Evan activated his Another Omnitrix and pressed the dial down as golden light exploded outward around him.
"Flame Wingman!" he announced.
The one-winged alien spread his single white wing as his golden eyes narrowed toward Kevin 11,000.
Around him, everyone moved at once.
Gwendolyn raised both hands as bright yellow mana swirled around her body, the glowing tattoos on her arms lighting up beneath her sleeves. Gwen quickly flipped open her spellbook beside her, already chanting under her breath while turning through the pages.
Four Arms roared and charged straight toward Kevin 11,000 without hesitation, while Upgrade searched for some kind of tech to merge with.
Gwendolyn and Gwen both fired concentrated blasts of magical fire toward Kevin 11,000 from opposite angles. The gigantic mutant barely even flinched as the attacks crashed against his body. He simply growled and unleashed a massive wave of flame from several of his elemental tails.
"Move!" Gwendolyn shouted.
She thrust both hands forward and formed a giant shield around herself and Gwen just as the flames crashed into it. The barrier trembled violently under the heat while Gwen shielded her face from the light.
Nearby, Four Arms crossed all four arms in front of himself and tanked part of the spreading blast head-on.
"AAAGH!"
The Tetramand was pushed backward through the flames before throwing himself onto the ground and rolling several times to put the fire out. Smoke rose from his arms as he jumped back to his feet with a glare.
Meanwhile, Flame Wingman moved through the battlefield at high speed, his one wing fluttering behind him as he leaped between broken walls and debris to avoid Kevin's attacks.
Kevin 11,000 suddenly paused. His glowing eyes narrowed toward the one-winged alien. Something about him looked familiar.
Flame Wingman opened the dragon maw on his right arm and launched a blazing fireball directly at Kevin's chest. Kevin casually raised one of his elemental tails and blocked the attack with a burst of crystal and molten rock, dispersing the flames instantly.
Then Kevin opened his massive jaws and released a devastating sonic howl.
The soundwave slammed into Flame Wingman like a truck.
The Aero-Pyrotecian was blasted through a wall and buried under shattered metal and stone.
Gwendolyn immediately rushed forward to keep the pressure on Kevin. Her tattoos glowed brighter as she unleashed spell after spell in rapid succession, eventually combining them into a massive flamethrower-like blast that crashed against Kevin's chest.
Kevin growled through the attack while forcing himself forward.
Ben 10,000 transformed again mid-charge, becoming his red aquatic alien form before firing a pressurized jet of water at Kevin's face. A second later, green light flashed again and he shifted into his jellyfish-like alien form, releasing a powerful electrical blast directly into Kevin's body.
Kevin 11,000 roared in pain this time. Several of his giant tails lashed out wildly toward Ben 10,000, but Ben immediately went intangible and let the attacks phase harmlessly through him.
On the other side of the destroyed wall, Flame Wingman slowly rose from the rubble while shaking his head, still dizzy from the sonic attack.
Then he noticed someone approaching.
His eyes widened. The figure approaching him also stopped dead in his tracks.
"...Squidward," Flame Wingman muttered.
"Ever Gold..." Vilgax growled back.
The mutated warlord looked far worse than before. His body had become even larger, his left arm grotesquely oversized and mutated, while pieces of multiple alien species had been fused into his frame like unstable grafts. Yet despite all the mutations, he was unmistakably still Vilgax.
For a brief moment, both of them simply stared.
Evan had assumed Ben 10,000 would have killed Vilgax years ago.
Vilgax, meanwhile, was staring at someone who should not exist. Because he remembered killing him. He remembered Ever Gold dragging him down in death with him. He remembered the explosion. He remembered watching his body completely disintegrate.
There should not have been enough left to recover. Vilgax himself had only returned because of Animo's experiments and stolen technology.
But Ever Gold? He had died a hero nobody even knew existed. The world only remembered Ben Tennyson as the one who defeated Vilgax.
"It doesn't matter how you came back," Vilgax snarled as his mutated arm expanded grotesquely. "I'll kill you again and again!"
Several spiked bio-organic spheres launched from his arm toward Flame Wingman.
Flame Wingman leaped backward rapidly as the spheres exploded one after another, forcing him to shield himself from the blasts while smoke and dust filled the area.
Then golden light erupted through the dust cloud.
"Crashhopper!"
Crashhopper burst out of the smoke and launched himself directly toward Vilgax at insane speed.
Vilgax immediately raised his mutated arm to catch him. A golden burst exploded directly in front of his face, forcing him to narrow his eyes.
Crashhopper vanished mid-air.
In his place was a tall white humanoid alien with plant-like features, black hands and feet, a purple face, four glowing golden eyes, and additional eyes embedded in his chest. Grayish markings stretched along his limbs while the golden Omnitrix gleamed brightly on his right hip.
"PowerPlant."
The Highbreed slammed directly into Vilgax and punched him across the face hard enough to send the warlord stumbling backward.
PowerPlant immediately rushed him, engaging Vilgax in brutal close combat as fists and claws collided.
Meanwhile, back inside the main chamber.
Gwen was blasted backward and crashed hard onto the floor while Ben 10,000, now transformed into his giant dinosaur alien again, slammed shoulder-first into Kevin 11,000 and drove the mutant through several support pillars.
Kevin skidded backward before laughing darkly.
"It's no use," Kevin 11,000 growled. "For every one of your ten thousand forms, I already have the perfect counter! You don't stand a chance!"
"That's where you're wrong, Kevin!" The voice came from somewhere else entirely.
A sonic boom exploded through the chamber as Ben 10,000, now transformed into a werewolf-like alien, crashed into Kevin at blinding speed and sent the giant mutant flying backward.
At the same time, Gwendolyn unleashed another spell. A massive burst of magic energy slammed into Kevin 11,000 and blasted him through the wall.
The mutant crashed straight into the middle of the fight between PowerPlant and Vilgax.
Everyone froze as Vilgax slowly straightened up after throwing PowerPlant aside. His glowing red eyes swept across the room before landing on Ben 10,000.
"Tennysons..." he growled.
Golden light erupted, and a wave of fire slammed into Vilgax, throwing him backward across the floor.
"Swampfire!"
Vilgax skidded to a stop and narrowed his eyes at the alien standing before him. Swampfire's body glowed with heat as he tapped the Omnitrix, and three spikes suddenly jutted out from it. Another burst of golden light spread across the symbol on his chest, and his plant-like body shifted again, growing larger and tougher.
His body shifted into a deep pinkish-brown color while sharp pink petals bloomed from his arms, shoulders, and back. The fiery red-orange petals around his head transformed into vivid magenta and pink.
"Super Swampfire!"
He raised both hands and fired off a barrage of pink petals, each one flying like a sharp blade toward Vilgax. Vilgax lifted his mutated arm to block them, but the petals still punched into his skin with enough force to draw a hiss of pain from him. Then the petals ignited. The pink flames did not just burn the surface; they dug deeper, flaring through his nerves and making the pain even worse.
Vilgax snarled and threw both arms overhead as he tried shaking off the petals stuck to his arms. The spinning pink rush swept forward like a blizzard, forcing Vilgax to cross his arms in a desperate guard.
"GRAAAHH!"
Vilgax hissed loudly as the strange flames spread over him. The fire did not simply burn his skin. It releases a toxin that attacks his nervous system itself, intensifying every sensation until the pain becomes unbearable.
Swampfire lifted both hands above his head as more petals spiraled upward around him.
Then he thrust both arms down. A spinning storm of pink cherry blossoms roared toward Vilgax.
Vilgax crossed both arms defensively, trying to shield himself from the incoming attack, but the petals tore into his body from every direction before exploding one after another in waves of pink fire.
The resulting explosion swallowed the entire section of the chamber.
That was when it finally clicked for Kevin 11,000. His glowing eyes widened slightly as he stared at the alien standing before him.
"...Gold." His glowing eyes narrowed.
Now he understood why the one-winged alien had looked so familiar, Ever Gold.
Kevin 11,000 roared and swung several of his gigantic tailed arms forward, launching multiple energy blasts toward Swampfire.
Swampfire immediately tapped his Omnitrix.
Golden light exploded.
"Feedback!"
The black-and-golden alien appeared and instantly tapped the Omnitrix again, activating his evolved state.
Golden energy surged across his body as the two thin antennae on his head extended forward.
The incoming blasts struck him as Feedback's two antennae absorbed the incoming blasts before they could connect, draining the energy cleanly into his body. Red lightning crackled over his frame as he pressed both palms together, his fingers pointed directly at Kevin 11,000.
Then the gold spikes on his body pushed down. The lightning changed. The red crackle darkened into black electricity, dense and violent as it compressed between his hands into a tight, spinning orb.
"Piercing Bolt!"
The attack shot out in a single line before splitting in midair into multiple razor-thin streaks of black lightning. They spread outward for a split second, then snapped back in from several directions at once, all of them locking onto Kevin 11,000 before converging on his body.
The bolts slammed into his body one after another. Kevin 11,000 roared in pain as black lightning exploded across his frame, forcing him back under the combined impact.
Then he swung both massive arms down on Feedback.
Feedback charged straight toward him instead, his spikes on his body pressing down as black lightning tore across his body.
"Black Flash!"
The two collided hard enough to send both of them flying back.
Feedback recovered first, landing in a low crouch. He instantly ducked and rolled aside as Vilgax's mutated fist crashed into the exact spot he had been standing on moments earlier. Massive cracks spread through the entire floor from the impact.
The second Ben 10,000 saw Vilgax targeting Ever, he moved instantly.
Without even speaking, the two switched opponents naturally.
Ben 10,000 transformed into a monkey-like alien with four arms and launched a web straight into Vilgax's face. Vilgax tore free with a growl, then fired a set of tentacles from his wrist that wrapped tightly around Ben's body and slammed him into the floor.
Before Vilgax could press the advantage, Upgrade came flying in, merged with a hoverboard and firing a laser blast toward him. Vilgax swung his arm at the last second, but Upgrade dodged just in time and kept moving.
Ben 10,000 got back up and transformed again, this time into a more muscular version of Heatblast with flames bursting from his shoulders. He unleashed a wave of fire at Vilgax, but the warlord casually blocked it with one thick arm and charged straight toward him, his fist clenched and ready to smash him flat.
The second Ben shifted into Cannonbolt, Vilgax spun around and punched him with all his strength before the transformation could help him. Ben crashed into the wall and slumped down for a moment, dazed.
"You think you can destroy me?" Vilgax taunted as Ben reappeared in XLR8 form.
XLR8 zipped back and forth at top speed, trying to close the distance, but Vilgax responded by ejecting mines from his arm. The blasts burst around him, knocking XLR8 off balance and sending him tumbling.
"I studied every one of your aliens," Vilgax said coldly. "Animo helped me program their movements into my new DNA. Nothing you do will surprise me anymore."
XLR8 transformed into Rath, but Vilgax reacted faster. He grabbed Rath by the head and slammed him into the ground before he could land a hit. Still holding him down, Vilgax whipped his other arm around and extended a thick fleshy tentacle that latched onto Upgrade's hoverboard. He yanked it back hard, slamming Ben across the floor.
The impact shattered the hoverboard. Upgrade dropped free from it, only to be caught almost immediately as the tentacle wrapped around him too and dragged him closer.
For a moment, it looked like Vilgax had the upper hand everywhere at once.
"Black Flash!"
Vilgax barely had time to react before Feedback's Black Flash slammed into his back and threw him hard across the chamber, sending him crashing into the wall and knocking the two Bens loose from his grip.
Even now, Vilgax had adapted to Ben's aliens, but he had not adapted to Evan's. Ben had only unlocked a few of Evan's aliens, and even then he kept refusing to use them, treating them like a painful reminder of his biggest regret.
"Why!?" Vilgax roared as he pushed himself back up. "Why do you fight so hard for them? You are not even related to them by blood!"
Feedback immediately clapped both palms together, and fired another black lightning Piercing Bolt straight into Vilgax as the attack split apart and exploded all over his body.
"Isn't it obvious?" Feedback shouted back. "I fight for my family! Even if we are not blood related, that never mattered!"
Vilgax charged him again, but Feedback flipped back smoothly, dodging the massive strike from Kevin 11,000 at the same time. Then, with a fast lunge, he drove his plug-like fingers, antennae, and tail straight into Kevin's body and started draining his energy dry.
Kevin 11,000 snarled and thrashed, trying to rip free, but Feedback held on tightly.
"I fight and live for my family!" Feedback shouted. "As long as they are safe and can live happily, that is all that matters! Whatever happened to me does not matter! Even if I die later on, as long as they continue to remember me, I'll never truly die!"
He launched himself upward, dodging another blow from Kevin 11,000, then came down on his back and kept draining his energy.
"That is who I am. Someone who will do anything for their family!"
Kevin 11,000 screamed in pain as his stolen power was ripped away. His monstrous body began to shrink and twist back into human form before he finally collapsed to the ground unconscious.
Feedback stepped back, black lightning crackling across his body as he clapped his palms together once more.
"Piercing Bolt!"
Another blast of black lightning erupted outward, split into multiple streaks, and tore into Vilgax from several angles at once. The explosions swallowed him in a cloud of dust and smoke.
On the ground nearby, both Bens watched Evan continue fighting alone, still protecting them even now.
Ben 10,000 felt something twist in his chest. He remembered that day, the one that had changed everything. The day Evan had given up everything to save his family and had paid for it with his life. The one person whom he looked up to had willingly sacrificed everything for the sake of family. While he, someone who Ever gave his life for, tears down what remains of the family they once had.
The younger Ben, though, slowly pushed himself up, a smile appearing on his face.
Feedback's breathing steadied as the lightning around his body faded away. He had drained the energy he needed, and his form began to weaken.
Red light exploded.
Evan turned back into human form just as a bloodied and badly injured Vilgax burst through the smoke, missing his massive mutated arm and barely able to stay upright. Still, even in that condition, he swung his remaining claw down toward Evan.
The others froze. Ben moved first.
He ran straight toward his cousin and raised his left wrist to block the blow. Vilgax's claw slammed into the Omnitrix, throwing Ben backward and crashing him into Evan. The two boys rolled across the floor together, groaning from the impact.
Vilgax's injuries had slowed and weakened him too much. He could not hit them with the force he wanted, not anymore.
Then the Omnitrix on Ben's wrist began flashing yellow.
It spun wildly, the core popped upward, and before anyone could even react, Ben accidentally slammed it down.
Green light exploded outward. When it faded, everyone stared.
A shorter alien stood where Ben had been, but only just shorter than Vilgax. He looked like a humanoid squid creature, identical to the alien warlord, except he wore a black-and-white bodysuit and had the Omnitrix symbol on his left wrist.
"Wow," the new alien muttered while looking down at his own hand. "I am... Vilgax?"
He shook his head immediately. "No. No, that name is wrong."
Then he looked back up at the warlord and pointed at himself, deciding to use the name his partner gave their nemesis.
"Forget it. Let's just go with Squidward."
The alien charged forward and slammed into the injured Vilgax, hitting him again and again while everyone stood there in stunned silence. Nobody had expected Ben to transform into a Chimera Sui Generis.
Ben 10,000's eyes widened with something that looked almost like hope.
"History had changed..."
Now he understood what Evan had really wanted for them all along. Not revenge. Not despair. Just for them to keep living, keep remembering, and keep moving forward even after he was gone. If they did that, then he would still live on in their hearts.
But if they gave up, if they buried everything they had shared under anger and guilt and fear, then they would erase him all over again.
His voice shook when he spoke. "Is this what you meant... Grampa? Living forever in our hearts...?"
A tear rolled down his cheek as Squidward's fist crashed into Vilgax's head again.
Ben 10,000 remembered how things had fallen apart after he killed the broken Gold siblings. How Max had refused to even look at him afterward. Too hurt. Too disappointed. Too heartbroken to face what his grandson had become.
But maybe that did not have to be the end. Not anymore.
Because this younger Ben had unlocked a new alien form, one he had never had in his timeline. That meant history was already changing. Evan might not die. Max might not lose hope. Ben might not become the cold, broken monster he was now.
Maybe there was still a chance for a better future.
Vilgax finally hit the ground with a heavy crash, unconscious and stopped moving.
Gwendolyn stepped forward immediately and used her magic to bind him completely before he could recover.
...
"…Why am I not surprised?" Max sighed exasperatedly.
At that exact moment, the yellow vortex behind the campsite twisted violently before reopening with a loud crackle of energy. Ben, Gwen, and Evan practically stumbled out of it at full speed, nearly tripping over one another as they shouted in unison.
"Surprise!"
The portal snapped shut behind them just as suddenly as it had appeared, leaving the forest quiet again aside from the crackling campfire and the kids trying to catch their breath.
Gwen immediately ran forward without hesitation and wrapped both arms tightly around Max. The old plumber blinked in surprise at the sudden affection before smiling warmly and hugging her back.
"Whoa there," Max laughed softly. "I was only gone a few minutes. What happened?"
"…Yeah," Gwen murmured quietly against his shirt. "It's a long story..."
After everything they had seen in the future, after seeing what Ben could become and hearing what happened to Evan, what had happened to their family, seeing Grandpa Max standing here completely fine felt strangely emotional.
Ben looked away awkwardly and rubbed the back of his neck while Evan stood there silently, his eyes lowered slightly toward his Another Omnitrix.
"We totally could have explored the future more if you weren't busy making paradoxs." Gwen said, looking at Evan.
"I have no idea what you're talking about." He said, crossing his arms and looking somewhat offended.
After a pause, he suddenly added.
"Omnitrix, absorb all the items inside the Sample category."
[Beginning process! Complete! 7 new DNA samples acquired!]
Max: "!??"
Gwen: "..."
Ben: "..."
Then the RV door suddenly slammed open.
"Wait, now this is a surprise!" Gold Ship shouted dramatically as she burst out of the Rustbucket like she had been waiting for her cue the entire time.
She held a slightly lopsided birthday cake in both hands with candles already lit. Frosting was unevenly spread across the top, and one side looked like it had partially collapsed before being shoved back together. Written across the cake in messy icing were the words:
HAPY BIRTHDAY GRANPA MAX!!!
Orfevre walked out right behind her, carrying paper plates and looking significantly less enthusiastic.
"I told her not to put that many candles on it," Orfevre said flatly.
"There are only sixty-one," Gold Ship argued proudly.
"There are definitely more than sixty-one."
The candles flickered wildly in the cold breeze while Max stared at the cake in genuine surprise. For a moment, he looked completely caught off guard.
Then he smiled.
"Well now," Max said softly as he accepted the cake carefully from Gold Ship. "Guess this old man really did get surprised."
Ben, Gwen, and Evan slowly walked over and stood beside the others in front of him.
The mood became oddly quiet for a second.
After everything they had just gone through, after seeing a future where things fell apart so badly, standing here together around a badly decorated cake somehow felt more important than fighting aliens or saving timelines.
Ben glanced sideways at Evan briefly before speaking.
"Happy birthday, Grandpa."
"Happy birthday," Gwen added with a smile.
"Happy birthday, gramps," Orfevre said in the most confident tone possible.
"Congratulations on surviving another year!" Gold Ship said cheerfully.
Max laughed. Even Evan smiled a little at that. Finally, Evan stepped forward slightly, meeting Max's eyes.
"Happy birthday, grandpa."
The old plumber looked at all of them standing together in front of him, and his expression softened even further. He could tell something had shaken the kids badly, especially Gwen and Ben, but whatever happened, they came back together.
AN: More room for your alien suggestion