THREE-WAY CROSSOVER BETWEEN BEN 10, STAR WARS: THE CLONE WARS, AND MEGAMAN NT WARRIOR!


*I don't own Ben 10, or Star Wars: The Clone Wars. I also don't own MegaMan NT. Warrior for that matter.*


Dialogue Key


"May the Force be with you." = Regular Speech

'Sending us on a reconnaissance mission? This doesn't seem right.' = Someone's Thoughts

"Prepare to die, Jedi scum!" = Someone Yelling


A Hero Quits & A Knight Rises


"Looks like you're going back to the clink, Exoskull! You and your girlfriend, Subdora!"

The hero of the universe, Benjamin 'Ben' Kirby Tennyson, and his partner Rook Blonko have just finished bringing down a pair of crooks that thought they could rob Mister Baumann's store in order to make some easy cash, but they were proven wrong as they were quickly and effectively brought down by the two Plumber agents. Ben didn't even transform to fight them.

During one of her visits from college, Ben's cousin Gwendolyn 'Gwen' Tennyson had taken it upon herself to teach her cousin the basics of real hand to hand combat. Now, it might be due to his many years of fighting up close and personal using aliens such as Four Arms, Rath, Humungousaur, and even one of his newest aliens, Kickin' Hawk, but Ben took to it like a fish to water. The boy was a natural, as it turns out, and after training using the combat simulators at the Plumbers Base of Operations, Ben became a proficient fighter using the styles of Karate, Kung Fu, Tae Kwon Do, Judo, Wrestling, and Boxing. And he proved it by taking down Exoskull without transforming while Rook used his own martial arts combat training and his Proto-Tool to bring down Subdora.

But he didn't do this without injury.

Ben is covered in bruises, small cuts, and a large gash on his upper body from when he was almost impaled by Exoskull's horn. The gash isn't deep enough to cause concern, but it is bleeding a lot. And it goes down from Ben's right collarbone to his left hip.

"Perhaps you should go to headquarters and receive medical treatment, Ben. That gash in your chest looks to be a serious injury, even though it is not deep." Rook suggester after cuffing the two crooks.

Ben winced as he felt the damage from his injuries catching up to him. He's lucky he didn't break or fracture any bones during his fight with the armored rhinoceros. Then he'd be in real trouble.

"Good plan, Rook. I'll go do that." Ben said.

Or rather, he would have gone off to do so, had it not been for a certain, ungrateful shop owner with a mighty explosive temper.

"LOOK AT WHAT YOU'VE DONE TO MY STORE, TENNYSON!" screeched Mister Baumann.

"What I did? Subdora and Exoskull made this mess!" exclaimed Ben as he gestured to the damages. "And this isn't even as bad as it could have been if I had transformed! I fought off that cyber rhino, suffered all these injuries, and kept damage to your store at a minimum at best! I mean, even PAKMAR'S STORE is still intact this time!"

And he's not wrong. Despite some broken shelves and a few spilled products, the inside of the store is still relatively intact. And Pakmar's newest business venture, a juice stand, is completely untouched. For which the tiny, if a little annoying, alien is quite happy about. But Baumann refused to back down or see reason.

"The facts don't change that you wrecked the place! Just like you always do! Every time you show your face around here, you destroy my wares and wreck this entire establishment with your stupid powers you get from that stupid watch! And it ain't just me! You cause property damage everywhere you go because of that blasted watch of yours! It's brought nothing but trouble from all these good for nothing delinquents, just like you do! You're nothing but a menace! A monster that should be locked away in a dark hole somewhere and left to rot!" ranted Baumann.

His rant caused many a person, alien and human alike, to gasp at what he just said. True, Ben does cause some property damage whenever he's fighting alien criminals, but he never tries to hurt anyone, and has always defended any civilians that ended up caught in the crossfire. Besides, most of that damage is caused by the bad guys, not Ben and his team. And yet Mister Baumann just can't seem to be bothered to listen to reason and see things from Ben's point of view. It's a very disconcerting situation, to say the least. But they grew even more concerned when Baumann pulled a hidden switch and his shop was surrounded by an electrified green dome. A forcefield that's got to be at least level ten technology. And most likely illegally obtained as well.

"Now, with that forcefield up and your Plumber buddies outta the way, you better get ready to meet your match!" Baumann declared with an evil grin.

Ben suddenly found himself surrounded by the Vengers, the group of hero fakers, that Baumann was talking about. Captain Nemesis, Kangaroo Commando, Mazuma, and her creator Billy Billions. While the female cyborg remained stoic as always, the other three looked smug at the bleeding Tennyson while the onlookers were afraid of what was about to happen. And the worst part of it is that the Plumbers are unable to help because of Baumann and his forcefield.

They know that in his weakened and wounded state, he'll have an even tougher battle ahead of him against these low level baddies. Even if he goes alien, the strain caused by the transformation might be too much for the poor boy.

Ben just narrowed his eyes and stayed calm.

"I'm not even gonna try to get one of my heavy hitters." he said as he activated his Omnitrix and selected a random alien. "Any one of my aliens is a better hero than the three of you combined!"

Pressing down on the Omnitrix core, Ben was instantly transformed into one of his most intelligent aliens. A Cerebrocrustacean that he calls Brainstorm. Rather fitting if you consider both their high intellect and their electrokinetic powers.

As Brainstorm, Ben takes on the form of a very large crab-like alien with four legs and a very large head that houses his massive brain. In fact, his head and brain are so large and heavy, Brainstorm has to wear a brace to keep himself stable and possibly prevent his head from falling off. He has spines protruding from his forearms, head, and lower face. His carapace is an orangey brown color, and he wears a loincloth that's black with a green stripe, and the Omnitrix is located on his neck brace, which is white and green like his hoodie. His eyes connect to a long black stripe that extends around the top of his head, and down the middle of his head is a big black stripe with a single green stripe in the middle.

'Potentially useful objects: rusty fire escape, trash can lid, drain pipe, apple core. Their advantage: superior numbers. My advantage: superior intelligence.' thought Brainstorm as he assessed the situation. 'Captain Nemesis. Hothead, something to prove, used to being in charge. He will strike first.'

As if narrating this fight, Captain Nemesis proceeded to take aim at Brainstorm while charging his wrist mounted laser gun. Before he could fire, however, Brainstorm used his electrokinesis to magnetize the trash can lid and bring it towards him.

'Block with shield.'

The armored 'hero' fired and hit the makeshift shield, causing his own attack to bounce off after forcing Brainstorm back into Kangaroo Commando. However, this also had the desired effect of hitting the drain pipe and compromising its structural integrity. In other words, the pipe fell forward as Brainstorm moved forward somewhat with Kangaroo Commando on his head, ready to punch him. Fortunately for the crab alien, the pipe hit Kangaroo Commando on the head.

"Owww…!" Kangaroo Commando groaned as he fell back unconscious.

'Momentarily neutralized. Dodge!' narrated Brainstorm as he dodged a kick from Mazuma.

He scurried forward and pinned Captain Nemesis to the wall before opening up his upper shell, revealing his brain, and shocking the false hero with a blast of green electricity.

'Electrokinetic blast to chestplate. Suit short-circuits.'

Brainstorm quickly began to scale the wall as the now unconscious Captain Nemesis fell to the ground. Mazuma wasn't about to let her enemy get away. Such is the price of being programmed by an annoying, snobby, and overall arrogant rich boy such as Billy. She jumped onto the collapsed drain pipe and started running after Brainstorm. But this turned out to be a part of his plan to defeat the Vengers. He stopped at the top of the pipe where it was bent and opened up his cranial plates as he released an electric charge.

'Low voltage electrokinetic strike.'

Mazuma saw the attack coming, but was unable to react fast enough to avoid the charge coursing through the metal. She suffered enough damage from the shock and was sent to the ground out cold.

'Nighty night.' Brainstorm mentally quipped.

"WHY YOU-!" roared Kangaroo Commando as he got back up and started swinging his fists.

'Commando: swings wildly. Surprised.'

The Commando looked up to Brainstorm and narrowed his eyes as he threw a Kangaroo themed Batarang, that he TOTALLY didn't rip-off from Batman or Owlman, but once again Brainstorm is at least two steps ahead of the game. Hooking his pincers into the fire escape above him and hit his head against it. This caused the ladder to drop and deflect the Kanga-Rang towards the rusty fire escape where it got lodged in a loose brick.

This was just the push it needed to send the whole thing tumbling down as Kangaroo Commando crouched down and braced himself to be buried under a bunch of rusty metal and broken bricks. Lucky for him, all this stuff landed around him and not ON him. Looking around he gave a cheer at his small victory… only for the apple core to fall on his head and fall to the ground. Likely due to the earlier hit to the head he took from that drain pipe.

'Commando subdued,' thought Brainstorm as he dropped to the ground and walked back to his previous spot. 'Estimated recovery time: twenty minutes.'

"HA! Missed one!" Billy gloated, gaining Brainstorm's attention.

This proved to be a big mistake for the rich geek as Brainstorm immediately shot the laser gun he was holding right out of his hand. Billy barely registered the Cerebrocrustacean walking up to him and looking down at him.

"You were saying?"

"Lucky shot…" Billy growled with a glare.

But Brainstorm didn't back down.

"Not luck. Skill." he countered.

And the whole crowd knows he's right. Even Mister Baumann knows this, even though he's reluctant to admit it. Especially after his little moment of talking down on Ben earlier.

Ben has had the Omnitrix since he was ten years old, and has had ample time to learn how to use it. Not to mention he's done much learning and growing as a hero, dealing with the likes of Vilgax, Eon, Albedo, and the Forever Knights. What are a bunch of costumed wannabes gonna do against someone like that?

But apparently, this wasn't enough to deter Billy.

"Okay, okay. But this just proves that YOU'RE a sore loser! You know the Vengers are better than you!"

And THAT, dear readers, is the straw that broke the camel's back. Brainstorm got in Billy's face so quickly that the little brat fell backwards and landed on his butt. And he actually looks scared, rightfully so, of Brainstorm right now. The shapeshifting hero has never gotten this angry in all his life! To Billy's knowledge, at least.

"YOU WANT TO PLAY SUPERHERO? YOU WANT ALL THE GLORY? Fine! You can HAVE it!"

The crowd gasped as Brainstorm changed back into Ben before the Tennyson male said two words that no one thought he's EVER say.

"I quit!"

And just to prove his point, Ben walked over to the nearby trash can, removed his hoodie from his person, and tossed it in. He paid no attention to anyone as he walked to his motorcycle that he built as Jury Rigg, the Tenn Speed, got on and drove away. And everyone except for Mister Baumann and Billy himself, as well as a certain Ben bashing news reporter we all know and despise, knows that with this revelation will come dire consequences. Consequences that none of them are ready to handle.


Elsewhere, In A Galaxy Far, Far Away…


On the Jedi homeworld known as Coruscant, a planet where the Plumbers are not stationed, the Jedi council is currently in the middle of a very important meeting. The topic of this meeting? The appearance of a droid general in the Seperatist Army known as General Grievous. A droid general who was somehow able to fight off a total of five Jedi and not only hold his own, but also kill two of them while severely wounding two others.

It's an unsettling development to put it mildly.

"We may have been exhausted, but when was the last time someone stood up to five Jedi and held his own? This must be dealt with!" exclaimed Ki-Adi Mundi.

"I agree! This General Grievous is changing the shape of the war!" Mace Windu said.

And it seems the whole council is in agreement with these statements, some of them even having something to say in regards to the whole thing.

"Our numbers were dwindling before, and now this!" exclaimed Even Piell.

"Yes. We need more knights." Adi Gallia said calmly.

"I know this will generate debate, but I suggest that in this time of need we forego the trials and promote my Padawan, Anakin, to Jedi Knight." said the only human member of the council, Obi-Wan Kenobi.

And his proposal was met with a bit of resistance. Mainly in the form of an elderly Jedi Master who is a member of a reptilian species of alien. Oppo Rancisis is his name.

"This is preposterous! We can't set aside our most followed traditions!" he exclaimed in outrage.

"In this time of need why do we hold back the Chosen One?" Ki-Adi asked.

"Whether or not he IS the Chosen One is still to be determined." Mace said calmly.

Unlike many of his fellow council members, Mace Windu isn't one hundred percent certain that Anakin Skywalker is indeed the Chosen One that the prophecy spoke about. The one who would bring about balance to the Force. Although, they did misinterpret this prophecy and think that it means he's supposed to destroy the Dark Side of the Force, which won't really bring balance to the Force.

But we'll get to that later.

"Hmm, Palpatine has been requesting this for months now." said Even Piell.

"Politicians have no voice in Jedi matters!" exclaimed Mace.

"Well, he is a cunning warrior and our best pilot." Kit Fisto reasoned.

And he's right on both accounts. What Anakin lacks in diplomacy skills, he makes up for with incredible skills on the battlefield and the greatest abilities in piloting anyone in the order has ever seen. Hey, Pod Racing will do that to you.

"But he is reckless with his gifts." Adi Gallia pointed out.

"Sometimes in the past, yes." Obi-Wan said as he stood up. "But regardless, Anakin has been through things more difficult than the trials. Surely he passed the Trial of Skill when he defeated that dark assassin on the Fourth Moon of Yavin."

Mace just looked at Obi-Wan, unable to deny that claim. The fact is, Anakin did indeed pass that trial quite well. Albeit with difficulty.

"And he endured an atrocious Trial of the Flesh at the hands of Count Dooku." Obi-Wan pointed out to Grandmaster Yoda.

The elderly Jedi simply hummed in agreement, knowing that it was indeed an atrocious trial. To have lost one's arm at such a young age, and in a Lightsaber duel no less. Had he not been there to fight off his former Padawan, Obi-Wan and Anakin would most certainly be dead right now.

"And he has continued to pass every Test of Courage this war has dealt him." Obi-Wan said, sounding proud of his Padawan.

As Obi-Wan sat down, a Jedi Master named Agen Kolar, a Republic Space Zabrak, decided to voice his thoughts. And he's one of the many masters who agrees with Obi-Wan that Anakin has earned the right to be promoted to Knight rank.

"It would seem he would have but one trial left to face."

"Testing the spirit." said the alluring female Togruta Jedi Master, Shaak Ti.

"Facing the mirror." Even Piell said as he too realized what had to be done.

"And that is what concerns me. To walk the path of the Jedi, one's spirit must be strong. That requires discipline. And he has often disobeyed you, has he not, Master Kenobi." Oppo Rancisis pointed out.

Obi-Wan narrowed his eyes at his fellow Jedi for that low blow. It's true that Anakin can be reckless and doesn't follow orders on occasion, but he only ever has the best of intentions.

"Did you not disobey me from time to time in your youth, Master Rancisis?" Yoda asked, speaking for the first time since the meeting started.

Needless to say, that comment shut everyone up. None of them have any sort of excuse for that, as they're all guilty of having disobeyed their superiors on more than one occasion. Yoda composed himself as he reached a decision.

"A just debate, this is. But in these days of war, need all the knights we can. Unorthodox, young Skywalker's career has been. So too will be his trials. Trust in the Force, I do. A knight, he shall be." Yoda said.


Later that evening, when the meeting was all wrapped up, Anakin was taking a little stroll through downtown Coruscant to try and clear his head. With all the stress he's had to deal with because of this war, he's been feeling as though he has a huge weight on his shoulders. Meditation just isn't enough to help calm his nerves. And yet, he can't shake the feeling that he's being followed.

Stopping at a store window, Anakin looked into the store to appear as though he was browsing. But really, he was trying to pinpoint the one who is following him. He slightly narrowed his eyes as he saw a tall, green furred alien, a brutish looking albino alien with a gray tattoo of an anchor on his right bicep, a space pirate, and a large alien whose species I'm unsure of.

But Anakin wasn't about to let this discourage him. He turned away from the window and continued to go about his business, seemingly unaware of a figure in a black hooded cloak appearing from within the crowd. Upon reaching the bottom of a flight of stairs, Anakin used his Force enhanced speed to lure the hooded figure to an alley and dragged them in. He activated his Lightsaber, its blue blade illuminating the face of the woman who had been tailing him. Removing her hood, she revealed herself to be none other than Padme Amidala, a senator for the Republic and Anakin's secret wife.

"Ani…" she gasped.

Anakin's eyes widened in shock as he realized who he just raised his blade to. He quickly extinguished his Lightsaber and brought his wife into a deep, loving kiss. Padme moaned into the kiss as she could feel every ounce of Anakin's love for her. After about a minute, they separated and just stared deep into each other's eyes.

"I've… missed you so much!" Anakin said.

He cupped his wife's face in his hand as she leaned in to his warmth. The two kissed again before Anakin noticed a passerby watching them. He quickly brought Padme a little deeper into the alley to avoid any prying eyes as his anger began to boil over.

"I'm tired of all this! Our love should not be hidden like it's some kind of immoral thing!" growled Anakin.

"Ani, you're almost a Jedi Knight, and then…"

"And then what!? Jedis aren't supposed to be married!" exclaimed Anakin as he cut Padme off. "It doesn't matter."

"It does matter. We knew it would be like this. Perhaps things can change after the war, but for now the Republic needs you." Padme said as she removed Anakin's hood. "And in the shadows of Coruscant or any other city, but most importantly in my heart, I will always love you."

Anakin smiled lovingly at his secret wife, sensing her words and emotions spoke nothing but the truth. He honestly doesn't know what he'd do if anything bad happened to her, and he'd rather not find out.

"Well… you do look really good in the dark." he quipped with a smirk.

"Ani." Padme sighed good naturedly.

The married couple kissed once again, happy to be, at least for a little while, in each other's arms once again. But the moment was ruined by the sound of an all too familiar voice.

"Miss Padmé, miss Padmé!"

Anakin peeked out of the alley with his hood up, and grew exasperated upon confirming his suspicions.

"Ah, no! Threepio!" he exclaimed.

Indeed, the very same Protocol Droid that Anakin built from scratch when he was but a little boy is indeed walking aimlessly about, disguised in a hooded cloak similar to Padme's. But there does seem to be something a little different about him.

"Miss Padme! Miss Padme! Oh dear, where did she go?" Threepio asked himself. "Miss Padme! Miss-"

Threepio suddenly found himself being dragged into an alley by a very familiar droid arm. Not that he can tell right now, since his back is to the person.

"Please don't damage me, I-I'm only a droid!" he begged in fear.

"Nobody's going to hurt you, Threepio." Anakin said.

Hearing the familiar voice made the Protocol Droid turn around and see that he is indeed quite safe.

"Master Anakin?" C-3PO said before noticing the presence of his mistress. "Oh! Miss Padme, thank goodness you're unharmed! I was so worried! You left without notifying…"

"You look different, Threepio." Anakin commented.

"Oh, it must be this disguise…" Threepio began as he lowered his hood before he was interrupted by Padme.

"No, Threepio, it's your new gold plating."

"Gold plating!?" Anakin gasped with a big grin.

And he has a good reason to grin. Gold plating is a sign of a very high stature amongst Protocol Droids. Most of them have a generic silver or bronze plating, so C-3PO, the droid that Anakin built from the ground up, having gold plating is a very huge deal!

"Oh yes. When in the service of a senator, one must be presentable." Threepio said as Anakin took a closer look at the plating on Threepio's face.

"Well, let's see it." Anakin requested.

"Wha? Here? Now? In THIS neighborhood!?" gasped Threepio as he held the robe closer to himself.

After a moment, though, he caved in to his creator's request. After all, what harm could come of showing his old friend the proof of his status as a senator's Protocol Droid?

"Very well. If you wish." Threepio said as he removed his robe just enough to show off his shiny golden plating.

"Impressive. Most impressive." commented Anakin.

"Yes, I rather fancy it myself." Threepio said honestly.

The little moment of bonding was broken, however, when Anakin received a hologram transmission on his wrist mounted communicator. It was Obi-Wan who was making the call, but thankfully for Anakin and Padme, he can't see who else is with his Padawan or what they're doing. Which means the secret of their marriage is safe.

"Young one. The council requires your presence immediately." Obi-Wan reported.

Anakin looked away for a moment before closing his eyes.

"Be right there, Master."

As the call ended, Anakin turned to his wife while Threepio put his cloak back on. The married couple looked to be very sad that what little time they had together for the night had been interrupted in such a manner, but they both know better than to keep figures of high authority waiting longer than absolutely necessary.

"I don't want to go." Anakin lightly complained.

"You must, Ani." Padme said sadly.

"I love you." Anakin said to his wife.

The two shared one last kiss before Anakin began to make his way to the Jedi Temple, where he'll see just what the council requested him for.


About a half an hour later, Anakin walked down the hall to the council chambers and found Obi-Wan waiting for him. While the older man is calm on the outside, you can tell that he's slightly agitated by the tardiness of his student.

"Anakin, you're late." Obi-Wan said.

Anakin just groaned silently as he removed his good and walked over to a nearby window. He's still listening to his master in the Jedi Arts, but he's not really in the best of moods right now. Especially considering his time with his beloved wife, Padmé, has been interrupted. He hardly has time to spend with her as it is because of this war.

"When the council requests your presence it is always of great importance." Obi-Wan lectured.

"If I'm late for another scolding does it really matter?" Anakin asked rhetorically.

And apparently, Obi-Wan couldn't tell that this was a rhetorical question.

"Scolding? You're not a little boy anymore, but as long as you are my student you will heed my wisdom." Obi-Wan lectured more sternly.

He was completely oblivious to Anakin's growing annoyance and anger. Emotions that have just about boiled over as he rounded on Obi-Wan.

"You're right. I'm not a little boy. And as far as your wisdom goes, you're no Qui-Gon Jinn!" Anakin snapped.

Obi-Wan's eyes widened and his jaw dropped at what his Padawan just said. And in such a harsh manner as well. He's always known that Anakin had trouble coping with Qui-Gon's death at the hands of Darth Maul, but he wasn't expecting him to just explode like that. Though he sees that Anakin does indeed regret saying that.

"Master… forgive me, I-I didn't mean…"

"I know. I miss him too." Obi-Wan said, placing a hand on Anakin's shoulder. "Not a day goes by that I don't look to his wisdom for guidance. I've done my best to pass his teaching to you, and in our time together, you have proven to me that you are capable of all he believed you would be. And now we must leave our roles as Master and Student. It is time we became brothers."

"Master…?"

The doors to the Jedi Council chambers opened up to reveal that it was pitch black inside. Anakin cast a questioning glance at Obi-Wan before walking to the middle of the chambers while Obi-Wan followed close behind. The doors closed, casting the Jedi into pitch black shadows… only for the room to be lit up in a sea of blue and green as the majority of the Jedi Council ignited their Lightsabers! Standing in a circle around Anakin, the Padawan smiled as he glanced towards his master, who looked on with a look of pride in his student.

"Step forward, Padawan." instructed Grandmaster Yoda.

Anakin walked towards the elderly Jedi and knelt down to one knee. The gathered masters slowly lowered their sabers as the ceremony commenced.

"Anakin Skywalker," Yoda raised and lowered his saber blade over each of Anakin's shoulders. "By the right of the council... by the will of the Force… dub thee, I do, Jedi."

With a quick flick of the wrist, Anakin's Padawan Braid was severed from his head.

"Knight of the Republic."

Anakin just kept smiling as he rose to full height. He can hardly believe that this is happening. He's always dreamed of the day he would become a Jedi Knight, and now that dream has become a reality. Padmé is definitely gonna want to hear about this.


*To Be Continued…*


Thank you guys so much for reading. Please don't forget to leave a long review telling me what you thought of the chapter and where I could improve. May the Force be with you, and have a great day!