Ok here's chapter 1...well 2 if you count the prologue. Anyway, I changed the story to X-over, but still kept the Ben 10 tag, you'll see why soon. and first off, yes there will be characters from Ben 10 and Ratchet and Clank, they'll show up soon. Also this is crossing over lots of games and anime I've seen and caught interest in. An example would ruin the story, but yeah, you'll find influences from several games and stuff.

Oh also, I'm gonna try to portray a more...realistic approach to Ben 10, since one of the gripes of Omniverse I saw was how people reacted to stuff like living with aliens but freaking out when they discovered Undertown, and how Ben forgot many things from the other series, also aspects from Ultimate Alien and Alien Force I'm keeping, like Primus. You'll find out why later, anyway enjoy the chapter! Also disclaimer again: I don't know ben 10, ratchet and clank nor any of the anime and games referenced in this fanfic, they belong to their creators. the things I own are my characters and species, anyway enjoy.


Chapter 1: The Qualifier Round (First Fight)

The guys and I soon found ourselves out of the light and our mouths dropped when we saw where we were.

"Holy Shit…" we said unanimously. What we saw was a…actually; nothing could describe what we were seeing. All I can really say was there was a huge station with space in the background, a bunch of machinery and apartments that seemed it could house thousands of people, maybe some of Earth if they could make the trip, and several large arena-like places in the distance. We saw cars flying by in straight lines and a huge dock for a large cargo ship that loomed over the area.

"Wow…this place is frigging awesome!" John exclaimed.

"Hell yeah…" I muttered as I looked around.

"Hey guys!" I heard a familiar voice call. We turned and saw our friend, Joseph, sitting on a chair in front of some monitors. Joseph was a kid around our age of 19, but he was much younger than he looked, with dark skin, brown eyes, not much hair, and was wearing a green shirt with two buttons, jeans, and sneakers. He too had the dreadlock collar around his neck like us. I also noticed that he didn't have his crutches and that there was some machinery on his right leg for some reason, either he got new cyber implants in his leg or they amputated his leg and gave him that one to compensate.

"Hey Joe, mind telling me why you have machinery on your leg, or did you decide to augment yourself?" I asked him.

"This? Oh, apparently when I was knocked out those aliens operated on my leg and fixed it, the machines are there temporarily until my leg gets better," Joseph replied. I looked at the mechanical implements on his leg, I was glad he could walk again…but still…I was kind of used to seeing him with his crutches.

"So Joe, anyone else we know working with us?" John asked him.

"Yeah, over there Frankie is working with someone else on mechanics," Joseph said and pointed to a station along the second jutting walkway. I really couldn't see without my glasses, plus this helmet was making it hard to breathe.

"ARGH! How can you get these things off?! I'm suffocating in this thing!" I yelled as I tried to yank off my helmet. I soon felt my finger press on a button and my helmet opened up, allowing me to breathe in fresh air.

"Aah…man that feels good…" I said with a sigh. Zach and John both found the button and their helmets opened. Zach had brown hair with blonde highlights while John had brown hair and glasses like me.

"Man it's hard to breathe with those things on," John gasped.

"Aah, that's much better," Zach sighed.

"Hey Mark!" Frankie called when he saw us. Frankie was a kid a year younger than us; he had brown hair that was a little shaggy, glasses, and was wearing a dark blue shirt and jeans with a dreadlock collar around his neck. This guy is also one of my friends, a fellow anime enthusiast like me and everyone I know, also he's smart and imaginative too, like me. I wonder though how did they get here? Did they get kidnapped too?

"Hey dude," I replied casually, hiding the questions I wanted to ask for now.

"Glad to see we're all ok" Frankie said optimistically.

"Dudes, looks like we're all here," I smirked happily.

"We need Scott though," Zach replied somberly.

"What we need is to get out of here, I've been seeing a bunch of aliens around here and they don't look happy," Frankie replied nervously.

"Wait, 'aliens' like those Grays or 'aliens' like in Ben 10 uses?" I asked, wanting clarification so I didn't sound like a jerk.

"Ben 10"

"Yeah we're dead," I said flatly. For those wondering why I asked, I saw Ben 10 on the news, like a lot, and seeing him changing to all those aliens, I thought they were cool. So all those aliens he can turn into are actually different species in the universe...huh, interesting.

Soon the screen in front of us came to life and Alistair appeared.

"Alright you meatbags listen up, you're up next in the Battledome after the last contestant is finished, and with the way he's fighting he might not last a few more seconds, now go out there and fight," Alistair declared, "Oh and here's something for your troubles," he added as the screen went black again. Suddenly a small floating robot holding a trap appeared and on it was a weapon that looked an awful lot like a sniper rifle.

"Sweet," John said as he picked up the rifle, which my visor soon scanned and labeled as the Fusion Rifle.

"So how long until that shuttle picks us up Joseph? I am kinda getting hungry" I asked Joseph while rubbing my stomach.

"In a few minutes, maybe 30 or something," he replied with a shrug.

"I'm hungry," Zach replied rubbing his stomach hungrily.

"Yeah me too, anywhere we can get some grub?" I asked Joe again, my hunger showing, I never got to eat lunch back home.

"There's a mess hall nearby you can use," he replied sitting in the chair that was surrounded by a bunch of monitors.

"Cool, want us to bring you anything?" I asked him.

"Sandwich would be nice," Joseph replied.

"Cool, be right back," I said and the three of us went to the mess. When we got there, I was surprised by the fact there where aliens of different species, some I recognized as being the aliens Ben Tennyson uses, just...different looking, more...primal. Some of the aliens looked at us and I was sure they knew, or thought, we'd be dead soon.

"Humans…here in Dreadzone? Guess Alistair wants these chumps to compete," a Galvanic Mechromorph muttered.

"I bet'cha they'll be dead in the first round," a Tetramand muttered.

We ignored their comments and saw a line of aliens in front of a chute-like thing. One of the aliens muttered something in its language and soon some…green thing materialized and the alien took it. I looked at the guys and motioned Zach to go in front of me, to test it out first.

Zach went up first and said, "Can I have a cheeseburger with fries and a coke?" and then his food appeared from the opening. I looked at John and we both nodded, and then ordered our meals. We sat by a table together, I had a bacon double cheeseburger with a chocolate milkshake, and John had a sandwich with ham, bologna, Swiss cheese, lettuce, and some other stuff, along with a soda.

We began to eat our lunches…or breakfasts…or, you know what I mean! Anyway, when we were finished the doors opened and the other gladiators suddenly began to mutter.

"Out of the way! Champs coming through!" a loud, gruff voice yelled. We turned and saw some more aliens coming towards the line. One of them looked like a volcano-like creature with a cone on his head, another was a…I had no idea what the fuck he was…he didn't look human…he looked more like a blob or a Upgrade like creature with eyes (like Goop from Ben 10: Alien Force only the size of a human). The third was some kinda robot thing we fought in the training center, only with more bulk, and the fourth was…a werewolf…holy freaking shit, it's a werewolf!

The Loboan was just like any regular werewolf, but he had a scar on his cheek with the middle slash ending at the top of his right eye, speaking of his right eye, both of them were light orange in color. The other gladiators backed off as the champs ordered their food and sat down at a table in the corner.

"You hear? Alistair got some newbies from Earth," the volcano guy said.

"Earth? It has no significance to Dreadzone, why would he take some people from there?" the machine asked.

The blob creature placed a hand on the volcano man's shoulder and said volcano man nodded in a silent agreement.

"Wait, there are some here?" he asked. The blob nodded and pointed in our direction, causing their eyes to look at ours.

"Heh, they don't look so tough, in fact I'd say one of them is about to faint," the volcano man smirked. The others were looking at the Loboan, who was still looking at me for some reason. He then turned to the others.

"Something up?" the Volcano man asked.

"…the boy…he…he reminds me of…" the Loboan began.

"Attention Team Terraforce, please report to the shuttle for the Battledome qualification round," the intercom said. I looked at Zach and John, "Guess that's us," I said. They nodded and we threw our food in the trash before we headed back to our containment area. We soon arrived and saw a shuttle waiting for us.

"Alright, ready guys?" I asked them.

"Yeah," Zach said.

"Let's do this, John replied. I nodded with them and got into the shuttle, it was small, and it had a bench and a monitor on the wall with the Dreadzone Z logo on it. The door soon shut and we felt it heading to the Battledome, and our fight.

"Greetings Contestant or Contestants, and welcome to Dreadzone Z. Here you will have to fight various other teams in various events, such as a fighting someone on the battlefield or running an obstacle course. If you can survive the campaign planets, you are eligible to fight in the Exterminators in the Tournament rounds and become Number 1. Please enjoy your stay in Dreadzone, and may the best species win." That's what a robot on the monitor said to us as we were heading to the Battledome. I've played the game, and now I'm living it…God please help us…


Back on Earth, while some people were busy dealing with the disappearances of people, the TVs and monitors around the world suddenly stopped. When they began to work again, they showed a list of channels with a voice saying "Humans of earth, your cable is now being connected to the Universal Cable Network…" along with, "Enjoy your species fight for their lives on this season's episode of Dreadzone Z…"

"Dreadzone Z? Wonder what's that?" someone at a diner asked.

"What did he mean when he said "fight for their lives"?" someone asked. The screen soon showed the live feed from the Battledome as everyone around the world watched.


In the Battledome, thousands of screaming fans are cheering their heads off as they see the last combatant being killed by a robot warrior gang. In the commentator's stand, this is floating above the action; two people sit in chairs facing a camera. One of them is a well-built man with a black mullet, a navy blue business suit, and light red skin and brown eyes. Next to him is a woman with red finger-wave hair, blue eyes, and has steely grey-blue skin.

"Well well, seems like that last combatant lasted longer than most others in the preliminaries, eh Josh?" the woman asked.

"You said it Joanne, and it looks like our next contestants are…" Josh looks at the paper he's holding, squinting to try and read the small text on it, then grabbed some glasses and began reading, "Humans? Eh, works for me," he shrugged and tossed the papers and glasses aside. "and here they come now!" Josh said as the shuttle carrying the three combatants appeared, lowering to the ground before opening up, revealing the humans.

"Wow…I never knew they'd be like this," Josh said with a little surprise as he watched the three kids walk out. "they're just kids!" he exclaimed.

"Yes, I think one of them is part Loboan…or is he just naturally hairy?" Joanne wondered.

"I'm naturally hairy!" Mark called to the commentators.

"Well that answers that question…wait seriously?" Josh called back to Mark.

"Yeah, it's from my family, long story," Mark replied.

"…well I really don't want to know just how hairy these humans are, but if they fight better than that other guy, that's good," Josh said casually.

"Enough with the small talk, let's get ready for the carnage!" Joanne yelled as the fans cheered.


"Did you really have to tell them about your hair?" Zach asked in a low tone.

"Shut up Zach" I grumbled and flipped my helmet on, I tend not to think things through a lot, and already I was regretting saying I come from a hairy family, but seriously, me a Loboan? Nah, no way could I be one. We soon saw a bunch of robots appear and soon fired our weapons. I never felt an adrenaline rush like this, man, as much as they wanted us to die, this was awesome! I soon saw some drop ships appear and start dropping off more robots.

"Drop ships over there, light it up!" I said through our radios and we began to fire at one of them, destroying it in a few combined shots. John was busy shooting from a distance with the Fusion Rifle, while Zach and I were firing up close with the Dual Vipers and Magma Cannon, which were already leveled up to Level 2 due to the enemies we've been killing, plus there was a little bar that was underneath the weapon icon on my HUD that slowly inched closer to the other end.

As soon as the robots were gone, the arena, covered in an orange liquid (which I realized when I saw metal parts of a robot fall in and dissolve was acid), sprouted more platforms from under the liquid, leading to a tunnel out of the area. we made our way down the tunnel, destroying more robots and earning a shitload of bolts, and soon made it to another arena. This one was larger and had two platforms separated by a sea of orange acidic lava. More robots appeared and we were beginning to lose some ammo, thankfully there were ammo crates from the tunnel and right before us.

So we continued to fight, dodge, but when my Magma cannon ran out of ammo, I soon realized I was screwed...or was I?

"Shit…Zach let me borrow one of your Vipers!" I said to my friend.

"A little busy here!" He called and shot another robot.

"John?" I asked him.

"Can't dude, am a little busy here," John said as I saw him whack some robots with his wrench. Oh shit I'm screwed…ok no ammo and I don't got any melee weapons to defend myself, shit I am so screwed! I soon saw a robot armed with a wrench and ducked to avoid it's swing.

"Guys! Help!" I said through the radio.

"Grr, hang on man, got to get rid of this mother-" I didn't hear the rest as one of the robots suddenly decked me in the face and I fell in pain.

"Ouch, that had to hurt," Josh cringed while Joanne was on the edge of her seat.

"Ooh this is good, he's going to die!" she said excitingly.

I heard a ringing noise as I struggled to stay stable, my head was so dizzy from the blow as the world was spinning around me, but I did see the robot about ready to kill me just as my world began to refocus. I widened my eyes in shock and fear as the DZZ-Striker was going to kill me with the wrench. I suddenly felt a weird presence in my body, like my body wasn't in control of my actions.

I dodged the wrench with a roll and everything around my eyes corner began to blur as I suddenly appeared before the robot, grabbed the wrench and smashed it against his head, then I grabbed the head, smashed it against my knee (ow! by the way), bashed it with the butt of it's wrench and kicked it into the other mob of robots, much to everyone's (including my) surprise.

"Whoa…" I gasped once I got control.

"Whoa…" Zach and John said.

"Whoa…" Josh said with surprise.

"Whoa…" Everyone said.

"When could he do that?" Joseph asked as they watched the fight on the Holovision.

"Don't know…but that was awesome," Frankie said with a grin.

I panted as I regain my composure, what the fuck was that about? Guess all those years playing video games finally paid off!

"What the hell was that about?" John asked when he came up to me.

"Don't ask me, I don't even know," I replied holding the wrench.

"Hey guys, we can talk later after we beat this course," Zach said. I nodded, cocking my Magma Cannon, and ran ahead into the fray. A few minutes later we emerged as winners of the Qualifying round.

"Well, that was an eventful round eh Joanne?" Josh asked.

"Yeah, but that Earth boy with the moustache…when could he fight like that?" Joanne wondered.

"Don't know, but those other two are just as good, seems like Dreadzone Z will be more interesting now with these guys around eh?" Josh asked.

"If you're trying to flirt with me, it's not working," Joanne said and caused Josh to face-fault.

"Well, that's all for this time folks, I'm Josh the Smasher,"

"And I'm Joanne Nighthawk,"

"And this is Dreadzone Z," Both said.


In Alistair's office, overlooking the arena the team just fought in, the Director was watching the broadcast with the other four Exterminators.

"Well?" He asked the Volcano man.

"Those kids sure are good…for amateurs at best" the Vesuvian said with a cocky smirk.

"Hmm…interesting, that Mark kid sure can scrap in a fight, not as good as you Fenrir…" The robot said to the wolf alien, who was leaning against the wall with his arms crossed. Fenrir only looked at him with one eye opened, but when he saw the screen his ears perked up.

"That boy… Fenrir mumbled.

"We'll meet at the mess, alright?" the volcano man called.

Fenrir nodded with a huff and stared at the screen more, showing the Terraforce leader in full high-resolution view. The others looked at him strangely, with Alistair getting something, a sheet of papers and looked through them.

"Hmm…we should keep an eye of those humans…" he said. The other Exterminators agreed and went off to their suite. Alistair sat in his chair and looked at the video feed again. "Hmm…that boy…I wonder…" he muttered.


Meanwhile...

Amidst the arena spectators that populated the stands, a lone figure sat in a bench, watching the team win their first match. "those boys are good, but they'll need more help if they want to win..." he muttered as he vanished, the alien next to where the man was had turned, expecting the man to be there, but wasn't there, scaring the alien.

The man soon appeared again, this time on the outskirts of a small city, the city being made of buildings resembling mushrooms with little ponds scattered around. the only thing of value was the large tower overlooking the town. The man looked up and began walking, passing by many of the Galvans busy doing their daily routines while he went to the tower.

"Halt!" a armored Galvan wearing a jetpack said as he flew to the man's hidden face. "identify yourself!" he declared.

"Oh, pardon me, I assumed this was the way to the bathroom" the man spoke in a polite voice.

"Hmph" the Galvan huffed, "The bathrooms are on the right wing, this wing leads to the vault holding the most powerful experiments made by First Thinker Azmuth," the Galvan stated.

"Good to know" the man said and stepped beside the Galvan, soon vanishing before the Galvan's eyes, then he reappeared at the entrance to the vault.

"Azmuth, you can build the greatest and most secure vault ever, yet you can't hide from me." he muttered, waving his hand, the vault door soon opened up with relative ease as he saw something hovering over a pedestal. he walked up to it, waved his hand as the defenses were lowered and the object, a floating box object gently landed in his hands.

"Sorry I have to steal this from you Azmuth, but the universe needs this more" the man apologized while staring at the camera before vanishing, the vault returning to its original state as soon as the man vanished from the system.


So there is the first official chapter of this story, sorry if its lacking in places, I as rushing. anyway, now that Team Terraforce managed to win their first match, how will the rest of the game show go? and who was the man and what did he take from Azmuth? find out next time! Review plz!