Both Vilgax and Kevin paused for a second after hearing Evan say he was going to kill them.
It wasn't something they expected to hear from him, but neither of them took it too seriously.
Kevin still saw him the same way he saw Ben, another kid playing hero, someone who would talk big but stop short when it actually mattered. In his mind, there was always going to be a line Evan wouldn't cross.
Vilgax, on the other hand, understood it a bit better. He knew Evan wasn't bluffing entirely. The intent would be real, but only under the right conditions. As long as the Tennysons weren't directly threatened, Evan wouldn't go all the way.
That was enough for both of them to stay confident.
Fasttrack didn't say anything else. He just tapped his Omnitrix dial.
The Symbiote Suit Mode activated immediately. A black, living substance spread out from the dial, crawling across his body in seconds. His blue fur darkened to black, while faint blue markings stretched across his chest and back. His frame grew slightly larger, more defined, and his eyes sharpened into something sharper.
"You…" Vilgax muttered, narrowing his eyes. "You actually merged your alien DNA with your Symbiote?"
He knew exactly what that meant.
The Symbiote species wasn't something to take lightly. They didn't just enhance a host; they bonded, adapted, and learned. Given enough time, they could replicate abilities and permanently integrate them. And if the bond went too far, the host might stop being the one in control.
Vilgax had always avoided relying on something like that; the risk of being taken over wasn't something he was going to take lightly.
Now he was looking at a kid who had gone ahead and fused it with another alien, like it was just another upgrade.
That made things… complicated.
"Big talk coming from someone your size!" Kevin snapped, charging forward with a crystal fist.
Fasttrack moved at the same time.
He slipped past the punch like it wasn't even aimed at him and drove his own fist straight into Kevin's face. The hit carried more weight than it should have, speed from Fasttrack, strength layered in from Four Arms, all compacted into one clean strike.
Kevin went flying back and slammed into the metal tower behind him.
Fasttrack didn't waste time watching him fall. He already understood what his current form could do.
After some trial and error, Evan was able to create an upgrade module that allowed him to understand his alien's power and ability upon transformation.
Which is why, unlike Ben, who learns through trial and error on how to use his aliens, Evan can understand his aliens upon transformation.
And thanks to this, he knew how Noir's ability would work when meeting a willing host. He didn't just enhance their base strength; he also copied and reproduced their abilities.
By creating a "codex" from the host's bloodstream, he permanently stores the host's genetic information and abilities, which can be used even after separation.
Like now, after he bonded with Ben using Noir, he was able to copy all of Ben's aliens and can use them as Noir when having a host. The current Symbiotes Suit is just a sample of Noir's DNA used as a suit.
Although he couldn't replicate his own alien's power due to the suit being just that... a suit and not the actual Symbiotes, Noir. Still, the enhancement alone is enough for him.
Vilgax lunged, but he was unable to catch him as Fasttrack simply moved too fast for what his species normally could, appearing underneath his black feet where a set of wheel-ball normally belonged to XLR8.
Vilgax swung his arm, only for Fasttrack to step back, then leap away, avoiding a fire blast from Kevin before his entire body faded, turning invisible.
Both of them paused, scanning the area.
The hits came from nowhere, quick strikes to the head, ribs, joints. Not enough to finish them, but enough to keep them off balance. Kevin swung wildly, hitting nothing. Vilgax responded by slamming both arms into the tower's support, cracking the metal beneath them in an attempt to flush him out.
Fasttrack reappeared a moment later above them, standing directly on the air itself, looking down at both of them, watching them fall and crash onto the bridge below.
He landed in front of them, straightened up, and looked at them without saying anything.
His hands shifted, gaining Ripjaws's claws, then crystal platings layering over his arms, sharper and more refined than Diamondhead, tightening into a sleeker but tougher structure with sharp claws and a sharp elbow spike on each elbow. His stance lowered slightly, ready to move again.
He shot forward and drove a crystal-coated punch into the side of Vilgax's head.
The combined force of Fasttrack and XLR8's speed, Four Arms's strength, and Diamondhead's durability. The force sent the alien warlord flying, his massive body crashing into the railing of the bridge, as he fell back, his large hand swung out to grab onto the edge.
Fasttrack looked down at his cracked, damaged crystallized right gauntlet. He frowned slightly, realizing the limitation of his 10-year-old aliens.
This wasn't just a fact; it was the truth. The Omnitrix only transforms an alien based on its user's age, meaning that all the aliens that Ben and Evan have turned into until now were just 10-year-olds.
They weren't at full potential yet. This is even more true when you watch the show.
In Classic, Diamondhead could barely scratch Vilgax, while in Alien Force, Diamondhead can solo Vilgax.
The Symbiote Suit reacted instantly, flowing over the cracks and repairing the damage to the gauntlet. Kevin came in from behind, swinging hard enough to break through part of the bridge.
Fasttrack moves away it cleanly flipping through the air and avoiding the attack.
Their gaze met, and without waiting, he dashed forward. Kevin now wielded all ten of Ben's aliens' powers all at once without proper control and is only one-tenth of their original power.
Fasttrack began circling him, landing hit after hit to his face, ribs, side, and back, never staying in one place long enough to be countered or hit.
Crystal formed over his leg, shaping into a reinforced greave. He pivoted and drove a kick straight into Kevin's face.
Kevin went flying into an abandoned car, the impact bending metal inward. Blood and a loose tooth followed.
Kevin tried to push himself up. "Wait! I give! I gi-"
Fasttrack didn't give him the chance.
A stream of green slime shot from his wrist straight into Kevin's mouth. Kevin gagged immediately, instinctively trying to spit it out.
"You think my name is Ben or something?" Fasttrack responded, then drove a punch directly to his gut.
"He believes in second chances. I believe in doing whatever it takes to achieve my goal."
A follow-up kick to the side of the head, and Kevin dropped again.
Heavy footsteps sounded behind him. Fasttrack moved away without turning, creating distance just as Vilgax came in, shattering the ground where he was standing.
Landing a distance away, he crouched, then launched forward like a spring and drove a kick straight into Vilgax's unarmored face.
Vilgax staggered back a few steps.
As the crystallized gauntlets on Fasttrack's hands extended forward into sharp blades, he didn't hesitate. He sped in and drove the crystal spike straight into Vilgax's side, the impact clean and direct as dark purple-blue liquid began to seep from the wound.
Vilgax hissed, his body tightening as the pain set in, but his focus shifted immediately to something else. His armor was still damaged from their last battle, and without it fully intact, facing Evan head-on wasn't ideal. He needed time to recover it, to bring himself back to full capacity before continuing this fight properly.
It annoyed him, more than anything else, because he understood exactly what he was dealing with.
They weren't that different.
Both of them relied on constant growth, on pushing beyond what their species should normally be capable of through enhancements, upgrades, and whatever tools they could get their hands on.
Evan Gold would make a great partner if only their goals weren't so different.
Still, Vilgax didn't step back.
Ignoring the pain, he thrust his hand forward and grabbed Fasttrack by the neck, forcing him down against the bridge. The metal beneath them groaned under the pressure as Fasttrack's legs braced, crystal spreading from his greaves and reinforcing his stance to keep himself from being completely overpowered.
"You've improved…" Vilgax muttered, more irritated than impressed.
"Isn't that obvious?" Fasttrack replied, gripping Vilgax's wrist and trying to force it off his neck. "I am you."
Vilgax looked down at him for a moment before answering without hesitation.
"You are me."
He raised his other hand, preparing to bring it down, but Fasttrack had already adjusted. The crystal coating his arms continued to spread, covering his chest and neck, where Vilgax was gripping, and instead of trying to overpower him directly, he shifted his approach.
He pulled back just enough and let the outer layer of crystal break off from behind him, slipping free at the last second as Vilgax's fist slammed down into the spot he had just been pinned to.
By the time the strike landed, Fasttrack was already gone.
Kevin then rushed toward him from behind. Fasttrack reacted by leaping backward, doing a back flip, avoiding him, and letting Kevin crash straight into Vilgax instead.
The collision sent both of them over the railing, their bodies disappearing off the side of the bridge and dropping into the water below.
Fasttrack moved to the edge almost instantly, looking down at the surface as he tracked where they landed. The ripples spread outward, but there was no clear movement after that.
He tapped his Omnitrix, the black Symbiote Suit retracting as the transformation shifted.
"Shellblade."
He jumped down into the water without hesitation, cutting through the surface and scanning the area below. His gaze moved steadily, covering as much ground as possible, but there was nothing, no movement, no sign of either of them, not even a trace left behind.
After a few seconds, he pushed back up to the surface and looked around again, slower this time, making sure he wasn't missing anything.
"Did they seriously run?" he muttered, irritation clear in his voice.
It wasn't surprising when he thought about it. Kevin had access to Ripjaws' abilities, and Vilgax is a humanoid squid alien, so underwater was like his natural environment. Between the two of them, disappearing like that wasn't difficult. It just meant they chose to retreat instead of finishing the fight.
...
The Rust Bucket rolled steadily down the road, engine humming along like nothing had happened, until a row of barricades came into view and forced it to slow to a stop. Lt. Steel stepped forward from the side, one hand resting near his belt as he gave the vehicle a familiar look.
Max rolled down the window, leaning slightly out with the same relaxed smile he always used in situations like this.
"Now, why is it that you three always seem to be around whenever those aliens from that group show up?" Steel asked, his tone calm.
Inside the RV, Ben subtly shifted his arm, covering the Omnitrix like it was the most natural thing in the world. Gwen kept her expression neutral, while Evan remained stretched out on the back couch, completely asleep and not even pretending to care.
"Really?" Max replied, raising a brow just slightly. "Is that a fact? We hadn't noticed."
Ben and Gwen both nodded along, matching Max's tone with the same easy, innocent expressions.
Steel watched them for a moment, clearly not convinced, but also not getting anything useful out of them either.
"You guys… seriously don't know any aliens?" he asked again, this time a little more direct.
"Of course," Max said without missing a beat. "We don't know any aliens."
Ben gave a small, confident nod, while Gwen crossed her arms and looked off to the side like the question wasn't even worth thinking about.
Steel exhaled quietly through his nose, weighing whether it was worth pushing further. After a second, he decided it wasn't.
"Alright then," he said, stepping back and gesturing for the barricade to be cleared. "Drive carefully. Have a good trip. There's a lot of weird stuff out there lately."
He paused for a moment, then added, almost as an afterthought, "And if you happen to see that speedster cat alien again, tell him thanks."
Max just gave him a friendly nod. "Will do."
Steel motioned to his team, and they pulled the barricade aside. The Rust Bucket eased forward and merged back onto the road, continuing on like nothing had happened.
Inside, no one said anything for a few seconds.
Then Ben finally relaxed his arm, glancing back toward where Steel had been. "That was way too close."
Gwen let out a small breath. "He definitely knows something."
Max kept his eyes on the road, his smile fading just a little. "Yeah," he said, more to himself than to them. "He just doesn't know enough yet. So let's keep it at that."
The Rust Bucket kept moving down the road.
After that day, the Rust Bucket rolled on through a stretch of open land, the road cutting straight through a field lined with towering windmills. Their blades turned steadily in the wind, casting slow-moving shadows across the ground as the RV passed between them.
Inside, things were quiet for once. Gwen sat beside the driver's seat, watching the turbines spin. Ben leaned back in his seat, half-distracted, while Max kept his hands steady on the wheel. In the back, Evan had been lying down, eyes closed, not fully asleep but not really paying attention either.
That changed the moment the air in front of them twisted. A purple portal opened directly across the road without warning.
Max reacted immediately, hitting the brakes and bringing the Rust Bucket to a sharp stop just short of it. The windmills kept turning like nothing happened, but the atmosphere around them felt off in a way that didn't match the calm scenery.
Something stepped out.
At first, it was just a silhouette. Then the details settled in. A black humanoid figure, its body filled with tiny, star-like white dots as if a piece of space itself had taken shape. Clean white outlines traced its form, making it stand out unnaturally against the daylight. Three horns rose from its head, and its eyes glowed a steady green.
Then they noticed the part that didn't make sense.
The Omnitrix dials on its body, not one, but nine. With one sat on its right chest, and the others were embedded along its arms, spaced out like they were meant to be there.
The group was horrified seeing this alien with so many Omnitrixes on its body, while Evan was more shocked by the presence of this alien. He knew exactly what alien this was... A Celestialsapien, aka Alien X.
"The hell!?" Evan instantly stood up in confusion.
From his memory, Celestialsapiens have a non-interference rule, or maybe something similar, he couldn't really tell, their Multiversal Preservation Act, is kinda ass.
Since Vilgax commits genocide, and they look away. But when Ben recreates the universe that got destroyed, they didn't hesitate to put him on trial, saying it was a crime. Only then did they reveal Celestialsapiens changed the multivers all the time, like how the art works in the Ben 10 Universe changed because of them.
Like seriously... what are they trying to preserve here?
That Celestialsapien casually punched the Ruck Bucket, sending it falling over to its side. Evan and Ben didn't hesitate to leap out, as Ben didn't back down against alien threats, while Evan knew that running is pointless against a Celestialsapien that can simply blink, and they can be erased from existence.
Yet even as they fought, Evan realized that this Celestialsapien only relies on brute force and pure strength alone, not using any of its species's reality-altering ability.
Still, the two couldn't beat it.
"Another Omnitrix... Interesting, this is the first dimension where there are two Omnitrixes." The Celestialsapien spoke in a monotone voice, floating in the air and holding Evan up by his left wrist, while Ben lay on the ground badly hurt.
Before either of them could respond, its arm shifted. The hand reshaped into a set of four long, pointed claws, and it moved, thrusting down on Evan's Another Omnitrix.
Bright yellow sparks flew as Evan screamed in pain, yet no matter how hard the Celestialsapien tried to pull, the Another Omnitrix won't leave Evan's wrist.
"Your Omnitrix is attached to your own existence," it said, tone unchanged. "That's... inconvenient."
Then it stopped trying to remove just the device from Evan's wrist and tore it right off along with his hand.
Evan's body went limp almost instantly as he was thrown aside. His body fell to the ground, his detached arm still in the Celestialsapien's grip.
Suddenly, the severed hand ignited. Golden flames erupted out of nowhere, spreading across the surface of the Another Omnitrix and consuming it entirely. The Celestialsapien widened its eyes, seeing the golden flames burn through what it had just taken.
At the same time, Evan's body ignited as well.
The fire covered him completely, his falling body stopping just short of the ground. The flames didn't spread outward or burn anything else; they stayed contained, focused entirely on him as his lifeless body began to rise.
The Celestialsapien finally paused, its attention fully on the phenomenon in front of it.
"What the?"
The fire began to peel away, leaving long trails of golden embers like thousands of fireflies scattering in the wind.
The shape that remained wasn't fully human anymore.
Another silhouette stood there now, almost identical in structure to the one that came through the portal. Black, filled with star-like points, outlined in white. Three horns extended from his head, mirroring the Celestialsapien's form.
But there were differences.
The eyes glowed gold instead of green.
And there was only one golden Omnitrix dial centered on his chest.
The new figure lifted his head, locking eyes with the Celestialsapien in front of him.
Then he spoke, his voice echoed outward, like three voices speaking at the same time.
"Alien X."