight," Flash gulped, "can you lift the boat up?"

"Not with us in it," Twilight replied as they took a sharp turn and the boat was almost tipped over. "We've gotta do something." That statement became more true when they saw that they were approaching the waterfall spoken of earlier. Flash activated the Ultimatrix, but the rocking off the boat made finding the right alien tricky.

"HOLD ON!" Dirk cried, though he was only going at half his max speed. And eventually, the boat went over the waterfall. "NO!" He tried to sound as horrified as possible, not taking the chance someone was watching.

He stopped near the edge of the river and held on, staring at the waterfall whilst smirking on the inside. Gelidafur would reward him handsomely for this.

However, as he was about to swim back up river, he suddenly heard a sound. The sound of helicopter blades, making him stop and look back. And to his shock, Twilight and Flurry suddenly appeared from below the waterfall.

Twilight was kneeling on Terraspin, who carefully flew up before moving towards the shore. And as he landed, their friends arrived looking terrified. "Twilight! Flurry!" Shining ran over and hugged them both, as the flying turtle stood up. "Are you okay?"

"We're fine," Twilight told him. "Sorry we gave you a freight."

Shining nodded, as he took Flurry into his arms and held her close. "Let's not tell mommy this happened." Flurry laughed, as Terraspin moved over to Dirk.

"Er...sorry about your boat."

"It's...it's fine," Dirk assured him. "Sorry I let that happen. That rope was brand new. I can't believe it snapped like that." Terraspin nodded, as he turned back to human. Flash and the others returned to the boats on the other river, this little incident not turning them off the mud river rides.

As they left, Dirk groaned before taking out a mud-proof radio. "Gelidafur. You there?"

The ice lizard answered, smirking as he did. "Please tell me Sentry's no more."

"Sorry. I sent him over a waterfall and the guy survived." Gelidafur growled, slamming the radio down as he tried to think of another Manzardill that would be willing to kill him. But none came to mind.

"Damn it!" He breathed a blast of ice a little stronger than he should have, creating a block of ice that was too large. "If Sentry isn't willing to die by another's hand, I'll just have to get my own dirty." He didn't know how he was gonna do that, but he would find a way. He swore, Flash Sentry wouldn't leave the planet alive.

The next day.

Having spent the rest of the previous day riding the mud rivers, the vacation goers had spent the evening at the vacation house they would be enjoying. And as soon as the sun rose the next day, they all headed out to see the other sights of the planet.

One such sight, was a place known as the Lush Jungle. This area was a large forest that had trees growing in many different shapes and directions. Some were shaped like letters and numbers, whilst others were curved or growing in a zigzag pattern. The leaves were many different colours and in one area, several really thick trees had been hollowed out into buildings.

This was where Flash and his friends currently were, the group amazed as they made their way through the small town.

Said town was home to a bunch of large green lizards, that had stripes and lower jaws of multiple different colours. Their head were round and toad-like, some of them having a purple slime dripping off their lips, whilst they walked around on all fours with three long finger-like appendages on the end of each leg.

"Tropic Manzardill," Twilight explained as the others stared at them. Several Tropic Manzardill were running stalls, showing off a bunch of different crafts.

"What's this?" Pinkie asked, moving up to a stall where a Tropic Manzardill was stirring a purple substance inside of a large cauldron.

The Manzardill smiled as she grabbed a bowl. "This is a special jam we make from the jungle's most famous fruit. Ama-kian." He pointed up at the trees and everyone saw a bunch of orange fruit hanging from it. "it's our speciality here."

"Here it is," Twilight smiled as she stared at her tablet. "Ama-kian. The Tropic Manzardill have the ability to digest it and use the sticky substance they produce to create a sticky string-like substance." Suddenly, one Tropic Manzardill flew overhead. It was jumping from one tree to the other and when it missed a branch, it spat out a long purple string.

That string hit the branch and it swung on it in order to get to the next branch.

Once it grabbed the branch, the string snapped and hung from the branch. "Cool," Flash smirked before looking at the cauldron. "You didn't...you know."

"No," the Manzardill sighed. "I didn't eat this stuff and spit it out. I just mixed it with a few more ingredients, boiled it and made sure it didn't stick to the pot. The only mouth it'll be in is yours."

Twilight checked something and smiled. "It's said this stuff is safe for humans to digest. Might actually be healthier than most of the stuff we eat on a daily basis." Everyone gathered around the stall, as the Manzardill filled bowls of the stuff.

They quickly realised the jam had a similar consistency to jello, the group taking spoons and using them to cut up the snack and try it. As soon as they did, they were amazed by the taste.

"Wow," Trixie smirked, "now that's good stuff." The others nodded, as they walked around the rest of the stalls.

As they did, none of them noticed someone was watching them. Gelidafur was hiding behind a tree and glaring at Flash, as the teen enjoyed his ama-kian dessert.

"There's gotta be a way to get him." It was then he noticed a stall carrying jars of different coloured substances, which he knew worked like glue, paint, varnish and other stuff. But to a human, most of it would be poisonous. "Perfect." He moved over and bought a jar he knew a human wouldn't survive touching. "Now to get it on Sentry without him noticing."

The group continued to explore the market, they found themselves coming across a large stage.

There, a bunch of Tropic Manzardill were playing a rather interesting style of music. The band were using drums, harps and other instruments that were all made up of wood and a familiar purple substance. "Is that the stuff the Manzardill produce?" Applejack asked, with Twilight nodding.

"Yup. They make all sorts of instruments and other tools using it." She tapped her tablet again. "Apparently, this style of music is called tonge-gaere."

Flash laughed, "I like it." He spotted a stall selling instruments and went over to check it out, whilst bopping his head to the music. He looked through the different instruments, eventually finding an acoustic guitar with thin purple string. "Nice." He stared at it, seeing the price. He could afford it, but did he want to spend so much on something like it?

Deciding to get the other's advice, he went to ask them. But as he did, Gelidafur snuck over. And whilst the stall owner wasn't watching, he picked the guitar up with his claws covered in the slime. "Interesting." He did his best to cover as much of it as possible in the slime, then put it down. "Little too pricey for me." He ran off before Flash and his parents showed up.

"What do you think?" He asked, pointing at the guitar. "I bet it sounds great."

Misty smiled. "If you want to buy it, go ahead. But will you actually have time to play it?" Flash thought for a moment, then nodded.

"Definitely. I still play my guitar all the time." He was about to reach out and grab it, Gelidafur watching and smiling. At any moment, Flash would be poisoned and there would be no way to cure him.

But before Flash touched it, he noticed something.

Shining and Cadance had moved over to one of the trees and Flurry was trying to reach up and grab a piece of fruit. But even as Shining held her up as high as he could, she couldn't reach the fruit and was starting to get upset.

Flash moved away from the guitar and activated the Ultimatrix, finding his alien and transforming in a flash of light. "Armodrillo!" He cried, the giant robot alien transforming his arms and placing them on the ground. As the pistons in his elbows started thrusting back and forth, the ground around them started shaking.

It wasn't too strong of an earthquake, at least not enough to break anything and get them in trouble. But it was strong enough to cause the fruit to fall off the trees.

The one Flurry wanted fell into her hands and she caught it, laughing in excitement as Shining put her down. Armodrillo then stopped the shaking and turned back to the guitar, picking it up before remembering he was still an alien.

But before he changed back, he noticed the guitar was covered in something slimy. "What's this?" He asked the stall runner, who felt the slime and frowned.

"Another customer must have covered it in this stuff by accident. What a slob. Hang on." He grabbed a towel and used it to wipe the guitar and Armodrillo's hand clean, the earthquake alien changing back once he was clean.

Now human again, Flash started strumming the guitar and everyone who heard it was impressed by his skill.

The only one not impressed was Gelidafur, who growled at his thwarted attempt. "How lucky can one guy be?" As he said that, he was suddenly conked on the head by a piece of fruit and hit the ground. His eyes turned to swirls and a bunch of birds were flying around his head.

After spending another hour or so enjoying the Lush Jungle's market and watching the Manzardill swinging around with a bunch of other aliens, the group decided to head to their next location.

However, they all had a different area of the planet they wanted to check out. So instead of arguing, they agreed to split up and check out the different areas of the planet. As such, Flash found himself heading to an area known as the Fung Gully. He, Twilight, Sunset and Pinkie had arrived.

The Fung Gully was a rather colourful biome, filled with giant mushrooms that were as big as the trees in the Lush Jungle and a hundred times more colourful. Even the water was a bright pink colour, which surprised them as they approached.

But before they could get into the gully, another Manzardill appeared. This one was also quadrupedal and stood at around two or three feet in height.

Its body was the strangest of the lot, being covered in a strange oil that made it look like it was almost glowing. It mostly appeared black, but the oil on its body made it shine a variety of different colours. The oil glowed in such a way, that it made the Manzardill look like a lava lamp.

"If you want to head into this gully, you should probably wear protection." He pointed at a nearby building and the four headed inside, finding the place was full of gas-masks of many different shapes.

The Manzardill, which Twilight explained was the Fung species, held out some kind of scanning gun and unleashed a light that washed over them. He then connected it to some kind of computer.

"Okay. Let's see here." He typed on the computer, accidentally getting the multiple coloured slime all over it. "Wow. You humans are really susceptible to the spores in the gully. If you breathe it in for too long, you'd probably go nuts from the effects."

"Does that mean you're not gonna let us in?" Flash asked, as the Manzardill shook his head.

"No." He reached up and grabbed some masks, fiddling with them. "You just need to have your breathing masks on at a high power." He handed one to Flash and he quickly put it on, the plastic of the mask covering his entire face. He pulled the strap on tight before hitting a button on the side, which caused the mask to become airtight against his face.

Sunset and Pinkie did the same, whilst Twilight needed to wait a few minutes. The Manzardill used a special device to scan her glasses, then altered the mask's structure to mimic them. Eventually, she was wearing a mask without her glasses as well.

"Alright. These masks have a time limit of about two hours at the power they're on. I suggest you enjoy as much as you can before coming back." They nodded and headed out towards the gully, completely oblivious to the Polar Manzardill staring at them.

Gelidafur had his own mask on, the lizard smiling as he watched the group enter the Fung Gully. "Perfect. If I can get him exposed to the fumes of the oil, he'll be driven nuts. That'll be even worse than death." He chuckled before following them into the gully.

Flash and the girls were amazed by the many colours of the Fung Gully. The Fung Manzardill were walking around, using their oil to decorate the place all over. The four of them stopped several times, admiring the many different pieces of art that made up the small village.

"Ooh," Pinkie spotted a small blue mushroom with yellow spots. "I wonder if these things are edible."

"Probably not for humans," Twilight told her. She checked her tablet and nodded. "According to this, the oil the Fung Manzardill produce is made from digested mushrooms. The potency of the oil's hallucinogenic effects depends on the types of mushrooms used in the digestive process."

"Geez," Flash took a closer look at a piece of art that was a bunch of spirals. "I never really got subjective art."

"There's nothing to get," Sunset told him. "It's not about what the image makes you think. It's what the image makes you feel." She pointed at the spirals. "I'm sure the artist that made this, did so in a time of great confusion and lack of clarity. Maybe they were facing a difficult choice in their life and expressed themselves through the artwork."

"Okay..." Flash frowned, wondering if he had made a mistake in coming to see this place. "Still, I don't think I really feel anything from it."

"Maybe you need to be under the oil's effect to really feel anything?" Pinkie giggled at the thought of letting herself purposefully be exposed to the substance, the others laughing as well.

They continued to study the many different pieces of art for another hour, some pieces appearing more interesting than others. One such piece of art, appeared to show the image of a volcano. And inside the volcano was some kind of lizard, which seemed to be glowing many different colours.

"What's that?" Sunset asked, as they stared at it closer.

"I think that's supposed to be Manzardill," Twilight replied. "The god one."

"What's it doing in a volcano?" Pinkie asked, as a Fung Manzardill walked past and heard her.

"Ah," he spoke up, "you must not be aware. They say the Great Manzardill sleeps within a volcano on X'Nelli. In the Totem Cradle, he sleeps within the heart of the volcano. His power is what keeps the volcano alive. And that volcano is what keeps the rest of the planet alive. If he were to leave, the volcano would die and the planet would become a frozen wasteland."

"Like the Polar Peaks?" Twilight asked, the Manzardill nodding.

"Yes. Those mountains are the only part of the planet that is cold. But even they receive the heat and protection of the Great Manzardill. Without him, the Polar Peaks would be even colder than they already are. Cold enough that even Polar Manzardill couldn't survive. And the rest of the planet would be just as cold."

Everyone nodded, Flash turning to Twilight. "Do you think that's all true?"

"Possibly," Twilight shrugged. "There's no proof this Great Manzardill doesn't exist. Unless someone actually went into the volcano, they can't say there isn't a giant lizard there keeping the planet warm."

As this was happening, Gelidafur was hiding behind a large rock that had a giant mural paint onto it. He looked around the rock and smiled when he saw Flash, who had his back to him. "I can do this." He looked around, making sure nobody was looking in his direction.

Once he was sure nobody would see him, he took a deep breath before unleashing a super thin ice beam. It was so thin, nobody was able to see it as it flew through the air towards Flash.

Gelidafur had aimed for the strap on Flash's mask, planning to freeze it and cause it to break off Flash's face. And it appeared to be on target.

But then, Flash happened to step out of range and the beam missed. Nobody noticed it, as it flew past him and Twilight before hitting something else. Pinkie's mask strap.

The ice beam struck the strap and made it freeze over in seconds before it broke apart, the mask falling off Pinkie right as she leaned in close to the wall mural. She didn't notice the mask falling for several seconds, Sunset gasping when she saw it. And these few seconds were all Pinkie needed to breathe the oil's fumes into her.

The next thing she knew, the image of Manzardill suddenly came off the wall and started dancing through the air.

The volcano also came off the wall and actually exploded, Pinkie staggering back as she lost her balance. Looking around, she saw more of the artwork coming alive. Some were funny looking, others were a little scary and a bunch of it were just weird.

The Manzardill image moved over to another spiral painting and grabbed the end, flicking it to straighten it out before grabbing the other side and using it as a jump rope.

"Pinkie!" Twilight cried, rushing to her side as she almost fell to the ground. She girl kept making strange noises, as her head swayed from side to side. "We've gotta do something!"

"We need to get her to a hospital!" Sunset yelled, as Flash frowned.

"We need to stop her from breathing anything else in." He activated the Ultimatrix and once he found the alien he was looking for, he took a deep breath and removed his own mask. As soon as he threw it to Twilight, he slammed the dial down and transformed.

In a flash, Gemini appeared and quickly put a shield up around him. As Twilight up the mask on Pinkie, the alien took a breath and was happy to find his shield was fume free.

"Come on. Let's get her out of here." The girls nodded before Sunset lifted Pinkie up, the lot of them running out of the gully hoping to find some place they could get Pinkie treated.

As they did, Gelidafur's body shook with rage. "Raaaah!" He slammed the stone wall beside him, unable to believe Sentry had escaped justice again. "Could this get any worse?"

"HEY!" He heard one of the Fung Manzardill yell, "you know you've gotta pay for that!" Gelidafur raised an eyebrow before looking at the wall he had just punched, which had a piece of art on it. One that his punch had just ruined.

He gulped, trying to see if he could escape. But there was no way he would be able to get away without attracting a lot of attention to himself. "How much?"

They soon found a hospital, which was set up right next to the gully.

It turned out, Pinkie wasn't the first person to accidentally breathe in the psychedelic oil. "There you go," another Manzardill stated. This one was a rather sickly looking lizard, standing on two feet with a body that was pink and brown. He had glowing yellow eyes and a few other sections that glowed yellow.

This was a Subter Manzardill, who was dressed as a doctor and currently holding a breathing mask over the girl's mouth.

"This should counter the oil's effects. Just give her a few minutes and she'll be back to normal." He pulled out a scanner and used it on Pinkie. "Luckily, she wasn't exposed to it for very long."

"So she's gonna be okay?" Twilight asked, worried Pinkie would have to spend the rest of their vacation in a hospital.

"Of course. Trust me, we get a lot of visitors here that have this condition. You keep treating something over and over, your methods only get better and better. Give her an hour of breathing this gas and she'll be perfectly fine. Though you should keep an eye on her, just in case she has an unusual reaction."

"Thanks," Flash told him before the doctor walked off. He turned back to Pinkie, "you feeling better?" Pinkie gave him a thumbs up.

"Are you still seeing things?" Sunset asked, Pinkie shifting her hand in a 'so-so' manner. "Well if anything weird starts to happen, let us know." Pinkie nodded, as Flash activated the Ultimatrix's messaging system. He quickly sends a short text to Shining, telling him what had happened. A few minutes later, Shining replied.

"Shining wants to know where we're heading once Pinkie's feeling better."

"Good question," Twilight hummed. "Where to go?"

"How about that Totem Cradle we heard about?" Sunset suggestion. "That place sounded pretty cool."

"It's an active volcano," Flash reminded her. "I doubt it's cool." They laughed, as Twilight brought it up on her tablet. "Can we even go there. The place could be over a thousand degrees."

"We should be fine," Twilight assured him. "This says the place is safe for people to go to, so long as we're careful." Flash nodded and sent a message back to Shining.

Once Pinkie had finished her detox, the four of them headed over to the Totem Cradle. Along the way, they met up with the rest of their friends and found the cradle was currently on a section of the planet that was undergoing sunset. As the sky grew darker, they were greeted with the amazing sight of the volcanoes glowing brightly.

This area was a mix of grey stone and grassy terrain. The grey stone acted as pathways between the grassy sections, whilst several areas on the grass had flat rocks that acted as the foundations of the building that made up the town inside the Totem Cradle.

Most of the building her all made up of the same materials, a strange orange substance that looked almost like amber.

"What is this stuff?" Trail asked, moving closer to one of the buildings. But when he did, he was suddenly overwhelmed by the heat coming off it. "Wow!" He stepped back, pulling on his shirt collar as Twilight used her tablet to looking something up.

"The Slag Manzardill have the ability to produce magma, which they can form into bubbles of varying densities."

"So they can use lava to make houses?" Flash asked, surprised by this.

"Houses, vases and plates, even a form of energy generator. It's quite versatile." As she said that, they spotted a bunch of Slag Manzardill walking past. These lizards were bipedal and stood at around seven or nine feet in height.

Their bodies were a mix of red, orange and creamish pink. The most noticeable thing about them, were their large bulbous necks that glowed bright yellow right below their chins.

One Slag Manzardill was working on a house, as part of his glowing neck suddenly expanded before it pulled a bubble of it off to add to the building. "Cool," Flash smiled as they kept heading down the stone path.

They then spotted a bunch of aliens heading up towards the volcano, many of them running as if they were worried they were about to miss something. "What's going on up there?" Cadance asked, as a Slag Manzardill happened to be passing by.

"First time here?" They all nodded. "You're in luck. The Dance of Life is going to take place soon. Once a week, our best performers do a ritualistic dance to give thanks to the Great Manzardill. It's quite the sight to see."

"Awesome," Rainbow smirked, "let's go watch." The others agreed and all headed up the path towards the volcano, many of them unable to believe they were heading towards an area so close to a bunch of lava.

As they did, Gelidafur was hiding behind a building and sweating up a storm. The ice lizard huffed, hating how hot it was.

"Gotta take care of him quick and get out of here." He looked around, trying to come up with a plan. And when he spotted a Slag Manzardill, carrying a wheelbarrow full of lava orbs, he had an idea.

He quickly snuck behind the Manzardill and when nobody was looking, he made an ice club and smacked the guy over the head with it. The Slag Manzardill grunted as he fell to the ground, Gelidafur checking to make sure he hadn't killed him.

"Good. Still alive." He looked round again before grabbing the wheelbarrow and running off.

Flash and his friends had arrived at an area near the mouth of the cradle.

A large stage was right in front of the mouth and on that stage, a statue showing the Great Manzardill could be seen. A large group of different aliens were gathered around the stage, all waiting patiently for the show to begin. And as Flash and the gang arrived, a bunch of Slag Manzardill stepped up on stage.

Once in place, they all got into a praying stance with their hands in front of their necks.

Everyone waited, as many wondered what was supposed to happen. And as the last rays of the setting sun disappeared behind the horizon, music filled the air and the dancers suddenly got into a crane kick stance. Doing so also pulled two bubbles out of their necks, which they held up for a moment before moving into their next pose.

The bubbles left their heads and floated upwards, as the Manzardill made more bubbles whilst dancing to the music.

Everyone was amazed when they saw this, watching as the bubbles floated up and up and up. The dance was also amazing to watch, Twilight having used her tablet to record it so they could remember this when they got home.

Flurry clapped in joy and everyone else was just as bewitched, all of them glad they had chosen to come here. "Gorgeous," Rarity whispered. "Such an amazing display."

"Each of those bubbles represents a life," a Mire Manzardill in the audience explained. "A life given to this planet by the Great Manzardill himself."

Everyone smiled, as the dance continued. They didn't know if the Great Manzardill was a real thing, but they could understand how important he was to this planet. If he did exist, he clearly deserved great respect.

As it was happening, Gelidafur had reached the stage area with his stolen lava bubbles.

The bubbles were currently covered in a lay of ice, keeping them from popping despite how much they had been bumped around. But the heat from the bubbles was causing them to melt, forcing him to constantly refreeze them which was a tiring effort.

"Okay," he smirked. "This can't fail. I roll these things at Sentry and as soon as they melt, he'll find himself standing in a puddle of lava. Even if he does survive, he'll be so burned he'll wish he died." He watched the crowd, as they kept their attention on the dancers.

At this point, the number of lava bubbles in the air were in the triple digits. They were so focused on this and the dance, nobody was staring at him as he tipped the bubbles out of the wheelbarrow.

The bubbles began to roll towards the crowd, as Gelidafur rushed out of sight so nobody could spot him.

The sound of the ice rolling on the ground, was drowned out by the music. Each second, they got closer and closer. However, a small snag appeared in Gelifadur's plan. The heat of the ground caused the ice around the bubbles to melt much quicker than he expected.

As soon as the ice melted away, the bubble popped when it struck the rocky ground.

The lava began to spill across the ground, the heat and light from it finally catching the attention of the crowd's back members. They looked around and all gasped, screaming as the lava covered the entire area.

Flash and his friends spun around, everyone's eyes going wide when they saw the lava. The large puddles began to melt more of the rock below them, adding to the molten rock and forming a large pond that blocked any escape from the cradle for those that couldn't fly.

"What do we do!?" An alien screamed, as a few with wings took to the air. "Carry us out of here."

Flash frowned, seeing some of the aliens who would need to be lifted away. Several were so big, there would be no way for them to be picked up. And even if they could, there wasn't enough time. The lava was spreading fast.

"Flash!" Shining cried, as the teen activated his Ultimatrix and slammed the dial down once he had the alien he was after.

In a flash of light, he was transformed. "WATER HAZARD!" Before anyone could say anything, the alien ran forward until he reached the edge of the lava pool. "Didn't think I'd ever need to put out lava again." He thrust his hands out and unleashed a blast of water, which struck the lava and caused it to give off a blast of steam as it cooled the molten rock.

Everyone covered their mouths to keep from breathing in the hot steam, as the lava was turned back into rock.

Water Hazard blasted as much water as he could, the heat from it and the volcano behind him proving difficult to ignore as he kept going. Luckily, the amount of lava in front of him wasn't enough to exhaust his water supply. Eventually, the entire pond was completely doused and cooled into rock.

Everyone who had been terrified was suddenly excited, the lot of them cheering as they rushed over to lift the alien hero up.

A Slag Manzardill dancer jumped down off the stage and moved over to the crowd, as Water Hazard transformed back into Flash. "Thank you," she told him. "You've saved us all."

"No problem," Flash smirked. "But what the heck happened? Did some of your bubbles pop?"

"Impossible," another dancer stated. "The bubbles should have floated up into the air. Even if they did pop, the fall would have cooled them to rocks." She scratched her head, "this is rather peculiar."

Over where he had hidden himself, Gelidafur stared at Flash whilst slamming his head into the side of a building. "No! No! No! NO!" He stopped, feeling his head ache as he staggered away. He glared over at Flash Sentry and was suddenly exhausted after everything that had happened. "I GIVE UP!" He turned to walk away, heading off to find a ride back home. He didn't know if the universe hated him or loved Flash, but it was clear Gelidafur wasn't going to get his revenge on the teen.

Three days later.

Gelidafur sighed, as he hung around his store looking rather bummed. Over the last three days, he had heard about all the fun activities Flash Sentry and his friends had enjoyed. After the lava incident, nothing bad had happened. As such, the group had had the time of their life of X'Nelli.

Now, the group were about to heard home and Gelidafur had no other chance to make Sentry pay.

As he made a slushy for a Gourmand, he let out a sigh before handing the dessert to the alien and leaning against the counter. And just when he thought things couldn't get any worse, he spotted the subject of his ire heading straight for him. "Great."

"Hey," Flash smiled as he, Trixie and the Rainboom stepped up next to him. "Shining said you were running this shack."

"So?" Gelidafur was just waiting for him to start boasting about beating him.

"Listen. I'm sorry about everything that happened between us." Gelidafur hadn't been expecting that. "I know we have a bit of a history between us. But you understand I did what I did because I had to?"

"I guess."

"And look at where it got you," Rarity pointed out. "Now you're a legitimate business owner. You must be making far more now than when you were a thief." Gelidafur thought about it and couldn't help but agree.

In the ten years he had been a thief and criminal, he had only made about half what he had made since opening his stall. "I guess so."

Flash nodded. "Now you get to live an actual life, instead of always being paranoid someone's gonna try and arrest you. It must be way better to live freely without worry, right?"

"I..." Gelidafur hadn't thought about it like that. He had been so focused on getting revenge on Sentry, he never thought about where is life would have been if he hadn't been arrested. Learning he had almost spent eternity in space, floating without even realising it, had scared Gelidafur straight. He swore he would never do anything that could get him trapped like that again.

He had returned home and started this small business as soon as he was released by the Plumbers. And since coming back, he had been a lot happier. He made good money and had made several friends, like Fin, Dirk and Manzardill that he hadn't tried to get to kill Sentry. He really was better off.

"My life is better now that I'm not a criminal."

Flash smiled. "I know I can't really take credit for your turn around. You're the one who changed your life for the better. I'm just glad I got to be a small part of your redemption tale."

"I guess so," Gelidafur nodded.

"Anyway. Can my friends and I get some slushies? Shining said they were really good." Gelidafur nodded and quickly made the shaved ice dessert, Flash and the girls pouring the flavouring onto it. "Thanks." They paid. "Hope to see you again in the future. So long as it isn't to arrest you again." With that, the group headed off towards their ship's landing site.

As he watched them go, Gelidafur thought about the conversation he had just had. "Should I be...grateful to him?" He couldn't believe he had just said that, especially after spending so long trying to kill the teen. A small part of him wondered if he should forgive Sentry for what had happened.

"He's right. My life's better now than it ever was as a crook." He frowned. "I can't believe I risked losing it by trying to get him killed." He sighed, glad he hadn't actually been caught for what he did. Since no harm was done, he didn't have to worry about anyone coming after him. "From now on, I'll just live my life and forget all about what happened in the past."

He smiled as he got to work, preparing another batch of ice. But as he did, a Torrid Manzardill carrying a bag of letters arrived. "Gelidafur?" The ice lizard turned to him and nodded. "Deliveries." He handed him three letters and Gelidafur thanked him as he walked off.

The Polar Manzardill opened the first letter and when he saw what it was, his eyes went wide. "A hospital bill!" He read through it and realised it was a bill for Fin's electric burns. "He expects me to pay?" He slammed the letter down and opened the next one, seeing it was from Dirk. "Dear Gelidafur. This is the bill to replace the boat I destroyed trying to get that teen. Pay it or I'll tell everyone what you told me to do." He slammed the letter down and growled, "seriously."

He didn't even want to look at the third letting, having a feeling he knew what it was.

Either way, he opened it up and his suspicions had been confirmed. It was a bill for the artwork he had damaged. He looked at the amounts he would need to pay and realised that to pay it would require a loan that would put him in serious debt.

"Ahhh!" He screwed them all up and threw them away, as he tried to think of a way to pay it back quickly. But he couldn't. His financial future was now in serious trouble and all because he had tried to kill Flash Sentry. "Sentry," he growled, "this is all your fault. I swear, I'm gonna make you pay for this!"

Author's Note

I've been looking forward to this one for a while. Flash and his friends all get to go to another planet. And this one is just for a vacation, though they still end up finding trouble. What did you think of the chapter and Gelidafur's return?

Many of you probably feel like this is all looking familiar and that's because I took inspiration for this planet from the Ink Tank's And Beyond series. If you haven't already, check out the videos and all their other works. They're really great.

Season 1, Episode 16: Inventing a Problem
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The Ultimatrix Hero

Season 1, Episode 16: Inventing a Problem

School was back in session and everyone was ready to start classes again.

Despite this, Flash and his friends found themselves in the gym along with a group from a lower grade. As he sat on the bleachers, he looked towards the younger students and spotted Rarity and Applejack's sisters.

Despite Flash not having science with anyone except Trixie, his entire grade was there. And soon enough, Celestia and Luna stepped into the gym with the science teachers. "Hello everyone. Welcome back. I hope you all enjoyed your vacation." They nodded, as Celestia explained what they were doing there. "As you know, our city has recently undergone a bit of a technological shift. Thanks to Cosmic Town's creation, the technology brought here from other planets is beginning to bleed into Canterlot."

"It is?" Rainbow asked, everyone turning to Flash as if asking if that was true.

"Well," Flash frowned, "the Plumbers have been finding a lot of guys that managed to get their hands on alien tech."

"Not just them," Twilight told him. "The hospital was given a generator that makes producing clean and efficient energy simple. A ton of people are alive thanks to that."

"Indeed," Celestia nodded. "But we can't allow ourselves to get lazy and let our new neighbours just give us technology. We need to show we have what it takes to advance ourselves. That's why we'll be holding a special event. An inventing competition. Students from both grades will team up and work together to try and make a new piece of technology. It can be whatever you want, the more out there the better."

The crowd seemed interested by this, many getting excited as Trixie turned to Twilight.

"I wonder who's gonna win this?" She smirked, as Twilight rolled her eyes. As she did, the two science teachers stepped forward carrying boxes in their hands.

"Now," Celestia reached into the first box, "the first team will be..." She took out a piece of paper, as Luna did the same with the other box. "Diamond Tiara..."

"And Pinkie Pie," Luna finished." The two girls looked at one another, as the teachers wrote the names down and the principals repeated the process.

One by one, the students were paired off. By some coincidence, Rarity and Applejack ended up teamed up with the other's sister. Twilight got stuck with a boy named Pipsqueak and the others were soon paired up as well.

"Rainbow Dash," Luna stated as the girl in question smiled.

As Celestia reached into the next box, another girl was crossing her fingers. "Come on," she prayed. "Please." She was Scootaloo, the orange skinned girl with purple hair, wearing a leather hoodie and green shorts. As a big fan of Rainbow, so much so that Rainbow even acted like a big sister to her, she hoped they would be paired up.

But alas... "And Silver Spoon."

Scootaloo's heart sank, as she watched Rainbow stand up and move to sit with one of the most spoiled girls in the school. She sighed, wondering what the two of them would end up making. She would be sure it would be cool.

"And Scootaloo."

"Huh," she lifted her head and realised she had missed who she had been paired with. "Wait. Who's my partner?"

"That would be me." Scootaloo's eyes widened before she looked up and saw Flash, smiling at her as he stood next to her seat. "I know you're probably wanting Rainbow, but hopefully I can be a good substitute."

Scootaloo smiled at him, as the principals called out the last few names. As the pairs all came together, Scootaloo imagined what she and Flash would be able to create.

Whilst she still thought Rainbow was cooler, she had been a fan of Flash's ever since his identity was revealed. She knew all of his aliens, including the smart ones like Grey Matter and U-Reek-Ah. "This is gonna be awesome. I can't wait to see what you come up with."

Celestia cleared her throat. "Now that the teams have been decided, I look forward to seeing what you all manage to come up with. Remember. Science is built on trial and error. If you make a mistake, don't let it stop you from going on. Learn from it and help it make you a better inventor."

The students all nodded as they were dismissed, the groups heading out of the gym and beginning to come up with ideas.

"So what are we gonna make?" Scootaloo heard Applebloom ask Rarity, who didn't seem to have any idea. "I guess coming up with da'h idea will be da'h hard part."

"Not true," Twilight told her. "Inventing is one percent inspiration and ninety-nine percent perspiration."

Rarity frowned. "I don't enjoy sweating. This might be more difficult than I thought."

Scootaloo turned to Flash, a smirk on her face. "We've got this in the bag. You and me are gonna crush this competition." Flash smirked, nodding in agreement. But before he could say anything, Scootaloo continued. "I can't wait to see what Grey Matter or U-Reek-Ah come up with."

"Huh?" Flash tilted his head, "Grey Matter or U-Reek-Ah?"

"Oh. Are you gonna use another alien? I know those two are the really smart ones. But do you have anything else that might come up with something?"

"Who said I was gonna use one of my aliens to come up with something?"

"Aren't you?" Flash frowned, seeing Scootaloo's worried face.

"What? Do you think I can't do it on my own? I'm smart enough without going alien, you know."

"Are you?" Flash was really getting annoyed.

"Yes. And to prove it, I'm not gonna use any of my aliens during this contest." Scootaloo looked worried. "Probably be considered cheating, anyway. Win or lose. I'm doing this human." The others nodded, agreeing with him. But Scootaloo looked very worried.

As soon as school ended, the students who didn't have an after school activity were heading home.

Those working on their projects paired up with their partners and headed off to think of ideas, though some were still looking for theirs. "Cheer up," Applebloom told Scootaloo as they stepped out of the school. "So what if Flash isn't gonna use his aliens? I bet ya'll still come up with an idea."

"I doubt it. The guy wasn't exactly super human before he could turn into an alien."

"Lots of people can't turn into aliens," Sweetie pointed out. "That doesn't make us any less special."

"But he can turn into aliens. So why not do that and come up with an idea?" Before she could say anything, a particular car pulled up in front of the school and stopped. The girls stared at the Omni-Cruiser, as the canopy opened and Flash was shown in the drivers seat.

"Come on," he told her. "Figured we could brainstorm ideas whilst I'm on patrol."

Scootaloo looked impressed by this and after bidding her friends goodbye, she climbed in behind Flash as the glass returned and Chip drove off. She quickly realised that Flash wasn't steering. He looked out the window, clearly keeping an eye out for any signs of trouble.

"So what happens if we run into trouble?" Scootaloo asked, sounding excited. "Am I gonna get to watch you beat a bad guy up?"

"No," Flash told her. "If we do find ourselves in that situation, I'm jumping out whilst Chip takes you somewhere safe." Scootaloo pouted and crossed her arms, finding her partnership with this guy wasn't turning out as fun as she had hoped. "Anyway. We need to start coming up with ideas for our invention. Any suggestions?"

"We could make a hover scooter," Scootaloo imagined herself flying through the street on a scooter with no wheels. She smirked, as she envisioned herself at the skate park doing several tricks. Landing would be so much easier without wheels to land on. "That would be so cool."

Flash frowned, "I think that might be a little outside our wheel house."

"Why?" Scootaloo asked. "We could totally make one."

"Really? You know how to make a propulsion device small enough to fit on a scooter?" She frowned, "thought so. And before you say anything, no. I'm not turning into Grey Matter to make such a thing."

"Fine," Scootaloo sighed. "So what do you know how to make without being aliens?"

"Lots of things," Flash told her. "I might not be turning alien for this, but that doesn't mean I can't use what I've learned as an alien to make something."

"Huh?" Scootaloo frowned. "Wait. I thought when you turn back from Grey Matter or the other aliens, you lose all your super smarts."

"Yes. But it's not like I forget all the thoughts I had during that time. I just have a harder time understanding what the heck it means. But some of the stuff I'm able to remember. I might need to double check some of the stuff, but I'm sure I can use what I learned to make something. We just need to come up with something and I'll know if I can make it or not."

"Alright," Scootaloo hummed as she looked out the window. But she couldn't think of anything.

The car soon arrived at Cosmic Town and after a while, came to a stop so Flash and Scootaloo could get out. "Maybe we can find something here that'll give us some inspiration." Flash looked around, but couldn't find anything that looked all that different from stuff that was already a thing.

"Will this even count?" Scootaloo asked. "If we just remake something we see here, does that count as inventing something?"

Flash frowned, realising she might be right.

They soon arrived at an alien hardware store, where a bunch of different alien technologies were located. "Hello there," the alien at the desk smiled.

He was one of the more interesting aliens that Flash had seen. He was literally a large ball with arms and a head. His body seemed to be made up of two sections. A sphere that was surrounded by a bigger sphere that had its bottom missing. This allowed the inner sphere to touch the ground and roll, allowing him to move around.

"What can I do for you two today?"

"We're looking for ideas," Flash explained. "There's a contest at school and we need to come up with an invention that's completely new and original. But we have no idea what to make that hasn't already been done."

"I see," the alien nodded. "Well I happen to be somewhat of an inventor myself."

"Really?" Scootaloo looked impressed, "what have you invented?"

"Just a few little things that make everyday life easier." The alien reached behind the counter and took out a few things. "None of them have really taken off yet, but I'm sure they'll be a hit one day." He held one of them out to Flash, the teen taking it and finding it was a hammer.

But it wasn't just any hammer, as the end seemed to be held to the handle by a metal pole that went through them both. There was also a white sticking out of it, that connected to a small blue canister connected to the side. "Is this..."

"An electric hammer," the alien nodded. "Makes hammering nails so much simpler." Flash found the switch and as he pressed it, the hammer's end started moving back and forth at a fairly fast rate.

"Cool." But then the hammer started going faster and Flash felt that if he placed it against a nail, it would knock that nail through six feet of concrete. "Wow!" He felt it getting even faster and almost lost control of it, the teen barely turning it off in time.

"Still needs a little work," the alien chuckled before taking something else out of the box. "Now this is my everything's okay alarm." It looked like a regular smoke detector and when he pressed the button the side, it let out a super loud noise that forced Flash and Scootaloo to cover their ears. "THIS WILL SOUND...EVERY THREE SECONDS...SO LONG AS EVERYTHING'S OKAY!"

"Turn it off!" Flash yelled back, the noise driving him nuts.

"IT CAN'T BE TURNED OFF!" But then the device stopped and began to smoke. "But it does break easily."

"Right," Flash's ears were still ringing. "What else do you have?"

"Lots of stuff." He looked around before leaning in close, the other two doing the same. "Don't tell anyone this, but I've been working on designing an easy boy chair that doubles as a toilet." The pair frowned, unsure how they felt about such an invention.

"How do you come up with all these ideas?" Scootaloo asked, as she inspected the electric hammer.

"Coming up with ideas is the easy part," he explained. "it's making that idea a reality that's the issue. Inventing is one percent inspiration-"

"And ninety-nine percent perspiration," Flash nodded. "Yeah, a friend of ours told us the same thing."

"Well, it's true. But the trick with inventing is to think simple. Not every invention has to change the world. Just making something that makes life easier is all you need to do." The teens still didn't know what they were supposed to make. "Think of all the inventions that exist now. Like cars. How do you think the idea for a car came about?"

"I guess it came about because people were sick of needing to rely on a horse and carriage to get everywhere."

"And where do you think the carriage came from?" The teens wondered where this was going and tried to think.

Flash scratched his head. "I guess...someone needed to take several people somewhere and only had one horse. So they made something the horse could pull and they could ride in?"

"Exactly," the alien smiled. "The key word was in that sentence. Need. Someone needed something, so they invented a device to help fill that need. And that's how inventing works. Look around for a need and try to think of a way to fill that need. One idea will lead to another and before you know it, you've got it. See a need. Fill a need. That's been my motto."

"Huh," Flash hadn't thought of it like that. "Okay. Thanks. Do you mind if we still take a look around?"

"Of course," he nodded. "And if you come up with an idea, feel free to come and let me know. I might be able to help you with what you need to make and avoid some of the issues inventors face." The pair nodded and spent the next thirty minutes looking through the store.

Once they were done looking, they left and continued to walk down the street.

"A need," Scootaloo repeated. "What do people need?"

"Good question," Flash hummed. "I guess this is why people these days are always just making new versions of the same thing. Almost everything that needs to be invented has been invented." The two eventually found themselves outside a very familiar convenience store, where a certain someone was sweeping up.

Telsa looked up from her work and smiled when she saw the alien hero. "Flash!" She waved at him and Flash finally noticed where he was.

"Hey, Telsa. How've you been?"

"Great," Telsa smiled before noticing Scootaloo. "Oh, I didn't know you had a little sister." The pair seemed surprised by this, both looking at one another as if trying to figure out why she thought they were siblings. "She's cute."

"Cute!?" Scootaloo pouted, "I'm not cute."

Flash chuckled. "She's not my sister. We're just working on a school project together." He smiled, as an idea came to mind. "Hey, quick question. Is there anything you think could help your day to day life that doesn't exist yet?" Telsa tilted her head. "Is there anything in your life that you wish had an easy solution to it?"

"Oh." She hummed for a moment, "not really. Things are pretty great in my life right now. Don't even have anything that annoys me." Flash and Scootaloo sighed. "Though a neighbour of mine could probably answer that question."

"Why?" Scootaloo asked. "What happened?"

"It's terrible. He parked his car on the street and a van hit it. It tried to park behind his and when it pulled in, it ended up hitting the car's side and scrapped it up. The back left side is really dented and covered in scratches. And instead of taking responsibility, the driver raced off. Luckily, the store's CCTV caught the van's licence plate, so he's filing a police report."

"Ouch," Flash hissed. "I know the feeling. Back before I had the Omni-Cruiser, I was always scared whenever I left my car anywhere that wasn't my driveway. I was terrified someone would steal it or crash into it. My dad once took me to the park when I was a kid and when we got back, the car had been hit by a baseball someone had home run into the windscreen."

"Yikes," Scootaloo nodded before an idea formed in her head. "That's it. That's what we'll make."

"Huh?"

"Something you can use to protect your car when you're away from it." She turned to Flash and smiled. "You said you remembered a bunch of stuff from when you were Grey Matter. Is one of those things a force-field maker."

Flash thought for a moment and slowly, he realised he did have a basic idea on how to generate a force-field. He would definitely need to look through the Plumber computers to refresh himself, but he was sure he could make something like that. "Scootaloo, you're a genius." Scootaloo smiled as Flash turned to Telsa. "Thanks for the idea. We're bound to win this thing now."

"Don't mention it," Telsa smiled. "I hope your invention turns out okay." They nodded before Flash gestured for Scootaloo to follow. Now that they had an idea, they would need to do some research. The pair said their goodbyes to Telsa before heading off back to the Omni-Cruiser.

Telsa watched them leave and smiled before getting back to work. As she did, she thought about how happy Flash had been and felt her heart flutter at the memory.

The next day.

As soon as school was over the next day, Flash took Scootaloo to his house.

Since his parents didn't use the garage for their cars, the place was almost entirely empty. Just a lawnmower and a few extra bits and bobs filled the room, with Flash having placed a table there for them to work on.

The two stared down at the table, which currently had a bunch of blueprints on it. "Alright," Flash smiled, "I grabbed these designs from the Plumber database."

"Really?" Scootaloo frowned. "You're not gonna use your alien forms, but you will use alien tech?"

"Well it's not like we're gonna be making it entirely out of alien parts. We'll be using our own tools and materials. These will just be an Earth version of those things put together." Scootaloo nodded, as Flash turned to a box of junk parts he had gotten from the junkyard. "We should have everything we need to make this thing on our own."

"Okay," Scootaloo nodded. "What's the first step?" Flash smirked and pulled out a remote, hitting it and causing music to start playing. Scootaloo smirked, liking the idea of working to a beat. And thus, the pair began their work.

They quickly put on protective gear before Flash powered up his dad's blow torch, Scootaloo holding a fire extinguisher as he started welding the pieces together.

Later on, Scootaloo was busy doing some careful wiring whilst following the instructions carefully. Flash was hammering away at something and the pair seemed to be progressing well.

Even later, Flash and Scootaloo were hiding behind a large metal sheet. They stared at the device on the table and Flash hits a remote button, causing it to switch on. But moments later, the device sparked before smoke came off the top. The pair frowned at this, then panicked when it caught fire.

The two found themselves at the junkyard, looking through it for materials that they can use on the device. Flash pulled a piece from the top and inspects it, whilst Scootaloo took a piece from the bottom. But when she did, the whole pile started to shake with Flash on top of it.

The next thing Flash knew, he was falling on an avalanche and getting buried by the junk. Scootaloo looked terrified, until the pile moved and The Worst pulled himself out. He frowned, spitting out a few bolts as Scootaloo gave him a nervous smile.

Flash and Scootaloo were back in the garage, the pair carefully soldering two pieces together. Flash was acting like a surgeon, carefully working whilst Scootaloo handed him the tools and wiped his brow.

Scootaloo was at the hardware store, showing the alien their idea and impressing him. He smiled before rolling out from under the counter and moving to a shelf, looking through multiple boxes until he found what he was looking for. He handed it over to Scootaloo and the girl smiled at it.

Night had fallen and Flash is looking over the blueprints, having an idea. "If we moved this part over to-" He stopped when he saw Scootaloo, who was leaning over the table whilst sleeping on the stool. He smirked and grabbed a nearby blanket before placing it over her.

The pair kept working and after much testing, the device appeared to be complete. They smirked at one another and bumped fists, as Flash turned the music off.

Afterwards, the pair stepped out of the garage and sighed at the fresh air. Scootaloo moved over to Flash's yard whilst he went inside, returning a minute later with a pair of sodas in hand.

He offered one of them to Scootaloo, who was sitting on a patio chair, then sat next to her and opened his drink. "You think it's gonna work?" Scootaloo asked before taking a swig.

"I don't see why not. It worked when we tested it. So long as nobody messes with it, it should be fine." Scootaloo nodded, as Flash looked smug. "And I did it without using my aliens."

"Why is that so important?" Scootaloo asked. "You've been so adamant about not using your aliens. But why?"

Flash sighed, "you were really excited about having me as a partner. But I got the feeling you were only excited because I can turn into aliens. But there's more to me than that, you know." Scootaloo frowned. "Would you have been excited if I didn't have the Ultimatrix?"

"I...I don't know."

"Exactly." He took another drink. "I love having the Ultimatrix. I love being able to turn into aliens. I love having all these super powers. But that's not the only thing about me that you should care about."

"I know," Scootaloo nodded. "But you gotta admit, when someone says your name the first thing they think of is your aliens."

"That's fine. But there's more to me than just my aliens. Before I had the Omnitrix, I was the best guitar player at Canterlot High. I was the first guy in my year to get my licence. And whilst math has always been my Achilles heel, Science and Chemistry's where I shine."

"Okay, I get it. You're more than just your aliens. But all those amazing things you've done. You were only able to do them because of all your alien forms."

"I won't deny that. I never would have gotten where I am today without them. But half the time, it wasn't just my aliens that was able to help me win the fight or save a life. The aliens might give me powers. But it's not the power that makes me a hero. It's me. How I use the power. That's the deciding fact when it comes to me saving the day."

Scootaloo said nothing and just took another ship of her drink. Flash did the same and knew she was still having trouble believing him. But he would prove her wrong, once the competition arrived. When their invention won first prize, she would see he was just as awesome without his aliens.

Eventually, the day of the contest had arrived.

The gym had been set up much the same way a science fair would be set up, with many tables filling the room for the students to house their inventions on. And every invention was very different from the one next to it.

Currently, Celestia, Luna and Cranky Doodle were walking through the gym with clipboards. As they looked at the inventions, they could tell a lot of them had been made using alien components. "Did we make that against the rules?" Luna asked her sister, who shook her head.

"No. So long as they used those components to make something new, they can use whatever equipment they want." They came up to a table that had Pinkie and Diamond Tiara. Their invention didn't look very technical, as it was just two pieces of wood that had handles on them. "So, what's this?"

"We're glad you asked," Pinkie smiled as Diamond Tiara picked the device up. "How often have you been to a party, only for the mood to take a sudden nosedive because everyone has to wait for a piece of cake to be cut for them?"

"More times than I realised," Cranky replied.

"Well those days are over," Diamond stated as Pinkie pulled a square cake out from under the table. "With the Piece of Cake cutting system." She pulled the wood apart and revealed a bunch of wire unfurling from within. The wires crossed to form a bunch of squares, each exactly the same size.

"Watch and be amazed." Pinkie held the device over the cake and pushed it down, slicing through the square desert and cutting it into multiple perfectly even pieces. "Tadaa. Multiple slices of cake, all the same size and ready to be handed out to everyone."

"Impressive," Celestia smiled. "I'm surprised nobody's thought of that before." The judges quickly found themselves being given a piece of the cake and enjoying it, the other contestants worried the girls had just bribed the judges with Pinkie's delicious baking.

"An excellent invention," Luna told her. "You two should think about trying to sell these. I'm sure you'd make a fortune." Pinkie and Diamond smiled, as they finished off the cake and moved onto the next table.

They kept examining the many different items, each one appearing rather different from the other. Some were high tech. Others were not so high tech. Some looked really impressive and some looked rather simple by comparison.

"Not bad," Luna told Twilight as the girl and Pipsqueak were showing off their invention. Said invention was a headset and visor one wore whilst driving. It was designed to act as a GPS, which highlighted the road in front of them and showed which way they had to go without the annoying voice. "And this actually works."

"Indeed," Twilight nodded. "I test it out myself on my bike. It even connects to your radio or phone, so you can listen to music whilst driving." They nodded, impressed by it as Cranky tried it on.

He switched it on and sure enough, the visor's display showed him how to get home from the school.

"Impressive," Celestia told her before turning to the table next to hers. This one had Flash and Scootaloo on it, the two looking nervous as the judges stepped up to them. "Flash. I'm told you decided to do this project without the help of your aliens. I trust that statement has not been reneged."

"Yup," Flash nodded. "We made this device completely on our own, with human components. But don't be surprised by what it's able to do."

"Is that so," Luna nodded. "Well, we're waiting." Everyone else was watching and Flash took a deep breath.

"Car owners. Who here has parked their vehicles and gone into a building, all the while worried something might happen to your precious vehicles?" Those who owned cars nodded. "Clumsy drivers. Car thieves. Those idiots who think playing golf on a roof is a good idea. These things have been the bane of car owners since the dawn of time."

"But not anymore." Scootaloo grabbed the sheet and pulled on it. "For now, we have the Car Defender Two-Thousand!" The device was revealed to be a round object that looked like three large metal coins stacked one on top of the other. In the middle of the top coin was a red button, whilst a remote was sitting down besides it.

Flash picked up the remote. "Using several alien schematics, we've combined an energy field generator with a super powered locking system. These devices create a machine that will connect to any vehicle and create a force field around it that will protect it from anything." He gestured for everyone to step back and when they did, he pointed the remote at the device and activated it.

Doing so caused the lights on the machine to glow before they heard some kind of sucking sound. Within seconds, the device was connected to the table before it unleashed a light that slowly spread around it.

Within moments, the table was surrounded by a light blue energy field. The table was lifted off the floor a few inches and completely enshrouded, everyone staring at it in amazement. "Incredible," Celestia whispered. "So this device will protect anything it's placed upon?"

"Yup," Scootaloo nodded. "You can just attach it to your car's roof or bonnet and switch it on. It'll stay put and keep it protected from anything that might try and damage it."

Luna reached out and touched the table, only for her finger to pull back as she hissed. "Did it hurt?" Celestia asked, but Luna shook her head.

"Kind of. Felt like I put my finger on a hot stove." But when she checked her finger, she saw that it wasn't burned of even singed.

"We were careful with the energy it generates," Flash explained. "It might sting to touch, but exposure shouldn't cause any serious injury."

"Looks like you've taken everything into account," Celestia nodded. "This is quite a remarkable invention. Especially given you didn't use any of your aliens to make it." She took a closer look and noticed the button in the centre. "What's this for?"

"In case you lose the remote," Scootaloo pressed the button and the device activated. "It would be more protected if this thing were made public. Some kind of cover and lock to keep anyone from turning it off and taking it."

"Impressive," Cranky looked ready to pick it up and glanced over at them. They nodded and he lifted it, amazed by how light it was. "What if it rains? Is the device waterproof?" Scootaloo and Flash shared a look, clearly having a mental conversation.

"We don't know," Flash finally admitted. "Probably not. Like Scootaloo said. This is a prototype. It probably needs some more work before it can be made public."

"Even so," Celestia smiled. "This is truly amazing. I can see many applications for this. Not just for protecting cars. How big does the object have to be before the shield can't cover it?"

"We're not sure," Scootaloo frowned. "It's pretty strong, so it can probably cover something really big." Flash agreed, as Cranky kept holding it.

There were times when the universe decided to make one the butt of a joke. To make something that had a million in one chance of happening happen. And today, that something was going to happen to Cranky Doodle.

Someone else had gotten themselves a piece of Pinkie and Diamond's cake. And when he stepped up to take a closer look at the device, he happened to trip over someone's foot. In doing so, his cake was accidently thrown to the ground at Cranky's feet.

The commotion had drawn everyone's attention and when Cranky turned to him, he stepped on the cake smeared ground. And with the gym floor being so slick, the cake made it extra slippery. So slippery, that Cranky felt his foot fly out from under him.

"WOW!" He yelled, as he fell to the ground whilst his arms were thrown upwards.

Flash and Scootaloo gasped, as their invention flew up into the air and somehow reached all the way to the ceiling. And when it collided with it, it somehow activated. The bottom's suction latched the device onto the roof and soon, it powered up and started generating the energy. Energy that quickly started spreading across the room.

Thinking fast, Flash activate the Ultimatrix and cycled through his aliens until he found the one he wanted.

Slamming it down, he transformed and quickly grabbed Scootaloo. "XLR8!" The alien raced through the school until he was outside, where he dropped Scootaloo before shooting back in.

Scootaloo barely realised what was happening, as she turned towards the school and saw XLR8 return carrying Celestia and Luna. This was followed by Cranky, who appeared to have hurt his back, with Twilight and Pip soon to follow.

Rainbow Dash had also started evacuating everyone and with their combined speed, they got everyone out in less than ten seconds. "Flash!" Twilight told him, "grab the remote!" XLR8 seemed to have forgotten he could do that, the alien slapping his head and running back inside.

In less than a second, he was back at the gym. But before he could get inside, he found the place was completely covered by the energy. The walls, ceiling and floor were all shielded by the power, with XLR8 huffing. "So what. It doesn't hurt." But just as he took a step forward, the energy shot into him and his eyes went wide. "GYAH!" He pulled away and staggered back, as the energy kept spreading out from the room and started covering the hallway. "Not good!" He ran off, as the energy chased after him.

He eventually made it back outside and stopped, the others watching him clutching his feet with a wince.

"What's wrong?" Sunset asked, only for everyone to see a light coming from the school.

When they looked up, they were greeted with the sight of the school being completely surrounded by the energy field. Soon, the whole place was shielded. "That's not good," Celestia frowned before turning to XLR8. "Did you get the remote?"

XLR8 sighed and shook his head. "Sorry. I tried. But the energy's somehow intensified. I can't touch it without getting a few thousand bolts running through me."

"That's not good," Twilight frowned. They looked up at the school and were glad to see the energy wasn't spreading. "The entire school's been covered in it."

"So nobody can go in?" Applejack asked, as they moved around the back of the building. They all tried to look through the windows of the gym, hoping to see what was happening in there. But the energy was making it impossible to see through it.

"There's gotta be a way to turn it off without the remote," Celestia stated. "What if we waited for its batteries to run out? Creating a force field like that must take a lot of power. Something this big will likely drain it completely."

"Um..." They all turned to Scootaloo, who rubbed the back of her neck. "I really wanted this to be impressive, so I put a power cell in it that I got from Cosmic Town. The guy at the store said it had enough power to light a house for a week."

"Oh boy," Twilight gulped. "I think I know what kind of power cell she's talking about. And if it is that one, it could take that long for this thing to go away."

"Are you serious?" Rainbow turned to Flash, "why didn't you just grab the remote and turn it off?"

"I forgot, alright. I'm not perfect."

"Obviously," Rainbow rolled her eyes. "So what do we do?"

"We have to get the remote," Rarity stated. "Which means going in there."

"How?" Fluttershy asked. "The energy's stronger than it should be. If we touch it..."

"Can't you just fly in there?" Pinkie asked Flash, who frowned. "So long as you don't touch the walls and floor, you'll be fine."

"Maybe. But I'm pretty sure all my flying aliens, are too big to fit in there without at least the tips of their wings hitting the walls." This made them frown, as Trixie smirked.

"I got this." She grabbed Flash and pulled him towards a door, the others following. Celestia decided to leave the situation to them, taking Scootaloo and the others back to the main crowd. Once they were out of sight of the group, Trixie let herself transform into her Iron Serpent form.

"You sure that'll work?" Sunset asked, as Twilight used her magic to open the door.

"Only one way to find out." Trixie covered herself, Flash and Twilight in her shield. The three nodded before heading forwards, the three watching as the bottom of the shield touched the force-field. The two energies sparked when they made contact, but stabilised after a moment or two.

The three kept moving forward and walked on top of the energy field, Trixie doing her best to keep hers as strong as possible.

"So we just get to the gym, grab the remote and switch it off." Flash turned to Twilight, "but we might need your magic to bring the remote too us."

"Right," Twilight nodded. "And you need to be ready to catch the device once it falls. Hitting the ceiling might have damaged it. Who knows what hitting the floor will do."

"Right," Flash nodded. And as they turned a corner, they found themselves at the entrance of the gym. But there was one small problem. "What the heck?" Flash stared at the open doors, only to find the opening was filled with the force-field energy. "How did that happen? The energy wasn't supposed to fill midair."

"Looks like your invention isn't as complete as you thought," Trixie stated. "This is a problem. How the heck are we supposed to get through?"

"You think maybe your energy shield could break through?" Flash asked, as Trixie hummed and stepped forward. The bubble pushed against the force-field and she tried to push through, but all that happened was the bubble bounced back.

"That's a no."

"Great," Flash groaned. "There's no way in."

"There might be." The two turned to Twilight, who didn't look so sure. "If a strong enough energy blast hits it, it might be able to create a small opening. But it really will be small and only last a few seconds."

"Small...fast." Flash smirked, as he activated the Ultimatrix. "I can do that." He cycled through his aliens until he found the one he was looking for. "It's hero time!" He slammed the device down and in a flash of light, he transformed into his smallest alien. "Nanomech."

Trixie giggled, this alien always making her laugh whilst Nanomech frowned.

"Just let me out." Trixie nodded and created an opening in her shield, Nanomech flying out as his hands sparked. He thrust them forwards and unleashed a tiny energy bolt, which struck the shield and began to push against it. The energy fought against Nanomech's attack, but it slowly began to weaken in the spot he was aiming at.

Eventually, the energy couldn't take anymore and the attack broke through to create a small hole.

Nanomech acted fast, stopping his attack and flying forward. The hole quickly began to close, but he shrunk himself down as small as he could go. So small that the girls couldn't even see him.

"Flash?" Twilight asked, praying he didn't get crushed inside the energy when it filled.

But then, Nanomech grew to his full inch high size. "I'm through. Now I just gotta find the remote?" They sighed, as Nanomech began to fly into the gym.

"Good luck," Twilight gulped as they watched him look around.

As Nanomech scanned the area, he was almost hit by a bolt of lightning. "WOW!" He pulled away and the bolt hit the ground, which was almost melted as Nanomech looked up at the device on the ceiling.

It was shooting out stray bolts of energy, which made him gulp as he realised how unstable the device must be. "If it keeps building power like that, the whole thing could explode." He looked around and finally spotted the remote. But when he did, his eye went wide seeing it was destroyed. "NO!"

He flew down and looked it over, feeling how hot it was. The casing was partly melted and the buttons were chard black.

"Did it get hit by a stray bolt?" He looked around and saw that several other projects had been destroyed. Guilt washed over him, seeing all the hard work his friends had put in be wasted. "Sorry guys."

He quickly shook his head, as Twilight called out to him. "What's wrong?" Nanomech tried to say something, but he was too far for his little voice to reach her. "What?" Nanomech spoke again, but still she couldn't make it out. "Hang on." She took out her phone and connected it to the Ultimatrix's call system.

A few moments later, Nanomech beeped and he answered. "The remote's been destroyed," he told her. "I can't switch it off." The girls frowned at this, whilst Nanomech looked up at the device. "Maybe I can still turn it off manually." He flew up towards the device, which kept sparking and shot out a blast of lightning.

Nanomech fired his own energy blast, countering the lightning before it could hit him. But when the energy depleted, another bolt fired and Nanomech was forced to shoot back. But there was only so much power he could make at once and soon, he was overwhelmed and the bolt slammed into him.

"Augh!" He slammed into a table and let out a groan, as the girls flinched.

"Are you okay?" Twilight asked, still connected through the phone. Another bolt then flew down and almost hit him, but he got up and flew under the table.

"This is bad," he gulped. "Nanomech can't fight off that energy forever. I'll never get to that thing."

"Maybe you should switch aliens," Trixie suggested. "Gemini could probably handle that energy."

"But Gemini can't fly. He might be able to jump that high, but if it sparks then he'll have to shield himself and he'll fall back down." Nanomech agreed and tried to come up with an alien that could help him, but none of the ones he had could help him. They either couldn't fly or couldn't protect themselves from the energy.

"Maybe I should try going Ultimate?" He suggested. "Ultimate Nanomech might be able to handle the energy."

"Might, being the key word there. Do you really wanna waste energy on an Ultimate you don't know the power of?" Nanomech frowned, knowing she might be right. "Come on Flash. You can do this. It doesn't matter which alien you are. You can find a way to stop that thing."

Nanomech suddenly remembered the word that he had told Scootaloo. "The aliens might give me powers. But it's not the power that makes me a hero. It's me. How I use the power. That's the deciding fact when it comes to me saving the day."

Nanomech nodded, as he realised he needed to listen to his own advice. "Time to live up to my words." He looked around, now properly looking at everything around him. "What do I need? I need a way to hit that button without getting zapped. Maybe there's something I can use to defend myself." He properly analysed everything around him and slowly, he realised an issue. "Everything that could protect me is too big. I won't be able to lift any of it."

It was then that another bolt flew down and struck one of the projects. But unlike everything else, it didn't melt or get burned. This project was a load of plastic that was shaped into something, though he didn't know what.

As he stared at the object, he slowly started coming up with an idea. "I might not be able to protect myself with it. But I can still use it." His mind was working a mile a minute and soon, he had a plan. "Let's do this!" He flew out from under the table and hit the Omnitrix, transforming into another Alien. "CAT-APULT!" The cat-like alien landed on the table before leaping off and landed on another.

Twilight and Trixie watched as he grabbed the plastic science project and stuffed it into his tail.

"Brilliant!" Twilight laughed. "Go, Flash!"

"What's he doing?" Trixie asked, as she watched Cat-Apult aim his tail at the device. "He's gonna shoot it? Won't the lightning destroy it?"

"Nope," Twilight smiled. "You really need to pay more attention in science. Plastic is a really poor conductor of electricity. That's what makes it perfect ammunition."

"Okay. So he's gonna try and hit the off button. But do you think it'll work?"

"I don't know," Twilight frowned. "It all depends on his aim." They watched him fire and the plastic ball he had made shot up towards the device. A bolt of lightning flew out of it and struck the ball, but it did nothing against it.

However, when it reached the device, it hit slightly to the left of the button. Cat-Apult frowned and tried again, but realised he only had so much ammo. If he missed too many times, he would need to come up with another plan. "Come on." He aimed at the device, only for it to send out a bolt that flew straight at him.

Twilight and Trixie gasped, as he leapt towards another table. But he had overshot and would end up landing behind it on the energy field.

Realising this was his only chance, he turned back to the machine and fired. His second shot flew up and the girls couldn't watch, knowing Cat-Apult would be seriously hurt if he missed. Cat-Apult also closed his eyes, bracing himself if he missed.

The bullet flew up and shot through the lightning. And by some miracle, it hit the button.

Force-field around it vanished, the rest of the room also losing the energy on the walls, ceiling and floors. Cat-Apult landed milliseconds after the energy on the ground vanished, the alien grunting as he hit it. He moaned, but realised what had happened.

He looked back around and saw the device coming unstuck from the ceiling.

It began to fall and would hit the ground button first, Cat-Apult gasping and leaping at it. He managed to get under the device and catch it before it hit the ground, he and the girls sighing in relief. He then opened up the back and removed the power cell, as Twilight and Trixie ran into the room.

"You okay?" Twilight asked, as Cat-Apult nodded. "Good." They looked around, seeing all the destroyed projects around them. Cat-Apult looked around and frowned, fearing he and Scootaloo would be in serious trouble.

It wasn't long before everyone returned to the gym, many of them seeing their destroyed projects and looking disheartened. And when Scootaloo arrived, she and Flash had a lot of apologising to do. "We're sorry!" The teens yelled in unison, bowing as they did.

Celestia smiled at them. "No need to apologise. You did nothing wrong."

"But our invention caused all that trouble," Scootaloo pointed out. "How could that not be wrong?"

"You didn't design it to do that," Luna pointed out. "And every new invention has the potential to cause trouble, if it's not used right. Look at how hard it was to get the first flying plane."

"Exactly," Celestia nodded. "So don't feel guilty for what happened. You'll just have to work on refining the device, so this doesn't happen again. And maybe make sure you don't lose the remote." Everyone laughed at this, as they started cleaning up the gym. Despite not being blamed, Flash and Scootaloo still felt bad about all the destroyed inventions.

As they started sweeping up, Flash turned to Scootaloo. "I know things turned out a little more extreme than you thought, but what did you think of everything?"

Scootaloo smirked. "I think everything was awesome. Including you." Flash smiled. "I still think the alien thing is the coolest thing about you, but you're still pretty awesome on your own." Flash rolled his eyes and gave her a playful push, Scootaloo giggling and pushing him back.

As the pair messed around whilst cleaning, the others watched and smiled at how they were acting.

As they were watching this, Pinkie skipped over to Rainbow. "Are you excited?" Rainbow raised an eyebrow, as Pinkie giggled. "Those two are getting along great. Maybe Scootaloo will see Flash as her brother, the same way she sees you as her sister. Won't that mean you and Flash are also siblings?"

Rainbow rolled her eyes. "Pinkie. I think you're exaggerating. That's not how it works." Pinkie shrugged, as Rainbow watched the pair continue to laugh at something. And even though Rainbow knew that wasn't how it worked, she smirked at the idea of Flash as her step-brother.

Earth was on the precipice of a great technological revolution. But the events of the day had shown everyone just how careful they had to be with new technology. Many times someone would need to ask if they should try and do something, instead of can they do something.

The true level of a society's evolution wasn't the great technology that existed, but the attitude of those that used it.

Author's Note

Bit of a filler chapter, but a nice one I think. Hope you enjoyed the dynamic between Flash and Scootaloo here.

Season 1, Episode 17: The Secret of Thouser
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The Ultimatrix Hero

Season 1, Episode 17: The Secret of Thouser

Up above the planet, the ship belonging to Zaaton and his crew was hidden from view and detection.

On board, Zaaton stared at a holographic screen that showed a map of the country. Several spots were glowing red, marked as areas they had checked. And so far, they had found nothing. "What are we missing?" He moved closer to it, whilst his crew sat at their consoles wondering the same thing. "We've searched and searched and searched. But we still can't find it. What are we missing?"

"We'll find it," Mera told him. "We just have to be patient."

"I've been patient!" He looked ready to start punching something. "I'm sick of being patient. Our people have been searching for millennia. Now we're at the finish line and can't cross it. If we don't find it, Thouser will never be restored." The others looked down, clearly disappointed in their inability to find what they were searching for.

But before Zaaton could say anything else, their ship was suddenly struck by something and an explosion made the whole thing rock.

The aliens staggered forward and Kiraki almost tripped over his console. "We're under attack!" Adoyk yelled, as Zaaton rushed over to his seat and took control. He pulled the ship out of the way, as a missile shot passed them and exploded.

"Is it the Plumbers?" Kiraki asked, "did they find a way to detect us?"

"They don't even know we're on this planet," Mera yelled. "There's only one person who's ever been able to detect us through our cloak." She moved over to her console and started typing at it, the holographic screen changing to show an image from the ship's rear camera.

It was another ship, which looked like the cross between a shark and a jet.

"Ryzar," Zaaton growled before they started getting a call from the other ship. The screen changed again, this time showing an image of the inside of the ship. And there, sitting on what looked like a futuristic Harley Davidson, was an alien in leather armor.

Said armor was a mixture of black and white, being white on the body with black shoulder pads and arms. His legs were also black from the waist to the knee, whilst a pair of white leather boots covered the rest of his legs and feet.

His head was covered in a metal helmet, which had a large fin on the top and two on the side that made it look like a shark. The mouth was open and revealed his face, which was covered from the nose down. His skin was purple and his eyes were bright yellow, whilst the rest of his face was hidden behind a grey mask.

"Zaaton," the alien chuckled. "It's been a while." The aliens glared at him. "I thought I'd never find you, after you managed to slip away from me in the Velex Nebula. Took me a long time to pick up your trail again and track you down."

"Maybe you should have searched for easier prey," Zaaton stated.

"Please. You know I can't do that. I have a reputation to uphold. Once I sink my teeth into a target, I never let them go." His ship started firing more missiles from the fins on it, Zaaton trying to get out of the way. But his ship wasn't fast enough to dodge them all and several managed to hit the ship.

Adoyk tried to fire counter measures, but nothing worked. One missile then struck the back and the explosion made the ship turn visible. "Our cloak's been disabled!" Mera yelled, as another explosion caused an alarm to go off. "Our engines are shutting down."

"No!" Zaaton yelled. "Not now. Not when we're so close!" The ship was soon pulled into the gravity of the planet and pulled down, as the shark ship followed it down towards the ground.

"What do we do?" Kiraki yelled, but Zaaton didn't have an answer. They were picking up speed and would soon crash into the planet. And that was if Ryzar didn't destroy them first.

"FIRE!" Adoyk yelled, using as much power as he dared to fire at the shark ship. And the lasers struck, doing damage to Ryzar's ship and causing him to lose control. As he flew off in another direction, Zaaton did what he could to try and get the ship's engines online.

"Come on. Just give me enough to slow us down." As he looked down, a mountain was in front of them. "Brace yourselves!" They all assumed the crash position, only for the engine to suddenly burst into life. And as the thrusters fired, Zaaton pulled up in an attempt to stop. But it was too late.

At the Plumber Base, Flash and Shining had just arrived from patrol.

As they arrived in the main room, they suddenly found themselves being deafened by a bunch of super loud alarms. "What's going on?" Flash asked, rushing over to the main computer and Violet tried to switch off the computer. Clawcer had also arrived, having been alerted by the alarm as well.

"A ship just appeared outside the atmosphere," Violet explained.

"What?" Clawcer frowned, "why didn't we detect it sooner?"

"Based on the readings, the ship was already there before we picked it up. It must have been cloaked."

"Cloaked." Clawcer growled, "cloaking technology is illegal. Only science vessels on observational voyages are allowed to use them."

"I thought your sensors were designed to see through most cloaks?" Shining asked, as Violet finally got the alarm to switch off. Clawcer nodded, as they turned to the screen.

"They should. Which means either we need to update our systems, or this ship is using a cloaking system we're not familiar with." He turned to Violet. "Where's the ship now?"

"That's just it, sir. We didn't just detect one ship, but two. The other ship flew past our sensors and reached the other ship in barely any time at all. And from what we can tell, the two ships got into a fight and the cloaked one was shot out of the sky. We lost track of them above the Rocky Mountains. But I'm sure the ship crashed."

"Not good," Clawcer frowned. "I don't know why that ship was cloaked, but it can't have been for a good reason. And if anyone finds the wreck, they could get their hands on some dangerous alien tech."

"Flash and I will head out," Shining stated. "We'll jet there and search the whole place."

"Good," Clawcer nodded. "If you wish, you can take those magical girls with you. Their abilities might come in handy. Depending on what energy that ship had, the engine might go into overload. If that happens, we'll need someone to put up a shield to keep the explosion from spreading."

"Understood." Flash took out his phone and started calling the girls, who all agreed to go with them.

An hour later, the Rainbooms arrived at the base and were escorted down to where the jet was located.

As they teleported into the room, they found themselves in a large hangar with several jets located inside of it. How the Plumbers managed to build something so big so quickly, without the rest of the city knowing, was a true mystery for the ages.

The girls soon found Flash and Shining, working on making sure the jet they were using was ready to fly.

It was the same kind Shining had used during the Repivor incident, a large green jet long enough to match three buses lined up length-ways. The wings started halfway down the jet and from above, form a triangular shape with an engine on each of them. The tail was tall and T-shaped, making it look rather impressive.

As they approached the jet, Shining and U-Reek-Ah had just finished their preparations. "Great," Shining smiled, "you girls are here. Ready to head to the Rocky Mountains?"

"You bet," Trixie smiled. "Did a ship really crash somewhere around there?"

"We think so," U-Reek-Ah jumped down and transformed back to human. Flash moved under the jet, as a loading ramp was lowered. "And if its engine goes critical, it could blow a couple of those mountains into dust and cause who knows how much damage." The girls nodded, as they boarded the jet with him.

Shining finished the final checks and climbed on board as well. The lot of them got into their seats and buckled themselves in, as Shining stepped up to the pilot's seat. He powered up the engines and everyone smiled, as they heard them begin to hum.

As the engines warmed up, the area of the hangar the jet was located on suddenly started moving. A large square section of metal lifted up and moved along a conveyor belt, moving towards the centre of the hangar as a section of the wall began to open up.

Doing so caused a long tunnel to be revealed, with the jet moving towards it. And once it was inside the start of the tunnel, the metal sections moved down and slotted into place.

"Activating transport gate." Shining clicked several switches and at the end of the tunnel, a light suddenly appeared and everyone held on tight. They knew this was gonna be big. "Catapult launch in T minus thirty seconds."

"Catapult launch?" Trixie asked, she, Fluttershy, Rarity and Pinkie looking confused. The others smiled, having heard of something like this on battleships.

"Ten, nine, eight, seven, six, five, four, three...two...one...LAUNCH!" He hit the button and the jet was suddenly shooting down the tunnel, everyone being blasted into the backs of their seats. They quickly realised the jet wasn't being propelled forward by its own power, the catapult being used to pick up speed so they could save fuel.

Eventually, they reached the very end of the tunnel and Shining pushed the leaver on his side.

This caused the engines to fire, adding the last burst of propulsion that pushed them through the portal. All the passengers could see was purple for three seconds, until they reached the other side and flew out of the portal on the other side of the country.

Everyone looked out the window and saw the mountains below them, the teens smirking at the amazing sight. "Alright, guys." Shining glanced back. "Try and keep your eyes out for any sign of a crashed ship. Smoke, wreckage, even a random piece of metal."

"I thought these guys were cloaked?" Sunset asked. "How are we supposed to see them if they're cloaked?" Shining shrugged, as everyone looked out the window.

"Why do you think the ship was hiding?" Twilight asked, taking out a pair of binoculars and using them to get a better look.

"I'm betting it's nothing good," Flash replied. "The only reason they would use a cloak is to keep from being found. And the only people that would have any reason to hide are those up to no good."

"Maybe they're not planning anything bad," Fluttershy suggested. "Maybe they're just shy."

"Either way," Shining stated. "They snuck onto this planet without permission. Maybe they had a good reason, but they should have revealed themselves if all they wanted was a new home. If these aliens survived, we'll have to lock them up until we know why they came here." Fluttershy clearly didn't like that, but the others knew Shining had no choice.

It was then that they got a signal on their computer, detecting an alien power source that was still active.

"Looks like the ship survived," Shining tried to lock in on the location. But before he could, the signal went and disappeared. "What? Ahh, their cloak must still be working."

"That means we'll never find them," Sunset stated before the ship picked up the signal once more. "Then again..." The signal vanished.

"What's going on?" Flash asked. "Is someone flipping the cloak's switch on and off?"

"I doubt it," Twilight shook her head. "If they crashed, their ship must be badly damaged. The cloak's power is probably fading in and out. If we want to find it, we're gonna have to look for it the old fashioned way." Everyone got up and began to look out the window, trying to spot a ship down on the rocky terrain.

At the base of one mountain, close to a large lake, Zaaton and his crew were busy working on the ship.

"Hurry up and get that cloaking device working," Zaaton cried. "We're sitting ducks out here, so long as we can be seen." He was watching the three members of his crew, as they stood atop their ship and did their best to fix the damage down when they crashed.

"We're going as fast as we can," Adoyk told him. "This isn't an easy thing to fix, you know."

"Why are we even bothering with the cloak?" Kiraki asked. "Ryzar's ship can see right through it. We should be working on the cannons and thrusters. That way, we can escape or blast him out of the sky."

"Ryzar's ship has way better weapons and propulsion." Mera's finger caught fire and she used it to weld the ship. "If we try and fight or run, he'll beat us in both events. And this isn't like the other times. We can't just leave this area of space. Not unless you're happy leaving the Seed behind."

Kiraki frowned, but Zaaton called out. "We're not leaving this planet without the Seed. And Mera's right. The only thing we can do against Ryzar is hide. It might slow down our search, but it's better than him capturing us. So we have to get the cloak up and running. Once that's done, we can focus on fixing the other systems."

They nodded, only to suddenly hear a sound coming from above.

Everyone looked up and saw a ship appear in the air. The shark ship, which was flying towards them at high speed. "Oh, great." The others jumped down from the ship and as they did, Adoyk ran forward.

His robotic arm suddenly transformed, changing into a sniper rifle that he pointed at the ship. When he fired, the laser it fired flew towards the ship. But the vessel did a barrel roll to avoid the laser before its mouth opened up.

From out of the mouth, some kind of hover bike styled like a Harley flew out. And piloting this bike was Ryzar, the alien dodging the rest of Adoyk's attacks until he reached the ground.

There, he got off his bike as it kept hovering. The four aliens got into a fighting stance, Zaaton drawing his knife, Mera's arms bursting into flames and Kiraki transforming into a yellow lion. Ryzar just chuckled at them, as he reached back and pulled out a futuristic blaster rifle with a machete on the end of it.

"This hunt has been fun. But it's time for it to end." He pointed the blaster at Zaaton and fired, the laser shooting towards him at high speed.

But Zaaton, moving at incredible speed, swung his blade at the laser and actually sliced the energy down the middle. The resulting beams flew in two directions, one hitting the laser and causing a blast of steam whilst the other hit a tree and blew it up.

Ryzar looked impressed, as Mera and Kiraki charged forward.

The lion reached him first and tried to pounce, but Ryzar rolled under him and he missed. But Mera didn't. She threw a flaming punch at him Ryzar barely had time to brace himself. He was knocked backwards and almost ran into Kiraki, but he leapt up and did a flip over the lion.

As he landed, he dodged Adoyk's lasers and fired several of his own.

Everyone except Zaaton dodged them, the leader of the crew charging forward and getting in close. He started swinging his knife around, trying to cut Ryzar up. But the hunter dodged them all before blocking the last one with his rifle's blade.

"Why?" Zaaton growled. "Why are you so obsessed with us? Why can't you just leave us alone?"

"I can't do that." Ryzar pushed him back. "The last four kanpeki's in existence. Most species in the galaxy believe you're just a myth. You're the rarest of the rare. Anyone would be desperate to own such valuable subjects. When I sell you, it'll be the ultimate payday."

Mera rushed forward, her arms and legs on fire as she started throwing punch and kick after punch and kick. "We're not just some collectable for you to pawn off for a quick buck!" She leapt up and performed an axe kick down onto him, but Ryzar narrowly dodged it.

However, Adoyk's laser soon fired and he barely managed to block with his blaster. But this caused it to explode, forcing him to drop it as Kiraki transformed into a giant serpent with three heads. The beast slithered forward and Ryzar had to keep jumping around in order to avoid their fangs.

Eventually, he jumped up as the snake's middle head tried to bite him. He then raised both fists and brought them down on its head, slamming the creature into the ground with incredible force.

The other two heads screamed in pain, as Zaaton ran up his body and leapt at Ryzar with his knife pointed forwards.

Ryzar leapt to the side and rolled along the ground, as his gauntlets suddenly had a pair of blades extend out of them. He quickly used these to block Zaaton's own dagger and fight back, Mera getting in close and attacking with her flaming hands and feet.

Ryzar was clearly a skilled fighter, as he was able to hold his own against the two of them with ease. He even managed to slash at Mera's chest and cut her before spinning around and dealing a kick to her chest, knocking her backwards and causing her to fall into the lake.

He then did several back-flips away from Zaaton, landing as he pressed a button on his belt.

"As fun as this is, I'd hate to risk damaging my merchandise. So I'll have to wear you kiddies out before I can capture you." The shark ship flew above him and parts of the bottom opened. "Clops, descend!" From out of the hole that had formed, a bunch of grey spheres fell out.

These spheres were made of some kind of solid clay, which melted as they got closer to the ground. And when they landed, they went splat and burst into a hundred pieces each.

When these pieces landed, they formed puddles that quickly started bubbling before expanding like a bunch of giant balloons. And one by one, they popped to reveal some kind of creature inside of them.

These creatures were grey monsters, that were made of the same clay-like substance as the balls. they were humanoid, standing at around four feet, but didn't have a head. instead, they had a single large eye right below where the neck should be. And their arms were thin at the shoulders, but got larger the further down they went. And at their length, they reached all the way down to the creature's knees and had huge hands on the end of them.

These large arms made the creatures slump forward and place their wait on their first, almost like a gorilla.

The kanpeki stared at the creatures in shock, as they began to lumber forward and started throwing their large fists around. Said fists turned to clay for a second before reshaping, morphing into axes and other bladed weapons as they attacked.

Adoyk used his blaster arm to shoot several of these creatures, which exploded into clay as soon as they were struck. But there were so many of them, he couldn't get them all before they reached the four.

Zaaton used his knife to block their attacks and hit them back, whilst Mera punched a hole right through their faces. And Kiraki transformed into a bird and flew up, only for a few of them to turn their arms into crossbows and fire at him. "WOW!" He narrowly avoided the attacks, as he swooped down to slam into them. "Ew," he groaned as he was covered in clay.

Zaaton panted, as he kicked another one away. When he did, he snapped his fingers and his body began to glow before the light flew off him.

Ryzar stepped back, as the light formed a large dome around the four and their attackers. "Great." He watched, as the clops kept attacking. The dome appeared to have little to no effect on them. But after a minute or so, something happened.

The weapons their hands had turned into began to melt, the clops attempting to solidify them with little success. The only shape they could take were their original fist forms.

This slowed the creatures down, but didn't stop them entirely. As the kanpeki fought them, they quickly recovered from losing their abilities and started throwing punches at them. Even if their hands were no longer weapons, they were clearly strong.

One punch slammed into Mera and she suddenly found herself being sent flying by the powerful hit.

Kiraki dived down for an attack, only for the beast to reach out and grab him in his large hand. "Hey!" He struggled against the crushing grip, "let me go!" Adoyk fired at the creature and his laser sliced through its arm, freeing Kiraki and allowing him to attack. But as he clawed the clops' eye out, another ran in and punched him square in the head.

Zaaton kept on the move, slashing at the creature or kicking them away. But one finally managed to get a hold of his leg and lift him up before he could fight back, then slammed him down on the ground. "Augh!" He groaned, as another clop prepared to attack.

As this was happening, Ryzar laughed at his prey's difficulty. The sheer number of clops were too much for them, meaning that they would eventually run out of power.

But before that could happen, Ryzar heard a noise and looked up. And to his surprise, he spotted a jet flying towards them. "Not good." He noticed a symbol on the wing of the jet. "The Plumbers. Just what I needed."

Up on the ship, Flash and the others spotted the ships on the ground and in the air. They also saw the fight going on, which made them frown. "That can't be good," Flash stated as he moved over to the jet's drop shoot. Shining quickly placed the ship on autopilot to join him.

"We're coming too," Trixie stated.

"Hold on," Shining told her. "Let's not all go in half-cocked. We've no idea what's really happening. Flash and I will go down to break this up. And once we know what's going on, we'll call you girls down." They nodded, as he and Flash stood over the hatch before it opened.

The pair flew down the short tunnel and were soon propelled at the bottom, both falling towards the ground.

Shining activated his hard-light rod and turned it into a mini-helicopter, taking Flash's hand to slow them both down. And as they approached the ground, those fighting looked up and noticed them.

Adoyk pointed his blaster arm at him, but Zaaton leapt over to him and put his hand on the end of the barrel. "Stop. I don't think they're here to attack us." But as they got close to the ground, Flash let go of Shining and fell the rest of the way.

Before he could hit the ground, he activated the Ultimatrix and transformed. When he hit the ground, the impact created a gust that knocked several clops over. "RIOT-HORN!" The rhino roared, looking ready for a fight.

"Then again..." Zaaton stated as Shining landed.

The Plumber activated his Multi-Striker and pointed at them. "Alright. What's going on here? None of you are on this planet legally, so you're all coming with us."

"I don't think so," Ryzar stated. "You have no idea what you've just walked into. Clops, attack!" Several of the clay creatures began to charge at the pair, freeing up the kanpeki to fight the ones that had stayed behind.

Shining quickly started firing at them, whilst Riot-Horn charged and rammed his way through the creatures. And to their shock, they all exploded. "What the heck?" Shining hit his helmet's side and unleashed a scan, allowing him to figure out what these creatures were. "Flash, they're just mindless drones. Humps of clay being controlled by something." He looked up at the ship above him. "Something on that ship."

Riot-Horn smirked. "So I don't have to hold back. Nice!" He charged against and pretty much stomped on the creatures, which started trying to swarm him. But with Riot-Horn's greater strength, he threw punch after punch. Kick after kick. The clops were being swatted like flies, the alien destroying them with ease.

Shining transformed his weapon into a sword and used it on the one that got too close, cutting them to pieces as he fought his way through the horde.

Ryzar watched this and frowned, as the Plumber ship continued to fly overhead. The kanpeki were also making quick work of the ones that were attacking them, no longer getting overwhelmed by the sheer number.

However, Kiraki and Mera appeared to be having some kind of issue. Mera's flames had gone out and Kiraki had returned to his normal state, the two instead fighting on their own without using their unique abilities. And they weren't the only ones.

As Riot-Horn kept crushing the clops, his body was absorbing the solar radiation. However, something happened that he threw him off balance. As he felt the solar energy flowing through him, he suddenly found his horns were no longer glowing.

"What the?" He looked up and knew he was still in the sunlight, but he wasn't absorbing any energy. In fact, the energy he had already absorbed was beginning to leak out of him. And when he tried to use that power to charge himself up, he found he couldn't. Nor could he grow his boxing glove-like coverings. "What's happening?"

Up on the jet, the girls were watching and saw Flash was having some kind of issue.

"What's wrong with him?" Rainbow asked, the girls all confused as well. Twilight frowned, but noticed the slight sheen that was surrounding the area they were currently inside of.

"Some kind of energy field. It must be affecting him somehow." This worried the girls, but there was nothing they could do. Not with the ship in autopilot mode.

Riot-Horn didn't have time to really worry about his sudden lack of powers, as he was practically leapt on by the clops. The clay monster leapt onto him and he was almost knocked over, unable to throw them off of him. He groaned and after a few moments, he felt himself fall to his knees.

"Flash!" Shining cried, seeing the teen getting ganged up on.

But before Shining could think of helping him, a flash of light caught his attention and Riot-Horn suddenly vanished. Instead, a black shadow flew out from under the pile of clops and reformed into Kagenobi. He had moved over to one of the large rocks and used the shadow it formed to pull out a sword.

The clops charged at him, but the shadow ninja swung the blade around and cut some of them in half.

The ones that dodged this leapt into the air and tried to dog pile onto him, but Kagenobi transformed into a shadow and swallowed them up before flying along the ground until he reached the lake. There, he spat the clops out of his shadow and when they hit the water, they melted.

Kagenobi chuckled as he retook his human form, then spotted some more clops attacking.

He leapt over to another rock and placed his hand within the shadow, pulling out a bunch of shurikens that he launched at the creatures. These cut through them and they all fell to the ground, Kagenobi noticing the number of them were getting very low. It wouldn't be long before they were all dealt with.

But as he tried to make more weapons, he suddenly found his hand wouldn't melt into the rock's shadow.

"Huh?" He kept trying, but all he felt was the dirt next to the rock. He then tried to take his shadow form, but also couldn't do that. His powers had stopped again. "You've gotta be kidding me. What's happening?"

Shining also noticed Kagenobi's problems and looked worried, as he cut down several more clops before changing his weapon's form. Now holding a futuristic gatling gun, he started firing multiple rapid fire shots at all the clops that were nowhere near the others. This ripped the clay monsters to pieces and cut down the numbers to a sparse few.

Seeing things weren't going well for him, Ryzar realised he had to get out of there. As such, he rushed over to his hover bike and got on board.

Shining saw this and heard the engine revving up. "STOP!" He rushed over to him, but Ryzar kicked the bike into gear and took to the air. Shining changed his weapon to its rifle mode and tried to shoot the bike down, but he managed to dodge the attacks until he reached his ship.

The shark pretty much gobbled him up and once it did, the mouth slowly closed before the ship's engines powered up and the shark flew away. At the same time, the kanpeki finished off the last of the clops and the battle was over.

As soon as Ryzar was gone, everyone sighed whilst Kagenobi looked down at him. "What's wrong with me?" He tried to summon the energy, but he wasn't absorbing anything despite the sun up above them.

"Don't worry about it," Zaaton told him. "It's my abilities at work." Kagenobi looked confused, as Zaaton snapped his fingers. Suddenly, a dome of light suddenly appeared around them before it shattered and the light disappeared. "I have the ability to create an energy field, that can cancel out any level three of higher ability."

"Level three ability?" Kagenobi once again tried to turn into a shadow, but couldn't. He then changed back to human, as the Rainbooms flew down and landed next to them.

Once they got out of the ship, Shining turned towards the ones calling themselves the kanpeki. "Alright. Start talking. What are you doing here? Why was your ship cloaked? If you're here for a reason, you'd better explain or else."

The aliens all shared a look, clearly worried. Then, the yellow one spoke up. "We're looking for something."

"Kiraki!" Zaaton told him. "You can't tell them."

"We have to. If we don't, they might arrest us and our world will be lost forever."

"What are you talking about?" Twilight asked, as Kiraki explained.

"We're looking for our planet's World Seed." Zaaton turned to the humans, some of them noticing him slowly moving his hand to the dagger on his back. But Flash spoke up first.

"What the heck is a World Seed?" The others were wondering the same thing, making Zaaton stop.

"You...you don't know what a World Seed is?"

"Never heard of it," Shining replied before holding up his badge. He typed something into it, but a negative beep could be heard moments later. "Nothing in the Plumber Database about it." He gave the four a serious look. "Alright, what's going on? What is a World Seed and why is it on Earth?"

Zaaton stared at them for a few moments, then removed his hand from his dagger and gestured to the rocks lining the shore.

He sat down and the others followed suit. Once everyone was sat down and comfortable, Zaaton began to explain. "First, we are all that remain of the planet known as Thouser."

"Thouser?" Flash asked.

"Never heard of it," Shining stated.

"Of course. Our world was destroyed millennia ago." He sighed. "I've never seen it, but we grew up hearing the stories of Thouser. A perfect utopia. We had no war. No pollution. No disease. It was a paradise, dedicated to art, philosophy, music and every form of improvement one might imagine."

"Sounds lovely," Fluttershy smiled whilst Rainbow leaned over to Applejack.

"Sounds boring." Applejack rolled her eyes.

"So what happened?" Twilight asked. "How could such a utopia be destroyed?"

"By a freak act of chaos," Mera replied. "Our planet's sun exploded and wiped out the planet before anyone knew what had happened. It took eight point three seconds for our world to go from a paradise, to a lump of molten rock."

"Ouch," Flash hissed. "I'm sorry."

"Yes," Zaaton nodded, "it hurts to think of all that death and destruction. Our ancestors only survived because they were aboard the planet's only space ship. There were twenty of them. Not enough to repopulate on another planet."

"So what does any of this, have to do with this thing you're looking for?" Flash asked, as Zaaton took a deep breath.

"Our world still has a chance, thanks to the World Seed." Everyone listened closely, curious to hear what a World Seed was. "At the core of our planet was the seed. Though small, its power was mighty. It is a backup of our planet and our race, holding the information of Thouser and everyone who lived there. It was constantly updating itself and can revive our world and its people."

"You're kidding," Trixie stated. "Something like that actually exists?"

"Yes," Zaaton nodded. "With it, we can restore our world and its people. Thouser can live once again. That's why we're searching for it."

"So what's it doing on Earth?" Shining asked, as Zaaton sighed.

"Our ancestors should have just grabbed it and planted it onto another world, but a problem arose. The World Seed was blasted into the depths of space and before they could reach it, the Seed fell into an unstable wormhole. That wormhole sent it to the other side of the galaxy, whilst our ancestors were unable to follow. The wormhole would have ripped their ship to pieces."

"So the Seed eventually crashed on Earth?" Twilight inquired, with the kanpeki nodding. "Okay. What happens if the seed...blooms? What'll happen to our world?"

"Don't worry," Zaaton explained. "The Seed can only bloom when it comes in contact with one of us. But if it did bloom, your planet would be terraformed into Thouser. But like I said, that's not gonna happen. We're gonna find the Seed and take it someplace else. Maybe to that red planet that's not too far from here. Once we've planted it and it takes root, our world will be restored."

Everyone let this info sink in, the lot of them curious whether or not Zaaton was telling the truth. If he was, it meant they were simply trying to save their planet. "We're sorry for hiding from you," Mera told them. "We've been hunted by bounty hunters like Ryzar for a long time. As the last for members of our race, many people want to put us in zoos or worse."

"That's horrible," Rarity gasped.

"So what happens now?" Adoyk asked. "We've told you what you wanted to know. Are you gonna arrest us?" Everyone turned to Shining, clearly curious what he intended to do. And after a moment or two, he nodded before standing up.

"We're not gonna arrest you. I understand you're worried, but you should have trusted us."

"Trust is a difficult thing to have, when you're constantly being hunted." Shining nodded in agreement. "But if you're willing to help us, I won't refuse any assistance you might be willing to lend us."

"Of course." Shining held a hand out and Zaaton shook it before they turned their attention to the ship, which was clearly still in need of repairs. "First things first. We need to get this thing up and running."

"That could take a while," Mera sighed. "When Ryzar blasted us out of the sky, we barely managed to keep ourselves from being blown up. But our ship took some serious punishment."

"No problem." Flash activated the Ultimatrix and started cycling through his aliens, until he found what he was looking for and transformed. "XLR8!" Before the kanpeki could say anything, the alien speedster started racing around the ship.

Every time he passed a section that was broken, it was instantly put back together. The ship's outer shell was soon completely restored and before the others could say anything, he hit the Ultimatrix and transformed again.

"Grey Matter!" The alien frog landed and looked around, his super brain working a mile a minute until he knew what he needed to do. "Okay." He started opening up parts of the ship and worked on repairing them, doing so much quicker than the others would be able to.

"Wow," Zaaton whistled, "not bad."

"Wait until he gets going." They saw another flash of green light and wondered what had happened, only for Nanomech to then fly out of a hole after doing some more delicate repairs.

As he worked, the alien hero turned to Zaaton. "You guys are all the same species, right?"

"Pretty much," Zaaton nodded. "Although, we're not pure kanpeki. With there being so few of us, our species had to mingle and breed with other races to survive. We all managed to keep our kanpeki forms, but our abilities come from the species our parents bred with."

"I see," Twilight nodded. "So fire manipulation, illusions and..." She turned to Adoyk.

"Super sight," he explained. "I could read a book that's a hundred miles away."

"Wow," Shining was impressed before turning to Zaaton. "You said you could make a field that shuts down super powers, like Riot-Horn's solar absorption."

"I don't switch off super powers," Zaaton told him. "I can switch off any ability that's level three or above." Everyone looked confused, as Zaaton sighed. "Natural abilities that species have, are split into different levels. Level one abilities are things that you do without even thinking about it. Like digesting food. You do that without thinking about it. Same with being able to see. You don't need to think about seeing things. You just look at it and it happens automatically."

"What about level two abilities?" Twilight asked, Zaaton smiling.

"Those are abilities that are a little more complicated, but still something you can do without thinking about it. Like breathing. You can control your breathing if you want, but you can also do it without thinking. Those kinds of abilities are classed as level two, which include stuff like walking, flying, even whistling. But anything more complicated than that is considered level three. Abilities that humans don't seem to have."

"What do you mean, we don't have level three abilities?" Rainbow frowned, as Mera spoke up.

"Can humans breathe fire?" Kiraki asked, the others shaking their heads.

"Can humans transform their bodies just by thinking about it?" Again, everyone shook their heads. "Don't take this the wrong way, but you humans are a pretty lame species. You've only got level one and two abilities."

Everyone frowned at this. "Are we really that lame?" Trixie asked, the kanpeki nodding and making them all groan.

"Although," Mera stated. "I can sense something from most of you. An energy that I've never sensed before. It almost feels like mana." None of them knew what mana was, but they were guessing she was referring to the Equestrian Magic.

"Anyway," Nanomech spoke up. "So this field would make any of my aliens useless?"

"Pretty much," Zaaton noticed. "If their abilities are level three or above, they wouldn't be able to activate them. Although, the effect isn't instantaneous. You could probably use them for a minute or two before the field adjusts." Nanomech nodded, making sure to remember that.

He kept working and soon, he transformed again into U-Reek-Ah. The skunk alien continued to repair what he could, with the rest of Zaaton's crew stepping up to help.

Zaaton returned to the ship's interior, Twilight watching only to find him suddenly losing his balance for a moment. She rushed over to him, worried he might have been injured during the fight with Ryzar. "Are you okay?"

"I'm fine," he assured her. But he was clearly having trouble walking. "But could you help me to the cockpit. I need to...I need to get to the cockpit." She nodded and helped him walk through the small but impressive ship.

"Was this ship really designed to hold twenty people?"

"No. That ship broke down after three hundred years. We've replaced the ships we used whenever we had to. And every time we did, the size of the ship got smaller and smaller. Now that there's just the four of us, we don't need much space. Which meant the ship could be smaller and faster."

Twilight nodded, as they reached the cockpit and she helped him over to one of the consoles. He typed at it and soon, a small opening appeared and a vial of yellow green liquid was lifted out.

Zaaton grabbed the vial along with some kind of injection gun, the kanpeki slotting it in before placing it against his arm. "What is that?"

"The only thing keeping us alive," he explained before pulling the trigger. The liquid was quickly injected into his body and he sighed, as he glowed for a few moments.

Twilight watched in shock, as he stood tall and seemed perfectly fine. "What happened?" She asked, as he sighed and the glow began to fade.

"Our parents designed that serum for us. It keeps our bodies from falling apart, so we could continue our search for the World Seed. After our parents were forced to breed with other species to reproduce, they feared our DNA would become too diluted if we reproduced with another species. So they decided to alter our genetic makeup. Slowing our ageing process."

Twilight frowned. "Something like that must have some serious side-effects. Your bodies are unstable, aren't they?"

He nodded. "My friends and I are all three hundred years old. We have to keep taking this serum every few hours, or risk total cellular decay." He moved over to his control console. "Let me tell you, it's not a fun process. And the older we get, the more often we need the injections. When we first started taking it, we only needed it every week or so. But it kept becoming more and more needed."

"I see," Twilight nodded. "That must be hard for you."

"It is," he nodded. "But it wont be for much longer. Once we've found the World Seed and restored Thouser, we'll be able to finally rest."

"What do you mean?" Twilight looked worried. "Are you gonna stop taking it, once you've restored your planet?"

"No," he shook his head, "not right away. But once Thouser has stabilised and I make sure it has proper leadership, my friends and I will eventually let ourselves succumb to our age." He sighed, sitting back in his chair. "I'm so tired. I can't wait to finally rest."

Twilight nodded, though she clearly didn't like the idea of letting someone day.

"However, I might not get to rest for a long time." Twilight tilted her head, as he pressed a button on his chair and created a holographic screen with a map of the country and several red dots. "My crew and I have been searching for the Seed for a long time. We've found several areas that have the seed's energy. But every time we've investigated them, we've found nothing."

"Nothing?" Twilight hummed, as she stared at the image. It was then that she noticed something. "Wait. All these red dots are forming a circle." Zaaton tilted his head and looked at the map, slowly realising that Twilight was right. It was forming a circle.

"How did we not notice that?" Zaaton zoomed in on the very middle of the circle, which was a large forest located somewhere in the middle of the country. "That's gotta be it." He laughed, "there's where it is!" He jumped up and wrapped Twilight up in a hug. "You did it. You've found where it is." He looked at the other spots. "The seed's roots must have grown into the Earth and are releasing its energy, preparing to unleash it and terraform the planet."

Twilight smiled, happy she was able to help.

An hour later, the ship was fully repaired and everyone was ready to head out.

Zaaton's crew had been excited by Twilight's discovery, the lot of them shocked they had missed such an obvious clue to its location. "Everything's done," Grey Matter announced as he closed the final section of the ship. "The only thing I couldn't fix was the cloaking device. Sorry, but you didn't have the components to repair it."

"That's fine," Mera told him. "It's not like we need it anymore. You guys know we're here and Ryzar can somehow detect us through the cloak, so there's no point in having it anymore."

"Okay," Shining told them, "let's get going. If Twilight's right, the World Seed will be in a forest a little over an hour away. Once we get there, we'll start searching for the World Seed and get it off planet before anything can happen."

They nodded, Zaaton and his crew heading into their ship whilst the others made their way to their jet.

As soon as they were on board, Zaaton started the ship up. As he did, his crew all grabbed a vial of the serum and used it on themselves. They all sighed, as they felt their bodies growing stronger once again.

Mera then turned to Zaaton, as the ship powered up. "Zaaton. What you told them. About the World Seed..."

Zaaton looked down in shame. "If I told them the truth, they wouldn't have helped us." The other two looked upset as well. "I'll admit, a part of me feels guilty for tricking them whilst they've done nothing but help us. But I can't afford to allow the World Seed to be destroyed."

"Why did the Seed have to land here?" Kiraki sighed. "All these planets in this solar system and the Seed lands on the one inhabited one."

"We can't do anything about that," Adoyk agreed. "The fate of this planet was decided the moment the seed landed here. At that moment, only one of the planets could live. Earth or Thouser. And honestly, it's clear which planet deserves to live more."

Zaaton nodded, as he pressed a button on his chair. Doing so caused the holo-screen to appear and reveal images of Earth. Some images showed soldiers running through a battlefield, shooting at one another and blasting one another with weapons of absolute destruction.

Another image showed a village in a third world country, with houses that looked like they could barely stay up and people with no clothes drinking dirty water. And another showed a large island made entirely out of plastic and other garbage, whilst another showed a lake that had been made completely toxic.

"This world is on the verge of being absolutely destroyed. I see no reason it should survive whilst Thouser remains nothing but a baron rock." Zaaton sighed. "I wish it didn't have to come to this, but we have no choice. Thouser will be restored and Earth will be sacrificed in its place."

As the two ships took to the air, they flew in the direction of the World Seed.

Up above, high in the upper atmosphere, the shark ship was watching the two fly away. And inside, Ryzar was watching the signals as they moved further and further away. "You're not getting away." He began to chase after them, his gaze squarely focused on collecting his bounty.

No matter what it took, he would have the kanpeki and claim the reward.

Author's Note

Well, we finally get to find out what Zaaton and his crew were after. Attempting to revive their own world, but it seems there will be a price. How will things turn out? Only time will tell.

Season 1, Episode 18: Thouser's Revival
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The Ultimatrix Hero

Season 1, Episode 18: Thouser's Revival

Two ships raced through the sky, heading towards the location where Thouser's World Seed was located.

That location was a large forest, which the two ships were currently flying over. It wouldn't be long before they found the spot where the World Seed laid. And when they did, the kanpeki could take it to another planet and terraform it into their home world.

Aboard the Plumber Jet, everyone watched as Zaaton's ship made its way through the air.

"How's it looking?" Twilight asked Shining, who was constantly scanning the ship for any problems. "I know Flash was able to fix it, but that kind of damage can't be perfectly fixed without the right parts."

"Yeah," Flash nodded. "I remember Grey Matter thinking that it was gonna have to be a patch job. It should get them there, though they might need some repairs once they find the Seed. No way are they getting off planet with that ship like that."

Shining completed the scan and nodded. "The ship's holding together. So long as nothing unexpected happens, it'll stay in one piece until we can get it somewhere to properly fix it up." As soon as he said that, a laser came sailing down from above and struck the ship. "WHAT THE!?" The others got up and ran to the window, looking up and seeing something flying down.

"Is that who I think it is?" Rainbow asked, the others frowning as they realised it was the bounty hunter from before.

On the kanpeki's ship, the four yelled as another laser hit their ship and caused serious damage.

"We're losing power!" Mera cried, as part of her console exploded. "We're not gonna be able to stay airborne much longer." Zaaton growled, as a screen showed the ship currently trying to attack them.

"Why can't you just leave us alone?" Another laser hit the ship and alarms were blaring all over the place.

"We need to bail out!" Adoyk yelled. "If we don't, we'll all be burned to a crisp!" The others agreed, but didn't know how to escape without getting blown to pieces.

Suddenly, a call came through their system. "You guys okay?" Shining asked, as the ship was struck again. "Listen. Your ship's done for. We have to get you guys out of there."

"How?" Kiraki asked, as Zaaton swung to the side to dodge another laser.

Over at the Plumber Ship, the hole in the bottom opened up before expelling a certain alien hero.

Flash fell a good few feet before activating the Ultimatrix. "It's hero time!" He slammed it down and in a bright green flash, he transformed. "Gryforce!" The humanoid griffon flew at high speed towards the kanpeki ship, as the ramp opened up to show three of them standing there.

As Gryforce grabbed Kiraki, Shining started firing his ship's weapons at Ryzar's ship.

Onboard, the bounty hunter noticed the attacks and frowned before moving his ship out of the way. This forced him to stop firing, allowing Gryforce to carry the kanpeki to the Plumber Jet. "Annoying twerps. Stay out of my way!" He fired at the kanpeki ship again, hitting it and doing more damage.

Smoke was starting to come out of an engine, as Gryforce returned to it and grabbed both Mera and Adoyk. "You can't carry us both!" Mera told him, as the alien flew back to the Plumber ship.

"Watch me!" He groaned, though he was having trouble with the weight.

This made dodging the lasers that were aimed at him, rather difficult. But he managed to avoid them and reach the jet, dropping the pair onto the roof as it opened up to let them in.

He then headed back towards the kanpeki ship once more, but Zaaton wasn't at the exit.

He flew inside, heading for the bridge and finding the alien doing something. "Hey. We've gotta go!" Zaaton nodded, as he removed something from the computer.

"I just need to program this to track the World Seed. If I don't, we'll never find it." He quickly connected it to the computer, as part of the ship suddenly exploded and the whole thing fell towards the ground. Gryforce held on to Zaaton's chair, as they waited for the data to be uploaded. But with each passing second, more and more of the ship exploded.

"Zaaton!"

"Almost...GOT IT!" He disconnected the device, but an explosion occurred on the bridge and flew towards them.

Before it could hit them, Gryforce slammed the Ultimatrix and transformed into Bloxx. The alien gorilla leapt at Zaaton and formed a sphere around him, as the explosion flew over him. And that explosion filled the entire ship, ripping it apart.

On the Plumber Jet, everyone saw the explosion and gasped.

"ZAATON!" His friends cried, whilst Flash's watched with baited breath. They knew better than to assume Flash wasn't okay, as the smoke cloud filled the air. And then, Shining picked something up on his scanner.

"The Ultimatrix is still active. Flash is alright!" The others sighed, as something fell out of the smoke. A red, blue and yellow sphere of blocks, that flew down towards the forest. "I'm also picking up another life sign. Zaaton's safe."

His friends sighed as well, as they watched the sphere fall into the forest.

Ryzar didn't seem to notice this, instead turning his attention on them. "We've gotta get him away from Flash and Zaaton." Shining flew away and the ship followed. "If we keep him distracted, Flash and Zaaton can find the World Seed without interruption." The others nodded, as they held on tight.

They flew off in another direction, Ryzar's shark ship following behind and continuing to fire at them.

Down in the forest, a river was running through the woodlands.

It was rather deep and wide, running through it at quite a speed whilst the trees around it kept it hidden from sight. The raging torrent was like nothing anyone could imagine. And suddenly, that river exploded as a long red, blue and yellow arm flew out and grabbed a nearby tree.

Pulling hard, the arm retracted and Bloxx flew out of the water.

He had his other arm wrapped around Zaaton, the pair soon out of the water and swinging around to land on the ground. The two then laid there, panting as Bloxx hit the Ultimatrix and transformed back. Flash sighed, feeling the water soak his clothes whilst Zaaton sat up.

"Of all the places to land, it had to be in a raging river."

Flash sat up as well. "I'd rather it be a river than the ground. At least it wasn't solid." He looked down at the device Zaaton had retrieved. "Is that thing okay?" Zaaton checked it and nodded.

"Yeah. Luckily, it's waterproof." It started beeping until it eventually showed an arrow on the screen and pointed in a direction. "That way." He got up and headed in that direction, Flash getting up to follow.

They made their way through the forest, which was difficult due to how uneven the ground was. Roots and rocks stuck out of the floor, forcing them to watch where they stepped. All the while, Zaaton kept following the device and prayed the World Seed was close.

But as they marched through the woods, Flash suddenly heard a sound. "What's that?"

Zaaton stopped, "what?" Flash pointed to his ear and the pair listened, Zaaton wondering what he was talking about until he heard a buzzing sound. "A bee?"

Flash frowned, having never heard a bee like that. They kept listening and realised the buzzing sound was getting louder, which meant it was getting closer.

Flash activated the Ultimatrix and prepared to transform, as they stood back to back in order to not be taken by surprise. And eventually, Zaaton spotted something moving towards them. "THERE!" Flash spun around and was shocked by what he saw.

It was a creature the likes of which he had never seen before. It had a large round body the size of a soccer ball, with a pair of large wings on its back. It had a mouth in the centre with six eyes surrounding it in a circle. Four football-shaped limbs came off the side, connected to the body by a single round tube-like ligament. And sticking out the end of each limb was a curved claw-like weapon made of some kind of bone.

The creature flew towards them and let out a horrible hiss, as its claws flew inwards and connected at the tips before opening up again. It then tried to grab Flash in its claws and Flash quickly leapt out of the way, barely avoiding it as Zaaton did the same.

"What is this thing?"

"I...I think I've seen it before." Zaaton tried to think and finally remembered. "That's right. I saw it in our ship's archives. It's a creature from Thouser. But it's different."

"Different how?" Flash slammed the dial down and transformed into Diamutt.

"It shouldn't have wings. The ones on Thouser had snake-like bodies and that was just the head. And they were supposed to be very docile. The claws were just for self-defence. But its natural predator died out centuries before Thouser was destroyed, so it never attacked anything so long as it wasn't threatened."

"Okay," Diamutt frowned. "So what's it doing here? And why is it different?" He thought for a moment and realised what was in the forest. "The World Seed. It's energy must be leaking out and affecting the wildlife."

Zaaton nodded, as the creature attacked. "I bet a bug stumbled upon it and was mutated into this." He drew his knife and managed to block its attack, as Diamutt charged in.

His claws and arms were quickly surrounded by crystal, which he swung at the creature and cut right through it. This sliced off one of its limbs and blades, making it hiss in pain and allowing Zaaton to push it back.

He then jumped beneath it and stabbed his blade up into it, the creature screaming as it died instantly. Diamutt sighed in relief, as Zaaton threw the beast off his knife and cleaned it. "So if the wildlife is being turned into Thouser hybrids, I'm guessing that means we're on the right track."

"Looks like it," Zaaton agreed as he held up the scanner. And as he did, it beeped whenever he pointed it in the direction the creature had just come from. And that part of the forest looked a lot denser than the rest of it. "Let's go." Diamutt nodded and they started marching, Diamutt using his claws to help him swung from tree to tree and cut through the deep foliage.

Zaaton also cut his way through the trees, whilst they also kept their eyes and ears open for any other little surprises.

Diamutt sniffed the air and when he did, he growled. "There's more creatures up ahead. And I think they're mutated, like that other one." Zaaton nodded, but he couldn't let himself get scared.

"I've faced danger in my quest before. I won't allow myself to be stopped now. If anything tries to get in my way, I'll destroy them before they have a chance." Diamutt seemed a little disturbed by this sudden statement, but understood how he must be feeling.

Twilight had mentioned how old they really were. Anyone would be anxious to finish a mission after spending so many centuries trying to accomplish it.

And so the pair prepared themselves for the battles that awaited them. No matter what, they would fight their way to the World Seed and uncover it.

Back at the jet, the vehicle continued to fly around avoiding Ryzar's attacks.

Shining did his best to avoid the attacks but it was proving more difficult than he had originally expected. Ryzar was a pretty good pilot and whenever Shining thought he had escaped the bounty hunter's grasp, he managed to get them back in his sights and fired again.

The jet rocked every time they were struck, the shields only down to twelve percent.

"We're not gonna be able to hold out much longer," Shining stated. "If we don't find a way to stop him, this ship's gonna go the same way yours did." The others began to panic, as Shining did a barrel roll to avoid another missile. The following explosion almost sent them out of control, Shining being able to just pull them up before they hit the trees.

Suddenly, a bunch of lasers slammed into them and the shields went down to five percent.

"Rarity!" Sunset cried, "can you try and protect us?" Rarity nodded, but every time she tried to put a shield wall up the jet flew away from them.

"I'm sorry. I can't put shield completely around something this big."

"Can't we fire back?" Rainbow asked, with Shining shaking his head.

"Frontward lasers only. No way to fire backwards." The others hated that and soon enough, another laser took their shield down for good and the next one hit one of the engines. "We're going down!" Everyone held on tight, as the jet fell towards the trees.

Shining did his best to slow them down, using the retro thrusters to drop them down to just below thirty miles an hour. But the impact was still intense.

Everyone cried out, as the ship slammed into the trees and had the branches scraping along the grass and metal. The ship was uprooting a bunch of trees and Fluttershy screamed about the animals that might be living in them. But eventually, the tree slid to a stop and everyone remained braced as if expecting a secondary impact.

Shining moaned as he held his head. "Everyone okay?" Nobody stated they were injured, though several seemed to be having minor panic attacks.

Shining quickly unbuckled himself and got out of his seat, moving back towards them and seeing them all gripping their chairs. Kiraki had even turned into some kind of octopus alien, who had wrapped his arms around his chair.

"That wasn't fun," Mera stated. And it was about to get less fun, as the ship suddenly shook again and everyone cried out.

Part of the damaged wing exploded, as lasers continued to rain down. "We can't stay here!" Shining announced, everyone unbuckling themselves as another laser hit part of the hull. Shining quickly ran to the doors and threw them open, using his Multi-Striker to create a shield that blocked the incoming lasers.

He leapt out as the others followed, staying behind his shield as they ran along the wing and leapt down. Rarity and Trixie began to help with the shielding and when everyone was safe, Shining jumped down and they all began to run away from the ship to get into the forest.

They managed to hide, only for a large explosion to suddenly occur behind them and cause the lot of them to almost fall over. But they managed to keep themselves running and moved deeper into the forest.

Up above, Ryzar was following their heat signatures and chuckled. "You think you can escape?" He accelerated ahead of them before spinning the ship around. "Think again!" He hit a few buttons and soon enough, a bunch of clay balls descended from out of the ship.

The fell towards the forest and as soon as they hit the trees, they exploded and the pieces rained down over the woods.

Whenever they hit the ground or the side of a tree, they started to form and the clops soon filled the forest. "TAKE THEM DOWN!"

The humans and kanpeki all raced through the woods, but eventually found the clops blocking their path. The golem-like creatures charged, their arms turning into blades and other weapons to attack with.

"Move!" Rainbow told Sunset and Fluttershy, who rushed to a safe spot whilst the others fought back.

Shining and Adoyk started blasting them, whilst the Rainbooms took their pony forms and started fighting back. Rainbow sped around and slammed her legs through the creatures, destroying them whilst Pinkie threw several cupcakes at them.

Twilight used her magic to grab the clops and keep them in place, allowing the cupcakes to hit them and explode. Rarity then used her gems to slice through the creatures, whilst Applejack ripped a large branch off a tree and used it as a club.

Mera began to fight with her hands and feet on fire, whilst Kiraki had turned into a large snake and slithered along the ground. Whenever he reached a clop, he coiled his body around it before squeezing it into exploding.

Trixie had transformed into her Rapid Turtle form and was using her shield like a frisbee to destroy as many as she could. But despite how many they managed to destroy, more and more literally came out of the woodwork. The battle would last a good while and by the time Ryzar ran out of clops, they would likely be too exhausted to fight against him.

Back with Flash and Zaaton, the pair were up against another strange creature.

This one appeared almost worm-like. Its body was made up of sections that were made up of a strange substance that was similar to a beetle's carapace, being purple in colour. The head was round with a section cut off where the neck was, connecting it to the next section that was a tube-like structure with blades on the top and bottom. There were eight more of these sections after the first one, ending in a tail that was a cone-shape with four blades on the end.

The creature's head had a line of eyes, starting from the centre and moving upwards until they reached the back of its head. Two long tentacle-like limbs stuck out either side of its head, the four all ending with snapping jaws.

The creature charged forward and Diamutt leapt into the air, barely avoiding the attack as a tentacle flew up to try and grab him. But Diamutt was able to cut its mouth off, causing the other three mouths to scream in pain and he grabbed onto another.

Zaaton then ran forward and before the creature could recover, he leapt up before stabbing his knife right into its eye. This caused even more pain for the beast, as Zaaton leapt away and left the knife in place.

Diamutt swung from one tentacle to another and leapt straight up before diving down, hitting the Ultimatrix as he did. The green light that followed blinded the other eyes of the creature, as a new alien flew out to attack. "DIAMONDHEAD!" The crystal alien flew down and transformed his fist into a hammer, which he slammed into the knife.

This impact sent the weapon flying through the creature's head and out the bottom of it, having completely destroyed its brain.

Zaaton rushed underneath and grabbed his weapon, getting away seconds before the worm hit the ground and died. Diamondhead landed on the body and the two panted, looking around and seeing the other worms they had fought whilst travelling there.

Diamondhead quickly changed back, hoping the Ultimatrix would recharge faster if not fully depleted.

The pair kept making their way towards the signal and as they did, they spotted something above the trees. A mountain. One that was only a mile or so high, but still large all things considered. And if they kept following the scanner, they would eventually reach it.

"You think the World Seed is under the mountain?" Flash asked, as they passed another thick piece of foliage.

"It's looking that way." They kept pushing on until they heard a buzzing sound and both got ready, the two leaping behind a tree and waiting for the creature to appear. And sure enough, another of the strange clawed creatures flew past. And before it could realise they were there, Zaaton threw his knife into its back and killed it.

The creature fell to the ground and once the dagger was reclaimed, they headed in the direction it came. "Is it just me, or do these creatures keep coming from the same direction?"

Zaaton turned to him. "What do you mean?"

"It's just that they don't seem to be appearing at random. It's always from the same direction. And someone must have come to this forest before, so how come there haven't been any stories or rumours about bizarre creatures?"

"Huh," Zaaton thought about it, "you're right. It's obvious the World Seed created them. But maybe it wasn't by accident."

"You think it made them to act as some kind of defence?" Zaaton shrugged, unable to answer that without any proof. But it would appear that way.

Eventually, they arrived at the base of the mountain and found the scanner was sending them towards it. And as they made their way around the mountain, the direction the scanner was pointing changed to always point at the mountain. "This is definitely the spot."

"So we've gotta find a way in," Flash frowned as he looked down at the Ultimatrix. "Maybe I can use Armodrillo."

"I don't know what that is, but it might not be necessary." Flash followed Zaaton's gaze and they soon spotted a hole in the side of the cliff, which seemed to lead into the mountain. The pair smirked and headed for it, only to find a new creature shooting out of the cave and flying above it.

They stopped and were surprised to see some kind of chimera-like creature staring down at them. The best way to describe it was to imagine a stingray, with a body like a giant snake. Bat wings were sticking out of the side and on the end of the tail, three claws snapped together ready to grab anything that got too close.

"H'oh boy," Flash gulped as the creature opened its mouth and spat a green liquid towards them.

They both leapt to the side as the liquid hit a tree, causing it to hiss as it began to melt. "Acid?" Zaaton cried. "I don't remember a Thouser creature that could spit acid."

"Maybe the archive was incomplete," Flash activated the Ultimatrix. "Or someone deleted it for some reason. Either way, doesn't matter." He slammed the dial down and transformed, "LANTOOL!" The energy being flew up and as the creature spat more acid, he created a shield of energy that blocked it.

Zaaton ran for the cave, as Lantool created a hammer with his other arm and swung it around.

It slammed into the creature and smashed it into the side of the mountain, making his way into the cave. And as he did, he saw it was a long tunnel that led downwards. And within it were a bunch more of those creatures, which started flying towards him with a hiss.

Zaaton quickly snapped his fingers and created a field around him, the beasts flying into it before spitting acid at him. But he was able to avoid it all as Lantool flew in and attacked with energy blades.

Zaaton also managed to get a few hits in, with his field eventually cancelling out the abilities of the creatures and Lantool. But unlike the creatures, Lantool wasn't stuck in a single shape and he quickly hit the Ultimatrix. "Yak-Smasher!" The giant minotaur almost filled up the whole tunnel and with his hair protecting him from the blades, he was able to grab and crush the beasts without issue.

The pair nodded to one another, as they charged down the long winding tunnel. They didn't know how deep it went, but they knew they were close. The World Seed was almost in their gasp.

Back with the others, they continued to fight against the clops to the best of their abilities.

Shining continued to blast them, whilst Trixie and Rainbow moved at super speed in order to take them out. Fluttershy and Sunset were still keeping themselves hidden, whilst the other girls fought with everything they had. But the clops' ability to reshape their arms was proving difficult.

Several launched arrows from their crossbow arms, Rarity using her shields to block most of them, whilst others spun around to morph into tornadoes that had razor sharp blades on the ends of their arms.

Twilight was quick to catch these ones and stop them from moving, allowing Pinkie to throw cupcakes at them whilst Applejack whacked them with her branch club.

The kanpeki were also fighting with everything they had, Mera unleashing blazing kicks and punches one after another. Adoyk focused on blasting the ones that could fire from a distance at bay, whilst Kiraki kept shape shifting in order to keep the clops on their toes.

But as Kiraki destroyed another clop, they heard an engine and looked up to see Ryzar flying down on his bike.

The bounty hunter started shooting at them, as he descended from the sky and forced them all away from the others. "Now I've got you." He landed, jumping off his bike as he charged at them. "I might not be able to get all four of you, but I'm sure three will still fetch a high price."

"You're not taking us anywhere!" Mera charged and threw a flaming fist towards him, but Ryzar was able to block using his gauntlet before kicking her back. At the same time, blades extended out of his arms and he used them to block Adoyk's laser fire.

As this was happening, Kiraki transformed into an Arburian Pelarota. He ran forward and curled up, racing towards Ryzar who fired some kind of missile at him. And as soon as it hit him, it fired a pair of cables that struck two trees and stretched.

The cables eventually snapped back and Kiraki was sent flying backwards, as Mera attacked again. She swung her legs around and tried to burn him up, but Ryzar dodged and grabbed her leg where it wasn't burning. And before she could ignite it, he spun around and threw her towards Adoyk.

"Gyah!" The pair slammed into each other and Ryzar quickly fired something from his gauntlet, this being another missile that exploded above the pair.

The two soon found themselves being surrounded by some kind of energy net, which coiled around the and connected at the ground before shrinking down. Soon, the pair were pinned to one another and unable to move.

Ryzar smiled, only for Kiraki to attack as he transformed into a vulpimancer. He charged and tried to claw at him, but Ryzar dodged before slamming a finger into a spot in his back. This made him roar in pain before he crumbled to the ground, Ryzar quickly firing another missile that created a net.

Kiraki groaned as he turned back to normal, then tried to transform again only to find the net was keeping him from changing sizes. He was stuck as he was and unable to do anything.

Ryzar chuckled and began to head towards his bike, planning to carry them up to his ship.

However, before he could do that, he heard a laser charging and spun around to see Shining pointing his weapon at him. And as the Plumber fired, Ryzar leapt back just in time.

Most of his clops were gone and the girls were finishing off the last of them, whilst Shining and Trixie rushed in to save their new friends. And as Ryzar landed, Trixie activated her Rapid Turtle's power and began to run towards him.

He tried to counter, but she was too fast. In the blink of an eye, she was right in front of him and slammed her shield into him. "GYAH!" He was thrown backwards, crashing into the ground and rolling to a stop. As he did, Shining moved over to the kanpeki.

"Hold still!" He used his laser to fire at a section of the nets that didn't have them in it, hitting it and burning a hole right through it.

Kiraki managed to change into a snake and escape, whilst Mera punched through the hole and ripped the whole thing open. "No!" Ryzar cried, as he got up and ran in to try and recapture them. But Shining fired at him and he was forced to evade.

As he did, Trixie rushed over to him and dealt several more punches. She then grabbed him by his armor's front and started spinning on the spot before letting him go.

Ryzar screamed as he was thrown toward the Rainbooms, who had finally dispatched the last of the clops, the girls seeing him coming and all jumping to the side as he flew by them. He then crashed into a nearby tree, shaking the leaves off it as he fell to the ground.

The girls quickly ran to the others, the kanpeki brushing themselves off after their close call. "You alright?" Twilight asked, as they nodded. "So what do we do now?"

"I say we take control of his ship," Rainbow stated. "We need some way to get out of this forest. And this guy's obviously gonna go to jail, so he won't be needing it." The others agreed, as Shining turned to Ryzar whilst planning to take out a capture cube.

But before he could, Ryzar picked himself up and glared at them. "Why? Why are you helping these guys?"

"It's the right thing to do," Shining stated. "I don't care how much you're being paid to take them, you're not having them. We're going to help them restore their home and you can't stop us."

"Restore their home?" Ryzar asked, only to apparently put the pieces together. "No way. You...they have a World Seed here?" Everyone was surprised to hear this, not having expected Ryzar to know what that was. "You idiots! Don't you realise what that means?"

"That their world will be reborn," Rarity stated.

"Exactly," Ryzar stated. "Which means your world is going to be destroyed." Now everyone was really confused, Pinkie speaking up.

"They're not gonna turn Earth into Thouser. They're gonna un-root the seed and take it to another planet." Ryzar heard this and could barely believe what he was listening to.

"You idiots have been scammed." He pointed at them. "If the World Seed has taken root, those guys are either here to restore their world or un-root it. They can't do both."

"What?" Shining was starting to put the pieces together and it worried him.

"Listen. When a World Seed takes root, that's it. It either terraforms the place it's rooted to, or it's un-rooted and dies in a matter of minutes. It can't be removed and planted somewhere else." He pointed at the kanpeki, "they forget to mention that, didn't they? That the only world that can become Thouser now, is this one."

Everyone turned to the aliens, who had been oddly quiet since Ryzar started talking. They hadn't said anything to deny his statements. "That's not true, right?" Twilight's question was more of a plea than anything. "He's lying, right?"

"Of course he's lying," Mera told them. "He's trying to turn you against us. Probably thinks that if you guys believe him, you'll help him capture us. Trust me, he's lying."

"Yeah," Kiraki nodded. "We'd never destroy a planet to save our own. That'd soil what makes Thouser so great." The others nodded, but the humans didn't seem convinced.

Sunset decided there was only one way to know for sure and stepped over to them, placing her hand on Kiraki's arm. And as she did, her eyes widened as she saw into the alien's memories.

In the blink of an eye, she was suddenly in their ship and Zaaton spoke. "If I told them the truth, they wouldn't have helped us." Sunset frowned, not liking the sound of that. "I'll admit, a part of me feels guilty for tricking them whilst they've done nothing but help us. But I can't afford to allow the World Seed to be destroyed."

"Why did the Seed have to land here?" She heard Kiraki sigh. "All these planets in this solar system and the Seed lands on the one inhabited one."

"We can't do anything about that," Adoyk stated. "The fate of this planet was decided the moment the seed landed here. At that moment, only one of the planets could live. Earth or Thouser. And honestly, it's clear which planet deserves to live more."

With that, Sunset's vision came to an end and she gasped. "Ryzar's telling the truth!"

Everyone was horrified, with Shining's expression turning to one of anger. "You tricked us! We were willing to help you and all this time, you were planning to betray us and destroy our planet!?"

"I'm sorry," Mera told him. "But we had no choice. Our world must be revived. Even if that means destroying this one." Everyone glared at them, as Mera looked hopeful. "It's not too late. Call your base and tell them to evacuate the planet. Your world will be gone, but your race will survive. I'm sure Thouser will welcome you once it's been reborn."

"Are you nuts!?" Ryzar stated. "If what I've heard about the World Seed is true, it'll revive every living thing on your planet that died when it was destroyed. How many was that? A few billion?" The kanpeki didn't deny it. "You really think your planet can hold your entire race, plus the seven or eight billion people that are on this planet right now?"

"That'd be impossible," Twilight sighed. "There wouldn't be any room for anyone. Food would be scarce and everyone would be forced to eventually leave the planet anyway."

"Yes," Adoyk told Mera. "If we revive Thouser and let the human race survive, they'll start a war to reclaim what they believe to be their world. It'll ruin the world we're trying to revive."

Mera looked heartbroken, but nodded. "Then we have no choice. It's either Thouser or Earth." They all turned to the humans and Ryzar, Shining and Trixie stepping forward to battle.

Adoyk and Mera nodded, Adoyk fiddling with his blaster arm before firing. But it didn't shoot a laser.

Instead, some kind of oil flew out of it and started spilling across the ground, everyone moving back as it formed a small lake between them and the kanpeki. And before they could do anything, Mera ignited her hands and placed them on the oil.

Within seconds, the lake was set ablaze and a massive wall of fire flew into the air.

The surrounding trees were quickly ignited as well, forcing Ryzar and the humans back. "No!" The bounty hunter yelled, as Trixie switched to her Sky Butterfly form and tried to fly over it with Rainbow and Twilight.

But a bunch of lasers flew up and almost hit them, forcing them back as the kanpeki began to flee.

Shining quickly transformed his Multi-Striker into a combi-cannon, using it to mix several chemicals together before firing a blast of foam onto the trees. At the same time, Rarity used her magic to create a dome of gems that quickly surrounded the flaming lake.

She placed it on the ground and as the trees were put out, the flames slowly died down as the oxygen was burned away.

But as this was happening, they heard an engine and looked past the gem dome. And to their shock, the kanpeki were flying away on Ryzar's bike. "HEY!" He yelled, pulling out his blaster and firing at them.

Adoyk and Mera were on the bike and managed to avoid the lasers, whilst Kiraki was a bird and flew ahead of them. They soon reached the shark ship up above and disappeared into the mouth, with Shining turning to Ryzar.

"Do you have some way to remote pilot that thing?"

"No. I can fire a few weapons and send out the clops, but-" The ship powered up and began to fly away, as the fires were put out. "NO!"

"What do we do?" Pinkie asked, as Rarity dropped the shield and Shining sprayed the oil with dissolving foam.

"We need to stop them," he stated. "And more importantly. We need to contact Flash and tell him what Zaaton plans to do." He frowned. "If they get to the World Seed Zaaton won't hesitate to activate it."

Ryzar nodded. "And when he does, there'll be no stopping it. The terraforming process can't be halted or reversed. If he gets to that seed, your world will be over and everyone on it that isn't kanpeki will be turned into materials to rebuild the world with." This terrified everyone, as they started heading in the direction the ship had gone.

As they did, Shining took out his badge and tried to get in contact with Flash. But something was blocking the signal from getting through to Flash. "Come on!" He tapped the device, trying to break through whatever was keeping them from communicating. "If we don't get in contact soon, it'll be too late."

Back in the cave, Flash and Zaaton were making their way lower into the cave.

Flash was currently timed out, praying he wouldn't need an alien for the next few minutes. And as they followed the curving tunnel, they found themselves coming to an exit into a larger cavern. The pair shared a hopeful look and ran towards it, entering the large chamber and finding a bunch of roots covering the ground. And when they looked towards the source of the roots, which all led to the back of the chamber, they saw it.

It was a large black rock, the size and shape of a football. The roots were sticking out of the bottom and running along the ground before digging into it, likely sending the seed's energy to the other parts of the country. It had not been seen by any living creature for thousands of years.

"This is it," Zaaton stated. "The World Seed." He took a few steps forward. "I can't believe it. After all this kind. So many generations. All the challenges up until now. We've finally found it." He seemed to be having trouble breathing. "Is this real? I've dreamed of this moment so many times. I'm scared I'll wake up and have no idea where it is."

Flash smiled, turning to the alien and patting him on the shoulder. "It's real. You and your crew did it."

Zaaton nodded, as he turned back to him. "Thank you, Flash. You have no idea what this means for us. I swear to you, your name will live on in Thouser's history until the end of time." Flash nodded, as Zaaton began to walk towards the seed. Flash couldn't help but feel proud, excited to see what Thouser looked like when it was restored.

But as Zaaton got closer, Flash's Ultimatrix suddenly started beeping to show he was getting a call.

"FLASH!" Shining's voice cried, surprising Flash at how worried he sounded. "Have you found the World Seed yet?"

"Yeah. Zaaton's just about to harvested it."

"He's not. He's going to activate it. He's been lying to us. The Seed will die if its roots are cut. Now that it's taken root, the only planet it can terraform is Earth." Flash's eyes widened. "You have to stop him!"

Flash turned to Zaaton, who had stopped moving and now stood in the centre of the chamber. "It's wrong, right? You're not gonna activate it here." Zaaton said nothing, "tell me!" Zaaton remained quiet. "ZAATON!"

"I'm sorry," Zaaton finally announced. "I hated lying to you, but you never would have helped me if you knew the truth." Flash could hardly believe what he was hearing. "I know this must be hard, but it's for the best. Your planet's sacrifice will allow Thouser to be reborn. It needs to be done."

Flash stood there, anger beginning to flow through his body. "You lied to me. I trusted you and you lied to me." Flash broke out running, "I WON'T LET YOU DESTROY MY WORLD!"

Zaaton spun around and drew his knife, trying to cut Flash down.

But the teen had seen this coming and leapt under the knife sliding past Zaaton and getting between him and the World Seed. Flash checked the Ultimatrix, but it was still in the red. And as Zaaton turned to him, he raised his knife. "Move." Flash shook his head, "then you leave me no choice." He charged and Flash ran forward, Zaaton stabbing at him only for Flash to dodge it. "You can't win!"

"Why not? Your powers only work on level three abilities. I don't have any, so you've basically got no powers like me." The two started fighting, Zaaton slashing at him with Flash dodging and blocking the knife every time. Flash then dealt a kick to Zaaton's side and made him flinch, as the teen tried to pry the knife out of his hand.

But Zaaton recovered and the two fought again, Zaaton punching Flash in the face and knocking him back.

He then turned to the Seed and tried to grab it, but Flash got up and ran over to him. He grabbed him in a full Nelson and dragged him back, holding his wrist to keep him from attacking with his knife. "Why? Why do this!?"

"I don't have a choice," Zaaton stated. "The World Seed can't be removed once it takes root. It's just bad luck that it landed on your planet."

"That doesn't give you the right to destroy our world."

"One planet has to be sacrificed," Zaaton managed to throw Flash off of him and send him flying through the chamber. "For one to live, the other must be lost forever. And I'm sorry, but your planet doesn't deserve to survive as much as mine does."

Flash groaned, as he picked himself up and turned to Zaaton. "You're insane. What are you talking about?"

"Look at the state of this planet. Pollution, strangling it. Countries divided by arbitrary borders. Leaders that only care about themselves. This planet is nothing compared to the paradise Thouser was."

"And you think that gives you the right to destroy us? How do you even know Thouser's as good as you say it is?" Zaaton tilted his head, "what if all that was just a lie your parents told you? To give you a reason to keep searching. You don't know what Thouser was really like. It could have been just as bad as this world."

"Shut up," Zaaton told him. "Thouser was a utopia. And it will live again."

"Not if it means killing this planet and everyone on it." Flash charged at the seed, clearly planning to rip it out of the ground.

"NO!" Zaaton charged and the two met before either could touch the seed, the pair once again fighting with the dagger being fought over. But eventually, one of them managed to get past the other's defences and stab the dagger into their opponent's side.

"GYAH!" Flash screamed, as the blade dug in deeply. He staggered back and Zaaton used this to spin around and slam his foot into Flash's chest, using all his strength to knock the teen flying backwards. Flash let out another scream and was sent halfway across the chamber, hitting the ground and rolling until he reached the other side and slammed into the wall.

He flinched and hit the ground, as blood began to pour out of the wound in his side.

He tried to get up, clutching his side as he did, but his legs suddenly died and he was unable to stand. "No," he groaned out. All he could do was lay there, as Zaaton put his knife away and moved over to the World Seed.

"With this, Thouser is reborn." He touched the seed and Flash prayed that it wouldn't work. That the millennia it had remained hidden had made it lose its power. But as soon as Zaaton touched it, the rock began to crack and light flew out of that crack.

More cracks then followed, until the entire seed exploded and unleashed a strange black sludge.

That sludge flooded the room and began to spread across the walls and floor. It ignored Zaaton but when it reached Flash, the teen found himself suddenly being covered by it. "NO!" He yelled, trying to fight against it. But the sludge was too fast and strong, Flash reaching for the Ultimatrix in a last ditch effort to save himself. "Come on!" But soon, the slime completely encased him in a human-shaped cocoon.

Zaaton sighed, as he stared at Flash's remains. He then watched the slime beginning to cover the rest of the cavern and move up the tunnel leading out of the cave.

Outside, the kanpeki were flying over the forest and had finally reached the mountain where the World Seed was located.

As Mera kept flying, Kiraki and Adoyk searched for any signs of their friend. Then, Adoyk saw something. "LOOK!" They all looked down and saw a cave, which suddenly began to spill out black sludge. They were amazed by the sight of it and watched, as the entire mountain was suddenly covered by the black sludge. And as the sludge spread out, it began to surround the trees and anything else that was part of the planet.

"He did it," Mera gasped. "It's happening. The great terraform has begun."

"Awesome," Kiraki cheered. "that means Thouser is going to be reborn."

"Yes," Adoyk nodded. "But it also means that this planet and everything that evolved on it, will be lost." The other two frowned, feeling sorry for the citizens of the planet. They knew this had to happen, but it still felt wrong somehow.

In the forest, Twilight and the others continued to run as fast as they could.

Shining had lost his signal to Flash's Ultimatrix, meaning he was unable to figure out if he had managed to stop Zaaton. "Come on." He tapped his badge, but it didn't go through. "FLASH!" The others were beginning to worry. But something soon happened that drew their attention.

A rumbling sound, along with the trees around them shaking slightly and dropping their leaves.

"What's that?" Applejack asked, the others wondering the same thing. And slowly, the rumbling and shaking grew stronger. Until eventually, Rainbow saw something that made her eyes go wide.

"What's that!?" The others looked around and were shocked to see a giant wave of black sludge moving towards.

"No," Ryzar yelled, "they've done it. The World Seed's been awakened!" Everyone else looked horrified, with Ryzar quickly turning to run in the opposite direction. The others did the same, with Rainbow picking up Fluttershy and trying to super speed away. But they quickly realised there was nowhere for them to go.

Eventually, Applejack was suddenly overtaken by the slime and swept into it. Rarity and Pinkie then followed, with Shining, Trixie and Twilight soon falling victim as well.

They all screamed, as they were pulled into the hundred mile an hour wave. One by one, they all disappeared into the terraforming sludge and were gone. Rainbow and Fluttershy were horrified, as they looked back to see everyone had disappeared. And as Ryzar was pulled into the wave, Rainbow flew straight up with Fluttershy summoning her own wings.

But before they could get too high, a tendril of sludge flew up and grabbed Fluttershy's leg.

She screamed as she was pulled down towards the sludge, Rainbow grabbing her hand and pulling. "Let her go!" She cried, but the slime wouldn't. And soon enough, more tendrils flew up and caught them. "WOW!" They were both pulled down and engulfed by the slime, as the birds and anything else that flew too low would soon be grabbed as well.

The slime kept spreading, moving faster and faster by the minute. It eventually reached the edge of the forest and kept going, soon arriving at a small town.

That small town was soon overrun by the slime, people getting into cars in an attempt to escape only finding themselves in metal coffins. In less than a minute, the entire town was lost to the sludge.

On and on it went. If someone was watching the planet from space, they would see a giant black dot covering a part of the United States. And it kept spreading, taking over towns and cities, washing over the entire country before anyone could scream or call someone for help.

In the Plumber Base, an alarm suddenly went off and Clawcer rushed to the monitoring room.

"What's happening?" He got his answer when an image appeared on screen, showing the giant black mass spreading over the country. "What is that?" None of the Plumbers had an answer and as it spread, Clawcer realised it would be in Canterlot any moment. "Prepare to roll out. We have to find a way to stop this before it takes over."

The Plumbers rushed into action. But many realised it was likely too late already.

All over the city, people were living their lives until the ground suddenly started rumbling.

And when they looked around, they heard screams and looked around to see a giant black tidal wave moving towards them. It quickly slammed into buildings, knocking several tall ones over and consuming the others and anything in them. And as the people tried to run, they were quickly overtaken.

This included Trail Blazer and Misty Vail, Flash's parents running as fast as they could only for Misty to trip. And by the time she got back to her feet, the sludge slammed into them both. The last thought they had was of their son, praying he was safe.

In another part of the city, Cadance was driving away with Flurry in her baby seat.

The sludge was catching up and as she drove into Cosmic Town, she saw many aliens attempting to get away as well. But many were overtaken and soon, her car was grabbed as well. "NO!" She tried to get Flurry out of her seat, but the slim wrapped around the vehicle and it was eventually pulled into the tidal wave as well. "SHINING!"

Another victim of the slim was Telsa, the alien and her friends attempting to warp away. But they couldn't outrun the tidal wave and when they realised that, Telsa held the younger members of her species tight and told them it would be alright. That someone would save them. And soon, they were captured as well.

Eventually, the entire city of Canterlot and Cosmic Town were captured and sealed within the black substance. And as soon as they were, the slime hardened into rock whilst also spreading out.

The sight of the USA from space was now entirely black. The whole country had been covered in it. And soon, it started spreading to Canada and Mexico, whilst also reaching the ocean.

When the slime fell into the water, it started covering the surface of it and slowly, the black slime began to spread across the rest of the world. In under an hour, the entire planet would be completely surrounded. Earth would soon be no more, replaced by the planet Thouser and its people. And when that happened, nothing could be done to undo it.

Author's Note

Well, I bet you weren't expecting that. Very Infinity Wars, huh?

So, is this the end of Flash and his world? You'll have to tune in again, same Omnitrix Time. Same Omnitrix Channel.

Season 1, Episode 19: Kanpeki Wrath
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The Ultimatrix Hero

Season 1, Episode 19: Kanpeki Wrath

Planet Earth was doomed.

The entire world was being consumed by the black slime, that would eventually completely encase it and remould the planet into a perfect copy of Thouser. In doing so, not a single living thing from the old planet would survive. The human race and a million other animals would be extinct, replaced by the formerly extinct species of Thouser.

Above the planet, Zaaton's crew stared down at the mass and could hardly believe it. "Our world is being reborn," Kiraki cheered.

"After so long," Mera smiled. "I'm sorry we had to sacrifice this planet for it, but it will be worth it." Adoyk nodded, as he kept the ship high above the planet. The last thing they needed was for the slime to try and grab them.

"I wish Zaaton could be here to see this." Kiraki turned to the others. "Do you think he's alright? What if the World Seed got him when it activated? He deserves to see new Thouser more than anyone else."

"I'm sure he's fine," Adoyk replied. "The World Seed should ignore anyone with Kanpeki DNA. He's probably watching the transformation from wherever he is as we speak."

Zaaton was not watching the transformation.

Instead, he was staring at the remains of Flash Sentry. The human-shaped statue, in a posture of terror and fighting, made this moment bittersweet. Had it not been for Flash and his friends, he never would have found the World Seed.

"I'm sorry," he told him. "But this is for the best. You may be gone, but your spirit will live on in the hearts and minds of every kanpeki given new life. I hope one day, you can find it in your heart to forgive me." He turned away from the statue and was about to make his way up the tunnel to the exit.

But then, something happened that Zaaton wasn't expecting.

The human-shaped statue that had once been Flash Sentry began to shake, catching Zaaton's attention. He turned to the hardened slime and his eyes went wide, unable to believe the possibility that he had survived. But then, the statue began to crack and from out of the gaps, a green light filled the air.

"What?" Zaaton stepped backwards, as more and more cracks appeared upon the statue. And eventually, the whole thing exploded and the light blinded Zaaton. "GYAH!" He staggered backwards, as the light grew brighter and brighter before retracting into one spot.

In that spot, floating above the area Flash had just been, a humanoid figure could be seen.

That figure was tall and lean, with well defined muscles. And as the light began to fade, Zaaton saw their body was almost completely black. The creature appeared to be made out of some kind of energy, looking like it was some kind of humanoid bubble filled with black energy and had a bunch of star-like white spots within it. It had no hair but on its head were three curved horns, whilst a pair of blue eyes could be seen on its mouthless, noseless, earless face.

The Ultimatrix could be seen in the centre of its chest and as it spoke, it did so in a voice that was a mix of three people. "ALIEN X!"

Zaaton couldn't believe what he was seeing, as the new alien just floated there not moving an inch. "Seconded," he spoke with the three voices, "Earth-saving motion carried!" With that, the alien raised its arm and drew a circle in the air.

Zaaton watched the figure spin that circle, causing it to move counter-clockwise. And in doing so, something happened.

Outside, Zaaton's crew continued to watch their world be reborn. But then, something happened that even they were not aware of.

Slowly, time seemed to slow and eventually stop completely. The aliens weren't aware of this, as they too had frozen. And then, time began to move in the opposite direction. The ship moved backwards and the aliens spoke in reverse. The clouds retreated and even the planet's rotation began to shift.

Time was reversing and it was doing so at an incredible speed. From space, it looked like the slime that had been surrounding Earth was beginning to shrink.

As the black slime retracted back, all the damage it had done to the world began to be undone. The trees and buildings that had been knocked down were restored to how they used to be. Animals, birds and fish that had tried and failed to escape were released and moving backwards like they were being rewound. And the humans and aliens on the planet that had tried to flee in fear were also saved.

In Canterlot, the people were restored to how they were before.

Cadance was driving her car backwards towards the retreating slime, Flash's parents ran in reverse with Misty getting down before somehow jumping back to her feet, and Telsa and her friends were soon released and stopped hugging one another.

With each passing second, the world was restored to its true self.

Eventually, only the forest was left covered in slime and that was soon undone as well. Rainbow and Fluttershy were the first to reappear, as black tendrils seemed to lift them into the air before releasing them. The others followed suit and soon everyone was revived, all of them running backwards as the slime retreated until it only covered the mountain.

Inside the mountain, Zaaton watched the new alien spinning the wheel again and again. And eventually, he slowed it down but kept it moving.

That was when he noticed the cave beginning to change, as the black slime retracted backwards and was sucked back into the World Seed. "Impossible," he stated, "THAT'S NOT POSSIBLE!" But the sight in front of him said otherwise, as the slime that covered the caves walls and floor returned to the Seed and was soon surrounded by the stone casing that covered it.

It was at this moment that the alien stopped spinning the wheel, causing time to stop completely. And when he released it, the wheel vanished and time began to flow.

Outside the mountain, Zaaton's crew were flying around whilst Flash's friends were running along the forest floor. Neither group seemed to realise they had just been rewound through time. Or that the world had just been saved.

Zaaton could only stare at the World Seed, which had been returned to the state it had been in before he activated it. And in that moment, he rushed forward to try and activate it again. But before he could touch it, the alien raised his hand and the stone completely vanished.

"WHAT!?" He spun around and saw the Word Seed was now in the alien's hands, the being squeezing it tightly. "NO!" But before he could do anything, the World Seed was completely shattered and the pieces fell to the ground.

Zaaton's legs went weak and he fell to the ground, watching as the pieces fell as well. "No."

The alien's body was then consumed with light and from out of it, Flash fell down and hit the ground. He grunted, rubbing his butt at the pain. Then, he looked around and realised where he was and looked confused. "What just happened? Wasn't I...about to die?" He remembered getting trapped in the black slime and being unable to free himself. Everything after that was a blur and Flash just remembered falling to the ground.

"MURDERER!" Before Flash could ask what was happening, Zaaton rushed towards him with his knife out.

Flash quickly leapt away and managed to avoid the attack, his hand moving to his side only to realise his wound from before was gone. His clothes weren't even ripped. And as he turned to the kanpeki, the alien turned to him and looked ready to kill...again.

"Zaaton. What happened?"

"You...you destroyed my world." Flash wondered what he meant by that, but then spotted a bunch of rocks where he had just been. Rocks that looked oddly like pieces of the World Seed. "Thouser. My home. My world is gone forever. BECAUSE OF YOU!"

Flash glared at him. "I'm sorry about your world. But I couldn't let you destroy mine to restore it."

"You murdered my perfect race, just so you flawed beings could continue ruining your planet. You selfish murderer." Flash frowned, as Zaaton moved towards the exit. "I'll make you pay for this." He reached into a pocket on his vest. "You will regret ruining everything!" He pulled something out and threw it to the ground, an explosion rocking the place and causing the cave to start breaking apart.

Flash gasped, as Zaaton ran up the tunnel. He tried to escape, but the exit was quickly blocked off. And slowly, the chamber around him began to break apart. "Not good." He looked down at the Ultimatrix and saw that the device was still red. Whatever he had done had clearly drained a lot of power. "Come on. Just once, charge up faster."

Outside the mountain, Zaaton's crew flew around it until the ship's scanners picked up kanpeki DNA.

Following it, they spotted the cave and saw Zaaton running out of it. And when he fell to his knees, they knew something was wrong. "RAAAAAAAAAARRRRRRRRRRHHHHHHHHHH!" He screamed, hitting the ground over and over again as the ship flew down.

The mouth opened and Mera ran out, rushing to her leader's side. "What's wrong? What happened?"

"It's over," Zaaton stated. "The World Seed is gone." Mera gasped at this, as Adoyk and Kiraki waited at the ship for them. "Flash Sentry destroyed it."

"No. How could he?"

Zaaton forced himself to his feet, "we have to get out of here." She nodded and helped him over to the ship, the mouth quickly gobbling them up before the engines began to rumble.

The ship lifted into the air once it was high enough, it exploded off into the distance. Within a minute, the thing was nowhere in sight. And another minute later, the ground started shaking before the side of the mountain exploded.

Armodrillo flew out of the explosion and landed, panting as he transformed back to human.

Flash fell to the ground and felt exhausted, but knew he didn't have time to relax. Not with Zaaton and the others still out there. But he still needed to catch his breath, so he stayed where he was and was thankful there were no more hybrid monsters.

Several minutes later, Flash's friends arrived after having picked up the Ultimatrix's signal. "FLASH!" Shining yelled, as they gathered around him. "You okay? What happened?"

Flash sighed, "I'm...I'm not sure. But the World Seed's been destroyed, somehow." Everyone was relieved, but also curious what he meant by that.

Inside the ship, Zaaton had finished telling his crew what had happened.

The three of them were shocked that such a thing had happened, but also angry at what Flash had done. "How dare he!?" Adoyk growled. "Destroying something so precious." Kiraki looked close to tears and Mera just sat besides Zaaton, trying to comfort him.

"What do we do now?" Kiraki asked, the others knowing there was only one answer.

"There's nothing we can do now," Mera almost wept. "We lost our ship. Which means we've lost any chance of getting the serum we need." Kiraki realised she was right. "In a couple of hours, we'll fall apart."

"NO!" Adoyk hit the console, "it can't end like this!"

"It won't." They all turned to Zaaton, as he picked himself up. "What weapons does Ryzar have?" The others said nothing and Kiraki moved to the back of the cockpit, hitting a button and opening a door.

Inside were a bunch of different weapons, all ready to be used if the need arose. Zaaton moved over to the room and looked around, Mera and Kiraki doing the same. "What's the plan?" The shapeshifter inquired, as Zaaton picked up a blaster.

"Flash Sentry stole everything from us. It's only fair that before we go, we take everything from him." It was then that he spotted something at the back of the room, which caught his eye and drew him towards it. "This is..." It was a strange looking device, being a large square box with an arm coming off the top that ended in a dome that had a red glass top.

"What is it?" Kiraki asked, as Zaaton chuckled.

"It's a Null Void Generator. An older model, but it appears to have been souped up." He began to check it and slowly, a smile formed on his lips. "With this...Sentry will regret ever getting in our way." He stood up and moved back into the cockpit. "Set a course of Canterlot. I think it's only fitting his home be the spot where his world meets its end."

Adoyk nodded and whilst the three wondered what he was planning, they began to fly towards Flash's home town.

Back in the forest, Flash had finished explaining everything that had happened in the cave.

Fluttershy had had him take off his hoodie and shirt, allowing her to see the spot Zaaton had stabbed. But there was nothing there. No stab wound or blood. Flash was perfectly fine. Meanwhile, the others thought about what he had said.

"So you failed to stop him, but somehow stopped the World Seed anyway?" Shining was very confused.

"I wish I could tell you what happened," Flash sighed. "One minute I'm being turned into a statue, the next I'm falling to the ground and Zaaton is saying I destroyed the World Seed. I obviously did something between those times, but I have no idea what."

"Maybe it's a new alien?" Rainbow guessed. "Did the watch give you a new alien that let you save the world? Maybe there was some kind of time-control alien." Flash activated the Ultimatrix, but couldn't find anything new in his playlist.

"Doesn't look like it."

"So how did you do it?" Twilight hummed, with the others just as confused.

"We'll have to figure that out later," Shining turned to the others. "Flash might have saved the world, but Zaaton and his crew are still out there. After so long searching, I doubt they're just gonna let what Flash did to the Seed slide. They're gonna be out for revenge."

Flash nodded. "Zaaton said I'd regret doing...whatever the heck I did. He's gonna be out for blood. I'm sure of it." Everyone worried what that might be, Flash fearing his parents might be targeted. Or worse.

It was then that everyone's phones started beeping. They all took them out and as soon as they switched them on, the signals from the devices started to be overridden. And it wasn't just their phones.

All over the planet, every phone, laptop and TV was being taken control of. Each one went static for several seconds before a face appeared on them. "Zaaton?" Flash didn't like this at all.

"Greetings, Earthlings. I am Zaaton, one of four kanpeki left in existence. My world, Thouser, was destroyed a long time ago. But we had the chance to revive it and our people. And all it would have cost the galaxy, is your tiny little planet." This made everyone watching worry. "However. Thanks to one Flash Sentry, our world will never be reborn. He has condemned my race to extinction. And I will not allow that to go unpunished."

"Really?" Rainbow smirked. "And what's he gonna do? They're four guys. They're never gonna be able to stop us."

"I have in my possession, a device known as a Null Void Generator. A powerful one to boot. With it, I will open a portal to the Null Void. One so large, that it will suck this planet and everything onto it into the Null Void." Those that knew what the Null Void was, suddenly began to panic. "The force of this transfer will likely rip your planet apart. But if by some miracle, your world survives...let's just say the Null Void isn't exactly a fun vacation spot."

"He's insane," Twilight yelled. "He's gonna destroy our planet."

"He was willing to do it before," Shining pointed out. "Now he has nothing to lose."

"I know many of you will be angry by this. But don't direct that anger towards me. The one you should be angry at is Flash Sentry. He could have allowed your deaths to have purpose and meaning. But no. Now your destruction will be nothing but pain and misery. And Flash. If you're watching this. I hope your final moments will be spent wishing you had not interfered with my world's rebirth." With that, the signal was lost and everyone stood there in shock.

Everyone turned to Flash, seeing the frown on his face. "We have to stop him."

"How?" Trixie asked. "We have no idea where he could be!"

"Where the heck did he even get a Null Void Generator?" Shining asked, only to remember whose ship they stole. He turned to Ryzar, who was doing his best to look away at that moment.

"We need to get back to Canterlot," Flash told the others. "We have to stop him before he pulls this off."

"How?" Trixie asked, "we're stuck here. The jet's been destroyed and we have no other way of getting back to Canterlot." The others nodded, only for Rarity to turn to Shining.

"What about your hard-light vehicles. Can't we use one of them to fly back to Canterlot?" Shining frowned, as he took the rod out of his belt.

"We can use it to fly part of the way there. But this thing doesn't have an unlimited power source. For a ship that big, it'd die after about an hour. And at its top speed, it'd take about two hours to get back to Canterlot."

Ryzar snatched it out of his hand, Shining crying out as the bounty hunter examined it. "I've seen these things before. Pretty good Plumber gear. But you're right about it losing power after about an hour." Shining tried to take it back, but Raiser stopped him. "Hold on." He turned to Flash, "you can turn into aliens? Right?"

"Yeah."

"Got any electric ones?"

"Yeah. Why?"

"I get it," Twilight gasped. "Use Flash's aliens to recharge the batteries."

"Exactly. Might do some damage to it. But what's the point in having it, if your planet's gonna be destroyed anyway? I can modify it to accept a direct current into its systems." Shining nodded and took the device back, everyone stepping back as he activated it.

In a flash of light, a green jet just like the one they had flown there on appeared. And as it formed around Shining, he opened the bottom for everyone to climb into. "Hold on," Shining told them. "I'm gonna put this to the max." With that, the jet lifted up before it exploded forward with a burst of acceleration.

Everyone was pushed into the backs of their chairs, as the ship flew over the forest and made a bee-line for Canterlot.

At the Plumber Base, Clawcer and the other Plumbers were working to figure out where the video had come from.

"Find him!" Clawcer ordered, as Violet and the other Plumbers tried to trace the signal that had been used. "Flash. I don't know what you did to tick this one off but if he's serious about the threat, we need to find him."

"We're triangulating the signal," Violet stated. "But it's already starting to decay." Clawcer frowned, only for an alarm to go off at another station.

"Unidentified spacecraft entering Canterlot Airspace. It's the same ship we picked up earlier. The one that shot down the first." Clawcer frowned, wishing he knew what the heck was going on.

"Prepare all Plumber ships to intercept this vessel" The Plumbers nodded and rushed off to get things ready. But at the speed the ship was going at, it would reach the city before they could mobilise."

Zaaton stared down at the city he had first seen when he arrived on the planet. Now it would be the last city he saw.

"Prepare to drop the payloads." He turned to Adoyk, who nodded as he flicked several switches. "This should keep the Plumbers busy and out of our way." The other two nodded, as they watched what happened down below.

On the streets of Canterlot, humans and aliens watched as the ship flew overhead. Many frowned, since that area of the city was usually kept clear of spaceships flying to the terminal.

As they looked up, they saw something suddenly fall away from the ship. It hit the ground and exploded, causing some kind of clay to start raining all over the place. "Gross!" A woman yelled, "this stuff better not be radioactive." As she jumped back to avoid getting hit by a blob, she noticed the other blobs beginning to transform.

Within moments, the street was filled with a bunch of horrible clay creatures that suddenly attacked anything that wasn't one of them.

The citizens screamed as they began to run, whilst more and more of the strange substance was dropped all over the city. It landed on the streets and atop the roofs of buildings, causing more and more clops to be born and attack anything and everything.

All over Canterlot, people were in a state of panic and trying to escape.

At Cosmic Town, the alien residents who had seen the video were just as worried as the people. Many who had ships, quickly took off so they could escape being pulled into the Null Void. But others just began to worry, such as Telsa.

The girl and her friends were in the store that she worked at, where a TV was showing images of what was happening in Canterlot. "As you can see, these mysterious creatures have littered the streets in search of victims to attack." A news reporter was showing the footage taken from a helicopter. "No one knows why they were dropped, but many speculate it is connected to the video that hijacked the planetary airwaves over an hour ago."

Everyone saw the creatures and suddenly, the helicopter was almost struck by an arrow shot by one of them. The vehicle barely managed to avoid getting hit more than it did.

The reporter cried out, but managed to hold on. "The Plumbers are beginning to mobilise, but the creatures have spread throughout the entire city. And as they do, many people wonder. Where is Flash Sentry?"

Telsa frowned, gripping her broom hard. "Telsa?" She turned to one of her friends, "what do we do? What if those things come here? Are we gonna lose our home again?"

Telsa smiled. "Of course not. Flash will stop this nutjob. I promise you." They all seemed relieved by this, as Telsa looked back at the screen and frowned. "Flash. Don't make me a liar."

Once the last of the clops were released, Zaaton turned to the others.

Mera had armed herself with one of Ryzar's laser pistols, whilst Adoyk had finished his maintenance on his blaster arm and Kiraki waved his arms around lazily. "Well," he told them, "I guess this is it. It's likely we won't see each other again." They all nodded, but none of them had any regrets. Even as Mera seemed to be having trouble balancing. "You okay?"

"No," she shook her head, "we're getting close to the limit our bodies can remain without the serum. I probably won't have much longer."

"Then let's do as much damage as we can," Adoyk stated.

"Yeah," Kiraki nodded. "And if Sentry shows up, we'll make him pay!" The others nodded, as they prepared themselves to fight and destroy as much as they could before Flash arrived.

Zaaton took control of the ship and flew down, close to the ground where the mouth of the ship opened. And from out of it, Mera jumped out and landed on the ground before she started firing at anything she saw. The ship then flew back into the air, with Kiraki leaping out and turning into a giant dragon-like beast with two heads.

He roared, as he flew around smashing his wings into buildings and destroying them. Finally, Adoyk leapt out of the ship and landed atop one of the buildings. He gave his captain a salute before running off, jumping from one rooftop to another in order to find something to shoot.

Zaaton then flew towards his target and smiled, as he stared at the giant solar collector. "They built it as a symbol of peace. How fitting, that it will be the instrument of their destruction."

At the Plumber Base, the agents had finally finished preparing to mobilise.

Those not flying ships had headed out, armed with as many weapons as they could find in order to protect the people from the horde of clops that littered the city. Clawcer scuttled out with them, though he had other plans rather than fight the clops.

As he watched the Plumbers head out, he spotted the Omni-Cruiser as it rolled up to them.

"Chip!" He quickly moved down the steps to greet him, "there you are. Do you have a way to communicate with Sentry?"

"Yes, but it has its limits. What the heck is going on right now? First that guy plasters himself all over the net, claiming to destroy the planet as revenge on Flash. Now a ship is dropping monsters all over the city. What's going on?"

"We believe the two are connected. These creatures are most likely intended to act as a distraction, so the Plumbers can't stop him from opening the Null Void Portal."

"So what do we do?"

"For now, you need to stay safe. Without Flash, you can't access any of your alien forms. Which means you're stuck in your normal car form, even if you're a highly advanced car. You said your communicator has limits, right?"

"If Flash was in the city, I could track and call him from anywhere within that range. But he's not, so I can't connect to him. So what should I do? I can't just do nothing."

"See if you can find Flash's parents. They may be targeted if this Zaaton is angry at Flash. If they are, you need to protect them. And if Flash manages to get back to the city, find him and do what you can to help him."

"On it!" Chip revved his engine before racing off, leaving Clawcer to do what he had to do as well.

The crab alien scuttled back into the base and as soon as he reached the teleport pad, he typed something into the control console and was teleported into an area of the base barely anyone knew about. There, he found a shuttle roughly the size of an Earth car.

The back opened up and he stepped inside, the shuttle activating as he started typing at the controls.

As he did, a portal device activated and asked where he wanted to teleport. He could go anywhere in the world, or even off planet. Away from the Null Void Portal.

All over the city, the Plumbers were beginning to fight against the clops as best they could.

The soldiers drove their vehicles to all corners of the city, saving anyone they could find that was in danger. But the clops weren't going down easy. With their ability to change the shapes of their hands, they slashed at the Plumbers or fired at them with arrows.

The Plumbers activated their Multi-Strikers, some using them as shields whilst others blasted the creatures and turned them to sludge.

But before they could make any real headway into dealing with the beasts, a loud roar made one group look up and see a giant dragon beast dive down. When it beat its huge wings, the gust of wind it created blew the Plumbers backwards.

In another part of the city, the Plumbers attacking the clops found themselves getting sniped at by Adoyk. With his incredible vision and powerful blaster arm, he could hit anyone in the city if her wanted to.

In another area of the city, The Plumbers had just finished dealing with the clops there. But none of them were prepared for what happened next. "That's the last of them!" One stated as the clop melted. "Let's head to the next area and-GYAH!" Everyone looked around and saw him drop to the floor, his back smoking.

They turned around and saw Mera, blaster in hand, moving towards them. "Freeze!" They yelled, pointing their weapons at her. But she placed her blaster on her back and started running, the Plumbers firing with little luck managing to hit her.

As she reached them, her feet caught fire and she flicked one up to kick the Multi-Striker out of the Plumber's hand. She then spun around and kicked him in the chest, knocking him back with a cry of pain from the heat. After that, she did several cartwheels to avoid more lasers and managed to split-kick to more Plumber before punching another with a flaming fist.

The other Plumbers didn't do much better, Mera proving to be too strong for them. They might have had great technology, but her centuries of experience made her the ultimate hand to hand fighter. And eventually, they were all knocked down and unable to fight back.

Mera panted, feeling herself sweat. But she shook herself off and turned to look towards the sky. "Sentry. You'd better get here in time to see the devastation you've caused. I want to be the one to burn the life from your body, once you realise your planet is doomed."

At the city's new solar tower, Zaaton flew down and landed right beside the top of it. The shark mouth then opened before he and a few clops stepped out of it, the clops carrying the Null Void Generator.

He smiled, seeing how sunny it was that day. "Perfect." The clops placed the device down and he got to work, breaking open one of the panels and taking out several wires. "With this thing, I'll have more than enough energy to create the gate I need."

But then, he heard an engine and looked around to see a small transport shuttle the size of a car flying towards him.

The shuttle flew up to the tower before the top came off and something leapt out of it, Zaaton quickly creating his energy field as Clawcer flew down and landed on the roof. "This ends now!" The crab alien stated, as his head opened up and lightning sparked from it. "I won't allow you to destroy the planet I've been charged with protecting. Surrender and you won't get hurt."

"Funny," Zaaton drew his dagger, "I was thinking the same thing." Clawcer frowned before unleashing a blast of lightning, with Zaaton using his dagger to deflect it away. Thanks to the rubber around the handle, he wasn't zapped at all and quickly ran forward.

Clawcer scuttled forward as well, the two colliding with one another as Clawcer tried to slash at Zaaton with his claw.

Zaaton was able to avoid the attack and rolled away, whilst reaching into one of his many pockets and pulling out some kind of pellet that he threw at Clawcer. The pallet struck the ground and exploded, Clawcer leaping back as the shockwave from them barely missed him.

As Clawcer landed, he spotted the Null Void Generator and tried to zap it. But Zaaton managed to get between him and the device, but was unable to block it with his blade. "GYAH!" He screamed, as the energy flowed into him.

Clawcer stopped and Zaaton stood there, panting but still able to stand. "Do yourself a favour and stand down. Don't make this any worse than it already is."

"Never," Zaaton growled. "Not after what Sentry did."

"What did he do?" Clawcer asked, remembering the message Zaaton had sent. "You said this planet would have been sacrificed so yours could survive. What did you mean by that?"

"Ever heard of a World Seed?" Clawcer's eyes widened.

"That's just a myth. They don't actually exist."

"One did. For my home world. It should have awakened and remade this world, but Sentry stopped it and destroyed it."

"I see. Then Flash did the right thing." Zaaton did not take that well. "I'm sure what happened to your world was horrible and unfair. But that does not give you the right to destroy this world to bring it back." He opened his head again. "I'm sorry, but this ends now." But when he tried to blast lightning at him, he found nothing happening. "What?"

Zaaton chuckled. "Sorry. But now that my field's adjusted to your power, it'll negate it so long as you're inside." Clawcer glared at him before charging, swinging his claw at the alien only for Zaaton to dodge the attacks.

Clawcer then tried to scuttle towards the generator and destroy it, but Zaaton pulled something out of the pouch on his belt and threw an anchor on a strong piece of string. It coiled around one of Clawcer's legs and Zaaton pulled, yanking the crab off his feet and causing him to hit the ground.

Clawcer grunted and looked up, seeing the wires connecting the device to the tower.

He tried to snap his claws at them, but Zaaton pulled him backwards and he slid away at the last moment. The crab then rolled around and managed to snap the wire with his claw, making Zaaton stagger back as Clawcer picked himself up.

But as he tried to destroy the generator, Zaaton ran forward and flipped over him.

He landed in front of the generator and threw several pellets from his vest pockets. These pellets slammed into Clawcer and knocked him back, allowing Zaaton to rush forward and deal a flying front kick right into Clawcer's face. "GYAH!" The cerebrocrustacean staggered all the way to the edge of the roof and found himself almost tipping over it, with no way to use his electric abilities to save himself.

Luckily, the field hadn't cancelled out his high IQ and the crab used his knowledge of physics and structure to swing himself around and spin back onto the roof. He shook his head and glared at Zaaton, who held his dagger at the ready for anything Clawcer might try.

Clawcer's mind was working a million miles a minute, coming up with multiple scenarios to try and beat Zaaton. Unfortunately, all of them predicted his own defeat since he had no weapons or his electrical abilities.

"Had enough?" Zaaton asked, but Clawcer shook his head.

"No. Even if my calculations tell me I can't win, I'm not going to give up. That's not what he would do in this situation." Clawcer thought about Flash and how different the crab thought about him now. "When I first met him, I thought letting a child into the Plumbers was a foolish mistake. But he's proven again and again how wrong I was. And now he's saved the entire planet from being overwritten. I won't let his efforts be in vain."

"Oh, they were in vain. Because I'm going to destroy this planet and make him know it was all his fault!"

"I WON'T LET YOU!" The two charged at one another and moved as fast as they could, which was actually quite fast. The pair morphed into white and green streaks, which flew around the tower clashing into one another.

On several occasions, the green streak tried to fly towards the generator. But the white streak intercepted it every time. And eventually, the two slammed into one another before being thrown backwards and sliding along the roof. Clawcer snapped his claws before scuttling forward, roaring as he tried to take Zaaton's head.

But the kanpeki managed to avoid Clawcer's attack before throwing something into his back.

That something was a pellet, which exploded into a light blue mist that covered almost the entirety of Clawcer's body. Only his face was uncovered and before he could do anything, the mist suddenly solidified into some kind of ice. "Ahh!" He tried to pull himself free, but he couldn't. "Release me!"

"No," Zaaton replied. "I think I'll leave you there to watch the show." He moved over to the generator and was glad to see it wasn't damaged. As such, he finished what he needed to do and the device started to power up. "Good. Once it's fully charged, we'll destroy this accursed planet."

Clawcer glared at him. "You won't get away with this. If the Plumbers don't stop you, Flash will."

"I'd like to see that," Zaaton replied. "Sorry, but nobody will stop what I've begun. This will be Earth's last day."

The hard-light jet was still flying towards Canterlot.

Inside, Ampfibian was using his lightning to charge the device and keep it from losing power. As he did, Ryzar was showing everyone something he had gotten during his time chasing the kanpeki. "Take a look at this." It was a hologram of the four, showing images of their DNA next to them. "The kanpeki's structures have been significantly altered."

Twilight nodded, "Zaaton told me about that. Their parents did it to make sure they were able to find the World Seed, without risk of diluting their kanpeki DNA by breeding with other species."

"Yes. It caused them to become immortal, so long as they took a special serum. But when I destroyed their ship, they lost any chance of obtaining that serum. Which means they have a time limit."

"So they're gonna die?" Pinkie asked, as Ryzar nodded.

"How long?" Ampfibian asked, but Ryzar didn't have an answer.

"Not sure. Can't be long. A day. Maybe less than that. Also, the alterations have made their bodies unstable. After so long constantly relying on the serum, they've become really reliant on it. If they don't get it, they'll grow weak enough to be killed by a single hard hit."

"So we've gotta be careful not to hit them too hard," Ampfibian nodded.

"You're not following," Ryzar told him. "You should be focusing on trying to do as much damage as possible. You need to kill them before they destroy your world."

"No way," Ampfibian stated. "They might be out to kill us, but I'm not stooping to that level. We'll beat them without taking their lives. We'll capture them in containment cubes if we have too and keep them in stasis. At least until we figure out how to reproduce the serum for them."

"Seriously?" Ryzar asked. "You realise so long as they have that serum, they're immortal. And they're out for revenge. So long as they're alive, your planet's in danger." Ampfibian didn't say anything back. Everyone knew he understood the danger those four would pose if left alive. But to kill someone for something they might do...

A signal caught their attention and they found they had arrived at Canterlot.

"Alright," Rainbow smirked, "we made it before he could do anything." But as they got closer, Shining's badge beeped and he took it out to see an alert going out to all Plumbers.

It projected a screen showing the city streets, where people were running for their lives trying to escape the clops. "What?" Ryzar yelled, seeing the Plumbers fighting against them. "No way. They managed to get control of the processor."

"Can you control those things?" Rarity asked, but Ryzar shook his head.

"If they've got control of them, they must have overridden my control system. If I get to my ship, I might be able to stop them. But who knows where that is."

"Where do you think Zaaton went?" Sunset asked him, as Ryzar hummed.

"The generator I have is powerful, but it'll need a heck of a lot of juice to make a portal like the one he wants to make. So he'll be looking for an energy plant of some kind."

"Like the solar tower?" Applejack inquired, the others nodding. With all the energy that place stored, it would be the perfect battery.

But before Shining could plot a course, their ship was suddenly struck by something that hit the wing. This knocked them out of control for a moment, Shining doing what he could to stop them from crashing. As he did, everyone rushed to the window and saw what had hit them.

Adoyk was on a building and firing his blaster arm, another laser hitting the ship and causing the device to give off a warning light.

"Structural integrity is degrading!" Another laser hit the ship and Shining pushed it down towards the ground. "Everyone, get ready." Ampfibian hit the Ultimatrix and transformed into Gemini, whilst Trixie transformed into her Iron Serpent form.

They and Rarity put a shield around everyone, as the ship finally glitched out and vanished inches away from the ground. As such, everyone fell onto the road and the shields saved them from shredding their faces on the tarmac.

The impacts were still painful and as everyone bounced around, Adoyk ran along the rooftop before leaping off and firing some kind of purple substance from his blaster.

That substance hit the building and stretched, allowing him to slow down as he reached the ground. He then cut the substance and hit the floor, as the others picked themselves up. "I'm glad you could make it." He took something out. "Zaaton hoped you would be here to witness our revenge."

"Don't do this," Shining told him. "This isn't what the people of Thouser would want."

Adoyk glared at them. "We don't know what they'd want. Thanks to you, they'll never get a chance to live again!" He threw the object into the air and it exploded, causing hundreds of grey blobs to fly down and hit the ground.

Everyone watched, as a bunch of clops began to form out of the ground. They frowned, realising he was likely there to keep them distracted until Zaaton could activate the portal. "Flash," Shining stated, "you need to get to Zaaton. You're the only one who can stop him."

"We'll deal with these guys," Twilight agreed before turning to Trixie. "He might run into more trouble. You go with him." Trixie nodded before she and Gemini ran off, the alien rabbit returning to human in order to save energy with the Ultimatrix.

Once they were gone, Shining activated his Multi-Striker and the girls ponied up. Ryzar extended the blades on his arms and together, they all rushed forward to do battle.

Shining charged at Adoyk and used his sword to deflect the kanpeki's blasts, eventually reaching him and attacking with everything he had. He slashed at the cyborg, who dodged and deflected the attacks whilst Shining also dealt several kicks and even a punch into him.

The Rainbooms fought just as hard, with Fluttershy and Sunset acting as distractions so the others could take down the clops. Rainbow super sped around, knocking the clops into the air so Pinkie could throw her explosive treats at them.

Rarity threw gems at them and cut them in half, whilst Twilight picked several up and threw them into the walls hard enough for them to go splat. Ryzar ripped them apart with his blades, whilst Applejack just kicked them into exploding.

Shining roared as he swung his blade downwards and Adoyk used the barrel of his blaster arm to protect himself, the pair staggering about trying to overpower the other. "You will pay for what Sentry did."

"I don't think so," Shining told him. "Flash is gonna get to Zaaton and stop him. Give up before you're pushed too far. We can find a way to save you."

"NO!" Adoyk pushed him backwards. "For centuries, we've suffered whilst knowing that it would be worth it. But you've taken that away from us. We have no reason to live now. No reason except revenge." He fired at Shining and the Plumber shielded himself with his Multi-Striker, the blast knocking him backwards.

But Shining managed to stay upright and when he stopped firing, the Plumber lowered his shield and glared at him. "Then you leave me no choice. I'm sorry, but this is where the kanpeki end." With that, he charged again whilst the others kept fighting the clops.

In another part of the city, Misty and Trail were running for their lives from the horde of clops that had appeared.

The couple ran down an alleyway, Trail throwing a trash can back at the clops. But one sliced it in half with an axe hand and kept running, as the pair left the alleyway. But as they did, they found more clops on the street and the two found themselves surrounded.

They hugged one another and the creatures charged, Trail trying his best to shield Misty.

But before they could get to them, the clops on the street were suddenly run down and splatted by a particular vehicle. "Chip!" Misty cried, as the car spun to a stop and lowered its canopy.

"Get in!" They rushed over to the car and jumped in, as the clops tried to attack. But once they were in, Chip rolled backwards and they missed him. He then raced forward and squashed them as well, as Misty and Trail buckled themselves up. "You both okay?"

"Yes," Misty nodded. "But what on Earth is happening?"

"I don't know," Chip sighed. "Clawcer told me to find you two and get you to safety. Once you're okay, I'll find Flash."

"You don't know where he is?" Trail asked.

"He left the city for a mission and my sensors just picked him up a minute ago. He's back but he's on the other side of town. Like I said, I'll go find him once you two are somewhere safe." The parents both looked worried, wondering if there was anywhere that was safe. With the entire planet about to be destroyed, where could they possibly go?

Flash and Trixie continued to make their way through the city, but had yet to run into any more clops as they did so.

However, as they turned a corner, the pair both found themselves coming face to face with a giant dragon creature. "WOW!" They cried, as the creature swooped down in an attempt to grab the pair of them in its claws. They barely managed to avoid this and rolled along the ground, as the creature flew back up and suddenly transformed.

It turned into an Arburian Pelarota, which curled up and flew down towards the ground.

When it slammed into the ground, it unleashed a shockwave that flew towards them. But before it could hit, Trixie leapt in front of him and morphed into her Iron Serpent form.

Putting up a shield, she blocked the impact and they were only pushed back a few feet. Trixie managed to keep the shield up long enough, as the spherical alien changed into his true form and leapt out of the hole he made. "SENTRY! Come take your punishment and let me have justice for my home!"

"We don't have time for this," Flash groaned. But Trixie smiled at him, as she dropped the shield.

"Go get to the tower. I'll handle this idiot!" Flash nodded and activated the Ultimatrix, whilst Kiraki transformed into a giant snake. He charged at them, but Trixie changed into her Mighty Bull form. "Oh no you don't!" She threw a bunch right into his face and the snake screamed, as he was blasted backwards and crashed into the ground down the street.

Flash slammed down on the Ultimatrix and transformed, "GRYFORCE!" The alien hero spread his wings and took to the air, flying up into the sky towards the tower.

Kiraki groaned, as he changed back into his normal form. And when he saw Gryforce flying away, he changed into a bird to give chase. But before he could catch up, Trixie appeared in her Sky Butterfly form. "I don't think so." She pointed her sword at him. "Bring it on." The bird glared at her, but she just smirked before the pair charged at one another.

Back with the Omni-Cruiser, the high-tech car continued to race through the city whilst smashing his way through any clop he found.

Trail and Misty watched the carnage and were worried about their son, as Chip arrived at the entrance of Cosmic Town. "I don't know why, but this place wasn't bombarded by those things." Chip skidded to a stop, Trail and Misty getting out. "You should be safe there until this is over. Hopefully, the aliens will be willing to let you in." The two nodded as Chip turned around, only for several clops to appear. "Go!"

The pair ran, as Chip began running them down.

As they ran, the two saw many aliens hiding in their homes and businesses. The few that were out on the streets appeared to be running towards the space port, likely hoping to escape the planet before it was too late. "Do you think this might be the end?" Misty asked her husband, who frowned since he wasn't sure what to say.

"If Zaaton doesn't destroy us, I'm worried the other countries might do something. If they think Canterlot is where Zaaton is located, what if the rest of the planet decides to nuke it in order to keep the portal from being opened." Misty looked horrified, but knew he was right. There was no telling what they might do to try and save the world. "Come on, Flash. You gotta stop these whack-jobs before it's too late.

Back with Gryforce, the alien continued to fly as fast as he could.

The tower was still a good distance away and it likely wouldn't be long before Zaaton powered up the device. "Gotta get there. Fast." He tried to pick up more speed, but also worried he would use up all the Ultimatrix's energy before he got there. Even though Zaaton could disable the powers of his aliens, Flash knew he wouldn't be able to beat him as a human.

It was then that Gryforce's sense of danger kicked in and he barely managed to move out of the way.

Seconds later, a laser flew up and slammed into his wing. He squawked, as he fell to the ground and just managed to pull up in time before hitting the ground. "Gyah!" He slammed into it and as he rolled down the road, he somehow changed back to human.

Flash groaned as he rolled to a stop, the sound of rushing water filling his ears and making him think he had a concussion. But then he picked himself up and looked around to see he was close to a small river, running besides him though it only appeared ankle deep.

He then heard footsteps and looked around, as Mera was seen moving towards him with a blaster in hand.

She pointed her weapon at him, Flash sighing as he looked down at the Ultimatrix. He wouldn't be able to transform in time. "Why did you do this to us?!" She asked, taking another step forward. "Why did you have to make all of this happen?! Everyone likes you. Everyone calls you a hero. But you're no hero! You're nothing but a murderer!"

"Hey!" Flash pointed at the sky, "look at what you’re doing! I'm not the one destroying the planet in a petty fit! I'm sorry about your world. I really am! But I'm not sorry I saved my own!"

"Is that really all that you have to say for this?" She growled. "You're sorry?! Sorry doesn't change what you did. Sorry doesn't bring back our home!" She looked at the blaster and threw it away, as Flash activated the Ultimatrix. "Now we're going to make sure you lose yours, but first I'm going to make you burn!" She charged and Flash slammed down on the Ultimatrix.

As a green flash filled the air, Mera's feet exploded and propelled her into the light.

That light was knocked flying backwards with her, the pair finding themselves above the river as they began to fall. And when the light faded, Flash had been replaced by a cat-light warrior. "Furfighter!"

Mera leapt away, her hands catching fire whilst her feet caused the water to steam. As she turned towards Furfighter, the revonnahgander wiped the water off his face and smirked. "Let's do this...fire girl." With that, the two charged at one another.

Both started out by throwing a kick, their feet meeting in the middle and bouncing off one another. But Furfighter's footwork was better and he was able to regain his balance, allowing him to move in close and deal several strikes to Mera's chest.

She grunted as she staggered back, then threw a punch towards Furfighter's head. But he was able to duck under the strike, though Mera's fists were still ablaze and he felt his face fur singe, then spun around and dove his elbow into her stomach.

"Gyah!" This knocked the wind out of her and she almost fell over, as Furfighter attacked again. But she quickly ran forward before leaping into the air, doing an aerial cartwheel as Furfighter threw a bunch that hit nothing but air.

She landed with a splash in the water and quickly punched her opponent in the back, making her fist as hot as she could.

"AUGH!" Furfighter screamed, feeling his back get burned. As he did, Mera's body began to steam up as the water on her body evaporated. And for the first time in her life, she was actually feeling hot.

Furfighter fought through the pain and turned to her, running forward and throwing a kick at her head. But Mera managed to lean back to avoid it, only for Furfighter to pull his leg back before thrusting it into her chest.

But Mera was able to recover and ran at him, leaping up and swinging both legs at him. And whilst Furfighter was able to avoid the first kick, the second one hit him under the chin and made him flinch. This allowed the kanpeki to land and deal another kick to his side, then spin around and stomp him right in the chest.

"Ahhh!" Furfighter grunted, as Mera rushed forward and threw another flaming punch his way. But Furfighter used all the fighting techniques Shining had drilled into him as a human, swinging his arm up and hitting hers in the elbow. This knocked her fist away from him, but he felt the intense heat coming off her body.

Mera quickly threw another punch, but Furfighter grabbed this one and pulled her forward whilst throwing a leg up.

He hit her in the stomach, then again and again. He then threw a punch and hit her right in the face, Mera crying out as she staggered back. And as Furfighter ran forward, swinging his leg around to try and sweep her legs, she leapt up and did several spines over him before landing behind the alien.

She quickly threw a kick at his head, but he blocked it with his arm and pushed it away before throwing his own punch right into her chest.

She gaped and staggered back, the water around her beginning to steam whenever it touched her. And as her body grew hotter, she felt her vision turning blurry. Furfighter quickly took stock of this and leapt back before charging forward, building up as much speed as he could before leaping forward.

And before Mera could respond, he thrust his leg forward and slammed into her chest with as much force as he could muster.

She screamed as she was thrown backwards, her body's temperature rising once again. And as she landed in the water, the heat caused all of it around her to explode into a massive cloud of steam.

Furfighter saw this and as he landed, the heat from her body washed over to him and he was forced back. "Gyah." He did his best to keep himself from being burned, but realised this wasn't supposed to be happening.

Mera started screaming, the heat building up within her becoming too much.

"She's gonna blow!" Furfighter gasped, realising if she did she could end up burning a good block of the city down. As such, he hit the Ultimatrix and transformed. "Arctiguana!" He yelled before hitting the Ultimatrix again, causing a green light to wash over him as he transformed again. "ULTIMATE ARCTIGUANA!"

The ultimate alien quickly pointed both his cannons at her and fired a blast of ice from them, along with out of his mouth. The three beams hit her and started making ice that covered her entire body, but it quickly started melting due to the heat she was giving off.

Ultimate Arctiguana gave it everything he had, running around her in an attempt to cool her off from every angle. And eventually, he managed to create a large ice dome that surrounded her. But it was still melting and require constant refreezing to keep in one piece.

Inside, Mera screamed as she grew hotter and hotter. And eventually, she reached her absolute limit and let out a hallowing scream. "AAAAAAAAAAAARRRRRRRRRRRRHHHHHHHHHHHH!" The heat exploded out of her and though the ice cold dome was able to cancel out some of it, the blast was still great.

Ultimate Arctiguana barely had time to realise what was happening before the explosion occurred, the lizard focusing his ice beams in front of him.

This created a shield of ice and whilst the blast knocked them both away, it took the full force and melted whilst he was left untouched. As he hit the ground, a fireball flew into the air and exploded like a firework. Luckily, the flames went out before they could land on any nearby buildings.

As Ultimate Arctiguana laid in the river, Mera tried to pick herself up. But her legs quickly gave out and she fell to the ground.

The alien hero picked himself up and hit the Ultimatrix, returning to human as he saw Mera was in no state to fight back. He staggered over to her, as she groaned in pain. He knelt down and found her body was much cooler now, but something else was wrong.

Her body was bubbling and twitching. And as Flash held her, he could feel her getting lighter as if her body was losing mass. "Hold on. You can make it."

Mera shook her head, as she coughed. "Without the serum, it's too late." Her legs were starting to dissolve, turning into a red paste that the water was beginning to wash away. "I just wish...I could have seen Thouser. Even if it was just once." She took her final breath before her entire body fell apart, the alien being washed away in the river.

Flash could hardly believe what he had just seen. He couldn't help but feel like he was responsible, even though he knew this was just an inevitability.

Getting up, Flash pulled himself out of the water as he turned towards the tower.

He thought about going alien, but knew he needed to give the Ultimatrix time to recharge. He would need all the power he could manage if he was to defeat Zaaton. But that left him with the question of how to get there.

Suddenly, he heard an engine and looked around. To his amazement, the Omni-Cruiser was racing towards him and skidded to a stop right beside him. "Chip?"

"Hey, bro." He opened the canopy, "get in. We need to stop that psycho before it's too late." Flash nodded and jumped into the front, the car racing off towards the solar tower.

Meanwhile, standing atop it, Zaaton stared out at the city and felt his heart clench. "Mera." He had seen the explosion and knew Mera probably hadn't survived it. And it wouldn't be long before the rest of the kanpeki met her fate. "Flash Sentry. You will pay for this. I swear it." All the while, the Null Void Generator continued to power up.

Author's Note

Geez. That was an eventful chapter. Yes, many of you figured out how Flash would save the world. I was kinda hoping it would be a surprise, but whatever. So, Flash has saved his world but brought the wrath of the Kanpeki down upon him. Now he must race to stop Zaaton from destroying his world? How will things end? Find out next time.

Season 1, Episode 1: College Tour
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The Ultimatrix Hero

Season 1, Episode 1: College Tour

The City of Canterlot. A place that had been in the news on several occasions in recent months, mainly due to a single connecting factor.

It was the home of the legendary Flash Sentry, who kept it safe using a mysterious alien device that gave him the power to transform into a great many number of alien superheroes. With it, he had defended his home and the people there from threats of both the human and alien variety.

It hadn't been so long ago, that Canterlot found itself under attack by robots. This was followed by a portal in the sky, where a strange space ship had flown through and tried to crash their universe into another universe. However, Flash Sentry and his friends had managed to stop it, saving their world and everyone in it.

Since then, things in Canterlot had been rather quiet. There had been an occasional crime, but nothing that was of note. However, that all changed on one particular day.

It was utter chaos on a Canterlot street. A train had derailed whilst crossing a bridge and smashed through the side of it, crashing into a small building and sending rocks and debris flying everywhere. This caused several cars to get hit and a few fires had started.

The police, fire brigade and paramedics were trying their best to save everyone, but it was proving harder than they had hoped. "The fire's too out of control!" A fireman cried, "we don't have enough water and foam to stop it."

"There are still people trapped in their cars!" Another fireman cried, looking through the flames and seeing the people currently trapped in their cars surrounded by the fire.

"We have people trapped under the rubble," a paramedic cried. "If we don't get them out soon, they'll run out of air!" As this was going on, the paramedics were working tirelessly to keep some of the people they had saved alive.

The ones in charge felt overwhelmed. It was starting to look like everything was going to go to hell. There had to be something they could do.

"Look!" Someone cried, pointing at something down the street.

Everyone turned to see a very familiar car, racing down the street towards the accident site. "Flash Sentry!" One of the paramedics cried, as the car suddenly skidded to a stop. As it did, someone slid out the passenger seat and looked around.

The blue haired teen glanced around, seeing everything that had happened and what needed to be dealt with first. Once he had, he activated the gauntlet on his arm and a hologram appeared on the dial. "Hold on!" He announced, as he jumped up onto a car. "Everything's gonna be alright. Because it's Hero Time!" With that, he leapt into the air and slammed the dial down.

A brilliant green flash filled the air, as the teen transformed.

When the light faded, Flash had been replaced by a humanoid alien wearing red and black armor. The armor was covered in a bunch of nodes, which looked like they could spray something out of them. His head was inside a large metal hood, whilst the Ultimatrix symbol was on his chest.

"Water Hazard!" He cried, as he landed on the ground. As soon as he did, the front of the hood was suddenly blocked by a gray metal cover that had four blue glass-filled holes. As soon as he was on the ground, he raised his hands before water exploded out of them.

This high pressure water slammed into the areas that were blazing out of control, dousing the flames and keeping them from spreading out of control. He ran around, spraying as much of the location as he could. Making sure areas that were at risk were dampened so they couldn't burn and set a new fire.

Within a minute, the fires had been brought under control. The firefighters would be able to deal with the rest of the flames without issue.

"Flash!" He turned to a police officer, who pointed at a bunch of cars. "There are people trapped in there. But it's so hot, nobody can get close enough to save them."

"No problem," Water Hazard announced before hitting the Ultimatrix. In a flash of light, he changed into another alien. This one appeared to be a large gray and black suit of armor, that had three holes where the head should be. On his chest was a large latch, which had the Ultimatrix on it.

"NRG!" He turned to the paramedic and spoke with a Russian accent. "Don't worry. I'll get them out of there."

"Good luck," he nodded before Flash walked towards the large pile of cars and rubble that were filling the street.

This new alien was clearly fireproof, as the heat from the burning cars and other things weren't affecting him. He walked towards the pile and spotted a mother and her child, both trapped inside a car that was stuck between two other cars. "Hold on." He marched over to them and grabbed the car trapping them, pulling it away so she could open the door.

As he did, he spotted another man who appeared to be unconscious in his car.

"Stay here." He moved over to the man in the car and ripped the door off, picking up the man and finding him non-responsive. NRG marched back to the woman and placed him on the ground, as the woman appeared to be feeling the heat. And her child wasn't doing much better.

NRG hit the Ultimatrix and in another flash, he transformed into a large turtle alien. His arms were large flippers and on the bottom of his shell were a bunch of vents, with the Ultimatrix in the very centre.

"Terraspin!" He grabbed the man and placed him on the back of his shell, then held his fins out whilst his legs seemed to merge to form a third fin. These three fins began to spin, turning him into a shell with a buzzsaw around it. And once he unleashed a bunch of air from his chest, he was propelled upwards and floated above the woman.

This caused a cooling breeze to wash down on her and her child, making her sigh in relief.

"Let's go," Terraspin announced. She nodded and they ran back to where the paramedics and other forces were being kept, Terraspin keeping the man balanced on his back. They eventually got there and as soon as the woman was out of the danger zone, he flew ahead and landed next to a paramedic. "He needs medical attention."

"Okay," he took the man off of the alien. As he did, a firefighter ran up to him.

"There are people trapped under the rubble." He pointed at the building that had been destroyed by the train. "We have to get them out of there."

"Okay," Terraspin moved over to the rubble and saw it was perilously positioned. Moving a single brick even an inch could cause it to crash down on the people inside.

He slammed the Ultimatrix and in a flash, he disappeared. But then, the firefighter saw he had actually turned into a super tiny alien. This one was some kind of robotic humanoid. Its body was made of silver metal, with green glowing wires wrapped around his body and under the joints of his armor. His face had a single blue eye in the centre and a pair of green wings on his back, whilst his legs split into three thinner legs after the knees. A tiny Ultimatrix was on his chest.

"Nanomech." He probably yelled that, but he was so small the paramedic could barely hear it.

The little alien flew towards the rubble, turning into nothing but a green light as he got further away. After a few moments, he flew into a gap in the rubble and disappeared.

The paramedics shared a look, wondering what he would do in order to get them out. Unless he had a teleporting alien, there was no way he could get them out without crushing them.

But then, the ground started shaking as the rubble began to vibrate. And suddenly, a bunch of it flew into the air before falling back down towards the pile. As it did, something big and yellow flew out of the hole and smashed the debris to pieces. "ARMODRILLO!" It was a large yellow and black robot, with arms that looked like jackhammers.

The robot was carrying a bunch of people in his arms and as he landed, he carried them over to the paramedic. "Make sure they're okay." They nodded and led them away, as Armodrillo looked around to see if there was anything else he needed to help with.

Then, he heard a woman yell out. "He's flat-lining!" He saw the woman was a paramedic, trying to keep someone alive. "I need a defibrillator!"

"There aren't any spares!" Another paramedic cried, as all the defibrillators were currently being used. The woman tried to see if there were any that had finished being needed, but they were all in the middle of treatment. And without it, there was no way to save the man on the floor.

A green flash then caught her attention, making her look around and see a large blue jellyfish alien floating towards her. Its body was split into three sections, with the top sections acting as its head whilst the other two almost appeared like a poncho. From beneath the bottom layer, six tentacles could be seen sticking out of it. Two acted as legs, whilst the other four were arms. The Ultimatrix was on the centre section.

"Ampfibian!" He announced, almost sounding like he was speaking underwater. "Can I help?" His body sparked and the woman caught on.

"Yes." She reached up and grabbed him before she could think he might shock her, pulling his tentacles down and placing them on a certain part of the man. "Start with two hundred volts!" Ampfibian nodded, as she leaned back. "Clear!" The alien unleashed the electrical energy into the man, causing his body to jolt up.

The woman checked him, but shook her head.

"Four hundred volts. Clear!" He zapped the man again, but got the same results. "Five fifty!" Ampfibian needed all the focus he could, to not go any higher and zapped him once more. And this time, the man's heart started and the woman got him breathing in no time. "Thank you."

"No problem," Ampfibian smiled. He looked around and found that everything else seemed to be going well. The casualties had all been saved, the fires were under control and there didn't seem to be anyone in need of saving. "Hope you guys don't need me for anything else. With all these quick changes, my Ultimatrix will probably time out any second."

"We can handle things from here," a cop stated. "Can't let you do all the work for us." They nodded, as the paramedics worked on getting the injured off to hospital. The fires were close to dealt with and soon the construction crews would be there to fix everything up.

Ampfibian hit the Ultimatrix and transformed back to normal, Flash heading back to the car as everyone thanked him. He smiled, happy to be of help. But then he saw what time it was. "Oh, man! I'M LATE!" He leapt into his car and quickly raced off, the others wondering what he was late for.

At Canterlot's Plumber Base, Twilight Sparkle was waiting with a tapping foot.

She was dressed in a blue dress, which went down to just before he knees. Over it was a pink cardigan, whilst her hair was up in its usual ponytail. She was also wearing pink boots, which went up to just below her knees. And on her back was her backpack, which had Spike the dog's head sticking out of it.

"How much longer is he gonna be?" Spike asked, Twilight shrugging as Flash's car finally turned a corner onto the base's street.

"There he is." She watched, as the car pulled up to the gate. Flash rolled down the window and gave her a sheepish look. "Let me guess. Something came up."

"Yeah. Sorry. I'm not that late." The gate opened and he drove up to the base's new parking section, which was full of cars. Twilight headed up to the entrance and Flash quickly ran up to catch her, still looking apologetic.

"If we missed our meeting with him..."

"It'll be fine," Flash assured her. "He invited us, so he'll probably be willing to wait another few minutes." They entered the base and found the place was full of people.

In the time between now and the battle with Vilgax and Eon, the base's force had seriously expanded. Many of the police officers in the city, who were sick of not being able to do anything, had applied to enter the Plumber ranks. After a few weeks of training, those officers returned to Earth as full fledged Plumbers. Now the base was bustling with activity, as the new Plumbers did the same kind of work they had done as cops. Only now, they were allowed to use better gear.

Flash and Twilight walked towards the elevator, the Plumbers not giving them a second look as they walked through the building. They were there so often, seeing them there wasn't something to take a second glance at.

They reached the elevator and used the transporters in it to warp down to the main control room. The place had once again been rebuilt, after Eon had destroyed the place with accelerated time. Now, the control room had working computers stationed around the entire circular wall. Plumbers were working at these monitors, keeping an eye on the entire city to make sure nothing was wrong.

As they stepped up towards a computer, someone was standing behind them staring at the monitors.

That someone was Shining Armor, who was currently dressed in his Plumber outfit. The same outfit the rest of the Plumbers were dressed in, these ones being a newly upgraded version of the suit. Though they didn't look that different, they were stronger and self repairing. Plus, they had helmets that could be taken off and on in a second.

Shining spotted the pair and smiled. "Hey. Saw your work. You've really mastered those new aliens."

"Thanks," Flash smiled. "I think they're ready to be put in the field. But hopefully, I won't need to use them for the rest of the day. Is the teleporter ready?"

"Yup," Shining gestured for them to follow. "The coordinates are set. Let's just hope nobody's standing there when you warp in." Flash and Twilight knew he was joking, but they still didn't like the idea of that happening.

As they made their way through the base, more and more Plumbers could be seen. Some of them weren't even human, instead being alien Plumbers that were stationed there to boost the numbers until more human Plumbers could be trained.

"So," Twilight smiled, "how do you like being in charge?"

"It's okay," Shining smirked. "Lot of paperwork. Luckily, the Magister that'll be running this base will be here soon. Then, I can get back on the streets." They nodded at this, as they arrived at a room where the transporter was located.

An alien Plumber was working the machine, which was some kind of large blaster-like device. Flash and Twilight stood in front of it. Spike being placed on the ground out of the bag. Shining turned to them and smiled. "Be back at the teleport site by eight o'clock. Got it?" They nodded and the alien began to power it up. "Have fun. And if you see any frat parties, steer clear of them."

They rolled their eyes, as the blaster fired a beam of energy. That beam hit the three and surrounded them before unleashing a flash of light, blinding Shining and the Plumber. When the light faded, the three were gone.

"Did it work?" Shining asked, with the alien nodding. "Good. Have a nice college tour, guys."

Flash had been blinded by the light and when his eyes adjusted, he found himself standing in front of a gate leading into a large college campus.

Twilight was right beside him, Spike jumping into her bag as she knelt down. They looked up at the campus entrance and were really impressed. The place was huge, with many different kinds of buildings within the perimeter. As they walked through the gates, they saw many college students currently making their way across the campus.

"Amazing," Twilight smiled, "this place is incredible. Just imagine what college life here would be like."

"Yeah," Flash nodded. "I could totally see myself spending four years here. So long as I can keep up with the school work."

Spike continued to poke his head out of the bag and turned to him. "Why are you planning on coming to college? I thought you'd enter the Plumbers as soon as you graduated."

Flash sighed. "Wish I could. But the Plumbers don't just accept anyone into their ranks. Not even me. On Earth, Plumber applicants have to have four years of police or military training before they can try to apply. Or have a degree in criminal justice administration. Plus, my parents want me to have some kind of college education." He looked around. "I heard this place has a great course for police hopefuls."

"And the science department is supposed to be one of the best in the country," Twilight smiled. "Too bad it's so far across the country. If Shining didn't let us teleport here, we would never have been able to get here in time for the tour."

"Speaking of the tour." Flash looked around. "Shouldn't we be meeting someone who's supposed to show us around?" As if on cue, a man appeared and began heading towards them. He was a well dressed man, having gray skin and combed back hair along with a moustache. He was dressed in a red blazer, over a white shirt, black pants and red bow-tie.

He strode over to them with a smile on his face. "Ah, Flash Sentry. It is such an honour to meet you." He shook Flash's hand, then turned to Twilight. "And Ms. Sparkle. I've heard so many amazing things about you. I'm Dean Rightsworth, the man in charge at this college."

"It's a pleasure," Twilight smiled. "We have to say, it was quite a surprise when you sent us both an offer to take a college tour today."

"Oh, I've had my eye on you for a while. Your work at such a young age is quite amazing. And when I heard that Flash Sentry was looking into criminal law studies, I knew I had to snatch him up for myself before the other schools tried to get him." He turned to Twilight. "And Ms. Sparkle. How could I risk losing such a bright potential student? You both being here will do wonders for the school."

"Thanks," Flash smiled. "And your school looks amazing. Can't wait to see the rest of it."

"Oh, I'm sure you'll love it." He turned to walk off, the two following him as they started giving a speech about the school's history. It's founding and the many influential individuals that graduated from it, was a long drawn out story.

Flash had trouble keeping his focus on Rightsworth, whilst Twilight eagerly listened to the history whilst keeping her eyes out on the school all around them. They visited many different parts of the college campus. From the meal hall, to the dorms, several lecture halls and even the sports fields.

"And, of course, our school's accomplishments aren't just in the educational system." They arrived at a large wall that had a massive trophy case. Inside were awards for multiple different sporting events. "Our students are some of the best athletes to ever go pro. Maybe you would like to join one of our teams, Mr. Sentry. I'm sure you'd be able to increase our already amazing odds in any event you compete in."

"Sure," Flash smirked. "But you do realise, I won't be allowed to use the Ultimatrix in any of these sports. That would just be cheating."

"Yes," Rightsworth looked away, "I guess it would." As he said that, a large group of students were heading out of a nearby building. One of them glanced over at them and spotted Flash, a look of surprise being on their face.

"It's Flash Sentry!" The other students turned to them and realised it was Flash, the lot rushing over to him.

"Should of figured," Flash stated as they were suddenly surrounded. Several individuals asked for an autograph and his phone number, whilst others told Flash he should go to a party they were throwing. "Please, one at a time. Give me some room. Not the face!"

Dean Rightsworth quickly grew tired of this and bellowed out. "SILENCE!" The students jumped away from Flash, seeing their dean did not look happy. "People, Mr. Sentry is here to see our campus. He will not be able to see a thing if you all crowd around him. And I'm sure many of you have classes to go to, so I suggest you all get to them."

The crowd started to disperse, Rightsworth turning back to them.

"I'm sorry about that. Word of you coming to campus got out and everyone has been really excited to meet you. I'm sure many hope to see you in your alien form."

"Yeah, I get that a lot. But I'm actually hoping to go alien free today." Rightsworth nodded, understanding completely. "So, where to next? I noticed we haven't seen the library yet. And I'm betting Twilight will be eager to see the science lab." Twilight smiled, Flash knowing she was mentally thanking him right now.

"Of course," Rightsworth nodded. "Please, follow me." They headed towards the science building, Twilight looking like a kid on Christmas Eve.

But as they got close, an alarm suddenly sounded. "What's that?" Twilight asked, as Rightsworth frowned.

"Evacuation alarm. Goes off whenever something dangerous is happening. But what could-" A high up window suddenly shattered, as something flew out of it. That something fell towards the ground, where another student was standing.

That student saw something falling towards them and flinched, bracing themselves as they turned away. But a green flash filled the air around him and he heard the object shatter against something, the student opening his eyes and seeing a multi-coloured forcefield around him.

He then spotted Gemini, the alien rabbit turning to him as the shield faded. "You okay?" The student nodded, as they looked over at the computer that had been thrown out the window. They then heard more smashing sounds, making them look up at the window.

Gemini leapt up towards the window, as Twilight and Rightsworth ran into the building.

When Gemini reached the room, he was surprised to find a large lab that was in total disarray. The desks had been thrown about, machine parts littered the floor and computers were smashed on the ground.

In the centre of the room was a humanoid robot, the machine's upper body spinning around whilst its left hand burned as a welding torch. Its other hand had three claws and was holding some kind of laptop, whilst the students around it screamed.

Gemini quickly summoned his six clones and they all leapt over to the students, putting up shields to protect them.

"What?" A girl asked, only to notice the Ultimatrix. "You're Flash Sentry!" Gemini nodded, as the robot stopped spinning and tried to use its torch on Blue's shield. Luckily, it didn't work and the shield held.

"How do I shut this thing off?" He asked, as a boy pointed at its head.

"Manual override! Back of the head!" The Gemini all nodded and as the robot pulled back, they lowered their shields and leapt at the machine. They tackled it and started fighting against the machine's limbs, Orange and Pink wrapping their arms around its welding arm to keep it from attacking. Blue and Yellow grabbed its other arm, whilst Violet and Green grabbed its shoulders and tried to keep it from spinning around.

Red leapt onto its back and saw the button on the back of it, the rabbit pressing it only for nothing to happen. "Keep it held down for ten seconds."

"Seriously!?" Red cried, holding the button down. "Emergency override is supposed to be quick and EASY!" He cried out, as the machine started spinning around and around. Then, they were all thrown off of him.

They slammed into walls and desks, all except Red exploding with the light returning to him. He moaned, holding his head in pain, whilst the robot prepared to attack again. But before it could, it suddenly froze before powering down.

"Huh?" Gemini frowned, as someone stepped into the room.

He was a pink skinned man with spiky blonde hair, who looked to be in his late eighties. He was dressed in a white lab coat, with a black shirt and pants underneath. He was even wearing black rubber clothes and on his forehead, were a pair of old fashioned welding goggles that looked older than Flash's parents.

"Doctor Mechano!" A student cried, as Gemini picked himself up. They saw that the man was holding a remote, which they assumed had deactivated the robot.

At that moment, Twilight and Rightsworth arrived and looked around. "Mechano," Rightsworth cried, "what happened here?"

"That's what I would like to know," Mechano stated. "I was grading papers in my office, when I suddenly heard a smashing sound and rushed over here." He suddenly started coughing, holding the side of the table as he did.

"Are you okay?" Gemini asked, moving over to help him.

"I'm fine!" Mechano stated, not looking the least bit surprised that he was talking to an alien. "You're that alien boy, aren't you?"

"The one and only," Gemini smirked as he changed back to human. "Flash Sentry." He held out a hand, but Mechano just turned to one of the students.

"You were in charge of programming this robot. Clearly, you made a mistake. Give me one good reason why I shouldn't cut you from this program right now."

"I'm sorry," the student looked heartbroken. "The programming for it was so complicated. I worked all day yesterday, trying to get it done in time." They all noticed the bags under his eyes, clearly showing he hadn't gotten much sleep. "I guess I got so tired, I made an error in the programming. I'm sorry."

Mechano sighed. "That is always how it is." He turned to the students. "Let this be a lesson to you, students. The human mind is the greatest computer on the planet. But its need for rest and recuperation is its greatest flaw. One that will hopefully become a thing of the past very soon." Flash didn't like the way that sounded.

Mechano started coughing again, as Twilight stepped over to him. "Are you sure you're okay?"

"I'm fine," Mechano stated before realising who he was talking about. "Twilight Sparkle. I heard you were coming to this college for a tour. I just didn't realise it was today."

"Hello, Doctor Mechano. I've heard so much about you. The work you've done in the field of robotics is revolutionary. You changed the way people see the field entirely."

"And I've heard much about you. You're certainly one of the brightest members of your generations. I've read what you've posted online, about the different alien technologies that you've come up against."

"You've been posting alien stuff online?" Flash asked, Twilight shrugging.

"Nothing to do with the Plumbers. But I did get to take a look at some of the robots Vilgax sent at you, along with some of the gear Tirek had available. Stuff that might help inspire people to come up with the next great piece of machinery."

"Indeed," Mechano nodded. "I myself was inspired by some of the images she posted online. I'm close to a great breakthrough." He coughed again, Rightsworth frowning.

"Doctor. Maybe you should head back to your office and get some rest. You have a big class tomorrow. You'll need all your strength for that." Mechano frowned at him, but nodded.

"Very well." He turned to Twilight. "I look forward to hopefully seeing you in one of my future classes." Twilight smiled, but then she heard Rightsworth whisper something under his breath.

"I doubt that'll happen." Twilight's smile vanished, as she feared she might have suddenly been cut from the program.

Mechano also seemed to hear this and grew angry, the older man glaring at him whilst Rightsworth raised an eyebrow. After a moment of intensive glaring, Mechano turned to leave. He stopped down the hallway, a cough echoing behind him as he did.

"What was that about?" Flash asked, as Rightsworth sighed.

"Mechano is a brilliant man, but he's also a nightmare to work with. Demanding funds from other departments be given to him instead. If he had it his way, any department that wasn't connected to science and technology would have been shut down years ago."

"And he's impossible to work under," the student that had programmed the robot stated. "He wanted the programming on this thing done before today. That's why I was up so late. If you ask for a deadline extension, he asks you to clear your stuff out of the lab before the day's over."

"Ouch," Spike hissed. "Kind of harsh."

"You have no idea," Rightsworth nodded before realising he had just replied to a dog. Spike smiled and pulled his head back into the bag. "Anyway, the board of directors have all agreed to end his employment at the end of the school year. Officially, he'll go into retirement because of his increasingly poor health. That's why you won't be in any of his classes, Ms. Sparkle."

"So you haven't changed your mind about letting me attend?"

"Are you kidding? After meeting you, I'm more determined than ever to have you and Mr. Sentry join us here." The two smiled at this, whilst Rightsworth tells the students to clean up the lab. They then headed out, their tour far from over.

In some unknown location, Mechano was walking down a flight of stairs.

His angry expression continued to grow more and more deranged, as he reached the bottom of the stairs. "Terminate my employment, will they? FOOL!" He punched a wall, but flinched at the pain he felt. "Useless old body. You won't hold me back for much longer." He headed towards the back of the lab, where something massive was hidden under a large tarp. "Once this has been completed, those fools will rue the day they ever crossed me."

He picked up some tools and lowered his goggles, beginning to work on whatever he was constructing.

He worked tirelessly for two hours, never stopping no matter how much his old body wanted him to. He was constantly moving around under the tarp, working on different parts of his great invention. And eventually, he managed to finish what he had been working on.

Stepping out from under the tarp, he raised his goggles before clutching his chest. "Augh!" He groaned before beginning to cough, the man covering his mouth only to feel something on his hands.

Pulling them away, he saw blood on his gloves. "No. Not yet. I won't fall so close to the finish line." He pulled himself over to a console near the wall. He leaned against it, getting his breath back, whilst typing away at it. "Beginning charging sequence."

Twilight and Flash had just finished their tour and they had to admit, this place was amazing.

"And whenever you're not in class, all the college's facilities will be available to you. So long as a class isn't actually in session there, you can do anything you wish on campus. Wish to take a swim? The campus pool is open to all. Need to do some repairs to a vehicle, the campus's garage always has space and tools available. And aside from the mess hall, there are many eating venues within walking distance of the college."

"Wow," Flash smiled, "this place really does have everything."

"Yeah," Twilight nodded as they entered the mess. "It's almost too perfect." Rightsworth smiled, as Flash turned to her.

"And if we go here, we can hang out when we're not in class. Maybe we'll get lucky and our classes will be at the same time." Twilight smiled at this, only for the room to suddenly fall into darkness.

The lights had gone off and the only light in the room, was coming from the small windows up high and the open door. "What's going on?" Twilight turned to Rightsworth, who looked just as confused.

He took out his phone and quickly called someone. "Hardwired. What's happening?" He listened and frowned, "what? Where's it all going?" Whatever he heard made him growl. "Mechano."

"Is something wrong?" Twilight asked, as he hung up and started dialling someone else.

"Nothing you need to concern yourself with. I'll have campus security deal with this. Please, stay and enjoy the fine food we have here. You must be starving after your long tour." He left, Flash, Twilight and Spike sharing a look before shrugging and heading off to the buffet.

Rightsworth strode across the green, towards the science labs that were drawing all the college's power.

As he approached, a bunch of men in security uniforms rushed up. "Get in there and unplug whatever Mechano's using. And bring him to me!" The men charged into the building and headed for Mechano's personal lab.

Rightsworth was right behind them and as they entered the lab, they started searching the place. They unplugged everything they could find, whilst looking for any sign of him. But he was nowhere to be found. "He's not here, sir. And there's nothing in here that could be drawing all that power."

"The energy has to be going somewhere!" Rightsworth claimed. "Rip this place apart, if you have to." The men nodded and started pulling draws and cupboards open. But they found nothing that could explain the college's sudden power outage.

However, one man suddenly noticed something behind one of the bookshelves.

He stepped up and placed his hand behind it, pulling it away from the wall and finding a hidden door behind it. "Sir!" He pushed the bookcase aside, revealing the door. "Did you know this was here?"

"No," Rightsworth frowned. "Mechano's been at this college longer than anyone else. He must have found a way to keep this a secret from everyone." He tried to open it, with no luck. "Break it down!" The strongest guard rushed up and slammed his foot into it, ripping the door off its hinges. "Mechano. Whatever you're doing in there, it stops now!"

Inside the lab, Mechano glared at the sound of Rightsworth's voice. "Meddling fool!"

He could hear the guards beginning to descend the staircase and rushed into action, climbing a ladder up towards the top of his creation. And as the first guard arrived, he spotted the console and ran over to find it was what was drawing the power away.

He turned it off, as more guards arrived on the scene. And as they did, the object below the tarp started moving.

Rightsworth was halfway down the stairs, when he saw what was under the tarp. Horror appeared on his face, as whatever it was started moving. "Mechano, you mad fool!" Suddenly, the object moved part of it and slammed it up into the roof. This caused the whole thing to start shaking.

The security guards cried out, as the ceiling began to break apart and collapse.

Rightsworth ran back up the stairs, and more and more the secret lab started falling apart on top of them. As he got closer to the door, the roof caved in completely and fell towards him. He screamed, as it dropped down.

Back at the mess hall, Flash and Twilight had finished their meal and had to admit the food there was great.

Even Spike enjoyed it, the puppy licking his lips to get the peanut butter and crumbs off of them. "Man, I could eat here every day." The two smirked, also thinking the same thing. So far, they had no reason not to agree to attend this place.

But as they got up, Twilight seemed to have a bit of a worried look on her face. Flash noticed and frowned, wondering what was up with her. He was about to ask what was wrong, but something happened that caught his attention first.

The ground started shaking, the students in the mess hall looking worried whilst Flash turned to Twilight. They both headed outside and looked around, Flash wanting to be ready in case any of the buildings started to collapse. But the college's buildings had been extra reinforced, to make sure no form of natural disaster could destroy them.

But an unnatural disaster, appeared to be something they hadn't found a way to defend against. The science building began to break apart, the whole thing starting to collapse as part of the ground in front of it broke apart. And as Flash and Twilight ran towards it, something broke free of the earth and started pulling itself up.

It was a massive robot, roughly twenty meters in height. It was humanoid in appearance, made of black metal with gray in the sections between the joints. Its body was cone shaped, with the tip pointing towards the ground whilst the flat surface held a large dome-like head on its top.

It had orb-like shoulders and tube-like arms, with orbular elbows to allow freedom of motion, whilst its legs had the same tube and orb makeup. On the ends of the arms were large robotic hands, that looked pretty impressive. Meanwhile, the feet were large rectangles.

"What the heck is that?" Spike asked, as the domed head slowly turned towards them.

They got a better look at the robot's head and strangely, it appeared to look familiar. There were robotic spikes, sticking out out of the dome, which gave it the appearance of having hair. "Wait," Twilight tilted her head. "Is it just me, or does that thing look like Mechano?"

"Oh yeah," Flash nodded. "Now that you mention it." Their realisation made them both unprepared, as the robot suddenly moved its large hand towards them. "Look out!" Flash grabbed Twilight and pushed her out of the way, the hand missing them by inches.

The two fell to the ground and as they did, Twilight's geode unknowingly snapped off from around her neck and flew away.

Flash quickly rolled to his feet and reached for the Ultimatrix. But as he did, the hand swung around and slammed into him. "Augh!" He was sent flying back, Twilight and Spike gasping.

"Flash!" She turned back to the machine and tried to pull its legs out from under it, only to discover her magic wasn't working. "What?" She looked down and gasped, seeing her geode was gone. "Where is it?" But as she looked around, the hand reached down to grab her.

"Twilight, look out!" But Spike's warning came too late and the robot managed to get them both.

They screamed, as they were lifted into the air. "Let me go!" But when the hand opened up, Twilight slid down onto the palm. And as she did, it opened and a hole was in the very middle. One that Twilight suddenly fell into. She and Spike screamed, as they tried to escape. But the hole started making a sucking force that Twilight couldn't escape.

Their screams caught Flash's attention and as he looked up, he saw the robot turn away. With its larger strides, it started running and left the campus in just a few steps. It kept running and disappeared, Flash shaking his head as he stood up.

"You're not getting away." He was about to activate his watch, only to notice something on the ground.

Looking down, he saw Twilight's geode on the ground. He quickly picked it up and frowned. Without it, Twilight would be in serious trouble. But Flash wasn't gonna let that thing keep her.

"Hold on!" He activated the gauntlet and cycled through the aliens until he found one he wanted, slapping the hologram down and creating a bright flash of light. "XLR8!" He cried, having become his fastest alien.

He suddenly shot forward, picking up speed to chase after the robot.

The people of the city had been doing their everyday activities, enjoying life in the college town.

But then, that peaceful day was shattered by a giant robot that had suddenly appeared. It marched down the street, pushing its way through buildings and anything else that got in its way. Down on the ground, several cops saw it coming and tried to shoot it, but the machine's metal body was impervious to their bullets.

At that moment, Twilight had finished sliding through a slide-like tunnel and fell straight down through another hole.

"Ahh!" She cried, landing on her butt and flinching in pain. Spike jumped out of her bag, whilst she opened her eyes and looked around. Spike did the same, the pair finding they were in some kind of glass tube. Said tube had disconnected from the slide and the top was quickly sealed, as the tube slid along the ground.

And at the front of the room was a large throne, where the one responsible for all of this could be seen.

"Mechano!" The man turned to her, his arms surrounded by metal tubes connected to the controls. "What are you doing? Why did you do all this and capture me?"

"Ms. Sparkle." Mechano laughed, as he turned back to stare at the display screen. "You should feel honoured. You're the first one to be saved by me and become a part of mankind's future." He then spotted Spike and frowned. "You should know. Mankind's future doesn't include owning pets."

"What are you talking about?" Twilight asked, as she looked behind her and saw multiple glass tubes behind her. One of these tubes had replaced the one she had been in. "Are you going to kidnap more people?"

"Not just any people. The chosen ones. Those worthy of becoming part of mankind's next stage. Those like you, my dear. The smart ones who can actually help our race flourish."

Twilight wasn't sure why, but she had a feeling this guy had some insane plan. "What do you mean, becoming part of mankind's next stage? The last time I heard someone say that, he tied me to a tower and almost mixed my DNA with a random assortment of animals."

Mechano puffed. "You must be talking about that Animac idiot. What a fool. Mankind's future isn't becoming more animalistic. It's to become less organic."

"What?" Twilight asked, "how can we be less organic?"

Mechano laughed. "I'm close to completing my ultimate invention. A device that will download the human brain into a computer server. Once it's complete, I'll be able to free us from these accursed organic forms and place us in bodies that are more...mechanical."

Twilight and Spike's eyes widened. "You're going to turn us into robots?"

"Of course!" Mechano laughed. "Think of all the brilliant minds that have been lost forever. Einstein. Tesla. Benjamin Franklin. Imagine everything they could have accomplished, if they weren't forced to grow old and die. Mankind's only hope of unlocking its true potential, is for the minds of our best and brightest to be freed from the shackles of the organic prisons we call bodies."

"You're insane," Spike told him. Mechano looked back at Spike, a raised eyebrow on his face as the dog growled.

"He's right," Twilight told him. "This is madness. We'll be just as vulnerable in a robotic form. Machines break down faster than human bodies do. Glitches can occur all the time and if the machines lose power, we'll be dead."

"All problems that can be fixed easier than a human body can. You can't simply make a new lung or replace a broken leg with a new one. Humanity's future lies in the mechanical form. A life without pain, disease and suffering."

"A life without pleasure," Twilight told him. "The last I checked, a robot can't feel the wind of their skin. They can't enjoy the taste of their favourite food and the touch of those they love. If you do this, you'll be condemning the world to cold and pointless existence."

"Better that than no existence at all," Mechano stated. It was then that he heard an alarm and checked, as a screen popped up and showed something flying towards the robot. Something fast.

"Flash," Twilight realised it was XLR8. "It's not too late. Give up now and Flash won't kick your butt!" But Mechano just laughed, as the controls beeped.

"He won't even get close to us. Activate flight mode."

On the ground, XLR8 charged towards the robot as fast as he could.

He was catching up and would be on it within seconds. But before he could, the robot stopped running and its feet started to open up. And the next thing XLR8 knew, fire was exploding out of its feet.

"WOW!" He skidded to a stop and ran the other way, as the smoke and flames filled the street and almost engulfed him. "Not good." He watched, as the robot was propelled upwards. But it was a slow rise and XLR8 was able to easily run up a building before leaping off the top.

He flew through the air, planning to land on the robot and run up its body towards the head. He was sure that was where Twilight was.

But as he landed on the machine, his entire body was suddenly electrified. "GYAH!" He leapt off of it and fell back towards the ground, crashing into the roof of a building and sliding along it. "Ow." He hears laughing as he picks himself up, Mechano's voice echoing out of the robot's head.

"Nice try, but your pathetic organic alien form won't stand a chance against my amazing robot. Give it up and leave me to my work. Your friend will be much better off, once I've freed her from her organic confines."

"What?" XLR8 asked, as he watched the robot's back open up and shoot a blast of fire from it. This propelled it along, the robot picking up speed and shooting off over the city. "Not good!"

He thought about changing aliens to fly after it, but realised none of his flyers were fast enough to catch up with it. Even Firefly's jet propulsion wouldn't catch up with it.

"Maybe Ultimate Firefly..." His eyes widened, as he realised there was another way he could catch it and fight against the machine. "Alright!" He reached up and twisted the dial on his chest. "Time to go...ULTIMATE!" He slapped the dial down and it quickly changed, to have the three spikes before a green light flowed out and spread across his body.

In a flash, XLR8's body grew taller. He quickly became over eight feet tall, whilst his body gained many more changes. His skin changed to a brownish colour, with his suit disappearing at the arms and legs. But it was his tail that changed the most, as it grew longer and also overtook his entire body. Now XLR8 was one long tail, with arms, legs and his head sticking out of it.

The tail was a mix of black and orange, the area of XLR8's arms, legs and head were sticking out being black with an orange stripe right under it. It kept swapping from orange to black until the very tip of the tail, which was orange and had a large orange spearhead on the end of it. The area of his tail that would be his chest was white, where the Ultimatrix was located.

His head was pretty much the same, except the top of his helmet bent backwards ninety degrees. The section of his body beneath the helmet looked like the helmet could slot into it, whilst his mouth had a more refined lower jaw.

Transformation complete, the new Ultimate swung its larger tail around as he announced who he was to the world. "ULTIMATE XLR8!" The speedster stared at the robot that was flying off and lowered his visor, shooting off the side of the building and flying down it towards the ground.

As he did, he used his tail's new rock hard tip to pierce into the side of the building to slow himself down.

Once close to the bottom, he pulled it out and dropped the last few feet. And as soon as he touched down, he shot off towards the robot. He felt heavier and not as fast as he once was, but he was still faster than the eye could follow.

Within the robot, Twilight, Spike and Mechano saw Ultimate XLR8 chasing after them.

Mechano frowned, clearly not impressed by the sudden transformation. But Twilight was amazed by XLR8's new form and wondered what it could do. From what she knew of the Ultimates, they always had some kind of trade off power wise. Gaining a new ability, but losing an old one. The only ability XLR8 had was his speed and by the looks of things, he hadn't lost that. Was this Ultimate different?

"Transforming your pathetic aliens won't save you!" Mechano stated. "You couldn't touch my robot before and now won't be any different."

"We'll see about that!" Ultimate XLR8 announced, as he caught up to the robot and began running up the side of a building to get to its height.

And before Mechano could try and stop him, he leapt off the side of the building and shot towards it. As he did, his head retracted backwards and slotted into his body, his arms curling up into slots in the armor as well. He straightened out his body and turned into a super fast missile, his hammer-like forehead smashing into the robot at over three hundred miles an hour.

And to Mechano's shock, the impact sent the robot flying in the other direction. "WHAT!?" He cried, as he smashed into the side of a building.

Ultimate XLR8 fell back towards the ground and used his long black claws to dig into the ground, as the robot slid down the building and hit the ground. XLR8 had expected that to hurt, but he hadn't felt a thing. His new body was completely resistant to high velocity impacts.

"Awesome!" He smirked, as the robot began to pick itself up. He shot forward again, picking up speed before leaping off the ground. He once again folded himself up into a missile and before the robot could get its balance, he smashed into it again and knocked it down onto its back.

"Augh!" Mechano cried, whilst Twilight did her best to keep herself stable.

Luckily, the tube she was in was small. So by holding her arms and legs out, she was able to keep herself from getting thrown about when the robot hit the ground. Spike had leapt back into her backpack, zipping it up to keep himself safe. "Nice one, Flash."

"That worm!" Mechano pushed the robot up. "I'll show him why messing with me is a mistake!" He started powering the robot's jets up again, planning to fly straight up and out of Ultimate XLR8's range.

The alien spotted this and realised he needed to get rid of its jet propulsion.

He glanced back at his tail, seeing the hook-like end made of hard material. An idea popped into his head and he smirked, as he picked up speed and shot straight towards the robot. "Time to see if this works." He leapt up and flew towards the mech, then spun around moments before he reached its metal body.

This caused his tail to swing around and smashed into the robot's leg, the hook on the end of it ripping through the metal connecting the foot to the ankle.

He kept going until he cut through the entire leg, having gouged out half the foot's metal before flying out the other side and landed behind the machine. Moments later, the damaged part of the robot exploded and the foot hung off the leg before breaking off completely.

"WHAT!?" Mechano screamed, as his console brought up a warning light. "Impossible!"

His mech's other foot continued to try and lift it off the ground, but only one thruster wasn't enough to carry the machine's weight. As such, he was forced to deactivate the thrusters to prevent issues from occurring. But when the mech landed back on the ground, it had trouble balancing.

"That little brat!" He spun around and spotted Ultimate XLR8, then reached down to try and catch him. "I'll crush you like a grape!" But the alien managed to dodge the attack and spun his tail around, the pick-axe end slamming into the wrist and ripping it off.

As the robot pulled back, Ultimate XLR8 leapt over to another building and used his powerful legs to propel himself forward. He folded up and slammed his head into its chest, the loss of its foot and hand keeping it from falling backwards. It smashed into the ground and Ultimate XLR8 used its chest to leap straight up towards the machine's head.

He then fell back and spun around, his tail slamming down onto the head and ripping right through it.

Twilight cheered, as the alien broke into the cockpit and spotted her in the tube. Mechano roared, as his robot's controls went haywire. But Ultimate XLR8 was more focused on saving Twilight, so swung his claws around and cut through the glass.

He reached inside and pulled Twilight free, then used his legs to propel himself back out. "I'll be back for you next!" Mechano roared, as more of his console exploded. The flames slammed into the side of his face as it did, making him scream as some of his hair was burned away.

He screamed, as he pulled his arm out of the control tube and threw it into an area that was on fire. Despite the pain, he slammed a fist down on the button and his chair moved away from the console and into a tube in the back.

Ultimate XLR8 had leapt out of the robot, shielding Twilight as he did so. He flew through the air and managed to land on the ground, his sharp claws digging into the pavement as he came to a stop.

Once they were clear of the robot, he looked down at Twilight. "You alright?" Twilight smiled and nodded, Spike leaving the bag's safety as they turned back to the machine. "I'm going back in for techno freak!" But before he could, something shot out of the robot's head. It was some kind of missile, which shot up into the sky and flew away at an incredible speed. "What's that?"

"Best guess. Some kind of escape pod. His machine was badly damaged when you destroyed its foot, hand and control console. He must be trying to get away."

"Well he's not gonna get far." But before Ultimate XLR8 could chase after him, the Ultimatrix beeped and he transformed into Flash. "Great," he sighed, "perfect timing." Sirens filled the air and the two realised they would need to talk to the police about what happened.

But to their amazement, another car appeared before the police. This one had Rightsworth in it, the man's suit being covered in dirt whilst scratches and cuts covered his face. "Mr. Sentry," he stepped over to him. "Ms. Sparkle. You're here. I assume you're the ones who stopped this contraption."

"That's right," Flash nodded. "And what happened to you?"

Rightsworth sighed. "When Mechano made his escape in this thing, he brought his underground lab down on the rest of us. But a miracle, I managed to get out before I was buried alive. My men weren't so lucky. Now, where Mechano?"

"Gone," Flash sighed. "After I toasted his robot, he escaped in a rocket of some kind. Sorry. I ran out of power, so I couldn't follow him."

Rightsworth sighed. "So long as nobody else got hurt. I'll be sure to alert the authorities to Mechano's crimes. He'll be on the most wanted list before the day is out." They nodded, as they turned to the machine.

"What are you gonna do with that thing?" Twilight asked.

"Take it back to the college and take it apart, piece by piece." The teens looked at him in shock. "It was built using college funds. So technically, it still belongs to the college. I intend to strip it of everything I can use to make that money back, then funnel it back into the projects that actually deserve funding." The two nodded, as the police began asking questions.

It took a while, but Flash and Twilight told them everything that happened.

Once that was done, the two were left alone as Rightsworth made preparations to get the robot back to campus. Flash and Twilight soon found themselves free to do whatever they wanted, even though they doubted they could do anything back at the college.

Still having a few hours before Shining was set to warp them back, the pair chose to check out the city.

The place was just like Canterlot, with movie theatres, arcades, parks and so much more. It was definitely a place Flash and Twilight would enjoy spending time at. "Giant robots aside," Flash stated. "This city is great."

"Yeah," Twilight nodded. "And mad scientist teacher aside, the college is great as well. Imagine all we could learn there. My science studies could really excel here and you could learn everything you need to be a full on Plumber." They were both sat on a park bench, enjoying some ice cream they had gotten from a local vendor. Spike was running around the park, chasing a butterfly. "Although..."

"Although?" Flash looked at her, "what's up?"

"It's so far away. I doubt we could teleport back and forth from here to Canterlot. We'd only be able to visit home on holidays. I don't wanna be away from my family that long. I wanna see Flurry go into pre-school. And what if Shining and Cadance have another child? I won't get to see it grow up for four years."

"Good point," Flash sat back. "And we wouldn't be able to see our friends for a long time." That seemed to make Twilight feel even worse. "I get it. You've only had close friends for a relatively short time. You don't want to say goodbye to them yet."

"Exactly," Twilight nodded. "Remember when you went to the future and learned we had all drifted apart?" Flash nodded. "What if it happens again? What if I go here and never get to see them again?"

"That's up to you," Flash stated. Twilight looked confused. "I get it. Staying friends when you don't get to be with each other everyday, can be really hard. But...do Sunset and the others matter to you?"

"Of course," Twilight nodded. "They're one of the most important things in my life."

"Then don't let your friendship die," Flash stated. "If it's important to you, make it last. Who cares if you don't get to physically see each other every day? You can still talk to them over the phone or on the computer. They're not just gonna go stay in Canterlot whilst you go here. They'll probably be going to their own colleges, maybe in another state. They'll be doing the exact same thing you'll be doing."

"Yeah," Twilight nodded, "you're right. They will be going to college somewhere."

"They'll be facing challenges of their own," Flash told her. "And they might find themselves overwhelmed, just like you might be overwhelmed by everything you're gonna learn."

"You're right," Twilight nodded. "And when that happens, we'll need to be there for each other. To support one another."

"Exactly," Flash nodded. "And you'll probably find that doing that will strengthen your bond, better than hanging out with one another every day. Just watch. When we all graduate college, you girls will be just as close as before. Closer, even."

Twilight smiled at him. "Thanks Flash."

"No problem." Flash finished off his ice cream and got up, Twilight following suit with Spike running up to them. "But you know, it's possible we won't go to this college. Maybe we'll get another offer somewhere better." Twilight nodded, as they walked side by side. "But there will be one upside to coming here."

"What's that?"

Flash smiled at her. "We'll get to come together. We'll get to see each other every day." Twilight suddenly blushed at this, as Flash looked up at the sky. "Though I guess that kind of goes against what I said before. If we do end up going to different colleges, I hope our friendship stays as strong."

Twilight smiles with him and nods. "I'm sure it will. After everything we've been through together, how could it not." Flash nodded, as they headed out of the park to find something else to do until it was time for them to warp back to Canterlot.

They didn't know what the future had in store for them. But they knew as long as they stuck by one another, nothing thrown at them could stop their quest to become the best they could be. No matter what the universe threw at them, they would overcome it and charge forward to a brighter tomorrow.

Night had fallen in the middle of the desert and there, someone was busy working on something.

That someone was Mechano, who had cannibalised the escape pod that had crashed into the desert. Sparks filled the night sky and illuminated the man, who was shaking in both pain and rage. But eventually, the sparks ceased and he looked over his creation.

"Flash Sentry." He raised what he had created, doing so revealing that his burned arm had been replaced by a robotic one. "You will pay for what you've done to me. My destiny cannot be stopped. I will help humanity evolve." He placed what he had made onto his face, connecting it so that it was covering the entire left side of his head.

He spun around and revealed his new appearance. Alongside his robotic arm, he had a metal mask covering the left side of his head and face. In place of his normal human eye, he had a large tube-like eye sticking out of the mask. The tube had a red lens inside of it, which allowed him to zoom in and out to see things easier.

He clutched his robotic arm with his real one, only to then cough. He would still be reliant on his useless organic lungs. But eventually, he would find a way to free himself from his damaged body. Until then, he would work on making Flash Sentry pay. He would come to regret ever crossing the most brilliant man alive.

Author's Note

Welcome, my friends, to the next instalment of Flash Sentry with the Omnitrix. In this case, it's the Ultimatrix, but you get my point. Flash and his aliens are back and kicking off this story with a bang, showing all his new aliens and a new Ultimate.

Speaking of Ultimates, this particular one was taken from the Ink Tank's drawing matrix. For those who want to see what it looks like, here.

Whilst this Ultimate was made by the Ink Tank, all the other ones will be of my own design. Hope you enjoy what's to come.

Twilight's Ultimate Aliens Journal: Ultimate XLR8
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The Ultimatrix Hero

Twilight's Ultimate Aliens Journal: Ultimate XLR8

The scene opens up in a multi-coloured void, with a large brown notebook filling most of the space. On the front of the notebook, is the Ultimatrix Symbol. As it appears, Twilight's voice can be heard in voice over.

"It's Twilight's...ULTIMATE ALIENS JOURNAL!"

The void suddenly changes to show a crayon depiction of a roadrunner cartoon backdrop. As it does, a chibi form of Twilight in a lab-coat marches out from off screen. "Hello everyone," she waves to the camera. "I'm Twilight Sparkle." She points to the other side of the screen, as a chibi Spike runs out. "And this is my valuable assistant-"

"WHOA!" The dog trips over his own feet and rolls past Twilight, slamming into something off-screen and making a clattering sound.

"Spike!" Twilight frowns, as she moves over to the other side of the journal.

"Sorry!" Spike staggers back out, looking a little dizzy. He quickly shakes his head and smiles, as Twilight returns her attention to the camera.

"Anyway. Welcome to my Ultimate Aliens Journal." Spikes runs over to her and grabs the edge of the book in his teeth, pulling it open as a crayon drawing of the Ultimatrix can be seen. "This is where I catalogue the many different Ultimates Flash has become in order to understand them better.

The scene changes to show the footage of Flash's Omnitrix transforming into the Ultimatrix.

"Upon gaining the Ultimatrix, Flash acquired the ability to evolve the aliens he can become and turn them into something vastly more powerful."

The scene changes back to Twilight and Spike, as Twilight uses her magic to flick through the pages until they find a crayon drawing of the alien they would be talking about. "Today, we'll be looking at the hyper evolved form of Flash's fastest alien. Ultimate XLR8."

"Awesome!" Spike cheers, as the scene changes to XLR8 slapping the Ultimatrix and transforming.

"ULTIMATE XLR8!" He cries, once the transformation is complete. The scene that changes to show XLR8, the alien striking a pose as the camera spins around him.

"Ultimate XLR8, is the hyper evolved form of Flash's Kineceleran transformation. Kinecelerans are possibly the fastest species that exist in this part of the universe." The camera shows images of Flash as XLR8, using his super speed in a bunch of different ways. "Some of them are so fast, that even the Galvin haven't been able to make a device capable of calculating their exact speed."

The scene changes back to the chibi pair, as Spike stares at the image with an impressed look on his face. "Wow. That is fast. How the heck do you improve on something like that?"

Twilight chuckles, as the scene changes to show Ultimate XLR8 racing after the robot. It then shows him leaping at the machine and tucking his arms and head into his body, as the flat of his hammer-like head slams into the machines chest.

"Ultimate XLR8's evolution, has allowed him to become completely immune to any kind of impact related damage. He can slam into something at high speed and not suffer any injury. This combined with his new armor, allows him to turn into the ultimate battering ram."

The scene then shows Ultimate XLR8, swinging his tail around and using the hook on the end to smash into the robot's leg.

"He also has a super strong tail bludgeon, which when swung around can cut through over ten feet of solid steel like it was paper."

"Wow," Spike smirks as the scene returns to them, "now that is awesome. Unlimited speed and awesome defensive power. How can anything stop him?" Twilight gives a sheepish expression.

"Well his speed isn't exactly unlimited. When undergoing Ultimate Evolution, all Flash's aliens will experience some form of power trade off. Sacrificing an old ability in order to acquire a new one. And Ultimate XLR8 trades speed for power. His new armor and the loss of the glider balls his species use, has cut his speed down tremendously."

"Really?" Spike asks, as he looks up at the crayon drawing. "How fast is he now?"

"At top speed, Ultimate XLR8 maxes out at a little under eight hundred miles an hour."

"Wow. I know that's still really fast, but compared to the incalculable speeds he could go before, that's kind of a downgrade." Twilight shrugs.

"He may not be as ungodly fast as he once was, but Ultimate XLR8's new strength and armor more than makes up for it. He is the ultimate unison of speed and power."

The scene changes to show Ultimate XLR8, as he jumps around and slams into the robot several times using his tail and head hammer. It then shows him shooting towards the robot's chest and smashing into it, knocking it onto its back back catapulting himself into the air.

He spins around and swings his tail end towards the camera, the impact causing the image to change and show the journal flickering closed. Twilight and Spike stare at the journal, as the front of it closes and the pair turn to smile at the camera. "Ultimate Aliens are so amazing." Twilight waves at the camera, "hope to see you next time." Spike barks in agreement, as the scene cuts to black.

Author's Note

Well, I bet you weren't expecting this. So yeah, I'll be releasing these journal chapters after a chapter I reveal a new Ultimate Alien in. Figured this would help people understand what the new Ultimates have and lose when they evolve. And I hope the chibi aspect makes it fun to imagine.

Season 1, Episode 10: Pedal to the Metal
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The Ultimatrix Hero

Season 1, Episode 10: Pedal to the Metal

It was a seemingly peaceful Saturday in Canterlot and many of its citizens, both human and alien, were enjoying a nice day off from their busy lives.

On the streets of Canterlot, cars of multiple different makes and models could be seen moving through the city. Some contained the few individuals going to work, whilst others held people who get off to enjoy their weekend by going to visit relatives or going to parties and other enjoyable events to help them unwind.

But on the back streets of the city, one car was currently undergoing a lot of trouble with moving around.

Flash Sentry's custom Camaro, was jerking around as the driver had trouble getting it into gear. It bounced around, sometimes stopping all together as the driver mistimed the gear shift. It was very different to how it usually moved.

"Whoa!" The driver cried, as she accidentally stalled the car. "Not again." Twilight sighed, as she looked over at her passenger.

Flash was currently clutching the sides of his seat and door, clearly terrified about Twilight being behind the wheel. "You're lifting your foot off the clutch too quickly. You gotta feel the car's movement. Once you feel the car move up a bit, that's when you can move forward."

"I get that," Twilight restarted the engine. "But this is harder than it looks." Flash wasn't sure how to answer that, since it had always been easy for him.

"You'll get it after a while. Now, move forward and try to shift into second." Twilight did so and once she felt the car lift up ever so slightly, she placed her foot on the gas and the car shot forward. "BREAK! BREAK!" Twilight hit the break and the car stopped, but she forget to hit the clutch and the engine stalled again.

The sound of his car in so much pain was just as painful for Flash, who sighed before unbuckling. "Right. Switch."

"But I haven't even gotten to go ten feet." Flash gave her a look and she didn't argue, the pair getting out of the car and moving around.

"Now, watch my feet and try to memorise how they move when we drive."

"Can't I just keep trying? Build muscle memory?"

"If we had another car to practise in, I'd say yes. But I'm not letting you risk damaging my car to build up muscle memory." He rubbed the top of the car and patted it, whilst Twilight rolled her eyes.

"You care way too much about this thing."

"Of course I do," Flash looked insulted. "Do you know how much it costs to insure a sports car being driven by a teenager? If you scratch it, I lose my no-claims discount." Twilight rolled her eyes. "Look, Twilight, you have to treat a car like you treat a woman." That statement got Twilight to just stand there, crossing her arms as she raised an eyebrow.

"Go on."

Flash thought for a moment, then shook his head. "…No. I sense I’ve made a mistake of some kind."

Twilight sighed, as they got back into the car. "Why did I think it was a good idea to have you teach me to drive?"

Flash smirked, as he leaned back in his seat. "Maybe because I was the first one in our year to get his licence. And because I passed the first try, as opposed to Sunset and Fluttershy's two times, Rarity and Applejack's three, Pinkie's four and...how many times did it take Rainbow? Six?"

"Seven."

"Exactly," Flash nodded. "Plus. I've never had an accident, been caught speeding or even run a red light. Face it, I'm the best teenage driver in Canterlot." Twilight sighed again.

Flash wasn't a very proud person. Being humble was actually one of his best qualities. But there was one thing he bragged about and that was his driving skill. "Okay, I get it. You are the master."

"Exactly," Flash started the car and began to move around the back street. "So watch and learn from the master. We've still got an hour before you agreed to meet Rainbow and Fluttershy and I have to pick up Chip. By then, I should have hopefully taught you how to at least get into second and third gear without stalling the engine. Now watch carefully."

Twilight did watch, as Flash moved around the street. Her focus was on his feet, the girl watching how he shifted them around like it was second nature. It was almost as if he was apart of the car, given how well he was able to control the vehicles.

Twilight had to admit, she wished she had skills like that.

Over at the Plumber base, Chip was in one of the science rooms with Clawcer.

The human mechamorph hybrid, was currently being scanned by one of Clawcer's many devices. The crab alien stared at the screen and nodded, humming as the puddle of slime raised his head. "So...what's up, doc?" The mechamorph had been watching a lot of cartoons lately and had started integrating some of their phrases into his speech.

"Your matrix's regeneration is going well," Clawcer nodded. "Though you can't form a physical form yet, you might be able to merge with technology for a brief period of time. But if you spent too long on that machine, I'm not entirely sure what would happen."

"Okay," Chip nodded. "Noted. Don't spend too long merged with machines. Anything else?"

Clawcer nodded, showing him several scans. "Your human DNA is still stable. Actually, it's integrating more and more into your technological systems."

"What does that mean?"

"It means you're becoming more and more human every day. Hopefully, that doesn't cause any complications down the line." He deactivated the device and picked up another one. "Let's do a more thorough scan, just to be safe." Chip nodded, though he wondered what complications his human DNA could cause.

On another street a few miles away, a group of human women and a single alien female had just stepped out of a clothing store with their purchases.

They were laughing at something the alien had said, as they made their way to a nearby crosswalk. They waited for the light to turn green, as they watched the cars race by. The alien was quite interested in the cars, stating that her world didn't have them.

As the light turned green, they began to cross the street. But as they did, something flew down the road towards them. Something moving so fast, they could barely make it out.

The women saw it coming and all screamed, as they leapt to the side before it shot past. Some of them had dropped their bags and the blur flew over them, crushing them and what was inside. When it was gone, the women were all terrified by what they had just survived.

The yellow blur continued to fly through the streets, moving too fast for anyone to see. If they could see it, they would discover it was a strange Y-Shaped car, that looked like something not built on their planet.

The car had a bullet-shaped centre, looking almost like someone had cut the cockpit of a jet off and stitched it to a car. Behind the bullet middle, a long piece of metal came off it and had a single wheel on the end of it. Exhausts stuck off the sides, with the wheel between them. And in front of the car, two more metal arms stuck out that gave it the Y-Shape. They each had a wheel on the side of them, whilst exhausts were sticking out the other side.

Every law of physics probably said the thing shouldn't work at all. But somehow, it was racing down the street at super high speed.

"YEAH!" The driver behind the wheel yelled, as he turned a corner with incredible speed and precision. The car's exhausts acted as thrusters, keeping it from spinning out of control. "That's what I'm talking about." It was Dragstar, the mad racer laughing as he enjoyed the rush.

He wasn't wearing his normal attire, now being equipped with a yellow jumpsuit with metal parts on his body. His right arm was surrounded by a metal gauntlet, whilst his helmet was a yellow version of the one Shadow had made for him before.

The man laughed again, as more and more people screamed whilst he raced forward. "Oh yeah. Best car I ever stole." The man remembered getting the car, having discovered it whilst checking out that space port he had heard about.

It hadn't been easy and he had barely made it out of there without being seen. But the risk had certainly been worth it.

He weaved between several cars and trucks and as he turned around another corner, he heard sirens and looked back to see a police car trying to catch up to him. "Oh. Think you can handle the big boys?" He let himself slow down, allowing the police cruiser to catch up. But as soon as he was close enough, Dragstar hit the gas and his exhaust exploded.

The flames covered the front of the car and before the cop could do anything, the rubber that made up his tire burst and he lost control.

Dragstar raced off and watched his rear-view mirror, as the car behind him crashed into another car before spinning to a stop. Before it got out of sight, he saw the cop escape out the back. "Nice." But as he looked forward again, two more cars appeared in front of him.

These two were the ones belonging to a pair of Plumbers, which left a gap for him to drive between.

But before he could, the side of the car opened and unleashed a bunch of lasers. These lasers combined to form a net of some kind, which they obviously expected Dragstar to drive into.

"Nice try!" He hit several switches and the car's side exhausts slid down before firing, propelling the front into the air. And when the back fired, the car shot up and over the net.

He flew through the air and landed on the other side, having no issue controlling the vehicle despite moving at such an incredible speed. He watched the Plumbers accidentally catch another car in their net, forcing them to stop and free their surprise victim. All the while, laughing at how much fun he was going to have.

It was then that Dragstar noticed another car suddenly appear in his rear-view mirror. One with an emblem he was quite familiar with. "Sentry!"

Flash smirked, as he drove after the mad roadster. He had just dropped Twilight off when he had gotten the call and realised he was close to Dragstar's position. And now, he was in hot pursuit.

He drove as fast as he could after Dragstar, managing to catch up as the racer slowed down to let him pull up beside him. "Sentry!" Dragstar laughed, "nice ride. But I bet mine's faster."

"Guess we'll never know," Flash prepared to activate the Ultimatrix and dial up XLR8.

"What's the matter? Afraid you can't catch me without going alien?" Flash frowned at him, but didn't hit the Ultimatrix. "Guess you're not the driver you think you are. Come on. Be a man and catch me using your own skill." With that, Dragstar accelerated and shot down the road.

Flash watched him disappear and knew he could catch him in a second using XLR8. But Dragstar's words rang in his ears. "I'll show you!" Flash thrust his car into top gear and hit the gas, accelerating after him as he raced down the road.

The two cars zoomed through the streets, weaving around the many cars that were also there.

Dragstar laughed, as he realised he had actually gotten Sentry to chase after him in human form. "Please. There's no way you're gonna be able to beat me. Your car might look good, but it's clearly not a race car. You'll never catch me at top speed!" With that, he pushed his car to max power and shot off at an incredible speed.

Flash saw him race off and realised he wouldn't catch him with his car as it was.

"You said I had to catch you with my own driving skills." He activated the Ultimatrix, "and that's what I'll do. Once I've given my Rider a bit of an...Upgrade!" He slammed the dial down and in a flash, he was replaced by the galvanic mechamorph.

The techno-organic alien suddenly melted and covered the inside of the car, followed by the rest of the vehicle. Within seconds, the car was reconstructed and transformed into a super fact and agile race car. As soon as it was done, the thrust kicked into gear and propelled the car forward.

The car turned into a blue blur, which flew down the street faster than anyone could blink. He soon caught up to Dragstar, who realised what had happened and smirked. "Okay. I'll give you that one. But just because your car's faster, that doesn't mean you'll be catching me."

The two cars continued to race through the streets. If anyone was watching from above, they would see a yellow and blue line of light zigzagging around the streets.

At one point, Dragstar turned into a large alley that his car was able to zip through without issue. But when Upgrade turned into the alley, he took the turn too quickly and ended up grinding his side into the wall. "Ah!" His slimy body retracted from that section, revealing his actual car which ended up getting scratched up before he pulled away.

He looked around and saw his car's paintwork, which had been torn up to reveal the metal underneath. This made him mad and he covered that section again before focusing back on Dragstar, who had reached the end of the back alley.

"Let's check out your reaction time." Dragstar turned onto a main street and gave a sharp turn, Upgrade following suit only to find himself coming face to face with a bus.

"WHOA!" Upgrade managed to pull himself out of the way at the last moment, but almost lost control when he did so. He pulled himself back from the brink of a spin out, whilst Dragstar kept moving forward.

He soon spotted a busy intersection, which currently had a bunch of people crossing the road. But he didn't stop and instead, sped up to race through the intersection.

Many people saw him and were barely able to jump out of the way, as the car shot past not caring if it smashed into someone.

Upgrade followed behind and when he saw the people, he morphed the car so that the main body was high up in the air. The wheels were still on the ground, connected to the car by long chords like a cartoon. This allowed him to sneak through the intersection without risk of hurting anyone.

Once he was out of the intersection, he returned to his standard upgraded form and continued the chase.

He soon caught up, but Dragstar wasn't done and flicked a few switches on the dash board. This caused parts of his car to open up and unleash a bunch of missiles, which flew up before arcing down towards Upgrade. "Seriously!?" The mechamorph cried, as he quickly formed a laser blaster that shot at the missiles.

All but one of them was destroyed, that last one hitting the ground next to him and exploding.

Upgrade grunted at all this, but still managed to maintain control as they both arrived at a tunnel. Dragstar kept accelerating, swerving between the cars as he made his way towards the exit. Upgrade followed suit, using his morphing abilities to keep himself from crashing into anyone.

They soon left the tunnel and found themselves on a back road on the edge of the city. As Upgrade caught up, Dragstar spotted an exit that was cornered off. He quickly turned onto that road and broke through the barrier, Upgrade following as they raced along a road that overlooked a cliff that went down to a river.

Upgrade slowly began to catch up, soon finding himself within reach of the alien car. And as he prepared to fire a laser at the back tire, Dragstar chuckled at him. "Shouldn't tailgate." He flicked another switch and suddenly, the exhausts exploded and unleashed multiple bursts of fire.

One of those flame streams hit Upgrade and surrounded a good section of Flash's car.

"AAAAARRRRRHHHHH!" Upgrade was forced to retract away from the hood of the car, his whole body soon slipping off the car and back into the driver's seat. The flames continued to burn the front of his car, the heat too much of Upgrade to handle.

But before he could brake, Dragstar pulled away and revealed something to the roasted hero.

The part of the road they were one was about to turn sharply, a metal barrier blocking any car from going over the cliff waiting for them.

"WHOA!" Upgrade tried to turn, but it was just too late. The side of his car ground into the metal barrier and a horrible, ear ripping sound filled the air, as the car skidded along the barrier. And when Upgrade pulled away, he overcompensated and crashed into the wall on the other side of the road.

The impact caused Upgrade to lose control and suddenly, his front wheel blew out and he found himself spinning back towards the barrier. And when he slammed into it, the barrier broke and he found himself going over the cliff.

Time seemed to slow down for Upgrade, the tech alien quickly running through his options. He could try and morph onto his car and save it, but the metal was still hot from the fire bath. If he tried and failed, he would be done for.

Seeing no other options, he hit the Ultimatrix and focused on one alien in particular. And sure enough, he became his smallest alien. "Nanomech!" The tiny alien leapt out of the broken window and flew up, as the car crashed into the side of the cliff below and bounced off to fall again.

It fell another thirty or forty feet, smashing into the cliff every now and then, before finally crashing into the rocks and water blow.

Nanomech's eye widened in shock, as he stared at the remains of his burned out sports car. The whole thing had been crushed into a smoking wreck, with all four wheels destroyed and the paintwork completely ruined. You couldn't even tell it was a car anymore.

Dragstar slowed to a stop and looked down at the destroyed car.

He knew Flash had likely survived, but his precious ride had been ruined forever. "Buff that out." With that, he raced off at high speed whilst Nanomech just let him go. He was too heartbroken about his car.

Word of Flash's crash quickly spread to all his friends and soon enough, Shining, Trixie and the Rainbooms were all heading to the base.

When they got there, they were led to one of the base's workshops. There, several Plumber Vehicles were being worked on and mended. But in one corner, teleported there after Flash pulled it from the river, the ruined carcass of the teen's sick ride remained.

"Flash!" Twilight gasped, seeing Flash sitting besides his car looking heartbroken. "Are you okay?"

Flash said nothing, instead just staring at what used to be his most precious possession. Chip was behind him, inside his tank staring at the ruined vehicle. "Bro. Twilight and the others are here." This made him look up from the car and everyone saw the upset looking on his face.

Shining stepped up besides him and sat down. "Sorry about this. I know how much this car meant to you."

"It's my own fault," Flash sighed. "I let him goude me into racing. I should have just gone XLR8 and caught him." He placed his hand on the car, "then I wouldn't have lost her."

Despite this sorrow being for a machine, everyone could understand why Flash was so upset. After all, Flash was the first guy their age to pass his driving test. The car had been a reward for passing with flying colours. It was an important part of who he was.

"Come on," Trixie moved over to him. "I know the car meant a lot to you, but it's still just a car. You can get another one. A better one." But Flash clearly wasn't ready to just get another car.

"Give him time," Fluttershy explained to Trixie. "You can't rush these things. I know I couldn't just replace Angel if anything happened to him."

"That's a pet," Trixie pointed out. "This is a car. A bunch of nuts and bolts with a bunch of wires." She turned to Flash. "Dude. Dragstar's still out there. You can't just let him get away with what he did."

"She's right," Shining agreed. "If you're not up for taking him down, we'll handle him." Flash frowned, since he obviously didn't want to let someone else take Dragstar down. "You take all the time you need. We've got this." He turned to the others and gestured for them to leave.

They nodded and followed Shining out of the room, with only Chip staying behind to keep Flash company.

Twilight gave Flash one final look, the girl hoping he got over this quickly before leaving. And soon enough, Flash and Chip were left alone with Flash staring at the remains of his precious car. As he did, he remembered everything that had happened to him with said car.

He remembered his parents blindfolding him before taking him out to their driveway, removing the blindfold and revealing the car. Flash remembered the first time he started the car up and drove it around the block. The first time he arrived at school in it and how amazed his friends were.

He remembered going to his first concert in that car, taking Sunset out on his first date. Driving Trixie home and finding the Omnitrix. He also remembered all the crazy adventures that he had been in that car during. it was amazing the car had actually survived all those insane situations.

So many amazing memories were part of this metal mechanical machine. So many great times. And now, the car was just gone.

Hours passed, as he kept remembering all the great times. His parents had called and Flash told them he would be spending the night at the base, the teen not ready to leave the remains of his car. As if he was scared when he came back, what was left would have been sent off for scrap.

As he stared at the car, he remembered what Shining had said about Dragstar.

"He's still out there."

"What?" Chip asked, as Flash got to his feet and upped his hand over the crumbled metal.

"Dragstar's still out there and the others are right. I can't let him get away with what he's done." He felt his anger at the man build, as Chip tilted his head.

"So what are you gonna do?"

"That is the question." Flash knew if he went XLR8 or any of his other aliens, he could take Dragstar down in a second. But that didn't feel right. "He wants to race so badly, then that's how I'll get him. I'm gonna beat him at his own game and get revenge for what happened last time."

"How? You don't have a car to chase him down with any more. Are you gonna get one of the Plumber cars?" Flash frowned, knowing none of the Plumber's ground vehicles would be able to catch up with Dragstar.

"No. I need something better. Something that Dragstar can't hope to beat." He stared at his car, wishing there was a way he could give it one final chance to even the score with Dragstar. But there was no way it could ever be restored to driving capable quality. Right?

Flash looked around the room, at all the alien machines used to fix and rebuild vehicles.

He then looked back at his car and smiled before activating the Ultimatrix, cycling through his aliens until he found Grey Matter. He quickly slammed the dial down and transformed into the alien frog, who stared at his car and was instantly taking it apart in his mind.

Within seconds, he understood how the vehicle had been damaged and what was needed. He then looked around the room and understood how each piece of tech worked and what it could do, his super genius mind flowing with ideas. Ideas of how to fix his car and make it better than ever.

"Let's get to work." He leapt towards the wreck of a car and as soon as he knew what to do, he hit the Ultimatrix and transformed into Goop. The alien slime slid between the gaps of the car and started working to take it apart. He expanded from within to un-crush parts of the car, whilst also undoing screws and taking different parts of it off.

A little while later, Gemini was removing the parts Goop had unscrewed and carried them over to a device.

Said device was able to break down the atomic structure of something and reconstruct it into any shape he could come up with. One of the Gemini was at the device's computer, imputing the specs that Grey Matter had come up with.

Slowly, the car was taken apart piece by piece.

Some pieces were simply remade back into their original forms. But others, such as the doors, Flash chose to make into something else. And their original forms were replaced by alien technology that would do the job better.

Using the many other machines to manufacture these new parts, Flash in his many different alien forms carried them into place. Riot-Horn carefully placed some kind of engine down into the car, then changed to Volt-Edge and used low level lightning to weld it into place.

As this was happening, Chip watched with fascination as his brother worked to restore his car back to what it used to be.

As the hours passed, Flash found himself timing out multiple times and continuing to work on it in human form where he could. But it was when he was an alien that he managed to get most of the progress done. If anyone stepped in, they would be amazed by what Flash was doing. Nobody had ever seen a car like this before.

As soon as the sun was up the next day, Shining was up and quickly picked Twilight, Trixie and Rainbow up to begin their search for Dragstar.

They drove in Shining's car, patrolling the best areas of the city for street racing. No doubt, Dragstar would try and get his next big rush as soon as possible. Trixie was in her Rapid Turtle form, whilst Rainbow was keeping herself loose in the back of Shining's car.

Twilight had her phone out, trying to contact Flash and see if he was feeling better. But the teen wouldn't pick up.

"I'm sure he's fine," Shining told her. "Flash is a tough kid. He's not gonna let something like this stop him. As soon as he hears where Dragstar is, he'll probably have the base teleport him onto the scene and capture Dragstar himself."

"I hope you're right," Twilight nodded. "But with what Dragstar did, Flash might not be gentle. We should try and stop him ourselves, before Flash can get involved."

"No problem," Rainbow smirked. "With my super speed and Trixie's time powers, Dragstar won't be able to outrun us." As she said that, Shining's police scanner went off.

"Dispatch. Unusual yellow vehicle spotted on fifth and west. Vehicle matches description of one belonging to escaped convict, Dragstar. All units, please respond."

"Looks like we found him," Shining stated. "Fifth and west isn't too far from here." He quickly turned into the area and as he did, Trixie changed into her Sky Butterfly form.

"Later." She opened her door and jumped out whilst the car was still moving, flying off in the direction of the suggested street.

"Wait for me!" Rainbow jumped out of her seat and sped off as well, leaving the siblings to make their way there the old fashioned way. But after a minute or so, Shining spotted a place he could park and did so.

"Those two have the right idea. Come on!" Shining got out and quickly equipped his suit, Twilight following him as he activated his hard-light rod and used it to form a motorbike. As soon as he got on, Twilight got behind him and a hard-light helmet appeared on her head.

He revved the engine and soon, the vehicle shot off down the street at a much faster speed.

On fifth and west, Dragstar was racing down the street at high speed.

"WOOOOOO!" He laughed, as a bunch of police cars tried to chase after him. He quickly flicked a switch and sent out a bunch of spiked balls, which clattered along the ground until the police drove over them. The loud popping sound of tires filled the air, as the cars had trouble staying under control.

"Yes!" Dragstar cheered, as he turned a corner and drove off somewhere else. And as he did, he spotted something in his rear-view mirror. "Sentry?" He took a closer look and realised it actually wasn't Flash, as the multicoloured blur got closer. And flying towards him was Lady Masquerade.

Dragstar chuckled, as he let Rainbow zoom up besides him. As he did, he opened the window of his car.

"What's the matter? Sentry still upset that I wrecked his precious car?" Rainbow glared at him, as Trixie stabbed at his back tired with her sword. But Dragstar hit the gas and flames flew out of his exhaust, forcing Trixie to pull away whilst he zoomed forward again.

"Hey!" Rainbow chased after him, Trixie doing the same. "You're not getting away!" But as she said that, nozzles extended out of the car's back and fired an oil slick out of it.

The oil covered the ground and Rainbow's eyes went wide. But she had slipped on stuff like this enough to know how to counter it, so rushed to the side and jumped onto the side of a parked car. She ran along it and leapt off the edge, jumping over the oil and landing on the other side of it.

As she did, Dragstar fired several missiles towards her and Trixie. But the masked superhero used her sword, to cut the missiles in half and stop them from exploding.

"Not bad," Dragstar nodded. "But I'm not done yet." He accelerated even more and turned a corner, Rainbow and Trixie needing to slow down in order to follow him. He laughed and raced ahead, only to suddenly find a green energy motorcycle appear behind him as well. "Everyone wants a piece of me today."

Shining stared at the car, glaring at it as he attempted to catch up to it. As he did, Trixie and Rainbow raced up to them as well. "Let's get this guy!" The girls nodded, with Trixie changing to her Rapid Turtle form.

As the girl fell to the ground, she slowed time and caused all the fast moving objects to slow down. And as they chased after Dragstar, he unleashed more obstacles for them to overcome.

As they got closer, he unleashed fire from the exhaust. They all managed to avoid it, but they were once again forced to pull back.

Dragstar then sent out another oil slick and whilst Trixie and Rainbow were able to avoid it, Shining found himself heading straight for it. But at the last moment, the bike's tires were covered by ski-like bottoms that hit the oil and slid over it. With the ski's wider surface, Shining had a much easier time controlling it until they reached the other side. And when they did, the skis retracted and he was able to keep driving.

Dragstar saw this and smirked before turning towards a large tunnel, as Trixie's time powers gave out and she was forced to slow down. So, she returned to her Sky Butterfly form and once again gave chase from the air.

They reached the tunnel and like with Flash the previous day, Dragstar was able to zip around between the cars inside the tunnel. The others followed suit, Shining weaving around whilst the other girls simply stayed above the vehicles. Trixie flew and Rainbow ran along the wall, allowing her to get closer to Dragstar.

Dragstar chuckled, as they left the tunnel and he suddenly flew off the side of the road.

The reason he did this, was because next to the road was a man made river that was designed to act as an overflow prevention system. To stop the natural river from flooding when it rained too hard. But since it wasn't raining, the man made river was completely dry and made for the perfect race way.

As soon as Dragstar landed in it, he pushed his car to full throttle and exploded down the river.

Shining quickly leapt off the side of the road and sent his bike flying into the river, whilst Trixie gave Rainbow a boost to get over the railing. Once the three were all in the river, they all pushed themselves to full speed in an attempt to catch up with Dragstar. But whatever he was using for fuel was giving him a serious kick. They just couldn't catch up.

Back at the base, Flash was sitting next to his sheet covered car with a computer open next to it.

Chip was beside them, the pair looking over the specs for Flash's car. "Engine output is optimal and the acceleration is zero to sixty in one point eight seconds." Flash glanced back at the car, lifting the tarp to look at what he had made. "It's good. But will it be enough to stop Dragstar?"

Chip also looked at the car under the tarp and also felt like something was missing from it, the mechamorph spawn pulling himself up out of the container to slide along the ground. "Let me take a look."

Flash frowned. "Are you sure that's a good idea? Your matrix isn't fully recovered yet."

"I'm sure a slight morph will be fine so long as I'm quick." With that, Chip slid under the car and began to merge with it. As he did, Flash happened to place his left arm onto the side's body. And that's when it happened.

As soon as Chip merged with the new car, the Ultimatrix suddenly lit up and the car did the same thing. "What's happening?" Flash cried, as he tried to pull his hand away. But Chip's body suddenly expanded around his hand until it touched the Ultimatrix. "CHIP!"

"It's not me!" Chip cried, the mechamorph trying to pull himself free from the car and the Ultimatrix. But it wasn't working.

The light grew brighter and brighter, as the Ultimatrix's systems beeped and whirred like crazy. Eventually, the part around Flash's hand retracted and Flash could pull himself away. As he did, the tarp covering the car was thrown off by a powerful up draft, created when the car's engines suddenly revved to life.

As the tarp was thrown up, Flash saw his new vehicle and his eyes went wide seeing it suddenly transform.

"No way," Flash wondered if it was Chip's doing. But something told him it wasn't just his mechamorph brother. And as the light from it faded, he was presented with the most amazing sight. "Oh, you beauty."

After leaving the river, Dragstar had headed to the junkyard outside of the city limits.

It was the same junkyard that Flash had first become Lindwhirl in, the mad racer laughing as he busted his way past the gate. Shining and the girls soon followed suit, wondering why Dragstar had come here.

As they reached the centre of the junkyard, the top of Dragstar's car opened up and the man leapt out. He landed in front of his car, whilst Shining and the others skidded to a stop. "What's the matter?" Rainbow asked. "Decided to give up?"

"Hardly," Dragstar smirked. "But you guys are starting to bore me." He raised his metal covered arm. "Time to take you all down and go find a real challenge. Maybe if I crush you guys, Sentry will come out of hiding and I can crush him a second time."

"What's the point of all this?" Twilight asked. "Why put so many people in danger? What possible purpose could any of this serve?"

"Simple," Dragstar smirked, "I live for the rush. It's only when you're moments from death, that you're truly alive." They all frowned, hating the horrible way he was talking. He had put so many people in danger, just to have fun.

"You're sick." Shining took out his Multi-Striker and fired, but Dragstar's un-armed hand flew up and something on his wrist projected an energy shield. The lasers bounced off it, as Rainbow ran forward.

She tried to get behind the guy and hit him from behind. But before she could, the car's exhausts suddenly fired and unleashed flames that Dragstar remained between. "WHOA!" She pulled herself to a stop, seconds before she ran into the fire. And as she stopped, Dragstar spun around and pointed his metallic arm at her.

As soon as the fire stopped, a small sphere fired out of the arm. That sphere then split apart, revealing a thin rope connecting it that Rainbow was suddenly wrapped up in.

"Hey!" She fell to the ground, unable to free herself as Trixie took to the air.

Dragstar saw her and as she dived down, sword pointed forwards, the fingers of his gauntlet extended into claws.

He swung them at Trixie and deflected her sword, Shining firing his laser up hitting his shield again. And as Trixie pulled back, Dragstar leapt up onto his car before leaping up again. Doing so caused him to sail up until he reached the arm of the junkyard's crane, which he grabbed and pulled himself up onto the top of.

Trixie flew up and as she did, Twilight ran over to Rainbow and helped her get out of the bolo.

Shining was about to chase after Dragstar, only for his car to suddenly come to life and start driving around. The exhausts fired again, sending out flames that began to purple the piles of junk and make them melt. This caused the parts on the top to sway, Shining, Twilight and Rainbow seeing this and moving away.

Rainbow used her super speed to run towards the crane, whilst Shining and Twilight found the piles crashing down between them and the car.

Rainbow began to speed climb up to the crane, whilst Trixie fought against Dragstar.

The guy slashed at her with his claws, Trixie defending with her sword as the pair did their best to outdo the other. And just as Rainbow was reaching the top, Dragstar suddenly leapt up and over Trixie before slamming his foot into her back.

"Ahh!" She slammed into the crane and before she could pick herself up, Dragstar fired rope that tied her ankle and arm to the crane. "Hey!"

Dragstar chuckled, as Rainbow ran at him. But since she was on such an uneven surface, she didn't dare use her super speed. As such, Dragstar had the advantage and the villain slashed at Rainbow with his claws.

"Whoa!" Rainbow barely avoided getting cut to ribbons, the girl leaping back. But as she did, Dragstar fired another bolo that hit one of her ankles. "Augh!" Her leg was tied to the crane and the impact caused her to lose her balance, making her fall over the edge. If it hadn't been for the rope, she would have fallen several hundred feet.

Dragstar smirked at the two girls, then spotted Shining and Twilight climbing over the junk pile. He sighed, feeling slightly bored with these individuals. "I need a real challenge."

It was at that moment that a bright flash of light caught their attention, making them all look towards the entrance of the junkyard. From out of the light, something raced out of it. A car that none of them had ever seen. A car that was literally out of this world.

The car looked nothing like a normal Earth vehicle, looking more like something out of a sci-fi movie.

It didn't seem to have a bonnet, instead having a glass covering that went from the top of the car all the way down to the front grill. This gave it an almost cockpit appearance, the glass cover being connected to the headlights whilst the sides had glass where the doors would also be.

The rest of it was made out of black metal, with blue lines running through the seams of the vehicle. It still had four wheels, with the Ultimatrix Symbol inside of them, whilst the back had the engine of the vehicle which seemed to have a triangular exhaust in the very middle of it. On the front, where the car's hood ornament would be, was a glowing LED version of Flash's emblem.

The glass covering the top suddenly disappeared, transforming into dust-like particles that were sucked into the rest of the car. This revealed the interior, showing it was a five-seat vehicle with the front seat being in the middle of the car where the driver sat. And there, Flash Sentry was sitting with the teen standing up in the car.

Everyone stared at him in amazement, though they were more surprised by the car.

Dragstar whistled. "You traded up, Sentry." Flash gave him a serious smile, which made Dragstar ache to see what his ride could do. "REMATCH!" He leapt off the crane, as his car rolled up beneath him. He landed in his seat and revved the engine, whilst Flash took out a blaster and shot it at the cables holding Trixie and Rainbow.

At the same time, Shining and Twilight had escaped from their trap and ran over to the new car, as Flash rolled under the crane to allow the girls to fall into it.

Rainbow and Trixie landed in the back two seats, leaving the middle two open for Shining and Twilight to jump into. "Wow," Trixie felt the seats. "Corinthian leather. Nice."

"Flash," Shining sat behind the teen with Twilight, "where'd you get this thing?" Once everyone was seated, the glass returned and the seat-belts buckled automatically.

"I didn't get it," Flash smirked. "I built it. From the remains of my old car, plus a few Plumber tech tweaks." The four were amazed, unable to believe Flash had actually built it himself. "But the best part didn't come from me."

"Who did it come from, then?" Twilight asked, only for another voice to speak up.

"Me!" They all jumped, Shining and Twilight leaning over to see a screen on the console with a familiar face on it. "Hey, guys. Pretty cool, huh?"

"Chip?" Twilight couldn't believe it. "You merged with the car?"

"You know it. This is totally awesome. Wait until you see some of the things Flash and I can do together." They wondered what he meant by that, as Dragstar's car revved up in front of them.

"Catch me if you can!" With that, the car's exhausts ignited and pushed the vehicle forward.

Flash suddenly got serious and grabbed the wheel, slamming his foot down on the pedal and causing the triangular exhaust to explode with blue energy. The next thing everyone knew, the car shot forward at blinding speed. They were all pushed into the back of their seats, crying out at the sudden acceleration.

"AWESOME!" Rainbow cheered, as they shot out of the junkyard and followed Dragstar.

"Chip," Flash stated, "status report!"

"All Omni-Cruiser systems are fully functional. No malfunctions detected."

"Omni-Cruiser?" Twilight asked, as Flash smirked. The car continued forward and slowly closed the gap between it and Dragstar's car. And as they did, Twilight noticed something to the left of Flash.

It was a lever that had looked like it went down several inches. And every so often, there was an image next to the section the lever could go down. Twilight counted seven and realised that six of those images were the heads of Flash's aliens. The seventh one, which the lever was right next to, showed Flash's face.

"What's that?" She asked, as Dragstar's car suddenly did something.

The back opened up and fired several missiles out of it. When they shot towards them, everyone panicked until Flash grabbed the lever. "Let me show you." The Ultimatrix glowed, as Flash pulled the lever down to an image of Volt-Edge's head.

Suddenly, the car glowed green before it suddenly began to reshape itself. The cockpit remained the same, but everything else suddenly transformed. When the light faded, the car had been completely remodelled.

Now the glass that covered it was light blue, just like Volt-Edge, with the rest of it being black with yellow lights. The most noticeable thing about it, were the black lightning bolt spikes sticking out the back like spoilers and a dorsal fin sticking out the top that resembled Volt-Edge's horn.

"No way!" Twilight cried, "it can transform?"

"You know it!" Chip cheered, as the blades on his car body sparked and unleashed blasts of lightning towards the missiles. "Thanks to the DNA I have of Flash, I can use the Ultimatrix to transform. But it only works when Flash is in the car." The lightning struck the missiles and caused them to explode, as they arrived back in town.

Flash continued to chase after Dragstar, as the road-head saw him approach in his rear-view mirror. "You gotta be kidding." He flicked several switches and the exhaust exploded, sending fire back towards Flash's new car.

But before it could burn the car, Flash pulled the lever down to the picture of Diamondhead. And once again, the car transformed.

When the light faded, the car was now made out of pure crystal. Everything except the wheels was made of the super strong stuff, with jagged edges at the back that gave it wing-like attachments. The thing looked absolutely indestructible.

When the flames hit the car, nothing happened. It wasn't even singed. "Nice," Shining laughed as they pulled onto the highway. Unfortunately, the diamond car was a lot slower than its base form. So Dragstar was able to pull ahead.

As he did, he hit a button and fired another missile. This one flew upwards and curved down, aimed right at the section in front of Dragstar. But he pushed his car into high gear and the thing zipped off, getting past the spot the missile struck two seconds later.

Luckily, there were no other cars on that part of the highway. The missile connected and exploded, destroying that section of the bridge and causing the area around it to crumble away. Dragstar managed to outrun it, but there was now a twenty meter gap in the road.

"Not good," Trixie gulped. They expected Flash to slow to a stop, but were shocked to find him speeding up. "Uh...Flash?"

"You can't think you can jump that, do you?" Shining watched Flash grab the lever again and as the car flew off the edge of the road, he shifted it up to an image of Firefly and the car changed again.

As gravity began to take hold of the heavy vehicles, the car's transformation ended to reveal the new form. It was now red with flame decals, the glass being bright yellow. The wheels had been replaced, now having jets similar to the gauntlets on Firefly's arms. And on the back were a pair of butterfly wings, just like Firefly's.

As Flash pushed his foot down, the jet wheels ignited and the car was suddenly floating in the gap. The thruster in the back then kicked in and pushed them forward, allowing them to fly to the other side of the highway and continue to chase after Dragstar.

The speed freak saw them flying behind him and could hardly believe it. "Come on. How many tricks does one guy need?" He turned off the highway and found himself heading for the woods. "This should help me lose him." He hit the gas and as soon as he found an area going off road, he turned onto it.

His car bumped along the uneven road, the suspension being put to the test as he was chased.

"We can't let him get to those trees!" Shining cried. "If we do, we might lose him for good." Flash heard this and nodded, going down as low as he could without burning the grass. And as he did, he shifted the lever down to one showing Riot-Horn's head.

The car transformed again, the vehicle falling the last few feet to the ground. Everyone braced themselves, but barely felt anything as they hit the ground. They opened their eyes and found they were much higher off the ground than they expected, as they studied the new design of the car.

Unlike the other three forms, this one had completely changed the car's appearance. The vehicle now looked like an off-roader, being raised up with massive chunky tyres that made driving through any terrain easier. The car was now brown, the glass being gray, with armoring appearing to cover and protect most of it. On the front of the vehicles was a horn just like the one Riot-Horn had.

Flash raced forward and thanks to the amazing suspension and big strong tires, he managed to catch up to Dragstar and race ahead of him.

"No way!" He cried, as the car blocked his path towards the forest. The racer swerved his car around and tried to get ahead of the vehicle again, but Flash copied his movements and managed to stay beside him. They raced along the treeline, Dragstar slowed down due to the bumps and random debris on the grassy floor.

Flash's car simply rolled over it, not slowed down in the least.

"This is awesome!" Rainbow cried, seeing Dragstar unable to get ahead. "Flash, when this is over you've gotta enter this thing in a demolition derby."

"This thing has a name," Chip stated. "And no, I am not letting you bust up my awesome new form for no reason." Rainbow pouted, as Dragstar pulled away from them. He started heading back towards the main road, returning to the city with Flash and the others chasing after him.

As soon as he was back on the road, Dragstar pushed his car into full throttle and shot off.

"He's getting away!" Twilight cried, but Flash smirked and grabbed the lever. He pushed it up to show the face of XLR8, as the car transformed again.

When the green light faded, they were now closer to the ground. The car was now much more streamlined, appearing triangular in place of its normal round appearance. It was dark blue, like XLR8 and the canopy was coloured in a series of V shapes switching between black and blue. Meanwhile, the wheels had been replaced by a pair of spheres just like the ones XLR8 had.

As soon as the transformation was completed, the car zoomed forward even faster than it did before. It was going so fast, that everything around it seemed to slow down around them.

"Wow," Shining whispered, "is this what it feels like to be XLR8?"

"Pretty much," Flash stated as Dragstar's car got closer and closer. It was the only car that seemed to still be moving, whilst the others seemed to almost be parked.

Dragstar saw the blue blur approaching and growled, as he hit several buttons that caused a bunch of spikes to fall out the back and scatter along the ground. But before the car could get to the spikes, Flash turned the wheel and the car suddenly shifted to the left without turning.

Thanks to the ball-like wheels, the car was able to shift on a dime. In the blink of an eye, the car moved to the curb and then towards a building. The next thing the passengers knew, the car was racing up the side of the building before moving forward again.

It sailed along the building whilst causing no damage, allowing them to miss the spikes entirely.

Flash kept racing along the roof and moved ahead of Dragstar, returning to the road and getting in front of him before the racer could stop him. And as he did, Flash shifted the lever to the bottom next to an image of Arctiguana's head. And once again, the car began to transform.

Within seconds, the car morphed into its final form. It was now light blue in colour, both the metal and glass, with black lines running through the seams. It practically looked exactly the same as its base form, only this one had large vents coming off the back and sides.

As soon as the transformation completed, the car's vents unleashed the same mist as its alien counterpart. The mist quickly froze the ground, whilst also forming a pair of walls that Dragstar drove between. "What?" He tried to get out, but there was no escape.

"He's trapped!" Shining laughed, as Flash began to lead the car through the city until they found the perfect spot.

"There!" It was a large open spot that had no civilians or cars on the road. As Flash hit the break, the car slowed down and the mist began to form an ice ramp on the spot. And by the time he stopped, Dragstar flew up the ramp.

The speed he was going at was insane, causing him to go flying off the edge and threaten to crash into the ground.

But before he could, Flash changed his car back to the XLR8 form and raced to where he would land. And once there, he did a donut that was so fast, it formed a tornado that caught Dragstar's car and cushioned its fall whilst spinning it around.

After a minute or so of this, the car slowed to a stop and Dragstar's ride was lowered to the ground.

As the car landed, Flash's ride transformed back to its normal state and the top opened. Flash jumped out, the others trying to do the same but finding themselves rather dizzy. As they staggered around, Flash stepped over to Dragstar's car and pulled the top open.

Doing so revealed a very sick looking Dragstar, who looked ready to hurl chunks as Flash pulled him out of the car.

"That car," he groaned. "It's...so powerful. So fast. So strong. Where did you get it?"

Flash smirked, "it's the same car you totalled. I just fixed it up and added a few extra features. But it was my brother that helped me make it the masterpiece that it is." Dragstar groaned, as he realised the car was likely something he couldn't get himself. And he doubted he could steal it. He had found the ultimate ride and it would never be his.

Back at the base, Dragstar was locked up again and Clawcer was currently studying the car Flash had made.

"I must say, this vehicle is truly amazing." He turned to Flash, who was standing with Shining, Trixie and all the Rainbooms. "You actually built it yourself?"

"Pretty much," Flash nodded. "It wasn't easy and getting it to work right took a few tries. But I think the Omni-Cruiser worked out just fine." He stepped over and patted the car. "What do you think, Chip?"

"I think this thing is awesome." The car drove around, showing Chip had full control of it. "This thing is great. I can drive it all on my own. Plus, it has internet access which means I can surf the web whenever I'm waiting for Flash to do something."

"I'm glad you enjoy it," Clawcer stated. "Because you're stuck in there." The others looked shocked by this. "Whatever you kids did to give this car those morphing abilities, it's bound Chip's matrix to the vehicle. If he tries to leave it now, he'll destabilise and we'll probably never be able to save him."

"Seriously?" Flash hadn't been intending to trap his brother in the car. "So he's trapped in there forever?"

"Not forever. Once Chip's matrix has fully repaired itself, he should be able to leave the car. But that won't be for a long time. Until then, he's stuck as part of the Omni-Cruiser's systems."

Flash turned to the car, as Chip's pixel face gave him a happy expression on the dashboard. "That's alright. Like I said, this is awesome. And now I can help you with your Plumber work. With all my different forms, I can be just as useful as you."

"Except you need The Ultimatrix inside of you to transform," Clawcer stated. "Without it, you won't be able to change at all."

"Small detail," Chip stated. "Now come on. I wanna stretch my wheels." Flash smirked and nodded, jumping into the open cockpit whilst the others gathered around.

"Dude!" Rainbow cheered, "you gotta let me have a go behind the wheel."

"No way!" Applejack cried, "ya'll ready had a turn. A'h wanna see what it's like."

"But I didn't get to drive it," Rainbow stated before Sunset moved over to Flash.

"Come on. Let me have a go first." She batted her eyelashes, Rarity moving over and doing the same. But Flash had no intention to let anyone but him drive his new car.

However, before he could say that, Twilight pushed Sunset away and gave Flash a look. "You did promise to teach me how to drive. I bet Chip would be a great teacher's aid. Come on. You said you were the master. So teach me, sensei." Flash thought about it before letting out a sigh.

"Fine. Hop in." Twilight smiled before jumping into the back, the others gasping as the cockpit closed. "Sorry guys. Maybe some other time." The others looked annoyed and Trixie jumped in front of the car, trying to stop them from escaping without her.

But in a flash of light, the car suddenly transformed into Firefly mode and flew above them all. Once they were a safe distance from the others, it warped into XLR8 mode and shot off down the underground tunnel that led to the Plumber's roadside exit.

Twilight and Flash both laughed, as they zoomed through the tunnel whilst Chip enjoyed the rush. Flash might have lost his old car, but the vehicle had been reborn into something even better. Flash didn't know what the future had in store for him, but he was sure his new Omni-Cruiser would be able to handle whatever challenges he faced.

Flash's driving experience had been kicked into overdrive and nothing would be able to match him now.

Author's Note

You've no idea how long I've been waiting for this chapter. I was half expecting people to guess this was gonna happen, given Chip's similarities to Glitch. So now Flash has his own version of the Rust Buggy. And whilst not all his aliens have a car form, I think the ones he has will help him in the future. Tell me what you think of it.

For those having trouble imagining Flash's new car, look up Bumblebee's Cybertronian form. The top part is replaced by glass and it's black with blue trim, but other than that they're both pretty much the same.