Ben 10 and RWBY crossover.

Authors note: Hey guys and girls! I have been watching and reading more Ben 10 related stories and I noticed something. Ben can fit in almosy every and any anime or cartoon he wants. There are some exceptions but he just fits in somehow. I started thinking 'What if Ben was teleported to the world of RWBY?' I mulled it over in my head and started to like the idea, so here it is. This may be a one-shot and it might become one of my stories. I will try to update 'Guardian of the ocean' as soon as I can but school is kicking me is the ass. Thanks for everything and I hpe you like this. Ja'ne!

I do not own Ben 10 or RWBy. They are the products or Rocket man and Rossterteeth. I own the this idea though.

"Person or creature speaking."

"Person or creature thinking."

Chp 1: Arrival and initiation.

Our young hero, Ben Tennyson, sighs as he sips from his smoothie and looks at the rolling clouds. Not much has been happening on planet Earth or any other planet for that matter. It's almost like the universe was peaceful and nothing could go wrong. Ben slurps his smoothie and stands up before throwing it in the trash. He grabs his white jacket and throws it around his shoulders before walking towards the sidewalk. Ben pulls his arm to his face and stares at the Omnitrix. It was a small white watch that had a green faceplate that when pushed, a holographic screen would appear with his aliens. Ben frowns as he looks at the sky and wonders.

He really liked the Ultimatrix and he didn't want to give it up. But due to the constant use of going 'Ultimate' and many other things, it slowly crumbled away. When this had happened, Azmuth gave Ben the Omnitrix and explained about it. It would now be easier to use and it would retain the 'Ultimate' function. (Authors note: I know that in the show, Ben can't go Ultimate but I wanted to add it and I added it for a reason.) After that, Ben had gotten a new partner. His name was Rook Blonko, a Ravongahander, and they didn't get along at first. But as they fought and hung out together, they slowly became best friends.

It had been a year since they met and Ben doesn't regret it. They fought enemy after enemy. They defeated Zs'skayr together and slowly but surely gave the universe peace. At the beginning, Rooks family didn't like him but they slowly turned around and accepted him. Rook was on his home planet celebrating his brothers birthday and he wouldn't be back for a few days. At first, Ben wanted to go with him but Rook insisted that he stay home, just in case of something. Ben did buy the little one, a small chemistry set. The little one wanted to become a scientist and help out as much as he could.

Ben pulls out his cell phone and looks at the time. It was 2:30 p.m. and nothing had happened yet. Only small bank robberies and things along those lines, had happened in the last few days. Ben looks up at the sky and asks the universe.

"Can you please give me something to do?"

His prayer or question is answered as Fistrick flies by on a small hover bike. He was carrying a small box with strange care and he was gunning it. Ben grins and looks up again and yells.

"Thank you, universe!"

He pulls his Omnitrix to his face and finds the alien he was looking for. He slams the dial down and a bright green flash takes place. The young hero's skin starts turning into a slick black and his arms grow out small spikes. His skull reshapes into that of a feline form and his eyes grow large and elliptical in shape.

"Fasttrack!" Ben bellows out with a grin.

Omnitrix database.

Alien: Fasttrack

Species: Citrikayah

Home planet: Chalybeas.

These beings evolved on the fast planet of Chalybeas. While slower than the Kincelereans, they do run at very fast speeds. They are physically stronger than a Kincelerean and they leave a similar blue trail behind them as they run. It is unknown at how fast these beings can run but it has been spectated to be faster than most.

Database end.

Ben looks himself over and grins.

"Huh? I haven't used this form in a while. Let's see how fast I can go."

He bends his knees forward and takes off in a small sonic boom. He catches up to Fistrick and grins at him. Fistrick growls pulling out a pistol. He shoots and Ben dodges it easily. Ben sticks his tongue out at Fistrick and punches him off of the hover bike. Fistrick grunts as he bounces of the pavement and through a brick wall. Ben watches as the bike swerves, hitting a building and exploding. The blue feline zooms over to the hole and walks through it. Fistrick is getting up and he is pointing another pistol at him.

Fistrick pulls the trigger and the laser flies toward Fasttrack. Ben grins and dodges it before punching Fisttrick in the face at full speed. Fistrick screams as he flies through a couple of boxes. Ben chuckles and asks.

"What did you steal today, Fistrick?"

Fistrick picks himself up and growls.

"None of your damn business."

Ben raises an eyebrow and says.

"Oh, but it is my business. I protect this town and the planet. So please tell me what it is."

Fistrick puts the small box on his belt and charges at Ben screaming "Not a chance!"

Ben shakes his head and dodges Fisticks fists. He jumps up and kicks the wannabe punks head before sweeping his feet out from under him. Fistrick lets out a surprised "Whoa!" before rolling out-of-the-way of Bens fists. Fistrick stands up and pulls out a small round orb. Ben raises an eyebrow and asks.

"What's that supposed to do?"

Fistrick grins and chuckles evilly.

"Oh, nothing. Except release a high-pitched noise that only animals can hear."

Ben widens his eyes and zooms to Fistrick. He is too late as, Fistrick pushes the button down. Ben screams in pain as the high-pitched ringing assaults his enhanced ears. He drops to his knees and starts gritting his teeth together. Fistrick chuckles and walks over to the downed form of Ben. Ben looks up and sees Fistrick's feet getting closer and he moves his hand to the Omnitrix symbol on his chest. He waits until Fistrick is closer until slapping the dial. Fistricks covers his eyes from the bright green flash and growls at Bens form.

"Bloxx!" Ben yells in a scratchy voice.

Omnitrix database

Name: Bloxx

Species: Segmentasapien

Home planet: Polyominus

These beings evolved on a harsh planet that has been ravaged by war for thousands upon thousands of years. They evolved to avoid detection, becoming the very infrastructure that makes up their home planet. Their bodies seem to be made of a type of building blocks that can be replaced or removed easily. They are considered to be one of the oldest species in the universe and are considered myth as they rarely leave their home planet. Their names are ironic due to their almost strange fascination with building things in segments.

Database end.

Ben stands up and glares at Fistrick before crushing the small ball with his large hand. Fistrick grins and throws a punch at Ben. Ben dodges it before slapping Fistricks face with his Lego like hand. The punk jumps up and pulls out a small hand grenade like object and throws it at Ben. Ben widens his eyes and folds his body into a small ball. The ball explodes on contact pieces of his hardened skin flying off. Ben feels himself be pushed away by the blast, new blocks growing back. Fistrick grins as the smoke bellows out of the area and takes the small box from his belt. He opens it and starts typing something into it. He never gets the chance to finish as a elongated brick fist slams into his head.

Fistrick flies back and hits the back wall with a large thud. He glares at Bloxx as his body regenerates. Ben grins a little at the glare and begins to taunt.

"Is that all you got, boyo?" Fistrick stands up and is about to charge when a small 'beeping' noise catches their attention. They both look at Fistricks hand and sees the small blue box is beeping and whirring dangerously. Fistricks widens his eyes and tries to pull the box from his hand. It doesn't move and Fistrick starts to scream.

"Get it off! Get it off!"

Ben runs over and looks at the small beeping box and asks.

"What is this thing?"

Fistrick is too panicked to answer but Ben slaps his head and Fistrick answers.

"It's a chronological dimensional transporter!"

"It's a what?" Ben asks while yanking on the small box. He fails and his hands burst into pieces before regenerating.

The small box starts beeping faster and Ben yanks harder. The box finally gives way and he and Fistrick falls to the ground. Ben throws the beeping box to the other side of the room and runs over to the downed Fistrick. He grabs him and shakes him awake.

"What does this chronological dimension thing do?!"

Fistrick coughs and says.

"It gives the user the ability to jump dimensions almost instantly. And it's overloading. If it goes off, this entire town will go with it."

Ben widens his eyes and throws Fistrick to the ground. He points to the open hole and yells.

"Get out while you can. I will try to stop it."

Fistrick looks at Ben for a second before running out of the warehouse screaming. Ben turns around and stretches over to the small beeping box. He picks it up and opens it. Various letters are going across the screen and Ben couldn't understand any of them. He starts poking random buttons and a timer comes into view. It had 30 seconds on it and it was slowly counting down. Ben widens his eyes and he starts pushing random buttons again. The Timer hits 10 seconds and Ben says.

"Ah, hell.."

He puts the small box down and rolls into a ball. He scoops it up and puts it to his chest and waits. The box slows down and Ben sees the counter hit 3.

3..

2..

1..

"I had a good run didn't I?" Ben thinks to himself as the timer hits 0. Hot searing pain is all Ben could feel and with it came the matter displacement. He wants to scream but he can't due to the massive amount of pain he was feeling. He pulls himself into a tighter ball and slowly feels his life leaving him. He somehow feels something through all the pain and destruction. It feels like a suction effect and complete nothingness. Ben opens his eyes and he sees absolutely nothing. He looks around through all the pain and asks himself.

"Is this heaven or hell?"

He doesn't get an answer but he does see thousands upon thousands of lights pass his vision. He screams a little as he feels his very atoms and molecules be broken down and get pushed through an atom sized hole. Pitch black is all that awaits him and Ben looks around. He is already regenerating and he feels the pain slowly go away into that of a dull ache. A bright light feels his vision and Ben moves toward it. He blinks as a bright light feels his vision and he feels gravity takes its course. He screams as gravity starts pulling him toward whatever was below him. He turns himself around and looks down at the approaching…ocean?

He blinks to himself and shrugs his shoulders before looking down at the Omnitrix on his chest.

"Either give me a swimmer or a flier. I don't want Humongosaur or Way big. Give me something that can fly or swim!"

He slaps the dial down and feels his body change and the water hitting his body at full force. In the distance is a small fishing boat.

At the fishing boat.

An old man yawns as he looks at the bobbing fishing lure. He blinks as a bright green light fills the ocean and he leans over the edge. He says something to the air and other people walk over to him. He points to the water and starts speaking in a strange dialect. They start screaming and backing up as a large dark shape swims toward them. The old man leans forward a bit and jumps from his seat as a head pops from the ocean. It had white scaly skin and large jaws that could probably bite through steel. It had a small glowing bulb on its head and its gills flare in and out. The being smiles at them and starts speaking in a weird tongue.

With Ben

Ben sighs in relief as he looks at his form. He luckily got Ripjaws from the Omnitrix and he was happy to get that. He looks around and sees a small dark shape in the distance. He blinks in surprise and thinks.

" Oh! A fishing boat! Maybe those fishermen can help me. I hope they're not poachers.."

He nods in acceptance and starts swimming towards the small boat. He hears some strange language and blinks at the dialect. He shrugs his shoulders and pops his head out of the ocean. He smiles as a fisherman backs away for a second and Ben asks.

"Hi! Can you tell me where America is located?"

The man starts screaming in a strange language and Ben frowns. The Omnitrix beeps and Ben looks down at it.

Initiating universal translator.

Ben blinks as the strange words slowly become clear and he hears the fisherman scream.

"It's a Grimm!"

Ben frowns and says.

"Now, I am not this Grimm thing as you called me. My name is Ben Tennyson and can you point me to The United states of America?"

The man stops screaming and looks at the fish man in the water strangely. Ben blinks as he walks forward to the boat and asks.

"You can understand me?"

Ben nods his head in affirmative and asks.

"Yes, I can. Now.. can anyone point me to the United States?"

The fisherman blinks and waves his friends over. The fisherman starts whispering to them and they nod. The fisherman leans forward and asks.

"What is this 'United States'?"

Ben blinks in surprise and looks at them with an 'are you kidding face?'

"The 'United States of America' the place where all men and women are equal, and freedom reigns supreme? You've never heard of it?"

The fishermen nod their heads 'no' but their faces show surprise at the 'all men and women are created equal.' Phrase. Ben groans in fear and asks.

"What planet or continent am I on or near?"

The fishermen glance at each other and say.

"You are on the planet Remnant and you are near the continent Vale."

Ben blinks at the name and asks.

"Okay. Can you guys point me toward this 'Vale' place?"

They all nods their heads and point west of the fishing boat. Ripjaws looks in the direction and says.

"Thanks."

He is about to swim off but the fisherman stops him.

"What are you?" he asks timidly and with a little fear on his face.

Ben looks behind him and grins, showing of his large teeth, before saying.

"I'm just a kid, who can transform into aliens and an everyday superhero. May you have a nice day!"

Ben waves at the men before diving under the water and swimming in the direction pointed. Ben frowns to himself and thinks.

"I really hope, that this isn't another 'alternate dimension' thing again.."

Later that night.

Ben sighs as his little lantern guides his way through darkened water. Thanks to the Life Form lock, he had been swimming for at least 4 hours and the Omnitrix must be getting low on power. He swims up to the top and looks around. He smiles as he can see lights in the distance and he looks up. He nearly jumps out of the water in surprise at the moon.

"What the hell happened to the moon?!" Ben yells to the sky.

Ben stares at the destroyed and cracked moon in the sky before rubbing his eyes. He blinks once more and frowns.

"I really had to jinx myself."

He sighs and starts swimming toward the lights in the distance. What he doesn't know, is that he was about to meet a great group of people and make some new enemies.

At the Vale city docks.

Blake looks at Sun as he rush's off to get some food. She sighs and looks toward the ocean and frowns. She can vaguely see a large shape moving above the water and it could only be a shipment or a cruise ship. Blake couldn't tell due to the distance. Our cat eared ninja sighs once more and waits for the ship to dock.

Back with Ben

Ben slows down in his swimming and looks at the town in the distance. The houses seem to be French styled but more modern. He frowns and looks at the Omnitrix dial on his chest. He blinks in realization and slaps his forehead. He can try calling Grandpa or Kevin. He taps the dial and says.

"Can anyone hear me? Hello?"

He gets static in response and he sighs in sadness. He jumps in surprise as a large ship passes near him. Ben moves out of the way and glares at the ship.

"You almost hit me, assholes!" Ben yells while shaking a fist at the ship.

He blinks as a certain smell reaches his nose. He takes a whiff of the air and growls. The ship smelled of blood and human blood at that. He dives under the water and starts following the large ship. His snaps his jaws together and is satisfied at the loud crunch he hears.

Ben grins to himself and says "Time to bust some bad guys.."

A few minutes later

Ben blinks as some men walk from the ship and look around. They look like normal sailors but something just looks fishy about them. Ben snickers at his own joke before swimming towards a low dock. He jumps on it and slaps the dial. His skin become sleek and his back grows large moth like wings. His neck elongates slightly and his eyes become large and bug like.

"Big Chill!" Ben says with a raspy chilly voice.

Omnitrix database

Species: Necrofriggian

Home planet: Kylmyys

These beings are large insectoid, genderless, moth men. Their body comes in a variety of blueish colors but they have been seen with white colorations. Their wings can fold up around them giving them the appearance of a phantom. These beings can breathe ice, fly at amazing speeds, and turn intangible for a untold amount of time. They don't need to breath as they can survive in the vacuüm of space and underwater. Their weakness are other enemies who can become intangible and their natural predator, the Hynotick. The last one is unlikely due to it being hunted to almost extinction.

Database end.

Ben turns intangible and flies through the ships hull and looks around. The cargo bay is oddly empty and the only things there are some large shipping creates. He flies over to one and reads the name imprinted on the side.

"Schnee Dust company?" Ben asks with a frown on his face. He flies through the shipping container and floats down. He looks at the pallets in the container and opens one with his hands A bright light feels the container and Ben blinks as he looks at the fine dust.

"Why in the world do they want this 'glowy' dust?" Ben asks while looking at the small pile in his hand. The Omnitrix blinks and starts speaking.

"Unknown substance has been found. Acquiring sample for security and protection update."

Small black tendrils shoot out for the Omnitrix and take samples of the weird dust. Ben blinks as the tendrils faze back into the dial and he says quietly.

"Thats a new feature..."

He release a "Woah!" as the ship lurches to its side before settling down. He passes through the container and looks around. He can hear the faint noises of a battle outside of the ship. He flies through the ships hull and nearly lets himself be seen.

A black-haired girl is being surrounded by men with white clothes and visors. Their chests have a strange bear on the front and the girl is speaking to them. She reaches up toward her hair and pulls of her bow. Two small black cat eras come into view and the men shuffle a little bit. Ben mentally slaps himself as he looks at the cat ears on the girl's head. They seem to twitch with every sound. Ben shakes his head and stares as the men draw their weapons. The girl quickly acts and jumps into the air before drop kicking some of the men away. A new voice is heard and Ben turns around and blinks owlishly at the scene.

A boy with a monkey tail is absolutely decimating some of the armed troops. Ben is hesitant about helping but relents as he sees that they have everything under control. He is about to fly away but movement catches his attention. A single soldier is sneaking up on the girl and is about to stab her. Ben rushes over and phases through the man.

With Blake

Blake parries another sword thrust before hitting another grunt into the dirt. A sound catches her attention and she turns around with her weapon drawn. A grunt is frozen in a large block of ice with his sword held high. Blake blinks and touches the ice before dodging another sword swipe. She looks back at the frozen grunt and wonders.

"That ice is too cold to be normal."

With Ben

Ben smiles to himself as he watches the grunt freeze and stop moving. He chuckles at the cat girls face before looking around at the soldiers. He grins and starts flying through a large group of them. In seconds they are all trapped in ice blocks. A new voice catches his attention.

"What in the hells name is going on?!"

He turns toward the voice and nearly bursts out laughing. Standing at the edge of a battlefield is an orange haired man wearing a bright white tux and a black bolo hat. He was carrying a cane and smoking a cigar and he looked mighty pissed. Ben smirks and flies behind the man. He turns visible again and says.

"I'm what's going on."

With Roman.

Roman Torchwick was many things. He was a thief, a business man, a tactical mind, and a firm believer in taking over the world. What he wasn't however was a man who sat back and watched cannon fodder be turned into ice blocks from nothing but air. A voice interrupts his train of thought and he spins round. His scream catches the attention of the nearby fights and they soon start staring. Floating there ominously was some type of blue moth man that radiated nothing but cold air. The very air around him was being turned into snow flakes. The beings large green eyes shine with laughter and mirth before it says something.

"What? You've never seen a Necrofriggian before?"

Roman takes out his cane and points it toward the being; pulling the hidden trigger. A compact round of dust flies toward it and Roman grins in fear and happiness as there was no way some moth freak could dodge that. He widens his eyes as the blast passes through the being like it was nothing but air. The being grins and says.

"My turn."

It opens its mouth and releases an icy breath that freezes Roman to the ground. Roman struggles but the ice doesn't budge. He glares at the being as it flies off and starts freezing the grunts into solid ice cubes. A lone grunt comes over and starts shooting the ice with some fire dust. Roman looks at the grunt and says,

"Hurry it up. Our ride is almost here."

With Blake.

Blake stares at the being hovering near Roman. It looked like some type of giant blue moth man but it had some type of cold aura coming from it. She is about to scream at the creäture as Roman shoots at it but her scream dies short. The shot passes through the being like it was nothing but air and the being grinned before freezing Roman to the ground. She shakes her head as another grunt tries to attack her but she knocks him out with a well placed kick. She glances over at the moth being and watches as it flies over the grunts and freezes them in place.

A large engine noise catches their attentions and Blake glares at the approaching gun ship. It grabs the remaining containers and hovers in place as Roman and the other grunts pile into it. Roman turns around and glares at the being as it freezes the remaining grunts. He yells to the being.

"You're gonna pay, you freak! You're gonna pay!"

The craft hovers off and others soon follow it. Small green swords embed themselves into the last ships hull and start pulling it toward the ground. Blake follows the lines and blinks in surprise at the girl standing there.

"Penny?!" Blake exclaims in shock.

The orange haired, and green-eyed girl looks over at her and smiles before saying.

"I'm combat ready!"

A loud shot is heard and the ships hull is dented inward. Blake looks up and sees Ruby firing Crescent Rose at the ship. Weiss was next to her firing of dust spells left and right. Yang was near them guarding due to her long distance disadvantage. The ships groans from the force but pulls away and follows its brethren. Ruby appears next to her saying words in a large jumble.

"ImsorryBlake!Imsosorry!"

Blake chuckles and pats the girls head. Ruby sniffles and looks up at her with tears in her eyes. Weiss jumps down and is soon followed by Yang. Blake smiles at the boisterous boxer and frowns at the princess. Weiss looks at Blake before saying something.

"I'm sorry."

Blake blinks and says.

"Come again?"

"I'm sorry." Weiss says with a small huff. Blake blinks as well and smiles before saying.

"I'm sorry as well."

Weiss looks at her in surprise and nods her head with a small smile. The group looks around as cops come to the scene and Weiss notices the frozen grunts. She runs up to one and touches it. She pulls her hand back and asks Blake.

"Who did this?"

"I think you mean 'what' did this?" Blake answers as she walks over to the frozen grunt.

Weiss looks at her confusedly and Blake explains.

"Some type of Grimm or creature appeared and it froze the grunts. It looked like a giant blue moth man but it could speak."

Yang walks over to the frozen grunt and taps it.

"A giant blue moth man? You sure that you weren't hallucinating?"

Blake glares at her and huffs before saying.

"I wasn't hallucinating and it is right her-"

Blake stops as she looks around for the being. It had mysteriously vanished without a trace. She looks around for Penny but only sees a black limousine drive away. She shakes her head before saying.

"Well, it WAS right here..."

The group stares at her in concern but she waves them off. She doesn't notice the large green eyes following their moves.

With Ben.

Ben watches with extreme interest as the orange haired girl pulls the strange aircraft near the ground. He turns toward where the loud shot comes from and drops his mouth in shock.

"Little red riding hood with a large scythe that can shoot bullets?! Where in the multiverse am I?"

He shakes his head from the thoughts and looks at the ship fly away and he is sorely tempted to chase after it. He stops himself and looks as the black-haired girl is hugged by the little red riding hood. He smiles at the interaction of the small group and laughs as the cat girl looks around for him. He watches them walk away and flies off toward the forest.

"This is going to be an interesting adventure.." Ben says to himself as he descends into the woods. He chuckles maybe this can aleve him of his boredom for a while. Or until Paradox finds him and takes him home.. Which ever comes first. He lands and transforms back into his human form and starts walking toward the town again. He frowns as he thinks of his family and friends back home.

"I will get home, guys. Just wait for me and I will get home."

End chapter

Authors note: Hey guys and girls! I really liked writing this little chapter. It was something new for me and it might even kick off someone's imagination. I am sorry for any grammar or spelling mistakes. When Ben transforms should I still ca;; him 'Ben' or by his aliens name? If you have ant tips or tricks for me, leave them in the review and thanks for reading! (If you've read this before, the current update is some simple fixes.)

This is Luckyplains13 signing out.