Disclaimer: Ali no own the Ben 10. Sad but true. I no own.

A/N: This story is dedicated to the wonderful Miryuu-Chan and is based off of her Ben 10 transformation picture. Her artwork is amazing and I recommend you guys check it out! A link to her Deviant art will be posted on my profile, so seriously: Check it out!

Chapter One

The sun was shining brightly in the perfectly cloudless blue sky and a slight breeze made the tree's sway softly, sensually. The sound of water in a nearby fountain was drowned out by the sounds of cars, laughter, and other normal sounds but still there underneath like a steady hum.

Green grass glimmered in the light, reflected in the nearby shop windows. Windows displaying bathing suits and soft summer dresses. Windows that held the attention of the passing people, drawing them inside for more.

From every street corner rose delightful smells. The smell of hot dogs and barbecue, enticing all who caught a whiff to the vendors who sold them.

All in all it was a perfect summer day...

Except for one thing.

The ground shook lightly, slowly getting more and more extreme, and a loud roar pierced the air as a huge beast came slamming around the corner of the street, waving it's head about wildly and slamming into nearby buildings.

It's muscles rippled beneath black fur and a long spined tail swished behind it. Yellow eyes narrowed as it lowered it's huge head, still shaking it wildly, and another earsplitting roar echoed out.

The surrounding people could only stare in silent shock...

and then chaos.

People were screaming and running, knocking over tables, chairs, and each other. It was complete and utter panic. The streets were full of people rushing away from the rampaging beast as it rushed after them.

Then, with a screech of tires, a familiar green and black car came sliding around the opposite corner of the beast, three familiar teenage heroes inside.

The car slid to a stop in the center of the crowd, Ben, Gwen, and Kevin stepping out and slamming the doors closed.

"Okay, what the hell is that?", Ben asked, eyes wide as he stared at the rampaging monster.

Kevin and Gwen gave matching shrugs, the older of the two putting a hand on the car, absorbing the metal onto his skin.

"No idea, but we can ask it after we pound it."

Ben grinned, twisting the Omnitrix dial to big chill. "Works for me."

He slammed it down, a flash of green light signifying the change, and called out his usual battle cry of Big Chill.

"Let's go!"

There was a collective nod and the battle began, Kevin rushing forward-Ben flying over him- and Gwen sending off a barrage of Mana bolts. The creature immediately began to buck and roar, shaking it's head to get away from the stinging blasts and while it was distracted Kevin slammed a metal fist into it.

It let out an aggravated snarl, striking out, and slammed a paw into the Osmosian, sending him flying by Ben and back into a building. The building collapsed down on him, chunks of concrete falling on top of him. Ben stopped mid-flight to look back at where the other teen was buried, eyes widening briefly before narrowing again.

"Kevin!", He snarled, turning to the giant monster. "You're gonna regret that!"

Going intangible he flew through the beasts massive paw, freezing it right through. At the same time Gwen rushed over to check on Kevin, using Mana to move the fallen concrete from him.

As soon as he was unburied she reached out a hand to help him up. "You okay?"

He pushed her hand aside, standing on his own. "Just angry."

"Okay then.", she turned to look at the fight, wincing when Ben was slammed into a hot dog stand, knocking it on top of himself. "We should probably help him."

Kevin cracked his knuckles and dashed forward. "On it."

He rushed forward, slamming into the creature, giving a grin to Ben, who floated forward and breathed a wave of ice at it.

"Alright there Benji?"

Ben grinned. "I wasn't the one knocked into a building."

Kevin grinned, dodging a swat from the beasts tail. "And yet I'm still better looking then you."

Ben scoffed, going intangible as the beast rushed him. "Only in your imagination."

"Are you two done? Cause if you aren't I can wait, It's just that I kind of wanted to take this thing down now, before it really causes damage.", Gwen quipped, giving the two boys a small glare as she sent a stream of Mana around the fighting beast.

The beast was slammed to the ground with a wave of her hand and Ben instantly moved forward to finish it off, taking a deep breath. As the ice collected inside him the beast struggled, thrashing wildly, and Gwen let out a whimper.

"Hurry up! I can't hold it much longer..."

The struggling worsened as Ben blew out, icy cold air hitting the screeching creature just as it broke free from Gwen's Mana, and in the sudden fog all three heroes were thrown back, hit by the beast's massive tail.

Kevin and Gwen were thrown a few feet back, landing harshly on the concrete, barely hurt, but Ben wasn't quite so lucky. Ben being the closest got the full brunt of the creatures powerful tail, body flying through the air and skidding across the concrete before landing beside Kevin's parked car, Omnitrix timing out at the same time.

A roar broke out as the creature, half frozen, struggled wildly, sending small chunks of ice scattering toward Gwen and Kevin as they shakily got back on their feet.

Kevin growled. "What the hell is this thing?"

"Thought you wanted to beat it then find out.", Gwen said quickly, glancing back towards her cousin who wasn't getting up. "Crap! We need to put it down fast!"

"How?", Kevin jumped back as the beast jerked closer to him, snarling wildly. "Nothing's worked so far!"

With a roar the beast broke free of the ice, it's paw slightly bloodied by the effort. Gwen and Kevin barely dodged the flying shards of ice, breathing heavily at the effort.

"I don't know...", Gwen said nervously, glancing back at her cousin, breathing a sigh of relief when Ben sat up slowly, shakily standing back up. "Oh thank god. Ben! Humungousaur!"

The shaky male gave a quick nod, turning the Omnitrix to Humungousaur, "On it!" and slamming the dial.

A flash of light and in his place stood the gigantic dinosaur-esque form of Humungousaur, eyes narrowed. Immediately, albeit shakily, he charged, slamming straight into the rampaging beast.

Shoving it down, he let out a snarl. "Stay down!"

The beast thrashed wildly beneath him, but he held firm, shoving it down farther and expanding to a larger size to add more force.

He gave a grunt as the struggling continued, shooting a glance at Gwen and Kevin. "Little help here guys-"

A giant claw slammed into his chest, straight over the Omnitrix symbol, nails digging into his flesh. A slight yelp tore from his chest as the beast pulled him down and flipped around him, slamming him down on the concrete.

Gwen shot a blast of Mana at it, flinging it off him, but not before it clawed the Omnitrix face, turning it a bright orange. The orange began flashing and a charming female voice rang out.

"DNA Sample collected. Restart initiated."

Ben immediately transformed back to normal, reaching for his chest where the clawing was. At the same time Kevin slammed into the large beast, slamming his fist into it repeatedly until it stilled, finally silencing.

Climbing off it, the Osmosian gave Ben a concerned glance. "You okay Benji?"

The brunette nodded. "Yeah.", hissing as he fingered the cuts. "Just stings.", he glanced down at the creature. "Man that thing was tough."

Kevin nodded. "You're tellin' me."

"I called the plumbers to come get it.", Gwen said quickly, looking over for a second before turning to face Ben, eyes on his chest. "Those look pretty bad. We should probably clean them up."

Ben gave a nod, looking down at the gashes. "I can do it when I get home.", he looked back up at them. "You guys should go with the plumbers when they get here. See what this thing is."

Gwen frowned. "You sure?"

"Yeah.", he glanced around. "I told mom I'd be home in time for dinner tonight anyway and she'll be pissed if I ditch out."

Kevin shrugged. "Your loss Tennyson. Want me to drop you off?"

Ben shook his head. "Nah. I'll be fine. Go with Gwen."

"Alright.", The raven haired teen said softly. "If you're sure."

Ben gave a nod. "I'm sure.", he pulled out his phone, groaning when he saw the screen was cracked. "Oh I am so dead.", he turned it on, satisfied that it worked, and looked back up. "At least it still works. Maybe if I'm home on time I'll get in less trouble over the phone?"

Gwen snorted. "I doubt it."

"Worth a try." Ben grinned, turning just as the plumbers pulled up. "Call me when you find out what it is. I wanna know what to call it when I try it out."

Kevin gave a nod. "Sure thing."

"Be careful. You shouldn't mess around with it to much before we know what it is.", Gwen added.

Ben smirked slightly. "Okay. I got it. Be careful and don't mess with it."

Gwen rolled her eyes. "I'm serious Ben. Remember Ghostfreak?"

"Okay fine. I'll be careful and not mess around with it."

"I'm sure it's safe.", Ben said, staring down at the face of the Omnitrix.

The silhouette of a large beast was displayed, hulking and wild, and Ben being Ben was so incredibly tempted to try it out. He'd been sitting in his room since dinner, waiting for Gwen to call and tell him it was okay to change into the thing.

Ever since Ghostfreak she'd been anal about having to know everything about an alien before letting Ben use it. All in all it was smart, but really annoying.

Especially now when he wanted to try it out so bad.

After all, the one they'd fought had been pretty epic. It took a beating with little effect and fought just as easily. And that tail! Really, what are the chances that anything would go wrong?

It was just some alien. What harm could trying it out do? They were always safe anyway.

With a deep breath he pushed down the face, a flash of green light filling the room.

Gwen frowned, looking down at the hulking beast that they'd fought earlier. It looked so sick now that it wasn't fighting. It was bony looking despite it's hulking size, and it's breathing was fast and rapid.

"So...what the hell is it?", Kevin asked from beside her, turning to glance at the plumber who'd worked on it.

The man shrugged. "As far as we can tell? Some sort of genetic anomaly. It's not exactly doing so well. We think it might have been an experiment of some sort that escaped."

Gwen frowned. "So it's not an alien?"

A shake of his head. "Nope. Not even close."

Kevin frowned heavily. "So why could the Omnitrix absorb it's DNA?"

The plumber shrugged again. "Error maybe? Who knows? All I know is that that thing isn't an alien...and it isn't going to last long."

Gwen and Kevin shared a look. "We need to call Ben."

"DNA Error! DNA Error! Purging fragmented DNA..."

Ben whimpered in agony, unable to make a sound as the Omnitrix face blinked red and pain shot through him from the center of his now black furred chest.

There was a ringing in the background-his cellphone- ,but he couldn't answer. He was honestly shocked that his parents hadn't come up to see what was wrong.

Another whimper ripped from his chest as his body melted down to it's normal size and shape, pain shooting through him. The blinking continued and he felt himself changing more.

"Restart."

Gwen frowned. "He's not answering."

"How much you wanna bet he used it?", Kevin asked, looking at the sleeping beast.

Gwen glanced at him. "We don't have to bet.", she closed her phone. "Let's go."

The face turned green then pure white, the soft female voice of the Omnitrix ringing out.

"DNA purification engaged."

His eyes widened.

"Wha-?"

The most intense pain he'd ever felt ripped through him, making him bite his tongue, blood filling his mouth. It felt like his skin was burning...no, everything was burning. Burning away to nothing.

The door burst in and his parents were suddenly there, reaching for him through the haze of pain. Sandra screaming his name in shock while Carl rushed towards him.

He whimpered, looking at them. "W-What's...happening...?"

His body felt so light. So...free.

His skin was glowing from within. Peeling off to reveal a wonderful green. It would have been magical if it weren't for the pain. The mind numbing agony.

And then...it was done.

"DNA purification complete. Wielder Species: Anodite"

And he felt something...

Looking down at a glowing body of green energy he felt something deep within himself. And as he looked down at his parents he felt it swell inside him.

"So much power..."

Woot! What an intro! I went with uber drama here so I hope everyone likes. It's a big rush to pull you in...did it work?