Season 4, Episode 15: The Ultimate Opponent PT2
Canterlot City was in a state of utter chaos. Dark clouds had formed above the city, threatening to unleash a downpour on the city. It was as if the universe was giving the city the correct ambience, to frame the situation it was in.
Flash Sentry, Canterlot's greatest hero and protector, had been utterly defeated by his evil twin and a group of villains, calling themselves the Negative Ten.
Not only was Shadow now equipped with an upgraded version of the Omnitrix, but he had stormed and taken Canterlot's Plumber base whilst capturing several of Flash's friends. Flash, Shining, Trixie and Azmuth had barely managed to get out of there before the villains could capture them, but it had meant leaving Twilight and the rest of their friends behind.
Now, Flash was in his room laying atop his bed.
He was resting, having returned home after Azmuth teleported them to his ship. They had tried teleporting the rest of their friends once on board, but the security system had come back online and erected a barrier around the base before they could. Now their friends were trapped and there was nothing Flash could do to save them.
With no way to get to them through the barrier, they had no choice but to wait and come up with a plan. At the same time, they had to rest up and recover from the injuries they had received in the fight.
Flash couldn't help but just lay there, letting the sting of his defeat overwhelm him.
Then, he heard a knock on the door. "Flash," Shining spoke up, "Azmuth's got the feed working. Come on." Flash sighed and picked himself up off his bed, as the rain was beginning to slowly drop down from the sky.
He headed downstairs with Shining and found Trixie, Azmuth, his parents, Cadance and even Flurry in the living room.
Azmuth was typing away at a computer. "The camera I planted doesn't' appear to have been found. Given its size, I'm not surprised. Getting a connection to it through the base's barrier was tricky, but I think I'm just about got it."
"I hope so," Trixie frowned. "Not knowing what those guys are doing in our base is just wrong." The others nodded, also hoping to figure out where Twilight and the others were. Hopefully, they were still alive.
They watched as the screen slowly came into focus, showing Shadow, Viral, Negatine and Animac in the main computer room.
The four villains were hard at work, trying to fix up the main computer after it had been heavily damaged during the battle.
Shadow was doing the brunt of the repair work, but the other three had enough electronics knowledge to help fix it up. "That should do it," Shadow smirked as he closed one of the panels. "Good thing the Plumbers had the parts needed to fix it. We'll need this computer to pull off the next stage of the plan."
"And what exactly is that next stage?" Animac asked. "We've conquered the Plumber's headquarters. I think that's long enough being in the dark." Shadow frowned at him.
"Us knowing would be beneficial," Negatine pointed out. "If we know what you're planning, we'll know if anything happens that could jeopardise it."
Shadow sighed, "fine. This Plumber base has an extra powerful transmitter. It's how they're able to contact the Plumbers and other planets like the one Azmuth is from. We're going to use that transmitter to bring this world under our control." The other villains smiled as they each came up with an idea of what that meant.
"A mind control ray," Animac laughed. "Brilliant!"
"No," Shadow told him, "at least not yet. No, we're going to create an Electromagnetic Pulse Field Generator." That shocked them. "When it's completed, we'll use the transmitter to generate the field that'll cover the entire planet and knock out any piece of tech on earth."
"Excuse me," Viral held up a hand. "You do remember that I am partly mechanical, right?" Shadow nodded. "And most of us, including you, get our powers from technology."
"Yes, but we'll be fine. This base is shielded from EMPs. So long as we're in here, we'll be fine. And it's not like I intend to keep it on forever. We switch it on and send the planet back to the dark ages for...let's say an hour. Then we'll turn it off. Once all the computer systems switch back on, we'll send out a message to every country on the planet. Make us absolute rulers of the world, or we turn off everything permanently."
"You don't really intend to do that, right?" Animac frowned, not liking the idea of a world without technology.
"If they refuse, we'll leave the transmitter on for a day. If they still refuse, we'll leave it on for a week. Modern day humans won't be able to survive without technology for long. Eventually, they'll cave into our demands."
"And what about Sentry and his friends?" Negatine asked.
"What about him?" Shadow asked. "You saw what happened. He didn't stand a chance against me. If he's smart, he'll have Azmuth take him and his family to another planet. If he stays here, he'll become public enemy number one. And if he does find a way to overpower me, I'll just turn on the EMP and take out his Omnitrix. Then Devious and Chrysalis can deal with him." As he said that, his radio beeped and he answered it. "Yeah?"
"It's me," Dragstar announced. "We're at the warehouse and tagged everything you wanted us to tag."
"Good," Shadow smiled as he activated the newly repaired computer. "I'm putting down the barrier now. Preparing to transport."
"You sure that's a good idea?" Viral asked. "What if Sentry's waiting for us to lower the shield? He'll teleport his friends away."
"I doubt he is," Shadow smirked. "And even if he was, there's no way he can teleport them out of where they are right now."
In another part of the base, Twilight was laying inside one of the energy cells meant to hold criminals.
She was laid out on her bed, her body still aching due to the effects of the toxin used to subdue her before. She reached up and tried to grab her geode, but the magic rock wasn't there. It had been taken along with all the other geodes, making it so the girls couldn't escape.
"Interesting little rocks," Devious' voice stated from outside the cells. He was holding two of the geodes, the man clearly able to sense the magic within it. "The magic in them is quite potent. But for some reason, I can't seem to summon it myself."
"Those belong to us!" Sunset cried, the girl being in the cell next to Twilight. "They're linked to us, so only we can use them."
"I see," Devious stared at the geode. "Just like my Medallions. How interesting. Maybe I can take them from you the same way I did the other Medallions."
"Try it!" Rainbow cried from her cell, "I'll make you sorry you were ever born!" Devious smirked at this, as he put the geodes down in a metal box before stepping over to Rainbow.
"And how do you plan on doing that?" He asked before switching off the cell holding her.
As soon as he did, Rainbow tried to punch him. But she accidently put weight on her injured leg and flinched in pain, forcing her to lose balance as Devious grabbed her arm and thrust his knee into her gut. "AUGH!" She screamed before Devious threw her back into the cell and powered it back up.
"Face it," Devious turned away from her. "There's nothing you can do to stop us. You've lost. You might as well accept it."
"We'll never accept that," Rarity told him.
Applejack nodded. "We might be caught, but Flash and the others are still out there."
"They're gonna kick your butts!" Pinkie cried, only for her cell to suddenly deactivate. She staggered forward at this and suddenly, a green talon was on her shoulder and she screamed in pain.
"PINKIE!" All her friends rushed to the cell, as they saw Doddery draining the girl of her life force. Doing so refilled her own youth meter and Pinkie collapsed, Doddery throwing her back into the cell before reactivating it. "HOW DARE YOU!" Rarity screamed. "Why would you do that?"
"Why shouldn't I?" She asked. "It's your girls' fault I'm forced to use this method. If you hadn't stolen my youth from me, I would have never had to join up with Shadow to regain it."
"It wasn't your youth!" Sunset told her. "You stole it from Rarity!"
"Do I look like I care," she stated. "You girls have been nothing but trouble for me, so now I'm going to use you as my personal battery packs for as long as I need to. Behave yourselves and I won't be forced to take too much energy."
"What effect does that device have on the people you use it on?" Twilight asked. She feared Pinkie might have just had her life shortened, but Doddery just shrugged and began to head to the teleporter with Devious.
"Don't know, don't care. It makes me young and that's all that matters." The pair left, off to see what else they could do in this building. They left the girls alone, the seven all feeling hopeless as many returned to their beds and others just leaned against the wall.
"What do we do?" Fluttershy began to cry, as everyone else wondered the same thing.
"The only thing we can do," Twilight sighed. "Hope Flash and the others can find a way to save us."
Flash and everyone else continued to watch, as Shadow teleported more and more components into the base.
He slowly started putting the pieces together, the others helping by following his direction. "This isn't good," Azmuth frowned seeing the type of device they were building. "Shadow's right. That generator connected to the base's transmitter will be able to cover the entire planet in the EMP field."
"There has to be a way to stop it," Trixie frowned. But Azmuth clearly had no idea.
"We can't do it without actually being there. And to get to it, we would need to fight our way through those criminals." That didn't sit well with them, especially after the beating they had taken before.
"There has to be a way to beat them," Cadance asked. "Nobody is without a weakness."
"True," Azmuth nodded. "But the ten of them working together have so many different abilities, they can pretty much cover whatever weakness another member has. And with Shadow's Ultimatrix, they have even more ways to defeat us. If we want to stop them, we have to take the Ultimatrix out of the equation. But how we do that...I'm not so sure."
Misty turned to Flash, who was sitting at the back of the room. "Flash, what are you planning?" The teen looked up, a sombre expression clear on his face.
"Why are you asking me?"
"Because," Trail told him, "you always find a way to pull through."
"Not this time," Flash stood up. "I've got nothing. What the heck am I supposed to do now? I've lost my base, my friends and I don't stand a chance against Shadow."
"That's not true," Azmuth stated.
"Really?" Flash asked, "so how am I supposed to beat him? You saw what happened. I tried out-fighting him. I tried out-thinking him. That Ultimate Alien was just too strong. How am I supposed to face off against him when he can do anything I can do, but do it better!?"
"You could always go Way Big," Trixie suggested. "Do what you did to Vilgax and throw him into space!"
"And you know what Shadow could do in return. Change into Way Big and evolve it into...I don't know, an even bigger alien that might end up throwing me into space!" He rubbed his hands into his face. "I...I just can't...why do I have to be the one who needs to fix this?"
"Flash?" Misty gasped, "you wanted to be a hero."
"I know!" Flash almost yelled, "and I wish I could be the hero that can fix everything like I wanted! But why is it always me!? When the super big bad shows up, why do I keep having to fight them alone? Vilgax, Tirek, Zs'Skayr! Every time, it's always me needing to step up and pull a victory out of nowhere. Well this time, I can't! I don't know what you want me to do, but I can't beat Shadow." He turned away from them, "I'm useless." With that, he walked out of the room and everyone stood there feeling sorry for Flash.
They all sat there in silence, Azmuth shutting the computer. "That boy's will is cracking," he explained. "No surprise, given everything that's happened to him. It was only a matter of time before he reached his limit."
"What do we do?" Cadance asked, Flurry fussing in her arms.
"This is a crucial moment for Flash," Azmuth explained. "As I said, his will is cracking under the pressure of everything he's been through. What happens next will decide if that will completely breaks, or reaffirms to an unbreakable level."
"So what do we do?" Trail repeated, but Azmuth clearly didn't know.
Shining stood up. "I'll talk to him. See if I can get him to feel better." They all nodded and Shining headed out and searched the house for Flash, but couldn't find him anywhere.
Then he happened to look outside, the rain now pouring down outside, and spotted Flash sitting on a bench as the rain was falling.
He headed out, grabbing an umbrella to keep himself dry. As he did, Flash didn't even acknowledge his approach.
"Coming down pretty hard," he told him. "Maybe you should come inside. Can't be defeating Shadow if you catch your death of cold." But Flash just sat there, letting himself get soaked. This made Shining sigh as he sat down. "It's not your fault, leaving the girls. We didn't have a choice."
"I know," Flash nodded.
"And we're gonna find a way to stop those guys."
"How?" Flash asked. "If you can't figure out a way to stop Shadow, and Azmuth can't find a way to stop him, what chance do we have?" Shining wasn't sure how to answer that, as Flash looked down at the watch. "Before I got the Omnitrix, all I could ever do was watch from the sidelines. I saw Twilight and the others go up against impossible foes one after another. I wanted to help, but couldn't because I didn't have any powers."
"I get it," Shining nodded. He had felt the same way, seeing Flash fight against powerful enemies before joining the Plumbers.
"Then I got the chance to help not just the Rainbooms, but everyone. And I did a really good job. I wasn't always perfect. Sometimes I let myself get overconfident. But I always managed to pull through. I thought I could face anything the universe had to throw at me, because I had my friends and the Omnitrix. But now...I'm once again facing something I don't stand a chance against."
"Flash," Shining told him, "you can't just give up. It's not like this is the first time you've faced overwhelming odds and come out on top. Vilgax, Tirek, Zs'Skayr, Vilgax again. Every time you've fought against an opponent you shouldn't have been able to defeat, but still found away."
"That's because I had the most powerful device in the universe. But I don't have that anymore. Shadow's Ultimatrix outclasses it in every way."
"FLASH!" Shining stood up, "Shadow having the Ultimatrix doesn't make him invincible. You said it yourself, you had the most powerful device in the universe. But it's still failed you before. Shadow's must have the exact same problem. And if it does, then you have the advantage over him."
"What advantage?"
"Every time the Omnitrix has failed you, you've still come out on top. Not because of it, but because of you." He grabbed Flash and pulled him up. "It wasn't the Omnitrix that stopped Vilgax. It was you. Same with Tirek and Zs'Skayr. You managed to find a way to beat them. Because it's not the tool that matters. It's how you use it. Shadow might have the brain of a galvin and the power of an Ultimate Alien, but there's one thing he doesn't have."
"What's that?" Shining placed a fist on Flash's chest.
"The heart and spirit of a human. The power to turn any bad situation in his favour. He might have brains and brawn, but you have that insane imagination of yours." He began to step away. "I might not be able to beat him. And Azmuth might not be able to come up with a solution, but you can. I know you can. Remember, it's not the tool that matters." With that, he headed back into the house.
As Shining left, Flash just stood there as the rain continued to fall down upon him.
He let Shining's words echo in his head, but they didn't help him feel any better. "It's not the tool. Yeah right. I'm nothing without the Omnitrix and if that's not enough, what am I supposed to do? If Shadow hadn't turned back to human, I'd be dead right now." But as he said that, he realised something and remembered the battle. "Why did he turn back to human?"
He thought about the battle and how it could have gone. If Shadow hadn't turned back to human, Flash wouldn't have been able to sweep his legs out and get away. Turning back was a stupid idea, so why did the smarter version of him do that?
"He could have just stepped on me," Flash told him. "Crushed me like a grape and there'd be nothing I could do. But he didn't, he turned back to human. But why?" He ran the battle through his head and remembered he and Shadow became aliens at the same time, but Flash turn back because he had drained the watch by switching aliens.
Shadow should have had a few more minutes as an alien...unless.
Flash's eyes went wide, as he realised something that made his heart soar. "I know how to beat him." A smile appeared on his lips as he yelled up to the rainy night's sky. "I KNOW HOW TO BEAT HIM!" He rushed towards the house and surprised everyone when he showed up, "I know what we have to do."
"Really?" Shining hadn't been expecting such a quick turn around. "What?" Flash smirked, as he began explaining his plan to everyone.
The next morning.
The storm that had rocked the city the previous night had come to an and. The dark clouds had cleared away, allowing the morning sun to shine down on the place and dry up the water. It seemed like the perfect morning, but the people of Canterlot were still in a state of terror. And they had every right to be.
The Negatine Ten were scattered out across the main control room, most of them sound asleep after working late into the night.
But one of them was still up, having wanted to get the device operations as fast as possible. Shadow put the final piece into place and smiled as it fit perfectly. "Everybody up!" His cry made them all jump, many waking up and letting out a moan as they rubbed the sleep out of their eyes.
They then noticed the large machine hooked up to the main computer system, looking way more impressive than it had when they all fell asleep. "Is this it?" Dynamo asked, "is it done?"
"Yes," Shadow smiled. "Once the power source is installed, it'll just need a few minutes to power up and it'll be ready to wipe out every electronic device on the planet."
"Great," Viral nodded, "what is the power source?" Shadow reached into his pocket and took out a familiar looking vial of glowing rock. "Glanium?"
"Yes." Shadow moved over and opened up a small port, which he placed the vial inside of. Not ten seconds later, the machine began to hum as different parts of it lit up. "There we go." He and the rest of the criminals smiled. "I'd give it ten, fifteen minutes before its ready. Once that happens, nothing will be able to stop us.
But in that moment, the base's alarms went off and they all rushed towards the computer as it switched on. The security cameras had picked up someone walking into the compound and when the ten saw who it was, they were shocked.
Flash, Trixie and Shining walked forward, Trixie and Shining in their suits as the three stepped up in a line.
Flash looked up at where he knew the camera was recording him. "Shadow! Get out here! We've got a score to settle!" The ten smiled, with Shadow actually laughing.
"He actually came back. I guess some people just don't know when to quit. Alright," he looked at the others, "we've got time whilst the generator powers up. Let's end this, once and for all." They nodded and began to make their way towards the transporters.
Outside, Flash, Trixie and Shining watched the building.
"Come on," Flash whispered. "If they don't get out of there, our plan's never gonna work." But in that moment, the doors flew open with Shadow leading his team out of the building.
"Well, well, well." Shadow smirked, "you really need to learn when you're beaten. If you had just stayed hidden and not gotten involved, I might have decided to let you live...for a little while."
"Enough games," Flash stepped forward. "Let's settle this, Shadow!"
"You really think you can beat us?" Dragstar asked. "Did you hit you head or something?"
"You're an idiot," Animac stated. "Trying to take us all out by yourself is impossible. What makes you think you stand any chance against the ten of us."
Flash smirked, unsettling them. "We're not here to fight the ten of you." He pointed at Shadow, "we're here to fight you and you alone." That statement had surprised the criminals. "Come on, Shadow! You said your Ultimate Alien is unstoppable, so why make others fight your battle for you?"
Shadow frowned at them, then smirked. "You think I'm dumb enough to fall for that? Why should I even have to bother fighting you, when I can just let the others deal with you?"
"I knew it," Flash turned to the others. "See, told you he's a total wimp. Scared to face us on his own."
"Yeah," Shining nodded, "what a loser."
"Probably knows he can't do it on his own," Trixie smiled. "His oh so special Ultimatrix probably can't handle the challenge." Shadow glaring at them, as Trixie started singing 'Shadow the coward' over and over. The other two laughed as Shadow's fist started shaking.
Negatine placed a hand on his shoulder, "don't let them get to you. We'll beat them together."
"Yeah," Flash smirked, "because that's all Shadow ever does. Get you guys to do everything because he can't do it himself. Probably why he brought you all together in the first place."
Shadow growled and pulled Negatine's hand off of him. "Fine! I'll take you all on, by myself."
"Don't be a fool," Animac cried before Shadow turned to glare at them.
"No matter what happens, none of you are to interfere with this fight. Even if things look like they're going bad, stay out of this." He turned to walk down the steps, "I will not have these fools mock me."
"You would rather lose than admit you need help?" Devious asked.
"What if you lose?" Chrysalis asked, only for Shadow to laugh.
"Like that could actually happen." He stepped down and stared at the three. "Very well, we'll do this." The three smirked, "but first..." He took out a remote of some kind and started pressing a few buttons on it. A moment or so later, mechanical drones appeared from out of the Plumber base. Ones that were meant for intel missions, due to their high def cameras and microphones. "I want everyone in the city to see you fail."
All over the city, people were still hiding in their homes.
They had heard talk of Flash's defeat at the hands of the Negative Ten and were terrified it might be true, many locking and barricading their doors for fear of the worst happening. But as they sat in their homes, everyone suddenly found their TVs switching on or changing channels with a large amount of static.
After a few moments, the image solidified to reveal someone they thought was Flash Sentry. But then they noticed his different look and demeanour, many remembering him as the one that framed Flash so long ago.
"Greetings, citizens of Canterlot."
In their house, Flash's parents frowned as Cadance stepped into the room with Flurry. They saw the dark clone of their favourite alien hero and knew this wouldn't be good.
"My name is Shadow, future emperor of this pathetic world. And I'm here to show you why it's pointless to ever try and defy me." The camera changed to show Flash along with the Plumber and Lady Masquerade, then zoomed out to show the entire Plumber base compound.
"Really?" Flash asked, "you're livestreaming this?"
"Of course," Shadow nodded. "The people of Canterlot are terrified. Scared their beloved hero won't be able to save them. Seeing your defeat with finally break the last of their spirit and make it impossible for them to ever summon the courage to challenge me." He activated the Ultimatrix. "Now, any last words you wish to give our audience?"
"Sure," Flash looked up at the camera. "These aren't my last words. And I know you're all afraid, but we can't let fear control us. Pathetic people like him know the only way to win, is to scare others from fighting back. But I'm not afraid. And I'm gonna take this cheap knockoff down so everyone can live their lives again." Shining and Trixie nodded, as Shadow chuckle.
"How quaint." He hit the Omnitrix and transformed into Riot-Horn, then slammed the dial to transform again into the Ultimate Solarhino.
At the same time, Flash activated the Omnitrix as Shining took out his Multi-Striker and Trixie held up her staff. He then slammed the Omnitrix down and transformed, "XLR8!" The three stared the criminal down, whilst Ultimate Riot-Horn smirked as his pile driver fists thrust forwards and back.
Everyone watched and could barely breathe, many fearing Flash and the rest of their heroes might be in danger. Then, XLR8 shot forward and in the blink of an eye, slammed a foot right into U-R-H's chest. But the impact didn't even phase him, the Ultimate Alien simply smirking as XLR8 leapt backwards.
"That the best you got?" He laughed, only for Shining to start firing lasers at him. He raised an arm to block the attack, whilst Trixie rushed up and used her Luna Cat Medallion to create several copies of her.
Ultimate Riot-Horn raised his arm and pointed his fist at Shining, the pile driver flying forward with enough force to send out a blast of wind towards him. At the same time, he swept his other arm around and sent a wave of air at the multiple Trixies.
XLR8 rushed over and grabbed Shining, pulling him out of the way of the air bullet. Said bullet slammed into the metal fence and bent part of it, whilst the wave of air hit the Trixies and caused one of them to stagger back. "There you are!" Ultimate Riot-Horn fired his horn laser, only for XLR8 to zoom past and pull Trixie out of the way.
The lasers flew past and struck the fountain, blowing it up as XLR8 put Trixie down. "Thanks."
"It's gonna take all of us to beat this guy," XLR8 told her. "We stick to the plan, work together and don't let each other get hurt. That's how we win this." The other two nodded, as XLR8 shot forward once again with the other two following him.
As this was happening, Twilight and the rest of the Rainbooms remained trapped in their cells.
Applejack was still trying to break through the containment field, but without her super strength she just wasn't strong enough. And as everyone just sat there, one of the monitors suddenly glitched. "What now?" Rainbow sighed, only for the monitor to suddenly show the fight between Ultimate Riot-Horn and their friends. "No way!"
"Flash!" Fluttershy gasped, as XLR8 started running around the Ultimate Alien and forming a tornado.
"Trixie and Shining too," Sunset smiled. But that smile vanished when the mecha rhino swung his arm around and knocked XLR8 flying, as Trixie and Shining charged in. "It's no use." Trixie's staff bounced off the metal armor and Shining sword didn't even scratch it. "They can't beat that thing." The girls all looked down, depressed that this might be the end for their friends.
"Don't say that," Twilight stated. "Flash and the others wouldn't just rush into a fight without a plan. They're going to beat Shadow and we have to do whatever we can to help them."
"How?" Rarity asked, "we're trapped in here with no way out." It was in that moment, the vent grate fell to the ground. The girls were shocked by this and looked up, only to see Azmuth fall down from the vent and land in front of Twilight's cell.
"Ahhh," he held his back, "too high for this old back." He looked around and nodded, "good. I'm in the right spot." He turned to them, "are you girls alright?"
"We could be better," Rainbow told him. "How the heck did you get in here?"
"With Shadow and the others busy, it was a simple matter for me to hack into the security system and destabilise the barrier keeping us from teleporting in. Unfortunately, I couldn't completely shut down the barrier and it caused my aim to go off a little bit. Luckily, I wasn't too far from here."
"Ya'h gotta get us out of here!" Applejack cried, "before Shadow kills Flash or the others."
"You don't have to worry about Flash," Azmuth leapt onto a nearby console and started pressing buttons. "He has a plan. So long as he stays calm and keeps focused, he'll be okay." The girls frowned, wondering what he was talking about. "Besides, we have a bigger issue to deal with. Making sure Shadow doesn't send your world back to the dark ages." That statement worried them, as the energy cells finally vanished.
They rushed over to where their geodes were and as they did, Azmuth sprayed them with something.
"Hypo-spray. Should heal up your wounds enough so you can fight. Just don't push yourselves too much." Sure enough, the spray caused the wounds they had taken to start disappearing. Even Rainbow's leg injury slowly faded, leaving just a small scab. "Now let's go!" They nodded and rushed towards the teleporter, all the while hoping Flash and the others would be okay.
Ultimate Riot-Horn blasted the heroes with his horn, launching laser after laser from the protrusion.
Trixie had swapped to her Iron Serpent Mask and was using her shield to block the lasers thrown at her, whilst Shining used his Multi-Striker's shield form to defend himself. At the same time, XLR8 was zipping around the place.
He finally stopped firing as his thrusters exploded and kicked him forwards, Ultimate Riot-Horn roaring as he shot towards Trixie and attempted to smash through her barrier. But Trixie lowered the shield seconds before he hit, allowing XLR8 to fly past and grab her out of the way.
Ultimate Riot-Horn ended up hitting the ground instead, the impact causing the surrounding area to shake and cracks to form in the ground. XLR8 and Trixie were knocked staggering and the other criminals had to grab the building to keep from falling over.
As Ultimate Riot-Horn pulled his fist out of the ground, he heard a buzzing and turned to see Shining holding a bazooka weapon. "FIRE!" He shot a powerful energy blast towards him and Ultimate Riot-Horn growled before he thrust his fist into it, an explosion filling the battlefield.
Everyone covered their eyes as they watched this take place, the heroes hoping that did at least some damage. But when the smoke failed, Ultimate Riot-Horn wasn't even scratched and he once again punched the air hard enough to send a bullet of air flying at Shining.
The Plumber barely leapt back before the air blast made the ground explode, pieces of the earth smashing into him and knocking him down.
"Pathetic side-character." Ultimate Riot-Horn's face was suddenly struck by XLR8's tail, the smacking sound filling the air as he landed.
"Back off!" The alien raptor announced. "That man fights for this planet with more heart and resolve than you'll ever have. I WILL NOT LET YOU BAD-MOUTH HIM!" He threw a punch, but Ultimate Riot-Horn grabbed it before throwing XLR8 along the ground.
Trixie charged and prepared to put up a shield, only for Ultimate Riot-Horn's chest horns to fire and blast the spot in front of her. "Gyah!" She flew through the air and landed next to XLR8, as the alien picked himself up. "Don't you think you should change aliens?"
"No," XLR8 shook his head, "I need to pull every second of transformation time I can get out of this thing. If I transform, I'll turn back faster."
"BOOT!" He spun around and found Ultimate Riot-Horn, about to stomp down on him. XLR8 leapt up, pulling Trixie out of the way. As they did, Shining picked himself up and fired at Ultimate Riot-Horn again.
The alien spun around and back handed the laser away, then fired his horns at Shining only for Trixie to shield him. The force field didn't stop the laser, but it did slow it down enough for Shining to get out of the way and avoid most of the shock.
XLR8 rushed towards Ultimate Riot-Horn, only for the armored alien to spin around and grab him by the chest. "AUGH!" He felt the metal fingers gripping him tightly, as Ultimate Riot-Horn's thrusters fired and propelled them both towards the building.
The next thing he knew, he was smashed into the wall so hard cracks formed along it.
Ultimate Riot-Horn glared at him. "It was not wise to provoke me." He slowly leaned his head forward, looking like he was about to bite XLR8's head off. But the alien raptor wasn't scared.
"You know what," he told him. "I think you just need some good vibrations." With that, he slammed his hands on the armored alien's head multiple times at high speed.
Ultimate Riot-Horn actually seem to feel this and pulled his head back, then spun around and sent XLR8 flying as hard as he could. XLR8 cried out, as he was slammed into the ground several times whilst bouncing around.
Shining and Trixie rushed over to his side, as Ultimate Riot-Horn growled with anger. "I am done playing this game." All three of his horns started glowing, as he prepared to unleash a blast strong enough to wipe his enemies off the face of the Earth.
The three saw this coming and all knew it would be big. So big Trixie wouldn't be able to shield them and XLR8 wouldn't be able to outrun it. But they still had to try. But as they prepared to act and Ultimate Riot-Horn was about to fire, a familiar beeping sound made everyone's eyes go wide.
"No!" Ultimate Riot-Horn looked down and saw his dial flashing, "NO!" He tried to fire, but a green flash consumed him before he could. And when it faded, Shadow was standing there. "No, no, no, NOOO!" He tried to activate the Ultimatrix, but it was completely dead.
"What just happened?" Animac asked, looking over at XLR8. But the alien velociraptor was still there. "They both transformed at the same time, so why did Shadow turn back first?"
XLR8 laughed as he rolled towards Shadow, "you wanna tell em? Or should I?" Shadow glared at him. "I realised something about your special Ultimate Aliens. Doing something like that probably takes a lot of power. And I know Azmuth gave the Omnitrix the longest lasting power source he could find. Your Ultimatrix couldn't have a better one, meaning it and the Omnitrix had the same energy limit."
Shining smirked. "So even if your Ultimatrix can evolve your aliens into unstoppable creatures, doing so means you can't stay that strong as long as you could if you were only using the transformation function."
Trixie nodded. "When we realised that, we figured we just had to wait you out. And it seems we were right. Your aliens are now off the table, whilst Flash can still use his." XLR8 smirked as he cracked his claws, Shadow realising he was in trouble.
He spun towards his teammates and cried out, "GET THEM!" But they all remained where they were, not even budging an inch. "Didn't you hear me!? I said get them!" They remained still, as Devious spoke up.
"No matter what happens, none of you are to interfere with this fight. Even if things look like they're going bad, stay out of this." He smirked at him, "weren't those your exact words?"
Shadow glared at him, then at the others seeing they were all going to stay still. "USELESS!" He spun around, his fist clenched to punch his opponents. But in that moment, XLR8 was right in front of him and slammed his tail into him.
The alien had only struck him at about twenty miles an hour, which sent him staggering backwards and crashing to the ground. He cried out, as XLR8 smirked down at him. "It's over, Shadow. Give up."
"Are you insane?" Shadow asked. "So what if you beat me? My lackeys might not want to fight for me, but they will fight to protect our plan. Not that they need to." He reached into his pocket and took out the remote. "The generator should be fully charged by now. There's nothing going to stand in my way."
Everyone was shocked to hear this and Shadow held up his remote. "Don't do it!" Shining cried, but Shadow let out a laugh.
"People of Canterlot. Get ready to go back to the dark ages!" He hit the button and...nothing happened. "What?" He pressed the button again and got the same result, Shadow hitting its side. "What's wrong with this thing?"
Flash, Shining, Trixie and the criminals were just as confused, but the criminals soon heard a noise that pulled their attention away. That noise came from a bunch of energy guns, all pointed at them before firing.
Chrysalis acted first, creating a web that teleported them all away from the base's entrance. The lasers flew out of the entrance and caught everyone else's attention, making them turn to the entryway as those figures stepped out into the light.
"TWILIGHT!" Shining cried, seeing his sister and her friends standing there with the Plumber weapons they had used before. Azmuth was also there, standing atop Twilight's shoulder.
"How did they escape?" Shadow cried, as Azmuth laughed.
"You were so busy being focused on Flash that you forgot, you're not the only person on this planet with galvin intelligence." Shadow growled at this, as Azmuth showed him the glanium energy source. "Don't bother with your little pulse generator. We disabled it."
Shadow growled, as XLR8 turned towards the rest of the villains. "Time you guys all went back to jail, where you belong." He shot forward and with a single sweep past the crooks, he sent them all flying. They crashed into the ground, as the others rushed forward.
Shining took out some of his captures cubes, but the criminals began to pick themselves up. "Flash!"
"Got it!" XLR8 was about to knock them all down again, but in that moment the Omnitrix beeped. "Seriously?" He transformed back to human and groaned, only to hear Sunset call his name.
He looked around and saw a blaster flying at him, Flash smirking as he caught it and gave his thanks. As he did, the criminals picked themselves up and glared at the heroes. This was going to be a battle to end all battles.
Devious unleashed a blast of lightning, Trixie and Rarity defending against it with their shields. As they did, Dynamo and Doddery took to the air. The girls with wings all ponied up and flew up after them, whilst those on the ground fired upon the villains as they all scattered themselves.
Many focused on Flash, wanting to take the chance he was human to finally take him out. But as Dragstar, Dynamo and Viral launched blasts at him, Flash leapt out of the way whilst the others countered some of the attacks. Flash then fired back at them, forcing them to leap back to safety.
As this was going on, Azmuth looked over at Shadow and saw he was gone.
"Where-" He spotted the teen running up to the base, glaring at them as he did. "Flash, Shadow's getting away!" Flash looked around and saw his twin race into the building.
"Go Flash!" Shining told him, as Animac sent out a lizard bird and lion turtle hybrid that he had to dodge. "We'll hold these guys here!" Flash looked around, the girls all nodding as Flash nodded back.
"Alright, just be careful!" He ran towards the building, Azmuth leaping onto his shoulder as Dynamo pointed his hip blasters at them.
"Get back here!" But before he could fire, Fluttershy flew up to him and fired her own blaster. "Hey!" He flew out of the way, as Fluttershy gave him a serious look.
"I won't let you hurt Flash!"
"You tell em!" Rainbow cheered, "these guys have caused him enough problems." She spun her laser baton around and got into a fighting stance. "Time we take them down once and for all!" The over all cheered in agreement, continuing to do battle whilst hoping Flash would quickly deal with Shadow.
As soon as Flash rushed into the room, he pointed his blaster defensively trying to see any sign of Shadow waiting to attack.
But he was nowhere in sight, meaning he had to have gone into the main building. "What do you think?" He asked, "went to try and get his EMP back online?"
"I doubt it. We did some serious damage to that device. There's no way he could rebuild it before we get to him. It's possible he's gone down to the docking bay. Maybe he intends to take your ship and fly down to attack from orbit." But as he said that, the lights started flickering.
"Please tell me that was just some random flicker," Flash gulped. But the lights kept flickering before going out.
"He must be doing something with the power core." They reached the elevator, but it didn't work. "Great. Without power we can't head down."
"Can't you just use your ship's transporter?"
"Yes I can," Azmuth pulled out his remote and typed a few buttons, as the sounds of an explosion came from outside. Flash knew his friends were in a tough fight, but he had to focus on Shadow. "Here we go!" He hit the button and the pair were surrounded with light, which made them disappear before reappearing inside the power room.
When they appeared, they were almost struck by a blast of energy. "WOW!" They leapt back, the lightning hitting the ground and burning it up. "What's going on?" They looked up and saw the power core was spinning dangerously quickly, with a bunch of energy exploding out of it.
The worst part was, that energy wasn't being channelled into the dampeners and was beginning to build. "The power core is overloading and the dampeners are offline!"
"That's right!" They looked around to see Shadow, who had somehow gotten a crowbar that he was now using to smash the controls.
"What are you doing?" Azmuth cried, as Shadow laughed a hysterical laugh.
"I'm making sure you lose, by taking away everything you love." Flash had to leap back to avoid another blast of energy. "Once this reactor goes critical, your precious city and all those you care about will be vaporised."
Flash turned to Azmuth. "He's not serious, is he?"
"I'm afraid he is," Azmuth nodded. "If the reactor blows, that energy will unleash a shockwave that'll destroy anything it touches for a hundred miles." Flash couldn't believe Shadow would go this far.
"Are you insane?" Flash told his clone. "Don't you realize you'll die too!?"
Shadow smirked as he pointed at his Ultimatrix, which had lit backup to show it had recharged. "What do you call that alien again? The Worst? He'll let me survive this, no problem." But as he said that, a stray bolt of energy shot towards him. And before he could react, it slammed into his chest and made him scream as he was thrown backwards.
Flash and Azmuth flinched as they watched him slam into the wall and go limp, then fall to the ground completely unconscious.
Shadow out of the way, Flash and Azmuth rushed over to the computer to try and figure out how they could stop it. "Isn't there anyway to turn it off?"
"No," Azmuth sighed. "Shadow's completely destroyed the controls." He looked over the damaged console, "I can't even hijack it to follow my commands. And even if I could, that energy has gotta go somewhere."
Back outside, Shining and the girls continued to do battle.
But as Shining attempted to blast Doddery out of the sky, his suit started beeping. "What the?" He quickly read his visor and found his badge was detecting a highly unstable energy source. And it was coming from below. "What's going on?" He looked down and realised the energy had to be coming from the base's reactor. And he wasn't the only one who noticed it.
"Huh?" Dynamo's suit also picked up the energy, the rest of the teched up Negative Ten getting an alert of some kind. "That doesn't look good."
"What's wrong?" Devious asked, as he dodged one of Applejack's mace strikes.
"I don't know," Dragstar told him. "My suit's flashing a bunch of warnings at me."
"Shining?" Twilight noticed her brother was looking at the ground. "What's happening?" The others looked at him, as Shining pressed the side of his helmet.
"Flash, you there?"
"Little busy right now! Shadow's gone nuts and set the base's power generator to overload. If it blows, the whole city and everything around it will be wiped out!" They all gasped at this, wondering what the heck Shadow was thinking.
"Well turn it off!" Rainbow cried.
"We're trying! But he smashed the controls." That worried them, Devious letting out a growl as he turned to Chrysalis.
"We're leaving."
"What?" Viral looked at him, "you can't be serious!?"
"I have too many goals to risk getting killed now! Shadow has fulfilled none of the promises he made to me and now, he's trying to blow me up. This deal has been nothing but bad since it started and I'm cutting that deal right now."
"I'm with him," Chrysalis agreed. "If you're smart, you'll get out of here whilst you still can."
"Consider our partnership null and avoid," Devious told them as Chrysalis expanded the webbing. He gave them all a bow before the pair vanished, the web quickly disappearing.
"COWARDS!" Animac roared.
"Maybe he's right," Doddery looked worried. "Maybe we should get away."
"How?" Twilight asked. "If that blast is really gonna destroy the city and everything around it, where could we possibly go to escape?" Many of them had forgotten about the people still watching the battle on their TVs.
All over the city, families were beginning to panic with many holding one another and praying for a miracle to save them. And others were all thinking the same thing. Flash, please help us.
Flash flinched as another bolt of lightning forced him back, Azmuth leaping away from the console as well.
They moved over to the corner of the room, as the power inside the core grew more and more intense. "Isn't there anything we can do?" He looked down at Azmuth, who looked just as stumped.
"If...if we had another energy source set to the exact opposite frequency to the core, we could combine them and the pair would cancel one another out. But we don't have anything strong enough to match the core's power." Flash frowned, wishing there was something he could use.
But as he thought that, the Omnitrix turned green and Flash looked down at it. And slowly, an idea formed in his head. "What...what about this?" Azmuth looked at him and saw him hold up the watch, the galvin's eyes going wide.
"Flash, you realize what you're saying."
"You can use the Omnitrix core to negate the explosion, right?"
"Yes. But if I do that, the core would be completely destroyed. It's not something that can easily be replaced. You do this and your powers will be gone, possibly forever." Flash frowned, as he looked down at the watch and remembered everything he had done with it. Getting it was the best thing that ever happened to him. But...
"I'm a hero," Flash stated. "And heroes do what needs to be done." The core suddenly sparked as another surge of power flew out of it. It wouldn't be long. "Besides, if I don't it's not like I'll survive anyway. DO IT!"
Azmuth nodded and leapt onto his knee, Flash holding the Omnitrix and Azmuth twisted the core back and forth. And then, he pulled up and the core was yanked out of its socket. Doing so caused the watch to power down, stripping Flash of his powers.
"We have to get it into the core!" Azmuth yelled, only for another energy burst to fly out. Getting close to it now was impossible.
Flash took the core from Azmuth and looked over at the generator, taking a deep breath as he pulled his arm back. "Goodbye my friends." He remembered all his alien forms. Forms he would never get to be again. And with one final sigh, he threw the core.
The device flew through the air towards the generator, as the lightning flying out of it hit the device. But the energy the Omnitrix Core was giving out repelled it and eventually, it flew into the main sphere. There, the two conflicting energises fought against one another and the two differently coloured lightning exploded outwards and intermingled with one another.
Flash and Azmuth flinched, as the light grew brighter and brighter. Eventually growing so bright, they were completely blinded before what appeared to be a small sonic boom raced throughout the room.
Up above, Shining found his connection to Flash broke. "Flash?" He tried to connect to him again, "FLASH!?" But nothing happened.
The villains were more focused on the building energy, fearing that they might be about to die. But just when it seemed like the generator was going to explode, the energy levels rapidly degrees. "What's going on?" Dynamo asked, as Shining also noticed the energy drop.
"The generator's shutting down." Everyone sighed at this, but Shining and the girls then grew worried when they couldn't get a hold of Flash. "I hope he's okay." He was about to go in and find out, but in that moment a burst of lightning shot out and almost hit him.
"Well," Viral smiled, "now that that's out of the way. Time to get back to destroying you!"
"Seriously?" Trixie asked, "your boss just tried to blow you up. You really wanna keep fighting for him, after he pulled a stunt like that?"
"Who cares about Shadow?" Viral growled, "I just wanna make you all pay for ruining our plans and constantly getting in the way. Flash Sentry might be gone, but if he's not I'm gonna make him suffer by destroying those he cares about!" The others nodded at this, thinking the exact same thing.
Shining and the girls all sighed, knowing there was no way to go check on Flash with them on the loose. They had to take them down.
Back in the power room, Flash and Azmuth could finally open their eyes and look around as the light slowly faded.
Their ears were ringing, but other than that they were perfectly fine. "Are we alive?" Flash asked, a little louder to hear himself over the ringing. Azmuth looked himself over and nodded, then turned to the generator. Flash also looked over and saw the thing was completely destroyed, a few stray sparks flying off it as they stepped forward.
Flash put Azmuth down and noticed something in the wreckage of the generator, making him rush over to it as Azmuth made sure nothing else was going to blow up.
Flash looked down at the object and carefully picked it up, being careful not to grip it too hard in case it was hot. But surprisingly, the object was rather cool and Flash picked it up to look over.
The Omnitrix Core was completely fried, the metal burned black and looking ready to crumble with the slightest bit of pressure. Flash let out a sigh and looked down at the rest of the device, now pointless merged to his wrist.
He stepped over to Azmuth, the galvin looking over at him and seeing the destroyed core before sighing. "I'm sorry Flash. But you made the right decision. Who knows how much damage that explosion could have done."
"Yeah," Flash nodded as he put the core down for Azmuth to inspect. As he did, he heard a moan and looked over to see Shadow still laid out on the ground.
By some miracle, Shadow hadn't been struck by any more stray blasts. And as Flash looked down at him, his eyes caught his wrist and he gasped as he realised something. "Maybe...maybe that could work." Azmuth turned to him, as he moved over to Shadow and pulled up his sleeve to reveal the Ultimatrix.
Flash started fiddling with the dial, doing what he had seen Azmuth do. And to his joy, he was able to pull the core up and out of the socket.
As soon as he did, the gauntlet glowed before it shrank back down to the original Omnitrix. Flash smirked and held the core over the Omnitrix. "Flash," Azmuth called out, "are you sure that's a good idea? There's no telling what using that core could do."
"It's the only way to get my powers back," Flash told him. "Besides, it's better than Shadow keeping it. I'll just have to be careful and watch out for any side-effects." With that, he pushed it down and into place.
As soon as the core was plugged in, the device burst into light and began to transform. Flash watched as the Omnitrix's form shifted and grew, moving up his arm to become a new and more powerful device. And when the light faded, it revealed the Ultimatrix.
This one was different to Shadow's. It was mostly white with black on the sides, with the black band around the green dial whilst the tubes running along it glowed with green energy. The plate that covered the touch pad was also black.
Flash looked over the newly made Ultimatrix and smirked, whilst Azmuth sighed knowing there was no other choice. Better Flash have it than Shadow.
"Alright," Flash opened up the touchpad and the Ultimatrix activated. He started cycling through the alien holograms before picking his choice. "Let's do this!" He slammed it down and a green flash filled the room.
Back outside, Shining and the girls continued to fight against the criminals.
Dragstar and Dynamo kept firing their weapons at them, whilst the army of Ptera-Jets, lion turles, Flame Lynx and lizard birds kept battling them. Rarity and Trixie put up shields and blocked the missiles and lasers, but the earthbound animals leapt over the shields and tried to claw them.
Shining, Pinkie, Sunset and Fluttershy blasted them back, allowing Twilight to grab them and throw them all towards the flying creatures. As this was happening, Rainbow continued to fight against Doddery whilst Applejack found herself swinging her energy mace around at Viral and The Hypnotist.
Despite appearing to be winning, Shining and the girls were all feeling themselves getting tired. The Rainbooms hadn't fully recovered from their last fight along with Doddery's draining of them, whilst Shining and Trixie hadn't had the chance to catch their breath after their fight with Shadow.
The villains had also noticed this issue and began to capitalise on it, Viral bursting into energy that shot towards Applejack.
She swung her mace around, but it did nothing to the energy stream that danced around her. Eventually, she shot away from Applejack and slammed into an unsuspecting Rainbow. "WOW!" The girl was zapped and thrown away, making Applejack gasp.
This distraction allowed Doddery to fly down and grab Applejack, draining her energy again. "AUGH!" She fell to her knees, her friends hearing this with Pinkie firing at Doddery before she could drain away any more power.
Viral shot towards Pinkie and slammed into her, then did the same with Fluttershy and Sunset. The three girls were knocked flying and crashed into the ground, whilst Shining changed his blaster to the EMP.
"Oh no you don't!" Dragstar fired at him and hit Shining's Multi-Striker, blasting it out of his hands and causing it to blow.
Dynamo then fired his own blasters and hit Shining, knocking him flying whilst Animac and Negatine sent their beasts to claw at the girls' shields. The two were so focused on this, they didn't notice Viral flying up behind them until they were both electrocuted.
They fell to the ground, leaving Twilight the only one left to fight. "Too bad, girly!" Doddery stepped over to her. "You might have spoiled our plans, but we're still stronger than you."
"Say that again in five minutes!" They looked around and saw Volt-Edge stepping out of the building, his claws sparking as he approached. They all wondered which Volt-Edge it was, but as he drew closer Twilight realised this one had blue eyes.
"Flash?" He looked at her and smiled, then turned his attention on the villains.
"Your boss is beaten," he replied. "Give up now and you won't get hurt."
"Who cares if that twerp's out?" Animac pointed at him, "we'll defeat you ourselves!" His mutants all charged at him, but Volt-Edge quickly coated his form in electricity before charging at high speed. He then started swinging his claws and any other sharp part of his body around, cutting through the mutants like a whirling tornado of electric death.
Negatine sent his creations at Volt-Edge and they all resulted in the same outcome, getting cut to ribbons whilst Dynamo and Dragstar blasted him.
Volt-Edge deflected as best he could, but there were too many incoming attacks. He was hit a few times by the lasers, whilst the Hypnotist started launching his control disks. But Volt-Edge surrounded himself in lightning and the disks were quickly propelled, only for Viral to fly up to him.
"I'll take that energy!" She grabbed him and cheered as she felt herself getting recharged, Volt-Edge trying to slash at her only for Viral to leap back. "YES!" She landed as used as much energy as she could to blast him.
Volt-Edge tried to block with his own, but the incoming blast was far greater than what he was able to generate and he quickly found himself getting blasted away.
"FLASH!" Twilight gasped, as Flash was thrown into the side of the building and fell to the ground. Twilight and all those still watching were worried, fearing he might be down for the count. Cadance, Flurry, his parents and all his friends watched with baited breath. But then, he started moving.
He let out a groan as he picked himself up, whilst the remains of the Negative Ten walked forward ready to finish the job. "Face it, Sentry!" Animac laughed, "even you can't take us all on."
Volt-Edge frowned, but then remembered something. "Maybe not with my old watch." He stood tall, "but I just got an upgrade." Everyone wondered what he was talking about, only to see him slam the dial of the Ultimatrix.
They thought maybe he was becoming a never before seen alien. But as the green light flew out of the dial and spread around his body, they watched as Volt-Edge was quickly mutated into an even greater form.
His skin was now bright orange in place of blue, whilst his armour had changed to a dark blue and now covered more of his body. His chest armour had spread down to his stomach in a boxed pyramid fashion, whilst his waist now had three sections of metal plates hanging from a metal belt to form a skirt-like armouring.
His feet guards had vanished whilst his knee guards had grown to go further down his leg and stopping right before his feet, with lightning-shaped blades sticking out of them. His back had sprouted three more spikes, one between the two pointing up and two pointing downwards. His head spike had grown longer and two new lightning-spikes had grown out of the armor, right behind his eyes, and pointed backwards along his ears.
Finally, the armor covering his hands had vanished and his lightning-shaped claws were gone. Instead, he was carrying a pair swiss shields on the back of each arm that had a handle he clutched and a strap wrapped just below the elbow. Each shield had three long blades running along them that were half dug into the metal and looked like they extended forward.
The newly evolved alien let out a roar as he stood tall, lightning sparking off his body as he announced his name for the world to hear. "ULTIMATE VOLT-EDGE!"
Everyone was in absolutely shock at what they had just seen, none of them having expected that. The criminals were a little worried, but quickly shook off their shock. "If Shadow could be beaten, so can he!" Negatine's statement made the others feel more confident and they all charged into action.
Ultimate Volt-Edge saw them coming and smirked before the blades on his shields extended outwards into a pair of claws. He started slashing them through the air, unleashing blades of lightning that flew towards the criminals.
Doddery and Dynamo flew up whilst Animac and Negatine summoned some flying creatures to do the same. Dragstar grabbed The Hypnotist and leapt out of the blasts' way, whilst Viral simply stood there and let the energy hit her.
She tried to absorb it, but gasped when she found herself reach full capacity within a second with even more energy flowing through her. She screamed as she was blasted back, slamming into the remains of the fountain as Ultimate Volt-Edge smirked.
The others were shocked by this and both Dynamo and Dragstar began blasting him. But as Ultimate Volt-Edge swung his arms around, the claws of his shield flew off and remained connected by strings of lightning. U-V-E seemed to have complete control of these lightning chords, allowing his to slash all six blades through the air and block every single blast.
Once the lasers stopped, the blades flew up with incredible speed and managed to hit Dynamo and Doddery's wings. The pair cried out as their flight ability was destroyed and they were forced to the ground. As they were, The Hypnotist fired a control disk at him and it landed on his chest.
"Yes!" He cheered, quickly sending a command. "You are under my control." Twilight and his recovering friends were scared, but then the disk sparked before falling to the ground.
"Nice try," he stated as his blades returned to his shields. He then raised a shield, as a missile flew down and slammed into it. The explosion covered him and his friends once again gasped, only for the smoke to clear and reveal he hadn't even been scratched.
He looked up at Negatine, then thrust his shield up as a blade shoot off and stabbed his Ptera-Jet. The beast quickly disappeared, as U-V-E spun around and used the blade to cut the head off of Animac's lizard bird. The two screamed as they fell towards the ground, landing in a heap as Dragstar and Dynamo rushed forward.
Dynamo extended his blades and Dragstar raised his sword, the two slashing at him only for the Ultimate Alien to blocked with his shields. He extended his electrified claws and pushed their blades back, slashing at them and cutting through them like they were butter.
Both men screamed as they were knocked back, whilst Viral, Animac and Negatine finally picked themselves up. They all made their way around the Alien, looking ready to attack from all angles.
But Ultimate Volt-Edge laughed as the five blades on his back began to spark. And before they could charge, he curled up into a ball and the spikes shot off his back. They were also connected to electric rope and shot towards the villains, but missed and embedded themselves into the ground behind them.
"HA!" Dragstar laughed, "work on your aim!" They were about to attack, but Ultimate Volt-Edge smirked as he unleashed another burst of lightning. That lightning filled the gaps between the ropes connecting him to his blades, which each of the villains happened to be between.
As such, each and every one of them was suddenly electrocuted by a few hundred volts.
They all cried out, Viral once again being overloaded whilst the others had their tech beginning to fry. Ultimate Volt-Edge zapped them for a few long seconds before eventually stopping the flow, retracting his blades back into his back as the villains all fell to the ground.
They were all completely out of it, their tech destroyed with Viral twitching. As they laid there, Ultimate Volt-Edge hit the dial on his chest and transformed back into regular Volt-Edge before reverting back to Flash.
The teen fell to his knees, panting from exhaustion as his friends rushed over to him. "Man, that is seriously tiring."
"FLASH!" He looked up and his friends quickly surrounded him, Flash giving them each a hug before Twilight grabbed his arm and pulled up his sleeve. "How did you get the Ultimatrix?" She asked, the others also surprised to see the gauntlet on his arm.
"It's a long story," Flash stated. "But what matters now is, I have the Ultimatrix and Shadow doesn't."
"Well just be careful," Shining told him. "Don't let yourself get overconfident like Shadow did." Flash nodded, whilst the others smiled.
"But did you see how awesome Volt-Edge became?" Rainbow asked. Flash nodded, though he knew Shining was right. Ultimate Aliens were powerful, but they weren't unbeatable. Flash would need to be careful.
They began to go around the villains and placed each of them in a capture cube, containing them in stasis until they could get the power in the base back on. Shining decided these criminals were too dangerous to put in the trust of the normal prisons, so he would place them in the base's prison until it was decided what to do with them.
As the criminals were cubed, Flash turned towards the still recording drone and smiled. "People of Canterlot, the Negative Ten are...mostly captured."
Trixie stepped up to them, "don't worry about the two that got away. They're not gonna bother trying to free the rest of them. For now, these criminals are off the streets." Though they couldn't hear it, they knew many of the citizens of Canterlot were celebrating.
Flash let out a sigh as he fell to the ground, exhausted after everything that had happened.
Azmuth took this moment to actually inspect the Ultimatrix, frowning at the sight of it. "Pathetic workmanship!" He stated as he opened the touchpad. He started scrolling through everything the device had, seeing that it at least had all the same features the original had had. "Just be glad this thing is built upon my existing Omnitrix structure. Who knows what might have happened if the whole thing had been built from scratch."
"So...you're okay with me keeping it?"
"Not that I have much choice. Making a new core could take years and I doubt your planet's going to stop getting into trouble just because you don't have what you need to protect it. For now, I'll allow you to keep this device. But the moment something happens that's out of the ordinary-"
"I'll let you know," Flash nodded. As he said that, multiple vehicles drove up to the base and through the destroyed open gate.
Each car pulled up to the base and once they stopped, the family of those that had fought to protect Canterlot rushed out. Cadance, Flurry and Twilight's parents rushed over to hug the siblings, whilst Jackpot and the rest of the Rainboom's parents all did the same.
Misty and Trail ran over to Flash and the teen hugged them as well. "Are you okay?" Misty asked, Flash nodding.
"I'm fine," he assured her. "A little bruised, but nothing a good night's sleep won't fix." Flash then looked over at his friends, happy that they were all safe and out of danger. He then looked down at the Ultimatrix, the teen realising a whole new adventure had likely begun for him.
He didn't know what the future would hold, but he did know it would have crazy aliens, crazy dangers and crazy events Flash would need to fight his way out of. And he knew that as long as he had his friends, and the Ultimatrix, he would be able to overcome anything.
The Omnitrix Hero was gone. And now, a new hero stood in his place. The Ultimatrix Hero.
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My Little Pony: Friendship is Magic Fanfiction
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So there’s going to be a sequel?
Oooh, that was exciting.
I hope there's a sequel to this one. I'm so looking forward to it.
You know, I was sort of expecting Twilight to kiss him or something.
Will you do a new story kind of like how the cartoons when ended did a new one?
had thought he might get the ultimatrix but this was a bit different then what I thought would happen. Though did think he might get the core when using his old one
how many more chapters will there be?
was a tough fight but they did it.
So Flash Sentry has now Became the Sword of the World as he is now packed with the new Ultimatrix and has better fire power. But most of all it was great fight but just need more of the Slice of life time to get to know better and also now that he has gained the new power hears gonna come the Ultimate aliens arc and maybe soon Dregon Arc aswell. If lucky.
Also not mean to be rude but are you gonna do a behind the alien parts? If so then that's gonna take time. Maybe you could do that after Season 5.
Just saying.
will one of the chapters have him and Twilight hook up or something
Awesome chapter to end the story of the Omnitrix hero, now we will see the stories of the Ultimatrix hero. Can't wait for what we will have in store for the sequel.
You know what I want to see an alien turn it into an ultimate alien? Diamond Head, heat blast, XLR8, gray matter, and maybe even Firefly.
Plus, their plumber base may need some more plumbers there. Can you add like Manny and Helen into the mix, you know like a special team for Flash and the others.
11790683 Manny and Helen don't exist in this universe. They can't.
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Then could you make like OCs that are similar to them?
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Are you planning on making the Rainbooms as Plumbers? Maybe not full time, but part time just to help out. Or maybe Azmuth finding a way to upgrade their Equestrian Magic just so they could have an edge like Flash does with his Ultimatrix?
Awesome end to the story. I loved seeing Flash realize the weakness of the Ultimatrix and him using it for himself. I bet that in the continuing story after this, if the Ultimate Aliens start to show they're taking over like that one episode, Flash and the others will try to reason with them and say that they'll work to get the newly sentient forms out to have their own lives on their home planets or something.
Oh yeah! Flash did it yet again! In the end, he didn't need a new alien like Atomix or Alien X to beat Shadow, he just needed to spot the flaw in the Ultimatrix and exploit Shadow's Fatal Flaw; his pride and insistence to prove himself better than the original.
Flash was even willing to make the ultimate sacrifice by giving up the Omnitrix to save Canterlot. Though he got an upgrade shortly afterwards doesn't do much to detract from that. Ultimate Volt-Edge certainly made a good debut here, curb-stomping the seven remaining members of the Negative Ten.
This story was really fun to work on with you. I'm glad it turned out so well. Now that the main story is done there are only a few side-chapters left, then this awesome series can continue.
Well, that was intriguing. Didn't expect this to be a series finale thing. Still, what a way to go out on. And your method of Flash getting the Ultimatrix was creative. Should've figured you wouldn't waste it on just one OC Ultimate Alien. And as a bonus, this version still keeps the original's features.
Since there's still more than a few plotlines left, it sounds like a sequel story will be coming soon. Guess I'll have to start following you. You certain started the beginning of the year off with a bang!
I got 2 but... I don't know if you'll like it. Ultimate Pesky Dust, Pesky Dust's Ultimate form will look like Oberon from DIsney's Gargoyles. Ultimate Pesky Dust's powers can turn dreams into a reality but... he can also turn nightmares into a reality & Ultimate Gemini will look like a mixture of both Good & Evil Cherubimon. He can create not only light duplicates of himself but anyone one else who gets hit by a flash of his gem's lights.
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Agree on that but Flash might look back as his last encounter with Ghostfreak. Tell them that it happened to him before but if they're alive and real, he can help them
How long will he have it till he gets the complete Omnitrix
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They both broke up in their relationships, romance is something they don't want to deal with again.
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Banshee is doing the Behind the Aliens thing because he's giving details on the OC Aliens he gave Flash. I mean its Banshee's decision to add them.
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Eh point made. Can't fully tell a author on his schedule. Except if your his co-worker
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You know, suddenly now I just realized something. Why this was five seasons. Cause in the original Ben 10, it was 4 seasons.
It was like one massive easter egg right in front of me and I didn't realize it. That's quite brilliant.
Nice to know there's a sequel story in the works.
Since we already say Riot-Horn and Volt-Edge go ultimate, it'd be interesting to see aliens like Vapaw, U-Reek-Ah, Kagenobi, Lindwhirl, or any of the Equestrian Aliens get ultimate forms.
I'm pretty intrigued to know where this story goes now, with the Ultimatrix now on the hero side, but I'm also curious as to when will Flash go to Equestria, if he ever will. That'd make for an interesting plot-line, or a mis-adventure of reuniting with the Equestrian hybrids he helped save.
I don't know what their new powers and abilities would be (I'm still trying to figure that out, myself), but I have a list of Ultimates provided for you in the next "series". Let me know what your thoughts about them are!
I also hope that the Ultimatrix Hero entries of this series introduces stuff from Omniverse and the 2016 reboot such as the Nemetrix (and the natural predators of the aliens of this story), the Antitrix (which I can see being used by a now villainous Timber Spruce), the Omni-Enhanced Forms, Omni-Kix and Omni-Naut Armors, traveling to different planets and universes (maybe visit other Hasbro properties besides Equestria and its other universes of G1, G2, G3, and G5), meeting other Omnitrix(-esque) wielders both good, bad, neutral, and anti-heroic/villainous, several new incarnations of the Negative Ten being formed, and maybe, just maybe, use cut concepts and ideas from all five series/installments of the original Ben 10 franchise for this AU.
Otherwise, looking forward to what comes next for Flash 10. It's Hero Time!
I don't know if there's gonna be a sequel or not but i'm hoping flash will beable to keep the ultimates & not give them up like Ben did. Even though he got a new Omnitrix I found it unfair for his own evil double ganger to get the ultimates back in Ben 10 OV.
Rainbow is right, the ultimates are franken awesome!!!!!