Part 1

"So, this is the place…."

Rook said so as he goes out of the Proto-TRUK.

"Walking in this place just give me the creeps…"

Anyone who would set their foot into this desolate replace would likely say the same thoughts. It was an abandoned amusement park.

Its structures are slowly being retaken by nature, with vines crawling into the once was food stalls, rusted carousel rides that gave an appearance of a rotting corpse as well as dust covering everything there. It was really like a cut-out from a horror survival movie.

"So what are we doing on this place anyway!? It was only like a week ago when I came back in the world after being stuck into an alternate universe for like a year or so, only to find out that I'm only missing for a month and then they're giving us another that may not be related to aliens at all!"

Ben was rambling nonstop about all the problems he encountered in, as he now calls, the "Arcadia Universe", he doesn't hate those times though, since he made memorable moments with the girls from the Cross Freed Academy, especially with Lisha, Krulcifer, Phillufy, Celestia , Yoruka to some extent, and the entirety of the Knight Squadron who supported him as long as they can.

When suddenly──

A rustling noise came from the tall grass just in their right side. And what emerged from the tall grass was a woman.

A mature woman whose body build has a natural seductive aura, a flowing green-colored hair, and emerald-like eyes.

On top of that, the woman was wearing a witch's attire and was floating atop a broomstick which makes her resemble a legit witch.

"Puya!"

The woman, who was stretching, finally turned a gaze to Ben and Rook who were in front of her.

"We've got some visitors, huh…"

She then smiled at them which are tainted with maliciousness.

This caused Rook to aim his Proto-Tool at her and Ben to ready his Omnitrix.

"Looks like you two are enemies. It's a shame though; I really like that cute face of yours."

As she pointed to Ben, whose face turned red, she then rode her broomstick as if she was a comboy.

"Let's start the show! Haniel!"

As she shouted a name, Ben knows from experience that she activated something.

The tip of the broom, which has a mirror on it, shined brightly enough to blind them both for a moment.

Before they could notice, giant cupcakes are falling from the sky. They were of different flavors, some were chocolate, some have sprinkles on it and others are strawberry flavored. They are like giant boulders hurled by the sky.

Ben finally came to his senses and then dialed his Omnitrix. When he does so, the faces of his aliens are displayed as icons which are then presented in a circular hologram in groups of ten. The set are replaced as he continuously scrolls down into his desired alien form.

He slammed his Omnitrix and transformed into Crashhopper, a bulky, golem-like alien that controls gravity. He was the right alien that Ben needs right now.

Crashhopper jumped high in the air and kicked the cupcakes one by one, slamming them to each other which caused to crumble like rocks.

"Mou…. Why won't you two just give up and leave this helpless one-san alone?"

The woman is frowning at them. This is when Ben decided to converse with it.

"We won't leave unless you stop terrorizing the nearby town and until you say what exactly you are. Are you with Charmcaster's side!?"

Crashhopper who was now attempting to pressure the woman, backfired as it only made her laughed and then looked at them with a fixed gaze.

"I don't know who are you referring to but, I could really cast charm to both of you…"

The woman jokingly said and Crashhopper averted his eyes away from her. Rook however is unfazed from her sexual provocation.

(As expected, Rook is not interested to those who are not Revonnahgander.)

She then crossed her arms and continued speaking.

"Besides… I really couldn't call that terrorizing. I'm just having fun and then they started to call me a witch!"

The woman let out a big sigh, stating that she didn't do anything wrong causing Rook to press her further.

"Miss, there's nothing wrong with having fun. But you turned some of the civilians in that town into food and toys! It's not to be called fun anymore if you intend to harm others."

When Rook said that with a serious tone, the floating woman chuckled.

"Your personality is really comparable to a comic book hero and that makes me want to tease you more. It's a shame though, that you and your subordinate belong to those 'Wizards'."

Crashhopper and Rook couldn't understand her words as well as her putting emphasis to the word "Wizards".

"Regarding your other question, my name is Natsumi. You people seemed to call a Spirit and branded me as a Witch!"

When she said, *pomf* a large carrot missile appeared out of thin air and was fired into them.

Crashhopper intercepted the missile by kicking it which made it explode into a pink adhesive which could only be compared to a bubblegum.

The two of them were trapped but Rook freed himself with the Proto-Tool.

"Press the Omnitrix symbol, Rook! I'm getting tired of her magic tricks…"

"Here."

Rook pressed it and Ben turned to Heatblast, bursting in flames and melting away the sticky gum.

"Hyahahahaha! You seemed to have the similar abilities I have, why don't we join forces?"

"No. You already gave me enough of that magic of yours and you've pissed me because of that. Let's end this mess now."

After staying in the Atismata Empire, Ben's personality seemed to have a decreased tolerance to provocations and gets easily annoyed when someone pulls out underhanded tricks.

Heatblast's main ability is pyrokinesis but he has a limited terrakinesis that allows him to levitate large chunk of rocks and turn them into floating boards. As Heatblast flew off to Natsumi,

"!?"

An energy beam destroyed his board, but because of using flames from his hands as propulsion, Ben landed safely.

A medium force of robotic soldiers lead by a woman clad in silver mechanical armor which took Ben in surprise since it resembles a Drag-Ride. The unknown force then approached the three of them.

Part 2

"Stop! Aggression from authorities is a violation of the Intergalactic Law of Authority Protection section 6. Drop your weapons and identify yourself!"

Rook fired a warning shot but was repelled by the large sword the armored woman is carrying.

"Do you think I'm foolish enough to believe the nonsense you're saying? Just give that woman to us and we might as well spare you, inhuman monsters."

After the woman's declaration, Heatblast reverted back to being Ben and put up a confident smile.

"Here I am, putting another prideful woman into her place. Rook, call some reinforcements! I have a feeling that this is not their total numbers. I'll just make this woman swallow her pride."

"You really changed a bit, Ben."

After Ben declared that, the woman grinned.

"So it was you, Ben Tennyson. The famous hero known for his 'alien' transformations… We've been eyeing on you for quite some time now because we knew that you might someday interfere with our plans while doing your "hero business" and look at where we are now…"

"Say whatever you want, if you can still speak later."

Ben transformed into Diamondhead, another of his alien transformations as well as one the forms he invested time and effort in training.

Diamondhead slashed diagonally with his blade arm however──

It was sliced off clean by the large lase blade and Diamondhead distance himself while regenerating his cut arm.

"To think that the great 'Ben 10' is just as weak as this, maybe I expected so much from you. See, I'm not even serious."

The woman exclaimed that with a voice clearly with arrogance.

"Who the hell are you──?"

"I am Elen Mira Mathers, the world's strongest Wizard. And for the main reason we're here."

The robotic soldiers that accompanied Elen just now, made their move towards Natsumi.

"Those things again… There sure are many of them in stock! Let's go, Haniel!"

The tip of the broomstick shone again and several carrot missiles appeared. The adhesive gum inside it trapped the machines and some of them were destroyed by the explosion.

"Tch…"

Elen, clearly disappointed at what happened, began looking at Natsumi's direction.

"Your opponent is still here!"

Diamondhead thrown at what seemed to be a large crystal boomerang into her but that too was sliced off with inhuman reflexes. It was as if she already anticipated the attack.

"Resistance is futile, Ben 10! No matter what you do, you'll never defeat me."

Diamondhead switched back and turned to Feedback. Both of them charged at each other.

"Wha──!?"

Feedback managed to grab Elen's laser blade and absorbed its energy which he fired off as electricity in point-blank range.

Intense shock flowed within Elen's body that fell into Ben's surprise attack.

'T-That was a little unexpected… Hmph. Continue to entertain me, hero."

After that, Elen switched her laser blade, Caledfwlch, into her other weapon, Rhongomiant.

It was a large spear whose tip functions as firearm. Somehow, it gave him a feeling of nostalgia due to it reminding him of Celis.

The tip fired off an energy shot which Feedback absorbed and blasted back.

"Kuh…."

Elen then deployed an energy shield to protect her from the blast.

"So you finally found a counter to me, eh. But that's where you're miscalculated!"

Elen proudly proclaimed and fired a shot to Natsumi.

"Natsumi!"

Feedback took the shot and absorbed it.

He then fell right on top of Natsumi, causing them both to fall into the ground.

After noticing that he's on top of Natsumi, Feedback fixed his composure, shook his head and opened his eye,

"….did you saw?"

Natsumi was sending a sharp glance towards Feedback while saying that with a lower tone, different than their earlier conversation.

Towards the sudden change from the previously smug and energetic Natsumi, Feedback distanced himself to her.

"Saw what?"

"Don't play a fool! Just now my-my…!"

At that moment──

"Freeze! This is the Plumbers, surrender yourself and don't make any unnecessary actions."

Elen bit her lip, dropped her weapon, and raised her hands. The Plumbers took that as sign of surrender when,

"You fools."

Two hidden cannons protruded from Elen's suit, Pendragon's back wings .These are another set of armaments loaded in her suit, Vortigern. It fired off energy beams into the approaching Plumber officers, killing them.

The remaining officers opened fire to her but she evaded all of their attacks, moving in speed and reflexes that the officers cannot hope to match.

Blood spread everywhere. Corpses added one after another as Elen accelerated.

When Elen finished, she looked at Ben with an intense killing intent.

"There's too much intruders already, we'll just deal with that Spirit later. Let's dance again, Ben Tennyson."

After departing with a mischievous smile, Ben as Feedback diverted his vision again to Natsumi.

"Now that you have seen it, I cannot afford it to pass just like this…."

"You're going to pay for it. With your life…..!"

Like that, she pointed her fingers at Feedback and flew off into the sky with a tremendous speed.

"Ben!"

The injured Rook called out to him, but he was so lost into Natsumi's words that he didn't noticed Rook.

Part 3

In a large office room surrounded by windows, only the moonlight serves as illumination that dispels the darkness in the room. It was decorated by ornamental plants, book shelves, and multiple file cabinets.

In its northern end was a standard office table that lacks any visible materials or documents other than a glass of liquor. In its far right corner was an incense burner that fills the relative atmosphere with a rich aroma.

Seated beside the table was a man that seemed to be around his late to early thirties. He has an ash-gray colored hair, clothed in jet-black office coat with a white necktie.

The man stared at the busy city night just beneath his office and started speaking with someone within the direction of the darkened are of the room.

"So you failed to do your mission and even wasted our precious Bandersnatch units. These things would really take a toll on your pride, weren't they, miss 'Strongest Wizard'?"

He said that with a smile that was tinged with disappointment.

A figure emerged from the shadows and was illuminated by the moon's light.

It was a woman with a similar hair color as that of the man. She was the one who boasted the title of being the "World's Strongest Wizard" and the one who recently got into skirmished with a world-renowned hero──Ellen Mira Mathers.

"I apologize for that matter, Ike. It was a failure due to various circumstances one of these is because of the interruption from the so-called Plumbers. It looks like that they are going to be in the way of our plans, most especially that boy."

After hearing Elen's report, the man called Ike sipped from the glass and grinned.

"Ben Tennyson…Heh. I enjoyed watching his antics for a long time now. From his match with that fraud of a hero up to his countless heroic acts. Spirits and Aliens, who would've thought that these two things can coexist in our world…Not that surprising especially to those who knew about the other side of reality."

Ike stated this undeniable fact while staring in a distance.

"As for the matter of the Plumbers, avoid them as much as possible now. What you did Elen was a splendid mistake! Of course they have the technology to track us down. Never repeat this again, we cannot afford a fleet of spacecraft destroying our bases of operation.

"Understood."

Elen exited the room with a face of dismay.

She walked on multiple corridors until she reached on what appeared to be a laboratory and approached one of the scientists there.

"So how was the subject?"

"Still the same behavior as usual. He says that we spare him. However, he said he that he wants to talk about soothing special with you."

As this conversation went on, the scientist led Elen into a door which opened into an interrogation room. Seated in the opposite direction as her, was a rat-like alien capable of speech. This specific alien however was someone that Ben is well acquainted of and gave him various troubles in the past, Argit.

"O-Oh, it's you! "

"So what do you want, lowlife scum?"

Elen now changed her calm expression towards a serious one.

"W-Well, to put it simply….let's make a deal! I'll tell you all that you want to know in exchange of my freedom."

Argit turn a fixed glance to her while smiling mischievously.

"Then, tell me, how do I locate that Spirit friend of yours."

Argit tensed up after hearing her words.

She was clearly referring to Natsumi whom he had encountered before. She showed him her various tricks and even let him ride together in her broomstick. That moment felt heaven for Argit but it was also the reason why he was captured.

They first met when Argit was strolling on an open field when he suddenly saw a large spatial explosion from an area nearby.

Thinking that it was a weapon he could still recycle and sell, Argit rushed into the crater and found he dubbed as "the most beautiful human he had ever saw."

Natsumi noticed him and placed her hand into her mouth as if taken aback by surprise.

"Am I just seeing things or there is really a large standing rat in front of me?"

"I-Im real, O-Of course!"

Argit said that while revealing a smile traced with perversion.

"In that case, would you be the pet to your gorgeous master?"

He didn't utter any word and just nodded. It was completely evident he was totally charmed by Natsumi's beauty.

"Then──"

Several moments later, Argit became a toy for Natsumi to play with it. She gestured as if wielding a magic wand in her hand.

She tried various outfits to Argit and turned him into a dog, but was reverted back.

Suddenly──

Several robotic soldiers, Bandersnatch, alongside with some women armed with mechanical suits, appeared in the sky and were approaching them.

"Wanna ride?"

Argit jumped in without hesitating. Together they flew but as the explosions caused my missile bombardment continued, he was knocked off from the broom began free-falling.

"Oops."

He was then captured in the hand of one of the women and they landed safely.

After that, he broke free from her and shot quills that made her fell asleep. It was at this moment when Elen approached him.

He tried to the same to her but she blocked the quills with an energy barrier. She then him by the throat and squeezed it until he lost consciousness.

Argit recalled all of that and before he fell, he attached a tracker to Natsumi's broomstick in hopes that he'll find her if ever that they got separated.

Back in the interrogation,

Argit handed over the tracking device to Elen.

"Interesting... Examine this immediately."

Elen handed the device to the scientists that accompanied her in the room.

"Can I go out now?"

Argit said that with an optimistic smile.

"No. You will still serve some purpose to me."

Part 4

Two days after their encounter with Natsumi,

"With everyone now here, let's begin the discussion."

Ben held a meeting with his group along with his grandfather, Max Tennyson.

"This better be important, Ben. I'm still revising my thesis so──"

Kevin interrupted Gwen who was still speaking

"Gwen's right, Ben. Am too was also studying for my special exam tomorrow!"

"Calm down you two. Ben and Rook has important things to say."

The room was filled with a tense atmosphere

When Ben was about to speak, Rook stood up and begun explaining the subject of the meeting.

"This is about the beings called 'Spirits', and me and Ben arranged this meeting, Magister Tennyson, to know information about the subject matter and to also know about the human called Elen Mira Mathers who killed all the Plumbers who responded to our support request."

Gwen and Kevin who were seated in front of Ben and Rook was stuck in awe, seemingly lost in thoughts for what Rook had said.

"This is all I've gathered, Magister Blonko."

Max presented multiple documents using holograms.

"All of you probably knew about the large explosion, termed as 'spacequakes' that ravaged the land of Eurasia 30 years ago."

"And similar smaller events occurred after the following months?"

Gwen interjected Max ho was speaking in a clear serious tone.

"Not only that. And that these extradimensional beings called Spirits began appearing in Asia, with the number of appearances mostly focused on the island country of Japan."

"So what can these 'Spirits' exactly do?"

Kevin who was drinking cola, replied and then Max who was showing an even serious atmosphere.

"They are the source of the 'spacequakes'. And as of now, there is another reported sighting of a Spirit codenamed Princess in Japan but we should deal first with our own Spirit problems here in the US. As for the identity of this Elen Mathers…."

Ben tensed up upon hearing that name. Max somehow noticed his expression and continued speaking.

"Based on our investigation team, Elen Mira Mathers is the secretary of Isaac Ray Pelham Wescott, one of Deus Ex Machina Industries' chief executives. Deus Ex Machina Industries also known as DEM, on the other hand was the world's largest distributor and manufacturer of the Realizer, a blooming technology that most of the world uses. It too is among the largest companies in the world."

"If I remember correctly, this DEM Industries has ties with various governments including ours. I saw news about their representatives having a meeting with the Vice-President just earlier this morning."

Gwen said that while them an article about that on her phone.

"Directly confronting would tantamount to opposing the world's governments. Do you understand that Ben?"

"I know. But….that Elen, there's something wrong about her. She's not a human."

All of them fell silent with Rook breaking the ice and returning the discussion back to its track.

"Ben maybe was pertaining about that Elen Mathers' abilities, her reflexes are indeed beyond human capabilities but I guess that it's because of that suit she is wearing from that time."

"Regarding this Spirit that appeared in our country, she is codenamed Witch by various organizations that deals with Spirits and as you two said, her name was Natsumi. Maybe she flew off back to Japan if we're to use her name as basis."

Max chuckled for a bit but──

"No she won't."

Ben was clearly showing a worried and somewhat serious expression. He then continued speaking.

"She made a declaration to kill me after 'supposedly' seeing whatever thing she was hiding… She'll be back and I know that she'll come after me."

After revealing his honest feelings about the subject, He then looked to Gwen.

"Gwen, I need your help in tracking her. She uses large-scale magic too which means that she has a vast mana in her."

Gwen, who was Ben were talking too, was shocked after hearing his statement.

"D-Did you smack your head somewhere when you disappeared? You seemed to have changed your personality a bit over these past days."

As their meeting ended and night befalls again into Earth, Ben went to his room and jumped to his bed.

However he couldn't sleep because of thinking about the things he knew about the Spirits but got tired and decide to once again try to sleep.

When Ben was about to close his eyes, he saw a familiar silhouette in his room's window.

"Vilgax!?"

Ben then rushed into the window but saw nothing there. He then opened it and began dialing his Omnitrix. He chose Ditto, a small humanoid the size of a small child wearing a green jumpsuit.

Ditto duplicated his self into six clones and began searching around their house.

Several minutes passed and the Dittos' searched turned up nothing when suddenly──

"Guah…!?"

One of the Ditto clones were thrown and impacted on a tree, causing the others to feel the same pain the thrown clone felt.

The one who did that was a large, brown dinosaur-like creature with a humanoid built.

"H-Humungousaur!?"

The other Dittos identified who the intruder was, rejoined into one and reverted back to Ben.

Part 5

Ben was facing now the being that was in front of him. It was Humongousaur, Omnitrix's DNA sample of Vaxasaurian.

However, when he looked at its Omnitrix symbol, it was not red but rather mint-green, excluding the possibility that it was Albedo.

He then tried to figure who the Humungousaur in front of him was by recalling the evil alternate selves that Ben fought in the past. Benzarro, Nega Ben, Mad Ben and… Bad Ben.

"Well, if it isn't the edgy troublesome me. Wanna fight? Then I'll give it to you."

Ben slammed his Omnitrix, turning him into a bulky humanoid wearing a hazmat suit. Far from his intended alien that was Kickin Hawk

"NRG? More than enough to defeat you."

As NRG declared that, he fired off an energy beam from the slits on his helmet into Humungousaur.

"Wha──!?"

A mint-green colored light flashed and Humungousar turned to Big Chill which proceeded to pass through him, freezing NRG solid.

However due to NRG's massive internal heat, the ice covering melted.

NRG reverted back to being Ben and transformed into Ghostfreak.

Ghostfreak sprouted the tentacles on his chest to ensnare Big Chill and hurl him into the streets.

The mint-green light that signifies Bad Ben's transformation shone again and Big Chill turned to Crabdozer.

"What the hell! That's impossi──"

Before Ben could even finish talking, Crabdozer charged at him but due Ghostfreak's intangibility, he avoided its charge.

Ghostfreak switched to Armodrillo and hit Crabdozer in the face with a jackhammer punch.

Crabdozer was blown away by the attack and was reverted back.

Armodrillo too transformed back to being Ban and went to the direction of his enemy.

What he saw was himself and not the person he thought it was.

"Just like what I thought. It's you disguising again as me, Albedo. But…. how did──you were supposed to be rotting in prison now!"

As Ben yelled like that the figure apparently posing as him, stood up and began to grin.

"You don't know me? Maybe you should remember what had happened a few days ago."

Ben, taken aback by his clone's words, began to do so and remembered a phrase that he heard before

You seemed to have the similar abilities I have, words that Natsumi said to him after seeing him transform.

"D-Don't tell you'r──!?"

He was in an even bigger sock after realizing who the entity in front of him was.

It was Natsumi. Who used her power of transformation to guise herself into that of Ben's image as well as copy his transformations.

"You're really famous, aren't you? That's what saved me the trouble of finding out who you really were."

She found out Ben's identity by using the information about him pasted on both Internet and Extranet.

Natsumi, currently disguised as Ben, brought her index finger into her mouth and quickly pulled it back, gesturing that she made a thought.

"How about we play a game? A hide-and-seek, hero-san. Tomorrow is the start, I'll transform into a person related to you and if you guessed wrong, the real one will disappear."

Ben's eyes widened at the figure's sudden declaration who then proceed to laugh that was brimming with malicious intent.

"Why are you doing this?"

He asked her with an angry tone but Natsumi only chuckled and pointed her finger at him.

"Didn't I tell you that you'll pay for seeing my secret? If there's anyone to be blamed for their soon disappearance, it'll be none other than you."

With that, Natsumi's broomstick, Haniel, appeared before her and a light flash on its mirror tip. When the light dissipated, she disappeared.

Ben's face turned into a serious one and proceeded to call Gwen.

"B-Ben? It's in the middle of the night now. Did something happen?"

"Yeah. Natsumi appeared and attacked me. Be careful, Gwen. She said that she's going to do hide-and-seek by disguising as people close to me and that includes you. I have to find her starting tomorrow and if not, she'll do something to you and the others."

Gwen knows the seriousness of the matter just by judging at Ben's words.

"I know. I'll be careful."

As the call ended, Ben stared at the night sky.