Disclaimer: I don't own Ben 10.

Chapter 69: Battle of New York PT. 2

Uncatalogued Universe; Before The Time War.

The Multiverse was a spectrum of infinities from an endless set of alternative Universes to an uncountable number of branching timelines, the variety could be obvious or not so much but, literally anything is possible… even a world where Ben Tennyson was born a genius prodigy. When he was two years old he was not only walking and speaking full sentences but, even designing his own circuit boards; when he was five years old he designed a car-engine that could run solely on water, and by ten-years-old he was working on getting the last of his high-school credits so that he could move across the country to study in Massachusetts, at one of the top Universities in the world, Harvard.

It was at this time his Grandfather invited him on a three-month long road-trip across the country with his tomboy twin cousin Gwen, who most definitely did not share his natural intelligence, and often scored average or below average in her fourth-grade class. It was this very trip that would change everything, not just his life but, the fate of entire Universes, and perhaps all of existence itself. In the night sky, in that Universe, in that specific moment in time, a chain of events unbeknownst to him or anyone on Earth brought a jettisoned pod down where it would crater in the ground of an eastern-coast national park. The part where he discovers the Omnitrix and immediately freaks out once it jumps onto his arm, running around the woods aimlessly screaming for several seconds like a fool, that stayed relatively the same.

Once he calmed down, he quickly learned to master this alien-device in record time, it only took less than a month for him to figure out the Master Control function; this made his life much easier, and dealing with the villains he faced over that summer was a piece of cake in his own opinion. It was also of equal ease to figure out the codes that manually unlatched it from his wrist, returning to his schooling for five more years before returning to it but, not in the way most versions of himself would have.

Instead of donning the watch once again to fight crime like some fifteen-year-old hero, this Ben Tennyson's fascination with the Omnitrix led him to delve deeply into its workings, driven by his insatiable curiosity and intellect. He didn't need to fight-crime to be a hero, with the regenerative capabilities of the energy used to alter his DNA, every and any disease on Earth could be cured in a matter of days; the multiplicative properties of Ditto and EchoEcho's species could be used, if harnessed safely, to end world hunger. The possibilities were endless and all he needed to do was dig a bit deeper into the power-source of the Omnitrix.

Through a series of daring experiments, he attempts to unlock its full potential, unaware of the dangers that lie ahead. One fateful day, while conducting a particularly ambitious experiment of essentially dissecting the watch itself, the Omnitrix malfunctions and explodes with a blinding burst of emerald energy. This version of Ben Tennyson was in fact a genius, possibly even on the level of a Galvan, however he was no Azmuth. In that moment of chaos, Ben's consciousness merged with the raw extra-dimensional force known as the Omni-Energy, which exists outside the confines of the Multiverse itself.

As the dust settled, Ben found himself transformed, not so much in the physical sense as his body hadn't changed much though the majority of his Harvard Laboratory was annihilated, he was entirely intact. Though his mind now intertwined with the vast power of the Omni-Energy, his eyes would glow constantly, the entirety consumed by emerald-green light, not even the whites of his eyes were visible.

Initially, the experience of having his consciousness merged with the Omni-Energy was overwhelmingly disorienting for this Ben Tennyson, nearly driving him mad. As his mind becomes infused with this extradimensional force, he is bombarded with a flood of sensations and visions from across time and space. Images and events from different timelines and alternate realities assault his senses, blending together in a dizzying whirlwind of color and sound. In one moment, he sees himself battling villains in the distant past, while in the next, he witnesses a future where his world lies in ruins. Time seems to lose all meaning as past, present, and future blur into a chaotic tapestry of possibilities all just as real as the world he was standing in. He was forced to isolate himself into a pocket dimension for ten-years, learning, adapting. He struggles to make sense of the jumbled visions assaulting his mind, grasping for some semblance of coherence amidst the chaos. However, as time passes, Ben begins to adapt to his newfound abilities. Through sheer force of will and determination, he learns to focus his thoughts and channel the power of the Omni-Energy more effectively. With practice, he gains greater control over his time-manipulating abilities, honing his skills until he can navigate through different timelines with precision and purpose. Slowly but surely, Ben begins to make sense of the intricate web of time and space laid out before him. He learns to differentiate between alternate realities and parallel timelines, using his enhanced perception to anticipate and prevent potential threats before they arise. With each passing moment, Ben grows more confident in his abilities, embracing the vast potential of the Omni-Energy within him. What once seemed like an insurmountable challenge becomes second nature to him, as he harnesses the power of time itself to protect his world and beyond. He became the Timeless Ben.

It was after he'd finally harnessed his abilities that he began to meditate deeply into the Omni-Energy, being a formless, shapeless energy unbound by time-space, it was essential to clear ones mind of distractions before manipulating reality. It was on one of those deep dives into the depths of time that he came across a small pocket of matter, just outside of his sight, on the outskirts of the bleed, teetering on the edge of conceptual abstracts, he couldn't quite put his finger on what it could be.

Timeless decided that the eerily sinister feeling he was getting from that small pocket was just sinister enough to warrant his observation at least, and his intervention if he deemed it necessary. Donning his black-robes with the golden trimmed Omnitrix-dial design emblazoned down the middle of the back, he opened a portal with a flick of his wrist, hopping through the swirling-emerald vortex of temporal energy.

Edge of Oblivion – End of the Omniverse.

Timeless closed his portal behind him as his boots touched down on a deserted, fractured city floating in the void of emptiness surrounded by endless nothingness, just pitch black in every direction other than the one city-block sized chunk of rock, cement, and stone. One single massive building atop this lonely structure. He quietly investigated, throwing up his loose hood and skulking around the compound, wondering where the gravity was coming from but, he quickly remembered that gravity didn't exist anymore. Much like the last star in existence, it had long since died out, flaring before fading forever. The concept of light and shadow had also died out by now, the edge of oblivion, the literal end of all creation, of all universes, of all base realities following linear time, an infinity upon the infinite of worlds. All gone.

"Who the hell are you?" a voice called out prompting Timeless to turn and find a massive cathedral taking up most of the space on the rock, large marble steps leading up to a large throne cut in a pristine white stone and marble. Sitting on this throne was the source of the voice, a man in black armor with purple accents as well as a glowing purple helmet with similarly intimidating eyes glowing the same color. He had just emerged from the abstractium, merging with his variant freshly severed from the Hands of Armageddon.

Timeless backed away, knowing very well who this was and how dangerous he could be, not having realized exactly what he was getting himself into, he held his hands out as if on guard, "Why are you hiding here, Eon?"

"Another time-walker? That's annoying, you shouldn't be here, it's against the rules, you know?" Eon pointed out, leaning the side of his helmeted head on his own fist, propped up with his elbow against the armrest. "And why wouldn't I be hiding here? This is the precise instant before time itself ends conceptually, we're septillions of years into the future, no Chronosapien is powerful enough or accurate enough to make it here… I don't care what watch they're wearing."

"So, you jumped back to the exact moment after that version of me who kicked your ass as Clockwork left, so that you could set-up shop here and heal?" Timeless walked around, looking up and around at the large building with its ornate pointed towers and elegantly carved design, "Isolated within a temporal holding field? Keeping gravity, light, and matter stable while you cheat time for… how long?"

"Until I'm done healing, and then I enact my revenge, Ben Tennyson and more specifically taboo super-powered troglodyte of a variant who destroyed my ascension to ultimate pow-!" Eon erupted into a fit of coughing and heaving within his helmet before he spoke up again, "You shouldn't even be here, you know the rules… and what happens if you break them," he chuckled a bit knowing the good-hearted were usually far more afraid of the consequences for meddling with time than he was.

He scoffed in response, "Oh, I know the rules, which is why I came here to find out who was breaking them," Timeless stepped forward, confident in his new powers, and having dealt with a few temporal-anomalies on a smaller scale already he was understandably under the impression he could deal with Eon alone.

Eon chuckled with an echoed laughter, "Hypocrite!"

"I'm not here to argue semantics with you, I'm here to eradicate you from existence like my variant was supposed to," Timeless stepped forwards as his aura consumed him in transparent emerald-shaded energy coursing through the atmosphere around his body.

Eon stood up furiously, tossing his cape behind him with one arm, "You think I'm just a weakling here, licking my wounds? I still have more than enough power to deal with a pretender like yourself!" a vibrant surge of purple temporal energy similar to his opponent's surrounded him as well.

Within this isolated bubble, aside from the slight super-human attributes and energy projection, they were both relatively powerless offensively. They would need to battle now with their wits and physical skill. The two time-walkers faced each other in a flurry of anticipation, their stances low and ready. Their breaths came in measured, controlled bursts as they prepared to engage in a battle of skill and determination. As the fight began, they circled each other with precision, their movements calculated and deliberate. The first strike came swiftly and fiercely from Eon, as one of the fighters launched into a lightning-fast series of jabs, each one being parried to the side, aiming to overwhelm his opponent with sheer speed. But Timeless was equally adept, countering each move with grace and finesse. With a fluid motion, they blocked the incoming attacks, their arms moving in a blur of motion as they deflected each blow with practiced precision. As the fight continued, the combatants seamlessly transitioned between offensive and defensive maneuvers, their bodies moving in perfect harmony with the rhythm of the battle, each defending block or connecting strike radiated flashes of emerald and dark-purple light. A flurry of punches and kicks flew through the air, each strike landing with pinpoint accuracy as they sought to gain the upper hand. Eon right crossed Ben in the face, punching him to the ground before attempting to kick him in the chest, however; his foot was caught by Timeless who used his ankle and turned as he stood back up, swinging Eon through one of the many marble pillars, kicking up clouds of concrete dust. The intensity of the fight reached a fever pitch as the combatants pushed themselves to their limits, their movements becoming more desperate and aggressive with each passing moment. Eon sought to right-cross his opponent in the face again only this time, he managed to catch the villains arm, tossing him overhead, and onto his back, cracking the stone floor with his impact. Timeless attempted to put his boot down on Eon's chest but, the living paradox fired a quick burst of purple-energy upwards like a concussive force, knocking Ben off his feet and onto his back.

Slowly, Timeless got back up as did Eon, they dashed back towards one another with their powerful auras at super-speeds, leaving trails of color in their wake due to sheer speed. They traded blows with increasing ferocity, their fists and feet colliding with bone-jarring force as they fought for dominance in the cathedral, sending shockwaves across the isolated temporal-field. With a sudden burst of energy, Timeless launched into a spinning kick, their leg slicing through the air with deadly accuracy and powerful emerald lightning cascading over his leg. Eon was ready, ducking beneath the attack and countering with a swift closed-fisted strike of his own directly to his center abdomen, sending Ben flying backwards, hitting one of the adjacent pillars with his shoulder, taking a chunk of solid-marble out of it on his way to the ground.

Ben looked up at the approaching villain from his hands and knees, surprised to taste some blood in his mouth, watching it tickle down in droplets to the cold stone floors, "You thought you could walk in here and destroy me? I'm sure it was well warranted. All you've done is assure me that I am on the right path to obtaining my vengeance."

Timeless attempted to hold one of his hands out, focusing his powers as an emerald flame-like energy engulfed it, aiming to blast Eon with what little power he had but, he was foiled by one of the villain's black combat-boots pressing down on the heroes hand, crushing it under his weight slowly, "I don't think so," he knelt down so that he'd be at eye level with the prone hero, grabbing him by his ruffled-brown hair and lifting his head a few inches, "You see I was going to wait it out a bit longer but, beating you has reminded me just how capable I am, I think I'll begin my war now…" dropping it as his chin hit the stone floor.

New York; Time Square; December 23rd, 2025; 1:27PM

Ben and Gwendolyn were shoved through a large glowing neon-blue temporal gateway, barely managing to stay on their feet as it closed behind them, steadying themselves as they looked out around them. In the second they settled themselves, they recognized the heart of Times Square, chaos reigning as familiar-saucer drones pass menacingly overhead, casting an eerie glow on the iconic billboards and neon signs, most of which were smoking and inactive. The screens that were still active were displaying an ominous emergency alert symbol and nothing else. Explosions rock the ground, sending debris flying in all directions, while panicked civilians scramble for safety amidst the wreckage. The air is thick with smoke and the acrid smell of burning buildings.

Amidst this apocalyptic scene, a couple of ten-year-olds stand closely together defiantly, their faces illuminated by the flickering lights of destruction and energy projection being whipped about, holding onto each other for dear life as they fight the unknown together. Ben and Gwen had been fighting side-by-side for nearly fifteen minutes now though it felt to them like hours; Wildmutt was chewing on the head of one of the robotic-bioids, while Gwen mounted him, her eyes flaring with telekinetic energy. Using her magic to redirect drones into flying and crashing into one another above them; Wildmutt suddenly perked his head up, exploding in a flash of emerald light as Gwen was suddenly hanging casually off one of Fourarms' many limbs.

Their older selves were surprised to see them fighting together so well, it was strange for them considering they don't remember ever being that close to one another at that age, even during battle. Ben snapped out of his stupor, nudging Gwendolyn at his side, "Our thirty seconds is up, something big was about to happen, do you see anything?"

Gwendolyn darted her eyes around at her surroundings, her pupils and sclera consumed by turquoise energy once again, she looked for anything out of the ordinary or even anything exuding odd emotional states with her empathy. "I don't see a thing; do you think he was lying?"

"No, but I-" Ben didn't have time to announce his actions, as soon as he spotted the danger, his mind and therefore his Omnitrix reacted on its own; transforming instantly into XLR8, he dashed from the glow at faster than light speeds, reaching with his claws out in front of him as he sprinted at top speed towards their younger selves. XLR8 was just in time to tackle the younger, ten-year-old Gwen off of Fourarms' shoulder, allowing his own younger self to take a blaster-bolt to the shoulder. This would have incinerated Gwen's entire body, almost on the spot, however it instead severely burned his thick crimson Tetramand skin over his shoulder. It was an incredibly bad burn, Fourarms shouted at the top of his lungs as he fell backwards, rolling onto his side as he clutched his shoulder in agony.

XLR8's senses returned to normal as everything around him sped up once again, standing up slowly as he helped Gwen to her feet as well, Gwendolyn flew across the battlefield with her levitation, kneeling down at the boys side. She first placed her hand on the dial, having learnt enough about it over the years to return him back to his human form with a familiar crimson flash, revealing his shoulder had serious second degree burns.

"Take them back to the tower, they should never have been out here, I'm going to find Albedo and Sunny!" XLR8 announced his intentions to Gwendolyn as he looked up and out into the distance before taking off in yet another black and white blur of motion.

Gwendolyn noticed how her younger self was looking at Ben, the way she knelt down by his side along with her, even though she didn't know any healing spells yet, the tears in her eyes wouldn't stop rushing forth. There were no screams or whimpers, there were no snot-nosed uncontrollable wails, just the teats that wouldn't stop coming even as she clasped her dainty hand with his. Gwendolyn was starting to wonder if someone had let something slip about their future-selves while they were on Khoros.

XLR8 sprinted across the city at the speed of light, running up the side of the Empire State Building where he had his first real date with Gwendolyn; explosions erupted from within the building, shattering windows, and expelling vents of flames which the Kinceleran was forced to maneuver around as he increased his velocity even further. Approaching the rooftop spire which extended into the sky, using his incredible speed to balance perfectly as he ran up it, vaulting up into the sky with all of his momentum before exploding midair with an emerald light. Jetray emerged from the glow at nearly equal speeds to XLR8's run, flying upwards as he dodged through drones flying in either direction. Firing neon green neuro-shock beams from his eyes and the tip of his crimson-scaled tail, targeting and destroying multiple of them as he made his way up towards the massive hot-pink shield constructs protecting the city from orbital-fire. One drone slammed right into Jetray as he advanced upwards, the Aerophibian immediately used his hand-like appendages to grab hold of the drone on either side. Looking down at it and aggressively firing beams from his eyes into its robotic-faceplate causing it to explode in his hand with a rather large fireball engulfing him completely.

From the smoke and flames Jetray emerged unharmed, flying upwards rapidly as he continued towards the upper-atmosphere where Sunny was currently holding the line. Jetray found one of her many clones struggling against several droids that were attempting to attack her from behind while she was too busy focusing on the relentless beams being hurled down at the city from the heavens. If even one made contact with the city below, it would all be over, thousands would be eradicated at once, and if only a few clones were to fail, several shots could make contact and the entire island of Manhattan would sink into the ocean in flames.

Jetray growled instinctively, triggering the evolutionary process of his Omnitrix with a thought via Master Control, an emerald wave of genetic energy slowly consumed his crimson body. Jetray grew in size multiple-feet being more akin to the size of the average Pterodactyl, his skin changed pigments from crimson to pale white with glowing purple scales over his back and across his wingspan. Ultimate Jetray had not two but, four separate glowing emerald eyes parallel to the first set; his tail grew in length several feet as well spawning a claw-like appendage at the tip. Quickly, with a single flap of his wings, Ultimate Jetray's strength sent a whirlwind out at the saucer-drones which knocked them off balance in the air, adjusting themselves, and turning around.

Before they could even fire from the gun-stick appendages extending from their base, the saucer-drones were annihilated by the evolved Aerophibian's tail curving up towards them where the claw-like tip electrified with emerald static, unleashing massive bolts of bright neon-green lightning at them. The electrocution fried the six saucer's hardware as they lost their ability of flight, falling as smoking heaps of trash down to the surface thousands of feet below.

"Thanks but, if you really wanna help, take out those fuckers up there maybe?" Even Sunny's clones were less than polite with her phrasing of things, gesturing her chin upwards to the massive warships in orbit since her hands were still above her head keeping the shield maintained, barreling down at them with city-busting weapons of mass destruction, she wasn't sure just how much longer she could do it.

Ultimate Jetray looked up and narrowed all four of his eyes in a frustrated rage, huffing as he said nothing and darted upwards at faster than light speeds leaving a shockwave and a trail of glittering-emerald energy in his wake. Whoever was aboard the ship must have seen him coming as the football-field sized cannon barrel lit up with bright yellow particle-energy preparing to fire once again. Within these fractions of a second, the beam fired down on Jetray who effortlessly maneuvered around it, doing literal circles around the beam as the brunt end was once again blocked down below by one of Sunny's clones.

Ultimate Jetray accelerated as fast as he could between himself and the ship in orbit larger than the island of people it threatened to destroy, completely automated by the same drones and bioids used by Vilgax many years ago, and still firing down on the heroes home planet. Midflight, as he made his way passed the ship, facing the infinite void of space for a moment, before turning back round as Ultimate Jetray used his Master Control to segway instantly, in a single flash of emerald light so massive, it threatened to match the sun in it's radiance when observed from below. Ultimate Way Big dropped all of his weight onto the ship itself which was forced to compensate with its advanced gravity thrusters, tilting the entire craft in the process but, not successfully knocking it out of the sky just yet.

Using the small-island sized warship as a platform, the evolved To'kustar leapt out into space, using his own natural ability of flight to face the vast automated fleet of identical warships lining the entire solar system for nearly a full light-year, there was almost no end to them. Ben wasn't entirely sure that this form could even be stretched as far as he was about to take him, the amount of power would be phenomenal based solely on the experience he just had on Khoros. Moreover he wasn't entirely sure he would survive either, he passed out for several minutes the last time, and this was on a whole other scale; could he really push himself like this twice in one day? Could he really afford not to? He assessed his options carefully for nearly a full minute, there was no other way.

Ultimate Way Big furrowed his brows, not saying a word still as he glared at the nigh-unstoppable fleet of warships, it was like staring down the barrel of a gun, your whole life flashing before your eyes, maybe this was it, or maybe this was just another story in a never ending war. The genetic energy started at the Omnitrix symbol, spreading out across his skin, an unprecedented surge of energy envelops him, crackling with unimaginable power as it courses through his already massive veins. With a determined focus, Ben channels this cosmic force into his Ultimate Way Big transformation, unleashing its full potential, and then going even further beyond. His colossal form expands beyond comprehension, dwarfing entire continents with his immense stature. The warships in orbit were now specks to him as he had to ensure he positioned himself properly to not completely blot-out the sun. His skin, now akin to celestial armor, glows with an ethereal radiance, shimmering with hues of cosmic blue and golden trimmed reflecting with starlight. Ancient runes, glowing with the power of creation, weave across his colossal-framed armor, each symbol a likely ancient, lost language. His eyes, blazing with celestial emerald light, pierce through the void of space, reflecting the infinite expanse of the cosmos itself as well as the invading forces approaching his planet. Wisdom and strength emanate from his gaze, a beacon of hope in the vastness of the Time-War. Majestic wings made entirely of ehteral sparkling emerald Omni-Energy, spanning out beyond the reaches of Earth's measure, unfurl from his broad shoulders, each feather pulsating with the energy of a thousand supernovas. Glowing with otherworldly luminescence, they grant him unparalleled speed and agility as he navigates the cosmos, though he likely wouldn't need that much effort. His colossal hands, crackling with cosmic energy, wield the power to reshape galaxies with a mere wing of his arms. With seemingly boundless power and unwavering resolve, not even the Cosmian's could survive what came next.

As Super Ultimate WayBig, floating beside the Earth itself being just a bit larger than the planet itself, crossed his colossal, armored forearms, the very fabric of reality seemed to warp and bend around him. Neon blue and emerald-cosmic energy crackles and surges between his massive hands, swirling with the power to reshape the galaxies themselves. With a resolute gaze fixed upon the distant fleet of warships lurking in Earth's solar system, knowing them all to be vacantly automated, he channeled his immense power into a devastating blast of cosmic energy. The space between his arms crackled with anticipation as the surrounding space rippled with the sheer magnitude of the energy building, ready to discharge. With a thunderous roar that reverberated across the cosmos, traveling impossibly through space, Super Ultimate WayBig unleashed the full force of his cosmic might in one massive beam. A blinding surge of radiant energy erupts from the intersection of his crossed forearms, a torrent of cosmic fury unleashed upon the unsuspecting warships. A hurricane of solar-winds ripped through space along side the cataclysmic energy beam, wiping out anything and everything in its path. The colossal force tears through the void of space with unstoppable magnitude, streaking towards its targets like a celestial comet. The warships, formidable as they may be, stand no chance against the overwhelming power of Super Ultimate WayBig's cosmic onslaught. As the blast engulfs them in a cataclysmic explosion of light and energy, their once-imposing hulls are reduced to mere fragments scattered across the emptiness of space. The shockwave from the blast reverberates through the solar system, sending shockwaves rippling across the celestial expanse. Debris from the obliterated warships spirals outward, a haunting reminder to any that may pass of Ben Ten Thousand's unparalleled might. As the cosmic dust settles and the echoes of destruction fade into the void, Super Ultimate WayBig stands as a towering colossus, a titan of hope amidst the vastness of the cosmos. Turning his attention downward, the hyper-evolved To'kustar swung his arm downward with very little force, clearing the cloud line of an entire hemisphere in the process of shredding the two flagships apart with a single hand, swinging the debris out into deep space. If Eon and Natalia were still aboard those ships, they likely would have taken his transformation or the following energy-blast as times to escape; in fact, part of him could feel it, Eon was most definitely still alive and he wasn't through with Earth just yet.

Just as he predicted, the evolution and power he used was far too much for a single transformation, for a brief instant the entire planet beside him was shrouded in a crimson flash of light as Ultimate WayBig began his slow descent falling back towards the gravity of the planet. Another crimson flashed left just WayBig free falling from the sky, too exhausted to even react to his fall or even stay awake for that matter. One final crimson explosion in the stratosphere protected Ben from feeling any suffocating effects from the vacuum of space, falling through the atmosphere and towards the ground, his bones were aching and his ears were ringing, he didn't have anywhere near enough strength to fly.

Gwendolyn was still making her way through the wreckage and the few remaining bioids with an injured Ben floating via telekinesis and a relentlessly worried younger version of herself following closely behind, incapable of taking her eyes off of her downed cousin. That was until she noticed something falling through the sky in the distance, since the clouds had been completely dispersed by the giant fist they saw swiping through their atmosphere earlier, it was clear that it was a person thousands of feet up freefalling towards the ground.

"He's not slowing down…" Gwen pointed out, prompting Gwendolyn to turn back around, having been so busy dealing with the drones and her injured past-husband as well as her own ten-year-old self, she totally forgot the backlash he had just faced from using a Super-Ultimate only an hour or two prior. For some reason, it felt like this day was dragging on forever; Gwendolyn turned on a dime, dropping Ben from three-feet up as his better half gasped, rushing to his side to make sure he was okay as she watched her future self taking off into the sky at high-speeds towards the falling hero. Her cloak billowed wildly behind her as he was approaching the ground at near re-entry speeds, she swept between burning buildings and through the specks of ash raining down on the city like snow from the wreckage in the upper-atmosphere. "C'mon, c'mon, c'mon," she whispered to herself. Gwendolyn swooped in and tackled Ben through the air, halting his fall as his unconscious body slumped over, they careened out of control. She wasn't very used to using her telekinesis for such high-speed flight and hadn't done so since her early-twenties, just barely managing to land atop before tumbling to a halt across a rooftop of one of the many apartment buildings below.

Gwendolyn coughed and got to her knees, flipping his body over so that he could lie on his back face up, placing her hands against his chest where they immediately began glowing vibrantly with a turquoise aura, "C'mon, c'mon, c'mon!" she shouted this time, using her most powerful healing spell to rejuvenate him as much as possible, his pulse was weak but, it was fading fast.

Suddenly, Albedo broke the sound barrier above them in his human form, landing on the rooftop next to them with a concrete-cracking stomp before quickly making his way over to where they were knelt down. Gwendolyn looked up into his crimson eyes with tears collecting in her own, "What happened?!"

"He used the Super Ultimate function twice in the last hour…" she explained to him as the tears threatened to crawl down her cheeks any moment, her eyes were pleading with him to come up with something as it was clear her magic wasn't helping in the slightest. "Help him…" she cried, her voice cracking a bit.

"He's completely drained himself of Omni-Energy, without proper practice, his body wont be able to sustain the instant change back…" Albedo explained as he got to one knee by the heroes side as well, placing his hand gently on Gwendolyn's still planted firmly against Ben's chest, "Fortunately, my connection has been purified, otherwise there would be no one with sufficient capacity to do this…" his hand over hers began to glow brightly with crimson energy exploding over them and consuming them in light for a moment.

Suddenly, Ben coughed loudly as his breathing returned to normal, slowly beginning to stir as Gwendolyn took her hands back and looked up Albedo's eyes, "W-What'd you do?" she asked, blinking at him.

"Call it a transfusion, he was out of Omni-Energy so I gave him the reserves in my Ultimatrix, though his capacity is so much greater than mine I could hardly rejuvenate him entirely," Albedo continued to explain as Ben slowly sat up with Gwendolyn's help, putting her hand on his shoulder as he did so, "Neither of us will have the energy to transform or use our powers for at least a few hours… though, from the looks of it, if the battle recommences at all, it will be sometime before they redeploy."

"Yea, looks like I can only go Super Ultimate once per day, definitely noted…" Ben massaged the bridge of his nose, his vision was blurry and his ears were still ringing, he felt like he might throw up but, hadn't even eaten anything yet today for him to regurgitate. After all, it wasn't even two o'clock in the afternoon yet.

Sunny floated down from the sky, now that there were no more ships in the sky to protect the city from, she was free to return to her half-human form wearing a dark-purple blouse, a black pencil-skirt, and thigh-high black socks, with matching heels; her straight raven-black hair swung gently as she landed next to Albedo, throwing an arm around his neck casually, "Why the fuck didn't you guys do that in the first place?!" she called out with a smile, her free arm waving in the air at the clear skies.

"Well, I honestly didn't think it'd work…" Ben said, still sitting on the ground from sheer exhaustion, his pixie-cut, auburn haired wife sitting next to him, still reeling from believing he was dying. "But, it's not that simple," he said, kicking his booted-feet out in front of him as he leaned back on his hands, "Eon is still out there and there's no way that one swing killed the Cosmian Queen, considering we don't even know what she looks like yet, I doubt it's the last we'll hear from either of them."

Albedo scoffed, looking back up into the sky, "Do not over value this victory, we lost many lives today and our skies will be filled with warships again by morning… this is war and the ships they're deploying are more numerable than you could imagine."

Suddenly, an emerald portal of swirling energy opened up on the rooftop beside the group of weary heroes, floating a foot off the ground, the portal was quiet for several seconds as Ben readjusted himself, doing his absolute best to meet this threat with as much of himself as he had left to give. Gwendolyn helped him up by the shoulder as they all peered into the portal, two figures leaped out of said portal urgently.

"Close it!" one of them shouted, as the other dressed in familiar robes turned, and held out his hands willing the temporal gateway shut before their eyes.

Timeless stepped back before slowly dropping to his knees, his hood falling back revealing his identical-face to Ben's younger, fifteen-year-old self; he fell forwards onto his hands, staring at the stone floors as the heroes just watched.

"Timeless? What's happening? Where have you been?" Ben asked with just as much urgency in his voice but, the time-lord didn't answer, instead he groaned, picking up his hands, balling them up into fists, and slamming them back down in a fit which cracked the concrete floors. "…and who is he?" he finished his line of questioning slowly as he realized that there was something more going on with his emotional state.

"My name is Ben Tennyson but, of course, you know this," the sword-wielding variant approached with a serious expression but, not a hostile one though, he kept his free hand on the hilt to the blade strapped to his waist while he used his other to shake hands with Ben, "They call me Benji on my world." His

Ben raised his brow, still a bit confused but, nodded slowly as he returned the gesture, and shook his hand, "What just-"

Before he could finish, Benji straightened out his silk-made dark-green montsuki robes and answered his question which was quite obvious at that point, "We just attempted to assassinate Eon and Queen Natalia… suffice to say, it did not go as planned," he glanced back at Timeless who currently refused to look up from the ground though, Ben could tell there were tears cascading down his face onto the concrete rooftop, "We lost one of us."

Everyone felt the morbid tension that followed that statement waft over them, causing them to either gasp ever-so-slightly or to turn their heads in response; "We have to figure out how to end this war for good, Timeless, you need to stick around this time and give us some real answers," Ben folded his arms over his chest to punctuate his sentence, starting to feel the strength to stand on his own again.

Albedo added his own opinion, having the mind of a super-genius, it was frustrating to say the least when there were mysterious that evaded his understanding, "For example, you could tell us the relevance the Potis Altaire has to this Time-War."

"Or maybe the actual goal this Eon character has in mind? Is it just to kill Ben? Why start a war with all of time if the guy you want revenge against is right here?" Sunny interjected just to add an obvious question that she herself wasn't sure of yet, though she wouldn't have been surprised if someone had figured it out and not told her, she wasn't really paying attention half the time.

Timeless got to his feet finally, taking in a long inhale through his nose, he sighed an exasperated exhale, "No… You're all right, I've tried fixing this myself long enough now, I'll answer anything you need to know… just not here," Timeless looked around at the damaged city, the burning buildings, the ash drifting down through the sky like snow around them.

Gwendolyn put her finger to her ear, speaking through the com-link back to their head-quarters within the domed sanctuary of Omnitrix City, "Cooper, we're heading back now, contact Jennifer and tell her to pick up our ten-year-old selves and meet us back at the tower. Make sure to get the med-bay ready, Ben has some serious burns on his shoulder…"

Cooper hadn't responded yet, waiting for her to finish, "…not our Ben but, the other Ben… younger Ben…" though Gwendolyn glanced off to look at the two teenage variants of her husband, realizing there were far too many of him, and that this was getting hard to follow, "Ya know what, whichever one of them has a burnt shoulder when they show up, I don't know…"

"Roger that, I just spoke to Jennifer and she's already on it, and I gotta say, she doesn't sound so happy with her dad…" Cooper responded.

"Great, just great…" Gwendolyn watched as Timeless swung his arm out, gesturing as another temporal-portal opened before them, following behind them as they stepped through.

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