Making the ultimate sacriffice

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The monstrous entity towered over everyone, its eyes blazing red, "destroy... Tennyson!!!!!" It roared before firing lasers from its four eyes.

The Bens had went full Omni and swiped everyone out of the way using XLR8's speed and Ditto's self cloning. The creature then held out its right arm and fired an energy beam from it, the Ray itself was aging everything around it. Then a second one blasted out of a lens in its chest piece and aimed at the others. Ben was just glad to get everyone far enough away.

"Okay what just happened!?" Sam screamed, "that device Vilgax had" Mikoto said hesitantly. "Vilgax said it was what let him take some one named Ultimo's powers. He must've originally intended to use that version to steal our powers. Along with his own team" she said.

"And when it was touched by Diagon, he already loaded it" Leviathan said worriedly. "And when Malware touched it, he altered it and enhanced it. Instead of stealing powers, it absorbs whoever's touching it" Haruhiko said backing away.

"Ben Tennyson, surrender now" the entity said before morphing its left arm into a blaster similar to Malware's third form's. "Or else... we'll take out your entire family, friends everything", "you can't scare us!!!" Yukari yelled, "he can for me" Papi said hiding behind Natsu.

"Impressive as your resolve is, it cannot saw you for the amount of power we have now" Daeoggregor Maltrugax stated before charging up his blaster arm. Suddenly he was kicked in the face by a giant Crash Hopper foot, "you stay away from them!!!" Fairy 10 Omni yelled. The other Omni's came into view, "you're fight is with us", "leave them out of it".

"Oh but you have been mistake Ben, the only way to completely destroy you, is not just to you physically, but destroy those who you hold dear as well. No one to carry on your legacy" they added. "I'd never let that happen" the shouted then charged, Maltrugax then lashed three of his seven tentacles at them and knocked two back.

One punch Omni and Railgun Omni had avoided the attack and jumped way up above. Then charged up cosmic blasts and shot at the monster, it's eyes closed and they shot then Ben's.

Once they landed, the entity charged up another time beam, only for the Ben's to turn out fine. "The biology of your former crystalsapien, ectonurite and celestialsapien forms have prevented you from being subject to our time altering abilities" Daeoggregor stated. "But We have pleantu of other powers we can use" it said then teleported behind the Bens and shot them with an eye laser.

And after grabbed them by their legs with his tentacles and thrashed them around. Phantom Ben had created an Alien X blade to slice the tentacles holding them. The Ben's then threw Ultimate Echo Echo's sonic disks out and they surrounded the monster.

"SONIC!!! APOCALYPSE!!!!" It then emitted a painful sound, combined with radiation and electromagnetic pulses. In a desperate attempt Maltrugax grabbed Ben's allies and friends then pointed his right hand at them. "Surrender now Tennyson or they all get it" they said.

"Ben don't do it!!!" Natsu yelled, "hurry and finish the job!!!" Hak yelled, "Ben please don't give in!!! Do whatever it takes!!!" Rachnera yelled. But right now all the Ben's had been put in a predicament. Let their most powerful enemies loose and keep the ones they had grown attached to safe.

In the base, Erza had saw, then raced to the portal that lead to where the field was. She jumped out and requipped into her black wing armor and started to fly to the monster.

Or loose them, and finally destroy the ultimate threat, they sighed in defeat, and stopped the sonic onslaught. Then turned back, "wise choice" the monster said then released the others, and after grabbed Ben. "Finally, or revenge can be unleashed" it said charging up a time blast, "my only regret" Fairy 10 Ben said, "I never had the guts to ask her". Awaiting his fate, Ben scrunched his eyes, until they noticed the attack hadn't started.

Looking to the monstrosity? They saw Misaka, Uiharu, Tatsumaki, Nia, Rachnera, Jiro, Momo, Leviathan, Irma, Bayonetta, Ridget (inside a Mech with Ben's powers), Ais, Minase, Kobeni (using Skurd), Sam, Alex, Clover, Moka, Kurumu, Mizore, Flare, Shantae and finally Erza, attacking the Horrid Hex.

"Girls what are you doing!?" He yelled, "Saving you, is what We expect, not matter though" Maltrugax then let the Ben's go and grabbed their girlfriends. "NO!!!!" They all yelled, "we may have lost the chance to destroy you, but losing the ones you love deepest of your heart, is enough to kill you from the inside". The monster then started to use Malware's powers to absorb the girls into him.

"NO!!!! STOP!!! STOOOOOP!!!!!" They Ben's yelled trying to get to him but he moved further with each meter they got closer. "It's useless Tennyson, you might have beaten us before but as I said, now we will be the ones coming out on top. Say good bye to Ben 10 forever!" the creature said, before completely being absorbed Erza started screaming.

"BEN!!! BEFORE I DIE, I WANT TO SAY.... I'M SORRY!!! I HAD NO RIGHT TO SAY WHAT I SAID!!! YOU WE'REN'T ABLE TO CONTROL YOU MAY HAVE KNOWN THAT WE WERE SAFE BUT COULDN'T TELL US!!! I CAN UNDERSTAND THAT NOW!!! I WAS IMATURE AND I KNOW I WAS JEALOUS WHEN I SAW THE GIRLFRIENDS OF THE OTHER YOUS!!! I DON'T DESERVE TO LOVE YOU IF I CAN'T TUST YOU!!!! OR LOVE YOU!! YOU'RE THE ONLY BEN I EVER LOVED!! That I ever needed..." by this time their faces were being absorbed.

"But, no matter how much I can't have you anymore... I... want to say with my last breath... I LOVE YOU!!!!" They were then fully absorbed into the monster. "No... no... NO NO NO!!! ERZA!!!!!..." "What do you know, your love wanted all the you's to herself, until she realized, that as each Ben was different the one she had which was you" the creature hen pointed to Fairy 10 Ben.

"And now the person you fell for in your world, along with your brethren, have lost their loves as well. I guess like the old earth play, Romeo and Juliet some lovers weren't meant to be together" the creature added. "They were separated by either family, or death"... all the Ben's were now down cast. But now they had a threatening aura around them.

The abomination was expecting them to say "Please... kill me now...", but instead they all roared in anger. Though they did not want to live with them selves if they couldn't save their loved ones. The anger within had made them snap again.

As much as Humatrix wanted to interfere, something had been keeping him away from the battle. "Not to worry" he said to himself, "you shall be reunited soon enough".

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