A Boy and his Watch
By TheAlienBrony22

Mutant-Shy

[Two days after the last episode, Fluttershy's cottage; 12:45 PM]

Fluttershy and Ben are currently sitting outside the pegasus' cottage. Ben is taking in the fresh air and letting a couple critters take a nap in his lap while Fluttershy feeds the few that stopped by for a quick meal. "I'd like to thank you for coming by to help with the animals, Ben. I'm sure you probably had something else to do, but I appreciate you making time to help." Fluttershy thanked.

Ben smiled and gave a thumbs up, stretching out as he lay on the ground, taking in the sun's rays. "It really is a wonderful day, isn't it? Maybe if there's time, I can make some tea and--"

The sound of coughing could be heard breaking the calming silence. The critters in Ben's lap ran away, as did the critters that got fed, all while the coughing got worse. Ben looked to where the sound was coming from, only to see Fluttershy's bunny, Angel, coughing up a storm. Fluttershy, worried for her pet, approached carefully. "Angel! Oh, goodness. Are you okay?" the mare asked with concern.

The bunny continued to cough and cough, but it didn't seem to have anything stuck in its throat. Fluttershy quickly went inside to get her pet some water, but that didn't seem to be the issue, either. Suddenly, the sky got a bit darker, and a looming shade began to blanket the area, all while a thick, burning scent permeated the air. Ben looked up, and directed Fluttershy to look up as well, noticing an ominous cloud of black smoke heading towards Ponyville.

"I guess the relaxing will have to wait. Maybe take your pet inside, cause we might have to do something, I reckon." Ben suggested.

Fluttershy carefully laid Angel Bunny on the couch, and closed the front door as the mare and the human quickly made their way to Ponyville, hopefully to get information on the sudden rise in smoke.

[Ponyville, Outskirts]

To the surprise of only Fluttershy, and lack there of from Ben, everypony else was basically having a good time, not even noticing the billowing smoke that's on its way to town. "Ya know, with how many times trouble has come towards this town, it's not surprising in the least to see everypony so happy. I feel like that's gonna be a trend for every time something happens." Ben remarked.

Fluttershy lunged in front of the human, desperately trying to get the ponies to pay attention, but she couldn't get her voice high enough. Ben watched the poor pegasus struggle to get the attention of her peers, and decided to try something else. Ben took a deep breath and screamed out as loud as he could, his high-pitched scream echoing out into the sky. Ben stopped his screaming when he noticed everypony looking right at him.

Satisfied with the result he had gotten, he cleared his throat and took another deep breath. "Now that I have your attention, Everypony, If you would kindly turn your blind eyes up to the sky," Ben pointed upwards and every single pony, sans Fluttershy, looked up in terror at the black smoke looming over them. "You'll notice a massive trail of thick black smoke going in the direction of Ponyville! As of right now, another potentially devastating problem has come to the town, and it could get much worse if you don't go inside, now! I assure you, We, The Elements of Harmony, will have this problem figured out. Whether it's a villain causing trouble, or maybe it's just a dra-"

Before Ben could continue his announcement, Fluttershy quickly moved up and covered his mouth with her hoof, smiling nervously as he raised an eyebrow at his shy pony compatriot, looking at her with a skeptical and unamused expression. "Could you all give us a moment, t-thank you!" Fluttershy stated, yanking Ben away as she flapped her wings and moved towards Ponyville. Everypony was confused as to what just happened, but decided to immediately go back to Ponyville, for the sake of their safety. Ben, meanwhile, was getting dragged along the way by the pegasus. Ben tried to get out of Fluttershy's grip, but she was surprisingly much stronger than she looked.

[Ponyville Library]

Ben sat on the hardwood floor, dusting himself off as he continued to give his passive friend a side-glare, only to receive a nervous smile in response. Ben sighed and looked at Twilight, who was looking at several pictures of the black smoke, even piecing some of the pictures together, showing it become a more complete trail, leading off into the mountain ranges, somewhere several miles away from Ponyville. "Sis, what's the plan here? If this smoke looms over town, and descends onto its residents, people could get sick from this. I'm not entirely sure if that's what would actually happen, but we gotta do something!" Ben remarked.

Twilight sighed, a stoic and confident expression formed across her face. "It's very simple, really. First, we assemble our friends, and then we go to the mountains and hunt whatever's generating all of this smoke. We use our elements to fix this, and we'll have properly solved the problem." Twilight explained.

Ben seemed pretty alright with that plan, but he could clearly see that Fluttershy wasn't comfortable with this plan. Twilight could tell as well, but she didn't seem to pay her reaction any mind. Ben gave her sister an expected, but still thoroughly unamused expression, and moved towards the yellow pony. She was concerned, uncertain if this plan was the only proper solution.

Ben sat down beside Fluttershy, curious as to what was running through her mind. "Flutters, you okay?" Ben asked, gently reaching out. While she did flinch, she did let him rest his hand on her head, lightly running his fingers through her mane. "Do you have something to share with everypony, when they get here?" Ben asked.

The yellow mare looked up at her friend, seeing him be cautious as he tried to consider her emotions. "I... um, I just don't like the plan, but I didn't have a plan of my own, so I didn't say anything..." Fluttershy whispered meekly.

Ben sighed and pat the pony's back, lightly startling the pegasus. "I understood that, but why didn't you like the plan? If you have an opinion worth knowing, let us know! It might just make sure that nothing necessarily devastating or destructive happens. These kinds of details are important, Flutters. That's the most crucial part of being on a team, working together and making sure we're all on the same page." Ben inquired.

The pony shifted and stood up, looking worried. "It's... I-it's not a big deal, Ben. I just... Nevermind," Fluttershy let a small smile form on her face as she trotted over to the door. "I'll just... go back to my cottage and prepare, if that's okay..." Fluttershy stated quietly.

The timid pegasus flew away, all while Applejack, Rarity, as well as Pinkie make their way to the front door, packed and prepared. "Was Fluttershy leavin' to get ready?" Applejack asked.

Ben sighed, frowning as he wondered what the issue could be. 'She was insistent on stopping me from speaking, and she's clearly distressed about having to go and take care of this problem. What could be the issue?' Ben thought to himself. Ben looked back at his friends, and aside from Fluttershy's absence, Rainbow Dash wasn't present either. "Where's Dash?" Ben asked.

Rarity stepped forward. "She's been busy, darling. She personally told me that something came up and she wouldn't be available for a few days, something about an 'old friend' and 'making amends', she also wanted me to give you her thanks, though I have no reason as to why," Rarity stepped forward and looked at the board, examining the numerous pictures relating to the smoke. "In any case, Twilight alerted us of this smoke problem, you can thank her for sending us letters, but we may have to hurry. If I were a betting mare, I'd be willing to assume this could likely be one of those beastly dragons." Rarity explained.

Pinkie hopped on over and smiled. "It's definitely gotta be a dragon, but for all we know, it's gonna get pretty mean if we march up to it and start making demands. Aside from Spike and Shinzilla-"

"I really need to think of a better name. It's not the best name I've come up with, nor is it the worst, but I know I can do better. Just figured I'd say that now." Ben interjected.

Pinkie smiled, took a deep breath and resumed talking. "Aside from Spike and Ben's dragon form, we know the other dragons have to be some of the meanest, beastliest, and most terrifying monsters this side of Equestria. Aside from that, we know absolutely squat." Pinkie iterated.

"I'm quite surprised that Fluttershy would even want to go on this mission, doesn't seem very in-line with how she's so... well, shy." Applejack stated.

Ben sighed. "I don't think she wants to go, but I believe there's another reason for it. She went off back to her cottage to pack for this mission, but it's clear that she would rather stay behind. We have to figure out what exactly is going on, otherwise it could become another obstacle when trying to reach the dragon, if the creature behind the smoke even is a dragon." Ben explained.

"How do you suppose we do that, Benny?" Pinkie inquired, poking her head out from behind his back, causing him to jump a fair bit. "Fluttershy's not exactly the easiest pony to get information out of. You can't be mean, scary and just demand she tell you what you want to know, she'll freeze up, and cry! And you can't overwhelm her with Ghooligan and force her to say anything either, because that's just not right." Pinkie stated.

Ben frowned and looked at Pinkie. "I wasn't going to use Ghooligan on Flutters, anyway! I'd give her a heart attack before I ever succeeded, so either way, that's a bad plan! We need something more solid, something that might actually work... If only Dash was here, maybe she could get something out of Flutters," Ben got up and marched around, trying to think of a proper plan. Ben activated the Omnitrix and scrolled through his playlist, and stopped on the new pegasus icon. At first, he was confused, but then he remembered how he unlocked his Griffin form. He looked at the icon, and an idea came to the alien hero's brain. "Ya know what, I just got an idea. It's a stretch, but maybe I can finesse the situation here. I just need to... Wing-It!" Ben remarked with a smirk. Ben pushed the core down, enveloping the library's interior in a bright green flash of light. Once the flash of light died down, a new stallion stood in the human's place.

The mares were slack-jawed, staring at the pegasus that grinned at them, a confident gleam in their green eyes. The pegasus was tall, slim, but very well-built. His wings were big, maybe even slightly bigger than the average pegasus stallion's. They had an oddly colored coat, mainly consisting of a singular faded dark blue color, but their mane and tail were practically white, like a cloud in a clear sky, despite the obvious untamed and wild curls that floofed out at every angle. The stallion also seemed to be wearing some kind of full-body suit, a white suit with a black lightning bolt going down the middle. The stallion had a white shoulder brace thing on his left front leg, showing off the Omnitrix's badge.

The stallion stepped forward and cleared his throat. "Wassup! I'm Wing-It, nice to meet, yo!" Wing-It introduced, his voice laid-back and chill, but constantly full of energy. "My plan is to try and talk with Flutters, pegasi-to-pegasi, and maybe, just maybe, I can get some info out. Nothing involving some unnecessary body possession, and nothin' violent or terrifyin' has to occur, yo!" Wing-It explained.

The mares were still surprised. Twilight soon walked back into the room, noticed the situation, and groaned. "Ben, you seriously need to warn a pony next time. Everypony's used to Warlock Trot, your dragon form, and that strange griffin creature you became, everypony still love your alien forms, but the more you start gaining access to other species that I wouldn't necessarily considered alien, or extraterrestrial, the more I begin to worry if equestrian magic can have side-effects on non-magic rich creatures of otherworldly origin." Twilight remarked.

Wing-It scoffed. "Chillax, sis, no need to burst a vein! I got this under control, yo! Besides, the Omnitrix has long since adapted to pony magic, so calm your haunches and focus on the priority at hoof, yo!" Wing-It stated.

As the pegasus made his way to the door, there was a sudden noise that came from the Omnitrix. It sparked and crackled with green electricity, but before the stallion could do anything, or even acknowledge the sparking in the first place, the Omnitrix let out a beeping sound, flashing red and white as Wing-It was turned back into Ben. Ben was shocked and surprised, the Omnitrix hadn't done that in years, it just simply turned him back whenever a certain situation was taken care of, or until it was low on energy. "Well, there went that plan, and it was fool-proof, then I remembered I'm dealing with the Omnitrix!" Ben glared daggers at the device on his wrist, seeming disappointed, but also worried if this sudden reaction was going to be the first of many times the watch would start bugging out again.

He sighed. "Oh well, guess we'll have to do this the old-fashioned way. The mission into the mountains and stopping the smoke is the top priority, but keeping an eye on Fluttershy is the secondary priority. I guess we'll have to leave the elements at home, though, no sense in bringing them if all of them need to be together to work." Ben explained.

Twilight nodded, though she seemed disappointed. "So much for an easy fix with the elements, but without Dash to use hers, we'll have to figure this out on our own. Spike, take a letter," Spike walked beside Twilight with a quill and paper. "To Princess Celestia, the threat of an unknown black smog looming over the skies of Ponyville has made itself known, and we will take care of the problem post-haste before it becomes a bigger problem for the rest of Equestria. We'll update you on how things went after, from your faithful student, Twilight Sparkle." Twilight stated. Spike wrote down as much as he could, and signed it off proper as he rolled it up, and covered the written letter in green flames, sending it on its way.

Applejack nodded. "Well, the princess has been informed of the issue, so I say we swing by Fluttershy's, get her and hopefully get an explanation, then deal with the smoke problem. If this stuff affects mah apples, whatever's makin' this smoke is gonna be chokin' on fumes for messin' with mah family's livelihood." Applejack stated sternly.

Ben sighed. "Then let's not waste anymore time, and get this problem solved. Let's go!" Ben stated, moving to the door.

Soon enough, the others followed suite, leaving the library and making their way to Fluttershy's home. Unbeknownst to Ben, the Omnitrix was beginning to crackle and spark with a blue energy, and the green hourglass soon began to change into an unfamiliar blue hue.

[Fluttershy's Cottage]

Fluttershy had finished packing some of the essentials into a satchel, though she doesn't look very enthusiastic about the trip. "Oh... I can't believe I have to go up there, if there's a... a... Oh! I can't even bare to say it!" Fluttershy shuddered, inches away from the front door. Fluttershy's expression turned from one of fear and terror, to annoyance and disappointment. She grit her teeth and smacked her face a couple times. "Come on, Fluttershy! You helped stop Nightmare Moon, you can do this! Everypony's counting on you, Dash wouldn't let you abandon your friends at a time like this! You even went to Canterlot a couple years back, just to help Ben! You can do this!" Fluttershy shouted in a hush-tone.

Though she didn't feel all that better, she did give herself some proper advice. She already faced Nightmare Moon, as well as venture to Canterlot during a supposed zombie attack. Why should she be scared now?

Fluttershy sighed, only to immediately jump at the sound of someone knocking on her door. "W-Who is it?" Fluttershy meekly asked.

"Fluttershy, it's us, your friends! We're moving out to the mountains! I know you must be scared, for whatever reason, and it's okay to be scared sometimes. Look, there's been a change in plans. Without Dash to use her element, all of us are gonna have to go up there and take care of the problem ourselves," there was a small period of silence, until Ben's voice could be heard again. "Look, you don't have to come with, clearly you have your reasons for being apprehensive, but I know you're stronger than this. After all, wouldn't it be good to show Dash how much you're improving on your shyness once she comes back?" Ben inquired.

As much as Fluttershy wanted to stay, knowing that was an option, she knows she faced worse, no point in getting scared, especially if the smoke lingers. Fluttershy sighed and opened the door, marching out. "I'm going. As much as it may scare me, it has to be done. Plus, I wanna do all I can for my animals, it also didn't feel right to just stay here while my friends handle this on their own." Fluttershy stated.

Ben was surprised, but let a smile form on his face. "Nice to know you're up for it, and don't worry, if things get too hairy, I'll get us out in no-time." Ben remarked.

Twilight lit up her horn, lifting up a make-shift map. "Then let's finally get this show on the road!" Twilight exclaimed.

Finally on the same page, the group of six make their way down the road, and toward the direction of the thick trail of billowing black smoke.

[Mountain Trail]

The six marched upward on the trail for a few hours, witnessing the grand scenery around them. The numerous trees sprawled out amongst the landscape, the occasional ponds of sparkling blue water, the birds that flew by, as well as seeing a few pegasi flying amongst the clouds. The higher they walked, the more beautiful the landscape became. It looked like a work of art, but occasionally they'll see the black smoke begin to obscure the sights.

Ben groaned. "Okay, this is taking too long sticking to a trail. We need to take this up a notch, and I say, it's time to climb the mountain!" Ben remarked, trying to twist the Omnitrix's dial.

Applejack stepped forward, trotting past Ben as she looks at the map Twilight had. "So, how much further do we have to go?" Applejack inquired.

Twilight folded the map and stuffed it into her satchel. "Honestly, it may take a few more hours to get to the top. Even then, we'd have to worry about steep cliffs, gaps in the rocks, as well as the potential danger of rockslides. My best guess is that one of these trails will be super long, but equally secure," Twilight gestured to the upcoming fork in the path. "We'd be better off taking the safest route, just to ensure we're all in one piece." Twilight explained.

Ben rolled his eyes. "I'm all for safety, Twilight, but if we spend too long on the trail, we'd be wasting time, as well as risking ponies' health and livelihoods with the smoke still being present. Sorry sis, but I say we get direct with this," Ben popped the icon up and selected Fourest Fighter's icon. "Here we go, It's Hero Time!" Ben exclaimed, slamming down on the Omnitrix.

Ben was enveloped in a flash of green light, but more blue electrical discharge was leaking out of the Omnitrix. Before anyone knew what happened, the discharge suddenly struck a few of the mares, causing them to yelp out in shock and step back as Ben became a familiar, yet new transformation.

As the flash of light died down, Ben was some kind of tall skinny plant-like creature. Its body was comprised of a bunch of dark murky green vines, with a lighter set of fresh green vines bind together amidst the middle of the torso. The creature had a slightly bulbous head with one singular blue eye, and a venus flytrap jutting out from its shoulders. It had black pods growing from its back and long slender vine-like claw fingers. It didn't have legs, but kept itself propped up on four large green vines. The Omnitrix was embedded into the creature's chest, in a similar manner to how it usually looked when Ben turned into Ghooligan.

The plant-like alien looked itself over in confusion, and mild irritation. "You have gotta be kidding me. I wanted muscle, not a monster-sized houseplant! I'm not exactly mad that I got to become Wildvine again, but this was not the best time for him!" Wildvine argued.

The Omnitrix made a bunch of low mechanical noises and sparked with more blue electrical energy, only to return dormant. Wildvine sighed, not wanting to lose sight of the objective. "Alright, I can still make this work, maybe. It's not Fourest Fighter, but Wildvine's no slouch either. Twilight, you ready for a cli-ai-ai-AI-YI-YI!" Wildvine suddenly recoiled, out of shock, and out of sheer surprise and bewilderment of what he was seeing.

Twilight was now standing on her hindlegs, though certain parts of her were now a bit more... techy. She didn't tower over him, if anything she was only a bit taller than if she was on all-fours. Her body was covered in a dark violet metal, with light purple tech patterns lining certain parts of her new amorphous body, including her arms and rounded fingers. The mid-section of her body was a bright white color, and the shape of her cutie mark was most prominent as the shape of her new mechanical eye. Her muzzle stuck out as well, but was left without a proper mouth.

Applejack was standing above him, tall, broad-shouldered, and equipped with a set of four muscular scarlet-colored troll-like arms. Her four bright green eyes opened, noticing that she was suddenly looking down at her transformed friends. She had black worker gloves on her hands, what looked like brass braces on her wrists, and wore a pair of heavily-armored overalls, though her hat seemed to remain unchanged. Her blonde hair had now become a pitch black color, and her cutie mark was now smack-dab in the center of her mid-section.

Rarity was in a very manic state, and in her current state, she has practically gone wild. She remained on all fours, and her back hooves had become feet with dark violet claws protruding from the toes. Her front claws were just as sharp, though her coat was purely white, with small light-blue diamond-shaped patches being seen on the front of her eyeless head, resembling her cutie mark.

Pinkie, ironically enough, seemed the most calm out of all of them. She was a lot more rotund than before, and remained on four legs, though she now had purely white skin, with pink shell-like bulbs covering a major portion of her body. Her hooves had now sprouted a set of black digits, two sets of four small claws on her front hooves, and three black claw-like toes on her back hooves. Her blue eyes seemed to beam with excitement as she curled into a ball, and began to roll herself in circles.

Fluttershy, ironically enough, was not altered. She was definitely worried about what happened to her friends, though. "O-Oh my! Ben, what did you do!?" Fluttershy squealed.

Wildvine held his slender fingers up in defense. "It wasn't me! Not entirely, at least!" Wildvine looked at the Omnitrix, noticing it still buzzing and emitting blue static. "I think the Omnitrix did something weird. The Omnitrix usually fixes things, but if I remember correctly, this thing is a prototype. I guess this thing was bound to bug out again at some-point. Though why it turned four of our friends into my aliens, I have no clue." Wildvine wondered.

Fluttershy walked towards Applejack, looking right up at her as her towering physique cast a shadow on her. "H-How do you feel, Applejack? Are y-you okay?" Fluttershy asked.

Applejack carefully tried to move around, casually swinging her arms as she looks down at her friend. "It's certainly... strange, that's fer sure. Lemme tell ya, ah always wondered what it felt like for ya, Ben, to just suddenly change into somethin' completely different... but land sakes," Applejack gripped all four of her hands into fists, her voice was much lower, and a bit more gritty and gravel-y. "Ah never would've imagined it felt like this! It's incredible, but very hard to maneuver if ya don't know what in tarnation you're doin'." Applejack remarked, sitting down as she leaned against the mountain's rocky surface, crossing her legs.

Wildvine chuckled. "Trust me, it was hard for me, too. The trick with Fourest Fighter, is to find a rhythm to your movement. If your muscle mass is pulling you in one direction, you have to fight the pull, especially if you're in a fight." Wildvine stated.

Fluttershy looked at the purple-shelled ball still rolling in circles. "Pinkie? How are you feeling? Are you okay, or do we need to go back?" Fluttershy asked.

The ball uncurled and Pinkie sat on her flank with a smile on her face, as well as a few new sharp teeth to behold. "I've never felt better! Though I will admit, I don't feel as energetic as I was before. Not that I mind, but lemme tell ya, this is great! I can now become the cannon ball for my party cannon to use, so that'll be fun!" Pinkie commented, her voice was a bit low and sounded warped, but still seemed like Pinkie.

Wildvine looked at Twilight, noticing her poking and pulling at her malleable metal body. "Twi? You okay?" Wildvine asked, cautiously moving closer.

Twilight looked up at Wildvine, and couldn't help but feel so confused, yet so intrigued. "It's hard to explain what I feel. It's like my body has been reduced to atoms, or something a bit bigger than atoms, and my mind has been equally divided and distributed to each one of these things that make up my body, now. Had I known that this was what you always experience, every time you transform, I would've personally asked you to let me run some of my own tests, just to see what makes your transformations, and your watch tick in such a specific manner." Twilight remarked, fascinated by her transformed state.

Everyone looked over at Rarity, who was frantically panicking, roaring out in a mix of panic and most likely outrage. Fluttershy quickly flew over, and though Rarity was swinging her claws a lot in a dramatic manner, but it was only then she started to whimper as Fluttershy tried to calm her down. "She's scared, very scared. She thinks she looks abysmal, horrid, beastly. She's definitely taking this the worst out of all of us, that's for sure." Fluttershy stated, trying her best to translate.

Everyone looked at Fluttershy, but did remember her special talent involved talking to animals, and the Vulpimancers, whether it's Ben or Rarity, was no exception. Then, Twilight's attention shifted back to her brother. "Ben, how did this even happen? And you're telling me, that your watch is just a Prototype?!" Twilight inquired.

Wildvine shrugged. "It never came up in conversation, but yeah. Prototypes of any kind tend to bug out a lot, but I figured since it hadn't done that in years, it was worth forgetting. Besides, maybe this is just a new feature, I can turn others into my aliens, but I guess it didn't work out like it was supposed to, considering it was merely accidental." Wildvine tried to explain, rationalizing the situation the best he could, despite not having a clue himself.

Applejack raised an eyebrow and looked over at Fluttershy. "Then how do you explain why Flutter's not one of yer aliens?" Applejack asked.

Wildvine frowned and sighed. "For Faust sake, I don't know! Maybe the discharge only affects certain individuals, or maybe her mutation is taking longer than the rest of you girls' mutations. I'm an alien superhero, not a fountain of knowledge!" the Florauna argued.

"Either way, we still need to deal with what's making the smoke, so here's what we're going to do," Everyone looked at Twilight. "I know this is something we've never experienced before, but we'll have to make due with what's happened till Ben can find a way to change us back. Till then, the source of that smoke is still our top priority. Let's get to moving, we'll have to get this done quick." Twilight stated, motioning to the less safe and secure route.

Everyone stayed close as they ventured onto the path. Their sudden transformations were interesting, but only time will tell if they'll become a set-back, or their greatest advantage.

The traveling group of transformed heroes keep making their way up the mountain, but as they kept moving through the treacherous route, something loud, gruff and bellowing was clearly making itself known.

Fluttershy ducked down underneath Wildvine, causing him to stumble a fair bit. "Fluttershy, could you kindly not try to tangle me up? Lives are on the line, remember?" Wildvine inquired, staring down at the yellow pegasus.

Fluttershy gulped, slowly moving out from underneath her friend as the bellowing echoed out again. "What in tarnation's makin' that racket?" Applejack asked, looking around for the source.

Twilight maneuvered her body along, noticing the smoke was coming from high up above them, and the bellowing sound echoed out too, causing a ripple in the stream of inky black streaming through the air. "Looks like whatever's causing this smoke is also the source of the noise. If I were a betting mare, it could be a dragon." Twilight hypothesized.

Wildvine looked upwards, and decided to let his spindly vines dig into the side of the mountain, letting them weave together as he created a type of vine ladder up to the top. Wildvine looked back at his friends, who seemed unamused. "What? We have to go up there anyway. Besides, do you really wanna risk traversing up the less than safe route in your current states?" Wildvine remarked.

Twilight moved over to her brother, staring him down. "Ben, we wouldn't even be like this, if you didn't mess with the Omnitrix. This is your mess, and you need to clean it up." Twilight reprimanded.

Wildvine frowned and glared at his sister. "First off, I wasn't messing with the Omnitrix. I was trying to turn into something that could make this a bit easier, and more bearable. Second, how was I supposed to know that the Omnitrix would choose now to be a pain in our rear ends?!" Wildvine shot back.

Twilight's horn was beginning to build up a sudden glow, as well as slowly light up. "You've had that watch longer than any of us have, so you must know something!" Twilight argued.

Wildvine rolled his singular eye. "If I knew how to fix this, don't you think I would've done it already!? As much as I love the nostalgia of using Wildvine, this isn't the time for me to reminisce!" Wildvine countered.

The two siblings argued amongst each other, while the other four had simply been relegated to the sidelines, watching the argument unfold. "Shoulda figured this wasn't gonna be easy. As if bein' turned into these strange monsters was already difficult, now these two're gettin' more ornery than a nest full ah rattlesnakes." Applejack remarked, crossing all four of her arms.

Pinkie rolled over beside her tall muscular friend and watched as two of her friends continued to argue and bicker. Pinkie frowned, and oddly enough, her shell began to dull in color and crack a fair bit. "This isn't good, not good at all. I can see where Benny's coming from, since even he doesn't seem to be, well, educated, on what that Omni-watch can, or can't do. Yet, Twilight does have a point, since he does rely on it. He had to break up a fight between Dash and Gilda, and took it a bit too far when he became some kind of weird griffin creature. I think even he knew it was a bit much, how do we resolve this?" Pinkie asked.

Rarity slumped down onto the ground, whimpering as she tried to rest. Unfortunately, the strange gills on the side of her face began to pick up on something. She 'looked' in the direction that led further ahead of the trail, and noticed a bunch of big bugs coming their way. Well, they seemed more like bears with bug parts, but same difference and such. The bug-bear-thing looked to be a brown bear, with bee wings, an abdomen and stinger, four front legs and a set of backlegs. It also came equipped with four eyes, antennae, and was covered in brown, black and yellow stripes, roaring out in a fit of rage.

Rarity yelped and ran towards the others, roaring out in a panic. This caught the attention of the two arguing siblings, who immediately saw that they had to spring into action. Wildvine dug into the stone, and burrowed his way through the rock, letting several vines break free and wrap around the bugbears, constricting them in his hold. Twilight ran forward and without thinking, let a powerful beam of bright violet energy explode from her horn, dealing a serious amount of damage to the bugbears, but it seems that they became more aggressive.

Wildvine tried to keep his grip on the bugbears, but soon he didn't have to when a pink ball of destruction began to ricochet around the mountainous path, and into the bugbears, knocking them back a great deal as Pinkie unfurled, her eyes seemingly spinning. "Ooouuhh... That was fun!~" Pinkie remarked in a dazed tone as she collapsed.

The bugbears growled and buzzed as they attempted to try and attack, until Fluttershy stood in their way, seeming rather irritated. "STOP!!" Fluttershy shouted, her voice echoed throughout the mountain, and the bug bears immediately came to a halt. Wildvine came out of the ground and the others simply watched.

Fluttershy walked up to the bugbears, scowling at them as they began to look scared. "You! Care to explain yourselves on why you attacked us?" Fluttershy asked, gritting her teeth. The bugbears winced, whimpering as they pointed up towards the black smoke, the bellowing noise roared out yet again. Fluttershy was not amused in the slightest. "So you think that whatever's making that smoke, that excuses you for attacking ponies and people you don't even know! Is that it?" Fluttershy reprimanded angrily.

Wildvine looked towards the top of the mountain, the black smoke was beginning to slowly dissipate, only to have his attention be brought back to his friend's continuous shouting. "You must have a lot of nerve, thinking it's okay to just attack someone who's trying to help! That's a good way of making enemies, buster! Now you and your friends go back the way you came, and think about what you've done, ya hear me?!" Fluttershy exclaimed, her face became a bit more red as she took a couple deep breaths.

The bugbear seemed very terrified, as did the other bugbears. The bugbear growled and roared in a meekly manner as they quickly retreated back the way they came. Fluttershy turned back to her friends, noticing the shocked and bewildered looks on their faces. Immediately, the realization of what Fluttershy had done came to her, and she was soon shocked herself. "O-Oh... s-sorry, that was... oh my..." Fluttershy quickly got quiet, murmuring to herself.

Everyone was rather surprised, they hadn't heard Fluttershy scream like that, let alone get angry. Rarity quickly walked over, lightly nudging Fluttershy's cheek as the pegasus slowly let her face be shown. No longer was it red with rage, but now more-so red with embarrassment. "I-I'm sorry... t-that was rather r-rude of m-me..." Fluttershy apologized.

"Of all the things that have surprised me today, this takes the cake. How long have you held that in, Flutters?" Wildvine asked, seeming very surprised and juxtaposed by Fluttershy's aggressive reprimanding.

Fluttershy took a deep breath and sighed. "The stress of the situation has been... um, unhealthy, for me. I... I-I don't talk about this very often, e-even with Rainbow Dash, but... I-I have a f-few anger i-issues myself..." Fluttershy shuffled in place, looking embarrassed and ashamed. "I-It doesn't help t-that I have a f-fear of dragons, e-either..." She explained.

Applejack stepped forward, crouching down to her shy and timid friend. "Darlin', why in tarnation didn't ya say that before?" Applejack inquired.

Fluttershy simply shuddered. "I... I-I didn't want to sit on the sidelines... I l-like spending time w-with my friends, a-and knowing that they're risking their lives for my animals, a-and everypony else... I d-didn't want to stand by, knowing that my friends were g-going to face a dragon, a-all on their o-own. You're all so b-brave, a-and I'm just... j-just..." Fluttershy's voice slowly petered out, and went silent. Rarity was trying to keep her friend close, even if she couldn't speak a single coherent word this whole time, she still made the effort to quell her friend's problem. "I didn't want to lose my friends, knowing I could've done something to help..." Fluttershy whimpered.

Soon enough, Fluttershy found herself in a strong embrace, provided by her new four-armed friend. "Next time, tell us if you feel this way. We get that you're not the talkative type, especially 'round other ponies. It's sweet that you wanted to come an' do the right thing, even if it meant facin' yer fear, but don't force yerself to do somethin' that yah can't agree with. Understand, sugarcube?" Applejack stated.

Wildvine moved forward, crouching down as he gazed at the yellow pegasus. "AJ's right, Flutters. I even gave you a choice before we left, since I knew you could be very... well, shy. It's in your name, for Celestia's sake," Wildvine felt a nudge from Applejack, and cleared his throat. "Nevertheless, I know what you're feeling, knowing that you could've done something to help if you had done this instead of that, trust me, Twilight could tell you all about my first blunder as a hero, it wracked me to my core... but that doesn't mean I gave up, I just found other ways to help. Your ability to talk to animals was definitely a big help during our trek to defeat Nightmare Moon, as well as with running those bugbears off. If we play our cards right, it could be the very thing that can still save the day." Wildvine remarked, giving the pegasus a warm smile.

The pegasus smiled, but the moment didn't last long. The bellowing roar echoed out, and soon, the mountain began to shake. Everyone looked up, noticing that the black smoke was beginning to disappear, but a new problem had soon arisen. A large winged beast was beginning to descend down upon them. it was a big red dragon, with a yellow belly and leathery yellow wings. its bright golden eyes fixated on them, and it roared out, spewing out a stream of fire from its maw.

"Everyone, scatter!" Wildvine called out.

Everyone immediately began to move in different directions, all while the dragon descended upon them. Judging by how much black smoke was pouring out from its nostrils, it seemed pretty pissed. Wildvine knew that he was at a disadvantage, and tried to change himself into something less flammable by touching the Omnitrix, but it didn't respond. "Oh man..." Wildvine tried to figure something out, but then he remembered that the big black bulbs growing out of his back, weren't for show. Wildvine's worry, turned to calm, and he thought of a plan.

The dragon landed and roared out, spewing fire at every possible angle, even snapping its jaws to try and get ahold of whoever it can. Applejack jumped into the air and aimed her hooves at the dragon's head. "Time fer you tah get a well-placed knock to the head! Here's some common sense, ya overgrown varmint!" Applejack slammed the dragon's head to the stony ground beneath it. It roared out and flung Applejack off, and swatted her into the wall with its tail. Little did the dragon know, this was no average pony, and certainly not your average Tetramand. The dragon felt its tail be pulled on, only for him to suddenly be flung back into the air, with Applejack leaping upwards, smacking the dragon's gut with all four of her fists. "Ready to throw in the towel now?" Applejack called out, grabbing ahold of the mountain as she kept herself still.

The dragon growled and spewed another stream of fire in her direction, and she instinctively jumped off the wall, landing back on the ground as she saw Wildvine casually throwing seeds all around the path. "Ben, I assume you got a plan? Because right now ain't the time tah be plantin' produce!" Applejack remarked.

Twilight fired off miniature blasts from her horn at the dragon, but the blasts were basically doing nothing. "This is ridiculous! Why isn't my magic working!?" Twilight groaned, her frustration becoming more and more apparent.

Wildvine stopped short and looked down. "It's because Upgrade's incomplete! The Omnitrix might've adapted most of my transformations to Equestrian Magic, but Upgrade is a purely artificial alien! Your magic seems to be diluted, so use Upgrade's energy attacks as a substitute! Do what you did before against the bugbears!" Wildvine yelled out, throwing more seeds everywhere.

Twilight thought about her brother's advice, and as her horn lit up, energy began to build up too. Soon enough, another powerful violet blast exploded from her horn and hit the dragon's face, knocking it back a fair bit. Twilight moved forward and continued firing miniature energy blasts at the dragon, doing a substantial bit more damage, but not enough to get the dragon to land.

Pinkie curled up into a ball as Rarity grabbed her and threw her upward at the dragon. Pinkie started spinning as she slammed directly into the dragon's chest, causing a sudden choked grunt to escape the dragon, a billow of black smoke escaped its nostrils and maw as it seemed to have been stunned, collapsing downward as it crashed onto the path, groaning as it tried to sit itself back up. "This thing can sure take a beating, just how sturdy are dragons anyhow?" Applejack questioned.

Wildvine landed, and soon enough, the dragon was ensnared in thousands upon thousands of vines that rapidly sprouted from the earth and stone. It tried to burn its way out, but the vines had restricted its maw from opening up. It was trapped in a natural snare, and had been properly restrained. "Okay, now Fluttershy needs to do her part. I know she can do it, I got faith in her, and she's proven that she can handle it." Wildvine remarked.

Fluttershy flapped her wings and landed on the bridge of the dragon's elongated maw. The dragon looked down at the pony who stared back at him. Fluttershy gritted her teeth and bopped the dragon between the eyes with a swift buck kick, the echoing sound of her back legs connecting to the dragon's temple was loud, and painful. The dragon recoiled, seeming more upset than angry. Fluttershy didn't need to say a word for the dragon to understand that he was causing trouble, but rather, he simply nodded, saying something through grunts, groans, growls and whimpers. Something that convinced Fluttershy to give Wildvine the signal to let the dragon free.

Without another word, the vines that had ensnared him began to loosen up, unraveling and retreating back to the ground. The dragon soon flew back up to the top of the mountain, and then flew away from the mountain itself a moment later. Fluttershy fluttered back down to the ground as she embraced her friends, and now ready to head back down to Ponyville.

As they walked back the way they came, Wildvine was the only one to acknowledge the unsolved problem. "So, how are we gonna fix you girls? actually, how come I haven't timed out yet?" He wondered, tapping the Omnitrix once more. The Omnitrix continued to spark and make noises, but nothing seemed to happen.

Twilight looked over the Omnitrix and tried to touch it herself, allowing her whole hand to meld with the device itself. "Oohoho! That's a... weird sensation, but I think I found out the problem," A series of noises came from the Omnitrix, and Twilight retracted her hand. "Try transforming back, now." Twilight suggested.

Skeptical, Ben cautiously tapped the Omnitrix, and in a flash of green light, he was returned to his normal human form. Soon enough, the Omnitrix then began to shine a blue color, something Ben hadn't seen before. "Okay, what's this now?" Ben asked.

"An Error has been identified and properly fixed. Recalibration Mode has been activated," Before Ben or the others could respond, the Omnitrix enveloped itself in a green light, then the dial began to spin on its own. After a moment of watching the Omnitrix do... whatever it was doing, the green light enveloping it dissipated, and the hourglass then began to glow yellow. "Recalibrations Complete, transformation modules have been re-stabilized.Omnitrix has detected numerous targets of unsuccessful genetic splicing. Shall we attempt to repair?" The Omnitrix chirped.

Ben recognized that, and nodded. "Yes, attempt to repair all targets." Ben instructed.

"User request Acknowledged. Genetic repairs of this scale will take up sixty-percent of the Omnitrix's power." The device chirped.

Soon enough, the four affected ponies were then met with four strange mechanical wires that sprouted from the Omnitrix's core. They attached themselves to their bodies and began to absorb the foreign DNA back into the device itself. One by one, the ponies began to change back to normal, and soon enough, they had all become normal again.

The wires retreated back into the watch and the Omnitrix returned to its normal green glow. "Genetic repairs complete. Tetramand, Vuplimancer, Arburian Pelarota, and Galvanic Mechamorph DNA Samples have been collected and re-added back into the main playlist. Additional genetic data has also been acquired for Equestrian DNA, additional genetic data may be required." The Omnitrix chirped.

Ben cycled through his aliens, and did confirm that Four-Arms, Cannonbolt, Upgrade, as well as Wildmutt were back inside the watch, and aside from now seeing Wildvine's icon again, he also saw an incomplete icon, but he figured that'd be something to worry about for another time. For now, he wanted to go back to Ponyville, and relax.

[Ponyville]

After a few hours of walking home, and Ben's friends enjoying being back to their old selves again, Ben had to admit that he did enjoy being back in his normal body. if he were stuck as Wildvine, he'd feel as if no one would let him hear the end of it. "Well, we solved the problem, and Fluttershy developed more as a person, I'd say this was a regular day for us. Speaking of, what'd the dragon tell you back there before he left, Flutters?" Ben asked.

Fluttershy smiled. "He just told me that he wanted to find a calming place to sleep, without anyone disrupting his slumber. He wasn't aware of his smoke being such a problem, so he decided to take his hoard and find somewhere more secluded to rest. I needed to play up the anger to really sell it, though. Big Red's no monster, he just gets grumpy when he hasn't gotten his proper hours of sleep." Fluttershy explained.

Ben was confused, but at the same time, he understood, in a strange way. "Well, either way, I can't wait to head back to the library, I need a nap." Ben remarked.

Applejack stretched out as she got used to being on all fours again, and re-adjusting her hat. "Hopefully Mac had the farm runnin' smoothly while I was gone." Applejack remarked.

"We were only gone a couple hours, Darling. I doubt it's in any kind of undesirable state of disarray." Rarity disagreed.

As the heroes make their way past the road to Fluttershy's cottage, they happen to see Rainbow Dash and Gilda ahead, moving their way. "Hey guys!" Dash called out.

Ben smiled. "Hey Dash, you missed out on one heck of an adventure. Where've you and Gilda been?" Ben asked.

Rainbow smirked. "Me and Gilda were going against some real villainous sorts, y'know, the usual." Dash remarked.

Gilda rolled her eyes. "We ended up facing a couple Minotaurs, they were causing problems over in Baltimare over a couple bits. Dash and I took care of it, and they're now in Plumber custody. It really was just the usual, which is boring." Gilda remarked, seeming rather disappointed.

"Well, Dash, if you think fighting a couple minotaur was tough, imagine fighting a dragon, and being stuck as aliens! I was this one thing with a shell, I think Benny called it Cannonbolt, I was like if a wrecking ball and a pinball had a baby! a very destructive baby!" Pinkie remarked.

Dash went wide-eyed and looked at Twilight for clarification. "For context, Dash, apparently Ben's Omnitrix is merely a prototype, and it's only now that it bugged out and spliced alien DNA with most of us, except for Fluttershy. I ended up becoming some technological blob, Applejack became some muscular four-armed creature, Rarity ended up becoming that eyeless dog with gills on its face, and Pinkie became, well, you already know, she described it best." Twilight explained.

"Let me tell you Benjamin, that was dreadful, darling. How you ever got used to being such a beast is beyond me! I bet I looked horrid!" Rarity complained in an over-dramatic tone.

Ben smiled. "Hey, you handled yourself better than I did when I first became Wildmutt, so you got my approval." Ben reassured.

Dash groaned. "Man, I missed out on the chance to be an alien?! Talk about the worst timing, I would've made an awesome Ghooligan, dude! I'd be fast, and spooky! Just what I need to be for Nightmare Night, whenever it rolls around." Dash remarked.

Ben chuckled. "Trust me, I think you'll be fine. C'mon, let's head to Joe's, my treat. I'll tell you all about it, and maybe I'll introduce you to a familiar alien I re-unlocked." Ben stated, running down the way.

Dash's jaw dropped further. "You unlocked another one!? Dude, you gotta show me, now!" Dash exclaimed, chasing after the human.

Author's Note

Wing-It is the Omnitrix's DNA Sample of a Pegasus.

Wildvine is the Omnitrix's DNA Sample of a Florauna.

Also, what'd you think of the twist involving the girls being transformed into his aliens, as well as the Omnitrix suddenly going haywire?

I also figured it'd be cool to show at the end that Dash and Gilda were on their own adventure, mainly Gilda explaining more about her association with the Plumbers.

Sorry this chapter took so long to get out, I've been busy.