• Published 4th Feb 2017
  • 3,275 Views, 48 Comments

My little Omniverse 2: The Ghostly Nightmare - Time Agent pony



Ben 10 and Rook are summoned back to Equestria to free the land and the ponies that live there from the darkness of Zs'Skayr

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An evil team is assembled

Meanwhile back in Canterlot castle

"You have done well, Eon" Zs'Skayr smiled, as he and Eon looked at the evil beings from different universes they had recruited.

The evil versions of Ben were: Bad Ben, Mad Ben, Nega Ben, Benzarro and Albedo.

The evil versions of the Elements of Harmony they had recruited were: The Elements of Insanity and The Plundering Six.

Along with them were The Mummy, Dr. Viktor and The Werewolf and a newcomer Maltruant.

"You have all been gathered here," Zs'Skayr continued, turning to his recruits, "because we all have something in common."

"Like what?" Twivine, from the Plunderverse, asked.

"We all desire conquest and our enemies crushed under our feet," Zs'Skayr replied.

"We're listening" Brutalight Sparcake, from the Insaneverse, smiled.

"But first we need to find some items that are hidden in the forest," Zs'Skayr continued.


The Everfree forest

UA Ben, Other Ben 10,000, Trixie, Starlight, Rainbow Dash and Rainbow Blitz, the gender swapped version of Rainbow Dash, had been sent into the forest where Thorax had seen the purple lighting.

"Thorax said it was around here," Starlight said.

Suddenly, there was a rustling in the bushes nearby.

"What was that?!" asked Trixie, becoming scared.

The rustling was coming nearer and nearer.

"I think we're about to find out," UA Ben said, readying his Ulitmatrix.

Other Ben 10,000 readied himself as well.

Suddenly a Manticore leaped out of the bushed and let out a thunderous roar.

"I know I'm not from around here," Rainbow Blitz said, "but I don't think that Manticores are suppose to look like that."

The Manticore's body had been warped almost beyond recognition, its entire body was dark purple, even its behaviour it had changed, making it more violent and hostile.

"I wish Fluttershy was here," Rainbow Dash said, as the creature advanced on them.

"Just as I thought," UA Ben commented, he handed some discs to the ponies.

"You'll need these," he told them, slapping the dial on the Ultimatrix and transformed into Brainstorm.


Other Ben 10,000 turned the dial on his Omnitrix and transformed into Ultimate Ben.

"I thought you were going to transform," Rainbow Dash noted.

"I have," Other Ben 10,000 replied, he slapped the Ultimatrix on his chest and diamond shards shot from his hands.

"That is so AWSOME!" both Rainbow Dash and Rainbow Blitz cried together.

"Oh, please," Brainstorm huffed, "your transformations are mere child's play compared to my brain."

Brainstorm shot of a blast of electricity from his brain at the Manticore, stunning it for a while.

Ultimate Ben followed by firing more diamond shards at the creature, causing it to shield itself.

"I believe that it is time to add some muscle to this situation," Brainstorm said, he slapped the Omnitrix and transformed into Four Arms.

"Agreed," Ultimate Ben nodded, "this guy needs to cool off." he slapped his Ultimatrix and blasts of ice erupted from his hands, freezing the Manticore to the ground.

"Lights out," Four Arms cried, with an almighty punch from all four of his arms, put the Manticore out cold.

"And that my friends is that," Four Arms said, as he changed into UA Ben.

Ultimate Ben powered down back into his normal form, Other Ben 10,000.

"How come you didn't change?" Trixie asked.

"I haven't bothered to for years. Not since I discovered my best transformation," Other Ben 10,000 replied.

"Ultimate Ben?" asked Starlight.

"What power comes with that?" Rainbow Dash asked.

"Pretty much all of them," Other Ben 10,000 replied.

"That is so awesome," cried Rainbow Blitz.

"Back to the point," interrupted Starlight, "Manticores don't have purple skin or act like that."

"What could course something like that?" Trixie asked.

"Corrodium," UA Ben said.

Before UA Ben could continue there was a purple glow from nearby.

The team moved to where the glow was coming from and came across one of the evil Bens, Nega Ben and Brutalight Sparcake and Applepills, the insane versions of Twilight and Applejack alongside the Mummy.

They were digging for the source of the purple glow, "Why are we out here just to find some stupid rocks?" Brutalight fumed.

"Whatever," Nega Ben, currently in the form of Bloxx replied.

"Hay, you got any pills?" Applepills asked.

No pony answered, "I know it" UA Ben whispered, "We're dealing with Corrodium." he and the others kept out of sight.

"I think I've found the pills," Applepills said, after some more digging, "I mean, what we come for."

She picked up three purple glowing crystals, the Mummy opened up its chest and prepared to take the crystals.

But before it could take the crystals from her, she heard a rustle from the nearby foliage, where the good guys were hiding.

"You hear that?" she asked.

"Lame," Nega Ben groaned, "I guess we're being watched or something."

"Maybe they've got pills!!!" Applepills said, a wild look in her eyes, she ran with crystal in her mouth towards where the sound had come from.

"There's nothing here," she called back to her comrades, not noticing the crystal fall out of her mouth.

"Right let's get moving," Brutalight said.

And in a flash Brutalight and the three other villains vanished.

"That was close," Starlight said, she had used a cloaking spell to hide the team.

They then noticed the crystal Applepills had dropped.

"The discs, put them on," UA Ben suggested, "they'll protect you."

Starlight, Trixie, Rainbow Dash and Rainbow Blitz put on the discs UA Ben had given them, they were special hazmat suits.

"Impressive" Starlight commented, looking at the suit design.

Both Bens transformed, Other Ben 10,000 back into Ultimate Ben and UA Ben into Spidermonkey.

"We'd better get this back to the others," Spidermonkey said.


Back at the castle of Friendship.

"Well, this explains that mutant Manticore," Ben 10,000 said, he had transformed into Brain Matter, a fusion of Grey Matter and Brainstorm.

His Omnitrix was a lot more different then the others, he had the Biomnitrix, two omnitrixes linked together, that allowed him to transform into alien fusions by using the two at the same time.

While he was in alien form the other were all wearing the special hazmat suits.

"Can you please tell us whats so important about this crystal?!" Starlight demand.

"It's called Corrodium....." UA Ben began.

"She asked what's important about it, not what its called" Trixie interrupted,

"As I was saying," UA Ben continued, "Corrodium is high energy mineral not native to this dimension."

"It is a powerful energy source thats very unpredictable," continued Brain Matter, "the crystal's radiation can mutate humans and other earth-native species."

"We also discovered that Zs'Skayr's not working alone," added Rainbow Dash.

"Yeah, his got some wired versions of Applejack, Twilight and Ben," continued Rainbow Blitz.

"That would explains why we saw Eon in all the other dimensions," Ben 23 replied.

"Eon must have joined Zs'Skayr and helped him recruit evil Bens and Elements," Brain Matter said, transforming back to Ben 10,000 and placing the Corrodium crystal in a containment unit.

"Next thing we need is a plan," Other Ben 10,000 nodded.


Canterlot Castle

"You only recovered two of the three Corrodium crystals!?" Zs'Skayr thundered.

"Don't look a me, man," Nega Ben replied.

"Yeah, ask Applepills," nodded Brutalight Sparcake, "I told you picking her for recovering the crystals was a bad idea."

"It's not my fault that I'm not in control of my pills," Applepills responded, "I mean, control my craving."

"I don't care what you do just get me that Corrodium crystal," Zs'Skayr fumed, "Without it my plan cannot complete."

Zs'Skayr turned to Dr. Viktor, "take a team do what ever it takes to get the crystal."

"I will be done," Viktor replied.


Back at the Castle of Friendship

"So thats the plan," Ben 10,000 said, "a team will head into the Nullvoid and retrieve Princess Celestia."

"The rest of us will fight our way to Zs'Skayr's stronghold," OV Ben finished.

"What's the Nullvoid?" Twilight asked.

"It's an alternate dimension and prison for intergalactic criminals," UA Ben explained.

"You all know what you've got to do," Other Ben 10,000 finished.

The team heading into the Nullvoid consisting of: Lyra, Fire Dash, Elusive (Rarity genderswapped self) and Bon Bon suited up with equipment that Rook had brought


Those of Nullvoid team who couldn't fly, those being Lyra, Elusive and Bon Bon gear up with rocket packs.

"Your watches are homing beacons," Rook explained, as he handed communicators to the team, "as soon as you find Celestia you can use them to lead you back to the portal."

"Alright, we're ready," Lyra said, "let's move team."

"One more thing," Rook added, "once the gage on your watches hits the red you need to get out no matter what."

With that Rook fired up the Nullvoid projector and opened a portal which the away team stepped through.

"What now?" Ben 23 asked.

Before Ben 10,000 could answer the doors to Twilight's castle shook, "We fight." he replied.

The doors shook again, The Bens and the Elements readied them selves, with the Bens transforming into their aliens forms:
UA Ben into Eatle,

Ben 23 into Eyeguy,

Ben 10,000 into Diamondstone (a fusion of Diamondhead and Chromastone),

Other Ben 10,000 into Ultimate Ben, equipping himself with XLR8's powers.

Gwen into Blitzwolfer,

OV Ben into Swampfire.

The doors shook again and burst open, there stood Dr. Viktor and some of the evil Bens, some of the evil Elements and the entire population of Ponyville, Canterlot and Cloudsdale, now turned into Zs'Skayr's minions.

"There is no place left for you and your allies, Tennysons," Viktor declared.

"Who's running Freakshow?" Rainbow Dash smiled.

"Bring it on!" Rainbow Blitz roared.

With that the evil Bens slapped their omnitrix's, transformed and, alone with the evil Elements and Dr. Viktor, charged at the heroes.