We now go to a few days later, after the incident and let's just say, Beverly has grown well accustomed to her new form and situation. Especially since Gwen stopped nagging her about her clothing choices.

Hex says that he was close to figuring out a counter spell to turn Ben back, surprisingly she looked a little glum by that. Kevin had definitely teased her from that earning a kick to the face.

And right now we see Beverly and the others at the beach relaxing, a request to spend one of her last days as a girl at the beach. "Ahhh... this is nice." The heroine commented, now wearing a green swimsuit with black ties, and Bev's brown hair in a ponytail. "Hey babe" she heard, looking to the left Beverly saw two guys wearing swim trunks, "want to do something real fun?" He asked. She scoffed and waved her hand, "move along boy's, nothing to see here" she then stood up and kicked them straight in their stomachs.

"Jeez" she muttered lying back down, "I see you're enjoying your day at the beach" Gwen said walking up from behind her cousin. Bev pulled down her sun glasses and looked at the red head "so what if I am? I happen to find this appropriate" she said. "I am surprised you had not tried to, how do you humans say? Hit on guys" Rook said still in his proto armor.

"My body may be a girl but my mind is still the same Rook. Albeit a little different than how I am normally" Bev retorted. Out of the corner of her eyes she saw Kevin with a camera, "Kev if you even take a picture of me I'll tell Gwen about what you keep under your driver seat" she said making the Osmosian flinch.

"What does he keep under his driver seat Bev?" Gwen asked turning to Kevin menacingly, "oh I could tell you, or you can beat the crud out of Kevin until he squeals" Beverly said standing up and looked to one side of the beach. The teen male turned girl then saw a stage being built "hey what's going on?" Bev asked putting a towel around her waist like a shawl and walked over to the stage.

"Pardon me, but what are you doing?" Rook asked, "haven't you read the news? There's going to be a beauty pageant here" a worker said. Kevin laughed, "what're you smiling for?" Gwen asked her boyfriend, "nothing, I just though it'd be hilarious if Bev here were to be entered in it and how mad she'd be" he answered. Then got a kick to the family jewels, "say that again and the next hit you won't have kids" she warned, "besides Beauty pageants like that are so shallow" Beverly added. "You just say that because you'll never beat us" a familiar voice said behind them. One that Ben recognized, behind the group was Julie and Kai, both in scanty looking swim wear. "Oh great, what are you two doing here?" Gwen asked scowling, "nothing, just competing in this beauty pageant. Just showing Ben that I can get a better than any girl" Kai said, "Hervé is having a photo shoot here so I'm part of it" Julie added.

"We better be lucky Ben's off planet, he already had you two break his heart. We don't need you two to stepping on it more" Gwen said. The two ex girlfriends roll their eyes "whatever" they then walked to the sign up sheets, the group then saw Bev... then were surprised by the scary expression on her face.

(A/N: like this but replace Lucy and Natsu with Gwen and Kevin, then add Rook in the middle all in fear and obviously Erza with Beverly).

"I don't know why but I'm really steamed because of those two! Oh I will not let them show me up, where are those sign up sheets?!" she growled stomping over to a nearby table with sheets of paper. "I hope he remembers to make a fake last name" Gwen said still shivering, "is it weird that I'm actually scared of Ben right now?" Kevin asked.

Rook snapped out of his stupor "um... I shall return in a short moment" he said walking over to a bathroom. "Where are you going?" Max asked just arriving with a beach umbrella and deck chair, "it appears I need to clean my armor... as well as boxers" the Cat like alien answered walking away.

An hour later the pageant has began "hello Bellwood, welcome to the 10th annual miss multiverse beauty pageant. Where several of the universe's most gorgeous beauties compete to win the title of miss multiverse" the host of the event say. "We have many lovely contestants from several different planets, oh look and we have three contestants from earth" he said spotting Kai, Julie and Beverly. Kai was wearing a brownish red dress with a cut on one side to emphasize her legs, Julie was wearing a black dress that was pink at the top and Beverly had on... Well it wasn't a dress since she refused to wear one, the outfit was a skin tight green and black suit with the left sleeve missing and the right leg shorter than the left. And the right side of the hip had a drill protruding from it giving a skirt like appearance. And to hide the Omnitrix he had a small scarf draped over it.

"May we have your names?" The host asked, Kai answered first "the name's Kai Green, currently an archeologist and the Ex girlfriend of Ben 10" she said. "Ex girlfriend? Now how did that happen?" The host asked, "he said I was demanding. Yet he wouldn't change into any species I wanted" She retorted, "makes Julie Yamamoto, tennis player and also Ex of Ben Tennyson" she added. "I see a pattern going on, how about you miss?" He asked going over to the hero in question. "Not an Ex of Ben but a close friend, after all we both have the same lineage" Beverly said before a pink mana orb flowed in her hand. Then threw it at his ex girlfriends who ducked to avoid the projectile. As it turns out turning into a girl had awakened Ben's annodite powers and Gwen's been teaching her the basics.

"What do you know, an Annodite" The man said surprised "quarter annodite actually. And since these two had ripped my friend's heart out I'll be glad to get back at them for it." She said grinning menacingly. "So Tennyson asked for a friend to take us down a notch? How immature" Kai said, "no, I wanted to do it, he actually tried to hold me back. I had promised not to do anything drastic but I didn't expect you to be here" Bev admitted.

"Well May we please have your name?" The host asked, Beverly smirked, inwardly having a weird feeling Ben was about to do something weird. Then figured he'd get a kick out of it and said "my name is Beverly. However my last name" she switched to Japanese, he learned this phrase from watching anime he watched very recently.

"Sore Wa, Hi-mi-tsu" some how that made a few people choke on their own breath and a few have nose bleeds... ironically same with a few girls. "That is, how some would say, very cliché" Rook commented, "no doubt" Kevin agreed. "Ben really is liking his alter ego isn't he?" Max asked confused "probably just the teasing part. But I have to admit that is funny" Gwen said giggling, a few moments later the contest resumed.

The finalists were Kai, Ben and a random Thep Khufan girl, "Okay our three finalists have made it to the final portion of our contest" the host said. Oddly he seemed to have tan skin, and black hair with orange tips "glad to have made it this far" Bev said giving a peace sign. "Same" The Thep Khufan girl added making an actual peace sign with her bandages.

Kai just scoffed, the host was about to say the next portion when all of a sudden a giant mechanical foot stomped onto the beach. The robot seemed to be a brownish color with hits of dirt red and primarily gold. With a familiar logo with two Bs.

"Hello Bellwood, seeing as Ben 10 has been absent the last few days I have taken my chance to rule this town. With a Gold fist without any interruptions" said Billy Billions, nearly everyone screamed. Or would've hadn't it been for a familiar green flash...