The night air was still.
The campfire crackled quietly beside the Rustbucket, casting long, flickering shadows over the trees. Gwen had gone to bed hours ago. Max was inside the RV, pretending to be asleep but definitely listening for movement.
Ben waited patiently on a boulder a few meters from camp, staring at the Omnitrix as its green glow pulsed like a heartbeat.
> "It's time," he whispered.
He tapped the dial.
The ring turned, and one silhouette rose from the sea of alien forms — short, slender, with an oversized cranium and four nimble fingers.
Grey Matter.
He smacked the core.
> WHOOSH.
In a flash of light, Ben's body collapsed and reformed — now barely ten inches tall, with slick grey skin and glowing green eyes that shone with sharp, crystalline intellect.
Ben — or rather, Grey Matter — blinked, adjusting instantly.
Every sense sharpened. Every sound slowed to processable detail. His heart rate fell to an efficient, rhythmic beat.
> "Perfect."
---
Ben scurried up the side of the Rustbucket, crawled through a cracked window near the roof, and dropped into the back room Max used for equipment storage.
Inside was a Plumber tech panel — old, analog, clunky — but still wired into the Universal Communications Network. It wasn't what he needed. But it would help.
He pried off the backplate in seconds and connected his fingers to the circuitry. Tiny needles extended from his fingertips, slipping into the tech.
Instant stream of raw data.
His mind processed every line of code faster than human reflex. He wasn't thinking — he was calculating.
> "Connect to local relay… access frequency 12.55… ping nearby systems…"
He was building a map.
Not of Earth — but of extraterrestrial signals within range. Hidden satellites. Crashed ships. Data beacons still running silent after years.
> One signal responded.
A dormant Galvan satellite — cloaked in low Earth orbit. A prototype surveillance node built by Azmuth's early apprentices. Useless to the modern Plumbers.
But not to Ben.
> "Satellite ID: 7A-GV-RX. Omnitrix-compatible. Remote pairing: initializing."
Ben's tiny fingers danced through the holographic interface glowing from the Omnitrix. For the first time since arriving in this world, he wasn't modifying a form.
He was modifying the core itself.
---
Omnitrix Protocol: Root-Level Access (Grey Matter Exclusive)
Unlock Request: Cognitive Interface Module
Purpose: Synaptic Recalibration & Multi-Form Linkage
---
Most wielders of the Omnitrix were locked to a single transformation at a time. Once transformed, the user had no access to other forms until the cooldown reset or the timer ran out.
But Ben remembered the old theories.
The ones that said there was no actual limit.
Only safeguards.
> "I can rewrite that."
He reached into the satellite memory, pulling a fragment of old Galvan code. Experimental. Untested.
> "Neural Branching Sync: enable cross-form continuity. Create scaffold for trans-form cognition retention."
Translation?
He was creating the ability to maintain memory, thought, and mental momentum across transformations — to stay smart when switching forms. To carry Grey Matter's intelligence into any alien body.
Not just intelligence — awareness.
A fusion of mind and instinct.
---
The code pulsed as it sank into the Omnitrix.
The device shuddered.
A surge of green light spread up Ben's arm. His Grey Matter form sparked for a moment as the neural interface calibrated.
Then it was done.
> Cross-Form Synaptic Linkage: INSTALLED.
Grey Matter's cognitive structure is now embedded as a permanent shadow protocol across all active alien templates.
Ben deactivated the transformation and returned to human form.
But his eyes didn't just gleam with success.
They gleamed with clarity.
He could feel the difference. Even as Ben, even as human, he felt the touch of Grey Matter still echoing in his thoughts — a quiet hum, a sharpening of perception.
> "It worked."
---
Morning came with birdsong.
Gwen stepped outside, stretching and blinking against the sun. She glanced toward the forest edge, expecting to see Ben practicing some new alien form or pretending to train.
Instead, he was sitting still. Calm.
Reading.
A real book.
She narrowed her eyes. "Ben?"
He looked up and smiled. "Hey."
"…Are you reading Theoretical Xenobiology?"
Ben tilted his head. "Trying to find flaws. The author assumes single-genome limitations in hybrid species. Not very forward-thinking."
Gwen frowned. "You hate that kind of stuff."
"I used to," Ben said. "Now I'm different."
She sat beside him slowly, suspicious.
"You've been different since the Omnitrix showed up," she said. "Stronger, sure. But… smarter? You're acting like someone twice your age."
Ben didn't answer.
But Gwen kept pushing.
"Ben. I know something's going on. You're not just getting better at being a hero. You're evolving. And not the way the Omnitrix intended."
Ben closed the book and looked at her — not with mockery, but with something closer to… pride.
"I told you, Gwen," he said. "I'm not just using the Omnitrix. I'm understanding it. Rewriting it."
She blinked. "…You hacked it?"
He nodded. "With Grey Matter's help."
Gwen stared.
And for the first time, she understood:
> Ben wasn't just ahead.
He was building something none of them could predict.
---
That night, deep inside the Omnitrix's evolving internal architecture, a new sequence activated:
Prime Protocol 002: Cognitive Transfer Layer – ONLINE
All future forms will inherit Grey Matter's logical spine.
Ben stood atop a hill, watching the stars.
> "I can think like Grey Matter… even when I become fire. Or steel. Or lightning."
"I'm done being limited by forms."
"Now, I become all of them at once."
And far beyond Earth, somewhere in deep space, a red eye flickered on in a dark lab.
Someone else had noticed the signal burst from the Omnitrix.
Someone ancient.
Watching.
Waiting.