Chapter 13: First Encounter with Vilgax

Newscaster: "We're live on the scene of a high-speed police pursuit of an armored car stolen earlier today from the federal reserve in Denver. It is believed the thieves also Have a hostage. Wait. What's this? Yes. It looks like we have another alien sighting. We don't know where these strange creatures come from, but they seem to be here to help."

Vilgax: "Both Omnitrixes wasted on pointless heroics."

Robot: "Shall I dispatch more drones to retrieve it?"

Vilgax: "No. I will see to this task myself."

Dustin and Ben: "AAHHH!"

Max: "Another nightmare?"

Dustin: "Oh yeah!"

Ben: "It was that weird alien from my vision, only bigger, uglier, and scarier."

Dustin: "That was none other than Vilgax. And he's on his way now!"

Max: "We have to move! Now!"

Gwen: "Grandpa, it's 3:00 in the morning."

Max: "Best way to beat the traffic."

Ben: "Uh, grandpa, what's with the lead foot?"

Max: "I want to make Mount Rushmore by nightfall."

Ben: "I'm so bored. Let me play a game."

Gwen: "I would, but I think this will be a good lesson for you to learn how to entertain yourself."

Dustin: "Enough! We need to get a move on!" I said and max sped off.

On Vilgax's ship, things were getting ready for the final assault to obtain both Omnitrixes.

Vilgax: "One of the Omnitries have been activated. Pinpoint its location. I have you two now."

Back with us…

Ben had become Upgrade and melded with her computer, much to Gwen's annoyance.

Gwen: "Hey! What gives?"

Upgrade: "Sorry. You are a loser and always will be."

Gwen: "Aah! Ben! Get out of my computer."

Upgrade: "What? I'm just entertaining myself."

Gwen: "This is my private property, and you're getting your cooties all over it."

Dustin: "Ben, please get out of there."

Ben: "Ooh! What's this? A diary! "Dear diary, my cousin Ben is such a-"v

Gwen: "Doofus, knock it off!"

Dustin: "BENJAMIN KIRBY TENNYSON, EITHER YOU GET YOUR BUTT OUT OF GWEN'S COMPUTER OR I'LL GO GHOSTFREAK AND SCARE YOU OUT!" I growled as Ben was now scared and did as I asked.

Ben: "Geez dude, I know your worried but you don't ave to blow a fuze like that."

Max: "Ben, now is not the time to go alien. Do you understand?"

Ben: "I was just fooling around." Ben said as I sat on the couch.

Dustin: "Dammit Ben! This is serious! Vilgax is a tough guy to deal with!" I said as I layer my head on by hands.

Max: We can't afford to attract attention right now.

Ben: "What kind of attention could I attract in here?"

Max: "Never mind."

On Vilgax's ship

Robot: "We have lost the Omnitrix signal."

Vilgax: "No matter. I've narrowed down its location. I know just how to draw these Earthlings out."

Back to us

We see an army of Vilgax's robots in a city, but no sign of Vilgax.

Ben: "What's going on over there?"

Max:" I'm sure the local authorities have the situation well in hand.

Ben: "Looks like it's hero time!"

Max: "Ben, I don't think that's the best ide-"

Ben: "Time to turn up the Heatblast on these guys."

Man: "What's going on? "

Dustin: "I better go after him!" I said transforming into Diamondhead.

Diamondhead: "Vilgax drones, and no Vilgax. Something's not right. He said he'd come down here, but he's nowhere to be seen, at all." I said firing crystal shards at some of the bots.

Heatblast: "Maybe he was trying to psych us out! Heh…" Ben said as we continued to attack, then saw a giant spiked ball roll out, then roll at us. Ben transformed into Four Arms, charged at it, and rammed it, sending it flying back.

Four Arms: "Yeah! That's right, big boy! You'd better think twice before you mess with us!" It opened up, and showed Vilgax stepping out of the ball.

Diamondhead: "Oh no!"

Four Arms: "You! You're the alien from my visions."

Vilgax: "I finally get to meet you two in person, Omnitrix wielders!"

Diamondhead: "We finally get to settle this, Vilgax! And I'll make sure I beat the living hell out of you!"

Four Arms: "That's Vilgax?"

Vilgax: "Indeed I am. And I have come for the Omnitrix. Both of them."

Diamondhead: "Then just come and get them butt ugly."

Four Arms: "Well be sure to kick your tentacled butt real hard."

Vilgax: "Impossible! You cannot hope to win!"

Four Arms: "Try us! YAAARRRRGGGGHHHH!" We rushed towards each other, and he slammed both of us to the into the ground. Luckily I used Diamondhead powers to summon a diamond pillar. As we brawled, Max and Gwen came up.

Max: "No! It can't be."

Gewn: "That's Vilgax?" Gwen asked terrified.

Four Arms: "Not so tough when you can't move, are you? "

Gwen: "Guys!"

Diamondhead: "Gwen! Why aren't you two headed to Mount Rushmore?"

Gwen: "Grandpa says you two need to come with us. Now!"

Diamondhead: "Not until I kill this Cthulhu wannabe! If I don't, the world is done for!" I said as I fired diamond shards at him but they bounced of him. Ben became Buzzshock to zap him and I went Upgrade and transformed into a energy cannon and blasted Vilgax.

Max: "Nice thinking, boys!"

Four Arms : "I'm sure we can change back now." We reverted to normal. Luckily we were unscathed.

Gwen: "You guys alright?"

Dustin: "I am! Ben, you?"

Ben: "I'm alright."

Max: "You two were lucky to come out alive. You do not want to pick a fight with Vilgax. At all."

Ben: "Well, were okay now, Grandpa. If he does come back, well beat him again, right Dustin?" I looked Ben right in the eye with a kind of 'it's not that simple' look.

Ben: "Dude?"

Dustin: "Don't worry, Ben. I will destroy that seafood reject. He'll never be able to walk again when I'm done."

Gwen: "Dustin please!"

Dustin: "Step off Gwen! If Ben or I don't kill him off, then who the hell will? Huh? Answer me that!" I got up quickly as I was speaking, and seemed to tower over her.

Ben: "Calm down, man!"

Dustin: "How can I calm down!? Vilgax is still out there, and you guys are still dangerously close to me!"

Max: "We don't doubt that-"

Dustin: "Then let me go out and finish the job, Max! Please!"

Max: "We don't doubt that you two can beat him, but you are approaching it the wrong way!"

Dustin: "He fights with sheer brute force! And the only way to fight fire with fire!"

Max: "Not if it's Vilgax."

Dustin: "I've seen what he does in the show Max. I know he's tough, but we have to at least beat him as best as we can. I'm going back out there whether you guys want me to or not!" I flipped the watch back on, but Gwen grabbed my arm.

Gwen: "Dustin, don't! Please!"

Dustin: "Gwendolyn Tennyson! Let! Go! Now!" I said through gritted teeth.

Gwen: "Why is this such a big deal to you?"

Dustin: "I DON'T WANT HIM TO HURT THE FAMILY I HAVE NOW!" The RV stopped right then, and Max and Ben looked right at us. Gwen had an astonished look on her face as i had tears in my eyes.

Dustin: "Guys, the reason why I'm going out there is…" I collapsed on the floor and bawled my eyes out "Because you are like family to me. All of you guys. Ever since the day we met, you guys have been nothing but like family to me. You and Ben are like my brother and sister back home. And Max, you are like the father I never had."

Gwen: "Dustin…"

Ben: "Dude..."

Dustin : "If any of you died, I'd never forgive myself. I would even commit suicide if you guys died." Gwen, Ben and Max were wide eyed at the last bit. I cried my eyes out as Gwen, Ben and Max embraced me. After I calmed down I looked at Gwen. "So please…" I continued. "Stay with Max. For me. For all of us!" I said as I got up.

Gwen: "Yes. All right. If that's how you want it. Go. Fight Vilgax. But please! You two better come back in one piece."

Dustin: "I promise."

Max: "No. I won't let you go out there, boys."

Dustin: "Max. Even if there isn't a way for me to get back home, I wouldn't mind staying here. With Ben, Gwen and you."

Ben: "You mean that?"

Dustin: "Yeah. I highly doubt there might be a way to get me back home. But if there was, I would be in a bit of a conflict whether if I should go back, or stay here." Max pulled over, I then opened the door, and me and Ben ran out, and scrolled through the aliens, until I became to the Diamondhead again while Ben became Four Arms again. Gwen and Max got out of the RV, and were all smiling.

Diamondhead: "Get ready for the fight of a lifetime partner." I said as Ben nodded. I then turn to face Gwen and Max.

Diamondhead: "If I die out there, just promise me one thing. Never forget me." I said as I turned to Gwen and Max. Gwen ran right up to me, and hugged me and I returned the hug.

Gwen: "You guys better not die!"

Diamondhead: "We'll do everything in my power to make sure we don't." I walked back out, with Ben following suit. They then driver off to Mt. Rushmore.

Diondhead: "You ready Ben?"

Four Arms: "Ready as I'll ever be!"

Vilgax: "There you are!" He jumped up from the ground right at us.

Diamondhead: "Perfect timing! Now that you're here, time to end this once and for all."

Four Arms: "Got that right."

Viglax: "With pleasure!" and with that we charged at each other. I transformed into Amoeblob and slithered away from him then transformed into Hydrosaur.

Vilgax: "What vile beast is that?" Vilgax was wide eyed.

Four Arms: "Don't forget about me!" Ben said as he punched him and I grabbed him with my tentacles. I presumed to devout him but he slipped out of my grasp.

I then became Upgrade and morphed into a cross between a Balista and a plasma cannon. I fired a bolt at him and he was engulfed in an explosion. As the dust cleared however, he wa s still in one piece. Ben then transformed into Stinkfly and flew at him while firing some slime.

Stinkfly: "Float like a butterfly but sting like a Stinkfly!"

Vilgax: "Give me the Omnitrixes."

Upgrade: "Not happening!" I said as morphed into a machine gun turret and fired round after round at him as Ben fired slime at him.

Upgrade: "Okay this isn't working." I then transformed into Buzzshock and screened a pound scream as Vilgax covered his heats. Ben transformed into Buzzshock as well and did the same thing.

Vilgax: "UUURGH! I GROW TIRED OF THIS." Vilgax then ran up to us and pressed on the Omnitrix symbols on us. And sure enough we reverted back to human.

Dustin: "What!?"

Ben: "Hey! How'd you do that?"

Vilgax: "What?! It can't be! I've been fighting human children the whole time!? Not only has the Omnitrix split in two, but it appears the Omnitrix has already merged with your own DNA."

Ben: "Yes. You have, Vilgeek!"

Dustin: "Child!? I'm 18 years old calamari!"

He started tugging at the Omnitrixes, attempting to rip it right off of my arms, but the Omnitrix sent out an electric pulse, blowing us both away from each other, then when I went to transform again, both devices were colored yellow spoke.

Omnitrix and Omnotrox 2.0: "Noticeable upgrade in this species' DNA patterns. Adapting data and saving to database now."

Ben: "Huh?"

Omnitrix and Omnitrix 2.0: "Transformation to alien forms will be impossible for the next 10 minutes while saving new DNA configuration to access for transformation purposes."

Ben: "What?"

Dustin: "Oh great!"

Vilgax: "All the more helpful for me!" He powered down, then advanced towards me slowly. Then one he was close enough he grabbed us.

Ben: "Unh! I, uh, don't suppose that means you're gonna let me go, does it?"

Vilgax: "Hardly." He said as he grabbed a remote, then hit a button on it, and we teleported out of the area.

Meanwhile

Gwen: "I don't think tourists are allowed on this road."

Max: "We're not tourists. We're tenants."

Gwen: "But what is this place, and how do you know about Vilgax?"

Max: "Well, it's kind of complicated, but let's just say I wasn't exactly your normal plumber before I retired."

Gwen: "I just hope those two are okay."

Max: "We'll save them, I promise you."

Back to Dustin and Ben

On Vilgax's ship, we teleported to a holding room, and he threw me and Ben into two rings, which trapped the Omnitrix, then used electricity to hold our right arms and legs in place.

Vilgax: "I should have suspected as much. The Omnitrixes being used as play toys.

Ben: "Hey! We've saved a lot of people by going hero."

Dustin: "And didn't just tell you I was 18 years old. Are deaf or just plain stupid." I said as Vilgax then backhanded me.

Vilgax: "SILENCE! I will not be talked down by such a feeble life form such as yourself."

Ben: "What do you want with the watches?"

Vilgax: "You both hold the key to a power struggle so ancient, so vast it is beyond your feeble comprehension. Picture an entire army, each in command of an Omnitrix, and all at my command. I will be invincible. I will rule the universe, and the only thing standing between me and my destiny is you two."

Back with Gwen and Max

Max: "This weapon is keyed into Vilgax's biosignature. Hopefully, it will take him down for good this time."

Gwen: "This time?"

Max: "There's a small red button under that cabinet. Press it."

Gwen: "Hey!"

Max: "GPS-assisted tracking system. It's locked on the watch's signal. You navigate."

Back with Dustin, Ben and Vilgax

Vilgax: Prepare for takeoff. Once we're in orbit, I will finally have the pleasure of destroying this miserable planet once and for all.

Dustin: "Just wait, before this ship takes off, we'll kick your sorry ass." I said as Vilgax approached me.

Vilgax: "Pretty big talk for such a little vermin." Vilgax chuckled. I spat in his eye, making him so mad that his face turned red. He then punched me so hard a spat blood.

Vilgax: "THAT'S IT! Now you've really angered me boy! I'll start with the surgical removal of your Omnitrix, and kill you, as slowly and painfully as possible. And once I'm done with you, your little friend here is next!" Vilgax sneered at me as I glared daggers at him.

With Gwen and Max

Gwen: "There's the spaceship."

Max: "We have to get aboard."

Gwen: "Get aboard? How?"

Back with Ben, Dustin and Vilgax

Vilgax: "Although I should tell you two right before I kill you that the being that was transporting the Omnitrix had activated all of the functions and unlocked every transformation on the Omnitrix. But, since neither of you do not know how to use the Master Control, you can't even comprehend what kinds of transformations are available on it. Go out knowing you did not do everything in your power to stop me! HAHAHAHAHAHAHAHAHAHA!"

Dustin: "Actually, thanks for the reminder, Vilgax!" I emitted a green glow, and became Upgrade. Then I melded with the Omnitrix a green glow surrounded it. Then in a bright green flash I was human again and noticed it resembles an ordinary Smartwatch but with the hourglass shape on the screen. Instead of green and grey, the center of the shape was white, the lines forming the shape were blue and the backing of those line were black.

Ben: "Woah! What's up with the Omnitrix 2.0?"

Dustin: "A little idea I came up with when I saw an episode of the Reboot." I then transformed into vilgax, but with green and black colored armor instead of his colors, and the Omnitrix 2.0 symbol was on my right hand. But instead of a round badge with the original hourglass symbol, it had the same square shape with the new symbol on it.

Vilgax: "No." Vilgax said as I punched him share in the jaw. Then I used my super strength to free Ben from his bindings.

Ben: "Cool. So watcha gonna name this one?"

Dustin Vilgax: "Hmm…Tyrantacle. Tyrant and tentacle put together!"

Ben: "Weird name! But awesome."

Vilgax: "Enough! I will not tolerate this any longer."

I then went upgrade and merged with Ben's Omnitrix and modified his as well. But it resembles more like the Upgraded Omnitrix from the reboot.

Ben: "Cool!"

Upgrade: "I also gave you master control as well dude."

Vilgax: "That's it. Prepare to die boys!"

Then suddenly the light began to flicker as I the ship shook.

Robot: "Warning. Hull breach. Power surge."

Sure enough, Max and Gwen came in. Max held a bazooka-like weapon while Gwen had what looked like a laser rifle.

Max: "Claws off my kids, Vilgax."

Ben: "Grandpa?"

Upgrade: "Max! Thank god!"

Vilgax: "Tennyson."

Ben: "Grandpa, you know this guy?"

Max: "It's a long story."

Gwen: "Look out!" Gwen said as I pushed Ben out of the way.

Max: "I've got to get this ship under control."

Ben: "He can fly a spaceship?"

Gwen: "At this point, nothing surprises me."

Ben: "Then let's right fire with fire!" Ben said as he transformed into Tyrantacle, but he had black and white armor and the Omnitrix symbol on his chest.

Upgrade: "How about a little power up?" I said as I then transformed melded with Ben, becoming power armor. On his helmet was a spartan helmet with horns on top and a green tinted visor, his boots had thrusters on the souls, on his back were two energy swords, and on his arms were massive pile bunkers.

Tyrantacle: "Oh yeah man!"

Vilgax: "Oh please! That still wont save you."

Tyrantacle: "Wanna bet?" Ben said and delivered a massive punch to his gut as the pile bunker did its trick and launched him backwards. But e got back up and was charging toward us but Ben punched him again but smack in the face this time. He was launched backwards again and once again he charged again. Ben pulled out an energy sword from his back and began to slash at him.

Vilgax: "Prepare to die boys!"

Tyrantacle: "Maybe later!" Ben said as he prepared to slash at Vilgax, but he managed to grab me and yank me off of Ben.

Vilgax: "Looks like your comrade is unarmed now boy!" I then transformed into Amoeblob and slithered away from him and towards the three.

Max: "You messed with the wrong family Vilgax!"

Vilgax: "Your weapon won't help, Tennyson. As you can see, I'm much stronger than in our last encounter."

Dustin: "Don't be so overconfident." I transformed into Goop, and wrapped myself all the way around Vilgax, restraining him.

Vilgax: "AGH! Release me, you filth!"

Goop: "I don't think so!" I held on as tight as I could, but he flung me off! I then gathered up all of the goop, then transformed into Chromastone, and fired an energy blast at him. Ben went Spidermonkey, and shot a web at Vilgax's face.

I then turned into Swampfire, and threw fireballs at him. He charged right through them, and punched me right through my stomach.

Vilgax: "You are at my mercy, human!"

Swampfire: "Hehehehehe! That tickled!" I socked him with both hands, and he fell backwards, releasing me.

I then transformed into Echo Echo, and multiplied into 10 of me, surrounded Vilgax, then screamed. He covered both sides of his head.

Max: "We've got to get out of here!"

Ben turned into XLR8 while I turned into Big Chill.

XLR8: "I can still give you a run for your money."

Big Chill: "Maybe you should chill out!" I said as I blew icy breath on Vilgax.

Vilgax: "You can't hide from me forever, boys."

XLR8: "Wasn't planning on it. Peek-a-boo." Ben said giving Vilgax some fast kicks to the face.

Big Chill: "Freeze!" I said as I phased through him and froze him solid. But he broke loose.

Vilgax: "Don't toy with me!" Ben reverted to Diamondhead and I then turned into Humongousaur.

Humongousaur: "How about you pick on someone your own size." I said as I used my hand to pin him down.

Max: "Better hang on to something. This may get a little bumpy."

Gwen: "Aah!"

While I was pinning him down as Humongousaur, Ben became Ghostfreak.

Ghostfreak: "Looks like you don't stand a ghost of a chance!" Ben then phase his hand into his head.

Max: "You all right, Gwen?"

Gwen: "Oh. At times like this, going back to school doesn't seem so bad."

Max & Gwen: "Ben! Dustin?!" Vilgax pushed us off and grabbed the two.

Ghostfreak: "Grandpa? Gwen? No!"

Humongousaur: "Damn you!"

Vilgax: "It's your choice. You or them." I then went Ghosftreak and turned invisible, then appeared to Gwen and Max, became intangible and invisible and flew them towards Ben before becoming visible and tangible again. Then I went upgrade and morphed into a Phantom from Halo, only it was black with green circuitry.

Upgrade: " Get onboard!" I said as Max, Ben and Gwen hopped on. I created a portal and flew out at top speed before the portal closed.

Vilgax: "Dammit!"

Computer: "Commencing self-destruct launch."

Vilgax: "Nooooo" And next thing you know, Vilgax ship explodes. I landed and becoming humanoid again before me and Ben reverted back to normal.

Dustin: "Now that's teamwork!" I said as me and Ben high fived. Gwen then hugged both of us.

Gwen: "I'm so glad you guys are okay."

Dustin: "Hey now! Were here sis!" I said as Ben blushed.

Ben: "Aw c'mon Gwen, no need to get sappy on us." Gwen released us and noticed our watches looked different.

Gwen: "Woah! What happens to the watches?"

Dustin: "I upgraded both our watches as upgrade. A little something I came up with while seeing a video of the Ben 10 reboot."

Gwen: "Reboot?"

Dustin: "Yeah! In the video I saw, Ben used Upgrade to merge with the omnitrix to enhance it. To be honest though, the original was way better than the reboot!"

Max: "The Omnitrix and Omnitrox 2.0 let you two transform into so many more aliens too!"

Ben: "Well the thing is, before Dustin upgraded our watches, they were available the whole time. We just didn't know it until Vilgax said so."

Gwen: "What a way to go down. You have your opponent think he's powerless to defeat you, and then you get beaten with his full power right after that." Ben then looks at Max.

Ben: "Grandpa, we need to talk."

With Vilgax

A few hours after the whole fight, Vilgax was still alive after the explosion. He managed to contact a ship to pick him up. Needless to say he was not happy with this defeat.

Vilgax: "Damn those brats! I almost had both Omnitrixes in my clutches. But luckily I managed to gather a little souvenir for my next project."

Vilgax pulled out a strand of Dustin's hair and placed it in a small container.

Robot: "Master! Your orders?"

Vilgax: "Send a drone to The Pokémon world! I wish to gather a DNA sample from the Pokémon named Mewtwo!"

Robot: "As you wish." The robot did as he was told.

Vilgax: "You boys win this round. But next time we meet, you will not be so fortunate." Vilgax chuckled as he thought of his next plan.


Authors note:

And that's the end of season 1. The upgraded Omnitrix 2.0 is babased on my profile picture. And Ben has the Upgraded Omnitrix from the reboot, though I like the original series better.

Also a shout out to MakaveliX T who said I needed to be more original. So I hope this is original enough. And I will be more original from now on.