This weeks story starts at Ben's house, no today something exciting will happen. It's just right now our Alien protagonist happens to catch a bad cold today.

"AAAACCCHHHHOOOOOOOO!!!!", Ben managed to sneeze hard enough to make his entire house jump. "Of all the days I had to get a cold... AAAACHHOOOO!! Oh man it had to be today" he groaned.

Though Ben's Omnitrix has the capability to heal him from diseases and even fight them off, he needs to remember to turn it back on. And unfortunately he can't focus well enough to make him better again.

If you're wondering why he needs to turn it on, The Omnitrix increases his immune system to become resistant to diseases. However if an immune System is too strong and you don't get sick it ends up attacking the body. So in order to keep it in check, the Omnitrix would turn the function off occasionally.

The reason why it doesn't activate when the user gets sick or has first caught the sickness. That was Azmuth's fault, the pompous alien was too wrapped up with his work to remember about that function.

"Well at least the others can't catch it... ACHOO!!!", that last one shot a stink fly snot blast towards the window. "Eww, in gonna have to clean that later" Ben complained.

He then heard some knocking at his door, "(sniffle) come in at your own risk, ACHOO!! Stay behind the quarantine zone" Ben said wanting avoiead spreading his cold.

"Hey Ben" a familiar voice called, it had turned out to be Erza. "Oh hey Erza,
Say you mind doing me a favor and throw me that, (blows into tissue) bag" he asked.

She did as requested, however she walked over to him instead of throwing him it. "Hey Erza, you heard what I said enter at your own risk" he said.

She just smiled, "I know, I just wanted to give you this" she said giving him a bottle of green liquid. Ben cringed when he opened it and the liquid emitted a weird visible odor.

"Uh, did Grandpa Max make this?" He asked, the red head nodded. He refused to drink it, however Erza had forced it down his throat. It had actually tasted pretty good, "huh not bad" Ben said, and in addition had gotten better.

"Sweet" he said hugging Erza, "what would you do without me, and your grandfather" she said.

The next day since he was feeling better, Ben went to the guild hall. He saw that some one used a light pen to make a diagram in the air.

"Hey guys I'm back" he called to his team. "Hey feeling better?" Gray asked him, "yeah, thanks to a certain potion" he said.

"So what's with the diagram?" Ben asked. "This is a diagram of all the dark guilds" Mira had explained, "due to their recent activity as of late we need to keep a sharp eye on them" she said.

A lot of names popped up, one familiar being the Eisenwald guild. It turns out that major dark guilds had teamed up with lesser dark guilds to become stronger. Eisenwald just so happen to be one of them.

The teen shapeshifter then turned to see Master Makorov had arrived back from a conference. "And we are gonna destroy it" he said, this caught everyone's ears.

After a long silence which was broken by Mira saying, "welcome back master". This made everyone fall back, or forth, Ben was surprised but he did not fall. Instead Erza fell forward on top of him.

Little to say her armor was pretty heavy. While the shapeshifter was muttering incoherent statements from beneath his girlfriend, which translated to Erza please get off, Mira spoke up again.

"I take it that the meeting was enjoyable" she said in her usually cheery voice. Lucy then hesitantly got up, "uh is anybody concerned with what Master Makorov said?" The celestial mage asked.

"The Oracion sies guild was the topic during the whole thing. It was labeled a threat to the guild leagues and we along with others have decided to destroy it" the short elder said.

Ben was indeed hearing this right, Master had said to destroy the guild. But remembering what the Eisenwald and Phantom Lord guilds had done, he decided to go along with it.

Apparently they weren't going alone either, members from other guilds were joining them in eliminating the threat. The guilds were Blue Pegasus, Lamia Scale and Cait Shelter.

For some reason Ben had felt he saw the guild emblem for Cait Shelter before. He shrugged it off and headed home to start packing.

Apparently Gramps had assigned him, Erza, Natsu, Gray, Lucy and Happy to join and take care of it. At the moment they were riding in a cart hitched to a boar heading to their current meeting place.

"Why did I have to come" he heard Lucy complain, "I'm not that strong, I don't even think I can help you" she added.

"As you said a few days ago Lucy, we are a team and we stick together" Ben said. The blonde groaned, "you should consider this an honor" Erza said. "Well why couldn't Gajeel and Juvia come on this trip?" Lucy asked again.

"They had other missions to do" Gray added. As I'm sure you're all expected this, considering they were in a cart, Natsu was lying motionless on the vehicles floor.

"Uh, I don't care, all I care about is that we get there soon" the pink pyro groaned from his motion sickness. "Dude seriously see a doctor your motion sickness is gonna be the death of you" Ben said.

They had finally got to their rendezvous point. Which had belonged to the blue Pegasus guild.

(A/N: as mentioned in the anime which I had forgot to put in due to my own ignorance. Sorry for that, the guild master for Blue Pegasus was a powerful male wizard. Who for some reason dressed like a woman).

Thinking about him made Ben shiver of the thought, he then felt something cloth like fall on his head. He grabbed it and saw that it was Gray's shirt, he looked towards said ice mage and saw that he had stripped to his skivvies.

"GRAY FOR CRYING OUT LOUD KEEP YOUR CLOTHES ON!!!" Ben yelled. While the shapeshifter was busy lecturing Gray about his habit the others were talking about who the other guild members they were fighting with.

A flash of light appeared in the form of a heart and three (stereotypical pretty boys) appeared in the heart. They were Blue Pegasus' strongest team.

"Right any way My name is Ben Tennyson, from fairy tail" he said dropping an unconscious Gray. Yeah an attempt to get his point through was screaming in Gray's ear with Echo Echo's sonic powers.

Then a short creepy guy appeared, for some reason he made Erza very uncomfortable to be near. "My your perfume is simply alluring" he said sniffing her hair and she backed away.

Ben saw this and punched the short creep in the gut sending him flying to the wall. "IF I EVER SEE YOU TOUCHING MY ERZA AGAIN I SWEAR I'M GONNA BEAT YOU DOWN SO HARD YOU'LL BE FLATTER THAN A PANCAKE! AND THAT (BLEEP) WEIRD FACE OF YOURS WILL BE NOTHING MORE THAN A PILE OF MUSH!" He roared growing to Humungosaur size shielding Erza.

(A/N: and ever since that day Ben's been defensive of Erza and has hated that Perfume guy ever since).

"My my how violent" a familiar voice said, it was Lyon from Galuna island. And then the rug from underneath started to move. It had been the girl from Galuna island as well, her name was Sherry.

Apparently their team had joined the Lamia scale guild and the two volunteered to help with the Ocasia sais guild. "Wait isn't there supposed to be..." Ben said before the third Lamia Scale member walked in.

He was rather tall and bald and had scaly arms. (A/N: I'm going to assume those are just a fashion statement). Along with a staff.

"Oh never mind there he is" Ben said when he saw him. Apparently he was considered one of the ten wizard saints.

According to what Ben heard from his guild mates, the ten wizard saints were considered the strongest of all magic users. And it just so happen to be that Master Makorov is one of them, as was Jose from Phantom lord and Jella.

"So you're the famous Ben 10 from fairy tail" the man said. "Managed to destroy both the demon flute Lullaby and the frozen monster Deliora. Took on the Phantom lord guild master Jose and survive. Defeated the etherio mage Jella and Fought Laxus Dreyar and won?" He added.

Ben sheepishly rubbed his head, "well yeah, kinda" he answered. Jura Smirked, "maybe I should spar with you sometime, you know considering you took on a wizard saint" he said.

"NU UH NO WAY IVE HAD IT UP TO MY NECK WITH FIGHTING WIZARD SAINTS THANK YOU VERY MUCH!!" Ben yelled in obvious anger. He then turned around to see Erza holding that creepy guy by a spear.

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

An minute later he was seen stuck to the wall with Terrorranchula's energy web anchored by Diamond head's shards.

Ben was breathing heavily, "did he even hear what I said!?" He said in obvious irritation from the perv's ignorance. Erza then hugged him showing gratitude for keeping that creep at bay.

"They're in love" Happy teased, "yes Happy we are now knock it off before I knock your's off" Ben threatened. Apparently the Cait Shelter guild had sent one member to help take down Ocasia sias.

"If it's only one this guy has to be strong" Sherry said, a small thumping sound resonated through the building. The groups turned to the door to see a girl with the Cait Shelter mark on her shoulder.

"Hi there my name is Wendy Marvel, I'm from the Kait Shelter gui... Ben? Is that you?" She said. Ben had looked in the direction and saw that it was the same Wendy he ran into a few days back.

"Huh wait Ben you know this girl?" Lucy asked, "yeah, sort of" Ben answered. "I ran into her when that reporter was in town, more like she ran into me. No I was actually being pulled out by her after falling into a ravine by a mustache" he said growing Molestache's mustache.

Gray, Natsu and Happy were laughing their feet off when they saw the facial hair. Ben then beat them with his alien mustache "this thing is tougher than it looks" Ben said repeatedly giving them hairy fists.

After a nice calm violent outburst Ben had explained that he helped Wendy after he crashed into the guild. And after a small white cat who looked similar to Happy appeared. Apparently her name was Carla and she looks after Wendy. Then they were on to the business at hand.

The Oracion sies guild was composed of six members, a fast wizard named Racer. A snake wizard named Cobra, a celestial wizard named Angel,a blocky looking wizard named hot eye, "reminds me of Wally" Ben said.

An unknown wizard named mid night who was flying on a carpet. And the last one was named Brain, "even though we're superior in members, outnumbering them thirteen to six" Jura said sternly.

"These wizards are said to be more powerful than anything so be on your guard". Ben nodded and they headed outside, due to an odd number of members in their party one group had to have one person more.

Lucy was lucky enough to have her shapeshifting power house friend Ben with her group, which also consisted Wendy. They didn't separate yet, it was more safe to stick with the group.

After a while Ben (currently Omni) heard a humming sound coming from above. He ended up flying up to check it out, what he saw was a giant air ship shaped like a Pegasus (winged horse).

"That happens to be the Blue Pegasus' guilds jewel" he heard Erza say from below. After getting a good look at it he flew down, but then saw something heading towards it at top speed.

Taking evasive actions Ben tried to deflect it. And after that one more came trying to take out the air ship. It wasn't until Ben missed one and it got the thing in the side.

The alien decided to fly down and explain that weird projectiles were being thrown at it. At that moment from the smoke came Oracion sies.

"So your the wizards the council sent to take us out?" The snake wizard Cobra asked sarcastically. The angel looking celestial mage woman saw Ben and winked at him.

Erza managed to catch sight of it and got really ticked. "Don't be fooled, an appearance is always deceiving" Omni warned turning his arms into Atomix's. "Really?" The celestial wizard inquired, "Two ice make mages, a puppetry mage, an information mage, a snow mage, a fire dragon slayer, a low level celestial mage, a mage, two scrawny cats, a little girl, a requip wizard and you" Brain said.

Natsu then brought his fists together, "you know you're just asking for a beat down" he said. Gray took off his shirt "GRAY WHAT DID WE JUST TALK ABOUT!" Ben yelled. "Same here" the clothing issued wizard added, "hey where's that Perfume guy and the wizard saint?" Happy asked.

"Oh we took care of them" Racer said, the three dudes from Blue Pegasus and Erza flinched. "Ah ha, I just heard fear in their voices" the snake wizard said. Ben then closed his eyes and the whole area was bathed in green light.

"Hey what's going on?" Racer asked, "tell that freak of yours to cut it out" the Cobra added. Ben had stopped projecting his energy field and opened his eyes back up smirking.

"No you didn't" he said turning around and walking. "Running scared I see" Racer said while the snake guy flinched, "nope he's not scared" he said. Ben/Omni then turned his legs into Fasttrack's and sped off, then came back with the tiny creep and Jura.

The celestial wizard, angel flinched, "how how did you know where they were?" She said in slight fear. "I have time powers, I just used my energy field to see events that have already transpired in the area" Ben explained.

Then he used Gravattack's Gravity manipulation and Loadstar's Magnetic power to lift her keys out of her pocket and move them away. "And I saw that you used your celestial spirits Gemini to make a copy of the creep here" Ben added by slightly kicking the Perfume guy's shoe as he was getting up.

"They have the power to turn into people and make them seem like who they copy in both mind and body, making perfect copies. Even their powers". Ben then wiggles her keys in the air, she checked her pocket to find that they weren't there.

"What how did you?" She asked panicked, "hey why didn't you hear him taking my keys!?" She asked the snake wizard. "I don't know, I can't hear him anymore" he said. "Enough of this" Brain said launching a giant magic hand at the group.

Omni used XLR8's speed to move everyone out of the way then grew stink fly's wings and flew upwards. "Let's see you handle this" he said as he grew said alien insect's eye stalks and blasted them with Stink fly goop.

Despite the foul smell and horrible slime, the mage Hot eye shot a beam at Omni who managed to dodge it. "You really bug me, so why don't you bug off" he quipped as he spat a larger goo blast from his mouth at the ground around them.

He managed to stick most of their feet to the ground with his first blasts along with restrain their arms. The Hot eye then blasted him with another beam. "Why don't you reflect on what you have done, and see the light" Ben said as he grew Chromastone's crystals and turned his arms into Chromastone's,

He absorbed the energy from the blast and shined with ultraviolet light then blasted it back. "Oof" the geometric face said after being hit.

Brain was about to send him another attack when he noticed that Midnight was actually hit with the gooey blasts. "Hey what, how did you manage to hit midnight!?" He demanded.

"He's supposed to be able to redirect attacks", Omni smirked. "Magic attacks?" He asked, Brain cringed "yes what other kind is there?" He yelled,

"Well my powers aren't magic" Ben said before slamming hard on the ground creating an earthquake. This managed to crack open the ground enough to have them sink in.

Ben blasted more stink fly goo around them and threw in some Ball Weevil gooey balls. "What is the point of this" the geometric face asked before Ben smirked. "Well here's a greeting have a nice trip" Ben said, "NATSU NOW HIT THE GOO" he ordered.

"Finally, I wanted to join in" the dragon slayer said before hopping over them "FIRE DRAGON ROOOOOAAAR" Natsu then breathed fire onto the goo.

Which ended up exploding, the wizards ended up awe struck by Ben's ingenuity when it came to his powers. "WHEW YEAH WE GOT 'EM" Natsu boasted before Ben hit him with an elastic fist.

"Not the time to celebrate Natsu, they may be down but they're not out" Ben warned as they steadily get back up from the explosion. "Get em" Natsu yelled as he and Gray charged the dark guild.

Racer then sped forward at the speed of light and managed to strike them. "Oh no NATSU!!" Lucy screamed, but there were actually two Lucy's now. "Huh what?" They exclaimed, Ben checked himself and found out that he lost angel's keys.

"Thanks for returning my keys" she said, "however it'll be hard to find out which one is you friend" she added. "Won't be for me!" Ben yelled as he punched one of the Lucy's in the face with Armadrillo's fist and it turned into two little light blue humanoids.

"Ouch that hurt" they said, angel was shocked as to how he knew which one to strike. "Now here's a line from one of my inter dimensional brethren's conpanions" Ben said as he raised his leg which turned into a hybrid of Rath's, Fasttrack's and Crash hopper's.

"KNOW YOUR PLACE!!!!" Omni roared as he kicked the two celestial spirits towards The angel looking woman. Which sent them into a large forest. "Whoa nice kick" Lucy said, "thanks" Ben said before seeing how Natsu and Gray were having a hard time fighting Racer.

"Natsu Gray hold on!" He yelled as he teleported over there using Alien X's power. "Take this" he said freezing time and Super punching Racer into the sea of trees. Ben then heard a pained cry, and the voice was all to familiar.

He turned to see Erza in her Flight armor and the Cobra's serpent partner had bit her arm. His eyes widened and he turned red with rage.

"EEEEERRRRZZZAAAAA!!!" Ben roared as he Turned his arm into Way Big's at full size and punched the wizard and his pet into the forest.

"NOBODY... HURTS... MY... ERZA!!!!" Ben yelled then ran to the fairy queen's side. "Erza, oh god..." he said worriedly, "ouch, this feels worse than that bite from Dr. Animo's mosquito"
She said, her arm glowed purple as the venom started to travel.

"Don't worry Erza, I've got this. Remember when I turned you, Natsu, Gray and Lucy into Way Bigs?" He asked. Erza nodded remembering her experience as a giant, "well here goes" Omni said putting an Omnitrix patch on her.

It displayed Swampfire's silhouette and a green flash emitted from her. When it died down, Erza was replaced with a female Methanosian, (Swampfire's species).

"Huh Ben what did you turn me into?" She asked. "One of my old aliens named Swampfire. Hold on" Ben then sliced SwampErza's arm off with Rath's knuckle claw.

"OW!!" She yelled, "BEN WHAT'D YOU DO THAT FOR!?" Natsu yelled as everyone saw what happened. The arm that he had cut off happen to be the one that was bitten by the snake.

"Watch" the alien said as SwampErza's arm grew back. Everyone's eye widened and Ben turned her back, arm healed and cured from the bite.

"Oh that explains why" Lyon said observing the event. Taking the opportunity, the remaining members made a break for it. However Brain used his magic to grab Wendy with another giant magic hand.

"HELP" she screamed, Ben reverted back and turned and his eyes glowed both Emerald and Ruby. "WENDY!!" He and Carla screamed, she tried to reach for the little bluenette.

However Wendy had accidentally grabbed Happy by mistake. They ended up being dragged into the forest.

"No!!" Ben roared when emerald energy emitted from him. Out of the blaze he emerged in his Dragon slayer form. "OMNI DRAGON ROOOOAR!!"

Ben then unleashed a torrent of emerald energy towards the forest. "Where did they go!?" The alien dragon slayer said then glows green.

"Whoa what's up with Ben?" Lucy asked, "what in the world? Is Ben a dragon slayer?" Carla asked. "Uh yeah kinda" Gray said. Ben then grew to Way Big proportions and stomped past the trees.

"Um, pray tell, what type is he?" The cat asked, "he calls himself an Omni Dragon" Natsu answered. "Whatever that means" Erza then came up to them, after inspecting her healed arm. "Meaning he is all the dragon slayer types" she said.

"That may explain why he reacted like that when Wendy was kidnapped, There was a legend in dragon Slayer history of the King Dragon slayers" Carla explained.

"They have the power of all dragon types, whether it was from natural means of acquiring the power or artificial means". Lucy then spoke up, "then that means Ben must be a king dragon slayer" she said.

"That still doesn't answer why he reacted like that" one of the Blue Pegasus inquired. "King dragon slayers are also known as father dragons, when around young dragon slayers say around child age they see them as their own kin and will protect them with their lives" Carla said.

"Wait then Ben sees Wendy as his own child?" Sherry asked, "if that's the case that may explain why he was acting strange around her" Erza said.

Mean while Ben found himself inside a dark void, "whoa where am I?" He asked looking around and saw two portals that displayed what his body was seeing in the real world.

His eyes widened, he recognized the feeling the space gave off similar to when he was alien X. "Must... save... Wendy..." a voice repeated, "who's there" Ben said while a large figure appeared behind him.

It turned out to be a large emerald dragon, "whoa geeze, who are you!?" He demanded. The dragon then breathed green fire towards him but Ben reacts by spraying the flame with Water Hazard's hydro cannon.

"Nothing will stop me from finding her" the dragon said as Ben's body stepped on a spike. "OUCH!!!" Both Ben and the Dragon screamed after the body stepped on it. "Okay lizard boy tell me why you're in my mind!?" He asked.

"I am your dragon soul, what makes you a dragon slayer" the dragon said, it then lowered its head. "You are a king dragon slayer, the most powerful of all, and you type are known as father dragons".

"So the reason I felt protective over Wendy, was because she was a dragon slayer, and my new instincts saw her as my own kid. Okay that's embarrassing" Ben said being reminded of Big Chill's kids. "We must find her" his dragon soul said as the body got closer to the young girl.

"Okay slow down, here is no need to go full power" Ben said urging his body to stay still. "No one will stop me" the dragon said urging the body to move, "stop it it's my body and you can't say other wise" Ben said.

He then punched the dragon in the head, angered the soul breathed fire towards him. Ben reacted by making like a dragon slayer and eating it, "listen I want to protect her to, but I can't do that until you stop" Ben said blasting the dragon back.

"Very well, here if you consume me, you will have full control over your new instincts and body" the dragon said. "You sure that's okay?" He asked, the beast nodded.

Ben then took a deep breath and then inhaled sucking the soul into his own. A bright light flashed and Ben found himself back in human form running with Happy flying next to him, but no sign of Wendy. And other than that Brain and the Cobra chasing him with angered faces.

"Hey Ben what happened, you were in your dragon slayer form then you just shrank back" Happy asked, "not sure where's Wendy?" Ben asked. Happy snickered, the alien shapeshifter had a slightly irked but confused face, the felt oddly warm but trembling object hanging onto him.

Ben looked down to see her hanging onto him with his arms holding her. He blushed then grew astrodactyl's wings and flew upwards. "Hey Ben, why didn't you tell me you're a dragon slayer?" Wendy asked.

"Kinda slipped my mind, looks like we lost them for now, let's go find the others" he said then flew down. Wendy had a disappointed look on her face, "hey Wendy what's wrong?" He asked.

"they, they made me revive..." she paused, "they made me revive Jella" she said. Ben's eyes widened, he thought he perished after the tower of heaven collapsed. As it turned out after using etherio magic for so long Jella managed to put his body into a in between state of dead and alive.

In addition to Wendy's dragon slayer magic, she also had healing magic. "Don't worry, it's not your fault" Ben said trying to cheer her up. "I'm sure you did it against you own will right, believe me I've done some things that I regret that wasn't my choice" he said.

"But, I brought the most powerful and evil wizard back to life" she said, "hey we all make mistakes, I almost made the biggest ones wanting my friend Kevin dead for going mad with power, or erasing all evil from earth" Ben said. He remembered when Kevin absorbed the Ultimatrix and turned into a monster again and when he was almost consumed by the power of Azmuth's sword.

Before his demise, Jella told Ben that he had been cursed and an evil spirit inhabited his body. Making him do those horrible things, the Jella that was revived may not be the same one from the first time he met him.

"The important thing is to learn from your mistakes and fix them", Wendy already knew that Ben was strong and kind. Thinking he couldn't make a mistake, then after hearing this made her see another side of him.

"And on some occasions a mistake isn't all bad, before Jella actually did meet his demise he told me that he was possessed by an evil spirit. And I managed to get it out of him when I beat him. Maybe you gave him a new choice when you brought him back, allowing him to be good" Ben added.

Her eyes widened, Ben had just opened Wendy's eyes to a possibility that she might've done a good thing giving the darkest mage a chance to redeem himself. "Hey Ben, thanks" she said hugging him, (A/N: by the way they are still in the air, by this time they should be atleast twenty or fifty feet above the ground, just wanted to get it out of the way).

"No problem, now we are here to take care of the Oracion sies guild and that's what we're gonna do" he said. After getting low enough they spotted Lucy in a river fighting Angel, "Lucy!" He called.

The information wizard from Blue Pegasus then projected something into her mind. This allowed her to launch angel into the air high enough for Ben to slam her back into the water.

After getting low enough Ben used Clockwork's powers to reverse the injuries Lucy got fighting her. While doing that Wendy used her healing magic to give Lucy an extra boost.

"Thanks, quick let's meet up with the rest, however" Lucy then pointed to Natsu who was on a raft, and Happy who was frozen in ice. "We better help them out".

Ben face palmed then melted Happy and threw Natsu off the raft. "ALRIGHT IM ALIVE AGAIN!!" He boasted.

They met up with the others, the wizard saint managed to get the geometric face to join their side. "Nice" Ben commented then the block guy vigorously shook his hand, "greetings I apologize for any wrong doings I have done to you" he said.

A light then erupted from the ground, the block face explained that they were looking for a magic called Nirvana that could do whatever the user commanded it to do. Or what Brain wanted it for, turning light into dark.

They ended up running to the light source, Ben turned into Omni and went ahead with XLR8's legs. After entering a cavern near the source he spotted Erza and the other members of Oracion sies along with Jella. Who in the mean time was on his knees.

Apparently he put a self destruction spell on Nervana. But the entire thing started shaking, concerned for both Erza and Jella's well being Ben turned into Predator and went urged Erza and Jella to hop on his back.

He used Slamworm's powers to dig under ground, when he breached the exterior Ben saw that the area actually was a large moving city standing on six robotic tentacle legs.

He grew Omnivoracious wings and flew to a safe area then, let the two mages down. He decided to let the two talk for a while and flew towards the city. "Okay you walking metropolis, let's see how you handle this" Ben said growing to Tyrannopede size and blasting the legs with silk to keep them still.

He went into Slamworm mode multiple times and bored through the city. He managed to dig through it but it wasn't enough. He then heard Erza calling him, she was flying over head in her black wing armor.

"Ben, I have an idea on how to take this down, or at least make it stop moving" she said. "If so mind telling me I'm not putting a dent in this thing" the alien said banging on the city ground in emphasis.

"Ben remember the power you used when we were fighting Animo?" Erza asked, "oh I get it" he said turning into Omni. Erza then re quipped into her Heaven's wheel armor and Ben used Upgrade's power to merge with it.

The armor became tar black with green highlights, the angel like wings could now rotate like a helicopter blades. Her gauntlets are equipped with spinning saw blades, and her skirt was a tornado of swords.

"Okay, lets cut to the chase" Ben quipped. Erza used her newly enhanced armor to slice the mechanical legs the city was walking on. "Oh yeah, whoa boy!" Ben said as Erza ducked and incoming Natsu.

"Talk about a close shave" he quipped again, this time Erza groaned. "Aw come on, Quips are in my job description" the galvanic mechamorph powered Omnisapien said.

After they cut off the last leg the thing fell to earth. Erza had landed, also they went back earlier to pick up Jella, then dropped off when they landed and Ben un merged with her armor. "Well that's over, where's everyone?" Ben asked.

As if on cue Natsu flew through the sky with Happy carrying him. They were being chased by Cobra and now his serpent friend has dragon wings. "Erza you and the others try to stop Brain, I've got a bone to pick with that snake guy" Omni said flying towards him with Jetray's wings.

Natsu went in for a punch but it was caught by him, and his hand grew bigger and developed scales and talons. "Whoa, don't tell me you're a dragon slayer too" Ben said.

The new slayer looked to him, "well if it isn't mister punch my face, let's just say that when I'm done with you there isn't gonna be anything left but a dead carcas" he said.

"POISON DRAGON ROAR" Cobra blasted a cloud of venom towards the alien who used Terraspin's wind powers to blow it back. "Well done but not good enough" he said. "Come on Ben we can take him" Natsu said.

"Natsu you go help the others, I've got a bone to pick with this guy" Ben said, Natsu was about to complain, then noticed the look on Ben's face. He nodded and headed for the Brain.

"So why don't you have some POISON DRAGON SCALES" Cobra said before throwing multiple scale shaped projectiles at Ben. The alien opened his mouth and ate all the projectiles. "Not bad but take this" he said as Eatle's horn grew from his head and shot a laser at the dragon snake.

"Now let's see you face off against the king dragon" Ben said turning back to human and transforming into his dragon slayer form. "You're a dragon slayer also, too bad your powers don't match with..." the poison spitter was cut off by two bright lights in Ben's hands.

"AN EMERALD BLAZE IN MY RIGHT HAND (a green fire forms on right hand) AND A RUBY BLAZE IN MY LEFT (red fire forms on right hand), PUT EM TOGETHER AND YOU GET, OMNI DRAGON RUBY EMERALD BRILLIANT FLAME BLADE!!!!" Ben then sends out waves of red and green fire at the poison dragon slayer.

The snake tried to dodge it by flying over the fire. But it's left exposed to attack, "HERE GOES EMERALD FLAME DRAGON HYDRA ATTACK!!!" Ben's emerald fire turns into tendrils and forms into the shape of dragon heads.

The dragon heads head straight for Cobra and makes successful hits. "Ow why yo, POISON DRAGON ROOOAAAR!!" He shoots Ben with another cloud of poison.

However the king dragon seems to have disappeared. "Hey where'd you go?" The poison dragon slayer said, he then heard what sounded like a spark.

His snake flew up and a torrent of emerald energy was blasted from behind him. "Like you're gonna escape my wrath that way, OMNI DRAGON" Ben said as two green energies formed on his hands.

They extended into multiple tendrils "BAAAAAARRRAAAAAAAGGEEE!!!" Ben then threw his fist towards the dragon snake. This ended up launching his fire tendrils at them as well, "I CAN HANDLE IF YOU HURT ME" Ben said as all the tendrils hit the poison dragon.

"I CAN TAKE IT IF YOU INSULT ME!!!" He said throwing his right tendrils this time. "BUT IF YOU HURT MY FRIENDS, THEN YOU HAVE TO MESS WITH ME!!!" He then retracted his tendrils and transformed out of his dragon slayer form.

"AND NO ONE, AND I MEAN NO ONE" he turned into Omni. "HURTS..." Ben then turned his arms and legs into Ultimate Echo Echo's. "MY..." he threw small speaker like disks at the poison dragon slayer that multiplied and surrounded him.

"EEERRRRRZZZZAAAAAAAA!!!!!" Ben then charged up, "LETS SEE IF YOU CAN TAKE THIS, SONIC DOOOOOOOOOOOOMMM!!!!!!!!!!!" His disks let out an extremely powerful sonic blast.

Trapping Cobra and his dragon inside a prison of sonic waves. "I REMEMBER YOU HAVE ENHANCED HEARING, WELL CAN YOU HEAR THIS!!?" Ben said.

Inside the poison dragon slayer was caressing his head in pain from the noise. Ben then increased the volume and yelled, "RRRRAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAWWWWW".

(A/N: you know how Natsu defeated the poison dragon slayer with the sheer power of his dragon slayer roar and an image of Igneel appeared? What's happening with Ben is similar, but instead of a dragon it's all his aliens and predators, even the Ultimates.)

Any one who was in the city heard Ben's sonic boom. "Is that somebody screaming?" Gray asked, "sounds in human". "Please don't be a giant monster!" Lucy squealed in fear.

Ben finally ceased his sound attack and Cobra fell to the ground screaming "'MY EARS!!!!" He was out of it after he hit the ground.

Natsu and Happy met up with him, "looks like you took him out" the true Dragon slayer said. "Yeah he handled it better than you did" Happy said, "WHAT'D YOU SAY FUR BALL!!!" Natsu yelled indignantly.

Ben flew down to the downed dragon slayer. He nearly did what he nearly did to Kevin and kill him with a sonic. Then stopped remembering the terror on Gwen's eyes when he almost did him in and commanded his disk back.

Brain ended up landing next to them, Ben did hesitate to turn Omni's left arm into Ultimate Swampfire's. Cobra rose up and attempted to Claw at Ben, "you should've killed me when you had the chance" he said as his hand started emanating red poison.

"It's time for this generation to take its place" he said before green energy hit his back. Ben looked towards the source to see that Brain had hit Cobra.

"What... why..." he said clenching his fist, "WHY WOULD YOU KILL YOUR OWN TEAM MATE!!" He shouted angrily. "Cobra, you may have performed extraordinarily well, but it's time for you to rest" the dark mage said.

Ben used telepathy to hear his thoughts, as was Cobra doing the same thing. "What good is a false dragon slayer to me? Hm hm, especially one that was defeated by one of the official guilds, and their king dragon no less. Pathetic" Brain thought.

"I'm sorry did you hear that?" He said sarcastically and laughing right after. Ben then heard inside Cobra's mind, "all I ever wanted, my one true prayer, was to hear the voice, of my true friend" he said remembering his childhood when he spent time with his pet snake.

"Cerbelious" he softly called reaching for his snake who was by him. Then he fell, Ben had a mortified look on his face. 'How could someone, who did so much bad, have... such an innocent desire?' He asked himself.

"He's gone" Natsu said after landing, "how could you do that to him?" He asked. "He was your friend", "with the power I have now I will obtain friends who will better serve me" Brain said.

"Nirvana will make it so", Ben shook in rage, seeing a man kill someone else just because he didn't satisfy him. "Monster" he silently said, Brain heard what he happened to pick up.

"What was that?" He asked, "Monster" Ben spoke up. He then turned his arms into Ghost freaks, (Zy scare version, purple clawed ones).

"You don't make friends by power or intimidation" Natsu said. "All you get are puppets", "and you just threw away a life that could've been redeemed" Ben added readying his ectonurian claws.

"You two should't fuss" Brain said, "your powers are what I admire the most, it would do me good to have friends like you". Ben's eyes turned narrow and became one with cracks running throughout his body.

"Or to use your terminology to have you as my puppets" the dark mage added. Nirvana which was the city itself's legs grew back and it walked again. Then Natsu got sick, "help" he pleaded.

Jura, Lucy and Gray arrived, Ben still showing his ghost freak face pulled Natsu away before Brain could do anything. "So you refuse, no matter once the darkness consumes your hearts it'll be fortified" he said.

"What do you hope to gain from this?" Jura asked, "the world on its head, in the blink of an eye this guild of light will be consumed in darkness" Brain explained. "Oh things we should see, what splendid horrors await us", "we won't let you do that to them" Lucy said.

"You're not gonna get away with this scum bag" Gray added. Jura spoke up glowing with golden yellow aura. "You still haven't told me" he said, "what do you hope to gain?".

Brain laughed maniacally, "I don't have to answer to you, I hold the reigns of light and darkness" he said. "Kneel before me and ask for one thing, your mercy".

Ben then charged at Brain, "I'M GONNA KILL YOU!!!" He roared baring his claws. He slashed at the dark mage, "YOU'RE A MONSTER!!! EVEN MORE THAN DAIGON, EVEN MORE THAN VILGAX, MORE THAN MALWARE, MORE THAN ANYTHING I'VE EVER FACED IN MY ENTIRE LIFE!!!" He said still slashing.

"NOW I SHALL SHOW YOU WHAT HAPPENS WHEN YOU UNLEASH THE WRATH OF BEN TENNYSON!!!" Ben then phased through the ground and launching up slashing him.

"whoa, what's gotten into Ben?" Lucy asked frightened, "see the darkness has already consumed your friend here" Brain said covering his gash. "LETS SEE HOW YOU LIKE IT, HAVING YOUR LAAT BREATH TAKEN" Ben said landing a claw at his back.

"Young Tennyson stand down" Jura ordered, this however made Ben angry. "What did you say? You think I shall succumb to your orders lowly human!!?" Ben then charged his own team.

"That's it, let the darkness consume your heart" Brain said, Ben was heading towards Lucy. "No Ben wait, stop, remember who you are. The hero who saved the universe" she pleaded with the currently monstrous hero.

"And not just your old one, all others to. Your the sweetest guy I ever met, the strongest man I ever come to know. You never let the darkness in your heart control you, if there is any" she kept talking. Ben started to clutch his head, fighting between his darkness and his light.

"No don't listen to her, you know which to give in to" Brain said. "Ben remember, the summer you found the Omnitrix, the battles you fought and won over evil. The lives you loved, the friends you made" Ben started to scream in pain as his inner battle was going on.

"Ben remember the promise you made to Erza, you promised to stay by her side. Remember who you are!!!" Lucy yelled, at that moment, Ben started flashbacking.

He saw all the good, all the bad, his adventures from both his old world and his new world. The battles he fought, won, lost, and learned from. The loves he had and lost, and the experiences he shared with all of them.

And the girl he promised to spend the rest of his life with, even though there are other Ben's in other universes, he was one Ben different from the rest. If they could stand up to the darkness inside them, then so can he.

"Hey what are you doing destroy them" Brain yelled, Ben turned around and floated towards him. "That's it, I may be killed, but the most powerful being will do my bidding" he said. Ben stood in front of him, then transformed himself back to human.

"Huh?" Brain squeaked before Ben cocked back his fist and turned it into a hybrid of Armadrillo's, four arm's, Humungosaur's and Rath's. "I will never give into the darkness, whether it's your influence, OR MY OWN!!" He then punched Brain so hard it shot him into a building.

"Your strong eh? Well take this then" he blasted a dark magic blast towards Ben then a rock wall formed in front of him.

The shapeshifter looked back to see Jura manipulating the stone around them. "Maybe instead of a spar we could fight together?" He asked, Ben smirked then nodded. He turned into Omni and hopped to him with Crashhopper's legs.

Brian blasted them again, this time Ben shot diamond shards at the ground and grew them to the size of Jura's stone pillars. Brain took his advantage and sped behind them. "Over there!" Lucy said, "Look out he's right being you" Gray said.

"Dark abrachio!" Brain sent them a green and red drill of magic energy. Jura bent his rock to block the blast and Ben reinforced it with his diamonds. The shapeshifter jumped out of the way and hovered in the air with Stinkfly's wings.

Brain blasted Jura with another of those drill attacks, the wizard saint defended by creating more rock walls. When the last one gave Ben slammed his diamond fist down and created a reflective barrier that ricocheted the dark mage's blast away.

Both Gray and Lucy were surprised by this, the shapeshifter sped out of the way. Jura created more walls and Brain sent another one, when all the walls gave way Jura controlled the shattered rocks to launch towards him.

Ben jumped in front of the blast and used Upchuck's powers to eat it and blast it back. The wizard Saint then used the remaining rock to trap Brain under a tower of them. Ben used the combined heat of Heatblast, Swampfire and NRG to melt it all.

Then hardened it by cooling it with Wayer Hazard's hydro cannon. Jura then casted another spell, "SUPREME KING ROCK CRUSH" two hands ten projected from the ground and slammed the prison.

This ended up defeating him, "is it just me but does it look like one of the lines on his face disappeared?" He asked. "Gray it sounds more like you're trying to scare me, and it's actually working" Lucy said trembling. At the moment Wendy came running up to them, "hey look it's Wendy" Lucy said.

"Guys I think we're in trouble" the sky dragon slayer said worriedly, "this city is heading straight for my guild for some reason" she's said. Hearing this Ben decided to check it out, growing Jetray's wings he flew above the city.

However a voice echoed in his head, it was Hot eye,whose real name was Richard. He said that Midnight now has control of Nirvana. And he's headed straight for Caitshelter.

Richard also said that if they take him down the whole thing will stop in its tracks, fortunately he revealed his location, right underneath the city's throne room.

Ben decided to take this fight, he owed this much for almost succumbing to the dark side. Then he found the source it wasn't Hot eye, it was Brain with the last remaining power.

Almost becoming a pawn in his plan, The alien multiplied and spread out to find Midnight. To his ice he spotted Erza and Jella fighting him, the blue haired mage shot him several golden tendrils. Unfortunately it took a lot of his energy away and the now awake Midnight didn't have a single scratch on him.

After one strike from him Jella was down and out. Midnight turned his attention Erza, she was trembling in fear. Ben intervened in their battle to protect her, Midnight saw him and managed to deflect him.

"Looks like its light up for you" he said getting back up and multiplying by fifty. Midnight then threw a wave towards Erza and imprisoned her in metallic bandages. "What is this" she said, all the Omni's saw what Happened.

"LET HER GO" both they and Jella said. Erza then started to re quip, out of her hearts kurez and into her heavens wheel. "Now I get it, you use reflector magic" she said, "that's right, not only can it defend me but it can also allow me to bend and manipulate it" he said.

"Every opponent has their flaws" Erza said, "you're no different" Ben finished leaping to her side. "We will be your end" they said charging him. He smirked, Ben pushed Erza back to take long ranged attacks while he took close range attacks.

She threw her swords at him and he deflected them back. Ben got in the way and used Gravattack's and Loadstar's powers to catch the swords. He used the same move on her again trapping Erza in her armor. "NO ERZA!!" Ben screamed.

"You're going to release Erza right now" he said, "why should I..." he was cut off by Omni as his eyes glowed menacingly. "I said release her now!" He went intangible and phased into his body.

"What... but... how? I can reflect any atta... aaahh... ahah" he screamed signifying Ben using Ghostfreak's powers to take control. "Sorry punk but you can only reflect physical attacks" the alien voice said from his mouth.

"Now RELEASE ERZA!!!" He commanded the reflector mage.  The body reluctantly did as commanded and she was free. "Whew thanks Ben" she said, "now stop Nirvana" Omni ordered, "never" Midnight said.

"Suit yourself" Midnight then started punching himself in the face, "what are you doing" he cried. "What's wrong never experienced pain before" Ben asked, he then made Midnight use his own magic on himself and trapped him.

"Erza now attack I'll leave before your swords hit" Ben said, "what!?". Erza threw he swords at him and they all struck with full force. "How... how could... this... happen" he said.

"And just so you don't do anything funny" Ben then stuck Feedback's antennas into him and drained him of his magic. He only left enough to stay alive, "now let's get moving" he said. Then noticed that both Erza and Jella were trembling in fear.

Ben used Pesky Dusts powers to see in their minds and saw that they were facing and reliving their worst fears. Erza was forced to watch Simon's dead body along with Sho's. And Jella was facing off a demon, Ben called out to Erza saying it was an illusion.

"No it's one I can handle" she said, Ben was about to counter when he saw the look in her eyes. He saw what she meant and complied then flew to the others.

When he got there, ridiculous as it sounds they were getting their butts handed to them by Brain's staff. "Uh I'm not even going to ask" he said as Natsu grabbed a hold of his handle.

"Got yah" he said. The stupid thing then hit Gray and then Natsu in the head. The staff then looked at Lucy when the two dunderheads were fighting with each other.

"Oh man why do I get the creepy stairs?" She said, "better watch out your ego's showing" Happy teased. Other than Lucy's angered reaction Ben quickly turned around to check his zipper.

"And here I thought I saw a woman, the only thing here is a little girl" the staff said. "Uh oh" Ben said moving away from the cursed object. Lucy got really mad and well, you can guess what happened.

But Natsu and Gray saw the opportunity to attack but were both whacked by the stick and zapped with lightning. "Oh boy" Ben said as he absorbed the lightning with Feedback's arms.

"Ha poor babies, you've got a lot to learn if you want to beat me" the staff said. "Doesn't matter how young you are, you can go flouncing around that" he then said something possibly vulgar so I ain't typing that.

"Sound like someone's got age issues" Lucy said, "it's like a reverse Hex" Ben commented remembering when Hex tried to drink from the fountain of youth.

The staff then screamed in terror, bringing the shapeshifter out of his musings. "Oh no, the six demons have been defeated, the great one is coming" it whimpered. "What're you talking about" Gray asked, "wait now who's coming?" Lucy said in slight fear.

"I bet whoever this great one is won't be great for us" Happy said. "Who's he talking bout?" Gray asked, "juicy" Happy said looking at Lucy's legs, "ITS SWEAT YOU DOPE!!" She retorted.

"It's Brain" the skull said, "what" "bruiser already put that creep underground" Natsu said. "I'm aware of that" the staff said.

"But what you don't know is that inside him" he paused. Ben had a concerned look on his face, "you've seen the outer one. Brain, the calm melvid seeking persona at the surface. But there is a hidden face craves only for destruction" it said.

"They call him, Zero" the mood went silent. "Brain was bad enough for me" Lucy said, "Zero's worse" Happy trembled.

The skull spoke up again, "he posses incredible power, barer of an unquenchable thirst for destruction, but Brain was able to seal him away with six magical keys" it continued.

"Those keys must've been the Oracion seis" Gray said, "and we took 'em all out damn it, we un knowingly eliminated the keys to keeping one of the most powerful evils locked away" Ben said.

"Bound together using body link magic, and once those six demons fall Zero will once again roam the land, annihilating everything within his fortune that stands in his path" the staff added.

"That's sounds like a challenge to me" Natsu said clenching his fist. All of a sudden something bursts through the wall. The staff trembled more and more then starts bowing.

"Ah master Zero, I humbly welcome your return" it said. "Master Zero?" Lucy said, Ben gritted his teeth knowing the pain this guy could dish out could be worse than anything he's faced in this world.

"Things have taken an interesting turn haven't they clotoa?" Zero said. "Even Midnight fell in battle", "please sir I beg you to grant me forgiveness" the staff pleaded.

"You misunderstand me" Zero said, "on the contrary it's been far to long, this feeling I have, this power, I've longed for it".

Red electricity sparked from his fist, "it's time to begin that task for which I was summoned" he said taking off his cloak, "yes sir".

A military uniform then formed on him, "you scum, you've done an admiral job in destroying my guild" Zero said. "But as its master, I am bound by my obligation to take my revenge" Ben then grabbed Lucy and Happy, then quickly dashed out keeping them out of harms way.

"That's the true master of the Oracion seis?" Lucy squealed, "looks like it" Omni said stopping at the far end of the city. "Stay here, and stay safe", Ben then rushed back to Natsu and Gray.

He saw Zero launch an onslaught of dark power towards Juro who was down, Gray managed to block it long enough. Ben took a chance and pulled Jura out of harms way with Wildvine's powers. He thrusted said sentient plant's fist into the ground and it bursted under the wizard Saint.

His vines wrapped around Juro and he pulled under and out. "Ow" he managed to say waking up a little. "Sorry bud, better safe than sorry" Ben said flying at a safe distance above the castle.

An explosion destroyed the structure, Natsu and Gray were both lying down, out cold. Ben's eyes widened, he recognized this from an event that occurred not to long ago. "No.. NO NO NO NO NO NO NO NOOOOOOOOOO" he screamed sweeping the two from Zero's reach and placed them next to Jura.

"It looks like you've got more power than you're letting on" Zero said a few meters from them. Ben wanted to get them as farther away as possible, so he carried the three away.

After meeting up with Lucy he grew to Humungosaur size and found the rest then put them at Cait Shelter. "Stay here, keep the people safe" he ordered, while Zero was busy laughing at his return he was unaware of Ben sneaking from below the city.

"I know this is risky, but I'm not letting any more people, die" he said glowing pure emerald. "No one from Fairy tail, no one from Blue Pegasus, Nore Lamia scale or Cait Shelter".

"I'm not letting anyone get hurt never again!" Omni then grew to Way big size, "this may require a little extra boost" he said then slapped the badge on his chest.

Four prongs then stood out from his Omnitrix and his body was enveloped in green light, and he became. "ULTIMATE OMNI!!!" The hyper evolved alien roared. He then grew even bigger than Way Big, bigger then even Ultimate Way Big.

"Hey Zero" he said when the dark
Mage looked behind him. "Let's see if your Nervana can stand up to this" Ben then flew up and charged up energy which accumulated between his arms. "As if you can defeat me" Zero said launching another onslaught which actually bounced off Ultimate Omni's skin.

"IVE GOT TO GIVE THIS ALL IVE GO.. huh?" Ben noticed the Blue Pegasus air ship above them. "Ben, you've got to cut those legs" the information wizard from Blue Pegasus said. "I tried but they grew back" he said.

"Those were decoy legs, they won't grow back again" he said, Ben then smirked, "well if that's true" he then flew down and aimed his cosmic ray at the legs.

"COSMIC... CATASTROPHE!!!!!!" Ben let loose a powerful blast of cosmic energy which completely destroyed the legs.

"What? No how?" Zero said, "never underestimate a fairy tail wizard or a super hero" Ben said as he proceeded to rip the ends of the pipe legs out of their slots on the machine.

Ben picked it up straight off the ground, "this is for all the destruction caused by you in past times" he said throwing it into the air, he then heard Natsu arguing with Jella, then yelled, "Natsu, I am extremely angry with him for making Erza cry too, but now is not the time" he said flying upwards.

"WHATS HAPPENING!!!?" Zero yelled, "try this on for size" Ben said turning his duel claws into Large diamond blades. He then slashed the giant machine multiple times.

This actually destroyed the thing, however there was a matter at hand. Natsu had engaged in combat with Zero. Ben stomped back to see him and the dark guild master fighting in a clearing, "you idiot, well at least your not fighting with Jella anymore" he said before shrinking down to normal height.

"Okay Natsu, I owe you this time" Ultimate Omni said to the dragon slayer. "Owe me for what?" He asked, "I stole your fight from you, so how about now we fight him together" he said standing to Natsu's side.

The pink head grinned and they both faced Zero, Natsu then charged him with a golden fire dragon blazing sword horn, apparently Ben used Telepathy to see what Natsu went through.

He accepted Jella's help in taking down zero and the blue haired mage gave him a power boost. After ramming the guild master in the stomach Natsu threw him towards Ben.

The shapeshifter used the combined strength of all his aliens, be it big or small, strong or weak, fast or slow. He struck Zero right in the back and sent him into the ground.

He got back up and sent both of them the same attack Brain gave to Jura that broke through his stone walls. But Ben and Natsu knocked each blast back.

Zero flinched, both Natsu and Ben managed to deflect his attack. Said power houses charged him and rapidly punched him multiple times, though Natsu got hit a lot more than Ben. Zero got the dragon slayer in the face, and he retaliated by kicking him in the gut.

The dark guild master back handed Natsu only to be blasted by a golden flame dragon roar. Ben flew right above him and blasted Zero with Ultimate Way Big's Cosmic ray combined with Atomic's Fusion energy and Alien X's celestial power.

Being struck from both top and bottom, Ben decided to turn back and give Zero him his strongest dragon slayer attack. "OMNI DRAGON CATASTROPHIC RROOOOOOOOOOOOOAAAAAAAAAAAAAARRRRRRR!!!!!"

This time he joined Natsu on his side and they blasted him into the face of a mountain. "No it can't be" zero said, "dragon force".

Through his eyes, he say a golden dragon form around Natsu and am Emerald Dragon around Ben. "Looks like it's finally over" Ben said to Natsu, "yeah sure does" he replied.

However just when it seemed Zero swung drilling tendrils at them. Ben grunted that this guy won't go down, "okay that's it!" He said.

After block, dodging and enduring the pain of several of Zero's attacks Ben was fed up with this guy once and for all. He managed to bring down Natsu temporarily, but like always he got back up, "Ben, I can hear everyone's voices" he said, "yeah I hear them too, saying not to give up the fight" the shapeshifter answered going into his king dragon slayer form.

"They're what keep us going" they said, "the only reasons we're still standing". Then gold flames formed around Natsu and Emerald Flames around Ben. "Each of us are so strong" Natsu stated, "we can feel each other's strengths pulsating through us" Ben said as both he and the pink head got back up.

"If there was some way to harness the power of your dragon forces for myself" Zero said making a dark swirl. "Unfortunately that's not possible, since I have no use for you I shall unleash my ultimate spell" he added.

"Do your worst, I've faced off against monsters stronger than you" Ben said as he burned brighter and brighter.

Natsu then dashed forward "DRAGON SLAYER SECRET ART, FLAME LOTUS EXPLODING FLAME BLADE!!" Ben then charged up his attack.

"DRAGON SLAYER SECRET ART, EMERALD RUBY DRAGON COSMIC TAKE DOWN!!!!!" They both charged.

But Zero summoned the souls of demons to devour them. As much as they tried the souls caught them trying to erase their memories. The last things that played in Ben's mind was, "BEN REMEMBER WHO YOU ARE, YOU MADE A PROMISE TO ERZA THAT YOU'D STAY BY HER SIDE" at her name... the name that drove him.

The very name... it made him grow stronger at the very mention. "ERZA..." Ben powered through the souls and even Natsu managed to. "RRRAAAAAWWW" the pinkette roared.

"ERZA... ERZA!!! ERZA!!! ERZA!!!!! EEEERRRRRZZZZAAAAAAAAAA!!!" Ben was determined to return to her, no matter what the obstacle was. Even with these souls holding him back he broke through full force.

A loud boom later and both of them powered out of the void, "what how is this possible that you escaped the void?" Zero said utterly shocked.

The souls were being burnt by each of their dragon energy. "Those flames, my magic is being burnt away".

Natsu and Ben roared, though Ben roared another time and shouted, "I MADE A PROMISE TO STAY BY HER SIDE!!! NO MATTER WHO TRIES TO STOP ME... NO MATTER WHATS IN MY WAY!!! I WON'T STOP UNTIL I SEE HER... SO OUT OF MY WWAAAAAAAAAAAAAAYAYYYYYYY!!!!!!!!!!!!!!!!!!!!!!!!".

Natsu shot the first blow to his face "I'M DONE PLAYING GAMES ON YOU PAL!" Natsu said. Ben then Struck him with his King Dragon tail and sent him spiraling.

"DRAGON SLAYER SECRET ART FIRE FORGE, FLAME LOTUS BEATING STORM!!!" Ben joined in, "RRRRRRAAAAAAAAAAAAAAAWWWWWWWW DRAGON SLAYER SECRET ART, FORGE OF CREATION, EMERALD RUBY BIG BANG SUPER NOVA MEEETTTEEEEOOOORRR HOOOOOOOOOOOOOOOOOORRRRRRRRRRRRRRNNNN!!" Both charged at Zero with unrelenting strength with no chance at stopping.

After that single blow, Zero was knocked into the far reaches of space. Where he can't hurt anyone ever again, or at least his soul was. The body instantly fell back to earth.

An hour later the rest of the allied forces guilds were looking for both Ben and Natsu, "Ben!!" Erza called out. She had little luck finding him, that was until she punched a tree and he fell on top of her.

"Ow" he groaned, she got up and checked to see if he was alright. "Oh Ben thank Mavis, please tell me you're okay?" She cried. Ben opened his eyes, all he currently saw was a blurry image.

When they finally opened, what he saw really woke him up. It was the face of a beautiful girl, but not any girl. The girl he had fallen in love with since he got to this world. His new drive to win, his everlasting scarlet fire. "Erza" he said weakly, after hearing him speak she was reassured he was okay.

The hug was enough to actually make him feel better. "Erza, I nearly fell to his spell, but one thing played in my mind... one thing that made me push forward" he said.

She helped him up, "what was it?" She asked. Ben looked at her with the most warmest smile she ever saw, "the thing was a name, and it was" he paused then pulled her face close. "Erza" he then kissed her, that night both swore they were in heaven.

Being in each other's arms, and lips, was all that it took. They later walked to the rest of the guilds, "man that was rough" Ben said. "On a scale to one to ten, one being Fighting Natsu, Ten being Tower of Heaven" Erza asked.

"Eleven" Ben replied, she giggled at him, they finally made it to the others. Natsu was found walking and was greeted by his guild mates. Wendy then high fived him, "hey guys" Ben called out. They all looked to him, however Natsu was the first to charge at him and knock the wind out of him.

"Oh man dude that was awesome am I right?" He asked, Erza then picked him up and threw him off. "Natsu don't crush my boyfriend" she yelled helping said teen up. "Thanks" he said groggily before feeling something smaller run into him.

He looked down to see Wendy, hugging him tightly. "I'm so glad you're okay" she said, smiling and tearing. Ben looked at her then smiled, "I'm glad you're okay" he said hugging back.

Inwardly, in gratitude for his dragon slayer powers saving him. He inwardly said, 'my daughter', and Wendy also said something inwardly, 'father".