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Description
In celebration of my revamped appearance of Phobos (ok, that's a lie. I had this planned for a while), I give you the evolved version of my first Omnitrix alien. Now while I know Ben never possessed the Ultimatrix in Omnitrix, this fella exists in a dimension where Ben never took off the Ultimatrix and instead had Azmuth plant the final upgrades to the Omnitrix into the Ultimatrix; long story short, in this universe Ben still has the Ultimate forms and thus, was able to turn into this nasty bugger . . . you'll see why I call it that later on.

On with the facts!

Name: Ultimate Phobos

Species: Evolved Varjoain

Home Planet: Tenbrice Alpha (future)

Powers/Abilities: Ultimate Phobos' body is still made up entirely of shadows, meaning he still has full control over them. The common form of manipulation that he uses is umbrageous teleportation, to use shadows as a means of transport. He can use these for short travel, as long as the destination in question is within his line of sight; while unconfirmed, long distance umbrageous teleportation could result in appearing in a random - and possibly dangerous - location of undesirable choice.

Ultimate Phobos is no longer capable of summoning weapons from within his body or using his frightening stare. Instead, his shape-shifting abilities have grown more pronounced and powerful and allow himself to morph into anything he wants, as long as it follows a simple rule: he can only turn into his opponent's worst fear.

Ultimate Phobos' ears and eyes give him highly enhanced senses and allow him to focus on the part of the brain that has domain over the body's stress and fears. Once he's pinpointed exactly what his enemy is afraid of, he'll instantaneously morph into a more horrifying version of it; a prime example would be combining a person's fear of spiders and clowns into a terrifying monstrosity that shares aspects of both fears.

Evolved Varjoain's have sharp claws that are capable of tearing through the hood of a car.

Ultimate Phobos has enhanced agility and strength higher than that of an average human.

Evolved Varjoain's possesses beartrap-like jaws that leave a highly painful bite caused by toxins in their saliva. Symptoms usually include insomnia, paranoia, and hallucinations that often make the victim see things that aren't really there, usually things that they find terrifying.

An Evolved Varjoain's body is covered in layers of dried saliva, as they groom themselves every day to maintain their health and appearance, and when they teleport these layers are displaced and often create the allusion that they have teleported out of nowhere in a puff of smoke, which severs as another means of intimidation.

Weaknesses: Ultimate Phobos' fear-related powers don't work on blind species such as Vulpimancers.

Ultimate Phobos is incapable of terrifying machines with his capabilities, as they do not understand the meaning of fear.

Sunlight and other forms of intense illumination are still a complication to Evolved Varjoain and restricts their shape-shifting abilities to almost nothing, making encounters with species such as Pyronites and Prypiatosian-Bs a risky business. This has not been known to destroy them like Ectonurites and Vladats, however.

When in this form, Ben has difficulty controlling his personality, much like he does with Rath and Jury Rigg. Unlike them however, he becomes more sadistic in nature and takes pleasure in watching his enemies face their fears with screams and cowering until the Ultimatrix times out. For this reason, this is a form that Ben doesn't utilize as often as his other Ultimate transformations.

Etymology: Phobos is named after the Greek personification of fear.

Trivia: The species name translates from the Finnish "varjo", which means "shadow".

The Varjoain homeworld, Tenbrice Alpha, derives from the Latin word for darkness, "tenebris".

Ultimate Phobos' abilities are similar to that of the Spooky from Lilo and Stitch the Series and his appearance is similar to that of the Pokemon, Gengar and Sableye. Other inspirations also include the aliens involved in the Kelly-Hopkinsville encounter (though the Evolved Varjoains are in no way responsible).

In the far off future, the role as the dominant species that the Varjoains held for millions of years is passed onto a newly evolved race, the Luxarians, as Tenbrice Alpha is plunged into a severe ice age that will last millions of years. Forced to hide in the darkest places their homeworld has to offer, the Varjoains dramatically evolved further into the predators they had once been and focus solely on feeding off the chemicals that Luxarian brains give off when under severe stress and fear; for this reason, they mostly attack young children and the feeble minded.

In a sense, Evolved Varjoains will fade off into legend as nothing more than a literal Boogeyman.

Description
In celebration of my revamped appearance of Phobos (ok, that's a lie. I had this planned for a while), I give you the evolved version of my first Omnitrix alien. Now while I know Ben never possessed the Ultimatrix in Omnitrix, this fella exists in a dimension where Ben never took off the Ultimatrix and instead had Azmuth plant the final upgrades to the Omnitrix into the Ultimatrix; long story short, in this universe Ben still has the Ultimate forms and thus, was able to turn into this nasty bugger . . . you'll see why I call it that later on.

On with the facts!

Name: Ultimate Phobos

Species: Evolved Varjoain

Home Planet: Tenbrice Alpha (future)

Powers/Abilities: Ultimate Phobos' body is still made up entirely of shadows, meaning he still has full control over them. The common form of manipulation that he uses is umbrageous teleportation, to use shadows as a means of transport. He can use these for short travel, as long as the destination in question is within his line of sight; while unconfirmed, long distance umbrageous teleportation could result in appearing in a random - and possibly dangerous - location of undesirable choice.

Ultimate Phobos is no longer capable of summoning weapons from within his body or using his frightening stare. Instead, his shape-shifting abilities have grown more pronounced and powerful and allow himself to morph into anything he wants, as long as it follows a simple rule: he can only turn into his opponent's worst fear.

Ultimate Phobos' ears and eyes give him highly enhanced senses and allow him to focus on the part of the brain that has domain over the body's stress and fears. Once he's pinpointed exactly what his enemy is afraid of, he'll instantaneously morph into a more horrifying version of it; a prime example would be combining a person's fear of spiders and clowns into a terrifying monstrosity that shares aspects of both fears.

Evolved Varjoain's have sharp claws that are capable of tearing through the hood of a car.

Ultimate Phobos has enhanced agility and strength higher than that of an average human.

Evolved Varjoain's possesses beartrap-like jaws that leave a highly painful bite caused by toxins in their saliva. Symptoms usually include insomnia, paranoia, and hallucinations that often make the victim see things that aren't really there, usually things that they find terrifying.

An Evolved Varjoain's body is covered in layers of dried saliva, as they groom themselves every day to maintain their health and appearance, and when they teleport these layers are displaced and often create the allusion that they have teleported out of nowhere in a puff of smoke, which severs as another means of intimidation.

Weaknesses: Ultimate Phobos' fear-related powers don't work on blind species such as Vulpimancers.

Ultimate Phobos is incapable of terrifying machines with his capabilities, as they do not understand the meaning of fear.

Sunlight and other forms of intense illumination are still a complication to Evolved Varjoain and restricts their shape-shifting abilities to almost nothing, making encounters with species such as Pyronites and Prypiatosian-Bs a risky business. This has not been known to destroy them like Ectonurites and Vladats, however.

When in this form, Ben has difficulty controlling his personality, much like he does with Rath and Jury Rigg. Unlike them however, he becomes more sadistic in nature and takes pleasure in watching his enemies face their fears with screams and cowering until the Ultimatrix times out. For this reason, this is a form that Ben doesn't utilize as often as his other Ultimate transformations.

Etymology: Phobos is named after the Greek personification of fear.

Trivia: The species name translates from the Finnish "varjo", which means "shadow".

The Varjoain homeworld, Tenbrice Alpha, derives from the Latin word for darkness, "tenebris".

Ultimate Phobos' abilities are similar to that of the Spooky from Lilo and Stitch the Series and his appearance is similar to that of the Pokemon, Gengar and Sableye. Other inspirations also include the aliens involved in the Kelly-Hopkinsville encounter (though the Evolved Varjoains are in no way responsible).

In the far off future, the role as the dominant species that the Varjoains held for millions of years is passed onto a newly evolved race, the Luxarians, as Tenbrice Alpha is plunged into a severe ice age that will last millions of years. Forced to hide in the darkest places their homeworld has to offer, the Varjoains dramatically evolved further into the predators they had once been and focus solely on feeding off the chemicals that Luxarian brains give off when under severe stress and fear; for this reason, they mostly attack young children and the feeble minded.

In a sense, Evolved Varjoains will fade off into legend as nothing more than a literal Boogeyman.