This is my second Fanfiction and I couldn't wait to put this out so I decided to do it during the same time as the young justice Red X fanfic. I'm gonna try and see if I can do both at the same time and hope I don't accidently combine them (Even thou that would be cool) so any way I hope you enjoy it.

I do not own Ben 10 or Code Lyoko

Xana awakens part 1

To say that Ben was excited to be where he was had to be an understatement. He had to contain himself so he wouldn't jump in his seat. He was currently sitting in a seat in the principle's secretary's office just outside the principal's office. I know that isn't really the best place to be excited, but this has to be an exception. He was currently in a boarding school called Kadic, located in France.

When his parent's enrolled him he was so excited. Luckily he had a relative who only spoke French forcing him to learn the language. Of course during that time he hated learning it but now he was grateful that he did. He finally had a chance to get away from his boring town and to go somewhere new. The school part of it kinda sucks but he'd get over it.

He was currently waiting for his turn to go talk to the principle. He was waiting for some blonde kid to finish with the principle. After twenty minutes the blonde kid came out of the room. Ben got a better look at him now. He was a short kid but looked his age. He was wearing from the bottom up, yellow shoes, dark purple on one side light purple on the other colored pants, light purple shirt and over the shirt was a shorter purple shirt with a v neck and long sleeves.

Ben got up to go in the principles and on the way in the kid stopped him. "If you're going in there good luck the guy's a real stiff." Ben smirked then went in."Please sit Mister Tennyson." Said the Principle when he saw me come in. Ben sat and waited while the principle read his files. He looked around and found a name plate that said principle Delmas.

He also got a good look at Delmas. He wore brown pants, a white collared shirt under a light brown sweater. On top of the sweater was a brown jacket. He had a gray beard and hair. He also had glasses on. "Well everything seems to be in order, and I believe you will fit in perfectly in Kadic, but I did see that you're a bit of a trouble maker, but I know we won't have any problems will we." He said with one eyebrow raised.

"Of course not sir." Ben said with the best good boy tone and smile that he could muster. That seemed to be enough for Delmas because he nodded. "Here is your schedule. You will be sharing a room with a boy named Jeremy Belpois. The room should be marked on the map in the back of the schedule. I hope you have a great time in Kadic academy." Ben thanked Delmas and left.

He followed the map to his room. When he opened the room door he saw the inside of the room. It had two beds on the left side there was a poster of Albert Einstein and on the other end of the room was a desk and a computer. He put his bags on his new bed and put his school supplies in a backpack. He left the room locked the door and followed his map to his first class, chemistry.

When he found the class he walked in and was greeted with about twelve kids looking his way. A woman probably the teacher looked at him. She wearing a dark blue long skirt and a red shirt tucked into the skirt. Over the shirt was white lab coat. She also had round glasses on. "Oh, you must be the second new student welcome. Would you like to tell us your name?"

Wait second? Ben looked around and found the boy that he saw in the principal's office whispering to a boy next to him. He looked back at the class, "Uhh hi, my name is Ben Tennyson." "Good my name is Ms. Hertz, and once again welcome. You can sit next to Jeremy Belpois. He's the one sitting in the second middle table.

Ben nodded and sat down next to him and took out my books for the class. When the teacher continued teaching he whispered to Jeremy "Hey your Jeremy Belpois right?" he didn't answer, he guessed that was a dumb question Ms. Hertz just said who he was, but he continued. "I'm Ben I'm pretty sure were roommates, so it's good to finally meet you."

Instead of looking at Ben with a smile or saying, "good to meet you to." he instead gave him a look as if saying "You're kidding right?" he then sighed. "Great that's just what I needed." Ben raised an eyebrow in confusion before Ms. Hertz said, "Quite down back there." He looked back at the teacher and didn't say another word for the rest of the class period.

When class ended Ben followed Jeremy. "Since were roommates we should probably get to know each other." Before Ben could continue Jeremy stopped him. "Look no offense but I didn't ask for a roommate so I suggest we just do our own thing and barely talk to each other." With ought another word he walked away. Great, this is not what I expected when I came here. Thought Ben as he walked to the cafeteria for dinner.

After he got his food he looked for a table to sit in. he caught sight of the two guys from before and went up to them. "Mind if I sit here?" The blond kid moved down one seat. Ben sat down. "You're Ben, right? Ben nodded. "My name is Odd Dellarobia." Ben looked at Odd. "Really?" "Yeah. Why does everyone ask that when I say my name?" Ben just raised an eyebrow.

"Anyways, the grumpy one across from you is Ulrich Stern." Now that Ben had more time he got a better look at Ulrich. He was a serious looking dude. He was wearing a slightly dark green pants pair of pants, with a light green shirt and a sort of green jacket. He nodded at me then looked at Odd "I'm not grumpy." "You have to be you haven't laughed at one of my jokes." "Trust me that doesn't make someone grumpy."

Not wanting to be left out he asked Odd to tell him a joke to see if he'd laugh. When he did Ben just looked at Odd with one eyebrow up. "See I told you Odd." Odd just looked at the table defeated. They continued talking about stuff. Ulrich also told them about all the teachers. Who was good, who was bad. When they were done they went to the dorm.

When they got to Odd and Ulrich's Ben said his goodbyes and walked to his room that wasn't so far. Well even thou my roommates sort of a jerk at least I found two friends maybe it won't be so bad after all. Thought Ben. He entered his room and saw Jeremy working on a robot. He decided to try again with the whole friend thing. "Hey Jeremy." Nothing, but Ben didn't give up.

"I was just hanging with Ulrich Stern and Odd Dellarobia. They're pretty cool guys I could introduce to them to you if you want. "No thanks." Well at least he got a response this time. He kept going even thou it was obvious Jeremy didn't want him to. He could tell Jeremy wasn't trying to be mean, he just wants to keep his guard around people so they don't hurt him.

He had to show Jeremy he didn't have any intention on doing that, and that he just wanted to be friends. He looked at the robot Jeremy was working on. "What's the robot for." Jeremy sighed. He's not giving up is he? He picked up the robot. I made to clean my... our room." "Cool a robot butler you should also program it to serve us little drinks with the umbrella on top."

Jeremy laughed a little at this. Progress! Good thing I don't tell bad jokes like Odd. Before anyone could say anything the robot was surrounded by electricity for a second but that was all it needed for Jeremy to drop on the floor with a yelp. It hit the ground and Jeremy was rubbing his hand. "I guess it still needs some tinkering."

The robots lens started showing a strange symbol. It was a circle with another circle inside it and a dot in the middle, kind of like an eye. On the outer circle were four lines, one on the top and three on the bottom. Ben went towards it "What the…" Before he could continue the robot attacked

Ulrich was lying on his bed reading a comic book. He finally got some peace and quiet since Odd was in the showers and his dumb mutt was sleeping in the drawer. That dog of his messed up his room completely, leaving him to clean it all up, so after Odd left he decided to get some relaxing time. After about ten minutes of reading he got bored and put his book away and decided to get ready for bed two.

He went over to his desk to put his stuff from his pockets away. When he reached in his pocket he felt a folded piece of paper. He took it out and unfolded it. He looked at it and realized it was Ben's schedule. He remembered he looked at it so he could see what teachers he had. He must have put it in his pocket with ought realizing it. "I better give this back." He thought out loud.

He left his room and went over to Ben's. Thankfully he knew where was since Belpois is his roommate. He knocked and waited for a second, then went in to see why no one opened. What he saw probably was the weirdest thing he has ever seen. Jeremy was on the floor probably unconscious, while Ben was wrestling with a robot that was trying to pluck his eyes out with its mechanical arms. (A/N by the way guys I changed the robots feature so it is mostly a small square robot with wheels and mechanical arms)

"What's going on?" "I'll tell you but first, HELP! Ulrich didn't waste any more time. He ran towards the robot and kicked it off him. The moment the robot was off him he ran to his bag and got out a Baseball bat. He ran back to the robot that was upside down and repeatedly hit the robot with the bat until it was nothing more than scrap.

Ben sat down on chair that was opposite side of the computer, out of breath. "Thanks Ulrich who knows what that robot would have done if you didn't kick it's can." "If that was a joke then you might be as bad as Odd's" "Give me a break I was just fighting for my life here." Ulrich tried to pick up a piece of the robot but was shocked.

"Ow! What happened to Belpois robot?" "I don't know. It went after Jeremy first. It shocked him and he lost consciousness. Then it jumped me." "It might have something to do with that thing I found." We turned around and saw Jeremy getting up and using his desk as a support. "Jeremy are you ok?" asked Ulrich.

"I'm fine. Thank you, and sorry for, just passing out there." "No need to say sorry it wasn't your fault after all." Jeremy looked at them as if he was having a silent battle with himself. Finally he sighed and looked at them and said, "Actually that's not entirely true." We both looked at him. "What do you mean by that?" He walked over to the door, opened it and looked to see if anyone was there.

He looked at us and said, "If I show you, you have to promise not to tell anyone." We nodded. "Good follow me."

Jeremy led Ben and Ulrich to the gym luckily Jim didn't see them. Jim is the physical education teacher, and according to Ulrich he acts like a drill sergeant. We went in the back of the gym and into the boiler room. We then went through a door way and ended up in the sewers. "Your secret whatever is in the sewers?" asked Ben. "No but we have to pass the sewers to get there."

Ulrich pinched his nose. "Great." We walked until we saw a ladder going up. "Up here." Jeremy pointed. He went up first. Ben followed then Ulrich. They all ended up on a big bridge in front of a big factory. Jeremy walked towards the factory so the other two followed. They went in and they were on a ledge with no railings.

Below them was an open floor with nothing but a few scraps and what looked like an elevator. In front of them were two ropes. Before anyone could say anything Jeremy ran towards the ropes jumped grabbed one and swung down. When he got down he motioned us to follow. Ben was next to swing on the rope and land on the bottom floor.

Ulrich was the last one on the top platform but for some reason he wouldn't go on the rope. "Hey Ulrich I think what Jeremy wants to show us is down here." "I know that! It's just that I'm… afraid of heights." "It's not that bad just slide down." Jeremy suggested. Ulrich did what he said while closing his eyes. When he finally got on the ground we followed Jeremy to the elevator.

"This old thing still works?" asked Ben. "Like new." Jeremy answered while pressing a big red button. After two seconds the door opened. We went inside and Jeremy pressed another button. The elevator started going down. When it opened they found themselves in an open greenish blue room with wires everywhere and in the center of the room were half of a dome and a monitor connected to a long metal that was attached to the ceiling and a big chair in front of the monitor.

Ulrich looked around. "I think it's about time you told us about what's going on." Jeremy sat down on the chair and turned to face us. He told us how he found this place while he was looking for parts for his robot. He went in the elevator and went down where he found a computer, he turned it on and all this stuff started working.

"What I turned on isn't a regular computer but a supercomputer. Its ultra powerful and while I was examining it I found that it runs a virtual universe called Lyoko." Ben and Ulrich looked at Jeremy like he was crazy. Ben tilted is head "Riiiight. I think you've been watching too much sci-fi." "Or that shock earlier fried your brain. This place is just used to control the factory."

Ulrich suggested. Jeremy started typing something stuff on the computer and a girl's face with pink hair and pink stripes on her face appeared. "So what do you call this a program for spray painting doors." "Hello Jeremy." Whoa! Didn't know you were into computer dating Jeremy." "I'm not computer dating. This is Mya a computer intelligence who lives on Lyoko thou I don't know what's she's there yet."

Ulrich stopped him. "Quite messing with me. You must have programmed her." Mia spoke up. "Actually no, I woke up when Jeremy started the supercomputer I don't know who I am because my memory has been erased." Jeremy continued talking. "That's not all Mia has to stay hidden in a tower. Anytime she tries to leave she gets attacked by monsters. You guys have to believe me, this is an incredible discovery.

"But what if it's just, some big videogame, like Sumo Slammers." Ben asked. "Then it's a dangerous game. When my robot attacked me it had the same symbol as the monsters had on its lens. It was more than a malfunction; this supercomputer is connected to that attack. Ulrich looked at Jeremy. "Then if it's so dangerous I think you should turn it off and call the police."

"I will but first I want to help Mya figure out why she's on Lyoko, and maybe even materialize her on earth." "Dude, can you even do that?" asked Ben "You'll see. Follow me back in the elevator." Said Jeremy as he got off the chair. Went further down until the door opened revealing an open room with more wires and three tube like things in the middle.

"What are these?" asked Ulrich. "There scanners." Jeremy said while entering one. "I still don't know the program that will bring Mia to earth, but I did find the one that allows someone to be scanned and sent to Lyoko. In fact the supercomputer analyzes your molecular structure through these cabins and then breaks down your atoms before digitalizing them and then recreating a digital incarnation in the virtual world."

Ulrich and Ben looked at him utterly confused." "So in English?" asked Ulrich. "You go inside the cabin and you're virtualized into the digital world." "Dude, that is pretty cool." Ben said excitedly. "It's also pretty impossible. Jeremy these things can't possibly exist yet." "So you don't believe me." Jeremy said looking down. "I really want to but this is all out of science fiction."

Jeremy thought for a minute then came up with an idea. "Why don't we try it out on some kind of guinea pig?" Ulrich's thought about it, then his mouth formed a smile. "Guinea pig huh? I know just the thing. I'll be right back."

Jeremy went back to the monitor room while Ben stayed with the scanners after waiting for about twenty minutes, even thou it felt like hours, Ulrich finally came back caring… a dog? "Were did you get that, did you rob a pet store?" "No this is Odd's." Ulrich answered. "I thought there was a rule against pets on campus." "Why don't you tell Odd that?" He then shouted.

"Alright Jeremy it's in." "Alright come back up." "Roger." Answered Ben. He then looked at Ulrich. "Let's go up the ladder its quicker."They both went up right before the elevator doors opened. When they got upstairs they saw Jeremy typing on the keyboard. "Ok were all set, I'm starting up the procedure." "Transfer guinea pig. Scanner, guinea pig."

A picture of a human with pointy hair in a cat costume was shown on the screen. Ben tilted his head. "Is that the dog?" Jeremy asked "No, it's Odd Dellarobia!" Jeremy started to panic. "I don't know how to stop the procedure!" They were watching hopelessly as Odd was getting virtualized, when they heard a scream. "HELP!" "What was that?" Asked Ben.

Ulrich ran towards the ladder and climbed down with Ben following. When they got down they found the dog, which was apparently named Kiwi, and a girl in a pink dress a choker and black hair that was sticking up at the end. "Uhh who is this?" She turned around and suddenly had a huge smile on her face. "Ulrich!" "Its ok guys, Odd is safe and sound in Lyoko." Jeremy said.

"That's a relief, and Ben this is Sissy Delmas." "Delmas, as in related to the principle Delmas?" "For your information I'm the principle's daughter." She stated with a voice that sounded like I'm a royal princess and you're a dirty peasant. "Alright alright, no need to go crazy." "Ulrich who's your… friend?" Asked Sissy making sure to say friend like a contagious disease.

That's when Jeremy's voice came back on, "Ben, Ulrich Dellarobia's in trouble, and I need more time to devertualize him. I don't know what to do!" "Sounds like he needs help. Can you send Sissy Ben and me to Lyoko?" Sissy looked worried. "Take us where Ulrich?" "To a virtual world where weird monsters want to kill you. You said you wanted to go out with me here's your chance."

Ben raised his eyebrow at that last sentence. Sissy backed up towards the elevator "I'll pass I prefer the real world over virtual." She then hit the button going towards the lab. I looked at Ulrich and smirked "So you and Sissy huh?" he gave me an angry face and said, "Shut up it's not like that." While getting into one of the scanners.

Ben followed his actions and got in one two, while still smirking. "Jeremy where ready to go." Shouted Ben exited to go to the virtual world. "Alright I'm starting up the procedure." announced Jeremy. "Transfer Ben, Transfer Ulrich. Scan Ulrich, Scan Ben, virtualization!" When he hit the virtualization key for Ben three screens appeared each showing different looking creatures. "What's this?"

Odd was running trying to get away from those weird monsters that attacked him. They were weird looking kind of like giant cockroaches. The monster had a big misshapen head with a weird symbol on the front. It also had a red circle that connected it to its four metal legs. It also shot lasers, and was not friendly. But that's not the only thing that's weird this whole place is weird.

This was apparently some kind of forest sector; it kind of looked like that at least. Mostly because there are trees everywhere, but even those are weird. Both the trees and the platform he was on were floating above this green sea. Jeremy told him to get away from danger, so he was running at least until Jeremy told him that Ben and Ulrich were coming.

"Great I was starting to get lonely" He joked after Jeremy told him the news. Suddenly two figures appeared in the sky. A line appeared on its head and went down. As it was going down there features started showing. One was Ulrich and the other was Ben. When the scanning was over they both came down landing just like me on their butts. They both got up while rubbing their behinds.

"Well that was a grand entrance, ow." Said Ben They both looked completely different then there usual self. Ulrich looked like a samurai. Starting from the bottom he had brown shoes, light brown leggings, a black body suit that ended a little bit below the shins, in the middle he had what looked like a setting sun. over his body suit for his upper body he had an orange gi that was tied to the waist with a green and yellow belt.

On his arms and hands he had orange metal amour plantings. He also had a black choker and a yellow headband. As his weapon he had a katana strapped to his side. As for Ben he looked like a green version of tron. He had a black body suit that went all the way to his neck and green lines over his body, and on his chest was a grey circle with a green hourglass that pops out slightly.

(A/N I used the same design as the upgraded Rex from the crossover Ben 10 and generator Rex. So if you want to go see how it looks just go on Google or yahoo images.) "Whoa, you guys look great." "Thanks." Said Ben Then he looked at Odd. "You look… pretty good too." Odd looked down at his purple cat suit. "Hey, I didn't ask to look like this."

"Actually Odd you kind of did." Said the disembodied voice of Jeremy. "You see the super computer reads into your subconscious thoughts and projects them onto your digital incarnations." "But I don't dream about giant purple cats." "And what about me, I don't remember wanting to be a green version of tron." "Oh yeah Ben when you were virtualized three screens came up showing three different creatures, and they all had names on the top."

"What were there names?" "One is called Diamond Head, another one was XLR8, and the last one is called Wildmutt." "Wildmutt? What kind of name is Wildmutt?" asked Ben as he was playing with the popup green hourglass part of his suit. After he said that he flicked the hourglass and all of a sudden a green flash appeared.

When it died down where Ben stood was an orange dog like creature with sharp brown fingernails, no eyes, sharp teeth, and a green and white collar and in the middle was a green hourglass just like the one on Ben's chest. "Rooar!" Ulrich went slowly towards the beast." Ben is that you?" the beast nodded." "Um Jeremy mind explaining."

"I don't know, I need to study his abilities. While I do that can you find Mya." "Who's Mya?" asked Odd. "Jeremy's digital girlfriend." "She's not my girlfriend." Jeremy said blushing. "I found her when I turned on the computer. She's trapped on Lyoko with no memory." "Well in that case we'll save her. Hey Pluto you think you can sniff out a tower."

Ben started sniffing then started walking. Odd looked at Ulrich who just shrugged and started following. After about five minutes of silent's Odd started talking. You know this isn't fair." "What are you talking about Odd?" Ben snarled as if asking the same question. "How come you guys have cool stuff and all I get is this tail and these big paws." He said while moving his paws.

All of a sudden something shot out of the paws almost hitting Ben. He turned around and growled at Odd. He smiled sheeply while scratching the back of his head. "Hehe, sorry."

Jeremy was starting to understand Ben's powers. Apparently Ben has three transformations, each time he appears on Lyoko the transformation changes. But it doesn't end at those three. He actually has hundreds of transformations in his files but he can only access three at a time, and there chosen at random. To access these transformations he has to know the names of these transformations to be able to transform into them.

He was about to tell Ben all of this when all of a sudden Sissy started screaming. Jeremy turned to face Sissy, "Why are you screaming." "Ttturn around." She stuttered. Jeremy turned and saw that the wires on wall were moving around as if they suddenly had life. They broke apart and faced Jeremy and Sissy. "Duck!" shouted Jeremy.

Jeremy got up and hid behind the chair as electricity was shot out of the wires. Luckily the chair blocked the electricity, but the wires noticed that and advanced towards Jeremy. Sissy slowly backed up and watched in horror as the wires picked up Jeremy and shocked him.

Back on Lyoko Ben or Wildmutt was leading the group towards a tower. "Hey Jeremy we haven't heard from you in a while is everything okay?" When they didn't hear anything they got worried. "What do you think is going on over there?" "I don't know but look." Ulrich said while pointing. "There's the tower." It was true. There was a tower covered with blue aurora.

They ran towards it and stopped in front of it. "Roaruar!" Wildmutt said, as he touched the hourglass. All of a sudden another green flash appeared when he faded Ben was back as his usual self. "What happened?" asked Odd. "I don't know I just thought about how I wanted to turn back to normal, then I hit the hourglass, annoyed, next thing I know I'm back in my regular body.

I think my ability is that I can transform into those three creatures Jeremy mentioned earlier if I say there name or think about them, and if I want to turn back all I have to do is want to and press the hourglass" "Cool, think any of those transformations can break into this tower because it looks pretty tough to break." Odd said, as he walked up towards the tower. He tried to knock on the surface of the tower, but instead of hitting it he passed through it.

Ben and Ulrich looked at each other for a second then slowly advanced into the tower. They went into the tower and were amazed at what was inside. They found data all around them. And they were standing on the same sign that those monsters that attacked Mya and Odd. "Help guys!" Ben looked around. "Odd where are you." "I'm hanging on the edge."

Ulrich went to the edge looked down and saw Odd indeed hanging on to the edge. "Hang in there Odd!" "What do you think I'm doing?" He went to grab Odd but Ben bumped into him while still looking around when that happened Ulrich went forward and tripped and fell off the platform. Ben went to stop him but tripped as well and fell.

Luckily Odd caught Ulrich and Ulrich caught Ben, but they were slipping fast. "You guys are too heavy you might need to drop your sword Ulrich." "First of all Odd if I do that I drop Ben. Second I don't think that's the reason were slipping!" That's when all of a sudden Odd lost his grip and they all fell into the darkness of the tower.

Ben opened his eyes and found himself in a different environment. It seems they were in an ice sector. Odd spoke up first. "Ok, where did the forest go? "How should I know?" Ulrich asked. "I don't know where we are but maybe where supposed to go to that tower over there. Look it's not the same color." Ben said, and he was right. The tower over there was red not blue.

"Alright let's go!" Odd shouted, as he started walking. Both Ulrich and Ben followed. Odd then continued talking. "At least we don't need Mutthead to find the tower." "It's Wildmutt." Ben said glaring at Odd. "Yeah yeah, it's not like that's a better name." that's when they stated hearing something. Some kind of weird skittering sound.

They turned around and saw four blocks with four tiny robot legs and that sign on the middle of what they guess were their faces, going towards them. "You think there friendly." Ulrich asked. "If they're anything like the last monsters I found, probably not." Odd said, readying his laser arrows which are what he called his weapon.

Ulrich took out his sword and got into a battle stance. The blocks started firing. Ulrich skillfully blocked the lasers with his sword while Odd and Ben were dodging. Odd started firing wildly at them not knowing where to hit. Ben got behind the other two and tried to remember what other monsters he had when he suddenly remembered one. "Diamondhead!" He shouted right before slamming his hand on the green hourglass.

A green light appeared and faded. In Ben's place was a type of rock man. His feet, legs, chest, and back was made out purple rock, while his head arms, hand and two spikes on his back were made out of diamonds. Diamondhead looked at his arms "Cool, this is awesome." "Ben, can you admire yourself later and HELP?" asked Ulrich. "Ok." Ben answered.

He turned one of his hands into a diamond shield and another turned into a clump of diamond shards. He started firing the shards at the blocks. "Where are we supposed to hit these things?" he asked. "I don't know but what I really want to know is how many life points do we have?" asked Odd. A second later he got his answer when he was shot in the chest and devertualized. Ulrich glared at the block that finished off his friend and ran at the monster.

He jumped and readied his sword that was aimed right in the middle of the eye sign. He hit right on the mark and backed flipped away from the monster right before the block was destroyed. "Yes!" Ulrich said right before a block went behind him. "Ulrich look out!" shouted Diamondhead. But it was too late. The block creature turned its head and charged a blue energy.

When he fired ice came out. It incased Ulrich in ice, and he was devertualized. Diamondhead looked around, three blocks one him. He changed his hands into sharp diamond tips and charged. The blocks fired at him but he was able two block them and dodge them. When he got close to one he jumped up. The block looked up to try and fire at him, but the second he looked up he saw a sharp tip enter his weak spot.

It exploded and Diamondhead landed fully on the ground. There were two left one on the right and another on the left. He turned his hands back into sharp clumps of diamond. He fired diamond shards at the blocks. Now that he knew where to hit it was a lot easier he hit bull's-eyes and the two blocks were destroyed. He turned back to Ben.

"All right who's the best?" he asked to know one in particular while pumping his fist in the air. Behind him something materialized. When hit the ground he turned and couldn't believe what he was seeing. In front of him was a big metal crab. He took a set back then shouted "XLR8!" before he could slam his hand on the hourglass he was hit with a red laser in the stomach.

He fell to the ground and was then hit with rapid fire lasers and was devertualized. When he opened his eyes he was back in the scanner, and he felt weak. The moment he took a step he almost hit the ground. Luckily Odd and Ulrich was there and they caught him. "Thanks guys." He said weakly.

"No problem. We were pretty weak coming out of there two." Ulrich answered. "I still feel like puking." said Odd. "Odd, how about we don't talk about puking right now?" Pleaded Ben, but then he smiled. "But I will admit that was pretty fun." Odd and Ulrich smiled two in agreement. All of a sudden they heard a scream.

They all pushed pass there weakness and climbed up the ladder. When they got to the lab they couldn't believe their eyes. The wires in the lab were going crazy. A big clump of wires had a passed out Jeremy in its grips. "Jeremy!" They all shouted. A stray wire saw Ulrich and grabbed him and, tried to shock him. Odd grabbed a metal plate and cut through the wire.

Ulrich fell and hit the ground." Odd smirked "I told you by the end of the day you wouldn't live with ought me." After saying that, he dodged another wire. Ben looked at the big clump of wires that held Jeremy. That must be the main clump if he cut this it would all fall. "Odd, throw me the metal." Odd quickly threw it like a Frisbee. Ben caught it and ignored the pain.

He attempted to cut the main clump of wires. When he did he only made it halfway and also got shocked. He gritted his teeth taking the pain and trying to not let go of the metal. He took it out and cut again in the same spot this time going all the way through. When he did all the wires lost life and fell. The main wire also fell lifeless and brought Jeremy down with it.

Ben luckily caught Jeremy and placed him down, then fainted. When he woke up he saw Odd, Ulrich, Sissy and Jeremy's faces above his. He slowly got up. "Did we win?" "Yeah thanks to you!" exclaimed Odd. Ben smiled remembering what he did. Odd and Ulrich helped him stand then patted him on the back giving there thanks. Jeremy walked up next and held out his hand,

"I heard you saved me from the wires, thanks, and sorry for acting the way I've been acting it's just…" Ben stopped him. "No problem, I get it." He said smiling. He shook his hand. After that Jeremy called Mya when she came he put a serious face on. "Ok, were dealing with something dangerous guys. I really want to bring Mya into the real world. If you don't want a part of this raise your hand."

No one did. Everyone had a look of determination, even Sissy. "Good, remember this is between us." He held out his hand. "We need to promise not to tell anyone." Everyone put their hand in, understanding the pact that they made. "Good now let's get back to the dorms before someone finds out where missing."

Back in the dorm Jeremy told Ben his abilities. Ben was amazed that he had all these transformations to turn into. "Yes it is pretty cool but keep in mind, its put at random you'll never know what monster you'll get." "That's cool adds even more excitement to it. But I was wondering if you could not call them monsters." "Why?" "I don't know it doesn't sound right, kinda makes them sound bad, making me sound bad when I turn into them." "So what do you want them to be called?" "Hmm, about… aliens?"

And done!

I hope you guys liked the first chapter there will be many more tom come.

For those that don't really understand Ben's powers on Lyoko ill explain.

Ben can transform into aliens. Let's say he has a whole selection of aliens. The supercomputer picks three random aliens from that selection so he could transform into them on Lyoko. Of course the aliens he has are from the original shows from the beginning all the way to omniverse. His clothes on Lyoko looks like the cloths from heroes united when upgrade fuses with Rex. (If you don't know what I'm talking about you can find a picture in Google images."

Also in this story Ben does not have the watch. He only has access to his aliens on Lyoko.

Also Ben in this story is in the 8th grade same as Ulrich, Jeremy, Odd, and in the future Aelita.

That's pretty much it. If you guys have any questions just comment and I will reply in the next chapter.

Bye