Upside Frown

**Debut** | TBA

Upside Frown is an EPIC DNA sample in the Simplicitrix/Stabilized Simplicitrix.

## Appearance

Upside Frown appears as the living embodiment of an LSD trip, resembling a muscular humanoid alien with pale white skin and heavily exaggerated features, such as a massive rainbow-striped mohawk running down from the top of his head to the middle of his back, large facial features that appear disconnected from his actual face, as if they were actually floating directly in front of his head, including upward arrow-shaped eyes and a rainbow-striped smiling mouth, large circular ears on the sides of his head, and metallic rainbow accents running down both the innermost sides of his biceps and the front of his digitigrade legs.

Upside Frown has odd skintag-like growths on his shoulders and pectorals, rigid metallic growths sticking out of his sides, four flower-like protrusions colored a rainbow gradient above his hips, seven-fingered hands, two clawed toes on each foot with elongated extensions supporting his raised heels, and a spiked metallic tail that ends with a large black disco ball, complete with glowing lights. He wears a red speedo, large circular arm bands, going from red, to gray, to brown, to tan on his left forearm, and gray, to red, to tan, to brown on his right forearm, and black fingerless gloves with similarly mismatched knuckles.

Upside Frown wears the Simplicitrix on his lower back.

## Personality

Upside Frown rebels against the fun police, loving everything and anything that brings entertainment and excitement to others no matter the location or current circumstances due to his fun-loving nature and affinity for cheering up others and lifting their spirits, even if it may come off as ridiculous and over-the-top.

## Powers

* Upside Frown can expel and release pure childhood fun into his surroundings as an explosion of multicolored light from the organic disco ball located on the end of his tail, radiating out an aura of unadulterated joy and delight from his very being at all times. Upside Frown's amusement exhibition can be used in a variety of ways, such as making macabre environments much more lively through introducing more exciting additions to them and trapping others within a trance of pure happiness that renders them totally harmless.
	+ Upside Frown can even modify the powers of others in order to make them more interesting, such as taking the water-based abilities of an Orishan, and either adding freezing effects to them, enhancing the complexity of their hydrokinetic constructs, such as their water whips and bubble shield, or granting them new powers stemming from their original ones altogether, such as moisture manipulation or water homunculi generation.
	+ Upside Frown's amusement exhibition renders him immune towards feeling uninterested or disappointed towards anything in particular, in turn meaning that he cannot be rendered apathetic through other species, such as Reputantis Hebetems, Weltschmerzian Pupas, and Killjoy's species.
* Upside Frown's extraordinary physiology makes him the ultimate distraction transformation that can allow him to disrupt the concentration of others, with his very appearance practically screaming "HEY STOP WHAT YOU'RE DOING AND LOOK AT ME!!!"

## Weaknesses

* Upside Frown is extremely loud and has no sense of seriousness due to his obsession with fun, meaning he can accidentally embarrass himself and others.
* Upside Frown's fun-loving nature would be great for a few hours at most, with everything afterwards making him come off as extremely obnoxious, and eventually maddening as his entertainment aura functions non-stop and has no end to any of its effects.
* Upside Frown's interest inducement can be negated through the fun manipulation of Grianoleucas.

## Etymology

* Upside Frown is a play on "upside down" and "frown," a play on the phrase "turn that frown upside down."

## Trivia

* Upside Frown preys on Killjoy's species, whatever they are called.
	+ While Upside Frown himself has his own species name like Killjoy, they are not properly documented nor remembered due to the fact that anyone who has attempted to do so got distracted with how much fun they had in one of his species members' presence, as opposed towards the sheer forgettability of Killjoy's species. Upside Frown not having a species name also reflects the annoying fact that some of the most lore relevant canon *Ben 10* species and planets lack available names, such as Clockwork's planet name, despite how important their species are.
* Upside Frown was drawn and suggested by Shark.
* Upside Frown's hypothetical voice actor, Kellen Goff, is most popularly known for his role as Funtime Freddy as *Five Nights at Freddy's: Sister Location*, who easily fits with Upside Frown's high-octane nature and contrasts with Killjoy's boring expression.