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We open up in space, We zoom to the Rust Bucket III flying by. Inside, Ben is sitting in the pilot chair. Gwen is sitting in the chair just next to him.

Gwen: Ben we should seriously attempt to do anything but put Kevin down.

Ben: At least we should find him.

Gwen: I don't think we'll find him in this place.

Ben: But you tracked him here! Listen Gwen, I know how much you wish to keep Kevin alive, but not another single strand of blood should be risked.

Voice: But Benjamin, maybe Ms. Tennyson is right.

Ben and Gwen turn around to find a blue flash fading into Professor Paradox.

Ben: What do you mean, Paradox?

Paradox: I mean, Kevin may be in that place, but maybe not yet.

Ben and Gwen look at each other in confusion then back at Paradox.

Gwen: Uh... I think Time Travel makes stuff confusing for you?

Paradox: Actually, Time Travel makes stuff confusing for YOU.

Paradox vanishes.

Gwen: Uh, Great.

Ben: Gwen, you have to check this out!

Gwen looks over to find where the coordinates lead them. A Big Blue Planet, with a bright blue orbit, rotating massively around it, is in their way.

Gwen: What's that?!

Ben: I don't know, but I think this where Kevin is.

The Rustbucket III zooms over to the planet, only to be stopped back by an unknown force.

Gwen: Uh, what's that?!

Ben: I'll check it out.

Ben jumps off his seat and dials up in the Ultimatrix. He selects Big Chill's Hologram and smacks the dial. This transforms him into Big Chill.

Ben: Big Chill!

Big Chill becomes Intangible and phases out of the ship. He becomes Tangible. When he approaches where the force is, he touches the- air, err, we're in space, uh- the Vacuum over there, his finger phasing through. He passes by and disappears.

Gwen: Ben?!

Gwen jumps to Ben's seat and drives the RustBucket forcefully, passing actually, and it zooms deep in the planet. The Rustbucket somehow crashes into the ground.

Gwen rubs her head.

Gwen: Uh, I need more lessons in landing.

Gwen gets out of the Rustbucket and sees Big Chill, who is facing the other direction than her, with wings folded in the cloak, staring into the things around them. Big Chill reverts. Gwen looks around, and finds the sky whitesh blue. Her eyes pan to look at the ground, which is normal rock. She looks around and finds rivers of blue water, which flows somewhat like a colored gas. She sees Many Chronosapiens working over the rivers. She looks over to find what seems like a castle, with Dark Blue Neon Lights all over the castle. There isn't a door, instead a big blue portal. She looks around even further, and finds what seems like a metro station underground entrance. Spaceships have landed

all around. More Metro Stations appear almost everywhere.

Gwen: Woah.

Voice: Welcome to Chronia.

Ben: (turns around to face Gwen's direction) Paradox?

Gwen turns around and finds Paradox behind her.

Gwen: You should seriously stop doing this to us.

Paradox: You came here to locate Kevin, follow me, I know someone who knows where he is.

Paradox walks forward. Ben and Gwen follow up walking. Paradox approaches the castle. He takes out his Stopwatch and puts it in a place somewhy designed for it. The

Portal rotates and Paradox gets in. Gwen and Ben get in. They arrive into a hall, with a red carpet on the ground. Paradox takes his watch back and walks over to some stairs.

Ben: Something's wrong Paradox, you almost never help us and come with us for this long ammount of time.

Paradox: Because this time Kevin's rampage has reached Chronia, the capital of time.

Gwen: I thought Chronia was in another dimension, and it wasn't even real.

Paradox: All those lies were told so that nobody would go over to Chronia. However, there is a certain timeline where it

actually is in another dimension.

Paradox passes over the stairs in super speed.

Ben: PARADOX?!

Gwen: Ben, just follow him.

Gwen starts going up the stairs, slowly. Ben dials up and smacks the Ultimatrix dial, turning into Fasttrack.

Fasttrack: This is a new one... Wonder what he does.

Fasttrack zips over the stairs in super speed, he holds Gwen while running.

Fasttrack: Oh yeah!

Fasttrack continues dashing up and comes over next to Paradox, to find him just walking, but teleporting forward between every move. Paradox salutes Ben. Ben looks in confusion, but waves back. Paradox stops in front of a door. Fasttrack puts Gwen down.

Paradox: We're here.

Fasttrack: Why are these stairs so long?

Paradox: Uh.. Nothing.

Paradox gets inside the room, where a giant throne is up. A female alien, that has a feminan version of Eon's cloth, rather lighter in colors, no helmet, and beautiful Human face. She holds a staff, with a glowing blue crystal in hand. Paradox bows to her.

Alien: Uh, Paradox. Long time no see.

Paradox: Time sure does fly quickly here on Chronia, your magesty.

Ben: Who's this?

Gwen pushes Ben with her, bowing to the queen as well.

Paradox: Ben, this is the Time Lordess, the queen of time and space.

Time Lordess: Actually, I am not really in charge of space outside Chronia.

Paradox walks over to a rather short distance from the Time Lordess. Ben and Gwen follow.

Paradox: Your Magesty, I wish to be informed of the criminals over in Chronia currently.

Time Lordess: Paradox, as a member of the Time Keepers, you do have the right to be informed, but not with the presence of Benjamin Tennyson and Gwendolyn Tennyson.

Paradox: As a matter of fact, We only need the name of the one single Villain, Kevin Levin, and the whereabouts. The Tennysons are joining me in the Quest.

Time Lordess: But Paradox, they need a warrant of permission.

Paradox: That too, is why we are here.

Time Lordess: Very Well.

The Time Lordess, gestures to two of the Chronosapien guards beside her, and one of them gives her a disc, similar to a Plumber's badge, but the symbol is replaced with a glowing blue Triangle, with Dark Blue Background of the triangle. The Inner part of the Triangle glows. The Time Lordess clicks the glowing part, causing the

glowing from it to stop.

Time Lordess: There.

The Time Lordess gives Paradox the disc. Paradox puts it in his pocket.

Time Lordess: Kevin Levin exist currently in 17 degrees west and 345 degrees north at 12:00 CDT.

Paradox: Sincerest thankings.

Ben: What's CDT?

Paradox: Chronia Default Timing. This one is different than the timing of Earth.

Paradox, Ben and Gwen get out of the room. Meanwhile, Ultimate Kevin is flying over in Chronia. Chronian Police Officers shoot time rays at Ultimate Kevin. Ultimate Kevin dodges everything ray with Kinceleran speed. He grabs one of them and absorbs him, leaving only his cloth. He shoots explosive Diamonds at every one of them, aiming at the head. Their heads bleed Green blood and they fall over to the ground, dead. Kevin reaches his Diamondhead arm, and Methanosian arm, to absorb the dead guards. He takes into the air and phases through the ground. He finds what is regularly seen in a metro station on his side. There were two portals on the sides of the railway. A Never stopping train comes quickly out of the one on the right and gets inside the other. This happens over and over, leaving only 3 seconds before the train comes back again. Ultimate Kevin charges forward and slams into the train, the friction sending him flying back. A Chronian steps in front of the never stopping train. His hands glow and the train stops. When the Chronian attempts to get in, Ultimate Kevin grabbed him and absorbed him. Ultimate Kevin glows green and shrinks to a rather humanoid size. He gets in, the train door closes, and the train dashes forward. Ben, Gwen and PAradox run in to find it too late.

Paradox: No... It's too late.

Ben: What do you mean? You can go back in time and go stop him!

Paradox: No, Ben. Time Travel powers don't work on Chronia. Chronia Timings and Dates are way different than yours. I have some logical explanations that I have to tell you sooner or later. Remember when my machine tossed out of time and date and I did not eat or sleep, just exist? Well, I ended up here on Chronia. Here, I became a time Keeper. Time doesn't pass here on Chronia. When you were entering through the Rustbucket, you came near a certain layer of time, didn't you?

Gwen: Well, yeah, and we forcefully entered the Planet's atmosphere. Wait, there wasn't an atmosphere!

Paradox: That is exactly my point. That layer is the Planet's atmosphere. It is built by the Time Keepers of Chronia as a Time Shield. Regular Timings end outside the layer. In your world, not a second has passed. The only way to get forward or backward in Chronia time, for people like Humans, is by this train. Where Kevin has headed.

Ben: There is something I don't understand, why is the train coming and going back at the same place the same time through these portals?

Paradox: This is the Time Express, it goes by this portal to forward in time, and that backward.

Ben: So... Does it go like 50 years and then gets back in time to just 3 seconds after when it started?

Paradox: Actually, Ben, this express has it's own time. The time isn't passing in it according to you, everyday on Chronia, is 5 seconds in the Express. So we have as much time to get in. It is still moving, we still have a chance to get in.

Ben: I still don't understand!

Paradox: It is meant to be confusing. Just get in.

Ben: How? It's accelerating in super speed!

Paradox: Certain Species can stop it, and get in.

Ben smacks the Ultimatrix and transforms into Armodrillo.

Armodrillo: ARMODRILLO!

Armodrillo jumps in the express's way.

Paradox: Ben, NOO!

The Train slams into Armodrillo in super speed, pushing him with it. Armodrillo tries to hold on to the ground but fails miserably. The Train successfully takes him with it to the portal.

Gwen: BEEN!

Back to Ben, Armodrillo, is knocked on his back to the ground of the railway, attempting to stop the train with his feet, however, the train is too fast for him, it keeps pushing him quickly with it. He looks around barely, and finds the railway floating in the air, in a very different place, with blue fires all over. Armodrillo loses concentration on his force on the train. The train returns to it's faster original speed with Armodrillo's strength not blocking it anymore. Armodrillo is sent flying off the railway, to fall into the fires.

Armodrillo: I need a flyer!

Armodrillo smacks his Ultimatrix dial forcefully transforming into Benmummy.

Benmummy: Snare-oh!

Snare-Oh extends all his fingers and holds on the tracks of the train. He unstretches his arms, arriving to the top of the railway. He extends all possible bandages in

his body and wraps them around the railway bars.

Snare-Oh: Seems like I am outside of the main room, where is the train?

Meanwhile, Paradox and Gwen are next to the never-stopping train again.

Gwen: What do we do now?

Paradox: Gwendolyn, I doubt Benjamin has ever made it to a certain timing. He is probably stuck in the worse of time.

Gwen: What's the worse of time?

Paradox: It's the place that train passes through before coming back from the other portal. Under the track is the time hell, that disintegrates every being that lacks Chronokinesis.

Gwen: Chronokinesis? Time Powers? You said they don't work on Chronia.

Paradox: Correction, MY time powers don't work here, though I can teleport, because they aren't adapted to Chronia's time. But Chronosapiens like Clockwork can easily adapt.

Gwen: Clockwork?!

Gwen flashbacks back to nearly 4 years ago. We see Ben, Gwen and Max standing in front of Mr. Smoothy. In front of them, was Dr. Viktor, in his mutant form, but slightly different.

Ben: Frankenfreak again? What do you want from us, Dude?

Dr. Viktor: I must avenge my master!

Dr. Vicktor's back coils largen and he sonic claps, making an electric wave at Ben, Gwen and Max. Gwen dodges and Max throws Ben away from the blasts way, and gets hit himself. Max is sent flying at a tree, slamming into it and falling to the ground.

Gwen: Grandpa!

Ben activates his Prototype Omnitrix and smacks it down. We see an Original Series-like transformation, in which Ben grows fatter, his head spinning around, he grows an emperor-like head. His arms get bulky and turn copper-colored. His legs become Copper-colored as well. The Transformation sequence ends with Ben as Clockwork. He looks exactly like his 11-year-old self.

Ben: Clockwork? Seriously Omnitrix? I hate it when you give me the wrong alien.

Gwen: Ben, this could still work! Accelerate his iron body's rusting!

Clockwork: What?

Gwen: Just shoot Time Rays at his metal parts!

Dr. Viktor jumps over a car and fuses with it, opening the front, and 2 missile launchers come out of the sides of it. The Wheels turn spiky and go into a vertical state, spinning quickly. a giant blaster comes out of the front, where the engine is, Dr. Viktor holds the wheel of the blaster and clicks a button. The Missile Launchers, and the blaster all shower Clockwork with attacks. Gwen puts up a Mana Shield, protecting Ben. The Dr. Viktor Car hovers inches over the ground and closens to Ben, opening fire even further. The Attacks destroy Gwen's shield, and she is sent flying to fall in Max's arms. Clockwork prepares his hands for a blast, his gears spinning quickly. The Blaster glows, and the missile launchers prepare attacks. Dr. Viktor attacks. At the same moment, Clockwork fires time rays at all of the attacks, aging them to dust, his ray did not stop but to continue to age the entire car to dust. Clockwork stops the rays. Dr. Viktor gets up and pants. He prepares a larger blast and fires a larger lightning bolt. Clockwork joins his hands together and counters with a time ray, eating through the lightning and hitting Dr. Viktor head on. An explosion occurs in the scene. The Smoke Clears and Gwen and Max looks forward, to find Clockwork standing above Dr. Viktor, whose armor rusted heavily, knocking him to the ground. He was unconscious.

Max: Way to go Ben!

Clockwork: All it needed was a little Clock, Work.

Clockwork smiles. We go back to the present, where Gwen is standing next to the train again. She turns around and doesn't find Paradox next to her. Back to Ben, Snare-Oh, was walking forward in the track, finding the portal still far away. Paradox flashes in front of him.

Paradox: Benjamin, I do not encourage you to go that way.

Snare-Oh: Why? (reverts back) Kevin's in the train. And I'm sure this where the train spends it's three seconds.

Paradox: You cannot catch up with the train's speed like that. Not even Fasttrack who you unlocked recently can.

Ben: Well, Fasttrack's a goood name actually. Thanks Paradox. You literally said "Certain Species can stop it, and get in."

Paradox: Oh. Did I just ruin the time continuity?! Anyway, such small mistakes do not destroy the timeline. Benjamin, as in certain species, I meant Chronosapiens and Chronians, or any time alien.

Ben: A time Alien? But you said Time Powers don't-

Paradox: Just like Ms. Tennyson asked. MY time powers don't work here, though I can teleport, because they aren't adapted to Chronia's time. But Chronosapiens like

Clockwork can easily adapt.

Ben: But Clockwork was locked when the Omnitrix recalibrated.

Paradox: No, Ben, there were a lot of Chronosapiens up there, you must've scanned one and reunlocked him. Trust me.

Ben scrolls through his playlist and arrives on AmpFibian, he twists the dial and arrives on Clockwork. He smiles to Paradox and smacks the dial. This transforms Ben into Clockwork.

Ben: Clockwork!

Clockwork looks around and finds Paradox nowhere to be found.

Clockwork: Why does he always do that?! Anyways, I must be off! Wow, it's been four years since I used this guy.

Clockwork attempts to teleport but couldn't.

Clockwork: Oh yeah right. I need to adapt first.

Clockwork's eyes glow blue. His gears disappear, and blue other, bigger ones grow out of nothing instead. His Copper Coating transforms into Silver then Gold.

Clockwork: Mission accomplished!

Clockwork takes a breath, glows and disappears. He appears in the metro station.

Clockwork: Alright. I am here, three days after I was, but just in time to catch up with Kevin. He would arrive on this shaft now, as in 15 seconds are 3 days.

He turns to the train and his hands glow. The train stops and Clockwork gets in. Clockwork looks around and finds Ultimate Kevin, standing where the pilot should have been. All the passengers, workers and the pilot were just skeletons on the ground.

Ultimate Kevin: You're late, Benjy!

Ultimate Kevin opens his mouth. Between his Rip Jaws Jaws, was four Upchuck Tongues. He extends the Upchuck Tongues and wraps them around Clockwork and and pushes him to his mouth, to bite on. Clockwork smacks his symbol and transforms into Fasttrack.

Fasttrack: FASTTRACK!

The Tongues were wrapped to fit Clockwork, so Fasttrack was able to jump out of Kevin's grip, leaving his tongues tangled.

Ultimate Kevin, with his tongues tangled: Thmarth. (He meant "Smart")

Fasttrack: What was that?

Fasttrack spins around and dashes into Ultimate Kevin, slamming into him. Ultimate Kevin strikes Fasttrack with his Diamondhead arm shifted into an axe. Fasttrack dodges and cycles around Ultimate Kevin making him dizzy. Fasttrack stops and transforms into Humungousaur.

Humungousaur, during transformation: Humungousaur!

Before the transformation ends, Humungousaur smacks the dial, turning into Ultimate Humungousaur, outside of the sequence. Ultimate Humungousaur grabs Ultimate Kevin from his tail and spins him in the air and throws him out of the train, many miles in the air. Ultimate Kevin stays in the air, with his Big Chill wings unfolded. The Background is revealed to be the Worst of Time again. Ultimate Kevin extends his Swampfire arm and shoots a whole lot of sleeping gas at Ultimate Humungousaur. Ultimate Humungousaur loses balance and falls off the railway, off to the fire. Ultimate Humungousaur is suddenly grabbed by mana. A Tentacle comes out of the mana thingy and clicks Ben's symbol, turning Ultimate Humungousaur into Terraspin. Terraspin floats in the air and sees Gwen and Paradox waving to him from the Railway.

Terraspin: How did you get here?

Gwen: We took the Express.

Terraspin, invulnerable to the Gas, flies over to Kevin and shoots a gust of wind in his face. Ultimate Kevin barely stands in the air, and is about to fall. Ultimate Kevin shoots a time ray at Terraspin, slowing down his movement. His movement slows down even further, to freezing to a statue-like manner in the air, the wind disappearing. Ultimate Kevin waves to Gwen and Paradox, with an evil smile, then he flies over to the other portal, going through.

Paradox: Gwendolyn, build me Mana Stairs to reach Benjamin.

Gwen creates Mana Stairs and Paradox goes up them and clicks Ben's symbol, turning him into Clockwork. Clockwork's time moves again and he falls to the mana stairs Paradox is on. Clockwork pants and detransforms. Gwen reaches them with Mana Stairs.

Ben: Kevin beat us, right?

Gwen: We're stuck here. The Portals deactivated since Kevin closed them.

Paradox: Not yet... He is up to something eventually...

Gwen: How could he be up to something else? He's just on a power absorbing spree.

Ben: Or he is targeting a great power source.

Paradox: THE TIME LORDESS! Benjamin, now is the time to unlock you new aliens.

Ben: PAradox, you're serioues acting wierd lately.

Paradox dials into Ben's Ultimatrix, making the dial pop up, and a new hologram appearing. He smacks it for Ben. Ben appears as Streak.

Ben: STREAK!! That was a quick naming. What can he do?

Paradox: Make Portals. Open the Portals for us! Or else the time lordess is toast!

Streak opens a portal and they all jump in. Meanwhile, Kevin flies out of a portal and arrives at a train station. He stops and gets out. Streak opens a portal right next to where Kevin arrived and they quickly follow Kevin. Streak reverts into Ben during the run. They come out of the metro station and Kevin flies quickly towards the castle of the Time Lordess. Ben's team follow immediately after.

Ben: I don't understand why Kevin didn't just go in there from the first place!

Paradox: He traveled to a time where the the moon is blue.

Gwen: What do you mean!?

Paradox: When the Chronian Moon is Blue, her magesty's power is it's best state!

Ben: So he could get more power from her!

Paradox: We better speed up!

Ben: On it!

Ben dials up, still running and transforms into Echo Echo, who immediately smacks his symbol.

Echo Echo, going Ultimate: ECHO ECHO! (evolution is complete) Ultimate Echo Echo!

Ultimate Echo Echo takes into the air and picks up speed. Meanwhile, Ultimate Kevin breaks in to the castle. All the guards shoot at Ultimate Kevin, but he absorbs the blasts and blasts them all away. Ultimate Echo Echo flies in and steps in his way making sonic disks next to him, making a wall.

Ultimate Echo Echo: Kevin, your line is drawn here.

Ultimate Kevin melts the ground and makes lava erupt at Ultimate Echo Echo. Ultimate Echo Echo dodges.

Ultimate Echo Echo: You think that's gonna work?!

Ultimate Kevin shoots a lot of Diamond shards, but Ultimate Echo Echo dodges them all. Ultimate Kevin smiles that, while Ultimate Echo Echo dodged, he cleared the way. Ultimate Kevin flies upwards, taking a shortcut of all of the stairs. Ultimate Echo Echo follows in the same track. Ultimate Kevin charges into the big door of the throne room, and knocks it down, bursting in. All of the Guards step in his way and open fire. Ultimate Kevin multiplies into 5 clones. Every Ultimate Kevin absorbs some guards. All the Ultimate Kevins remerge, a lot more powerful. Ultimate Kevin grows up in size and approaches the Time Lordess. Ultimate Echo Echo flies in and steps in Kevin's way yet again, standing right in front of the throne.

Ultimate Echo Echo: Kevin, stop it right there!

Voice: No Ben.

Ultimate Echo Echo looks behind Kevin and finds Paradox and Gwen confused. He turns around and finds the Time Lordess, standing up from her throne and she has just spoken.

Time Lordess: It's been a while since a foolish power hungry insignificant speck has attempted to absorb me. Get away from me and allow me to face off with this guy.

Ultimate Echo Echo remains confused in place. The Time Lordess shoots Ultimate Echo Echo out of the way with a single time blast, sending him flying over right next to PAradox and Gwen, reverting in the process.

Time Lordess: So, Kevin Levin, I prefer to make this a challenge. If I win, you are banished from here, and if I lose,

The Time Lordess shows Kevin her staff, shining and glowing.

Time Lordess: You will then win the entire Multiverse, have the right to enslave it, gain Ultimate Power with this staff and absorb my powers AND you can finish me off. No abilities other than strength and time rays are allowed. So I cannot use Reality Warping, Time Travel and any guards.

Ultimate Kevin: Seems good to me.

Ultimate Kevin's Lodestar shoulder glows Yellow. His Diamondhead arm morphes into a jackhammer. His Swampfire Arm prepares a fire ball. His eyes glow green, preparing a Neuroshock blast. He charges his mouth with Ice Breath. His lower jaw splits up and his tail aims spikes at her.

Gwen: Wait, HE's GONNA CHEAT!

The Time Lordess puts down her staff and takes off her robe, revealing normal Chronian cloth.

Time Lordess: 3, 2, 1!

Ultimate Kevin shoots all of these attacks, but she stops time and moves out of the way.

Time Lordess: No cheating is allowed, Levin.

Ultimate Kevin punches her on the chest, breaking the ground with her. He looks over to her cloth and finds nobody in them. Suddenly, they disappear and the Time Lordess appears behind him. She shoots a time ball at him. Kevin dodges. Kevin charges a time ray and shoots at her. The Time Lordess counters with her own time ray.

Time Lordess: You Know, they say Fight Fire with Fire, but never fight a master of fire with fire, especially in the blue moon night.

Her blast continues to eat up Kevin's slowly. She fixes the blast from only one of her hands and releases the other, while Kevin concentrates all his hands in the blast. The Time Lordess's blast breaks through and hits Kevin head on, sending him flying out of the way. Ben quickly transforms into Streak, takes to the air and opens a portal for Kevin to fall through. He closes the Portal immediately after.

Streak: AAAND Stay OUT!

Later, Paradox, Gwen and Ben were in the throne room, with new guards cleaning up the mess of the battle. The Time Lordess was seated on her throne, with her staff in hand.

Gwen: Wherever did you send Kevin?

Ben: Back to Earth. And remmember that not a single moment has passed outside Chronia.

Paradox: You're starting to get it.

Ben: Apologies Your Majesty.

Time Lordess: No, I must thank you, I haven't practiced on someone since forever. Dismissed.

Ben and Gwen get out of the room while Paradox remains. Ben and Gwen leave the Castle. We zoom out of the Planet but we could still hear Gwen and Ben talking.

Ben: Gwen, wherever did you park the Rustbucket III?

Gwen: Uhh...

Ben: What's that?! GWWEEEEEEEEEEEEEEEEEEEEEEEEEN!!!!!

The END!

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