Okey dokey, people. Let's see how Ben does against his first villain! I'm pretty sure you guys remember Eon, right? Well, he's actually gonna be the one to fight Ben while trying to destroy Gwen! We'll get to see the power of the Ka at Ben's hand, and I'll be sure to show that Ben can actually seal away Demon Ka that exist in his enemies within the stone slabs in the shrine of Wedju! But I'm afraid that part is for another day. Now, let's see some action! Oh, and before I forget, the winner of the poll for who will be paired with Ben in this story has a winner! And that winner is... Mana/Dark Magician Girl! In hindsight, I really should've seen that coming.

Disclaimer: I still don't own Ben 10, or Yu-Gi-Oh!

"Normal Speech"

"Ka Speech"

'Thoughts'

"Yelling"

Introduction/Recaps

Long ago when the pyramids were still young, Egyptian kings played a game of great and terrible power. But these "Shadow Games" erupted into a war that threatened to destroy the entire world! Until a brave and powerful Pharaoh locked the magic away, imprisoning it within the mystical Millennium Items!

Now five thousand years later, a boy named Ben unlocks the secrets of the Millennium Matrix! He is infused with ancient magical energy, for destiny has chosen him to defend the world from the return of the Shadow Games, just as the brave Pharaoh did five thousand years ago!

Instrumental Opening

It started when an Egyptian device did what it did,

And stuck itself upon his wrist with secrets that it hid!

Now he's got superpowers! He's no ordinary kid, he's Ben 10!

(Ben 10!)

So if you see him you will be in for a big surprise,

He'll turn into a Duel Monster before your very eyes!

He's flaming, magic, fast and strong! He's every shape and size!

He's Ben 10!

(Ben 10! Ben 10!)

Armed with powers he's on the case!

Fighting off evil from Earth or space!

He'll never stop till he makes them pay!

'Cause he's the baddest kid to ever save the day!

BEN 10!

(Ben 10!)

Ending Instrumental

Ka vs. Time Disruptor!

Ben woke up to the feeling of the whole room moving. Since he passed out in the Shrine of Wedju, he had assumed that there was an earthquake in progress. His eyes snapped open, and he bolted upright faster than you can blink.

"EARTHQUAKE!" Ben screamed in fright.

Ben quickly took in his surroundings, and saw that he wasn't in the Shrine anymore. He had somehow ended up back in his grandfather's RV that was commonly referred to as the Rustbucket. But how'd he get here? That was when two people entered the room.

One of them was a girl that looked to be about Ben's age. She had lightly tanned skin, green eyes, and reddish orange hair. Her choice of clothing consisted of a long sleeved, light blue shirt with a cat head on the chest, a pair of white pants, and a pair of light blue sneakers. On her left wrist was a device that looked like a bulky wrist watch, but it was completely different. It was primarily light blue in color, and it had two pink buttons on either side of the dial. On the faceplate was a mark that looked like a pink hourglass. This device was known as the Omnitrix, and it let's Gwen turn into many alien heroes.

There was also an elderly man with tanned skin, gray hair, and green eyes. He was wearing a red and orange flower shirt, a pair of blue jeans, and a pair of brown shoes. This is Maxwell Tennyson, Ben and Gwen's grandfather and retired member of the Plumbers.

"Relax, Ben. You're just in the Rustbucket!" Gwen explained.

"You gave us quite a scare there, kiddo. How'd you end up in that place anyway?" Max asked.

Ben looked conflicted about answering this question. On one hand, Ben wanted to tell them about everything that had happened in the Shrine of Wedju. But on the other hand, he was afraid that they might try to take away the Millenniatrix. Ben just didn't know what to do.

"I believe I can answer that, elderly one." said a voice.

Ben and his family looked up to see someone standing in the middle of the Rustbucket. It was a man who looked to be in his late twenties to early thirties. He had dark skin like many others of Egyptian descent, and had odd black markings on his eyes. He also had metallic purple eyes, and long grayish purple hair. He was wearing an odd purple outfit that was reminiscent of a sorcerer's clothing, and was holding a long seafoam green staff with a dark green jewel in the tip of the staff.

Ben recognized this man as one of the many Ka that lived in the stone slabs, and as one of the monsters on his cards. He grabbed his deck, and started flipping through the cards to find the right one. It didn't take too long for Ben to find the right card. It was a spellcaster that looked just like the Ka standing before them, but with lighter skin. This particular monster has 2500 attack points, and 2000 defense points.

"The Dark Magician. What are you doing outside of the Millennium Matrix?" Ben asked.

The sorcerer chuckled in a good-natured manner. He should've known that Atem wouldn't have enough time to explain every function the Millenniatrix has.

"I am outside of the matrix due to the fact that you unconsciously summoned me from your deck." the Dark Magician explained. "And before I explain anything else, I want you all to know that my real name is Mahado."

"Wait. What's a Millennium Matrix?" Gwen asked.

"It is a device that works in a similar manner to your Omnitrix. But instead of simply turning Ben into aliens, it turns him into the many Ka that reside within it. I'm afraid that is all I can tell you about it." Mahado explained.

Ben felt the need to ask the sorcerer more about the Millenniatrix, but before he could, the Rustbucket was rocked by sudden explosions! Max hit the brakes, and screeched to a stop at the side of the road. Everyone piled out to see what had hit them, and were unpleasantly surprised to see just who had attacked them.

It was a man who was wearing a black helmet with its purple visor, but his face is visible through it, a black bodysuit with some purple lines on it, silver gauntlets and boots, and a black jacket with silver shoulder pads on it. His face appeared to be highly aged or just repulsive; his face is long and thin, with a wide mouth, greyish skin, a flattened nose, dark lines under his eyes, and thin, black lips.

"IT'S EON!" Gwen cried in surprise. "What's HE doing here?!"

"Obviously, he's not here to bring us fancy gift baskets." Ben said sarcastically.

Not wanting to wait around for anyone to get hurt, Ben activated the Millenniatrix which caused the full body hologram to appear. He scrolled through the different Ka that were currently in his arsenal, and found one that he hoped would be good against someone like Eon. He pressed down on the faceplate, and was engulfed in a pillar of golden light with Egyptian runes on it.

This time, Ben ended up becoming a creature that was exactly seventy five feet tall, and an even forty feet long. He was covered in spiky dark brown armor, and he had a light tan colored underbelly. His mouth was full of sharp, dagger-like teeth, and his arms shrunk and retained only two clawed fingers. His eyes were glowing gold, and the Millenniatrix had moved to the center of his forehead.

Ben gave a loud roar as he charged at Eon, while Mahado followed close behind. Eon heard the roar, and turned to see something prehistoric charging at him.

"WHAT IN BLAZES?! AGH!" cried Eon as he was batted away by Ben's tail.

"Now there's a sparring partner! Let's see what this Ka can do against it!" Ben said in a deep, growling voice.

"Yeah, here's the thing. You turned into Ultimate Tyranno!" Mahado said. "And from what I'm sensing, this Eon guy has time powers! He could fossilize you in seconds! Literally, fossilize!"

Ben knew that this would be a challenge, but he didn't want to be useless anymore. He couldn't stand just sitting on the sidelines while Gwen continually put her life on the line to keep others alive! So Ben knew that he had to drive Eon off before the rogue time walker could do any serious damage!

"I know this looks bad, Mahado. But I'm sure that Eon won't beat Humungousaur so easily!" Ben said.

"Who's Humungousaur?" Mahado asked.

"HOLD ON!" Ben ordered.

Mahado had no choice but to do so, as Humungousaur charged full speed at Eon! His jaws were partially open as he prepared to strike. Eon saw the oncoming danger, and started shooting age acceleration blasts at Humungousaur. Each one hit its mark, but for some reason they had absolutely no effect on the dinosaur Ka.

Mahado had no idea why those time blasts had no effect, but he did have a theory that he would need to check out later. Once Humungousaur was close enough to the one he considered prey, he lunged at Eon, and got him in one bite! But he didn't exactly stay in there for long, as Humungousaur went green in the face, and puked Eon back up.

Mahado and the others recoiled back in disgust, but then again you would too if you saw a dinosaur barf up a human. Humungousaur took a moment to catch his breath and spit out the vile taste of puke, then glared at Eon.

"Have you tasted yourself lately?!" Humungousaur asked.

"Hey, you aren't exactly what I'd call the joyride express either." Eon replied as a rebuttal.

Humungousaur narrowed his eyes, and used his tail to hit the Millenniatrix dial on his forehead, and was engulfed in a flash of gold. When it died down, the dinosaur was replaced by a very familiar swordsman.

"Alright, Eon! Let's see how well you do against Heatblast!" Ben said.

Eon responded by drawing his own blade. A curved, purple sword that was made out of laser energy. Eon charged blindly into battle against our hero, thinking that he would win this easily. However, Eon has never faced anything near as powerful as the Flame Swordsman.

Their swords sparked as they traded blow after blow with Heatblast gaining the upper hand. They locked blades as each warrior tried to gain the upper hand, but Eon didn't expect Heatblast to set the blade of his sword on fire as he broke the blade lock.

"Eon, you will not meddle with the very fabric of time again! NEVER AGAIN!" Heatblast declared as he charged at Eon with his sword raised.

With a mighty leap, Heatblast was up in the air and using this Ka's special ability. When the sun is out shining brightly, the Flame Swordsman's fire attacks grow more and more powerful. And it showed as the flames surrounding Heatblast's sword intensified to the point that Gwen and Max had to cover their faces from the heat

Mahado was impressed by this. Ben had absolutely zero combat experience, and yet he was already fighting like a seasoned veteran! And he could even sense a spirit Ka of incredible power lurking within Ben's soul.

"You can do this, Ben. Let him have it!" Mahado said quietly.

"FLAMING SWORD OF BATTLE!" Heatblast yelled.

He brought his sword down with so much speed and power that the flames intensified even more. Eon was too stunned to block, and was engulfed by the roaring fires of the attack while being literally cut in half! Eon screamed in pain before he burst into shards of broken glass and was sent to the Shadow Realm!

With the threat neutralized, Heatblast turned back into Ben. But his eyes were all black and cloudy, like his soul wasn't there.

"BEN! What's wrong with him?!" Gwen asked as she ran up to her cousin.

"It would appear as though his mind has been brought to the spirit world. Why? I don't know yet. But it's best not to move him right now." Mahado explained.

And here's the new chapter for you guys! I hope you all enjoy it, because it took me a lot of effort to write this! Oh, and if guest reviewer Omnipotent 18 is reading this, I want you to know that I plan to update Quest of the Kaminatrix after I update Hero of Equestria, and Nega Ben. REVIEW!