XLR8 was seen speeding down the streets of Union city and eventually exits it. Going out to the forest outside of Union. Once making it to a good spot in the forest he stops, putting down Eri and Cheryl. Letting out a small sigh he transforms back to his regular form.

(Y/N): Alright, this should be good

Cheryl nods to him. A couple minutes later the three were seen sitting around a small campfire. Eri was looking around in amazement never really knowing what the outside looked like. All the while Cheryl was looking at (Y/N) waiting for him to explain. A couple of minutes passed before (Y/N) sighs.

(Y/N): Alright, where do I start

Cheryl: How about from the beginning

He nods.

(Y/N): Well, like I said before I was born in Union city and lived most of my life there. And every single day when I was little, I use to idolize the heroes there and inspired to become a hero that everyone can look to for help just like them

(Y/N) paused for a moment with Cheryl looking at him waiting for him to continue.

(Y/N): But I guess dreams like that are meant to be shattered, cause when I was the age that you'd usually would awaken to a semblance, quirk or hell the activation of a sacred gear, I was powerless. But that didn't stop me I still wanted to become a hero no matter what

He clenched his fist as he said this.

(Y/N): I wanted to show everyone that I could be a hero no matter what. So, I worked hard and eventually got accepted into Union Academy and that's when shit went downhill

Cheryl: You're talking about the bullying right

(Y/N): Yeah, though it wasn't all that bad at first, I was doing great in my classes, I had some friends too, I even had a girlfriend

Cheryl looked down a bit at hearing that.

(Y/N): Then everyone turned on me when they found out I was powerless. I got beaten every day, given detentions when I didn't even do anything wrong. Heh...

(Y/N) looked like he was about to burst into tears.

(Y/N): And then my I find my girlfriend cheating on me, with that stupid little perverted dragon.

(Y/N) grips the log he was sitting on.

(Y/N): Everything turned to hell for me. Getting beaten every day and detentions for things I didn't do. Until I eventually was expelled, and you know what I was happy to finally be out of that shit hole

He chuckles to himself. As he did, he felt two pairs of arms wrap around him. Looking down he sees Cheryl and Eri hugging him, with Eri even crying a bit.

Cheryl: I'm so sorry to hear that

Eri: Why do people have to be so mean?

(Y/N) looked at them for a second, before he smiled.

(Y/N): It's fine, its all in the past for me now. Anyway, walking through the town after all that I came upon the old statue of someone who was a true hero, Ben Tennyson The Hero Of Heroes. After that I met the person who would change my life forever

Azmuth: And that would be me

They all turn and see Azmuth standing on a log near them.

(Y/N): Azmuth, it's been a while

Azmuth: Yes, it has been. I've seen you've been making quite a name for self too Tennyson

Cheryl: Tennyson, you have the same last name as him too

(Y/N): Well, for the longest time I thought my last name was Locke

Cheryl: Then why did you only learn recently that your last name was Tennyson

Azmuth: It was to protect him and his family from them

They look back to Azmuth.

Azmuth: All those so-called heroes would have love to get their hands on someone who was a part of his family

Cheryl: Because of the Omnitrix

Azmuth chuckled at this.

Azmuth: It's nice to see that you youngsters read your history. Anyway, I've been in hiding ever since Ben's passing and I developed a new and improved version of the Omnitrix, that I dubbed the Ultratrix. The very watch that (Y/N) has right now

(Y/N) slid back his sleeve revealing it to the two.

Cheryl: Amazing

Eri: Wow...

(Y/N): And ever since then I've been doing things that the heroes simply ignored, like taking down criminal organizations, and saving people who Union and the Heroes found as not necessary to do

Cheryl: You really have been through a lot

(Y/N): Yeah, but like I said before it's all in the past and now I couldn't be happier

He smiled at her, with her smiling back to him shortly after. All the while Eri looked at them in wonder. Azmuth chuckling at this as well. (Y/N) then stood up stretching a bit to, walking over to the center of the small huddle up.

(Y/N): No matter what I'm as happy as I could ever be now, and nothing is going to change th-

He was cut off when he suddenly pushed down by something. Turning over to his back he shakes his head a bit until he felt something wrap around his ankle. Looking down he sees a green vine wrapped around his ankle, then suddenly pulling him deeper into the forest, with Cheryl and Azmuth looking out with concern while Eri showed a scared expression.

Cheryl and Azmuth: (Y/N)!!!

(Y/N) was getting pulled deeper and deeper into the forest, all the while he struggled to get the vine off him. When it didn't work, he activated the Ultratrix and transform. He transformed into a small moth like creature known as Mothball.

Once transformed he then turned into dust escaping the vine, reforming shortly after.

Mothball: What the hell was that?

???: So, you we finally meet face to face

Looking to where the voice came from, and his eyes widened seeing Vilgax standing there.

Mothball: V-Vilgax, thought you were dead!

Vilgax: Hmph, well you thought wrong

He then launched forward at Mothball trying to punch him, only for Mothball to turn to dust again avoiding it. He then moved behind Vilgax while still as dust, reforming shortly afterwards, a green flash then surrounded him signaling that he transformed. Vilgax looked back at him seeing a blue monkey like alien with two tails land in front of him. This was (Y/N)'s Arachnichimp transformation Spidermonkey.

Spidermonkey: I'm not quite sure how you're here right now, but I won't let you do as you please and terrorize people either

Vilgax: Heh, then show me what you're capable of boy

Letting out some chimp sound he launched at Vilgax, dodging out of the way of a punch from him and following up with a couple of his own strikes to Vilgax's stomach and legs. He then jumped back and fired some webs from his tails at Vilgax, that was quickly countered by him firing beams from his eyes disintegrating them. The beams continued to Spidermonkey, with him quickly dodging them only to find that they were following him. He continued to dodge them as they followed eventually making them run into a nearby rock, with it exploding on contact. Now free from the beams following him, he went on the attack against Vilgax once again. Jumping around him and striking him from multiple angles, though it didn't seem like it did much. Vilgax brought down his sword trying to slash him, only for Spidermonkey to dodge then web it to the ground. Taking this opportunity, he jumped back onto the sword and began striking Vilgax in the face multiple times as he struggled to free is sword from the ground. Spidermonkey continued to strike him, until a plant like arm wrapped around him and threw away. Getting back up a bit dazed now, looking towards Vilgax he sees a plant like creature landing in front of him, a species of alien that he recognized a female Florauna.

With Spidermonkey taking immediate notice to the badge on her waist.

Spidermonkey: *That's a Omnitrix badge on her*

Female Florauna: Didn't think I'd have to step in

She looks to Vilgax, who's sword engulfed into flames destroying the web that held it down. Then sheathing his sword.

Vilgax: I was handling myself just fine

Female Florauna: Really? Cause it didn't look like it for a bit there

Vilgax just scoffed at this. Spidermonkey got up fully glaring at them.

Spidermonkey: Great, more troubles to deal with

They both look to him, with the female Florauna smirking.

Female Florauna: Yeah, sorry to say but you're in double trouble now

She then launched her arm out at Spidermonkey, with him jumping to avoid it only to be met by a blast from Vilgax stunning him and allowing the female Florauna to grab him in midair, then being slammed down into the ground kicking up dust. Once the dust had settled it revealed Spidermoneky standing there breathing heavily. 

Vilgax: Is this the best you can do, I was expecting more

Female Florauna: Well, looks like that's how things go now it's time to end this

They both were about to launch at him.

Cheryl: Hariyama, Bullet Punch!

Vilgax quickly turned and barely blocked multiple quick punches from a large sumo like creature.

He was pushed back a bit and looked at the creature with a glare. The creature known a Hariyama jumped back and landed next to Cheryl, who was glaring at the two.

Spidermonkey: Cheryl! Boy, am I glad to see you

Cheryl: Same to you, and don't worry about Eri Azmuth is currently watching her right now

He nods and glares back at the two.

Spidermonkey: Well, now that it's a fair fight now, how about we spice things up further

He then slammed the Ultratrix badge with the spikes coming out from it again, with the green aura following. His extra set of arms retracted, along with his tails. His body grew and began to resemble an ape's body, with four spider legs sprouting from his sides as well. An evolved Arachnichimp, known as Ultimate Spidermonkey.

He pounded on his chest like an actual gorilla and set his sights on the female Florauna.

Ult.Spidermonkey: I don't know why you have an Omnitrix, but one way or another I will get answers out of you

The female Florauna looked at for a second before smirking, a flash of light surrounding her and revealing a female Petrosapien in her place.

Female Petrosapien: Alright then lets go

She made a blade from her arm. Vilgax faced against Cheryl and her Hariyama.

Cheryl: I won't let you harm (Y/N) any longer. I don't know why you wanted to fight him either but right now that doesn't matter

Vilgax: How nice, you seem to care about the boy quite a lot

Cheryl continued to glare at him, though a blush grew on her face causing Vilgax to chuckle.

Viglax: Well then *unsheathes his sword* Let's see how far your care goes

Cheryl: Hariyama! Stone Edge!

Hariyama stomped the ground causing pillars of stones to jut up towards Vilgax, with him slashing through them then rushing towards Hariyama. 

Cheryl: Hariyama, close combat!

Hariyama rushed at Vilgax also, the two clashing their strikes against each other's. Hariyama then dodged one of Vilgax's strikes then palm striking him in the chest then following up with many more strikes after, pushing him back. Over with Ult.Spidermonkey and the female Petrosapien, we see her dodging out of the way of Ult.Spidermonkey's spider legs stabbing at her. His bottom jaw then split open and unhinged, shooting a stream of web from his mouth. The web struck her feet sticking her to the ground, with her looking down a bit surprise. Looking back up quickly she met with a punch to her face by Ult.Spidermonkey sending her into a tree. Ult.Spidermonkey then fired more web at her, sticking her to the tree, then rushing towards her. The female Petrosapien made a blade out of her hand cutting through the web and dodging out of the way, with him shattering the tree. She fired multiple shards at him, causing him to stumble back as she approached. Back over to Cheryl, Hariyama and Vilgax, Hariyama struck Vilgax with another Bullet Punch. Vilgax then countered throwing a punch at Hariyama's face making him stumble back. Then firing another blast at them making them back up further.

Cheryl: Hariyama, go for another Stone Edge

Doing so Hariyama sent another wave of stones at Vilgax, that he defended against. Then slashing through them with his sword, firing another beam from his eyes at Hariyama, that he dodged but didn't take account on who was behind him. A scream was heard, taking everyone out of their battle, looking to where the scream came from Ult.Spidermonkey's eyes widened seeing Cheryl on one of her knees holding her now bleeding arm. Ult.Spidermonkey stared at her for a couple seconds before he started seeing red. He twisted the Ultratrix badge, then slamming it down. The badge turned from it's usual white color to purple, along with the spikes as well. A purple aura spread from it, with him growing bigger as well. His fur turning white and him sprouting two sets of arms as well. A hyper evolved Arachnichimp, Supreme Spidermonkey.

Supr.Spidermonkey lets out a roar and rushed at Vilgax. Throwing a punch at him that he caught only to be punched in the side by one of his other arms. Then grabbing him throwing him back to the female Petrosapien. With her slamming her fist into the ground sending a wave of crystal shards at him, that he smashed through, while rushing at them. He then slammed his fist into the ground creating a shockwave that pushes them back a bit. Vilgax fired another beam at Supr.Spidermonkey alongside the female Petrosapien sending another volley of shards at him, that he quickly rushed through and began stabbing at them with his spider legs, that they quickly dodged out of the way of. He then jumped back and fired a ball of web at them that quickly expanded into a giant spider web catching and pining them to nearby trees. Then slowly approaching them, roaring at them when he got close. Before he could do anything however someone called out to him.

Cheryl: (Y/N) stop!

Looking behind him he sees Cheryl getting support standing up from her Hariyama, along with Azmuth and Eri who had made it there sometime in the comotion.

Supr.Spidermonkey: Cheryl, you're alright

Cheryl: Yeah, the blast only grazed me

Azmuth: It's a good thing she stopped you when she did, especially since you look like you were about to kill them

Supr.Spidermonkey: Yeah, and? They could have-

He stopped when his eyes landed on Eri, who was looking at him a bit scared. After seeing that he calmed down and transformed back to his regular form. Letting out a small sigh.

(Y/N): S-Sorry, I just lost my cool for a second there

He looked down, before looking back to Eri, getting on his knee to be at her height.

(Y/N): Sorry if I scared you Eri, I just-

He was cut off by Eri hugging him.

Eri: Y-You sound angry, but you also sounded sad from when we heard you roar

(Y/N): Y-Yeah, I was

Eri: Are you feeling better now?

(Y/N) smiled hearing this.

(Y/N): Yeah, I am now

Female Petrosapien: Well, isn't this just cute

They all look to the two who were still currently pined to the tree by the web. (Y/N) letting go of Eri and turning glaring at them.

(Y/N): Alright, I want some answers, especially from you

He pointed to the Female Petrosapien.

(Y/N): How do you have an Omnitrix?

Female Petrosapien: Well, let's get down from this first

The Female Petrosapien made spikes from her body shredding through the web, though it was a bit tougher to cut through then both regular Spidermonkey web and Ultimate Spidermonkey web. The two landed on their feet and began facing the group seeing them ready to fight if needed, to which Vilgax puts his hand.

Vilgax: Now now, we're not going back to fighting

(Y/N): And we should believe you?

Female Petrosapien: Will this convince you then

A flash surrounded her and seconds later it dies down revealing Bentely standing there shocking both (Y/N) and Azmuth.

(Y/N): Y-You look like-

Bentely: Ben Tennyson yeah, I know. In fact, I'm actually alternate version of him and this tall glass of water is an alternate Vilgax

She motions over to Vilgax, who gives a small bow.

Vilgax: Hello, it's nice to finally make you're acquittances and I'm sorry for injuring you, it was not my intention to

He says to Cheryl, who he also bows apologetically to embarrassing her a bit.

Cheryl: I-It's okay, I shouldn't have been standing behind Hariyama in the first place

(Y/N): So, wait you really aren't the Vilgax who fought my ancestor so many years ago

Vilgax: No, that Vilgax is dead

(Y/N): Then why the hell did you attack me?!

Vilgax: To put it simply, to test your strength and see how strong you are

(Y/N): And why's that?

Bentely: Don't worry, we'll explain it, though we do need the rest of your friends here fir-

Before she could finish a bright light shined down, with it dying down shortly after revealing the rest of (Y/N)'s friends standing there, in confusion. At this Bentely just chuckled.

Bentely: Well, that's convenient

With that the camera zooms out, with it then cutting to Atlas. Inside one of the facilities we see Ironwood walking through the halls of the building passing by many soldiers and scientist. He soon makes it to a room with some scientist who were seen working around container. Walking in he approaches the head scientist.

Ironwood: How is his diagnostics going

Head Scientist: They're going great sir, in fact we're just about finish

After saying that one of the other scientists approached the two.

Scientist: Sir, the diagnostics have just finished

A smile came to Ironwood's face.

Ironwood: Good, let me see him

Head Scientist: Yes sir

With that they press some buttons on a nearby console, opening the container revealing a in a hoodie and shaggy black hair. The boy gets up from the container looking at Ironwood.

Boy: Hello.......Father

Ironwood: Hello to you too. How are you feeling?

Boy: I'm feeling fine now

Ironwood: Good, soon you will be ready to finally destroy Tennyson

Nevin