Ten Against One

by DJSkywalker

First published

Ben had a bad life on Earth, with ten others sharing his mind. Then, one day he was sent to a far away land and the voices stopped. He thought he was free, but they only became stronger. This is their story.

Meet Ben, not to be confused with his cosplay character. He considers himself decent, fun-loving, and strong, but only because it is how he copes with the voices in his mind. Ten other personalities that try to dominate him at every turn. It sent him from psych ward to psych ward, but nothing ever improved. He was under constant watch, despite living off the streets. It was only at school where he ever got any food or proper shelter, though he never gave up hope that one day, his luck would change.

One day, at his first Comic Con, dressed as his favorite TV character, Ben meets a strange fate of falling from his world and into one of Technicolor ponies. The voices were finally gone from his mind, freeing him... or so he thought. Now the voices have their own bodies and still haven't given up tying to control their host. This led to many acts of destruction in this land, landing all of them imprisoned for millennia. Now Ben is free, but so are the voices. With some unlikely friends by his side, can Ben finally tame these monsters, or will they finally succeed in taking what they want?

Rated teen for occasional swearing and sexual references. You have been warned.
Featured on February 17, 2015!

One to Start

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The sun glimmered softly off the crystalline surface of the tree-like castle that now dominated the view of Ponyville. The deep purple structure stared out high above the town, letting everypony know that Twilight Sparkle was indeed a princess of the country of Equestria. Only two weeks had passed since its creation after the defeat and imprisonment of Tirek, a great demon who tried to absorb all of the magic in the land, but was stopped by the former bearers of the Elements of Harmony with a fierce counter strike. The result had created this castle, right in the spot where the Golden Oak Library had once sat before it was destroyed by Tirek. It was on this day, within these halls, that the young Princess Twilight was walking the halls, accompanied by her friend and confidant, Rainbow Dash.

“This place is so awesome, Twi!” the cyan pegasus mare beamed with excitement.

“Yes, Dash. I got that the first time you said that when I got this castle,” replied the violet alicorn with a roll of her eyes.

“Well, it’s true! You are officially a princess now! This castle proves it!”

“I know it does, but that doesn’t ease my worries. I know now that I can be a good princess, as long as I have my friends, but still it is a whole lot to take in.”

Rainbow rolled her eyes. “You worry too much.” They walked, well, Rainbow flew, a little more in silence. Then Rainbow spotted a few stallions up ahead that seemed to be moving in furniture. “Hey,” she said getting Twilight’s attention, “What are those guys doing?” she asked pointing to the ponies.

Twilight followed the hoof and smiled at the moving stallions. “Oh goody! They’re here!” Twilight took off towards them, leaving a confused Rainbow in the dust. The pegasus shook her head in exasperation, and followed after. She arrived as Twilight was in conversation with the head stallion. “…That sounds like a lot!”

“Yeah, you know Princess Celestia. She always goes above and beyond in whatever she does,” the stallion said absent mindedly as he scribbled on a clipboard.

“What sounds like a lot?” asked Rainbow.

“Oh, Princ, err, Celestia,” she said correcting herself. “Decided to give me a housewarming gift. She sent me a whole lot of furniture and other decorations. I happened to have pointed out to her that this castle is quite empty, so she decided to provide.”

“That’s pretty cool of the princess,” Rainbow said with a nod. She took a look around at all of the stuff that the solar diarch had sent. There were several pieces of ornate furniture: gold encrusted sofas, ruby embezzled chairs, etc. Among them were many different statues and other decorative pieces. One stood out to Rainbow above all others, though. She flew over to the largest of them all; it looked a like a tiger but was standing tall on its hind legs, its beefy chest out with its arms thrown out to the side and its mouth frozen in a roar. What stood out was the sharp details of it all, from the razor sharp teeth, to the rugged muzzle, down to the strange spikes jutting out from the back its paws. “Woah, this thing is cool,” she said with amazed eyes.

“Hmm,” Twilight said, looking up from one of the other statues and looking over to her friend. She gasped at what Rainbow was looking at rushed over to join her. “I can’t believe it!” Twilight nearly screamed. “She actually sent me this?! Oh my gosh, that’s amazingly nice of her!”

Rainbow looked at Twilight confused. “You know this statue?”

Twilight nodded, still staring at the stone. “Oh yes. This here is Wrath. He is one of the statues that resided in the Canterlot Gardens. In fact, it is said that it is based off of the real-life creature that tormented Equestria five-thousand years ago.”

“That doesn’t sound very fun!”

Rainbow and Twilight yelped at the sudden appearance of a new voice. They both turned to see a bubbly pink mare with an even brighter pink mane that looked like cotton candy. “Pinkie Pie?!” the two said in unison.

“Who else?” she replied with a happy smile.

A little further down the hall, another pony made her appearance, this time an orange mare with blonde hair and wearing a Stetson hat on her head. She looked around her, but smiled when she saw Pinkie, Twilight, and Rainbow. “Well, there y’all are,” the mare said with a thick southern accent. She turned back where she came and hollered, “They’re down here!”

From behind the southern mare, another, this one an alabaster unicorn with a stylized purple mane, trotted gracefully into view. “Must you be so loud, Applejack?” the mare said with a fancy accent. “It is not really becoming of a lady.”

Applejack rolled her eyes at the unicorn. “That don’t matter to me, Rarity. Y’all should know that by now.”

Rarity sighed. “One mustn’t give up hope, you know.”

“Oh, please don’t fight girls,” whispered another pony who came into view. She was a butter-yellow pegasus with a long pink mane that covered half of her face. “If you don’t mind that is.”

“Apologies, Fluttershy. We know you don’t like seeing us fight,” Rarity said with flare. She looked down the hall and smiled at seeing her other friends. “Oh there you two darlings are!” She trotted ahead, leaving Applejack and Fluttershy to follow behind.

“Hi girls!” Twilight said happily. She enjoyed having her friends over, especially now that the six of them were the Council of Friendship that ruled over the castle and Ponyville. All six of them, and one baby dragon that was currently doing his chores elsewhere in the castle. “You’re just in time for me to tell you all about Wrath!”

Fluttershy eeped. “That doesn’t sound like a nice thing,” she commented in her quiet voice.

Twilight waved off her concern. “It’s only a legend, Fluttershy, no worries. Now,” she said waving a hoof towards the bipedal beast. “Wrath lived over five thousand years ago in Equestria early days. The first known sighting of this beast was shortly before the rise of Discord. It is said that this beast rampaged the country-side along with nine other equally strange creatures. What is really strange is that none of the monsters were ever seen at once; only one was ever seen at one time. Wrath was said to be the most vicious and was eager to wage war at anything his path. After Princess Celestia and Princess Luna defeated Discord, almost eight hundred years later, they went after Wrath and his cohorts. Only Wrath was ever found and was destroyed using the Elements of Harmony. After Wrath was destroyed, the other monsters disappeared and have never been seen since. This statue is all that remains of that time, dating back to nearly four-thousand years ago.”

Applejack whistled in amazement. “Dang, Twi. That’s some story, kinda makes ya wonder what happened to them other critters.”

Twilight nodded in understanding. “Yes, and it was this legend that inspired many explorers and biologists to search out the other nine, but none were ever found. Many believe that the creatures still exist, no doubt immortal just as Wrath was said to have been.”

Rainbow flew up to the statues face, her eyes narrowed and her lips pursed. “I think I could have taken him,” she says with a cocky smile. “He really don’t look that tough to me.”

“Oh be careful, Rainbow,” Twilight said with a slight glare of amusement. “Legend says that uttering a challenge in the presence of the statue will cause Wrath to return.”

Fluttershy eeped again. “Oh, please don’t, Rainbow. I really don’t want to meet that monster.”

Rainbow blew a raspberry at Twilight. “Oh, please. That’s stupid! It’s just a myth.”

“Well,” Rarity said with hesitation. “That is what they said about Discord, and we all know how that came about. Same with Nightmare Moon and the Crystal Empire. You shouldn’t tempt fate, darling.”

Rainbow just waved off their concerns. “You girls worry too much. Just watch,” she turned back to the statue with a cocky grin. “Hey ugly! You so ugly, you went to a haunted house and they gave you an application! Oh, oh, you’re so weak that an ant could take you down!” Rainbow flew onto her back, roaring with laughter. Unbeknownst to her, but painfully obvious to the others, the statue began to crack as the pegasus laughed herself silly. The cracks continued and the stone fell away, revealing a massive orange beast with green eyes and a fierce scowl.

Rainbow turned back to her friends, all of whom were staring in horror. “What’s up with you guys? It’s just a statue. Here, I got one more.” Rainbow closed her eyes and spoke. “Hey ugly! I’ve seen others like you before, but I had to pay admission to see them!” Rainbows roaring laughter was cut short by a fierce growl and a sharp object at her throat. Rainbow looked down at the large black spike in fear and followed it up an orange and white furred arm all the way up to a now living legend.

The creature growled once more, then spoke in a deep, threatening voice. “What did puny, rainbow pegasus say to Rath?”

Rainbow did the only thing she could, she gulped and fell back in a faint.

The Mane 6 meet Ben 10

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Rainbow groggily woke up, lying on the marble floor of the castle. She sat up, stretching her wings and yawning. “Oh man, what happened?” she asked turning around to her friends that were still behind her. “Girls?” All five of them were staring at something directly behind her. In that instant, Rainbow remembered why she had collapsed. Slowly, she turned around to see the living face of Wrath glaring down at her. Her eyes widened and she uncoolly whimpered.

“Rath is gonna say this one more time,” he said threateningly quiet. “What did puny, rainbow haired pegasus call Rath?”

She gulped and stuttered. “I-I said th-that you d-didn’t look so… tough?” Rath bent down to glare directly into her eyes. He opened his mouth with a growl that showed twin sets of razor sharp teeth, then he let loose a mighty roar right in her face.

“Let me tell ya somethin’ puny, rainbow haired pegasus! Rath doesn’t take kindly to your words! So if puny, rainbow haired pegasus doesn’t want Rath to give puny, rainbow haired pegasus a serious smack down, then puny, rainbow haired pegasus will apologize to Rath!” The beast yelled every word, freezing several of Rainbow’s friends in place, save for Fluttershy who fell over with a bleated goat sound.

“Sorry!” Rainbow spouted out in a rare moment of fear. She then fled to hide behind Twilight, who was staring at Rath in fascination.

“E-excuse me?” Twilight asked to Rath. Rath looked directly at Twilight.

“What?” he bellowed.

“U-um are… are you the real Wrath? From the legends?”

Rath stood up and blinked with a blank face. “There are legends about Rath?” he asked, putting a thumb on his chest.

“Y-yes, Mr. Wrath. They speak of you and nine others who rampaged nearly five thousand years ago.”

“Forget the others, Rath wants to hear about Rath,” he send while bending his knees to bring him to their height. “So tell Rath about Rath, puny, purple flying unicorn.”

“Um, my name is Twilight Sparkle. Princess Twilight Sparkle to be exact.”

Rath’s eyes widened and he jumped away in an amazing backflip. When he landed he growled in fury at Twilight. “Princess?! Rath don’t want nothin’ to do with anymore pony princesses! The last pony princess Rath fought froze Rath in stone! Rath don’t want to be stone anymore! So let me tell ya somethin’ Princess Twilight Sparkle! Rath ain’t goin back into stone! If you want Rath back in stone, then it will have to be over Rath’s dead body!”

Out of nowhere, a loud beeping could be heard. Everypony, including Rath, looked down at the monster’s chest to see a strange symbol. It was circular in shape, split in the middle into four triangles, although the two in the middle seemed to be connected a little more, close to an hourglass shape. The two side triangles were deep black, leaving the center a bright green, similar to Rath’s eyes. What was confusing to the girls, is that not only was it the source of the beeping, the center also seemed to flashing red.

Rath groaned. “What?! Rath’s time is up?! Let me tell ya somethin’ omnitrix, Rath does whatever Rath wants!” He started to pull on the symbol on his chest, but it didn’t stop the beeping. With a much louder beep, Rath was coated in a green light. “Nooooo!” he yelled out.

Twilight and the others were blinded by the bright light, forcing them to turn away. When the light died down and they looked back to where Rath was standing, they saw that another creature had taken the monsters place. This one was tall, nowhere near as tall as Rath, but taller than the ponies. He had a mop of brown hair on his head, lanky arms, and walked on his hind legs. His entire body was clothed; a pair of blue jeans, a black t-shirt, and a green jacket. On his left arm was a strange device that seemed similar to watch. He was facing away from them, crouched down on the floor. The girls began to freak as he suddenly stood up, shouting out, and… stretched?

“Ahh, four thousand years can give you such a crick in the neck!” he said while rubbing the back of his neck. He turned around to see six pastel colored ponies staring back at him in fear and suspicion. He smiled at them and waved. “Hello.”


Holy crap! I’m free! I’m finally free! Best day ever! Save for my neck; man standing in one place for a few millennia is murder on your joints. Oh, wait, what was I doing again, oh that’s right, I just said hello to a bunch of multicolored miniature horses… you would think that sentence would freak me out, but honestly, I have seen stranger. Oh crap! One of them is speaking to me, better pay attention!

“Um, could you repeat that? I wasn’t really paying attention,” I said with a blush. I noticed that the speaker was a purple winged unicorn and she seemed both curious and fearful. Fearful I have seen, but curious is a new one on me.

“Uh, n-no problem. I was just introducing me and my f-friends. I’m Twilight Sparkle, the pink mare is Pinkie Pie, the unicorn is Rarity, Applejack is the one in the Stetson, Rainbow Dash is the pegasus behind me, and Fluttershy is the petrified pegasus over by Applejack. Who-who are you?”

“Me? I’m Ben 10!” I said proudly. They all looked at me even stranger, a few even turning their heads to the side. “You know, Ben 10? Hero of the ponies? Friend to Princess Celestia and Princess Luna?”

Twilight’s eyes widened. “You know the princesses?”

“Yeah, we were good buddies… for a while,” I said forlornly. Life, ah, she’s a cruel mistress.

“Um, Ah gots a question,” Applejack said with a raise of her hoof.

I was surprised by the accent, but moved past it. It’s not smart to dwell on those things here; just leads to painful headaches. “Uh, sure, what’s your question…Applejack, right?”

“Yeah, that’s right. Ah was wonderin’, whatever happened to that Rath feller? Not that Ah miss him, but it’s just weird that he up n’ disappeared.”

I started pulling on the collar of my shirt. “Um, well, he’s uh,” I let out a sigh of defeat and hung my head. “He’s me.”

“WHAT?!” I had yelled at me. I covered my ears from the outburst.

“Yeah,” I said pulling my hands away.

“Wait,” started Twilight. “If you’re Rath, then what about the other nine?”

“’Other nine’?” I parroted.

“Yes, legends speak of ten monsters that attacked Equestria nearly five thousand years ago. Rath was one of them, so what about the other nine?”

I hung my head again. “All me,” I admitted. The ponies stayed quiet. “It’s this device on my wrist. It lets me transform into different creatures, each with their own unique powers and abilities.”

“So it was you who was attacking ponies back then?!” Rainbow accused me with a harsh glare.

“Not completely.” The just stared back, waiting for more. “You see, I have a… condition.”

“What kind of condition?” Rarity asked with an interesting high class, New York accent.

“Have any of you ever heard of multiple personality disorder?” A few eyes widened, especially Twilight’s. “I have suffered from said illness for years, only ever being cured when I came here to Equestria.”

“You mean you’re not from here?” asked Twilight.

“Not at all. I come from another world completely, but we can talk about that later.” I noticed that Twilight didn’t really seem to like that idea, but me being an alien who could turn into other aliens really seems kinda redundant. “It wasn’t until I came to this world that the voices finally stopped, but it only made things worse.”

“What do ya mean? You were cured, how could that make it worse?”

“The voices stopped because they finally had their own bodies,” I explained. Twilight’s eyes widened in realization of what I meant.

“The ten creatures!” Twilight exclaimed. “They aren’t really you are they? They are the physical manifestations of your other personalities.”

I nodded in confirmation. “Right on the money, princess. Any time I transform into one of them, they take control.”

“Wow, that sucks,” Rainbow said subtly.

“Rainbow!” Twilight admonished, but I cracked up.

“Haha! Oh, that’s exactly how I would put it! Does suck, especially how it ruined my life. You haven’t been through hell until you’ve been dragged from one psychiatric institute to the next. All in between living off scraps on the streets.”

The room went deathly quiet. “What do you mean ‘scraps on the streets’?” asked Rarity very carefully.

I shrugged. “I’ve been on my own for years. Parents died in a car crash when I was only a year old and I was in a foster home for a few years until I ran away. The good doctors were the only ones who knew, but it’s not like they cared. I was their little test monkey and nothing was going to get in their way of that.”

“You don’t sound very mad about it,” Twilight commented.

“Nah! It was all in the name of science, plus I did get a bed and a free meal. Sure they couldn’t let me stay too long, due to reasons, but I still got food from school. You know, when I could attend. Why be so serious about something you can’t change? I focus on what I can change, like the future. If you don’t put on a bright smile and face the future, you’re gonna be stuck in the past with terrible depression. And I, for one, don’t like being depressed, so onward I move!”

“That’s the spirit!” Pinkie said with a smile while bouncing in place.

I pointed a finger at the pink mare and said, “I like that one.” Pinkie’s smile grew even more.

From down the halls, another voice made its presence known. “Twilight? Twilight are you here?”

Twilight smiled brightly. “It’s Princess Celestia! Oh goody! I can’t wait for her to—“

“Celestia?!” I shouted in fear and surprise. I threw myself at Twilight, coming down to her head on my knees. “You gotta hide me!!”

“Uh, what?” Twilight said in shock and surprise.

“You’re scared of the princess?” asked Rainbow. “Thought you were friends?”

I nodded. “We were, but we had a falling out that landed me in stone! I don’t want to be stone again! Come on, you gotta hide me! If Celestia sees me, she might do more than just seal me away this time! I’ll do anything!”

The girls stopped whatever they were gonna say and looked at one another. They smiled creepily and turned to me. “Anything?” they asked in unison. Normally, this would have creeped the hell out of me, but the idea of being destroyed by a certain princess vetoed those thoughts.

“Anything!” I nearly screamed, hearing Celestia’s hoofsteps getting closer.

“Okay, we’ll hide you,” Twilight said with smile. Why do I feel like I just signed my life away to Doctor Frankenstein? Oh well, figure it out later; time to hide!

“Great and I think I got just the alien to do it!” I lifted the omnitrix up. I looked over its smooth surface, the white and green mixing well along the band. I touched the black faceplate, causing a green, holographic wheel to appear just above it. I moved my finger along the surface of the faceplate, moving the wheel to select the form I needed.

“Ah thought you said that it was dangerous to transform?”

“At first, but the omnitrix came through for me as I began to unlock new forms. These ones had no voices, so I was in control. Ah there it is!” I finally found the symbol for the form I needed. I pushed down slightly on the plate, causing it to roll back and reveal the power core. It popped up in a small cylinder and I used two fingers to press down the core. My body was coated in a bright green light and I felt the changes immediately. I was shrinking down and my skin was changing into a more metallic substance. I felt my eyes split and wings spread out on my back and my limbs elongated.

With the transformation complete, I shouted out my new form’s name. “Nanomech!” My voice had changed drastically, to a more robotic, yet high pitched sound. I looked up at the ponies who were now much taller than I was, being only an inch tall. I took a quick look over myself, noting the green armor over my grey, metallic body. My large green wings were nice and sharp looking, even from my new four eyes. “What do ya think?”

Pinkie got down near my height with a massive smile. “Oh wow, Ben! You got teeny tiny!”

Out of nowhere, Fluttershy pushed Pinkie aside to look at me with wide eyes. “Oh my goodness!” she whispered, but it was normal to me. “You. Are. So. ADORABLE!!” Wow, even when she shouts it’s incredibly quiet. Weird. She started to stroke my side with her hoof. “You’re so cute!”

“Hey I’m not cute! I’ll mess you up! I happen to be mechanical awesomeness, thank you.” I took flight and hid with in Twilight’s mane near her ear.

“Hey! What are you doing?” Twilight said, trying to swat me out of her hair.

“Can you hear me now?” I said into her ear. She stopped and stared off.

“Wow, your voice is actually quite deep,” she commented.

“Thank you for noticing. Now just keep quiet about me. We can’t let her know that I’m free.”

“I’m not so sure about this anymore.”

“Oh come on! I swear it’s not anything bad; just a huge misunderstanding that she and Luna never gave me the chance to explain. I’ll do anything, just don’t let her catch me!”

“Hmm,” Twilight said while stroking her chin. I heard Celestia almost on top of us, making me begin to freak out.

“Can you make this briefer!?” I shouted.

She winced from the volume, but smiled. “I’m gonna hold you to that promise.” Yeah, that’s not ominous at all. Thankfully, this was just in time as Celestia appeared down the hall a moment later. “Hello Celestia!” Twilight greeted her mentor.

“Greetings to you, too, my faithful former student,” Celestia replied in kind. Former student? Oh, is that how there’s another alicorn? I am really missing some backstory here. “Are you liking the gifts that I sent you?” You mean me?

“Oh yes! Though, it’s going to take a little while to get everything moved into their proper places.”

Celestia giggled a little. “Never change Twilight. You are too precious.”

I could feel Twilight blush, due to her head getting a lot hotter. “Celestia~~,” she whined, “not in front of my friends!” The others just stood back, snickering at Twilight’s predicament.

“You’re right, you’re right.”

“Not to sound rude, Celestia, but why are you here? Isn’t there some bill or something that needs to be passed?” Thanks for trying to speed this up, girl.

“Oh, I just wanted to make sure everything was delivered properly.” Celestia started to trot off towards where my former pedestal was. I nearly choked on forgetting that.

“Psst, Twilight! My statue’ if Celestia notices that it’s missing, she’ll know something is up!”

Twilight nearly face hooved. I saw her light her horn (it’s quite beautiful from this height) and cast an illusion spell. An instant later, a large Rath statue was standing on my pedestal, even if it was just a simple illusion. Celestia strode over and nodded at everything, though took a moment to glare at my illusionary statue. Damn girl, guess you haven’t forgotten about me. Dang it!

“It seems that everything was delivered properly!” she announced. “I’m glad that nothing was ruined, all of this actually came from my old castle. You know, the one that you and your friends have been renovating?”

“Really?” Twilight asked, sounding particularly curious. “This all came from the Castle of the Two Sisters?”

“Oh yes, I had many pieces taken with me after I moved to Canterlot. They have been in storage for so long and I felt that something needed to be done with them. Please be gentle with them, they are thousands of years old and full of memories.”

“Oh, certainly Celestia. Though, why did you send me Wrath of all things?” Oh, come on, wrap it up! I only have a little time like this!

“Wrath is… full of bad memories for me,” Celestia admitted while slightly hanging her head. “Plus, I knew you admired this one for a long time. I hope you take the utmost care with him. He has always been a hoof full.”

“No problem at all!” Twilight said with a nervous laugh.

Celestia raised an eyebrow at her, but shrugged it off. “I really must be returning to Canterlot, Twilight.” She bent down and nuzzled the younger alicorn, nearly rubbing me to bits if I hadn’t shrunk down a little more. “I hope we see each other again soon, farewell.” In bright burst of golden light, the solar princess was gone.

I took flight and flew off in front of the girls. “Thanks for the save, girls.” Then that incessant beeping started up again. Gods, I hate that sound, save for when it’s my saving grace. “Just in time, too.” With a burst of red light, I was back to being a good ol’ human. I shook off the grogginess that usually followed transforming quickly. “Woo, been a long time since I’ve done that.”

“That was so cool!” Pinkie screamed. “How you became that tiny little creature and you’re voice was adorable!”

“It was very fascinating to see,” Twilight admitted. “How did you do it?”

I raised my left arm to show them my one and only tool. “Behold, the omnimatrix, or omnitrix for short. This device has stored the collective DNA of over one million different aliens and allows me to step into their forms. Each one has their own unique powers and abilities, so it’s like an all-purpose device for any occasion!”

Applejack whistled appreciatively. “Certainly sounds like that would come in handy.”

“Certainly has! Or at least it did when I started unlocking the other aliens so I didn’t have to let the voices take over. Now, what do we do?”

The others all glanced at each other, seemingly like they were having a mental conversation. I just kept feeling the dread build as they smiled and nodded. “Well, to fulfill your promise,” started Twilight, “you are going to… stay in this castle.”

I blinked in surprise. “Wait, what? I mean, I’m gracious to have a home and all, but what’s the catch?”

“The catch is that you have to do whatever we tell you to!” Pinkie said with that huge smile.

I facepalmed. “How did I become Grim?” I muttered, the realization of what I had gotten myself into now kicking in. “Alright, I did promise, though I’m kicking myself for it now.”

“Yay! New friend!” Pinkie grabbed me in a massive bear hug. This mare is surprisingly strong! “Ooh!” she said while dropping me to the ground. “I have so much work to do to get ready for your party!”

“Party? What party?”

“It’s Pinkie’s welcome present to every new pony in Ponyville,” Rainbow explained. “Just go with it,” she shrugged.

“Ponyville? This place is seriously called Ponyville? Stupid pony puns,” I muttered. “Anything else?”

“Yeah! Could you show us another alien?” said Rainbow.

“I would quite like to see another as well,” Rarity added.

“As long as it’s cute like Nanomech,” Fluttershy said quietly.

“And fun!”

“Maybe it’ll be a big ol’ fella?”

“Looks like we all want to see another alien,” Twilight finished.

I rolled my eyes. “You’re all a bunch of slave drivers, ya know that? Forcing a teenage human who’s down on his luck to perform parlor tricks! How despicable!”

“Just shut up and transform already!” complained Rainbow.

“Yeah, yeah, I’m pickin’, I’m pickin’!” I scrolled through the list of aliens at my disposal. Some would be a little too much for this group, a certain one who needed a cage over his face came to mind, and a few I kept hidden for special occasions. I finally found one that could work. “This one should work. It’s called Articguana!” I flipped back the face plate and slammed down on the popped up core. That’s where things went bad. I could feel my mind being ripped back into my psyche, the same feeling that happened whenever they came out. And, as usual, it wasn’t very pleasant. As my body became covered in the transformative aura, I called out to my new compatriots. “Girls! Get away! It’s a mistransform! One of the voices is coming out; run!”


Twilight and the others watched in horror after Ben had called out those ominous words. They were too entranced by the transformation happening in front of them. They witnessed Ben’s body becoming scalier, more rugged and muscular. A tail formed from his backside that elongated to nearly the same length as he was tall. His limbs got thicker with muscles and his size doubled. The light finally faded to reveal a massive dragon like creature with a thick brown hide, green eyes, wearing black trousers with a white waistband and a green sash with the omnitrix symbol in the middle.

Twilight looked fearfully at the creature, not certain as to how this one would act, especially when thinking back to Rath. “Uh, um… Ben are—“

Twilight was interrupted as the creature stood fully and bellowed into the air. The shout ended with the creature screaming its name into the air. “Humungousaur!”

Ten Voices

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“Humungousaur!” the great creature bellowed into the air.

Twilight and the other girls backed away in fear as the creature roared deeply into the castle walls, nearly shaking the entire foundation. At long last, the beast stopped and began to swivel its head around to look over its surroundings. Out of nowhere, the ponies hear this: “Hey you big meanie!” The girls all looked to see Pinkie was kicking the monster’s foot. The beast looked down at the party mare with a raised eyebrow. Pinkie glared back at it. “What did you do with our friend?” she demanded of the creature.

The beast got down on his knee and lowered his head down into Pinkie’s line of sight. With a deep voice, he spoke, “Terribly sorry about that.” The girls, including Pinkie, blinked. His accent was reminiscent of Canterlot Nobility as well as the fine chaps in Braytain. “I am truly sorry if I interrupted your meeting with dear Benjamin, but I cannot stop a transformation midway. Please accept my dearest apologies.” He bowed his head and then stood up, his height was easily twelve feet, dwarfing the six mares. “Oh, now where did I put those?” he said while rummaging over his scales and then the pockets on his sash. “Ah ha! There you are!” He pulled a beefy hand out of one of the pockets, revealing a pair of… glasses? He placed them right on the bridge of his massive nose, making them look like toy glasses for a Santa Hooves doll. “Can’t see a blasted thing without my glasses.”

“Um, excuse me, sir?” Fluttershy whispered.

“Hmm?” the creature said, lowering himself back down. “Did you say something my dear?”

“Um, yes!” Fluttershy squeaked. “I was wondering, who are you? If you don’t mind me asking that is.”

“Not at all, my young mare,” he said while gently patting her head. Fluttershy nearly backed away in fear, but the petting felt too good to resist. Twilight was almost certain she purred a little, before pouting when the creature pulled away his hand. “I am Humungousaur, or Hum for short.”

“Hum?” asked Rainbow with suspicion.

“Why yes, I do so enjoy to hum!” He began to hum a jolly tune as he began to walk down the hallway. He seemed to be admiring the castle as he sang his tune. “Oh, the architecture here is most astounding. I don’t think I have seen such beautiful work in all my years. Oh! Is that a library? Jolly good for me!” He rushed forward, causing the mares to bounce and vibrate from Hum’s massive footsteps. They ran after him as fast as they could, to find the monster already flipping through one of Twilight’s many history books.

“Um, what are you doing Mr. Hum?” asked Twilight, a little worried that he would damage her books.

“Oh, apologies, your highness,” he said with a bow. “I am afraid I let my curiosity get the better of me. I could never resist a good book, especially one on all the history that I have missed over the millennia. ‘Tis truly glorious to be holding a book in my hands once again!”

Rainbow slumped. “Great, the big guy’s nothing, but an egghead! I was hoping he would be awesome.”

Hum chuckled a little, looking up from his book. “I have heard from many that I am ‘awesome’, though I am not as brutish as my counterparts.”

“Wait, you know about the other voices?” asked Twilight.

Hum nodded in confirmation. “Oh yes, we are all quite aware of one another. Many of my compatriots are nothing, but brutes who desire nothing but destruction. I, for one, would rather learn more about Equestria and its culture, instead of burning it to the ground.”

“So, there’s the meanie Rath and you’re the smart Hum?” Pinkie asked while summing things up. “What about the others?”

“Curious little ones, aren’t you?” he commented with a wry smile. “Very well.” Hum closed his book, though he marked his place and set it on a nearby table. “Allow me to reintroduce myself; I am Humungousaur, the voice of Knowledge. From the sound of things you have met one of my brothers already: Rath, the voice of Anger.”

“What do ya mean ‘voice of Knowledge and Anger’?”

“Each one of us represent different aspects of Benjamin’s personality that split many, many years ago. Though there are some us he tolerates, Benjamin is quite happy trying to make us all disappear. All we have ever wanted are bodies of our own and now we have them, to an extent.”

“You only have a physical body when Ben transforms, right?” Twilight asked to confirm.

Hum nodded. “Yes, dreadfully so. Benjamin is a dear boy, if not a few cards short of a full deck. I urge you, please be simple with the boy; he’s not as smart as he looks.”

“He didn’t look all that smart to begin with,” AJ commented.

Hum flashed her wry smile. “Exactly my point. Now, you wished to hear of my fellows. Well after Rath and myself, there is Echo Echo, the voice of Power. He reminds me a little of our rainbow friend here,” he said pointing a massive finger at Dash. “Cocky, powerful, stubborn, but most of all he thinks he’s the most important thing in the world. Be careful around him.”

“The next would have to be Brain Storm, the voice of Superiority. He likes to think of himself as the voice of Intelligence, but Superiority fits much better. He’s a stuck up ‘genius’ with a massive ego that dwarfs Echo’s. Be extremely cautious around him, and whatever you do, don’t insult his intelligence; his ego maybe a farce, but his power is quite real. After, we have the most sadistic of the group, named Goop, the voice of Laughter.”

“Ooh! Like me! I’m Pinkie Pie, the element of laughter!”

Hum nodded in comprehension. “Yes, I do see a few similarities with Goop, but I do not think for a second that you two are the same. I highly doubt that you consider everything, even life itself, to be a joke.” The ponies went quite. “Yes, Goop isn’t afraid to even take innocent lives if he thinks he’ll get a good laugh out of it. He’s very uncouth and deplorable, be careful around him.”

“I seem to be noticing a pattern, darling,” Rarity said. “You keep telling us to be cautious of each one of you, why is that?”

Hum gave a hearty chuckle under his breath. “It would be quite unbecoming of me to not warn a lady, let alone six ladies, of impending dangers! How could I live with myself if I did not properly warn you of what my ‘brothers’ are capable of? Why the very thought is so dreadful, that I cannot bear to think of such things.”

Rarity beamed at the dinosaur-like creature. “Such a gentlecolt,” she commented with a giggle.

Hum smiled and pretended to adjust an imaginary bow tie. “I certainly try to be. Continuing on, we have Swampfire, the voice of Nature. Most of the time, I would consider him to be close to our Apple friend here,” he gestured to Applejack. “Close to nature, cares for his seeds and loved ones, but is incredibly fierce when what he cares for is threatened. He is an alright fellow, but um… did ponies ever fully start controlling nature? Such as weather?”

“Yeah…” Rainbow said waringly, due to Hum’s hesitant voice.

Hum in return stuttered a little. “Oh, oh dear. I recommend that you keep your pegasi friends away from Swampfire; he has always been against anyone or anything controlling nature. He’ll grind them up like corn seed, as he would say.” Rainbow and Fluttershy both gulped.

“Um, would he be mad at me? I’m an animal caretaker,” said Fluttershy.

“Hmm, depends; do you allow your animals to return to nature or do you control them?”

“Oh no! I would never think of controlling my animal friends. I just care for them when they are sick or injured, they decide themselves whether to stay or go. I could never force an animal to do something they weren’t comfortable with.”

Hum nodded in thought. “He might not be angry about it, but I would still advise caution. Moving on, Chromastone, the voice of Honor. This chap is the only one of us who actually dedicated himself to the Sisters. He is a soldier, bound by honor and duty, willing to lay his life down for such goals. He has his faults, but Chrome is an otherwise fair fellow. Not even he would follow someone blindly, thankfully. Another fair fellow would be Cannonbolt, the voice of Balance. A meditative one, he is. Always keeping himself calm, but you know what they say about the quiet ones. He’s got quite the temper, we all do come to think of it. Just try to be peaceful with him and be kind, he’s a sensitive chap. The second-to-last ‘brother’ of mine would be Big Chill, the voice of apathy. If I could sum up BC in one word, it would be tactless. He has absolutely no tact at all, not to mention he’s fairly selfish; only ever interested in what he gets out of something. He’s an icy fellow with a frozen heart, that’s for sure.”

“Wow, your brothers don’t sound all that nice, except a couple of them,” Pinkie commented.

Hum sighed dejectedly and nodded. “Yes, though we have been able to work together on occasion. Especially against that horrible Discord fellow. He was the only thing we were all in agreement on in wanting gone. Glad that he is frozen forever in stone.”

“Um, about that…” Twilight started, but a bright flash interrupted her. From the flash came a creature that seemed to be made up of other creatures in no pattern at all. This was a draconequus, a unique creature only known by one name: Discord.

“Did somepony call for me?” he shouted gleefully after appearing. Discord looked around at his pony friends with a big, bright smile and then turned around. He came face to face with a wall of muscle. His eyes slowly made their way up to the head of Humungousaur, causing the draconequus. Hum growled at the creature quite threateningly.

“DISCORD!!” he yelled menacingly. Discord shrieked and fled away behind Fluttershy.

“What is he doing free?!” Discord shouted from his hiding place while Hum moved closer. “Keep them away from me!!”

“Your little urbane jokes won’t save you this time, Discord. I shall smash you! I shall grind you into powder! Prepared to be crushed!” Hum smashed a fist into his open palm. The girls noticed that Hum’s appearance had slightly altered, becoming slightly taller with scaly plates that seemed like armor on his shoulders and a crest on his head, even his tail now had had spikes protruding from it.

“Hum, wait!” Twilight called out.

“Settle down there, partner!”

“Cool it big guy!”

The three girls were doing their best to keep Hum from advancing on Fluttershy and Discord. “Stop!” Fluttershy demanded of him. Hum stopped and stared down at the pegasus, unamused. “Discord is not a bad pony anymore! He’s changed!” Hum raised an eyebrow and looked to Twilight, asking a silent question.

Twilight nodded. “Yes, Discord has been introduced to the magic of friendship and now works for Celestia and Luna as a magical confidant. He is also considered an honorary member of my castle’s court. He is our friend, please don’t hurt him.”

Hum turned back to Discord and stared at the draconequus for a few silent moments… before bursting into a hearty laughter. “Ohohoho! Discord has been tamed! By the very creatures he once sought to control! That’s poetic justice, irony, and karma all in one! Ohohoho!” Hum was literally laughing like Santa Hooves now, holding his belly his hands as he bellowed. He wiped a tear from his eye, while Discord gave the monster the stink eye.

“Wait, why is Discord afraid of you?” asked Rainbow.

“Ah, that would be the showdown we had before the Sisters sealed him away. It was quite exhilarating, it was. Ben tricked the draconequus into transforming him into our tenth brother, where Discord was forced to fight all of us in our shared mindscape. We all had a good shot at that monster.”

“You still didn’t have to make me suffer!” Discord whined at Hum.

Hum crossed his arms with a glare. “None of us have control over any other. That was Voiceless’ decision to put you through the torture; not any of our own.”

“Voiceless?” questioned Twilight.

Hum nodded. “Yes, Voiceless. The tenth brother, Alien X, the Voiceless. He has never once spoken, though we all knew he existed. None of us are exactly sure of what his purpose is, though there is one thing we all know about him.”

“Whas that?” asked AJ.

“It is that he Understands. He seems to possess a vast knowledge of how everything in the vast multiverse works, strange enough as it is, though not surprising based upon his species.”

“What is Alien X?”

“Alien X is a celestialsapien. A being of the cosmos. Celestialsapiens are known to be unmoving creatures that decide the fate of universes. Voiceless, however, is certainly not unmoving, being quite capable in a fight, almost to a deadly point. He is rarely used, though, as his power is far too great. Voiceless is the most powerful being of us all, if not the entire universe itself. He needs not of words, instead focuses on his actions to speak for him. Certainly an odd chap.”

“Yes, that one was truly painful, but I was referring to the other one,” Discord said, paling at the memory. “So much awfulness.”

Hum raised an eyebrow. “Other one? What other—Oh!” Hum’s face went blank, seemingly recalling something. His expression turned fierce and he glared at Discord. “You just had to bring up him. Well, don’t ever do that again! That one is gone forever, destroyed by the Elements of Harmony because he was truly evil and despicable. Never speak of Fear again!”

“Yes, sir! Sorry, sir!” Discord went back to hiding behind Fluttershy.

“Who or what is Fear?” Twilight asked, suddenly curious.

Hum sighed. “Voiceless was not always considered one of us. There was another, Fear. We do not speak of him anymore as he was the worst of us all, equally hated by the rest. Fear was selfish, cruel, and truly evil. He was willing to do anything to have a body of his own, attempting to take over any soul he could find. It was not until we were sealed by the Elements that he was purged from us for being truly evil. We will speak no more on the subject!” Hum’s tone forced Twilight to end the conversation there, despite her curiosity growing.

Then, once again, the omnitrix began to blink and emit a warning sound. “Aw, well it seems my time limit has been reached,” Hum commented. He removed his glasses and stored them back in the pouch he had found them in.

“What do you mean your time limit?”

“Each transformation only lasts for roughly fifteen minutes. It’s a safety measure, you should ask Benjamin any other questions as I only have a few more seconds. One last thing, do take care of the boy. He may seem happy, but until he patches thing with the princesses, I doubt he will truly be happy. Fare thee well, fine maidens!” A burst of red light spread over Humungousaur, with Ben taking his place a second later.


I opened my eyes and started to look around the room frantically. “Girls? Girls! Girls, where are you?!”

“Right here!” Pinkie said while getting right in my face.

“Gah!” I yelled as I fell on my rear. “Pinkie?! Don’t do that!” My anger dispersed a moment later and I hugged the candy-like mare. “Oh thank gods you’re okay.” I pulled back a little with a worried expression, also noting the others were right near me. “Please tell me none of you are hurt. I couldn’t forgive myself if you got hurt because of one of the voices.”

“Nonsense,” Rarity said with a small smile. “Hum was a fine gentlecolt.”

“Hum? Oh! Humungousaur; yeah he’s a good guy. He say much?”

“He told us a brief description of your other voices and said to take care of you because you’re not as smart as you look,” Twilight summed up.

I deadpanned and slumped. “That one and his veiled insults. Stupid fancy dinosaur.” I lifted myself up and smiled again. “Well, at least none of you got hurt.”

“Save for my pride,” said a familiar voice on my shoulder. My eyes widened and I slowly turned my head to see Discord wrapped around me like a snake.

“AAHH!! Discord!” I shouted in fright and surprise.

Discord just waved my outburst off. “Yes, yes. I’m free and I’m on your side now. Isn’t that great Benny?” His smile was sickeningly sweet.

I glared harshly at him. “DON’T call me Benny! Ever! Only two were ever allowed to call me that and you aren’t one of them.”

“We already went over this,” Twilight sighed. Wait, we did? When?

“Huh?” I replied, my anger fading for the moment of curiosity.

“We told all of that to Hum, don’t you remember?”

Oh, that’s why. “You told it to Hum? Then, no, I wouldn’t remember that. Hum and the others have their own emotions and memories that are separate from mine. Just like real people, we can’t read each other’s minds, thankfully.”

Twilight blinked. “Oh. Well, long story short, Discord was reformed a while back and he is one our friends as well as friends with Celestia and Luna.”

I stared at Twilight in shock, then turned back to Discord, who simply smiled and waved, with the same look. “Dude, you got whipped!” I laughed out, bursting a gut on the hilarity.

Rainbow broke into a laugh as well, caught up in my joke. “Nice one,” she said offering me a hoof bump which I returned strongly. Discord didn’t take to well to my joke, muttering something about stupid humans, and disappeared in a bright flash. Suddenly, I was overtaken with the feeling of exhaustion, even to the point of yawning.

“Oh man,” I said while I stretched tiredly. “I don’t know about you all, but I am beat from today. Anypony mind showing me to a bed?”

“Oh, no problem, Ben,” Twilight said with a smile. She started to trot off down one of the halls. “Follow me, I’ll take you to your room.”

“Sweetness!” I replied and scurried after her. I followed her down several halls, though we walked in silence for a time. “This palace is kinda empty,” I commented, based on the lack of, well, anything. The place was quite barren.

“Yeah, it’s a new castle. Only a few weeks old. It just kinda… appeared,” she admitted sheepishly.

Honestly, a castle appearing out of nowhere was a new one on me, but I had definitely seen stranger. “Huh, must get kinda lonely here.”

“At times, but I do have my children to keep me company when my friends are too busy.”

“You have kids?!” Now that was a shocker. She didn’t look too much older than twenty. Wonder what her secret is.

“Yes, Spike and Nyx. I’ve raised Spike since I was ten and I adopted Nyx a few years back. They can be quite the hoofful.”

“Wow, must have been difficult, especially with how young you are.”

“Spike was a little much, but I had a lot of help with him. Nyx, however, well, that’s a story all on its own.”

“You had my curiosity, but now you have my attention. Continue!”

“Well, you see, Nyx is actually Nightmare Moon reborn.”

“Nightmare who?”

“Oh,” Twilight said while looking like she just realized something. “That’s right. You were sealed before Luna transformed into Nightmare Moon.”

“Is that a bad thing?” This mare is confusing me!

“Nightmare Moon was an evil monster that tried to take over Equestria and make night last forever.”

I stopped walking right there with my eyes wide. “What?! No! There is no way Luna went evil! She promised! And the Luna I knew would never break a promise.” I didn’t mean to be harsh with Twilight, but this was way too much.

“I-I’m sorry, but it’s true,” she stuttered out.

I took in a quick breath to calm down. “Sorry, lost the happy. But the happy’s back! Sorry, Twilight, but without some proof, I am not going to believe that Luna turned evil.”

“Well, she’s not evil anymore.”

“Picture or it didn’t happen,” I said resorting to the oldest denial trick in the book.

She rolled her eyes at me. “Fine, but you’ll see the truth someday.” We stopped outside one of the many doors in the palace and Twilight opened it. Inside was the equivalent of a master bedroom, even had a four poster bed and personal bathroom. Score!

“Awesome!” I said while walking in and examining the rest of the room.

“This will be your room from now on. I hope you get a good rest, Ben. There’s a lot to do tomorrow and you’re going to need it just to put up with Nyx and Spike. Goodnight Ben,” Twilight turned out the door and began to leave.

“Thanks Twilight, and Goodnight!” I called to her as the door closed tightly shut. I took off my green jacket and hung it on the corner of the bed. I threw myself on to the covers and laid out, eagle style. I looked up to the ceiling with a smile, though it was slightly forced. As I started to fade into sleep, I whispered out one last thing. “Goodnight Tia, Lulu. Big Brother’s home.”

One among Many

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I awoke the next morning feeling more refreshed than ever. It was nice being able to wake up again; after millennia of being unable to move, you miss the little things in life. I actually felt like today was gonna be a great day. Then, I got smacked in the head… several times. I face planted on the bed, getting up a few seconds later, rubbing my aching head. I turned around to find several strange objects behind me. I saw a gold coin, a diamond, some length of chain, and an hourglass. I picked one up, specifically the diamond, and examined it. It didn’t look all that special, save for the fact that it came out of nowhere.

“Now, where did you come from?” I asked aloud. In all honesty, I never expected a response.

“Probably from other Universes, Ben.”

“GAH!” I yelled at the sudden appearance of something else in my room. This also happened to cause me to fall off the bed and faceplant the floor. Interesting fact, the palace floors taste like wood… weird. I remove my face from the floor to find myself looking at a large, human-like shadow seemingly looking at me. “Wh-who or what are you?” I asked, a little freaked out.

“My name is Umbra Shadow-Walker, System Administrator of the Multiverse, Rank: Assistant CEO of Branch 445903 Beta. Serial Number: 11092748357 Alpha Delta Z. I am a living manifestation of the space between Universes, colloquially called a ‘living shadow’. So...the question is, Ben, what are you going to do with those Tokens?”

“Tokens? What?” I look back to the bed and point at the objects. “You mean the things that hit me in the head?”

“Yes. They are...how should I say...calling cards for other Humans...Displaced in Equestrias not your own. Using them, one is able to call upon the respective Token owner for aid.”

I blinked, trying to process that. “Wait, so I’m not the only shmuck that got sent to Equestria? Well an Equestria? Is this the kind of thing Voiceless was trying to show me?” I said the last part more to myself than anything, but I think he still heard me.

“Most likely, Ben. Though, your Voiceless doesn’t quite Understand all the full implications of it, now does he? Tell me, has he ever told you that you could make your own Token to travel to other Universes?”

I couldn’t help it, but I deadpanned. “Really? You are seriously asking me if a guy named ‘Voiceless’ spoke to me?”

“You know full well what I meant, Ben; do not test me. I’m not in the best of moods today; my boss has put me on a very tight schedule, and I’d appreciate if you didn’t make this more difficult than it has to be.”

I put up my hands defensively. “Woah, woah, ok. Don’t flip out on me, you’re gonna harsh me out. I don’t like that. Sorry, but yeah I get what you’re saying. And no, Voiceless rarely ever shows me more than images of the Multiverse, most of which kinda just flew over my head. But, really, what’s got you in such a tight knot? You act like you’re in the middle of a war or something.”

“One: My boss has given me the task of fixing the fucked up coding of no less than thirty local Universe clusters. Two: I am in the middle of a stressful, petty war between two beings from across the Equestrian Cluster. Now can we move on? I’m on a schedule.”

“Um, okay, but I’m not exactly sure as to why you’re here. And I’m sorry you’re so stressed, if there was any way I could help, I’ll gladly lend you a hand.”

“Hmm...well, that coincides nicely with my next point. Ahem. Ben 10; you have been selected to ally with Auric Fulcrum in the War of Understanding. Your enemy will be Makuta Teridax, Lord of Darkness. Are you a bad enough dude to save a Universe?”

I blinked. “Woah, that’s heavy. I did offer, though, so I guess I’m in. I’ve been out of comission for a few millennia, but I’m raring to go. I don’t speak for the other guys, but I don’t think they have a choice if I agree.”

“Ah, that’s right; you have those other voices in your head. No, they don’t really have a choice; but, if you agree, I can guarantee them temporary bodies if they aid you. I think they’ll agree to those conditions, don’t you think?”

“I doubt that any of them could refuse an offer like that, but that is something that’ll probably be discussed while I’m sleeping next. You see, they can’t hear anything I do, not since they were given forms, nor can we communicate mentally, except when asleep.” I tapped my noggin a few times. “It gets pretty messed up in here. Though, those bodies better be temporary; I don’t want any of them running free longer than they should.”

Umbra seemed to smirk a little. “Alright then. Now, we need you to make yourself a Token, I’ll deliver it to Auric later. Simply focus your power on an object of your choosing, and add a message to it. If you need assistance, I can just program one into existence for you.”

Hmm, I started tapping a finger on my chin in thought. From the sound of things, this object not only was needed to contact me, but also let others know that others existed out there. I needed something that represented who I was. My eyes widened and I snapped my fingers. “Got it!” I said and began to scroll through the Omnitrix. “I learned this trick a while back,” I explained as I tapped in a few commands. “Press that there, pull this one here, and scratch that one down, and… ta da!” The Omnitrix began to emit a green glow above the face-plate and a Plumber Badge assembled itself from the light. I snatched the newly created badge and displayed it to Umbra. “One instant distress beacon!”

“Great. Now focus your power into it and add a message. Hurry, Princess Twilight is going to wake up soon.”

“Uh, okay. Let’s see. Thinking, thinking, thinking... Ah! Got it!” I cleared my throat and spoke with the greatest confidence I had in a few thousand years. “This is the great Ben 10, bringer of peace and hero to all! Simply tap this token three times and I shall come to your aid and bring peace to your land!” I smiled at Umbra. “How was that?”

“Corny and ostentatious to the extreme. But, I suppose it’s not any worse than the others. Hand it over.”

I tossed the badge over to Umbra who caught it one fell swoop, disappearing into his form. “There’s something I wanted to ask of you. Who are these others whose tokens I received anyway?”

“Well, the Diamond Token is from Kat Shifter, a Gravity Manipulator. The Coin is Auric’s, use that if you need to contact him. The Chain is Ghost Rider’s, and the Hourglass is Michael Faraday’s. I suspect that other tokens will one day make their way over to you as well.”

“Okay, they sound pretty cool, especially if there’s a Ghost Rider out there. This is so cool! I haven’t had this much fun since I taught Tia and Lulu how to troll!”

“Quite. Well, Princess Twilight is awake, as are Spike and...Nyx? Oh my, it’s a variant of that Universe. Interesting. And you say you taught Celestia and Luna to troll? My oh my… I should teach mine to, maybe they’ll loosen up some.”

“Definitely helped them out, then again that was my job. By the way, you get around a lot right? Did you ever pick up anything cool?”

“Actually, yes. Give me a moment, I always have time to make a profit. Here we go! Welcome to Umbra’s Endless Artifacts!”

With that, Umbra somehow materialized an entire shop made of shadows, somehow fitting it inside the room. “Awesome!” I said while looking over the seemingly endless toys and gadgets. “Wait, ‘profit’? You mean this stuff is for sale?!”

“Right, I didn’t mention that I was also part of the Interdimensional Shopkeeper’s Guild, did I? Well, I’ll give you a discount, since you look like you don’t have much of worth on you at the moment. Speaking of valuables, do you have anything of worth stashed anywhere? Sentimental and/or monetary, of course. I deal in both.”

I blanched and started to swat my pockets. “Oh please still be… yes!” I reached into my left back pocket and pulled out a large bag of bits. “Sweet! Tia’s enchantment still works!” I showed the bag to Umbra. “You take bits?”

“Bits work...so would those diamonds that your Petrosapien form fires off...have you unlocked that one yet?”

“You mean Diamond Head? Yeah, got him after three hundred years, give or take. That’s one breakfast conversation that I don’t think we want repeated, even though it was… several times.” I started to swipe through the Omnitrix, looking for the form. “I really wish I figured out the master control on this thing. Bet it was that stupid chip that weird guy gave me that kept me from figuring out the code. Damn him.”

“Weird guy? Creepy merchant guy, ran a prop shop at a convention?”

“Comic Con,” I filled in absentmindedly. Then I stopped flipping through the watch and stared at Umbra in shock. “How did you know?”

“Every last Displaced in every Equestria that I’ve met so far has told me of the same guy. Different appearance each time, but always described as a creepy merchant. Besides, I met him too...and he’s in the Interdimensional Shopkeeper’s Guild...punched him out as soon as I learned that he was in the Guild too; bastard made me spend half my cash on a shitty wooden mask that made me what I am...Half my goddamn cash. I only had two hundred on me!”

“Huh, weird. I bought a microchip off him for a buck. That’s what sent me here. If you see him again, tell him thanks from Ben 10. Though it sucked at first, coming here is the best thing to ever happen to me.”

“Will do, by the way...you want that Master Control? Also...here, have this, I think it’s called a ProtoTool...I get the feeling you might like it.”

I honestly felt like drooling. “A real ProtoTool?! No way! How much?! And thanks for the offer, but I think I would rather just keep messing with the watch until I get it to work; got me some of my best forms in doing so. Plus it kept my little sisters on their hooves,” I said with a little chuckle at those memories.

“Just like Auric, never taking the easy way. Tch. Heroes and their stupid nobility...Well, I got a hint for you: Konami code with the buttons, switch A and B for left and right turns respectively, Select and Start with popping the faceplate up and down respectively. I’m not going to tell you what it does, though. It could be a new form, it could be the Master Control...I’ll leave you to find out. And the ProtoTool is, with your discount, thirty bits. With taxes, that comes to thirty three bits. Would you like a receipt?”

“Nah,” I said while pouring the bits into his shadowy hand. “Good thing some of this is my own. Don’t want to alert my sisters that I’m alive, yet.”

“Had a falling out, did you? Don’t worry, plenty of Displaced have had the same problem. Auric was one of them. Just make sure you get all the facts before you do anything stupid...and explain your position thoroughly too...by the way, what exactly happened?”

“They walked in on a mistransform and saw Rath in my room,” I shrugged. “They thought he killed me so they blasted us into stone. Not their fault, I would have probably done the same thing if that happened to one of them.”

“Tsssss...Ouch...Yeah, just go explain things to them, I saw your little freak out yesterday...If you want, I’ll come with you for support...and maybe protection.”

I rubbed the back of my head and had on a forlorn look. “I don’t know Umbra. I never could bring myself to tell them about the voices. I mean, how are they suppose to take that their big brother has voices inside his head that take on alien forms and go on rampages? I don’t want to put them through that; not that I really wanted to make them think I was dead either, but… that one I couldn’t help with.”

“Let me give you two important pieces of information; one: the Princesses have had over a thousand years to mature...well, maybe not in Luna’s case...they should be capable of handling it. Two: maybe you don’t want to put them through any sort of drastic revelations about yourself, but sometimes you just need to tell someone about your problems. Besides, it was just a simple misunderstanding followed by hasty action due to a lack of information...information that you failed to provide, might I add.”

“Jeez,” I said with a roll of my eyes. “You act as if I’m mad at them or something.”

“...Just tell them you twit, they can handle it.”

“Maybe you’re right,” I said with a sigh. “It has been nearly four thousand years, maybe they have finally grown up a little more. But I should probably take it slow, maybe just start with finding out a little more on what I missed. I should probably get to know where I’m staying too, ya know, since I’m stuck here at this castle.”

“...Information upload authorized; Proceeding with upload. Warning, this may be painful for the next 3.14159 seconds. Brace yourself.

“Wait, what?!”

And then my world was blinding pain for the next 3.14159 seconds as the highlights of just over four thousand years of history were forcefully crammed into my head. I may or may not have screamed like a little girl. After the flashing lights came to an end within my head, I slumped against my bed for support. Groggily, I looked back to Umbra. “What in the gods’ names just happened?”

The asshat just smirked and said, “Well, you did mention something about catching up on what you missed.”

“Did not mean all at once! Now it’s like I have a continuous looping blur in my head of history that I don’t completely understand! I bet it would take Hum, BS, and Voiceless days to finally Understand all that!”

“Well excuuuuuuse me, Princess.If you're going to be such a baby about it–” Umbra snapped his fingers, “–Then there, one seamless, perfect, instantaneous integration of four thousand years of history. Better?”

“Technically, it’s prince, and don’t use Link on me! I don’t know how old you are, but boy don’t be startin’ nothin’ with me! Wait a second!” I put my hands up defensively and took a deep, calming breath. “Woo, sorry about that. Rath channeled through for a moment. Hate it when that happens. Sorry for snappin’ at ya man, totally not cool.”

“I’m a pretty chill guy, so no harm done. So, you gonna tell the Princesses now?”

“Well, based on some of this history you gave me, that still kinda hard to go through (it’s a lot to dump on a guy at one time), there’s some holiday called Nightmare Night coming up soon. Apparently, Luna is supposed to be coming to town that day, should be the perfect chance to show her that I’m alive. Hope I don’t make her cry, Lulu has always been a little sensitive.”

Umbra sighed a bit and shook his head. “Well, I’ll leave it to you, then. But...I’m fairly certain that she will cry, females usually tend to cry a lot when they see someone they thought lost, in my experience, at least.”

I slumped a little. “I was afraid of that. This is not going to be fun at all. Man, haven’t been this depressed since I failed to find my only living relative back on Earth.”

“Cheer up, at least you get a second chance to be with your sisters, right? I hear absence is good for the soul...or was that absinthe?”

I snorted at his joke, even if it was bad. “You’re a pretty good guy, Umbra. Thanks for everything, and I’m gonna make this ProtoTool work to the best. I just hope that I can be of help after all this, I’ve let too many down before, so I can’t do it anymore. Heh, that rhymed.”

“Hey, any help is good help...just don’t make too many stupid jokes...Auric and I have that covered already. By the way… Princess Twilight is outside the door, she was attracted to your girly screams of pain...and your unintelligible gibbering. Should I let her in?”

“First off, do you want me to let out Rath?” I threatened with my hand over the Omnitrix. “Second, I think I’ll just ignore her for now. She can wait until we’re done; it’s rude to not give your full attention to a guest.”

“Well said. Also, I doubt any of your Voices other than Voiceless could do even the slightest bit of harm to me...and I very much doubt that you want to destroy your landlady’s castle over a perceived slight to your manly pride.”

I blinked and put my hand down. “Curse you Umbra. Curse you and your logic!”

Umbra smirked again...and then it fell abruptly as his face took on a look of horror. “Wait...oh shit!”

“What?! Wassa matter?”

“Something I had hoped I’d never do. I’ve developed a physical tic...just like Auric and Teridax…”

“Let me guess, they never stop nodding?” I noticed that Voiceless did that a lot, so it doesn't surprise me.

“Yep. And now I can’t seem to stop smirking...I don’t understand, this didn’t happen before...I wonder why it’s happened now?”

I shrugged. “Maybe it’s only because of certain people you meet. Maybe it means a sign of friendship,” I said with a knowing look and extended out my hand.

Taking it, Umbra replied, “I highly doubt that, Teridax doesn’t like me at all...That aside, Time is of the essence, so I’ll leave now. Either I or Auric shall contact you when the final battle is about to occur. Until then, train and train well. Make sure all of your voices Understand the situation, lest I be forced to delete them from existence. Until next time, Ben.”

And with a sound that can only be described as Vworple, Umbra disappeared in a swirl of shadow and a harsh crackle of multicolored lightning.

I blinked away the bright spots, but turned my head towards a knocking at my door.

“Ben? Ben are you alright?”

“I’m just fine, Twilight. I, uh, slipped in the bathroom is all.” Not my smartest lie, true, but I highly doubt she would have believed that an interuniversal shadow being just gave me a weapon that could turn into anything.

“Alright then. Be careful next time. Oh, and breakfast is ready down stairs when you’re ready.”

“Than you!” I heard her hoof steps moving away and I let out a breath I didn’t know I was holding. I looked down at my new weapon and pressed a few buttons, which, to my surprise, shrunk the blaster-like weapon down to the size and shape of an old-fashioned PDA. I smiled at the conviency and stowed it away in my front pocket for safe-keeping. I smiled and got up from the bed, heading for the door, ready for my first breakfast in years. Only one small problem… why is the door locked?

The First Morning Back

View Online

Okay, so… I’m locked in my room… this sucks. Seriously, who puts the lock to a door on the outside of a room? Just my luck. Wait, what am I worried about? I not only have the ProtoTool, but I also got a watch full of aliens that can get me out of here. Is it an abuse of powers to use an alien to just get out a room? Probably, but like hell if I care! I started to swipe through my selection. There were a good many to choose from; last I checked I had roughly about fifty to go on, not counting the voices. Though, I didn’t want to be a jerk and knock down the door, so I left out most of my heavy hitters. I figured I might as well go for small, so I selected my most commonly used transformation, sadly. I pushed back the face plate and push down the core. A second later, I was less than an inch tall and buzzing through the air. Yep, Nanomech once again. I use him more than I wish I had to, but the size comes in handy so often. I just shrunk down and flew right through the lock and out the other side.

Now let’s see if I still remember how to end a transformation early. Ah, that’s right! Press the lower portion of the hourglass. Another green flash and I was back to being me. I took a deep breath of morning air, only for the subtle aroma of food to come to me. My eyes went wide and I think a bit of drool fell from my mouth. I smelled the most delectable of all breakfasts, and I was gonna go get me some of that! I rushed off down the hall, following my nose to the source.

I came upon what I can only describe as a massive kitchen, with a young dragon cooking at the stove. I stopped and stared at the odd sight of a little dragon, wearing a pink apron, cooking breakfast. He seemed to be humming a tune and turned around to see me. His eyes widened and he jumped in fright. “Aah! Human; what are you doing in the castle?!”

How does he know I’m a human? No one ever gets that right and just thinks I’m some mutant diamond dog. How insulting! I was about to rebuttal, until I saw what he was cooking: pancakes! I had even raised a finger in doing so, but the sight of that stack of magnificent, golden, fluffy, deliciousness was far too alluring. He followed my line of sight and smirked. “Hungry?”

My stomach answered for me with a loud grumble. I swallowed a little of my drool and asked, “A-are those pancakes?” Pleasesayyes, pleasesayyes, pleasesayyes!

“Not just any pancakes, they’re my special blueberry pancakes!” the drake said with pride.

My mouth was agape and my shoulders slumped. Blueberry pancakes?! YES! ALL THE YES IN THE WORLD!! “OH, please let me have some of that,” I muttered desperately.

The dragon looked up in thought, tapping his chin with his claw. Then he shrugged with a happy smile. “Sure, you can have some!”

“Thank the gods above!” I shouted and rushed the food. Though, I stopped just as I was about to inhale a stack. I put my utensils down calmly and looked to the dragon. “Hey, uh, dragon? You got a fireplace I can use for a sec?”

The dragon looks at me weird. “First, my name is Spike. Two, yeah it’s over in the den. What do you need it for?”

Spike? Wait, Twilight’s kid is a dragon? Again, not the strangest thing I’ve seen. Different, yes, but I’ve still seen some messed up stuff. “It’s kinda a dining ritual of mine. You mind if I borrow a lighter?”

Spike gave me a quick once over and got down from the stool he was standing on to cook. "I’ll just light it for you. By the way,” he said as he led me into the other room, plate in my hand. “Who are you?”

“I’m Ben 10, a hero of Equestria from over four thousand years ago. I worked with Celestia and Luna to keep the peace in the land.”

His eyes were wide. “Wow, that’s pretty cool.” I think I like this dude. We stopped at the large fireplace in the middle of what I can only assume is the den. The room looked pretty stereotypical, red carpet, comfy seating arrangement, knickknacks and pictures on the walls and shelves; very quaint. Spike took in a big breath and let out a quick blast of orange fire, instantly igniting the fire place. “There ya go, one instant fire. What’s this for?”

“Just watch,” I said kneeling down close to the flames. I closed my eyes and sent a silent prayer out for my sisters. I then used my fork, sliced off a few bits of pancake and tossed them into the fire. Spike went wide eyed on me.

“What the hay did you do that for?!”

I stood up, still smiling. “It’s a way of thanking the gods as well as asking them for their assistance. I don’t mean to do it religiously, but it never hurts to be in their favor. I’ve always had some pretty good luck after doing it in the past, so why not keep on doin’ it?” I shrugged and headed back to the kitchen. Spike followed, but I went to the table and he went back to the stove. I started to shovel those pancakes down my gullet, reveling in the amazing taste. “Oh my gods, this is delicious! It’s like golden, fluffy heaven! Spike, you are a master!”

Spike beamed at my compliment. “Thanks, I learned from the Royal Chefs themselves.”

“Well, they ain’t got nothin’ on you, little dude. These are the best ever!” It was at that moment that Twilight came into the room, though she seemed shocked to see me already eating.

“Ben?! How did you beat me down here?”

Ah, that’s what so surprising. “I smelled food and rushed right down,” I said like it was completely obvious. “BTW, why was my door locked?”

She turned her head in confusion. “That door doesn’t have a lock.”

I stop eating to think on that for a moment. Only one thought came to mind: Umbra decided to play a small troll on me. I smiled and snorted a little. That guy is certainly somethin’. “Must have been my imagination. So, I’ve met Spike, where’s the other one? Nyx, right?”

“Yes, Nyx, my daughter. She’s still getting a little more sleep, but I’ll be getting her up in a little bit.” Twilight sat down at the table and Spike put a fresh plate of pancakes in front of her. She started eating, but not before asking me a question. “So Ben, could you tell us a little more about yourself?”

“Like what?” I said between bites. Food of the gods, right here!

“What was it like growing up? You said you’re not from this world and mentioned some… unpleasant experiences.” Spike looked up from his cooking and watched us with curiosity.

“Well, let’s see. I don’t remember my family. You see, when I was one, we got in an accident that burned my parents alive. I was in the fire, too, but I survived, just barely. The docs said it was a miracle I’m still around. Took a while to recover; even had to have a skin graft to replace some of the burnt flesh.”

Twilight looked sick. “You mean you had to have somepony else’s skin sewed into you?”

I shook my head. “Nah, that’s too dangerous to do on an infant. I had some prototype stuff the docs had been experimenting with. Oh, what was it called? Ah, synthflesh, that’s right; artificial skin. Had these special properties that allowed it to grow with my normal skin. Still got a few graft scars, though.” I lifted my shirt a little to show off the long scar line on the right of my stomach. I pulled my shirt back down and grinned. “If I was bald you'd see a couple more, too.” They didn't need to know that a fair portion of my back still had some burns. It's not exactly the prettiest sight, though the numb nerves definitely came in handy when fighting.

“That sounds horrible!”

“Maybe,” I shrugged. “But it kept me alive and still devilishly handsome,” I said with a smirk. “After that, the Voices showed up and I started bouncing between psychiatric hospitals. Save for the time I escaped and got put in foster care. Though that only lasted a little over a year before I scrammed.”

“Why did you run away?”

“First time was because they were treating me like a lab rat instead of a person. Didn’t want to put up with it, so Rath helped me escape. I left foster care because the ones taking care of me were only in it for the money. I was just a bank check to them.”

“That’s awful!”

“I know! And they never even shared the money with me! That’s why I left, I wanted my cut.”

Now Twilight was highly confused. “W-what?”

“Well, it’s not like they were horrible people, just didn’t care all that much about me. I was, like, the third one living there. At least I had food and a bed, that’s all I cared about. But when I found out they were getting paid to take care of me, I kinda got a little greedy and wanted a cut. They threatened to kick me out, violently, if I ever bothered them about it again, so I got out of there. Went back to the hospitals after that, eventually found one in California that would take care of me long term. That was when I was… nine, I think.” I shrugged. “I’ve always been a rebel, I guess.”

Twilight’s eye seemed to twitch. “That’s… that’s almost borderline stupid!”

I recoiled from her shout. “That’s what Tia and Lulu said, too.” I smiled thinking back on that memory.

Twilight now was looking more confused than ever. “Tia and Lulu? How do you know their pet names for each other?”

I blinked, they still used those names I came up for them. Well, don’t I feel special. “Well, that’s because I was the one that gave them those names. It was all a part of the big brother Ben package.”

“BIG BROTHER?!” Spike and Twilight yelled with mouths agape.

“What is with ponies and shouting nowadays?” I said removing my hands from my ears. “Yes, I am the big brother of the Princess Sisters.”

“Why have I never heard of you?”

“Probably because they think I’m dead. You see, the reason I was turned to stone was because I never told them about the Voices and they walked in on a mistransform. They thought Rath had killed me, so they retaliated.”

Twilight cringed just as Umbra had. “You’re… you’re not angry at them, are you?”

I waved her off. “Nah! I could never be angry with my little sisters. Well, I suppose that’s not completely true; there was that one time they let me sleep through dinner. They learned never to do that again!”

Twilight looked as if she was having trouble processing all this. Spike, however, was fully ready to accept it. “So, Celestia and Luna are your little sisters and you’re an alien that can turn into other aliens? That’s so cool!” Twilight looked at Spike with a little surprise, but it settled into a small smile and laugh.

She then looked back at me and asked, “Just wondering, why is it that you were always moving? Did you not have any other family?”

“Nope. Both my parents were only childs and my grandparents passed away years before I was born. Though, thanks to a mix up in the hospital records, most of my records got destroyed. Technically, the hospital that healed me, also faked my death. Wasn’t until I was ten that I found out I still had some living family. Turned out, I have an older sister that also moved around. I finally tracked her back to our old hometown in the Midwest when I was thirteen.”

“How did she take the news that you were still alive?”

I shrugged. “I wouldn’t know. When I got there, she had gone missing a few years before. Disappeared while at some gaming event. Never had a chance to meet her.”

Twilight put a hoof on my shoulder. “I’m sorry, Ben. That must have been hard.”

I sighed. “Yeah, it was a little too much to take. But, I moved on, just as I always have. I can’t get stuck in mourning or grieving, I’ve had too much time for that, so it was time I focused on living my life. I started going to school, making a few friends, being the best me I could be. The doctors got me into all sorts of activities to see how the Voices would react.” And thank the gods for that! Which ever doctor thought it was a good idea to let me watch two hours a day of Cartoon Network deserves the biggest cookie ever! Him and the one that suggested I try archery! I don’t go boom, but I always got the Zoom! Headshot!

“It was a few years later that I got to go to my very first Comic Con. It’s a special event for comic book fans to gather and trade/sell related merchandise, as well as to meet those responsible for all the greatness that we loved about them. During the convention, I found this weird stall with an even weirder guy running it. He suggested this strange microchip to me, said it would make my omnitrix even better. He offered it for a single bit, so I picked it up and inserted it right in, not knowing that doing so would suddenly send me straight to Equestria. How, I have no clue, but it did. You know the rest.”

“That’s certainly an interesting story, Ben,” Twilight admitted. She then took a look at the clock and stood up from her chair. “I should probably go wake up Nyx. Please leave some pancakes for my filly, Ben.” She started to trot away.

“No promises! I might just go find a shovel and literally shovel these things into my gullet!”

Twilight just rolled her eyes and shook her head. “Stallions.”

“I’m not a stallion!” I called after her.

“Males!” she yelled back at me. I looked at Spike knowingly and we broke out into laughter.


Run. That’s all she knew to do. Just run and run fast. So, she did. She ran as fast as she possibly could, attempting to become a small, black blur through the darkened hallways of the castle. Finally, out of breath, she hid around a corner, panting heavily. Her draconic eyes pierced through the dark, looking to make sure that her follower had been lost. Her purple mane was matted with sweat, clinging to her head, horn, and neck. She fluttered her wings, attempting to cool herself down.

It would be coming for her soon, she knew it. Her mother and big brother were nowhere to be found, making her fear the worst. Her predator was more frightening than anything the little filly had ever seen in her life; not even the lupines that attacked her home had been this scary.

She had to keep running, that’s all she could do. Run, and pray to her aunt Luna that it would not find her. Still looking down the hall, she slowly backed away from her hiding spot and began to back up, preparing to speed off again. That failed, however, when she suddenly bumped into something right behind her. The filly froze in fear, slowly turning and lifting her head, paling as her predator grinned maliciously down at her. The creature had a mop of brown hair on its head, though nowhere else, its green eyes piercing the darkness more than hers ever could, almost as if they were glowing. Its claws were stretched out above its head, menacingly sharp. Its torso was a hideous green, with non matching blue legs. It stood tall above her and spoke with a voice that boomed into her soul.

“I finally found you, after all these years.” Its arms began to descend on her, making her body flinch involuntarily. “Now, you shall return to the place from whence you came!”

She shuddered and screamed as loud as she could. “Noooooooo!!!”


“Aah!” Nyx shot up suddenly, panting and looking around her room. She saw her bookcases, filled to the brim with books of all kinds, her dresser with special mane care supplies that had been a gift from her aunt Rarity, and her mother watching her with a worried expression.

“Are you alright, honey?” Twilight asked, nuzzling her comfortingly.

“Y-yeah, just… just a nightmare,” Nyx replied half-heartedly.

“Do you want to talk about it?”

Nyx shook her head. “No, it’s was just too real. And way too scary.”

Twilight still looked worried, but nodded nonetheless. “Alright, my little pony, but remember, you can tell me anything. Ok?”

“Ok mom,” Nyx replied with a small smile.

Twilight smiled in return. “Good, now come on. It’s time for breakfast and you can meet our new guest. He’ll be staying here for a while so I want you both to get along.”

“Ok!” Nyx got out and down from her bed, following her motherly closely. They walked in silence through the halls. Nyx was still a little uncomfortable in their new home, reminding her too much of her stay in the-now-destroyed Nightmare Castle. This castle wasn’t hers, though, no, it belonged to her beloved mother. The mare who never gave up on her and would always be there to protect and love her, no matter what. Those thoughts comforted her from that horrible night terror that she simply wished to forget.

This proved unlikely when they walked into the kitchen and she froze. Sitting there at the table with her big brother was a strange creature with a mop of brown hair, wearing a green jacket and blue pants. Her breathing began to increase and become ragged. Spike was laughing himself silly at the creature who was literally shoveling pancakes into his mouth, said mouth having a fair amount of sharp teeth.

“Spike, where did he get the shovel?” asked Twilight who sounded quite unamused.

“H-he asked me fo-for it,” Spike said between laughs. “I-I didn’t, I didn’t think he would actually start shoveling pancakes!” The dragon went back to rolling on the floor with laughter, while Ben just smiled, teeth full of food and doing his best to look innocent, while also throwing the shovel away where it crashed into something in the other room. Then he looked over and noticed the small, black filly staring at him.

Twilight followed his line of sight. “Ah, yes. Ben, this is my daughter, Nyx. Nyx, this our guest, Ben 10.”

Ben swallowed his food, licking his teeth clean. “‘Sup kid?” he said with a wave.

That broke the dam that was keeping Nyx back. Nyx screamed for her life.


When the filly started screaming bloody murder, I seriously felt like I was being murdered. I immediately clamped my hands to my ears and shouted while falling back, “Ah! Sonic attack! Man down!” I fell down on to the floor with a thud and coughed dramatically. “Spike, come closer,” I whispered when the screaming finally died. The dragon came close and picked up my head with his claws. “They got me, man. *Cough*, I’m not gonna make it. Tell, tell the girls, I never understood Pinkie Pie. Guh!” I went limp and closed my eyes.

“Nooo! He was so young!” Spike yelled out in defiance.

I heard Twilight trot over. I opened my eyes only slightly, just enough to see her looking quite unamused, even with a raised eyebrow. “Oh, that’s too bad. I was gonna take him to Sugar Cube Corner for a special treat. Oh, well, no sugary treats for the dead.”

I was up, vampire style, almost instantly. “Did someone say ‘sugar’?”

Twilight giggled and Spike chuckled. I smiled and looked around for my attempted murderer and saw her floating, mouth clamped shut, in Twilight’s magic. I approached the floating alicorn filly, with a look of unamusement. She whimpered, causing me to raise my eyebrow. “Now, mind telling me why you tried to kill me with screaming?”

Twilight released her hold on Nyx’s mouth. “Go on, Nyx. Tell Mr. 10 you’re sorry for screaming at him.” Nyx shook her head and tried to shrink away, still being held. “Nyx! You’re being very rude to our guest! What is the matter with you?”

“He’s trying to take me away!” she screamed. “Just like he did in my nightmare!”

I blinked, not expecting that response at all. I smiled comfortingly and got down on my knees, Twilight lowering Nyx just right to my line of sight. “Hey, now,” I said quietly. “I’m not here to take anyone away. I’m not that kind of person. It’s very nice to meet you, Nyx. My name is Ben, Ben 10. I’m a hero and I would never dream of hurting a little filly, especially not the daughter of a good friend.” I stroked her mane, causing her to flinch, but the feeling was too nice and she eventually nuzzled my hand in return. I took my hand away and her fear returned.

I sighed and leaned back. How do I make her not afraid of me? Think, Ben, think! If there was one thing I hated, it was others, especially little ones, be afraid of me. Then it came to me, making me snap my fingers in eureka. “Got it!” I lifted up my wrist and began to scroll through the watch. This caught the attention of the filly, her curiosity taking over her fear. She got in close and tried to look over my wrist. I noticed and smiled warmly at her. “Wanna watch?” I asked, while moving my wrist to a better seeing position. She flinched back, but her curious nature got the better of her. She looked over and watched closely as I scrolled through the cartoonish faces of my many aliens.

“What are you doing?” she asked me. I noticed her voice was very quiet and delicate, reminding me of a glass harp; very adorable.

“This device is called an omnitrix. It allows me to turn into many different creatures, temporarily. I’m looking for a certain form that should make you feel a little comfortable around me.” I stopped, finally, on a particular form and slid back the faceplate. Nyx jumped when the core popped out, but I just smiled and moved the watch closer to her. “Wanna try it? Just push down on the core there.”

Nyx was hesitant, but moved her little hoof over the power core. She put it right on and pushed it down into the watch. Once it was down, my body lit up in a green light, spooking her. Spike stared in amazement, while Twilight watched on silently. The light faded and revealed my new form. My new body was four legged, covered in green fur, and winged. I smiled at the family in front of me who were staring agape. “What’s wrong?” I asked with a smile and started to tap my face with a hoof. “Something on my face?”

“You… you became a pony?!” Spike said, still flabbergasted.

“Oh, that! Yep. You see, the omnitrix has this feature known as the scan mode that allows me to scan in the DNA of new aliens. Technically, all ponies are aliens, so the watch scanned them in when I encountered him. I also have an earth pony and unicorn forms, as well as a few other this world's creatures. Unfortunately, I don’t have an alicorn form, due to Celestia and Luna technically don’t have DNA, being made from magic itself. Kinda sucks, but hey I got a pegasus form and that’s what matters to me!”

“Why a pegasus pony?” asked Twilight.

“Earth ponies are too boring for me, no offense to them, and I don’t like unicorns because of their magic. I’m a man of science and magic kinda flies in its face, especially here. Again, no offense to you, I like magic, but using it is just weird to me. Plus, I’ve always wanted to fly and being in this form allows me to do as such.”

Twilight nodded, completely understanding. “Well, this will make it easier to show you around town today. Though, your transformations only last fifteen minutes from what Hum told us. That could cause a problem.”

I smirked. “Don’t tell the others, but there is a way to extend the time limit indefinitely.” Twilight looked curious and motioned me to continue. “Omnitrix, code 1010 activate lifeform lock,” I said aloud. The symbol, which was on a band around my neck, lit up and suddenly a pair of grey covers slammed shut over it, hiding the symbol and making it look like I was wearing a simple green band around my neck. The others looked confused so I elaborated. “It’s a lifeform lock integrated into the watch which locks me into this transformation until I deactivate the lock. It can be dangerous in the long term, but I’ve programmed the watch to alert me when I’ve been in a form too long.”

“What makes it dangerous?” asked Spike.

“DNA override, from what I can tell. It’ll being to make this transformation my base form, basically turning me into a pegasus. From what I’ve learned from the watch, it can be incredibly painful and definitely not recommended.”

“Yeesh, good thing you got that warning put in.”

“Yep, kept me out of a bind a few times. I used this form whenever I was at special meetings with others. I wanted to keep being a human a secret, so I was like this a lot.” I felt a tapping on my knees and saw it was Nyx, who was looking very ashamed.

“Mr. Ten?” she nearly whispered.

“No need to be so formal, little one. Call me Ben.”

“Okay, Ben… I’m sorry that I screamed at you. You just looked a lot like the monster from my dream.”

I patted her head with my hoof, getting a smile and eventually a giggle. “It’s all good little one. I don’t get angry too easily, and there was no harm done. Just try not to blow out my ear drums, okay?”

Nyx giggled and nodded. “Mmmhmm. Um, Ben? If you don’t mind me asking, what does your cutie mark mean?”

Twilight looked over to my flank and noted that it was the symbol of the omnitrix. “That’s the symbol on your device isn’t it? Why is it your cutie mark?”

I smirked, of course they wouldn’t know what that symbol really means. “It’s not just the symbol of the omnitrix. It’s actually the universal symbol for peace. It represents that I advocate for peace between all, and my willingness to fight to protect it.”

“Amazing!” Twilight said with pure honesty.

“I know! Now, I believe somepony said something about a special sugary treat?”

Twilight giggled. “Alright, come on. I’ll show you around town on the way there. Come on Nyx, we’ll get you some breakfast at aunt Pinkie’s.”


I smiled at the filly’s cheer. Definitely a good idea to go pegasus for a while, could chance to get back into flying, too. “Let’s go!”

We all went to the palace doors, but we had to wait for certain little filly to use the facilities. Once she was ready, we headed out, though Twilight had a question for me. “By the way Ben, just wondering, but did you at least find out your sister’s name?”

I stopped, trying to recall. I smiled when it came back. I had gone through many different outlets to find out who my sister was and where I could find her. She had been shuffled around just as much as I had, from foster care to foster care. It was only when I found my father’s military records that I had finally tracked her down. “Yeah,” I replied with a smile as we headed out into the new day. “Her name was Allison.”

One Man, Many Mares, and a Divine Interaction

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*****Third Person POV*****

As Princess Twilight and her family, plus one, walked out into the morning light, another pony had been watching them the whole morning. She stared in awe as the three ponies and one dragon walked off, not knowing exactly what to do. She had seen it all, that green pegasus was no pony: he was human! Her shock soon turned to wide smile that nearly reached her ears. She squeed and raced off, hoping to catch herself a human.

*****Ben’s POV*****

As the four of us walked (trotted? Never confirmed if that was the correct term) through Ponyville, I was actually in awe of the happy little town before me. Sure it was still an old style town, thatched roofs and what not, but it had that small town feel that I enjoyed. It felt like one of those towns where everyone knew your name and waved as you passed. In fact, some ponies were doing exactly that for my friends. This place is colorful, magical, and friendly? I am definitely in the most unmanly, peaceful place in existence.

Good thing I got over that centuries ago. The ponies came in all different colors, though I was beginning to notice that there were not that many stallions. If I was actually into that kind of thing, I would have been in paradise!

Anyway, I noticed that we were encroaching on a strange building that had my mouth watering. In essence, it looked like a real life gingerbread house! I couldn’t help myself. “I’m eating that!” Before Twilight, Nyx, or Spike could respond, I raced forward and actually took a bite out of the building. Or at least I tried to. Instead of delicious gingery goodness, all I tasted was wood and paint. Wait, and a hint of frosting? ...Not going there.

“Uh, Ben?”

“Yesh Twiright?” I still hadn’t taken my mouth of the building, it was too big a shock to my system, I guess.

“It’s not a real gingerbread house, you know that right?”

“I do now.” I finally let go and turned around only to find myself face to face with a familiar pink mare. “GAH! Pinkie!”

“GAH! Benny! How ya do~in’~?”

“Um, humiliated.”

“Well we’re just gonna have to make sure you don’t turn into a frowny Benny, then!” She grabbed my hoof and the next thing I know, I’m inside the building which was a bakery filled with the sweetest scents and the most succulent treats I had ever laid my eyes on. My mind was instantly filled with sugary bliss, and I hadn’t even eaten anything yet! “Welcome to Sugar Cube Corner! The sweetest, tastiest, bestest bakery in all of Equestria!”

“I’ve died and gone to sugar heaven! I. Want. Everything!!”

“Not going to happen, Ben,” said Twilight as she walked in with Nyx and Spike in tow. “I may be a princess, but even I have a spending limit. You have no money.”

“Not true, I have an account with the Royal Treasury and I know I still have access.” I reach behind my back and pull out a small pile of bits. Ya gotta love cartoon physics

“How did you do that?” Twilight asked with surprise plain on her face.

I smirked. “Personal secret, Twi. Between me and Celestia.” Twilight huffed, but let it drop. “I want one of everything! ...please!” Pinkie smiled widely and disappeared, taking my pile of bits with. Not even a minute later, I found myself seated a table with a pile of sugary treats in front of me. I drooled heavily, but noticed a certain little filly eyeing my meal with wonder. I smirked and pushed a few her way, her eyes following and a smile wider than Pinkie’s appearing on her face. She and I both dug in with fervor, even with Twilight and Spike watching us in awe and a small sense of wonder.

“How are you eating that much food?”

I stopped eating to reply. “Simple, Twilight. I had to! If I wasn’t able to eat as much as I do as fast as I do, Celestia would have eaten all of the deserts before I even got a chance. Her and that stupid cake addiction of hers.”

“Hey that’s a legitimate condition!” Twilight refuted.

“No it’s not! It’s her trying to hog all the cake! She’s just making excuses!”

“Don’t talk about my teacher like that!”

“I’m her brother! It’s my job to tease her!”

“That doesn’t make it right!”

I was silent for a minute, then understanding came to me and I put on a shit-eating grin. “You’re the younger sibling, aren’t you?”

Twilight went silent, her eyes darting back and forth. Clearly guilty. “...Noooo…,” she practically whispered.

“Called it!!” I yelled, shocking her and the few other patrons in the shop. “You have an older brother! I knew it! Younger sisters against older brothers, eh? Nuh uh, ya can’t use that on me!”

“Why not?” she huffed.

“Because… I said so and I’m older than you.” I stuck my tongue out at her to prove my point.

“What?! That’s not fair!”

“Life’s not fair,” I said simply before chucking a cupcake into my waiting mouth. I hear giggling coming from next to me. I looked over, a smile forming on my face as I see Nyx giggling giddily at her mother’s failure to overcome a big brother. I decided not to point it out and proceeded to finish off my breakfast snack. Twilight, Nyx, and Spike finished a few minutes later and we were all laying in our seats lazily rubbing our stomachs. “That was gooood!”

“Great! I’m happy you like my cooking, Benny, because now you get to help me with it!”

“Come again?”

Twilight looked at me with a smirk, and I felt a chill go down my spine. “I am considering it your ‘rehabilitation’, Mister 10. As our ‘best friend’, you will do as we say until otherwise said. Today, you’ll be helping Pinkie in the kitchen and Rarity at her boutique. Any questions?”

I could feel my left eye twitching. I had pretty much just been turned into Grim! And Twilight might as well have been Mandy. Does that make Pinkie, Billy? I looked over to see the bubbly mare just dancing along to some song in her head. Yep. She’s Billy. I faceplanted on to the table, grumbling about my life. “Stupid, slave-drivin’ ponies.”

“Get used to it, Bennyboy!” Pinkie grabbed my hoof and I was dragged through a screen transition into the kitchen. “Hooray! I finally have bestest best friend who’ll make super-ultra-yummy cupcakes with me!”

I was visibly pale with horror, only pulled out when a pink apron and a white chef’s hat were put on my head. That made me turn sour, though Pinkie just kept smiling.

The next two hours are a blur to me, though I do remember there being a lot of cake batter. And I mean a lot of cake batter. I was covered head-to-hoof in the stuff. I have to admit, though, those cupcakes were amazing! As I dragged myself from the kitchen, I found Twilight waiting for me with an evil grin.

“So… how did it go?”

“I hate you, ya know that?”

“No you don’t. You’re my best friend, so you have to love me!”

“That’s not how that works.”

“Who’s the princess of friendship here? Oh, that’s right, me. Now come on, you’ve got some dresses to help with!”

With adrenaline I didn’t know I had, I jumped up with fear. “Oh hell nah! I ain’t dressin’ up no way no how! I’m out! Peace!” I sped out of there, flapping my wings wildly as I went. I could hear Twilight screaming after me, but I just kept running, trying to fly away. Only for me to fall into a back alley several blocks away. I groaned slightly as I stood up, thankful that ponies can take a fair amount of damage, compared to humans.

That’s when things got strange. The area around me suddenly got both warmer and colder, as if the temperature was fighting with itself. I felt a breeze blow through the alley, nice little sea breeze. Wait… sea breeze?! I sniffed the air immediately, slightly panicking, and I smelled it: salt water! I gulped, my face going pale. “Oh shiz.” I slowly turn around, already expecting what I would see even though it didn’t prepare me for the sight that lay before me. He stood nearly ten feet tall, wearing tropical attire (Hawaiian shirt included), his long grey hair and beard billowing in the breeze, his tan face looking down on me.

Then he spoke, his words while simplistic held an air of power that of which I knew only Voiceless would ever understand. “Fair tidings, Benjamin!”

I broke free of my frozen stance and threw myself at his feet in a bow. “Lord Poseidon! I am not worthy to be in your grace, oh lord of the equines!” Poseidon raised his hand and I waited for the impending hit...only to feel it softly petting me!? I looked at him in shock and a little embarrassment. “Um, sir, why are you petting me?”

“You looked so cute and pettable in your pegasus form, Ben, that I couldn’t resist!” He laughed up a storm (not literally, thankfully) while I blushed beet red. “It is good to see you after so many millennia my boy!”

“Really? You’re not pissed?” Honestly, I was surprised. Ponies were his creation and I kinda pissed them off many, many times in the past.

“Of course not! In fact, I have been awaiting your return for some time now. You see, Ben, the Gods need your help. You are our only hero and we will need you very soon.”

I couldn’t help, but deadpan. “Last time I helped you, I got taken over by Brainstorm and leveled three towns.” Then I remembered who I was talking to. “Oh gods, I am so sorry!”

He waved me off, his comforting smile never leaving his face. “You have already been forgiven for that, Ben. We hold no ill will towards you, not now anyway. It will not be for some time now, but I wanted to welcome you back, my boy. I still don’t know why you fear me, have I not been a worthy father?”

I was still shaking, because he did indeed strike fear into me. Five thousand years and I still fear my adoptive father. Don’t judge me, you try keeping calm in front of an all powerful god that is also your father! “N-no it’s not that. It’s just…” I sighed and hung my head, sniffling a little. “I was scared that you didn’t care anymore because of what happened between me and my sisters.”

“Oh, Ben,” he said calmingly. He stroked my mane was again, making me blush, but more because I was enjoying it than anything else. “While our first meeting was not on the best of terms, I have come to care for you just as I care for my daughters. You have nothing to fear from me, my son, the only thing you have to fear is your uncle, Zeus. He still doesn’t like that you prefer your pegasus form over any other.”

I rubbed my hooves together. “I like to fly,” I said in an almost whine.

“I know, I know, but your uncle is a stubborn one. I should warn you that Hades is going to be paying you a visit in the near future.” I paled at the thought of my uncle coming to visit. “It’s nothing bad, I think, but he wishes to speak with you. The other gods are stirring as well, so you may be seeing more of us around. I will be watching over you, my son. Farewell, and good luck with your stalker.” With a burst of golden light, my adoptive father disappeared into the wind.

Wait, stalker? What? I turned around and my eyes widened at the sight of a mint green unicorn who was staring at me the same way. As we stared in shock at each other, I had a chance to look her over. She had a dual mint green mane and a lyre for a cutie mark. Then she spoke, her voice very, surprisingly, soothing.

“You’re a human!” I didn’t know I could be shocked any more than I was. How did she know that?! “And you’re the son of a god!!” I started shaking in fear, wondering what this mare was going to do with this knowledge. Only my sisters knew the truth about the gods and that this was a complete breach in policy. But, Poseidon knew she was there and didn’t do anything. Does that mean she’s clear to know. Next thing I know, though, she’s right in my face, a massive grin on her face. “You’re my boy friend now!”

My brain literally shut down at that moment. Rebooting… Would you like to restart Ben_10.exe from the previous start up? ...Ben_10.exe has resumed running. “WHAT?!”

“You’re my boyfriend now!” she repeated.

“We don’t even know each other!”

“Well, you’re name is Ben and you’re a human! I’m Lyra, Equestria’s only anthropologist and a unicorn. We’re a couple now!”

“No we’re not! I only just met you and it was through you stalking me!”

“So? Doesn’t change the fact that we’re meant for each other! Now come here and give me a kiss, Benny boy!” She puckered her lips and leaned into me, while I leaned in the opposite direction.

“No! Not interested!” I jumped back and then took to the skies, flying off at my top speed, which admittedly needs some work.

“No matter where you go, I will find you my love!” Lyra called after me. I knew only one thing at that moment: I needed someplace to hide! I looked around and around as I sped through the sky, finally deciding on some strange place near the middle of town. I divebombed the place, slamming the door open and then shut as I braced myself against it, panting out of fear and exhaustion.

“There you are!” I screamed from the sudden voice and turned to see Twilight, Spike, Nyx, and Rarity staring at me. “What is the matter with you, Ben? You look like you’ve seen a ghost.”

“Twilight!” I got right in her face, muzzle to muzzle. “Ya gotta help me! Another pony knows I’m a human and she’s obsessed with me!”

“What do you mean another pony found out? How?”

“I don’t know! All I know is that she knows I’m human and now she thinks I’m her boyfriend. Ya gotta hide me from Lyra!”

“Lyra?” all of them said with a look of confusion that soon turned to understanding. They all face-hoofed (clawed in Spike’s case) and sighed.

“I take it she’s eccentric?” I asked.

“That’s not even the start of it, darling. Don’t get me wrong, Lyra’s a sweet filly, but she tends to be… obsessive when it comes to something she wants.”

“Too true. When she found out I had seen humans, Lyra wouldn’t leave me alone for three weeks trying to hound me to answer her questions.”

“You’ve met humans? I remember Spike mentioning that earlier, so what gives? I’m the only human in all Equestria and beyond.”

“It was a little over a year ago, shortly after I became a princess. My crown was stolen and taken to a parallel Equestria where everypony here was a human. I did get my crown back thanks to my alternate friends.”

“Ooooh! That stupid mirror! Yeah, I remember that thing! That was Celestia and Luna’s first attempt to see my world. Only we ended up seeing what could be considered the Stone Age of Earth. Sombra worked so hard on that mirror, too, that’s what made it worse.”

“SOMBRA?!” they shouted at me.

“Would you all stop shouting at me! You’re gonna wreck my ears! What’s so wrong about my old pal Sombra? What, did my old sombrero prank finally catch on?” I asked hopefully.

“You created that gag?!” I jumped slightly as Pinkie seemingly materialized right next to me. “I love that one!” Pinkie put on a massive sombrero and started bouncing around with a noise maker in her mouth. I felt like asking how she did that, but I figured now wasn’t the time.

“Dude, Sombra was, like, evil!”

“Now I know you’re screwing with me. Sombra had a temper that’s for sure, but he was more like Fluttershy than anything else. First Luna and now Sombra, how many of my friends are you gonna say are evil?”

“That depends, did you know a changeling named Chrysalis?”

“Dafaq’s a changeling?”

“Nevermind, then. Anyway, since you’re no doubt going to ignore anything we say on the matter, I’ll tell you later. Don’t worry Ben, we’ll hide you. And while you’re hiding, you can help Rarity with her dresses!”

I only just then remembered why I ran from Twilight in the first place. I froze in place for a second before falling face first to the floor. “I hate my life!”

“Oh don’t be so dramatic, dear. I’m not going to make you wear a dress!”

I looked up with hope in my eyes. “You’re not?”

“Of course not. All I need you to do for me, Benjamin, is to help me clean up my workshop. I just completed a large order and could frankly use the extra pair of hooves.”

“Oh thank the gods! As long as I don’t have to wear a dress, or anything frilly, I’ll help!”

Me and my big, fat mouth! The workshop looked as if it was hit by an EF5 tornado that was borderline EF6! Those don’t even exist! It took four, freakin’ hours to finally get everything done. Four. Freakin’. Hours. How many sheets of fabric does this mare own?! Once we were done, Twilight agreed we could finally go home and get some dinner. Spike decided to stay for a while, though Twilight made him promise to be home by dark. Why Spike had hearts in his eyes when Twilight said yes, I have no clue.

Anyway, as Twilight, Nyx, and myself headed for home, I was suddenly sidelined from my right and sent to the ground. I heard Twilight and Nyx call out my name in shock, but what I heard next sent a shiver down my spine.

“Told you I’d find you, lover!” I opened my eyes to see it was Lyra who had tackled me and was now hugging me tightly with a gleeful smile on her muzzle.

“Rape! I call rape!” I called out, but Lyra put a hoof to my mouth.

“Oh hush, you know you want me just as much as I want you,” she told me with her eyes half-lidded with a sultry smile. Thankfully, Lyra was suddenly coated in a raspberry-colored aura and was lifted off me.

“Saved by the Twilight!” Never thought I’d say that.

“Lyra, you are not going to be perform lewd acts in front of my daughter,” she scolded the unicorn. Oh, no lecture about raping a dude you only just met after stalking him all over town? Love you too, Twi. Some best friend you are.

“I wasn’t really going to do it here,” she protested in a whine. “I just wanted to get him in the mood.”

“If you want, Lyra, you can accompany us to the castle and join us for some supper.”

Twilight, I officially hate you right now. I rushed over to her and whisper shouted in her ear. “What the hell do you think you’re doing?! I’m trying to get away from the deranged mare, not get closer to her!”

Twilight whispered back, “Lyra’s not all that bad Ben. This is just so we can sit you both down and we can work things out. I’m not throwing you under the bus, as the human saying goes. We can work this out peacefully and calmly. Trust me, we are friends after all.”

I looked her in the eyes, looking for any sign of deception, but all I saw was honesty and sincerity. I nodded in agreement, not saying another word.

“Great, so Lyra, would you like to join us?” Lyra nodded with her wacky smile on her face. Twilight smiled and put Lyra on the ground and ran over to my side where she watched me like some fangirl ogling her favorite rockstar. I felt both creeped out and a little flattered at the same time. I looked over to see Twilight and Nyx giggling.

“Whatchulookinat?” I asked with pursed lips and a glare.

“Nothing~,” They sang out through their giggles. I shook my head at them and we proceeded back to the castle. Nyx ran up to my side, still smiling. I think she’s finally getting used to me.

“Miss Lyra?” she asked.


“Are you and Mr. 10 gonna get married?”

If I was drinking something, I know doubt would have done a spit-take. Instead I simply stared agape at the little filly, almost wishing I hadn’t been nice to her this morning. Almost.

“Well, here’s hoping,” Lyra replied, sending a seductive wink my way. I sighed and hung my head, staying that way until we finally arrived back at the castle. Twilight opened the door and we all started to walk in when we stopped at the sight in the middle of the room in front of us. A tall, floating figure with one eye was there, staring at us in shock, his grey form almost see through. We all stared in shock at the sight before us and then he spoke.

“Ummm… hello?”

Nyx and I both fainted right then and there.

There's Another Omnitrix?!

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Ugh, what happened? Last thing I remember, Lyra, Nyx, Twilight and I were walking through the door to the castle when...Ghostfreak!! I woke up, ignoring the fact that I was in Lyra’s arms. Will address that creepiness later. I sprang forward and put myself in front of the girls, blocking the Ectonurite from getting them. “Stay away from them Ghostfreak, or else!” I growled at him.

“Ok, I’m getting really weirded out here,” Ghostfreak said, holding his hands up.

“I will not fall for your tricks!”

“Look, I just woke up in your Fortress of Solitude knock off, ok so lay off,” he retorted, narrowing his eye.

“Heeeyyy, what’s wrong with my castle?” Twilight huffed.

“Yeah, this is a nice castle, much better than the one my sisters had in the Everfree that’s for sure,” I muttered, not taking my eyes of the spectre.

“Ok look, let’s all just calm down here,” Ghostfreak said, putting his hands up again. His eyes widened as a familiar symbol on his chest started to glow red, accompanied by a beeping sound. “Oh come on!” he shouted, reverting to a human form.

We all stared in surprise at what just happened. It really wasn’t… I couldn’t help that I broke into a relieved laugh. “Whew! Thank the gods! I was really getting worried there for a second!”

“Another human?!” said Lyra. “Sorry, but I’ve already got one.” She looked at me and licked her lips.

“I need an adult!”

“I’m an adult!”

“Not you!” I picked up Twilight and Nyx and placed them between the two of us. “Nope!” If I had fingers, I would have had both middle one’s raised. I’m getting so tired of this stalker!

“Can I get some help here?”

I looked over to the new human, immediately noticing that he was gripping his shoulder which was bleeding profusely. I stepped forward, narrowing my eyes to examine the wound closer. “Hmm, stab wound, not mortal, but is definitely gonna need some stitches. Twilight, can you go get the first aid kit? We need to treat this before it gets infected.”

“Um, alright Ben, if you say so.” She disappeared instantly in a bright magenta flash, returning a moment later with a kit. I take the kit in my hooves and rummage through for some alcohol to clean the wound. I may not know who this kid is, but he’s clearly a Displaced and I’ll be damned if I let someone die when I could have prevented it.

“Now, this is gonna sting like a mofo, so be prepared.”

“Just get it over with,” the human responded, wincing a bit. I worked fast, trying to clean as much as I could.

“This is only the cleaning, the stitches will be much worse. Trust me, been there, done that, never wanted to go back, but still did.” Sad, but true.

“Oh I know,” he responded, clenching his fists. “I am so claiming that guy’s sword.”

“Thought this kind of wound looked familiar. Haven’t been stabbed with a sword in ages myself, but I’m not complaining.” I handed the human a towel, a needle and thread in my hooves. “Bite down hard, no sense in biting your tongue off.”

“Thanks,” he said biting on to it, nodding his head. He closed his eyes, bracing for the pain.

As I worked diligently, Twilight seemed curious about my previous statement. “You’ve been stabbed with a sword?”

“Why would anypony want to stab my Benny with a sword?!” Lyra stated, sounding aghast.

“When you’re in the royal family and go around advocating peace in troubled times, you tend to make enemies. There were many times before that, but it happened a lot more frequently in my later years. Aaaaand done!” I finished by biting off the thread. “That’s the best I can do with a simple first aid kit, so you might want to see a real doctor at some point, just to be safe.”

“Thanks,” he said after spitting the towel out. As he moved his arm around he said, “Twilight, I’m not exactly sure whats going on.”

“I get the feeling that I do,” I told him. I started moving further into the castle. “Come with me to the living room, we got some things to discuss.” He must be new to this as well. This will surely be educational.

“As long as I don’t get stabbed again we’re golden,” the human said, following after the me and looking around. Twilight and Lyra followed as they moved into a very comfortable little den. The girls took the couch while myself and the human took two very comfortable chairs.

“Alright, so where do we begin with you, human?” asked Twilight.

“My name is Jason, Twilight, seriously?” Jason asked, crossing his arms with a wince.

“I’m sorry, but the only human I know is sitting in the other chair.”

“That doesn’t make any sense, you let me spend the night in the library. Hell, my alicorn form is based off your DNA,” he said, raising an eyebrow.

“Um, that’s impossible. My library was destroyed over two weeks ago.”

“It’s true! Plus if there was another human before my Benny, then I would have known about it!” stated the unicorn.

“I can prove it.” Jason said, popping up the dial of his Omnitrix before pushing it down. “Star Ocean!” he shouted, now in the form of an alicorn. “Forgive the name...I need to think of a better one.”

“Wow!” the unicorn beamed. “Hey Benny, that one looks and works different from yours!”

“Yes, Lyra,” I sighed, feeling the need to rub the spot between my eyes. This mare is going to be the death of me, I just know it. “That’s because it’s an earlier model. An imperfect one at that.”

“It’s been working fine for me,” Jason responded, a frown on his muzzle.

“Sorry, I wasn’t trying to be rude, just wasn’t a big fan of the original Omnitrix. Personally, I prefer its recalibrated state from the second series, but working with the finished model is much more beneficial.”

“Well you keep your tacky-ass iPhone model,” Jason retorted, glaring at me. Well faq you too dude! No need to be rude!

Twilight appeared to have had the same idea.“Jason, you are a guest in my house and I would appreciate it if you would not use such crude language in front of my daughter, even if she is unconscious at the moment.”

“When did you even get a kid!?” he asked, clearly getting worked up.

“That’s not the point at the moment,” I interrupted. Let’s not get off topic here kid. “What is the point is what you are doing here, Jason. I was already under the impression that there are a lot of us out there, but I was not expecting contact with another of our kind so soon after my previous one.”

“What are you on about? Contact with who and what's with this us thing?” Jason asked, tilting his head.

“Ah, so I’m your first human after traveling to Equestria, that puts things in better perspective... and I know you have questions Twilight, but I promise to explain everything to you later on.” Twilight closed her mouth, looking slightly embarrassed and disappointed. That is going to be a different conversation altogether. “So allow me to introduce myself. My name is Ben 10 and, like yourself, I am a Displaced.”

“You’re Ben 10?” Jason asked, his left eye twitching. “Sure why not, I’ve already run into Ansem, Xemnas and the damned Arishok! Who next? General Zod, Rita Repulsa! Freaking Vilgax!?” he demanded, slamming his hooves on the table. While the girls looked frightened by the burst of anger, I simply chuckled a little. Sure the his proclamation sounded highly ridiculous, but… I hate to say that stranger things have happened. But let’s leave Ares out of this… for now.

“It seems your world has been visited by several Displaced. That is certainly surprising. And no, I’m not the Ben 10. I was simply cosplaying him at Comic-Con before I made a deal that ended me up here. My name was already Ben and for reasons you don’t need to know I already had the ten, so bingo bango here we are five thousand years later.”

Jason took a deep breath, letting it out slowly. “Sorry about that... my life has just gotten really insane the last few days... “

I nodded sagely. “Ah, so you have only recently been displaced. I remember back when I first got sent here. Those were not happy times, especially with all the hell I’ve had to put up with. But after several millennia this place grows on ya.”

“Thats just dandy... “ Jason said sighing. “Wait... I remember you,” Jason said, pointing at my stalker.


“You were at that party Pinkie threw for me. You took one look at me and shouted ‘I knew it!’”

“...I don’t follow.”

“Don’t mind it, Lyra. You must understand, Jason, you are not on the Equestria you know anymore. This one has only ever had one human inhabitant and that is me, has been that way for five thousand years and I intend to keep it that way. But from the sound of it, I feel I should warn you that Lyra will no doubt cause you some grief, I know she is for me.”

“You will fall for my affection!”

“We only just met!”

“Don’t care, you are this world’s only human and I’m its only anthropologist. We are destined for each other! Plus, have you seen yourself?!” Lyra puts on a sultry look. “Damn, boy you sexy.”

“Ok... that’s just weird.” Jason said shaking his head. How do you think I feel, dude? He tapped the Omnitrix, blinking when he ended up as a… what dafaq is that?! Kinda reminds me of a satyr, only a lot more humanoid. ”Huh, didn’t expect to use this one for a while.”

I looked at Jason strangely. “What the hell is that thing?”

“A Qunari. The Omnitrix scanned him when he stabbed me. I wonder if yours can scan this form?” he asked, raising an eyebrow.

I shook my head. “No thank you. That thing is creepy lookin’. I’ve already got way too many problems as it is without forms like that.”

“Your loss,” Jason said shrugging. “How are you still transformed?”

“Form lock. Remember, I’ve had years to mess with this watch. Voice commands finally kicked in after about fifty years, and the lock code didn’t come forward until after my second century.”

“You're serious?” Jason asked, giving me a flat look.

I smirked. “Kid, you can’t make this shiz up! I’ve seen some things man, and some stuff. I wouldn’t recommend it!”

Jason just rolled his eyes, his Omnitrix timing out. “I’ll need to look into that when I get back.”

I smiled at him, placing his hoof to my own Omnitrix. “Omnitrix, disengage form lock, code 1010.” A second later, I was consumed by green light, reverting to my human form. “Ah, it feels good to stretch the fingers. You never miss the little things until you can’t do them anymore.”

“So you got stuck looking like Ben?” Jason asked, looking me over. “That has to suck.”

“No, my old life sucked. You try being an orphan on the streets with a terrible mental condition. This place has done wonders for me!”

“I was talking about being stuck as someone else. I don’t think I could do that,” Jason said with a shiver.

I shrugged with a bored look. “Believe it or not, I actually looked like this back on earth. Messy brown hair, green eyes, the only thing I’ve been stuck with is the costume, which is awesome by the way. You’re letting life get you down too much dude, ya gotta relax and let things settle a little bit.”

“Yeah, you try doing that when thing from your childhood try and kill you.”

What? “I don’t follow.”

“I take it you’re not a gamer?”

“Street orphan usually confined to a psych ward, hello! The only thing I knew about culture was Cartoon Network and to stay away from Lady Gaga and if I ever saw Justin Beiber, shoot him down.” I really wish I had met Beiber when I was traveling, but noooo! He had to go and die from a drug overdose in 2018, nearly a year before I ended up here. I wanted to be the one to put him down!

“Sorry...”Jason said, rubbing his neck, making his shoulder length hair sway a bit.

“Don’t sweat it, do you see me upset? Pssh, that was a long time ago, and it was nice after a certain point. I’m just happy to be alive.”

“Ah, happiness is a choice and all that nonsense?” Jason asked

“Hey, when all you’ve known is depression, you just gotta live life to the fullest, even if it’s an immortal one. That’s how I live, and that’s how my sisters live, or at least how I taught them to.”

“Wait, you're immortal?” Jason asked in disbelief.

Isn’t it obvious? “Were you not paying attention to the fact that I’ve been here for five thousand years? Magic, man, it does wonders.”

“To be honest... I zone in and out of conversations... it’s a leftover from my ADHD.”

“Ah, yes, ADHD, what I wouldn’t have given for such a simple mental disorder way back when. It would have made things so much simpler.” It’s a pipe dream, but I did have some dark points back then. Yeesh!

“Well um... what do we do now?” Jason asked, putting his hands in his pockets.

“Now? Now we get something to eat. No sense working on anything on an empty stomach. Anyone know how to cook?” I sure as hell don’t. Haven’t had to cook for myself in centuries, got too used to chefs making food for me. The only one I know who can cook here is Spike and he’s out with Rarity still. Probably a good thing considering the circumstances.

“Me! Me! Me! I’ll do it! I’ll do it!” Lyra proclaimed while bouncing in her seat. I was worried, but my stomach won out. Traitor!

“Fine, but make it simple, please?”

“No problem my Benny boo!” She walked off towards the kitchen, a new spring her step. I just shook my head in defeat.

Twilight gave him a small smile before getting up herself. “I’m going to go put Nyx to bed, I’ll be back in a moment.”

“Sure thing, Twilight. So, Jason, do you have any questions?”

“I take it your pony forms aren’t based on Twilight and her friends?” Jason asked, leaning back in his seat.

I shook my head. “No, I’ve had my three forms for years, though I mostly stick to using the pegasus form.”

“I scanned Applejack, Rainbow Dash and Twilight. Don’t have a unicorn yet.”

“Interesting. For me, alicorn DNA is out of the question. My sisters are made entirely of magic, instead of normal DNA, and Twilight seems to be unscannable otherwise the watch should have already done so. My guess is that it’s because she was originally a unicorn and becoming an alicorn didn’t change her on that kind of level.”

“Makes sense. Though they all think I’m related to them now. AppleJack all but forced me to move in with her family.”

“That’s certainly a new take on scanning,” I couldn’t help but laugh out. “I’ve only just met the girls, but I’ve already become their slave.” Again, sad, but true.

“Apple Bloom convinced me to go to her school’s family day, did not end well.”

Don’t know who this ‘Apple Bloom’ is, but sounds like he became a show and tell project. This had to be good. “Now you have me curious,” Ben said leaning in a little closer.

“Well this pink filly kept insulting me. I ignored it but I got Rath instead of Lodestar and I think you can imagine the rest.”

I couldn’t fight the urge to shudder. “You have no idea. Be glad you can control him. It’s not that great when you can’t.”

“Oh that reminds me, did you scan Discord?”

“No, and I don’t want to! That guy was nothing but trouble back in the day. I know the girls say he’s reformed, but I’m not putting any faith into it until I see it for myself. Besides, he knows not to mess with us!” Guy deserves all the pain he ever got! I decided to give him a chance, but I wasn’t putting too much faith in his ‘reformation’.

“He sounds like the guy who played Q on The Next Generation. Can’t remember the guy’s name though. It’s John something...”

“Again, you’re looking at the wrong dude for that kind of info. Television was a treat for me, and I demand to this day that the guy who said I should be allowed two hours of Cartoon Network a day should be given a big ol’ cookie! Other than that, I didn’t have much to go on. I did not have a privileged childhood. I had one filled with doctors, both physical and mental.”

“So... do you know what happened to the library?” Jason asked, changing the subject.

“Twilight told me it was destroyed by the demon Tirek. I remember my sisters telling me of him, but I never expected he would ever try to take over Equestria, let alone twice.”

“So, should I expect him to show up?”

“Dunno, I’ve only just been freed from imprisonment myself.”

“Thats helpful,” Jason said, rolling his eyes.

“Well sorry for being a statue for four thousand years! You want someone to blame, blame my sisters!” This kid has a real attitude! Dude needs to lighten up more.

“You know, on that note, I don’t think Luna likes me.”

“How so?” Luna may not be beyond hatred, but it was rare that she ever actually hated someone. “ I don’t know what your Luna is like, but if she’s anything like my sister then she’s normally nice to everyone, even if she can come off as a little harsh.”

“She came to the library decked out in black armor. I swear she’s looking for an excuse to hit me with that hammer.”

Huh, so his Luna has a hammer. That’s a scary thought. “Hmm, odd, but Luna always did have an itchy trigger finger. Even if she doesn’t have fingers or know what a trigger is. The only advice I can give you is don’t give her reason to bash your brains out. That’s about all I can offer man.”

“Thanks. Good lord, what is taking her so long with that food?” Jason asked, looking toward the kitchen with a frown

“I’m coming, I’m coming!” Lyra yelled as she walked in with a few plates, Twilight following behind with two more. “I hope you both like spaghetti, it’s my specialty! Bon appetite!” Jason and I took our plates, taking a fair bite each.

“Wow, Lyra this is really good!” I said before stopping. I slammed a hand to my head. “Dang it! I almost forgot!” I got up and walked over to the fireplace, which was still burning from the earlier morning. I hope Twilight doesn't mind her heating bill going up. Using my fork, I made my offering, whispering a prayer for my sisters and new friends. Hey, they may be using me like a slave, but they do seem to care about me. ...Lyra is not counted there. I returned to my seat and dug into his meal with fervor.

“What were you doing?” Jason asked, not bothering to swallow his food.

Chew and swallow dude. “A little sacrifice to the gods. Keeps me in their favor.”

“Personally, I worship Odin,” Jason admitted with a nod.

“Interesting.” Definitely a new one on me. “I’ve had some... experiences with the Greeks so I kinda picked up on a few of their traditions. A little sacrifice is a good way to keep yourself in their favor. I will swear that it’s the reason I’m still living to this point.”

“The Greek gods were a bunch of dicks. Don’t even get me started on what happened to Me--” Jason was interrupted as I shoved his hand over his mouth.

“Don’t bad mouth the gods! It doesn’t end well!” I shouted, a look of fear on his face. This stupid moron is going to get us all smited! Zeus is always spying on me, just waiting for a chance to burn my ass!

“Oh please.The only god I fear is Loki.” Rightly so, but that’s not the point!

I leaned in to Jason’s ear and whispered, making sure that Twilight and Lyra couldn’t hear me. “Look, I don’t care if you don’t believe in them, but here... those gods are very much real! Do not test them or it will not end well for you. My... comrades have suffered their wrath before and I don’t want a fellow Displaced to have that kind of fate.” I am usually not supposed to tell others about the gods’ existence, but I ain’t gonna let this newb screw Twilight and the others over because he’s just a jackass!

“So wouldn’t that make Odin real as well?” Jason asked. “Why wouldn’t he intervene on my behalf?”

“Look, this ain’t some Percy Jackson shit where every god exists. Here, the entire world falls under Zeus, Poseidon, Hades, and the list goes on. You want Odin, you’re gonna have to find a world where he’s real. The other gods were very specific on that.” I asked a similar question about the Egyptian ones… Zeus was not pleased. Still got the lightning shape scar on my back to prove it.

“Why do I feel like I’m in a bad anime?” Jason asked groaning, slumping in his seat.

“Now you know how I felt around Umbra.”


“Right, sorry. Forgot I’m the first of our kind you’ve met. Umbra Shadow-Walker is, well, an admin for the multiverse. He visited me last night to explain the whole thing to me, basically there are a lot of schmucks out there who got beamed to Equestria, most them through the Merchant, like me. It’s a whole bunch of complicated stuff, there’s even a war brewing.”

“I bought this Omnitrix from a guy dressed as the Merchant.” Jason said looking at it. “Anyway, you were talking about a war?” Wow, he bought a whole watch and all I got was a stupid chip. Eh, it was a buck so I guess it was fair.

“Yes, it appears two Displaced, Auric Fulcrum and Teridax, have gotten into a full blown War of Understanding. Umbra recruited me and I’m currently awaiting Auric’s call for the war to begin. He said they could use all the help they could get and I offered my services.”

“Teridax... as in Bionicle?” Jason asked, looking up from his plate. Oh, is that what he’s from? I only heard of Bionicle from the movies that CN would play every now and then. Mask of Light was clearly the best.

“That’s what it sounds like. I honestly have no idea what I’ve gotten myself into, but I promised to help and I’m not going back on my word. Auric seems to be the good guy in this fight, so I’ll be supporting him, along with Umbra and whoever else got shanghaied into this mess.”

“Well...I wouldn’t mind helping,” Jason said, taking another bite of his meal.

“I don’t think they would turn you down,” I Said with a smile. Umbra did make it sound like we could use all the help we could get. I lifted up his Omnitrix and typed the proper commands. The watch lit up and a small ray of light formed a Plumber’s badge out of nothing. I grabbed it and threw over to Jason. “That’s my call sign, my totem if you will. When the call comes in I’ll relay the message to you. Two Bens are better than one, am I right?”

“That is true,” Jason said with a grin, putting the badge into one of his pockets. “Now I just need to figure out how to get home.”

“I think I may have a solution to that,” Twilight said as she put down her meal.

“Speak away o’ mare of science!” I announced, causing her to blush slightly. You are too easy, Twi! That’s what makes you fun.

“I think what we need is someone who understands the multiverse. Someone who Understands. Someone like...”

I visibly paled. She can’t seriously be asking me to do that!? Is she nuts?! “...I don’t know about that Twilight. Sure he’s a little easier to deal with than the others, but he’s still one of them.”

“You talking about Alien X?” Jason asked, raising an eyebrow.

“...Partially. Ok, let me level with you, Jason. See I have a... condition.”

“Go on.”

“Ever since the accident that took my parents, I’ve suffered from multiple personality disorder. Basically my mind is split with ten different personalities in my head, not including mine. I suffered on earth for years until I came to Equestria where the voices just stopped. It was then I found out that it had only gotten worse.”

Jason nodded, gesturing for me to go on.

“Like the original user of the watch, I started out with ten aliens. The only problem was, that transforming into them would strip me of my control. The voices took control of those original ten, making it, to this day, unsafe to use any of them.”

“Damn. I take it one of those was Ghostfreak?”

I paled slightly, but immediately hid it. “N-no, he’s not one of the voices. Alien X, Humungousaur, Big Chill, Echo Echo, Swampfire, Rath, Brainstorm, Goop, Chromastone, and Cannonbolt are unusable by me.” It wasn’t a lie.

“I can’t imagine being stuck like that,” Jason said, shaking his head.

Ben nodded. “Thankfully, the voices are unable to access the form lock, so they are restricted to the fifteen minute time-out.”

“I could try going Alien X.”

“In all honesty, though I won’t like it, it should be me that does it. Yours would probably be unable to move and you’ll be stuck bickering with the two voices inside the Celestialsapien. My Alien X does not appear to be restricted as such and he usually does the right thing. I think we should trust this to Voiceless.”

“If you say so dude,” Jason said with a nod, watching me.

Ben stood up and took a deep breath, letting out slowly. “Okay, here goes nothing.” I dialed in the form of Voiceless, looking at the symbol of a Celestialsapien with a twinge of fear. I slid back the face plate and slammed down the core. I felt the pain immediately, clutching my head as I was taken over. Then, everything went black.

*****Third Person POV*****

Twilight watched in awe at the new figure before them. Where Ben once stood, now was a slender figure, slightly taller than Ben was, with three, short, curved spikes on his head. Though, his body was black and covered with white specks making him look like outer space in humanoid form. His hands were a pale white and his green eyes nearly glowed.

Lyra was speechless as she gazed upon her ‘boyfriend’s’ new form. She wasn’t quite sure what to make of it, but she kinda liked it.

The figure began to look about the room as if taking everything in. Then his eyes met Jason, still not saying a single word. He pointed at Jason and beckons him forward with two fingers.

“Well, it was nice to meet you guys,” Jason said gulping, moving toward the figure.

Voiceless turns away from him, lifting up a hand and making a circular motion, an outline being created in its wake. He pushed his hand forward and the large white circular outline flew away, stopping a few feet from them. The innards of the outline began to turn into a swirling vortex that grew to the size of a human. Alien X stood aside giving Jason a path through to the portal.

“It was nice meeting you Jason,” called Twilight.

“Good luck, other human!” Lyra said.

“Maybe we’ll meet again!” he called back, though Alien X stopped him just as he approached the portal. He pointed at Jason’s Omnitrix, motioning for him to let Voiceless see it. Jason warily lifted his wrist and Voiceless grabbed on to his arm. He moved his hand to the Omnitrix and began to type in a command. Once it was complete, the watch lit up.

Voice command module activated.

“That is just awesome,” he said with a grin, nodding in thanks.

Voiceless bowed his head slightly before releasing Jason’s wrist. He stepped back and nodded toward the portal.

“Well, seeya guys, tell Ben it was nice meeting him!” Jason shouted before jumping into the portal. He vanished in a flash, the portal closing behind him.

Voiceless turned back to the two mares, both looking at him warily. He bowed his form to the two, shocking them thoroughly. When he righted himself, he lifted a hand and hit the omnitrix symbol on his chest, making him disappear in a flash.

*****Ben’s POV*****

I groan as I shook off the grogginess of being put back in control of myself. I looked up and noticed the distinct lack of another human. I spotted Twilight and Lyra who were looking at me in bewilderment. “Did it work?”

“Uh, yes. Voiceless sent Jason home, though he did something strange.”

I do not like the sound of that! “Wh-what did he do?”

“That weirdo grabbed Jason’s watch-thingy and started tapping it. Then it spoke, saying something about voice commands being activated or something.”

Well put Lyra. “Oh… well that definitely would be something he’d do.”

“What do you mean?”

“Voiceless isn’t really like the others. He almost always does whatever he can to help. He also never stays longer than he feel he needs, returning me to control. He seems to have knowledge that no other does. It’s definitely strange.

“That it is, but on to something more important… what’s this about other humans and a war?!”

What is with these ponies and shouting at me?! “Look, Twilight, understand that I wasn’t trying to hide this from you. Just wasn’t sure how to bring it up. Now, I promise to explain everything, but not now. Right now, I am tired beyond all belief and just want to rest.”

Twilight looked conflicted, but hung her head in defeat. “Oh, alright,” she huffed. “But I want to know everything tomorrow.”

“Thank you for understanding, Twi. Good night!”

“Yeah! Good night, Twilight!” Lyra said as she followed me.

“No! Lyra you are not sleeping with me!”

“Aw! Why not? We’re a couple, it’s not that weird.”

“We are not a couple! And don’t look at me like that!” She was pouting at me, pure puppy dogs being fired at me in full force. It… No, must resist… aw to hell with it. “Alright fine! Just cut it with the eyes!”

Lyra smiled proudly and jumped in place with glee. “Yay!”

Okay, I’ll admit, that was cute. “Conditions! One: the farthest this goes is cuddling, understand? Be glad I actually enjoy how warm and cuddly you ponies are. Two: you try anything, I’m literally gonna kick you out of this castle. And three, the most important of all: do not, I repeat, do not mess with the watch while I’m sleeping. You already heard my story about the voices and while you annoy me, I don’t wish the Voices on anyone. Are we clear?”

“Clear as the Crystal Heart! Now come on! I wanna snuggle with my human!” She grabbed my hand in her magic, which I noted was almost as golden as Tia’s, and started to drag me towards my room.

Twilight giggled through the whole thing. “Try and keep it down you two~! There’s a sleeping filly in the castle!”

“I hate you Twilight!” I called back in annoyance, not noticing my cheeks flushing red.

“Don’t worry Twilight, we’ll keep it down!” Lyra said with a giddy grin.

“Rule two!!” She and Twilight simply giggled at my response. “Aw man, why do I keep getting myself into awkward situations?” Lyra didn’t bother to respond as we finally reached my bedroom. I kicked off my shoes and hung up the jacket while Lyra climbed into bed. I saw her eagerly awaiting me to join her, which I reluctantly did. “Remember, any funny business and you’re outta here.”

“I’m not that kind of mare, Ben,” she pouted at me. I raised an eyebrow remembering her little ‘mood setter’ a couple hours ago. She giggled at my confusion. “Nighty night, Benny!” She gave me a peck on the cheek and then jumped under the covers and almost immediately fell asleep.

I was too stunned to do anything. Ain’t this just great? My first ‘girlfriend’ and she’s a stalker pony! As I laid back on the pillows, the only thought in my head before sleep was: “Aaaw maaan!”

Epic Laughter

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I woke up the next morning quite blissfully, despite not exactly remembering why my bed was so much more comfortable than the previous night. I opened my eyes, a smile on face and then it quickly disappeared at the sight of a mint green unicorn snuggled into my chest. My eyes widened and my pupils shrank. Then I remembered that I actually allowed her to sleep with me. I noticed that she actually was smiling in her sleep, snuggling herself deeper into my chest. ...Yeah, that’s kind of adorable.

Unfortunately, I had to get up. Nature’s call and all. I lightly shook her, whispering her name. “Lyra, Lyra? Time to get up.”

“Hmm?” she mumbled as she slowly came to. “G’morning Benny,” she said with a happy smile before wrapping me in a hug. “I haven’t slept that blissfully in years. You’re comfy and warm.”

I blushed a little, but I needed to remember that this mare was crazy and stalking me. Don’t be too nice to your stalkers, kids. It doesn’t end well for you. I pushed her away gently. “I’m going to go clean up, you do… whatever it is you do.”

“I’ll go make breakfast!” she said gleefully, even if she was still a little droopy from waking up. “You like pancakes?”

I wanted to say no. I really did, but, “Love ‘em to death.” Damn it!

“Goody!” She clapped her hooves and jumped off the bed. “I’ll get to work on them and then I know you’ll love me! The fastest way to a stallion’s heart is his stomach after all!” She trotted away, a little skip in her step.

I sighed and put my head in my hands. “What have I done to deserve this?”

After a good cleansing and release, I was ready for the day. I threw on my jacket as I walked through the castle halls, checking the bedrooms nearby. Spike must have come back later that night as he was asleep in his room next to mine. Twilight and Nyx were still passed out in their own rooms as well. I inwardly sighed as this gave me more time to think on how I was going to explain the whole multiverse thing. I barely understood it myself so it was going to take a while.

I peaked in on Lyra, who subsequently shoved me right out of the kitchen. “No! Not until it’s ready!” she shouted at me. I found myself confused and hungry so I decided to go for a little stroll through the castle before finding myself in a large room with seven thrones.

“This must be Twilight’s council room. I recognize the marks as those of our friends, so they must be the council. I’m gonna guess the small one by Twilight’s is Spike’s. That’s good, he gets to be involved in politics, the poor sap.” I actually liked this room, had a simplistic feel to it. I decided to lay back in Twilight’s throne, as it was actually quite comfy despite being made of crystal. I kicked my feet up and just relax, closing my eyes and enjoying the peace. Just out of nostalgia, I even began to sing a little bit. Ironically, what pops into my head is the theme song to the original Ben 10 tv show.

I smiled as I hum out the old tune, relishing in the nostalgic moment. Which was ruined a minute later when a tear in time and space appeared, shocking me right out of the chair and face first on to the floor. ...Huh, tastes like wood in here, too.

“Ow… the hell was that?” a deep voice uttered. I got up and saw a large armored human in the throne room. I facepalmed, catching his attention.

“Oh come on! Can’t I get at least one day of peace after my imprisonment? Just one? This is getting ridiculous.”

“Gah! Keep the shouting to a minimum, please! My head feels like a party full of jackhammers are dancing to the bunny hop inside of it!”

“And he’s got a hangover. Great, just great. First a living shadow, then a ass with an attitude, and now a drunkard. Things were so much easier way back when.” I sighed and then fell back in the chair. “So, whassup knight dude? Whatcha doing in castle de Twilight?”

“Ok, first of all, I don’t have a hangover. I think I just got shoved into your multiverse while I was travelling the Rift. By what, I don’t know. Second, I prefer ‘samurai’ over ‘knight’, thank you. And third, ‘Castle de Twilight’? Since when does Twilight own a castle? I mean, I’m sure she could’ve taken over the old Castle of the Pony Sisters, but this looks more like the Fortress of Sol- wait a minute.” He cut himself off as he finally took his hands off his eyes and got a clear look at me. “Oh hey, you’re Ben 10!”

I smiled. “My reputation precedes me. Yep, that’s me. To answer your question, though, I got no clue. I’ve only been here two days and all I know is that she used to have some library, it got blown up by a demon, and now she has a shiny crystal castle that for some reason tastes like wood. I don’t get it, but hey this is where the strange things happen, am I right?”

“A demon blew up Golden Oaks? Oh man, I bet she was piiiiiiised. And actually, I was referring not to the fact that you were ‘Ben 10 the character’, but ‘Ben 10, the same Displaced that Jason told me about.”

“Oh, so you know the ass. We treat his wound, give him food, even unlocked voice commands for him and how does he repay us? By dissing us every chance he got. He nearly got all of us smited when he nearly insulted the gods. You don’t do that when there’s a child in the house!”

“Ok, one, that’s my student you’re talking about. I care about him very much, so please don’t insult him. And two, he did mention that the Greek Gods were apparently actually living here. Can they actually listen to anything and everything we say?”

“If they want to. I’m always on constant watch, so they’re always listening in.” Bunch of paranoid jackasses.

“Then it’s probably best if we don’t talk about them at all. I’m not exactly afraid of them, but I don’t really want more enemies than I already have, and if they’ve done all the same things that the Greek Gods of legend back on Earth did, or even anything similar… well, let’s just say I’ll be sticking to the advice of ‘if you don’t have anything nice to say, don’t say anything at all.’”

“Well, at least you seem normal compared to the last two Displaced I met. As long as you don’t insult Zeus, you’ll be fine. He’s the one always listening and watching me. Anyway, you know who I am, but I don’t believe I know you. Care to make an introduction?”

“‘Normal?’ Please, normal is a myth made up by those in power who want to keep the status quo. As for who I am,” he took a deep breath before unclipping his spear from his back before spinning it. Music began to play from seemingly nowhere. “I AM THE WARRIOR WHO TRAVELS THE MULTIVERSE SEEKING ADVENTURE, CHALLENGE, AND WORTHY OPPONENTS! I AM HE WHOSE ARMOR HAS BEEN TEMPERED BY EONS OF BLOOD SWEAT AND DUST! GAZE UPON MY GLORIOUS STRENGTH WHICH INSPIRES THE RIGHTEOUS AND TERRIFIES THE IMMORAL! I AM THE ONE, THE ONLY, THE MIGHTY GILGAMESH!

As he finished with a dramatic pose I saw a tumbleweed blow by behind him. A tumbleweed. Inside.

“Also master of tumbleweeds and awkwardness.”

“Ya don’t say?”

“HEY!!” Both of us turn around to see a very disheveled and very angry Twilight standing in the doorway. “I don’t care why there is another human in my house again, but if you two don’t keep it down, humanity will be extinct on this planet by day’s end. Do I make myself clear?”

We both nod, maybe a little bit too hurriedly, the music also cutting out. Twilight huffed and then shuffled back into the hallways. “Lyra’s making breakfast!” I called after to which she waved a dismissive hoof to. I then look back to our visitor. “Well, could’ve been worse, at least we didn’t wake her kids.”

“Yeah, Spike is a really heavy- wait, ‘kids’? As in plural?”

“Uh, yeah. Twilight has a filly named Nyx. I mean she’s like ten years old, why does it seem like no other Displaced knows who the heck she is?”

“Oh… ooooh. That Nyx. Huh. I suppose it’s appropriate that she would exist in a universe where the Greek Gods are, what with her having the same name as the Goddess of Night.”

I shake my head. “Whatever,” I sighed. “Now before we get any further, I’d like to-”

“Oh Benny!” Lyra sings out as she pokes her head in through the door. She blinked at the sight of us. “Ooh, another human! Well, if either of you two want breakfast, it’s hot and ready!” She ducks back out and my mouth starts to water.

“Okay, breakfast first, then we talk!”

“Oh god, it’s Lyra. Tell me, is she obsessed with humans or hands?”


“Oh, goo--”

“She’s obsessed with me.”

Gilgamesh stared at me for a moment before chuckling. “And yet another Omnitrix wielder gets a lover interested he never wanted. And you don’t even have the luxury of her not being in love with your base form.”

We both began walking. “Tell me about it. First she finds out that I’m really a human and then she discovered the fact that I’m the adopted son of Poseidon. It’s gonna be hard to get rid of this stalker, even if she is cuddly at night.”

“Aha! You’re already breaking! I personally say, go for it, pal. After all, my heart’s been stolen by a Princess!”

“As long as it ain’t the princesses here, that’s fine,” I said with a glare. “And no, I’m not already breaking, have some respect for your elders. She ain’t the first pony I’ve had in my bed. And keep your mind out of the gutter, boy,” I said when I could feel him grin.

“Aww, how sweet. I’ve met and heard of a few Displaced who haven’t embraced the ‘Magic of Friendship’ during their stays, even some of the heroic ones, so it’s nice to meet another who’s embraced it wholeheartedly. Even if I don’t quite celebrate in the same way they do. Also, though I promise I won’t try to court her, I can’t promise no flirting with the lovely azure mistress of the night.”

I glared harshly at Gilgamesh and got right in his face. “You so much as go near my sister, I will personally punt you into the next solar system, do I make myself clear, boy?”

“‘Sister?’ Oh my, so close and strong a bond! Only once have I seen anything like it! And that would certainly explain the ‘pony in my bed’ comment.”

“Yeah, yeah, don’t expect to see them anyways. They don’t know I’m back and that’s how it’s going to stay for a while. I need to think things through before I meet them again.”

“But why? You obviously love them, why not meet with them again? Did you do something that soured your sibling bonds?”

“...They think I’m dead. And it’s kind of hard to suddenly show up saying that I’m alive and having to explain to them that I’ve been harboring Equestria’s Top Ten Most Wanted Creatures for over five millennia.”

“‘Harboring Equestria’s Top-’ Oh, Jason mentioned something about alternate personalities. He didn’t go into much detail. I love the boy like a brother but, bless his heart, he has some focus problems. I hope Slash can help him with that.”

“He was still an annoying prick. He insulted my watch when all I did was point out that his was the incomplete version. I happen to like this watch,” I moaned slightly. We finally walked into the kitchen to the sight of several stacks of pancakes waiting for us.

“Dig in, Benny Boo!” Lyra cheered, rubbing her head on my leg. “I made them with love… and cinnamon.”

Normally, I would have gone off on her for the affection, but there was food in my face and I wasn’t gonna waste. Of course, I still needed to do my ritual, so I excused myself to the den and returned a minute later with a few chunks of pancake missing. I sat down opposite of Gilgamesh and chowed down, which he was already doing.

Twilight and Nyx showed up a few minutes later, though Nyx still seemed hesitant. With a little pushing, Twilight managed to get her to the table, though she tried to sit as far away from me as possible.

“So Benny, who’s your friend?” asked Lyra as she cleaned up the kitchen.

“Girls, Gilgamesh. Gilgamesh, girls. Wait, where’s Spike?”

“Still sleeping. He didn’t get back until nearly midnight, so he can get a little bit more rest. Though you still owe me an explanation, mister.”

“Who, me?” the warrior asked, just having swallowing a large chunk of pancakes.

“No, not you Mr. Gilgamesh. I’m talking to Ben. What are Displaced and what is this about a war?!

“Wait a minute, ‘war?’ What war?” Gilgamesh asked.

“Oh great, another one who doesn’t know. Do I just attract weirdness or something?” I sighed, while eating. “Well, I learned everything I know about the Displaced from Umbra. Gilgamesh here seems to have been free a lot longer than I have, though, so maybe he knows a little more than I do? Would you be willing to explain a little more?”

“Uh, sure, I guess. Well, ‘Displaced’ has been used as a term for any of us that have been spirited away from our own planets and dimensions to another. So far those all seem to be different versions of Equestria, but for all I know there could be others. The story usually goes ‘I was a convention or a party, I bought something from some weird dude that was related to my costume, and that thing I bought brought me to a different dimension.’ This almost always includes suddenly having the powers of whatever you were dressed up as and, in most cases, assuming the physical form of your costume. For example, I was always human, but I never looked this well built, and I probably never would’ve.”

“That sounds about right,” I nodded, then deadpanned at the alicorn next to him scratching away some notes with a quill and paper. Lyra was just watching with fascination. “She just had to be a bookworm,” I mumbled with my face in my hand. “Anyway, the war, is known as the War of Understanding. Two displaced, Makuta Teridax and Auric Fulcrum, have declared war on each other and are recruiting Displaced throughout the worlds to assist them. I’ve joined Auric’s side because, well, I offered and I never go back on my word.”

“Whoa, first I heard of this. I guess it’s because I’m not really in tune with the multiverse and everything.”

“So you just suddenly decided to join a war without even knowing anything about the two sides?” Twilight criticized.

“Well, I can personally attest that he picked the right side,” Gilgamesh answered. “I only met the guy once, but Auric makes one hell of a positive impression. I’ve heard of him assisting other Displaced several times. And if you still doubt me, then check this out.” The warrior reached behind him and pulled out a folder from… somewhere.

“Awhile ago Auric sent copies of these out into the multiverse. I’ve had my version of Luna commission several copies be made so I can hand them out to whomever didn’t get one yet. Here, give it a read.”

The warrior gave me the folder and I opened it up before reading the first page.

To you who find this folder-If you are reading this, you are what I refer to as a Displaced. Some of us are being held here, in worlds not our own, by one known as The Merchant, a Void-Dweller of great power. If you can use these notes to find your way back to your relative home, I wish you the best of luck. Either because The Merchant is not to be trifled with, or because finding your relative Earth in all the Multiverse is like trying to find a grain of sand in a sandstorm.

Personally, I do not desire to leave. True, abandoning my life on Earth seems cowardly. But the power I now wield confers a responsibility, one that I fulfill willingly. And life in Equestria is more likely to be peaceable than life on Earth.

To those that want to return, I wish you the best of luck, and tell you that the best of results could be gathered by using something that you brought with you.

To those that wish to remain, I tell you that these notes can easily be reversed and used to shield your home from intrusions. Most notably, Discord could find them useful.

To those of you that wish to try to fight The Merchant, I tell you that he will likely not go down easy. Your best bet is to find the one known as Xante and team up with him.

And to those of you that wish to drag us all back...

Do not test me.

-Auric Fulcrum, Master of Psynergy, Wielder of the Flames of Alchemy, Slayer of the Wise One, Knight of the Eclipse, Lord of Eureka, Blade of Understanding.

I blinked after finishing the folder. I looked at Gilgamesh. “That’s a lot of titles.” Gilgamesh just shrugged in response. “Okay, so I have to give this to Discord? Great, I really have to deal with that guy more, I frickin’ hate that draconequus.”

“I’m guessing you actually faced him before. I never did, myself. Hell, I was imprisoned in stone even before Sombra came along.”

“What’s so bad about Sombra? Dude was awesome, if not for being practically terrified of his own shadow. Fluttershy kinda reminds me of him. Anyway, yeah, I fought Discord. Took nearly a millennia, but the three of us finally locked that bastard away in stone. Sucks that not even a five hundred years later, I joined him.” I sighed at the memory. “Ya never know how alone ya are until you’ve been sealed in stone for four thousand years.”

Gilgamesh just stared at me for a moment before turning to Twilight. “He doesn’t know?”

“He refuses to believe it. He won’t believe me about Nightmare Moon, either. He almost freaked out on me when I told him.”

“Because Luna promised to never go evil. I saw the signs back then, but I made sure she would follow the right path. So until you can prove me wrong, I ain’t believing a single dang word you say.” I crossed my arms and humphed.

“How am I supposed to get you a picture?!” Twilight screeched.

“Not my problem, that’s yours.”

“You know, at some point holding onto what you believe in stops becoming admirable and starts becoming ignorant,” Gilgamesh said. “In addition… promises, even the ones we make to those we hold dear, can be broken.”

I was about to retort when I noticed his almost defeated tone, not to mention that his eyes seemed to drain of life for a moment.

“Anyway, believe it or not, here’s the events that happened that everypony is going to tell you happened, whether or not you still believe them. Despite the differences between multiverses some things seem to stay constant. Twilight, feel free to add or correct me on anything. First, Sombra went evil. Don’t know how, don’t know why, but he took over the Crystal Empire and enslaved the Crystal Ponies. Celestia and Luna broke him down into a living shadow before banishing him into ice, but Sombra thought ahead and due to a curse, when he disappeared so did the Crystal Empire. Just poof, right off the map, like it was never there.”

I stared at him in shock, but it soon turned to anger. “You dare? You dare tell me that my best friend tried to destroy the kingdom he was willing to lay his life down to protect?!” I slammed my fist down on the table, scaring Nyx slightly, but I didn’t care. “I don’t care what you say, I will never believe that Sombra would turn evil, nor my Lulu. So, I will hear no more on the subject. Do I make myself clear, boy?”

“First of all, ‘boy’? I don’t know how old you are, but even if you are older than me I don’t consider anyone or anything inferior or superior to anyone else based on age. Secondly, you need to hear these things, if for no other reason than to understand how much can change in your absence. I’ve had that experience myself. One who I saw and still do see as a sister did some… terrible things when I was away.”

“Well, first off, I call you boy because, well, it’s more out of habit than anything else. When you’re the older brother of the Sisters, you have to demand some respect at political meetings, otherwise they discount you as just being a babysitter. It was like that sometimes, but not all the time. And I don’t care if this stuff happened in your world, but Sombra could never be a threat. He was a scientist, not a villain. Nor could Luna because she promised. I’ll take the change when it comes, but so far I’m liking it here better than how things used to be. More technology, not much more, but still more. Could’ve sworn I saw a TV at Rarity’s. Also, if you were wondering, I’m over five thousand years old. I look great for my age, no?”

“I’m guessing a large portion of that was spent in stone? Sixteen-hundred years for me, the first century I did what I wanted before I let the Princesses seal me in stone for another fifteen-hundred.”

“If what Hum read was correct, I’ve been in stone for about 3,876 years.”

“Wait, I thought you and them had different minds. How could you know what Hum read?”

“When we switch, certain bits of information are shared for a moment. That’s how he knew all of your names and how I know what he read. Comes in handy.”

“I don’t care how old you are Benny!” Lyra said as she wrapped me in a hug. “You’re still my sexy little human!”

I choked on my bite of pancake and Twilight covered Nyx’s ears, flushing red. “Okay, I think that’s a step too far.”

“Yeah, how could a burn victim be sexy?” Twilight asked with a smirk.

“Hey, I’m devilishly handsome! Of course that translates to sexy, multiple times over!”

“Ok, even I’m willing to say ‘that kind of talk belongs in the bedroom, or at least whispered over a candlelit dinner table’, so please spare the young one’s ears. And burn victim? Who did that to you?” Gilgamesh asked.

“Some drunkard when I was one. He crashed into my family’s car, killing my parents and nearly burning me alive. Docs said it was a miracle that I lived. I had to have some synthflesh grafted to me, but I’m still alive, that’s what counts.”

Gilgamesh just stopped and stared for a moment, his eyes completely wide in shock.

“Um, dude, you ok?”

“I am about to ask you something and the answer could cause me to have a very significant reaction,” he began seriously before leaning in uncomfortably close to me. “Do you have a sister? A human sister?”

“Uh, yeah? An older one. I found out when I went looking through my father’s military records that I stumbled on. Tracked her down to some small town in Nebraska. But I didn’t find her, she had disappeared a year prior at some convention.”

“Oh Benny!” Lyra squeezed me even tighter. “That’s so sad!”

“Yeah, it was kinda hard not being able to find Allison. It’s a cute name; I bet she was cute, maybe then I could’ve bragged to my friends that I had the cute sister.”

Gilgamesh was completely silent. I couldn’t even hear him breathing.

After a moment he began to mutter to himself.

“A car crash. A drunk driver. A military family. Nebraska. Disappearing at a convention. Named Allison. There’s no way it could be anyone else.”

He rose from his seat and placed his hands on my shoulders. “You’re her brother. You’re Kat’s brother, the one she thought was dead. You’re alive.” Before I could answer he picked me up and wrapped me in a chokingly tight bear hug. “YOU’RE ALIVE! OH MY GOD YOU’RE ALIVE!”

“What...the...hell...are...you...talking...about?” I wheezed. “Let me...go! Dear father...this is...worse than...Pinkie!”

“Sorry! Sorry!” he put me down and I gasped for breath. “It’s just that I know your sister! She’s a Displaced! She goes by ‘Kat Shifter’ now, and all these years she thought you were dead! And now… here you are!”

I stared at him in a stupor. She’s… she’s… “You’re serious? My sister is… ALIVE?! And a Displaced?!” Twilight, Nyx, and Lyra were watching us with wide eyes, not knowing whether they should speak or not.

“Yes! She’s a student of mine! My first, actually, and she-!” he stopped himself and suddenly all that enthusiasm drained away. “And she’s a had a very hard life. She’s had horrible things done to her and she’s done terrible things in return. Though she tries to hide it she’s very fragile and very broken.”

“W-what?!” I looked at him, heartbroken. “What has she done? What could possibly be so bad?”

He sighed and took a seat. “You’re going to want to sit down for this.”

I complied and took my seat and he began telling me the sad, tragic, horrible tale of Kat Shifter. “When I first met Kat, she was a sweet girl. Fun to be around, a good person to banter with. She wanted me to teach her in the art of combat and I agreed, without knowing what she would use it for. When I did learn, it was too late, I had already taught her far too much. She’s not been Equestria nearly as long as us, but she was free for longer than I was. She controls gravity, calls herself the Queen of it, even, but she was originally a General in Celestia’s army and was extremely close to the sisters. That was until they betrayed her by killing her familiar, a cat named Dusty.”

We were all watching and listening him to intently, and I was secretly wishing to scold those two sisters for hurting my sister. “The result caused Kat to go ballistic in her grief, nearly destroying the planet itself.” Okay, maybe more than wishing, I need to talk to Voiceless on getting some revenge here. “The sisters were forced to seal her away with the Elements of Harmony, but she was freed over a thousand years later, wanting nothing, but to kill the Sisters. Thankfully, she was convinced not to by none other than Auric Fulcrum, but it only worked so far. She decided not to kill them because of the consequences she would bring to the civilians of the planet, so she would simply beat the crap out of them instead. That was why she wanted to learn how to fight, instead of simply relying on her powers.”

I stared at him in shock, this was getting heavy, quick. “When I learned that, I sent her away, a massive mistake on my part. In doing so, I sealed the fate of both a sentient race as well as Celestia and Luna’s health. She committed a mass genocide to protect the citizens of Equestria and then fought the sisters, badly beating Luna and smashing Celestia’s horn to bits.”

“She did what?!” Twilight screeched, hurting my ears...again.

“What is with you young ponies and trying to yell my ears off?!” I shout back at her.

“She has severe anxiety issues,” Gilgamesh explained with a chuckle. “You should’ve seen her when the Crystal Empire returned and Twilight was told Celestia was giving her a ‘test’.”

“‘Returned’? Never mind, what’s more important: my sister committed genocide?!”

Gilgamesh sighed, the mood turning somber again. “One of the constant events that happens between universes is the Canterlot Wedding Invasion. Twilight’s older brother, Shining Armor, was the captain of the Royal Guard and was getting married to Princess Mi Amore Cadenza, better known as Cadence, who also just so happens to be Twilight’s old foalsitter. In addition, Canterlot was issued a threat from an outside force so in addition to planning his own wedding Shining had to keep a barrier around Canterlot at all times. Turns out it was pointless, as Cadence had been replaced by Chrysalis, a Changeling Queen, who was feeding off Shining’s love for his fiance. In the end Chrysalis gathered enough power to even give Celestia a beat down. The city was taken over, however briefly, before Shining and Cadence used their love and magic to cast another barrier that expelled all the Changelings from the city. In Kat’s Equestria, things played out… significantly differently.”

“Okay, I asked this before and Twilight brushed me off. What dafaq is a changeling?”

“Basically bug-pony emotion vampires. How they work is a little different from dimension to dimension, but what’s basically consistent is they feed off love and they have magic that allows them to change their form.”

“Vampires, huh? Cool! I don’t have them in the Omnitrix, maybe they could be cool. Then again, I think I unlocked Whampire already, plus I can already shapeshift, so then it would be pretty pointless. Wait… Kat Shifter...Kat Shifter… where have I heard that name?” Then it clicked. “Holy shiz wagon!”

“You know, I know we’re trying to avoid swearing in front of the filly, but could you please use less stupid substitutes?”

“What are you talking about? This is how I talk!”

“Ugh, whatever. Anyway, if you’re thinking she’s from a Playstation Vita game called ‘Gravity Rush’, then that’d be right.”

“What the heck is a Vita? Wait, didn’t Sony release that in 2012? Wow, talk about Retro.”

“How is that retro? What year are you from?”


“Huh. 2014 for me. And do you really see something seven years old as retro? Ugh, and I thought technology was moving too fast already.”

“Yes, because Sony went under in 2015. Most of their stuff was destroyed by the Great Tsunami of that year. Ever since, their stuff was rarer than anything.”

“I am deeply saddened to hear that any amount of video games were wiped from the face of the planet. This is why I took better care of my own than even the Crown Jewels. But I digress, yes, your sister was dressed up as and later assumed the form and powers of Kat from ‘Gravity Rush.’”

“That’s awesome, but what I was freaking out about was that when Umbra showed up, so did three totems. An hourglass, a strip of chain, and a diamond. He told me that the diamond belonged to a Displaced named Kat Shifter! I have her totem!”

“Which means nothing is physically keeping you from seeing her. As for whether or not you want to… well, I believe I was getting to the part about how the wedding invasion played out differently?”

“Yeah, but I can pretty much guess. She killed them off, right? Did she at least have a good reason? Was peace ever attempted?”

“Yes, but it was over a thousand years prior, when she first attempted to wipe them out. She left one alive, a young Queen Chrysalis, and warned her to never attempt to take over Equestria again or she would finish the job. Chrysalis didn’t listen and paid the price. Kat did so to protect the family of ponies she had befriended, specifically Fluttershy who was descended from a pony that Kat loved like a daughter. I was furious with her when I found out what she did, so much that I ordered her to make peace between the changelings and Equestria in at least ten different worlds. Successfully, make peace.”

“Well, while not the prefered route, Kat did in a sense solve the problem. I don’t condone genocide, mind you, but if she was left no other choice… I can understand how she would go to that, especially if what you said about her state of mind was correct.”

“That’s no excuse!” he shouted back angrily, his fists clenched. “As far as I’m concerned killing is something you do only when you have to, and to me there are only two reasons when it is a necessity. Either when the being is truly evil without even a shred of redeeming value or if you won’t live to see another day without taking the life of one threatening you. Chrysalis and her Changelings were neither. True they killed ponies in their invasion but it was to preserve their species, to gather food, to secure supplies. I’m not saying it was right to invade, but at least it wasn’t done for a reason like ‘because I thought it would be funny to see you all die.’ And furthermore Kat annihilated them like they were nothing. Wiping out her entire hive was no more difficult for her than stepping on ants. She had no reason not to at least restrain them all long enough to be imprisoned.”

I was silent for a second, my eyes closed and my hands clasped together. Then, I looked at Gilgamesh, going into my ‘negotiator mode’ (patent pending). “Are you certain?” I asked simply, getting a blank stare back. “Are you absolutely certain they weren’t evil? Did you ever meet them? Did you ever speak with this Queen? Because how you make it sound is that you are comparing this to other worlds and how it happened there. No two worlds are the same, this is something we both know by heart. So, isn’t it possible that Kat truly dealt a lethal blow to a truly vile and evil being?”

He stopped for a moment before closing his. He took in a deep breath and exhaled. “Perhaps. It could perhaps be that she was truly evil in that version of Equis. However, I managed to drive off her hive in my own dimension without killing a single one. Auric Fulcrum managed to make peace between the ponies and changelings in his universe. Another Displaced I met, Typhon, mentioned that he was friends with several of them, even hives who did not approve of Chrysalis’ more aggressive stance. Even in Jason’s universe Celestia and Luna have a changeling as one of their most trusted guards, one whose subordinates know of this and accept him. With those things in mind I find it hard to believe that there was no other option.”

I sighed. “That is your problem right there: you don’t believe. You are letting emotions cloud your judgment. To be able to fully see this situation, you must first understand what both parties were going through. From what you have described, this was not the first time this happened in Kat’s world and both times was unprovoked. What we are missing is their side, but that will never see the light of day. As such, we cannot condemn her based on what has happened elsewhere. They are not the same. As Voiceless has pounded into my head, time and time again, every world is unique and anything can happen. I am not saying what she did right, not in the slightest as I am an advocator for peace. What I am saying is that you are passing judgement based not on facts, but on emotions. Look past your heart and see the situation with your mind.” I lean back and sigh. “I apologize if this comes out as heartless, but as a negotiator, I have trained myself to not let my feelings guide me, as they can bring more harm than good in these kinds of situations. Elsewhere, it’s perfectly fine, but these are too volatile to depend on sentiments.”

He inhaled and exhaled slowly again. “You are very wise, Ben. I respect your ability to separate your emotions and your thoughts so completely. However, it seems we will never agree on this point. The very fact that Kat has wiped a species off the face of her planet is inexcusable to me no matter what the circumstance. Even still, what’s done is done, and no amount of debate on the subject will bring the Changelings back in her world. I move to simply drop the subject and agree to disagree.”

“I admire your heart, Gilgamesh, it’s a good thing. While we may never agree on this, I thank you for telling me about my sister, it means a lot to me. So, why don’t we move on to another topic? Twilight, which of ‘our’ friends were you planning on making me slave for today?”

“First was going to be Fluttershy, so you could help with her animals,” she read off a list she poofed out of nowhere. “Then Rainbow wants to test your pegasus form in a race. That would it for the day.”

I groaned and hit my head on the table. “You ponies keep making me work!”

“It’s your fault for agreeing to be our best friend and do anything we told you to.”

“Then I also wish to add something to the list,” Gilgamesh declared. “This talk about death and broken lives has depressed me greatly and I wish for you to help cheer me up before I leave back to my realm.”

“Um, what? How do I do that? Do I bring you to Pinkie’s or something?”

“Fight me.”

“But you haven’t done anything to me. Why would I fight you?”

“For the same reason two runners would want to compete in a sprint together. A bit of competitive fun. Also, though I think I’ve gotten to know quite a bit about you, I find there is no better way to truly know someone than to fight them.”

“Um… no.” I said, which took him back a little. “I don’t fight without reason. Sparring is not a reason.”

The warrior just stared at me for a moment before he did the last thing I was expecting him to. His eyes welled up with tears before he slammed his head on the table and began to bawl like baby.


Nyx walked up to him and put a hoof on his back. “Mr. Gilgamesh, why are you crying?” That is so adorable, if not for the big weirdo crying like a baby.


“Ben has feelings?” asked Twilight. I glared at her, and I could swear that Lyra growled at the princess. She giggled a little into her hoof.

“Harsh, Twi, really harsh. Ugh, fine, ya big baby, I’ll fight you. I just don’t know where we could fight. Nopony else knows that there’s a human living in this town.”

The big baby sniffed before he raised his head. “There’s always the Everfree Forest. That’s where I train in my Equestria. And where I live.”

“The Everfree still exists?” I asked turning to Twilight who nodded. “Huh, I thought they would have leveled that place looooong ago. Well, it’s as good a place as any. Hold on,” I started to type on the Omnitrix and the faceplate slid back and I hit the core. There was flash and I was back in my pegasus form. “Ready to go! Oh wait, Form Lock Code 1010. Now we’re good.”

“Um, if you’re really concerned with nopony knowing there are humans here, there’s also the little issue of me.”

“Oh, right. Um… oh I got it! ...This is gonna suck. Omnitrix, Jade Blaster.” There was another flash and I appeared before them, lacking wings, but with the addition of a horn. I shuddered a little. “I hate the feeling of magic running through my veins like this.” I powered up my horn, lighting it in a dark green aura. “Now hold still, this is a special illusion spell Tia taught me to hide my human form.” I blasted Gilgamesh straight on, and he was coated in my magic. “There, now only those who know you’re here will be able to see you.”

“Wow, Benny, good looking and good at magic?” She gave me a sultry look. “I’m not gonna be able to hold myself back for much longer at this rate.” She nuzzled me while giggling.

“...I don’t like this!”

“Shut up and love me.”


“OK, LET’S GO PLEASE!” Gilgamesh shouted.

“Thank you! Come on.” With that over with, thank the gods, we moved on out of the castle. Gilgamesh had to be pulled away, gawking at the massive crystal palace for a minute. Along the way we talked a little bit, learning a bit more about our guest, like the diamond in his chest plate was a gift from Kat and how he was enchanted to play music out of nowhere. Then,

“Hey guys!” I looked up to see Rainbow Dash flying above us. “What’s up Ben? You ready to… hey! Why aren’t you a pegasus?”

“I’m casting a spell, so I need to be a unicorn.”

“What spell?” I blasted Rainbow, who immediately shook her head. “Woah! Hey, what was that…” Then she saw Gilgamesh, who waved in return. “What the hay is that thing?”

“That’s mister Gilgamesh,” Nyx said with smile. She was even walking close to me now, guess she only liked me as a pony. Well don’t that just beat all.

“And I’m going to have a sparring match with your friend because if he refuse again I’m going to bawl and kick and scream like a baby!” the warrior added in a voice that was far too cheerful for what he just said.

“Seriously?” I asked as I glared at him.

“I have no shame.”

“Wow, and I thought Pinkie was weird,” Rainbow commented. “Wait, a sparring match? Cool! Can I watch? I wanna see what the great Ben 10 can do!”

“Fine, come on. We’re going to the forest so nopony will see it.”

“Awesome!” So, now Lyra, Twilight, Nyx, and Rainbow joined us to an open clearing not too far into the Everfree forest.

“Disengage Form Lock Code 1010.” The light flashed again and I was now a human staring down Gilgamesh who stood some distance away from me. He put himself in a starting position, while I just stood there. “Normally I’d say age before beauty, but since I have both I’m just gonna say that you go first.”

“Har har. Now go on, choose whatever form you want. I’d say that I’d even let you pick Way Big or Atomix, but I’m sure you don’t want to attract that much attention.”

“I don’t have Atomix, yet, and I think I’m gonna stay just as is. I actually prefer my human form.” Gilgamesh just stared at me in surprise. “What? Afraid to fight one of your own kind?”

“I’m afraid of punching you hard enough that your skull shoots out of the back of your head and splits a boulder behind you.”

I smirked. “Oh trust me, that’s not gonna happen. So come on, junior,” I said while indicating with my hand to bring it, “Show me what you got.”

“Are… are you sure? I mean, not to brag, but in my dimension I was the single most powerful being on the planet. I beat both the Princesses simultaneously multiple times. I decimated entire armies… without even killing anyone. The dragons think of me as the boogeyman.”

“Heh, I’d tell you what they think of me, but then we’d be here all day. So come on, show an old man some new tricks, boy!”

“Heh. Alright, but I’m still not convinced. Gonna start with just physical attacks. Even if you are a great fighter, I doubt you can take a lightning bolt to the chest.” He began to play a song as he took a few sweeping motions before settling into a fighting stance. “Here I come!”

He charged at me before rolling forwards and then launching up at my head with a kick. I back flipped out of the way and land on my feet to see he was at least six feet in the air. He then flipped forwards and came down at me with another kick, somehow propelling himself at me instead of simply falling. I smirked as he got just above me… and then sidestepped out of the way as he impacted the ground. I looked into the crater, smiling a bit.

“How’s that skull smashing coming along?” I asked down to him.

“You tell me!” he shouted before dashing out of the crater with a jumping punch. I easily sidestepped it only for him to stop right next to me and try to hit me in the temple with a wrist strike. I ducked under that and lifted my foot to avoid the sweep he did right after. He quickly spun and launched both arms at me which I hopped back away from, though I did still feel the force.

I whistled a bit in appreciation as I stood straight, only just now taking my hands out of my pockets to give him a round of applause. “Those are some impressive shockwaves, my friend. Speed, power, strength, you certainly got them, but.... it’s not gonna be enough to beat me. Come on, junior! Step it up! You got a big ol’ spear on yer back just for collecting dust or something?”

“Sorry, but I really, really, really just refuse to take the chance that I might lop something off. I’m still not even going full throttle here-”

“Let me just stop you there,” I said, still smiling. “Kid, you don’t get it. I don’t fear what you think you’re going to do to me. I used to do this daily with Tia and Lulu, and they used an axe and a broadsword on me. You gotta step up your game.”

He stared at me for a moment before cutting the music. “Ok, I get what you’re saying. But I still don’t feel like using my weapon yet. At least not the one attached to my back.” He stood up before taking a deep breath, holding both hands to his stomach. “Here we go then. From here on out, I’m not responsible for what happens to you.” ] He started to play a different song before taking a different fighting stance. For a moment he just stood there, only slightly breathing. The next he was right in front of me.

I dodged the first jab at my chest and noticed that he was attacking with two fingers and not fists. We continued on, him unleashing a flurry of lightning fast jabs, swings, kicks, and sweeps at me. I dodged them all perfectly, but this wasn’t like before. I wasn’t just showing off how he couldn’t touch me, this time it was more like if I didn’t dodge them perfectly I would get annihilated. Almost every strike was meant to kill, or at least seriously wound.

“Woo! You were holdin’ back on ol’ Benny, were ya?” I asked through a smirk as I kept up my dodging. “Well, that’s just plain rude if I do say so mahself!” I jumped back and pulled out my ‘PDA’. “Big Ben’s gonna have to punish ya!” I brandished my device at him, though all he did was stare at me like I’d gone crazy (which I was on the fence still whether I had or not; it’s hard to tell when you got ten, er, nine other voices yelling in your head).

After recovering from the initial shock of seeing me pull out the device he leaped back several yards and resumed his fighting stance. At the very least, it seemed like he wasn’t taking chances. I smirked, as it was a good call on his part… but not good enough. With a single twitch of my finger, I moved, rushing forward. I could feel the wind blow through my hair at break neck speed and the next thing Gilgamesh knew was that I was directly in front of him with an orange sword pointed at his neck. I didn’t say a word, just grinning at him with my winning smile. There was a rush of wind that blew from behind me and then past us both; I was wondering when it would catch up, the air can be really slow sometimes, ya know?

“Impressive. But I wonder if you can dodged this?” His eyes turned red and I could practically feel the heat radiating from them.

Twin blasts were fired from his eyes and they almost got me… almost. I ducked down low and slid underneath him, coming out from behind. I tapped his shoulder and he turned to meet me. “Yo!” I said with a cheerful smile before hefting up my sword-turned-laser cannon. “Bye!” I fired the cannon, sending him flying back a couple feet. Not much, but enough to give us some space. “Neat trick! But I had to face dragons, so something like that ain’t gonna cut it. What else ya got?” I’m pretty sure my cheery attitude was ticking him off. Well, until I heard him chuckle.

He got up quickly and the first thing I noticed was that my laser blast didn’t leave a single mark.

“I will admit, Ben, I did underestimate you. Of course, I didn’t expect you to be using a weapon. I still refuse to use mine, however, I will be taking you much more seriously.”

He struck a pose with one arm out to the side before sweeping it over to the other and extending the other arm. ”HENSHIN!” Suddenly there was a bright flash of light. After it dispelled I was surprised to find that he now bore a different appearance, with them main one being that he now had eight arms.

“Woah, that’s some trick! It looks so cool!” I looked down at the Proto-tool with a depressed face. “Yeah, I don’t think my Proto-tool is gonna help fight you when yer like this. SO! Let’s get to the real party! Any preferences?” I asked as I started to skim through the watch. “There a certain alien you’ve always wanted to fight?”

“Well, I don’t have much practice fighting opponents faster than me, mostly because they don’t really exist, so XLR8 if you don’t mind.”

“Ah a classic, very good monsieur,” I said with a faux french accent. I found him in the watch and pressed the core. I was transformed into a blue, velociraptor-like creature with black orbs on my feat and a special helmet on my head. I looked down at myself, feeling the nostalgia. "Heh. Haven't been this guy in a long time," I said, my voice a little hoarser than before.

“Is that because you haven’t been free or because you haven’t chosen it, because I can’t see a reason for the latter.”

“Oh, I just wasn’t in need of a speeder all that much. As you saw,” I zipped around a few times and then right back where I started, “I’m pretty quick on my feet without either XLR8 or Fasttrack. I did use Jetray a few times, but I mostly stuck with Emerald Streak. My pegasus form, that is.”

“Hm. I guess. Now then, whenever you’re ready,” he said before taking his stance. “Alright then!” I rushed him, nearly tripping, but I tried to hide it. Dang, I knew I shouldn’t have gone through with this one. I almost never used this guy; flying so beats running. It was that little distraction that he used against me, slamming a fist into my gut and sending me back into a tree. I shook my head, getting rid of the grogginess. “That could of gone better.”

“STAY FOCUSED!” I heard him shout. I looked up and saw him about to land on me. I quickly zipped a few yards away and he responded by firing another laser eye beam at me, which I easily dodged.

“Did you really think you’d hit me with that?” I taunted before rushing at him. I stopped right in front of him to dodged a punch, only to have to continue dodging a series of rapid fire punches from all eight of his arms. “Too slow!”

“Let’s change that,” he said as he slammed all eight of his hands together and creating a shockwave that threw me off balance. He tried to grab me but I managed to slip away. As I did though, one of his hands managed to touch my arm and I think a felt a jolt of something. I sprinted away before turning around to face him, only to find him gone.


That was the only thing I heard before I felt his fist slam into the side of my head, sending me tumbling away. I groaned as I got up.

“How the hell did you do that?”

“Oh, did I forget to mention? Jason gave me a little reward for helping to train him into a warrior. I’ve been gene-spliced by the Omnitrix, specifically osmosian DNA.”

My eyes widened at him. “You have got to be kidding me. You’re an absorber now? Oh that’s just not fair.” Then the omnitrix let out its warning tone and my form was flashed red and returned to normal. “And so was that!”

“Well, I think we’re done. Unless you want to try and deal with the extra strength, magic power, and arms of my first transformation in addition to XLR8 speed.”

“Well, I kinda do. See I may have timed out, but I still have power,” I said as I lifted up my watch to show it was still green. “The time-out is a safety feature on this one, not necessarily a battery drain. So, let’s see who to--” I froze up right there. There was a tingling in the back of my head, almost like… OH GODS NO!! Not now! It was the Voices, one wanted out! Then it happened, the first sign of what was to come. I gripped my head with hands, hard, and started screaming in pain. Oh gods the pain! It’s always the worst part. They literally try to take over my mind and it is never pleasant. I felt myself fall to my knees and almost certain that my fingers were drawing blood. I could feel one coming but who… oh shiz, not him! Anyone but him!

“GYAAA!!!!!” Then everything went black.

*****Gilgamesh’s POV*****

Ok, what the hell? He looked raring to go and now he’s just suddenly keeling over in pain? Is it his burn scars acting up or something?

“Oh no!” I heard Rainbow and Twilight shout. I looked over and saw that Twilight was holding Nyx close to her and Rainbow was pushing Lyra back. They were slowly edging away from Ben. What the hell was going on?

“Uh, girls, what’s happening?” I asked.

“It-it’s one of them!” Twilight nearly screams. “It’s one of the Voices. It must be forcing its way out of Ben’s psyche. Hum told us about his brothers, how only about three of them would pose no harm to us. The others…”

“He said to stay the hay away from them!” Rainbow finished for her.

Oh shitmuffins. There was the typical flash of green light from Ben. When the light died down, in his place was a green, humanoid figure that appeared to be made of gelatin with a flying saucer above its head. The omnitrix symbol was right in the middle of the blobby mass and it’s voice was high pitched and a little garbled.

“Goop!” it yelled out. Then it started laughing, like maniacally laughing. “Oh it’s been so long since I’ve been allowed to have some fun, hahaha!!!” My god it’s like Woody the Woodpecker had a bastard child with Stitch. “Oohh! A human and some ponies?! Yay! I have playmates!”

“I do not like the implications of that word,” I replied before turning to the girls. “You wouldn’t happen to know the detail of this guy?”

“Dear Celestia,” I heard Twilight whisper in fear. “Not him. That’s Goop, the Voice of Laughter.”

“The fact that you’re scared of him means that is likely nowhere near as non-threatening as it sounds.”

“Hum said that Goop does anything for a laugh. To him, everything is just one big joke, even *gulp* life itself. He’s a sociopath!”

Goop just giggled. “Oh, you sound so scared little pony. You do want to play with me, right? Cause I’ll kill you if you don’t! AHAHAHA!!!”

Oh great, it’s basically the ‘Cupcakes’ version of Pinkie Pie… Wait a minute… Sociopath who just wants a laugh and doesn’t care how he gets it?

“I know what I have to do.”

“Oooh!” Goop said, slithering right up to me with his saucer. “Does that mean you’re going to play with me?” It sounded almost… hopeful? Creepy entirely, but there seemed to be a twinge of desperation in there.

“Actually, yes. First we’re going to play tag.” I bopped him on the nose, or where his nose would be, causing him to jiggle a little. “You’re it.” And with that I used the last of my XLR8 speed (huh, so it tingles when it wears off) to grab all of the girls, and started running into the Everfree Forest, screaming in the most girlish and pathetic voice I could muster.

“Oh goody good, this is gonna be so much fun!” I hear the blob giggled out before following.

*****Third Person POV*****

“Oh this is bad, so very very bad!” Twilight was yelling from Gilgamesh’s grip, clinging tightly to her daughter.

“Mom, why is Mr. 10 chasing us?”

“I’ll explain it to you later sweetie, but right now Ben’s not in his right mind.” She turned to Gilgamesh, fear and desperation on her face. “Please tell me you have a plan!”

“Yes I do.”

There was a pause.

“Do you want to tell us?”

“No. I’ll only tell you it will be very painful… for me.”

Twilight just stared at him and then hung her head. “You know, when I let Ben stay in my house, I never thought it would be this crazy. Why can’t I just have an easy princesshood like Celestia and Luna? Even Cadance has it so much easier than me.”

“You call having to banish your own sister for a thousand years or defending an entire territory from a dark magic crazed unicorn easy?”

“Do they have to do that on a daily basis?” Gilgamesh was silent. “I didn’t think so. My life was already crazy before him, now it’s just so much more.”

“Well, it’s kind of awesome,” Dash added trying to be helpful. “It’s definitely brought some excitement.”

“Isn’t he just dreamy,” Lyra swooned, looking back as Goop followed them.

“...Lyra? You’re beyond help.”

They could all hear the distorted laughter of the gelatinous creature behind them as it followed. Soon they exited the Everfree Forest and, to the ponies’ horror, found themselves headed toward the Ponyville Marketplace.


“Mom, you have to put a bit in swear jar when we get home,” Nyx said, shying back when her mother glared at her for a moment.

“Don’t worry, I’m just getting more props to use!”

“What kind of props?” asked Dash.

“Allow me to demonstrate,” he said before setting them down, the entire town now focused on the large multi-limbed biped and the strange green creature approaching. He turned towards Goop and summoned several weapons into his hands. “Fear not, fair maidens, for I shall slay this vile, vicious, villain!” He then unleashed a fearsome, if extremely hammy, battlecry as he charged, only for it to turn into a pathetic scream as he stepped on Goop, causing him to slide for several yards before crashing into a house and disappearing behind the debris.

“AHAHA!!!” Goop laughed out. “You fell down, went boom!! AHAHA!! Yer funny! Much better than those others I had to play with in the past. I had to kill them because they were no fun! EHEHE!! More! More!”

Gilgamesh pulled himself from the debris, groaning before standing up heroically.

“Very clever, fiend, but I shall- WHOA!”

He stepped forwards only to slip on more of Goop’s slime. He didn’t fall over though, and instead landed on his other foot, only for that one to slip too. Soon he was slipping and sliding in place, barely managing to keep himself from falling, looking like he was performing some kind of bizarre dance.

Goop was spinning around in circles, laughing out so much. It was only at that point that the girls figured out that the voice was not coming from the creature, but actually the little ship floating above it. It just added a whole lot more to the weirdness. “Yay! Yay! Finally someone who’s not so serious! I could do this all day! Oh, but I do only have a few minutes left, I should probably get in a couple of kill laughs here soon.”

Gilgamesh instantly stopped himself by stabbing his spear into the ground, halting his movement. He then charged forwards, only to slip again and go soaring into the air, flipping backwards, and landing on a roof. “Whew, that was close,” he uttered, just before the roof collapsed under his weight and he fell through.

Goop continued to squeal in joy and it was only then that the girls realized what Gilgamesh was trying to do: give Goop things to laugh at so his time will run out. Suddenly Gilgamesh burst from under a fruit stand, startling the merchant attending it.

“IT’S THE MOST BEAUTIFUL THING I’VE EVER SEEN IN MY LIFE!” he shouted in a strange accent before lifting up a watermelon and ripping it open. “IT’S WATERMELONE INSIDE A WATERMELONE!”

Goop gasped and ran over to look. “No. Way!! That’s amazing!! But do you know what it needs?”

In response to that another Gilgamesh burst out of the same fruit stand. This one held up a batch of bananas. “It needs a banana!”

“H-How are you even doing that!?” Twilight shouted.

“Nanomachines, girls,” both of them answered simultaneously in serious tones before diving back under the debris of the fruit stand… and disappearing.

“Huh? Where did he-?” Goop began, only for the door of a nearby house fell off its hinges, with the warrior behind it.

“Surprise, muthafucka.”

Nyx gasped. “Wow, that’s at least five bits for the swear jar!”

The warrior then pulled out a plate of hay fries. “Some fries, muthatfucka.” In another hand appeared scrolls and quills. “Supplies, muthafucka.” This continued on with more hands. “Some pies, muthafucka,” for, well, pies. “First prize, muthatfucka,” a trophy. “Heart eyes, muthatfucka,” for a pair of heart glasses. “Disguise, muthatfucka,” for a purple wig, inexplicably styled to look like Rarity’s mane. “Wrong size, muthatfucka,” for a tiny top hat placed on top of his head.

Goop couldn’t stop laughing. “You’re so dumb! Dumb dumb!”

“Don’t hate me because I’ve beautiful,” he replied, mimicking Rarity’s accent almost perfectly while giving his wig a flip. In a puff of smoke he ran out into the middle of the marketplace, leaving all his props behind. “I WILL NOW SING FOR YOU THE SONG OF MY PEOPLE!”

“Ooh hoo! Goody, I like singing! Then afterwards I can give Ponyville its present!”

Suddenly, a piano began to play before some powerful female vocals started. As the song continued Gilgamesh began dancing to them, displaying some rather effeminate and gestures and sassy hip shaking. Goop could barely stand he was laughing so hard.

“Oh ho! Yer so girly! It’s funny because most would think you’re a man!” Goop mimicked wiping away a way tear. “Oh, that was great. Now for your prize!” Goops arms started to bubbly as he displayed himself. “Time to burn you all! It’s time for the perfect fun: ACID TRIP! AHAHAA!!” He was cut off suddenly by an alarm beeping. He looked at his chest and deflated. “AWWW!!! Fun times over?! Awww, not fair!”

“YES! I WIN!” Gilgamesh shouted.

“Maybe this time, funny man, but Goop will get you on acid next time.” Goop disappeared and reappeared right in front of Gilgamesh’s face. “Don’t be so serious!” he whispered to the warrior before giggling as he moved back. There was bright red flash, and Goop was gone.

*****Ben’s POV*****

“Aw my head,” I groaned as I got up off the ground. Then it came flying back to me. “Oh gods! Girls?! Gilgamesh?!” I yelled looking around frantically.

“Fear not, Benjamin! My foolishness and utter lack of shame has kept the injuries to a minimum! And by that I mean ‘I’m going to need an aspirin.’”

“Um… thank the gods?” I said, not really sure how to respond to that.

“Uh, Ben? Gilgamesh?”

“What’s up stalker mare?” I looked over to her and she pointed behind us. I turned around… and blanched.

“We’re in the middle of the market. Why are we in the middle of the market?”

“Oh, I just needed more props to make a fool out of myself and keep Goop laughing so he didn’t kill anyone.”

“Wow, that’s probably the only time Goop hasn’t killed anyone then. Nice work, save for the fact now everypony in town knows there are humans in town!!”


“Princess Twilight?” called out an elderly mare who was approaching.

“Oh no, that’s Mayor Mare! Oh what do I do, what do I do? I promised I keep Ben a secret, so what do I…” She gasped and then flared her horn, blasting both me and Gilgamesh. I heard the crowd gasp behind me and I looked at Twilight. “I remembered the spell you cast on Gilgamesh, so I cast it on both of you,” she whispered. “The Imaginary Friend spell, very useful for hiding in plain sight.”

“Princess Sparkle, what in Celestia blazes is going on around here?”

“Oh hello, Ms. Mayor. Oh, what is going on around here? Um… um… oh, it was a little… uh, experiment! Yeah that’s right, an experiment gone wrong. That’s what it was.”

“What were those creatures?”

“Creatures? Oh uh, they were um… puppets! Yes, puppets, I was experimenting with puppet magic and I guess it got a little out of control huh?”

Mayor Mare looked around, surveying the damages most likely. “Well, at least nopony was hurt.”

“Don’t worry Mayor, I’ll make sure everything gets repaired.”

“Of that I have no doubt Princess. You did save us from Tirek after all, a little magical mishap is nothing to cry over.” She smiled and then walked off, explaining everything was just an accident.

Twilight visibly deflated. “Oh that was so close. Nyx?”

Nyx had walked up to Gilgamesh and pawed at his leg, trying to get his attention. “Mr. Gilgamesh?”

“Yes, young one?” he whispered back.

“You need to put forty bits in the swear jar.”

“...I… I don’t what to say to that.”

“You say sure thing, because you did say a bad word that was worth five bits eight times,” Twilight said with a devious smile. “That word, while not common in Equestria, is used in other lands as the most insulting one there is. I did not appreciate you using such language in front of my impressionable daughter.”

“Dude… I think you made a mother mad.”

“Oh really? I couldn’t tell,” he snapped at me. “And just what am I supposed to do if I don’t have any money?” he asked Twilight.

“Well, then you are going to have to stay the day and help out. For the rest of the day, Gilgamesh, you are going to do whatever Nyx tells you to, do we understand?” I’m pretty sure that there were flickers of flame in the young princess’ mane, so I knew she was ticked.

“Might wanna do what she says, dude. She don’t look like she’s in the mood for us anymore.” As Twilight stared down Gilgamesh, I took the liberty of going back into my pegasus form, so as to not cause any more of a ruckus.

Gilgamesh just looked to me, then to Twilight, then to Nyx. If he was scared, he certainly didn’t show it. Then came the clincher when Nyx gave him a massive puppy dog look. “Yeah sure, fine by me. I love kids,” he said turning back to the princess. “So what do you want to do? Tea party? Coloring books? Oh, I’ve got an idea! Come with me!” he then grabbed the filly and sprinted off back towards the palace, a surprising spring in his step.

“Um, I’m gonna go keep an eye on them,” said Dash. “I’ll make sure Nyx will be fine.”

“Thanks, Dash,” Twilight said as the pegasus flew away. Then she looked to me. “Well, this another fine mess you’ve caused.”

“Oh come on! I couldn’t keep him in! When they want out, they will get out! Thankfully, we won’t be seeing Goop for a long while. They go in a cycle, so the next one, since we’ve had Rath, Hum, Voiceless, and now Goop, should be Cannonbolt. The peaceful one.”

“Well, at least there’s some good news. Anyway, I think we’ll put off Fluttershy until tomorrow. I’ve got something else for you to do.”


“Clean up this mess!” she screamed, pointing to the destroyed building and cart.

“By myself?!”

“Well, since Gilgamesh is taking care of Nyx, yes, by yourself.”

“He won’t be alone,” said Lyra as I looked to find her trying to meld into my shoulder. “I’ll be with him the entire time. Hey Benny, when we finish rebuilding that house, wanna go inside and ‘break it in’?”

“...I feel very scared and uncomfortable around you.”

“That’s how love works, silly!”


“I don’t care who helps you, just get the job done!” Twilight let out a huff and began to walk off. “I’m going to let Fluttershy know that we need to reschedule. Please have at least half of it picked up before I get back.”

As we watched Twilight walk off, I looked back to the destroyed stuff. “Soooo,” started Lyra, “Wanna make out before or after we clean this up?”

“Get off me!” I said, prying her from my shoulder. I too flight and began to pick up all the destroyed lumber.

“After it is!”

“Ugh!” This mare is gonna be the death of me, I just know it.

A few hours later, Twilight came back with Gilgamesh (back in his original form) and Nyx, both licking a couple of ice cream cones. Lyra was nuzzling me again, only this time I couldn’t stop her because I was far too exhausted and sprawled out on the ground. Luckily, we got everything picked up, so nothing could possibly go wrong. ...Did I just say that? Crap!

“Good job, you two,” Twilight said, nodding at our work. “Very nice.”

“Thanks Twilight,” replied Lyra for the both of us. “So how was your day, Gilgamesh?”

“Oh, fantastic! To be honest I never really got many chances to do things with kids and, since I’m pretty much a kid myself at heart, we had a great time! First we flew some kites, then we had tea party, with real tea mind you, then we did some baking with Spike, and then we played catch! Oh, and I taught her how to make ice cream. Something I learned in chemistry class eons ago.”

“Yeah it was great! Especially the chemistry lesson, it was soo much fun! I even got Gilgamesh to help with my advanced math homework! He wasn’t all that much help, but it made the time fly by and was a whole lot of fun!”

“Hey, I’m not that bad! It’s just that you’re incredible!”

“Glad you had fun,” I grumbled from the dirt.

“Oh come on, no need to grumble. We saved plenty of ice cream for you and your girlfriend. Er, marefriend.”

“He’s my boyfriend,” Lyra said sing-song like.

“I’m not your boyfriend!” I yelled back. Wow, that came out a little too close to Chowder. What’s next? I’m gonna make Ponyville do the monkey with me? ...Actually that sounds like a lot of fun. Maybe some other time. “Ugh, don’t encourage her dude. She’s been trying to get me to do all this romantic, couple crap for hours. I don’t like you like that!”

“You will some day,” she sighed into my side.

“You’re nuts!”

“Heh, this is just like Jason and Chrysalis,” Gilgamesh chuckled.

“Huh?” said Twilight. “What are you talking about?”

“Oh, well you see, in Jason’s dimension the changeling hives don’t rely only the Queen. There are also changeling Kings, who live mostly by themselves, and the Queens do everything they can to woo them. That changeling in the Royal Guard I mentioned? He’s a King named Slash. Jason scanned his DNA and has the ability to change into a King. Chrysalis caught him in this state and she’s been trying to win his affections ever since.”

“Was she constantly trying to rape him, though?”

“I’m not trying to rape you!”

“All you’ve been saying for the past few hours is highly suggestive, very sensual things!”

“Well, duh! I’m trying to get you in the mood!”

“Wait! That’s your plan? To seduce me into wanting to have sex with you?!”

“Right on the money!” she said with an all too happy smile. I stared at her, my right eye twitching and then I sighed out loud. “Everypony in this town is crazy!”

“Why does that sound familiar?” asked Twilight who seriously seemed to be pondering it.

“Oh, I’m sure it’ll come to you,” Gilgamesh said with a smugness in his tone. “As for your question, not exactly. In fact, she’s had to try and make nice with Applejack, seeing as how she considers him an Apple and is basically deciding who’s proper girlfriend material for him.”

“Well goody for him, he’s not dealing with this shiz,” I moaned. “These ponies are gonna kill me, I just know it.”

“Oh, quit your whining,” Twilight waved off.

“Shut up, Twilight. I’m too tired to do anything more than whine.”

“Shouldn’t you give Gilgamesh that thing you gave Jason? You know, that weird badge thing that came out of the watch?” Lyra asked.

“Ugh, yer probably right.” I stood up and typed in the command on the watch, producing another Plumber’s badge. I tossed it to Gilgamesh who caught with one hand. “My totem. Go nuts with it.” I laid back down on the grass. Why? Because it was comfy that’s why!!

“Cool,” he said simply before pocketing it. “So, you want to hear more about the other Displaced, or should I spend the night so we can talk in the morning? I’m sure even with the difference in time flow I can afford to spend one night in another dimension.”

“Oh silly Gilgamesh,” said a familiar bubbly voice. I looked up to see Pinkie on Gilgamesh’s shoulder. “You know you’ve been away from home for too long. What if Luna’s found another coltfriend? You should just tell Benny what he needs to know and get going before you lose your mare.”

“Uh, well, um… I don’t think we’re ‘official’ yet,” he said, rubbing the back of his head as he blushed.

“Well, I just had a pinchy knee, with a wonky eye, and a rumbly tummy.” At everyone’s blank stares, Pinkie rolled her eyes and elaborated. “It means that a guest is going to lose in love if he stays too long. Who else is a guest here, but old Gilgy!” she said while patting him on the head. “And losing in love will make Gilgy sad and Auntie Pinkie can’t have a sad Gilgy, so do your explainy thing and get back that girl!”

“Wow, I honestly thought that nopony would have the guts to actually ask her out. Maybe I should make a move.”

“Wait, you’re not questioning how she can possibly know about your relationship status in another dimension?” I asked.

“It’s Pinkie,” he replied simply.

“...That still doesn’t explain anything.”

“Oh, Benny,” Pinkie said with a shake of her head. “We’ll catch you up one of these days, but for now, just go with it, okay? You’ll be better off that way.”

“I said it once, Imma say it again: everypony in this town is crazy!”



“Ok, ok, I’m done. Ok, so first, can you tell me about Umbra? I’ve never met or heard of him before.”

“Umbra Shadow-Walker. An admin of the multiverse, and basically a living shadow. If you meet him, make sure you have money or something of a value, whether it be sentimental or actual worth. He’s got a portable shop on him that literally contains one of everything. I am not kidding. If I wasn’t try to hide, I would have given that dude a ton more money for the stuff in that shop instead of just the Proto-Tool. Don’t make him mad, though. He’s got phenomenal cosmic powers and shiz.”

“Heh. Aladdin reference. Anyway, that sounds interesting. I’ll have to keep an eye out. Anyway, we’ve already mentioned Kat, Auric, and Jason so who else do you know?”

“That’s pretty much it. I’ve only been free for like two or three days, so haven’t had a chance to meet anyone else.”

“Oh, so crash course then. The letter I gave you mentioned Xante. He’s a lich mage, very powerful, also very goofy. He gave me the tunic incantation that allows me to play music. Don’t ask his whole title, you’ll have enough time to make and eat a sandwich before you’re done. Also, his Equestria is anthro. So you, know, ponies but with arms, clothes and um,” he made some circle motions on his chest.

“That is just… no. Just no. Next!”

“Right, moving on. Then we’ve got Nemesis, tall mutated monster carrying a rocket launcher. Not one of the bad guys, ok? He’s a good friend of mine and until very recently he’s been the only one that had been fighting an evil with perhaps one of the most effective weapons of all time: good publicity.”

“Sounds like a bunch of problems. Sucks to be him, but I hope it works out in the end. Who else?”

“Typhon, Heir of Breath. Looks like a human teenaged with a blue hoodie. Extremely powerful but one of the good guys, if a bit mischevious. His Equestria works on some very different ways than most of the others. Then, my most recent acquaintance, a steampunk master who goes by ‘Invention.’ Guy also has some problems in his version of Equestria, but they’re really damn complicated so I’m skipping them for now. What you need to know is he’s one of the good guys, made sentient robots that are his ‘children’, and very recently another Displaced ended up in his world. Her name’s Jenny but she’s in the form of Beatrix from Final Fantasy IX. It was the only time I’d seen two Displaced in one dimension, after Jason of course. She’s still getting accustomed to the whole ‘not in her world’ thing.”

“Is every Displaced a gamer? Because if so, I’m not going to know any of these guys’ backgrounds or powers at all.”

“I weep for you. Anyway, no, not all of them. Typhon actually assumed to form of character from a webcomic. Anyway, aside from one, those are all the one’s I’ve met. As for those I’ve been told about, there’s apparently a knight be the name of Solaire out there. Don’t know anything about him. There’s also apparently a Ghost Rider, flaming skull-headed biker. Also don’t know anything about him. The there’s Nocturne, a ‘Demon Lord’ who makes deals and gives help for a price. I still don’t know what that price is, but considering Auric vouches for him I’d say you don’t have much to worry about. Also, you need a mirror to summon him. Then there’s the three you want to watch out for. Auric called them the ‘Triad of Madness.’ There’s Alice, from American McGee’s version of Alice in Wonderland, Jack of Blades from ‘Fable’, and Pyramid Head from ‘Silent Hill.’ Pyramid Head I’ve met, and just so you know he’s a zombie looking guy with a huge metal helmet that covers his entire head and a ‘knife’ that roughly the size of his body. I only heard bad things about him, but when I actually met him… well, he was actually pretty nice. I think his timeline is kinda screwy for some reason.”

“Wibbly wobbly, timey wimey, that’s all I’m hearing there. Hoo boy, what the heck have I gotten myself into. I’m starting to wish I told Umbra to just go the faq away and take the totems with him. Oh well, what are ya gonna do?”

“Hey, there’s no need to shun us, a lot of us like Auric are trying to do what we can to help. And speaking of which, let me give you my token. If you could go human for a moment please?”


“Already cast the spell.”

“Thanks. Disengage Form Lock, Code 1010. Better?” I asked, still lying face down on the ground.

“Yup,” he said as he pulled me to my feet. He then grasped my hands and focused until a bright light appeared on them both. In a moment they were gone and on both my hands were gauntlets, one running down to my elbow, the other stopping at the Omnitrix. “These are my summoning tokens, the Genji Gloves. They will give you defense against physical attacks and magic and will render you completely immune to the Toad and Paralyse status ailments.”

“I don’t know what that means, but these look pretty cool. Thanks for the weird day, Gilgamesh. It’s been… I don’t know what it’s been, but it has been.”

“Hey, a weird day is always better than a boring one in my opinion. And before I go I have two requests.” I was surprised to find that his tone had become serious. “Go see the Princesses. Tell them you are alive. Tell them the truth. They will still love you, they will help you. You’ve put this off for more than four thousand years. That’s more than enough time.”

“I will, soon. I just need to think on how I’m going to do it. I’m not gonna be that jack who just bursts in a pronounces that he’s alive. No, I need to think this through. What’s the other thing?”

He sighed sadly. “Please, please go see your sister. Go see Kat, if for no other reason than just to tell her you are alive. She needs all the help she can get, and the fact is I just can’t be around her all the time. She needs support, the support that can only come from family and friends. Even with those helping her she is still in a dark place.”

I was quiet for a moment, thinking over those words. “I’ll, I’ll think on that Gilgamesh. That’s all I can promise right now. But I want you to promise me something as well.”


“I want you to be less harsh on her. I know she messed up, you know she messed up, and from the sound of it she knows she messed up. Don’t make things any harder on her by using other worlds to compare and contrast hers. It doesn’t work that way, my friend. You must see this logically, not emotionally. I know you care about her, that much is obvious, but adding on pressure like that is only gonna make things worse. I know that may be hard right now, but you have to see past what your emotions are blocking so you can see the truth hidden within the truth. That is all I ask, that you just take it easy on her.”

He chuckled. “I’m a bit hardheaded, and I’m not very tactful, I’ll admit that much. It’ll be difficult, but I’ll try. And believe me, even after all she’s done, I still wouldn’t dream of turning her away if she asked for help. I did what I could for her before I left, and I intend to do more the next time I see her.” He then turned to Twilight. “Oh and speaking of ‘harsh’, Twi?”

“Yes, Gilgamesh?”

“Ease up a bit on Ben, will ya? You trying to force him to be your new ‘friend’ is about as fulfilling as what Lyra is trying to do to him. How about scheduling some things he’ll actually want to do, like what I did with Nyx today? Believe me, the only reason I even stayed is because I wanted to play with her, not because you were telling me to.”

Twilight and I shared a look, that turned to scrunched smiles and then we both broke out laughing. “Oh, oh gods, you actually… haha!” I couldn’t breathe it was so funny. “You, you actually thought she was making a slave out of me? That she was forcing my friendship? Are you nuts? I was playing along with this because when we first met I called them all slave drivers for trying to make me transform.”

“I’m just having a little fun with Ben,” Twilight waved off. “He knows I’m not being serious, besides, I don’t really have anypony I can troll. Celestia taught me how to, but I’ve never had anypony to use it on and Ben makes the cutest reactions.”

“Cute?! I’m not cute! I’ll mess you up!”

“No, you’re cute. See, even your scrunchy nose is cute,” Twilight said in a babyish voice.

“Gah! You suck Twi!”

“Ah, so it was the mutually understood playful jabs between friends. I see. I’ve, uh… I’ve never had that kind of relationship with a friend… In fact, now that I think about it, I don’t think I’ve many friends, period… And now I’ve managed to both make a fool out of myself and make myself depressed… great.”

“Ooh! Ooh! Itchy belly, tail twitch, and wobbly knees!” Pinkie shouted out.

“What?” I asked.

“That’s a super special one! That one means that there are friends right around the corner in your future! Hooray for Gilgamesh! He’s got friends a comin’!”

“Wait, yer a fortune cookie now?”

“Madame Pinkie sees all and knows all! Ooooh~~” Pinkie was now dressed like a stereotypical gypsy. The sad thing was that the look worked for her.

“I give up. Someone just stop the madness, hit the kill switch already!”

“Not happening, and considering I feel much better now, I say to crank the crazy meter up to eleven!” Gilgamesh exclaimed. He unclipped his spear and, surprisingly, used it to cut a hole in reality itself.

“Wow, it cuts through reality like butter,” I commented, just deciding to go with it for now. “Can it still slice through a tomato with ease?”

“Considering I’ve consistently used it to hunt for dinner, I’d say so.”


“Yeah. I’ve finally started to experiment with all the different ways to cook hydra.”

“Gross,” I said with my tongue out. “Why would you want to eat hydra? There’s so many poisons in there and you never know when you’re gonna find the Red Skull in there.”

“Ha, Captain America reference. And to that I say ‘why do people eat pufferfish’? Heck, when you think about it, isn’t cheese just really old milk?”

“Ack! Don’t do that! Ew, bad thoughts, bad thoughts. Old milk,” I shuddered thinking back to those few times I didn’t check the date on the carton. Oh gods, the nightmares that followed.

“Ok, so not an adventurous eater. Gotcha. Anyway, I’ve lingered here long enough. May the winds of Freedom carry your wings,” he declared before jumping into his portal, which promptly close behind him.

“And may a mental institution finally take you in, ya big bunch of crazy bolts.” I shook my head sighing from the long day I’ve had. “Hey Twi?”

“Yes, Ben?”

“Can we go home now?” I whined.

She giggled at me and nodded. I was too lazy to get up so she and Lyra carried me back to the castle, Nyx riding on my back.

Later that night, with Lyra snuggled into my chest once again because she can’t take a hint, I stared up at my ceiling for what felt like hours. All that occupied my thoughts was my sister. She was alive. After all this time, she’s still alive. I couldn’t care less about what she had done, she was alive and that’s what mattered. I lifted up the diamond that was her totem and smiled sadly at it.

“Some day, Allison. Someday we’ll meet and it will the greatest day of my life.” With that happy thought, I put the diamond on my nightstand and rolled over into a nice comfortable sleep. ...Curse this crazy unicorn and her cuddliness.

The First Years

View Online

It’s been a few days since Gilgamesh came and went, but I was slowly getting into this new ‘life’ of mine. Sure, it was a little jarring having to constantly help my ‘best friends’, but it was fun, I’ll admit. For most of the day after I was helping out Fluttershy with her animals. It was kind of fun being around all the different critters. Reminded me of that month I got lost in the Amazon… don’t ask.

But then, I met Angel Bunny.

I instantly did not like that little rodent. He was rude, pretty sure he was crude, and just a complete and utter jerk. I have never hated an animal as much as I have that bunny. All I did was try to give him a carrot and he tried to shank me with it! I don’t care what Fluttershy says, if he tries anything, I'm having rabbit stew.

About two days after that was spent with Rainbow Dash. By Poseidon, that mare is boastful. Every other word out of her mouth was about how awesome she was. Even claiming she was the fastest in Equestria. Oh, I was so tempted to show her who the real fastest creature was. I don’t even need to be a pegasus to show her up. I kept that to myself, though. No need to make her feel bad...oh gods, I’m sounding just like her.

Moving on!

Today, I was currently reverse sitting in Twilight’s throne, just twiddling my thumbs and dozing off here or there. It’s actually very comfortable like this, my legs leaning up against the back of the crystal chair, while my head lay on top of my arms at the bottom.

Out of nowhere, I felt a tapping on my head. I adjusted my neck a little to look up and see Twilight there. “Wassup, pony princess?”

“I’m wondering why you’re just lazing about,” she said like the mother she is. “Nyx and Spike are out playing with the crusaders. Why don’t you join them?”

“I don’t think you’d want that,” I said, adjusting myself into a more comfortable position.

“Why not?”

“I’m pretty dangerous, Twi. And I don’t just mean the Voices and the watch. Look, things happen around me and I’d rather not drag your kids, or any others for that matter, into my shenanigans. I don’t go looking for trouble, trouble just seems to find me.”

“Oh come on, it couldn’t be that bad,” she said with a wave of her hoof.

“Oh yeah?” I said with a daring smirk. “Did I tell you about the time I nearly destroyed Earth?”

Twilight clammed up and started opening and closing her mouth like a fish. “Wh-wh-what?! What do you mean nearly destroyed?!”

“Let’s just say that my time on Earth wasn’t very peaceful,” I answered cryptically. Truth be told, some of the details are a little blurred. Don’t look at me like that! I’m old, we forget things, lay off!

Twilight hmmphed, obviously not liking my answer. “You know something, Ben? You’re just one mystery after another. The Omnitrix, the Voices, your past. Come to think of it, we really don’t know much about you. Why is that?”

“Because you haven’t asked, for one,” I said with a smirk, earning me a quick bop on my noggin. “Hehe, and because I just don’t talk about my past. It’s the past, I look to the future. I live for the future. That’s my code.”

“Odd code,” Twilight whispered to herself. “Well, I’m asking now. Would you like to share?”

I thought on that for a moment or so. “Well… I suppose I could tell a tale or two. Sure, why not? On one condition!”

“Food?” Clever girl.

“Lead the way,” I said with a smile, flipping myself around. Twilight rolled her eyes and we headed for the kitchen. Didn’t take too long thankfully, but just as we made the last turn, I got tackled to the ground. Do I even need to say by whom anymore?

“Gah!” I shouted as I went down. I groaned, knowing who it was. “Lyra, was that really necessary?”

“Surprise hugs are always necessary, Benny! Boop!” She booped my nose, making it crinkle involuntarily. I hate that. It makes me look cute. I am not cute!

“I am getting so sick and tired of this shiz!” I moaned, but stopped. “Wait, a second, I heard it! I heard it that time!”

“Heard what?”

“Ever since Gilgamesh mentioned I was saying stupid ways of cursing, I’ve been trying to pay more attention to what I’ve been saying. That time, I heard it! I said ‘shiz’! I don’t say shiz, who says shiz? Shiz isn’t even a real word!”

Lyra and Twilight looked at each other before turning back to me. “But you always say shiz. And dafaq. (I really don’t like that one). And other crazy things. Didn’t you know?”

Wait a second… those words… oh gods! I groaned loudly. “That spell still hasn’t worn off?! Aw man!!”

“What spell?” Twilight asked as Lyra finally got off of me.

As I brushed myself off, I answered her. “See, way back when, Celestia, Luna, and I enjoyed pulling pranks on each other. A common one they would use would be the ‘Stupid Curse’ spell. It makes me saying stupid things to curse, such as shiz and dafaq. It also makes me curse more often than I should. And trust me, I really am not one for cursing. You have to tick me off massively for that to happen.”

“So your weird expressions are the result of a prank spell?” Twilight and Lyra looked at each other again for a moment… before bursting out laughing. I deadpanned as they laughed themselves silly.

“It’s not particularly that funny, you two.” I rolled my eyes. Mares, bleh. “I had hoped that it had worn off after all this time, but apparently not. I’m going to need to remember that so I can get them back. The zebra ambassador was not all that pleased when I began cursing sillily at him.”

“They did that before a political meeting?” Twilight sounded shocked.

“Oh yeah. They loved to see the expressions of those stuck snoods. I don’t know what they had against Zenanan, he was a good guy… more often than not.”

As we finally moved to the kitchen, we found Spike back at the stove. “Spike?” Twilight asked, startling the poor drake. “What are you doing here? I thought you were with the Crusaders.”

Spike sheepishly hid a few gems behind his back. “Uh, well they wanted to try and get, blech, make-up cutie marks. I wasn’t interested, since I knew they would use me as a model. Don’t give me that look! You know they would!” Got give it to the guy, he knows when to run. Spike, whether you know it or not, you have my respect.

“So… you came back to steal some gems, huh?” Twilight said with a knowing smirk. Ooh, busted.

“Uh… nooo?” Don’t quit your day-job, sweetie.

“Uh huh, you’re fine Spike, but keep it at three. Don’t want to spoil your dinner.”

Spike beamed as he munched on an emerald. “Thanks, Twi. So, what are you three up to?”

“Ben’s going to tell us of his early years… in exchange for food,” Twilight explained as she got out some food supplies.

Spike chuckled as he sat at the table with Lyra and me. “It’s always food with you, isn’t it?”

“I like food, shut up!” I crossed my arms in front of me as I leaned back in the chair. The all shared a little chuckle at my expense.

“Well, while I make us all some sandwiches (without flowers for you, I know, Ben), why don’t you tell us about your beginnings Ben. I’m very eager to know, considering you’re our first Displaced.”

And I’m gonna try to keep it that way. “Well, let’s see. I suppose it all--” I was interrupted by a loud beeping coming from my pocket. Confused, I pulled out the prototool (still in PDA form) and found it to be beeping at me. I touched the screen, trying to scroll through it.

“What’s that?”

I looked up to see they were all transfixed by the device. “Hmm? Oh, this?” I held up the PDA. “It’s a prototool. Basically the greatest multipurpose device to ever exist. Can change shape into almost anything.”

“Is that the sword you pulled on Gilgamesh?” asked Lyra.

I nodded. “Yep, can even turn into weapons. Right now though… looks like I have a message.”

“You mean like a letter?”

“Kind of, Twi. It’s more like digital instant messaging than the kind I’ve seen you use with Spike. Now let’s see... uh… hit this button right? Oh, nope, not that one… okay let’s try that one. Ack! No, definitely not that one… whoa! Why is that even on here?!” What in Ares’ name did Umbra put on this thing?! Note to self: never let Spike or Nyx near this thing. “Aha! There it is! Oh, it’s from Umbra!”

“Umbra? Oh, he’s that shadow being you mentioned right?”

“That’s him.” I read over the message and blinked. “Huh, well that’s convenient. Looks like the war has been called off.” I put the PDA away. “Good enough, frees me up to focus more on my own plans.”

“That’s a little too convenient, don’t you think?” asked Twilight. “Almost like just an easy way of covering up a mistake.”

I shrugged. “Eh, I’ll take his word on it. If it’s just a ruse, he’ll come get me anyway. Now, where was I?”

“You were about to start your story!” Lyra said as she looked through some books.

“What are you doing?” I asked as she put another book away.

“Looking for a counterspell to your cursing! Can’t have my Benny be cursed, now can I?” she replied with a smile.

I was actually a little stunned, seeing how helpful she was. “Oh, thanks Lyra. That’s really nice of you.”

“Anything for you!” she said very happily, her tail wagging slightly.

“Get on with the story please!” Spike whined. “I’d like to hear it too!”

I chuckled, leaning back. “Let’s see, some of my memories are a little fuzzy, but I know the majority. A long, long, long time ago…”

Five thousand years ago…

It all began that fateful day. It was my very first convention and it was the most famous in the country: San Diego Comic Con. Where people of every fandom gathered to meet, socialize, shop, and experience their favorite characters in person. Of course, being that I was more broke than Warren Buffet was rich, I had to find an… alternate way in.

“So you snuck in through a backdoor or something?”

Don’t interrupt Spike, it’s very rude.


Anyway, after getting in, well… I had the time of my life! Honestly, it was amazing! Sure, I was surrounded by a ton of people, which I don’t like by the way, but it was so much fun! I got to see so much stuff from my favorite tv shows and the few movies I’ve seen. I got to meet some of the characters, voice actors and the people behind them. I spent hours wandering about the convention center, loving every single minute.

Then came the point where historians will argue was either the greatest or stupidest thing I did in my life.

Near the back of the convention center was a little prop shop. There gizmos and gadgets all over the place, stuff from shows even I’d long forgotten. There was a scroll from Xiaolin Showdown, a plush raven from some old video game, a few Animaniacs dolls, and even an old Freakazoid costume. As I stared at the collection, the shop owner came over to me, his voice Russian with a hint of Polish. Not very much, but it was there.

“I see you are enjoying my stock,” he said, startling me from my daze.

“Oh, yeah! You got one of everything here. Holy! Are those the Talisman’s from Jackie Chan Adventures?!”

“Indeed,” he lifted up the little trinkets, their pristine surface reflecting off the fluorescent lights of the center.

“Awesome,” I said in awe.

He chuckled a little. “I see you are a cartoon enthusiast. Your costume displays it quite nicely. Could I perchance offer you this Omnitrix? I’ll give you a good deal on it.”

The merchant had lifted up a model of the original Omnitrix. It’s organic looking form was a little enticing, but I more prefered the one I had. “It’s a nice piece man, but I think I’m good,” I lifted up my wrist displaying the watch you see now.

He seemed very interested in it all of a sudden. “Oh my word, where on Earth did you acquire such an exquisite piece?”

“I, uh… it was a gift! Yeah, that’s it! A gift… from… a collector! Yeah, a collector of Cartoon Network memorabilia.” I felt proud just being able to properly use “memorabilia”, but in all honesty, the watch is stolen.


What did I say about shouting? Yes, I stole this thing from the original creators of the show, Man of Action studios. I snuck in there once to try and meet some of them, when I found this thing hidden away in the basement. No idea why it was down there, but I figured no one would miss it, so I took it.

“Stealing is wrong, Ben!”

It sure is. Remember Spike, don’t steal.

“Got it!”

“Wh-no, bu--”

Enough interruptions Twilight, you’re being rude. Anyways, he asked to see it, so I put my arm out for him to examine it. “Oh my, such craftsmanship. You could almost say it was the real thing.”

“Yeah, she’s a beauty, ain’t she?”

“Heh, your accent’s slipping, boy.” I clamped my hand over my mouth. Back then, I was a little more self-conscious about the little twang that slips in every now and then. That’s what comes when most of your life was lived in the southern states. “However, it seems your device is incomplete.”

“Incomplete? How so?”

“See here?” he pointed to a little slot on the back of my watch. How I never noticed, I have no idea. “It appears there was meant to be a special kind of computer chip to be installed here.”

“Aw, dang,” I moaned a little. I was pretty proud of having the watch, but knowing that it was incomplete was a little disheartening.

His light chuckling made me look back at him. “There is no need to be upset, my friend.” He reached down beneath the shelves and pulled out a little computer chip, roughly the size that would fit in the slot. “I have just the piece you need. Install this, and you’ll have quite the interactive Omnitrix up and running.”

Oh, it was so tempting, but I declined his offer. “Sorry. As much as I want that thing, I just don’t have any cash on me. Flat broke, man.”

“Oh no no no! I give to you for free!”

“Come again?!”

“I cannot stand to see such work go uncompleted. Please, take it. Be best Ben you can be.” He held out the chip, tempting me with it like a fat kid and a Twinkie (I’ll explain those later). And, of course, I caved.

“Sweet!!” I snagged the chip and immediately threw it in the slot. But I did feel bad for just taking, it so I pulled out the only dollar I had, and put in his hand. “For the trouble.” The watch let out a series of beeps and glowed a little. The cover slid back, and the core popped out. “Woah, didn’t know it could do that.”

“Well,” the merchant said, waving his hand at me. “Go on, give a go!”

I smirked a raised my hand up. “Here goes nothin’! Going hero!” I slammed down on the watch, a blinding green light being emitted immediately. To this day, I swear that before I blacked out, I saw the merchant smile wickedly at me.

“And that’s how I got to Equestria,” I finished, taking a sip of apple juice. That farm mare knows her stuff, I’ll give her that.

“That was an interesting story, Ben,” Twilight said as she finished writing in her little book. I noticed that it was the same book she had out when Gilgamesh showed up.

“What is that, anyway?”

“Hmm? Oh, this?” She lifted up the book for me to see a little better and I saw it had the Omnitrix symbol on it. “It’s the journal I’ve made for your kind. It’s a guide for the Displaced. So when more visit, I can expand on the study of it all!”

“Huh,” was all I could say. Personally, I was hoping to not have to deal with anymore for a while. One can only take so much craziness after all.

“Ooh ooh! I found it, I found it!” Lyra shouted with a beaming smile.

“Found what? Oh, the counterspell! You found it?”

“Uh huh,” she nodded. “Are you ready, Benny-wenny?”

“As long as you never call me that again, sure.”

“No promises~!” Lyra fired up her horn and shot a quick bolt of magic that bowled me over to the floor. “Oh! I’m sorry, Benny! I didn’t know it had that much force!”

“You okay, Ben?” Spike asked, leaning over the table.

“Finland!” I shot up, standing tall. “Kidding! Ah, I feel great! Now let’s see… crap! Heck! Son of a--” There was suddenly a magenta light surrounding my mouth.

“You finish that sentence and you’re doing Spike’s chores for the next month,” Twilight threatened with a death glare.

“Sweetness!” Spike cheered. I deadpanned at him. Little traitor.

I nodded a “yes” and Twilight let my mouth go. “I wasn’t actually going to say it, girl. Was just testing if I could. Yesh.”

“I’m not taking any chances.”

“So what happened next, Benny?”

“Hmm? Oh! With the story. Well, when I woke up, I was in some field, surrounded by corn. I find that a little insulting, being from Nebraska, but I digress. Anyways, I woke up in basically a crop circle, feeling incredibly groggy. Next thing I know, a large angry mob of ponies is chasing me with pitchforks and torches! I didn’t even figure out why until a few days after I lost ‘em I snuck into town and found out what happened there.”

“Which was?” Spike encouraged.

“Rath happened.” They all paled, trust me, I did too when I saw that article. “When I activated the watch, not only did it send me to Equestria, but I was also transformed into the first programmed alien. That being big bad and angry himself. For the next century, I was on the run from one town to the next, trying to keep the Voices under control. Usually I tried to let them out in the middle of nowhere so that no one would be hurt. Didn’t always work since some of them are very impatient.”

“But when did you meet Celestia and Luna?” asked Twilight, writing everything down.

“Well now, that is a tale. Let’s see…”

About 4,900 years ago…

...after that first grueling century, my life had been somewhat of a habit. I hadn’t even been able to build up any new forms yet, so I was still stuck with the Voices. I was never able to get close enough for me to scan a new species, nor did I ever have any true time to mess with the watch. Which is a bad idea, don’t try to, it doesn’t end well.

Back to the habit thing. I would find a town, grab a few bits of food and what not without being seen, and make it out of there as fast as I could. Hopefully without an angry mob chasing my butt out of there. Oh hey, I said ‘butt’ instead of some weird version! Sweet, thank you, Lyra!

“You’re welcome, Benny! ...can I get a smooch?”

Nice try.

“Can’t blame a mare for trying.”

Moving on. Anyways, it wasn’t all that different than the life I had been living, only it just lasted a heck of a lot longer. A century on your own and being afraid of your own self is not healthy.

But that’s not the story you want to hear.

Began like any other day, cooking up some grilled corn and beets. Blech, I hate beets. Only thing is, apparently you shouldn’t have an open grill running in the Everfree forest. Hey, to be fair, I didn’t know that was what I was in. Not like I had a map on me. Anyways, out of nowhere, I got ambushed by a pack of timberwolves. Yeah, not good.

I hightailed it, of course grabbing the corn. Ya can’t let good corn go to waste. They were hot on my tail for most of the way through the forest. I wasn’t that fast back then. Still a speedy little devil, but not like I am today. Eventually the forest thinned into rocky cliffs. And this is what I was told what happened:

Above me, watching with keen interest were two, young, alicorn fillies. No older than ten, the eldest was white with a pink mane and tail, while the younger, probably around seven or eight, had a dark blue coat and light blue mane and tail.They watched the wolves chase me along the chasm paths, debating amongst themselves.

“But we should help it, big sister!” argued the little filly. “Those mean old timberwolves are gonna get it!”

“We don’t know what it is,” the elder reminded her younger sister. “It could be dangerous.”

“But we can’t just let it get eaten!”

Both looked down as I was cornered by the wolves. And I will swear this with my dying breath that never once did I scream. No matter what those two say, I. Never. Screamed.

“Alright wooden wolves,” I said in a hushed tone, trying to save my own hide. “We can work something out. You don’t wanna eat me. I’m all stringy! See, I’m like a walking matchstick.” They licked their drooling mouths. “Unless of course you eat matchsticks which really doesn’t help me.” I backed up against a wall, and seeing that there was no way I could climb it before getting clawed. “Oh come on! This cannot be how I die! Getting eaten by a pack of moving, snarling kindling!” Obviously, that’s exactly what the wolves had in mind. “Crap!” I lifted up the watch. Desperate times called for desperate measures.

But before I could, the two fillies flew down in front of me, yelling at the top of their lungs.Stand down, foul beasts! You shall not harm this creature this day!The eldest shot a blast from her horn, destroying the front runner in to twigs. I was actually surprised a horse was protecting me. Didn’t know you all were ponies back then, to clarify.

“Great job, big sister!” the little one said with pride, the elder drinking in the praise with a pose.

That was a big mistake.

Faster than they could react, the wolf reformed and struck at the elder sister, clawing her wing. She yelped in pain and the younger cried her name, “CELESTIA!!”

She ran to her sister’s side, cradling her in her hooves. Unfortunately, the wolves still weren’t done with them. They moved to surround them on one side, licking their lips in anticipation.

And where was I? Half way up the cliff face that’s where.


I’m a coward, but I’m a live coward. Or that’s how I used to be. But when I saw those wolves about to attack to innocent little ponies who actually were there because of me, I just couldn’t let it happen.

“Oh, I’m so gonna regret this. Geronimo!” I shouted, leaping from the cliff and slamming down on one of the wolves. I retreated immediately, getting right between the wolves and the ponies. I looked over shoulder at the crying filly and her wounded sister and smiled. “Don’t worry.” She seemed surprised I could speak. “I’m not gonna let anything happen to you. Get your friend out of here and I’ll take care of the wolves.”

I lifted my hand to the watch, prepared to go down fighting. “B-b-but I can’t just leave you! We came to protect you!”

I smiled sadly at her words, even though she couldn’t see my face anymore. “Then allow me to return the favor. I’m sorry for what you’re about to see.” I flicked back the screen, lifted my hand and, for the first time in over a hundred years, I said, “It’s hero time!” And I slammed down the watch.

I prepared for my mind to be dragged into the depths… but it never happened. I opened my eyes and found myself as a familiar, crystal-humanoid alien. “Diamondhead!!” I shouted in proud joy. “Awesome! I finally have an alien I can control! Now…” I turned to the wolves and my smirk turned to a growl. “You will not hurt me or these younglings ever again!” I turned my arms into twin swords and attacked the wolves.

They jumped at me at the same time, biting and clawing at my crystal skin. No matter how hard they tried, they just couldn’t break it. The only thing they succeeded at breaking was their own claws and teeth.

I, however, was having no trouble ripping those wolves a new one.

“A new what?”

“You’ll find out when you’re older!”

“Aw man!”

Oi! Don’t give me that look! That’s the thought process of an American. Anyway, me reshaped limbs were able to slice and rip right through those wooden wolves with no problem. I stomped and squashed their twiggy remains, but even more would keep coming. I began firing crystal shards, but they just wouldn’t stay dead. After a while, the wolves seemed to have caught on and the recently broken reformed themselves together into an alpha timberwolf. That thing was massive! Easily my size, but nearly twice as long.

I backed away, still making sure the fillies were behind me. I had to get them out of there, but how? And then it came to me. I turned one eighty and put myself protectively over the fillies. “Hold on to something!” Was the only warning I could give them before I summoned a massive crystal tower that rose beneath us. Before the alpha could reach us, we were already a good story above him. Higher we went, only stopping once we reached the very top of the cliff. I grabbed the fillies and leaped to the solid high ground. I sat them down and looked back at the timber wolf that was attempting to climb the sheer-face of the cliff.

I rose my arm and fired a few good shots down, splintering right through its head. It collapsed to the ground and I turned to the fillies.

The younger was shaking in fear as she held her sister. She had awakened and was keeping her sister behind her, glaring at me through her pain. I held up my hands defensively.

“I’m not going to hurt you, but you should both get along home. That’s a pretty nasty cut.”

“And what do you care, monster?” Ouch, that hurt. Seriously, the way she said that burned right into my heart. “Don’t want blood in your meal?”

“I said I’m not going to hurt you, either of you. You both tried to save me, so I was simply returning the favor.” The Omnitrix then went off, signaling the end of the transformation. In a red flash, I was back to myself. “Woo! That was a awesome!”

The fillies stared at me with wide-eyes. “Wh-what are you?” the younger asked.

I smiled friendly at them. “Me? Oh I’m just your run of the mill schmuck. Name’s Ben. Who’re you?”

“I-I’m Luna.” The elder glared at Luna for a moment before sighing.

“I’m Celestia. How did you change like that?”

I lifted up the watch. “See this little doodad? It allows me to change into different creatures. What you just saw was… a hero. Yeah, a hero!”

“You’re a hero?” they asked, suspicious yet curiously.

“Well, hero in training, I suppose.”

Luna got out from behind Celestia and started to move towards me. “Luna, careful! He could still be dangerous.”

Standing right there, too. Luna walked up to me and motioned for me to crouch. I did so and found myself hugged by the little alicorn.

“You’re my hero.”

I… I was speechless, honestly. I’d never been a hero before and to see this little filly just openly accept me like that… it’s just wow. I hugged her back.

“Thanks. Now, let’s get you two home, eh?” They both nodded. I picked up Luna and Celestia, the latter a little more resistant than her sister. I held them in my arms and trudged off to take them back where they belonged.

“And that’s how I met Tia and Lulu.”

“What happened next?” Lyra asked, eager for me to continue the story.

“Maybe another time. Always keep ‘em wanting more, right?”

“Aw man! Not cool!”

“I promise to tell more later, Spike. And I’ll even get you some taydenite.”

“Taydenite?” he and Twilight asked.

“What’s that? I’ve never heard of such a thing.”

“Taydenite is an incredibly rare gem that is practically impossible to come across on most planets. However, as Diamondhead, I’ve learned to be able to replicate most any gem. Taydenite took me the longest, but it was worth it. Helped a lot as an offering to the dragon representative when we were renegotiating trade routes and import pricing. Said they were best gems he ever had.”

Spike began to drool a little before Twilight closed his mouth gently with a giggle. “You are awesome, Ben.”

“I know,” I said smugly.

“Well, Mr. ‘Awesome’, could you do me a favor and run to the market with Spike? We need a few groceries or we’ll be out of food.”

“Out of food?!” I was honestly scared of that thought. I think having a constant cook spoiled me a bit to always having food. “I’m your man!”

“No, you’re my stallion,” Twilight corrected. “You need to be a pony or everypony will panic. Then Celestia and Luna will find out and then you’re out of luck.”

“Right, right.” I transformed into Streak and Spike jumped on my back. I looked at him with a raised eyebrow.

“What? It’s more fun this way.”

I rolled my eyes and walked out with Spike. “See ya later girls.” They both waved and said their goodbyes.

“Hey, Princess Twilight?” Lyra said after we had left.

“Just Twilight, Lyra.” she corrected.

“Right. Um, there was something I wanted to ask you about…”

How to Balance Three Little Fillies

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*****(Third Person POV)*****

(Blame Pinkie. Hey!)

Ben and Spike trotted back to Harmony Castle, saddle bag full of assorted groceries. It had been a nice trip to the market, the two sharing comedic stories about the girls in their lives. Right at that moment, the green stallion was laughing heartily as Spike regaled him with a filly Twilight tale.

“You’re kidding?!” Ben laughed out.

“Cross my scales,” Spike said, making an ‘x’ over his heart. “Kitchen staff still won’t let Twilight anywhere near the stoves.”

Ben wiped away a tear as he calmed down. “Hoo, that’s funny.” He chuckled a bit more before looking at the dragon on his back. “As funny as that was, you sure you should be making fun of your mom? I doubt she’d like it all that much.”

Spike looked at a Ben weirdly for a second before realization dawned on him. “Oh, she told you she sees me as her son, did she?” The drake slumped a little.

Ben tilted his head a little. “You okay, little dude?”

Spike sighed. “It’s just… that’s all anypony sees in me. That I’m just Twilight’s little baby dragon. Sure, I love Twilight, but ever since Nyx came in to the picture, she’s been treating me more and more like a kid.”

Ben gave Spike a sympathetic look. “So, you don’t like her babying ya?”

“Yeah,” Spike said with a nod.

“Well,” Ben started, “It’s been my experience that mothers treat even… how old are you?”


“Even a… fourteen? Wow.” Ben shook his head. “Anyway, it’s been my experience that mothers treat even their fourteen year olds as if they were still in diapers. When Twilight sees you, she sees that little… littler baby dragon she hatched all those years ago.”

Spike thought on the stallion’s words for a moment. “But why?” he asked finally.

“That’s a simple, yet complicated answer. She doesn’t want you to grow up.” He stopped the dragon from interrupting with his hoof. “Now, I know that sounds bad, but just hold on. It’s not that she doesn’t want you to get older, it’s more Twilight doesn’t want you to get so old you don’t need her anymore.” Ben looked at the stunned dragon for a moment. “Bringing Nyx into your family no doubt brought about Twilight’s maternal instincts, which applied to you as well.”

“So… Twilight wants me to grow up, but she doesn’t want me to outgrow her?” Spike asked, trying to comprehend Ben’s words.

He nodded. “You’ll always need your mother, Spike.” Ben sighed as he refocused on walking. “Always.”

Spike looked at the stallion solemnly, now understanding him fully. The two carried on in silence, the weight of Ben’s words hitting them both hard.

But we all knew that it wasn’t going to last long.

“Got ya!” the voice of a young southern belle rang out. Spike yelped as a yellow hlur tackled him off of Ben’s back. “Over here, girls! Ah got ‘im!”

Looking over, Ben saw that his buddy’s assailant was a small, bright yellow earth pony with a big pink bow in her red mane. He heard the patter of little hooves coming his way, turning to see. A little white unicorn with a swirled pink n’ purple hair style and an orange pegasus filly with straight-lined purple hair came running over. They both smiled at the filly who jumped Spike.

“Way to go, Apple Bloom!” the unicorn squeaked cheerfully.

“Thanks, Sweetie Belle,” Apple Bloom chimed, keeping Spike pinned to the ground by standing on his back. “See, Scootaloo? Ah told ya Ah’d get ‘im.”

“Eh,” the pegasus filly, whom Ben guessed was Scootaloo, shrugged. “Could have been about twenty percent cooler.”

Apple Bloom took offense to that. “It could not!”

“Could so!” Scootaloo fired back.

“Could not!”

“Could so!”

“Could not!!”

“Could so!!”

“Ugh, no this again,” Sweetie Belle groaned, putting a hoof to her aching head.

“Ahem!” Ben cleared his throat, getting the fillies’ attention. “As riveting as your argument is, mind telling me why you just attacked my buddy?”

“Oh, sorry ‘bout that, mister. We was jus’ lookin’ fer Spike so we could try ‘n get our cutie marks.”

Ben’s eyebrow rose at that. “Run that by me again? How’s a dragon gonna help with that?”

“Because we’re… Cutie Mark Crusaders Creature Catchers, YAY!!

The pitch and loudness of the fillies’ cheer rang in Ben’s ear for several agonizing moments. Rubbing his sore ears with his hooves, he asked,

“That answers one question, barely, yet raises so many others.”

“Hey,” Apple Bloom spoke up. “Ah don’t think Ah know you, mister. Who are ya?”

“Maybe he’s new in town!” Sweetie piped up.

“But he’s with Spike,” Scootaloo pointed out. “Maybe he’s an old friend of Twilight’s? I haven’t heard of any welcome parties from Pinkie lately.”

“‘Welcome party’?” Ben parroted. “What welcome party?”

“Oh don’t you mind that, Streaky!” a bubbly voice came from behind Ben. He looked back and found Pinkie stretched out on his back. She smiled widely and waved.

Ben deadpanned. “Pinkie, why are you on my back?”

“Because~,” she sang out, moving to where her forelegs were on his head, making his deadpan deepen. “And don’t you go listening to the prattling of little fillies. Forgive them, they know not what they speak.”

“Did you just… nope, not going there. Just be careful with that kind of reference around me. Certain ears are listening.”

“Tell me about it,” Pinkie said with a roll of her eyes. “It’s about time we finally got a hiatus, it’s hard having to go on an adventure or learn a life lesson every week. This year is gonna be good for us.”

Now they were all staring at her. “Huh?”

Pinkie waved her hoof. “Don’t worry about it. Have fun, Streaky!” She pronked off, singing gibberish as she did.

The ponies and dragon watched her go with blank expressions.

“I will never understand that mare,” Ben said as he shook his head.

“No pony does,” Scootaloo added. “So, who are you again?”

“Oh, the name’s Emerald Streak. I’m a… close friend of the princesses and I’m going to be staying with Twilight for a while. Who are you three?”

“Ah’m Apple Bloom!” the yellow one piped up. “If y’all know Twilight then ya must know mah big sister Applejack, too.”

“Oh, you’re Applejack’s sister? Neat.”

“I’m Sweetie Belle!” the unicorn squeaked. “Rarity’s my big sister.”

“Noted,” Ben nodded. He looked at the pegasus. “And you?”

“I’m Scootaloo, the most awesome filly in Ponyville,” she boasted, getting an eye roll out of her friends.

“Oh, so does that mean you’re Rainbow’s little sister?”

“Uh… no. I wish, but she’s just a surrogate. She took me under her wing of awesomeness and has been teaching me how to fly!”

“Ah,” Ben nodded. He noticed that Apple Bloom was looking at his backside. “Any reason you’re looking at my butt, little girl?” He was silently hoping it wasn’t because they were going through puberty.

“Ah am not!” AB responded with a huff. “Ah’m lookin’ at yer cutie mark! Ah can’t tell what it is.” Sweetie and Scootaloo walked to his side and looked at his circle with a green hourglass cutie mark.

“It looks weird,” Scootaloo commented.

“What does it mean?” Sweetie asked.

Ben looked at them. “It means peace,” he said simply.

“Peace?” they asked.

“How does an hourglass mean peace?” asked Scootaloo.

“It’s the symbol of universal peace. It means that I bring peace wherever I go. I try to solve problems, not through violence or war, but by negotiations and talking things through.” He noticed Scootaloo beginning to get bored. “I know it’s not the most exciting thing, but it keeps everyone alive and safe.”

“Wow,” Sweetie awed. “So… you’re like an ambassador?”

Ben smiled and nodded. “I am actually. The princesses have tasked me to speak with several of our country's neighbors to keep things running smoothly. Some have been trade negotiations, others peace talks and treaty signings, and some have been aid talks in case that country is in need of something Equestria possesses.”

“So your special talent is helping others too!”

He pondered that for a moment, thinking it over. “I suppose you could say that. I do end up helping a lot of ponies.”

The three fillies shared a look, then gave Ben the most heart melting look in their arsenal. “Do you think you could help us?” they asked in tandem.

Ben’s eye began to twitch ever so slightly, the amount of cuteness beginning to overload his better judgement. Spike tried to warn his friend about the terror of those fillies, but Apple Bloom shoved a hoof in his mouth to keep him quiet.

“Uh… sure?” he answered hesitantly. Inside, Ben could tell something was up, but those puppy dog eyes of theirs was even stronger than what he referred to as “Wittle Wuna” that his younger sister used to use. “But help you with what?”

“Getting our cutie marks!” Apple Bloom answered as they cheered. “We’re tryin’ for a cutie mark in creature catchin’! Weren’t ya listenin’?”

“Creature catching? Wus that?”

“Duh, we’re looking for strange creatures and then we catch ‘em!” Scootaloo explained as if it were obvious. “But there’s not that many different creatures in Ponyville, so we’re gonna look in the Everfree forest.”

“But we can’t go in the forest without adult supervision. So we need an adult, like you!”

Despite Sweetie’s… poor choice of words, Ben felt a little honored that these fillies wanted him to watch over them. He wasn’t absolutely sure of letting little girls into a forest filled with deadly creatures, but then again, if didn’t go with them, they just might end up going in there anyway. Which was better: Ben with the fillies in a deadly forest or fillies all alone in a deadly forest?

Some would say they were both bad ideas.

Oi! I’m telling the story right now, Discord! Go back to… whatever it is you do.

Fiiiine, don’t listen to the chaos god. I’ve got some eggs to toss anyways.

...Moving on, the fillies led Ben off to the forest, Spike being dragged along as the first catch. Though Scootaloo was thinking they could use him as bait later, but they weren’t going to tell him that.

“Alright, girls and Spike,” Ben announced once they reached a clearing, “Nopony strays too far from my sight. For your own safety and mine because if anything happens to any of you, your respective guardians are gonna have my hide.” They giggled at his fearful shudder. “If you see anything, anything, dangerous, yell as loud as you can. S’aight?”

“S’aight!” they all responded, though Spike added in a military-like salute for good measure.

Ben sat on his hind-end, leaning back against a tree, as the girls began to search through the brushes and trees, looking for any kind of creatures. Apple Bloom seemed inclined to practically swimming through the brushes, staying fully in them and going in close. Sweetie was testing her levitation by picking up rock after rock, looking for a creepy crawly that lied underneath. Scootaloo, after climbing up, searched through the leaves of a tree. Spike just casually shuffled the bushes, but gave after a bit and decided to sit next to Ben and ended up falling asleep not too much later.

Thinking the dragon had the right idea, Ben began to nod off as well. Oh, he tried to fight it, but staying awake proved to be too much for him. Eventually, Ben’s head drooped as he fell into slumber.

Scootaloo popped her head down from the tree when she heard snoring and noticed the boys had fallen asleep. “Some help they were,” she commented, getting Bloom and Sweetie’s attention. The looked back at the tree and rolled their eyes.

“Boys,” the two said together, causing all three of them to giggle.

Scootaloo sighed as she climbed down out of the tree. “We’re never gonna be creature catchers at this rate. We need to find a monster and catch it!”

Sweetie gasped and smiled at her friends.

“Got an idea, Sweets?”

“Mm hmm.”

There was a pause.


“Ya gonna let us in on it?”

“Oh, right. Well, what if we set a trap?”

“A trap?” the two other fillies asked.

“Yeah! One of us goes off a bit into the forest, finds a creature, then lures it back here. While they do that, the two of us who stay set a trap to capture it!”

“Ya know, that could work. I see a few loose branches and some vines we could use to make somethin’. But who would go lookin’ fer trouble?”

“The most awesome one of course,” Scootaloo boasted. “I’ll find us a monster no problem!”

“Jus be safe, Scoots,” Bloom called as her friend trotted off into the brush. “Let’s get to work on that trap.”

Ben awoke about an hour later, stretching widely, yet being careful enough not to awaken the dragon next to him. He yawned and licked his lips, looking at his surroundings. But it wasn’t what he was expecting. Apple Bloom and Sweetie Belle seemed to have turned the clearing into Fred Jones’ dream come true. Traps lined the clearing, going from the classic loop rope and leaves-covering-pit to even a Rube Goldberg inspired setup.

“Uh… girls? What’s going on? Trying to build a better mousetrap?” He desperately hoped that the traps weren’t for him.

“We’re gettin’ our traps ready for when Scoots chases a creature back here,” Bloom explained as she finished tying a knot up in a nearby tree.

Ben was silent, staring at the filly. “...come again?”

“Scootaloo went to go find us a creature to catch!” Sweetie summed up ever so nicely.

“Scootaloo went into the Everfree forest… to be live bait for one of it’s infamous creatures that are known to eat ponies?” Ben asked, trying to comprehend what the fillies were thinking.

“Yep!” they clarified, smiling slightly.

Ben stared at them in silence, his left eye twitching slightly. He took a deep, calming breath, letting it out slowly. “Okay, here is what is going to happen: you two are going to dismantle all of these traps while I go find Scootaloo before she gets eaten. Spike?” he said while nudging the dragon awake.

“Hmm, huh? Wassup?” he yawned as he sat up, rubbing his eyes.

“I’m leaving you in charge of these two troublemakers,” he told him, pointing at the fillies.

“I’m in charge?” Spike asked for clarification, instantly awake.

“Yes. Yes, you are. I’m going to go find the one who thought being live bait was a good idea.” Ben got up and walked into the forest, yelling back, “Make sure they clean up those traps. Don’t need Fluttershy or that Zebra that lives out here walking into one of them.”

“Sure thing! Good luck!” Spike called back, looking evilly at Apple Bloom and Sweetie Belle. “Alright ladies, let’s get to work.”

This could only end badly or hilariously… or, as we all know, both.

Scootaloo had been wandering for a while now, bored of not coming across a single creature. She was tired from the constant walking, her wings were sore from being caught in a few vine bushes, and she was just overall fed-up with the forest.

“Why do Rainbow and her friends come to this dumb forest so often?” she asked the open air after pulling free of another bush. “This place is the pits!”

Suddenly, there was a rustling from her right. Terror and excitement ran through her at the same time as the little filly got into a ready stance. “Alright creature, just show yourself so I can get my cutie mark for catching you,” she whispered to herself.

Another rustle came from behind, causing her to jump and stance herself for that direction. “It’s moving. Trying to box me in.” More came from her left. “Come on out! I ain’t afraid o’ no creatures!”

There was more rustling in front of her as something moved out of the bush towards her. “Then maybe an authority figure will do you better to be afraid of,” Ben told her with an unamused expression on his muzzle.

“Streak!” Scootaloo said in surprise. “Wh-what are you doing out here?”

“Looking for you, ya foolish filly!” he scolded. “Going out into the Everfree forest? Are you insane?! You could have been hurt or worse and then become food for any of the monsters that lie in wait out here.”

Scootaloo’s ears folded back and she hung her head in shame. Ben sighed as he heard the little filly sniffle. “Okay, maybe that came out a bit harsh. Let’s just get out of this forest before something comes along that’s hungry. I’ll treat you and your friends to some sweets at Pinkie’s place. Sound good?”

Scootaloo instantly perked up, her wings buzzing. “Seriously?! Awesome! Free sweets! I’m gonna get a sundae with everything on it!”

Ben couldn’t help but chuckle at her actions.

Then something came back to Scootaloo. “Wait, if you came out of the bushes there,” pointing at where he walked in, “then what was making the other rustling?”

“What other rustling?”

As if on cue, the bushes all around them began to shudder and rustle restlessly.

“That rustling!” Scootaloo yelled.

Ben got into a protective stance over Scootaloo. Smart of him as several wolf-like creatures prowled out of the bushes, snarling and growling at the two pegasi. They circled them, their green saliva dripping from their wooden maws.

“Timberwolves,” Ben said under his breath, glaring down his foes. “Alright Scootaloo, I need you to do exactly as I say if we’re gonna get out of this. I want you to slowly grab my neck and hold tight. Don’t make any sudden moves.”

“O-okay,” she whispered, trembling slightly. She did as instructed, wrapping her forehooves around his neck slowly until she was holding him tightly.

Ben slowly spread out his wings as if preparing for flight. His hooves were only lightly pressed into the ground, ready to move when needed. “Just need the right moment,” he whispered more to himself, but it was somewhat comforting to Scootaloo. “And… NOW!”

Ben’s shout caused the wolves to pounce on the pair, but at that same moment, Ben’s flapped his wings, propelling him straight through a break in the wolves. As the wooden creatures collided into themselves, Ben kept his momentum as he hit the ground running, taking off as fast as he possibly could through the brush and muck.

Faster and faster he ran, Scootaloo hanging on to his neck for dear life as leaves, branches, and vines flew past them. Eventually, he came to a stop, the filly jumping off his neck and kissing the ground excessively.

“Oh ground, sweet, sweet ground,” she muttered.

Ben rolled his eyes with a smirk. “Oh stop being dramatic. That’s Rarity’s job. I think we got away from them, but knowing Timberwolves, they’ll be back with more.”

Scootaloo looked at Ben with awe in her eyes. “That. Was. AWESOME!! Oh my Celestia, that was the fastest I’ve ever seen anypony run in my entire life! You were all like ‘WHOOSH’ and then we were going so fast it was like ‘FWOOH’ and-and-and you! You weren’t even scared! We were surrounded by one of the most feared creatures in the Everfree and you weren’t even scared! You. Are. AWESOME!!”

Ben smiled as the filly bounced around happily, raving about how amazing he was. “Alright, alright, keep down or the wolves will find us even faster,” he half-laughed out.

“But it was just so cool! You’re amazingly cool! You’re...you’re… you’re Rainbow Dash cool!” Her eyes were shining with awe at him.

Ben just waved it off. “Oh come on, that’s pushing it. She’s your idol and sister, I can’t match that.”

“Beg to differ! When I tell Rainbow about this, she’s gonna flip over the awesomeness!”

Ben laughed a little, imagining the boastful pegasus flipping her lid. “Let’s just focus on getting--” He was cut off as a sudden spark ran through his head. His hoof immediately went to the surging headache, his eyes widening in pain and fear.

Scootaloo noticed the sudden change in his face and felt a little worried. “Streak? You alright, dude? You don’t look good.”

He gasped in pain for a moment before forcing a smile. “It’s… it’s just a headache, Scoots.” Another spike. “Gah!” Ben panted out from the pain, knowing that it would soon be too late.

A Voice was coming out.

Scootaloo looked back to where they had come and noticed that the bushes were rustling again. “Uh… Streak? I think the wolves are coming back. We better get gone.”

‘Streak’, however, was in no condition to get them anywhere. Frantically, he looked for some place safe. Ben found it in the form of a long dead tree. He scooped up Scootaloo and forced her inside the hollowed out oak.

“Hey! What’s the big idea?”

“I can’t get us out of here this time, Scoots,” he told her honestly. “Stay here, keep hidden, and don’t make a sound. I’m gonna keep you safe.”

“Are you crazy?! They’ll eat you alive!” Scootaloo tried to get out of the tree, but Ben forced her back down. “I can’t let you!”

“It’s not your choice, kiddo,” Ben said somberly. “Just keep hidden and I’ll protect you.”


“Don’t worry about me.” Ben smiled at her. “I’m gonna be fine. You’ll see, you and I will be having that milkshake and sundae at Sugarcube Corner before you know it.”

Scootaloo stared at the pegasus in front of her, her eyes starting to moisten against her wishes. “Please… please don’t die.”

He let out a big laugh, though it was more to cover the spike in his brain. “Me? Die? Come on, kiddo. Ain’t no wolf gonna take me down. I’ll be back soon and whatever you do, don’t look.”

Ben jumped away from the tree, Scootaloo lowering herself below the entrance hole, keeping out of sight. Ben groaned in pain as the wolves resurged from the bushes, slowly advancing into sight.

He growled harshly at them. “You think you can take me, ya dumb walking kindling?! Not gonna happen! No one is going near that filly as long as I’m around! Ya hear me?! No one!”

Scootaloo felt a surge of happiness and poked her head just above the hole, telling her conscience to get lost. She saw Ben standing up to them, though he was in obvious pain. “Please, please be okay,” she whispered, praying desperately.

Ben groaned again, his whole body shaking. “I feel sorry for you lot. Honest I do.” His necklace began to glow an ominous green. “I hope you don’t tick this one off, guys. He doesn’t like being upset.” He let out a howl of pain as his body was engulfed in the light.

As the blinding light faded away, Scootaloo’s jaw dropped as she now saw a large creature in Streak’s spot. It was very bulky, with what seemed like yellow armor plates lining its back all over, even on its arms and stubby legs.

“Cannonbolt!” it bellowed in a deep voice that was both terrifying and calming. It sat down, shaking the ground slightly. “Greetings wolves of timber, have you come to learn peace and tranquility?” His arms stretched out slightly and two claws on each hand touched as he began to chant slightly.

A timberwolf approached slowly, snarling and growling. It barked out to him constantly.

“Unfortunately young wolf, I am not capable of your language. I can only assume you are hungry by the sound of your tone. But I have nothing for you to consume.”

The wolf looked over his shoulder and snarled. Cannonbolt looked and saw Scootaloo peeping from the hole. She squeaked, dropping her head out of sight. The wolf barked some more.

“Oh, you wish for the young filly I have been tasked to protect. My apologies creature, but I cannot allow you to harm her. I ask you kindly to seek your food elsewhere.”

The wolf did not like that response, communicating with its brethren that began to advance on the alien.

“I urge you to not continue this path, fellow creatures of this fair planet. I cannot guarantee your safety.” Cannonbolt just sat there, his stubby legs close together in an attempt of crossing them.

They surged on Cannonbolt, their wooden teeth snapping at his skin. He moved his armored arms into defensive position in front of him, protecting him from their bite.

“It is futile to continue, wolves of timber. Please, dismiss this idea of carnivorism upon us and find your dinner elsewhere.”

The wolves ignored his pleas, two of them splitting off from the attack group and advanced towards the tree where Scootaloo hid. She poked her head out a little as one put its body against the bark and tried to snap at her. She screamed, pulling back in.

“Help! Help me! Somepony, for the love of Celestia, help me!!”

Cannonbolt gasped and saw the two wolves attacking the tree with the young filly within. “No! You will not harm the youngling!” He turned back to the ones eating at his arms and threw them off. “If you will not listen to proper reason, then I will keep the balance through force!” His body contorted into a large ball that instantly began to move about at high speeds.

It first went for the wolves that were getting up from being thrown off. Just as they stood, they were bowled over into pieces by the fast moving alien. Cannonbolt skidded into a u-turn and sped into the wolf that was attacking Scootaloo’s tree. The wolf only had a second to yelp as it was blasted into pieces.

Cannonbolt jumped out of his ball form behind the wolf that was against the dead tree, grabbing the ‘scruff’ of its neck with his claws and lifted it to his flat face. “I warned you, do not harm this filly. She is not meant for death, so I shall not allow you to upset the balance of this world by taking an innocent life. Now begone!” He chucked the wolf with all of his force, shattering against a far tree.

After a moment, the wolves had reassembled themselves, snarling at Cannonbolt. His eyes were neutral of any emotion as he stared back. His body contorted into his ball form again and he revved at high speeds in place, kicking up a lot of dust and debris. The sight and sound of it was enough to finally drive the wolves off, yipping like dogs as they ran.

Cannonbolt returned to normal sighing deeply. “I am sorry my nature friends, but innocent blood will not be spilled on this day.” He was surprised when he heard whimpering coming from the tree behind him. Carefully, Cannonbolt lifted Scootaloo out of her hiding spot.

“AAH!” she screamed, quivering in fear. “Please don’t eat me! I don’t taste good, I swear!”

“Eat you? I would never harm a creature needlessly, little filly,” Cannonbolt said with a slight bow as he set the filly down on the ground. “I apologize greatly if my appearance and actions frightened you. Twas not my intention to do so. Allow me to introduce myself, I am Cannonbolt, the Voice of Balance. I exist to keep balance between the rights and wrongs of existence, and to protect it at all costs. A fickle thing, it is.”

Scootaloo shook slightly as she looked up at the alien. “Uh… where… where’s Streak?”

“Streak? Oh, you mean my host’s pegasus form. He is in here,” he pointed to his chest. Seeing Scootaloo’s eyes widen in fear, he clarified. “As in he is me, in a sense. I am a part of him. I shall retreat soon enough and he will be returned to you. As I took over this body, he asked me to keep you safe and so I shall. Come,” he picked up Scootaloo and held her close to his chest. “I shall bring you home. Hold tight, this will be a bumpy ride.” He contorted again and rolled off through the forest, destined for Castle Harmony.


Spike grumbled to himself, silently cursing Ben’s name for leaving him there. “Next time I see him, he’s getting scorched.”

He looked over, seeing Sweetie Belle groaning as she held her head while upside down. “All the blood is rushing to my head and my horn. I don’t feel so good.”

“Speak fer yerself!” Apple Bloom called from the bottom of the pit. “I’m stuck down here! This just ain’t right!”

“Would both of you just shut it!” Spike shouted, banging his cub against the bars of his cage. Of course, the end of the girls’ most elaborate trap was just having a small cage fall on the trapee. Which ended up being the poor dragon known as Spike. “We’ll just wait for Streak to get back with Scootaloo.”

“But what if they don’t come back?” Sweetie asked while moaning.

“Then… then I’m gonna make sure he doesn’t get any fresh meals for a week.” Spike sat down on his butt with a huff. “Stupid humans. Stupid Crusaders.” He took one last look around the area, confirming nopony was around. “Why am I always the butt of the jokes around here?”

A Paradoxical Event

View Online

*****Back to First Person POV*****

(Again, blame Pinkie. Now you’re just being mean!)

I leaned back in my chair as Twilight and Rainbow Dash explained my story to the young Scootaloo. I would have been telling her myself, but oh man my head was aching! I mean, seriously, could who would have thought Balance would have hit my head so dang hard?! I digress though, this one just makes my secret even harder to keep.

See, after Cannonbolt timed out, it had also cancelled Streak’s form lock. What did that mean? It meant I reverted to a human in front of a filly. Yep, straight up just turned into my normal self. What did she do? The obvious: screamed. Well, she would have if I hadn’t covered her mouth. I briefly explained the Omnitrix to her and how I was Streak and promised to tell her more once back at the castle. Oh, and made her “Pinkie Promise” not to her friends or anyone else about what she had seen.

After turning back into Emerald Streak, we made our way back to Spike and the other girls… after a few twists, turns, and misdirections. Even after all these years, one would think I would keep a compass in my pocket.

What? Think I’m kidding about pockets as a pony? Yeah, you’d think, but… no. Seriously, these ponies have pockets… in their flanks! I know, ridiculous, yet surprisingly handy. It’s almost like an ether on either side. Limited to one item though, and it has to be able to fit. And trust me, these things are big; Scootaloo keeps a collapsible scooter in hers. You wish I was joking, don’t you? And ya know why? ‘Cause y’all are jealous, that’s why.

...I got off on a tangent there. Anyways, we went back to the clearing and… I’m gonna quote Spike and say it was the ‘Curse of the Crusaders’. Why? Because they were all in one of the traps those two fillies had set up. Spike was in a cage, easily undone with a bit of work, Apple Bloom was in the pit, even easier with wings, and Sweetie Belle was stuck in the rope tree. The last one was the hardest and not getting her out, no that was the easy part. No, what made it worse was the sudden head rush caused her to throw up on me. That took a bit to get out.

Eventually we got out of that accursed forest (why did they never burn that dang place down?!) and Apple Bloom took the still sick Sweetie home to Rarity. I took Spike and Scootaloo back to the castle, running into Rainbow on the way. Once there, I explained what happened and proceeded to the fridge where I acquired an ice pack and then some pain pills.

Hmm? Oh, looks like they just got her caught up. “So, anything to say, Scootaloo?”

She looked at me, but I couldn’t get a read on what she was feeling. Scootaloo muttered something.

“What was that?”

“T-thank you,” she said, her eyes moistening slightly. “Thank you for saving me.”

Honestly? I was shocked by that. I mean, the way she acted, I never would have seen this… weakness? That sounds really bad, but for the lack of a better term, I’m gonna stick with it. But, then I reminded myself of one important fact: she was still a little kid. I didn’t really know her, but I still risked my neck to keep her safe. Heh, looks like that hero spark ain’t dead yet, after all.

I smiled, reaching over and ruffling her mane with my hand. (Yeah, I turned back to human when I got to the castle. I may not like humans, but having my DNA overwritten still sounds incredibly painful.) Her giggle just made me smile even more.

“Anytime, kiddo. Ain’t gonna let ya get hurt by nothin’.”

“Why are you talking like the Apples?” she asked, getting a chuckle out of me from the instant change of topic.

“Remember them telling you I escaped the hospitals… a lot? Well, I used those chances to travel all over. I bet I was in almost every country in the world at least once while I was back home. However, I spent a lot of time in areas where the Apples’ accent was prominent, being as those areas were my heritage. So forgive the funny talkin’, sugar, but that’s jus the way this ol’ boy speaks at times.”

Twilight and Rainbow joined Scootaloo in a good laugh at my accent. Even I joined in after a moment, breaking my act.

But all good things must end, and this was ended in the worst ways.

And by that I mean I was tackled to the ground.

“Benny!” Lyra squeed as she hugged me on the floor.

“Lyra! This is getting old!”

“But old is gold~!” she sing-songed, making me deadpan.

“Get off!” I said as I pushed her off. It wasn’t all that hard since Lyra doesn’t bother to put on a death grip unless she really needs a hug… that is not something I should know. Dangit! I’m spending too much time with this stalker mare! “I really need to get away from you more often.”

“Aww, but I love my Benny,” she said giving me the ol’ puppy dog look. Sorry hun, but that only works for fillies… dang it why is her’s that cute?! Nope! I will not cave towards this mare! I will not be as weak willed as Jason!

“Not gonna work, sweet heart,” I said with a 20’s stereotypical gangster accent. (If you haven’t picked up that I like different accents then shame on you!) “I'm immune to your accursed eyes!” I heard some whimpering and noticed Scootaloo giving me the same look… only it was heartbreakingly cute. “That is so not fair! I’m being double teamed!”

Twilight and Rainbow cracked up, laughing uproariously at me. Spike, even though he was in the kitchen making dinner, was heard crashing to the floor as he laughed his little, scaled tail off.

“Ugh, you ponies drive me mad. Well… madder. What I wouldn’t give for a just a tiny little break.”

“Well then, perhaps I may be of some service in that area?” We all jumped at the sound of a moderately British voice. One I had heard many times over the years.

The ponies and Spike all stared at the newcomer who had appeared in the doorway. I, myself, however, was merely just surprised. Standing tall, wearing simple clothing and a white lab coat, was another human, albeit much older and with black hair.

“Professor Paradox,” I said with a smile, getting up out of my chair to shake his hand. “Long time, no see, Prof. How’s time been treating ya?”

“Very well, surprisingly. How have you been, young Ben?”

I chuckled a little, Paradox the only one I ever let call me young. “I’ve been stoned for a few thousand years. Really trippy, man.”

“Hmm, yes, humourous.” He didn’t laugh, but a smile was on his face.

“Uh, Ben?” Twilight voiced and I turned towards her. “Who’s your friend?”

I slapped my forehead. “Right right, sorry.” I cleared my throat. “Rainbow Dash, Twilight, Spike, stalker-mare--”


“This is Professor Paradox. A walker of all time and space. He’s been a good friend of mine for a long time.”

Twilight’s eyes widened in surprise. “He travels through time and space?! How? Does he have a special vehicle? Like maybe some futuristic carriage or maybe it’s something nopony would ever guess, like a police box?”

Paradox simply smiled. “Not anything so fantastical. I merely walk. Observe.” Paradox did an about face and walked down the hall, coming back behind Twilight only a second later. “Simple, really.” His voice spooked them, making their eyes widen even more so.

“Fascinating,” she whispered, instantly taking notes.

“Egghead,” Rainbow snided. Too bad Twilight was too busy sketching Paradox into her Displaced book to care.

“So what brings ya around, Professor?” I asked, sitting back down and pressing the melted ice pack back to my head. Ah, soothing cold. “Not like you to just stop by for a spot of tea. Just to warn you, I’m not really a hero anymore, trying to keep a low profile if ya catch the drift.”

“Oh I know, Ben. You should know that by now.” He winked at me and I couldn’t help, but chuckle.

“Ya got me there. No sense trying to shock the time walker.”

“There you go! Although, I do need your assistance with a small matter.”

“How small?” I asked with a quirked eyebrow.

“It shouldn’t take too long. Enough for a quick break away from ponies,” he said with a tempting voice.

What was that about ‘stranger-danger’ they put in your head in elementary school? Ah, who cares, any time away from Lyra would be welcomed. “Alright, I’m in. As long as this isn’t like what happened on Antares Seven. That was so not cool.”

“I thought the Frost Yetis were quite welcoming,” he defended.

“I was nearly hitched to their princess!”

“But you weren’t.”

“It’s the principle of it!”

“Semantics, Ben! Who needs ‘em?” He flipped open his pocket watch and opened a swirling blue portal. “Off we go!”

“Geronimo!” I shouted, as we plunged through. There was the classic blinding light and I found myself in a strange room with aquariums on both sides. “What the heck?”

“Whis,” a purple catman wearing Egyptian style clothes said, sitting in a weird floating chair, “I don’t remember summoning this creature, did you?”

“Not that I recall, my lord” Whis, a blue skinned man said, looking at me curiously. “We didn’t plan for any visitors either.”

“Oh sorry, didn’t mean to intrude,” I said, slightly freaked out of my mind. Thank you negotiator mode. And where the heck did Paradox go?! “I think I ended up in the wrong place and… my ride seems to have disappeared.”

“Well... we didn’t have any plans did we?” the catman asked, rubbing his chin.

Whis took out a book, looking through it, “Says here you were going to blow up the planet... give me a moment here... ah here it is Helghan!”

“Oh yes... the Helghast. I remember now, I rather dislike them. Reschedule that for next week, though with the things they toy with they may just blow themselves up.” the catman turned to me, “Allow me to introduce myself. I am Lord Beerus, God of Destruction.”

God of what?! “Um… did you say… ‘God of Destruction’?”

“Yes that’s right,” Whis spoke up, “Lord Beerus is the God of Destruction for this universe. It is his duty to keep balance by destroying planets, much like it is the kai’s duty to keep balance by creating.”

As if this wasn’t already frightening enough! “Right… just checking. Ya know what? I’m just gonna goooooo, so… see ya!” I was getting the Tartarus out there!!

“I thought you said your ride left?” Beerus asked, raising an eyebrow.

Ack! The one flaw in an otherwise perfect plan. “Riiiight. Aw Hades, I’m stuck here! So not cool!”

“Hades? Isn’t he that sniveling coward with the blue fire hair?” Beerus asked, stroking his chin, “Last time I saw him, he was boasting about something or other until Yemma shut up him. He went home crying after that.”

“Wrong Hades,” I told him. Never once had Hades backed down from something he wanted. And I knew for a fact that they didn’t interact with other Universes’ gods. Wasn’t worth it.

Beerus just shrugged, eyeing me closely, “Well now that you're here and I’m rather bored, how about a sparring match? Just a friendly one, no world destroying involved.”

“Oh no no no no no!” I waved my hands frantically. While that may be something Rath does on a constant basis, that is so not my scene.

“Oh come now,” he said hopping out of his chair, stretching out his limbs, “I’m bored and I haven’t had a good match in ages. Besides neither of us know what the other is capable of, it’ll keep things interesting.”

“Apologies, uh.. Mr. Beerus, but I’m really not a fighter. A borderline pacifist, actually.”

“How about this? You indulge me and I’ll send you home personally.”

Oh come on! That was so not fair! Darn these gods and their temptatious offers. I was conflicted, highly conflicted, but in the end… “Oh! Alright! Fine, if it’ll get me home, I’ll fight you.” I turned around, trying to steel myself and rubbing my neck. “Oh, I am so gonna regret this.”

“Relax, it won’t get too serious, this is my home after all.” he stood there, hands behind his back, watching me. “Start us off.”

I opened the Omnitrix and searched for something to help. I may not have liked having to rely on the watch so much, but it was really handy when needed. Ya know, when it didn’t mistransform that is. I found an old classic for me to get into it. “Alright, I guess I’m kicking things off!”

I slammed on the watch and I transformed into a tall, bipedal chicken with razor sharp blades on my arms. “Kickin’ Hawk! Alright, let’s go!” I charged at Beerus, prepared to strike him firmly with my foot..err... talon in his face.

Beerus just stood there, watching me rather impassively. I stuck fiercely with all my strength, hoping to end this quickly. He merely blinked, having caught my foot inches from his face.

“Finished?” he asked, flicking his tail.

I blinked a little caught off guard. Kickin’ Hawk was my best fighter and he caught my attack so easily. I glared at him, though, unwilling to yield. “Not even close, cat breath!” I spun, aiming my blade for his neck.

He caught my arm again, twisting it and throwing me to the floor hard enough to crack the stone. “And here I was hoping to fight someone at least on par with Goku. Wishful thinking I suppose.” He shook his head, letting out a disappointed sigh.

I grunted at him, not willing to give up so easily. “Hey! I haven’t given up just yet!” I did a quick spin and performed a sharp uppercut against the almighty god. It caught him in the chin, though didn’t seem to hurt him at all.

“Curious,” he said looking me up and down, “Your strength is rather pathetic but you move almost as fast as I do.”

I tried as hard as I could in an attempt to push my uppercut more, but it was useless. I just didn’t have the kind of power this guy did. The one time I’m not ticked enough to use Rath and it ends up against the god of freakin’ destruction. Just my luck.

“I believe its my turn,’ he said before backhanding me with his tail, sending my tumbling away.

Okay… that hurt. That hurt a lot. It was painful just to stand back up and wipe the blood from my beak. “...lucky… shot…” I groaned.

He was already there in front of me, looking rather disinterested. He slammed his fist into my gut, sending me back into a wall. At that... I blacked out.

*****(Third Person POV)*****

There was a moment of silence as Ben slid down the wall, reverting back to his human form. His body just slouched there on the ground.

“You didn’t hurt him too much I hope?” Whis asked, walking over.

“Of course not, I capped myself at two percent power, though that may have been a little much for him. He is quick though, rather impressive. I had no idea a mortal could move that fast. Whis prepare us a lunch,” Beerus kneeled down, throwing Ben over his shoulder, “I’ll see to his wounds.”

“As you say,” Whis said with a bow, walking off.

Without warning, Ben’s knee struck Beerus in the chest, surprising him with not just the speed but the brand new power that appeared. It was even enough to send the god flying into the wall Ben was just smashed into.

“And here I didn’t think you had it in you... but it’s not you is it?” Beerus asked, getting out of the wall. “I already said I wasn’t going to hurt him. I gave my word, it would look poorly if I did not keep it.”

Ben’s eyes shone white, his hands gripping hard. There was no sound as he was suddenly in front of Beerus. He grabbed the god’s face and slammed the back of his head against the wall before flinging him back at his own chair.

“You’re really taking this out of hand,” Beerus said, rubbing his head, “I was going to heal him up and offer him a meal before taking him home. I mean really, do you think so poorly of me?”

His body stood still, lifting up his right arm and pointed a single finger directly at Beerus, almost too similar to Ghost Rider. The hand opened fully and an orb of energy began to build, it’s power beginning to shake the building.

“Knock it off, this is my temple and I’d rather not have it blown up!” Beerus shouted, starting to lose his cool. There was still no sound as his white eyes stared at the god, making it clear he wasn’t going to stop. Beerus growled, darting forward, far too fast for mortal eyes, slamming his fist into Ben’s face, but Ben’s hand shot out and grabbed it just before impact, sending out a good-sized shockwave. With Beerus so close, his hand with the building energy moved to be right in Beeruss’ face and prepared to fire. A sudden hand slammed into Ben’s neck, causing him to crumple to the ground.

“Now that was just rude of you. You know you can’t do things like that outside of your universe,” a very irate Whis berated, looking down at Ben, “Beerus challenged him to a friendly sparring match so please tell me why you thought it necessary to attack my student so?”

There was a clapping as Paradox walked into the light. “That went much better than expected.”

“And you are?” Whis asked, unable to hide his annoyance.

“Ah yes, I never walked through your universe before its destruction. Lord Beerus, I trust time has been kind to you?”

“If you wanted me to test someone, you could have said so,” Beerus said, glaring at Paradox.

“Not a test for Ben, per se. More of the test of a theory.” Paradox walked over to them, appearing behind Whis. “I wanted to confirm his future is on track.”

“A heads up would have been nice,” Whis said with a frown.

“Where’s the surprise and emotion?” he asked seriously. “Had to be spur of a moment event. But it has confirmed something for me.” Paradox took Ben from Whis, lifting his arm over his shoulder to hold the man up.

“Time travellers,” Whis said with a roll of his eyes, “I take it you won’t be staying for lunch?”

“As lovely as that sounds, and it really does sound lovely, I need to get Ben back to his world. His future is going to be grand, that much has been confirmed.” A swirling blue portal opened up behind him. “He may even be stronger than you someday, Lord Beerus. Good luck with Buu, It’s going to be an interesting fight, I can assure you.” They disappeared through the portal.

*****(Ben’s POV)*****

I don’t know how long I was out, but what I did know was that I hurt all over. “Aw man,” I groaned sitting up from what looked to be the den’s couch. “Anypony get the summoning circle of the demon that attacked me?” You’d be surprised how often that actually happens.

“Benny!” Lyra cried as she clung desperately to me. “Yay! My Benny is all better and back where he belongs! Now kiss me you fool!”

I pushed her off and onto the floor. “I’m in pain, not delusional,” I glared at the mare.

She just shrugged. “Was worth a shot.”

I rolled my eyes, moving my legs to hang off the couch. Stretching out, and cracking some bones in the process. Was actually kind of funny seeing it make Lyra shudder as the noise assaulted her ears. But I’m not that mean of a person. As much of a stalker as she is, I do at least consider her friend. That’s as far as I will ever go and I will never tell her that either.

“So, what happened? How did I get back here? And where did Paradox disappear to?”

“Ah, I see you finally awoken.” Speak of the devil. “Good to see you back on your feet. Sorry about all of that, must have gotten separated when jumping through the time-space continuum. I trust you’re feeling alright?”

“Little sore, but no more so than when a Voice takes over.” Yep, I was gonna be feeling that for the next few mornings. “It was interesting, I’ll admit that.”

“Well, as long as you learned something. Unfortunately, I must be off. Though I will be seeing you in the future, Ben. Enjoy your stay.” Paradox walked past the doorway and I knew he was already gone to who know’s where or when.

“He certainly was an interesting character,” Twilight commented, walking in where Paradox disappeared. “But very informative on the matters of time and space. I hope I get him to stay longer next time. I could write books upon books upon books of the knowledge he holds!”

I couldn’t help, but chuckle at Twilight’s enthusiasm. I knew it would never happen since that guy never seemed to be able to stay in one place. “Well, if ya don’t mind, Twi, I think I’m gonna have to skip dinner. I am way too bushed to keep awake.”

“Oh alright. Mind if I walk with you to your room?”

“Sure,” I shrugged. Then I pointed at Lyra. “You, no follow. I need actual rest, not to be your giant teddy bear.” Lyra pouted a bit, but thankfully relented. So with that settled, Twilight and I began a nice walk through the castle to my room. “So, what’s the real reason you wanted to be alone with me Twilight? Please don’t say you’re getting feelings for me too.” I shuddered at the very idea.

She rolled her eyes, thankfully. “Don’t be dumb. You are soo not my type. You’re just my little prankee. Somepony to just troll with. But as to why, well… Lyra’s going to be staying longer than you hoped.”

I did not like the sound of that.

“I don’t like the sound of that.”

Twilight sighed. “After you and Spike went to the market, Lyra told me a few things. Unfortunately, she’s been quote-unquote ‘between jobs’ for a while now and is having trouble paying her rent. She asked if she could move in here for a while until she’s back on her hooves. And, well, who am I to turn down a friend in need. Of course, she’ll be helping out around the castle and keeping you in line--”


“No offense.”

“Eh, none taken… this time.”

“So she’ll be staying here indefinitely… in your room. And no back-talks mister! I’m letting you stay here rent-free and you’re eating us dry. And one other thing…”

“What now?”

Twilight sighed. “Scootaloo will also be staying here indefinitely.”

Now that caught me by surprise. “I don’t mean any offence, but why is she staying here? Doesn’t she have a family to get back to?”

Twilight shook her head. “No. You see, Scootaloo is an orphan. Her parents have been gone a long time, even before I moved to Ponyville four years ago. She’s child of two of Equestria’s greatest criminals, Glamour Spark and Brown Shot. They are hailed as Equestria’s greatest crime duo, robbing several of the nation’s largest banks, stores, and businesses and killing at least nine members of the Royal Guard and even civilians. About eight years ago, though, they were chased into the Everfree by the guards. The guards lost sight of them, but found their carriage the next day in Froggy Bottom Bog… home of the hydras. They were announced deceased there and then. Scootaloo was only two at the time and she’s been on her own ever since.”

I… I had no words for what I had just heard. It was… awful is putting it lightly. And being on my own for most of my life as well, I could definitely relate. “Alright, I get that she’s been dealt a crappy hand, but why is she just now going to live at the castle? Doesn’t she have a home? The orphanage, maybe?” I am still kicking myself for ever even mentioning that. I know orphanages aren’t all bad, but the way they are portrayed in media… eh, just leaves a bad taste in the mouth.

“She does, yes, but… you’re here.”



“After you saved her earlier, Ben, she feels safe around you. You are a safe place for her now. And since you live here, she does too. I know that sounds weird but--”

I raised my hand to stop her. “I get it, Twilight. I really do. I’m not gonna push the kid away because she feels like I’m her hero. It wouldn’t be right of me. If me being here means she’ll have a home with people...err....ponies who care about her, then that’s fine and dandy with me.”

Twilight smiled thankfully at me. “That’s very… mature of you, Ben. Didn’t know you had it in you.”

I chuckled softly. “Hey, when the need arises, I can be wise and mature. It’s just more fun to be a little wacky. Almost like Pinkie, but without the strange nonsense that belongs to her.” We shared a little laugh at that, both us knowing of the Pinkie.

“Scootaloo’s sleeping over?!” a little voice asked. I looked and saw Nyx standing in her bedroom doorway with a big ol’ smile on her face.

Twilight giggled, giving her daughter a hug. “Yep, Scootaloo’s going to be staying with us for a while.”

“Yay! It’ll be like a never ending sleep over!”

I couldn’t help, but smile at her giddiness and excitement. What a lovely note to end the day on, am I right?

Oh, I should know better by now.

Just as I decided to head off to bed on my own, I felt a great pulling at my mind. No, no it was too soon! But I could feel the power coursing into me, and I instantly knew who was on his way. I had to get out of there, or everyone would pay the price. And unfortunately, that meant relying on a special friend of mine.

“Discord!” I shouted, falling to my knees in pain. Sure enough, the draconequus appeared before us.

“Well look who called?” he said mockingly. “What’s up, Ben? Care to chat? Or maybe have a little tea party?”

I groaned in pain on the floor, grasping my head. “N-no you fool! I need you to get me out of here! A Voice is coming out! You have to get me away from everypony!”

“Oh!” Discord was instantly at attention, fearing the Voices himself. “Uh, which one is it?”

I looked at him, deadly serious. “Power.”

He flipped his lid. No, seriously, his scalp actually backflipped off his head and then back on to it. Discord suddenly pulled out a walkie-talkie...why I have no idea and gave up trying a long time ago. “All units, we have a code red!”

Out of nowhere, dozens of Discords wearing S.W.A.T. armor and covers appeared, all chanting “Code Red” over and over again. Then there was a Scottish one for some reason who shouted, “Come on, boys! Follow me!” Then began to play bagpipes along with an army of duplicates. Then for some reason he was the Lone Ranger. “Calvary, FORWARD!” Another army of clones following him. Then there came the paratroopers. “Geronimo!” one yelled as he jumped. “Arapaho!” shouted another. And then one dressed like an Indian girl (the ones that chanted, not the ones with the dots on their forehead) said, “Pocahontas,” as he jumped. Though they all became S.W.A.T. troopers as they surrounded me, rifles aimed directly at me. “Do not attempt to move or we will be shooting ourselves!”

“Discord!” Twilight shouted.

“Stay back, kid. Power’s got a red sheet as long as my arm!” As one they snapped their fingers, a portal opening beneath me. As I fell, I could also feel the loss of my consciousness, knowing that wherever I ended up, it wasn’t going to be good for them.

10 Against 682

View Online

*****(Third Person POV... again)*****

(This time, it's Discord's fault. I beg your pardon?!)

“Ugh, where am I?” Ben asked as he sat up. He rubbed his head, trying to draw on the memories of what happened. “Aw man, Power what kind of trouble did you get me into this time?” He looked around at his surroundings and groaned. “Oh great, I’m in jail… again.” He facepalmed, getting up to look around the room.

Ben touched and inspected the walls, noting the different runes placed about. “Rune magic. That’s ancient right there, even before my time.” He lightly tapped his fist against the wall. “Solidly constructed. This place is built for serious prisoners.”

A voice crackled over the intercom, “That it is, AEC 10000, built to contain even that strange white creature you were transformed into. Now that you’re awake, please look to your left.”

As Ben turned, he noticed a small section of the slightly glowing wall flicker and turn blue, projecting a woman’s face.

He blinked for a minute before sighing and pinching the bridge of his nose. “Look, I don’t know what Power did to tick you guys off, but whatever it was I swear I’ll pay for the damages. Can you just let me go now? I need to contact Discord.”

“AEC 10000, I’m afraid that until the Foundation Board clears your Safe class status, you won’t be going anywhere. I’m not sure what you want with AEC 1024, but you won’t be seeing him until I get a very good explanation.”

“Look lady, I need to get back home. And another thing, my name is Ben, not AEC 10000, and I’m human in case you couldn’t tell. Now as a prince of Equestria, I am ordering you to let me out of here.”

“File is now updated, AEC 10000, alias: Ben. I’m sorry Ben, but as much as you say you’re Safe, I can’t chance the safety of the staff here just on your word. And I don’t know where you’re from, but if you’re a Prince in that Universe, you sure as hell aren’t one here. Look, just sit tight for the next hour, alright? I’ll try to get your classification through as quickly as possible… to be honest, none of us really want you here, but regulations and such. Oh, and by the way, I am Head Researcher Stable Mind of the Anomalous Entity Containment Foundation. Welcome to Site 63.”

Ben clenched his fist, his anger rising phenomenally. “Fine,” he said through gritted teeth. “You get one hour to let me out of here. But you listen and you listen good, if I’m here any longer, I will get out of here. And when I do… I’m coming for you.” He pointed right at Stable, fury in his eyes. “And you’ll find out why where I come from, I’m Public Enemy numbers One through Ten. Do you understand me?”

“Yes, I do. But if you intend to kill me, Ben, I must warn you: I may not be the best person on the planet, but this entire Site’s collection of entities is under my command, and I know of one that will defend any personnel against any threat. His name is 682. Oh, and he’s standing here with me.”

The camera moved, zooming out and revealing the absolutely massive reptile curled up behind the woman. The beast was built like a tank and felt deadly even through the video feed.

“So, food for thought-” The woman’s console bleeped, startling the woman, “-Oh would you look at that, the board has seen fit to grant you provisional Safe class status. Please head through the door to your right.”

A door hissed open, revealing a hallway connected to the very room Stable Mind and 682 had been in. Ben walked out, stopping for a moment to place his hand on the wall. Ben whispered to the Omnitrix, “Scan these runes, run all preventive functions, but keep it quiet.” The watch beeped in response. A moment later, Ben was walking down the corridor and into that very room.

“Hello AEC 10000--” Ben decked her to the ground, causing the entire room to go silent.

“Never. Imprison me. Again. Got it?” Ben asked, his tone forceful and commanding. He looked over and saw ‘682’ along with a woman standing near him.

So…. any reason why you just decked the seventeenth most important person in Equestria?” The lizard shifted into a distinctly reptilian human as it spoke, crossing its arms and glaring.

“Maybe he’s just a jerk?” the other woman suggested, patting her companions head.

“The one thing you never do to me, is hold me against my will,” Ben said, calming down significantly. “I don’t care how your world works, but in mine we treat diplomats and ambassadors with respect and hospitality.”

The reptile stared, “When the Foundation found you, you were destroying Canterlot. Thanks to you, at least five thousand people died. Not exactly diplomat material from where I stand, asshole.”

“Language,” Ben chided. “And good thing that wasn’t me, then.” He smiled, swiping a sandwich off the console, no doubt belonging to the woman who was still trying to get up off the floor. “Ooh, this is good. Turkey? Haven’t had turkey in a while.”

The other woman rolled her eyes before taking on a perplexed look, “Your mitochondria are rather strange...” she spoke, her eyes glowing.

“My what?”

The only other male in the room finally grunted in frustration, “Okay, let’s start this over! Hello, my name is Drake Long, this is my friend Elizabeth Mason. The woman you just decked- Doc, you okay?” “Yes” “Good. The woman you just decked is Stable Mind, one of the smartest people I know… though she’s kinda a bitch sometimes-” “Hey!” “-Calling it like I see it, Doc. Anyway, welcome to Equestria. What’s your name?”

“Name’s Ben. Ben Ten. Older brother to the Princess Sisters and personal friend of Princess Twilight and the Council of Friendship. I suppose it’s nice to meet you both as well.” Ben took the last bite of the sandwich, enjoying the familiar taste. “I’ll tell you what, she may be a jerk, but she’s got a good taste in meat.”

Drake twitched, tail carving a small groove into the floor, “Well… you know Doc Twilight then… I guess the Council of Friendship would be the Elements of Harmony, which constitutes AECs 1-6. And yeah, I guess turkey’s pretty cool. I like beef better, though…”

Elizabeth looked at him, confused, “I thought you said you liked pork?”

“I like both!”

Ben drooled a bit. “Oh pork. How much I miss bacon. It’s been so long since I’ve had that delicious, juicy, crunchy food of the gods. And don’t diss me on that, I know it’s the food of the gods. They keep a plate of unlimited bacon up on Olympus.”

“Olympus is a thing? Oh wait, of course it’s a thing. Multiverse, duh. Anyway, we don’t have bacon in the cafeteria… cheap asshats… but there’s a great diner a few miles from here. I suppose we could take you there…”

“Unfortunately, I can’t stay. I gotta get in contact with Discord and get back home. I’m only here because I had to let Power out and asked Discord to send me somewhere I wouldn’t harm my friends.”

“I don’t know any Discord’s sorry,” Elizabeth said with a shake of her head.

“Not here!” Ben said with a sigh. “My watch has a communicator built into it.” He tapped the watch and started to talk into it. “Hey. Hey! Discord, can ya hear me?”

There was only static for a moment, but then, “Ah! There you are Bennyboy! Was wondering when you’d finally snap back to normal. I bet you’re wanting to come home aren’t you?”

“Uh, duh.” Then Ben stopped for a moment. “Oh don’t tell me!”

“Yeah, sorry, but it’s taking some time trying to find which world I dropped you into. Shouldn’t be more than a few hours at most. Then we’ll have right home in time for tea! Just sit tight! TTFN: Ta ta for now!” There was a beep, indicating the end of the call.

“Wait! Discord! Urgh, ack, guh!” Ben stuttered angrily. “Gah! That stupid little...ugh, he’s more annoying now than he was five thousand years ago!”

“Hm... maybe that watch is why your mitochondria are so weird,” Elizabeth said, leaning closer to inspect it.

“Oi!” Ben said, pulling the watch back. “No touch. It’s a dangerous device.”

“Heh, I’m dangerous too ya know,” she said with a giggle, “If I wasn’t I wouldn’t be here.”

“Don’t care,” Ben practically growled at her. “You are not going anywhere the only thing that keeps me sane, any of you!” He shouted, pointing at everyone present.

“Just relax,” she said putting her hands up, “I assure you, we won’t harm you, as long as you don’t cause any trouble.”

“I’m not the one you should be worried about,” he replied with a dark smirk.

“Eh, I’m pretty sure you can’t kill me,” she said shrugging her shoulders.

“I don’t kill,” Ben said simply as he began to toy with the watch. “Spin that, type in this, punch here and there, and… done! Ha, well, I thought that would be harder.”


“Wouldn’t you like to know?” Ben said mockingly.

“Not really, I’m still working on your mitochondria,” she said shrugging, “They’re fascinating really,” she spoke softly, her eyes still glowing.

“Uh… thanks, I guess? Whatever they are.”

“They’re the parts of your cells that produce energy. I’m communicating with them,” she explained, watching him intently.

“That’s… really creepy.”

“I could tell them to make you combust or just melt you into goo...”

Ben’s eyes went wide, stepping away from her. “Omnitrix, keep Alien X on standby. Any cellular anomalies, activate said transformation.” The watch beeped in confirmation.

“Oh relax, I’m not going to do it,” she rolled her eyes, “I’m not a monster.”

“Not gonna take your word on it,” Ben shook his head. “Not taking that risk.”

“Jerk,” she said with a pout.

Drake stepped in, “Now now, Beth, don’t bother the man with a reality warping alien on speed dial…. you are referring to the Ben 10 alien, right? I mean, what with the name and the alien…. Your hair isn’t exactly tame enough for the show’s Ben… but the way you introduced yourself as ‘Ten’ instead of Tennyson… are you a Displaced?”

“Yep, that’s me. I’m not Tennyson, would like to meet him someday, though.”

“I see. Well, since you’re going to be here for a while… bacon. Yes or no?”

“Oh, might as well,” Ben moaned. “Lead the way.”

“Right then, come on, it’s just a quick flight over. Don’t worry about authorization, Doc Mind’ll give us the go ahead, right?” Drake looked expectantly at the recovering woman.






“Come ooooonnnn…”


“I’ll bring you back your normal order of coffee if you let us go~”

“....Fine. You three are cleared. Now get out of my way, I need an icepack and some pain killers.” She shoved the three from the room and stormed off, searching for her aforementioned objects.

Ben snorted amused. “Heh, wimp. That wouldn’t have done anything to a pony.”

“We’re humans, asshat. Most of these people are scientists and don’t have any resistance to being injured other than the natural anti-mauling enchantments. If you’re gonna be a douche about all the people here, man, do it where none of us can hear it, please.”

“Fine, but you’re not making your case any better,” Ben said as he strutted through the exit door. “After all, I hate humans. Now come on! I’m hungry!”

Drake looked at Elizabeth, “This fucker would get along great with SCP 682 when he isn’t in one of his bloodrages…”

“Well I’m not actually human,” Elizabeth stated, locking arms with Drake.

“Don’t really care, now do I?” Ben said. “I’m just stuck here, so it doesn’t really matter to me if you are or aren’t.”

“....Asshat.” The nonhuman pair strode over to a window overlooking a massive chasm, Drake slicing through it and jumping out in a massive unfurling of leathery wings, Elizabeth floating out gracefully with glowing eyes.

Ben sighed, activating the Omnitrix. He wheeled through a few before selecting one. He slapped it down, transforming into a big, red and yellow creature with glider like wings and long,skinny tail. “Jetray!” he shouted as he jumped into the air, immediately catching up to them. “Why was that place built on a cliff?”

Drake stared, now in his more sleek, draconic form, “Because a lot of the things there can be neutralized by dropping them into the massive lava pit at the bottom of the chasm. Oh, and because one of the board members- fucking Reggie- complained about the lack of, and I quote, “Awesome Cliffside Lairs”.

“Stupid,” Ben muttered. “Now where can we get a bite to eat before that draconequus can get me home?”

Just down there, see that sign that says “420 Crave It”? That’s AEC 420’s pharmacy and diner. Don’t ask why the guy made a pharmacy and combined it with a diner. Just… don’t.

“Whatever,” Ben said as he flew down, transforming back to himself. “Let’s just get some food.”

Yeah yeah.” Drake landed and shifted back as well, pushing the double doors open and calling out, “Yo Snoopy! I’m back!”

And then a large, humanoid mass of vegetation came out of a door marked ‘Employees Only’, looking suspiciously like Snoop Dogg and wearing a large apron that read “Blaze the Cook”.

“Aww shit homie, you be rizzle for the Snoop-dizzle?”

“Hey!” Elizabeth said with a wave, “Long time no see!”

Ben saw the humanoid and just about turned and walked out. He pinched the bridge of his nose with a sigh. “I-I-I don’t even wanna know. Let’s just get the food and get gone.”

“Aw’right ma’ homies, I gotta 682 special for my D-rizzle here, and a Eve-y blaze for my lovely lady. Take a look at the menu, homes, tell the Doggy Dogg whatcha’ll want.”

“Bacon,” Ben handed the menu back, sighing deeply and trying to hold off the oncoming headache. “Just bacon, please.”

“Sure thing, brotha’. Got a order of the b-sizzle comin’ up on my grizzle right now. Sit tight, Snoop Doggy Dogg about to drop a phat mizzle.” The sentient mass of marijuana turned back to the grill, cooking like a pro while taking care not to drop any of its leaves into the food.

Ben took a seat at one of the tables, sighing deeply. Drake sat next to him and leaned back, arms behind his head, “Yeah, most people are like this the first time they see Snoop. Don’t worry, he’s perfectly nice… though why a sentient mass of marijuana looks and sounds like Snoop Dogg is beyond me.”

“He’s rather charming though,” Elizabeth said with a smile.

“He also sells a bunch of medical marijuana next door. I mean, I guess it makes sense?”

Ben was not amused. “I am getting very tired of this.”

“Wow, way to be a fucking downer, Ben. Just enjoy the hilarity of a Snoop Dogg made of weed. Yo, Snoopy, how’s the food?”

“Ii’s good homie, ii’s good.”

“I don’t even know who that is.”

Drake blinked, “Really? Huh. To each their own, I guess.”

“Look, I’m sorry if I’m being harsh, but I am getting sick and tired of all this Displaced nonsense. I don’t know why I’m getting dragged into it now, but I hate it. I keep ending up around the species who made my life a living nightmare. I just want to stay around my ponies.”

“If it helps, I’m not human, Eve’s not human, Snoopy ain’t human-” “And proud of it, son” “-Actually, no one in this town is a human, even if they look like it. We’re all AECs that have been classified as Safe. Hell, we have a sentient shadow that sells blinds and awnings and curtains a few streets over.”

“But you two,” he pointed at Drake and Eve, “Were born human. That’s enough for me.”

“.... Wow, that’s…. goddamn. You’re like a fucking Nazi, Hitler.”

Ben slammed his hands on the table, glaring at him. “Humans are the most despicable race I’ve ever met! I’ve met war-like griffons, tribal zebras, gladiatorial minotaurs, and peaceful ponies, and they are all better than my species. Humans destroyed my life, so I’m pretty sure I have enough leeway to say they are despicable.”

“Aw shit ma’ niggas, this betta not be some fighting I hear in ma’ diner. If’y’ wanna fight, take it outside, homie.” AEC 420 broke the tension, bearing plates piled high with food.

“Only if they start it,” Ben said as the plate was put in front of him. He took a piece and devoured it before they could blink.

Drake and Eve shrugged, “Hey, that’s fine by me. I get into enough fights on a daily basis. Well, fight’s done, let’s eat.” The two dug in, and for a long time, the diner was silent save for the sounds of eating, cooking, and other customers.

In less than two minutes Ben’s plate was devoid of food. “Well, it was okay.”

Drake shrugged, polishing off his massive burger, “Hey, never said it was the best. But it’s still damn good, yeah?”

“I suppose,” Ben admitted.

“So…. what do you wanna do now?”

“Besides go home?”

“Besides that, yes.”

“I don’t know. There’s pretty much nothing for me to do here.”

The lizardman frowned, trying to think of something to do, “Well, what do you normally like to do?”

“Uh...nothing. I don’t do much but help out the Elements every now and then. Can’t really go out as a human, after all.”

“Well then my self hating friend, allow ol’ cousin 682 to educate you on the finer aspects of the town of Aceville! Come on! Let’s go~” Drake grabbed ben and ran off, throwing a few bills on the table to pay for the meal, “Eve, hurry up!”

“You go on ahead, I’ll catch up.”

“I don’t hate myself,” Ben muttered. He looked at 682. “So...what now?”

“Hmm… well, there’s Sparky’s arcade… the self sorting library… the Movie Theater of All Space and Time….” Drake rubbed his chin in thought, “Eh, can’t remember them all. Usually I just fly in and do whatever looks most fun.”

“Eh, that’s not really my sort of fun,” Ben said as the two began to walk.

“So what is?”

“I adventure, actually. Before I left Earth, I traveled all over the world.”

“Plenty of things to do in this world. We got a looooot of things to explore. Ruins, temples, ancient cities, forests, islands, you name it, we probably have an adventure for it.”

“I’ve only got a couple hours,” Ben reminded him.

“Shit.” Drake muttered, rubbing his chin again, “Hey, I know! Follow me!” He turned and ran off, Ben staying with him for some odd reason. The pair ran around the fairly large town, spinning around corners and cutting across roads until they finally came across a shop titled “AEC 606: The Time Dilation VR Shoppe”.

“Ahh, good old 606, for when you wanna burn a few hours but make it seem like years of fun.”

“I’m both curious and suspicious.”

“Sup?” Elizabeth said, popping her head between the two.

“Gah motherfuck! Dammit Beth! Don’t do that!”

She just smirked, giving him a hug.

“Well, come on, we can burn a few hours in time dilated virtual reality adventure sims. Let’s go, I heard that 606 released a new copy of Skyrim in multiplayer!”

“Lets go!” she shouted, rushing inside.

“Woooo!” Drake followed, dragging Ben behind him.

“Wait!” Ben said as he was dragged. “What the heck is Skyrim?!”

“Only the best looking Elder Scrolls game,” she started, “Oblivion has better quests but it just looks horrible,” she said with a shudder.

“All I’m hearing is gibberish!”

Drake placed his hand on Ben’s shoulder in sympathy, “It’s just a good videogame. You really need to experience it to believe it, though. Trust me.”

“But I’ve never played video games,” Ben whined. “The real world was much better! Especially when you could do whatever you want!”

“We’ll guide you through. Don’t worry, it’ll be fun… I think. It’s normally fun to most of the people that play it, so…”

“Ugh, I’m gonna regret this, I just know it,” he whined, silently wishing Discord would hurry up with that portal.

Four hours of real time and seventeen weeks of dilated time later, the three walked out of AEC 606, sixty bits lighter and a whole lot more entertained.

“Dammit Beth, I can’t believe you stole my kill! I told you guys I called dibs on Alduin, remember!?” Drake complained, whining at a slyly grinning Elizabeth.

“Oh you're just a sore loser,” she said laughing her ass off.

Ben walked behind them, not sure what just happened. “That was weird. What was the point of doing that again?”

“For fun,” Beth said with a smile.

“That was fun? We have a completely different definition of fun.”

Drake pouted, “You suck. That was awesome!” She just giggled, patting his head.

Ben shook his head. “I’ll never understand people and video games. They just aren’t fun.”

“Oh come on, you enjoyed using Lightning Storm and I know it! I saw that tiny little smirk on your face when you incinerated that Blood Dragon!” Drake pointed an accusing finger at Ben.

“Because lightning! I don’t have anything that can use lightning yet!”

“I knew you had fun!” Drake smiled triumphantly at Ben.

“How could I have fun when I had to kill? I don’t kill, that’s just... just wrong.”

“Oh come on, you literally hit the thing for half a second and most of your blast skimmed off. If anything, I killed it, ya cryba-” An ominous roar cut through the sky and interrupted Drake. The sound was intimately familiar to all three, having just walked out of the place where they’d had to fight the exact being that made the roar over a hundred times.

“-... Oh jesus, don’t tell me…..” Drake mumbled, scanning the sky above.

“Drake...” Elizabeth started, looking rather unnerved.

High above, a massive thing descended, slamming into the ground with all the force of a meteor. It appeared to be a dragon, though half rotted and bleeding potent acid. It’s smell filled the air around, causing nearly every AEC to run in fear.

“Oh son of a bitch!” Drake yelled, throwing himself back, already shifting into his AEC form.

“Well, that’s different.” Ben looked at Drake, an eyebrow raised. “You’re going to fight, I take it?”

Drake stared back, “Of course I am, all the other AECs in this town have next to zero combat training!” He leapt at the colossal dragon, slashing at its fifty meter long frame to no avail, any wounds healing in seconds in a flash of… orange goo? “A little help here!?

Ben looked at Beth and pointed at Drake with his thumb. “You should probably help him.” Without another word, he moved over to a nearby and leaned against it, looking highly disinterested in the fight occurring practically right in front of him.


Ben shrugged, getting comfortable against the wall. “Not my world, not my problem.”

Drake turned to reply but was slammed by the dragon’s tail, smashing into the wall of 606, somehow not leaving so much as a scratch. As he stood up again, he shifted, becoming bulkier and more heavily armed.

You fucking son of a soft-shelled LIZARD WHORE!” He yelled, voice raspy and echoing. Drake picked up the undiplomatic diplomat by the scruff of his jacket and, before Ben could react well enough to break free, performed a fastball special and threw Ben into the maw of the undead dragon.

EAT THIS YOU FUCKING WASTE OF REPTILIAN GENETICS!” As the jaw clamped, a green light went off. There was a moment of silence, believing that Ben had been eaten. Until 682 saw a little metal bug fly into his face.

“Not cool, dude. Not cool,” it said to him in a high voice. It flew off back to the wall and turned back into Ben. “Jerk.”

You had the chance to turn into fucking WAY BIG inside of a one hundred plus foot long dragon and you didn’t take it!? You fucking waste of….. GRAAAAAAARGH.” With that elegant reply, the hulking form of SCP 682 charged back into the fray, blasting at the seemingly unkillable dragon with its organic rockets.

“Burn!” Elizabeth screamed, igniting the beasts mitochondria. “Get the stupid thing!”

“Woo, go Drake and Eve,” Ben said with a clap of his hands. “Go get him.” There was obviously no effort in his “cheering”.

“BEN YOU SUCK AT EVERYTHING!” Drake yelled, struggling against the beast’s flames, trying to match them with his own and forgetting one vital thing: As the water content in the acid evaporated, it became very, very flammable. “Oh son of a bitch OH GOD IT’S IN MY EYES!” The semi-blinded lizard stumbled back and tried to recover from his own acid as Eve took to the frontlines.

She snarled, mutating into her more monstrous form. She fired off some lasers, staying out of its reach. As Drake recovered, he leapt forwards, swiping at the dragon with a freshly mutated hammer of a paw, destroying its head and splattering orange ooze all over the square.

“Wait a minute… orange ooze…? Beth, look at this!” Drake called Elizabeth over, both examining the remains of the dragon’s head. Neither noticed the rest of the dragon melt and slowly move towards the splatterings already on the ground.

“You two may want to look out,” Ben suggested, still staying in place.

“Huh? ….. Ohshi- AGH!” Drake was blown away by the newly reformed dragon, it swiping him across the entire town with one swing of its massive arms.

Ben whistled, slightly impressed with how far he went. “Not bad, I give it a seven point three.”

Elizabeth’s eyes glowed brighter, intensifying the flames. “I’ll burn you to ash!” she screamed, slashing at the creature with her claws. She moved back as it slashed at her, firing off some lasers into its chest, knocking it back.

“Where’s Discord with the popcorn when you need him?” Ben quipped as he watched.

“Shut up!” she commanded with a glare, and Ben found himself getting incredibly hot.

“Host cells under attack,” the Omnitrix sounded out. “Activating cellular adjustments. Canceling outward interference in thirty seconds.”

“Not cool, girl,” Ben said, wiping the sweat from his brow.

She snarled, starting to mutate again, this time into a large and twisted mass of flesh. She held out her hand, spraying yellow energy needles at the down dragon, relishing in its pain.

“Now that’s a neat trick. Need to remember that for a few of my aliens,” Ben muttered.

Miles away, all the way across town, Drake slowly crawled out of a massive crater in the ground, regrowing half of his entire body as he moved. Closer examination would reveal that the half he was missing had melted into the orange sludge filling the bottom of the crater.

“Oh son of a BITCH….. fucker got my good half….”

He looked around, noticing the flames rising up in the distance, and shifted again, losing his arms and legs and reabsorbing the sludge in the crater. When the transformation finished, he resembled the basilisk he had killed on his first day in Equestria, with wings.

A few experimental flaps later, Drake took off, blasting towards the corpse dragon at mach 3.

Back near the center of town, Elizabeth wasn’t faring as well as she’d expected. The dragon had proved to be resistant to melting and setting it on fire only engulfed the town in it as well. Plus there was the matter of all the flailing limbs and the blasts of fire that lit up the town like a witch trial in 1692.

“Why don’t you die!?” she screamed, trying to will its mitochondria to liquify it, to no avail.

“Having fun?” Ben asked with a mischievous smirk.

She ignored him, flying into the air, mutating once again, this time taking on a more humanoid and rather naked form. She had strange rib like structures going down her legs. Her forearms were now larger and blue and her hair had grown into a large set of wing-like red arms, each one tipped with a black hand. Her spine had grown and split into seven blue tails, six short and one long with rib-like spines.

This was the scene that Drake came upon, smashing into the dragon with all the force of a sledgehammer on a water balloon, splattering goo everywhere. Before the dragon could fully reform from the ooze it now was, the snake/dragon/lizardbeast lapped up some of the disgusting substance and assimilated it, the runes on its back glowing and extending further for the first time in months.

And then Drake caught fire, expanding into a corona of hellish plasma as he expelled flammable gasses from every pore on his snakey body, appearing as though he was a demon from the deepest pits of hell.

Flaring his now burning wings, Drake screamed a challenge at the marauding dragon, how dare this soft-skinned son of an amphibious toad challenge the HIGH KING OF REPTILES!?

The sheer force of Drake’s challenge staggered the living corpse as it pulled itself together. Already it was starting to give into its instinct to flee from what was obviously an alpha predator. Then, its eyes changed, flashing gold, its pupils reflecting a tiny ‘G’ in their centers. The dragon roared back, unafraid, unable to think of anything other than its urge to rip and tear the flesh from 682’s snakey bones.

Elizabeth darted forward, using her longer arms to grab its head, holding it in place. She her humans hands onto it, focusing her rage into it, “I AM EVE! YOU WILL OBEY ME!” she screamed, the beasts cells starting to die off under her onslaught.

Then something rippled, and the entire beast glowed gold, cells rejuvenating even as it blasted Eve into and through a building.

“Japan would love this,” Ben said as he shook his head smiling.

The two massive beasts squared off in the burning wreckage of Aceville, the dragon somehow having grown to an even one hundred and fifty feet tall at the shoulder, the hellbeast that was Drake having grown as well, the flames around him flowing into green, giving the entire area a sickly tinge.

Then they both took off, rising into the sky and engaging in an aerial dogfight the likes of which the world had previously never seen. Bladed wings scored lines through rotted scales, decaying claws found purchase in obsidian scales. Both beasts were enveloped in roiling plumes of deadly plasma, the corpse burning sickly green and the snake flaring violent orange. The clouds above the town were shredded into wisps and vaporized by the violent motions, the sky was rent apart with furious reptilian screams.

It was a scene that left every onlooker desperately wishing for a camera.

There was an explosion high above, a roiling mass of green and orange plumes of fire that left the sky obscured and onlookers blinded by its majesty. Then one of the competitors slammed into the ground in a smoky cloud of dust, obscuring the view even more.

When the dust cleared, the corpse dragon stood tall over a battered and seemingly defeated basilisk, roaring in triumph even as it healed fully and returned to life, now a vibrant, shining gold.

Ben whistled in awe of the fight. “Wow, you guys really know how to have fun!” He laughed a little as he watched the battle. “Hoo, haven’t seen a monster fight in--” Ben stopped as a familiar feeling probed the back of his mind. He instinctively put a hand to his head, grunting in pain. “Urk, so you’re still not done, eh?” Ben said to himself before smirking. “Well alright, this should be interesting.”

A bright flash of light caught the dragon’s attention, a little white creature standing where Ben once did. The creature flexed his arms a bit, releasing the tension in his muscles. It looked at the dragon and smirked. “Hey, you!” it shouted, its voice sounding like it came from a synthesizer, and pointed at the dragon. “The name is Echo Echo! And I’m gonna kick your undead, scaly ass!”

The dragon merely roared at Echo Echo, rearing up and mutating. Hind legs became shorter, arms disappeared and became new heads. The beast grew and its tail split. It now towered over the town of Aceville, a good four hundred feet tall. It cried out with a voice like a bell, foregoing flames in favor of lasers, destroying even more of the town while hundreds of Safe class AECs cowered in their bunkers.

Echo smirked. “Now, you’re actually worth fighting! Bring it on, monster!”

The monster roared out again, shaking the ground and causing buildings to collapse. With fury, the three heads all lashed out at Echo Echo, blasting the area where he stood with concentrated firepower, scorching furrows into the earth and setting even more of the rubble of Aceville ablaze with golden fire.

“Hey ugly!” The monster reared behind itself to see Echo standing there. “Ya missed me, mutha fucka!” Instantly, many, many more Echo’s split from the middle. They all took in a big breath… and let out a massive scream, piercing ears and shattering every window for miles.

The beast was totally unaffected by the scream, its ears too high up and too insensitive to hear the tiny Sonorosian’s attack.

Echo canceled his attack, rethinking his strategy. “Hrm, gonna need some altitude. Which means…” He looked over at the unconscious 682, getting an idea. “You all,” he pointed to the clones, “keep it distracted. I’m goin’ for the trump card.” As he ran off for Drake, the other Echo Echo’s ran to the monster, pounding on it however they could.

When Echo Echo reached Drake, he let out a high pitch scream in his ear. The massive snake form of the man woke instantly, shrieking in a frequency exactly two times higher so as to hyper-resonate and crack the ground for miles.

With the returned consciousness of Drake came the sickly green light of a flaming, wing basilisk. Upon seeing his foes’ new size, Drake utilized every last scrap of hatred he had for the monster and grew, becoming even taller than the beast he was fighting. He grew to a length of over one thousand feet, nearly a full third of him reaching up to see eye level with the three headed being. And as the colossal monsters stared each other down, Drake utilized a power that he’d had for months but never used: The genetically ingrained petrifaction stare of the Greater Mountainous Basilisk.

With a vicious roar, the three headed beast’s middle head turned to stone, crumbling off of its flailing necks and shattering of the ground far below. This time, it didn’t regenerate; the wound had already been sealed by the unique process of the stare. The snake roared, slithering around its flailing foe in smug condescension. Only for several piercing screams to ram it against a nearby wall.

“That was my kill, you bastard!” the Echo Echos shouted in unison.

Unfortunately for all of the copies, the one in charge wasn’t Drake anymore, not after he’d lost consciousness in the dogfight. No, this was both AEC and SCP, and both were happy to take on the challenge.


And the basilisk screamed the sound shattering the mountain that Aceville lay upon, reducing a good majority of it to rubble and conveniently blasting away any and all bystanders. Fortunately for Echo Echo, he had enough copies stored away in hiding spots to make a jump on the monster.

“Think you can best me, eh? Let’s see how you like this! Echo Chamber!” The Echo Echo’s surrounded 682 on all sides and let out a massive and constant shriek. There was no escape for 682 as Echo Echo just kept letting out more and more power into his screams.

Angered and hurt, it screamed right back, matching the frequency and lacing its voice with magic, a tactic it had gained when it ate AECs 927-929. The Echo Chamber began to come apart under the internal assault, 682 more than a match against the tiny aliens. And with an earth shattering kaboom, all of the Echo Echos around 682 were blown away, though 682 still took the brunt of the blast. The dragon had merely gone unconscious from 682’s first scream, though it was slowly recovering.

Only one Echo Echo remained after that devastating blast, slowly getting himself off the ground and growling at 682. “So you want a fight, eh beastie? Then you’ve forced my hand.” He put his hand on the Omnitrix symbol on his chest, causing the core to pop out. He raised his hand up and slammed it down… or tried to. At the last second, his hand stopped just above the core. “What the?” He tried again and again, constantly trying to push down. Then he stopped. “Ben… should have known you’d interfere.”

You can’t use the Ultimates Power. We all made a pact on that. If you let it out then it can’t be stopped.

“I never wanted any part of that blasted ‘pact’ of yours,” Echo said through grit teeth. “This the greatest power we could ask for. We should use it!”

We will stop you before you can. They are never to be used, not even as a last resort. Stop this now, Power!

Echo clenched his fists, but sighed in defeat. “Fine. I’ll abide by you this time, Ten. But don’t think this means you have any control over me.”

I never would think so.

He looked back to 682 with a smirk. “So I may not have my trump, but I can still fight, dammit! You can’t beat me! I’m Power incarnate, baby!”


“What did you just call me you oversized shitty handbag?!”


“Oh now you’ve gone and ticked me off!” Echo Echo felt a new rush of anger and power rush through him and he split into several thousand clones that encompassed 682 on all sides. “Sonic Execution!!” They all screamed louder and stronger than ever, pounding 682 with extreme force.

682 screamed back with even more force, adapting to the sonic barrage even as it flicked out a whiplike tongue (Acquired from the former AEC 22222) and assimilated one of the Echo Echo clones.

“Oh my god, will you two just shut the hell up?” Elizabeth asked, having finally returned from her mutations, in human form once more.

682 let up his screaming, now simply content to endure the barrage of soundwaves thanks to the abilities it gained from Echo Echo. After naught but a few moments, he grew hundreds of cross-pupiled eyes down the length of his body and let out a laser barrage so dense it seemed to be a single massive pulse of plasma. One after another, the Echo Echos were blasted into nothingness. Though, thankfully, one Echo Echo was smart to be hidden away, crawling out from his underground hideaway once the barrage was over.

“Well… that didn’t go according to plan,” he said, leaning against Eve.

682 merely snorted and turned away, using his hundreds of eyes to slash away at the dragon as much as possible before it woke up, scoring hundreds of thousands of rents into its flesh and sealing the wounds as it burned through.

“Can we please just kill the stupid dragon?” Elizabeth asked, looking rather exhausted. “I just want to go to bed...”

The massive kaiju sized snake with wings twitched and yawned, shaking its head in realization when it saw what happened.

Alright, let’s do this…. I’MMA BURN THIS SON OF A BITCH!!

The massive reptile sped forward, curling around the dragon and using all of its power to assimilate it. as the creature was absorbed little by little, all of the hundreds of eyes on Drake’s body converged and started carving through the golden beast until the beam finally pierced through its heart and out the other side. A few minutes later, the corpse was assimilated and Drake was now back to his normal beast size, though the slightly cracked ground at his feet belied an unfortunate change in density.

Ugh… can’t shift back… too dense already…. Beth, help…”

“You’re taking me to the spa for this,” she said with a sigh, putting her hand on his side, using her powers to help him revert to his normal form, absorbing the undifferentiated mass of organic goo into herself.

“Ugh, thanks. Sorry ‘bout that, but you know I can’t absorb all that material without repercussions… how you manage it is beyond me.”

“Just take me home,” she said, closing her eyes, leaning on him for support.

“Righty o’ then milady. Oi, short stuff, you still there?”

“Don’t go pickin’ a fight with me, lizard breath,” Echo retorted, not taking the short joke well. “Just because you can pick around with Ben doesn’t mean you can do the same with me.”

“Whatever. Jesus, how long until we get the normal asshat back?”

“Ignore him...” Beth said with a yawn, “Carry me...”

“You’re stuck with me for another five minutes, jackass,” Echo retorted back.

“Fun. Alright, short and angry, what’re you gonna do now? Town’s destroyed, occupants are scattered to the five winds, and there’s a massive crumbling dragon head I need to melt.” Drake picked up Elizabeth in a bridal carry, then shifted her to his back to a second set of arms.

Echo ignored him and moved to the dragon’s head, smirking. He let one massive shriek, causing it to completely disintegrate. He looked back at Drake and Eve, still smirking. “You vibrate any sort of substance to the right degree, and they just go away. Don’t mess with best, bitch.”

“...” Drake stared for a moment and then spat an acid bullet (AEC 6677) into the ground at Echo Echo’s feet, the mere fumes of it melting the nearby rubble to slag. “Yeah, I doubt you’re the real best.”

“I am Power incarnate, dammit!” he shouted, nearly toppling the two from the intensity. “That is literally who I am.”

Elizabeth was thankfully still passed out, thanks to a pair of hastily generated fleshy (And quite disturbing) earmuffs. Drake glared at the tiny white alien. “Keep telling yourself that and one day I might think you were the incarnation of blowing hot air out of your ass. Now, this trip hasn’t been all that great, but I still had fun. Go fuck yourself Echo Echo.” And with that, he spun around and left, ascending in dragon form at mach 3, blowing Echo Echo back a few feet.

Echo huffed as he got back on his feet, brushing the dirt off. “Who does that runt think he is talking to me like that? I’m the best there ever was, is, or will be. That’s a matter of fact. Now,” he looked around the damaged town with a frown, “what the hell am I supposed to do for the next three minutes? I’ve already killed a bunch of people when I first got here, now I’ve destroyed and fought some monsters and wrecked a town. There’s gotta be something I can do to pass the time.” Echo thought on it for a moment before sighing. “Ah to fuck with it.” He tapped the Omnitrix, instantly reverting back to Ben.

“Whoa!” Ben said as returned to normal. “That’s a first, usually Power always finds something to do.” He took one look around and whistled loudly. “Dang, they wrecked this place. Hey wait!” Ben looked all over for a moment before, “They left me here! Oh that’s so not cool! I knew it! Ya can’t trust humans in any universe! Well ya know what? Screw them. And screw this noise.” He tapped the watch. “Yo Discord, ya got that portal ready yet?”

“Perfect timing! Just found you! Now… this might hurt…

“Might hurt?” Ben parroted. “What do you mean--” He was cut off as a hole in reality was ripped open and a lion’s paw grabbed him by the back of his jacket. “Whoah!” Ben shouted as it pulled him through, closing up like a zipper a moment later.