Yup. A new full story that has been in my back pocket for several months now.

I planned on doing a Ben 10 crossover for a long time now, but seeing that I didn't have time or a proper idea aside from stuff that has already been done before, I decided to wait it out.

After reading Emiyn's Fairy Tail crossover I started working on this again, but then he did his own Ben 10 X RWBY story and I almost shelved this since I didn't want to be copying his work. But now that his story has a more defined path and includes romance, I feel that my idea diverges enough to warrant writing it.

Anyways, enjoy the chapter and then read the A/N for some more information.

Pain.

That is what an 11-year old Ben Tennyson thought he would feel when the Omnitrix's self destruct function finally timed out.

He had traveled across the universe with Tetrax on a mission to reach the creator of the Omnitrix, Azmuth, and get him to turn off the timer that could have taken a chunk out of the Milky Way.

It took a long time and he nearly lost his cousin Gwen in the process, but they made it. Azmuth was against helping at first, thinking that his device was being used inappropriately by a child, but Ben convinced him otherwise through a show of determination and heart.

Then came Vilgax.

The squid-faced warlord brought an army of drones to take either the Omnitrix or Azmuth by force in order to gain the power he wanted. He far outnumbered the small group that had exited the lab.

That was until Azmuth unlocked a Tsu'kostar's DNA inside the Omnitrix, allowing Ben to turn the tides of battle and send Vilgax flying with a superpowered kick.

With the threat gone, both Ben and Gwen were ready to head back to Earth and resume their road trip with Grandpa Max.

But the Omnitrix had other plans.

"Tennyson!"

The voice from the Galvan carried over the battlefield, reaching the ears of the reverted hero.

"Ben!"

That one was Gwen, but why would she be yelling?

That was when he heard the beeping.

The same beeping that had forced him to come on this trip in the first place. And now the noise was coming rapidly faster and faster.

"Tetrax… do it!"

He was terrified. The 11-year old had thought he was in the clear and would be able to return home with his head held high after conquering this challenge. But now he was forced to make a choice.

He locked eyes with the former mercenary, nodding his head to confirm his decision. They had made this plan as a last resort just in case they failed.

"Sorry Gwen... looks like you are going home alone."

He whispered that under his breath, but he knew his cousin heard it somehow. He could see the tears starting to form as she tried to run towards him.

But by that time the Petrosapien had already launched the crystal into the air.

He smiled as Tetrax scooped Gwen into his arms and started sprinting in the other direction. Azmuth was on his shoulder looking back at him with a sad and guilty frown, Gluto was already on the crystal alien's heels and Myaxx was not to far behind.

The single shard of diamond impacted the ground below the earthling, causing a chain reaction as larger spikes of hard gemstone shot out of the dirt. The larger crystals engulfed his tiny frame.

On the ship, before arriving on Azmuth's planet, Ben and Tetrax discussed other options just in case their first option failed.

The emergency plan was Tetrax taking the others as far away as possible after creating a dome of diamond around Ben to try and contain a portion of the explosion. They knew it wouldn't stop the whole thing, but it might buy the others a little bit more time to get to safety.

Once the dome surrounded him, Ben slumped to the ground in the middle of the shield, looking down at the orange faceplate of the Omnitrix.

"At least I got to be a hero one last time…"

The beeping stopped and green energy rippled outwards from the alien watch as it seemed to electrify the air around him. There was a slight warm and tingly feeling spreading across the arm that housed the device, but other than that he didn't feel any pain.

There was a loud noise and then he felt something strong pulling on his entire body. The natural warmth of the sun disappeared and was replaced with the unnatural cold of what he assumed to be space.

He couldn't keep his eyes open any longer as he saw the light fade away and felt himself drifting in nothingness.

Ben Tennyson's eyes closed as he drifted. Unknowingly not into oblivion… but rather into another adventure.

Train on route to Vale via Mistral

"We have the back half of train secured sir," a random member of the White Fang spoke. His partially hidden face showed no emotion as larger man walked up next to him into the cabin.

"Good work. Have the men prepare for phase two while Blake and I move and begin taking the front half."

The soldier nodded and ran back through the open door, following the commands of the much larger man holding onto the hilt of his sword with a perpetual frown in place upon his lips.

"Come Blake. We need to make sure no one is going to try and play hero here."

Beside the large man was a much smaller girl wearing a mix of black and white clothing while having a strange looking weapon holstered at her side. What stood out most however were the twitching pair of cat ears atop her head.

"Adam… we already have the dust. What are going to accomplish going up there to the passenger cars?" the cat-girl asked her partner as the two walked from occupied car to car. They made their way from the storage cars to where the civilians were seated.

The now named Adam cast her a sidelong glance but pressed onward nonetheless. "Just as I said. Someone might try to stop us and we can't afford that now. This train will be a statement. A statement from all Faunus kind to all humans. We will no longer be pushed around."

"How will stealing a dust shipment, no matter how large this one is, make the world see us like that? They will just find more dust and move past it like they have before." Blake was confused on his thought process. This was not the first time they had stolen a big shipment of dust, hell, this wasn't even the biggest the made off with.

The bull faunus didn't answer as they continued to march. Several members of the White Fang were placing things around in each car the passed, all looking hurried in their tasks - something which Blake wrote off as nerves on a big mission.

They reached the door that connected the two portions of the vehicle together, seeing the large coupler holding the train cars to each other, with a door across the way.

Adam reached out and opened the door, only to recoil as a loud noise and blinding light hit both of their eyes, forcing them to look away.

Blake was the first to recover and gasped. Several of the crates that were tied down on the platform outside had been reduced to chunks of wood that lay splintered across the metal surface, and in the middle of it all laid a badly bruised child in a tattered white shirt.

Without hesitating, the faunus girl ran across the connector and kneeled down next to the boy, checking first to see if he had a stable pulse. Sighing in relief that he was not in any immediate life threatening danger, she began to inspect the rest of his form.

His face had several cuts across it, dried blood sticking to his skin. The shirt looked as if someone had taken scissors or claws and torn it to shreds over several strikes, revealing the battered and bruised flesh underneath it. The green cargo pants he wore were in better condition, only a few areas being torn apart.

Her eyes did a double check to make sure he had no open wounds that needed treatment. Amber orbs narrowed in interest as she saw a very strange device that resembled a large watch attached to the boy's wrist.

She moved to inspect it closer, but was halted by the clear sound of steel being drawn behind her. Whipping her head back around, she was surprised to see Adam's blade pointed at her.

"Adam? What are you doing?" she asked, not fearful for her own life, but concerned with why her partner would draw his weapon so suddenly.

The redheaded man's glare could be felt through his mask. "Step aside Blake. This child interrupted our mission. I am going to remove this obstacle."

Her eyes were wide in shock. "Adam! This child couldn't have chosen to arrive here. Look at his wounds!" The words went unheard however as the bull stepped closer.

"None of that matters. He would soon die regardless…"

That cause her eyes to narrow on the man before her. She knew enough from being trained as a field medic that the boy was in no danger of dying from his wounds, unless something traumatic had happened to his head which she couldn't see.

"What do you mean by that?" she pointed out as her partner halted his advance and pointed back to the cars behind them.

"The men in those cars have already begun placing dust charges throughout the back portion of the train. We took the high quality crystals for ourselves and now we are going to send a message. They might overlook us just making off with the dust, but not if hundreds of lives are also included in our theft."

The feline's blood ran cold as she unconsciously gripped the boy a little closer. He planned on killing hundreds of people? Hundreds of innocent men, women and children, just to make the humans fear them?

"Adam you can't seriously be ready to kill all these people just because a few might be racist!"

She was on her feet, Gambol Shroud at the ready to defend herself should the situation call for it. Stepping forward so that she directly blocked his path, she placed herself between him and the unconscious child directly behind her.

"No human is innocent Blake! They are all guilty of treating us as nothing more than third class filth. Those that participated, those that stood by and watched and even those who have yet to see it. None of them are innocent!" he roared, stepping forward.

"Is this what the White Fang is now Adam? Nothing but a group of terrorists?" there were tears in her eyes as she asked. She couldn't see Adam's face, but she could tell he wasn't comfortable with her question since he stopped his approach.

His lips pursed as he thought for just a second, before he gazed directly into her eyes with his own blocked by the mask.

"If that is what needs to happen for a change to take place… then so be it."

The tears fell and she closed her eyes, lowering her weapon. Adam took this as her giving into his commands and began to step forward again, only to be stopped dead in his tracks by mixed looks of sadness and rage overcoming his partner's face.

"Then I'm sorry Adam, but this is goodbye."

With one fluid motion she slashed downwards and damaged the coupler connecting the two halves of the train. It shook for a second and gave a might metallic groan as the two starred each other down.

The bull faunus made to lunge at her, but the damaged metal lost a little more grip on its broken support causing him to stagger.

Blake held firm, reaching down to secure the still unconscious child with her arms as the cable continued to lose more and more strength. Not soon after, it gave one last shudder before finally snapping.

"Blake!" Adam roared as the front half of the train lurched forward, forcing the girl to hold onto a rail or risk being thrown off. She watched the other half lose momentum and slow down to a stop while the side with the engine corrected itself and continued to press onwards.

"Goodbye Adam…" the amber-eyed girl said sadly, leaning up against the train and securing both herself and the boy in her arms. Their ride carried them away from danger… and away from her old life.

Looking down at the child, she sighed. "I guess… I should thank you. Without you I might not have learned what Adam was planning… so many people could have died…"

Her tears were no longer falling, but her heart still ached as the realization that she no longer had a purpose hit her. The White Fang had been her life since she was a young girl running around on the island of Menagerie. Now what was she supposed to do?

Closing her eyes and relaxing, she allowed the tense muscles in her body to rest. She was in uncharted waters now and had no way to go back. It was time to forge a new path for herself.

Again she found herself looking down at the boy. He seemed so peaceful despite the clear trauma he had suffered before she found him. Perhaps by helping him she would discover what life had planned for her.

"I'll take you to Tuckson once we reach Vale. He can help you get better… and help me find something to fight for."

With that, her eyes closed once more. Drifting off into a light sleep until as the train carried them towards Vale.

When Ben's eyes next opened, he didn't know what he should expect as his family was never very religious as he grew up. Maybe a bright white light or some clouds with angels everywhere or something like that, but he was not expecting a rustic looking fan above his head.

Bleary green eyes surveyed the wooden ceiling. Noting how different the design seemed to something that he would typically see back in Bellwood. It gave off a sort of Asian feel, similar to one of the dojos he had been to when he watched Gwen practice her martial arts.

The thought of his cousin opened the floodgates of his mind, allowing the memories of the recent events like battle on Xenon to resurface. He surged upwards in shock and the immediately recoiled as his stomach and back throbbed in pain.

Looking down at his body, there were clean white bandages wrapped tightly around his torso. He could still make out the various injuries he felt, but they seemed to be in the process of healing.

His shirt was gone and his pants had seen better days, but the main worry of his was washed away when he saw the green and black watch on still attached to his wrist. That was enough to assure him that he wasn't dead.

"So I guess Squidhead didn't get the last laugh in the end," the boy chuckled to himself as he slowly pushed his body up so he could sit and dangle his legs off the side of the strange bed.

The room was extremely bland, only containing basic furniture and a large bookcase filled to the brim with various texts. The large oak door was shut, but he could hear the sound of footsteps coming closer.

Warily, the shapeshifting hero hid the Omnitrix behind his back and activated it, just in case whoever found him wasn't friendly. He tensed as the door opened to reveal a rather tall and well built man with combed over hair and thick sideburns.

"Well now, look who finally decided to wake up. You had us worried there for a bit kid, Blake was basically pacing a hole into the floor waiting to see if you were okay."

The man had a very gruff voice, making his friendly tone seem a lot more intimidating, but Ben wasn't affected. Afterall, Tetrax and several of his own alien forms spoke in similar ways.

Taking in his appearance, the large man wore green slacks and a white undershirt that was covered by a short sleeved, maroon and olive jacket. He walked over and glanced up and down Ben's chest, inspecting the bandages wrapped around it.

"Looks like your wounds have healed enough to where we don't have to worry about them reopening just because you move around. That's pretty good considering you don't have aura to help the healing along." The man spoke softly and kindly, handing Ben a glass of cold water after he was done looking him over.

The young boy greedily drank the whole glass, eliciting a hardy chuckle from the larger man. "Someone was thirsty. Can't exactly blame you for it though, seeing that Blake brought you in a little less than a week ago."

"A week? I've been here for a week?" Ben seemed to be asking himself that more than the man before him, but regardless, he got an answer.

"Yup. Imagine my surprise when I see one of my old cadets knocking on my door before dawn, carrying an injured kid and not looking too hot herself. That was probably five or so days ago. We patched you up and watched over you while you recovered. The name's Tuckson, by the way." he said, extending a large hand to the hero of Earth.

"Ben. Ben Tennyson. Thanks for taking care of me while I was out." the boy thanked him with a small smile.

The man laughed again as he stood up. "It was no problem my boy. I couldn't just turn Blake away after what happened and you were part of the package there. Speaking of which, I just made some tuna sandwiches. Why don't you come on down? She is probably anxious to check on you herself."

Nodding to his benefactor, Ben stood up, enjoying to cold feel of the hardwood floors beneath his bare feet as he trailed the man. They walked down a short hallway into an open area. There was a small but fully functional kitchen on the right, a table with several chairs around it, and a sofa near the far corner that faced a model of television Ben had never seen before.

The closing of a refrigerator drew his attention back to the kitchen, specifically to where a beautiful black-haired girl had just finished pulling several containers out and laying them up on the counter. Her amber eyes locked onto Tuckson's and she nodded to him.

"How was he Tuckson? Did he look any better?" she asked, simultaneously preparing a sandwich from the various containers.

"Why don't you ask him yourself over lunch? Our mysterious boy wonder just woke up, and I am sure he is absolutely ready to tear into some of my famous Menagerie style spicy tuna sandwich!"

Her eyes flew back up to meet the man's before she heard a slight rumbling. Turning her head to the left, her wide amber orbs locked onto embarrassed green ones.

"I-uh… guess I might be a little hungry after all." Ben rubbed the back of his head sheepishly as Tuckson laughed and the girl he figured was Blake smiled.

The trio of people were gathered around the small table, plates full of Tuckson's self proclaimed famous tuna sandwiches and any other goodies Blake dragged out of the fridge littered the surface. There was a comfortable yet slightly awkward silence waging between the group as they started to eat.

"I didn't get to thank you yet for helping me Blake."

The girl looked up from her food and gave a light smile towards the boy across from her. "You were injured and I was in a place to help you out. If anything you should be thanking Tuckson. He was the one who provided a place to rest and the medical supplies."

"Bah! Stop trying to shirk praise Blake. Anyways kid, something does still puzzle me about how you ended up on the train she found you on."

A train? So he was found on a train somehow?

Tuckson must have seen the confused look on his face and decided to elaborate. "Blake was doing a mission that involved her presence on a very important train. She said there was a really bright flash of light and energy and the next thing she knows you were laying in a pile of shattered crates looking like someone just got through with using you as a punching bag."

Both of the other people present waited patiently for a reply as the boy thought on exactly how that could have happened. The last thing he remembered was having Tetrax encase him in crystal in hopes of containing the explosion…

"I really don't know. I had just finished fighting… well I guess you could say my nemesis? His name is Vilgax and he is a really powerful guy who went around gathering weapons and other sources of power to add to his arsenal."

The two Remnant natives stared wide-eyed at the child before them. Why did a kid like him need to fight someone that sounded like a warlord?

"Why was this Vilgax guy fighting you kid? Seems like someone with that much power would be focusing less on you and more on his likely very bloody goals." It was Tuckson who voice the question, knowing people like that never did anything without a reason.

Pulling his arm up slowly, he showed the alien device attached to his wrist to the faunus pair.

"This device is called the Omnitrix… it allows me to use alien DNA and turn into different species of documented species from across the galaxy. Vilgax wants it… and has stopped at nothing to get it as of yet."

Blake's eyes narrowed in on the watch, taking in the odd design while Tuckson's face hardened into a light scowl. "That is a very bold thing to say kid. I've heard some farfetched things… but aliens? Everyone knows space travel is impossible."

This time Ben's eyes went wide. "What do you mean it is impossible? What about the moon landing? The International Space Station that orbits Earth? Even normal satellites that let us bounce signals across the planet?"

With everything that came from Ben's mouth, Tuckson's eyes widened. He looked to Blake to try and gauge her reaction, but as per usual she was an unreadable mask of stone.

"Kid… the hell is a Space Station? Better yet, why would it orbit around dirt?" Tuckson asked, trying to decipher what the boy could possibly mean with those phrases.

"Earth! The planet we all live on?! You know, America? Asia? One small step for man? Anything?" He held up a hand and listed things off on his fingers, trying to get them to bite on anything.

It was at this point Blake interjected. She pointed one finger at her former mentor to stop his witty retort and turned to face the younger boy who looked like his brain was about to overload.

"Ben, we live on Remnant. Space travel was proven impossible by scientists years ago since dust loses power once the outer atmosphere is breached. The only satellite we have is the literal sense of the moon," she explained in a smooth and slow voice, trying to ease the confused child into the information.

Tuckson watched his young friend calm down the boy with her calm natured speaking. He always knew she was good at being level headed in tense situations, but this was a first.

"That… that is literally impossible! How did I end up all the way on another planet? Did Vilgax do this? Was it…" his green eyes grew wide as he looked down at the watch. He seemed to think for a second before he slammed his eyes shut and began mumbling to himself.

The older pair looked worriedly at each other as they saw the formerly boisterous brunette withdraw back into himself and begin to shake. Motioning her forward, Tuckson watched on as Blake crossed the distance between their chairs and pulled Ben into an extremely awkward hug.

He knew the daughter of his former boss was never one for physical contact outside of her own parents. That never changed as he saw her grow up, and it actually became one of the things he thought she disliked most about interactions with other people. But as he watched her comfortingly stroke the boy's hair and tell him everything was going to be alright, he realized his mistake.

She didn't hate physical contact, she just hated being the one to show the emotion for it. Comforting Ben let her touch him in a way that also comforted her, but she was able to remain he normal stoic yet caring self.

It took a few moments, but the shaking finally stopped and Blake was able to pull back, remaining in the chair next to him instead of moving back to her previous seat.

"What was that kid? You just froze up."

Ben looked up at Tuckson and grimaced. "I… just remembered what the last thing I did before waking up here was…"

A reaffirming look from Blake told him that it was okay for him to continue, though to Tuckson it just looked like she just stared at him. And thus, Ben gave them a brief summary of his journey with his Grandpa, Gwen and the Omnitrix, culminating in the last thing he remembered.

"After I took care of Vilgax with this new form Azmuth, the creator of the Omnitrix unlocked for me… the self destruct sequence started back up with no time left. I had Tetrax cover me in diamonds to try and buy them more time to escape before it detonated…"

The kitchen fell deathly silent. Ben was looking down at his lap, unconsciously fiddling with the Omnitrix, Tuckson was rubbing his forehead while contemplating the words and Blake was just sitting there, quietly mulling over the information.

"That's rough kid, but having the guts to do all that just to save everyone? You pretty brave. But how can we believe you? Ya got any proof?"

Thinking on it, all Ben did was raise his wrist. "I can always just show you."

He reached down and pressed the button to raise the faceplate. Blake jumped at the noise and both faunus were forced to close their eyes as a bright flash of green light exploded outwards after the boy pressed down.

Blinking the green spots out of her eyes, Blake looked back to where it originated from and gasped. Ben was no longer in the chair and Tuckson was already on his feet looking around. She joined him in looking, hoping the boy hadn't done anything stupid.

"Ahem!"

The faunus girl let out a girlish squeal as she jumped up and turned to face wherever the noise had just come from. Narrowing her eyes at the toad-like creature standing on the table.

The creature had grey skin, large yellow eyes with barlike pupils, and was wearing a what appeared to be a white jumper with a single black stripe on it. The thing that caught her attention the most though, even given the situation, was the hourglass symbol resting on its upper back. A very familiar symbol…

"Ben?" she asked, bending down to look the small creature in the face. Tuckson walked over with a very skeptical look on his face.

"The one and only! However, in this form you may refer to me as Gray Matter. I am what is called a Galvan. One of the most intelligent and brilliant races in the universe… well, my universe, I guess."

Realizing that this meant everything the boy said was true, Tuckson frowned. "What do you mean your universe? Did you figure something out?" Blake looked back at her former mentor and then returned her gaze to the small alien.

"Indeed. Judging by how the two of you reacted to the information I told you moments ago, neither of you have heard of the planet Earth, the Milky Way galaxy or perhaps the United States, yes?" Getting two nods in response he pressed on. "Then I can only assume that instead of my self-sacrifice ending with myself and Xenon exploding, something about the energy of the Omnitrix ripped space apart and sent me here."

Tuckson just stared dumbly at the small hero, failing to grasp the explanation given. Blake, on the other hand, nodded in an almost sagelike fashion, a worried frown soon appearing on her face.

"Even if that is what happened… how are we going to get you home? Space travel using resources from Remnant is impossible and we have no idea how dimensional or universal travel should even be looked at aside from a few sci-fi books… I never thought I would be talking about this stuff in a literal setting." That got a laugh out of the Galvan.

"Unfortunately I have never gone beyond standard space travel before on my adventures, and the furthest I have ever gone was Xenon alongside Tetrax. Strictly using logic to paint the picture… it is highly unlikely that I can find a way home myself and will be stuck on Remnant for the foreseeable future if not permanently." The small alien's voice trailed off the longer he spoke, letting the reality of his situation settle on his shoulders.

Unsure of how to comfort the boy in his current form, Blake just lightly patted his head a few times as Tuckson finally recovered and stepped forward. Crossing his arms over his chest he grunted.

"You might not be able to find a way back from this side, but what about the people back in your universe?" the larger man asked, immediately recoiling at the sheer look of anger Blake shot him.

It took another second after the glare to realize the reason Ben's return home seemed like a completely hopeless quest now…

"Right… they won't be looking for someone who sacrificed himself for the universe to live…"

Heavy tension filled the home as Blake sighed and looked back to the Galvan. He didn't look to be taking the news poorly, but whether that was because of his maturity or the current change in species helping him keep it together.

Ben was the first to move, jumping from the table and covering the room in another flash of light. Back in his normal form, he slowly began to make his way towards the door and waved over his shoulder.

"Thanks for the food Tuckson… I'm gonna go think for a bit."

The faunus watched him leave with different emotions on their faces. Tuckson had a somber look, one that showed he felt for the boy, but also knew this was not his place to intervene. The boy needed time to think on his… extremely unique situation. He would be here for Ben when he came back down.

Blake, on the other hand, looked at the hall… longingly. Ben's story, while originally hard to grasp, had really opened her eyes to the perils that led him to her on that train. The fact that he wasn't able to return home was something she resonated with… he was someone who could understand her pain, and she needed to ensure that the child she brought here wouldn't do something stupid like she had years ago.

She locked eyes with Tuckson, making her intent clear to the grizzled shopkeeper, who only shrugged and moved towards the table, likely going to take care of the mostly finished plates still present atop it. She moved her attention back to the hallway entrance before starting off.

She had been a resident of this house several times since joining the White Fang so it was not hard locating the guest room that was not set aside for her. Stopping at the door, she second guessed her motives. Did he really need someone to relate to right now? Or was it better to just let him work it out alone?

The choice was made for her when she got close enough to hear the muffled sobbing coming through the thick oak door. It wasn't the lubbering wails of a child. No, this was a boy mourning the life he had lost and would likely never get back to. All in the name of being a hero.

She quietly opened the door, making not a single sound thanks to years of practice in stealth. Her target was sitting on the edge of the bed, not even trying to hide the tears streaming down his face. She couldn't see his face, but she could only guess that there was nothing but pure anguish in his eyes.

Silently, Blake made her way over to him and sat down beside him and placed a hand against his back. She felt his sudden stiffening when she touched him, but otherwise he kept on crying. She just sat there for a moment, listening to him slowly bring his emotions back under control.

When he brought his eyes up to look into her own, she knew she made the right decision. The teary emerald orbs showed so much pain. Pain that she had responded to wrongly when in his position before.

"Feel better?" she asked, knowing that even if it was only a little bit, he would feel some relief from just letting out his emotions.

Ben simply nodded in response and didn't fight Blake when she pulled him closer. He wasn't very familiar with the girl, but he knew she was just trying to comfort him in her own way.

"I know how it feels to be forced to leave behind everything you know for your ideals Ben. I did the same thing several years ago when I was faced with a tough decision." The black themed girl said softly while beginning to run her fingers through his hair, something her mother had done to calm her down when she was troubled.

She saw his eyes widen. "Really?"

"Yes. You see, here on Remnant faunus have been historically discriminated against by humans. I come from an island off the coast of Vale, where we are now, that was given to the faunus as a sort of safe haven after the Great War decades ago. The island is the only place with not faunus discrimination on Remnant… but the effects are still felt even there."

She was expecting him to be silent and listen to the story, but instead she saw the confused look on his face and paused. "What is it?"

"Well I get that discrimination is bad. Heck, we had a terrible history of it back on Earth too and are still dealing with making it right. Even some alien species I have met have issues with it."

Now she was the one confused. If he understood the basics of discriminating against different races, why did he look so lost.

"Then why did you stop me?"

"What's a faunus?"

Her heart stopped momentarily. There was no way the child in her arms was being serious. She put a hand on either shoulder and lowered herself so they were looking eye-to-eye. "What?"

He looked a little nervous now, which was her goal, but he didn't relent. "I don't know what a faunus is Blake. As far as I know we don't have those on Earth."

Now that she thought about it, that made more sense as to why he wouldn't know, but it still made her feel a little more alien to the boy she was holding. She supposed it was time for a little reveal then.

"A faunus is a person with one or more animal characteristics Ben. Traits can be as complex as a chameleon to where they can camouflage their skin with their surroundings, to something as simple as having cat ears…" with that she took one hand away from the boy and pointed to her own head.

He followed where she was pointing to until his wide eyes locked onto said appendages on her head. He looked at the black ears for several moments before smiling sheepishly back at her. "Is it bad that I didn't notice those earlier?"

Blake let out an uncharacteristic giggle and Ben joined her with a weak chuckle. She was happy she got his mind off his predicament if only for a moment.

"Yes, well as a faunus, I was always raised to treat everyone fairly and my father was the leader of a peaceful protest group known as the White Fang at that time. He and others went around protesting unfair treatment of faunus and fought legally for equality. I would often join them at rallies."

Her own nerves started acting up and she unconsciously began running her fingers through his hair again. Taking a deep breath she continued.

"When I turned fifteen, I wanted to join the White Fang full time and help them fight for equality. My father was dead set against it because once he resigned as leader to become head chieftain of Menagerie, the Fang became more violent and was gaining a reputation of taking things beyond peaceful acts for equality. But I didn't listen to him."

Another breath.

"He forbade me from joining, but I did anyways. I ran away from home, away from my mother and father who don't know where I am even now. I trusted Tuckson and my partner Adam with my life and joined them in their crusade. It wasn't until Tuckson left a year ago that my eyes began to see what exactly we were becoming…"

She knew that telling him of her heritage would have probably been enough to prove she knew at least a similar pain. But now that she was deep into explanation, she wanted to continue. This child honestly had nothing left, and she felt partially responsible for him now.

"It wasn't easy to admit at first, but we were becoming terrorists. We burned anti-faunus stores, held violent protests and eventually began stealing dust from the Schnee Dust Company to stab them back for treating faunus workers like garbage. It… just kept escalating. It actually wasn't until I found you that I realized things had gone to far." She blinked away what few emotions she still felt towards her old loyalties.

"Adam, the person I trusted most in the world for years, told me he was going to use the train as a bomb. It was going to explode once it stopped in Vale and kill everyone on board and anyone around the station. He was going to start by killing you since you surprised us by crashing into the crates when we were about to cross over to the passenger cars."

Blake smiled down at Ben. "It was at that time I decided enough was enough. I questioned his motives and… he confirmed their plans. I ended it right there by cutting the train off from them. After that I snuck away when we stopped in Vale and carried you to the one person I knew I could still trust."

She had gotten over her sadness of leaving home a long time ago, but abandoning the Fang still hurt. She had friends still stuck in that militaristic group that wouldn't be able to leave as easily as she had. Just as her thoughts turned dark, a hand gripped hers and gave a comforting squeeze.

His tears had dried but were still visible on his face despite the small smile he sported now. His eyes still showed the pain he was experiencing, but it was a much lesser load for him now. It seemed her words had worked.

"I guess we're both just people who wanted to be heroes in our own ways huh? You wanted to bring your people equality and peace while I saved as many people as I could with my powers…" he still wasn't his previously cheerful self, but he was getting better.

"I guess we are… just a pair of fools with big dreams…" she chuckled.

"Blake… I want to help you."

The faunus looked down in surprise. She wasn't expecting the boy to break the silence, let alone with such a shocking declaration. "Ben…"

"I'm serious! I… I know I probably won't get home… but that doesn't mean I can't still help people! Azmuth told me that he made the Omnitrix as a way for someone to walk a mile into another species' shoe in hopes of getting everyone to understand each other better. What better way to use it now than to help you out?"

Now it was Blake's turn to let out a soft sob and try to hide the happy tears in her eyes. She gripped the boy tightly in her arms, her chin resting against the top of his head as her smile only grew bigger by the minute.

"Thank you…"

Ben wasn't used to being hugged by anyone outside of his parents or other family members, so he awkwardly struggled to return the older girl's hug. Not noticing the slight yellow glow coming from where his arms were wrapped around her.

A/N:

This was originally going to be longer but thanks to RMV I decided this was a good place to cut it. 6,500 words is pretty good for a prologue.

Anyways, this was the story I was referencing when I mentioned a new project I was working on that was going to take over In Which Jaune's main slot in my writing schedule. I am very happy about how this turned out and the plot going forward is going well in the planning phases.

Ben 10 was never my favorite thing as a kid, but the concept was always awesome. I plan on doing a fancomic of Ben 10 once I finish learning how to do comic work just because I think there is a lot of potential there.

Aside from that, big thanks to RMV for putting up with my crazy ideas and fast writing habits. He is awesome and you should go check out his stories (which may or may not include things beta'd by me and a project that I am co-writing at some point). He has been a big help.

This is fic is the new focus of my page at the moment. I plan on trying to update this bi-weekly and then the week this doesn't update you will get a new chapter of In Which Jaune. My schedule is crazy though so don't be surprised if I miss a few updates here or there. (Moves in will be updated as I feel like it since it is a weird mix of short story and full story)

Please leave a review on what you think of the new story and any way you think I could improve it.

Here are some brief points I want to make before you do that though.

Romance:

As of now I have no plan for there to be any romance between Ben and anyone in the story. I haven't planned out beyond basic outlines for most characters in the story as of now (Blake, Yang and Weiss have been outlined as of right now). Ben is 11 in this story right now (that age will change depending on how I time the events of the story and pace them) so I am not going to have him be interested in older women or vice versa. Family/Friend/Sibling bonds are what you can expect.

Omnitrix/Aliens:

I have planned out how the Omnitrix will play into the story extensively and the functions it will have are as follows.

Ultimate forms are a big maybe. They will not appear at all until much later in the story if we do decide to use them, but they aren't in the cards right now.

Fusions are not happening. I am not a fan of fics that rely on Ben needing to combine different aliens in various ways aside from when something like Master Control unlocks and he get to do combo attacks like Stinkfly's goop and Heatblast's flames. Stuff like that is only cool when it is played out like that and most fics never implement it well. It's a no from me.

Aliens beyond the original 10-15 forms will be in here. As of now he has the standard arsenal of Heatblast, Diamondhead, Fourarms, Stinkfly, Ripjaws, Greymatter, Upgrade, Wildmutt, XLR8 and Cannonbolt. The other original group (bar Ghostfreak) will appear within Volume One, but the Alien Force and beyond forms will show up as they become useful or are timely to what I am working on.

Ben 10 Characters on Remnant:

There is only one planned arc based around a Ben 10 character appearing on Remnant and it will not be anytime soon. It is set much later in the story and will drive some major plot points later (no not during the Fall).

Ben with a weapon?:

Nope. That was one of the main reasons I felt okay writing this story compared to Emiyn's story. He has been acting like Ruby in that he is a weapon nut. In Alien Force Ben showed interest in alien tech, but this Ben will rely on the Omnitrix only. I feel making him rely on something else takes away what makes him Ben, ya know?

I think that covers the basics, but feel free to ask questions or give ideas in the reviews or by shooting me a PM.

Have a great day, week or whatever!

- CP