• Published 16th Aug 2014
  • 26,500 Views, 1,860 Comments

And Then There Were 10...Er...67 - Grey Ghost

A man winds up in Equestria with a working Omnitrix. Hilarity and craziness follow.

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Enter Jason

It was a busy day at the local convention center, the hustle and bustle of the crowd filling the halls. Jason Hughes walked rather slowly compared to his fellow con goers, not really sure what to do with himself. This was the first time he had ever been to a con so he felt rather lost.

He sighed, deciding to head to the showroom floor. After a few minutes of just wandering, he found himself drawn to a stall run by a guy dressed as the merchant from Resident Evil 4.

“Welcome! I got rare things on sale stranger!” he said, looking at Jason, his accent surprisingly spot on.

“I can see that.” Jason said with a nod, looking the man’s wares over. He stopped, his gaze landing on a replica of the original Omnitrix. He had always wanted one, ever since he had first become a fan of Ben 10. He picked it up, looking it over, noting the high quality.

“How much?” he asked, moving his gaze from the object to the merchant.

“For you? Lets say... a hundred dollars.”

“Deal.” Jason said with a nod, taking out his wallet. He pulled a hundred dollar bill out before passing it over to the merchant.

“Enjoy yourself mate,” the man said with a nod, putting the bill away.

“Of course I will,” Jason said, slipping the Omnitrix onto his right arm. He admired it with a grin before noticing the dial was glowing. “What the hell?” he asked, his eyes widening as green electricity started to surge from it.

“Get off get off!” He shouted, tugging on the thing, though it refused to budge from
his arm. He screamed as a wave of energy burst from the Omnitrix and he blacked out.


Jason groaned as he came to, his head aching. “I feel like I got hit by a bus...” he muttered to himself, moving into a sitting position. He blinked, finding himself in a wooded area, the air filled with chirping birds.

“Where the hell am I?” he asked, standing up and rubbing his head. The last thing he remembered was buying that omnitrix replica off that guy cosplaying as The Merchant... speaking of which.

“What the hell! Get off my wrist!” he shouted, tugging at the thing, doing his best to tear it off. He jumped back in surprise as the dial popped up, glowing. “This thing is real isn’t it..?” he asked himself, staring at the Omnitrix.

With a big grin, he gripped the dial with his left hand, starting to turn it, listening to the sounds of it. “Oh, this is gonna be fun!” he said, slamming his hand down on the dial. It was an incredible sensation, the feeling of bones rearranging, fur growing.

In a green flash, the young human was replaced with an orange colored quadruped. It let out a strange howling sound, gill like sensors in its neck opening. A grin spread across its face and it bounded off, not a care in the world.


Fluttershy hummed softly to herself as she went about her morning routine, feeding the various animal friends.

“Oh yes Mr. Sparrow, your feathers look so beautiful today,” she said with a smile, pouring the polite little bird some seed. She was about to give some seed to Ms. Magpie when a loud howl filled the air and a large orange furred creature burst out of the wood, scaring the birds away.

She froze up in fear, trembling a bit. It was a large orange colored quadruped that looked vaguely dog-like. It lacked any eyes and had a strange piece of armor on its left shoulder. It sniffed around, obviously not noticing her.

She gulped, looking the creature over. It didn’t look like anything she’d ever seen before, for all she knew, it could just be a monster from the Everfree. She shook her head, frowning at herself. She shouldn’t judge things by their looks, her friend Manny was a manticore and he was a sweetheart.

“O-okay... I can do this...” she whispered to herself before looking at the creature. “Um..hi..” she said, her voice barely above a whisper.

The creature turned to her, gill like structures opening up on its neck. It howled again, moving over to her.

“Y-you're not gonna hurt me are you?” she asked, shaking a bit more, gazing up at the creature. It tilted it’s head at the question before shaking it. Fluttershy let out a sigh of relief, a small smile spreading across her face.

“It’s nice to meet you, I’m Fluttershy,” she said, looking it over again. “I’ve never seen anything like you before, are you some type of dog?” It growled a bit, shaking its head. “Oh um... hmm..” she said, rubbing her chin and racking her brain for anything similar, only to come up with nothing.

“Hey Fluttershy!” came a familiar voice, drawing her attention to the sky. Rainbow Dash zipped over, landing by her friend, grinning. “Hey, we still up for that picnic?” she asked, not having noticed the creature yet.

“Oh! I’m sorry Rainbow Dash, I was so caught up with my new friend that I forgot!”

“New friend? Who are you..? What in the hay is that!?” Rainbow asked, her wings flaring out as she finally noticed it.

“Rainbow, this is my new friend. I don’t know what he is yet but he seems nice.” Fluttershy said with a smile, petting the creatures neck. It didn’t seem to mind, sitting down on it’s haunches.

“I don’t think this is a good idea Fluttershy, this thing could be a pony gobbling monster!” Rainbow argued, flying up into its face, frowning when she couldn’t see its eyes.

Fluttershy was about to argue when a strange beeping sound came from the creature. There was a bright flash of red light, making both ponies flinch. When they turned back, the creature had been replaced with an even stranger one. It stood a head taller than even Princess Celestia, its lower half blue while it’s top half was black. Its head was bare of any fur besides its mane, which was rather long. It looked down at itself before looking at the two dumbstruck ponies. “Aw crap... ” it said, gulping.


Jason gulped, looking at the two pony creatures in front of him. ‘How the hell do I get out of this?’ he asked himself, gazing down at the Omnitrix. He frowned, seeing its dial glowing red instead of its normal green.

“Changeling!” the blue one shouted, slamming into his chest, knocking him onto his back.

“Uncatalogued DNA detected,” a monotone voice stated before a yellow beam moved over Rainbow Dash. She was about to say something when she was yanked away.

“Rainbow Dash!” Fluttershy scolded, biting onto her friends tail, pulling her off the poor creature.

“What the hay Fluttershy!?” Rainbow demanded, turning to glare at her friend, crossing her forehooves.

“I’m disappointed in you Rainbow Dash! Attacking a poor creature like that.”

“Poor creature!? That thing’s probably a changeling!”

“You don’t know that Rainbow Dash! You should be ashamed of yourself!”

Listening to the two creatures argue, Jason gazed at the Omnitrix, relief flooding him as it went back from red to green. He popped the dial up, slamming it back down. In a flash, he was changing and shifting as his body went through another transformation. He turned into a tall blue insectoid creature, it’s body covered in something akin to a rob. “Big Chill!” he exclaimed, spreading his wings, flying off.


“Gah! Fluttershy! You let it get away!” Rainbow Dash fumed, flaring her wings, ready to chase after it.

“No, you scared that poor creature away!” Fluttershy countered, glaring at her friend. “How could you be so mean?” she asked, before flying off after the creature, hoping Rainbow hadn’t scared it too much.

“Fluttershy’s gone nuts! I better go get Twilight, before Fluttershy gets herself eaten!” she said before zipping into the air, flying off. She soon reached the library in a flash, shooting through the window, slamming into one of the bookshelves.

“Rainbow Dash!” Twilight shouted, looking up from her book, her eye twitching. “How many times do I have to tell you to not fly into the library!?”

“Twilight! No time! Something came out of the Everfree! It might be a changeling but Fluttershy wouldn’t listen and went after it!” Rainbow panted out, grabbing Twilight by the withers, shaking her violently.

“Changeling!?” Twilight exclaimed, her eyes going wide. “Spike! Send a letter to the princesses! We have a changeling to catch!” she instructed before flying out of the window with Rainbow Dash.


“Good I think I lost them.” Jason said, landing in a group of apple trees. He folded his wings around himself, looking around. This was one hell of a day, though the Omnitrix more than made up for it. He sighed, hearing the Omnitrix starting to beep. In another flash of red light he reverted back to his original form.

“Well, here is a good enough place to relax,” he said with a shrug. He sat down against one of the apple trees, closing his eyes. He sighed, leaning back on the tree, letting the adrenaline leave his bloodstream.

“Oh god... what am I going to do?” he asked himself, putting his head in his hands. “I’m so screwed...” he whimpered to himself, hugging his knees.

He closed his eyes, letting out a big sigh. It didn’t take him long to fall asleep, his hair swaying in the breeze.


Applejack hummed to herself softly as she trotted toward the last unbucked tree in the orchard. Just one more and she could go join the other girls at that picnic. She leaned forward onto her front hooves before kicking back, her hind legs connecting with the trunk with a resounding thud.

“Ow dammit!” A voice called from the other side of tree.

“Who's there?!” she demanded, rushing around the side of the tree, ready to buck any would-be thief.

“This just isn’t my day is it?” a strange creature said, getting up and rubbing his head. He turned toward
Applejack, sighing in exasperation. “You gonna attack me too?”

“Ah might, if’n ya don’t start explanin’ why yer on mah farm.” Applejack said with a snort, glaring at the creature. It looked like a hairless Diamond Dog, but wasn’t hunched over like one.

“Look, I’m having a really bad day. First I buy this thing,” he, at least it sounded like a he to Applejack, said, holding up its right arm. She looked at it, noting the strange device on his arm. “Then, I get sent to this damn place, only to get attacked by some crazy blue pegasus! Pegasi aren’t even supposed to exist!” he shouted, starting to pant from all his fast talking.

“Woah there, just calm down partner.” Applejack said, putting her hooves up. “ Sounds like ya ran into Rainbow Dash. Now why would she attack ya?” she asked, looking the creature over again, he didn’t look very dangerous.

“She called me a changeling and knocked me flat on my ass.”

“And why would she call ya’ll a changeling?”

“Ok, ya see this?” he asked, holding his right arm up again. “This is called an Omnitrix. It allows me to turn into other creatures. This ‘Rainbow Dash’ saw me change back from one of these creatures and assumed I was a changeling.”

“Ok... Ah’ll trust ya fer now.” she said nodding her head. “Ah’m Applejack.” she stated holding her hoof out.

“I’m Jason Hughes, it’s nice to meet you,” he said taking her hoof, shaking it, a look of relief on his face.

“Uncatalogued DNA detected,” a third voice chirped, a yellow beam coming out of Jason’s wrist, hitting Applejack.

“What the hay was that?!” she shouted, pulling back, looking like she was ready to attack.

“Woah now, just calm down! The Omnitrix can detect creatures it doesn’t have inside of it already and adds them okay. Nothing else!” he said putting his arms up, a look of panic on his face.

Applejack rubbed her chin, thinking it over. She had no idea what exactly Jason was, but he seemed trustworthy and it wouldn’t be very Apple of her to deny this creature a chance.

“All right, Ah believe ya, but ah’m takin’ ya to see Twilight,” she declared, gazing at his face to gauge his reaction.

“Fine with me, just lead the way,” he said with a nod, a look of relief on his face.

Applejack just nodded, starting to walk out of the orchard. Whatever Jason was, he certainly was interesting.

Author's Note:

So heres my new fic! My Uncle and I have been going through the Ben 10 series and I decided to do a fic on it, inspired by the LOHAV stories that have been floating around. Leave your criticisms in the comments and feel free to ask any questions you like.

P.S This is the new edited version of Chapter one, thanks to m2pt5 for the help.

Wildmutt: http://ben10.wikia.com/wiki/Wildmutt

Big Chill: http://ben10.wikia.com/wiki/Big_Chill

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