Archive of Our Own ^beta

Chapter Text

Aliens, cryptids, mutants, paparazzi and crazy fans. After another busy week Ben finally got himself some time for himself, time to be just a boy.

With the day free, Ben was excited to spend time with his parents who he hadn't been able to talk to in a week. Unfortunately, they'd already packed their luggage for a trip to the beach with his cousins' parents, Gwen and Lucy's.

"But dad, you promised we'd go to the carnival together." said Ben with disappointment in his voice.

"Ben, you have to understand that this is a rare opportunity. Me, your mother, your uncle Frank and Lucy's parents are all busy people and our schedules finally fit together. If we pass this up now, who knows when we'll be able to all meet again." he responded with a calm smile, putting a hand on the boy's shoulder.

After a few seconds of silence Ben raised his head. "Ok." he said meekly. "I'm fourteen now, I'm old enough to go there alone and face the clowns."

"Yes, you are. You saved the world and the universe. Some clowns can't frighten you. And besides, you can go along with Gwen and Lucy, or that Billions kid, or call... Azzz... what's his name again?"

"Azmuth. Yeah, I guess I can call him if I need something." he concluded with no enthusiasm.

"I'm glad to hear it, son. Azmuth's wisdom is sticking on you. You're becoming a man and learning about empathy." Carl patronized him.

Inside the Tennyson Estate, Ben, Gwen and Lucy all saw themselves low on energy after being abandoned by their parents and having eaten all the chocolate. They gathered inside Ben's blue and gold bedroom.

Lucy trained her shapeshifting in front of the full length mirror by trying to imitate people on a magazine.

Gwen read fanfiction on her cellphone, quietly sat in a chair at a corner, away from prying eyes.

Ben lied in bed, crestfallen. He played with the Hero Watch's dial casually. His mind dwelled on his parents.

Suddenly the Hero Watch produced the familiar sound, even if he did not press it. Stranger still was the sudden automatic spinning of the dial and the device browsing through alien transformations by itself, showing sillhouttes never before seen.

The watch started to glow blue, breaking Ben out of monotony.

"Oooh, finally something. Just hope I haven't busted this thing again."

"Try Windy-Hindying it back to normal" Lucy cheefully suggested, she wore the face of Kevin from Mr. Gyro.

And a flash of blue light later Windy-Hindy, the Chronosapien, was lying in Ben's bed, much to the surprise of all.

"Y-you didn't even touch the watch." Gwen sheepishly commented.

"Did I do this?" Lucy said to herself. "Handyman!" she shouted but nothing happened. "Techno-Bubble! Big Bug!" again nothing. And Lucy pouted in dissapointment.

Another flash and Electricyeti appeared. "Ohohoho, this is so cool. I think I unlocked some sort of master control!" he exclaimed.

And for the following minute a myriad of aliens materialized and disappeared with but a thought of the Hero Watch's user.

"Stop, dweeb. You're gonna give us an epilepsy." Gwen said, covering her eyes from the constant blue flashing.

Back in human form Ben scrolled through the newly expanded transformation list. Marveling at the never before seen sillhouttes of all shapes and sizes until one in particular drew his attention: a humanoid with fins on its head and a prominent square chin.

He had to try that one.

With enthusiasm he slapped the watch and immediately felt a surge of energy, different from the usual. It was something else, even if instant as the rest.

"What!? Ben's a Celestialsapien!? How!?" asked the recently arrived Azmuth. "Every day is another problem! My teleportation machine will break at this rate and my atoms will spread all over the cosmos!"

Gwen tried to explain to the little old Galvan what happened and that Lucy and her were equally confused. The Hero Watch's creator sighed and jerked his head, his anger apparent, teeth visible.

With Lucy's help Azmuth got to the Omnitrix icon on the Celestialsapien's right shoulder and tapped it to no avail. He tried again, with more anger and strength. Alas, nothing.

Azmuth dropped to the floor, stroked his mustache, trying to remember the code to reset the device.

"Aha!" he exclaimed, anger momentarily gone. "Omnitrix reset code 23..." and after reciting the entire code anger once again arose as Azmuth witnessed his voice command ignored, disobeyed by Bellicus and Serena's higher authority over the device, even if unconscious.

Back on Earth, Azmuth had a Galvanic Mechamorph teleported to Ben's room in an attempt to tamper with and reset the Omnitrix. Futile it was, the device had failsafes against pretty much everything and the Mechamorph ended up electrocuted and unconscious.

And before Azmuth could try another solution a flash of blue light brought back Ben 23, a smile decorated his face.

"Ben! Finally" Gwen exclaimed right before giving him a big hug. "I was so worried. I thought I was gonna lose you." she desperately uttered. "Your transformations never lasted this long."

"Me too." said Lucy while she muddled her way to his arms.

Azmuth waited for the moment of intimacy to pass before asking the hero what happened, how he turned into a Celestialsapien and if he changed the universe in any way.

"I was messing with the watch as usual and saw a new sillhoutte, as usual." he answered, not wanting to talk about master control. "I slapped the watch and turned into Space Chad and talked with two big blue faces in space for a long time until they got fed up with me and we all agreed to detransform me. That's all I did. Swear."

Azmuth squinted his eyes in suspicion but let it go, for the time. And with a goodbye and word of advice against the use of "Space Chad" he blinked away, the Mechamorph on the ground and regaining consciousness disappeared a second after.

Ben whewed and moved his hands from Gwen's upper back down to her waist. He felt a sudden wave of heat in his chest.

For a moment the cousins stared at one another in silence, blushing. Slowly their faces approached, tilted to the right, eyes closed, lips touched.

Just a smooch, followed by another and another. After one more quick smooch they got the hang of it and a real, delicious, long kiss was produced.

Ben's hands palped Gwen's waist while her hands touched his back.

The kiss was broken by Ben feeling another pair of hands wrapping around him. He looked behind and saw Lucy smiling at him, approaching more and letting her human-like breasts touch his back.

"Can I have kiss too?" she asked with puppy eyes.

It worked.

IT WORKED!!!

A couple of hours of making out and declaring undying love for another, the trio of teenagers could no longer hold it inside their underwear. Ben had to stick his intensively leaking penis inside of the girls, just as they necessitated to have a good dick inside their soaked vaginas.

They needed to make love.

With Gwen laying down, back on the blue blanket of the bed, hair set loose and body red as a tomato, producing unstopping sweat, Ben's hands slowly moved from her thin waist up her torso, feeling her ribs before making a stop at her developing breasts.

Groped and massaged they tenderly were. He was hypnotized.

Again Ben's concentration was broken by Lucy coming from behind, this time by her cold, moist and muddy touch on his privates. Her hand turned into the purple formless limb of a Lenopan briefly played with his asshole while making its way to his balls, gripping them and caressing.

"Your balls are so warm." she whispered on his ear. "I want them to warm my mouth."

That was hot. Despite the cold touch of Lenopan sludge and breath, Lucy's words on his ear more than made up for them, arousing his dick and temperature.

Back moved his hands up on Gwen, Ben's cock could not stop leaking, drops of precum dropping on her crotch and labia while a hand of hers spread them and played with her erect clitoris.

Meanwhile Lucy stroked Ben's penis while her cold Lenopan breath caused tingles on his neck. She playfully bit an ear prior to licking it and whispering incomprehensible but very sexy sounding words in her native tongue. Her soft breasts still touched the boy's bare back, with the left hand caressing his belly. She took joy in dancing her fingers in circles while his stomach contracted at the touch, something she found adorable.

The human cousins kissed slowly and passionately.

Ben asked if Gwen was ready, a nod was her response.

And so he stuck his rock-hard penis inside of her, it slid in with no friction at all thanks to so much liquid coming out of their privates.

Imediately Ben felt like coming. He stopped moving and held his breath, with eyes shut he tried to think of naked Vilgax among other unpleasant things. It worked for mere seconds as Lucy's continuous teasing and Gwen's soft hands caressing his arms were too much.

With a moan very pleasing to hear Ben shot out his load inside of his cousin and lover as his hips quivered on their own. His head felt light.

Since there was no stopping it, Ben embraced fully his body's will and tightly gripped Gwen's tiny waist to now consciously pound her with her legs wrapped around him. Even as his balls were drained he kept going, rejoicing in the moment and paying to mind to anything else.

Gwen's panting and Lucy's whispers provoked louder, oscillating moans out of him.

Lucy's cold mud and Gwen's hot flesh were such a wonderful contrast, together touching Ben's body the marvelous sensation was like heaven.

Out of steam, Ben pleaded for Lucy to let go of him so he could lie down. Against his wishes she kept pushing his body with her own, forcing him to keep banging Gwen with a tired, soft penis.

"Uuuaagghh... Please Lucy, stop... ughh." he implored, tried to get out but her malleable form constricted him.

And so with but a thought Gwen and Lucy no longer had a Ben 23 between them, but a Teeny-Weeny flying in the air.

The Nanomite moved out of Lucy's grasp to return to human form on the bed, free and able to rest.

With the boy out of the way and Gwen still panting, hot and leaking semen as well as her own liquid frantically, Lucy saw the perfect opportunity to try out something new.

With a wicked grin she got on top of Gwen, her mud-like arms and legs pinned her wrists and thighs on the bed.

"L-Lucy." Gwen stuttered. "W-what a-are you doing?"

"I wanna do it with you, cousin. Because I love you as much as Ben, and this time I'm not 'psyching' you." she answered before reaching for kiss.

"Oh man, that's hot." Ben commented, taking pleasure in watching.

After the break of the kiss Gwen panted harder, she needed to make love to Lucy. But her eyes opened very wide as fright momentarily seeped in, for the sight of what grew on Lucy's crotch scared her.

The Lenopan produced a mighty purple phallus, its thick tip feeling cold on Gwen's pussy lips.

"Stop. Stop!" Gwen shouted, squirming, overcome with terror. "Enough, Lucy. I... I can't do this."

"But you didn't come yet." Lucy said with a frown.

But Gwen did not mind. The anxiety was far greater than the desire to orgasm. And as much she hated to admit, she felt squicky at the thought of having a Lenopan inside of her, fear.

After being let go of, Gwen walked up to the shower, needing some time alone to get cleaned up and calm down.

"Do you think she will be into it one day?" Lucy asked Ben, both sat in bed.

"Yep. She needs time, but I promise you one day you're gonna bang her, Lucy. But until then..." he smugly answered, hand approaching to touch hers.

The two teenagers kissed one another... and another makeout session ensued.

Chapter Text

Two weeks had passed since that unforgettable day with his cousins. He thought of them every waking moment since, even in his dreams Gwen and Lucy were present.

Alas, Ben had not been able to have more alone time with them since. Always busy he was, superheroing, studying, being a celebrity. Not that his cousins did not have their own unfair share of obligations and commitments too.

With his parents back and the carnival still in town Ben thought maybe they could still go there as a family. Sandra and Carl, though, were much too busy for that. Dating at fancy restaurants, going boating, signing contracts, selling their child's image and meeting fellow socialites left them exhausted and unable to have some time with their son.

"Sweetie, mommy is very busy. I have to meet the people from the network today." Sandra told her son. "You don't want your tv show to get cancelled, right? Mommy is thinking about your future here. Life's not all fun and games, Ben."

"Ok." he responded with no emotion. "Can you at least drive me home?"

"Haha. Sweetie, I'm sure Speedoquack can get home much faster than my car. Besides, my meeting is the opposite way."

"It's Speedyquick."

"Really? I think 'quack' would be better. Fits with the beak and feathers."

"But he doesn't have-"

"Oh say the line for the fans, sweetie!" Sandra cut him out as she posed for a photo. "Come on, Ben."

And a sigh later Ben posed for a photo with his mother and a fan, and said his catchphrase. "It's Gyro time!"

Another day, another fight, another meeting with fans and men in business suits.

He was tired. Tired of fame and fighting. He just wanted to have a good relationship with his parents, the people who gave him the least attention and of whom he wanted it most.

Lying in bed, mindlessly scrolling on social media for who knows how long, he was not keeping track of time, is when the idea popped up. After dropping the phone flat on his face Ben had the idea of dropping thoughts on his parents' minds.

He quickly got up with a jump and excitement. Turned into Nighty Knight and flew to his parents' bedroom.

There the hero waited, it was nearly bedtime for them, so no more than an hour of waiting, he could even spend the time to test how long master control allowed him to stay in alien form. Hopefully indefinitely.

Inside of a box in a wardrobe he rested until unwillingly falling asleep before his parents came into the room.

Some time later, though, Nighty Knight slowly opened his eyes and woke up. After stretching worry overcame him as he feared having overslept and missed the right time.

Out of the wardrobe he sighed in relief, it was still the middle of the night. The sun was down, moon was up and his parents slept soundly.

After thinking of dreams to induce on his parents the Nemuina purred and dropped his dream dust on them, giving mommy dreams of baking cake with Ben and daddy dreams of playing soccer with his son.

Now to hope that to be enough.

Back to human form Ben gulped and breathed, very slowly.

With the pace of a slug he pulled the part of the blanket covering his mother's torso. She was wearing purple and gold lingerie, it accentuated her big boobs.

For a few seconds Ben stared at them. Even covered he could tell they were the bee's knees. But he was not there to look at his mother's cleavage, he could already do that during the day.

After a bit mentally preparing Ben mustered up the courage to pull down the bra and reveal the most beautiful tits he had seen. More developed and more tantalizing than his cousins'.

Open palms landed on the two puppies and rock-hard erection instantly was formed in his pants. Then his fingers bent to grip Sandra's breasts.

Ben took his hands out as soon as he heard his mother make a sound. He waited and nothing more.

Another attempt was made and another sound came out.

Was this pleasure? Perhaps he should give her another, heavier dose of sleeping dust.

But just in time Plumber badge Ben had forgotten in his back pocket started to glow. The Plumbers called for him.

WIth a displeased look he attended the call and whose face he saw was Tetrax Shard's.

[Ben Tennyson. Your presence is requested here in the Phillipines.] he said with a serious expression.

"What? Phillipines? Now? I can't. I'm... busy."

[Hmm. I can investigate this myself.] Tetrax said to himself, stroking his crystal beard. [Alright. But you may still help remotely. Do you know any Pyronites?]

"Uhmm... no."

[Petrosapiens?]

"Besides you and that one priest in that church in Overtown, no."

[Lepidopterrans?] he asked, but given Ben's look of empuzzlement added more. [Big Bug's species, boy.]

"Oh. No. W-why are you asking me these questions? What happened in Philadelphia?"

[Phillipines. A military base in Central Luzon was attacked and something was taken. We're still investigating but the Phillipino military is obstructing and covering up, it's obvious they had illegal alien technology.]

"And why do they have it? Is Phillipines at war?"

[Not currently. They are not the only government on Earth to secretly appropriate extraterrestrial technology. Area 51 in your country has for decades been rumored to be housing tech salvaged from fallen ships and experimenting on aliens, but of course, we have no way to prove it. What we can prove is that the people who attacked the base at Central Luzon used tech level 4 explosives and there's substantial evidence to conclude it's not their first time.]

"And who are they?"

[We don't know. All we know from the evidence is that they must be a Pyronite, Petrosapien, Lepidopterran, Vulpimancer, Aerophibian, Cerebrocrustacean and a few more than have yet to be concluded. This gang has been pulling heists like this all over the galaxy. There's evidence even of action in the Null Void]

Ben's concetration was interrupted by his father muttering smething in his sleep.

He had to end this conversation fast.

"Look, can we continue this conversation later? I'm busy right now, personal stuff."

[Alright, boy. Just be careful and be watchful.]

Ben turned off the badge and Freeze-Ghost placed it on top of his bed in his bedroom and phased back to his parents' room.

"Knighty Night! Prrrrrrr mreow." he transformed again, ready for more naughty action.

Pouring more of his dream dust, the Nemuina gave his parents sweet dreams about simpler lives with their son.

But on second thought, his mother might enjoy dreaming of banging her son, and it could lead to waking sex with her, maybe.

Ben gave Sandra a new dream, one in which she declares incestuous love towards her son and the two make love. Carl... dreamed about having a cuck fetish. Done.

Back to Ben, he tried again to grab the wonderful breasts and no sign of his mother feeling anything.

He smiled and gave them a good squeeze. It felt so great to feel those smooth fat bags on his hands, his mother took really good care of her skin.

Speaking of which, her face was so pretty. She did not look like a forty-something year old, mid 30s at most, very unlike the alternate the mother of the Ben he met the year before. She looked more aged, more stressed out.

Right hand was taken to fair that blonde hair, felt good to stroke it. Ben got closer to Sandra's face to get a very close look.

Even before he got the Hero Watch and became world famous she was absent, so was dad. His grandfather had always been a better parent than his own biological ones. Ben guessed that is why he did not feel too bad about what he was doing.

He wanted her love and this is how he knew how to get it.

Ben kissed his sleeping mother's lips and kept going while a hand stroked her hair and another squeezed and massaged a breast. As excitement built up he got on the bed and on top of her.

He filled her face with smooches and caressed as he whispered "I love you, mom."

"I love you, dearie." she whispered too.

Whether that was directed at the dream Ben or a subconscious response to the real one he didn't know, but it did provoke his hard penis to raise itself.

Ben thought that if her words already made his dick react like that, then the inside of her mouth must feel so much better.

He crawled on top of Sandra and once there found himself distracted by her boobs again and knew he had to squeeze himself between them.

With hands pressing those motherly funbags against one another and a dick of generous size for how old it was, Ben started to thrust. And as he did his precum spread on and moistened the flesh around it.

His mother's tits were too good, too soft and smooth. Ben wanted to stay silent but it was impossible to not let out a little moaning. He knew they would not wake up, Knighty Night's power was like magic and anything short of a serious wound would be innefective, but the anxiety was nonetheless unshakable.

Speed of Ben's hips increased and the noise made by his crotch hitting his mother's big breasts became louder just as he approached climax.

Faster he wanted to go, but the position did not allow so, Ben was going as fast as he could. But Fastcat could do better, no doubt about it.

A blue flash gave light to an eager Citrakayah. Quickly and boldly he moved his hips, squeezing his barbed feline cock in between Sandra's titties.

Fastcat panted and purred. He was going fast, but not as much as he wanted. His natural instinct told him to go faster but rational thinking advised against, as it would hurt Sandra's human boobs. Citrakayah breeding was too much for humans.

Finally the time came for the boy to come and glaze his mother. Semen shot out of his penis at high speed, hitting her face and hair and as Fasycat slowed down and the cum acceleration decreased, it also whitened Sandra's neck and chest, finishing at her breasts, already bathed previously by precum and now with a new addition.

Even emptied and detransformed Ben kept banging, delighting in pleasure, drowning his now ultra sensitive dick in his liquids and the soft skin of a relative.

Once he stopped and came back to reality, Ben was left worried about when his mother would wake up, how would that be explained?

"Hmmm... perhaps..." he thought for a second and without touching the watch... "Vomit Man!"

The chubby Gourmand got up and opened his wide mouth. Four green tongues strechted out to savor Sandra's body and lick it clean of all evidence.

"Hm. Kinda tasty." said Vomit Man.

"I take back what I said." Ben correct himself, transformed back to human and with human taste buds.

After cleaning his lips with the back of his hand Ben turned back around to his mother to suckle a nipple while pinching the other. Motorboating ensued amid moans and giggles.

But that was enough. He had to be fast with the job.

By grabbing onto and squeezing his mother's boobs Ben got up from her. It was time to get into her insides, to go back from whence he came.

Sandra was turned to face the bed so Ben could admire her ass better, and by Space Chad, what an ass.

He thought Gwen's butt was becoming huge, but his mother had the most beautiful ass he had seen. Not the fattest, but the roundest. With a precise muscle to fat ratio it looked perfect. The yoga and candy really paid off.

Slowly his hands lowered to touch touch those ass cheeks.

Ben breathed in and out in the hopes of relaxing. Afterall, having his parents wake up while he is pounding his mother would be terrible.

But could be an opportunity to try out Space Chad again. Although he would rather not.

Tightly gripping his mother's asscheeks Ben moved his hands in circles. Holding her butt felt even better than her boobs.

A light slap made Sandra's ass jiggle. And with a grin he had a great idea.

"Handyman!" he shouted, although contained.

With one hand the Tetramand grabbed his mother by the waist and with another slapped her butt.

"Hihihihi. This is gonna be good."

Sandra's marvelous bottom jiggled hypnotically with each spank of Handyman's large hands. And with two of them spanking each cheek, he could not stop looking at them getting deformed and reddened.

Handyman's fourth hand stroked his veiny red cock.

"Oh man, I can't stop it. I need to do this."

With precum leaking desperately, Handyman's both upper hands firmly gripped his mom's wrists, the lower pair grabbed her waist. With a devious smile he inserted that chunky cock inside her vagina, silently moaning as it passed touched her swollen pussy lips.

"No, wait." Ben took out his penis, having had a better idea. "I wanna know what a butthole feels like."

Two fingers effortlessly stretched Sandra's anus. If it meant she did that a lot or just that Handyman was very very strong he wasn't sure, but at that moment he didn't care.

A hand stuck the penis inside and with little effort it sunk in deep.

It was show time and Ben was a star.

With a grunt he gave her ass a strong pound, giggling at how much her buttcheeks jiggled, and the sound it made when his ballsack kept hitting mom's wet, dripping labia.

While making rough love to his mother in suspended doggystyle (due to height difference), the red hands around her waist moved their way to squeeze Sandra's breasts. Ben was still not tired of them.

Despite his mother's body being much more enticing than Gwen's, Handy Man's Tetramand stamina possibilitated for him to go on for much longer without coming, something that could maybe not be as good as might sound. Fucking his mother for an hour straight would surely make her ass sore the next day, and that would be very very suspicious.

Ben had to switch back to human. After two more minutes.

Not even a minute into human form sex and Ben already had to finish.

Moaning and thrusting louder and faster he ejaculated everything left in her rectum.

Ben desired to take some time to process and enjoy the moment but the fear of his parents waking up was far too much. Vomit Man had to clean up and disappear.

His little stubby fingers spread Sandra's buttcheeks but not before massaging them, so his tongues could clean up the mess within but before cleaning the mess overflowing and delighting in the taste of mom's sweaty ass.

Ben never thought that eating ass would feel so good and maybe it doesn't, but Vomit Man loved it. His multiple tongues sliding inside, taste buds touching his mother's walls, the creampie being chugged down his throat...

Once that was done Vomit Man ran up to the balcony to vomit a ball of his usual acidic substance at a random direction.

Content with the mission accomplished, he smiled, something that faded very quickly as a carm alarm sounded in the distance. Ben looked back at the balcony with shock.

"Oh man." he whispered, mortified at another expense. The vomit hit the hood of Mr. Baumann's car on the other block.

He morphed into Ghostclops and phased through the walls back to his bed. There he took off his clothes and covered himself with a blanket, ready to sleep and next morning pretend surprise when Baumann inquires.

"TENNYSOOOON!!" was the last thing Ben heard before falling asleep, a bit frustrated due to not being able to properly enjoy his post-climax.

Chapter Text

Ben woke up rapidly opening his eyes, feeling restored after a long night of crimefighting. He smiled upon the remembrance of where he laid and giggled adorably at the sight of who laid there with him.

Beside him was cousin Lucy in her birthday suit, same as him. A blanket was all that covered them.

Ocasionally Lucy turned parts of herself or the entire body to Lenopan form. Her dreaming must be interesting and very vivid to provoke such reactions, but Ben did not feel like peeking with Knighty Night, he loved her too much for that and respected her privacy.

That night Ben 23 had to deal with a new enemy, some purple schmuck who called himself Eon, that and a british egghead with a pocket watch who teleported between them and then the two disappeared in a blue portal. It was a weird night.

With the battle not exactly won, more like gone, Freeze-Ghost flew over to the Mann's residence far away from Bellwood. His intangibility power allowed him to phase through the wall of Lucy's house and bedroom as well as her black dress, giving chills even to her low temperature body.

She let out an "eek!" and tried to kiss Freeze-Ghost on the cheek but went through him. She pouted as a show of mild annoyance at the denial of touching the alien's emaciated but still eerily beautiful body while he teased and molested her.

"I missed you." whispered Ben, letting a cold gust onto her ear and neck.

"Oohh. I missed you too, Ben."

"Psych?"

"Never."

Freeze-Ghost opened a wide smile as his long thin fingers slid down along Lucy's petite figure, lightly tapping it before grabbing her small butt. A finger leisurely passed down the buttcrack to circle around the anus before trying to thrust inside.

Unfortunately, the butthole was gone. Lucy unmorphed it. She shyly smiled as she jerked her head left and right, looking at Ben's face of surprise.

"Why?"

"I don't think I'm ready for this."

"You have nothing to worry about, Lucy. Please, you know I'll never hurt you."

And with that Lucy gave in.

Freeze-Ghost again tried to finger his cousin's ass and was met with another surprise...

"Woah. You made a dick out of your ass?!"

"Psych! Hahaha!" snort

"Oh you...!" Freeze-Ghost shouted in low volume, pretending to be angry.

And he jumped at Lucy who evaded his cold grip by turning into sludge and recomposing behind him.

Ben opted for Muck Amuck to fight fire with fire.

The two slimes chased and wrestled one another through the bedroom, ending in the Lenopan swallowing the blue Polymorph's anti-gravity projector and him having been rendered formless, a puddle on the wooden floor.

Lucy took a hand to her mouth as she giggled and snorted at Ben seeping through the cracks in the woodwork. A short lived laugh as soon she came to her senses. Her parents could not know Ben was there.

She blurted out the anti-gravity projector and placed above the Polymorph puddle, allowing him to reshape into humanoid form again. Ben thanked her and gave her a hug.

"Whew. Couldn't you have detransformed?"

"I don't know if it would work without the gravity thing, never tried. And I wanted to see what you would do."

Lucy broke the hug and gave Muck Amuck a kiss, still in purple Lenopan form.

"My love, wanna try doing making love like this?" the girl suggested, her antennae touching and caressing him sensually.

And that's how he woke up in bed with cousin Lucy. A lovely night.

Ben wanted to stay longer, the whole day with her to finish the video game they started after sex but gave up on. But duty called and it would be hard to explain if her parents found the two of them naked in bed.

So Ben kissed Lucy goodbye and Freeze-Ghost phased through the wall and back home he flew.

With the day apparently free of threats, Ben only busied himself with the movie he was starring in. Ben 23 vs the Multiverse was slated to release next year.

He co-starred with the beautiful actress Jennifer Nocturne. In the movie she played the part of the Accursed VVitch who cast a hex on Ben 23, which made it so villains from all over the infinite cosmos and beyond came to him to take the Omega Tablet sealed within his soul.

Enemies they were in the film, but outside they were very much the opposite. Jennifer and Ben grew on one another, from acquaintances to constant flirting.

It was a matter of time until one of them made a move on the other and surprisingly, the one to do it was Jennifer. Ben had been too busy with his family and groupies.

By using Necrofriggian abilities he had been managing to sneak up teenage girls to his trailer on the movie set unnoticed. With windows covered and door locked he creampied his peers as much as he wanted.

Contrary to his family, using transformations like Knighty Night or Space Chad was completely needless. Those girls drooled over him and gladly accepted getting creampied and swallowing hot alien semen.

As for Jennifer, she made the decisive move after filming of the battle between Dyno-Mighty and Hexamand Brotherhood finished. Jennifer as the Accursed VVitch guided them to evade the hero's attacks.

Still dressed as her character, in orange and black pall and exotic makeup, Jennifer handed Ben a bottle of water after having drunk from it.

As he drunk from it, Ben commented about the lipstick taste, expressed his pleasant surprise, to which Jennifer offered him a taste directly from the source.

He very much wanted to taste her lips, but with all the crew around it would be better to do so somewhere private, where there would be no risk of anyone knowing and their fling making the headlines. Both had enough attention already, they had to play smart.

Filming continued for another hour, but between Jennifer forgetting her lines, Ben laughing out loud and other actors breaking character, not much progress was made. On the upside, the stars exchanged looks the entire time, Jennifer had a pale face of heavy makeup to mask her reddening, Ben hid his blushing by shapeshifting and coming up with excuses for doing so when people asked.

Jennifer went back to her trailer and Ben to his. After about three minutes and a leak taken he was gone, a Merlinisapien replaced him, unseen he had been in the privacy of his own trailer and that way he remained as he left it.

Jennifer was sitting in front of the mirror, taking the makeup off her face. Suddenly she felt something touch her leg, cold it was.

In fright she looked down and around but nothing she found. Maybe it was one of Ben's forms, hopefully, and not a super villain.

Jennifer turned her head back to the mirror upon hearing something hit it, and at last she was able to see something.

In the image reflected she saw behind her not a pair, but a trinity of eyes, red, green and blue, all squinting. Below them was a wide, thin smile filled with sharp teeth.

A black helmet soon appeared around that visage, and a soft purple body below. At its chest sat an all too familiar blue and gold symbol.

With thirst she got up. "It's Invisilizard, right?" Jennifer seemed happy, with some confidence in her guess.

"Was." he shrugged. "But he was unpopular with fans as is usual with non-combat aliens. But my friend Billy suggested I change the name to RGBlizard." he said as he gestured to remind her of Billy's physical appeareance: short and with hair horns.

"And it worked?"

"Now I got a brand of gamer keyboards and desktops and stuff!" his smile opened up again. "For some reason I'm popular with gamers."

she examined his eyes and tail and with a some meekness asked. "...Does it hurt when you transform?"

"Nah. It's instant and painless." he grinned with open arms, ready to receive her love.

And her lips, upper one black and lower one orange, touched his lipless mouth. It did not feel particularly good. His hands were cold and moist on her face.

With distaste Jennifer looked at RGBlizard's three eyes, unsure of which one to focus on. He in turn looked bummed, having not realized until the moment that he lacks lips and feels no pleasure from kissing.

"If not kissing, what does this species do to show affection?" Jennifer asked, curious and yearning to give him some love. A hand caressed his arm.

He touched his forehead against hers, eyes closed, and gently shook left to right, letting out a loving pur.

knock knock knock

Interrupting their wonderful moment was Jennifer's agent at the door, he wanted to talk to her.

"Let him in." were RGBlizard's words as he camouflaged with the transparent air in the room.

Jennifer hesitated to tell the agent to come in, she needed a very soft push from behind to utter the words.

"Oh hi, Jen." he came into the trailer all prim "You look stunning in this." he said about her VVitch outfit. "So, I got this great opportunity..."

He talked on and one about boring business stuff that Ben was not paying attention to and Jennifer had to force herself to hear and nod.

She tried to concentrate but a set of soft fingers tickling her buttcheeks kept her from doing so. A pair pinched the right cheek and a row of sharp teeth bit the left.

Jennifer looked down with great worry but saw nothing except her own two feet. It should be expected given the alien's ability but she was still surprised. Her agent had not idea she was getting eaten out right in front of him.

She felt those cold fingers lower her panties from below the dress and a moist, frigid and long forked tongue slide by her vagina.

Jennifer unwillingly let out a low moan, which prompted her agent to ask. "You said something, dear?"

"No." she smiled unconvincingly. "I was just agreeing. Go on."

As the man in suit kept talking RGBlizard kept licking, finger stimulated the clit, hand palped the butt and tail wrapped itself and caressed and stroked Jennifer's leg.

Her agent was too focused on his own words, boasting about his genius for getting that role for Jennifer to notice her hips shaking and face reddening. It was only after a particularly not so low moan that he diverged attention from his own ego.

"You really ok? What's with the moaning?"

"Nothing." she replied with a convincing visage of pain. "Stomachache." she an embarassed smile. "I gotta go to the bathroom."

As Jennifer walked up to her trailer's bathroom she noticed RGBlizard's shadow by her side. Fortunately her agent was distracted by a few drops of liquid right where she was standing.

With the door locked human Ben reappeared and immediately got hugged.

For seconds they stayed like that.

When they separated Jennifer held Ben's hands to thank him. "This was so exciting! I haven't had this much fun in a long time."

"Wanna keep going?" he whispered back as his hands caressed hers.

"Yes."

"Want me to go alien again?"

"Yes."

"Wanna hang out after this?"

"You bet."

Gwen was in her room, doing homework. Downstairs her parents could be heard discussing very loudly and very angrily.

She knew the divorce was coming soon and there was no stopping it. Every time she tried to stop a fight they shouted at her.

A gust of wind made her homework fly away and undid her ponytail.

With a disgruntled look Gwen closed the window and picked up the papers but felt something pinch her butt.

"Yow!" she shouted softly. At the hearing of a contained laugh she asked the unseen guest. "B-Ben? Is that y-you?"

"B̴e̷n̵'̴s̴ ̴n̴o̷t̶ ̷h̵e̶r̷e̴.̷"

"Cut it out, doofus." Gwen said as she blindly slapped the air in an attempt to hit him. "I don't even know how you still have the courage to use this thing after everything it's done."

And the Ectonurite appeared in front of her. "Ghostclops is harmless now. Completely under my control."

The detransformation sound played alongside the blue flash.

"But ok. He still gives me chills from time to time too." Ben said, human form back to the world and with a hand over his nape as a weird tingle passed by it. "Is it ok if you leave now? I wanna go out with you."

Gwen's right hand caressed her left arm as she looked down. "I don't know. I should be studying for my french exam."

Muffled sounds of loud fighting and shouting matches broke their conversation. The two stayed still, looking at one another with embarassment as Frank and Natalie exchanged insults and curses.

"They're at it again?"

Gwen sighed. "You know what, let's go." she picked her blue and pink hoodie from the chair. "I'd rather spend time with my boyfriend than here."

The two smiled and with Gwen having her arms wrapped around him, Ben turned into Freeze-Ghost to get them out of the house in silence and unnoticed. Once far away enough Gwen rode Orbit Man through the skies.

The Galilean retracted his limbs, giving him a more aerodynamic planetoid form.

He told Gwen to release her grip on the rocky protusions on his body, to trust that his gravitational field would keep her safe.

Gwen opened her arms and blissfully enjoyed a whole new world, a new fantastic point of view.

In little time they flew over the edge of Bellwood where no cameras would bother them and the adults would not tell them what to do. They had a freedom they had been lacking for years.

Funny things they observed as blissful smiles painted their faces. They laughed at the beetle car struggling to go up the hill and the driver swearing louder than a speaker at maximum volume.

Despite the cold winds and the insects, it was such a nice, wholesome experience. She needed that after what happened at home.

Back at Gwen's home they were sat at the couch, tv on. Ben rested his head on Gwen's chest as her arms were wrapped around him. A hand caressed her thigh.

On tv Will Harangue reported Ben's thwarting of the greedy Vulkanus' plan to steal chemical-X alongside the unscrupulous Kraab. He applauded the "greatest hero in the universe!" as well as Captain Nemesis for his assail on the Orange Offenders' operation.

A proper news channel reported suspicious lights in the skies of Korea, with South and North blaming one another for violating their airspaces. Security on the border was increased from both sides as were their respective navies.

On Bro TV that fella who called himself Fistrick blabbered about working out and eating protein. A poster of Action Hank was plastered on the wall behind him, and around other strong men lifted weights and practiced martial arts.

Some more channel surfing and they finally found something good to watch: a film about fighting and clubs.

The film was interesting, but despite shirtless sweaty men beating one another with wooden clubs in a basement for fun being very nice to watch, Ben's hand couldn't help but slip from Gwen's thigh to her crotch.

She looked at his shimmering eyes, he looked back with contagious excitement.

A kiss ensued.

Ben's hand moved up to grab her boob under the shirt, her hand caressed his face.

"What are you two doing?" Natalie Tennyson came into the living asking with her typical tired voice, only slightly raised.

Ben jumped out of the couch. "Gah! Aunt Natalie, hi. We were just... uhmm..." his fingertips touched one another as he struggled to come up with something.

Luckily there was a knocking on the door at such a convenient time.

Natalie warned the two to stay right there while she answered the door.

At the door was a tall, hulking figure, taller than the doorframe, all in black. He had to bend his knees and slouch for him and Natalie to be able to look in the eye.

His helmet retracted to the back of the armor, revealing an edgy crystal-like face bearing blank yellow scleras. "Hello, Mrs. Tennyson. I am Tetrax Shard of the Plumbers. Ben is here, correct?"

"How did you-"

"Do I have no privacy?!" Ben interrupted with a cry. "You guys are worse than the media!"

"Ben," Tetrax looked at him with no hint of anything that might not resemble severity. "four of our agents were murdered today."

Ben gulped and sat back down.

Squeezing himself through the door Tetrax just barely made it through.

"I'll be... in the kitchen." Natalie said shyly. "Come on, Gwen. This is not our business."

For a few seconds the two sat in silence as the women left the room and for a few seconds more they kept quiet.

"Two days ago a village in Nigeria of the Kanuri indigenous people was attacked by an armed militia and burned down to the ground. There were no survivors from either side." Tetrax paused briefly and although he didn't show it, he was happy to see Ben was all ears and not behaving in his usual way. "We received a report a day later and on the same day coroner Motemnt, and officers Labrid, Tygor and Rigo reached the place to investigate what actually happened. This morning SevenSeven and I found them dead on the site and Motemnt's key was missing, with the rest of her body melted."

"W-why the key?"

"The key could be used by another Chronosapien agent of ours to find out what happened to her. And being a Chronosapien, Motemnt made for a perfect coroner with her ability to see what transpired in a certain place and allows other to see too with holographic-like projections. It seemed like it was going to be easy to figure things out. until they stopped responding."

Ben attentively listened, hands tensed into fists.

"The signs on their bodies as well as those on the villagers and the milita evidence that it was the same group I told you about last time we spoke, meaning that something was taken from the village. Something that came from space."

For an instant Ben remained frozen. With Tetrax noticing he quickly tried to disguise his terror by taking hands behind his head and crossing his legs. "That's it? I handled worse than some two-bit crooks."

Tetrax's eyes narrowed but no words of reprimanding were spoken, he knew the boy was shielding his anxiety.

With a last warning of watchfulness Tetrax departed, leaving a small crack on the door frame when his sturdy back hit it. "Tell your aunt I'm sorry."

Alone in the living room, Ben had some time and peace of mind to find something in his mind. Something that could allow him to fix that situation before Gwen and aunt Natalie came back.

He scrolled through the Hero Watch in search of a sillhoutte that could take him out of that drag.

He kept pressing the dial, for a minute Ben transformed into a myriad of species, many of which he didn't know were in the watch or didn't know existed. And none he could find useful for that scenario.

Desperation started to take over as the encroaching footsteps of his aunt and cousin became louder. They must have heard the loud sounds and seen flashes of the watch and realized he must have been arming something.

Ultimately, he found the only sillhoutte that could save him, as far as he knew.

And with a hard spank of the user's hand, the Hero Watch blackened his skin, body dotted with white.

When Gwen and Natalie came into the living room, what they found was...

Back on Earth Gwen was about to call Azmuth like last time when a light of cyan startled her and her mother.

On the spot suddenly was a new hero never seen before. Rocky, small volcanoes on its shoulders and head, four fingers in each hand, and most notably, multi-colored gasses inside its guts, encased in what looked like glass.

"Ben, you better not try anything funny." Natalie warned. "And if you think going out now to save the city will save you from a lecture..."

He farted, loudly.

"You... farted." Natalie sounded so surprised, that was so unexpected.

"Yeah... I did. And there's more!" he pointed both hands towards her, liberating a green cloud.

Upon getting that smoke into her nostrils, aunt Natalie started to giggle, and then cackle, and then laugh uncontrollably.

"M-mom?" Gwen asked, her foot stepped back in worry. "What did you do to her?"

"I gas it's some laughing toxin." he scratched his head. "She looks like a completely different person, it's scary."

"Well, can't you do the opposite? Something serious?"

Ben closed his eyes and tried to concoct something inside his gut. A few seconds later a very loud fart spread.

Natalie stopped laughing, she got up from the floor, face sore. For a moment her expression was the usual one of serious business, until tears started to come out.

"Are you... crying?" Ben asked.

From behind he heard Gwen snort. He turned around to see her face red, with tears intensively coming out of her ducts.

"What did you do now, dweeb?" she weeped.

"Oh man. I tried to make a gas so she would stop laughing." he scratched his head, embarassed. "But I guess I exaggerated on the dose."

As his family members cried relentlessly, their bodies red, Ben thought of something to remedy it and help him get off that nasty situation.

After an eureka moment he cracked his non-existant finger joints and started concocting another substance in his bellyful of gas. His arms were bent and hands shaped into fists, body squat.

When he released that rose-scented fart from all holes, great relief came unto him as a thick pink cloud flooded the living room. Quickly Natalie and Gwen stopped crying.

"That did it?" he asked.

"Yeah... it did." Gwen responded, her breathing loud and heartbeat louder.

Ben became human again and was able to smell his own aroma. It was good, excellent even.

As he breathed it in his pupils enlarged, heart too started to beat loudly, a massive heat spike on his chest, penis got rock hard.

Gwen jumped onto his arms, giving him a passionate kiss as her hands caressed his back. "What did you do this time?"

"Aphrodisiac... gas..." Ben answered between kisses.

Ben and Gwen no longer cared about Natalie there. They were making out in front of her, they could no longer think about punishment, consequences or anything else. All that mattered was making love.

And Natalie watched that scene with desire to feel disgust, but was filled with lust. Her pants soaked by her own liquids.

To see her daughter and nephew kissing in front of her was so... wrong, so... hot.

She placed a hand on her mouth so as not to express what was on her mind.

But when she saw her daughter unzip Ben's pants and grip his cock with her cute little hand all those thoughts instantly disappeared. Her head was clear.

She needed dick.

"Ben..." she uttered. "Gwen..." she panted. "C-can I join you?" her green shirt was being taken off by her own hands without noticing.

"The more, the merrier." Ben said as his hands groped Gwen's boobies and body pressed her against the back of the couch.

"B-but, it's my mom." Gwen barely uttered as her hand kept stroking his cock.

"And it's my aunt." he said between his teeth with a wide grin, as his hands squeezed harder.

Natalie pushed Ben by the wrist, causing his face to hit her breasts.

He motorboated while his hands were all over her belly, waist and lower back. They moved up from below her undershirt, raising it as they went.

They dragged each other to the couch, walking and kissing at the same time.

Shirtless and with the boy sucking a nipple and squeezing the other boob, Natalie stroked his tantalizing dick, moving her hand up and down and in circle motion.

"Aaaghhh." Ben stopped sucking to let out a moan. "Aunt Natalie, you really know what you're doing. This is the best handjob ever!"

For some reason, giving her fourteen year old nephew a handjob while he played with her breasts while her daughter wached everything as she masturbated gave Natalie such a rush. The taboo and criminal nature made it all the more exciting.

Ben invited Gwen to join in instead of just watch and she did.

Normally Natalie would never consider making love to her daughter but that pink haze threw all morals through the window. Mother and daughter kissed and fondled one another, same as cousin and cousin, and aunt and nephew.

With a waterfall of precum and a nut about to bust Ben pushed Natalie and Gwen, making Gwen fall on top of her mother who fell laid on the couch.

Gwen was confused and intimated by the sudden act of aggression, she was going to ask what that was about but the sudden appearance of Electricyeti startled her.

His massive, calloused ape hands wrapped around her thin waist and a machiavellic smile painted on his face, showing all teeth scared her further.

Gwen wrapped her arms around her mother's neck the instant she felt the sudden electric discharge that accompanied the Gimlinophithecus' cock as it entered her wet pussy.

Electricyeti's penis was not at all big (by human standards), but what truly made mother and daughter reach climax so fast was everything else.

The embrace of taboo and ultimate pleasure of incestuous love, their lips and bodies touching one another, sharing body heat, the constant stimulation of the aphrodisiac in the room alongside electricity messing with their serotonin production. The clitoral overstimulation of that shocking dick thrusting hard and fast inside of Gwen's soaked cunt, creating a loud and arousing electric symphony as Ben's body hit her vulva and buttcheeks, creating sparks.

Through physical contact Natalie could feel the overwhelming sensations Gwen felt. Her toes curled and body reddened like a tomato as she quivered uncontrollably in the soft embrace of her daughter, their mutual orgasm wettened Electricyeti's fur and the couch from all their squirting.

Ben released his own uncharged alien discharge inside Gwen, and he did not stop at her but kept sticking it inside of Natalie.

All that electricity unkempt her neat hair and disabled her ability to think, her head was empty, felt light. She could only feel.

It was exciting to see and feel that huge hand grip her wrist so Electricyeti's rough face could smell the sweat on her arm before giving it a few kisses.

His animalistic panting intensified into bellowing as the sensory overstimulation powered up.

With one hand Electricyeti lifted Gwen, his warm furry chest against her hot sweaty back and long fat middle finger buried sent waves pleasure inside her cum-filled vagina and lightning to an erect clitoris, with the other finger holding her up by the vulva. Gwen pinched her perky nipple while the other arm held onto Ben's.

The right hand of Electricyeti grabbed Natalie by the hip, its large size allowing for a thumb to massage her clit too.

Getting there again Ben prepared for one strong thrust and delivered, although he let it slip of the vagina, shooting his load on top of his aunt.

"Sorry. Hehe." he said meekly.

"So hot." Natalie responded. "Let's... huff huff keep going. Cum inside next." she whispered, barely able to make up words.

And so the three continued for the next hour, when the aphrodisiac started to wear off. Ben noticed and Speedyquick'd away before his aunt regained her sobriety.

Back home Ben was sat at the couch, relaxing after a long sexy day. He was exhausted.

"Oh man, my wiener's gonna explode." he thought, until his mother passed by, telling him good night. "Hmm... maybe I can do it one more time." he smirked as he watched Sandra's ass.

Chapter Text

Officially, the Plumber have never set foot on North Korea. Unofficially, a team of special operations agents, or Rooters, were sent to Pyongyang to clear out a Limax infestation.

Due to the country's isolationist policies they had no one but their own military to defend them from extraterrestrial threats. No Plumbers, no Ben 23. And that coupled with a strong propaganda machine and a secret police that 'vaporizes' those who think or speak the wrong things and the support of one of the greatest powers on Earth: China, made it perfect for the Limax.

All they had to do was infiltrate the population and the armed forces and work towards destroying the local environment, thus causing a rise in temperature and decrease in air humidity. Their ideal habitat.

At the request of a half-Man half-Cerebrocrustacean named Servantis, Proctor-ranked Plumber and leader of the Rooters, and against Magister Tetrax Shard's advice, Ben 23 joined in on the operation.

The Proctor had a feeling the boy would want to tag along, given that Limax devoured his aunt Vera and dozens of other senior citizens in a retirement community years prior. He counted on the boy's anger and pride when confronted by his mentors.

"Being outranked by Servantis, I can't stop him from taking you with him, but I need to make you understand that this is not child's play." Tetrax tried to give a lecture. "The Rooters are not honest cops, they are... house cleaners." he looked at his hands, as if ashamed to utter that term. "They deal with the people and things we can't arrest. This is not your line of work." Tetrax paused briefly to see the message apparently getting into Ben's head. "You are a hero."

"And you are not ready for something that requires this much care and attention." Azmuth added as Tetrax tried to gesture for him to stop talking. "Your impulsiveness and immaturity might risk a nuclear war. The Rooters know how to remain hidden, but you are yet to learn." he seemed proud of his words of wisdom, but Tetrax backed down, preferred to stay quiet with helmet activated and concealing his expression of frustrated melancholy.

"Oh so I'm good enough for Vilgax the Conqueror but not some amoebas?" an angered Ben retorted. "I already killed that big tick years ago, I killed Ghostclops, I killed his werewolf. Sure, they were not humanoids and were plain evil but I'm not a child anymore. Death is a part of the world. It's time I grow up and get used to it." he gave a stern stare to Azmuth who stood atop a table. "And I'm very capable of being stealthy, you just don't know because you haven't seen me do it."

Ben's family and the media were led to think due to an 'insider leak' that he would spend a few months fighting Pyronite terrorists at Osmos V, a planet in the unmapped, uncharted star system of Osmos, the actual existence of which is debatable.

For this mission Ben was instructed to always be in alien form and not for a second turn back to human, lest he might be seen and identified, which could cause an international scandal and raise tensions between North Korea and the United States.

Azmuth, who said he knew about Ben's unlocking of master control through spying on him, also taught him how to use master control to make the Hero Watch symbol disappear. And admitted too to have seen him kiss his cousin Gwen, but that was a conversation for another time.

And so, as summer came to an end and fall took over, Ben said his goodbyes to friends and fans and family. Gwen, Lucy and aunt Natalie received special farewell gifts from his 'Way Big' (and he didn't mean the alien).

The Rooters' base of operations in Pyongyang was an abandoned plumbing shop with a secret trapdoor under the broken toilet, it gave access to an underground cavernous gallery. According to Servantis it was used as cover by south korean agents during the Korean War.

There he met the team of shady agents, Servantis, Swift and Leander. All hybrids of human with something else.

But among them was one more he had not yet met: Ragnarok. A tall, scary-looking alien with colorless strands coming down from his balding gray head. His suit was not like that of the other Rooters.

The first few days were uneventful, tedious. All Ben could do was stay inside the shop and parts of the underground gallery, no going outside and especially not in doors unauthorized to him, especially the one from the room Leander came in and out of three times a day.

"👆👌👊✊" Leander gestured as Ben approached. He knew Ben could not understand sign language but knew he was smart enough to get the message and not try to enter his room.

"And don't even waste your time contacting people from the outside, kid." informed Swift as Ben tried to use his Plumber badge. "NK has comms jammers made from salvaged alien tech all over the country. Only a select few government people with special gear can get international contact."

"Why I wasn't at the briefing?" Ragnarok repeated Ben's question when interrogated. "Who do you think set up this place while you were fucking your family?" he grinned at Ben's shocked reaction. "Among the Rooters I am the one who gets things done. Ask too many questions and you might end up 'commiting suicide'." he had a strangely calm tone to his threatening speech, and barely any body language.

After a week living with the Rooters Ben concluded that they were douchebags and not worth a drop of trust. They were had to be doing something illegal behind the Plumbers' backs, he just had to figure out what. But for the moment he should focus on the Limax.

His first assignment on the streets was to raid a military convoy on the countryside, kill all the Limax and leave. Ragnarok was to accompany him.

"After you two have dealt with the pests, the North Korean's People Liberation Front will take the weapons, vehicles... and the blame." Servantis smiled, fingers steepling machiavellianly.

Life in Bellwood was torture. Parents, teachers, extra curricular activies, other kids, anxiety, cars, crime...

Gwen was tired of Frank and Natalie. Their constant shouting matches and helicopter parenting. Forcing her to always study harder and getting into new activities so she can be as 'special' as her cousin Ben.

"Imagine, dear. President Gwen Tennyson. Doesn't that sound nice?"

"No. I-I don't think want that, dad." Gwen responded, her eyes were directed at her father's shoes.

"So you want to be a loser? Like Ken or your cousin Clyde?" Frank changed expression to one of mild anger, his voice agressive. "Or a parasite like your mother?"

"N-no. I don't think Ken is a..." but she did not have the courage to finish the sentence, looking at her father's expression. "No, father. I don't want to be a loser."

"Gwen, my love. I know you miss Ben, and so do I, but you need to think of something else, focus on what's in front of you, your future."

"But mom, Ben is rich. With him I don't need to worry about getting a good job. I can get any job I want, or none at all."

"Gwen, you need a plan. You can't rely on Ben. Ben is not reliable. He just went away to Osmos V or something and won't be back in months." Natalie started to get annoyed. "Pfft. Typical of the Tennysons. His grandparents were just like that. Max went away for weeks or months at a time for plumbing at factories and power plants and that Verdona kept disappearing 'til one day she didn't reappear." she rolled her eyes at the mention of those two.

"But Ben loves me." Gwen raised her head to look at her mother's eyes, searching for validation.

"And who told you that? Ben? The same Ben who creampied your mother?" Natalie got up from the couch to look imposing. "You're a woman, Gwen, and you need to be indepentent, study hard and get a succesful career. Understand that men are a commodity, not a necessity."

Four hours had passed since Gwen last left her room, the one in her mother's new house. She had been listening to melancholic songs and reading RPF fanfiction on UAO3 (Ultimate Archive Of Our Own) about Ben 23.

She could not stop thinking of him. Amid all the misery, the oppression from adults, her cousins and brother were all she had. But with Ken living on Grandpa's trailer and out in the country with his band, Ben in another planet and even though Lucy was staying in her house their conflicting schedules rarely allowed for much time together.

Gwen got fed up of staying in her room, she needed to get some sun, talk to someone who was not her parents, get her mind off Ben and the studies.

She put on a hoodie and made her way to Mr. Gyro, get a soda or whatever.

Upon entering her eyes instantly and instinctely were directed at the cute ashen-haired busboy who worked at that store. Gwen stared at him until he noticed, at which moment she immediately looked away, reddened.

After ordering her soda Gwen sat at a table to very slowly drink. Thoughts were of Ben but eyes stole looks at busboy.

Finally after having caught the girl looking at him enough times, the boy approached to ask if she needed something.

"Can I ask you something?" Gwen muttered without directing her eyes away from the table.

"What?"

"When do you finish your shift?" she fought to speak a little louder.

"Look, you gotta speak up girl." he got closer to hear.

"I want to know when you leave work." Gwen finally at an audible volume.

"Oh. I leave at six. You wanna hang out somewhere on friday?" he proposed with a smug look.

Gwen turned her head to him at lightning speed but could not produce any words. She sat there staring for a seconds, stomach dropped to the knees.

The boy smiled, endeared. "Why don't you nod?"

And nod Gwen did.

"Great. See ya later, then, Gwen." he winked and left very happy.

At the public library Gwen waited. She mindlessly browsed books while humming the theme song of the Ben 23 tv show.

There was a medieval fantasy one that appealed to her, it had a cool title and beautiful cover art. She pulled the long sleeve of her blue hoodie and picked it from the shelf. "Mug Tales of Blood and Scales"

Sat down at a table, in an area distant from any semblance of other people she started reading. The noiselessness was a blessing for her anxious, nerdy self.

For the first time in in a while Gwen felt serene. In the company solely of unjudgemental books, she could feel confident and quickly consumed the contents of the story.

That is, until an ominous,gravelly voice broke the silence.

"Finally I found you, Tennyson's cousin... who's also a Tennyson." he seemed to be trying to intimidate. "Lord Vilgax will be very pleased." and his voice rose slightly as the name of his master was spoken.

Gwen turned arround in horror but saw only Kevin, and unlike the usual Mr. Gyro uniform he wore, he clad in black.

"K-K-Kevin?"

"Psych!" he shouted before cackling uncontrollably and letting out a few snorts and changing into a few other forms, including Psyphon, Vilgax's right-hand man.

"You idiot!" Gwen growled, her face red with embarassment and anger.

As Gwen tried to reach her Lucy turned into sludge and crawled or leaked away. Gwen followed her through the door all the while the Lenopan giggled and snorted.

Outside Gwen looked around but saw no sign of Lucy. She sighed and prepared to cross her arms to wait.

Before the gesture could be completed Kevin appeared from behind to molest her breasts, Lenopan antennae tickled her neck and behind her ears.

He pinched Gwen's nipples through the shirt, before she could object he pushed her away but still holding the right hand he pushed her back, her body hit his cheset.

A hand moved to Gwen's lower back, another gripped her left hand.

"Wanna dance?" the false Kevin asked. "I'm not a pro like you but I learned a thing or two of cotillion watching you dance."

"H-Here?" was the counter question as Gwen looked around at passerbys. "In the middle of the sidewalk?!"

With a big "YES!" Kevin started the dance, forcing Gwen to go along.

They moved left and right, Gwen spun under Kevin's raised hand as she held it and Lucy did the same under Gwen's hand.

The dance did not last long, though, as Gwen could not stop tripping and messing up the moves amid all the people on cars and the sidewalk, even if not too many were present. Her nervousness led her to let go of Kevin's hand, stepping three times back and raising her shoulders.

"So, where you wanna go now? Back to my place?"

Gwen smiled. She looked down, a few places came to mind before she ultimately decided they would go back to the library.

Back inside she tried to concentrate on her book but with Lucy shifting between herself, Kevin, Gwen, Ben and a myriad of others, not all of them familiar to Gwen, all the while producing guttural sounds unique to the otherworldly mud of the Lenopans as she made all sorts of funny expressions, mixing human faces with her own kind's to create hilarious abominations, made it very hard for Gwen to do so.

With a sigh she closed the book. A silence persisted until Gwen sighed again. "I forgot the bookmark."

It was then that Lucy glued her chest to Gwen's back, rested chin on her trapezius and moved her own arms under Gwen's armpits to take the book from her hands.

Gwen blushed. "W-what are you doing?"

"Helping you find the page, but in a romantic way."

A second pair of arms sprouted out of her chest, ready to palp Gwen's boobs, "For safety" she said. And together the pair spent a couple minutes searching for the one page. Once found, Lucy asked for Gwen to read it out to her.

"D-Do I have to?"

"Do you want to please your date?"

Gwen breathed in and out. "It was a chilly night in the Whiterun capital. The Bannered Mare offered warm food, cold drinks and warm beds to many thick-skinned warriors." she interrupted her own low uttering upon feeling the hard squeeze of Lucy's hands.

"Go on." Lucy whispered and gave her a bite on the ear, a pair of hands were now at Gwen's legs, no longer holding the book, and the other pair eagerly kept molesting her breasts. "You gotta train that confidence of yours."

"For a moment Sam thought of replying but thought it would be better not to. He left the man to ramble alone and went back to enjoying his mug in silence." Gwen cutt herself short again to let out a moan. "Stop it. Someone might see us."

"The danger's half the fun." the fake Kevin said in Lucy's voice. "Besides, there's no one here, you saw it. Chance of someone coming up here is tiny."

A bit closer to being rest assured, Gwen kept reading, she tried ignore the hard shaft that touched her lower back. She tried to ignore Lucy's moving pelvis and continuous molesting.

"Gwen, I want you. Here and now." she let out, nearly inaudibly. "I can't wait any longer, gonna burst." her hands moved to the inside of Gwen's skirt. "Just pull up the skirt and the panties to the side. Nobody will see."

Gwen was reluctant but with a bit more teasing she gave in. Pulled up the back of the skirt and panties to the side, allowing the fake Psyphon's sludgy dick inside.

"What are you doing? Turn back. Anybody sees you like this and we're dead."

"Yes, lord VIlgax would certainly kill me for sororizing with the enemy." and Psyphon shifted back to Kevin. "Psych. Now, let's go." he said cooly

As Gwen read her book, elbows on the table, her butt bounced on Lucy's sludge, it slowly moved up and down, like if Gwen was sitting on jello.

Lucy's boy hands held tightly onto Gwen's waist, her chubby penises moved inside of her holes while a tiny tendril sprouted out of her crotch smooched and massaged the clit.

Slowly but surely Gwen's insides were filled with creamy violet phalli, moving up and retreating, spinning like smooth drills. Slowly they went deeper.

No longer able to concentrate as the thrill built up, Gwen put the book down on the table, this time with the bookmark inside. She panted, face crimson from joy and shame, her gaze of worry was directed at all sides, and hips, couldn't stop bouncing on dick-mud.

"So, you like my great soft jelly thing?" Lucy asked in a teasing tone on her ear.

"Y-yeah." Gwen struggled to respond, it was getting too good and making out sentences was hard.

"Smoothly rounded, with no limit in size and girth, with pulsing veins filled by humidity where my vag used to be. Rubbery appendages that were once my clit; bulks rounding down into humps of soft slippery matter along my ever-increasing shaft."

"W-why are you talking like this?" still bouncing, still moving her hips, hands on her thighs, Gwen looked behind to Lucy's eyes to ask that.

"Guess being surrounded by books is getting to me." she laughed out loud and snorted adorably. "Want me to continue? 'Cause I think you're getting redder."

Back at the base Mr. Mucky saw agent Leander come out of the forbidden room, a green glow could be seen emanating from it before he closed the door.

Despite lacking visible eyes, Ben could tell he was giving him a threatening stare through the helmet.

He whispered to Ragnarok a question about the room with a bit of apprehension.

"It is where Leander eats and sleeps. Due to him being half Prypiatosian-B he is radioactive outside the containment suit." Ragnarok responded while walking, he signalled for Ben to follow. "The glow comes from the radioactive isotope rods he ingests."

"Aren't you guys afraid to get, like, cancer? Or get really big and really green? Radiation does that, right?"

"Not at all. He's constantly inside that suit when outside his quarters. And I am very resilient against the effects of radiation. Servantis and Swift might be more susceptible, although Swift less so, given her Aerophibian half." he turned to the other direction and without another look at the boy told him to come along. "And speaking of them, let us go report to Servantis."

Sitting on a chair was the Proctor typing in his computer, Swift sat at the desk, caressing him with her tail. In return he grabbed it and caressed back with a thumb.

Ragnarok stepped forward to report. Swift moved her tail away from her lover.

"Very well done, you two. I'm sure the rebels will put that C-4 to good use." Servantis congratulated, but still keeping his calm demeanor.

Leaving the two lovers to their own privacy, Ben and Ragnarok grabbed a bite of fleen cakes.

"Do the rebels need C-4?" Ben asked, the idea of what they might be used for had him with no appetite, feeling dirty.

"How else are they going to explode the necessary military targets? A war is not won without bloodshed." Ragnarok responded, tone unaltered.

"I could overthrow the government myself, and kill all the Limax." Ben showed an increase in motivation in his voice.

"If you tried that, you and your country would be in immense trouble. In this kind of job, secrecy and proxies are our greatest tools."

"...Gee, how you people live like this?" Ben leaned back with arms crossed.

"We are not too different. You and the Rooters do what you think is right. But of course, different ideals and methods." he explained. "We do our deeds in the shadows, and most of the few who know of us disapprove of our no-prisoners policy."

"I'm nothing like you! I'm a hero. I save lives, you take them without a second thought. People love me." anger and annoyance grew inside the hero.

Ragnarok waited to finish chewing his bite of fleen cake. "Yes. They love you, now." he replied with a slight smirk.

"Now?" with arms crossed Ben felt a bit offended at the statement.

"They find you amusing, handsome, eloquent, good intentioned. But the one thing people love more than a hero, is to see him fall, fail. Despite all you did for them, the people of Bellwood and Earth, they will hate you." Ragnarok opened up a smile with a small portion of teeth showing, an unsettling change from the usual neutral expression.

For a second Ben stared, flabbergasted. "Something tells me I'm going to be having to kick your butt one day." he rapidly put on a tough persona.

"I look forward to seeing you try." Ragnarok gave the last word, he was pleased to see the boy trying to seem tough while refusing to look him in the eye.

Having had enough of it, Mr. Mucky transformed into Ghostclops. Fading from Ragnarok's vision he taunted him one more time and floated back to his living quarters.

Chapter Text

The latest assignment sent Ben and Ragnarok to eradicate Limax in a nuclear power plant in the province of North Pyongyang.

Freeze-Ghost turned them both invisible. He carried his partner through the streets and in the middle of flying above them, hundreds of colorless factories littered around where once beautiful landmarks of an ancient culture presented themselves to all peoples. Their smoke so thick and so noxious it blackened it sky.

Ponds were being completely drained and trees chopped down. Every person who looked to be under the age of forty had a miserable visage on their face. Those above it had unnatural smiles decorating slightly off faces.

Leaving the more populated areas, they saw the nuclear plant in the distance. A short flight towards took them both to the overseer's office, at the instruction of Ragnarok, and through Ghost-Freeze's intangibility power.

The overseer sat a chair, writing on a ledger, unaware of the pair of aliens who stood behind him, camouflaged with the air around them.

In a flash of blue light Hose Hands appeared, the overseer who jumped out of his chair as water drenched him.

"똥!" he shouted as he turned back to look at who would be punished for the insolence. "외계인! 외계인!!"

Before the overseer could push a button under his table he was hit by a golden energy beam coming out of Ragnarok's hand.

"What are you DOING!" Hose Hands pushed Ragnarok away.

In return he was pulled in and elbowed once, elbowed twice.

Ragnarok gripped his partner's head and erected him. "He was a threat. If he had pushed that button this place would be swarming with KPA soldiers in minutes, men of flesh and bone and Limax indistinguishably mixed among them, all carrying firearms, some of which were made especially to exterminate extraterrestrials."

"Alright... alright. Release me." Hose Hands tapped Ragnarok's hand as he begged.

"Remember, hero. This is war, people die, sometimes needlessly." his words of response were calm as usual.

Out of the office Hose Hands ran ahead of Ragnarok to shoot high pressure water jets on all power plant personnel. Humans were knocked unconscious by the sudden impact and Limax were slain with holes on their centers of mass, organs torn.

With pipes and extensively elongated limbs they attacked Hose Hands, but his carapace was much too hard for any real damage and all were swiftly dealt with. Some lasted longer by dodging and transferring their organs to the limbs but in time joined their dead brethren.

A few minutes into the rampage an alarm sounded. Words in korean were resounded through the place. Someone was at the overseer's office, they pushed the button.

Ragnarok reached Ben just as he finished clearing the reactor room, he asked the hero what he was doing.

"My job. I'm putting out these guys before you kill any more." he responded with contempt, pointing a finger.

"Imagine how the world will react once it reaches the news that Ben 23 illegally set foot in North Korea, attacked military convoys and massacred all the workers at a nuclear power plant before attempting to melt down the reactor, nearly causing thousands of deaths in what would be the biggest disaster since Fukushima." he said with a mocking tone of worry.

"What are you talking about?" Dino-Mighty said between his teeth. "I didn't kill anyone except the Limax and the reactor is not..." his words cut themselves short as Ben saw Ragnarok open a smirk. "You..." his voice became deeper as anger seeped in.

"사격!" three soldier came out of a door shouting.

Before they could open fire, the three men were blasted by Ragnarok.

"STOP KILLING PEOPLE!!!" Dino-Mighty roared as his body grew, armor grew out of his hide.

His fist came down to smash Ragnarok into a pancake but only the floor it hit and broke. Ragnarok teleported away before being touched.

A roar like never before shook the room. Dino-Mighty wanted blood.

A portal opened behind him, it looked like it led to the Null Void.

Before being able to turn around his whole body Ben was hit by a volley of sharp crystal lances bathed in acid.

As his body collapsed due to corrosive mucus searing the flesh exposed by the penetrating crystals, he saw a blue figure, just a blurry afterimage, pass by him and run back to the portal. A second later he noticed the crystals and mucus were gone, but not the intolerable pain.

Back in human form Ben collapsed.

Too weak to get up, he had to watch the KPA forces arrive into the scene to see him surrounded by corpses of their fellows.

A few days after the training date with Lucy, Gwen went out with Kevin

Gwen put down the phone momentarily to think. When was the last time she had a period?

It was just late, very late. Yes, it had to be it.

It would only be cause for worry if her mother's was late too, and it wasn't. Or was it?

A few minutes of thought later, Gwen decided to contact Kevin.

The Bellwood museum

Gwen and Kevin held one another's hands in their walk in the halls. Together they looked at ancient egyptian scriptures, admired an aztec battle armor and tried to guess what use the Orb of Pooma Poonkoo could be of (most of the answers given were jokes).

Suddenly when a sharp concentration of energy appeared out of seemingly nowhere. From thin air it spawned and downward it moved, leaving a trail of purple light. It was as if it was ripping through reality.

"Oh no. Not another one." Gwen muttered, her feet stepped back at the fear of another villain.

The purple sword retreated back inside the rift it opened. A moment later a pair gloved hands came out and they stretched the hole as a man in purple armor was seen trying to come out.

He growled as more of his strength was necessary to further spread the tear open.

A foot was placed atop the rift and the rest of the body followed.

He jumped outside the hole and stood up, menacingly.

"Freeze!" a security guard shouted, his taser pointed at the villain.

Another guard grabbed at Kevin's shoulder. "You two have to get out." he said, gently pulling them away from the menace. "We'll handle this."

"You serious?" Kevin asked rhetorically. "Dude, that guy's gonna massacre you."

"Call Captain Nemesis!" Gwen added in worry.

But as soon as the couple started to run they heard the sound of something heavy hitting the floor. Turning back around they saw the guard lying face flat on the tiles, unconscious, they hoped.

Looking back where that supervillain was, all the five museum security guards who surrounded him were put down in an instant.

"Oooh... Gwen and Kevin, I remember you two." said he upon locking eyes with them. "Come here to destroy the Hands?"

The couple remained silent. Gwen was confused by the question and too nervous to respond. Kevin thought of what action to take.

Their hush angered the villain Eon. "No matter. I'll just get rid of you two now." he marched to lay his ageing hand on them.

"Gwen, call that superhero iron guy." Kevin said without turning to her. "I'll have to buy time."

He put a hand on the alarm on the wall and, instead of breaking the glass and pushing the button, a current of electricity moved out of it to run along Kevin's arm, his hair went up as a wide smile was painted on his face.

On the phone Gwen was asked her location but could not respond, she was flabbergasted by the vision of her boyfriend shooting out electric discharges. And the silence persisted as fear sunk deeper at seeing the supervillain not even flinch from the attack.

Kevin froze too for an instant and fought himself to stay cool.

His hand, hot as embers, gripped Gwen's wrist and another hand took the cellphone from her.

As he ran away from Eon with Gwen being dragged along he called the police.

"-right here at the museum-" Kevin stopped his tongue and feet as soon as he noticed the cellphone was not in his hand anymore.

Looking back, Eon held it, and a second later held Kevin up the air with one hand.

Kevin felt weakness as Eon sucked the youth out of him, but that was a two-way street.

With hands holding firmly onto the villain's arm he absorbed the purple energy that emanated from him.

And he gave it all back.

With a loud "NO! Noooooo!" scream Eon vanished, Kevin landed on the floor.

Kevin bent down to pick up Gwen's phone and gave it back to her. "Sorry for taking it off your hands." he smiled.

She gave him a hug and a kiss. He gave her a hug and a kiss back.

What did she even do to earn a thanking? Was he only trying to be nice? She was completely useless there, wasn't she?

Gwen's mind drifted to Lucy's words. She put down the phone for a second... should she?

It was a handsome dick, bigger than Ben's.

Now, taking another moment, Gwen pondered. Should she? Could she trust him?

After another shock torture session, Ben was greeted by a new face. An old man in his sixties with a large frog-like smile embroidered with thin pale lips, a subtle green hue to his skin.

Standing alone in the chamber, six feet away from the hero, the man extended his skeletal hand devoid of veins to grab his face, his arm elongating to possibilitate it.

"Get off me!" Ben shouted, he jerked his head to the sides to escape that thing's grasp. "What do you want?!"

The hand tightened its grasp, squeezing the boy's jaw before it relaxed and retreated.

"You will be... delicious... in a few decades." the old man said as he licked Ben's sweat off his hand. "Now, be a good boy and be quiet. Tomorrow our auction will start."

"Auction?" Ben asked apprehensively. He could still feel the Limax's touch.

"We won't eat you yet, earthling. We'll keep you here until you've matured. But we intend to sell the Omnitrix to the highest bidder."

"And let me guess, Vilgax is one of the buyers."

"You are absolutely right that he wants it. But the ones who will probably be getting it are the Weaponmasters of Techadon, they have already offered insane amounts of taydenite and are better prepared to handle your device." he smacked his lips. "Afterall, they designed this chamber here and all the apparatus in the walls and above specifically to block your signal and impossibilitating contact with Primus."

"Should I know what that is?

"Y-you don't what Primus is?! Doesn't Azmuth tell you anything?" the old man's jaw dropped, way below what was normal for a human.

"I do, but he never listens." said Azmuth, who now stood behind the Limax-man alongside Tetrax and Sevenseven. "You may have blocked the signal to Primus, but you did not inhibit the Omni-energy signature, nor my teleporter signal, which is, of course, far beyond the scope of what any Man, Limax and Techadon can achieve." he raised his chin with pride. "Tetrax, Sevenseven, dispose of him."

"My death will not set us back." the Limax with a raspy voice as tried not to appear fearful. "Earth is already doomed, Sotoragg will be too in a few months."

Ben closed his eyes to the mess they made out that monster. The thoughts of his failure, how he proved to Azmuth he was incapable and Ragnarok's betrayal, omitted the ugly screams and sounds of slime and skin being torn apart and burnt.

Chapter Text

Gwen scrolled through social media on her phone, cringing at all the trending hashtags on Twitter. Every post she could see was of people complaining about Ben's behavior, usual property damage, cancelling him and accusing him of the most nefarious things, alongside the US government and the Plumbers.

Ben lied in bed, browsing the Hero Watch with not a drop of enthusiasm. He looked at all the different silhouettes, in another time they would have greatly excited him.

In another time, Lucy riding him in reverse, anus molding itself around his cock and extra sludge given to the butt would have taken his mind off anything. But not this time.

Friends, extended family, paparazzi, enemies all desired an audience and were denied. The FBI, CIA, NSA, DHS, SECT, all knocked on Ben's door. All were granted one against his will.

Every day hours were spent at interrogation rooms and courtrooms. Every single government agency demanded to talk to him, asking the same goddarn questions, and Ben always told the same goddarn answers, until he stopped showing up.

Every tv channel, every social media post, every newspaper, all talked about Ben 23, the Plumbers and the growing global tensions.

Pregnant teenagers online alleging to be groupies who got knocked up after a night with Ben 23 only served to fuel the fires of the smear campaign.

Over the time he's been back to Bellwood all companies he sponsored terminated their contracts as their stocks dropped, no, plummeted. No one wanted their brand associated with him.

And all that was without the knowledge of the pregnancies of Gwen, aunt Natalie and Ben's mother having become public, yet.

Ever since they found themselves to be pregnant, aunt Natalie has refused to see Ben and forbid Gwen from going to see him, which didn't stop her from doing so.

She aborted the baby and tried to take Gwen to the clinic with her to do the same, but the girl ran away from her mother and from home.

Living with Ben would have been too obvious, that is why she moved to Kevin's place. He accepted her incetuous relationship, her desire for two boyfriends and her baby, she's been feeling guilty about not having told Ben about Kevin yet, not wanting to busy his mind with more stuff to sort.

Lucy on the other hand moved in to Kevin's place out of a desire to support her cousin.

Gwen and Lucy, apart from Ben's parents, were the only ones allowed inside the house and the only ones who Ben would open his door to.

Natalie gave up on talking to Ben. According to the latest news, she got drunk at a bar and had to picked up by Gwen's father, Frank.

Worse yet was Ben's mother, who was not only shocked, but very confused. Dna tests showed the probability of the father being Carl, but that could not be. Sandra had a four month pregnancy and two had not have had sex in five months, ever since Carl suddenly started talking about his cuckold fetish and wanted Sandra to bang other men, all unrelated to the Tennysons.

When inquired about it Ben did not answer. He did not speak to his mother ever since that day, only staying in his room, alone.

Twice a day he sneaked to the kitchen as either Ghostclops or Freeze-Ghost to steal food and use the bathroom.

He tried to sneak out of the house but SECT was stationed outside with specialized equipment to deal with every transformation of his. Fighting or running away would be useless, maybe even suicide.

And of course, nobody believed his tale about Ragnarok, that the Plumbers would employ a mass murderer who personally slaughtered dozens of them as a third-party asset in their operations to keep the galaxy safe. Fortunately, Azmuth stepped in to defend Ben and take responsibility for having him break international treaties, directly interfere with a country's sovereignty and help armed guerillas stage a coup d'etat. The Rooters' involvement was completely omitted.

He watched the United Nations unanimously vote to kick the Plumbers out of Earth, considering the force unworthy of trust and funding after the fiasco was known to all. By the power of the US government Ben was placed under house arrest while investigations continued.

"Ben..." Tetrax started. "I want you to know that we, Azmuth and I, believe you, about Ragnarok. "I..."Tetrax spent a second mustering up the courage. "We worked together on a couple of jobs, back when I was a mercenary. Me and Ragnarok, I mean." he sounded ashamed, eyes on the ground. "But I had no idea he now works for the Rooters." and raised his head with newfound anger before taking a second to calm down again. "You have my word I will investigate the situation and clear everything up, you'll be back to being a hero."

After that, Tetrax teleported away, not to be seen again in weeks.

After another day wasted Ben needed to text Gwen. He turned on the tv and picked up the phone.

Ben did just that. Pushed the button on the remote and saw yet another thing that would further destroy him.

Jennifer Nocturne, the seventeen year-old actress who Ben starred in a movie with, was pregnant too.

She was talking about Ben on the movie set to Will Harangue, host of Harangue Nation. A hand placed on her bloated belly.

"He was very charming and funny on the set." Jennifer calmly stated after sipping from a cup. "We talked a lot in-between scenes and he was good looking. Very good looking."

"Did he ever do anything... innapropriate?" Harangue asked with a sharp smile painting his devilish face.

"Oh no. Not what you're thinking, he did love innuendos but was always-." she answered in a good mood, until being cut off by her mother.

"That boy was always getting touchy with her, Will." Maureen Nocturne, her mother, said eagerly. "He just can't stop breaking the seventh commandment and he got my daughter into sinning too." her wide, disgusting smile showed perverseness.

"Mom!" Jennifer felt mortified at her mother's words. "So, one day he invited me to his trailer." she lightened up again during the telling, tucking hair behind her ear. "We played a handheld videogame, can't remember what it was called." for a second Jennifer tried to remember but no luck. "Anyway, one thing led to another..."

"Hmph. But you already had a boyfriend, right? You were dating your co-star from Darkfall, Blake Patton, who also starred in that movie. The Flaming Chalice, right?"

Jennifer embarassedly looked down at her cup, circling it with a finger. "Yes. But we broke up."

"After you slept with Tennyson, right?" Harangue leaned forward with a smug look.

Jennifer pursed her lips before letting out a barely audible "...yes."

"Like I said, Mr. Harangue, that boy could not help himself from breaking the seventh commandment and corrupting young women around." Maureen added. "In truth, he constantly betrays the Lord's teachings. He's made an idol of himself and desires to be worshipped by everyone, he covets the fame and success of greater celebrities, sleeps with spoken for women, treats his parents like an afterthought, lies to the media everyday." she paused for a glass of water, sighed. "And now this Ben 23 has murdered dozens of north koreans who were just doing their job in a power plant! What happened?! How could we be so blind to his actions all this time?!"

The conversation excluded Jennifer as Maureen and Harangue exchanged jokes and mean comments about the young couple and Maureen overshared about her daughter.

Jennifer did not look like she wanted to be there, but her terrible mother seemed to have been enjoying being on national television, humiliating her daughter live.

Ben had to turn off the tv. He couldn't bear to watch anymore.

He needed to do something. Run away, take Jennifer to safety.

Yes. Freeze-Ghost could do that, although SECT had ways to detect him. He would have to be fast and agile to evade them.

The Necrofriggian flew through towards the studio of Harangue Nation. Right outside his mansion people with plaques could be seen insulting Ben, calling him a menace, a murderer, a sexual predator. SECT agents jumped out of an armored vehicle that for weeks had been stationary in front of his house.

With special goggles they made it possible to see Freeze-Ghost, fast and opaque as the wind. A soldier with a large gun connected to a techy backpack fired.

No one around felt a thing, save for Freeze-Ghost who was suddenly deafened by the frequency and lost balance, he fell on top of a house.

When he got up, Ben was annoyed again by an electrical net shot out of the rifle of a SECT soldier who reached him with a jetpack.

Agony and frustration overwhelmed the screaming as ten-thousand volts clutched him. He could not think and acted without doing so.

Dyno-Mighty roared to the heavens moments before falling to the ground as the roof below him collapsed. Dust was shot out around the block and a mini earthquake resounded.

He looked at the kid who just came out of the bathroom he nearly smashed, his face was pale, he was still processing everything.

"Oh, I'm sorry, I'm sorry, I'm sorry." Dyno-Mighty clasped his hands as he begged. "I'll pay for the damages." his throat felt dry.

The fight resumed when he felt a bullet from an anti-materiel rifle penetrate his armor. He expressed only an inaudible grunt and quickly turned around to attempt at hit at the flying SECT operative with the back of his hand but he was away from from Dyno-Mighty's reach.

Techno-Bubble shot out a blue-colored laser from its one eye, one which the soldier dodged from but the move left his backpack exposed for a few brief seconds. With two more blasts the hero hit it. The operative fell on the street, hurt but not seriously injured.

As other soldiers shortened the ground between them and Ben, all carrying different anti-alien armaments, he opted to go Nosedeenian and ride the electrical lines.

Closer to the building Harangue filmed his show, Battery-Boy jumped out of the lines and mid-air transmogrified into Freeze-Ghost once again.

Atop the studio Ben had to stop for a while to regain his composure. He was on the brink of tears.

"I'm sorry, everyone." he whispered prior to phasing through the roof.

In the bathroom he hid inside a stall to take a slow, depressed leak and transform into Windy-Hindy.

The key on his head started to spin and only gained speed.

Time around him was slowed down to a halt.

Out of the WC, Windy-Hindy ran up to slam the door of the talk show room to take Jennifer away. The urge to thump Harangue and Maureen on the face with his brass fists was ginormous, but Jennifer had to come first.

With her in his arms he ran through the hallways of the studio until noticing she was no longer paralyzed.

"Ben? What? Where are we?" Jennifer's expression changed from a frown to one of shock.

As Ben was about to explain a threatening voice stopped him from doing so.

"Freeze or I'll shoot!" a security guard shouted.

Windy-Hindy turned around with dismay. He forgot the time deceleration only worked within a radius, and he must have passed that radius.

In the boom and fade of blindling cyan Copy Copy arose. The sonic scream sent the guard away and to the floor before he could fire a second shot at a Copy Copy clone.

One copy stayed screaming while two others held Jennifer's hands and guided her out of that place.

Not long after more guards spotted them. Armed with plasma guns, they could kill Jennifer if they missed a Copy Copy, and he did not want to injure them either. With but a thought, the Hero Watch reduced the user to one single entity bearing one purple eye.

With a hug as warm as something that could hardly be called alive could give Ghostclops disappeared from the guards' eyes and took the girl with him.

It had been hours since the two teenagers vanished. A city-wide manhunt was organized by the Special Extraterrestrial Containment Team, but by the time it gained wide traction the two were gone from Bellwood.

On a dusty roadside motel they stopped. With the ill-gotten money from Techno-Bubble's hacking of an automated teller machine and disguised as someone else thanks to his Lenopan transformation, Ben paid for the night while Jennifer waited outside.

Ben gave cunnilingus to Jennifer, she stroked his hair in return. Both kept their eyes closed and minds momentarily free of all stress.

Ben moved his tongue in circles on the labia and gave the opening a kiss. "You want me to use Vomit-Man?" he asked with eyes open, and they showed eagerness to please.

Jennifer tried to remember who that was but no dice. "Anything is fine. It can be whatever alien you want." she gave a non-answer to please him.

Following the blue flash Vomit-Man appeared to do what he had to do. His short height did not allow him to perfectly face Jennifer's pussy as he thought it would, but nevertheless, he was tall enough that his long stretchy tongues could unleash an unspeakable excitement.

With his fatty undexterous hands doing their best to stretch the pussy lips, one tongue slithered inside of Jennifer's vagina, prompting her to let out a low moan.

The second tongue politely wettened and tickled her asshole, making it's entrance once it was properly lubricated. She could feel the small bumps on it brushing against her rectum.

The othe pair licked the hot sweat off her body as the tongues made their way up, pulling a stop to savor her bloated baby belly before settling at the tits. They tapped them, curled up around the nipples and twisted them.

In and out, squeezing and fondling. Like a well-oiled machine Vomit-Man loved Jennifer's body.

The bumps along the tongues moistened the way with a baby blue substance of low enough concentration that it was not corrosive, just tingled pleasantly. It all made Jennifer feel light-headed, her legs tried to close on their own as orgasm approached but wet stubby fingers kept them separated.

Tongues all retreated back to his mouth, he wouldn't let Jennifer come just yet. It was much better to let her gasp and look at him with puppy eyes.

Vomit-Man gave her clitoris one last kiss and changed back to human.

Completely nude, save for the watch, and harder than Diamand, Ben palped Jennifer's thin thighs, feeling their smoothness as hands made their way down to grab them from below and raise her to the level of his dick. For a second he thought of going Dawg-Nabbit but shook his head to himself and with a smile coming with teeth he inserted it inside.

"I love you, Ben." Jennifer said in a low and smooth tone, her fingers scratched his scalp and they moved through his brown strands, his head laying on her bare chest. "I want to share the rest of my life with you."

Ben's eyes opened to look downwards, away from hers. "I..." he struggled to say the words, knowing he could not give her what she necessitated. "...love you too." his eyes and smile closed and a second later Ben got up to sit on the bed. "But I can't spend my life with you. I got my family." he didn't want to say vengeance.

"We can visit them, we just need to be sneaky." Jennifer's pupils reduced as a hint of desperation came to her tongue. "We'll live far away in the middle of nowhere and your superpowers can get us past police and-" she crawled on all fours on the bed to wrap her arms around him but a blunt voice interrupted.

"No. I can't run away from SECT, at least not while I'm on Earth, and I'm sure as hell not bringing you along to live in Galvan Prime or wherever the Handymans live. And even then, I'll still not be out of the Rooters' sight. I gotta stop them." his face reddened with anger at the remembrance of the traitors.

"You could arrest those Rooster guys and bring your family together to another planet with us." the light in Jennifer's eyes grew weaker, hopelessness was overwhelming her dimming voice. "I'm sure there are good places for humans if you look." she forced a smile.

"Having my own harem at home would be cool..." and with that idea Ben momentarily forgot about revenge... and common sense.

"Harem?"

"Yeah, it's like a gro-"

"I know what it is, but making a harem with your family?"

He froze, eyes wide open, all he could muster was... "Oh man." Ben pursed his lips as he imagined Jennifer's thoughts. "Look. You know how my mother got pregnant and-" he cut his own sentence short and closed eyes, cringing internally. "That... didn't make the news yet, right?"

"Ben..." she started, gulped, and continued. "You had sex with your mother?"

"No. Yes. I mean, she was sleeping..."

"You raped your mother in her sleep?" Jennifer's expression showed worry but she didn't retreat as Ben though she would.

With a fake grin, head low and shoulders up he tried to argue. "I wouldn't say it counts as rape."

"I don't care." she said with a desperate speed. "Your mother, she never really took much interest in you, right? She was interested in what you could provide, just like mine."

Jennifer kept talking, trying to convince him and herself that it everything ok. The adults in their lives were condescending, patronized them, told them lies to benefit themselves. It was fine to use them back and they'd be better off without them.

But then there were Lucy and Gwen who he still mind controlled into falling in love with him. Was that bad? No one was hurt.

Ben needed time alone to think. "Relax," he said to Jennifer who started to cry, thinking he was going to leave her. "I'm just going outside for a minute."

Outside, now clothed, Ben let out a long sigh.

He put a hand to his face. It slowly moved up to stroke his hair.

Staggering closer to the wall he placed an arm on it before resting his head over it.

What should he do? His love was all Jennifer wanted and he was more interested in selfish pursuit of vengeance, just the way he wanted the love of his parents and they were interest in the money he made. Tetrax and Azmuth believed after all, they must have been investigating the Rooters that very instant and would bring them to justice without needless bloodshed.

He felt undeserving of her. Jennifer wanted someone to love and give back that love. Like him, she's lived alone despite being surrounded by people, and searched for a connection, a sense of belonging.

Ben couldn't help but feel terrible about himself. Maybe going to another planet really was the best course of action.

Ben weeped, he wanted to cry, he wanted nothing more than that. He wanted to cry for everyone he messed things up for.

But just as the tears started to come out of their ducts, the calling of a masculine voice drew his attention and deprived him of that relief.

"You always loved being the center of attention, Bennyson, and now you are what everyone is talking about. So why are you now crying, here in this joint?" the man wanted to provoke him, his heavy steps got closer.

As Ben's teary eyes got a good look at who was coming, in his mind surged the thought of Techno-Bubble.

In a flash of light the Galvanic Mechamorph appeared, and with nigh-complete silence jumped to possess the systems of Captain Nemesis' power armor, and he let it happen.

"Hmph. How come you don't need to slap that watch to transform anymore? Did your Galvan friend upgrade it for you?" he asked as Techno-Bubble tried to hack his suit's systems, with not a hint of worry. "I've been wondering that the last few months."

After a brief yap Ben seeped off the suit's seams and joints. Nesmith aimed his gauntlet at the black and blue puddle on the dirt and shot.

Three cyan-colored beams were discharged before a bright light gave way for a distraught Lepidopterran who tried to scratch Nemesis' helmet with his tailtip as he soared.

Big Bug dodged lasers and shot back his goo, both from the four eyes and mouth.

It all stuck to Captain Nemesis' suit and seemed to be working well, until the blue circle on his chest started to glow more intensively and the dial around it rotated faster. In the passage of seconds the snot lost viscosity and dripped off him.

At Nesmith's turn to strike he unleashed an inferno from the wrist.

Big Bug tried circling around, but being at the center of the radius, Nesmith could turn around just as fast.

Ben decided to fly away, the flamethrower's reach was impressive and caught up to him.

Just as Big Bug could feel the heat scorching his wings, Charcoal-Man landed with a fiery gust sent the enemy's way.

As if it wasn't enough, he performed the Fiery Flurry move, Fire Moon, Meteor Slam and everything else he could think of doing from a safe distance before finishing with Armageddon.

At the hearing of Captain Nemesis laughing, Ben frowned and stepped back in fear. He poured everything into those attacks and nothing. Not a scratch in his armor.

Nesmith extended the right arm and out of his wrist a small cannon shot a steady stream of white.

Charcoal-Man tried to burn it but his blue flames were useless. The white substance stuck to his body and hardened, immobilizing him.

"Grrr!" he growled and squirmed but could not move nor burn the restraints. That thing around him was cold and humid and it did not stop coming until Charcoal-Man was covered from neck to toe.

"It's Premann foam." Nemesis said with a side smile, the visor of his helmet lifted. "It was extensively used in the wars between Piscciss and Pyros."

Ben just sighed, his were directed at the ground. He could not focus on the fight.

"What's the matter? Why aren't you giving it your all? I can tell you're not, I've seen you fight, I know all your moves." Nemesis approached with open arms and a lot of cheek. "Your movements are slow and sloppy, uncreative. No quips, no witty lines. I've been preparing for this moment for years. Spent over a billion researching your alien species and buying and developing technology to build this suit made specifically to counter every single one of your transformations, and yet, you barely put up a fight."

With the foe only a few feet from him, Ben used the last technique he was able to.

And from his mouth Dragon Breath ejaculated an encandescent blue.

Captain Nemesis jumped back while his visor automatically lowered itself. He screamed from inside the armor.

Charcoal-Man subtly smiled.

Once recovered, Nesmith, with helmet open again and showing his half burnt mustache, angrily confronted Ben. "You ruined my mustache." he said with clenched teeth.

Ben on the other hand let out a short, uninspired giggle.

Nemesis' fingers sunk into Charcoal-Man's chest, he let out a grunt from the scare but it didn't hurt. Only a part of the foam was yanked to leave the Hero Watch symbol exposed.

With a touch of his finger he turned Ben back to human form, broke the foam that surrounded him and pulled the boy by the neck before throwing him on the dirt.

"Now be a good boy, take off the watch and come with me to your trial." Nemesis tilted his chin up, full of self-adulation. "You may have betrayed America and the world, but I still wouldn't want to kill a child." he pointed glowing palms, flamethrower, foamshooter, shoulder cannons and a handful other weaponry at the boy.

"Ughh..." Ben moaned in his attempts to get up. "You... didn't even ask about Jennifer. Not once."

"On the ground, now."

"You know I fled Bellwood with her, everyone's talking about it, how I broke into the studio, assaulted security and kidnapped her. But you did not ask about her wellbeing or where she is, no." strength returned to Ben's arms. "It's all me and you. I'm the bad guy, you're the hero. You brag about how smart and rich you are that you were able to make that supersuit to kill me." he got up, standing high and mighty.

"I said down!"

"You don't give a damn about anyone else, do you?" life came back to Ben's eyes, his steps weightened. "Back when we fought that purple shmuck months ago, who saved that cat while you recklessly tried to fry him with that beam? Who checked on the wounded while you gave Will Harangue a live interview?!"

Before Ben could say another sentence his head was blasted by a shoulder-mounted plasma cannon. Build-A-Guy took the damage, another Segmentasapien head sprouted in its place in seconds.

"I grew up admiring you, but now, the more I work with you the more I see you're just like the rest!" another cyan light spawned Dyno Mighty. "Harangue, my parents, Azmuth, the media..." he pulled Nesmith by the wrist, ignoring the blasts and ballistics. "Always patronizing me, trying to control me, saying pretty words that mean nothing." he ripped a shoulder cannon. "It's all for you own sake!" he ripped another cannon. "Your own ego!" he wrestled against the enhanced strength of the armor. "You just love hearing your own voice!" he overcame and pushed back Nemesis.

Ben was sick and tired. He would finish that pissing match with a step of Giant-Manster.

"BEN!" someon shouted from down below.

Giant-Manster lowered his foot and looked around.

"BEN!!" it sounded like Jennifer.

He squinted and saw her standing outside the motel, alongside other guests.

Turning back to human, Ben began to walk up to her but was interrupted by Captain Nemesis and his weaponry.

"Not another step. You already did enough today."

Ben looked at him with fury, reeky nostrils that went cold as emarassment seeped in when Nemesis went to check on Jennifer.

"Are you alright, Jennifer? Need me to take you to a hospital?"

"N-no. Just-"

"A police station?"

She stayed silent, tilted head to the side to look at the broken Ben.

Seeing for a moment she took pity. Captain Nemesis stepping to the side to block her vision erased that line of thought.

"I'll help you file a report." he placed both hands atop her shoulders.

"... ok." she looked down, realizing running away with Ben was not an option.

And with the girl on his arms, Captain Nemesis turned to Ben 23. "This is not yet over, Bennyson." and with fire coming out of his boots, fly away they did.

Chapter Text

Having been run off Bellwood and the state, Ben 23, now the most wanted person in the world, has been living the last three days as anything but human.

Ben could not bear to look at his own hands or his face in the mirror. He messed up so badly and cotinued to do so it caused him shame to see himself.

Being an alien was not only safer, but felt comfortable. He could have some peace of mind as RGBlizard or let out his anger at rocks as Handyman, watch the news as Brainfrog in an empty house and think of where to go next based on reported sightings of him.

One broadcast that caught Ben's eye and boiled his blood was transmitted three days after his fight with Captain Nemesis. It was at, of course, Harangue Nation.

A live interview with Will Harangue, in it Captain Nemesis, again clad in that anti-Ben armor, talked about his latest fight with him right outside an abortion clinic. Seeing a hand of his over Jennifer Nocturne's shoulder sank his heart to the stomach.

Despite being an actress, Jennifer gave the most insincere smile, only spoke when directly talked to. Her discomfort apparent to anyone not blinded by ego.

"...wanted to continue the fight but with Jennifer there, so shocked and tired, I had to make the right choice and get her outta there." Nesmith told the microphones. "After helping her file a report and calling her mother, I helped her get the abortion for Tennyson's alien spawn. And paid for it, of course."

Jennifer was stunned by the flashes. They never bothered her as much as at that moment.

"Come on, Jennifer, thank the good man." her mother who held tightly onto Nemesis' arm made her noisome presence noticed.

"Thank you, Carl." she said with an open smile an awkward moment of silence later.

"And what will you do now, Captain Nemesis?" Harangue asked loudly. "Hunt Ben Tennyson and bring him to justice?!" he proposed. "Or do it with your own hands?" he eargerly suggested the second option.

"I would rather bring him in, Will. And tracking him down won't be a problem." he smugly responded. "You see, the Hero Watch generates something called omni-energy, and thanks to a device I myself built in my tower," his head tilted up as his nostrils drew air. "I can track spikes of omni-energy, which happen whenever he transforms. That's how I found him that night at the motel."

Brainfrog turned off the tv. Not giving them watch-time was the best attack he could muster at that moment.

If Captain Nemesis could track Ben's movements, why hadn't he hunted him down already? The suit can counter everything, right? Perhaps he rarely went to Nemesis Tower. Or preferred to delay the fight so as to generate more hype and more clout.

Whatever it was, if Ben wanted to stay alive he could not allow that tracker to keep existing. He had to get rid of it.

In a small, tight kitchenette not too far from downtown Bellwood, Gwen and Lucy were staying at Kevin's place, he was at work.

"Watchu doin'?" asked Lucy as she came into the room, back from the mart.

Sitting at the worn but neatly-kept orange couch, Gwen said she was practicing her french without averting her gaze from the notebook she was writing on. Lucy sat right beside her and turned on the tv to watch the rest of the fight between Captain Nemesis and Trombipulor the Pachydermic, which she caught a bit of as she was making her way back from the mart.

The fight was over in a few seconds after Lucy turned on the news, Captain Nemesis accidentally broke Trombipulor's pinky and he stopped resisting. As he was carried away in massive handcuffs as he moaned.

With the action over Lucy leaned back on the couch, somewhere between sitting and lying on it. For a while she just stayed there, Gwen at her side, writing.

Lucy snorted and remained silent.

Eventually boredom became too much and the image of Gwen erasing something on her notebook in the corner of Lucy's eye piqued her interest.

With her neck extended to see her cousin's writings, Lucy commented. "You wrote 'Une écharde, un clou, c'est la fièvre qui des monte,'. I think it's wrong, it shouldn't have that 'des' right there, you're thinking in english. 'Up the hill', when it means 'rising' in this context, 'the fever is rising,'. Get it?"

"Since when do you know french?" Gwen asked with a hint of annoyance in her voice.

"I read your books and studied your notes."

Gwen felt an unexpressed sadness at those words. Why was Lucy so much better than her? And Ben and Kevin too?

She used to be the best, an overachiever, the smartest and most responsible kid. And then Ben got that watch and got famous, and Lucy showed up, a fast learner and shapeshifter who everyone loved. And she, Gwen, was forgotten...

The streets and skies of Bellwood would be the unsafest place on Earth for him. With ion cannons, armor-piercing projectiles, thermal goggles, anti-protoplasm gear, jetpacks and a whole host things SECT designed to counter Ben 23's transformations, the sewers might be the only viable option.

In his dive as JellyFritz, invisible and endowed with telepathy, Ben found the tepid underground cannals of Bellwood were home to a plethora of disgusting things, not all of them from beyond the stars.

They scratched a living off refuse and muck. They were afraid of meeting Ben 23, being mistaken as him by SECT and of rumors of Limax among humans and their native planets.

He could tell there were aliens capable of seeing his invisible body, their many undilated eyes followed and their freaky forms cowered. Even if the Hero Watch symbol concealment setting was in effect, an Amperi floating ethereally in a place like that with narrowed eyes, looking to remain unseen, could not be a good thing.

Two days prior to coming back to Bellwood, Ben used BrainCrab to study a map of the city's sewer system, so he knew more or less where Nemesis Tower was. Floating below it, JellyFritz thought of Gwen and Lucy. He had not seen them in over two weeks, and with what he was about to do, that time would only increase.

Inside the Nemesis Tower, security and other staff felt a strong vibration on the ground.

All activity ceased to focus on the growing rumbling. A janitor dropped the mop and made it for the door, a few others followed.

Security had their plasma weapons ready, a few ran to the armory.

The earthquake culminated in a burst of rock and cement when a Talpaedan in blue plate ascended with two drills for hands. On the floor above security cameras equipped with automated turrets opened fire, uncaring for the workers on the hallway with Toolboxx.

As fast as he possibly could Build-A-Guy spawned, his blue arms erected a barrier at both sides of the hallway, shielding a janitor and two scientists from the ballistic fire coming out of north and south. The three workers lied down on the floor.

The bullets kept shattering Build-A-Guy, requiring constant block regeneration and inflicting staggering pain. It was so hard to think with that excruciating sensation, all the hero could do was grunt without cessation, until finally, after some two minutes, the turrets were emptied.

Ben immediately detransformed and stayed on the floor, with eyes closed, in too much pain to move. The three workers ran away, one of them shouting "Thank You!"

For a minute he laid sideways, breathing from his mouth. When footsteps of security where heard going upstairs Muck Amuck had drag itself across the hallway because no alien with need for legs would be able to.

Out of the guards' sight, Teeny-Weeny's diminute size made it easy to drag himself below the door to the bathroom. Inside Ben got into a stall and sighed in relief, the adrenaline helped against the aching.

Sat on the toilet he cleaned the sweat off his forehead with with his dusty, faded vest. He then pondered on what to do next, it was hard to come up with a way out with the pressure brought about by the sounds of rotors, likely the news or SECT.

He had to get up.

Ben's first idea out of there was going through the toilet as Teeny-Weeny but seeing what someone left in there without flushing made him reconsider.

Nemesis' security busted into the bathroom and Ben reacted immediately by absorbing the filthy toilet with Hose Hands' right hand porthole he shot brown water at the first incoming guard with his left, making sure to aim at his open mouth. The men behind him jumped out of sight.

Transformed into Freeze-Ghost he tried to fly up and through the ceiling but bumped his head. "Ouch!" as he scratched his bald blue head Ben realized his suspicions here correct: Nemesis Tower was equipped with anti-intangibility plating.

But it could not possibly have something to counter Orbit-Man's gravity generation, right?

But the Nemesis Tower's security probably had and were ready to use it once they came back, all the ones from before except the man Hose Hands shot poop water at. No matter, they were an annoyance and were quickly rid of with a strong gravity push, which also had the side effects of shattering the bathroom mirror and breaking the faucets, causing water to squirt and gush out uncontrollably.

Next he aimed his hands at the ceiling and with a gripping motion pullled an tore it open. But as he widened the hole a guard came into the bathroom with an anti-materiel rifle, its shot penetrated Orbit-Man's otherworldly stone body.

It was far from fatal but the enormous broke his concentration, piping and rubble fell on him, allowing for the guard to score another shot, closer to his face.

Orbit-Man lost balance, the weight of his falling body smashed three stalls, torrents of water from the broken toilets annoyed him further.

As the guard aimed his rifle again and was ready to shoot right between his eyes, Orbit-Man let out a cry of uncharacteristic fury as the rifle was smashed, shrunk and shriveled by its own gravity, nearly taking some of the man's fingers with it.

And with a sweeping motion of the Galilean's arm the man was violently thrown back into the hallway, the bathroom wall tiles broke apart, it was if a car had crashed onto the wall.

Orbit-Man got up and pulled the wall into the center of the door frame, tearing it up but still whole enough so that no more security would be able to come in so soon.

He looked up at the hole he had opened on the ceiling and saw another ceiling belonging to floor above. At this rate he would die getting to the top. He could simply destroy everything as Orbit-Man or Giant-Manster, but how many people would die in the process?

He didn't want to go outside but saw no other choice.

With a punching motion he threw away the wall siding the outdoors and in planetoid form he flew out of the bathroom and up the tower.

As he imagined, SECT choppers were already circling the building, the gravitational field managed to repel all of their bullets and missiles.

A new problem arose when a soldier in one of the choppers fired a laser cannon, Orbit-Man's gravitational field was not strong enough to redirect it,he took it in full and was shot back into Nemesis Tower, going through walls in his planetoid form very much like Rollaway until switching to Mr. Monkey and holding onto the web shot out of his tail on the ceiling.

Still, the speed he was going at was too much and the webbing snapped and Mr. Monkey only stopped in place when hitting an office wall.

De-transformed, Ben lied on the floor, too weak to get up, the pain, too much for him. Strength left only allowed for a moan. He wanted to close his heavy eyes but could not afford to, not when Captain Nemesis was coming in the distance.

Ben's eyes suddenly widened as strength resurged within at the realization of more pain. He had to get up, fast.

He dialed the Hero Watch in search of a new silhouette, one he hadn't tried out and looked appealing, powerful. Nemesis knew all the powers of his current ones, the only way to fight him was with something new.

Still lying, chest to the tiled floor, Ben rotated the watch's dial, only for a brief fraction of a second glancing at Nemesis; he floated on the air, fire coming out of his boots, and waved at a SECT chopper and it moved away.

"So it wasn't enough to kidnap Jennifer?" Nesmith shouted out a rhetorical question. "Now you come to my sanctuary to destroy everything? Look at this place!" he pointed with open hands at all sides of the dismantled place, incredulous. "You're lucky not to have run over anyone when you came crashing down as a rolling stone, Bennyson."

Settled on something that looked alien enough, Ben pressed the dial and a flash of blue later he became... something.

A dark green thing with faded blue, expressionless eyes one the sides and a gaping mouth at the front, filled with yellowed teeth, he could not close it nor stop drooling an opaque, blue liquid. His legs short and stubby.

"What is this? Your true form?" Nemesis took a jab at the look. "What can it do?"

Taking his time to balance himself in this new, strange form, Ben tried to respond but could not produce the appropriate sounds. "Guuhhhrr... Mrlglwglwgl... Aaahhrguuuul..." he tried and tried but he had a mouth a like that.

Captain Nemesis let out an unnatural laugh to mock him, prompting Ben to angrily run towards him and slip on his own drool.

He fell on his chest and head, involuntarily spitting a load of drool which started corroding the floor it landed on. Nemesis unnatural laugh suddenly became very natural and much louder.

With a choleric grunt Ben got up and by sheer force of instinct swelled up like a pufferfish. The moment Nesmith suddenly cut his own laugh short, Ben spat a high-speed stream of deep blue acid.

It hit him in full, no time to react. The armor's anti-Polymorph plating proved useful in saving its owner's life, but the difference in chemical composition between the substances was enough that the armor was unable to leave him unscathed.

Ben looked Captain Nemesis' dismay and pain as he tried to clean himself of that acid, and although his Sphoeroid form showed no recognizable emotion, inside he was horrified.

Nesmith would have died, melted to the marrow of his bones, if it wasn't for that armor.

Turned into Orbit-Man again, Ben opened a path through the rest of the floor behind him, using his gravitational field to push the office stuff and walls out of the way, leaving his enemy behind and breaking through the window.

With arms and legs curled up he dodged and repelled projectiles along the way to the top of Nemesis Tower. Some hits he simply ignored, determination was stronger.

Past the top and several feet above it he looked down and saw what had to be the machine that could track his transformations.

A great, dark sphere with oscillating baby blue lights coming out of thin slits hanged in suspension above a pedestal surrounded by consoles and panels. Keeping it from falling to the ground were six thick cables, each one of a different color and each one plugged to a different machine, all likely connected to the mainframe below the sphere by circuitry below the floor tiles.

Orbit-Man gave a few seconds for the eggheads down there to evacuate the laboratory before he reduced his own gravitational field to a minimum, leading his body to the center of the Earth.

Mid-air, after gaining enough speed he shouted "ROLLAWAY!" and curled up into a deadly Tortugan ball going at the speed of a bullet he braced to raze the laboratory.

Strangely, the impact did not cause the sounds he expected. It did sound like glass shattering, metals breaking and concrete being pulverized nor energy going awry, no. The destruction sounded more like splitting solid rock.

Uncurling his body and opening his eyes, Rollaway saw not a ruined laboratory or Bellwood on the horizon. He saw an infinite nothingness sprinkled by flying debris, one of them he stood on top of.

"I'm... in the Null Void?"

Transformed into Bat-Dude he turned around to look the surroundings, it was all floating rock, save, of course, for the Plumber-looking facility over yonder.

This wasn't an accident, it had to be them, he could feel it.

The sight, the thoughts, they made Ben forget the pain from the battle, they led him like a moth to the flame.

Chapter Text

"RAGNAROOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOK!!!!!"

The wrathful bellow echoed through the Rooters' base. In seconds all four of them were present at the main hall. Alongside them was something else, a hulking, deformed thing. Winged and asymmetric, its headless but not faceless torso mostly covered in a carapace exhibited a painful expression.

That... thing, looked familiar, but from a distance and with the poor lighting Ben could not tell who or what it was. But it didn't matter, it would die like the others if it dared stand in his way. He was no longer apprehensive and confused as before in Pyongyang, there was no fear and second thoughts about lethality. He was now oozing confidence.

Indeed, there now stood not a boy, not a hero, but a man. One emanating an aura of shaking, uncontrollable rage.

The eyes of a starving predator painted his visage. That man was out for blood and no amount of words would quench his thirst.

Ragnarok in contrast wore his usual face of severe indifference. He looked at his superior and once given a nod, dropped down from a ledge to slowly walk towards the Storm That Came.

A staring contest was initiated.

No words were needed, they both knew why he was there and that only one would survive the next hour, or hours.

"What's it going to be this time, Tennyson?" Servantis asked rhetorically. "Eye Guy? Handyman? Vomit Man?"

A very serious Petrosapien materialized. Hand turned into scythe, another turned into sword. Diamand rushed to meet his foe who shot out energy beams from his hands while dodging and jumping to keep himself at a distance.

Diamand slashed and thrusted but only the air he cut, Ragnatok was too agile.

After dodging another attack, Ragnarok countered with a well placed punch charged with as much energy as he could muster in such a short time. It broke Diamand's waist.

He stepped to the side, moaning in pain, but barely had the time to place a hand over the broken wound when the enemy teleported behind him and with a grunt that echoed in the hall pulled on one of the Petrosapien's back spikes.

Ben could feel it cracking as Ragnarok's effort increased, a foot was against Ben's back. He tried to shake him off but couldn't, but perhaps a crystal coming out of the floor could impale him.

Diamand sunk his hands into the floor while that alien kept at his back, a second later a massive mineral sprouted, its sharp, twinkling tip eager to be covered in alien blood. Alas, Ragnarok teleported again and the big crystal shattered Diamand's back spike instead. He fell on all fours in far too much pain to scream.

The enemy's energy-imbued strikes further damaged his cracked body until the coming of an unexpected apparition, when a portal opened in the middle of the chamber. Another Petrosapien and his Sotoraggian partner came out.

"Ben, for the love of-" Tetrax cut himself mid-sentence at sight of a ghost from the past. "Ragnarok!?"

And Ragnarok smiled at him.

"You know him?!" Diamand asked, perplexed.

"So all of this really was his idea?" He tilted his head at Servantis and then back at Ragnarok. "And you did everything for what? Money?"

"Exactly. The Rooters pay well. They want to rid the universe of the menace of Ben 23, and I want to make money. Now let us settle this. Is it going to be all three of you at the same time?" Ragnarok asked.

"Wait, how did you find me?" Ben turned his head to Tetrax.

"Azmuth still keeps an eye on you, even if the law forbids it now."

"Of course. And who is that?" He asked again, his finger pointed at the young human-looking figure standing next to Servantis on the catwalk, where previously was the deformed alien, his face was shadowed.

As he stepped forward with a devious smug and his raised fist suddenly ignited, lighting up his familiar face, Ben's eyes widened. "Kevin?!" his spine tingled. Ben had a flashback to the abomination he had turned the boy into. "W-wait. You're the Kevin from Mr. Gyro too!" He at last connected the dots

"Yeah, I am." He bluntly said. "That's the best job I could get after you yeeted me here in the Null Void." He pointed at Tetrax. who uneasy expression to his face.

"Yeeted?" His uneasiness turned into confusion.

"Means you threw him here." Ben explained in a low tone, almost a whisper.

"After you turned me into a monster," Kevin eyed Ben. "and you put me in here," He squinted at Tetrax. "I nearly died hundreds of times. When it wasn't the monsters it was hunger or thirst or some weird cosmic anomaly, I don't know!" He threw his arms up in anger. "But the Rooters found me and gave me all the food and safety and energy I needed. And they helped me go back to human form."

"But you did not do this out of the kindness of your heart." Ben's eyes fixed on Servantis.

The Proctor showed a smile filled with teeth. "Of course not. A dna analysis found multiple different sets of genetic code within him. A hybrid unlike any we had ever seen, and just what we needed to succeed where everyone else failed."

Ben alternated his look between Ragnarok, Kevin and Servantis. He knew he could not trust them to stand still during the speech. But strangely, Ben's eyes were also drawn to Tetrax, who looked nervous ever since Servantis started to talk.

"Levin was the missing piece to the Weapon XI project. We managed to make hybrids out of species that normally would be incompatible with one another." He presented himself, Leander and Swift with hand gestures. "All three of us are hybrids of human with a completely different species and genus. Cerebrocrustacean, Prypiatosian-B, Aerophibian."

"And how come the Plumbers never noticed you guys suddenly changed?" Ben asked with a rising anger in his voice. He noticed SevenSeven and Tetrax look away right after he yelled his question.

"Never noticed? Pfft." Servantis gave a side smile. "The Plumbers and the Magistrata herself approved of this project." He delighted in seeing Ben's horrified expression. "The goal was to create a better police force, with regular Plumbers taking care of small fry and the Rooters handling off the books house cleaning. The higher echelons felt that to further protect the galaxy, hybridization was the right step. At first they attempted crossbreeding and eugenics but after a catastrophic incident, one which my predecessor had to clean up, Weapon IX was deemed a failure and the whole idea was archived until recently, when we found Levin at our doorstep, and so Weapon XI could begin development, now helm by the Rooters, here, in the Null Void where if another incident happened, it would not be a catastrophe."

"Wait, what about Weapon X?" Ben returned his eyes to his nemesis.

Ragnarok stepped forward with a hint of a smirk. "Weapon X had the goal of making super soldiers from cybernetic augmentation of trained individuals with exceptional birth mutations, such as me." He paused to enjoy seeing the three looking with nerves on edge. "I am the only one in the group of inhuman origin."

"Unlike the rest of his kind, Ragnarok was born with the ability to ejaculate the energy out of his body." Servantis paused to let Ben purse his lips to not laugh. "He was one of many lowlifes taken in to the Null Void Incarcecon, and who in his stay was discovered by Warden Morgg, one of our associates, to be gifted. He was cybernetically enhanced with sub-dermal armor, a portable teleporter in his brain, pain inhibitors and remote access to the Star Stealer thanks to a key that goes into his skull. One of eight successfully groomed subjects, with the others operating under different branches."

With all distracted with the Proctor's words, Sevenseven pretended to crack his joints with arms extended forward. Before Ben could ask another question his hands morphed into cannons, lasers were blasted.

Death was certain for Servantis, he had no time to react. Just as he saw life pass by his small red eyes, he was saved by the tall, energy-resistant body of his best operative who just teleported in front of him.

Ragnarok gripped the handrail as he expressed pain. Those shots did not kill, but the ion-charges within gave him an excruciating headache that the pain inhibitors could not fully contain.

The fight broke out.

Swift flew around blasting neuroshock against Sevenseven.

Leander tried to melt Tetrax with hot nuclear energy.

Kevin jumped down from the catwalk, transforming into the Kevin 24 mutation as he did so.

Toolboxx's drills shattered Kevin's diamond defenses, and Freeze Lizard was the perfect counter to fire to a fire hand.

"For a year now I been working right under your nose and you were been too busy with your own ego and fans to notice." Kevin muttered as he wrestled Build-A-Guy. "I know I changed a lot since then but if you had paid attention..."

"At least I moved on!" He hit Kevin in the temple and formed a dome around him. "You, though, keep thinking about revenge. It's pathetic!"

Build-A-Guy let out a very loud grunt. He could feel a corrosive mucus burning his bricks.

"I'm not doing this for revenge, Tennyson. Not everything is about you!" He shouted before turning one of his four arms into a Talpaedan drill. "Thanks to the Rooters I have another shot at life, a place to stay, a job and now even a girlfriend I love very much. That's why I've been pretending not to know you beyond you being a celebrity."

Build-A-Guy proved yet again his lack of use and retreated his blocks to the main form. Ben returned to Diamand just as Kevin shot out a burst of fire.

"You can't burn diamond, you moron."

"Shut up TennysonIhateyou!" He shouted out his lungs as fire and crystal were discharged non-stop. "You ruined my life and sent me to this god-forsaken hellhole!"

"I don't even know you." Diamand answered with severity prior to giving Kevin a punch to the face. "You must have been sent here by an alternate version of me." He said sarcastically to further provoke. "You're just not marketable."

The two exchanged blows using a wide variety of abilities from different species. Stray fireballs and projectiles almost hit the Rooters a few times.

"Sir, shouldn't we interfere? Levin is a valuable asset." Swift suggested.

"We no longer need him. This is the end, Swifty. One way or another." Servantis stated.

The fight continued on and on. That is until Giant-Manster squashed Kevin 24.

The roof of the Rooters' base was reduced to rubble as he grew, and so was a good chunk of the place as he pummeled Kevin and stepped on him.

With the biggest threat dealt with, Giant-Manster's gaze turned to Servantis. With one foot he was about to redden the floor with that smug of his.

Before Ben kicked he felt a bite on his arm. Looking to the right, a Null Guardian tried to sink it teeth on his armor. Another bit his leg, one on the other arm. And another on the neck too. But stopping him from doing anything were a swarm of havoc beasts rained down on him. Right away they started devouring his metal parts. Ben tried to scrub them away but only managed to get them to claw onto and chew his hands.

If that was not all, he also felt something stinging him, very small. With a Null Guardian grabbed and clenched tightly, Giant-Manster looked around to find Swift flying around in circles, green neuroshock blasted out of her tailtip.

He threw the monster at her. It did not hit her but destabilized her smooth flight, allowing Ben to hold just the tail with two fingers.

With the creatures still biting him Giant-Manster was about to munch on Swift before she pulled out a Null Void projector out of her belt.

A portal opened and the Rooter vanished.

Another portal opened above the To'kustar's head. From it Org Beasts dropped down and among them an Aerophibian hybrid.

Suddenly Giant-Manster was gone, all the beasts that clinged to eat him fell to the base's floor. And as a dark purple cloud filled the area, the Havoc Beasts, Org Beasts and Null Guardians above them dropped dead.

When the smoke dissipated Gaz Belly was seen, standing, with a grave stare on his half-covered face. Though his cool pose was ruined by a hit of energy from behind.

Gaz Belly lost balance, but Windy-Hindy stood up.

The key on top of his head started to spin, to the worry of the Rooters, with the exception of Servantis.

The key spun and spun and... nothing. Ben scratched his head as confusion became obvious on his face.

"The Null Void does not work by the laws of our universe, Tennyson." Servantis clarified it to him. "It is an endless void, both static and always in motion. Something logical like time cannot work here."

With that, Windy-Hindy de-transformed as Ragnarok was about to strike and Bat-Dude soared after Swift, dodging green blasts on the way. When he gripped her thin neck, the urge to break it whispered to him, but he boiling urge to make her suffer lightened his grip.

Ben took the Null Void projector out of Swift's hand and shot it, sucking them both back to Earth. Not a minute later another portal opened behind Leander and Servantis, sucking them in and leaving Ragnarok left alone.

Back on Earth the Rooters and their enemy found themselves inside a warehouse, with rows and rows of stuffed shelves.

Swift was thrown to the floor and left there, incapacitated from asphyxiation. Servantis was kicked on the head before being able to react. Leander put up a short fight, but had his helmet torn open by Handyman and his energy body pulled out of the suit, with the human skin that laid in between metal and radiation shredded by the strength of Tetramand wrath.

Without that armor to contain his nuclear power and protect others from him, Leander was free to vaporize that hero. A smile was drawn on his face, genuine, though short lived as Feedback appeared. Head tendrils plugged into Leander and the sucking started.

Feedback grinned widely as the high rushed in. That nuclear energy titillating all the right neurons was like a drug to him. Leander tried as hard as he had ever tried to fight back, escape from certain death. And it was all in vain, his body dissipated.

One Rooter dead.

All that power Feedback absorbed left him shaky, twitchy, unable to be still. He needed to spend that energy.

With Swift still on the floor and Servantis weak, his carapace cracked, Ben had no idea of what he wanted to do. There was far too much energy in him to allow for mindfulness but he knew he wanted to play.

Feedback pointed all fingers and tendrils towards the enemies and zapped. Short bursts of intense energy shot out in short intervals. Even with energy tolerance gifted by Aerophibian and Cerebrocrustacean genes, Swift and Servantis felt tortured, screaming and squirming on the floor from such high blasts of voltage.

All that energy, the haze in his mind and the arousing desire to inflict pain all came together in Ghostclops' urge to take form.

The fallen hero flashed out and and suddenly the Rooters were forced to stare at a horror from deep space. Floating serenely, the still twitching Ectonurite appreciated being back in the world. The blue color of his one eye rusted before taking a shade of menacing purple.

"W-what are you going to do, Tennyson?" Swift questioned, her heart accelerated before freezing as the Ecto-Lord responded.

"T̵e̴n̵n̵y̴s̷o̵n̶'̶s̴ ̶o̴u̷t̴ ̶f̵o̵r̶ ̸a̶ ̶n̵a̴p̸ ̸r̸i̴g̷h̵t̸ ̴n̶o̶w̵.̷.̶̣͚͊͗͑ͅ" Were not Ben's words as his... no, its thin fingers entered the crevices in its gray skin. "And in his absence, I'll do him a favor."

Flashing his black and white tentacles as it shed its skin, the Ecto-Lord Zs'Skayr revealed its terrifying presence. The two Rooters' hearts stopped completely for a moment and all the heat accumulated in their bodies from deadly battle suddenly dropped to zero.

Death had come, and it would not be quick.

Zs'Skayr pounced at Swift, grabbed her wrists and let out a chilling sound as its deformed, upside-down face approached hers for a kiss.

She squirmed and fought back. Blasts out of her eyes and tailtip held back the monster with their stinging heat. Long enough for them to hear a fourth voice in the place.

"Que é isso?!" Said one of two strange men, warehouse security by the looks of their uniforms.

Handguns were pointed at the immediate threat but none were fired, for when they were about to, it vanished.

The guards looked at their surroundings and nothing they found.

"Ô porra! A gente não foi treinado pra lidar com e.t.!" One of the apparently Brazilian guards yelled.

A man went to check on Swift but feet away from her he felt something pass through him, something dead-cold, and it made him drop to his knees.

As he prepared to get up from the sudden loss of strength and vigor, the man felt something in his head, moving, feeling him, as if a hand was caressing his brain. It was cold and large and rugged. And before he could scream or grunt he fell on the floor.

The second guard, overcome with terror, ran away and left his friend dying and the intruders be.

The first guard's mouth was overloaded with foam as he contorted mindlessly on the floor. When Servantis' head shell threatened to open, to perhaps ease the man's suffering, he too felt the slight squeeze on his brain and gave up.

The Rooters watched the man helplessly having a stroke for minutes, his body spasming and twitching until it no longer responded.

"See, Tennyson?! What did I tell you? You really are a threat to the universe!" Servantis shouted as Zs'Skayr dragged around and toyed with the guard's corpse.

"Like I said, Tennyson is not here. But I'll gladly do with you as he would wish. Ḥ̸̀̔͜ẻ̴̹̬̳̃͑̽ḩ̸̠͈̦̤̂e̵̢͇̫͉͎̽̊͒͆̾h̷̺̜̓̈́ḙ̵̳̝̳̽̑͐̽͝.̷̛̖̀͝͝.̸̧̧͉̪̈́̽͑̈́̿.̴̜̖̮͖̇" He giggled at Servantis. And as for Swift, he spoke to her in her thoughts. "You. Take your clothes off."

"No! I'd rather die, right now." She answered back to the ghost invading her mind.

"Oh, you will, but it will have to wait." This final telepathic whisper was succeeded by the sound of Zs'Skayr's approaching claw scratching the tiled floor.

Swift's stomach contracted and heart froze in terror with the touch of an unseen, sharp blade-like finger devoid of any heat tickling her body as it ripped through her skintight proto-tech armor.

Gently, the suit was pulled wide open, exposing her naked figure from its delicious pussy to that pretty neck, its red pigmentation faded, as if Swift was long dead.

Claws, long, sharp and four of them jabbed at her bare chest as a rugged and wrinkly hand rubbed the breast in circular motion. Swift kept silent, eyes closed, trying to ignore it but she found it to be impossible when a set of crooked teeth were felt biting her left nipple. A gasp was let out.

Servantis, too weak to fight but too desperate to stay idle, crawled on all fours towards his distressed partner. A pair of hands grabbed his ankles and pulled away, his chin hit the floor.

"I want you to watch everything." The still unseeable Zs'Skayr whispered to the Proctor's ear.

The presence returned to fondling Swift's ripe body. "What... what are you going to do?" She meekly asked, afraid of the answer.

No words were heard, only laughter.

Boneless limbs gripped her arms and lifted her up in air. Another pair spread her legs so that Zs'Skayr could get a good feeling of her pussy.

In circular motion it moved its fingers, stimulating her. Another hand palped the hips and slowly slid up, tingling Swift's toned abdomen, covered in cold sweat, to the left breast. And it focused on the perky, erect nipple, gently squeezing it and turning and massaging.

Against Swift's deepest, most obscure wishes, her once warm pussy began leaking, bathing Zs'Skayr's invisible fingers in its juices. Her pelvis suddenly knocked back from the feeling of that claw passing her slit as it moved away to feel more of her sweaty, contracted abs. But still, Swift's cunt was given no rest.

Zs'Skayr's fifth chest tentacle undulated on her firm thighs, palped them, stole what little heat was left before it followed the wet trail that was coming down from Swift's leaking pussy; it parted her lips and thrusted, slipping between them, making sure to press her clit as it passed forward and back, getting a feeling of in-between her thighs and butt cheeks.

With her head down and eyes closed, Swift resisted, trying her hardest not to show emotion nor make a sound. She wouldn't give that monster the satisfaction of sensing her torment. Even as its invisible teeth bit her neck.

Zs'Skayr was getting impatient, irritated. He had to increase the dosage.

Making its abominable shape again detectable to the naked eye, Zs'Skayr's tentacles tightened their grip on Swift's limbs. Its hands moved down to her hips, basked in their curves, pulled them closer and spread her red meaty ass, ideally supple for such a thin and well-built body.

After enough massaging, the fifth tentacle, soaked by the wet cunt, gave the labia one last tickling and parted them, at last making its way inside the hole, slowly. Its frigid touch twisting and coiling and moving up and down inside her made Swift give in and let out a cracking moan.

"NOOO!" Yelled Servantis with all of his breath. "You bastard!"

He mustered all power left within his broken body to try standing up. And with a simple lowering gesture of Zs'Skayr's accursed hand Servantis was back on the floor, as if an unseen, unfeeling force pushed him from behind.

Zs'Skayr giggled, and when it did its tentacle twitched inside Swift, the sensation caused a quivering of her hips. It thrusted rhythmically, stretching her drenched pussy and spreading her own liquids along the walls of her once warm insides.

"I'm sorry." She told Servantis, feeling herself getting close. "I'm sorry."

Swift's moans became more intense, she couldn't keep them in her mouth as she came closer to orgasm and Zs'Skayr's humping became harder. It became impossible to concentrate on control, she could no longer maintain composure and sternfulness.

A scream was let out, as loud as Swift's chilled throat and empty lungs allowed. Her cunt squirted violently, on her legs, on the tentacle and on the floor.

"Ŏ̴̹͎̺̝̒̇͋̎̀͝ǫ̶̯̘́̾̓͜o̸͎̳̩̪̰̍́̈́o̸̯͎̱͖̠͆̀̑̈́͝h̶̦̖̦̳͍̜̙̃̽̍͝, you finally came." Zs'Skayr murmured on Swift's ear. "But I've only just begun. We will stay here until you die of exhaustion, and after that, I will bleed him out."

On her cellphone Gwen watched a news report about growing protests in Washington B.C. as war with North Korea and possibly China seemed to be coming horrifyingly close to being reality.

She had a miserable, pale frown on her face. Whatever was going on with the world, whatever it was turning into, was no place for a baby.

Kevin appeared fresh out of the bathroom, his post-relief smug changed to a half smile when he saw Gwen in that state again. He approached with fast steps.

"Come on, Gwen. Get your eyes off this thing." He placed a hand on her shoulder. "Do something else."

"But I need to know what's going on! What if nuclear war happens?"

"I know this is important stuff, but your mental health is more important to me."

And so, with a smirk and warm heart, she complied.

The moment Gwen placed her smartphone on top of the cupboard, Kevin pulled her legs so she could go from sitting on the bed to lying on it and crawled on top of her.

"This will help you." He said faintly but decisively before giving her a sweet kiss.

And with the kiss over, as his face distanced from hers she pulled him back. Gwen's small hands held Kevin's head, a thumb caressed his face. His hands were on her thighs. Faint sounds of enjoyment came out of both amid kisses - both were turned on by hearing the other moan.

Gwen felt something weird touch her hair, and then it went to tickle her ears and the back of them. Her eyes opened and hands were placed on Kevin's chest to stop him. That is when she was able to see the cutesy purple antennae on his head, and an ear to ear smile.

"Lucy!" Gwen tried hard to look displeased and not smile.

"Psych!" She announced loudly, back in her usual appearance.

"Where's Kevin?" Asked Gwen, triying hard to look worried and not laugh.

"Supermarket, I think." Lucy pouted in a show of uncertainty.

"It's been two hours." She stated upon looking at the time on the phone. "We should call him." The concern in Gwen's voice started to sound genuine.

"Or..." A big dick with throbbing veins grew out of Lucy's vagina as her expression shifted to one of lust and seduction.

"Lucy..."

"Fine, fine. I'll look for him in the neighborhood. You try calling him again."

Ben woke up after what felt like the worst dreamless sleep he ever had. His body was dead cold, his head ached, and an overwhelming sense of dread pulsed within him, chilling his spine.

When he took notice of where he was, the warehouse he ended up after being teleported out of the Null Void, a sudden paralysis hit him, accompanied by the realization of what he had turned into, what he had done. And the proof was right there in front of him; the Rooters' lied on the wet floor, appaling visages of pure dread were sculpted onto their faces, as if their very souls had been sucked out through their gaping mouths.

"I... I did...?" Ben muttered to himself. "N-no. Ghostclops did this. I... I'm a hero." He told himself, fighting back tears.

He couldn't resist them, the tears were coming, his nose reddened. But Ben couldn't cry, he didn't have that right, he didn't deserve it.

Thankfully Necrofriggians were physically incapable of crying, allowing Freeze-Ghost to stand immobile and austere. His human heart still ached, but the pain was at least bearable as an asexual alien insect with limited emotional range.

After a minute of standing still in meditation, Freeze-Ghost let out a cold sigh and fell, intangible, through the earth.

He flew under the floor and out of the warehouse. He did wish to see others, no dealings with humans, no noise, no risking finding the Brazilian version of SECT. He needed to be alone, for as long as the universe would allow him.

It was in a hill on the arid Brazilian backcountry that Ben sat down to look and contemplate the land and the stars that painted the night sky, unperturbed by the ruckus of the city and its lights. Only sound was that of the chilly night breeze on his frigid blue skin and the light from the gleaming eyes of desert lizards skulking about.

"Ben?" A familiar voice called his name.

"Tetrax?" he asked rhetorically, turning his head to his friend.

"I tracked your Omni energy signature. Come on, let's go. I... We have a lot to talk." While Tetrax's tone was same as always, his speech was slow, and he looked tired, with cracks on the skin. And he was alone, without SevenSeven by his side.

"Wait. Tetrax?"

"Yes?"

"Grandpa Max was pretty high up the ladder when he retired, right? Did he know about the Rooters and those Weapon projects Servantis talked about?"

"...No. Max knew Servantis but retired before he took leadership of the Rooters. And of course, when he died the Weapon X project had not yet been conceived."

"But you did, and so did Azmuth, and the Magistrata. And you didn't care about who they were hurting and killing."

"...Ben..."

"You gotta break a few omelettes, right?" He interrupted, angry.

"I think you meant break som-"

"You know what I meant!" He yelled, even angrier.

Tetrax took a step forward to try and comfort Ben but was met with a futile burst of ice breath.

"You can't hurt me with this, Ben. Stop it." He attempted to reason but was trying his best to not lose his temper too.

Freeze-Ghost was tired, he wanted to remain alone. And so he turned invisible and attempted an escape into the open air, but his plan was foiled by Tetrax who activated his helmet, allowing him to see the invisible Necrofriggian. A grenade too was thrown at him, which opened itself to a net capable of capturing him.

Ben fell to the ground, growling. He felt worse than before, frustrated. What happened? He had master control, unlimited access to thousands of species he couldn't begin to imagine, and despite that Tetrax seemed to have a counter to everything, so did Captain Nemesis, and SECT and the Rooters with Kevin. How had he become to impotent?

He could turn into something else, maybe escape as Orbit Man, or go overkill with Giant-Manster. But he gave up, he was tired of fighting.

Tetrax contacted Azmuth through his Plumber badge and a few seconds later Ben saw himself at a well-known laboratory in Galvan Prime. Around him were Tetrax, Myaxx, a trio of Galvans and the Hero Watch's creator himself.

"What were you thinking, boy?!" Azmuth exclaimed, irate. "What was I thinking?!"

"I always told you he wasn't worthy, sir." Another Galvan interrupted, sat in a hoverchair. "Had I been entrusted with the Omnitrix I would never have been so careless." With a puffed chest and head held high he oozed arrogance.

"Shut up and get outta here, Albedo! He is not worthy of the Omnitrix and you are not worthy of setting foot in this laboratory, but I still gave a chance to both of you and got double the disappointment."

"So despite everything you are letting him keep the device?" Albedo asked flabbergasted. "Wait, are you firing me?" He replaced the previous question with another after thinking it better for a second.

"Would you like to fire yourself?"

And the assistant stepped down from the hoverchair and stomped his way out of the room amid curses and declarations of undying hatred for all in that lab present. And on the First Thinker's orders, the technicians Blukic and Driba, escorted him.

Once silence settled in Tetrax reluctantly broke it.

"Azmuth, there was no need to fire him. You're angry."

"Of course I'm angry! I created the Omnitrix as a tool to establish peace in the universe! And look at this, a child took it to play superhero. And I let him!"

"I am a hero!" Ben shouted back, now in his human form again.

"You are a pampered brat. Always were. I had compassion and gave you second chance to prove your worth and what do you do? You rape and impregnate your family, you irresponsibly impregnate dozens of teenage girls. Your carelessness has brought your planet to the brink of nuclear holocaust, and we, the fighting force that could stop the Limax from devouring the entire elderly population of Earth and destroying the environment, has been forbidden from doing so!" Azmuth was livid, spitting loads of saliva.

"Shut up! I'm gonna fix everything!"

"Fix everything?! You murdered three Rooters and raped one of them instead of bringing them to justice and maybe clear your name a bit. Your blind rampage got a Plumber killed and you haven't even had the decency of saying sorry to his partner!"

"I didn't rape her, it was Ghostclops!"

"Azmuth, go easy on him. Else he might-" Tetrax tried to de-escalate the discussion but his words fell on deaf ears as Azmuth continued with his rant.

"Go easy?! Not only have his actions condemned his own damn planet, but possibly the entire galaxy!" He breathed out and resumed. "With Earth having lost trust in the Plumbers, it inspired other planets to defect and excommunicate us! We lost two star systems already, and three are discussing to cut their funding." He breathed in and continued. "The Limax have not only infiltrated the North Korean, American, French and Chinese governments, but also those of other planets. The Limax Wars will be inevitable in a few years and we are not prepared! They are dividing the galaxy to take over!"

"And how is that-"

"You inspired this mistrust! You played right into their hands and that of the Rooters!"

"Now wait a minute. You guys knew all along that they were corrupt and did nothing, which makes you crooked too! You deserve not to be trusted!"

Ben and Azmuth kept blowing words at one another and as their mutual frustration increased, so did the intensity of that fruitless discussion. And when Ben realized it, that it would go nowhere, he had it.

"Enough of this!" Ben shouted the second before he turned into a Celestialsapien, frightening Azmuth and others present.

Back in Galvan Prime, Ben opened his eyes to see everyone discussing about him, none having yet noticed his return to human.

The thought of Freeze-Ghost came to his mind, and like that he became the alien. The blue flash alerted the people in the room but invisibility fooled them. He tried to phase through the floor but couldn't, the material had to be similar to the one in Nemesis Tower's walls.

"Come on now, Ben. Reveal yourself, you can't run." Azmuth 'advised'.

When Ben returned to boy form, Azmuth was about to scold him for the brash transformations but all ire left his body from looking at the weeping boy. His posture was rigid, lifeless, slouched; his eyes were directed at the floor.

"What happened?"