Omninexes: Equestria's Hero

by goldenrise365

Rating: teen
Tags: Crossover, Human, Sunset Shimmer, Anthro, Gore, My Little Pony: Friendship is Magic, Alternate Universe, Other, Nightmare Moon, Romance, Original Character, Starlight Glimmer, Adventure
Length: 8688

Get costume together? Check. Go to convention? Check. Get stuck in an alternate form of Equestria after buying a jacket from The Merchant? That wasn't on the list. Well, this is going to be interesting.

Get costume together? Check.
Go to convention? Check.
Be sent to Equestria? Wait... What?
Save one of the princesses? Huh?
End up being the hero of Equestria? That was not on the list.

Let's just say, don't buy anything from the person that calls themselves The Merchant.

This story will have aliens from all seasons of Ben 10.

Published 2016-12-22 02:40:01 UTC
Last updated 2018-09-27 21:04:14 UTC

Falling into a New World... Literally! (Editted)

I felt the wind whip past me. I felt like I was falling. I opened my eyes and figured out why. The wind was going by so fast that I couldn't hear myself scream. "This is what I get for conversing with the Merchant." I was waving my arms all around. I then saw the device on my wrist. "I really hope the rumors are true." I began twisting the face of the watch until a green hologram appeared. "Here goes nothing." I hit the device with my free hand. A bright green light surrounded me. I felt wings sprout from my back, and my body became cold.

"Big Chill."

My voice was soft and breathy. I caught the wind with my new wings and landed safely. "That could've ended badly." I looked around the snow filled area. My wings folded into a cloak over me. "Time to figure out where I am." I started walking in a random direction, like anyone would. I continued walking for a while until I came across a field. "What is a field doing in the middle of a snow terrain? Something doesn't seem right." I heard a high pitch scream. "And there's my evidence." I unfurled my wings and flew in the direction of the steaming. I saw of group of humanoid ponies.

There was a group of earth ponies in black armor. They surrounded an amber colored alicone with a red and yellow mane. She wore a orange shirt and tan pants. "What do you want?" she asked.

"Master Vilgax wants your DNA for an experiment," said one of the ponies. The group then turned their spears onto her. "Come with us peacefully, or we'll bring you to him ourselves."

"Looks like I'll have to show them how to play nice." I jumped out from my position and landed between the mare and earth ponies. "Gentlemen."

"Another one. Fine, we're taking you both in." The earth ponies pointed their spears at me.

"Ok, we'll... freeze." I took in a huge amount of air, and then let out a chilling breeze. The earth ponies were frozen in their place.

"What did you do?" asked the mare.

"Just froze them in place. They'll be fine." I fully turned around. "You ok?"

"Yeah. Just a little freaked out, but thank you." She smiled at me. "What are you?"

"Oh, well I'm not like this all the time. Here I'll show you." I pressed the symbol on my chest and returned to normal. "See."

"Wow! I thought changlings could only change their appearance." She began observing me. "Your obviously sapient. Only hair on the head. Are you human?"

"Yes I am." I decided to go by a different name. "Ben Tennyson at your service."

She giggled. "Its a pleasure to meet you Ben. I'm Sunset Shimmer." She began looking around the area. "We're really far from the Crystal Empire." When she tried to stretch out her wings, one retracted. "I can't fly out of here."

I began thinking of something to do. Then I had an idea. "I think I know what to do."

"I'm all ears."

I activated the Omnitrix, and looked through the aliens. "Just watch." I found what I was looking for, and hit the button. The green light surrounded me. I felt the feeling of wings sprouting from my back once again. I also felt my moth extend and my fingers and toys lengthen.

"Astrodactyl." My voice was higher pitched, but slightly.

"Wow. How can you do that?"

"Well I don't know the exact fiction, but it uses DNA to create these forms. Now how about we get out of here."

"Sure." Sunset wrapped her arms around me, and I blushed a bit. Thankfully she didn't notice.

"Next stop, The Crystal Empire." I activated my jetpack and flew off. Thankfully there wasn't that much turbulence. "How you holding up?"

"Pretty good, giving that I never done this before."

"Same here."

"What?"

"Nothing." I continued flying until I saw the city in sight. "Crystal Empire straight ahead." I flew over the city, and looked down. The Crystal city was a breath taking sight, but I had a mission to complete. "Where should I land?"

"There's a dragon pad at the top of the castle. I'll send out a flare so they know we're friendly." Sunset charged her horn and sent up a blast. A blue blast was sent back in return. "We're good to land."

"Alright." I pulled up towards the top. When I flew over the landing pad, I saw two ponies waiting for us. One was a unicorn stallion that had grey fur and a black mane. He was wearing grey armor. The other was an alicorn mare with black fur and a starry mane. She wore a blue dress. I finally landed on the pad.

Sunset smiled at the two awaiting us. "Sombra, Nightmare. I'm glad your both ok."

"We should be saying that to you," said, who I could assume was, Sombra.

"We heard about the soldiers coming," said Nightmare. "I knew we should have sent a guard after you." She then looked over to me. "But it appears that you had a hero with you." Nightmare walked up to me. "Who and what are you?"

"I'm Ben Tennyson, human. Oh, wait." I pressed the symbol on my arm and turned back. "Defiantly human."

"What interesting technology. You must tell me how it works later on."

"I think I can do that." I looked around the decorative castle. "Nice place."

"Why thank you," said Sombra. "I'm happy other can take in its beauty. How about you come in and join us for some dinner. After all, you did just save our daughter."

"Wait, Sunset is your daughter?"

"I know it may not look like it but, yes. And we don't know what we would do if we lost her. So please come."

"Can't argue with that." I followed the three inside. The castle was decorated with all kinds of different crystals. I tried to take in the whole room, until I hit a wall.

Sunset and Nightmare giggled. "Try not to take it all in," said Sombra with a smile.

"Yeah, right." I followed the three until we reached a huge room. The walls were double the size of the hallways. In the center was a decorative table.

Sombra walked up to a pony in a chef's jacket. "We have a guest joining us this evening. Would you please put another place setting for him?"

"Of coarse sir." The chef snapped his fingers and a plate, silverware, and glass appeared in an empty spot.

We all took a seat around the table and were served dinner. "Sorry if this meal doesn't fit your pallet. We never had a human here before."

"That's quite alright. I like to expand my pallet." And dinner was interesting. Salad, roasted veggies and chocolate cake for dessert. I let the other three converse while I just listened. Until Nightmare pulled me into the conversation.

"So Ben, do you think you can explain how your device works?"

"I guess so." I wiped my mouth and began. "This device is called the Omnitrix. It collects and stores data and DNA from over a million different types of species. It then compiles that data into unusable forms for me. I gain the beings powers and form. I can usual keep in control, but the beings personality might take over sometimes. And that's it."

"That is quite interesting. Can we see a demonstration of how it works?" asked Sombra.

"Sure, but there's nothing to scan."

"How about me," said Sombra. "Its worth a shot."

"Ok. Omnitrix scan." The Omnitrix opened up and began analyzing Sombra. "Being scanned. Data collected. Form ready." A green hologram appeared. I hit the button and transformed.

I felt something sprout from my head and my hair go down to the back of my neck. Once my vision cleared, I saw the other's stunned looks. "It worked." My voice was almost an exact match for Sombra's.

"Ok, but this is a little weird."

"I agree." I pressed the symbol on my green chestplate and turned back. "As you can see, it works well."

"Yeah," said Sunset. "Do you think you can do me next?"

"Maybe another time Sunset. It's probably been a long day for Ben." Sombra turned to me. "I'll show you to one of the spare rooms." I followed Sombra out of the room and down one of the halls. When we further away he began talking. "You are truly brave Ben. How many soldiers did you face?"

"Around twenty."

"Well you did good. You helped Equestria today, and you should be rewarded. You may stay in this castle for as long as you like. And I will try to answer any questions you may have."

"There is one. What did Vilgax do when he arrived in Equestria?"

"I thought you would ask that. Well he mostly just started attacking the citizens. When we tried to go against him, he had this weapon. It could incapacitate any of us. We were going against him one last time, but he blasted us with his device. Thankfully a group of Wonderbolts escaped the blast, and destroyed the machine. Now he's looking for DNA from ponies to build a new weapon. All we can do is hope that we can defeat him before the weapon is complete." Sombra had tears in his eyes. "I just hope to never see a battle like that again."

"You won't. You have me to help now, and I won't stand by for destruction."

Sombra smiled. "You have a good heart Ben. Never forget that." Sombra led me to my room. "Here we are, have a good night."

"You too." Sombra walked off as I entered the room. "This is going to be interesting."

Vilgax kept rewinding the footage from the battle. "I thought I was rid of that pest." He then gave a dark chuckle. "But he has given me the true power source I need. The Omnitrix will be mine!"

That's how I wanted it to go, but it ended up differently.

What Really Happened

I remember standing in front of this guy that looked like Ben's grandpa. I had forgotten the jacket for my costume, and I was getting a new one. It was cheap too, only $10. When I put the jacket on, the guy said "Good luck, Ben." I didn't know what he meant, but I didn't have time to think. The room began to spin, and the edges of my vision blurred. I stumbled backwards, and hit the ground hard. I lost consciousness once I hit the ground.

The first thing that I felt was the cold air. It was like it was winter. My eyes flew open, but my vision was still blurry. Everything around me was white. "Why is heaven so cold?" My vision began to clear and I realized I was not in heaven. "Well this stinks." I pushed myself up from the snow covered ground. I immediately wrapped my arms around me when the cold air hit my wet jacket. "Need to g-g-get out of this s-s-snow." I then noticed my 'fake' Omnitrix light up. "What h-h-have I got to l-l-lose." I began messing around with the thing. It eventually opened up with a hologram of Big Chill over it. "Perfect. I-I-It's hero time." I slammed down on the Omnitrix.

I felt my skin begin to harden and two points come from my back. "Diamondhead."

"Wait, I was going for Big Chill." Unfortunatly the weight of my body pulled me down into the snow. "Now I see why Ben used to hate this thing. At least I'm not cold anymore." I looked around the area. "I'm gonna be here for awhile." I waited for the Omnitrix to time out for the first five minutes. When that didn't work, I tried reaching for the symbol on my belt, but it was stuck in the snow. I waited for what felt like hours. After some time I began yelling for help. "Hello? Anyone out there? I'm in need of assistance. And maybe a hot chocolate." No one called back. "I hate this stupid place." Time kept passing as I just sat there. "This is so stupid." After I said this, I heard the sound of snow being crunched by feet. It sounded like a huge group of people. "Finally, a group. Hey. I need some help!"

I heard what sounded like talking far in the distance. The crunching snow was getting closer and fast. I finally saw the group coming towards me, but something was off. I saw the faint gleam of what looked like armor and spears. When the group was in full view, all I could see was a sea of black armor. I was soon surrounded by the unknown 'people.' I swear I could see tails on them. One of them stepped forward to address me. "State your business."

"Well I'm kinda stuck here, and I was hoping to get out of here. So if you could just dig me out of here, I'll be on my way."

"That's a negative, Brick Head."

"Brick Head?!?"

"You landed within the territory of Master Vilgax. By his orders, you are to be detained, and then drained of your DNA."

"Yeah? Well good luck going up against a guy made of diamonds." I then heard a faint beep beneath the snow. I looked down to see a glowing red light. "You have to be kidding me." In a flash of red, I turned back to myself. The squadron pointed their spears towards me. "Surprise."

"Your a very interesting specimen. Master Vilgax will be pleased to know we caught a creature such as you."

"Oh really." The Omnitrix was charged back up. "At least this thing doesn't have a long recharge time. Let's go Way Big." I slammed down the button.

I could feel my anger rise. Sharp claws extended from the base of my wrists. A layer of fur covered my body. "Rath."

"Really Omnitrix!"

"Nice trick, Furball."

"Let me tell you something General, Rath does not appreciate your sense of humor! Rath will crush you like a pebble!" The squadron just looked confused. "Let's get this over with." I grabbed one of the guards, and threw him off into the distance. Two more came charging forward, but I grabbed their spears and bent them over my leg. The two looked to each other with fear and ran off. A few others followed but many stayed. I backhanded two of attackers into a group of them. Another group charged forward and I was ready. My black blade-like claws met there spears. I spun them around until they were disarmed. "Rath says run." The group took the hint and ran for it. "That will teach you to mess with Rath." I then got shocked by something and collapsed to the ground.

When I woke up, I realized I was back to my normal self. I tried to move my arms, but they could only go so far. My eyes fully opened, and I found my arms chained to a wall. "What the heck?" I tried pulling them up, but the chains wouldn't budge. I looked at the cuffs and saw that they covered the Omnitrix. "Great, I can't even get to the Omnitrix."

"Well, your finally awake." I looked to the far wall to see another figure changed up. She had on an orange prison uniform, and a scaly tail and wings. Not to mention, horns as well. "Glad to see your alive."

"Not the craziest thing I've seen today. Who and what are you?"

"My name is Ember. General of the Dragon Squadron of Equestria's Armed Forces. Or at least I was until I got captured." She huffed out a ring of smoke.

"Well, it's nice to meet a friendly face. I'm Ben Tennyson. Where are we?" I looked outside the cell to see many others like it.

"We're in the highest security prison in Equestria. It's run by a bunch of Vilgax's goons." A guard passed by our cell. "Who are completely stupid!" She shouted the insult at the guard.

He turned towards us. "Your both going to regret that." He brought out a remote, and pressed a button. The chains gave us both an intense shock. "I love my job." The guard continued pass us.

"Sorry about that. I just hate those guys." She angrily shook her chains.

"That's alright. I probably would have done the same thing." I looked down at the chains. "Do they take these off at any time?"

"Only for recreation. And I know what your thinking. Me and a few others have tried to escape before. There's no way out of here." She gave a dejected sigh.

"Well you never met anyone like me before."

"What do you mean?" She raised an eyebrow.

"I have a plan." I cleared my throat. "Omnitrix. Voice command activate."

The Omnitrix gave off a green glow. "Omnitrix voice command active."

"Omnitrix, stand by for transformation."

"Standing by."

"When is recreation?"

Ember didn't need to answer because the guard was unlocking our cell. "Recreation time ladies. Up and at them." He uncuffed Ember and then undid my chains from the wall.

"What about these?" I shook the chains for emphasis.

He turned away from me with a snear. "Your not that lucky buddy."

I chuckled. "Niether are you." Before he said anything else, I got him in a choke hold with the chains. "Ghostfreak." I was surrounded in a green glow. I felt myself become lighter, and the chains moved around me.

"Wow," said Ember. "I was wondering what that thing did."

"Yeah, well I can do more." I phased into the guard and took over his body. "Now I'm in control."

"So what's the plan?"

"We need to distract the other guards. Then well be able to get your friends and get out of here."

"Sounds good to me. So what's the distraction?"

"Just hit me as hard as you can and start running. I'll free the other prisoners, regroup, and get to the exit."

"Ok." She cracked her knuckles. "Just to let you know, this isn't anything towards you."

"Just hit me." So she did, hard. I flew into the wall, on the other side of the building. Once I got my vision cleared, I commanded the guards. "All of you after her. Don't let her escape." The guards nodded and chased after Ember. "Idiots. Now to find those main controls." I ran towards the end of the cells and found the controls. I searched for a set of keys and unlocked the controls. I then flipped the switch to open all the cells. I left the guards body. "Good luck." Before he could say anything, he was being beaten by a group of bipedal dogs. I phased threw the multiple floors and found what looked like a hanger. There were multiple plans and helicopters in it. "Time for some fun." I hit the Omnitrix to change into a more suitable form.

My body became goo like and I could feel energy run through me. "Upgrade."

I spread out on the ground and took control of one of the helicopters. I turned it on and gave it a boost. It now had laser cannons, rocket launchers, and a lot more room. "Now to get the others, and fly out." I blew a hole into the side of the building and saw Ember and a few others waiting. There were three bipedal dogs, a Griffin, a unicorn, a few of the earth creatures, and three creatures with fins on their legs. "Escape chopper at your service."

"Nice work Ben." The group climbed in and I took off.

"Who's driving this thing?" asked the unicorn.

I stuck my head up, out of the floor. "That would be me. Ben Tennyson at your service."

"Ahhh!" She charged up her horn.

"Relaxe Trixie. He saved us. He's a hero like us."

"Ok." Trixie calmed down. "Its a pleasure to meet you."

"Likewise. And thanks for not blasting me." I returned to piloting the helicopter. It felt like an hour had past before I saw civilization. "There's a town up ahead."

"Let me see," said the blue fish pony. She looked out the window and saw the town. "It looks like Ponyvillie."

The purple fish pony pulled her away. "We can all see that Sonata," she said in an annoyed tone.

"That sounds like a good place to stop. We should be able to get Sunset's help," said Ember.

"Ok. I'll make a landing outside of the town." I flew the helicopter into a near by clearing and landed. "The group got off, and I changed back to normal. "Now where too." No one was able to answer, because we were then surrounded by guards. "Of course this would happen." They recognized the others, but I got chained up. "Yeah, saw that coming."

"You don't have to do that, he's with us," said Ember.

"Sorry General Ember, but until we know his true intentions, he is staying in these chains."

"But he-"

"It's fine Ember. I'll go peacefully." The guards led our group towards a crystal castle in the distance . "I guess that's where we're going."

"It is," said one of the guards. "The princesses and king will decide what to do about you." The guards led us into the main part of the building. Inside was another group. There was a black pony, a grey pony, a amber pony, a thing made of different animal parts and a bug creature. The guards undid the cuffs and I stood in the middle of the room.

"So," began the grey pony. "Your the one who freed our generals from the most high secured prison in Equestria?" He emphasized the high security.

"Yes."

"And you also took on a squadron of Vilgax's minions?" asked the black pony.

"Yes I did."

"And you have the ability to shapeshift?" asked the bug creature.

"Yes."

"And one final question," said the multianimal one. "Why did you do it?"

"What do you mean?"

"Why did you save creatures that you did not know?"

"Because I couldn't stand by and watch others suffer. I would never let that happen." I remembered what I was once taught. "I was once taught to defend the weak or helpless, even if it means giving up my own life. I know that none of you fall into either of those categories, but it doesn't matter. I would give my life for the greater good."

The room went silent after my speech. Then Ember began clapping, followed by a few others, and then the whole room showed that they appreciated my chivalry. The grey pony raised his hand to silence the room. "What I have heard today shows this humans true intentions. It's time for our decision." They all stood. "I, King Sombra, ruler of the Crystal Empire, grant," a pony whispered something to Sombra, "Ben Tennyson permission to stay in Equestria."

The black one was next. "I, Nightmare Moon, ruler of the night, grant Ben Tennyson permission to stay in Equestria."

The amber pony was next. "I, Sunset Shimmer, princesses of friendship, grant Ben Tennyson permission to stay in Equestria."

The multianimal one went. "I, Discord, God of chaos, grant Ben Tennyson permission to stay in Equestria."

The bug one went last. "I, Chrysalis, ruler of the changling hive, grant Ben Tennyson permission to stay in Equestria."

I gave a respectful bow. "Thank you."

"Now that that is over-" Sombra started to say.

A guard burst through the door. "Sire, Vilgax is attacking the town."

"Oh, no."

Vilgax's Weapon

Author's Note

There is a small part with some gore, so be warned.

Vilgax's Weapon

I could hear the battle going on outside as I was trapped inside with the rulers and generals. "Why are we in here, when we should be out there fighting?"

"We are a last resort," said Sombra. "We can't just run into battle without a plan."

"Isn't there something we can do?"

"Unfortunatly, all we can do is wait," said Discord.

"There has to be more we can do." I looked out one of the windows to see soldiers retreating and more taking their place. "I just can't stand by and watch." I started to walk towards the door, but I was stopped by a magical grasp. I turned to see Sunset with her horn glowing.

"We can't let you do that. With your powers, your a last resort as well."

"No, I'm not." I ripped myself from the magic. "I'm not going to stay in here and wait. The battle is out there and we're in here."

Discord popped up next to me. "I agree with my friend Ben here. I'm tired of just watching the fight. It's time we actually fought our own battle." A few of the others muttered their agreements.

Sombra looked around the room and saw everyone's determined looks. "I have to say one thing Ben.. Your good at inspiring ponies. Since it's your idea, what's your plan."

I smiled at the others agreement. "The first thing we need to do is figure out Vilgax's strategy. Once we know his plan, we can get the troops together and charge at him full force."

"How are we going to find him?" asked Ember.

"We search for a ship. He would most likely be leading the onslaught from one."

An alarm suddenly went off. A holographic map of Equestria appeared on the wall. One area to the north was in red. "He's attacking the Crystal Empire while I'm here!" shouted Sombra.

"Then we accelerate our plan. Get to his ship, figure out his plan, hopefully stop him, and destroy the ship."

"Ok, so who's going with you?"

"Anyone that wants to go with me, step forward." Discord and Ember were the first two up.

"Seems like the best idea if you have my strength," said the Griffin. She stepped forward. "I'm Gilda by the way."

"Your going to need some magical assistance." Trixie stepped forward.

"And your not going to leave without me," said Sombra. "Let's go." We followed Sombra to an open hanger. A ship was docked for us. After we got on, we jetted for the Crystal Empire.

"So, what are you going to turn into to take on Vilgax?" asked Ember.

"Don't know yet. I have to access the situation first." There was a beeping sound. "What is that?" I got my answer when a hole was blown into the back of the jet..

"We're going down!" shouted Sombra from the cockpit.

"Like now." I turned the Omnitrix a few times and slammed the button down. I felt armor form on my back and my arms bloated up. "Cannonbolt."

"Everyone group together." The others did as I said. I folded up into a ball and felt the rest of the ship exploded. I couldn't see what else happened, but I felt like I went through glass. We then hit solid ground. When I knew that is was safe, I turned back to normal and let the others go.

"That's twice you saved our lives," said Ember. "We'll find someway to repay you."

"No need to think about that." I looked around to see that we landed in a crystal street. I then looked towards the center of town and saw Vilgax's ship. "Now to get to there."

"I'm on it," said Sombra. He began teleporting between different locations, each time getting closer to the ship.

"Let's go after him. I can see the anger in his eyes." The others already had the same idea and went on ahead. I started to follow, but an explosion went off in front of me. I was thrown back into one of the crystal buildings. When I regained my senses, I saw an armored version of upgrade.

"Master Vilgax has seen what you have done. You must be destroyed." He fired another blast, but I was able to barely dodge it.

"How did Vilgax get control of a Galvanic Mechamorph?" I dodge another blast and hide behind a building. "Can't focus on that now. It's hero time." I turned the dial and slammed the button down. I felt two wire-like appendages come from my head and electricity went through my body. "Feedback."

"Ok metal boy, let's dance." I leapt up into the air as a blast came my way. I was able to absorb it with my finger tips. "Thanks for the juice dude."

"Immpossible." The Mechamorph fired another round of shots. I was able to absorb them with my ears and tail. "Strategy not working. Switching to hand to hand combat mode." He charged forward.

"Big mistake buddy." When he tried to punch me, I grabbed his fist. "I call this move, The Electric Slide." I sent out a huge jolt of energy as I pushed him across the street. I had him against the wall and let it lose.

"System m-m-malfunction. Too mu-much energy. Shutting doowwwnnnn." He slid to the ground.

"Hero one, Vilgax none. I'm still wondering how he got control of you." I pressed the Omnitrix like symbol on its head. The machine began to vibrate. A tiny Galvanic Mechamorph jumped to me.

"Chip. Chip." It nuzzeled my cheek.

"Hey little guy. Glad to see your ok." An idea popped into my head. "Can you lead me to the guy who put you in there?" I pointed to the machine. The tiny guy nodded and hopped away. "Hey wait up." I turned back and took off after him. He led me to the crystal castle, but stopped. He began quivering and hid behind me. "He must really scare you. Well you got me. No need to be afraid. Let's give Vilgax a warm welcome." I turned the dial of the Omnitrix and smiled at my selection.

Vilgax stood in front of his prisoners. Sombra was chained to the ceiling with the others on the ground. "I must applaud your courage Sombra. You had the guts to take me on when you knew that you couldn't defeat me."

"Your weak," said Sombra.

Vilgax grabbed the chains and brought Sombra up to his face. "What was that?"

Sombra spit in his face. "Your weak for not fighting me."

Vilgax rubbed the spit off his face. "Big mistake." Vilgax tore Sombra from the ceiling and pinned him to a wall. "If you haven't noticed, I'm three times your size. You do not mess with me." He then threw Sombra into the others. "Soon you will be made useful."

"What do you mean?" asked Discord.

Vilgax chuckled and pressed a button on a nearby panel. A blueprint of a giant cannon appeared above the group. "This device harnesses the DNA of a creature, and uses it to destroy all creatures with the same type of DNA. Once I get what I need from you, Equestria will live in fear and I will rule!" The guards cheered for their leader. "There will be no one to stop me." Then an excessive banging sound was heard. "What is that?"

The doors on the opposite side of the room burst opened. A red figure with four arms stood in the doorway.

"Am I too late to the party?" I threw Vilgax a nasty glare. "Although the host isn't being very nice." I crossed two of my arms. "I suggest you let my friends go, before I hand you your butt on a silver platter."

Vilgax chuckled. "If you want them come and get them." A throne appeared behind him and he sat down.

"You think I'm going to fall for that. I know you set up traps for me. Thankfully I haven't skipped leg day." I jumped up and across the room. I landed a double punch to Vilgax.

"I'm going to squash you." Vilgax lifted his hand and smashed it down onto me.

I pushed his hand up off of me. "I really don't like your handshakes." I pulled him off his thrown. I tried lifting him up, but he threw me instead. I hit the floor and an explosion went off under me. "I knew you set traps." The dreaded beep started and I turned back.

"Benjamin Tennyson. The last guardian of the Omnitrixtrix. I will give you a chance to live. Hand over the Omnitrix and you go free. Or," He grabbed my arm and held me up. "I'll take it myself."

"Go to Tarturas."

"Wrong answer." Vilgax pulled out a plasma blade from his pocket. He held it to my arm. "This is going to hurt you more then me." He smiled and took pleasure in what he did.

The pain shot through my arm as the blade came through. I fell and hit the floor. I looked to the stump and saw that it was caterized. Vilgax was laughing to himself as my vision blurred. But he wasn't laughing for long. He was blasted back by an energy beam. The sounds of battle sounded distant. With the last of my strength, I pulled myself towards the Omnitrix. I was able to remove it and had an exhausted smile. "At least I tried." Everything went black after that.

Causality of War

I looked at the blank wall in front of me. The hospital room was cold, and unnaturally sterile. My arm had regenerated from the Omnitrix's energy. The doctors wanted to test my regenerative capabilities, but Sombra stopped them from continuing tests. Soldiers and civilians were being treated in the common area. I have never seen such carnage. Ponies had deep cuts and the soldiers had multiple burns and bullet wounds. I paced around the empty room. "Why am I stuck in here? With my powers, I should be out there, helping those ponies. Instead I'm stuck in here." I pounded on the wall. Suddenly the door opened.

Sunset came walking in. She was wearing an orange dress that went down below her knees. She turned to me with a concerned look. She crossed her arms. "I see your active."

"Being stuck in a room does that to a person." I turned around and walked towards my bed.

"Do you wanna talk?" I could hear how concerned she was. But why would she care about me?

"No.. I'm fine."

"I can tell your not." Her concern started to be replaced with irritation.

"I'm fine." I started to get irritated as well.

"Stop saying that!" She uncrossed her arms, and placed her hands down on the side table.

"Why?!?" I looked her in the eye. "It's the truth!"

"No it isn't!!!" She slammed her hands down on the table.

"Oh really! Why do you even care about me?!?" A silence filled the room. Sunset's irritated expression melted away.

"Ahem." We both turned to see Sombra standing in the doorway. He wore a cold expression on his face. His steeled eyes cut right through me. He turned to Sunset with the same look. "Sunset, I wish to talk to Ben... alone."

"But...!"

"No buts." He pointed out to the hallway. Sunset looked to the floor and sulked out of the room. Sombra shut the door behind her.

"I guess... you heard... all of that?"

"Yes I did."

"Listen I..."

He held his hand up and I shut up. "I heard you ask Sunset, 'Why do you even care about me?'" I was about to say something but he stopped me. He reached behind his cape and pulled out a newspaper. The headline read: 'Unnamed Hero Saves The Monarchy.' "Now ask yourself, why do we care?" He threw down the paper. "That paper has been selling out like crazy. Ponies are becoming more ambitious, and want to join this fight." Sombra walked to the other side of the bed. "You're an inspiration Ben. Your the symbol Equestria needs."

"Yeah a guy who got his arm cut off is really inspirational," I said, with sarcasm bleeding from each word.

"But you are the one who will give your life for the good of others. Ponies want to follow you, and you need to be there for them."

I collapsed on the bed, and thought about what Sombra said. His words began to sink in and a smile crossed my face. "I never thought of it that way."

"Now your seeing through my eyes." A smile crossed over his face. He started to walk off. "You'll be able to leave in a couple hours. You'll be staying in the castle." I gave a nod.

"Sombra?" He turned his head. "Can you tell Sunset that I'm sorry? I never meant to yell at her. I was just stressed out and wiry from being stuck in here all day."

He chuckled. "I know how that feels."

"What do you mean?"

"Just imagine being trapped in the frozen tundra for a thousand years."

"Geez."

"Yup, and I still hate snow." He walked out of the door.

I rested my head against the pillow. "Maybe I'm going to like this place after all."

There was a knock on my door, and a nurse with a tray came in. "Here is your food sir. A hayburger with hay fries and fruit."

"Then there's this."

Vilgax was pacing around his ship. "That brat escaped again. I should've drove that plasma sword though his heart!" He punched the side of the ship.

"What is all that racket? I'm trying to get my beauty sleep," said a female voice. A white alicorn with literal fiery hair in a dark red shirt and pants walked in. Her dark red eyes with gold pupils looked towards Vilgax.

"Sorry Daybreaker, honey. It's just this stupid Tennyson keeps getting away each time!" He slammed his hands onto the ship's console.

"Oh, Villy." Daybreaker placed her hands on Vilgax's shoulder. "That human won't be able to escape again."

"What do you mean?" asked Vilgax with a confused look.

Daybreak mearly laughed. "You'll know soon." She walked away. "And keep quiet!"

"Yes dear."

I looked around the crystal hallways that would be my residency... for who knows how long. The windows depicted different battles, and there were a few that seemed strange. I heard footsteps coming down the hall. Nightmare came up to me with a smile. "It's good to see in good health."

"Thanks." I looked at the windows. Specifically one with her in it. "What are with these stain glass windows?"

She looked at the window in question, and then down to the floor. "It's a bit painful to talk about."

"Then you don't have to." She looked at me with some confusion. "I know what it is like to talk about something painful. You just have to wait for the right time."

Nightmare smiled. "Thank you Ben."

We both walked in opposite directions. I kept looking at the windows. I placed my hand against the wall and felt a strange energy. The Omnitrix began freaking out. "What's with this thing?" I started to mess around with it.

"New DNA added. Data surge commencing." The Omnitrix started to glow bright.

"This can't be good." Electricity began emitting from the Omnitrix. "Oh no." The glow and energy began surrounding me. "Ow ow ow! This actually hurts a lot!" I feel on the ground as the energy left. I looked at the Omnitrix. "I'm really starting to hate you." I rubbed my forehead to clear the fog from it. "Now what is this about new DNA." I sat up and opened up the Omnitrix. I started to scroll through the aliens. "Ok, everyone seems to be here." I then pushed further and found something interesting. "Wait, these guys look like earth ponies, pegasi, unicorns, and... whatever Disord is." I started going further. More creatures began to pop up. "What is going on with this?" I stood up and walked to my room. I layed down and stared up at the ceiling. I took another look at the Omnitrix and it was completely fine. I turned off the light and doze off into the Dream Realm.

Who Can You Trust?

The Next Morning

I woke up to the sun coming in from my window. After turning to face the wall, which was crystal, I decided to get up. I had a new set of clothes waiting at my door. I got on my jeans, black t-shirt, socks, white shoes, and repaired green jacket. I walked down the halls to get some breakfast from the dinning hall. A changling warrior flew up to me from his seat near the dinning hall door. "Mr.Tenason." He gave a salute.

"Uh, hello..."

"Thorax. Changling Prince."

"Nice to meet you Thorax. You don't have to call me mister, Ben in just fine."

"Well it's not everyday you meet a hero."

"Yeah, but I'm no hero."

"That's not what I think." I looked at Thorax. "Your battle against Vilgax was all that was talked about. Not even King Sombra could attack him. You were able to land an attack on him, and you never gave up, even after you lost an arm. We all look up to you."

I looked up at all the faces that were turned towards me. I saw smiles and waves. I could hear whispers of "It's him...", "He's a hero..."

Thorax whispered something to me. "My mother wishes to see you after the hall closes."

I gave a nod, and walked up to grab some food.

After Breakfast -

I walked around the castle until I happened upon the throne room. Chrysalis was sitting on her throne with Thorax and another changling standing on either side. She stood with a smile and walked over. "Good to see you again, Ben."

"Same to you. If you don't mind me asking, why did you want to meet me?"

"During our battle with Vilgax, I saw you repeatedly change between different forms. Does that ever take a toll on you?" She looked worried.

"Not usually. Unless I get hurt in my alien form, I'm completely fine."

She sighed. "That's a relief."

"Why's that?" I asked.

She had a blush, and Thorax and the other changling started snickering. "Shut it," Chrysalis said through gritted teeth. She straightened herself and turned back. "I wanted to see if our changling magic could be used to recreate the aliens that you use. If it looked liked there was multiple of you, then we could overcome Vilgax's army."

I thought about what she said. "That could work. I can only turn into one alien at a time, but if there were multiple, we can use the combined forces of the different aliens." I looked at the Omnitrix. "Is Thorax a high ranking official?"

"Um, yes."

Thorax and the other changling stepped forward. "Yeah, me and my brother are generals. This is Fernus."

"Sup."

"Do you think I could try something?"

"Sure. What?" asked Thorax.

"I'm gonna see if this plan could work." I activated the Omnitrix. I scrolled through the aliens and found a good one to test out the plan with.

I pressed down the switch. My skin became red armor, and two water canons came out of my palms. A hood like structure came over my head. "Water Hazard."

"Let's see if you can copy this."

Thorax stepped up. A ring of fire encircled his body. When the flames dispersed, he stood as an exact copy, minus the Omnitrix shape. "Wow. Seems liked it worked."

"Ok. Time for alien number two." I pressed the symbol and felt my body turn cold. Wings sprouted from my back and wrapped around me like a cloak. "Big Chill."

Fenix stepped up. He did the same thing and became a copy of Big Chill. "Cool."

"Loose the joke. Now then. Water Hazard can shoot water from his hands, and Big Chill can cool things down below freezing." I looked to Chrysalis. "Is there a training area that we can practice?"

"Yes there is." He clapped her hands and the floor started to sink. The elevator floor stopped at a gymnasium looking area. Dummy soldiers sprung up and started moving around.

I changed back. "So this combo can trap the enemy. Thorax, hit them with a water spray, and make sure to get all of them." Thorax gave a nod, and shot out a blast of water. The frontline dummies were blasted back and the others ran for cover.

"Whoops."

"Nice going Thorax," said Fenix with a mocking tone.

"Hey, I tried."

"Guys, let's try again and focus on..." I was ignored.

"This is new to me," said Thorax.

"And your too much of a wuss to fight. Peace doesn't work against our enemy. I'll show you." Fenix flew forward and freezed... one of the running soldiers. "What?"

"Big Chill uses his breath to freeze. There running beyond your reach."

"Then I'll just chase them." He took off, but hit a boundary wall that said enemy lines.

"See rushing into situations will only lead to bad things."

"Shut-up Thorax. This is just training after all."

An alarm started to go off. "Enemy's surrounding the base."

"Guess we'll have to test this out on the actual battle field." The floor started to rise back up, and we ran out to join the fight.

Chrysalis, Thorax and Fenix took off towards the outskirts of town. "Guess we don't need a briefing." Chip came running up and stopped at my feet.

"Chip, chip."

"Hey little guy. What is it?" Chip wrapped itself around the Omnitrix, and started to morph it. It linked my two wrists together as a green light started to surround my arms. Chip leapt off my arm, and a new device was on my arms. "The Biomnitrix." I rubbed chips head. "Nice job chip."

"Lets test this out." I activated the Biomnitrix and crossed my arms. Two arms grew from my sides, my stature started to increase and a tail sprouted from my back. "Fourmungousaur."

I jumped through the air and entered the battle. The soldiers through their spears, but my scales were to strong. I struck the earth with my four arms, and sent more soldiers flying. I swung my tail to knock more away, and Thorax and Fenix joined me. "You two want to try out that combo again."

"I can do it on my own," said Fenix. He changed into Big Chill and started freezing enemies.

I grabbed more soldiers and crushed them against each other. "You are really stubborn." I tossed more soldiers into the distant. Most of the remaining soldiers started retreating.

"And stay out." Fenix landed and turned back. "We showed them."

"You literally learned nothing from what I was saying." I turned to the two brothers. "You need to learn to work together."

"Yeah, yeah." Fenix started walking off. "Your new around here. You can't just mess with things that have already happened. You have no place for that."

"Fenix!" Chrysalis landed next to me. "He's trying to bring us together in this dark time."

"Yeah, right. He may be a symbol, but he is nothing without that device." Fenix got into my face. "Ain't that right hero?"

"Oh, really. I bet I could take you on without my aliens." I turned back, and got in his face. "How about we have a little brawl? If I win, you have to listen to me."

"And if I win, you will leave me alone, and get out of my family business."

I gave a smirk. "Deal." We shook hands and Fenix took off. "What we never set a time?"

"Sorry about that Ben," said Thorax. He looked to where Fenix was flying. "I wish he wasn't so stubborn."

"It's fine. Just tell him to meet me at the training ground at nightfall." I transformed in XLR8. I sped back to the Castleford one thought in my head, 'What did I get myself into?' When I returned to the throne room, Nightmare Moon was waiting for me.

"I saw your confrontation with Fenix. How are you?"

"I'm beating myself up inside. I know a little about fighting, but he knows a few of my transformations."

Moon walked up to me, and placed a hand on my soldier. "He will use underhanded tactics, but you must be pure of heart in this fight. You may have challenged him, but you must be the one that wins. Fenix has always ran from authority, but he seems alone." Moon started to walk away. "Think about the challenge you offered."

I changed back and continued to beat myself up about it. "Think about the challenge." I looked at the Biomnitrix. "I can't transform into my aliens." I thought back to all the times I watched Ben 10, and went through the different series. "Wait a minute. I know what to do."

-Nightfall-

I walked into the empty gymnasium, and saw Fenix standing across from me. 'He knows about at least 3 of my transformations. With one being the strongest out of the others.'

"You actually came." said Fenix with a sneer. "I thought you would chicken out. At least that would have been the smart move." He transformed into Fourmungousaur. "I may be brawn, but i know some tricks." He charged straight toward me, with two fist readied. "Ill squash you."

"Humungousaur!" I caught his punches with my hand.

"How?"

"I have my own tricks as well." I pushed him back. "I said that i wouldn't use my aliens. I never said I wouldn't use their powers." I pressed the Omnitrix symbol on my chest. "Stinkfly." I blasted Fenix with the sticky ooze.

"What is this stuff?" He placed a hand over his nose. "Its rancid."

"And flammable." I pressed down again. "Heatblast!" I set the ooze on fire, and forced Fenix back. "Are you going to listen to reason?"

He changed to Big Chill and cooled the area down. "I still have fight." he sent out a wave of cold air.

I hit his attack with a fire blast. "This is why Thorax is worried about you. You never listen to reason, and your supposed to be a general? You never know when to stop." Our two attacks hit again and pushed us back.

"Shut up." He changed back, and charged forward with all his might. "That is it!" He pulled out a dagger and aimed at my chest. "The hero will be no more."

I gave a smirk. "Stinkfly." I blasted his wings and legs. He fell to the ground with a thud as the dagger clained away. "So, this is your true self." I backed away once more. "This place is being constantly recorded. Guards will be here any minute to come collect you. Obviously you'll be tried for treason for trying to kill me."

Fenix gave a small laugh. "Hard for to be tried for such when I was never apart of this. Master Vilgax will rule this place, that is the future of Equestria."

"You would go against your own brother just to see the next day. Your nothing but a pawn to Vilgax."

"Shut your mouth you naive. This was my chance to remove the hope from the resistance, but your as pesky as my mother." Fenix took in a sharp breath. "What the?"

Fenix wriggled around in pain. His wings tried to wrap around his body, but they were still trapped. "Stop faking this. Your actions are all recorded, you cannot blame this on me." Guards started to enter the area. They were headed by King Sombra. Before I could say anything, the dagger flew towards Fenix and struck him down. He stopped mowing as the dagger disappeared.

Sombra walked up next to me. "If he was in here, who else could be a spy for Vilgax?'

Author's Note

Fenix is this universe's Pharynx.